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Home My WebLink AboutCommittee of the Whole - 03 Dec 2018 - Agenda - Pdf-�Renton AGENDA Committee of the Whole Meeting 5:30 PM - Monday, December 3, 2018 Conferencing Center, 7th Floor, City Hall — 1055 S. Grady Way 1. Renton River Days Recap / 2019 Planning a) Presentation 2. SECO Development Update a) Presentation b) Draft Agreement - rr • . -. IF! 9, rmm.�-6 R If RENTn-N RIVEKDAYS AT uaean PARK fl it L Always .5pecquockular! Renton River Days (RRDs) Presentation at February 2018 Committee of the Whole 2ruary 2111 F vp i Par w+ �, }_ - - , 0.40 14 1��. ,yam' •' = - ..� � nrAt �' r�x s;�F�. i j= �' .. 'm 0 mA ao,-f ol I I i T; 01 9"1 M� rr 116 F; inu Renton River Days annual Festival Hiahlic 40 LL;. R Ad VOW 2018 Renton River Days 33rdAnnual Festival Highlights Renton's largest, longest running, multi -event multi -day festival 2018 Renton River Days 33rdAnnual Festival Highlights ' ' CAW RENTe--)-N RIVER DAYS 2018 Parade Grand P4F rShaj Ted Rodriguez 2018 Renton River Days 33rdAnnual Festival Highlights Building Blocks of RRDs $40,000 in charitable contributions back into the community as a result of festival events & programs Nearly 60 funding sponsors 550 Volunteers & and supporting organizations 5,400 Hours in 2018 RRDs Volunteer 30+ Volunteer Sanctioned City of Renton Board of Directors Event Planning Teams Departments n m z v n y M-M-x P 2018 Renton River Days Highlights of Survey - 450 Respondents Overall Experience (Scale 1 - 5) ❑ Rating of 3 or higher - 93% a Rating of 2 or below - 7% Attendance by Zip Codes DRenton-based zip codes - 79% ■Outside Renton - 22% Future Attendance ❑ ales - 94% ® Not likely - 6% Stayed in a Denton lodging establishment or visited a Renton restaurant or business during festival weekend n a Yes - 30% a N a- 701,a Z v n m Till F Rk NN■ ■! • an River Days -hstival Hiahlic 2018 Renton River Days 33rdAnnual Festival Highlights TOYOTA �. iii u Renton Rig annual Festive Sol ,a •R suc asanp�, � FLJ R �y iL -fir J = / 5 •{+�—•• * U{} ��a� � _ i'. �' ill - .� t�.x'• �- _ � - . _ zw � 1 1 ■ ■ ii i ' Y i' lFt #• OIL ■ i IF, Us ko an River L K Public - I E I =0 k--= rr�• Pri s _ g�;T {F a�•• �. �~ E • • A I F. � sib It ri.-� R r t 1�5 _fl151��11 RRI)s Annual Retreat October 2018 ". 34thAnnual Renton River Days _ July 26 - 28, 2019 We'll provide continued updates regarding the festival's transition ... . Questions? Thank you for your time! f icw ik PARK AVENUE NORTH EXTENSION PROJECT Presentation to the Committee of the Whole December 3, 2018 About this project: Construction of a new roadway into the SECO Southport development from Logan Avenue North increasing access to The Boeing Company, Puget Sound Energy, newly constructed office buildings, lodging, dining and retail options. Benefits to the City. Benefits to Southport. n c� m z Project design completion anticipated for early 2019. n m Bid process scheduled for June 2019. N LEGEND HMA PAVCYpIf Ay � 2~ � "i� �1 �'' Cx RN;f R/W � (1 1 f � - •+N' '� ri DECO RAIAT CEMENT =14CRUL PAITMEnI l■ S!Es BNSf R T µ - CEMENT 011CRCTE SoCWALx Y � j{11YR Or Litt OF jj RON PRpxnJ �• PLgrtCR � RARRd1p LR655fNG no MTE ASS[II�Y - RO.DWAv ,•.. ,E •, yyy►►F. A ! 1 Dui RAEROAO CRp55PIG WE ASSEMBLY - 5WE — To be ConstrUCtT:fI ' • epuuG srcunm mILE / by Others PRaPpsm RIGHT-ar-w,v 1 ' I, �1p6+�yp An11CIPAlrn LIMIT M LON 1—TbN Ti — — ANIICWAlEO lWR Oi CROSAMG PERYR , e.� � '1 �j To be Constructed f by city INTERNAL SGU[NPpRI - �_ 1W6-IA•NE flO.NWAYS �'. ` � � � �,' - 1 � J•�-i; l �'•... P-IJHE t7+fW 15. 7 ie oo 1 p0 3 l . ¢ 1 } v -'+�+ t. L PARK AVE N r J - /i Jf ^� PARCEL LINE .. r rri fy40 an ez i rR ` i r aEET 40 P E RTE E T ER/NCMUAL "Nl.ET ; I-- W -�'- "�-CITY OF CITY OF RENTON PRELIMINARY �� f .+ RENTON PARK AVENUE EXTENSION S Tn,LWA9B104 WwA WtihalaM. �'�Y Plunnmy/BuiW�ny/PuLlc Wo.lu peel. CL mG.4m— I GGOR¢5500 NOT FOR CONSTREfCTIDN � Rrnslaw R. OAIE MPR CONCEPTUAL LAYOUT �. 42 low. is 00" 41W RESOLUTION NO. 4351 TRANSPORTATION IMPROVEMENT PROGRAM Project Title: Park Avenue North Extension Community Planning Area: City Center Functional Classification: N/A Project Length: 0.23 mi Park Avenue North Extension TIP No. 20 Fund: 317 Project: 122190 Contact: Hebe Bernardo 42S-430-7232 ect Description: project will extend Park Ave N to the north of Logan Ave N, to provide access to Southport, PSE property and The Boeing Company. Improvements include bicycle and pedestrian hies, illumination, landscaping. With the additional development growth in the North Renton area, which includes The Landing and the Southport residential/hotel/office development, this project will construct improvements to improve accessibility. design work will be completed in 2019 and the project is scheduled to go to bid in June of 2019. Funded: 7,500,000 Unfunded: I - Programmed Pre-2019 Six -Year Program Project Expenditures & Resources Programmed pre-2018 201H 2O19 2020 2021 2022 2023 2024 Expenditures: Planning - - - - - - - Preliminary Engineering I,000,000 100,091 349,909 r t r r 550,000 - - - - - R-O-W {includes Admin) 1,500,000 - 300,000 r r rrr 1,200,000 - - - - - Construction 4,000, WC - - • rrr rr 3,500,000 500,000 - - - - Construction5ervices 1,000,000 - - rrr trr 875,000 125,000 - - - - Post Construction Services - - - - - - - Other (BNSF/Gate) - - - - - - - - - TataiExpenses 7,500,000 100,091 649,909 6,125,000 625,000 - - - Resources: Vehicle Fuel Tax - - - - - - - - - Business & Occupation Share - - - - - - - - Fund Balance - - 150,00o r rrr (150,000) - - - - Grants fn-Hand (1)- Grants In -Hand (2) - - - - - - - - Mitigation In -Hand - 100,091 499,909 ... rrr (600,000) - - - - - BondsILlD'sFormed - - - - - - - - - other In -Hand (%RF) 71500,000 rrr r 6,875,000 625,000 Other fn-Hand(Developer) - - - - - - - - - Undetermined - - - - - - - - - Total Sources 7,500,000 100,091 649,909 + lip 6,125,000 The City and SECO Development both benefit from the project. The "Park Avenue North Extension and Private Road Agreement" establishes obligations, responsibilities and contributions from the City and SECO. By previous agreements SECO is responsible for building public roadway improvements adjacent to Southport. n c� m These improvements include the traffic signal at Lake Washington Blvd. v n and the Coulon Park/Southport entrance and the y Lake Washington Blvd. frontage improvements. N P SECO has built up a traffic trip credit account including their expenditures for improvements benefitting the general public. These traffic credits were used to reduce their traffic mitigation fees for the Southport development. There is a balance of traffic trip credits left in the account. Main Provisions of the Park Avenue North Extension Agreement: The City pays for and constructs the public portion of the project using Local Revitalization Financing (LRF) funds, up to a cost of $7.5 million. SECO contributes to the cost of the public portion of the project using their trip credit balance until it has reached $0. SECO contributes 100% of the project costs over $7.5 million. n c� m SECO is solely responsible for designing, building and funding o n the private portion of the road. y m The entire private portion of the road will be covered by a N public access easement. 14-1 Staff Recommendation: Staff recommends Council approve the Park Avenue North Extension Agreement during the December 10, 2018 Council meeting. Other Updates: SECO reports they have a "Purchase and Sale Agreement" with Puget Sound Energy for the Shuffleton property under contract. SECO is on schedule to obtain occupancy permits for office buildings 1 and 2 in January 2019, and office building in September2019. Retail space in the Bristol is filling up. n c� SECO is continuing to work on the Lake Washington Blvd. Z frontage improvements. n m SECO reports the Hyatt Hotel is performing over N business expectations. Questions ? AGEN PUBLIC WORKS DEPARTMENT M E M O R A N D U M DATE: November 28, 2018 TO: Ed Prince, City Council President Members of the City Council CC: Denis Law, Mayor Robert Harrison, Chief Administrative Officer FROM: Gregg Zimmerma�,gublic Works Department Administrator, ext. 7311 SUBJECT: Agreement Between SECO Development, Inc. and the City of Renton Regarding the Park Avenue North Extension and the Private Road ISSUE: Should Council approve the proposed agreement between SECO Development, Inc. (SECO) and the City of Renton (City) regarding the Park Avenue North extension and the private road accessing the Southport property? RECOMMENDATION: Approve the agreement between SECO and the City regarding the Park Avenue North extension and the private road accessing the Southport property, and authorize the Mayor and City Clerk to execute the agreement. BACKGROUND SUMMARY: The City and SECO share a mutual interest in extending Park Avenue North from Logan Avenue North to the north right-of-way line of the Burlington Northern Santa Fe (BNSF) railroad corridor, and extending a private road from the northern termination of Park Avenue North to connect to the existing internal Southport two-way roadway. These projects will provide a second access road into and through the Southport property. The second access road will be available for use by the general public. The attached graphic depicts this access road (the public portion of the road is shown in blue, and the private portion of the road is shown in yellow). This second access road will benefit the City by reducing the amount of traffic that will access the property from the Coulon Park/Southport access road, the Southport property's current sole point of access and thereby providing capacity relief to Lake #2. b) AGENDA ITEM #2. b) Ed Prince, Council President Members of the Renton City Council Page 2 of 3 November 28, 2018 Washington Blvd. and the traffic signal at the intersection of Lake Washington Blvd. and the Coulon Park/Southport access road. It will reduce the volume of traffic that will otherwise use Coulon Park as a bypass route and provide an alternate route to members of the public traveling to and from Southport and Coulon Park. The second access road will benefit SECO by providing two points of access to the Southport campus and thereby preventing backups and gridlock for entering and exiting motorists. The Park Avenue North Extension Project appears in Renton's 2019-2024 Transportation Improvement Program (TIP) as project number 20 (see attached project sheet). The estimated cumulative cost of the Park Avenue North Extension Project (the public portion of the road) is $7.5 million. The City intends to utilize Local Revitalization Financing (LRF) funds to pay for the project. In 2009 the City obtained approval from the state to utilize LRF financing to pay for public improvements in the South Lake Washington area. The LRF financing would enable the City to issue a bond in the amount $7.5 million, and then pay debt service for the bond using up to $500,000 per year in sales tax revenue over the 25-year life of the LRF financing. Since the Southport project will also benefit from the extension of Park Avenue North, we have requested that SECO participate in the funding of the project. On December 21, 2015, the City and SECO entered into a Transportation Credit Agreement (CAG-15-238) that enabled SECO to establish a transportation credit account based upon their expenditures on public roadway improvements including the traffic signal and road improvements at the intersection of Lake Washington Blvd. and the Coulon Park/Southport entrance road, and also the Lake Washington Blvd. frontage improvements currently under construction. This agreement stipulated that 50% of SECO's expenditures on these projects benefit the general public and that SECO could establish a traffic trip bank account (Account) that could be used to reduce the cost of the transportation mitigation fees owed to the City. Currently the balance in the Account is $816,000. The size of the Account is expected to increase upon SECO's completion of the Lake Washington Blvd. frontage improvements. Provisions of the proposed Park Avenue North Extension and Private Road Agreement include: 1. The City is responsible for planning, designing, acquiring needed right-of-way, obtaining required permits and agreements and constructing the public portion of the roadway. The City is responsible for funding this project with the H:\File Sys\ADM - PBPW Adminstration\Admin Sec II\2018\SECO North Park Extension Project\Project Agreement\Park Ave N extention, issue paper.docx AGENDA ITEM #2. b) Ed Prince, Council President Members of the Renton City Council Page 3 of 3 November 28, 2018 exception of the funding contribution to be made by SECO (Southport West, LLC) as stated below. 2. SECO (Southport West, LLC) shall contribute 50% of the cost for the public portion of the roadway up to the amount in their traffic trip bank account (Account). SECO's contribution shall be made by transfer from the Account to the City on a quarterly basis. 3. SECO's (Southport West, LLC) contributions to the City shall continue until the Account balance has reached $0.00. 4. When and if the total project cost of the public portion of the road exceeds $7.5 million, SECO (Southport West, LLC) shall become 100% responsible for the costs of completing the public portion of the project in excess of $7.5 million. 5. Upon the effective date of the agreement SECO shall waive and release any rights or claims to the Account, except rights to the Account arising from this agreement. 6. SECO (Southport West LLC) shall be solely responsible for planning, designing, acquiring needed property, obtaining required permits, funding and constructing the private portion of the road in accordance with the City's design standards. SECO shall be responsible for maintenance and repair of the private portion of the road in perpetuity. 7. SECO (Southport West, LLC) shall provide a public access easement for the City and members of the public extending the entire length of the private portion of the road from its point of origin to the point where the private road connects to the existing public road at the Coulon Park/Southport entrance. 8. The private portion of the road shall be constructed and the public access easement shall be executed before the City will open the public portion of the road. CONCLUSION: Completing the public and private portions on the Park Avenue North extension will provide important access improvements that benefit SECO and the City. This agreement establishes the rights, responsibilities and obligations of both parties. H:\File Sys\ADM - PBPW Adminstration\Admin Sec II\2018\SECO North Park Extension Project\Project Agreement\Park Ave N extention, issue paper.docx LEGEND HW PAKYFM •� [A BNSE R/w, OECOM1xF CFYEM COxCRER: PAKYCM 1 i CEYEM WO RCIE SRRw.W( tiYY l �IWR M CRY Of ,y. PWRER --� -� � i � � 1 10?� Vl .�,: iF a-' - �. RIYLNOAD CROSSING WE ASSEMBLY R Al �•�. 'r - - -----y RAAROAD GROSSING —E ..MY - SAlflvAlR [by o be Constructed i Er Rh " :/... BOEIxc scc�„Ir rE>acr Others -':E'F �'. t .r . E11511NG RIGM-M-WAY 1 ; :.: ',} •l "Y PROPOSED ANDCIPAIED WR Of CONSIRUCROx IYPACi 1. .•. - 11' , � � ��- �� :��jJJ .� ANDCWAiEO WR Of GROSSING PERYR r � � ' � �I - -^� To be Constructed Y by City irm-uNE ROAO�MAvS P-WE .{ •, , ttw PARK AVE N All 41 v�'S Q 'AtJi i J PARGII WE , �I P' • - PERTEET jj.0HC0lrUALEIWI.IT I Y `r RE OF PRELIMINARY REOF BAw Y /P mBA�B6Ds�s BaOBtiRE00 NOT FOR CONSTRUCTION11 �'�A�w• �� w>E. D.p1. ry W.ti AA ND. RMSbI BY DAIS MPR �+ SC4LE 40 0 00 BO FEET CRY OF RENTON PARK AVENUE N EXTENSION North Park Extensol'Ln..& Transit Hub ,K yMingo _ C7 1'rr r -e` qk f� L r RESOLUTION NO.4351 AGENDA ITEM #2. b) Park Avenue North Extension TIP No. 20 Project Title: Park Avenue North Extension Community Planning Area: City Center Fund: 317 Functional Classification: N/A Project: 122190 Project Length: 0.23 mi Contact: Hebe Bernardo 425-430-7232 ect Description: project will extend Park Ave N to the north of Logan Ave N, to provide access to Southport, PSE property and The Boeing Company. Improvements include bicycle and estrian facilities, illumination, landscaping. With the additional development growth in the North Renton area, which includes The Landing and the Southport residential/hotel/office development, this project will construct improvements to improve accessibility. design work will be completed in 2019 and the project is scheduled to go to bid In June of 2019 Funded: 1 7,500,000 Unfunded: Project Expenditures & Resources Programmed Programmed Pre-2019 Six -Year Program Pre-2018 2018 2019 2020 2021 2022 2023 2014 Expenditures: Planning _ - _ _ _ Preliminary Engineering 1,000,000 100,091 349,909 I I 550,000 R-O-W (includes Admin) 1,500,000 300,000 11 I 1,200,000 - Construction 4,000,000 - II I 3,500,000 500,000 Construction Services 1,000,000 III I 875,000 125,000 Post Construction Services - - Other (BNSF/Gate) - _ Total Expenses 7,500,000 100,091 649,909 r oil 6,125,000 625,000 Resources: Vehicle Fuel Tax - - _ - Business & Occupation Share Fund Balance 150,000 I I I I (150,000) Grants In -Hand (1) Grants In -Hand (2) - Mitigation In -Hand 100,091 499,909 I III (600,000) Bonds/ LID's Formed - - - Other In -Hand (LRF) 7,500,000 of is 6,875,000 625,000 Other In -Hand (Developer) - Undetermined Total Sources 7,S00,000 100,091 649,909 iir 6,125,000 625,--- 47 AGENDA ITEM #2. b) PARK AVENUE NORTH EXTENSION AND PRIVATE ROAD AGREEMENT BETWEEN THE CITY OF RENTON AND SOUTHPORT WEST LLC The Park Avenue North Extension and Private Road Agreement ("Road Agreement") is made as of 2018, (the "Effective Date"), between the City of Renton, a Washington municipal corporation (thereinafter "Renton") and Southport West LLC, a Washington limited liability company. Renton and Southport West LLC are at times collectively referred to as "the Parties." Hotel at Southport LLC and Office at Southport LLC are also executing this Road Agreement, for the purposes of acknowledging, consenting to and ratifying the terms of this Road Agreement. The Parties mutually agree as follow: 1. Recitals. 1.1 Renton is a municipal corporation of the State of Washington, organized under the Optional Municipal Code, Title 35A RCW, located in King County, Washington. 1.2 Beginning in the late 1990s, Michael Christ and Southport LLC, a related entity to Southport West LLC, began developing the real property commonly referred to as the "Southport Property" located in the City of Renton, King County, State of Washington, on or near the shoreline of Lake Washington. 1.3 By Ordinance 4804, Renton designated the Southport Property as a Planned Action Site. Thereafter, Renton approved Level 1 Site Plans for the first (residential), second (office) and third (hotel) phases of the proposed Southport development. 1.4 Renton and Southport, LLC entered into a Mitigation Agreement dated October 12, 2001 regarding transportation improvements required to support the Southport development ("2001 Mitigation Agreement"). Exhibit A to the 2001 Mitigation Agreement identified the eight transportation improvements (the "Eight Transportation Improvements") required of Southport, LLC to mitigate the transportation impacts anticipated to be generated by the proposed Southport development. The 2001 Mitigation Agreement also acknowledged that although Southport had committed to constructing the Eight Transportation Improvements, such transportation improvements, in addition to primarily benefitting Southport development, would have the additional benefit of mitigating some traffic and growth unrelated to the Southport development. As a result, the City agreed that certain amounts paid or contributed by Southport toward construction of these improvements would serve as an offset/credit against future transportation impact fees otherwise owed for development of the Southport Property. 1.5 Since then Southport, LLC has re -organized into four independent entities, one for each of the lots within the Southport Property. Current ownership of the four Southport lots is as follows: Lot 1: Hotel at Southport LLC. Lot 2: The Bristol at Southport, LLC. Lot 3: Building C at Southport, LLC and JSL and LLC, as tenants -in -common. Lot 4: Office at Southport LLC. 1.6 On December 21, 2015, Renton, Hotel at Southport LLC and Office at Southport LLC entered into an agreement entitled "Transportation Credit Agreement Between the City of Renton, The Hotel at Southport, LLC and The Office at Southport, LLC', CAG-15-238 ("2015 Transportation Credit AGENDA ITEM #2. b) Agreement"). This agreement memorialized the understanding of Renton, the Hotel at Southport LLC and the Office at Southport LLC regarding the credit against transportation impact fees to be provided to the Hotel at Southport LLC and the Office and Southport, LLC by Renton in exchange for completion of the Eight Transportation Improvements. A copy of the 2015 Transportation Credit Agreement is attached hereto as Exhibit 1. The 2015 Transportation Credit Agreement includes the 2001 Mitigation Agreement referred to in Recital 1.4. 1.7 Exhibit 4 of the 2015 Transportation Credit Agreement displays a preliminary itemization of the project improvement costs and trip credits associated with the development of the Southport Property. Exhibit 4 shows a then -current balance on the Mitigation Fee Trip Credit Account (the "Account") of $815,585.07. This means that, as of the date of Exhibit 4, in their work on the Eight Transportation Improvements the developers of the Southport Property had spent $815,585.07 in excess of their transportation mitigation fees in building transportation improvements that benefit Renton and the general public. This number is based upon an estimated cost ($1,100,000) to construct the Lake Washington Blvd. frontage improvement elements of the Eight Transportation Improvements (Item No. 6 on Exhibit A to the 2001 Mitigation Agreement), but will likely increase upon completion of all Eight Transportation Improvements and credit for all costs associated therewith. 1.8 The Parties have agreed that it is to their mutual benefit to construct a second access road into the Southport Property. This second access road is different and in addition to the previous Eight Transportation Improvements associated with the Southport Property. This second access road will benefit Renton by reducing the amount of traffic that will access the property from the Coulon Park/Southport access road, the Southport Property's current sole point of access, and thereby providing capacity relief to Lake Washington Blvd. and the traffic signal at the intersection of Lake Washington Blvd. and the Coulon Park/Southport Access Road. It will reduce the volume of traffic that will otherwise use Coulon Park as a bypass route. It will provide an alternative route to members of the public traveling to and from Southport and Coulon Park. The second access road will benefit the Southport West LLC by providing two points of access to their facilities and thereby preventing backups and gridlock for entering and exiting motorists. 1.9 The Parties intend that the second access road will consist of an extension of Park Avenue North from Logan Avenue North/Southport Way northward to the north side of the Burlington Northern Santa Fe Railroad Company's ("BNSF's") right-of-way ("Public Portion of the Road"). The Parties further intend that at that point the roadway will be extended further north as a private road to be offered for public access, connecting with the road being built as part of the Southport Property approved site plan ("Private Portion of the Road"). This Road Agreement is intended to memorialize the understanding of Renton and Southport West LLC with regard to their respective responsibilities toward the financing, design, property acquisition, installation, ownership and operation of this second access road. 1.10 The Public Portion of the Road appears in Renton's 2019-2024 Transportation Improvement Program (the "TIP") as project no. 20, the Park Avenue North Extension. The TIP estimates the total project cost for the Public Portion of the Road at $7.5 million, itemized as follows: PARK AVENUE NORTH EXTENSION AND PRIVATE ROAD AGREEMENT - 2 - AGENDA ITEM #2. b) Preliminary Engineering $1,000,000 R-O-W (includes Admin) $1,500,000 Construction $4,000,000 Construction Services $1,000,000 TOTAL $7,500.000 The Parties acknowledge and agree that a material condition of Renton entering into this Road Agreement is that Renton not incur any financial obligation for any cost overrun of the Public Portion of the Road beyond the TIP estimate of $7.5 million. 1.11 The Parties agree that the cost of the Public Portion of the Road should be shared by Renton and Southport West LLC because of the needs each has for the Public Portion of the Road and the benefits each will receive from the Public Portion of the Road. Rather than require the Hotel at Southport LLC and the Office at Southport LLC to pay over new money to Renton for their share of the cost of the Public Portion of the Road, the Parties agree that Southport West LLC will instead pay their share by applying their Account balance toward the cost of the Public Portion of the Road, as further set forth in this Road Agreement. 1.12 This Road Agreement amends the prior 2015 Transportation Credit Agreement and specifies the manner and terms under which Renton and Southport West LLC will build the Public Portion of the Road and the Private Portion of the Road. Except as amended in this Road Agreement, the terms of the 2015 Transportation Credit Agreement will remain in full force and effect, and Southport West LLC assumes the obligation of Hotel at Southport LLC and of Office at Southport LLC under that agreement. 1.13 This Road Agreement is made pursuant to Chapter 35.72 RCW (Cities and Towns — Contracts for Street, Road and Highway Projects). This Road Agreement is made upon the basis of the foregoing provisions, and in consideration for the mutual promises and covenants agreed to in this Road Agreement and the 2015 Transportation Credit Agreement and the mutual benefits to be derived by the Parties. 2. Provisions Regarding Street Infrastructure 2.1 Recitals. The recitals set forth above are fully and completely incorporated by reference into and made part of this Road Agreement. 2.2 Public Portion of the Road: Renton's Responsibilities. 2.2.1 Renton shall be responsible for planning, designing, acquiring needed right-of-way, obtaining permits, obtaining agreements with BNSF and constructing the Public Portion of the Road. Renton shall be responsible for the costs of planning, designing, acquiring needed right- of-way, obtaining permits, obtaining agreements with BNSF, constructing, and all other costs associated with the Public Portion of the Road with the exception of the funding contribution to be made by Southport West LLC as stated in provision 2.3 of this Road Agreement. 2.2.2 Notwithstanding any other term in this Road Agreement, Renton's obligations to participate in the funding of the Public Portion of the Road cease if and at the time that the total project cost of the Public Portion of the Road exceeds $7.5 million. PARK AVENUE NORTH EXTENSION AND PRIVATE ROAD AGREEMENT - 3 - AGENDA ITEM #2. b) 2.2.3 Because Southport West LLC is responsible hereunder for a certain portion of the costs of the Public Portion of the Road, the City shall provide for the review and comment by Southport West LLC in key decisions on the Public Portion of the Road, as follows: 2.2.3.1 The City shall provide Southport West LLC copies of the following when available, and in all cases prior to approval by the City (each, a "Submittal"): The 30%, 60% and 90% construction plans for the Public Portion of the Road; b. Draft Request for Proposals (RFP) for construction of the Public Portion of the Road; C. Complete bid sets from all contractors responding to the RFP; and d. Draft construction contract for the Public Portion of the Road with the selected bidder. 2.2.3.2 All Submittals shall be generally consistent with the Plans (as defined in Section 2.2.4 below). Southport West LLC shall be entitled to review each Submittal and shall provide its comments in writing on the Submittal within twenty (20) days of receipt of the respective Submittal. The City shall in good faith incorporate the comments provided by Southport West LLC, unless to do so would materially increase the cost or scope of the project, the liability of the parties or be inconsistent with applicable laws and regulations, or diminish, in the City's opinion, the quality or function of the project design. At least five (5) days prior to approval of any Submittal, the City shall provide Southport West LLC written notice of its response to Southport West LLC's comments on the Submittal, including whether the City intends to implement each of the comments and the date of intended City approval of the Submittal (the "Approval Date"). If Southport West LLC believes in good faith that any Submittal will materially increase the cost of the Public Portion of the Road for which Southport West LLC is responsible hereunder, Southport West LLC may give notice to the City prior to the Approval Date that it disapproves the Submittal, which notice shall include specific reasons for the anticipated material cost increase. In that event, the City shall meet with Southport West LLC in an effort to agree to modifications to the Submittal to achieve cost reductions without compromising the function of the project improvements, prior to approving the Submittal. The final decision on whether to incorporate Southport West LLC's proposed modifications into the Submittal shall reside with the City. 2.2.4 Renton shall supply Southport West LLC with its project schedule for the Public Portion of the Road and all future updates as they become available. Renton shall begin and complete construction of the Public Portion of the Road as soon as practicable. Renton will open the Public Portion of the Road upon substantial completion as defined in WSDOT Standard Specifications and following completion of the Private Portion of the Road. The Public Portion of the Road shall be constructed in general conformity with the plans for the Park Avenue N. Extension (Revised 10% Submittal, Updated), dated 4/18/18, prepared by Perteet Engineers (the "Plans"). PARK AVENUE NORTH EXTENSION AND PRIVATE ROAD AGREEMENT - 4 - AGENDA ITEM #2. b) 2.3 Public Portion of the Road: Southport West LLC Responsibilities and Waiver and Release: 2.3.1 Southport West LLC shall pay its share of the cost of the Public Portion of the Road as set forth in this Section 2.3.1. 2.3.1.1 Southport West LLC shall contribute 50% (fifty percent) of the actual cost for the Public Portion of the Road, including preliminary engineering, right-of-way acquisition, construction, and construction services costs. Southport West LLC's contribution shall be made by transfer from the Account to Renton, on a quarterly basis, in an amount equal to 50% of the City's actual costs for the Public Portion of the Road for the prior quarter, as set forth in an itemized statement sent by Renton to Southport West LLC, up to the balance available in the Account. 2.3.1.2 Southport West LLC's contributions set forth in Section 2.3.1.1 shall continue until the Account balance has reached $0.00 (zero dollars). 2.3.1.3 If and at the time that the total project cost of the Public Portion of the Road exceeds $7.5 million, Southport West LLC shall become 100% responsible for the costs of completing the Public Portion of the Road in excess of $7.5 million. Southport West LLC shall pay for completion costs in excess of $7.5 million by paying to Renton, on a quarterly basis, the City's costs on the Public Portion of the Road for the prior quarter, within 30 (thirty) days of receipt of an itemized statement sent by Renton to Southport West LLC. 2.3.1.4 Notwithstanding the provisions of Section 2.3.1.3, Renton shall provide Southport West LLC with a copy of the lowest responsive construction bid for the Public Portion of the Road at least 7 days prior to awarding such contract to the lowest bidder. If Southport West LLC reasonably determines that the amount of such low bid is likely to cause the total cost of the Public Portion of the Road to exceed $10 million, Southport West LLC may request in writing that the construction contract not be awarded. Such request must be made before the City Council awards the project to the lowest bidder. Within 7 days of Southport West LLC's request, Renton and Southport West LLC shall meet to determine next steps. Options for resolution include, but are not limited to, rejecting all bids and altering the design of the Public Portion of the Road to reduce the cost and then putting the project out to bid again; or mutually agreeing on how to cover the additional funding need. Should 30 days elapse with Renton and Southport West LLC not coming to mutual agreement upon a resolution, either Party may provide notice of its intent to terminate further obligations of the Parties to construct the Public Portion of the Road and the Private Portion of the Road. If the Parties do not reach a mutual agreement for continuing the construction within 10 days of such notice, both Parties' obligations for completion of the Public Portion of the Road and the Private Portion of the Road shall immediately terminate. 2.3.2 Upon the Effective Date, Southport West LLC, Hotel at Southport LLC and Office at Southport LLC and their respective heirs, successors and assigns, each forever and irrevocably waive and release any and all rights or claims to the Account or to other compensation or consideration from Renton with regard to the subject matter of the 2015 Transportation Credit Agreement existing as of the current date, except rights to the Account arising under the terms of this Road Agreement or to the extent that a claim arises from Renton's breach of this Road Agreement. PARK AVENUE NORTH EXTENSION AND PRIVATE ROAD AGREEMENT - 5 - AGENDA ITEM #2. b) 2.4 Private Portion of the Road: Southport West LLC Responsibilities: Southport West LLC shall be responsible for planning, designing, acquiring needed property, obtaining required permits, obtaining needed agreements with Puget Sound Energy (PSE) and other parties, and constructing the Private Portion of the Road. The Private Portion of the Road shall extend from the termination of the Public Portion of the Road at the BNSF right-of-way north boundary to the private access road on the Southport Property. The Private Portion of the Road shall consist of a minimum of two lanes, one lane in each direction, and shall be provided with curbs and gutters, street lights, a sidewalk and a drainage system (the "Appurtenances"). The Private Portion of the Road and the Appurtenances shall be designed and constructed in compliance with City of Renton development standards. Southport West LLC and its heirs, successors and assigns shall be responsible for funding the needed property acquisition, and the design and construction of the Private Portion of the Road. Southport West LLC and its heirs, successors and assigns, shall be responsible in perpetuity for the maintenance and repair of the Private Portion of the Road and its Appurtenances. 2.5 Public Access Easement. Southport West LLC shall provide a public access easement for Renton and members of the public extending the entire length of the Private Portion of the Road, from its point of origin at the BNSF north property boundary to the point where the private road connects to the existing public road at the Coulon Park/Southport entrance. This public access easement shall entirely cover the road and its curb, gutter, sidewalk and landscape areas, be provided at no cost to Renton, and be binding on the property's heirs, successors and assigns. The form and substance of the easement shall be mutually acceptable to the parties. The easement shall be executed and recorded with the County Assessor's Office as a condition of opening the Public Portion of the Road. 2.6 Termination for Failure to Acquire Property. Completion of the Public Portion of the Road and completion the Private Portion of the Road is each dependent on property acquisitions that are not wholly within the control of the Parties. The Parties each agree to act diligently and in good faith to complete all property acquisitions necessary to effectuate this Road Agreement within two (2) years of the Effective Date. If all property acquisitions are not complete within such period, then the Parties shall continue to act diligently and in good faith to swiftly complete all property acquisitions, but this Road Agreement shall become terminable without penalty, with termination rights arising upon 90 (ninety) days' written notice to the other Parties as follows: 2.6.1. If Renton fails to acquire all property for the Public Portion of the Road, then Southport West LLC may terminate. 2.6.2 If Southport West LLC fails to acquire all property for the Private Portion of the Road, then Renton may terminate. 2.7 Effect on Prior Agreements. Except as expressly or necessarily impliedly provided herein, this Road Agreement shall not modify the terms or effect the 2001 Mitigation Agreement or the 2015 Transportation Credit Agreement, both of which remain in full force and effect. 3. Modifications to Agreement. This Road Agreement contains all terms, conditions and provisions agreed upon by the parties hereto, and shall not be modified except by written amendment executed by both parties. Amendments to this Road Agreement that materially modify the intent and policy of the Road Agreement must be approved by the City Council. Other amendments may be approved by the City Mayor. PARK AVENUE NORTH EXTENSION AND PRIVATE ROAD AGREEMENT - 6 - AGENDA ITEM #2. b) 4. General Provisions. 4.1 Governing Law. This Road Agreement shall be governed by and interpreted in accordance with the laws of the State of Washington. 4.2 Agreement Binding on Successors. This Agreement shall be binding upon and shall inure to the benefit of the heirs, successors and assigns of Southport, and upon the City, except as limited and conditioned in this Road Agreement. 4.3 Authority. Each party respectively represents and warrants that it has the power and authority, and is duly authorized, to enter into this Road Agreement on the terms and conditions herein stated, and to deliver and perform its obligations under this Road Agreement. 4.4 Entire Agreement. This Road Agreement 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 and this Road Agreement supersedes all previous agreements, oral or written. 4.5 No Third -Party Beneficiary. This Road Agreement is made and entered into for the sole protection and benefit of the parties hereto and their successors and assigns. No other person shall have any right of action based upon any provision of this Road Agreement. 4.6 Notice. All communications, notices, and demands of any kind that a party under this Agreement requires or desires to give to any other party shall be in writing and either (i) delivered personally, (ii) sent by facsimile transmission with an additional copy mailed first class, or (iii) deposited in the U.S. mail, certified mail postage prepaid, return receipt requested, and addressed as follows: If to the City: City of Renton 1055 South Grady Way Renton, Washington 98057 Attn: Mayor's Office If to Southport West LLC: Southport West LLC 1133 Lake Washington Blvd N, Suite 90 Renton, Washington 98056 Attn: Rocale Timmons Notice by hand delivery or facsimile shall be effective upon receipt, provided that notice by facsimile shall be accompanied by mailed notice as set forth herein and shall be evidenced by a machine -printed confirmation of successful transmission. If deposited in the mail, certified mail, return receipt requested, notice shall be deemed delivered forty-eight (48) hours after deposited. Any party at any time by notice to the other party may designate a different address or person to which such notice or communication shall be given. IN WITNESS WHEREOF, the Parties execute this Agreement as of the Effective Date. PARK AVENUE NORTH EXTENSION AND PRIVATE ROAD AGREEMENT - 7 - AGENDA ITEM #2. b) SOUTHPORT WEST LLC, a limited liability company, by SECO Development, Inc., its manager Printed Name: Title: Date signed: CITY OF RENTON a Municipal Corporation Denis Law Mayor Date signed: Attest: Jason A. Seth City Clerk Approved as to legal form: Shane Moloney City Attorney The undersigned, Hotel at Southport LLC and Office at Southport LLC, are executing this document to acknowledge their consent to the terms of, and the ratification of, this Road Agreement. HOTEL AT SOUTHPORT LLC By SECO DEVELOPMENT INC., its Manager By Name Title Date Signed PARK AVENUE NORTH EXTENSION AND PRIVATE ROAD AGREEMENT -8- AGENDA ITEM #2. b) OFFICE AT SOUTHPORT LLC By SECO DEVELOPMENT INC., its Manager By Name Title Date Signed PARK AVENUE NORTH EXTENSION AND PRIVATE ROAD AGREEMENT - 9 - AGENDA ITEM #2. b) EXHIBIT 1 2015 Transportation Credit Agreement (CAG-15-238) A GENDAITEM #2. b) TRANSPORTATION CREDIT AGREEMENT BETWEEN THE CITY OF RENTON, THE HOTEL AT SOUTHPORT, L.L.C., AND THE OFFICE AT SOUTHPORT LLC This Transportation Credit Agreement ("Credit Agreement") is made as of December_ 4- 2015, (the "Effective Date") between the City of Renton, a Washington municipal corporation (hereinafter "Renton"), and the Hotel at Southport, LLC, a Washington limited liability company, and the Office at Southport, LLC, a Washington limited liability company. Renton, the Hotel at Southport, LLC, and the Office at Southport, LLC are at times collectively referred to as "the Parties". The Parties mutually agree as follows: I. RECITALS 1.1 Renton is a municipal corporation of the State of Washington, organized under the Optional Municipal Code, Title 35A RCW, located in King County, Washington. 1.2 Beginning in the late 1990s, Michael Christ and Southport LLC, the predecessors in interest to the Hotel at Southport, LLC, and the Office at Southport, LLC, began developing the real property commonly referred to as the "Southport Property" located in the City of Renton, King County, State of Washington, on or near the shoreline of Lake Washington. 1.3 By Ordinance 4804, Renton designated the Southport Property as a Planned Action Site. In April 2000, Renton designated the Level II Site Plan (aka Master Site Plan) for the Southport Property as a Planned Action pursuant to the process and criteria established in Ordinance 4804. On July 18, 2000, Renton approved the Level II Site Plan for the Southport Property. Thereafter, Renton approved Level I Site Plans for the first (residential), second (office), and third (hotel) phases of the proposed Southport development. 1.4 Following approval of the Level II Site Plan and the Site Plan approvals for the first two phases, Renton and Southport LLC entered into a Mitigation Agreement, dated October 12, 2001, regarding the transportation improvements required to support the Southport development ("2001 Mitigation Agreement"). A copy of the 2001 Mitigation Agreement is attached hereto as Exhibit 1. Exhibit A to the attached 2001 Mitigation Agreement identified each of the transportation improvements required of Southport LLC to mitigate the transportation impacts anticipated to be generated by the proposed Southport development. The Mitigation Agreement also acknowledged that although Southport had committed to constructing these transportation improvements, these transportation improvements would address traffic and growth unrelated to the Southport development. As a result, the City agreed that certain amounts paid or contributed by Southport toward constructing these improvements would serve as an offset/credit against future transportation impact fees otherwise owed for development of the Southport Property. 1.5 Since then, Southport LLC has re -organized into four independent entities, one for each of the lots within the Southport Property. Current ownership of the four Southport lots is as follows: Transportation Credit Agreement Page 1 AGENDA ITEM #2. b) Lot 1: Hotel at Southport, LLC Lot 2: The Bristol at Southport, LLC Lot 3: Building C at Southport, LLC and JSL and LLC, as tenants -in -common Lot 4: Office at Southport, LLC 1.6 On February 24, 2014, Renton, the Hotel at Southport, LLC, and Southport LLC entered into a second agreement entitled "Agreement between City of Renton and Hotel at Southport and Southport LLC' ("2014 Agreement") establishing specific terms for the construction of transportation improvements at the Lake Washington Boulevard/Houser Way/Site Access/Park Access intersection (Part 2 improvements as defined below)). The 2014 Agreement is attached hereto as Exhibit 2. 1.7 The Hotel at Southport, LLC, and the Office at Southport, LLC, are in the process of developing the remainder of the Southport Property (lots A and B) and completing the remaining transportation improvements identified in the 2001 Mitigation Agreement. This Credit Agreement is intended to memorialize the final agreement of Renton, the Hotel at Southport, LLC, and the Office at Southport, LLC, regarding the credit against transportation impacts fees to be provided to the Hotel at Southport, LLC, and the Office at Southport, LLC, by the City in exchange for the Hotel at Southport, LLC, and the Office at Southport, LLC, completing the outstanding transportation improvements. 1.8 This Credit Agreement amends the prior 2001 Mitigation Agreement and the 2014 Agreement and specifies the manner and terms on which Renton will grant the Hotel at Southport, LLC, and the Office at Southport, LLC, credit against transportation impact fees in exchange for completing the outstanding transportation improvements set forth in Exhibit A to the 2001 Mitigation Agreement. Except as amended in this Agreement, the terms of those prior Agreements remain in full force and effect. 1.9 This Credit Agreement is made pursuant to Chapter 35.72 RCW (Cities and Towns — Contracts for Street, Road and Highway Projects) and Chapter 82.02 RCW (Excise Taxes — General Provisions). This Agreement is made upon the basis of the foregoing provisions, and in consideration of the mutual promises and covenants agreed to in this Agreement and the previous agreements between the Parties (2001 Mitigation Agreement and 2014 Agreement) and the mutual benefits to be derived by the Parties. II. AGREEMENT 2.1 Recitals. The recitals set forth above are fully and completely incorporated by reference into and made part of this Credit Agreement. 2.2 Transportation Improvement Costs. Southport LLC and its successors in interest, the Hotel at Southport, LLC, and the Office at Southport, LLC (hereinafter collectively "Southport"), have paid or shall pay, or have contributed to, the cost of designing and Transportation Credit Agreement Page 2 AGENDA ITEM #2. b) constructing the transportation improvements set forth in Exhibit A to the 2001 Mitigation Agreement. The list of improvements for which Southport will receive credit under this Credit Agreement is set forth in Exhibit 3 to this Agreement, including the current status of completion. For purposes of this Credit Agreement, those improvements have been divided into three parts based on their current state of completion. Transportation improvement Part Items #1, 2 and 3 of Exhibit 3 Part 1 improvements Items #4, 5, and 8 of Exhibit 3 Part 2 improvements Item #6 of Exhibit 3 Part 3 improvements For those projects for which Southport has or will receive credit, the Parties have agreed to the following credit amounts against transportation impact fees: Transportation Improvements Credit Part 1 improvements $2,796 (see 2.3.1 below) Part 2 improvements 100% of the cost to design the transportation improvements 50% of the cost to construct the transportation improvements 100% of the cost of acquiring any easements necessary to construct the transportation improvements Specific dollar value to be determined Part 3 improvements 50% of the cost to design and the cost to construct the transportation improvements. 50% of the cost of acquiring any easements necessary to construct the transportation improvements Specific dollar value to be determined. A preliminary itemized breakdown of the costs of these transportation improvements is included in Exhibit 4. Southport will provide Renton supporting documentation for these costs as requested by Renton. The Public Benefit Costs set forth in Exhibit 4 shall be credited to the "Southport Daily Trip Fee Credit Account" upon review and approval of the supporting documentation by the City. The City shall review such documentation within 15 days of receipt and provide Southport with any written questions or comments. Thereafter Southport may respond to such questions and comments as necessary and appropriate. This process of Southport submitting information, the City reviewing that information and providing comments, and SECO responding to those comments, may continue for up to 90 days. Within 10 days (after the expiration of the 90 day period), the Public Works Administrator shall provide Transportation Credit Agreement Page 3 AGENDA ITEM #2. b) a final list of those costs that it agrees to credit to the "Southport Daily Trip Fee Credit Account", and those for which it believes that it needs further information or otherwise rejects the requested credit ("Public Works Administrator's Decision"). Thereafter, Southport may elevate the dispute regarding any rejected amounts to the Administrator of the Department of Community and Economic Development. If the City and Southport are not able to resolve any outstanding disagreement regarding the credit within 30 days of elevating the dispute to the Administrator of the Department of Community and Economic Development, Southport may appeal the Public Works Administrator's Decision to the Hearing Examiner using the processes established in RMC 4-8-110. Notwithstanding the language in RMC 4-8-110(C)(2), the parties agree that Southport shall have until 45 days after the Public Works Administrator's Decision to file such an appeal. 2.3 Status of Southport Projects and Corresponding Impact Fee Calculations. 2.3.1. For purposes of this Credit Agreement, the Parties agree that both the Bristol I and II developments have been completed, that Southport paid transportation impact fees and/or made other contributions to the Part 1 improvements as part of developing the Bristol I and II, and Southport has a credit in the amount of $2,796 in Southport Daily Trip Fee Credit Account for the Part 1 improvements. 2.3.2 The Hotel at Southport, LLC, is currently in the process of constructing a hotel (City of Renton File #s: LUA14-000645, SA -A, SM, MOD, MOD, B14006571) (the "Hotel Project"). The Parties agree that the Transportation Mitigation Fee for the Hotel Project shall be calculated as set forth in Exhibit 4. 2.3.3 The Office at Southport, LLC, has submitted its application for building permit approval for three office buildings and related improvements (City of Renton Files #s: LUA14-000645, B15005268, B15005269, B15005270, and B15005271) (the "Office Project"). The Parties agree that the Transportation Mitigation Fee for the Office Project shall be calculated as set forth in Exhibit 4. The Part 3 improvements will be completed prior to issuance of a final certificate of occupancy of the first office building. 2.3.4 The number of net daily trips set forth in Exhibit 4 was derived using the methodology in the Southport Development Planned Action Draft Supplemental Environmental Impact Statement (DSEIS) and the Southport Development Planned Action Final Supplemental Environmental Impact Statement (FSEIS). A memorandum detailing this methodology and the above calculations is attached as Exhibit 5. 2.4 Credits Against Transportation Impact Fees. The Transportation Impact Fees as set forth in Exhibit 4 shall be deducted from the balance in the Southport Trip Credit Account. Southport shall only be required to pay those traffic mitigation fees that exceed the total balance in the Southport Trip Credit Account, if any, calculated at a rate of $75 per net daily trip. Renton shall update the remaining balance after each withdrawal from the Trip Credit Account, and provide written documentation to Southport of the new running balance. Transportation Credit Agreement Page 4 AGENDA ITEM #2. b) 2.5 Latecomers Agreements/Cost Reimbursement. Nothing in this Credit Agreement or the previous 2001 Mitigation Agreement and 2014 Agreement affect Southport's right or ability to seek reimbursement of any portion of the transportation project costs through one or more latecomers agreements or other means approved by the City of Renton. 2.6 Effect on Prior Agreements. Except as expressly provided herein, this Credit Agreement shall not modify the terms or effect of the 2001 Mitigation Agreement or the 2014 Agreement, both of which remain in full force and effect. IN WITNESS WHEREOF, the Parties execute this Agreement as of the Effective Date. CITY OF RENTON )4� 4 j4�4,6"" By: Denis Law Its: Mayor Dated: 2 ! / OFFICE AT SOUTHPORT LLC, a limited liability company, By SECO Development, Inc., its manager HOTEL AT SOUTHPORT, LLC, a limited liability company, By SECO Development, Inc., its manager f By: Michael P. Chri Its: President Dated: A/// By: Michael P. Chri t Its: President Dated: `@��u��uuuunururrip \\may OF RENTC Attest and approved: r� ICI Jason A. Seth Rent n Clerk Lawrence J. Warren Renton City Attorney Transportation Credit Agreement Page 5 AGENDA ITEM #2. b) EXHIBIT 2 2001 Mitigation Agreement (CAG-01-172) AGENDA ITEM #2. b) CAG-01-17 2 AGREEMENT � bw� This Agreement is made and entered into between the City of Reoton (Renton) and Southport LLC, a Washington limited liability company (Southport). Whereas, as part of Southport's project mitigation under the State Environmental Protection Act, Southport must satisfy Renton Traffic Mitigation Fee Policy (Resolution No. 3100) with respect to the project in part by paying a fee of $75.00 per daily vehicle trip generated (the "Traffic Mitigation Fee"); and Whereas, the Mitigation Document has established that since the traffic/road improvements will also address traffic growth unrelated to the development of the subject site, Renton will use e!] or a portion of the traffic impact mitigation fees to fund the portion of the haffidroad improvements required that Rcnton determines will provide benefit to the public (page 24); Wbereas, Southport has requested that Renton allow it to construct certain transportation improvements of equal value of and in lieu of its payment of the Traffic Mitigation Fee; and Whereas, the Traffic Mitigation Fee would be determined by the scope of the project should Southport have chosen to pay the fee instead of performing certain improvements of equal value; Whereas, Southport, Renton, and the interest of the public would be benefited by joint planning and execution of Southport's and Renton's respective items of work herein; and Whereas, it is advisable and necessary to document the terms and conditions under which Southport and Renton will carry out their respective responsibilities and construction activities, Now, therefore, Southport and Renton do agree as follows: The Traffic Mitigation Fee will be credited towards the cost of the off site road improvemcots based on the following: 1. It is agreed that the required transportation improvements involve 50% public benefit and 50% private benefit - Renton agrees to pay 50% of the public improvement costs exclusive of the grant -funded portion of the public railroad crossing up to a limit of Renton's participation of 100% of the Southport project traffic mitigation fee. if 100% of the Southport project traffic mitigation fee exceeds 50% of the project costs, then the balance would be paid into the transportation mitigation fund. If 100% of the Southport project traffic mitigation fee falls below 50% of the project costs, Renton's contribution would be capped at the amount of the fee. 3. Renton agrees to contribute above and beyond the 50% agreement the TEA-21 Railroad Crossing Program (Section 130) grant arnount of $180,000 toward the shoulder mounted cantilevers, signal and gates on Lake Washington Boulevard only, provided that Southport: �; P. 02 r+UG-13-2001 11:30 `P' 430 73�76 AGENDA ITEM #2. b) a. Provides the necessary information required for the City to prepare grant forms for funding obligation, billing, and reimbursement. b. Abides by all Federal regulations required to meet grant guidelines. 4. Payment by Southport of the Traffic Mitigation Fee shall be accomplished by Southport's performance of the work described on Exhibit A attached hereto. As previously noted in Section 2, the exact amount will be based on 50% of the actual construction cost, capped at the Traffic Mitigation Fee level: In addition, the cost of all of the railroad work will be assessed at six percent (6%) above costs to be paid to the City for the City's administrative costs associated with the railroad and grant agreements. 5. Any Traffic Mitigation flee not expended by offset for Southport's work under Section 4, above, will be paid to Renton and placed in the Transportation Mitigation fund. 6. During its work within the City right-cf--R-ay, Southport shall maintain open safe public access. Southport will hire and maintain traffic control equipment and flaggers and file a ti-afl-c control plan with the City of Renton. 7. All improvicnients will be constructed in accordance with the site plan and SEPA approvals for the Southport project. Executed this day of tuggsr,�2001� ri �- 6z7-o1yE� CITY OF 10 NTON SOUTHPORT LLC By- essc I'amncr Its Mayor Attest Marilyn I' r City Clerk Lawrence J. Warren City Attorney By SECO DEVELOPMENT, INC., a Washington corporation YY:ichael P. .luist Its President P . e3 AGENDA ITEM #2. b) ' EXHIBIT A LIST OF TRAFFIC MITIGATION FEE WORK 1, At the Park Drive/Garden AvenueJLake Washngton Boulevard intersection, the existing channeliration on the Park Avenue approach will be restriped to accommodate one shared through/right lane, one through lane, and two left-tum lanes. 2. On the Lake Washington Boulevard approach, the approach will be restriped to accommodate one right -turn lane and two left -turn lanes. 3. The westbound free right -turn lane from Park Drive to Lake Washington Boulevard w11 yield to the eastbound left -turning vehicles from Park Avenue to Lake Washington Boulevard, 4. A signal will be provided at the Lake Washington Boulevard/Houscr Way/Sitr. Aoccss/Park Access intersection. 5. The Subject Site/Gene Coulon Park shared access approach will be widened to four lanes (one left -turn, one right -turn and two entering lanes). 6. The section of Lake Washington Boulevard between Park Drive and the joint Site/Genc Coulon Park shared access will be widened by approximately 12 feet to accommodate two southbound lanes, one northbound left turn lane, and one northbound shared through/left turn lane. 7. Left toms in and out of the Boeing parking lot will Deed to be restricted in order to minimize the safety hazard, One solution could be placement of c-curb along the centerline of Lake Washington Boulevard just north of Park Drive to restrict left turns into and out of the Boeing parking lot. Alternate parking lot access ruay be available from North I& Street. Prior to final design, coordination with Boeing shall occur to determine specific mitigation. Renton shall assist with coordination efforts as needed. 8. The two railroad crossings, the Burlington Northern and Santa Fe mainline on Lake Washington Boulevard and the spur line on the joint Site/Gene Coulon Park shared access road, will be improved to include shoulder mounted cantilevers, signal and gates at both crossings. ,n 25 430 7376, 9 ,. EXHIBIT AGENDA ITEM #2. b) Calculation: Transportation Project Costs and Transportation Mitigation Fees Phase 1 Calculation: Transportation Project Costs and Transportation Mitigation Fees Phase 2 Calculation: Transportation Project Costs and Transportation Mitigation Fees Phase 3 Transportation Credit Agreement Page 9 Exhibit 4 AGENDA ITEM #2. b) Part 1 Project Improvement Costs and Trip Credits Project Element BNSF Work City of Renton Work PSE Work Gross Project Cost Less: FHWA Grant Net Project Cost Project Costs $363,348 $43,744 4 234 $411,326 - 149 501 $261,825.00 Project costs contribution by SECO in 2002 Bristol II mitigation fee paid by SECO in 2006 Total project costs and mitigation fees paid by SECO Public Benefit project cost deduction Balance of project costs paid by SECO Private Benefit project costs deduction Balance after total project costs have been paid by SECO Deduction for City administrative costs @6% of BNSF Work Balance of SECO payments after project and administrative costs (credit) Gregg Zimmerman's analysis of balance at end of Part 1 (owed by SECO) Average difference to Part I Trip Credits Account Ending Balance Public Benefit Private Benefit $130,913 $130,913 $209,937 113 927 $323,864 -$130,913 $192,951 -$130,913 $62,039 - 21 801 $40,238 -$34,647 $2,796 12/11/2015 Exhibit 4 AGENDA ITEM #2. b) Part 2 Improvements Project Costs and Trip Credits PART 2 IMPROVEMENT COSTS Cost Incurred Estimate to Contractor/Vendor Description to Date Complete Total Cost BNSF Easement Permit City of Renton BN5F Easement Agreement $75,850.00 $0.00 $75,850.00 Alston Courtnage & Bass- Tom Read -Legal Services Entrance Eas $12,646.02 $0.00 $12,646.02 TIC Surveying Access Easement Surveying $4,675.00 $0.00 $4,675.00 Reprographics NW Misc. Reprographic - Access/Entrance f $1,258.31 $0.00 $1,258.31 Total Cost of Aquiring Easement $94,429.33 $0.00 $94,429.33 Desien Costs TENW LLC Traffic Engineering Design for Entrance $77,112.90 $0.00 $77,112.90 Coughlin Porter Lundeen Civil Services $14,542.34 $3,457.66 $18,000.00 CTC Preemption Timing Engineering -sensor locations $13,157.85 $0.00 $13,157.85 Hart Crowser Engineering $5,162.50 $0.00 $5,162.50 Bush, Roed & Hitchings Engineering $3,548.03 $6,800.00 $10,348.03 Total Design Costs $113,523.62 $10,257.66 $123,781.28 Construction Costs John 5kochdopole Entrance Improvements/Civil Consultin $9,155.00 $0.00 $9,155.00 Sellen Construction Intersection Contract $782,381.00 $119,724.00 $902,105.00 TENW LLC Construction Support $43,019.99 $0.00 $43,019.99 Prime Electric Electrical/Traffic Lights $173,470.00 $0.00 $173,470.00 Mayes Testing Asphalt Testing $2,776.25 $2,702.25 $5,478.50 ARC Document Solutions Reproduction Costs $111.22 $0.00 $111.22 BNSF Railway Company BNSF Flagging $49,923.65 $20,076.35 $70,000.00 Taylor Agency & Marsh Insurance $31,217.20 $0.00 $31,217.20 PSE & Potelco Trenching/Electrical/Street Light $33,655.49 $36,344.51 $70,000.00 Burlington Northern Equipment $0.00 $5,000.00 $5,000.00 Total Construction Costs $1,125,709.80 $193,847.11 $1,309,SS6.91 PART 2 IMPROVEMENTS TOTAL PROJECT COSTS $1,333,662.75 $194,104.77 PART 2 MITIGATION FEE TRIP CREDITS CALCULATION Project Costs BNSF Easement Permit (@100%public benefit) $94,429.33 Design Costs, Work Items 4, 5 and 8 (@100% public benefit) $123,781.28 Construction Costs, Work Items 4, 5 and 8 (@50% public and private benefit) ########a## Total Project Costs separated by Public and Private Benefit ########### Part 2 Improvements Trip Credits Available Southport Hotel Traffic Mitigation Fee $1,S27,767.52 Public Benefit' Costs Private Benefit** Costs $94,429.33 $0.00 $123,781.28 $0.00 $654,778.46 $654,778.46 $872,989.07 $654,778.46 $872,989.07 wavy iwmgapon Use Rooms Trips— Fee/Trip Hotel 350rooms 2,336 $75.00-$175.200.00 PART 2Improvements Trip Credits after mitigation fee deduction $697,789.07 MITIGATION FEE TRIP CREDITS ACCOUNT CALCULATION Part 2 Mitigation Fee Trip Credits $697,789.07 Part 1 Trip Credits Account Ending Balance SZ,796.00 MITIGATION FEE TRIP CREDITS ACCOUNT ENDING BALANCE (after Part 2 improvements and South $700,585.07 ' The label "public benefit" indicates the portion of the project cost that is attributable to use of the transportation improvements by others (not required to support the Southport development) •• The label "private benefit" indicates the portion of the project cost that is attributable to the Southport development ••' Daily trips for the hotel are documented in Exhibit 5 12/11/2015 Exhibit 4 Part 3 Improvements Costs and Trip Credits AGENDA ITEM #2. b) PART 3 IMPROVEMENTS COSTS Cost Incurred Estimate to Contractor/Vendor Description to Date Complete Total Cost Design Costs Unknown Unknown $0.00 $100,000.00 $100,000.00 Total Design Costs $0.00 $100,000.00 $100,000.00 Construction Costs Unknown Unknown $0.00 $1.000.000.00 $1,000.000.D0 Total Construction Costs $0.00 $1,000,000.00 $1,000,000.00 PART 3 IMPROVEMENTS TOTAL COSTS $0.00 $1,100,000.00 $1,100,000.00 PART 3 IMPROVEMENTS MITIGATION FEE TRIP CREDITS Public Benefit* Project Element Project Costs Costs Private Benefit•' Costs Design Costs, Work Item x6 (@50% public and private benefit) $100,000.00 $50,000.00 $50,000 00 Construction Costs, Work Item #6 (@50% public and private benefit) $1,000,000.00 5500.000:00 $500,000.00 Totals $1,100,000.00 $550,000.00 $550,000.00 Part 3 Mitigation Fee Trip Credits $550,000.D0 Part 2 Mitigation Fee Trip Credits Account Ending Balance $700,585.07 Total Mitigation Fee Credit Account Balance $1,250,585.07 MITIGATION FEE TRIP CREDITS ACCOUNT CALCULATION Daily Mitigation Mitigation Fee Use Square Feet Trips— Fee/Trip Due Office Building 1 Traffic Mitigation Fee Office 258,021 1,950 $75.00 -$146,250.00 Office Building 2 Traffic Mitigation Fee Office 253,357 1,915 $75.00 -$143,625.00 Street Level Retail Sy_OS 167 $75.00 -$12.525.00 Total Office Building 2 259,058 2,082 -$156,150.00 Office Building 3 Traffic Mitigation Fee Office 208,101 1,573 $75.00 -5117,975.00 Street Level Restaurant 3.588 195 $75.00 14 25.00 Total Office Building 3 211,689 1,768 -$132,600.00 MITIGATION FEE TRIP CREDITS ACCOUNT ENDING BALANCE $915,585.07 • The label "public benefit" indicates the portion of the project cost that is attributable to use of the transportation improvements by others (not required to support the Southport development) •• The label "private benefit" indicates the portion of the project cost that is attributable to the Southport development Daily trips for each use are documented in Exhibit 5 12/11/2015