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� LAG-I6-OQ2
� GROUND LEASE AGREEMENT
(Renton t-�ighlands Library) �
This Graund Lease (the "Grnund Lease") is executed as of the �day of „�uc�u �._,
2016 (the "Commencement Date") by and between the CITY OF RE�f'�iTON, a non-charter code city
under RCW 35A.03 and a municipal corporation of the state af Washington ("C�"), as landlard and
KING COUNTY RURAL LIBRARY DISTRICT d/b/a the KING COUNTY LIBRARY SYSTEM, a
Washington rural library district ("KCLS") as tenant. City and KCLS are hereinafter sometimes
referred to individually as a"Partv" and collectively as the ``Parties".
• RECITALS
A. The citi�ens of the City approved annexatian af the City into the library system
aperated by KCI..S an February 9, 2410.
B. The City and KCLS agreed that the City would pravide land and funding far, and
KCLS would design, canstruct and thereafter operate and maintain, two new library facilities in the
City of Rentan for the benefit af the citizens af Renton and surrounding communities in King
County. The Parties thereafter entered inta that certain Interlocal Agreement dated July 1 l, 2411, as
amended June 19, 2014 {the ``ILA") setting forth the terms and conditions under which the City
would acquire land for the two libraries and KCLS would design, construct and thereafter operate the
two library facilities in accordance with the terms of the ILA.
C. Pursuant to the terms of the ILA, KCLS has completed the design and canstructian af
an approximately 20,000 square library with meeting rooms spanning the Cedar River (the "Renton
Downtown Librarv") located an real praperty owned by the City with a street address of ]00 Mill
Avenue South in Rentan together with an exclusive easement for free parking for library patrons and
KCLS employees cansisting of[67] parking spaces and space for 1 Library2Go van at the parking lot
owned by the City in Liberty Fark and located south of the Renton Downtown Library (cailectively
the "Downtown Librarv Site"), which opened to the public August 22, 2015 and has completed the
design and construction of an approximately I 5,000 square faot library with rneeting rooms and
underground parking for [60] cars (the "Renton Hi xh�, lands Library") located on real property owned
by the City with a street address of$O1 NE IOth Street in Renton (the ``Renton Highlands Library
Site"), which opened to the public in March of 2016. The Renton Downtown Library and the Renton
Highlands Library are hereinafter referred to individually as a '`Library" and cotlectively as the
"I.,ibraries" and the Downtown Library Site and the Renton Nighlands Library Site (includin,� a11
parking areas} are hereinafter referred to collectively as the"Librar�ites".
D. Pursuarat to the provisions of Section 9 of the ILA, the City intends to ground lease
the Renton Highlands Library Site to KCLS and KCLS agrees to operate the Renton Highlands
Library therean for the rent and an the terms and conditians hereinafter set forth herein.
NOW, THEREFORE, in consideration of the foregoing recitals and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as
fo!lows:
AGREEMENT
.
l. Incor�oration of Recitals; Definitions. Each recital set forth above is incorporated
into this Ground Lease as though fully set forth herein. All capitalized terms not otherwise defined
herein shall have the sam,e�,definition as set forth on Exhibit B attached hereto and by this reference
incorporatetf herein. � •
2. Leased Propert�.
A. Lease. City hereby demises and leases to KCLS, and KCLS hereby hires and
leases from City the Renton Highlands Library Site legally described on Exhibit A attached hereto
and by this reference incorporated herein, together with all access, parking, maintenance and other
easements appurtenant thereto (collectively, the "Leased Pro�erty"). The Leased Property is leased
to KCLS in its present condition and state of repair and except as otherwise expressly provided
herein, KCLS agrees to accepts the Leased Property"AS IS" and in its existing condition.
B. Title to Library Buildin� and Librarv Books and Materials. City
acknowledges that KCLS is the owner of the library building now located on the Leased Property
and all trade fixtures,equipment, furniture, furnishings, books, computers, art work and other Library
materials and personal property now or hereafter located on the Leased Property or used in
connection with the KCLS library system, together with all additions, modifications, expansions or
improvements now or hereafter made to the library building during the Term of this Ground Lease.
Upon the expiration or earlier termination of this Ground Lease, the library building and all other
building systems and equipment installed in the library building and other improvements affixed to
the Leased Property shall become the property of City. Notwithstanding the foregoing, upon
expiration or earlier termination of this Ground Lease, KCLS shall have the right to remove al( of its
trade fixtures and other personal property from the Leased Property (inc(uding but not limited to
signage, equipment, furniture, furnishings, books, computers, art work and other Library materials
and personal property now or hereafter located in the Library or used in connection with the KCLS
library system) and shall repair any damage to the Leased Property caused by such removaL KCLS
shall not remove any building service equipment or other fixtures affixed to or necessary for the
operation of the building.
3. Lease Term.
A. Initial Term. This Ground Lease shall commence on the Commencement
Date and shall expire on the fiftieth (SOth) anniversary of the Commencement Date (the "Ex�iration
Date") unless sooner terminated as provided herein or unless the Term is extended pursuant to
Section 3.B.
B. Options to Extend. At the expiration of the Initial Term, this Ground Lease
shall be automatically renewed for two (2) one additional term of fifty (50) years each, on the same
terms and conditions (the Initial Term as extended, the "Term"), for so long as the Leased Property is
used and operated as a library.
4. Rent. City acknowledges receipt of the sum of One Dollar ($1.00) which represents
prepaid Rent for the entire Term of this Ground Lease.
5. Utilities and Taxes. KCLS shall be responsible for the payment of all charges for
utilities used or consumed at the Leased Property and shall make any necessary arrangements to have
all such utilities billed to and paid for directly by KCLS. City shall be responsible for the payment of
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all real property taxes and assessments, if any, that are imposed upon the Leased Property and shall
pay all such taxes directly to the applicable Government Authority prior to delinquency. KCLS shal!
be responsible for the payrnent af all personal property taxes, if any, assessed against KCLS's
furnishings, furniture, equipment, books, camputers and all other of KCLS's personal property
contained in the Leased Property and shal! pay all such taxes directly to the applicable Governrnent
Authority priar to delinquency.
6. Use of Leased Propert,..,y.
A. Permitted Use. The Leased Praperty shall be used by KCLS for the purpose
of operating and maintaining a iibrary and providing library services and related activities and
supporting services to the public, including residents of the City of Renton.
B. Compiiance with Laws. KCLS shall, at its sole cost and expense, promptly
camply with all Laws now or hereafter in force and affecting KCI,S's use and operation of the
Library on the Leased Property, and obtain ali permits, licenses or other approva(s required by
Governmental Authorities to operate the Library. KCLS shalf have the right to cantest, by
apprapriaTe legal praceedings, any Law or other requirement affecting the Leased Property and to
postpone campliance with the same during the pendency af such contest provided that the
ertforcement of such Law or other requirement is stayed dttring the pendency of such contest and the
cantest will not subject City ta crimina) or civil penalty or fine or jeapardize title to the Leased
Property. City sha11 coaperate with KCLS in such contest and shall execute any documents or
provide such informatian as KCLS may reasonaE�ly request in furtherance of such proceedings.
KCLS shaEE proceed diligentEy and in good faith ta resolve such contest and shall not pastpone
compliance with any Law ar ather requiremeni if the same wauld invalidate any insurance required
by this Ground Lease. If KCLS is contesting any Law or other requirement then so lang as KCLS
cantinues to aperate the Leased Property as a library open to the public, KC1,S shal( not be in default
under this Ground Lease by reason of such noncampliance unless and unti! there is a final
determinatian entered by a court of competent jurisdictian and all applicable appeal periods have
expired or, if KCLS has duly appealed the determination and enfarcement is stayed pending appeal,
then until all appeals have been finally decided against KCLS and KCLS has failed to comply with
the resulting decisian within thirty{30)days following the issuance of such final determination,
C. Quiet Enjovment. Upon the observance and performance of the covenants,
terms and conditions an KCLS's part to be observed and performed, City represents and warrants
that KCLS shall peaceably and quietly hold and enjay the Leased Aroperty for the Term hereby
demised withaut hindrance or interruption by City or any Persan(s) claiming by, through or under
City.
7. Maintenance, Re�air and Alterations.
A. Maintenance and Repair. Except as otherwise expressly provided herein and
except for damage caused by the negligent acts or omissians of City, from and after the
Commencement Date af this Ground Lease, KCLS shall, at KCLS's sole cast and expense, maintain
the Library and Leased Praperty and every part thereaf, 1C1GIltt�Itl� I�IIdSC��}1T1�, in gaod order,
conditian and repair and will take ai] action and will perform all maintenance and repairs required to
keep all parts of the Library and Leased Property including tandscaping in good canditian and repair,
subject to ordinar}�wear anc! tear and damage by tire or other casualty excepted.
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B. Additional Improvements. From and after the Commencement Date of this
Ground Lease, KCLS may, at KCLS's sole cost and expense and without further consent from City,
make modifications, alterations and additions to the Leased Property or the Library, provided that
such modifications, alterations and additions do not decrease the value of the Leased Property or the
Library, and such modifications, alterations and additions are completed in a good and workmanlike
manner and in compliance with all applicable I.aws and the requirements of all insurance policies
required to be maintained by KCLS. KCLS agrees that it will procure all necessary permits before
making any such repairs, alterations or additions. City agrees to cooperate with KCLS in obtaining
such permits. KCLS agrees to pay promptly when due the cost of any work done by the KCLS to the
Leased Property or the Library after the Commencement Date so that the Leased Property and the
Library shall remain free of all construction liens.
8. Hazardous Substances.
A. KCLS Obli at� ions. KCLS shall not use the Leased Property for the
transportation, storage, generation, disposal or release of any Hazardous Substances in violation of
Environmental Laws. From and after the Commencement Date of this Ground Lease and to the
extent permitted by Law, KCLS shall be solely responsible for all debts, demands, obligations, liens,
judgments, claims, liabilities, losses, damages, cleanup costs and expenses (including reasonable
attorneys' fees) now or hereafter arising in connection with the presence, transportation, storage,
disposal or release of Hazardous Substances located in, on or about the Leased Property and caused
by or resulting from the actions of KCLS, its officials, officers, agents or employees after the
Commencement Date of this Ground Lease including, without limitation, costs incurred in
connection with any investigation of site conditions or any cleanup, remedial, removal or restoration
work required by any Government Authority because of the presence or suspected presence of
Hazardous Substances in violation of Environmental Laws, which costs may include, but not be
limited to, sums paid in settlements of claims, attorney's fees, consultant's fees and expert fees,
excluding (a) any Hazardous Substances present on the Leased Property prior to the Commencement
Date of this Ground Lease or which migrate onto the Leased Property from adjoining property
through no act or omission of KCLS; or (b) any debt, demand, obligation, lien, judgment, claim,
liability, loss, damage, cleanup cost or expense resulting from the actions or omissions of City, its
officials, officers, agents, employees, contractors, subcontractors or invitees. This obligation shall
survive the Expiration Date of this Ground Lease.
B. Citv Obli a� tions. City shall not use the Leased Property for the
transportation, storage, generation, disposal or release of any Hazardous Substances in violation of
Environmental Laws. City shall be solely responsible for (a) all debts, demands, obligations, liens,
judgments, claims, damages, penalties, fines, cleanup cost, expenses, liabilities or losses relating to
the presence, transportation, storage, disposal or release of Hazardous Substances on the Leased
Property prior to the Commencement Date of this Ground Lease; or (b) any debt, demand,
obligation, lien, judgment, claim, liability, loss, damage, cleanup cost or expense resulting from the
actions or omissions of City, its officials, officers, agents, employees, contractors, subcontractors or
invitees, including, without limitation in each case, costs incurred in connection with any
investigation of site conditions or any cleanup, remedial, removal or restoration work required by any
Government Authority because of the presence or suspected presence of Hazardous Substances in
violation of Environmental Laws. Such costs may include, but not be limited to, sums paid in
settlements of claims, attorney's fees, consultant's fees and expert fees. This obligation shall survive
the Expiration Date of this Ground Lease.
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9. Insurance
A. KCLS's Insurance. Durin� the Term of this Ciround Lease, KCLS shall
maintain the follawing types of insurance:
(i) Commercial general liability insurance an an occurrence basis
insuring tf CLS against c(aims far personal injury (including without limitation, bodily injury or
death), praperty damage liability and such other loss or damage from such causes af loss as are
embraced by insurance poiicies of the type now known as "commercial general liability" insurance
covering the Leased Froperty, together with business automobile iiability (owned, hired or non-
owned vehicles) covering the risks of bodily injury (including death) and praperty damage, inctuding
caverage for contractual liability. Such insurance sha13 be in an amount of not less than $I,000,000
per occurrence and $2,000,000 general aggregate or such other reasonable amaunt as KCLS may
determine from time to time. Such insurance shall name City as an additionat named insured and
shall be in a form reasonably acceptable to City.
(ii} Property insurance covering the �ibrary against loss ar dannage from
such causes of loss as are embraced by insurance poEicies af the type now knawn as '`All Risks" or
"Special Cause c�f Loss'' property insurance on a replacement cost basis in an amount not less than
ane hundred percent{104°l0) of the then full replacement cost ofthe Library (exclusive of the cost of
excavations, foundatians and footings below the lowest basement floor}, without deduction for
physical depreciation thereaf. Such properiy insurance shall be in builder's risk form during any
restflration accomplished in connection with damage or destruction of the Library.
(iii) Any insurance to be provided by KCLS may be included in a palicy
or policies of insurance covering additiona( items, locatians or insureds, so long as such policies
satisfy the requirements of this Section 9.A.
B. Cit�s Insurance. During Che Term of this Ground Lease, City shall maintain
comrnercial general liability insurance on an occurrence basis insuring City against clairns far
personal injury (including withaut limitation, bodily injury or death), praperty damage liability and
such other loss or damage from such causes of loss as are embraced by insurance policies af the type
now known as "commercial general liability" insurance cavering the Leased Property, together with
business automobile liability (awned, hired or non-owned vehicles) coverin�; the risks of bodily
injury (including death) and property damage, including coverage for contractual liabitity. Such
insurance shall be in an amount of nat less than $l,000,000 per occurrence and $2,000,000 �;enerai
aggregate ar such other reasanabie amount as City may determine from time to time. Such insurance
shali name KCLS as an additional named insured and shali be in a form reasonably acceptable ta
KCLS.
C. Waiver of Subrogation Rights. City and KCLS do each release the other, and
the ather Party's officials, officers, employees, agents and autharized representatives, to the extertt
legally possible ft�r it to da so, from any clairns such reJeasing Party may have far damage to the
Leased Property, the Library buildings, the personal property, impravements and alteratior�s of any
Party in or about the Leased Property to the extent the same is covered by a policy of property
insuranCe insuring such Party; provided, however, that this waiver shall be ineffective as ta any such
da�nage nat covered by insurance required to be carried hereunder or, if greater in amaunt, insurance
actually carried. Such waiver is conditianed upon the Parties' ability to enter into such a waiver and
is valid only ta the exten# allowed by their respective insurers. KCLS sha!( use its best efforts to
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cause� each property insurance policy obtained by it with respect to the Leased Property or any
portion thereof to provide that the insurance company waives all right to recover by way of
subrogation against the City in connection with any matter covered by such policy, by endorsement
or otherwise. A waiver of subrogation shall be effective as to a Person even though such Person
would otherwise have a duty of indemnification, contractual or otherwise, did not pay the insurance
premium directly or indirectly, and whether or not the Person had an insurable interest in the property
damaged.
D. Other Insurance Matters. All insurance policies required under this Ground
Lease shall: (i) be issued by insurance companies authorized to do business in the State of
Washington with a rating reasonably satisfactory to KCLS and City, but not less than a Best's rating
of A-VII; (ii) be issued as a primary and non-contributory policy; and (iii) contain an endorsement
requiring thirty (30)days prior written notice from each Party's insurance company to the other Party
(ten (10) days for nonpayment of premiums) before cancellation or reduction in coverage, scope or
amount of any policy. Each policy or a certificate of the policy shall be deposited with the other
Party on or before the Commencement Date of this Ground Lease, and on renewal of the policy not
less than ten (10) days before expiration of the term of such policy. Policy limits, coverages and
deductibles shall be reviewed periodically but at least once every ten (10) years and shall be adjusted
by mutual agreement of the Parties in the reasonable exercise of their business judgment, considering
levels of inflation, risk of loss, premium expenses and other relevant factors.
10. Indemnification.
A. Indemnification b,y KCLS. KCLS shall defend, indemnify and hold City and
its elected and appointed officers, officials and employees while acting within the scope of their
duties as such, harmless from and against any damage, loss or liability resulting from any actual or
alleged injury (including bodily injury or death) of any Person, or from any actual or alleged loss of
or damage to any property (excluding indirect or consequential damages such as lost profits), arising
out of or in connection with: (i)the negligent acts or amissions of KCLS or its agents, officers,
officials and employees acting within the scope of their employment, or (ii) KCLS's breach of any of
its obligations hereunder. KCLS agrees that the foregoing indemnity specifically covers actions
brought by its own employees. In the event that any suit based upon a claim, action, loss or damage
covered by this Section 10.A is brought against City, KCLS shall defend the same as its sole cost and
expense; provided, however,that City retains the right to participate in such suit at its own cost if any
principle of municipal law is involved. This indemnity with respect to acts or omissions by KCLS
during the Term shall survive termination or expiration of this Ground Lease. The foregoing
indemnity is specifically and expressly intended to, constitute a waiver of KCLS's immunity under
Washington's Industrial Insurance Act, RCW Title 51, to the extent necessary to provide City with a
full and complete indemnity from claims made by KCLS and its employees, to the extent provided
herein. THE PARTIES AGREE THAT THEY SPEC[FICALLY NEGOTIATED THIS SECTION
ON INDEMNIFICATION.
B. Indemnification by City. City shall defend, indemnify and hold KCLS and its
elected and appointed officers, officials and employees while acting within the scope of their duties
as such, harmless from and against any damage, loss or liability resulting from any actual or alleged
injury (including bodily injury or death) of any Person, or from any actual or alleged loss of or
damage to any property (excluding indirect or consequential damages such as lost profits) arising out
of: (i) the negligent acts or omissions of City or its agents, officers, officials and employees acting
within the scope of their employment, or (ii) City's breach of any of its obligations hereunder. City
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agrees that the foregoing indemnity specifically covers actions brought by its own emplayees. In the
event that any suit based upon a claim, action, loss or damage covered by this Section 10.B, is
brought against KCLS, the City shall defend the same as its sole cost and expense; provided,
however, that KCLS retains the right to participate in such suit at its own cost if any principle of
municipal law is involved. This indemnity with respect to acts or omissions by City during the Term
shall survive termination or expiration of this Ground Lease. The foregoing indemnity is specifically
and expressly intended to, constitute a waiver of City's immunity under Washington's Industrial
Insurance Act, RCW Title 51, to the extent necessary to provide KCLS with a full and complete
indemnity from claims made by City and its employees, to the extent provided herein. THE
PARTIES AGREE THAT THEY SPECIF[CALLY NEGOTIATED THIS SECTION ON
INDEMNIF[CAT[ON.
C. Limitation on Indemnification. [n compliance with RCW 4.24.115 as in
effect on the date of this Ground Lease, all provisions of this Ground Lease pursuant to which City or
KCLS (the "Indemnitor") agrees to indemnify the other (the "Indemnitee") against liability for
damages arising out of bodily injury to Persons or damage to property refative to the construction,
alteration, repair, addition to, subtraction from, improvement to or maintenance of any building, road
or other structure, project, development or improvement attached to real estate, including the Leased
Property: (i) shall not apply to damages caused by or resu(ting from the sole negligence of the
Indemnitee, its agents or employees, and (ii)to the extent caused by or resulting from the concurrent
negligence of(a)the Indemnitee or the Indemnitee's agents or employees, and (b) the Indemnitor or
the Indemnitor's agents or employees, shall apply only to the extent of the Indemnitor's negligence.
ll. Minor Damage, Destruction or Partial Condemnation. KCLS shall notify City
promptly following the occurrence of partial condemnation to, or damage to or destruction of the
Leased Property covered by the insurance described in Section 9.A. If (a) the cost of repair or
reconstructing the Leased Property and the Library building located thereon to substantiaily the same
condition as existed prior to such damage or destruction is not in excess of fifty percent (50%) of the
replacement cost of the Library building located on the Leased Property, (b) adequate funds are
available from the property insurance required to be carried by KCLS pursuant to this Ground Lease,
or in the event of a partial condemnation, condemnation proceeds to effect such repair or restoration,
and (c) such repair or reconstruction of any such damage or destruction can be made under then
existing Law to substantiaUy the same condition as the portion damaged or destroyed, KCLS shall
repair and restore the Leased Property and/or the Library building located thereon to substantially the
same condition as existed prior to said damage or destruction with such alterations thereto as KCLS
shall reasonably deem prudent or valuable under the circumstances including any changes required
to comply with applicable Laws, with the then prevailing construction practices, or the design then
utilized in other KCLS library buildings. All insurance and/or condemnation proceeds payable with
respect to such damage, destruction or partial condemnation shall be paid to KCLS and KCLS shall
complete such repair and restoration as soon as reasonably practical. If the foregoing conditions
cannot be met, such damage, destruction or condemnation shall be treated as an event of major
damage, destruction or condemnation in accordance with the provisions of Section 12.
12. Major Dama�e Destruction or Condemnation. If the cost of repairing or
reconstructing said damage or destruction to the Leased Property and/or the Library building located
thereon to substantially the same condition as it was in prior to such damage or destruction is in
excess of fifty percent(50%), or insurance proceeds are unavailable or are not sufficient to effect the
repair or restoration or if the restoration cannot be made under then existing Law or in the event that
there is a taking or condemnation of all or substantially a(l of the Leased Property or the Library
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.
building at any time during the Term, the Parties shal! confer and the City may elect whether to have
KCLS use the insurance proceeds tagether with such additional fur�ds provided by the City as may be
necessary to rebuild the Library buildirtg on the C,eased Property or, in the event af a condemnation,
ta use the portian af the condemnation proceeds attributable to the value of the Leased Property and
Library building to construci a library in another location owned by the City within the City of
Renton. Notwithstanding the foregoing, KCLS shall be entitJed to recover from the condemning
authority the value of its personal property including but not limited to furniture, furnrshings,
equipment, baoks computers, art work and moving expenses.
13. Assi nment, Neither KCLS nor the City shall have the right to transfer or assign this
Ground Lease, in whole or in part or any of its rights and obligations hereunder, without the prior
written consent of the other Party. If consent is once given by either Party to the assignment of this
Ground Lease, or any interest herein, the consenting Aarty shall not be barred frorn afterwards
refusing to cansent to any further assignment. [n the event of any assignment or subletting of this
Ground Lease with the consent of City, I�CLS shall nevertheless remain fully liable upon all the
terms and conditions contained herein, unless otherwise agreed to by City in writing and, in the event
of any assignment of its interest under this Ground Lease with the consent of KCLS, City shail
nevertheless remain fully liable upon all the terms and conditions contained herein, unless otherwise
agreed to by I�CLS in writing.
14. Force Majeure Event. Any delay ar failure of performance by KCLS or the City shall
not constitute a default heretander, if and to the extent such delays or failure of performance are
caused by a Force Majeure Event. 1f either Party is affected by a Farce Majeure Event, such Party
shall, within five (5} business days of the date that the notifying Party's performance is aff'ected by a
Force Majeure Event, give notice ta the other Party stating the nature of the event, its anticipated
duration and any action being taken to avoid or minimize its effect. The suspension of perfarmance
shall be of no greater scope and no longer duration than is reasonably reguired and the non-
performing Party shall use its best efforts ta remedy its inabi(ity to perform. The obligation ta pay
maney in a timely manner is absolute and shall not be subject to the Farce Majeure Event provisions.
Within a reasonable time following the date of termination of such Force Majeure Event, the Party
havir�g invoked such Force Majeure Event as the cause for the delay shall submit to the athcr Party
reasonable proof af the nat�re of that delay.
1 S. Legal Proceedin�s. The Parties are responsible for providing for their own legal
services at their o�vn expcnse.
16, Notices. Any notices or other communication which City or KCLS shall desire ar be
required to give pursuant to the provisions of this Ground Lease shall be itt writing and shall be
persanally delivered or sent by regular mail and registered or certified rnail or by facsirnile
transmission. The giving of such Notices shall be deemed complete on the third (3rd) business day
after the same is deposited in a United States Post Office with postage charges prepaid ar on the date
when delivered or faxed (provided the fax machine has issued a printed confirmation of receipt). All
notices shail be addressed to each Party at the respective addresses set forth belaw or to such ather
address as such Party may theretafore have designated by notice to the other Party pursuant to this
Section 16:
Address af City:
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t
City of Renton
Department of Community & Economic Development
1055 South Grady Way
Renton, WA 98057
Attention: Public Works Administration
Facsimile: (425)430-7241
Address of KCLS:
King County Library System
960 Newport Way N W
Issaquah, Washington 98027-2702
Attention: Director of Facilities
Facsimile: (425) 369-3310
Either Party may change the address to which notices shall be sent by notice to the other Party in the
manner and with the effect set forth in this Section 16.
17. Non-Discrimination. Both Parties agree there shall be no discrimination under this
Ground Lease against any employee or applicant for employment because of sex, age, race, color,
creed, national origin, martial status, sexual orientation or the presence of any sensory, mental or
physical handicap, unless based upon a bona fide occupational qualification, and this requirement
shall apply to but not be limited to the following: Employment, advertising, lay-off or termination,
rates of pay or other forms of compensation, and selection for training, including apprenticeship. No
Person shall be denied, or subjected to discrimination in receipt of the benefit of any services or
activities made possible by or resulting from this Ground Lease on the grounds of sex, race, color,
creed, national origin, age, except minimum age and retirement provisions, marital status, sexual
orientation or the presence of any sensory, mental or physical handicaps.
18. Memorandum of Ground Lease. At the request of either Party, the Parties shall
promptly execute and record, at the cost of the requesting Party, a short form memorandum
describing the Leased Property and stating the Term of this Ground Lease and such other information
the Parties agree to include, and such other information as necessary to satisfy the Washington notice
of lease statute.
19. Default. If either Party shall fail to observe or perform any substantial provision of
this Ground Lease to be observed or performed by that Party hereunder, the non-breaching Party may
declare a default by giving thirty (30) days written notice to the other Party, whereupon if such
failure or breach is not cured within thirty (30) days of receiving notice from the non-defaulting Party
specifying such default and demanding that the same be cured, the non-defaulting Party may seek
any remedy available at law or in equity for breach of this Ground Lease, including termination of
the same by written notice to the defaulting Party. In the event that the default is one which, by
reason of the nature thereof, cannot be cured by the payment of money and cannot with due diligence
be wholly cured within such period of thirty(30) days, then the defaulting Party shall commence cure
within thirty (30) days after receiving the notice of default and shall thereafter prosecute the curing of
such default to conclusion with all due diligence.
9 K:120 4 761 3100 0 5612 0 399_DRS�20399A253Q
,
20. Time. Time is of the essence in regard to performance of the cov�nants and
agreements stated herein.
21. Nature of Relationship. The relationship between City and KCLS under this Ground
Lease shall be solely that of landlord and tenant of real property. Nothing contained in this Ground
Lease nor any of the acts of the Parties hereto shall be construed nor is it the intent of the Parties, to
create a joint venture or partnership between the City and KCLS, nor is either Party the agent or
representative of the other, and nothing in this Ground Lease shall be construed to create any such
agency relationship or to hold either Party liable to anyone for goods delivered or services performed
at the request of the other Party. This Ground Lease is made and entered into for the sole protection
and benefit of City and KCLS. No term or provision of this Ground Lease is intended to be, or shall
be, for the benefit of any other Person not a party hereto nor shall any other Person have any right or
cause of action hereunder.
22. No Waiver. No waiver of any breach by either Party of any term, covenant, condition
or agreement herein and no failure by either Party to exercise any right or remedy in respect to any
breach hereunder, shall constitute a waiver or relinquishment for the future of any such term,
covenant, condition or agreement or of any subsequent breach of any such term, covenant, condition
or agreement, nor bar any right or remedy of such Party in respect of any such subsequent breach.
No waiver of any term, covenant, condition, provision or agreement under this Ground Lease shall be
deemed to have been made unless in writing and signed by the Party intended to be bound thereby.
23. Liens. KCLS agrees that it will timely pay all costs of work performed, materials
furnished or obligations incurred by KCLS in connection with the Leased Property or the library
building located thereon and will keep the Leased Property and the library building free from afl
construction and other liens on account of work done for KCLS or Persons claiming by, through or
under KCLS. KCLS shall indemnify, defend and hold City harmless from any lien claim,judgment
or litigation arising out of any work performed or materials furnished by or at the direction of KCLS.
City agrees that it will timely pay all costs of work performed, materials furnished or obligations
incurred by City in connection with the Leased Property, the Library building or any parking areas
owned by City and made available for use by KCLS and its duly elected and appointed officers,
officials, agents, employees and invitees and will keep the Leased Property, the library building and
the parking areas free from all construction and other liens on account of work done for City or
Persons claiming by, through or under City. City shall indemnify, defend and hold KCLS harmless
from any lien claim,judgment or litigation arising out of any work performed or materials furnished
by or at the direction of City. Should any claim of lien be filed against the library building, the
Leased Property or associated parking areas or any action affecting the title to the library bui(ding,
the Leased Property or the parking areas be commenced, the responsible Party shall cause such lien
to be released of record by payment or posting of a proper bond within thirty (30) days following the
filing of such lien.
24. Ric�ht of First Offer. If City wishes to either(a) sell its interest in the Leased Property
and this Ground Lease in an arm's length transaction or (b) receives an offer to purchase the fee title
to the Leased Property (or any part thereo� from any Person the terms of which offer City intends to
negotiate in contemplation of acceptance, City shall either provide KCLS with a notice setting forth
the amount which City would accept for an all cash sale of City's interest in the Leased Property or
deliver a copy of that offer to KCLS and KCLS may within sixty (60) days after receiving a copy of
such notice or offer, offer to purchase the Leased Property on the same terms and conditions.
KCLS's right to such notice and its right to purchase the City's interest in the Leased Property and
j Q K 12 04 7 6 1 3100 0 56\20399_DRS120399A253Q
City's rights under this Ground Lease are referred to herein as the "KCLS Right of Right Offer." In
the event that KCLS shall fail to give such notice within the time period referred to in this Section
24 City shall thereafter be free to sell City's interest in the Leased Property and assign its rights
under this Ground Lease; provided, however, that such sale by City is consummated for an aggregate
purchase price which is ninety-five percent (95%) or more of the price, and on terms substantially
similar to the terms contained in the notice of sale or offer to purchase forwarded by City to KCLS
and the sale closes within one hundred eighty (l 80) days thereafter. If the price at which City is
willing to sell the Leased Property is less than ninety-five percent (95%) of the price contained in the
notice of sale or offer to purchase previously delivered to KCLS or if the terms are not substantially
similar to the terms contained in the notice of sale or offer to purchase previously delivered by City
or the sale has not closed within one hundred eighty (180) days thereafter, than if City thereafter
desires to sell or receives an offer to purchase the Leased Property which City is willing to accept,
KCLS shall have a further period of thirty (30) days within which to offer to purchase the Leased
Property for the price and on the same terms and conditions, which City shall accept. City shall
furnish the documentation and notice of proposed transaction in the manner herein provided for the
giving of notices and KCLS's notice of election shall be similarly given.
25. Interpretation. The provisions of this Ground Lease shall be construed as a whole
according to their common meaning and not strictly for or against any Party and consistent with the
provisions contained herein in order to achieve the objectives and purposes of this Ground Lease.
Each Party hereto and its counsel has reviewed and revised this Ground Lease and agrees that the
normal rules of construction to the effect that any ambiguities are to be resolved against the drafting
Party shall not be construed in the interpretation of this Ground Lease. Paragraph headings are for
convenience only and shall not be considered when interpreting this Ground Lease. All words used
in the singular shall include the plural; the present tense shall include the future tense; and the
masculine gender shall include the feminine and neuter genders.
25. Severabilitv. If any provision of this Ground Lease or the application thereof to any
Person or circumstance shall to any extent be invalid or unenforceable, the remainder of this Ground
Lease, or the application of such provision to persons or circumstances other than those as to which it
is invalid or unenforceable, shall not be affected thereby, and each provision of this Ground Lease
shall be valid and enforceable to the fullest extent permitted by law.
26. Successors and Assigns. This Ground Lease shall be binding on and inure to the
benefit of the Parties hereto and their respective successors and permitted assigns.
27. Remedies Cumulative. The various rights, options, elections, powers and remedies
contained in this Ground Lease shall be construed as cumulative and no one of them shall be
exclusive of any of the others or of any other legal or equitable remedy which either Party might
otherwise have in the event of a breach or default in the terms hereof. The exercise of one right or
remedy by such Party shall not impair its right to any other right or remedy until all obligations
imposed on the other Party have been fully performed.
28. Entire Agreement. This Ground Lease contains the entire agreement between the
Parties with respect to the subject matter hereof and, together with the Ground Lease Agreement of
even date herewith with respect to the Renton Downtown Library supersedes all prior agreements or
understandings among the Parties with respect thereto including, but not limited to, the ILA. This
Ground Lease may be amended only by an agreement in writing signed by the Parties intended to be
bound.
�] K.12047613\00056120399_DRS120399A253Q
29. Governin�aw. This Ground Lease shall be construed in accordance with and
governed by the taws of the State of Washington. [n the event any action is brought to enforce the
provisions of this Ground Lease, the venue of any such action shali be in King County, Washington.
Each agreement, term, and provision of this Ground Lease to be performed by KCL,S or City shall be
construed to be both a cavenant and a condition. Each Party will carry out its obligations under this
Ground Lease diligently and in good faith.
30. Counterparts. This Ground Lease may be executed in counterparts, each of which
constitutes an original and all of which shall constitute but one original. �
IN TNESS WHEREOF the Parties hereto have subscribed their names as of the�day
of , 2016.
«City» "KCLS"
CITY OF RENTON, KING COUNTRY RURAL LIBRARY
A Washington � icipal corpo ation DISTRICT
d/b/a KING COUNTY IBRARY SYSTEM
By:
Name: Denis Law
By:
ItS: Mat•nr - (�a'�i.��,f'`,
Name: �•�v��.-.
Its: pe r����
APP D AS TO FO
� �4`*�l'L.�..
Name: Lawrence J. Warren
Renton City Attorney
�2 K\2047613\000561203�DRS�20399A253Q
STATE OF WASHINGTON }
) ss.
COUNTY OF K[NG )
On this � day of �__, 2016, before me personally appeared
�eni� Law , to me known to be the Mayor of THE CITY OF
RENTON, a non-charter code city under RCW 35A.03 and a municipal corporation of the state of
Washington that executed the within and foregoing instrument, and acknowledged said instrument to
be the free and vo(untary act and deed of said municipal corporation, for the uses and purposes
therein mentioned,and on oath stated that he was authorized to execute said instrument.
DATED JrI►�LG � � � , 201b.
T
r
���,,�.�..�rau����q�r (Signatur
_-�`�Q,S�N���;,,lS��+�,�� Jaso A Seth
-= �0�,�0 pH��-`A�ti ''% (Name legib(y printed or stamped)
= �' ' ' Notary Public in and for the State of Washington,
M
' '� ' • - u�� % residing at ���6,IG ����w�v,�v�
:
; N; 'Ovs��v = ' My appointment expires: � �2G- Zn t �
��9�,��4�6,? �7 ���,��z=
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/��/,f,1y�i,�,,1,�`y-_-_,,`�``���
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(Affix Notary Stamp or Seal Here)
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
� ��
On this �� day of ��LC--`� , 20f�16, before me personally appeared
�f},fL y i�/�9S,i1�N_ , to me known to be the�i,B,+2AR y /Ji�2�cI'dK of KING
COU TY URAL LIBRARY DISTRICT d/b/a the KTNG COUNTY LIBRARY SYSTEM, a
Washington rural library district the municipai corporation that executed 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�was authorized to execute said instrument.
DATED � � , 2016.
.
`��������r��� �~
`��`� PER� G�Lq1,��i (Signature) J��,2( ,(;' �1�/�/ l
. �
: :p`aZ1dEMT�A� � �T
_ ?ge r,or,�Y 9m; = (Name legibly printed or stamped)
= � "•- y: = Notary Public in and f r th�� of Wa��gtan,
= �',�:;9y �"""c ,� � � residing at ,
�;�'''F'•�;'R�zt;Z��;�o�. My appointment expires: •,1Q�'u T—� ���
.
'''��o������aG�```
(Affix Notary Stamp or Seal Here)
j j k�2047613100056�203�DRS120399A253a
ii�
EXH[BIT A
LEGAL DESCRIPTC�N OF THE LEASED PR4PERTY
LOT B 4F THE CITY OF RENT4N LOT LINE ADJUSTMEI'+1T NO. LUA-13-Q01114, AS
REC4RDED UNDER RECORDING NUMBER 20131002944011 1N VQLUME 3Q2 OF
SURVEYS,PAGES 162 AND 163, REC(�RI)S OF KING COUNTY, WASHINGTON.
A-� K t2047613\OOOS6i20399_DRS120399A253t1
�
EXHIBIT B
DEF[NITIONS
"Environmental Laws" means, as amended from time to time, the Federal Resource
Conservation and Recovery Act of 1976, 42 U.S.C. § 6901 et. se�c., Federal Comprehensive
Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. § 9601 et se�c., Federal
Hazardous Material Transportation Control Act, 49 U.S.C. § 1801 et. sea•, Federal Clean Air Act, 42
U.S.C. § 7401 et. se�., Federal Water Pollution Control Act, 33 U.S.C. § 1321, Federal Water Act of
1977, 93 U.S.C. § 1251 et sec�., Federal Insecticide, Fungicide and Rodenticide Act, Federal Pesticide
Act of 1978, 7 U.S.C. § I 36 et se�c., Federal Toxic Substances Control Act, 15 U.S.C. § 2601 et se�c.,
Federal Safe Drinking Water Act, 42 U.S.C. § 300f et se�c., Washington Water Pollution Control Act,
RCW ch. 90.48, Washington Clean Air Act, RCW ch. 70.94, Washington Solid Waste Management
Recovery and Recycling Act, RCW ch. 70.95, Washington Hazardous Waste Management Act,
RCW ch. 70.105, Washington Hazardous Waste Fees Act, RCW ch. 70.95E, Washington Model
Toxics Control Act, RCW ch. 70.1O5D, Washington Nuclear Energy and Radiation Act, RCW
ch. 70.98, Washington Radioactive Waste Storage and Transportation Act of 1980, RCW ch. 70.99,
Washington Underground Petroleum Storage Tanks Act, RCW ch. 70.148 and any regulations
promulgated thereunder.
``Expiration Date" means the earliest of: (i)the date which is fifty (50) years after the
Commencement Date (subject to extension in accordance with the provisions of Section 3.B); (ii)the
date on which this Ground Lease is terminated as a result of the Library's exercise of its right of first
offer to purchase the Leased Property pursuant to the provisions of Section 24 above; or (iii)any
date on which this Ground Lease terminates in accordance with its terms.
"Force Majeure" means strikes, war, insurrection or terrorism, labor troubles, acts of God,
governmental requirements, shortages of fuel, labor or building materials or any other cause beyond
the reasonable control of a Party to this Ground Lease. Financial inability is not an event of Force
Majeure.
"Governmental Authority" means any national, state, provincial, local, tribal or municipal
government, any political subdivision thereof or any other governmental, regulatory, quasi-
governmental, judicial, public or statutory instrumentality, authority, body, agency, department,
bureau, or entity with authority to bind a Party at law; provided, however, that "Governmental
Authority" will not in any event include any Party.
"Hazardous Substances" means any material, waste, substance, industrial waste, toxic waste,
chemical contaminant, petroleum, asbestos, polychlorinated biphenyls or other substances regulated
or classified by Environmental Laws as hazardous, toxic or letha(to persons or property.
"Law" or "Laws" means any constitution, statute, ordinance, regulation, rule, resolution,
judicial decision, administrative order or other requirement of any Governmental Authority having
jurisdiction over the Parties or the Leased Property, or both, in effect either on the Commencement
Date of this Ground Lease or at any time during the Term, including without limitation, any
regulation or order of a quasi official entity or body �e.g., board of fire examiners or public utilities)
including, but not limited to Environmental Laws and all rules, laws and regulations issued
thereunder,as the same may be amended from time to time.
"Person" means a natural person, firm, corporation, partnership, limited liability company, a
trust, an unincorporated organization, a Governmental Authority or any other separate legal entity,
public or private.
�-1 K 12 04 7 6 1 31000 56�20399_DRS�20399A253SH
t �
After Recording Return To:
City Clerk's Office
�lty of Renton 20160912000838
1-55 South Grady Way, #728 pqGEG003SOFL004LE ize.ee
ReritOri WA 98057 KING2COUNTY15�A3
MEMORANDUM OF GROUND LEASE
Renton Highlands—2801 NE l Oth Street, Renton
GRANTOR: CITY OF RENTON (Landlord)
GRANTEE: KING COUNTY RURAL LIBRARY DISTRICT dba the KING
COtJNTY LIBRARY SYSTEM (Tenant)
Legal Description:
Abbreviated form: LOT B, THE CITY OF RENTON LLA NO. LUA 13-001114,
REC. 20131002900011, KING COLINTY
Additional legal on Exhibit A of document
Assessor's Tax Parcel ID No(s).: 722780-1065-01
Reference number(s) of Related Document(s): N/A
To: King County Auditor's Office
I am requesting an emergency nonstandard recording for an additional fee as provided in RCW 36.18.010. I
understand that the recording processing requirements may cover up or otherwise obscure some part of the text
of the original document.
,� �
, ,
;!
Signature of Requestor
THIS MEMORANDUM OF GROUND LEASE(the"Memorandum") is executed this �l d y of
, 2016 by and between CITY OF RENTON, a non-charter code city under RCW 35A.03 and a
nicipal corporation of the state of Washington ("Landlord")and KING COUNTY RURAL LIBRARY
DISTRICT d/b/a the KING COUNTY LIBRARY SYSTEM, a Washington rural library district("Tenant").
1. Lease. Landlord has leased the Property described in Exhibit A attached hereto and by this
reference incorporated herein (the '`ProPertX")to Tenant at a rent and on the terms and condition set forth in
that certain Ground Lease Agreement dated June 21, 2016 by and between Landlord and Tenant (the
"Lease"). This Lease shall commence on the Commencement Date (as defined in the Lease)and shall expire
on the fiftieth (SOth) anniversary of the Commencement Date (the "Expiration Date") unless sooner
terminated as provided herein or unless the term is extended.
2. Options to Extend. At the expiration of the initial fifty (50) year term, the Lease shall be
automatically extended for two (2) additional terms of fifty(50)years each on the same terms and conditions
for so long as the Property is used and operated as a library.
3. Definition of Terms. All capitalized terms not otherwise defined herein shall have the same
meaning as set forth in the Lease.
4. Purpose of Memorandum. This Memorandum is prepared for purposes of recordation only
and does not set forth all of the terms and conditions set forth in the Lease. In the event there is any conflict
between the terms and conditions of the Lease and this Memorandum,the terms of the Lease shall control
5. Counter�arts. This Memorandum may be executed in counterparts, each of which
constitutes an original and all of which shall constitute but one original.
IN WITNESS WHEREOF the Parties hereto have subscribed their names as of the ��day of
� Gt U5 , 2016.
"Landlord" "Tenant"
CITY OF RENTON, KING COUNTRY RURAL LIBRARY DISTRICT
A Washi g n munici 1 cor oration d/b/a KING COUNTY BRARY SYSTEM
By:
Name: Denis Law By:
Its: Mayor Name: " •.
Its: �`�f�
APPROV AS TO FORM;
Name: Lawrence J. Warren
Renton City Attorney
2 K�2047613\00056�20399_DRS�20399A253Q
. � ,
STATE OF WASHINGTON )
)ss.
COUNTY OF KING )
On this 11 t�day of J u 1 y , 2016, before me personally appeared D e n i s L a w , to
me known to be the Mayor of THE CITY OF RENTON, a non-charter code city under RCW
35A.03 and a municipal corporation of the state of Washington that executed the within and foregoing instrument,
and acknowledged said instrument to be the free and voluntary act and deed of said municipal corparation, for the
uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument.
DATED ���r /Zt7��0 ,2016.
```���.�.�a���i�ti�q��t' .�
,� A. ��l
; � i, (Signat e)
0�.a��a�,s ��
i ,��\�O AR�A��y ���';
� � �- R,� ; (Name legibly printed or stamped)
� 'O
� :c� - • - �': % Notary Public in and for the State f Washington,residing
. .
: '% ,o �c� s y at R IDrC K. D r�.„z o
�4N>'��`'�h 29=�1.�`:'��2- My app tment expires: � -Zr''t "?�o�7
�ii���j•�,!���►����_JC9��r
��-�.
�ii���„�,,,,.,..�..��`��
(Affix Notary Stamp or Seal Here)
STATE OF WASHINGTON )
)ss.
COUNTY OF KING )
On this � �"�l day of AvC�JS'�' 20016, before me personally appeared
�ak�V �-�+A�t� , to me known to be the 1�.p�.�_ of KING COUNTY
RURAL LIBRARY DISTRICT d/b/a the KING COUNTY LIBRARY SYSTEM, a Washington rural library
district the municipal corporation that executed and acknowledged said instrument to be the free and voluntary act
and deed of said municipal corparation, for the uses and purposes therein mentioned, and on oath stated that
was authorized to execute said instrument.
DATED �4vsT / � , 2016.
� \ C sC� e�
�►�iit�< <
``�`�� RIA ����� (Signature)
�� MP ... eFql.�i� �s rc./� /J►�J►+2.t�. (3�Pd-s-
� �P MENT��Y �
� Q'r�3t .•. � (Name legibly printed or stamped)
= ;g �'1OT"�Y ��� � Notary Public in and for the State of Washington, residing
- � � at L�Vst t.��# c-��A--
- � Pus�.�C a?,, =
��q;'s✓�qRY 1 j;',��j-'` My appointment expires: �'� • 27• Z a!`�
�, rF••.......•���, .
'''��OI111{t���````
(Affix Notary Stamp or Seal Here)
3 K�2047613\00056120399_DRS�20399A253Q
. �
,
EXHIBIT A
LEGAL DESCRIPTION OF THE LEASED PROPERTY
LOT B OF THE CITY OF RENTON LOT LINE ADJUSTMENT NO. LUA-13-001114, AS
RECORDED UNDER RECORDING NUMBER 20131002900011 IN VOLUME 302 OF
SURVEYS, PAGES 162 AND 163, RECORDS OF KING COUNTY, WASHINGTON.
A-1 K�2047613100056�20399 DRS�20399A253Q