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HomeMy WebLinkAbout12/11/96 AGENDABREMERTON CITY COUNCIL 239 4TH STREET BREMERTON, WA 98337 CITY COUNCIL AGENDA DECEMBER 11t 1996 2 o CALL TO ORDER - 5:30 P.M. A. Pledge Of Allegiance B. Invocation CONSENT AGENDA Items listed below have been distributed to Council members in advance for study and will be enacted by one motion. If separate discussion is desired on an item, it may be removed from the Consent Agenda and placed on the Regular Agenda at the request of a Council member. ~ A. Minutes - November 26, 1996 #AB96-278 B. Amended Professional Services Contract for #AB96-279 ~ retained Counsel - Foster, Pepper & Shefelman 3. CLAIMS/CHECK REGISTERS 4. COUNCIL MEMBER REPORTS 5. MAYOR'S REPORT 6. PUBLIC RECOGNITION -- (Comments Limited to 3 Minutes) NEW BUSINESS A. 10% Petition/Letter Of Intent to Annex The Area Known As The Oyster Bay Avenue Area B. Approval Of Admiral Theater 108 Loan RESOLUTION A. Resolution #2574, Authorizing An Interfund Loan From The Water Fund to The Wastewater Fund ORDINANCES A. Ordinance #4579 The 1997 Budget (Second Reading) Adopting #AB96-280 [~ #AB96-285 2~ #AB96-281 75 #AB96-276 7~ (CONTINUED NEXT PAGE) B. Ordinance (First Reading) Amending The 1996 Budget #AB96-282~ 10. PUBLIC HEARING - 6:00 P.M. OR LATER A. Werner Road Annexation 75% Petition; And Ordinance (First Reading) SR3/SR304 Bremerton Ferry Terminal To Gorst Transportation Projects Re-evaluation Of SR304 Access Between The Charleston District And Downtown 1. SUBJECT: AGENDA BILL BREMERTON CITY COUNCIL MI~qUTES - NOVEMBER 26, '1996 FOR AGENDA OF: ORIGINATING DEPT: ORIGINATOR: DATE SUBMITTED: 12-11-96 ~zty ~ounc±± John Law, President 2. C~_~: (comment on back if necessary) ENDORSF-/4ENT __ INFOP2iATION __ CoIINCIL PRESID~//~''~---~ MAYOR 4. sU~Y STATEMENT AND REOUIREIqENT FOR'COUNCIL ACTION: 8. COM24ENDATION: 9 o RESPONSIBLE OFFICIAL: ENFORCEMENT OFFICIAL: EXP!P. ATION DATE: REVIEW DATE: PULLED TABLED COUNCIL DIRECTIVE: 10. NOT%CE OF APPROVED __ ACTION DISAPPROVED 11. AGENDA-~!LL TAPE #1424 UNAPPROVED DRAFT CITY cOUNCIL MEETING MINUTES NOVEMBER 26, 1996 #0083 #0115 The regular meeting of the city Council of the city of Bremerton was called to order in the City Council Chambers, 239 4th Street, BREMERTON, Washington, Wednesday, November 26, 1996, at 5:30 P.M., with Council President John Law presiding. Council members present were Bob Winters, Carlos Montgomery, David Farr, Richard Neville, Lon Overson, Cecil McConnell, and A1 Colvin. Councilman Sherril Huff-Menees was absent. Also present were City Attorney Ian Sievers and Acting city Clerk Paula Johnston. The meeting opened with the Pledge of Allegiance led by Council President Law and Invocation given by Chaplain Ben Belcher of Harrison Memorial Hospital. President Law made the following announcements: (1) Council concluded an Executive Session prior to the meeting where they discussed "potential litigation". Council (2) Immediately following the Council meeting the City Council will hold a Study Session to discuss "review proposed 1997 Budget". CONSENT AGENDA A. Minutes of Meeting - November 13, 1996 Bo Resolution No. 2572, Establishing December 11, 1996 as a Public Hearing Regarding SR3/SR304 BREMERTON Ferry Terminal to Gorst Transportation Re-Evaluation of SR304 Access Between the Charleston District and Downtown #AB96-267 #AB96-268 M/S/C/U(Neville/Montgomery) to approve Consent Agenda as presented. CLAIMS/CHECK REGISTERS Vouchers audited and certified by the auditing officer as required by RCW 42.24.080, and those expense reimbursement claims certified as required by RCW 42.24.090, have been recorded on a listing that had been made available to the Council. M/S/C/U(Colvin/Montgomery) on November 26, 1996, the Council does approve for payment those vouchers included and further described as follows: EFT, 203772 - 203935 in the amount of $1,083,827.81; and Retirees' Payroll for the period ending 11-30-96, in the amount of $103,619.32. COUNCIL MEMBER REPORTS Mr. Colvin referenced a letter from Joe Mentor relating to the TAPE #1424 City Council Reg. Mtg. Minutes November 26, 1996 Page 2 of 10 Naval Museum and how it might be developed into a more interactive and updated museum facility. Mr. Colvin felt Mr. Mentor had some good suggestions for the museum and even suggested a new name - Northwest Naval Institute. He also suggested an admittance fee of no less than $1.00 for adults with children and senior citizens being free. He received a letter from Oliver Smith regarding placement of signs at the entrances of the city, which he will forward on to Mayor Horton. After reading a recent newspaper articles about the City's funding various agencies using Hotel/Motel Tax funds, he hopes Council will look very carefully at the distribution of those funds. He referenced a memorandum he received from Del Knauss addressing the City's action to tax garbage services at a rate higher than allowed under RCW 35.21.710. He asked the City Attorney to comment on Mr. Knauss' concern. Sievers, city Attorney, stated this would be the third consecutive week that he addressed that issue. He emphasized it is subject to some interpretation, but it is the City's position along with other Washington cities that 90% of them charge between 5-10% tax rather than .2%, which that argument would suggest as the legal limit. Mr. Colvin he welcomed his daughter Althea and his sister-in-law, who are visiting from California. Mr. M¢Connell stated some months ago he made a report about parking lot sweeping noise. He wanted to alert everyone that the noise continues waking up people during early morning hours. Effort is under way to bring about a change in the City's Noise Ordinance, but the process is moving rather slowly. Mr. Overson wished everyone a Happy Thanksgiving. Mr. Farr referenced an editorial in The Sun where the city was taken to task for the proposed allocation of Hotel/Motel Tax funds, in particular emphasizing the city should be devoting considerable amount of those funds to the visitor and Convention Bureau (VCB). He pointed out the discussion is not over for the allocation of those funds and the author of the article, Brian Stallcop, Managing Editor, left out several pertinent facts and emphasized, as usual, only negative sides. The pertinent facts are: (1) the City is obligated to get the taxpayers the most for their money and that is one of the considerations. Council heard presentations by many local business owners, including hotel/motel owners, which will be taken into account at the time the decision is made. The implication in the newspaper editorial was that the City was turning its back on tourism, which he assured everyone is not the case. He personally would dearly like to increase tourism in this area and it is important that the Hotel/Motel Tax dollars are spent in the most effective way. The article also forgot to mention that the Council is trying to adopt a performance related dispersal of the funds and that there have been problems in the past. He has a TAPE #1424 city Council Reg. Mtg. Minutes Nove~lber 26, 1996 Page 3 of 10 greater concern in the long continuing trend of The Sun to "bash" BREMERTON, which he does not understand. He stopped being naive to think that newspapers were non-political entities and that they didn't have partisan views, which was evidenced before the recent election. He emphasized the city is not a partisan organization and he could see no purpose of a local paper attacking on a frequent basis the largest community in the area. He feels strongly that kind of attitude is something that comes about when there is a lack of competition. He challenged the management staff at The Sun to work with the City. He emphasized his comments are not being directed toward the newspaper reporters, but rather the management staff, who make the decisions as to what is finally printed. Mr. Montqomer~ reported he had another opportunity to witness the Bremerton Police Department at work on Tuesday evening, where a simple speeding infraction turned into a chase through the West Bremerton neighborhood. In an attempt to allude the Police, the culprit stopped his vehicle at the top of a T-intersection, jumped out and ran down the hill attempting to escape. The Police officer on the scene called for backup that resulted in several Patrol units responding and within 10 minutes the Kitsap County K-9 unit arrived on the scene. He was pleased to report that within 30 minutes the culprit was in custody. Not only did the Bremerton Police force work efficiently, but they have good rapport with the Kitsap County Sheriff's Department. In reference to the Editorial article in The Sun regarding the Hotel/Motel Tax allocation, in his opinion the newspaper twists information any way they want It is too bad that the only major daily newspaper in Kitsap county has to be so bias towards the city of Bremerton that they have stooped so low as to print what they purport to be facts. The last paragraph of the article really caught his eye: "Bremerton seems to suffer from an inferior complex. Given the opDortunit¥ to Dla¥ in the biq leaques, it runs the other way." Mr. Montgomery disagreed with that statement and the truth of the matter is Bremerton has started to play in the big league and that does not fit into the image of Bremerton that The Sun newspaper wants to portray. Whether the VCB gets funding from the Hotel/Motel Tax should be based solely on their efforts put forth to promote Bremerton; however the VCB's prior administration failed in that endeavor. The question now is if the City of Bremerton allocates funds to the VCB, how much effort will the VCB exert to this end? Mr. winters stated he would reserve his comments regarding his opinion of the Turner Joy as it related to a recent newspaper article and the allocation of Hotel/Motel Tax revenues. He wished everyone a happy and safe Thanksgiving. MAYOR'S REPORT TAPE #1424 city Council Reg. Mtg. Minutes November 26, 1996 Page 4 of 10 Mayor Lynn Horton stated she believes The Sun has every right to print editorials, but she believes they have the opportunity to frame issues. An example of that action was the position the newspaper took on the issue of parking on planting strips. Yes, the City is making an effort to remove parking off of planting strips and that has to do with several issues, among them is the State's change in sidewalk liability being passed onto the City, if the City allows conditions to occur that damage sidewalks. There is a flip side to this coin and not just the city moving in and taking over what people perceive as their constitutional and property rights. In looking at the Park Avenue area where the City has instituted the removal of parking on planting strips, the average speed of vehicles traveling in that area has been reduced by 3 MPH, but what is even more significant is that in a given time frame if there were 20 vehicles going over the speed limit at this point that number has been reduced to 3. There are benefits to the neighborhoods, i.e. increased safety along the traffic corridors. There is also an opportunity to beautify the corridor instead of having a mishmash of concrete, mud, ruts, gravel and grass, it gives the neighborhood an opportunity to do something beyond what they have currently been doing. She contacted Mike Phillips and left a message that she would like an opportunity to meet with the Editorial staff because she believes it is easy to take an issue and read what a reporter has to say and make a decision based on what the reporter conveys. Generally, issues are not that "black and white" and she would like the opportunity to give her opinion on issues before they print their position. In the case of the Visitor and Convention Bureau (VCB), it is not just the City of Bremerton that is questioning the efforts of the VCB. The city is trying to get a message across to the VCB and possibly they should look at themselves to see whether or not they are doing the job they are tasked with for the community. They do have a very limited view point from the hotels prospective; however, there is a broader issue beyond that aspect. If Mr. Phillips allows her to meet with the Editorial Board, those are the comments she will make so that they will have the opportunity to frame people's impressions so that they could give a fuller view of what is going on and provide a service to the community and not just from a negative standpoint that it will sell newspapers. She re- emphasized the newspapers do have the right to editorial comment and when the City doesn't do a good job, they also have the right to hold the city accountable. In this regard, she wants to hold them equally accountable because she believes they have a service to the public. Mayor Horton proclaimed December 1, 1996, as WORLD AIDS DAY. Pam Leisure, Executive Director of the West Sound Chapter American Red Cross, accepted the Proclamation and reminded everyone of the 3rd annual Candle Light Vigil, at the City Hall Park, December 1, 1996, 5 TAPE #1424 City Council Reg. Mtg. Minutes November 26, 1996 Page 5 of 10 7:30 P.M., hosted by the West Sound Chapter American Red Cross, followed by a social at the Roxy Theater. Mayor Horton wished Hazel and A1 Colvin "Happy 50th Wedding Anniversary". PUBLIC RECOGNITION GordBy~ commented on the various free dinners being served in the community during the week of Thanksgiving. Del Knauss, Bremerton resident, wished everyone a Happy Thanksgiving. He referenced a newspaper article about "Area's retail economy sees tight times", which makes him wonder about the proposed waterfront project. He hoped someone is paying attention to what the Sinclair landing Association is doing on the proposed downtown development. He also felt there might be need to bring in additional consultants into the waterfront project in order to make sure it is economically feasible and would have a strong support base to sustain it. He did not want to see everyone's dream turn into a nightmare for the taxpayers. Lastly, he submitted the following three questions: (1) How much money has the City of Bremerton paid out to the garbage company since curbside recycling started, broken down by year? (2) What is the amount of salary within their present pay grade for all Department Heads and benefits paid for by the taxpayer? (3) How much money has the City paid to Parametrix over the last five years, broken down by project and year? President Law stated Mr. Knauss' questions will be routed to the appropriate departments and the answer will be routed back through the Council office. 7A - NEW PHONE SYSTEM FOR PARKS FACILITY AT SHERIDAN PARK, ~AB96- 269 $5,000.00 was originally budgeted in 1996 for an electronics key phone system to replace the existing key system at the Parks Department headquarters. Due to costs savings realized by the city in facilities capital projects, there is enough left over money for the purchase of a small PBX (Private Branch Exchange), the best long term solution for both phone service and computer networking services. This will meet all current and any future phone needs. This system also integrates with the city Hall phone system as it is made by the same manufacturer, NorTel, formerly known as Northern Telecom. Written quotes were requested from NorTel distributors in the area, Sprint, GTE, and U.S. West. The lowest quote received was from U.S. West, and was for $15,768.27. A summary of all the quotes received is provided on the attached Quote Tabulation Form. Bob Tulp, Public Works Operations Manager, stated he would standby for any questions Council might have. TAPE #1424 city Council Reg. Mtg. November 26, 1996 Page 6 of 10 Minutes Public comment - none. Mr. Colvln asked Mr. Tulp to explain the benefit of this proposal. Mr. Tulp explained the Parks Department has one of the oldest phone systems within the City and their department receives lots of calls through their dispatch person in the front office. Their system does not have voice mail capability as do other Departments within the City and it is very hard to build on to their current system. What is proposed is a general maintenance approach to get their system in tune with the rest of the City's system. Mr. Overson stated he believed the Budget Control Ordinance provides that any time more than $10,000 worth of changes are made to the budget a Budget Adjustment is required. He was concerned that a budget adjustment request was not included in the documentation and asked if one would be coming to Council at a later date? He pointed out funding for this proposal was from four separate sources and consolidated under a single line item. He believes under State requirement that action would require a budget adjustment Mr. Hanna stated as discussed in Committee meetings, there is one project within a given Department's capital budget that is in excess of the original appropriation. What is being proposed is to utilize the saving from other capital projects in the same Department's budget and apply those savings to this project, which is coming in at a higher cost than the original estimate. For that reason, the total capital budget in the General Facilities Department does not need to be increased. If a Budget Adjustment Request was prepared, it would simply be increasing and decreasing the same line of the budget. Mr. Overson stated he disagreed with Mr. Hanna based on the fact on one side there will a reduction from three accounts, but on the other side there will be just the consolidation of the money into one account, which is what he was looking at as the meaningful part of this action. To follow Mr. Hanna's reasoning, he could consolidate $100-200,000 by picking little pieces all over the budget and that is not the intent of the Budget Ordinance. Mr. Hanna stated his point was the little pieces that are being dealt with are not all over the budget, but are in the General Facilities Department of the General Fund. He pointed out similar discussions have been held in the context of the Utilities that there is not an expectation that we're right on the nose with each of those individual projects, but will monitor them and advise Council of the available cash and appropriations will fund all of the projects on the list. It is in following that theory that this item is presented in the form shown. Mr. Overson stated he personally did not agree with that reasoning saying the budget is just a practice document and what counts is whether or not there is any money left. He feels strongly that budgeting needs to be done to a closer level of detail and that is what the Budget Control Ordinance intends. TAPE #1424 city Council Reg. Mtg. Minutes November 26, 1996 Page 7 of 10 Mr. Winters questioned the $3,899.60 figure of unused funds from the City Hall security system and what is the intent to replenish the security system? Mr. Tulp explained the security system speaks to the panic buttons installed throughout the City. Funds are returned to the General Fund, if they are not reallocated. #1295 M/S/C(Neville/Farr) to authorize reallocation of funds and authorize purchase of new phone system for Parks Department in the amount of $15,768.27 from U.S. West. Vote on motion: Motion carried. In favor: McConnell, Colvin, Winters, Farr, Neville, Law Opposed: Overson Montgomery, 7B - POLICE/SPECIAL PROJECTS 110 FUND -- REQUEST FOR APPROVAL OF BUDGET ADJUSTMENT REQUEST ~96-31t ~AB96-270 It is requested that City Council approve the transfer of $6,400.00 to 110 Capital Outlay to facilitate purchase of computer equipment. Mayor Lynn Horton state there have been some changes in the Community Resources office; therefore, they have a need for computer equipment to carry out their responsibilities. Public comment - none. Mr. Winters questioned why this item was not brought before the Operations Committee? Mayor Horton explained when an issue is primarily fiscal it is presented to only the Fiscal and Budget Committee. Mr. Overson reported during the Fiscal and Budget Committee meeting many questions were asked and the funds have been thoroughly audited to be appropriate and available for this application. Mayor Horton stated she encouraged staff to look at their computer needs city wide; however, the Community Resource Office was not included when earlier action was taken to upgrade the city-wide computer system. It was felt that in order to do their job they needed to go forward with this request. #1380 M/S/C/(Farr/Montgomery) to approve Budget Adjustment Request No. 96-31. Vote on motion: Motion carried. In Favor: Opposed: Farr, Neville, Overson, Colvin, Montgomery, Law Winters McConnell, 7C - BUDGET ADJUSTMENT REQUEST -- OLYMPIC COURSE AT GOLD MOUNTAIN, TAPE #1424 City Council Reg. November 26, 1996 Page 8 of 10 Mtg. Minutes ~AB96-271 This adjustment provides for the opening of the Olympic Course at Gold Mountain in September of this year. The original budget had assumed that the Olympic Course would not open until April of 1997. Rich Hanna, City Treasurer, stated as Council may recall, the current city budget was prepared with the assumption the Olympic Course at Gold Mountain would not open until April 1997; however, that was not the case and the course opened in mid September 1996. The proposed Budget Adjustment recognizes that incremental revenue and the incremental expenses associated with opening the Olympic Course and shifting the maintenance of the course off the capital budget onto the operating budget in September 1996. The incremental greens fees are $265,000 and it is proposed to increase the Pro and maintenance budget by $50,000 and $100,000 respectively, transferring $17,000 to the Parks Facilities Construction Fund, and the balance beyond that split evenly between the Pendergast Park Construction Fund and retain cash in the Golf Course Operation Public comment - none. Mr. Overson stated he found it exciting to see the City supporting a significant project for the Pendergast Regional Park. Jim Spencer, Parks and Recreation Director, stated the project referenced is the continuing development of Pendergast Regional Park and the $49,000 allocated will be used to pursue development of the lights for the five existing fields. He noted the $49,000 will not cover the entire cost, but is good seed money towards getting that project underway. Mr. Fart noted during the discussion of this issue at the Fiscal and Budget Committee, Mr. Spencer had commented that the seed money could be used as an opportunity for in-kind donations of services or additional funds to get the project fully funded. Mr. Spencer stated he has had discussion with individuals in the private sector that if the City can figure out a way to buy the light poles and light systems (including all the hardware) there are individuals ready to assist with in-kind donations to finish the project. Mr. McConne11 asked if the $265,000 September/October/November with an estimate for Spencer stated it covers the total to year end. figure covers December? Mr. Mr. Neville pointed out once again this is a way to see how one project can help another project. The golf course has always supported the Parks Department's programs; and Mr. Spencer just stated how the community keeps on giving to help make the City's park system so much better by either in-kind services or supporting #1661 TAPE #1424 city Council Reg. Mtg. Minutes November 26, 1996 Page 9 of 10 the golf course in this manner to help other projects. Mr. Winters asked if the golf course project was following the projected proforma? Mr. Hanna stated yes. M/S/C/U(Neville/Overson) to approve Budget Adjustment Request No. 96-33. 8A - RESOLUTION NO. 2571, SETTING FEES FOR GOLD MOUNTAIN GOLF COURSE AND REPEALING RESOLUTION NO. 2532~ ~AB96-272 In order for the city's Gold Mountain Golf Course to remain financially sound through the current period of expansion and on into the future, it is necessary to implement fee changes on a regular basis. As has been demonstrated through the financial modeling of the course expansion, a rate of increase of approximately three percent over inflation is required for the course to remain financially sound. Fees at the course were last changed January 1, 1996. The proposed fee changes will increase course revenue by approximately 3.1 percent. Jim SDencer, Parks and Recreation Director, stated he believes the proposed fee is actually good news from the standpoint that the only rate that will be changed is the 18-hole rate, which has two components...a weekday rate and a weekend rate. The proposal is to adjust each of those rates by $1.00. The current rate for the Cascade Course is $19.00 weekday and $23.00 weekend, which will change to $20.00 and $24.00 respectively following the $1.00 increase. The proposed rate increase for the Olympic Course is that rate plus $5.00. Most significantly the proposal favors the local golfers by retaining the same rates for the annual, semi- annual punch cards and all the discount rounds. The only other change is relative to the use of private carts on the course. For a number of years there has been an annual cart fee available to a very small group of people, who have been grandfathered to use their private golf carts at an annual fee of $100.00. The proposed rate change will adjust that $100.00 fee to $125.00. Public comment - none. Mr. McConnell stated initially he was not in support of a rate increase for the golf course; however when the proposal was made it was far better than what he anticipated would be proposed. He sees it as a gift to the local golfers where the passes remain the same and a $1.00 increase in the 18-hole fee is very minimal. He commended those who came up with the recommended rate proposal. Mr. Overson stated it appears we are meeting and exceeding the proforma for the golf course and the acceptance is greater than expected. Mr. Spencer stated that was correct. .Mr. Overson #2052 TAPE #1424 city Council Reg. Mtg. Minutes November 26, 1996 Page 10 of 10 complimented those who put together the proforma because that was what helped to sell the project. ~r. Winters thanked Mr. Overson for clarifying the point about the proforma and the fact it is imperative the city stay to the proforma that was presented to Council approximately three years in order to continue with the rate increases to insure that the revenues created will quickly complete what is needed at the Pendergast Regional Park. Mr. Colvin complimented those who have made the golf course so successful. He asked if only those grandfathered individuals can use their private golf carts on the course? Mr. Spencer explained only three individuals are charged an annual fee to use their private carts. Other individuals can use their private carts for a fee of $13.00 per day. Mr. Neville stated he felt it was important to remember that Dan Miller, Project Manager, brought in the new course before the expected completion date and on budget, which is resulting in dividends to the City. Mr. Law stated the Council office had received several calls questioning the recognized holidays where holiday rates are in effect. In order to clarify that point, he quoted as follows: "the holiday rate, which is the weekend rate, are city holidays. It was his hope that a list of "city holidays" would be posted in the clubhouse. Scott Alexander, Golf Pro, explained the "holiday list" has been posted in the clubhouse for the past 3-4 years. M/S/C/U(McConnell/Montgomery) to adopt Resolution No. 2571, setting forth a fee structure for Gold Mountain Golf Course and repealing Resolution No. 2532. President Law thanked the TV camera crew for their services: Robert Rupe, Patricia Mathas and Debbie Harris With no further business meeting adjourned at 6:37 P.M. KATHLEEN L. McCluskey, city Clerk JOHN E. LAW, Council President City of Bremerton KLM/JL/me cc: Normal Distribution File/Vault AGENDA BILL Amended Professional Services Contract for Retained Counsel BREMERTON CITY COUNCIL FOR AGENDA OF: December 4, 1996/~/~ ORIGINATING DEPT: city Attorney' sfOf~e ORIGINATOR: Ian R. Siever~-~ Bremerton City At~c~rney DATE SUBMITTED: December , 1996 2. (Comment on back if necessary) 3. DIRECTOR & UTILITIES Proposed Professional Services Contract F~L & BUDGET COM}{ITTEE Ca 4. SU~RY STATEMENT AND REOUIREMENT FOR COUNCIL ACTION: The City has contracted with Foster, Pepper & Shefelman fur litigation concernin the wastewater treatment plant beginning in June 29, 1992. Following settlemen of the Westhills suit, representation was continued on 3 related cases: Charleston Beach Association, et al. v. City of Bremerton, et al., Kitsap County Superior Court Cause No. 94 2 02586 6; The City of Bremerton v. Harbor Insurance Company, et al., Kitsap County Superior Court Cause No. 94 2 02161 5; and The City of Bremerton v. CH2M Hill Northwest, Inc., et al., Kitsap County Superior Court Cause No. 94 2 02364 2. Recently two additional suits have been commenced which also relate to tl treatment plant. (QQ~ s. ~: Approve Professional Services Contract. 9. RESPONSIBLE OFFICIAL: ENFORCEMENT OFFICIAL: EXPIRATION DATE: REVIEW DATE: PULLED [] TABLED [] COUNCIL DIRECTIVE: 10. OF ACT ON APPROVED [] DISAPPROVED [] AMENDED [] DATE: (OVER) 2. ~LE/~ANCES COMMENTS: 4. Sr~aRY S~a?~NT ~ REOUIREMENT FOR COUNCIL ACTION CONTINUED: The American Economy Insurance Company suit is a suit for declaratory judgment tc decide coverage for Agri-Tech, a defendant in the pending lawsuits, and the City as co-insured. The Reliance Insurance Company suit is a suit against Metcalf & Eddy Services' bond for performance claim. The proposed contract sets fees for the above cases through 1997. The curren~ contract will terminate upon execution of the proposed agreement. 5. IMPACT OF NON-P~SSAGE: Default, non-prosecution of claims or alternate legal representation fees. 6. IMPACT ON ST~_FFING, BUDGETS, FACILITIES, EOUIPMENT OR OTHER RESOURCES: The city Public Works & Utility Department will be responsible for attorney's and related litigation expenses. fee 7. O C : FOSTER.AB - Agenda Disk - 12/3/96 PROFESSIONAL SERVICES AGREEMENT Retained Counsel THIS AGREEMENT is between the City of Bremerton, a municipal corporation (hereinafter referred to as "city") and Foster, Pepper & Shefelman, Attorneys at Law, (hereinafter referred to as "Retained Counsel"). W I TN E S SETH: 1. SCOPE: professional services The Retained Counsel agrees to furnish in connection with the following cases: A. Charleston Beach Association, et al. v. City of Bremerton, et al., Kitsap County Superior Court Cause No. 94 2 02586 6; The city of Bremerton v. Harbor Insurance Company, et al., Kitsap County Superior Court Cause No. 94 2 02161 5; The City of Bremerton v. CH2M Hill Northwest, Inc., et al., Kitsap County Superior Court Cause No. 94 2 02364 2; Eo American Economy Insurance Company v. Agri-Tech, Inc., et al., Circuit Court for the State of Oregon, Benton County Superior Court Cause no. 96-1007; and City of Bremerton v. Reliance Insurance Company, United States District Court Cause No. C96-5651-RJB. 2. TERM: Contract shall commence on the date fully executed and will terminate December 31, 1997. All prior contracts shall terminate upon the commencement of this agreement. 3. COMPENSATION: The city Attorney and Retained Counsel agree that compensation for services rendered under this Agreement shall be set at a rate of One Hundred Seventy-five Dollars ($175.00) per hour or a lesser amount for work assigned to associates or employees of Retained Counsel. Ail fees under this agreement shall not exceed the amounts listed below, excluding costs and expenses, and including any sums paid prior to the commencement date of this agreement: Charleston Beach Association, et al. v. City of Bremerton, et al., Kitsap County Superior Court Cause No. 94 2 02586 6; The city of Bremerton v. CH2M Hill Northwest, Inc., et al., Kitsap County Superior Court Cause No. 94 2 02364 2; The city of PROFESSIONAL SERVICES AGREEMENT FOSTER.PSA- Disk 1 - 12/3/96 Bremerton v. Harbor Insurance Company, et al., Kitsap County Superior Court Cause No. 94 2 02161 5; and American Economy Insurance Company v. Agri- Tech, Inc., et al., Circuit Court for the State of Oregon, Benton County Superior Court Cause no. 96- 1007 - Fees not to exceed Five Hundred Fifty Thousand Dollars ($550,000.00); and B. City of Bremerton v. Reliance Insurance Company, United States District Court Cause No. C96-5651-RJB - Fees not to exceed Twenty Thousand Dollars ($20,000.00). Case status shall be reviewed and compensation limits amended if needed prior to January 1, 1998. Retained Counsel shall submit to the City Attorney's Office a monthly statement describing the services rendered with time expended for each activity as authorized under this Agreement. The City upon receipt of the statement, shall promptly process said claim for payment. 4. RELATIONSHIP OF PARTIES: The parties understand and agree that Retained Counsel is a professional law firm skilled in matters pertaining to litigation and will perform independent functions and responsibilities in the area of its particular field of expertise. Retained Counsel and its personnel shall act as independent contractors and not employees of the City. As such they have no authority to bind the city nor control employees of the City, contractors, or other entities. Within the performance of these duties, Retained Counsel shall work under the direction of the city Attorney. Retained Counsel will consult with the city Attorney on discovery and trial approaches, and apprise the City Attorney of significant developments and forward copies of important pleadings and correspondence. 5. INDUSTRIAL INSURANCE: Retained Counsel agrees to provide for State industrial insurance coverage for its personnel as required by State law. 6. INSURANCE AND HOLD HARMLESS: Prior to and during the performance of the work covered by this Agreement, Retained Counsel shall provide the Risk Manager for the City of Bremerton with evidence that it has obtained and maintains in full force and effect during the term of this Agreement a policy of professional liability insurance, providing coverage of at least $1,000,000.00 against professional liability or errors and omissions in connection with the work to be performed by Retained Counsel under this Agreement. Risk Manager shall be provided thirty (30) days' written notice of any cancellation of said professional liability insurance. PROFESSIONAL SERVICES AGREEMENT FOSTER.PSA - Disk 1 - 12/3/96 2 Retained Counsel agrees to defend, indemnify and save harmless the City, its appointed and elected officers and employees, from and against any and all liability, loss, costs, damage and expense, including costs and attorney fees in defense thereof because of actions, claims or lawsuits for damages resulting from personal or bodily injury, including death at any time resulting therefrom, sustained or alleged to have been sustained by any person or persons and on account of damage to property, arising or alleged to have arisen directly or indirectly out of or in consequence of or the performance of this Agreement, whether such injuries to persons or damage to property is due to the negligence of Retained Counsel, its subcontractors, agents, successors or assigns. This provision shall be inapplicable to the extent the City is judicially found solely negligent for such damage or injury. 7. GENERAL CONDITIONS: a. Assignability - Retained Counsel shall not assign any interest in this Agreement, without the prior written consent of the city thereto; provided, however, that claims for payment under this Agreement may be assigned. b. Entire Agreement - This Agreement constitutes the entire agreement between the parties and both parties acknowledge that there are no other agreements, written or oral, that have not been fully set forth in the text of this Agreement. c. Amendments - The parties hereby further agree that this Agreement cannot be amended or modified without the written concurrence of both parties. d. Notices - Any notices required to be given by the city of Retained Counsel or by Retained Counsel to the city shall be in writing and delivered to the following parties at the following addresses: Bremerton City Clerk city of Bremerton 239 Fourth Street Bremerton, WA. 98337 Foster, Pepper & Shefelman Attorneys at Law 1111 Third Avenue, suite 3400 Seattle, WA. 98101 e. Waiver - Failure to insist upon strict compliance with any terms, covenants or conditions of this Agreement shall not be deemed a waiver of such, nor shall any waiver or relinquishment of such right or power at any time be taken to be a waiver of any other breach. f. Compliance with State, Local and Federal Laws Retained Counsel agrees to comply with all applicable local, state and federal laws in performance of all services under this Agreement. PROFESSIONAL SERVICES AGREEMENT FOSTER.PSA- Disk 1 - 12/3/96 3 g. Applicable Law; Venue - This Agreement shall be construed and interpreted in accordance with the laws of the State of Washington and, in the event of dispute, the venue of any action brought hereunder shall be in Kitsap County Superior Court. 8. NONDISCRIMINATION: Retained Counsel shall not discriminate in employment or services to the public on the basis of race, color, national origin, sex, religion, age, marital status or disability, except employment actions based on a bona fide occupational qualification. 9. TERMINATION: This Agreement may be terminated by either party for convenience upon thirty (30) days' written notice to the other party, or for cause if either party fails substantially to perform through no fault of the other and does not commence correction within five (5) days of written notice and diligently completes the correction thereafter. Upon such termination, City will be entitled to reports showing the status of all matters upon which Retained Counsel is advising the City as of the effective date of termination. IN WITNESS WHEREOF the parties hereto have Agreement the date and year indicated. FOSTER, PEPPER & executed this SHEFELMAN Date: BY: BY: Date: CITY OF BREMERTON LYNN HORTON, Mayor APPROVED AS TO FORM: IAN R. SIEVERS, city Attorney RECEIVED FOR FILING: ~ATHLEEN L. McCLUS~EY, CITY CLERK SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT - 4 FOSTER2.AMD - Disk 13 - 9/25/96 4 AGENDA BILL BREMERTON CITY COUNCIL 1. Subject: 10% Petition/Letter of Intent to annex the area known as the Oyster Bay Avenue Area. 2. Clearances: (~o~n~ed) city ,, Director o£DCD: _ Council Committees: FOR AGENDA OF: 12/11/96 ORIGINATING DEPT: Executive ORIGINATOR: T. O'Neill~ DATE SUBMITTED: 12/5/96 3. Exhibit,s: · Letter of intent to Annex · Certification of Letter (Original petition on file in Clerk's office) · Staff Report ~ ,z]. ~ Council President: t_ ~ j~.~/ -- Mayor: 4. SUMMARY~'STATEMENT AND REQUIREMENT FOR COUN~CTION: The City of Bremerton holds a Letter of Intent to annex properties located in an area which is north of the sewer treatment plant, south of the Loxie Eagans interchange and east of Cottman Ave. The letter contains signatures representing in excess of 10-percent of the value of the land proposed for annexation and is in accordance with R.C.W. 35.13.125. The City Council is required to make certain determinations at this point in the annexation process. Three questions need to be answered: Will the City Council accept, reject, or geographically modify the proposed annexation area?; Will the Council require the simultaneous adoption of a comprehensive plan or will they elect to use the administrative assignment of provisional zoning as allowed in the Bremerton Municipal Code (BMC 21.02.260)?; and W'dl the Council requke property owners of the annexing area to assume a proportional share of all or any portion of existing city indebtedness (i.e. outstanding bonds)? 8. RECOMMENDATION: It is recommended that the City Council take the following actions: 1. Accept the area as oroposed: 2. Require the, simultaneous adoption of _ comprehensive plan and land use designations; and 3. Require the owners of real property in the annexation area to assume a proportional share of existing city indebtedness. 9. RESPONSIBLE OFFICIAL: ENFORCEMENT OFFICIAL: EXPIRATION DATE: REVIEW DATE: 10. NOTICE OF ACTION: PULLED: [] TABLED: [] APPROVED:n DISAPPROVED: [] Ig 2. CLEARANCE COMMENTS: 5. IMPACT ON NON-PASSAGE: The City Council is obligated to hold a meeting with the initiating parties to make determinafions about the acceptance of the annexation. The decision of the Council to accept or reject the proposed annexation is entirely within the Council's discretion. By accepting the proposed annexafion, the council is not committing itself to ultimately annexing the temtory proposed when a sufficient petifion is presented to it. The decisiun to accept merely allows the annexation to go forward procedurally, ffthe Council rejects the proposed annexation, the inifiating parties have no r~ght of appeal (R.C tK. 35.13.177 and 178). 6. IMPACT ON STAFFING, BUDGETS, FACILITIES, EQUIPMENT OR OTHER RESOURCES: See Municipal Services Stqff Report. 7. RESEARCH SOURCES: "Annexation Handbook." Municipal Research & Services Center of Washington. June 1995 (51). "Implementation, Consistency and Concurrence: Annexation Policies." Bremert0n Comvrehensive Plan (April 5, 1995.) Feb. 1996. Chapter K, Sec. 4 Urban Growth Policies, Sub-secfion D (10). "Zoning: Zoning Upon Annexation." Bremerton Municival Code (1996). Mar. 1996 (661 ). Excerpt from Annexation Policies: According to city policies established for annexafion, the City of Bremerton considers annexation as a means of meeting community needs. The following objectives are the framework for measuring specific annexation requests. Objective A: The city will utilize uniform criteria in evaluating annexations. · Short-and long-term community impacts on levels of service and projected revenues end expenditures for services will be evaluated. · Only annexations which do not diminish the current levels of service over the long- term will be accepted. Objective B: The city will consider annexation areas best meeting the growth goals and polices of the city and region. Objective C: The city will consider annexafion areas which preserve established neighborhoods and community identifies. lq Certification of Letter of Intent I, Kathleen McCluskey, City Clerk for the City of Bremerton, do hereby certify that I have received today a Letter of Intent supported by owners of not less than ten percent of the value of the property for which annexation is petitioned, according to the assessed valuation for general taxation purposes as required in R.W. 35.13.125. The assessed valuation of these parcels, according to the Kitsap County Tax Assessors official record, is $4,950,480.00. The assessed valuation of property represented by signatures is$3,425,920.00 (69%). These signatures therefore constitute at least the required 10%, which figure would be $495,048. SIGNE~'~ND S ~EAL~ayj ~._~_3 . .~._° f Decec~.~mber' 1~996' Kathleen McCluskey, City Clerk City of Bremerton ,.9_0 RECEIVED OFFICE OF CiTY CLERK D^TE~ I Y ~ '~ December 2, 1996 The Honorable Mayor and Bremerton City Council The City of Bremerton 239 Fourth Street Bremerton WA 98337 Dear Legislators: Let this letter serve as an official Letter of Intent to Commence Annexation Proceedings from the undersigned for the area legally described on the attached Exhibit "A", into the iurisdictional boundaries of the City of Bremerton. The undersigned does represent ownership of not less than ten percent (10%) in value, according to Kitsap County's estimate of the assessed valuation for general taxation purposes. It is requested that the city Council of the City of Bremerton set a date not later than sixty (60) days after the filing of this request for a meeting with the undersigned to determine: 1. Whether the City Council will accept a 75% petition for annexation; and 2. Whether the City Council will require adoption of a comprehensive plan and zoning for the proposed area under RCW 35.13.177 and 35.13.178 or application of land use designation for newly annexed property set forth in Bremerton Municipal Code 21.02.260; and 3. Whether the City Council will require the assumption of a proportional share of existing City indebtedness by the area to be annexed. This Notice and any other Notices containing identical text material and additional signatures are intended by the undersigned to be presented and The Honorable Mayor and Bremerton City Council Page 2 December 2, 1996 considered as one Notice of Intent. Signed, Mayor Lynn S. Horton for the City of Bremerton Date Representing ownership of properties within annexation area to indude: 4502 014 007 0009; 4502 014 010 0004; 4502 014 010 0103; 4502 014 010 0202; 4502 014 011 0003; 4502 014 012 0002; 4502-014-012-0101; 4502-020-003-0000; 4502-020- 0007-0006; 4502-020-009-0004; 4502-020-028-0001; 4502-020-030-0106; 4502-020- 032-0005; 4502-020-035-0002; 4502-021-001-0000; 4502-021-003-0008; 4502-021-005- 0006; 4502-021-006-0005; 4502-021-028-0009; 4502-021-031-0004; 4502-021-033- 0002; 4502-024-001-0004; 4502-024-003-0002; 4502-024-005-0000; 4502-024-007- 0008; 4502-024-025-0204; 4502-027-027-0004; 4502-025-005-0007; 4502-025-024- 0004; 4502-025-026-0002; 4502-025-028-0000; 4502-025-032-0004; 4502-028-003- 0003; 4502-028-004-0002; 4502-028-005-0001; 4502-028-009-0007; 4502-028-010- 0004; 4502-028-025-0007; 4502-028-029-0003; 4502-028-031-0009; 4600-018-001- 0007; 4600-018-034-0008; 4600-018-033-0009; 4600-018-038-0004; ??7401-3-001- 2004; ???401-3-002-2003; 222401-3-008-2007; ???401-3-006-2009; 4546-001-005- 0006; 4546-001-006-0005; 4546-001-008-0003; 4546-002-001-0008; 4546-002-002- 0007; 4546-002-005-0004; 4546-002-009-0000; 4546-002-012-0005; 4546-002-013- 0004; 4546-002-014-0003; 4546-002-015-0002; 4546-002-017-0000; 4546-002-018- 0009; 4546-002-019-0008; 4546-003-001-0006; 4546-003-002-0005; 4546-003-004- 0003; 4546-003-006-0001; 4546-003-007-0000; 4546-003-009-0008; 4546-003-013- 0002; 4546-003-016-0009; 4546-003-018-0007; 4546-003-019-0006; 4546-005-005- 0007; 4546-005-007-0005; 4502-025-004-0008; 4502-025-008-0004; and 4502-025-025- 0003. Oyster Bay Annexation Area 67.38 Acres THE OLE HANSON'S & SR3 & SOUTH OF TREATMENT PLANT AND GOVT LOT 1 SEC 28 ANNEXATION AREA 11/18/96. CHECKED BY NED LEVER. That portion of the SEl/4 of the NEl/4 of Section 21, T24N, R1 E, WM, lying easterly of the westerly margin of the Right-of-Way acquired for SR-3, and south of the south margin of Werner Rd (Loxie Egans Blvd.) ALSO: That portion of Section 22, T24N, R1 E, WM, lying westerly of the easterly right-of-way line of SR-3, and southerly of the south right-of-way line of Wemer Rd (K Street), Except the following described property; Beginning at the SW corner of Section 22, T24N, R1E, W.M.; thence S87°59'08"E, 30 feet to the east margin of Oyster Bay Road and the TPOB; thence N1 °59'33"E, 592.34 feet; thence S22°34'27"W 85.33 feet; thence N1 °59'33"E 449.60 feet; thence S88°05'58"E 200.99 feet; thence N22°34'27"E 107.31 feet; thence S88°05'58"E 170.88 feet; thence N1 °51'36"E 90.0 feet; thence S88°05'58"E, 75.97 feet; thence S8°50'05"W 101.98 feet; thence S2°28'31"E, 300.0 feet; thence S3°08'39"W, 132.77 feet; thence along the arc of a curve to the right whose point of radius bears S87°31'29"W, 1380 feet an arc distance of 276.00 feet; thence S4°52'20"E, 197.17 feet; thence S19°41'29"W, 154.21 feet; thence N87°59'08"W, 46.14 feet; thence N19°53'22"E, 4.62 feet; thence NT0°06'38"W, 134.06 feet; thence S19°53'22"W, 47.86 feet; thence N87°59'08"W, 247.69 feet to The TPOB. ALSO: That portion of the NWl/4 of Section 27, T24N, R1 E, W.M. lying westerly of the west margin of the State Right-of-Way for SR-3 and SR-304. ALSO: That portion of the Plat of Ole Hanson's Navy Yard Addition lying between the east margin of Cottman Ave and the centerline of Oyster Bay Ave. ALSO: The north 375.6 feet of the NEll4 of the NEll4 of Section 28, T24N, R1 E, W.M. EXCEPT the following described parcel; That portion of Govt. Lot 1 of said Sec. 28. Beginning at the section corner common to Sections 21,22, 27, and 28 of said Township and Range; thence S 15°51'34"W 30 feet; thence N88°15'53"W 957.38 feet to the TPOB; thence continuing N88°15'53"W 373.78 feet; thence Sl °05'03"W 315 feet; thence running northeasterly 485.90 feet to the TPOB. ALSO EXCEPT the west 373.78 feet of the north 30 feet of said Govt Lot 1. CONTAINING 67.38 ACRES ROOsev~/¢ ~W Zi ;ii I',iWD~ fl~ I iLeUireli Ih~l ~ SO~E HORIZ.~ PLOT DRAW1NG NO. CITY OF BREMERTON J DEPARTMENT OF PUBUC WORKS & UTIUT1E8 ENGINEERIN~ DIVISION DRAWN BY: S.bI.J. J DESIGN BY: DATE 9-10-96 I DATE OYSTER BAY ANNEXATION AREA JCHECKED BY:DATE__ O~zmte~ ~E~a~ ~enue J~z~z~exation Prepared by Terrie O'Neill, Municipal Services Coordinator November 26, 1996 Cities use annexation to expand their boundaries and to provide land for new development. As Bremerton faces the turning of the century, many new venues for re- vitalization are on the horizon, but resources and services are finite. The City Council is charged by state statute to determine what annexations are best for the city. The following report is provided to give the City Council necessary data for the evaluation of a request to annex to the City of Bremerton. Section 1: A Review of City Policy on Annexation: The city seeks to annex areas that will enhance the economy and livability of the City of Bremerton. According to polices adopted for annexation by City Council, the City of Bremerton considers annexation a means of meeting community needs. This includes both the service and capital needs of the applicant and the needs of existing city citizens. To evaluate the suitability of a site proposed for annexation, short- and long-term community impacts on all residents should be studied. The area should have the ability to provide the resources necessary to accommodate their own service and capital needs. Only annexations which do not diminish the current level of services, over time, should be accepted. In some cases, annexation brings about a reduction in costs to the city. This is accomplished through the collection of taxes from an area where the city is already providing many services, either through mutual aid or otherwise. Section 2: Services to the Proposed Area The Oyster Bay Avenue is a slender corridor between the state highway and an existing city neighborhood, which was annexed last year. The following comments were received from departments regarding service provision to the annexation area: November 18, 1996 o25 Parks and Recreation: The effect of the Oyster Bay Annexation is very minimal to the deparba~ent inasmuch as the region is already served by several local parks (3), including Pendergast off of Union Avenue. U~illty Services: Water Water service to the area is provided by the City of Bremerton. Water storage for the area comes from Reservoir 4, with an eleven-million gallon capacity, located at Union and 3rd Avenues. Water transmission to and through the area is conveyed by a 24" main in Oyster Bay Avenue and crossing Hwy. 3 at H Street- Distribution mains in F, G, and FI Streets consist of 1 ¥2" to 2" galvanized lines. Distribution mains in C, D, E and Bayview consist of 4" ductile iron lines constructed in 1981. Water pressure on the 24" main in Oyster Bay Avenue is between 50 and 60 psi. Fire hydrants are located at three intersections along the 24" Oyster Bay Avenue main. It is anticipated that water storage and pressure for the area is adequate for most land uses. Distribution mains of substandard size, i.e. 1 1/2" and 2", are included in the city substandard main upgrade list. These mains are not scheduled for replacement within the next five years due to their short lengths and limited number of services. Substandard main replacement is scheduled based on priority in the list and street overlay coordination. Additional fire hydrants will likely be necessary if any new development occurs within the area. Sewer: Wastewater service to this area is provided by the City of Bremerton. Being located directly north of the city treatment plant, two interceptor sewers cross the area. One serves Oyster Bay and Sinclair Park sewer basins and is located along the west margin of Hwy. 3. This main is at capacity and an alternative to provide additional flow is under investigation. The other interceptor sewer serves the Kitsap Lake basin and is located in Jones Street, C Street and Bayview Avenue. Local streets within this area are served by standard 8" sewers. It is anticipated that an upgrade of the Oyster Bay interceptor line will be needed and is included in the city Wastewater Comprehensive Plan. If the system November 18, 1996 2 modifications currently under consideration are as effective as anticipated, replacement will not be necessary in the immediate future. Provisions for the upgrade will need to be considered in the planning efforts for this area. No upgrades of the local sewers are anticipated. No combined sewer separation is scheduled for this area. Some minor stormwater inflow to the sewer system appears to occur in Oyster Bay Avenue and C Street. A minor stormwater separation project my be undertaken at some point in the future to eliminate the block of combined sewers within the area. Storm drainage: A major drainage draw parallels Hwy. 3 on the east margin of the area. Runoff from the Sinclair Park basin (auto center) flows through this drain. There are not storm drains within the local streets of the area and stormwater is carried as surface flow to the drainage draw. The city owns a detention basin at the north end of this area. This basin serves to improve water quality and limit peak discharge from the area west of Oyster Bay Avenue an south of Werner Road. There are no storm drainage improvements anticipated for the area. Public Works: Roads: The roads in the area to be annexed are asphalt construction and are substandard when compared to current city street standards. The roads have no curbs and no sidewalk which make it difficult for pedestrian traffic. Oyster Bay Avenue needs to be widened from Jones Street south to the end, for the traffic entering the treatment plant. The overall roadway condition of the roads will place them in the lower Overall Condition Index (OCI) in the city Pavement Management System. The OCI of these roads is relatively low when compared with the existing roadway system of the city. This will cause them to be placed higher in priority than some of our existing city streets. Additionally, a guard rail may be needed alone the roadway at Roosevelt and Cottman Avenue. The project to widen Oyster Bay Avenue to accommodate plant traffic will be accomplished through the Wastewater division. The project is listed in the city Capital Improvements Plan (CIP). November 18. 1996 Depath~ent of Commolllty Developmen~ This department has developed a comprehensive document for the area, which was adopted by the City Council in 1990. The West Hills Area Plan identifies Land Use Planing, circulation, public services and utilities, and future city zoning. The plan includes two other areas which were earlier annexed into the city. In the body of the plan, the writer explains that, due to the advantageous central location of the site and proximity to State Route 3, growth pressures in the area are expected to continue. The area topography and accessability combine to provide excellent "visibility, which may prove to be an important asset for the futurev'. Emergency Services: Police: Due to the small population of the area, no negligible impact to police services is expected. Fire: Services to the area will be provided within five minutes from station two, on Kitsap Way, or from the downtown station one. ~ "West Hills Area Plan." Ci_ty of Bremerton. Adopted February 7, 1990 by the Bremerton City Council, resolution//2287 and was amended to the Bremerton Comprehensive Plan. Donald L. Pratt, Director, Department of Community Development. November 18. 1996 ~. SUBJECT: Approval of Admiral Theatre 108 loan. AGENDA BILL BREMERTON CITY COUNCIL FOR AGENDA OF: ORIGINATING DEPT: ORIGINATOR: DATE SUBMITTED: December 11, 1996//-~/f~ Legal ~ /// I. Sievers, cityk~tt~ Dec. 2, 1996 ~--~--/~' (Comment on back if necessary) Brought before Fiscal & Budget Committee 12/3/96. COUNCIL COMMITTEE 3. EXHIBITS: -Guaranty, Deed of Trust, Consent to Assignment of Operating Agreement (LOAN DOCUMENTS ON FILE IN J ~........CITY CO~NCIL OFFI.CE**~,..,,~/ ENDORSEMENT ~ INFO/~MATION [ ] APPROVED BY COUNCIL PRESIDENT FOR SUBMITTAL: COUNCIL PRESIDENT SUMMARY STATEMENT AND REOUIREMENT FOR COUNCIL ACTION: The Admiral Theatre Foundation has received loan documents to finalize its receipt of a $1.5 million HUD Section 108 loan for capital improvements to the city's Admiral Theatre property. The City approved the application, including pledge of the property as security for the loan, and has recently provided bridge loan until the HUD proceeds were available. As part of the loan documents the City must provide approval three documents; 1) a Secured Non-recourse Guaranty which guarantees the Theatre Foundation'z obligations set forth in the Loan documents with recovery limited to the theatre property only, 2) Deed of Trust with Assignment of Rents and Security Agreement to secure the City's Guaranty with a lien on the property, and 3) Consent to the Collateral Assignment of Operating Agreement which approves the Foundation'~ assignment of its operating agrement with the City as additional security. The County's rights under this loan will be assigned to HUD as guarantor of the bond issue which will finance the 108 loan. HUD also holds the County's futur~ block grant alocations as security for nonpayment. 8. ~u¢~: Approve execution of Guaranty, Deed of Trust and Consent t( Collateral Assignment of Operating Agreement 9. NOTICE OF ACTION PULLED [] TABLED [] COUNCIL DIRECTIVE: APPROVED [] DISAPPROVED [] AMENDED [] DATE: 11. AGENDA BILL NO. (OVER) 2. CLEARANCE COMMENTS: 5. IMPACT OF NON-P~SSAGE= Loan will not be processed; City will be responsible for repayment of bridge loan which would otherwise be immediately be repaid from loan proceeds. 6. IMPHCT ON STAFFING. BUDGETS, FHCILITIES, EOUIPMENT OR OTHER RESOURCES= No impact on staff, facilities or budget unless over five year repayment the Foundation defaults and HUD exercises right to foreclose against the property. ?. RESEARCH SOURCES: 8 o RESPONSIBLE OFFICIAL: ENFORCEMENT OFFICIAL: EXPIRATION DATE: REVIEW DATE: SECURED, NON-RECOURSE GUARANTY For and in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration in hand paid to it, the CiTY OF BREMERTON, WASHINGTON ("Guarantor"), for the purpose of enabling THE ADMIRAL THEATRE FOUNDATION, a Washington non-profit corporation ("Debtor"), to borrow certain funds from KITSAP COUNTY, WASHINGTON (hereinafter called "Holder"), and recognizing that but for this Guaranty such loan would not be made by the Holder to the Debtor and the funds advanced thereunder, hereby guarantees to Holder the prompt payment (and not merely the collectability) when due at maturity of the following (hereinafter called the "Obligations"): (i) the full amount of principal and interest due and owing, from time to time, under the terms of that certain promissory note (the "Note") dated of even date herewith, made by Debtor, payable to the order of Holder in the principal sum of One Million Five Hundred Thousand Dollars ($1,500,000.00), and all renewals, rearrangements and extensions thereof and of any part thereof and any sums due to or to become due pursuant to any instrument which secures the payment of said Note; (ii) all sums payable from time to time in connection with the performance of any of the covenants, agreements or other obligations undertaken by the Debtor in all Loan Documents; and (iii)all costs, attorney's fees and expenses incurred or expended by Holder in collecting any of the Obligations or in enforcing any right granted hereunder. This Guaranty is secured by a Deed of Trust With Assignment of Rents and Security Agreement and an Assignment of Leases and Revenues covering property of the Guarantor, all of even date therewith (collectively the "Deed of Trust"). The obligations and undertakings of Guarantor contained in this Guaranty shall not create or constitute personal obligations or undertakings of the Guarantor, and shall be satisfied solely from and Holder's recovery hereunder from or against Guarantor shall be limited to the property covered by the Deed of Trust. Guarantor specifically agrees that it shall not be necessary or required in order to enforce Guarantor's obligations under this Guaranty that Holder have made demand for payment upon Debtor or any other person liable thereon or have made protest thereof or have given notice to Debtor or any other party liable thereon of maturity or nonpayment of said Obligations, or have realized upon or sought the benefits of any security for the Obligations. Guarantor specifically waives any notice of acceptance of this Guaranty by Holder and of the creation, advancement, existence, extension, renewal or rearrangement of the Obligations, or increase or reduction of the rate of interest thereon, or any indulgence with -1- respect to the Obligations, or any part thereof, and of nonpayment thereof or default thereon, and waives grace, demand, protest, presentment, and notice of demand, protest and presentment with respect to the Obligations, and waives notice of the amount of the Obligations outstanding at any time, and agrees that the maturity of the Obligations, or any part thereof, may be accelerated, extended, modified, amended or renewed or any other indulgence may be granted with respect thereto by Holder at its will or as may be agreed by Debtor without notice to or further consent by Guarantor, at any time or times. Guarantor agrees that no renewal, extension or rearrangement of or any other indulgence with respect to the Obligations, or any part thereof, or increase or reduction of the rate of interest thereon, no release of or substitution for any security or other guaranty now or hereafter held by Holder for payment of the Obligations, or of any part thereof, no release of Debtor, or of any other person primarily or secondarily liable on the Obligations, or any part thereof, and no delay or omission or lack of diligence or care in exercising any right or power with respect to the Obligations or any security therefor or guaranty thereof or under this Guaranty shall in any manner impair or affect the rights of Holder or the obligations and liability of Guarantor hereunder. Guarantor specifically agrees that it shall not be necessary or required, and that Guarantor shall not be entitled to require, that Holder file suit or proceed to obtain or assert a claim for personal judgment against Debtor for the Obligations, or make any effort at collection of the judgment against Debtor for the Obligations from Debtor, or foreclose against or seek to realize upon any security now or hereafter existing for the Obligations, or file suit or proceed to obtain or assert a claim for personal judgment against any other party (maker, guarantor, endorser or surety) liable for the Obligations, or make any effort at collection of the Obligations from any such other party, or exercise or assert any other right or remedy to which Holder is or may be entitled in connectior~ with the Obligations or an,/security or other guaranty therefor, or assert or file any claim against the assets or estate of Debtor of any other guarantor or other person liable for the Obligations, or any part thereof, before or as a condition of enforcing the liability of Guarantor under this Guaranty. Guarantor expressly w~ive~ 2ny rL.3bt +o ~hP- hP__nRfit of or to reauire or c~rJJ'rr~! :;?lication of any securitv or the Proceeds of any security now existing or hereafter obtained by Holder as security for the Obligations. or any part thereof, and agree that Holder shall have no duty insofar as Guarantor is concerned to apply upon any of the Obligations any monies, payments or other property at any time received by or paid to or in the possession of Holder, except as Holder shall determine in its sole discretion. Guarantor specifically agrees that Guarantor shall not have any recourse or action against Holder by reason of any action Holder may take or omit to take in connection with the Obligations, the collection of any sums or amounts herein mentioned, or in connection with any security or any other guaranty at any time existing therefor. -2- Guarantor agrees to the terms, provisions and conditions of the Note and of any renewal or~ extension thereof~- in connection w!th thc Ob]!~ations or any part thereof, and agrees that Guarantor's liability hereunder shall in no manner be affected, impaired or released by reason thereofef 3,%' ...... , r- ...................... Cf ~,q ................... ~ .......... , ~, ~ ........ , ...... .......................................... , ......... or any action taken or omitted to be taken by Holder pursuant thereto or in connection therewith. Guarantor absolutely and unconditionally covenants and agrees that in the event that Debtor does not or is unable so to pay or perform the Obligations for any reason, including, without limitation, liquidation, dissolution, receivership, insolvency, bankruptcy, assignment for the benefit of creditors, reorganization, arrangement, composition, or readjustment of or other similar proceedings affecting the status, composition, identity, existence, assets or obligations of Debtor, or the disaffirmance or termination of any of the Obligations in or as a result of any such proceeding, Holder may enforce any of its rights hereunder or under the Deed of Trust and that no such occurrence shall in any way affect Guarantor's obligations hereunder. If the status of Debtor changes, including, but not limited to, a merger, dissolution, consolidation, or reorganization, this Guaranty shall continue and also cover the indebtedness and Obligations of Debtor under the new status according to the terms hereof. In the event any payment by Debtor to Holder is held to constitute a preference under the bankruptcy laws, or if for any other reason Holder is required to refund such payment or pay the amount thereof to any other party, such payment by Debtor to Holder shall not constitute a release of Guarantor from any liability hereunder, this Guaranty shall continue to be effective or shall be reinstated, as the case may be, to the extent of any such payment or payments. All payments made upon the Obligations at any time shall be deemed to have been paid by Debtor, unless express notice in writing is given to the Holder at the time of payment by Guarantor that Holder has been paid by them. The payment deemed to have been made by Guarantor of any amount pursuant to this Guaranty shall not in any way entitle Guarantor to any right, title or interest (whether by way of subrogation or otherwise) in and to any of the Obligations or any proceeds thereof, or any secudty therefor. If any or all of the Obligations are now or hereafter secured in whole or in part, Guarantor agrees that Holder may, from time to time, at its discretion, and with or without valuable consideration, allow substitution or withdrawal of collateral or release all or any part of such security, without notice or consent by Guarantor, and without in anywise impairing, diminishing, or releasing the liability of Guarantor hereunder. Guarantor agrees that all costs and expenses (including court costs and attorney's fees) incurred by the Holder in the enforcement of this Guaranty shall be Obligations covered hereby. No provision contained herein or in any Obligations executed by the Debtor or Guarantor shall require the payment or permit the collection of interest in excess of the maximum permitted by applicable usury laws. If any excess of interest in such respect is provided for herein or in any Obligations, the provisions of this paragraph shall govern and neither the Debtor nor Guarantor shall be obligated to pay the sum of such interest to the extent that it is in excess of the amount permitted by law; the intention of the parties being to conform strictly to usury laws now or hereafter in effect and applicable to the Obligations, and shall be held subject to reduction to the amount allowed under applicable usury laws as now or hereafter construed by the courts having jurisdiction thereof. Guarantor agrees, to the full extent it may legally do so, that suit may be brought against Guarantor to enforce this Guaranty or recover upon any of the security therefor with or without making Debtor a party to such suit (as Holder may elect). Guarantor waives all defenses given to sureties or guarantors at law or in equity other than actual payment of the Obligations. The failure by Holder to file or enforce a claim against the estate (either in administration, bankruptcy, or other proceeding) of Debtor or of any other or others shall not affect the liability of Guarantor hereunder. This Guaranty is intended for and shall inure to the benefit of Holder and each and every other person who shall from time to time be or become the owner or holder of any of the Obligations hereby guaranteed, and each and every reference herein to "Holder" shall also include and refer to each and every successor or assignee of Holder at any time holding or owning any part of or interest in any part of the Obligations hereby guaranteed. This contract of guaranty shall be transferable, it bein9 understood and stipulated that upon the assignment or transfer by Holder of any of the Obligations (or any part thereof or interest therein thus transferred or assigned by Holder) such transferee shall also, unless provided otherwise by Holder in its assignment, have and may exercise all the rights granted to Holder under this Guaranty to the extent of the part of or interest in the Obligations thus assigned or transferred to said person. Guarantor expressly -4- waives notice of transfer or assignment of the Obligations, or any part thereof, or of the rights of Holder hereunder. If any of the following events occur or be continuing: (a) an event of default occurs under the terms of the Obligations and continues beyond the time provided therein for the curing of such default, or (b) if Guarantor defaults in the performance or observance of any agreement, covenant, term or condition contained herein, or (c) if Guarantor makes an assignment for the benefit of creditors, or (d) if Guarantor petitions or applies to any tribunal for the appointment of a trustee or receiver of the business, estate or assets or of any substantial part of the business, estate or assets of Guarantor or commence any proceedings relating to Guarantor under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, or (e) if any such petition or application is filed or any such proceedings are commenced against Guarantor and Guarantor by any act indicates its approval thereof, consent thereto, or acquiescence therein, or an order is entered appointing any such trustee or receiver, or adjudicating Guarantor bankrupt or insolvent or approving the petition in any such proceedings, and such order remains in effect for more than sixty (60) days, then an event of default under this Guaranty shall have occurred and the Holder may, at its option, declare the Obligations to be, and the Obligations shall thereupon be and become forthwith due and payable together with interest accrued thereon under the terms of and with the effect provided in the Obligations, and this Guaranty. Any notice or demand to Guarantor hereunder or in connection herewith may be given and shall conclusively be deemed and considered to have been given and received upon the deposit thereof, in writing, in the U.S. Mail, duly stamped and addressed to Guarantor at the address of Guarantor shown below; but actual notice, however, given or received, shall always be effective. The last preceding sentence shall not be construed in anywise to affect or impair any .waiver of notice or demand herein provided or to require giving of notice or demand to or upon Guarantor in any situation or for any reason. -5- Guarantor hereby subordinates any and all indebtedness of Debtor now or hereafter owing to Guarantor to all indebtedness of Debtor to Holder, and agrees with the Holder that Guarantor shall not demand or accept any payment of principal or interest from the Debtor if at such time Debtor is in default under the Obligations and shall not claim any offset or other reduction of Guarantor's liability hereunder because of any such indebtedness and shall not take any action to obtain any of the security described in and encumbered by any security in favor of Holder. This Guaranty shatl be deemed to have been made under and shall be governed by the laws of the State of Washington in all respects and shall not be waived, altered, modified or amended as to any of its terms or provisions, except in writing duly signed by Holder and Guarantor. This Guaranty shall bind the assigns of Guarantor and shall inure to the benefit of all transferees, credit participants, assignees, and/or endorsees of Holder. The use of any gender herein shall include the other genders. A determination that any provision of this Guaranty is unenforceable or invalid shall not affect the enforceability or validity of any other provision. EXECUTED this __ day of ,1996 GUARANTOR: CITY OF BREMERTON, WASHINGTON By: Its Address: -6- The Debtor acknowledges and agrees to the terms of the foregoing Guaranty this __ ,dayof~ ,1996. THE ADMIRAL THEATRE FOUNDATION By: k\15727~ADMIRAL.GTY -7- Filed for Records at Request of; After Recording Mail to: Roy F. Kussmann, Esq. McGavick Graves, P.S P.O. Box 1317 Tacoma, WA 98401-1317 DEED OF TRUST WITH ASSIGNMENT OF RENTS AND SECURITY AGREEMENT THIS DEED OF TRUST WITH ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (the "Deed of Trust") is made and given , 1996, by and among: THE CITY OF BREMERTON, WASHINGTON ("Grantor"), whose address is address is TITLE INSURANCE COMPANY ("Trustee"), whose .; and 3. KITSAP COUNTY, WASHINGTON ("Beneficiary"), whose address is Department of Community Development, Kitsap County, 614 Division Street, MS 36, Port Orchard, WA 98366. RECITALS This Deed of Trust is given to secure Grantor's obligations under a Secured, Non- Recourse Guaranty (the "Guaranty") given by Grantor to Beneficiary in connection with a loan (the "Loan") by Beneficiary to The Admiral Theatre Foundation ("Borrower") in the principal amount of One Million Five Hundred Thousand Dollars ($1,500,000.00) evidenced by a Promissory Note of even date herewith (the "Promissory Note"). AGREEMENTS In consideration of the Loan, and pursuant to the Guaranty, Grantor hereby represents, warrants, covenants, and agrees as follows: Page -1 ARTICLE I - GRANT OF DEED OF TRUST AND SECURITY INTEREST TO SECURE OBLIGATIONS 1.1 Grant of Deed of Trust and Security_ Interest. Grantor hereby irrevocably grants, transfers, conveys, and assigns to Trustee, in trust, with power of sale, all of Grantor's present and future estate, rights, title, claim, interest, and demand either in law or equity1 of, in, and to the following property (the "Property") and, to the extent that any such Property may constitute personal property, Grantor, as Debtor, grants and conveys to Beneficiary, as Secured Party, a security interest under Article 9 of the Uniform Commercial Code in the following (subject, however, to Grantor's present, absolute, and unconditional assignment of rents contained in Article 7 hereof}: 1.1.1 Realty_. All of the estate, right, title, and interest now owned or subsequently acquired by Grantor in the real property situated in the City of Bremerton, Kitsap County, Washington, legally described in Exhibit "A" attached hereto; all rights, easements, tenements, rights-of-way, privileges, appendages, and appurtenances now or hereafter appertaining to such real property, including but not limited to all rights relating to water, storm and sanitary sewer, gas, electric, railway, and telephone services; all development rights, air rights, water, water rights, water stock, gas, oil, minerals, coal and other substances of any kind or character underlying or relating to such land; ali estate, claim, demand, right, title, or interest of the Grantor in and to any street, road, highway or alley, whether vacated or otherwise, adjoining such land; all rents, royalties, profits, and franchises relating to such land, and all strips and alluvial accretions belonging, adjacent, or pertaining to such land (all of the foregoing is herein included within the term "Realty"); 1.1.2 Improvements. All buildings, structures, improvements, easements. appurtenances, and tenements now or hereafter located on or otherwise relating to the Realty; 1.1.3 Construction Agreements and Materials. All plans, specifications, contracts, agreements and purchase and shipping orders and reservations pertaining or incidental to the design or construction of any improvements on the Realty; Grantor's rights under any payment, performance, or other bonds in connection with construction or furnishing of improvements on the Realty; all construction materials, supplies, and equipment delivered to the Realty or used or intended to be used in connection with construction of improvements on the Realty, wherever actually located; Page -2 1.1.4 W r._~. All water appropriation rights, water discharge rights, reclaimed water agreements, water vending agreements, warranties, and guarantees, and other water stock and other rights relating to the Realty and the operation, use, and enjoyment thereof; 1.1.5 Furnishings and Fixtures. All furnishings, fixtures, fittings, replacements, equip~nent, and articles of property now or hereafter attached to, or used or adapted for use in the operation of, the Realty (whether such items are leased, owned absolutely, or subject to any title retention or security instrument, or otherwise used or possessed), including, without limitation, all heating, cooling, air conditioning, ventilating, refrigerating, plumbing, generating, power, lighting, laundry, maintenance, incinerating, lifting, cleaning, fire prevention and extinguishing, security and access control, cooking, gas, electric, and communication fixtures, equipment, and apparatus, all engines, motors, conduits, pipes, pumps, tanks, ducts, compressors, boilers, water heaters, and furnaces, irrigation and sprinkler systems, all of which items shall be deemed part of the Realty and not severable wholly or in part without material injury thereto, provided, however, that Beneficiary agrees that this Deed of Trust shall be subject and subordinate to all leases, financing statements, security agreements and security instruments executed by Grantor in connection with the purchase or lease of any televisions, satellite equipment, furniture, or other personal property approved in advance by Beneficiary, which approval shall not be unreasonably withheld (collectively, "Personal Property Liens"); 1.1.6 Landscaping and Maintenance Supplies. All trees, shrubs, turf, sod, and other growing plants and landscaping, appliances (including stoves, refrigerators, water fountains and coolers, fans, heaters, incinerators, compactors, dishwashers, clothes washers and dryers, water heaters and similar equipment), supplies, blinds, window shades, carpeting, floor coverings, lockers, elevators, office equipment, fire sprinklers and alarms, control devices, safety and life support systems, awnings, equipment (including all window cleaning, building cleaning, swimming pool, recreational, monitoring, garbage, air conditioning, pest control and other equipment), tools, furnishings, furniture, light fixtures, non-structural additions to the Realty, landscaping and maintenance equipment, vehicles, and all other tangible property of any kind or character now or hereafter owned by the Grantor and used in connection with the Realty, any construction undertaken on the Realty, any trade, business or other activity of Grantor (whether or not engaged in for profit) for which the Realty is used, the maintenance of the Realty, or the convenience of any guests, licensees or invitees of the Grantor, all regardless of whether located on the Realty or located elsewhere for purposes of Page-3 fabrication, storage or otherwise, and all of which items shall also be deemed part of the Realty and not severable wholly or in part without material injury thereto; any variant thereof under 1.1.7 ~' Al~ goodwill, all names or may at any time be owned which or by which the Realty and the improvements thereonor any variant and operated, a~ rights to carry on business under any such names thereof, all trademarks, trade names, patents pending, option rights, purchase contracts, policies of casualty or liability insurance with respect to the Prope~, and any proceeds, claims, or awards thereunder, eminent domain claims, awards, and judgments, and general intangibles of the Grantor retating to the Realty or the improvements thereon and all accounts, contract rights, instruments, chattel paper and other rights of the Grantor for payment of money, for property sold or lent, for services rendered, for money tent, or for advances or deposits made, and any other intangible property of the Grantor related to the Realty or the improvements thereon; laundry room and vending machine income, parking revenues, rent , ro , derived or owned by the Grantor directly or indirectly from the Realty or the improvements thereon, and all accounts in which such revenues are deposited or maintained; ri hts of the Grantor under all leases, agreements, or other.,rra? ;:r' censes, renta or entered nto at any ,me, whether written or oral, wn~,,,~, any consideration for the use, possession or whereby any person agrees to pay money or occupancy of, or any estate in, the Realty or the improvements thereon or any part thereof, and all rents, income, profits, benefits, advantages, and claims against guarantors thereof;n~' Al rights of the Grantor to plans and 1.1.17 Pi n ~ _:.~'..~.~--., ~ts architectural plans, engineering plans specifications, designs, drawtngs, s~te p~a.o, ~,.- , and reports, wetlands studies, test bores, traffic reports and studies, soils and geologic studies and reports, and any other work product relating to development of or construction on the Realty; all of Grantor's rights under any payment, performance or other bonds in connection with construction or furnishing of improvements on the Realty; and all governmental permissions, environmental clearances, authority to subdivide the Realty, rights, licenses, permits and approvals as are necessary for the commencement, continuation, completion, occupancy, use and disposition of any part or all of the Property; Page 1.1.11 Contract Rights. All rights of the Grantor under any contracts executed by the Grantor as owner with any provider of goods or services for or in connection with any construction undertaken on, or services performed or to be performed in connection with, the Realty or the improvements thereon, including, without limitation, management agreements, maintenance agreements, service contracts, consulting agreement, water agreements, construction contracts, and architectural or engineering contracts; 1.1.12 Rights as Seller or Borrower. All rights of the Grantor as seller or borrower under any agreement, contract, understanding or arrangement pursuant to which the Grantor has obtained the agreement of any person to pay or disburse any money for the Grantor's purchase (or borrowing on the security) of the Property or any part thereof; 1.1.13 Licenses. All licenses, franchises, royalty arrangements and other contracts relating to operation of the Realty or otherwise relating to the Property; and 1.1.14 Miscellaneous: Proceeds. All other personal property of every kind and description, whether now existing or hereafter acquired, now or at any time hereafter attached to, erected upon, situated in or upon, forming a part of, appurtenant to, used in the construction or operation of or in connection with, or arising from the use or enjoyment of all or any portion of, or from any lease or agreement pertaining to the Realty, and all proceeds (including insurance or condemnation proceeds), products, replacements, and substitutions of any of the Property. 1.2 Secured Obligations. This Deed of Trust with Assignment of Rents and Security Agreement is given as security for the following: (collectively, the "Secured Obligations"): 1.2.1 Payment of all amounts due under the Guaranty, including but not limited to principal, accrued interest, and any other amounts or advances, according to the terms and provisions of the Loan; and 1.2.2 Payment of all sums advanced by Beneficiary to protect the security of this Deed of Trust, together with interest thereon as provided herein. Page-5 ARTICLE II- TITLE AND USE 2.1 Warranty_ of Title. Grantor represents and warrants to Beneficiary that: (i) Grantor is the sole holder of fee title to the Realty and has good and marketable title to the Property; (ii)the Property is free from liens, encumbrances, exceptions, or other charges of any kind whatsoever other than approved Personal Property Liens and the "Permitted Exceptions" listed on the attached Exhibit"B" and any other liens, encumbrances, exceptions, or charges expressly permitted by the terms of this Deed of Trust, and no other encumbrances, whether superior or inferior to this Deed of Trust, will be created or suffered to be created by Grantor during the life of this Deed of Trust without the prior written consent of Beneficiary; (iii) no default on the part of Grantor or any other person exists under any of the obligations evidenced or secured by the Permitted Exceptions and, as applicable, all are in full force and effect and in good standing, without modification, except as disclosed on Exhibit "B"; and (iv) Grantor has the right to grant, transfer, convey, and assign the Property as herein provided and will forever warrant and defend the Property unto Beneficiary against all claims and demands of any other person whomsoever, subject only to nondelinquent installments of taxes and assessments and the Permitted Exceptions. Grantor shall appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee and shall pay all costs and expenses, including cost of evidence of title and actual attorney's fees, in any such action or proceeding in which Beneficiary or Trustee may appear. 2.2 Non-Agricultural Use. Grantor represents and warrants to Beneficiary that the Property is not currently used for agricultural or farming purposes. 2.3 Commercial Deed of Trust. Grantor represents and warrants to Beneficiary that this Deed of Trust and the Loan are and at all times will be for business and commercial purposes. ARTICLE III - GRANTOR'S COVENANTS 3.1 Payment and Performance of Secured Obligations. Pursuant to and subject to the terms and conditions of the Guaranty, including those which limit recourse under the Guaranty to the Property, Grantor shall pay when due all sums that are now or that may become owing on the Loan Agreement and Promissory Note, in accordance with their terms. Page -6 3.2 Payment of Taxes. Utilities. Liens and Charges. 3.2.1 Taxe,s and Assessments. Except as the same may otherwise be paid under Article IV relating to reserves, Grantor shall pay when due directly to the payee thereof all taxes and assessments (including, without limitation, nongovernmental levies or assessments such as maintenance charges, owner association dues or charges, or fees, levies, or charges resulting from covenants, conditions, or restrictions) levied, assessed, or charged against or with respect to the Property or this Deed of Trust. Grantor shall promptly furnish to Beneficiary all notices of amounts due under this Section 3.2.1 and all receipts evidencing such payments. Without in any way limiting the generality of the foregoing provisions of this Section 3.2.1., if, during the term of the Loan, subject to Grantor's right to contest such tax, there is any change in applicable law that results in Beneficiary being subjected to: (i) any tax measured by or based on, in whole or in part, the indebtedness secured hereby (but not taxes imposed on Beneficiary's gross revenues or net income), or (ii)any portion of any tax payable with respect to the Property, Grantor shall, on demand, pay to Beneficiary the amount of any such tax paid by Beneficiary or shall promptly prepay the Secured Obligations (without the obligation to pay any prepayment penalty otherwise required under the Note). 3.2.2 ~. Grantor shall pay when due all water and utility charges and assessments for water and services furnished the Property. 3.2.3 ~. Grantor shall pay when due the claims of all persons supplying labor or materials to or in connection with the Property. Without waiving the restrictions of Article V, Grantor shall promptly discharge any lien or other charge not constituting a Permitted Exception, whether superior or inferior to this Deed of Trust, which may be claimed against the Property. Notwithstanding the foregoing provisions of this Section 3.2.3, Grantor shall not be deemed to be in default under this Section 3.2.3 if and so long as: (i) Grantor contests in good faith the validity or amount of any asserted lien or other charge and diligently prosecutes or defends an action appropriate to obtain a binding determination of the disputed matter, (ii) nonpayment of such lien or charge does not result in the loss or forfeiture of any of the Property or any interest therein, and (iii) Grantor furnishes cash, a surety bond, or other security in form and content and issued by a company reasonably satisfactory to Beneficiary, as security for any payment that may ultimately be required to discharge the lien or charge, in an amount equal to 150 percent of the amount of the asserted lien or charge. Beneficiary agrees that a surety bond in the amount required hereunder and otherwise satisfying the Page-7 requirements of any applicable law relating to bonding around such a lien or charge shall be satisfactory to Beneficiary under clause (iii) above. 3.3 insurance. 3.3.1 Coverages Required. Grantor shall keep the following insurance coverages in effect with respect to the Property (or such other coverages as Beneficiary has approved in writing): 3.3.1.1 Comprehensive proDertygc=mera~- ........ ~ insurance with premiums prepaid covering the Property and providing not less than full replacement cost coverage, in an amount equal at all times to the full insurable value of the Improvements, Furnishings and Fixtures on the Realty, including the cost of demolition or removal of debris and contents thereof, and insuring against loss by fire and such other risks covered by extended coverage insurance, and such other perils and risks, including loss of rents and business interruption, as Beneficiary may reasonably require, and for such periods as Beneficiary may require; 3.3.1.2 Flood risk insurance in the maximum amount of insurance coverage available or the full replacement cost of the buildings on the Property, whichever is less, if and only if the Property is now or hereafter designated as being located within the 100-year flood plain under the federal flood insurance program and if flood insurance is available; and 3.3.1.3 Comprehensive public liability insurance against claims for bodily injury, death, or property damage occurring on, in, or about the Property (including coverage for elevators and escalators, if any, on the Property), with the coverage in an amount of not less than $1,000,000.00, or in such greater amount as Beneficiary may reasonably require. All such policies may be carried under blanket policies and with reasonable deductible amounts. 3.3.2 Policies. Each insurance policy shall be issued by a company reasonably acceptable to Beneficiary and licensed to do business in the state in which the Property is located and shall be in a form reasonably acceptable to Beneficiary. All required policies will provide for at least thirty (30) days' written notice to Beneficiary prior to the effective date of any cancellation or material amendment, which term shall include Page -88 any reduction in the scope or limits of coverage. Grantor shall furnish to Beneficiary a certificate of insurance setting forth the coverage, the limits of liability, the carrier, the policy number, and the expiration date. As additional security for the Secured Obligations, Grantor hereby assigns to Beneficiary all insurance policies covering the Property, together with all proceeds thereof, rights thereto, and all unearned premiums returnable upon cancellation. In the event of Beneficiary's foreclosure against the Property or other transfer of title in the Property to Beneficiary in lieu of foreclosure, all of Grantor's interest in and to any and all insurance policies in force shall pass to the Beneficiary or to such other transferee or purchaser, and Beneficiary is hereby irrevocably authorized to assign in Grantor's name to such purchaser or transferee all such policies, which policies may be amended or rewritten to show the interest of such purchaser or transferee. 3.3.3 Payment; Renewals. Grantor shall promptly furnish to Beneficiary all renewal notices relating to insurance policies. Except as the same may otherwise be paid under Article IV relating to reserves, Grantor shall pay all premiums on insurance policies directly to the carrier. At least ten (10) days prior to the expiration date of each such policy, Grantor shall furnish to Beneficiary a renewal certificate of insurance in a form acceptable to Beneficiary, including evidence that the renewal premium has been paid. 3.3.4 Insurance Proceeds. 3.3.4.1 In the event of any loss in excess of $10,000.00, Grantor shall give prompt written notice thereof to the insurance carrier and Beneficiary. Grantor hereby authorizes Beneficiary, as Grantor's attorney-in-fact, to make proof of loss, to adjust and compromise any claim, to commence, appear in, and prosecute, in Beneficiary's or Grantor's names, any action relating to any claim and to collect and receive insurance proceeds; provided, however, that Beneficiary shall have no obligation to do so. 3.3.4.2 Beneficiary shall apply any insurance proceeds received by it hereunder first to the payment of the reasonable costs and expenses incurred in the collection of the proceeds and then, in its absolute discretion, and without regard to the adequacy of its security, to: 3.3.4.2.1 The payment of any indebtedness secured hereby, in such order as Beneficiary may determine, whether then due and payable or not. No such application of proceeds to principal on the Loan shall extend or postpone Page-9 the due dates of the installment payments under the Loan or change the amounts thereof, nor shall any prepayment fee be payable under the Loan with respect to any such application of proceeds to principal on the Note; or such insurance proceeds prescribed by Beneficiary. 3.3.4.2.2 The disbursement to Grantor of all or any part of under any disbursement control procedures reasonably Notwithstanding the foregoing provisions of this Section, if there exists no outstanding Event of Default under any of the Loan Documents and Grantor establishes, in Beneficiary's reasonable discretion, that Grantor has sufficient funds, including such insurance proceeds, to fully rebuild or repair the improvements on the Realty, Beneficiary shall release insurance proceeds in accordance with Section 3.3.4.2.2 for purposes of repair or restoration of the Property, in accordance with such reasonable disbursement control procedures as Beneficiary may require. 3.3.5 Transfer of Title. If the Property is sold to Beneficiary pursuant to a foreclosure sale or if Beneficiary otherwise acquires title to the Property, Beneficiary shall have all of the right, title, and interest of Grantor in and to any insurance policies and unearned premiums thereon and in and to the proceeds resulting from any damage to the Property prior to such sale or acquisition. 3.4 Preservation and Maintenance of Property_: Management: Right of Entry_. 3.4.1 Preservation and Maintenance. Grantor: (i)shall not commit or suffer any waste or permit any impairment or deterioration of the Property, (ii) shall not abandon the Property, (iii) shall restore or repair promptly and in a good and workmanlike manner all or any part of the Property to the equivalent of its original condition, or such other condition as Beneficiary may reasonably approve in writing, in the event of any damage, injury, or loss thereto, whether or not insurance proceeds are available to cover in whole or in part the costs of such restoration or repair, and (iv) shall keep the Property, including improvements, fixtures, equipment, machinery, and appliances thereon, in good condition and repair and shall replace fixtures, equipment, machinery and appliances of the Property when necessary to keep such items in good condition and repair. 3.4.2 Alterations. No building or other major improvement on the Realty shall be structurally altered, removed, or demolished, in whole or in part, except pursuant to the documents entered into in connection with the Loan, without Beneficiary's prior Page-10 /-/7 written consent, not to be unreasonably withheld, nor shall any fixture or chattel covered by this Deed of Trust and adapted to the use and enjoyment of the Property be removed at any time without such consent, unless actually replaced by an article of equal suitability, owned by Grantor or Borrower, free and dear of any lien or security interest except such as may be reasonably approved in writing by Beneficiary. 3.4.4 Right of Entry_. Beneficiary is hereby authorized to enter the Property, including the interior of any structures, at reasonable times and after reasonable notice, for the purpose of inspecting the Property and for the purpose of performing any of the acts that Beneficiary is authorized to perform hereunder. 3.5 Parking. If any part of the automobile parking areas included within the Property is taken by condemnation or if such areas are otherwise reduced, Grantor shall take all necessary actions to provide parking facilities in kind, size and location to comply with all governmental zoning and other regulations and all leases. Before making any contract for substitute parking facilities, Grantor will furnish to Beneficiary satisfactory assurance of completion thereof free of liens and in conformity with all governmental zoning and other regulations. 3.6 tJse of Property. Grantor shall comply and shall require Borrower to comply with all laws, ordinances, regulations, and requirements, of any governmental body and all other covenants, conditions, and restrictions applicable to the Property, including but not limited to the Fair Housing Act and the Americans with Disabilities Act, and shall make any and all alterations to the Property that may be required thereunder, and shall pay all fees, charges, and penalties in connection therewith. Unless required by applicable law or unless Beneficiary has otherwise agreed in writing, Grantor shall not allow changes in the use for which all or any part of the Property was intended at the time this Deed of Trust was executed. Grantor shall not initiate or acquiesce in a change in the land use or zoning classification of the Property without Beneficiary's prior written consent. Grantor shall exercise and shall require Borrower to exercise due diligence and care to prevent any unlawful use, dealing, purchase, or sale of narcotics, drugs, alcohol, firearms, or other controlled substances on or in the vicinity of the Property. 3.7 Condemnation. 3.7.1 Pr¢6eedings. Grantor shall promptly notify Beneficiary of any action or proceeding relating to any condemnation or other taking (including, without limitation, change of grade), whether direct or indirect, of the Property or any part thereof or interest Page-11 therein, and Grantor shall appear in and prosecute any such action or proceeding un~ess otherwise directed by Beneficiary in writing. Grantor authorizes Beneficiary, at Beneficiary's option, as attorney-in-fact for Grantor, to commence, appear in, and prosecute, in Beneficiary's or Grantor's names, any action or proceeding relating to any such condemnation or other taking, and to sett~e or compromise any claim in connection with such condemnation or other taking; provided, however, that Beneficiary shall have no obligation to do so. All awards, payments, damages (direct, incidental, or consequential), claims, and proceeds thereof, in connection with any such condemnation or other taking, or for conveyances in lieu of condemnation, are hereby assigned to Beneficiary, and all proceeds of any such awards, payments, damages, or claims shall be paid to Beneficiary subject to the rights of the lessor under any ground lease. 3.7.2 ~Application of Proceeds. Beneficiary shall apply any such proceeds in the manner and upon the terms and conditions set forth in Section 3.3.4.2. relating to the application of insurance proceeds. 3.8 Protection of Beneficiary's Security. Should Grantor fail to make any payment or to do any act as required herein or under the Guaranty, after expiration of all grace periods, then upon providing written notice to Grantor, Beneficiary or Trustee (without obligation so to do and without releasing Grantor from any obligation hereof) may: (i) make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof, including, if necessary, the completion of construction of the improvements on the Realty, Beneficiary or Trustee being authorized to enter upon the Property for such purposes, (ii) commence, appear in, and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee, (iii)pay, purchase, contest, or compromise any encumbrance, charge or lien which, in the judgment of either appears to be prior or superior hereto, (iv) take any other reasonable actions as may be necessary or desirable to protect or enforce the security of this Deed of Trust, to remedy Grantor's failure to perform covenants (without, however, waiving any default by Grantor), or otherwise to protect Beneficiary's or Trustee's interests, and (v)in exercising any such powers, incur any reasonable liability and expend whatever amounts in its reasonable discretion either may deem necessary therefor, including cost of title reports and employment of counsel. 3.9 Reimbursement of Beneficiary'S and Trustee's Expenses. All amounts disbursed by Beneficiary and Trustee pursuant to Section 3.8 or any other provision of this Deed of Trust, with interest thereon, shall be additional indebtedness of Grantor Page-12 secured by this Deed of Trust. All such amounts shall be due and payable within ten (10) days after demand. 3.10 Books and Records: Financial Statements. Grantor shall require Borrower to keep and maintain at Grantor's address stated above, or such other place as Beneficiary may approve in writing, books of account and records adequate to reflect correctly the results of the operation of the Property and copies of all written contracts, leases, and other instruments which affect the Properly. 3.11 Indemnification. 3.11.1 Beneficiary shall have no liability in connection with the construction of the improvements on the Realty or the use, operations, and maintenance of the Properb/, and Grantor agrees to defend, fully indemni~ Beneficiary for and hold entirely free and harmless Beneficiary from and against any and all losses, liabilities, suits, obligations, fines, damages, judgments, penalties, claims, charges, costs and expenses, including but not ;imited to, attorney's fees, court costs and disbursements (collectively "Claims") that may be imposed on, incurred or paid by or asserted against Beneficiary by reason or on account of, or in connection with or arising out of: (i) the deposit or release of any Hazardous Substance (any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, or hazardous, toxic, or radioactive substance, or other similar term under federal, state or local statute, regulation, or ordinance now or hereafter in effect) on the Property after the date when Grantor has acquired title to the Property, including, but not limited to, the cost of correcting such environmental hazard or violation, the payment of any damages or penalties charged or imposed by any applicable court or governmental agency and/or the costs of investigating and defending any charge or action brought under any Environmental Enactment (any statute, ordinance or regulation regulating the use, storage, or disposal of any Hazardous Substances) by any governmental entity or official or any private citizen or group of citizens, including without limitation, the fees of any attorney or any expert or other consultant hired in connection with such charge or action, (except with respect to any liability arising from discharges of Hazardous Substances during any period when Beneficiary or affiliates of Beneficiary owned the Property), (ii) construction, reconstruction, or alteration of buildings or other improvements on the Property, (iii) any negligence or misconduct of Grantor, any lessee or occupant of the Property, or any of their respective agents, contractors, subcontractors, servants, employees, licensees, or invitees, (iv) any accident, injury, death or damage to any person or property occurring in, on or about the Property or any street, drive, sidewalk, curb or passageway adjacent Page-13 thereto, (v) any seizure or forfeiture under any federal or state drug forfeiture act, and any fee, penalty, cost of alteration or other liability arising under the Fair Housing Act or the Americans With Disabilities Act, or (vi) any other transaction arising out of or in any way connected with the Property, excluding from the foregoing indemnification any claims arising out of the willful misconduct or gross negligence of the Beneficiary. The parties hereto intend that under the foregoing indemnity provisions, unless otherwise expressly limited herein, Grantor shall indemnify Beneficiary against any Claim related to the Property to the fullest extent permitted by law. Any exculpatory clause contained in the Note or this Deed of Trust or elsewhere shall not exculpate against any liability from the provisions of this Section 3.11. 3.11.2 Grantor acknowledges that the indemnifications contained in this Agreement with respect to Hazardous Substances are intended to operate as indemnifications under Section 9607(e)(1) of the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. § 9601 et see.), the Washington State Model Toxics Control Act (RCW Ch. 70.105D) and the Washington Hazardous Waste Management Act (RCW Ch. 70.105) as may be hereafter amended, and that such indemnifications shall remain in full force and effect regardless of whether or not Grantor is attempting to obtain or has obtained a stay of enforcement proceedings. Grantor further agrees that its indemnifications with respect to deposit or release of Hazardous Substances on the Property after Grantor has acquired the Property are separate, independent of, and in addition to the undertakings of Grantor under the Deed of Trust. A separate action may be brought to enforce Grantor's indemnifications with respect to such post-acquisition deposit or release of Hazardous Substances, which shall in no way be deemed to be an action on the Note, whether or not the Loan has been repaid and/or whether or not Beneficiary would be entitled to a deficiency judgment following a foreclosure. 3.12 Right of Subrogation. Grantor acknowledges and agrees that Beneficiary is fully subrogated to the rights, whether legal or equitable, of all beneficiaries, mortgagees, lienholders and owners, directly or indirectly paid off or satisfied in whole or in part, by any proceeds advanced by Beneficiary under the Loan, regardless of whether these parties assigned or released of record their rights or liens upon the Property upon payment. 3.13 Waivers by Grantor. Without affecting any of Grantor's obligations under the Loan, Grantor waives: (i) notice of default by any Grantor or any other party liable for any indebtedness secured by this Deed of Trust; (ii) any right to require Beneficiary to proceed against any specific party liable for any indebtedness secured by this Deed of Page-14 Trust, or to proceed or exhaust any specific security for any indebtedness secured by this Deed of Trust; (iii)diligence, demand for performance, notice of nonperformance, presentment, protest, notice of dishonor, and notice of new or additional indebtedness of any Grantor or any other party liable for any indebtedness secured by this Deed of Trust; (iv) any defense arising out of Beneficiary entering into additional financing or other arrangements with any Grantor or any party liable for any indebtedness secured by this Deed of Trust, not relating to the Property, and any action taken by Beneficiary in connection with any such financing or other arrangements, or any pending financing or other arrangements not related to the Property; (v)any defense arising out of the absence, impairment or loss of any or all rights of recourse, reimbursement, contribution or subrogation, or any other rights or remedies of Beneficiary against any Grantor or any other party liable for any indebtedness secured by this Deed of Trust or any Property; and (vi) any obligation of Beneficiary to see to the proper use and application of any proceeds advanced pursuant to the Loan. ARTICLE IV - RESTRICTIONS ON TRANSFER OR ENCUMBRANCE: Grantor acknowledges and agrees that the obligations secured by this Deed of Trust are personal to Grantor and that the identity of Grantor (and its officers, directors, members, and partners, as appropriate), Grantor's legal organization, business expertise, financial condition, and continued control of the Property were material inducements upon which Beneficiary relied in making the Loan to Borrower. Accordingly, so long as this Deed of Trust is in effect, then without Beneficiary's prior written consent or except as is expressly permitted under the terms of the Loan, Grantor shall not, directly or indirectly, voluntarily or involuntarily, sell, enter into a contract of sale, assign, transfer, dispose of, alienate, or further encumber all or any portion of or any interest in the Property. Any such action without Beneficiary's prior written consent shall be deemed to increase the risk of Beneficiary and shall constitute an Event of Default hereunder. Upon the occurrence of such Event of Default or at any time thereafter, Beneficiary may, at its option, declare all sums secured hereby due and payable. In addition, Beneficiary reserves the right to charge an assumption or transfer fee and/or to increase the interest rate of the Loan and/or to impose such other conditions as it may deem appropriate as a condition of granting consent to any sale or further encumbrance against the Property or any other action requiring such consent hereunder. Page-15 ARTICLE V o ~NIFGRM COMMERCIAL CODE SECURITY AGREEMENT 5.1 ~:~~. This Deed of Trust constitutes a security agreement and a financing statement (fixture filing) pursuant to the Uniform Commercial Code, and Grantor hereby grants and conveys a security interest to Beneficiary with respect to: 5.1.1 Any of the Property described in Article I that, under applicable law, is not real property or effectively made part of the real property by the provisions of this Deed of Trust or other applicable law; and 5.1.2 Any and alt other property now or hereafter described on any Uniform Commercial Code Financing Statement naming Grantor as Debtor and Beneficiary as Secured Party and affecting or in any way connected with the use and enjoyment of the Property (any and alt such other property also constituting "Property" for purposes of this Deed of Trust). 5.2 ~ntent to Regard a~ Real Pro~)erty. Grantor and Beneficiary agree that neither the foregoing grant of a security interest nor the filing of any such financing statement shall be construed as in any way derogating from the parties' hereby stated intention that everything used in connection with the production of income from the Property or adapted for use therein or which is described or reflected in this Deed of Trust is and at all times shall be regarded for all purposes as part of the Realty and shall, to the fullest extent allowed by law, be treated as real property. 5.3 Beneficiary's Right8 and Remedies. With respect to Property subject to the foregoing security interest, Beneficiary has all of the rights and remedies: (i) of a secured party under the Uniform Commercial Code, as enacted in the State of Washington, (ii) provided herein, including, without limitation, the right to cause such Property to be sold by Trustee under the power of sale granted by this Deed of Trust, and (iii) otherwise provided by law. In exercising its remedies, Beneficiary may proceed against the items of real property and any items of personal property separately or together and in any order whatsoever, without in any way affecting the availability of Beneficiary's other remedies. Grantor specifically acknowledges that upon Grantor's default, Beneficiary may, among other remedies, foreclose against any and all personal property in connection with and as a part of Beneficiary's foreclosure against the Realty (whether through judicial process or a non-judicial foreclosure) and that including such personal property within a foreclosure against the Realty wi~ be commercially reasonable and consistent with applicable law. Upon demand by Beneficiary following an Event of Default hereunder, Grantor shall Page-16 5'._7 assemble any items of personal property and make them available to Beneficiary at the location of the Realty, which is a place that is hereby deemed to be reasonably convenient to both parties. Beneficiary shall give Grantor at least ten (10) days' prior written notice of the time and place of any public sale or other disposition of such Property, or of the time of or after which any private sale or any other intended disposition is to be made. Any person permitted by taw to purchase at any such sale may do so. Such Property may be sold at any one or more public or private sales, as permitted by applicable law. All expenses incurred in realizing on such Property shall be borne by Grantor. Beneficiary shatt also have the right to apply the Realty and all other Property toward full satisfaction of the Secured Obligations in accordance with applicable laws governing foreclosures of deeds of trust and UCC security interests. ARTICLE VI - ASSIGNMENT OF LEASES AND RENTS 6.1 Assi_~nment of Leases and Rents. Subject to Section 6.2, as part of the consideration for the indebtedness evidenced by the Note, and as additional security therefor, Grantor hereby presently, absolutely, and unconditionally, assigns and transfers to Beneficiary all present and future right, title, and interest of Grantor in and to any and all present and future leases, tenancy or occupancy agreements, rental agreements, or other arrangements, whether written or oral, whether now existing or entered into at any time hereafter, whereby any person agrees to pay money or any consideration for the use, possession or occupancy of, or any estate in, the Realty, the improvements thereon, or the Property or any part thereof, including alt cash or security deposits, advance rentals and deposits, or payments of a similar nature, and any and all guarantees of tenants' or occupants' performances under any and all such leases, and gives to and confers upon Beneficiary the absolute and unconditional right, power, and authority, during the continuance of this Deed of Trust, to collect any and all residential and commercial rents, royalties, income, profits, and other payments that are now due or may at any time become due, or to which Grantor is now or may hereafter become entitled or may demand or claim (including rents coming due during any redemption period), arising under such leases or rental agreements, including, without limitation, minimum, additional, and percentage rents and liquidated damages (collectively, the "Rents"). 6.2 (~rantQr's License to Collect Rents. So long as no Event of Default has occurred, Grantor may collect and retain Rents as they become due and payable. However, during the period such Event of Default remains uncured, Beneficiary may at any time, without notice, either in person, by agent, or by a receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby Page-17 secured, enter upon and take possession of the Property or any part thereof, in its own name sue for or otherwise collect such Rents, including those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including actual attorney's fees, against any indebtedness secured hereby, and in such order as Beneficiary may determine. Failure or discontinuance of Beneficiary at any time, or from time to time, to collect any such amounts shall not in any manner affect the subsequent enforcement by Beneficiary of the right, power, and authority to collect the same. 6.3 NQ Cure, Waiver, or Affirmation. Beneficiary's entering upon and taking possession of the Property, the collection of Rents, and the application thereof as set forth above, shall not cure or waiver any default or notice of default hereunder or invalidate any act done pursuant to such notice. Nothing contained herein, nor the exercise of the right by Beneficiary to collect Rents, shall be or be construed to be an affirmation by Beneficiary of any tenancy, lease or option, nor an assumption of liability under, nor a subordination of the lien or charge of this Deed of Trust, to any such tenancy, lease or option. ARTICLE VII - EVENTS OF DEFAULT 7.1 Even~. The occurrence of any one or more of the following shall constitute an event of default hereunder: 7.1.1 Failure to make any payment under the Guaranty or this Deed of Trust, within ten (10) days after the date on which such payment is due; 7.1.2 Failure to perform any other covenant, agreement, or obligation under the Guaranty or this Deed of Trust and the failure to cure such default within fifteen (15) days after written notice thereof given to Grantor by Beneficiary or, if such cure cannot be completed within such fifteen (15) day period through the exercise of diligence, the failure by Grantor to commence the required cure within such fifteen (15) day period and thereafter to continuously proceed with the cure with all due diligence; 7.1.3 A default by Grantor on its obligations secured by any of the Permitted Exceptions or otherwise secured by the Property that is not cured within any time period for cure set forth in the documents creating such obligations; 7.1.4 A transfer or purported transfer in violation of Article IV; Page-18 5'5' 7.1.5 Grantor or any trustee of Grantor files a petition in bankruptcy or for an arrangement, reorganization, or any other form of debtor relief; or such a petition is filed against Grantor or any trustee of Grantor and is not dismissed within forty-five (45) days after the date of filing; 7.1.6 A decree or order is entered for the appointment of a trustee, receiver, or liquidator for Grantor or Grantor's property, and such decree or order is not vacated within forty-five (45) days after the date of entry; 7.1.7 Grantor commences any proceeding for dissolution or liquidation or any such proceeding is commenced against Grantor and is not dismissed within forty-five (45) days after the date of commencement; 7.1.8 Grantor makes an assignment of all or substantially all of its assets for the benefit of its creditors, or admits in writing its inability to pay its debts generally as they become due; or 7.1.9 Any written representation or disclosure made to Beneficiary by Grantor proves to be materially false or misleading when made, whether or not that written representation or disclosure is contained herein or in any of the other Loan Documents, and such misrepresentation was not a good faith error or omission. 7.2 Form of Notice. At Beneficiary's option, any written notice of default required to be given to Grantor under Section 7.1 may be given in the form of a statutory notice of default under the laws of the State of Washington relating to non-judicial foreclosures of trust deeds. ARTICLE VIII - REMEDIES 8.1 Acceleration Upon Default: Additional Remedies. Upon the occurrence of an Event of Default hereunder, Beneficiary may, at its option and after providing notice of such default to Grantor in accordance with the Loan Agreement: 8.1.1 Declare any or all indebtedness secured by this Deed of Trust to be due and payable immediately, in which case the entire principal balance and accrued interest, together with any other amounts due upon the Loan shall thereupon become immediately due and payable and shall thereafter bear interest at the Default Rate. Page-19 8.1.2 Bring a court action to enforce the provisions of or any of the indebtedness or obligations secured by this Deed of Trust. 8.1.3 Foreclose this Deed of Trust as a mortgage pursuant to a judicial proceeding. 8.1.4 Cause any or all of the Property to be sold under the power of sale granted by this Deed of Trust in any manner permitted by applicable law, including but not limited to laws governing non-judicial foreclosures of trust deeds and realization of security interests under the Uniform Commercial Code. 8.1.5 Exercise any or all of the rights and remedies provided for herein or in the Guaranty in the event of default hereunder. 8.2 Exercise of Power of Sate. For any sale under the power of sale granted by this Deed of Trust, Beneficiary or Trustee shall record and give all notices required by law and then, upon the expiration of such time as is required by law, Trustee may sell the Property upon any terms and conditions specified by Beneficiary and permitted by applicable law. Trustee may postpone any sale by public announcement at the time and place noticed for the sale. If the Property includes several distinct lots or parcels, Beneficiary, in its discretion, may designate their order of sale, or may elect to sell ail of them as an entirety. The Property, real, personal, and mixed, may be sold in one or more parcels, or in one sale or successive sales, as permitted by applicable law. Any person permitted by law to do so may purchase at any sale. Upon any sale, Trustee will execute and deliver to the purchaser or purchasers a deed or deeds conveying the Property sold, but without any covenant or warranty, express or implied, and the recitals in the Trustee's deed showing that the sale was conducted in compliance with all the requirements of law shall be prima facie evidence of such compliance and conclusive evidence thereof in favor of bona fide purchasers and encumbrancers for value. 8.3 Application of Sale Proceeds. The proceeds of any sale under this Deed of Trust will be applied in the following manner: 8.3.1 First, to payment of the costs and expenses of the sale, including, without limitation, Trustee's fees, attorney's fees and disbursements, title charges and transfer taxes, and payment of a~l expenses, liabilities, and advances of Trustee, together with interest thereon, if permitted by law, from the date of disbursement at the Default Rate under the Loan or the maximum rate permitted by applicable law, if less. Page-20 5'7 8.3.2 Second, to payment of all sums advanced or expended by Beneficiary on behalf of Grantor or to protect Beneficiary's interest in the Property in accordance with the terms of this Deed of Trust that have not yet been repaid, together with interest on such sums from date of disbursement at the Default Rate under the Loan or the maximum rate permitted by applicable law, if less. 8.3.3 Third, to payment of all other indebtedness secured by this Deed of Trust (including, without limitation, any applicable late fees, prepayment fees, default interest, interest, principal, and other charges) in any order that the Beneficiary chooses. 8.3.4 Fourth, the remainder, if any, to the person or persons legally entitled to it. 8.4 Waiver of Order of Sale and Marshallina. Beneficiary may take or release other security, release any party primarily or secondarily liable for any indebtedness secured hereby, and may grant extensions, renewals, and indulgences with respect to such indebtedness and may enforce or apply any other security or proceeds in which it may have an interest to the indebtedness secured hereby simultaneously or in any order it may so choose. Grantor waives all rights to direct the order in which any of the Property will be sold in the event of any sale under this Deed of Trust, and also any right to have any of the Property marshalled upon any sale. 8.5 Right to Possession. In any case in which, under the provisions of this Deed of Trust, Beneficiary has a right to direct Trustee to sell the Property or to institute foreclosure proceedings, immediately upon demand of Beneficiary, Grantor shall surrender to Beneficiary and Beneficiary shall be entitled to take actual possession of the Property or any part thereof, personally or through its agent or representatives. In such event, Beneficiary, in its sole discretion, may enter upon and take and maintain possession of all or any part of the Property, together with all documents, books, records, papers, and accounts of Grantor or then-owner of the Property relating thereto, and may exclude the Grantor, its agents and servants therefrom and may, as attorney-in-fact and agent of Grantor, or in its own name as Beneficiary under the powers herein granted, hold, operate, manage, and control the Property and conduct the business thereof, including the completion of construction of any improvements thereon, either personally or through its agents, and with full power to use such measures, legal or equitable, as in its discretion, or in the discretion of its successors or assigns, may be deemed proper and Page-21 necessary to enforce the obligations of Grantor hereunder or under any of the other Loan Documents. 8.6 Appointment of Receiver. On the occurrence of an Event of Default hereunder, Beneficiary shall also be entitled, without notice, without bond, and without regard to the adequacy of the Property as security for the Loan, to the appointment of a receiver for the Property. The receiver shall have, in addition to all the rights and powers customarily given to or exercised by a receiver, all the rights and powers granted to Beneficiary hereunder or under any of the other Loan Documents, including, without limitation, the right to complete any construction in progress on the Realty and, in that connection, to pay bills, borrow funds, employ contractors, and make any changes in plans or specifications as Beneficiary deems reasonably necessary or appropriate. If the revenues produced by the Realty are insufficient to pay expenses, the receiver may borrow from Beneficiary, or otherwise, or Beneficiary may borrow or advance, such sums as the receiver or Beneficiary may deem reasonably necessary for the purposes stated in this section. The amounts borrowed or advanced shall be payable by Grantor on demand and bear interest from the date of expenditure until repaid at the Loan rate (including any applicable Default Rate) and shall become a part of the debt secured by this Deed of Trust. 8.7 Non-Waiver of Defaults. The entering upon and taking possession of the Property, the appointment of a receiver, the collection of any partial payment, Rents, the proceeds of fire and other insurance policies, or compensation or awards for any taking or damage of the Property, and the application or release thereof, as herein provided, shall not cure or waiver any default or notice of default hereunder or invalidate any act done pursuant to such notice. 8.8 Expenses During Redemption Period. If this Deed of Trust is foreclosed as a mortgage and the Property is sold at a foreclosure sale, the purchaser may, during any redemption period allowed, make such repairs or alterations on the Property as may be reasonably necessary for the proper operation, care, preservation, protection, and insuring thereof. Any reasonable sums so paid, together with interest thereon from the time of such expenditure shall be added to and become a part of the amount required to be paid for redemption from such sale. 8.9 Remedies Cumulative. To the fullest extent permitted by law, every right and remedy provided in this Deed of Trust is distinct from and cumulative to alt other rights or remedies under this Deed of Trust or afforded by law or equity or any other Page-22 agreement between Beneficiary and Grantor, and may be exercised concurrently, independently, or successively, in any order whatsoever. Beneficiary may exercise any of its rights and remedies at its option without regard to the adequacy of its security. 8.10 Beneficiar~'s and Trustee's Expenses. Grantor shall pay all of Beneficiary's and Trustee's reasonable expenses incurred in any effort to enforce any terms of this Deed of Trust, whether or not any suit is filed, including, without limitation, attorney's fees and disbursements, foreclosure costs, and title charges. All such sums, with interest thereon, shall be additional indebtedness of Grantor secured by this Deed of Trust. Such sums shall be due and payable ten (10) days after Beneficiary's demand therefor, and shall bear interest from the due date at the Default Rate under the Loan, or the maximum rate that may be collected from Grantor under applicable law, if less. 8.11 No Merger. Grantor expressly agrees that, in the event the Beneficiary or any successor in interest to the Beneficiary obtains title to the Property through foreclosure, deed in lieu thereof or otherwise, (I) the title to the Property transferred thereby shall not be merged with the interest conveyed by this Deed of Trust to the fullest extent required to preserve the Beneflciary's rights under the Collateral Assignment of Operating Agreement of even date herewith covering the Operating agreement for the Property between the Grantor and the Borrower, and (ii) the obligations of the Borrower to the Beneficiary secured by the Collateral Assignment shall not be satisfied thereby. 8.12 Non-Recourse Obligation. Anything in this Deed of Trust notwithstanding ,the obligations and undertakings of Grantor herein shall not be personal obligations or undertakings and shall be satisfied solely from, and Beneficiary's recovery hereunder against Grantor shall be limited to the Property. ARTICLE IX - GENERAL PROVISIONS 9.1 Application of Payments. Except as otherwise provided under applicable law, this Deed of Trust or any other Loan Documents, all payments received by Beneficiary under the note or this Deed of Trust shall be applied by Beneficiary in the following order of priority: 9.1.1 Beneficiary's reasonable attorney's and trustee's fe,:-s, costs of collection, and advances made to protect the security of this Deed of Trust, together with interest thereon, and any prepayment fee; Page-23 9.1.2 Interest and late charges, including Default Interest payable under the Guaranty or this Deed of Trust; and 9.1.3 Principal of the Loan; or in such other order as Beneficiary may determine in its sole discretion. 9.2 R~(;onveyance. Upon payment of ail sums secured by this Deed of Trust, Beneficiary shall request Trustee to reconvey the Property and shall surrender to Trustee this Deed of Trust and all notes evidencing indebtedness secured by this Deed of Trust. Trustee shall reconvey the Property without warranty to the person or persons legally entitled thereto. The grantee in any reconveyance may be described as the "person or persons legally entitled thereto," and the recitals therein of any matters or facts shall be conclusive proof of the truthfulness thereof. Such person or persons shall pay Trustee's reasonable costs incurred in so reconveying the Property. 9.3 Successor Trustee. In accordance with applicable law, Beneficiary may from time to time appoint a successor trustee to any Trustee appointed hereunder. Without conveyance of the Property, the successor trustee shall succeed to all the title, power, and duties conferred upon the Trustee herein and by applicable law. 9.4 Beneficiary's Powers. Without affecting the liability of any person for payment or performance of the Secured Obligations, Beneficiary, at its option, may extend the time for payment of the indebtedness secured hereby or any part thereof, reduce payment thereon, release anyone liable on any of said indebtedness, accept a renewal note or notes therefor, modify the terms and time of payment of the indebtedness, release the lien of this Deed of Trust on any part of the Property, take or release other or additional security, release or reconvey or cause to be released or reconveyed all or any part of the Property, consent or cause Trustee to consent to the making of any map or plat of the Property, consent or cause Trustee to consent to the granting of any easement or the creating of any restriction on the Property, or join or cause Trustee to join in any subordination or other agreement affecting this Deed of Trust or the lien or charge hereof. Grantor shall pay Beneficiary a reasonable service charge, together with such title insurance premiums and attorney's fees as may be incurred at Beneficiary's option, for any such action if taken at Grantor's request. If Grantor shall grant any lien, mortgage or deed of trust on the Property junior to this Deed of Trust, such junior lien, mortgage or deed of trust shall be subject to all such renewals and extensions, modifications, releases, increases, changes, or exchanges, without the consent of such Page-24 junior lienholder, mortgage holder, or deed of trust beneficiary, and without any obligation to give notice of any kind thereto. 9.5 ~No Violation of Usury Laws. Interest, fees, and charges collected or to be collected in connection with the indebtedness secured hereby sha~ not exceed the maximum, if any, permitted by any applicable ~aw. If any such law is interpreted so that said interest, fees, or char§es would exceed any such maximum and Grantor is entitled to the benefit of such law, then: (i) such interest, fees, or charges shall be reduced to the permitted maximum, and (ii)any sums already paid to Beneficiary that exceeded the permitted maximum shall be refunded. Beneficiary may choose to make the refund either by treating the payments, to the extent of the excess, as prepayments of principa~ (in this case, without any prepayment fee) or by making a direct payment to the persons entitled thereto. The provisions of this Section 9.6 shall control over any inconsistent provision of this Deed of Trust or the Guaranty. 9.6 ASditional Documents: Power of Attorney. From time to time, upon reasonable request of Beneficiary, Grantor shall execute, acknowledge, and deliver to Beneficiary and, if appropriate, file and record, such security agreements, assignments for security purposes, assignments absolute, financing statements, affidavits, certificates, and other documents, in form and substance satisfactory to Beneficiary, as Beneficiary may reasonably request in order to perfect, preserve, continue, extend, or maintain the assignments herein contained, the lien and security interest under this Deed of Trust, and the priority thereof. Grantor shall pay to Beneficiary, upon request therefor, all reasonable costs and expenses incurred in connection with the preparation, execution, recording, and filing of any such document. 9.7 .Forbearance b~, Beneficiary Not a Waiver. Any forbearance by Beneficiary in exercising any right or remedy hereunder or otherwise afforded by applicable law shall not be a waiver of or preclude the exercise of any other right or remedy, and no waiver by Beneficiary of any particular default by Grantor shall constitute a waiver of any other default or of any similar default in the future. Without limiting the generality of the foregoing, the acceptance by Beneficiary of payment of any sum secured by this Deed of Trust, after the due date thereof, shal~ not be a waiver of Beneficiary's right either to require prompt payment when due of all other sums so secured, or to declare a default for failure to make prompt payment. The procurement of insurance or the payment of taxes or other liens or charges by Beneficiary shal~ not be a waiver of Beneficiary's right to accelerate the maturity of the indebtedness secured by this Deed of Trust, nor shall Beneficiary's receipt of any awards, proceeds, or damages under Sections $.3 and 3.7 Page-25 operate to cure or waive Grantor's default in payment of sums secured by this Deed of Trust. 9.8 Modifications. This Deed of Trust cannot be waived, changed, discharged, or terminated orally, but only by an instrument in writing signed by the party against whom enforcement of any waiver, change, discharge, or termination is sought. 9.9 Notices. All notices required or permitted hereunder shall be in writing, effective upon delivery, and shall be: (i) delivered in person, (ii)sent by certified mail, postage prepaid, with return receipt requested, to the appropriate address below (such mailing to be deemed received on the sooner of actual receipt or three (3) days after mailing), or (iii)dispatched by facsimile transmission (accompanied with reasonable evidence of receipt of transmission and with a confirmation copy mailed no later than the day after transmission), and with copies as set forth below: Grantor: City of Bremerton, Washington Beneficiary: Copy To: Kitsap County, Washington Department of Community Development Kitsap County Courthouse, 614 Division St., MS 36 Port Orchard, WA 98366 Admiral Theatre Foundation 515 Pacific Avenue Bremerton, WA 98337 Notice of a change of address or facsimile transmission number shall be given by written notice in the manner detailed above. 9.10 GQverning Law: Severability. This Deed of Trust shall be governed by the laws of the State of Washington, without regard to that State's conflicts or choice of law rules. If any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions or clauses hereof that can be given effect without the conflicting provision, and to this end the provisions hereof are declared to be severable. Page-26 9.11 Exhibits. All exhibits referred to in and attached to this Deed of Trust are incorporated herein by reference. 9.12 Definitions. As used herein, the term "Grantor" means the Grantor herein named, together with any subsequent owner of the Property or any part thereof or interest therein; the term "Trustee" means the Trustee herein named, together with any successor Trustee; and the term "Beneficiary." means the Beneficiary. herein named, together with any subsequent owner or holder of the Loan and Guaranty or any interest therein, including pledgees, assignees, and participants. Any terms not defined herein shall have the meanings provided in the Loan Agreement. 9.13 Successors and Assigns Bound: Joint and Several Liability; Agents. Grantor acknowledges that Beneficiary. may freely assign, transfer, pledge, or grant participation rights in the Guaranty and the Deed of Trust. This Deed of Trust shall bind and inure to the benefit of the parties hereto and their respective heirs, devisees, legatees, administrators, executors, successors, and assigns, subject to the restrictions on transfer contained in Article V. All obligations of Grantor hereunder are joint and several. In exercising any rights hereunder or taking actions provided for herein, Beneficiary. and Trustee may act through their respective employees, agents, or independent contractors as authorized by Beneficiary and Trustee. 9.14 Beneficiary's Assignment or Participation. 9.14.1 If requested by Beneficiary, Grantor shall execute an estoppel certificate, to Grantor's actual knowledge, on which an assignee of the Guaranty and the Deed of Trust or a participation therein may rely, setting forth such information as is customarily included in such certificates, including, without limitation, the terms of the Guaranty, the priority of this Deed of Trust, that there are no defenses, offsets or counterclaims by Grantor against Beneficiary known to Grantor (or if there are any, setting forth the same), that the Guaranty and this Deed of Trust are in full force and effect and that neither Beneficiary. nor Grantor is in default under the Guaranty or this Deed of Trust. 9.14.2 If, at any time, Beneficiary. desires to setl, transfer, or grant a participation interest in all or any portion of the Guaranty, this Deed of Trust, to any third person, Grantor shall furnish, without substantial expense to Grantor, in a timely manner any and all reasonable estoppel certificates, to Grantor's actual knowledge, and other Page-27 information concerning the Property and leases thereof, and concerning Grantor's financial condition and the operating and financing performance of the Property, which information is requested by Beneficiary or such person in connection with any such sale, transfer, or participation, and shall be maintained as confidential. All such financial information shall conform to acceptable accounting principles and practices and shall otherwise be in such form, substance and detail as Beneficiary, or such person, may reasonably require. 9.15 Time. Time is of the essence in connection with all obligations of Grantor under, and Grantor shall strictly comply with all of the terms and conditions of this Deed of Trust and Guaranty. 9.16 No Dgty of Trustee to Report Other Sales. Trustee is not obligated to notify any party hereto of any pending sale under any other deed of trust or of any action or proceeding covering or affecting the Property in which Grantor, Beneficiary, or Trustee shall be a party unless brought by Trustee. 9.17 Attorney's Fees. In the event any effort or action is reasonably undertaken, whether or not a lawsuit is instituted, to enforce or interpret any provision of this Deed of Trust or Guaranty, the prevailing party shall be entitled to recover from the other party its expenses incurred in connection therewith, including, without limitation, such amount as the court may adjudge reasonable as attorney's fees at trial or on any appeal or review. Beneficiary may also recover any attorney's fees and costs that it reasonably incurs as a result of Grantor's bankruptcy. Any such expenses payable by Grantor shall be additional indebtedness of Grantor secured by this Deed of Trust, shall be immediately due and payable, and shall bear interest from the date of disbursement at the Default Rate in effect on the Loan from time to time or at the maximum rate, if any, permitted under applicable law, if less. 9.18 IEntire Agreement. This Deed of Trust, together with the Guaranty, represents the entire agreement of the parties with respect to the Loan and supersedes any and all prior oral or written agreements with respect thereto. 9.19 Section Headings. The headings of the various sections have been inserted for convenience of reference only, and shall not be used to construe this Deed of Trust. Page-28 9.20 Joint and Several Liability_. If there is more than one Grantor of this Deed of Trust, their obligations shall be joint and several. 9.21 PerfQrmance of GrantQr's Covenants: The Beneficiary acknowledges and agrees that any of the Grantor's covenants contained herein may, at the option of the Grantor, be performed by the Borrower; provided, the rights and remedies of Beneficiary provided herein may be exercised in the event of any default hereunder, regardless of whether Grantor or Borrower has assumed the responsibility for performance of the obligation as to which the default has occurred. 9.22 Non-Recourse Deed of Trust. The obligations and undertakings of the Grantor contained in this Deed of Trust shall not create or constitute personal obligations or undertakings of the Grantor, and shall be satisfied solely from, and Beneficiary's recovery hereunder from or against Guarantor shall be limited to the Property. 9.23 No Oral A_areements. NOTICE: ORAL AGREEMENTS, PROMISES, OR COMMITMENTS TO LOAN MONEY, EXTEND CREDIT, MODIFY OR AMEND ANY TERMS OF THE LOAN, RELEASE ANY GUARANTOR, FOREBEAR FROM ENFORCING REPAYMENT OF THE LOAN OR EXERCISING ANY REMEDY UNDER THE LOAN DOCUMENTS, OR MAKE ANY OTHER FINANCIAL ACCOMMODATION PERTAINING TO THE LOAN ARE NOT ENFORCEABLE UNDER WASHINGTON LAW. EXECUTED as of the date first set forth above. GRANTOR: CITY OFBREMERTON, WASHINGTON By: Its Page -29 STATE OF WASHINGTON ) ) SS. County of Kitsap ) I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath, stated that he/she was authorized to execute the instrument and acknowledged it as the of CITY OF BREMERTON, WASHINGTON to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. DATED: ,1996. NOTARY PUBLIC Print Name: My appointment expires: ACKNOWLEDGMENT OF BORROWER The Borrower acknowledges and agrees to the terms of the foregoing Deed of Trust this day of ,1996. The Admiral Theatre Foundation RFIOADMIRAL DOT By: Page-30 EXHIBIT "A" LEGAL DESCRIPTION OF REAL PROPERTY Page-31 EXHIBIT "B" PERMI'I-I'ED EXCEPTIONS Page -32 This instrument was prepared by and when recorded please return to: Roy F. Kussmann, Esq. McGavick Graves, P.S. P.O. Box 1317 Tacoma, WA 98401-1317 COLLATERAL ASSIGNMENT OF OPERATING AGREEMENT WITH CONSENT FOR VALUE RECEIVED, the undersigned THE ADMIRAL THEATRE FOUNDATION, a Washington non-profit corporation ("Assignor"), does hereby sell, assign, transfer and set over unto KITSAP COUNTY, WASHINGTON ("Lender"), for security purposes, all of its right, title and interest in and to that certain Operating Agreement (the "Operating Agreement") dated September 28, 1990, as amended, covering the Premises commonly known as 515 Pacific Avenue, Bremerton, Washington, and more particularly described n Exhibit "A" hereto, including, without limitation, Assignor's right, title and interest in and to any rents or profits therefrom. This Assignment is made as additional collateral to secure the payment ~nd performance of the Loan as defined in the Loan Agreement dated , 1996 (the "Loan Agreement") by and between the Assignor, and the Lender. Other terms capitalized but not otherwise defined herein shall have the meanings ascribed thereto in the Loan Agreement. ASSIGNOR ACKNOWLEDGES, COVENANTS AND AGREES WITH LENDER AS FOLLOWS: 1. The terms and conditions of the Loan Agreement are hereby incorporated herein by reference as if fully set forth herein. 2. Assignor represents and warrants that there have been no prior assignments of its interest in the Operating Agreement, that the Operating Agreement is a valid and enforceable agreement, that neither Assignor nor, to its knowledge, any other party, is in material default thereunder and that all covenants, conditions and agreements have been performed as required therein, except those not due to be performed until after the date hereof. 3. No change in the terms of the Operating Agreement shall be valid without the written approval of Lender and Assignor shall not assign, sell, pledge, mortgage or otherwise transfer or encumber its interest in, or terminate or permit the termination of the -1- 762 Operating Agreement so long as this assignment is in effect except (i) as provided in the Operating Agreement and (ii) as is allowed in the Loan Agreement. 4. Assignor shall give prompt notice to Lender of any notice of default received by it under the Operating Agreement, together with a complete copy of any such notice. 5. Assignor shall perform each and all of the covenants and obligations of the tenant under the Operating Agreement for so long as this Assignment is in effect, including, without limitation, the obligations, if any, to maintain, rebuild and insure the improvements which constitute a portion of the premises thereunder. 6. Assignor shall not assign its rights under the Operating Agreement without the written approval of the Lender. 7. Should Assignor fail to make any payment or to do any act as herein provided, then Lender may, but without obligation to do so, with prior written notice to Assignor, without releasing Assignor from any obligation in connection with the Loan, make or do the same, including, without limitation, appearing in and defending any action purporting to affect the security hereof or the rights or powers of Lender hereunder and performing any obligation of Assignor under the Operating Agreement, and in exercising any such powers, paying all necessan~ costs and expenses, including, without limitation, attorneys' fees. Assignor will pay immediately upon demand all sums expended by Lender under the authority hereof, and the same shall be added to the Loan and shall be secured hereby and by the Loan Documents. 8. Lender may at its option, after the occurrence and during the continuance of any default, without notice and without regard to the adequacy of security for the Loan, either in person or by agent and with or without bringing any action or proceeding, or by a receiver to be appointed by a Court, enter upon, take possession of, and operate the premises which are the subject of the Operating Agreement, make, enforce, modify and accept any provision of, surrender, the Operating Agreement, and do any other act or acts which Lender deems proper to protect the security hereof until the Loan has been paid or performed in full. The entering upon and taking possession of such premises shall not cure or waive any default or waive, modify or affect any notice of default under the Loan Agreement or any other of the Loan Documents, nor invalidate any act done pursuant to any such notice. 9. In addition to any other rights and powers conferred herein, Lender shall have the right after the occurrence and during the continuance of any default to apply for the appointment of a receiver of rents and profits of any part or the whole of the premises which are the subject of the Operating Agreement without notice, and Lender shall be entitled, as a matter of right, without regard to the value of the premises which are the subject of the Operating Agreement as security for the amount due or to the solvency of Assignor or any other party or parties liable for the payment of such amount, to the appointment of such a receiver of rents and profits with such powers as may De deemed -2- necessary, who, after deducting all proper charges and expenses attending the execution of his trust as receiver shall apply the residue of the said rents and prof'~s to the payment and satisfaction of the amount remaining secured hereby, or to any deficiency which may exist after applying the proceeds of the sale of the Assignor's rights in the premises which are the subject of the Operating Agreement to the payment of the amount due, including interest and the costs of any reasonable attorneys' fees for the foreclosure and sale in such order of pdority as Lender shall elect. 10. Assignor hereby irrevocably constitutes and appoints Lender as its attorney- in-fact to demand, receive, and enforce Assignor's dghts with respect to the Operating Agreement for and on behalf of and in the name of Assignor or, at the option of Lender in the name of Lender, with the same force and effect as Assignor could do if this Assignment had not been made. Lender may, without affecting any of its rights or remedies against Assignor under any other instrument, document or agreement, exercise its dghts under this Assignment as Assignor's attorney-in-fact in any other manner permitted by law, and in addition Lender shall possess, without limitation, any and all rights and remedies of a secured party under the Uniform Commercial Code of the State of Washington or otherwise as provided by law. 11. At Assignor's sole cost and expense, Assignor will appear in and defend any action growing out of or in any manner connected with the Operating Agreement or the obligations or liabilities of Assignor thereunder. 12,3. This Assignment is for security purposes only. Accordingly, Lender shall have no right under this Assignment to enforce the provisions of said Operating Agreement or exercise its rights hereunder unless and until there shall have occurred a default under the terms of the Loan. t3_4. Subject to the limitation on further assignment by Assignor set forth above, this Assignment shall be binding upon and inure to the benefit of the legal representatives, assigns and successors in interest of Assignor and Lender. 1_4~. All notices hereunder shall be sent to the addresses and pursuant to the procedures set forth in the Loan Agreement. -3_8- TOTAL P.03 16. Assignor warrants and represents that it is the holder of all of the rights of the "Foundation" under the Operating Agreement; and Assignor has full right and power to make this Assignment. 17. In addition to the rights and remedies set forth herein, Assignor shall have all rights and remedies set forth in the Loan Documents. of IN WITNESS WHEREOF, Assignor has executed this Assignment this 1996. day ASSIGNOR: THE ADMIRAL THEATRE FOUNDATION By:. Its STATE OF WASHINGTON ) County of Kitsap ) I certify that know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that signed this instrument, on oath, stated that was authorized to execute the instrument and acknowledged it as the of THE ADMIRAL THEATRE FOUNDATION to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. DATED: ,1996. NOTARY PUBLIC Printed Name: My appointment expires: -4- '73 CONSENT The City of Bremerton, Washington, in consideration of the benefits to be conferred on it in connection with the foregoing Collateral Assignment of Operating Agreement (the "Assignment") hereby: 1. consents to the Assignment of the Operating Agreement by Assignor to Lender, but upon the express condition that such consent shall not be deemed a waiver or relinquishment for the future of any covenant against assignment, nor shall the acceptance of Lender as assignee be construed as releasing Assignor from the full performance of the provisions of the Operating Agreement; 2. agrees that it will not terminate the Operating Agreement on account of any default of Assignor thereunder without providing to Lender the same notice as it is required to provide to Assignor under the Operating Agreement and providing to Lender the same opportunity to effect a cure of any default or to declare Assignor in default under the Loan Agreement between Assignor and Lender and to perform Assignor's obligations under the Operating Agreement; 3. agrees that in the event Lender elects to perform or cause to be performed Assignor's obligations under the Operating Agreement, it will not terminate the Operating Agreement so long as the defaults of Assignor thereunder are cured by Lender or its designee within the time provided in the Operating Agreement; and 4. agrees that in the event Lender exercises its rights under the Assignment to take possession of and operate the premises which are the subject of the Operating Agreement, or to acquire Assignor's interest under the Operating Agreement by foreclosure or otherwise, and so long as all obligations of the Assignor under the Operating Agreement are duly and timely performed, it will recognize the Lender or any other person succeeding to the Assignor's interest under the Operating Agreement as assignee thereunder; provided that the acceptance of Lender or any other person as assignee under the Operating Agreement shall not be construed as releasing Assignor from the full performance of the provisions of the Operating Agreement. DATED this day of ,1996. CITY OF BREMERTON, WASHINGTON k\15727V~,DMIRAL.COL By: -5- 1. SUBJECT: AGENDA BILL BREMERTON CITY COUNCIL RESOLUTION NO. ~ 27 '7 ':7' AUTHORIZING AN INTERFUND LOAN FROM THE WATER FUND TO THE WASTEWATER FUND FOR AGENDA OF:' ORIGINATING DEPT.: Treasu-rer ORIGINATOR:R. a~a DATE SUBMITTED: October 2. CLEARANCES: Comment of back if necessary) ~:'Public Wo~~J~-'~ City Attorn~/~'c'~'''~'~ Council Fiscal & Budget ~',. ,~,, ENDORSEMENTS /- /~NFORMATIO, MAYOR 3. EXHIBITS: Proposed Resolution Budget Adjustment No. 96-29 APPROVED BY C~RE~TA COUNCIL PRESIDENT ~' ~'~ 4. SUMMARY STATEMENT AND REQUIREMENT FOR COUNCIL ACTION: By Resolution No. 2541, the City Council authorized an interfund loan from the Water Fund to the Wastewater Fund. The size of the current loan was limited to $2 million and the term was limited to the end of the current year. It is requested that the term of the loan be extended to December 31, 1997 and that the size of the loan be increased to $3 million. 8. RECOMMENDATION: MOTION TO ADOPT RESOLUTION NO. -./D MOTION TO APPROVE BUDADJUSTMENT 96-29. 9. RESPONSIBLE OFFICIAL: Public Works Dir. ENFORCEMENT OFFICIAL: Mayor EXPIRATION DATE: Dec. 31, 1997 REVIEW DATE: N/A PULLED COUNCIL DIRECTIVE: TABLED 10. NOTICE OFACTION APPROVED '75' DISAPPROVED 11. AGENDA BILL NO: AMENDED__ 8A 2. CLEARANCE COMMENTS: 5. IMPACT ON NON-PASSAGE: Other financing arrangements will be necessary or the Wastewater Fund will operate in a deficit cash position contrary to stab ~te. IMPACT ON STAFFING. BUDGETS. FACILITIES. EQUIPMENT OR OTHER R_ESOUR_C_ES: As provided in the attached budget adjustment. 7. RESEARCH SOURCES: Cash Flow Projections. RESOLUTION NO. ~?~/ A RESOLUTION authorizing an interfund loan to the Wastewater Operating Fund from the Water Operating Fund. WHEREAS, the Wastewater Fund has a short term need for operating cash pending the receipt of monies due from several contracts, grants and long term loans; and WHEREAS, the size and term of this transaction does not lend itself to an external financing; and WHEREAS, surplus cash in an amount sufficient to accommodate this short term need is presently on hand in the Water Fund; NOW, THEREFORE, let it be resolved that the City Treasurer is hereby authorized and directed to make an interfund loan to the Wastewater Fund from the Water Fund in an amount not to exceed $3,000,000. This loan shall bear interest at the rate of five percent per annum and shall be repaid in its entirety on or before December 31, 1997. PASSED by the City Council of the City of Bremerton this 1996. day of JOHN LAW, Council President '77 Requesting Department: CITY OF BREMERTOI BUDGET ADJUSTMENT REQUEST WATER AND WASTEWATER FUNDS NO. 96-29 SOURCE OF FUNDS: Description WATER FUND: Increase Beginning Cash Decrease Expenditures WASTEWATER FUND: Receive Interrund Loan Amount 700,000 2,300,000 3,000,000 USE OF FUNDS: Descr pt on Disburse Interfund Loan Reduce Begining Cash Increase Ending Cash Amount 3,000,000 1,400,000 1,600,000 NARRATIVE: This adjustment will provide for a short-term interfund loan to finance a cash flow deficit of the Wastewater Fund. Department Head Signature Date Director Signature Date Treasurer Comments: ~mmended Not Recommended reasurer s Signature ~_ Mayor Comments: Recommended Approved Not Recommended Denied Mayor's Signature Date Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied 7g Fiscal & Budget Committee Signature Date 1, S_UJ3JJF~7~T5 ORDINANCE NO. Adopting the 1997 Budget AGENDA BILL BREMERTON CITY COUNCIL FOR AGENDA OF: Dec, 4, 1996 ORIGINATING DEPT: Treasurer , ¢)'- ORIGINATOR:~. HanNa' ~. ~,., DATE SUBMIT-I'ED: Nov. 19, 1§9t3 S' Comment of back if necessary) Dir Admin Ser. Council Comm. ~,~R~ar¢ ENDORSEMENTS /%' INFORMATION 3. EXHIBITS: Proposed Ordinance Mayor's Preliminary Budget COUNCIL PRESIDENT 4. SUMMARY STATEMENT AND REQUIREMENT FOR COUNCIL ACTION: This Ordinance adopts the City's 1997 Budget at the fund level as described in the text of the Ordinance and as presented in the Mayor's Preliminary Budget document. 8. RECOMMENDATION: ,--Motio'rrtcA'~]:~rb~re' the O~eCng-tl:~-1997-Budget~on-first-reading:--- t.~ z¢_~ 75/ Motion to pass,tl~e Ordinance adopting the 1997 Budget on second reading. 9. RESPONSIBLE OFFiCIAL:Treasurer ENFORCEMENT OFFICIAL: Mayor EXPIRATION DATE: Dec. 31, 1997 REVIEW DATE: N/A PULLED COUNCIL DIRECTIVE: 10. NOTICE OF ACTION TABLED APPROVED DISAPPROVED AMENDED__ 7<7 11. AGENDA BILL NO: 9A 2. CLEARANCE COMMENTS: 5. IMPACT ON NON-PASSAGE: The City will lack the authority to spend money or to employ staff after Dec. 31,1996. 6. IMPACT ON STAFFING. BUDGETS. FACILITIES. EQUIPMENT OR OTHER RESOURCES: As presented in the several study sessions. 7, RESEARCH SOURCES: Preliminary Budget Document. ORDINANCE NO. ~{P- ? 9~ AN ORDINANCE of the City of Bremerton approving and adopting the financial budget for the several funds of the City of Bremerton for the fiscal year 1997, and appropriating the mounts set forth in each budget to each fund in accordance with RCW 35.33.075. THE CITY OF BREMERTON DOES ORDAIN: SECTION 1: That the financial budget for the City of Bremerton, to wit: "Official Budget for the year 1997, City of Bremerton", now on file in the office of the City Clerk of the City of Bremerton, be and the same is hereby approved and adopted, and the respective amounts provided for in said budget for the several funds of the City of Bremerton, be and the same are hereby fixed and adopted as follows: ESTIMATED REVENUES AND EXPENDITURES FOR THE YEAR 1997 001 101 102 103 104 105 106 108 109 110 112 201 305 307 3O8 401 DESCRIPTION AMOUNT General ..................................................... $22,274,473 Arterial Street .................................................7,480,546 Street ......................................................... 1,936,300 Contingency Reserve ........................................... 739,000 Civic Improvement/Stadium ..................................... 158,000 Parking System Revenue ........................................ 537,750 Community Development Block Grant ........................... 553,000 Abatement Revolving Fund ...................................... 415,000 Real Estate Transfer Tax ........................................784,000 Police Special Projects ............................................ 42,400 Parks Facility Construction ........................................ 88,000 General Obligation Bonds ..................................... 1,062,429 Waterfront Parks Construction .................................... 31,500 Fire Department Capital .........................................314,570 Pendergast Park Construction ................................... 114,000 Water Operating .............................................. 8,687,868 407 Municipal Golf Course ........................................ 2,558,325 451 Wastewater Operating ........................................ 16,627,326 481 Stormwater Operations .......................................... 937,673 503 Risk Management ............................................. 2,148,000 510 Equipment Rental Reserve ..................................... 2,794,500 601 Cemetery Perpetual Care ........................................ 128,500 621 Local Improvement District Guaranty ............................ 135,000 622 Roosevelt Capital Assets ........................................ 926,000 623 Gift and Donation Fund ........................................... 38,613 624 Employee Medical Insurance Reserve ............................ 425,000 GRAND TOTAL ESTIMATED REVENUES AND EXPENDITURES: $71,937,773 Of the total revenue, the sum of $4,872,194 is the estimated amount to be received from a $3.8127 levy per $1,000 of assessed valuation of aH property within the city limits of the City of Bremerton as set forth in Ordinance No. 4574. SECTION 2: That the separate totals set forth in Section 1, hereo£ for each of said funds, as particularly itemized in the "Official Budget for the year 1997, City of Bremerton on file in the office of the City Clerk of the City of Bremerton, be and the same are hereby appropriated to each of said departments for the fiscal year 1997. SECTION 3: Nothing contained herein shall be construed to require the City of Bremerton or its officers to fill any vacancy in any of the positions established by this ordinance resulting from the discharge, resignation or retirement of such employee. Nothing herein contained shall require the City of Bremerton or its officers to pay the maximum amount budgeted for any position shown therein. SECTION 4: This Ordinance shall be in full force and effect immediately following passage and publication as provided by law. APPROVED by the City Council on the first reading on this day of December, 1996. PASSED by the City Council of the City of Bremerton, signed by the Mayor and attested by the City Clerk in authentication of such passage this day of December, 1996. APPROVED this JOHN LAW, Council President day of December 1996. LYNN HORTON, Mayor ATTEST: KATHLEEN L. McCLUSICEY, City Clerk EFFECTIVE DATE: PUBLISHED: ORDiNANCE NO. AGENDA BILL BREMERTON CiTY COUNCIL ORDINANCE NO. __ AMENDING THE 1996 BUDGET FOR AGENDA OF: Dec. 11,1996 ORIGINATING DEPT: Treasurer R. Hann~a ~-,.,..._ ORIGINATOR: DATE SUBMITTED: Dec. 4, 1996 ~ Comment of back if necessary) Dir. Administrative Set. Fiscal and Budget Comm. 3. EXHIBITS: Proposed Ordinance Supporting Budget Adjustment Forms ENDORSEMENTS f ~7~ INFORMATION YOR APPROVED BY COUN~.C.~RESIDENT_ FQR S__..~_~TTA COUNCIL PRESIDENT ~~'¢'~'''~'~ 4, SUMMARY STATEMENT AND REQ_U~ENT FOR C_O_U_N~,I_L_ACTION: A number of actions have been taken by the City which need to be incorporated into the Budget in order for the document to remain an accurate projection of City financial activity. Motion to approve the Ordinance amending the 1996 Budget on first reading. Motion to pass Ordinance No. __ on second reading. 9. RESPONSIBLE OFFICIAL:Treasurer ENFORCEMENT OFFICIAL: Mayor EXPIRATION DATE: 12/31/96 REVIEW DATE: N/A PULLED COU Cl IR C VE: TABLED 10. NCTCE_O~_AQTLON APPROVED DISAPPROVED 11. AGENDA BILL NO: AMENDED__ 9B 2. CLEARANCE COMMENTS: 5. iMPACT ON NON-PASSAGEj :The 1996 Budget will not accurately project anticipated financial activity of the City. Several previously authorized actions will exceed current appropriations. 6, iMPACT ON STAFFING, B~UDG TS~CiLiTIE.S_~EO. UiPMENT OR O_THER As indicated in the attachments. 7, RESEARCH SOURCES: 1996 Budget Adjustment Requests. ORDINANCE NO. AN ORDINANCE amending Ordinance No. 4568 relating to the budget of the City of Bremerton for Fiscal Year 1996 THE CITY OF BREMERTON DOES ORDAIN: SECTION 1: Section 1 of Ordinance No. 4568 is hereby amended as follows: That the financial budget for the City of Bremerton, to wit: "Official Budget for the year 1996, City of Bremerton", now on file in the office of the City Clerk of the City of Bremerton, be and the same is hereby approved and adopted, and the respective amounts prodded for in said budget for the several funds of the City of Bremerton, be and the same are hereby fixed and adopted as follows: ESTIMATED REVENUES AND EXPENDITURES FOR THE YEAR 1996 001 101 102 103 104 I05 106 107 108 109 110 112 201 305 307 308 401 407 451 481 DESCRIPTION AMOUNT General ..................................................... Sg-2x4347g ~ .................. Arterial Street ................................ ,Svv, City Street .................................................... 2,080,190 Contingency Reserve ............................................ 733,500 Civic Improvement/Stadium .................................. 155,000 Parking System Revenue ........................................ 664,638 Comm. Development Block Grant ............................. 1,37~.,wv Athletic Sports ......................................................... 0 Abatement Revolving Fund ...................................... 414,000 Real Estate Transfer Tax ........................................ 885,000 Police Special Projects ............................................ 43,199 Parks Facility Construction ........................................ 98,446 G. O. Bonds ................................................... 1,024,787 Waterfront Parks Consturction .................................... 31,300 Fire Department Capital ......................................... 314,570 Pendergast Regional Park Const ................................. 119,000 Water Operating ............................................. 1 v,~. Municipal Golf Course ... Wastewater Operating ........................................ 15,26°-',9°~5 Stormwater Operations ........................................ 1,258,715 24,122,371 2,531,156 1,657,941 6,500 10,740,073 4,489,012 16,868,985 503 510 601 621 622 623 624 Risk Management ............................................. 1,898,000 Equipment Rental Reserve ..................................... 2,508,649 Cemetery Perpetual Care ........................................ 123,500 Local Improvement Dist. Guaranty .............................. 116,000 Roosevelt Capital Asset ............................................,wv Gif~ and Donations Fund .......................................... 32,400 Employee Medical Insurance Reserve ............................ 555,000 361,000 GRAND TOTAL ESTIMATED REVENUES AND EXPENDITURES:... ~,w,~~i,~e~n ~n ~a $73,832,932 Of the total revenue, the sum of $4,703,968 is the estimated amount to be received from a $3.8020 levy per $1,000 of assessed valuation of all property within the city limits of the City of Bremerton as set forth in Ordinance No. 4532. APPROVED by the City Council on the first reading this day of December, 1996. PASSED by the City Council of the City of Bremerton, signed by the Mayor and attested by the City Clerk in authentication of such passage this day of December, 1996. APPROVED this JOHN E. LAW, Council President day of December, 1996 ATTEST: LYNN HORTON, Mayor KATHLEEN L. McCLUSKEY, City Clerk EFFECTIVE DATE: PUBLISHED: ORDINANCE NO: lt~96 AMENDING ORDINANCE NO: SUMMARY OF BUDGET ADJUSTMENTS CURRENT 1996 BUDGET 001 GENERAL $22.434,813 101 ARTERIAL STREET 2,506,156 102 STREET 2.080.190 103 CAPITAL RESERVE 733,500 104 CIVIC iMPROVEMENT 155.000 105 PARKING SYSTEM REVENUE 664.638 106 C.D.B.G. 1.374,000 107ATHLETIC SPORTS 0 108 ABATEMENT REVOLVING FUND 414,000 109 REAL ESTATE TRANSFER TAX 885.000 110 POLICE SPECIAL PROJECTS 43,199 112 PARKS FACILITY CONSTRUCTION 98,446 201 GENERAL OBLIGATION BOND 1.024.787 305 WATERFRONT PARKS CONSTRUCTION 31,300 307 FiRE DEPARTMENT CAPITAL 314,570 308 PENDERGAST REGIONAL PARK CONST. 119,000 401 WATER OPERATING 10,040,073 407 GOLF COURSE 4,224,012 451 WASTEWATER OPERATING 15,268.985 481 STORMWATER OPERATING 1.258,715 503 RiSK MANAGEMENT 1.898,000 510 EQUIPMENT RENTAL RESERVE 2,508,649 601 CEMETERY PERPETUAL CARE 123.500 621 LiD GUARANTY 116,000 622 ROOSEVELT CAPITAL ASSET 356.000 623 DONATIONS FUND 32,400 624 EMPLOYEE MEDICAL INSURANCE RES, 555,000 NET ADJUSTMENTS $1,687,558 25.000 283,941 6.500 700.000 265,000 1,600,000 5.000 AMENDED BUDGET $24,122,371 2,531.156 2,080,190 733,500 155,000 664.638 1,657,941 6,500 414.000 885,000 43,199 98.446 1,024,787 31.300 314,570 119.000 10,740,073 4.489,012 16,868,985 1,258,715 1,898.000 2,508,649 123,500 116,000 361,000 32.400 555,000 TOTAL $69,259,933 $4,572,999 $73,832,932 Requesting Department: CITY OF BREMERTON BUDGET ADJUSTMENT REQUEST Fund 106 Community Development No. SOURCE OF FUNDS: Description Beginning Fund Balance HUD-Federal Direct KC-Federal Indirect State HOME Loan Repayments Amount $ 16,988 $422,283 - $324,830 $ 5~,500 ..$__.~.~30000 _ $198,941 USE OF FUNDS: Description Supplies and Services Pass Thru Funds Operating Transfers Out $116,110 $ 52,831 $ 30,000 $198,941 NARRATIVE: The purpose of this adjustment is to adjust budget to the astual dollars, including the carryover, actual HOME dollars, actual CDBG entitlement, etc. Department Head Signature ¢-Oate Director Signature ¢/' Date Treasurer Comments: r-~,Recommended ~--'-~lot Recommended Initials Date Mayor Comments: ,~,Recommended ~-q/~cproved ~ot Recommended [---~lDenied Mayor's Signature Date Fiscal & Budget Committee Comments ~ecommended ~-'-q/~eproved [-----~ot Recommended [--~Denied Fis(~al & BOdge't'COmmittee Signature ~,XHIBIT G Date Requesting Department: CITY OF BREMERTON BUDGET ADJUSTMENT REQUEST No. 96-26 B GENERAL FUND - COMM. DEV. and ARTERIAL STREET FUND SOURCE OF FUNDS: Description General Fund: Kitsap County CDBG Operating Trans. In Amount 93,358 (10,000) Arterial Street Federal Grant 25,000 USE OF FUNDS: Description Waterfront Development Administration Construction Traffic Calming Devices Amount 2,358 81,000 25,000 NARRATIVE: This adjustment will provide for the final allocation of 1996 CDBG funds and funds carried forward from prior years as they affect other funds of the City. Department Head Signature Treasurer Comments: Date Director Signature Date p~;~'~mmended Mayor Comments: Not Recommend~:~- ~ Treasurer's Sign~ ~/~ Recommended ~ Approved Not Recommended Denied M~ayor's Signature Date Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied Fiscal & Budget Corn ittee Signature Date Requesting Department: CITY OF BREMERTON BU~DGET ADJUSTMENT REQUEST No.__96-27 GENERAL FUND, GENERAL MISC. SOURCE OF FUNDS: ~ Amoun~t RECEIPT OF LOAN: Loan from Kitsap County ,750,000 REPAYMENT OF LOAN: Loan from HUD 759,200 USE OF FUNDS: _Description _Amount Payment to Ad~ r~ ~eater F~n.~ ~ ~ 7~0,0~0 Payment to Kitsap Co. Interest and Fees 750,000 9,200 NARRATIVE: This adjustment will provide budgetary capacity for the receipt and repayment of a loan from Kitsap County for the renovation of the Admiral Theater. ~Department Head Signature Treasurer Comments: Date Director Signature Date j~-~Recommended Mayor Comments: Not Recommended 'Treasurer's S"~natur~ Date Recommended Approved Not Recommended Denied Fiscal & Budget Committee Comments: Date ~ Recommended ~--~ Approved Not Recommended Denied Fiscal & ~¢udget Committee Signature D Requesting Department: CITY OF BREMERTON BUDGET ADJUSTMENT REQUEST SOURCE OF FUNDS: Description Amount USE OF FUNDS: Description NARRATIVE: ~,5~, u~ t- ~ ,~o,~oo ~.~,,,I5 '~ /05, ~oo ~,.~¢ ..¢~,~ Department Head Signature Treasurer Comments: ~ecommended Date Director Signature Date Recommended Initials Mayor Comments: ~7~,Recomm ended ~r~oproved ~Not Recommended ~Denied M~yor's Signature Date Fiscal & Budget Committee Comments [--~ecommended [--"1/~¢ proved [~Not Recommended [~Denied Fiscal &~E~rd~g et C om~(rn ,~e~S .g~n a(~tL r~e Date Requesting Department: CITY OF BREMERTON EIUDGET ADJUSTMENT REQUEST WATER AND WASTEWATER FUNDS NO. 96-29 SOURCE OF FUNDS: WATER FUND: Increase Beginning Cash Decrease Expenditures WASTEWATER FUND: Receive Interfund Loan _Amount 700,000 2,300,000 3,000,000 USE OF FUNDS: _Description Disburse lnterfund Loan Reduce Begining Cash ncrease Ending Cash Amount 3,000,000 1,400,000 1,600,000 NARRATIVE: This adjustment will provide for a short-term interfund loan to finance a cash flow deficit of the Wastewater Fund. Department Head Signature Treasurer Comments: Date Director Signature Date [-~r~-om me nded Not Recommended Treasurer's Sign~tur'b-~ ~_ Date Mayor Comments: Recommended Approved Not Recommended Denied Mayor's Signature Date Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied Fiscal & Budget Committee Signature Date Requesting Department: CITY OF BREMERTON BUDGET ADJUSTMENT REQUEST WASTEWATER FUND 451 No. 96-29 B SOURCE OF FUNDS: Description See attached schedule USE OF FUNDS: Amount ! Des~cr_iption Amount See attached schedule NARRATIVE: This adjustment will reallocate expenditure authority within the Wastewater Fund budget to provide for certain unanticipated operating expenditures as detailed in the attached schedule. Department Head Signature Treasurer Comments: Date Director Signature Date ~mmended Not Recommehded Tre-~er'~ __ __ Mayor Comments: Recommended Approved Not Recommended Denied Mayor's Signature Date Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied Fiscal & Budget Committee Signature Date WASTEWATER FUND TREATMENT pLANT / PUMP STATIONS - DEPT. 32 Sup¢ies & Services UTILITY OPERATIONS - DEFT. 33 Supplies & Services CAPITAL PROJECTS WWTP/PS Odor Control Sluice Gates SCADA 1996 BUDGET AMENDMENT TOIAL (70,000) 46,750 0 (23250) 45,000 107,B12 0 232.812 o (75,000) 0 (75,000) Ao ($90,0002 ~0 (~90,0001 DRAF~ UOMMENTS OCTOBER 28, 1996 WASTEWATER UTILITY CAPITAL IPROJECT TITLE I PRO ECT 1996 1996 %OF ! 1996 STATUS 1996 1997 * Budgetedasonelineitem, I ; BUDGET~ EXPENSES BUDGET I BUDGET @ 12/31/96 REMAINING BUDGET ** Budgeted as one line item, , ~/,.. ¢~ s.¢ ~¢ EX~PENSED ~ AMENDMENT COSTS LAND & BUILDINGS WWTP Property Acquisitioes V6400507 1,700,000 895,227 53% 420,000 c^..~ovm 1,008,800 790,000 CE- 1 Fuel Storage System V6241203 10,000 0 0% 0 c~.yovm 0 0 CW- 1 Repl ace rue{ storage tank V6245203 10,000 0 0% 0 c~.YOW 0 0 OB- 1 Under.ffound Fuel Tank System V6253203 18,000 0 0% 0 C^.R¥OVE~ 0 0 VWYTP Storm Drainage Imprvmts ClP ./^ ./^ .~^ .~^ .~. .Ew ./^ 0 WWTP Frontage Imprvmts - Design ClP "/^ "/* "/^ '/^ 0 .Ew .,^ 0 Lot B, Ciiy of Brem Shrt Rat V6394500 0 55,010 NOBUDGET q.'Tq?? 0 0 Subtotal Land & Builcings $1,738,000 $950,237 55% $420,000 $1,008~800 $790,000 CSO /SEVVI~{ CONSTRUCTION Warren Ave Basin (3SO V4213106 0 90,782 NOBV~SET 190,000 C~ pLatED 81,483 0 CailCW Priority I Design, Priority I - Phase 1 Constr V4214106 108~000 38,932 36% 236,060 OC~.L~ED 113,000 0 ~/V Kitsap Lk LID ~R0104 V4218301 0 86,659 .OBUO~ 86,700 CO~.~EO 0 0I CSO Upgrades * V4258106 0 4,001 .o.uo~ 0 c~.~ovm (1~001'~ 20,000 CSO FmO/F 15 V5252106 25,000 3,599 14% 0 c~.~.~ 16,401 0 CSO FmO/F 7B * V5219106 0 1,987 .O.UDS~ 0 CO~PLE~E~ 13 0 Sewer Replace-McLain/31 V5255301 0 34,127 .OaU~T 34,127 CC~.~E~EO 0 0 15th & Cambrian Sewer V5311301 0 32,533 .o.u~,e,~ 33,000 COU.L~O 0 0 Sewer ext - N. Lafayette ** V6229301 1,300 0 0% 0 C~.C~L 0 0 Main - Evergreen Park ** V6208301 28,000 1,440 5% 0 CO~,L~,. 26,560 0 8"Main - Wheaton ** V6374301 26,000 559 0 0 CC*~.~"TE~ 26,881 0 Sewer ext - Garland Lane ** V6300301 11,732 11r732 100% . -- 0 CO~P~T£O 0 0 Sewel mod- SheddanRoad ** V6312301 12,000 489 4%, 0 _co~,~.,5 2,000 0 Sewer mod- CE1 Main ** V6375~1 20,000 2 348 ~ 0 cc*,,~,~ 18,678 0 Callow ~ Prior_ity II - V~21410~ 50,0~0 3,54(~ - ~'~o ~ c^..~ow~ 25,000 650,000 CaJlow Pdodty I- Phase 2 Constr V62{4706 3,8~§,000 - 0 0% (3,53~.,000' c.~.vov~ 302,000 3,534,000 Rew Meter Replacement V6247106 10,000 10,360 104% 0 co..,~D 0 0 CSO No~flcalJon Signs V6248106 10,000 0 0% 0 c...vov~ 10,000 0 CSOs Roatab~e C r - Desi.qn/Instail ClP V6249106 20,000 u - 0% (15,000 c~ow 5,000 25,000 OF- 17 Manhde R81 V6256106 30,000 0 0% (30,000 c...vovs. 0 30,000 Oyster B ay Basin Interceptors- Design CIP V6246305 23,000 440] 2% 0 CO~.~T~ 1,918 0 1996 Sar~ta~ Sewer Main Replacement ** V6280305 968 0 0% 30,000 co~.~E~ 9,314 0 Penn Ave Slope Stabilization (Move to Stormwtr) V6380300 0 8,582 ,~o~u~ 0 co.~,~ (8,582 0 1997 Sanitary Sewer Ma~n Replacement ClP .~^ ./^ N/^ N~^ ./^ .EW ./^ 220,000 8" M ain Werner Road CIP ./^ ./^ ./^ ./^ .,^ .~w ./^ 10,000 Anderson Cove Basin CSO Separ¢on CIP ./^ ./^ ./A ./^ ./A .[W ./^ 0 Subtotal CSO / Sewer Construction $4,214~000 $332~116 8% ($2,993,113) $628,663 $4~489~000 28-Oct- 96 Rlename; 96EXP WASTEWATER UTILITY CAPITAL PROJECT TITLE * Budgetedes onelineitem ** Budgeted ~ one line item. PROJECT # WWTP / PUMP STATIONS VCV,/TP Odor Control WWTP Dechlorination Fadlity CE- 1 Sluice Gates Air Relief & PS Odor Ctrl ~Remodel- Scada WWTP/PumD Stations - ~rovements V4215200 V4217204 V5240207 5254203 V5287207 aP ~ Subtotal w~rrp/Pu~ Stations EQUIPMENT Portable em~ener ator Miol Camera (_Sewerline Ins~ ~onduit Tools V6243207 V6264307 ~3106 Conduit Tools V6383206 cl~P cl~P UsedVan fm Police DetL Miscall aneous ~ Automatic Power Switch Tde hones stemu ade Vi bration Ana]~ ~& Quantity Meters ~6360100 N/A I i 1996 STATUS /- 1996 1996 % OF 1996 BUDGET EXPENSES BUDGET BUDGET @12/31/96 REMAINING ~¢o ~ ~¢ EXPENSED AMENDMENT COSTS 1~200~000! 2~780~971 65,O00 35,97; 40,000 303 480000 519253 150,000 59,824 190,500 100,811 232% 2~085~000 55% 0 _ Wo~ 108% 66 000 -- 40% ~ 53%' ~ 1997 BUDGET 2125500 $3497134 165% $2031000 18,00 14 500 COMPLETED CA~RRYOVE~R CANCEL 267,00~ U .C~UDED^.OVE 20,0~ 0 500 50,000 100,000 50,0~ 100,000 $36750 ~ 6o__o 12768 3,434 N/A Subtotal Equipment TOTAL CAPITAL _ . VEHICLE§ TRANSI~ER ~i'O IERR-~=U~D ~ L Ton S-~'Tr uck Dept ~3~ N/A ~9'¢0~W StepVan (Note 3) Dept 331 N/A Dept 32I ~ 4)(4 Pick-- up Truck_____ N/A TOTAL EQUITY TRANSFER $32,50 3% 88% 3,50~00 $16,801 52% $3,500 77777 NEW NEW NEW NEW NEW -- 5 096 0 1 732 O~ 8 708 4,000 N,,^ 10 000 .,A 15,000 $6 395 $37 7O8 $8,1110,0000 $4.796 288 5_9% ($538,6~ N/A N/A N/A $~20~t 1,358 $5,536,708 N/A N/A N/A j N~W I N/A 10,000I N/A N/A N/A .~w I ~/A $0 $0 $0 $40,000 j $0 Notes: (1) Dept 33:1 @ $2,208 Sewer/~torm crew, 1 industrial grade computer with imaging equipmt @ $6,500. (2) Compactor (pogostick), Compactor (Cate), Cut-Off Saw (3) To be purchesed fm Electronics @ $10k; if fully reserved in B~R Fund total "cest" ~s $20,500 28-Oct- 96 Rlename: 96EXP Requesting Department: CITY OF BREMERTOP BUDGET ADJUSTMENT REQUEST WATER UTILITY No. 96-30 SOURCE OF FUNDS: Description REDUCE ENDING CASH Amount 70,000 USE OFFUNDS: Description INCREASE CAPITAL Amount 70,000 NARRATIVE: This adjustment will provide for the purchase of two variable message signs for controlling traffic at construction sites. Department Head Signature Date Director Signature Date Treasurer Comments: Recommended Not Recommended Treasurer's'Signature Mayor Comments: Recommended Approved Not Recommended Denied Mayor's Signature __ Dante Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied iscal & Budget Committee Signatdre Date Requesting Department: CiTY OF BREMERTON BUDGET ADJUSTMENT REQUEST Police/Special Projects 110 Fund NO. SOURCE OF FUNDS: Description Ending Balance $ Amount 6,400.00 USE OF FUNDS: Description 110 Captial Outlay - Computer Hardware Amount $6,400.00 NARRATIVE: Transfer funds to facilitate purchase of computer equipment. Date Department Head Signature Treasurer Comments: Director Si~lnature ended Mayor Comments: Not Recomm~ended Treasurer's~6,i~..n~ature ~ Recommended r'--] Approved r-'--] Not Recommended // ~ Denied ~. Fiscal & Budget Committee Comments: Mayor's Signature Date r-~ Recommended [~ Approved / ~-~ Not Recommended ~-~ Denied Fiscal & Budget Com tee Signature Date Requesting Department: CITY OF BREMERTON BUDGET ADJUSTMENT REQUEST GOLD MT. GOLF COURSE 407 NO. 96-33 SOURCE OF FUNDS: Desc~ INCREASE: GREEN FEES Amount 265,000 USEOFFUNDS: Description INCREASE: GOLF PRO OPERATIONS MAINTENANCE TRANSF. TO PARK FAC. TRANSF. TO PENDERGAST ENDING CASH Amount 50,000 100,000 17,000 49,000 49,000 NARRATIVE: This adjustment provides for the opening of the Olympic Course at Gold Mountain in September 1996. This opening was originally planned for April of 1997. Department Head Signature Date ............. Date Director Signature Treasurer Comments: ~Recommended Not Recommended Mayor Comments: Recommended Approved Not Recommended Denied Mayor s Signature Fiscal & Budget Committee Comments: ~-~ Recommended r-~ Approved Not Recommended Denied Budget Committee Signature Date Requesting Department: CITY OF BREMERTON BUDGET ADJUSTMENT REQUEST GENERAL MISC. 001-73 No. 96-34 SOURCE OF FUNDS: 0escdption Retirement Set-aside Amount 80,604 !USE OF FUNDS: Description Amount Increase Personnel: Police 54,340 Fire 11,821 Parks & Rec. 14.443 80,604 NARRATIVE: This adjustment will distribute money set aside for anticipated employee retirements from General Misc. to the departments in which actual costs have been incurred. Department Head S-~ture Date Director Signature Date Treasurer Comments: ~mmended Not Recommended Treasurer's Signature % Datd Mayor Comments: Approved I [Denied ~ /_ Mayor's Signature Date Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied Fiscal & Budget Committee Signature Date /Ol Requesting Department: CITY OF BREMERTO ' BUDGET ADJUSTMENT REQUEST Community Development SOURCE OF FUNDS: 001.16524.2016 51010 4,000.00 USE OF FUNDS: [~C.,LJD_t~LgJ3 Amount 001.16558.2016 4,000 54110 Printing NARRATIVE: There ~ not adequate funds in professional services to pay for printing Harrison brochure (existing professional services funds are allocated/encumbered for a consultant contract). · There is a surplus of personnel funds due to delay in hiring Permit Manager. Department Head Signature Date Treasurer Comments: Director Signature Date Mayor Comments: Not Recommended Treasurer's Signature ~ Date ~ Recommended ~-~ NotRecommended Approved ~-~ Denied Fiscal & Budget Committee Comments: Mayor's Signature Date Recommended Approved Not Recommended Denied Fiscal & Budget Committee Signature Date /OD-- Requesting Department: CITY OF BREMERTOI% [IUDGET ADJUSTMENT REQUEST COMMUNITY DEVELOP~T No. SOURCE OF FUNDS: 001-16524 . 2016 54300 001-16524. 2016 51010 $1,000.00 $1,000.00 USE OF FUNDS: Capital Budget 001.16 $2,000 NARRATIVE: Purchase P.C. to replace PC dedicated to link Community Development, Fire and Public Works and Utilities permit system. Department Head Signature Treasurer Comments: Date Director Signature Date Recommended Mayor Comments: Not Recommended Treasurer's Signature ~-~ Recommended [~ Approved [--] Not Recommended [--~ Denied Fiscal & Budget Committee Comments: Mayor's Signature Date ~ Recommended [---] Approved Not Recommended Denied Fiscal & Budget Committee Signature Date 103 Requesting Department: CITY OF BREMERTOIV BUDGET ADJUSTMENT REQUEST GENERAL FUND GENERAL MISC. 001-73 No. 96-37 SOURCE OF FUNDS: Description Reduce Supplies & Services Amount 2,750 USE OF FUNDS: Description Increase Capital Amount 2,750 NARRATIVE: This adjustment will provide for the purchase of a video camera from the money appropriated for the Community Access Program. Department Head Sign-"atuce~ Date Director Signature Date Treasurer Comments: ~'"'~ecommended Not Recommended Treasurer's Signature ~ Date Mayor Comments: Recommended Approved Not Recommended Denied Signature Date Fiscal & Budget Committee Comments: ~-~ Recommended ~ Approved Not Recommended Denied Fiscal & Budget Committee Signature Date Requesting Department: CITY OF BREMERTON BUDGET ADJUSTMENT REC~U_EST POLICE DEPARTMENT No. 96-38 SOURCE OF FUNDS: Description Increase Sales Tax Revenue Decrease Cen-Oom Expense Amount 95,000 25,000 120,000 USE OF FUNDS: ~tion Amount Increase Jail Expense 120,000 NARRATIVE: This adjustment provides for greater than anticipated number of City prisoners incarcerated at the Kitsap County jail. Departmen'i"'Hea'd'Signature Date Director Signature Date Treasurer Comments: ~-d~mended [ i Not Recommende~- Treasurer's~-.~ Mayor Comments: Date Recommended Approved Not Recommended Denied Mayor's Signature Date Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied Fiscal & Budget Committee Signature Date /o5 Requesting Department: CITY OF BREMERTON BUDGET ADJUSTMENT REC~UEST ATHLETIC SPORTS FUND No. 96-39 SOURCE OF FUNDS: Description increase Beginning Cash USE OF FUNDS: Amount Description Amount 6,500 increase Transfer Out 6,500 NARRATIVE: This adjustment will provide for the transfer to the General Fund of the left over cash when this fund was closed out. Department Head Signature Date -D i re c~}-S i~ r~ a-t~ r e ....... Date Treasurer Comments: ~;~Recommended Mayor Comments: Not Recommended Trea~~ Recommended [~-1 Not Recommended Approved L ! Denied Mayor's Signature Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied Fiscal & Budget Committee Signature Date Requesting Department: CITY OF BREMERTON BUDGET ADJUSTMENT REQUEST ROOSEVELTTRUSTFUND No. 96-40 SOURCE OF FUNDS: Description Increase Parking Revenue Amount 5,000 USE OF FUNDS: /Descr~iption Ilncrease Parking Administration Amount 5,000 NARRATIVE: This adjustment provides for additional volume of parking at the City's waterfront lots and the associated oosts. Department Head Signature Date ~)q~'ector-~ig~atur~ ........ Date Treasurer Comments: ~'~ecommended Not Recommendededed~/ J .~ Treasu~-e?s -~i~n~r~' Mayor Comments: Recommended Approved Not Recommended ~-~ Denied Mayor's Signature D~te Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied Fiscal & Budget Committee Signature Date I07 Requesting Department: CITY OF BREMERTOI BUDGET ADJUSTMENT REQU_E_S~T EMPLOYEE MEDICAL iNSURANCE RESERVE No. g6-41 SOURCE OF FUNDS: _Description Decrease Ending Cash Amount 25,000 USE OF FUNDS: Description Amount , Increase Professional Services 25,000 NARRATIVE: This adjustment will provide for the consultant used by the City in process of reviewing and re-bidding the contract for employee medical insurance. Department Head Signature Date Director Signature Date Treasurer Comments: ~'~ecommended Not Recommended Treas e Mayor Comments: Recommended Approved Not Recommended Denied Date Mayor's Signature Fiscal & Budget Committee Comments: Recommended Approved Not Recommended Denied Fiscal & Budget Committee Signature Date CITY OF BREMERTON BUDGET ADJUSTMENT REQUEST_ No. Requesting Department: SOURCE OF FUNDS: Description Decrease Supplies & Services ABATEMENT REVOLVING FUND Amount 20,000 USE OF FUNDS: D_escr~iption Increase Labor 96-42 Amount 20,000 NARRATIVE: This adjustment will provide for certain abatement projects which were carried out by City staff instead of contractors. Department Head Signature Date Director Signature Date Treasurer Comments: mended Not Recommended Mayor Comments: ~ Recommended ~ Not Recommended %~ ~/~ Approved I iDenied ~ / Mayor's Signature Date Fiscal & Budget Committee Comments: Recommended F~ Not Recommended Approved E~ Denied Fiscal & Budget Committee Signature Date Requesting Department: CITY OF BREMERTO' BUDGET ADJUSTMENT REQUEST GENERAL FUND, TRANSPORTATION DEPT. No. 96-4~;_~ SOURCE OF FUNDS: Description Decrease Ending Cash Amount 20,000 USE OF FUNDS: DescriptLon Increase Professional Services Amount 20,000 NARRATIVE: This adjustment will provide for the greater than anticipated costs of closing out the contract with Ryder for garage operations. Departmbnt Head ~igz:taLure Date Treasurer Comments: [--~ecommended Not Recommended ~"'~ ~ ....... _~ [/G Treasurer's S~-~'n a t ~ ~ e~--<-7-.-~- Date Mayor Comments: Recommended Approved ~ Not Recommended ~-~ Denied Fiscal & Budget Committee Comments: Date Recommended Approved Not Recommended Denied Fiscal & Budget Committee Signature Date !10 AGENDA BILL BREMERTON CITY COUNCIL 1. Subject: FOR. AGENDA OF: 12/11/96 Wemer Road Annexation 75% Petition ORIGINATING DEPT:Executive Public Hearing and Ordinance ORIGINATOR-: T. O2qeill DATE SUBMITTED: 11/20/96 2. Clearances: (Co~m~ back if necessary) City Atto~~5~-~'~-~.: A Community Develbpment: ~.L~/~a~r'f---~ Council Committee: ENDORSEMENT x~ INFORMATION__ 3. Exhibits: Petition/Certification Ordinance (Original signatures/documents on File in the City Clerk's office) Plnnnin~ C'nmml ~clnn/RtnFF R o,nn~tq APPROVED BY COUNCIL COUNCIL PRESL...-.-/~'~- 4. SUMMARY STATEMENT & REQUIREMENT FOR COUNCIL ACTION: A legally sufficient petition, represeming 75-percent of assessed value of all real property within a revised annexation area Wemer Road Area, has been secured. This new area represents a portion of the area represented by the 10-percent petition. A public hearing shall be held before City Council, in accordance with RCW 35.13.140. Any interested persons may appear and voice either approval or disapproval for this annexation. Following the heating the Legislative body must approve the ordinance annexing the area and establishing land-use designations on the first reading and pass it on the second; or reject the annexation. 8. RECOMMENDATION: City staff recommends the City Council approve the ordinance annexing the Wemer Road Annexation on the first reading and pass it on the second reading. RESPONSIBLE OFFICIAL: ENFORCEMENT OFFICIAL: EXPIRATION DATE: REVIEW DATE: PULLED TABLED 10. APPROVED NOTICE OF ACTION: DISAPPROVED__ AMENDED__ IOA 2. CLEARANCE COMMENTS: 5. IMPACT ON NON-PASSAGE: If the Council rejects the proposed annexation, the initiating parties have no right of appeal (R.C Y~ 35.13.177 and178). 6. IMPACT ON STAFFING, BUDGETS, FACILITIES, EQUIPMENT OR OTHER RESOURCES: See Municipal Services Stqff Report. 7. RESEARCH SOURCES: "Annexation Handbook." Municipal Research & Services Center of Washington. June 1995 (51). "Implementation, Consistency and Concurrence: Annexation Policies." Bremerton Comprehensive Plan (April 5, 1995.) Feb. 1996. Chapter K, Sec. 4 Urban Growth Policies, Sub-section D (10). Excerpt from Annexation Policies: According to city policies established for annexation, the City of Bremerton considers annexation as a means of meeting community needs. The following objectives are the framework for measuring specific annexation requests. Objective A: The city will utilize umform criteria in evaluating annexations. · Short-and long-term community impacts on levels of service and projected revenues and expenditures for services will be evaluated. · Only annexations which do not diminish the current levels of service over the long- term will be accepted. Objective B: The city will consider annexation areas best meeting the growth goals and polices of the city and region. Objective C: The city will consider annexation areas which preserve established neighborhoods and community identities. COUNCIL DI]I. ECTIVE: DATE: ORDINANCE NO. AN ORDINANCE annexing an area known as the Werner Road Area and fixing the effective date of annexation. WHEREAS, the City of Bremerton, Washington received from property owners residing within a 52 acre area, south of Harlow Drive, west of Ida and including lots on the south side of Werner Road, west of Alder, a Notice of Intent to commence annexation proceedings; and WHEREAS, the City Council approved the 10% Petition for the Werner Road Annexation on February 28, 1996, and required the adoption of comprehensive plan and land-use zoning designations and required the area and to assume a proportional share of existing City indebtedness upon annexation; and WHEREAS, there was filed with the City Council of the City of Bremerton a Petition for the annexation of a portion of the Werner Road Area which conformed to the City Council's requirements as described above, in writing and signed by the owners representing 75-percent of property value, according to the assessed valuation for general taxation; and WI-IEREAS, the Bremerton City Council conducted a public hearing on December 11, 1996, following posting and publication of the hearing, as required by law, to accept public comments on the annexation petition and accept said; now therefore: THE CITY OF BREMERTON DOES ORDAIN TI-IE FOLLOWDqG: Section 1. The territory described and further depicted in Exhibit "A and B," respectively, and attached hereto and incorporated by reference herein shall be and constitute a part of the City of Bremerton. Section 2. In conformance with the terms of the Annexation Petition all property, within the territory annexed, hereby shall be subject to all the laws of the city and ordinances including assessment or taxes in payment of any bonds issued or debts contracted prior to or existing at the date of annexation. Section 3. The official zoning map of the City of Bremerton shall be amended to include the area as denoted on Exhibit C attached hereto and incorporated by reference herein. Section 4. This ordinance shall take effect ten days following passage and publication. The City Clerk shall certify this annexation ordinance with the Kitsap County Commissioner's Board following the final approval by the Kitsap County Boundary Review Board. If disapproved the ordinance shall become null and void. APPROVED by the City Council on the first reading this day of December, 1996. PASSED by the City Council of Bremerton this __ day of December, 1996. Bremerton City Council President APPROVED this __ day of ,1996. Lynn S. Horton, Mayor of Bremerton ATTEST: Kathleen McCluskey, City Clerk Exhibit: ~ Werner Road Annexation 71.08 ACRES 22NOVEMBER 1996 G P THORNBURGH: CHECKED BY N LEVER Beginning at the northwest comer of the El/2 SEl/4 NEll4 NEll4 of Sec. 20 T24N, R1 E, WM; (said NW corner being on the existing City Limits Line) thence following along the City Limits Line south to the SW corner of said El/2; thence east to the SE corner of said E1/2; thence south along the east line of said Sec. 20 to the north margin of Werner Rd; thence west along said north margin to the west line of the El/2 NEll4 SEl/4 NEll4 of said Sec.20; thence south to the SW corner of the El/2 SEl/4 SEl/4 NEll4 of said Sec. 20; thence east along said south line of the NEll4 of said Sec. 20 and continuing east along the south line of the NWl/4 of Sec. 21 T24N, R1 E, WM to the east line of the SWl/4 of the NWl/4 of said Section 21; thence leaving the City Limits line and running north along said east line to the north margin of Wemer Rd; thence west along said north margin to the west margin of Maple St (Ida St); thence north along said west margin to the south margin of Rogers St; thence west along said south margin to the west margin of Broad St; thence north along said west margin to the north line of Sec. 21, T24N, R1 E, WM; thence west along said north line to the NW corner of said Sec 21; thence west along the north line of said Sec. 20 a distance of 142 fi; thence southwesterly in a straight line to a point on the west line of the El/2 NEll4 NEll4 NEll4 of said Sec. 20, said point being 411 ft south of the North line of said Sec. 20; thence south to the point of beginning. ALSO: That portion of Section 16, T24N, R1 E, WM described as follows; Beginning at the SW comer of said Sec. 16; thence north along the west line of said Sec. to a point 150 ft south of the NW corner of the SWl/4 of the SW1/4 of the SWl/4 of said Sec. 16; thence east along a line 150 ft south of and parallel to the north Line of said SWl/4 SW1/4 SWl/4 to the easterly margin of Tweed Lane; thence south westerly along said easterly margin to the south line of said Sec 16; thence west to the point of beginning. ~,,'--~---~--~:,'-c~ ' %~ ' : ~ ~.X¢~ ~ --_ i ,. ~ '- -:. ~ , ' 'b ~ ~': - : ' * ~ ~-.'-- - ~ · ~ ~ =~. : - ~ . , : -', ~.~ ~- ~ :,,R - - - ~ ~ ~:_.L= ~Z~:~ ' L_ ~ Monroe St & UTIUTIE8 PLOT ENQIHEERING DIVISION D~WING NO. D~WN BY: SMd DESIGN BY: CHECKED BY: SHE~ WERNPRI.DWG DATE 11-18-96 DATE DATE 1 OF 1 Exhibit City of Bremerton COMPREHENSIVE PLAN: Wemer Road Corridor --- IP (Industrial Park) Areas to north of corridor --- LDR (Low Density Residential) K~sap La~e $'& ,7 P C-I Oyster Bay HDR C-P OS MDR West Pal'k PW C-G~- IP : Wemer Rd. I_DR P IP Exhibit " ~ City of Bremerton ZONING: Werner Rd. Corridor ~ollwood Housing All other Areas --- IP (Industrial Park) --- MF (Multiple-family Residential) --- SF-3 (Single-family Residential) SF-3! y Limils Certification of Petition I, Kathleen McCluskey, City Clerk for the City of Bremerton, do hereby certify that I have received today a petition supported by owners of not less than seventy-five percent of the value of the property for which annexation is petitioned, according to the assessed valuation for general taxation purposes as required in R.W. 35.13.125. The assessed valuation of these parcels, according to the Kitsap County Tax Assessors official record, is $7,716,230.00. The assessed valuation of property represented by signatures is $5,808,700.00. or 75.3%. These signatures therefore constitute at least the required 75%, which figure would be $5,787,173.00, an excess of $21,527.00. SIGNED P~D SEALED t~2~.' day of November, 1996. /2 ./ ' it..._r----.--~ ~.)~f .t....,: ~ -5~.--~ ~ Kathleen ~Cluskey, 9~y'~lerk City of Bremenon ~ ~' 2%:~'",:- Petition for Annexation to the City of Bremerton The Honorable Mayor and City Council City of Bremerton, Washington The City Counctl of Bremerton, Washington is hereby petitioned by the undersigned, representing ownership of not less than seventy-five (75) percent in value of the real property as assessed by the County of Kitsap and lying contiguous to the City of Bremerton, to annex such temto~y and make it part of the City of Bremerton under the provisions of Chapter 35.13 R.C.W. The territory proposed for annexation is within Kitsap County, Washington, as is hereby described on Exhibit "A" attached hereto, and further depicted on Exhibit "B" also attached hereto as part of the petition. The City Council of the City of Bremerton met with the initiating parties at a City Council meeting on February 28, 1996. At that meeting they did determine the city would accept the proposed annexation, as disclosed by that minute enay. At said meeting the City Council did determine that: 1) It woulc accept the annexation of the Wemer Addition area; and 2) Would require the area to assume a proportional share of existing city indebtedness as a condition of any future petition for annexation; and 3) Require the simultaneons adoption of a comprehensive plan and zoning designations upon annexation. WHEREFORE, the undersigned do petition the City Council and ask: (a) That appropriate action be taken to entertain this petition, fixing a date for a public hearing, causing a notice to be published and posted, specifying the time and place of such hearing, and inviting all persons interested to appear and voice approval or disapproval of such annexation; and Co) That following such hearing, the City Council shall determine by ordinance that such annexation shall be made, annexing the above described territory, and declaring the date whereon such annexation shall become effective; and that property so annexed shall become a part of the City of Bremerton, Washington, subject to its laws and ordinance then and thereafter in force. Any and all petitioners hereto agree that all property within the territory hereby sought to be annexed shall be assessed and taxed at the same rate and on the same basis as other property within the City of Bremerton, including assessments or taxes in payment of any bonds issued or debts contracted prior to or existing at the date of annekation. Petitioners further agree that City zoning will be applied to the area upon annexation, in conformance wi: h the adopted comprehensive plan of the city. The above' or attached text and prayer of the petition have been read by the undersigned, and consent is given by the undersigned to the filing of other signature pages hereof to be considered as part of this petition. I ,2..0 'q : Name/add Pa cci be Vai ' : ress rnum r uat,on Attached Exh. #1 Kitsap Consolidated 202401 1 003 2008 $1,815,000. Housing Authority Rec. 7905090014 Attached Exh. #2 Cascade Natural Gas 212401 2 078 2005 0 222 Fairview Ln. N; Sea. Attached Exh. #3 Ray McCotter 212401 2 077 2006 $52,510. 5840 Wemer Rd; Brem. 212401 2 086 2005 $210,120. Attached Exh. #4 Jerry E. Nelson 212401 2 126 2007 $125,000. 4874 NW 82nd St; Sil Rec. 8301070028 Attached Exh. #5 Daniel Lewis 212401 2 128 2005 $366,000. 5861 Werner Rd; Brem. 212401 2 129 2004 $35,000. Rec. 8301070028 Attached Exh. #6 Bremerton Assoc. 212401 2 130 2001 $35,000. 4624 NE 89th St. 212401 2 131 2000 5227,000. Seattle 212401 2 132 2009 $35,000. 212401 2 133 2008 35,000. 212401 2 134 2007 0. Rec. 8301070028 Attached Exh. #7 Frederick & Diane Clayton 212401 2 127 2006 $117,000 10511 Willamette Meridian Rec. 9809260041 Attached Exh. #8 Michael& Mikeline Meures 212401 2 113 2002 $255,000. 934 52nd St SE. Auburn 212401 2 076 2007 26,000. Rec. 8909260041 Attached Exh. #9 William Schoump 212401 2 072 2001 $2,343,000. 6581 Tracy~on Blvd NW Kec. 9502240029 Attached Exh. #10 Skirving Estate 212401 2 040 2000 $83,840. 2135 6th Street 202401 1 001 2000 48,230. Brem. 98312 Total $5,808,700. Exl"zibit: Werner Road Annexation 71.08 ACRES 22NOVEMBER 1996 G P THORNBURGH: CHECKED BY N LEVER Beginning at the northwest comer of the El/2 SEl/4 NEll4 NEll4 of Sec. 20 T24N, R1 E, WM; (said NW corner being on the existing City Limits Line) thence following along the City Limits Line south to the SW corner of said El/2; thence east to the SE corner of said El/2; thence south along the east line of said Sec. 20 to the north margin of Werner Rd; thence west along said north margin to the west line of the E1/2 NEll4 SEl/4 NEll4 of said Sec.20; thence south to the SW corner of the E1/2 SEl/4 SEl/4 NEll4 of said Sec. 20; thence east along said south line of the NEll4 of said Sec. 20 and continuing east along the south line of the NWl/4 of Sec. 21 T24N, R1 E, VVM to the east line of the SW1/4 of the NWl/4 of said Section 21; thence leaving the City Limits line and running north along said east line to the north margin of Wemer Rd; thence west along said north margin to the west margin of Maple St (Ida St); thence north along said west margin to the south margin of Rogers St; thence west along said south margin to the west margin of Broad St; thence north along said west margin to the north line of Sec. 21, T24N, R1 E, WM; thence west along said north line to the NW corner of said Sec 21; thence west along the north line of said Sec. 20 a distance of 142 ft; thence southwesterly in a straight line to a point on the west line of the E1/2 NEll4 NE1/4 NEll4 of said Sec. 20, said point being 411 ft south of the North line of said Sec. 20; thence south to the point of beginning. ALSO: That portion of Section 16, T24N, RIE, WM described as follows; Beginning at the SW corner of said Sec. 16; thence north along the west line of said Sec. to a point 150 ft south of the NW corner of the SWl/4 of the SWl/4 of the SWI/4 of said Sec. 16; thence east along a line 150 ft south of and parallel to the north line of said SWl/4 SWl/4 SWI/4 to the easterly margin of Tweed Lane; thence south westerly along said easterly margin to the south line of said Sec 16; thence west to the point of beginning. :Wer~e~ Rd. SCALE HORIZ,, 1" =800' PLOT 40 NO, 'RLDWG erner Road nexation Prepped by Terrie O'Neill, Municip~ Ser~ces Coordinator November 18, 1996 Cities use annexation to expand their boundaries and to provide land for new development. As Bremerton faces the turning of the century, many new venues for re- vitalize are on the horizon, but resources and services are finite. The City Council is charged by state statute to determine what are the best future options for growth through annexation. The following report is provided to give the City Council necessary data for the evaluation of a request from a property owner to annex to the City of Bremerton. Section 1: A Review of City Policy on Annexation: The city seeks to annex areas that will enhance the future of the City of Bremerton. According to polices adopted for annexation by City Council, the City of Bremerton considers annexation a means of meeting community needs. This includes both the service and capital needs for the applicant and the needs of existing city citizens. To evaluate the suitability of a site proposed for annexation, short- and long-term community impacts on all residents should be studied. The area should have the ability to provide the resources necessary to accommodate their own service and capital needs. Only annexations which do not diminish the current level of services, over time, should be accepted. In some cases, annexation brings about a reduction in costs to the city. This is accomplished through the collection of taxes from an area where the city is already providing many services, either through mutual aid or otherwise. Section 2: Services to the Proposed Area This annexation area has been under study since 1991. The city has extended services into this region for more than fifteen years. Department directors were asked to describe possible impacts of the annexation of these lands to the city. Comments were consistent with staffs recommendation to approve the Letter of Intent to annex as November 18, 1996 proposed. However, the following comments are noted: Emergency Services: Chief Michael D. McKinley- ! do not expect a high service demand from the Werner Road corridor for either ALS or fire response. The development of the Werner corridor, for industrial uses will be built to code and will generally have a light occupancy load, thus a light demand for medical services. The greatest service demand increase will be to the ALS [services as they extend] to the Kitsap Housing Authority project "Knollwood." Response time will be in the range of 4-5 minutes for fire, ALS and BLS services. These are well within the standard acceptable service levels, as recognized on the national level. MSC notes: Calls for Fire/Aid to the entire Werner Island was 44 in 1995 according to CenCom. Chief Paul Du Fresne - There are concerns about the Knollwood public housing area, inasmuch as calls for law enforcement there, in 1995, reached 353. However, the Mayor, Ms. O'Neill and ~ have met with the housing authority and have preliminarily discussed future options for change at Knollwood. It is, unfortunately, apparent that there will be a significant increase in demand for services in the west area, at least temporarily. Parks and Recreation: Parks Director, Jim Spencer- No impact to the Parks Depa, tmenL The area is served by the Pendergast Regional Park and the SR-3 Tennis Courts. Public Works and Utilities: Randy Witt, City Engineer- November 18, 1996 2 Attached (Attachment 1) are detailed comments on the condition of the infrastructure in the annexation areas. The table needs some elaboration: 1. The "Functional Rating" relates to the amount of traffic and the type of road. For example, a functional rating "1" represents a principal arterial and 4 is a local access street. 2. The "OCI" (overall condition index) is the summary number for the factors which go into the rating and ranking. The main issues in this area are the street widths and [the fact that] they do not have curb, gutter and sidewalks. Most of the streets are below city standards. There are not city funds [designated] to bring them up to this standard. It could be accomplished through Local Improvement Districts or new development. The storm system is limited, see comments section of the street summary. The problems and maintenance will be typical of this type of unimproved system. Because the city will receive funding from storm fees collected from the annexation area, we do not foresee any extraordinary problems in this area. Tim Richard, City Utility Engineer- Sewer: All property within the proposed annexation area is within the city wastewater service area. The majority of properties within the area front on sewer mains. These mains are relatively new and in good condition. The sewer mains are adequately sized to handle the local sanitary sewer flows. Properties on Broad Street and approximately 300' of Werner road from west of Maple Street to the Bremerton Business Park do not have mains at the front of their sites. An extension of the sewer line in Werner is possible to serve properties in this area as they develop. Extension of sewer to serve properties on Broad and other areas will require a major sewer extension from 1st and Kean. This project is outlined in the Draft November 18, 1996 3 Wastewater Comprehensive Plan. Water: All property within the proposed annexation is within the Water Service Area of the city. The majority of properties in the area are on water mains. These mains are adequately sized to provide local water distribution. Water pressures in the southwest portion of this proposed annexation area, west of Maple and south of Rogers are marginal to inadequate to provide service. Development of a "West 650 water pressure zone" is identified in the Water Comprehensive Plan to provide adequate pressure to this area and property already within the City of Bremerton. The proposed improvements consist of a reservoir, pump station, and transmission main. Funding for design of these improvements is included in the proposed 1996 budget. MSC notes: The Broad Street area does not appear to have adequate fire hydrants to service the potential need, according to neighbors from the area. Department of Community Development: Donald Pratt, Director- The area is within the interim and proposed Urban Growth Boundary for the City of Bremerton. MSC Notes: Housing conditions in the Broad Street community may demand enforcement actions. See Planning Commission report. Section 3: Surrounding Areas The city staff and administrators Fire District #12 agree that the community in the Werner Road area would be have significant reductions in response time for emergency aid. Calls for mutual aid are frequent, sewer failures are present in the Sunnyhill Road area and development pressures persist on Werner Road, it is likely that the other areas within the county island will eventually be annexed. Currently, the city sends emergency services on a routine basis to this area due to mutual aid contracts. November 18, 1996 4 ANNEXATION WERNER RD AREA 3TREET NAME ~*>' < ~ >. ~ ~: _z STREET COMMENTS STORM DRAINAGE COMMENTS :RANCES AVE ACP 500 4 UNK 65 513 20 FT WIDE SUBSTDiNO CURS, GUTTER or SIDEWALK NO DRAINAGE FEATURES 3OROTHY AVE ACP 310 4 UNK 82 846 20 FT WIDE SUBSTD NO CURB, GUTTER OR SIDEWALK NO DRAINAGE FEATURES ~AZEL AVE ACP 270 4 UNK 70 605 20 FT WIDE SUBSTD,NO CURS, GUTTER OR SIDEWALK NO DRAINAGE FEATURES 3RICE ROAD ACP 1,5~3 3 UNK 67 547 18 FT WiDE SUBSTD,NO CURB, GUTTER OR SIOEWALK DRAINAGE DITCH NORTH SIDE, NOTHING ON SOUTH SI[~E IANEED LANE NM GRAY 6DC 4 UNK NA GRAVEL 15 FT WiDE -IARLOW DR ACP 800 3 UNK 87 939 20 FT WIDE SUBSTD,NO CURB GUTTER OR SIDEWALK GOOD OR/UNAGE DITCHES ON BOTH SIDES, SOME EROSION ~ROAD ST ACP 16.50 3 UNK 57 394 14-18 FT WIDE, SUBSTD, NO C&G OR SIDEWALK DRAINAGE DICHES FAIR COND NEED TO HAVE MAINTANCE WORK ODGERS ST UNDEV 320 NA UNK NA UNDEVELOPED MAPLE ST ACP 620 4 UNK 42 233 20 FT WIDE SUBSTD,NO CURB. GU'STER OR SIDEWALK NO DITCHES, POOR DRAINAGE · LOWER RANKED NUMBER MEANS THAT THE ROAD WILL NEED TO SE REPAIRED SOONER THEN OTHER CITY STREETS THE HIGHEST OR BEST STREET IS RANKEO 1379 ACCORDING TO THE CITY'S PAVEMENT MANAGEMENT SYSTEM Page 1 City of Bremerton COMPREHENSIVE PLAN LDR = Low Density Residential IP = Industrial Park City of Bremerton DEFAULT ZONING SF-2 = Low Density Residential IP = Industrial Park SF-2i SF-2 ~ FIND G8 OF FACT CONCLUSIONS OF LARr of the BREMERTON PLANNING COMMISSION Werner Road Annexation Area PRE-ANNEXATION PLAN & ZONING File No: PAZ-02-96 Prepared by: Ron W. Hough, Planning Manager --- Department of Community Development --- March 8, 1996 On November 8, 1995, the Bremerton City Council considered a 10% Petition and directed staff to proceed toward annexation of approximately 137 acres, known as the Werner Road Annexation Area. The area is a portion of an unincorporated "island" that is totally surrounded by the City of Bremerton. Prior to the final annexation decision by the City Council and Boundary Review' Board, the City's process calls for Planning Commission review and recommendation for the most appropriate Comprehensive Plan designation and City zoning, both of which would take effect upon annexation. FINDINGS OF FACT 1. APPLICANT: 2. LOCATION: Owners of properties within the Annexation Area have submitted Letters of Intent to Annex their properties into the City, or have entered into agreements with the City whereby they would receive City utility services xvhile remaining in the County until such time as annexation is most appropriate. West Bremerton sector: The annexation area includes lands along both sides of Werner Road and extending to the north, westward of Ida Street and Broad Street, to Harlow Drive. (map attached) DESCRIPTION: (a) Size: Approximately 137 acres. 1 131 (b) (c) (d) Lots: Approximately 75 lots of various shapes and sizes. Development: Most of the land within the proposed annexation area is vacant or underdeveloped, based on current Kitsap County zoning. The Wemer Road corridor (both sides) is zoned for industrial development and some new development has occurred recently. However, most of the area remains vacant or in low-density residential use, as does the portion of the annexation area that extends northward to Harlow Drive. The only exception is the Consolidated Housing Anthority's Knollwood housing development, which is a low-density multi-unit apartment complex. Access: Werner Road provides direct access from the freeway (SR-3), through the unincorporated area and back into the City at its upper west end. Harlow Drive, south of Price Road, provides access to the Annexation Area from the Auto Center area to the east and the Kitsap Lake area to the west. Ida Street, Broad Street and Tweed Lane serve the interior. (c) (d) Topography: The Annexation area consists mostly of rolling terrain with relatively flat areas as well as areas of steeper slopes, drainages, and seasonal streams. Utilities: Sewer: The entire area is surrounded by the City of Bremerton and within the City's sewer service area. Future growth and development, as proposed in the City's Comprehensive Plan, can be adequately served. Water: The area is within the City's water serv'ice area, much of the area is currently served, and planned future growth can be adequately served with City water. Police: The area is currently within the jurisdiction of Kitsap County and served by the County Sheriff's office. Upon annexation the Bremerton Police Department will have primary responsibility for law enforcement. The City's Police Department has a higher ratio of officers to population and has the ability to serve the area adequately. 2 Fire:. The Annexation Area is presently served by a rural fire district. Upon annexation, it will be served by the Bremerton Fire Department, which has the equipment and the full time professional fire and medical personnel needed to serve the area adequately. The nearest City fire station is located at the southwest comer of Arsenal and Kitsap Way. COMPREHENSIVE PLANS: (a) Kits~ Kitsap County's most recent Comprehensive Plan was adopted in December 1994. It included the subject area in the Urban Growth Area and designated the lands along the Wemer Corridor "Light Industrial" and lands to the north "Urban Low Residential (1-9 DU/acre)". The County's Comprehensive Plan was appealed and found to be invalid by the Central Puget Sound Growth Management Hearings Board in October 1995. The County later adopted interim Urban Growth Areas to cover those areas that were most urban in nature and areas that were otherwise committed to future urban development. Again, this unincorporated island was included in the UGA. (b) City of Bremerton: Bremerton's 1986 Comprehensive Plan was revised and adopted in April 1995. Prior to the new amendments, the City's Plan included unincorporated areas surrounding the City. Because this particular island was surrounded by the City, the Plan designated the area in a manner that was most consistent with the County's Plan and zoning. The Wemer Road corridor is shown on the City's Plan as "Industrial Park" and the residential areas to the northwest are designated "Low Density Residential (3-8 DU/acre)". Thus, the City and County Plans appear to be directly consistent with each other. ZONING: (a) Kitsap County_: The current "interim" zoning of the Wemer Road corridor is "Light Industrial (IL)". The residential area to the northwest is currently zoned "Urban Residential (UR-6)", which allows new development to a density of six dwellings per acre. These designations correspond directly with the Light Industrial and Urban Low Residential designations on the Comprehensive Plan. 3 (b) City_ of Bremerton: City zoning does not extend beyond the City limits and will be applied upon annexation. Whatever zoning is applied must be consistent with the Comprehensive Plan designation that is also applied. Since the current Plan designation is "LDR" (Low Density Residential), the City is limited to one of four residential zones that fit into the LDR density range. The following four residential zones are "low density." zones and any one could be applied: SF-1 (Single-family residential) va SF-2 (Single-family residential) SF-3 (Single-family residential) DR (Duplex Residential) 3DU/acre base density 4DU/acre 9 DU/acre 9 DU/acre (c) Analysis of Residential Zonim, Options: The SF-1 zone requires very large lots (1/3 acre), which results in a very low density and extreme limitations on an owner's ability to divide a parcel into smaller buildable lots. This is not considered an ideal "urban" zone in terms of efficient and cost-effective provision of streets, urban utilities, and services because the lo~v density spreads the cost burden over a wide area with few o~vners to share the costs. Because of that, the SF-1 zone is usually applied only where access is difficult and where utilities (particularly sewer) are severely deficient or non-existent and not planned for many years. Application of the SF-1 zone would be a "down-zone" from the present County zoning and is not otherwise appropriate for this Annexation Area. The SF-2 zone also requires large lots of nearly a quarter-acre in size, which will also result in low densities, limitations on land divisions, and inefficient sharing of future costs related to streets, utilities and services. This zone is applied primarily along shorelines where steep slopes, bank stability, and views are primary considerations, or where utilities and services are not expected to be available at a level that can accommodate higher density grov~h. Application of the SF-2 zone would also be a "down-zone" and was not found to be appropriate for the Annexation Area. The SF-3 zone is Bremerton's most efficient and desirable low-density zone. It is designed to accommodate typical single-family home subdivisions, with moderate sized lots (4,800 sq.ft, minimum), and at a density that is consistent with the needs, lifestyles and typical characteristics of today's modem neighborhoods. This zone allows a slightly higher density than currently allowed under County zoning, offers greater flexibility in the division and development of land, and is 4 recommended for application within most of this Annexation Area. The DR (duplex) zone is essentially the same and alloxvs the same density as the SF-3 zone. The only difference is that it allows duplex structures in addition to single-family homes. This zone is applied most often to existing duplex neighborhoods and is not recommended for the Wemer Road Annexation Area. The Housing Authority's Knollwood development, being a multi-unit apartment complex, doesn't fit any of the City's low-density zones. However, it's density, does fall into the Low Density Residential Comprehensive Plan designation, in recognition of this situation and to prevent this development from becoming burdened by a "nonconforming use" status, it was recommended that the City's "Multi-family Residential (MF)" zone be applied to the Knollwood development. (d) Analysis of Non-residential Zoning Options: The Wemer Road corridor has been planned and zoned by Kitsap County as a future industrial corridor. The City's Comprehensive Plan reflects the same vision and is directly consistent with the County Plan and Zoning. There is one zone that is directly consistent with Bremerton's "Industrial Park" Plan designation and that is the "Industrial Park (IP)" zone, which has been recommended by staff. PROCEDURES FOR APPROVAL This annexation is being processed in accordance with the 75% Petition Method as outlined in RCW 35.13.125. The final annexation proposal and 75% petition will be considered by the City Council for approval by ordinance. 2. The annexation area was reviewed by City staff; who made both Comprehensive Plan and Zoning recommendations. The Bremerton Planning Commission conducted a public hearing on March 19, 1996, accepted public comments on the staff proposals, deliberated, and formulated its Plan and Zoning recommendations to the City Council. The Commission considered only the Plan and Zoning issues and did not consider or discuss the merits of the annexation itsel£ In most situations, the City's Comprehensive Plan can be amended only once each year. However, there are exemptions for emergencies and for annexations. This allows the 5 1.35 Plan Amendment that is needed to complete this annexation to be approved as pan of the annexation package without a delay in the annexation process. Environmental Review (SEPA) is not required for annexations, but is required when Comprehensive Plans and Zoning Maps are amended. The required SEPA Checklist was completed for these amendments and a Determination of Nonsignificance (DNS) was issued by the City's SEPA Official on March 7, 1996. CONCLUSIONS & RECOMMENDATIONS 1. CONCLUSIONS: (a) The planning history of this unincorporated island is clear. The adopted County Plan (December 1994) and the later Interim Zoning Map were consistent in showing the Werner Road corridor as industrial and the remainder of the area to the north in low-density residential designations. (b) The Bremerton Comprehensive Plan is directly consistent with the County's Plan and Zoning for this area and, although Kitsap County is now considering other planning alternatives, there is no basis for proposing a major change to the Bremerton Comprehensive Plan at this time. (c) The City of Bremerton surrounds the unincorporated island and the entire island lies within the City's water and sewer service areas. Those services are now available, or can be made available, to serve the proposed levels of development. (d) Access to and from the area via Werner Road is direct and short. Good freexvay access will enhance the area's ability to grow as a business center, consistent with the proposed zoning. Access to residential areas via Werner and Harlow/Price is also adequate, although some local roads will require future improvements as new growth occurs and traffic increases. RECOMMENDATIONS The Bremerton Planning Commission hereby recommends that the following Comprehensive Plan designations and Zones, as shown in attached Exhibits "A" and "B" respectively, be applied to the Werner Road Annexation Area upon annexation: 6 Comprehensive Plan: The Comprehensive Plan designations should remain as shown on the West Bremerton Land Use Plan. Zonine: 1. The Werner Road Corridor should be zoned "Industrial Park (IP)". 2. The Consolidated Housing Authority's Knollwood housing development should be zoned "Multiple-family Residential (MF)'; and 3. All other areas should be zoned "Single-family Residential (SF-3)'. Recommended by the Bremerton Plarming Commission on March 19, 1996. Donald L. Pratt, DCD Director Planning Commission Secretary Wayne Olsen, Chair Bremerton Planning Commission 7 /37 EXHIBITS from Planning Commission Public Hearing March 19, 1996 Exhibit 1: Exhibit 2: Exhibit 3: Exhibit 4: Exhibit 5: Exhibit 6: Exhibit 7: Exhibit 8: Exhibit 9: Bremerton Comprehensive Plan Map (overhead projection transparency) Vicinity and Zoning Map --- City zoning surrounding unincorporated island. (overhead projection transparency) Werner Road Annexation Area -- Proposed Zoning (overhead projection transparency) Werner Road Annexation Area -- County Alternative Plan (overhead projection transparency) Letter: Peter and Paula Moore, 5605 Wemer Rd. (3/18/96) Letter: Bud and Walter Leaver, 708 N. Twin View Place Letter: Mayor Horton, City of Bremerton Letter: Mr. & Mrs. Cokelet (3/15/96) Letter: Margaretmary & Robert Kirkland, 738 Eden Rd. (3/19/96) 10 AGENDA BILL BREMERTON CITY COUNCIL 1. SUBJECT: Public Hearing regarding SR3/SR304 Bremerton Ferny Terminal to Gorst Transportation Projects Re-evaluation of SR304 Access between the Charleston District and Downtown FOR AGENDA OF: ORIGINATING DEPT: ORIGINATOR: DATE SUBMITTED: December l 1, 1996 Public Works & Utilities R. W~tt C~ty Engine , December 4, 1996 2. CLEARANCES: (comment on back if necessmy) 3. EXHIBITS ~:5Og'Director, Public Works/Utilities ,~-~--~cv~3~ ~ m O SEM_ ,rr Or V ZlOS APPROVtD BY CO CIL MAYOR<:~ ~d. 3~,/,. COUNCIL PRES1DE~.--'~ 4. SUMMARY STATEMENT AND REQUIREMENT FOR COUNCIL ACTION: At the City Council meeting of November 26, t996, a resolution was passed establishing December 11, 1996 as a Public Heating regarding the re-evaluation of SR304 alternative selected in August 1995 between the Charleston District and Downtown as part of subject project. At the September Study Session, the City Council was advised that a community outreach would be initiated to determine if there was a consensus that the issue should be revisited. A committee was selected by the Mayor and has had seven committee meetings as well as two public involvement meetings to gain knowledge of the issue and develop a consensus. At the City Council study session of November 20, 1996, the City Coundl was presented and discussed the committee recommendation, which is to modil~ the previous "do-nothing" alternative on Burwell Street to provide a three lane street, with two lanes toward downtown and one lane out of downtown. TNs agenda item establishes a public hearing before the City Council to consider modification of the preferred alternative for the Burwell Street portion of the SR3/SR304 Bremerton Ferry Terminal to Gorst Vicinity Transportation Improvement Project for inclusion in the Environmental Impact Statement. 8. RECOMMENDATION: That the City Council have a a public hearing on the re-evaluation of SR304 access between the Charleston District and Downtown as part of the SR3/SR304 Bremerton Ferry Terminal to Gorst Vicinity Transportation Improvement Project. Ifa modification to the preferred alternative is selected, direct staffto prepare a resolution memorializing the ~: ?" 9. RESPONSIBLE OFFICIAL: City Engineer ENFORCEMENT OFFICIAL: N/A EXPIRATION DATE: N/A REV1EW DATE: N/A PULLED TABLED COUNCIL DIRECTIVE 10. NOTICE OF ACTION APPROVED DISAPPROVED AMENDED DATE: 11. AGENDABILL NO: 76- 2 lOB 2. CLEARANCE COMMENTS: IMPACT ON NON-PASSAGE: The preferred alternative to "do-nothing" on Burwell Street will stay in effect. 6. IMPACT ON STAFFING, BUDGETS, FACILITIES, EQUIPMENT OR OTHER RESOURCES: N/A 7. RESEARCH SOURCES /,-/o