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HomeMy WebLinkAbout5157 ORDINANCE NO. 5( AN ORDINANCE of the City Council of the City of Bremerton, Washington, approving and authorizing termination of the Development Agreement between Port Blakely Tree Farms (Limited Partnership) and the City of Bremerton WHEREAS, During 2000, Port Blakely Tree Farms (Limited Partnership), hereinafter ( "Port Blakely ") owned certain real property consisting of approximately 440 acres identified in Exhibit A attached hereto ( "Property "), and WHEREAS, in September, 2000, Kitsap County, the City of Bremerton and Port Blakely Communities, as agent for Port Blakely Tree Farms (Limited Partnership), entered into an agreement consisting of terms and conditions relating to comprehensive plan policies, annexations and further consisting of a development agreement relating to the Property ( "Three Party Agreement "), and WHEREAS, on December 6, 2000, the City of Bremerton annexed the Property identified in Exhibit A, and WHEREAS, the legislature of the state of Washington enacted RCW 36 70B 170 through 36 70B 210 (the "Development Agreement Statute), which authorizes a local government to enter into a development agreement with the owner of real property regarding the development of such property and establishing certain development rights, and WHEREAS, The City Council adopted provisions in its development regulations which allow for a Development Agreement consistent with state law, and WHEREAS, Port Blakely intended to develop a mixed use industrial, commercial, residential and retail project and planned to provide a range of employment opportunities and the infrastructure systems to support them, and WHEREAS, Port Blakely filed with the City of Bremerton hereinafter ( "City "), a proposed Development Agreement, and WHEREAS, the City of Bremerton Planning Commission conducted a public meeting November 14, 2000, and passed Commission Resolution 2000 -06 recommending to the City Council approval of the Development Agreement, and WHEREAS, the Bremerton City Council, after a duly noticed public hearing on December 6, 2000, made appropriate findings and passed Ordinance No. 4740 approving the Development Agreement, which was recorded on January 8, 2001 under Kitsap County Auditor's File No 200101080083, attached hereto as Exhibit B, and 1 Port Blakely Development Agreement - Termination WHEREAS, the Bremerton City Council, after a duly noticed public hearing on March 24, 2004, made appropriate findings and passed Ordinance No 4890 approving Amendment No 1 to Initial Development Agreement, which was recorded on May 21, 2004 under Kitsap County Auditor's File No 200405210329, attached hereto as Exhibit C, and WHEREAS, the City adopted a new Comprehensive Plan for the City on or about December 1, 2004 and designated the area as "Employment Center" on the City's land use map calling for a detailed development plan to be prepared prior to development, and WHEREAS, the City adopted a new Zoning Code on or about November 30, 2005 which zones the Property R -10* as a placeholder zoning until a detailed Centers Plan can be developed, and WHEREAS, The parties to the Three -Party Agreement determined that there was no longer a need for the agreement and therefore the Bremerton City Council passed Ordinance No 5086 approving the agreement terminating the Three -Party Agreement which was entered into by the parties in August, 2009, and WHEREAS, Concurrently with the agreement terminating the Three -Party Agreement, Kitsap County and the City of Bremerton entered into an interlocal agreement relating to the development and maintenance of an access road or roads to the Property, and WHEREAS, on or about December 28, 2009, Bremerton West Ridge, LLC ( "West Ridge ") acquired all of the property subject to the Development Agreement set forth in Exhibit A and is thereby successor in interest to said property, and WHEREAS, no development has occurred on the site following execution and recording of the Development Agreement, and WHEREAS, the scope of West Ridge development of the property has not yet been determined and is likely to be inconsistent with the Development Agreement and therefore West Ridge has requested that the Development Agreement be terminated, and WHEREAS, pursuant to the terms of the Development Agreement, any mayor modification of the terms of the Agreement must be processed in the manner in which the Agreement was processed and approved, and WHEREAS, the City held a public hearing on this ordinance terminating the Development Agreement, and WHEREAS, the City Council finds that termination of the Development Agreement would be consistent with and further the City's land use goals and policies for development of the area, NOW THEREFORE, 2 Port Blakely Development Agreement - Termination THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS SECTION]. The recitals set forth above are adopted and incorporated as if set forth fully herein SECTION 2. The City Council approves and authorizes the termination of the Development Agreement recorded under Kitsap County Auditor's File No 200101080083 on January 8, 2001 and Amendment No 1 to Initial Development Agreement recorded under Krtsap County Auditor's File No 200405210329 on May 21, 2004, executed by and between the City of Bremerton and Bremerton West Ridge, LLC, successor in interest to the property set forth in Exhibit C previously owned by Port Blakely Tree Farms (Limited Partnership) Upon termination of the Development Agreement, the zoning for the property will default to the current zoning of R -10* SECTION 3. The Mayor is hereby authorized to execute and record any and all documents necessary to terminate the Development Agreement. SECTION 4. SeverabilgE If any one or more sections, subsections, or sentences of this ordinance are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this ordinance and the same shall remain in full force and effect SECTIONS. Effective Date This ordinance shall take effect and be in force ten (10) days from and after its passage, approval and publication as provided by law. PASSED by the City Council the ��� day of fitz4v'�7 9 2011 WILL MAUPIN, douncil 9 esident Approved this 4- day of AI tC-xusT' , 2011 TTY L , Mayor AT TE APPROVED AS TO FORM CAROL E N, bty 4tlerk ROGER A. UBOVICH 3 Port Blakely Development Agreement - Termination PUBLISHED the r day of , 2011 EFFECTIVE the day of , 2011 ORDINANCE NO. l R TEGALTiles\Port Blakely Property\ Termination- Development Agreement - Ordinance doc 4 Port Blakely Development Agreement - Termination Area Subject to Port Blakely -z - Development Agreement - Exhibit A - 0 NW DAM RD 3: z W D LU Cn IM z W KITSAP LAKE LU Legend Port Blakely Roads Minor Roads Freeway State Routes City Streets Kitsap Lake 0 0125 025 05 075 City Limits i Miles After Recording Return to 200101080083 Page 1 of 27 Davis Wright Tremaine LLP 81, 1 852891 81 59F' 2600 Century Square ELIMETH C WILSON 81 MT $34 88 Kltsap Co, WA 1501 Fourth Avenue Seattle, Washington 98101 -1688 Attn Thomas A Goeltz INITIAL DEVELOPMENT AGREEMENT Between PORT BLAKELY AND CITY OF BREMERTON Grantors Port Blakely Tree Farms (Limited Partnership), a Washington limited partnership, and City of Bremerton, a Washington municipal corporation Grantees Port Blakely Tree Farms (Limited Partnership), a Washington limited partnership, and City of Bremerton, a Washington municipal corporation Abbreviated Legal Description Portions of Section 7, 18 and 19 of Township 24 North, Range 1 East of W M in Kitsap County, Washington Additional Legal Description Attachment A Assessor Property Tax Parcel Account Numbers 072401 -4- 050 -2001 192401 -1- 002 -2002 182401 -1- 001 -2004 192401 -1- 003 -2001 182401 -1- 003 -2002 192401 -1- 004 -2000 182401 -1- 004 -2001 192401 -1- 005 -2009 182401 -1- 005 -2000 192401 -1- 006 -2008 182401 -1- 006 -2009 192401 -1- 007 -2007 182401 -1- 007 -2008 192401 -1- 008 -2006 182401 -1- 008 -2007 192401 -1- 009 -2005 182401 -3- 007 -2004 192401 -2- 001 -2001 182401 -4- 001 -2008 192401 -2- 002 -2000 182401 -4- 002 -2007 192401 -3- 002 -2008 182401 -4- 003 -2006 192401 -3- 003 -2007 182401 -4- 004 -2005 192401 -4- 007 -2001 182401 -4- 005 -2004 192401 -4- 008 -2000 182401 -4- 006 -2003 182401 -4- 007 -2002 182401 -4- 008 -2001 EXHIBIT B` -- „< TABLE OF CONTENTS r Page 1 PHASED PROJECT PLANNING 2 1 1 Sub -Area Plan and Three -Party Agreement 2 1 2 Current (Threshold) and Future Development Standards 3 1 3 No Development Until Master Plan 3 2 PROJECT DESCRIPTION 3 3 PROJECT ELEMENTS AND DEVELOPMENT STANDARDS 4 3 1 Zoning, Density and Intensity Standards 4 32 Roads /Transportation Standards 5 33 Water and Sanitary Sewer Standards .5 34 Stormwater Standards . 6 3 5 Open Space, Recreation and Trail Standards 6 36 Capital Facility Standards 6 37 Other Standards 6 4 SEPA, MITIGATION 6 f 41 SEPA Determination for This Agreement. .6 42 Master Plan EIS 7 43 SEPA Review After Master Plan EIS 7 44 Mitigation 7 5 MASTER PLAN PROCESS 7 5 1 City Coordinator, Review 7 52 Content of Master Plan 8 53 City Review Procedure .8 54 Schedule .. .9 5 5 Future City Processing of Implementing Approvals, Plats, Binding Site Plans 9 56 Grants, LIDS, Etc 9 6 TERM, VESTING, 9 61 Term 9 62 Vesting 10 621 Project Elements and Threshold Development Standards 10 622 CAO and Stormwater Standards 10 623 Construction Standards 10 624 Review Fees 10 625 Other Fees 11 626 City's Reserved Authority 11 200101080083 Page 2 of 27 61r'6S,'�661 61 59P ELIZABETH C WILSON gGMT Q4 68 KitsaP Co, WA �{ 63 Annual Review 11 64 Due Diligence 12 641 City Notice 12 642 Mediation 12 643 Mediation Report 13 644 Compliance with Court Decision or Mediation Report 13 645 Joint Planning Process 14 7 GENERAL PROVISIONS 14 7 1 Governing Law, Interpretation, . 14 72 Authority, Severability 14 73 Integration, Amendment, Minor Modifications 14 74 Binding on Successors, Assignment, Enforcement 15 7 4 1 Binding Agreement 15 7 4 2 Assignment 15 7 4 3 Enforcement of Agreement 15 7 4 4 Development Standard Modifications 16 75 Recording 16 76 Headings, Attachments 16 77 PBC as Agent 16 78 Time Is of the Essence 16 79 Disputes, Default and Remedies 16 7 9 1 Dispute Resolution 16 7 9 2 Default and Remedies 17 7 9 3 Relief Against Defaulting Party or Portion of Property 17 710 Estoppel Certificate 17 7 11 No Third Party Beneficiary 18 712 Cooperation 18 713 Delays - 18 714 Notice 18 LIST OF ATTACHMENTS Attachment "A" — Legal Description of Property Attachment `B" — Map of Property Attachment "C" — SEPA Compliance for Implementing Approvals 200101080083 I 1111111111111111111111111111111111111 �1 111111111 01�7N8,� dl 3 A 81 59P ELIZABETH G WILSON AG MT 334 Be Kitsap Co, W 11 h DEVELOPMENT AGREEMENT THIS R41TIAL DEVELOPMENT AGREEMENT ( "Agreement ") is entered into effective � , 2004, by and between the CITY OF BREMERTON, Washington municipal corporation ( "City" or `Bremerton "), and PORT BLAKELY TREE FARMS (LIMITED PARTNERSHIP), a Washington limited partnership ( "Port Blakely ") RECITALS A Port Blakely owns approximately 440 acres located adjacent to the City boundaries and within the designated Urban Growth Area for Bremerton, as legally described in Attachment A ( "Property ") and shown on the map attached as Attachment B The City and Kitsap County each have approved the Port Blakely Sub -Area Plan for the Property, which is incorporated herein by this reference ("Sub - Area Plan ") The City, Kitsap County and Port Blakely have entered into a Three - Party Agreement which deals with the annexation, processing and other matters relating to the Property, which is incorporated herein by this reference B Port Blakely desires to annex the Property into the City pursuant to Chap 35 13 RCW ( "Annexation Statute "), which authorizes the City to enter into an w = ? annexation agreement fixing the applicable zoning and other development standards Port Blakely has submitted its Annexation Petition for the Property, and the City has provided a Notice of Intent to Annex to the Boundary Review Board C Further, the legislature has authorized local governments to enter into a development agreement with the owner of real property to establish certain development rights (RCW 36 70B 170 et sec , "Development Agreement Statute ") Bremerton has implemented the Development Agreement Statute in Bremerton Municipal Code (BMC) § 2102 900 D Bremerton also has adopted the "Mixed Used District" (MXD) zoning classification, which calls for adoption of a Development Agreement to set forth the uses and development standards in the MXD zone E This Agreement has been processed, considered and executed in accordance with City and State requirements for annexation and Development Agreements F Port Blakely intends to develop a mixed -use light industrial, commercial, retail and residential project ( "Protect ") by providing a range of employment and housing opportunities that would respond to identified and evolving market conditions and the feasible capacity of planned infrastructure systems to support them 5r� z� -1 of 24- 200101080083 Page 4 of 27 61/66 01 59P ELIZABETH C WILSON AGMT $34 08 Kitsap Co, WA G Bremerton has determined that the Project is a development for which this Agreement is appropriate, and desires to enter into this Agreement This Agreement will, among other things, eliminate uncertainty in long -term planning, provide for the orderly development of the Project on a comprehensive basis consistent with the City's current Comprehensive Plan and the Sub -Area Plan covering the Property, provide for services appropriate for development of the Protect, encourage an employment base with diversity of jobs, improve the City's fobs- housing balance, effectively utilize resources within the City at a low economic cost to its citizens and otherwise achieve the goals and purposes for which the Annexation Statute and Development Agreement Statute were enacted H In exchange for the benefits to Bremerton described in the preceding recital, together with other public benefits that will result from the development of the Project, Port Blakely will receive by this Agreement assurance that it may proceed with the Project in accordance with applicable law, and therefore desires to enter into this Agreement I Concurrent with the approval of this Agreement, the Bremerton City Council, after a duly noticed public hearing, made appropriate findings, including that execution of this Agreement furthers the public health, safety and general welfare, and that the development of the Property pursuant to the provisions of this Agreement are consistent with the City's Comprehensive Plan, Sub -Area Plan, and the Three- Party Agreement and the annexation ordinance for the Property J Following annexation, Port Blakely will develop a Master Plan and prepare a project -level EIS to further refine the Project. Upon the City's adoption of the Master Plan, the City concurrently will consider and adopt additional Development Standards as amendments to this Agreement to implement the Master Plan AGREEMENT NOW, THEREFORE, in consideration of the promises, covenants, and provisions set forth in this Agreement, the parties agree as follows 1. PHASED PROJECT PLANNING 1.1 Sub -Area Plan and Three -Party Agreement This Agreement implements the Sub -Area Plan and Three -Party Agreement applicable to the Property as adopted by the City Council to Ordinance No 4722 on September 20, 2000 Further, the ordinance adopting this Agreement acknowledges the adoption of the MXD zoning applied to the Property simultaneously with its annexation The City and Port Blakely intend the Sub -Area Plan and the Three -Party Agreement remain a part of this Development Agreement regardless of the outcome Axa. of any appeal of the Sub -Area Plan to the Central Puget Sound Growth Management Hearings Board, unless otherwise prohibited by law -2 of 24- 200101080083 Page 5 of c' 81A8.2801 61 59P h,q ?x 1.2 Current (Threshold) and Future Development Standards This Agreement incorporates by this reference, as if fully set forth herein, all of the "Performance Standards" and other conditions listed in the Sub -Area Plan and the obligations in the Three -Party Agreement (collectively adopted and referred to as "Threshold Development Standards" under this Development Agreement) Further, Port Blakely and the City will adopt additional future Development Standards as a result of the Master Plan to be prepared pursuant to Section 5 below These future Development Standards will cover subjects including but not limited to the following bulk, scale and dimensions, landscaping, parking and loading, road standards and circulation, and design guidelines Upon the City's adoption of the Master Plan, the City concurrently shall consider and adopt additional Development Standards as amendments to this Agreement to implement the Master Plan 1.3 No Development Until Master Plan. No development of the Property shall occur until the City's approval of the Master Plan and additional Development Standards by tht amendment of this Agreement 2. PROJECT DESCRIPTION The Project includes 440 acres, of which approximately 140 acres will remain undeveloped due to critical areas, buffers and mitigation. See § 4121 of Sub -Area Plan Development of the remaining approximately 300 acres will consist of a maximum of 2 25 million sq ft of light industrial, commercial and related economic development land uses and up to a maximum of 100,000 sq ft of retail uses as described in the Sub -Area Plan, with the actual amount specified in the Master Plan based upon transportation analysis and the final amount of developable acres within the Project See generally §§ 4121(1) & (S), §§ 4 4.21(1) -(8) of Sub Area Plan Further, the Project is authorized for a maximum of 900 detached single- family equivalent residences (or the equivalent of up to a maximum of 1,200 multi - family or mixed use residential structures) See § 41 21(6) of Sub -Area Plan The parties agree to abide by the thresholds for development as set forth in the Three -Party Agreement, Subsections 6 1- 6 7 as quoted hereafter. 6 Sub -Area Plan Amendments Unless the parties agree, all parities will abide by the thresholds for development within the following sections of the Sub -Area Plan 61 Limitation on number of residences (900 single family —1,200 multi family in Sub -Area Plan § 4121(6) 62 Limitation of residential uses to no more than 113 of trips per Sub -Area Plan § 4121(1) -3 of 24- 20010108008 A1 % 01 59P WA ELIZABETH C WILSON RGMT $34 69 Kitsap Co 63 Off -site traffic generation from uses established within the Project Area shall not exceed a total of 3, 000 P M peak hour trips per Sub -Area Plan § 4 3 21(1) 64 Monitoring traffic and reporting at 1,500 P M peak hour trips per Sub -Area Plan § 4 3 21(2) 65 Limitation to 675 homes until pioneering businesses are developed per Sub -Area Plan § 4 4 21(2) 66 Retail uses shall be capped at 100, 000 square feet per Sub - Area Plan x'41 21(5) 67 Implementation of the recommendations (in the form of Master Plan policies or other mitigation measures adopted at the time of the Master Plan) of the following three environmental studies listed as Items 3, 4 and 6 in volume II of the Port Blakely Sub -Area Plan, unless those recommendations conflict with the goals, policies, performance standards or projects set forth in volume I of the Sub -Area Plan or with other EIS - related studies done for the Property Recommendation for the Protection of Aquatic Resources for the Port Blakely Kitsap Lake Joint Planning Area, Associated Earth Sciences, Inc (May 1999) (item #3), Comments on Recommendations for the Protection of Aquatic Resources, Reinelt Consulting (June 14, 1999) (item #4), and Storm Water Management Recommendations, Associated Earth Sciences, Inc (July 21, 1999 (item #6) The Project as described in this Agreement and the Sub -Area Plan presents a general concept for development The City and Port Blakely recognize the precise location, amount, pattern and intensity of proposed development, locations and dimensions of roads or utilities, open space and trail corridors within the Property will be developed through the Master Plan Actual amounts, patterns and intensities of development within the Project will respond to market conditions as long as consistent with the overall Port Blakely concept, the Sub -Area Plan, the Three -Party Agreement, and the provisions of this Agreement 3. PROJECT ELEMENTS AND DEVELOPMENT STANDARDS The Project Elements, "Performance Standards" listed in the Sub -Area Plan, and other development standards and mitigation set forth in this Agreement and any amendments hereto are collectively referred to as the "Development Standards," and include the following 3.1 Zoning; Density and Intensity Standards Upon annexation, the Property shall be zoned Mixed Use District ( "MXD ") under the Bremerton Municipal Code The Protect will contain the light industrial, -4 of 24- 200101080083 Page 7 of 27 61.'@6,'2661 61 59P E XRBETH C WILSON RGMT $34 80 Kitsap Co, WA u¢ commercial, retail and residential uses at the densities and intensities consistent with the Sub -Area Plan The general permitted and prohibited use categories for the industrial, commercial and retail portions of the Project are set forth in the Sub -Area Plan See § 41 21(5) of Sub -Area Plan More detailed use categories will be developed and adopted as part of the Master Plan The residential units may be developed as a mix of detached single family or the equivalent of attached residential units (i e , townhouse, condominium, duplex or multi - family units) at the ratio of 1 single family detached unit = 0 75 attached unit, not to exceed 1,200 attached units Authorized residential density ranges from 4 to 8 units /acres, except 8 to 16 units/ acre are authorized to support the Project's central mixed -use service /retail area See §§ 41 21(5) & (6) of the Sub -Area Plan The authorized 2 25 million square feet of industnal commercial uses and 100,000 square feet of retail uses refers to square feet of Gross Floor Area "Gross Floor Area" is defined as follows for purposes of this Agreement the number of square feet of total floor area bounded by the inside surface of the extenor walls of the structure measured at the floorlme excluding parking levels, vent shafts, elevator shafts, stairwells, courts, upper stones of atnums and lobbys, mechanical floors or areas, and outside balconies that do not exceed a protection of six feet beyond the exterior walls of the building 3.2 Roads /Transportation Standards The Sub -Area Plan establishes Performance Standards for offsite traffic generation, which are incorporated herein See § 4 3 21 of Sub -Area Plan Further, the City and Port Blakely will implement the Master Transportation Agreement as set forth in Section 3 of the Three -Party Agreement Road standards, access, circulation, parking, loading and related Development Standards will be developed as part of the Master Plan 3.3 Water and Sanitary Sewer Standards All development within the Project will be served by public water and sanitary sewer The City has issued a Conditional Water and Sewer Availability letter dated May 17, 2000, reflecting adequate capacity, facilities and supplies to provide water and sewer service to the Protect upon satisfaction of specific conditions including provision of onsite and offsite system improvements. Water and sewer improvements required to serve the Project in phases are generally descnbed in Table 13 of the Sub - Area Plan The City and Port Blakely will adopt mutually approved funding methods for sewer and water facilities to serve the Project Funding may include developer extensions with latecomer reimbursement systems, local improvement distncts for other properties benefited by the improvements, credits against connection charges, participation in any future authorized tax increment financing, or other mutually approved funding methods 200101080083 -5 of 24- Rage 8 of :? 01/98 81 59P ELIZABETH C WILSON AGMT $34 00 Kitsap Co, WA ;z 3.4 Stormwater Standards The stormwater drainage system improvements shall be designed as part of the Master Plan using the City's code and stormwater manual as required under Table 2A of the Sub -Area Plan More stringent or alternative drainage standards may be required to the extent applicable under § 4 2 21(3) of the Sub -Area Plan On -site portions of the storm drainage system will be dedicated to the City or maintained privately as determined in the Master Plan. Off -site portions of the storm drainage system, such as along roads, will be dedicated to the appropriate Jurisdiction 3.5 Open Space, Recreation and Trail Standards Required open space is established at approximately 140 acres (out of the total 440 acres) as described in § 4121(3) of the Sub -Area Plan Stormwater facilities and buffer crossing to accommodate utilities, trails and circulation may occur within the critical area buffers to the extent provided in Table 2A of the Sub -Area Plan See § 41 21(3) of Sub -Area Plan The Master Plan will include a coordinated system of active and passive recreation spaces, including trails or open space corridors that link major areas of the Project See § 4 2 21(1) of Sub -Area Plan 3.6 Capital Facility Standards The Level of Service standards and funding sources for roads, water, sewer, police, fire, parks /open space, schools and the other capital facilities and services set forth in Table 11 and elsewhere in the Sub -Area Plan are adopted for the Project 3.7 Other Standards Any other Performance Standards or other conditions specified in the Sub - Area Plan as Project requirements are incorporated herein by this reference Further, additional Development Standards will be developed as part of the Master Plan and added to this Agreement by amendment 4. SEPA; MITIGATION 4.1 SEPA Determination for This Agreement The City and County adopted a "Determination of Significance /Adoption of Prior Environmental Documents" for the Sub -Area Plan and Three -Party Agreement, including annexation The City continues to use phased review under SEPA (WAC 197 -11- 060(5)) The City has determined that this Agreement is within the prior SEPA determination for the Sub -Area Plan and Three -Party Agreement since the Project elements and Performance Standards and conditions of the Sub -Area Plan are being adopted hereby, and no new project elements or standards are being adopted with this Agreement An EIS will be required as part of the Master Plan 200101080 -6 of 24- p age 8<<�d I WAa 55F 1111111111 111 ELIZABETH C WILSON AGMT J34 09 KitsaA CO s 4.2 Master Plan EIS Port Blakely will prepare a project -level EIS as part of the Master Plan The EIS will be prepared by a third -party consultant selected by the City after County participation in the consultation selection process, and Port Blakely will reimburse the cost of the consultant See Sec 4 of 3 -Party Agm 4.3 SEPA Review After Master Plan EIS The City and Port Blakely intend that once the Master Plan EIS is completed, then that EIS will satisfy all SEPA requirements for build -out of the Protect through Implementing Approvals (defined in Section 6 SEPA compliance for the Master Plan will have analyzed a "Project Envelope" representing the maximum allowable Project densities and intensities described in Section 3 above using the Threshold Development Standards and mitigation measures approved in this Agreement, along with the additional future Development Standards to be adopted as part of the approval of the Master Plan ( "Project Envelope ") The Project Envelope will be implemented by a series of permits and approvals issued over a period of time, and SEPA compliance for Project implementation will be conducted pursuant to Attachment C . subject to future SEPA amendments to the extent they override vesting under development agreements 4.4 Mitigation. Any mitigation measures specified in the final EIS as needed to avoid significant adverse environmental impacts will become Project conditions of the Master Plan After completion of the Master Plan, the City and Port Blakely intend that compliance with the Development Standards and other provisions of this Agreement, as amended, will satisfy all applicable concurrency and level of service requirements and constitute adequate and sufficient public facilities and services for the Project unless modified by mutual consent. 5. MASTER PLAN PROCESS Port Blakely and the City will prepare and consider adoption of a Master Plan for the Project under the following procedures 5.1 City Coordinator; Review The City shall designate a lead person (either a staff person or City - retained consultant) to coordinate the Master Plan review, including SEPA compliance, engineering review, traffic analysis and other disciplines Port Blakely will reimburse the City for the cost of staff or consultant work in the review, adoption and implementation of the Master Plan pursuant to a budget mutually approved by the City and Port Blakely 1 d `jV -7 of 24- 200101080083 Page 19 of 27 01/68/2081 01 59P ELIZABETH C WILSON RGMT $34 1 0 Kitsap Co, WA z " 5.2 Content of Master Plan The City and Port Blakely will undertake studies necessary to develop the Master Plan, such as a master drainage plan, environmental studies, transportation and engineering analysis, a perimeter buffer plan (see § 41 30B of Sub -Area Plan), design guidelines for commercial structures (see § 41 30B of Sub -Area Plan), a monitoring plan (see § 4 2 20F of Sub -Area Plan), open space and critical area buffer monitoring (see § 4 2 30C of Sub -Area Plan), and other appropriate plans or studies Further, as provided in the Three -Party Agreement and Section 4 2 21(3) of the Sub - Area Plan, the City, Kitsap County and Port Blakely by mutual agreement will select and retain a third -party expert to evaluate the Master Plan EIS and environmental standards for onsite protections for fish resources and other critical resources As provided in the Three -Party Agreement, the City, County and Port Blakely each will pay one -third of the costs of retaining that third -party expert The City and Port Blakely wish to avoid a duplicative process with separate consultants and engineers for Port Blakely and the City Consequently, the City and Port Blakely intend to jointly designate independent consultants for these various plans and studies, which will be funded by Port Blakely pursuant to a mutually approved budget and form agreement 5.3 City Review Procedure. The Master Plan shall be developed by utilizing the procedures applicable to development agreements under BMC 2102 900 and 2102 850, i e a Type III decision The Master Plan's adoption by the City Council shall be in the form of an amendment to this Agreement and shall add appropriate Development Standards for build -out of the Project The protect review will also comply with Sections 7 1 and 7 2 of the Three - Party Agreement as quoted hereafter 71 County Comment on Project Phases Kitsap County will be given the opportunity to review and comment upon the Master Plan and each phase of the project within the Property prior to approval by the City of Bremerton The contact person for the County who shall receive all notices and materials from the City shall be the Director of Community Development and delivered to the Kitsap County Courthouse, 614 Division St, Port Orchard, WA 98366, or such other address designated by the County If the Property is developed in phases, the County will complete its review within ten (10) working days after receiving the plans for each phase 72 Public Involvement Project review shall include public involvement and participation of interested property owners, Tribes and appropriate agencies and groups In -8 of 24- I VIII 200101080083 Page ^ 11 of 27 ai.ss,�aet 0t 5 9 P ,,�' particular, the City during the environmental review `d � process shall seek input from the Suquamish Tribe 5.4 Schedule. The City Coordinator and Port Blakely shall develop and periodically revise a schedule for completion of the Master Plan and EIS. Once the Master Plan is submitted to the City, the City shall use reasonable efforts to diligently approve it, including appropriate hearings and decision by the City Council 5.5 Future City Processing of Implementing Approvals; Plats; Binding Site Plans As part of the Master Plan, the City and Port Blakely will determine whether City processing of Implementing Approvals shall be conducted with a separate review team or modified review procedures, or whether applications should be processed under the City's existing code procedures. In either event, the Threshold Development Standards set forth in this Agreement, as amended by the future Development Standards adopted concurrent with the Master Plan, shall be applied As part of the Master Plan, the City shall review the establishment of one or more binding site plans for industrial or commercial uses within the Project in accordance with RCW 58 17 020(7) and 040(4) Further, the City will consider adoption of short plat or long plat subdivision processes and boundary line adjustment provisions to s allow creation of legally conveyable lots 5.6 Grants, LIDs, Etc. The City and Port Blakely will cooperate and utilize their best reasonable efforts to aid and facilitate the arrangement of mutually beneficial financial mechanisms for the City, Port Blakely and subsequent users of the Property Such types of support might include, but not be limited to, the pursuit of revenue bonds, local improvement districts, latecomer agreements, grants and other subsidies 6. TERM; VESTING; 6.1 Term The term of this Agreement shall continue for a minimum of twenty (20) years, and shall continue thereafter unless and until either the City or the Port Blakely (or successor owners which own at least 51 % of the Property by assessed value, excluding any City -owned land) gives notice of termination The City's notice of termination shall use the same notice procedures which would apply to a rezone of the Project The City shall mail notice to the Port Blakely under Section 7 14 and to any business or homeowner association or community groups which the City in its sole discretion determines should receive notice, but the failure to provide notice pursuant to this sentence shall not affect the validity of the City's termination notice using rezone procedures nor subject the City to any liability Notice by the Port -9 of 24- 200101080083 Page 12 of 27 61108120 @1 61 59P ELIZABETH C WILSON ACMT $34 00 Kitsap Co, WA M Blakely (or successors) shall be delivered to the City as provided in Section 7 14 of this Agreement No sooner than six (6) months after the notice of termination, the City shall hold public hearings and shall adopt zoning and related development standards for the Property Upon such adoption, this Agreement shall terminate and thereafter the Property shall be governed by the adopted City zoning and related development regulations 6.2 Vesting 6.2.1 Project Elements and Threshold Development Standards The Sub -Area Plan and Three -Party Agreement established the general protect elements and some of the initial performance standards applicable to the Port Blakely Project, all of which have been incorporated into this Agreement as Threshold Development Standards pursuant to Section 12 Consequently, in accordance with the Development Agreement Statute, Port Blakely is vested to the Project Elements and those incorporated Threshold Development Standards in Sections 1.2 and 3 during the term of this Agreement, as modified under Section 6 2 2 Further, after this Agreement is amended to adopt the additional Development Standards to be established by the Master Plan, and any other subsequent amendment of this Agreement, Port Blakely shall be vested to those additional Development Standards during the Buildout Period During the Buildout Period, all Implementing Approvals shall be governed by these vested Development Standards "Implementing Approvals" mean the applications submitted after adoption of the Master Plan for land use approvals, entitlements, and permits which implement the Project, including but not limited to permits for grading, site development, building, infrastructure, plats and boundary line adjustments, and other approvals During the Buildout Period, the City shall not modify or impose new or additional Development Standards, except as follows 6.2.2 CAO and Stormwater Standards Additional or modified Development Standards for critical areas or stormwater may be imposed on the Project based on expert recommendations to the extent provided in Section 4 2 21(3) and Table 2A of the Sub -Area Plan and Section 5 of the Three -Party Agreement 6.2.3 Construction Standards All applications for Implementing Approvals shall conform to the most current versions of the Uniform Building Code, and Uniform Fire Code and similar construction codes 6.2.4 Review Fees Except as otherwise provided in the adopted Master Plan, Port Blakely and other applicants shall pay the City fees in effect on the date each Implementing -10 of 24- 200101080083 Page 13 of 27 81,'88,'2881 81 59P ELIZABETH C WILSON R6MT $34 68 Kitsap Co WA Approval is submitted for processing The parties' execution of this Agreement acknowledges receipt of the filing fee for an application for a development agreement under the City's code 6.2.5 Other Fees Except as otherwise provided in the adopted Master Plan, all utility connection fees, impact fees (if adopted by the City), and other fees not specifically addressed by this provision shall be paid in accordance with the rules in effect on the date the fee - generating activity occurs, but the amount of such fees shall take into account the facilities installed by Port Blakely at its cost (and not at the cost of the utility) 6.2.6 City's Reserved Authority In accordance with RCW 36 70B 170(4), the City reserves the authority to impose new or different Development Standards to the extent required to prevent a serious threat to public health and safety In addition, the identical provisions of Section 5 2 of the Three -Party Agreement and Section 4 2 20(F) of the Sub -Area Plan apply as quoted hereafter During the Master Planning phase, a monitoring plan will be developed for stormwater discharge areas from the project (See Appendix Item 2, Task H) The City will consult with the County, the Suquamish Tribe and other interested parties in developing the scope and duration of the monitoring plan for on -site and off -site impacts The data obtained through the monitoring plan will be made available to the County, Tribe and other interested parties The monitoring plan will have periodic evaluations, and if monitoring shows the project is causing significant adverse environmental impacts, then the project mitigation measures for subsequent phases will be adjusted 6.3 Annual Review After approval of the Master Plan, Port Blakely will submit an annual report summarizing the status of the Project to the City Council outlining its progress, infrastructure improvements completed during the preceding year, and general conditions at the Project Contents of the annual report shall include, but not be limited to the following • Brief synopsis of application submittal and review process for Implementing Approvals • Location and density of residential development as a result of ED Implementing Approvals and predicted near future progress -11 of 24- 2001010800 91 08, 286 u3 1 @1 `aF ELIZABETH C WILSON RGMT $34 00 Kitsap Co, WA Location and type of non - residential development resulting from Implementing Approvals and predicted near future progress Location and type of open space and recreational facilities provided through the Implementing Approval process and predicted near future progress Location and type of on -site and off -site roads, utilities and other infrastructure provided to date and projected construction schedules of proposed infrastructure Pioneering fobs report as defined in the Sub -Area Plan and Section 8 of the Three -Party Agreement The fobs report will include analysis of completed and proposed actions being taken to prepare and market the employment sites and establishment of the threshold level of 500 pioneering jobs within the project The City's review and comments on Port Blakely's annual project review report will take place within thirty (30) days after Port Blakely's submittal Comments received from City departments will be referred to the City Coordinator for appropriate action If no comments are received from City departments within the review period, then the annual review will be deemed complete r 6.4 Due Diligence. 6.4.1 City Notice. The City and Port Blakely recognize that numerous requirements will affect the schedule and timing of development of the Project, including but not limited to the following infrastructure and utility planning, coordination, funding, permitting and installation, environmental data collection, market conditions and other forces beyond Port Blakely's control If the City believes Port Blakely is not diligently proceeding with the submission of the Master Plan and EIS, then at any time after 36 months from the effective date of this Agreement, as extended for any litigation, appeals or other causes beyond the reasonable control of Port Blakely, then the City may deliver a written notice to Port Blakely Any City notice will set forth the City's requested specific actions and proposed timetable for Port Blakely to complete the actions The requested actions and timetable shall be reasonable and reasonably capable of being accomplished If Port Blakely completes the actions within the timetable specified by the City, the Notice shall be deemed satisfied. 6.4.2 Mediation. If Port Blakely and the City disagree over the actions or timetable in the City's notice, or if Port Blakely has not completed the items within the timetable specified in the City's notice, then either the City or Port Blakely can request mediation The parties will pay equally the mediator's fees and expenses Within 14 -12 of 24- 200101080083 Page 15 of 27 61low, 2601 61 59P ELI?RBETH C WILSON RGMT 4 89 Kitszip Ca, WA days following a mediation request, the parties shall seek to mutually select a single k mediator who is experienced in real estate permitting and development in the State of Washington If mutual selection does not occur within those 14 days, then the parties may seek appointment of an mediator through application to the Kitsap County Superior Court using the procedures of RCW 7 04 050, and the Court may select a mediator who meets the criteria of real estate experience set forth in the preceding sentence The mediator shall establish procedures for submission of information and hearing the positions of the City and Port Blakely and shall attempt to facilitate a resolution of disputes between the parties regarding due diligence The mediation will constitute settlement negotiations for purposes of all state and federal rules protecting disclosures made in settlement negotiations Communication and material submitted to the mediator are privileged and confidential and not subject to disclosure consistent with RCW 5 60 070 6.4.3 Mediation Report. If the parties do not reach mutual agreement through the mediation, then the mediator shall issue a written report within 60 days after selection of the mediator The written report shall not be binding on the parties, but shall contain the mediator's conclusions and recommendations on whether (a) Port Blakely has proceeded with due diligence or (b) Port Blakely should undertake additional reasonable actions, on a specific timetable which is reasonably capable of achieving, as set forth in the mediator's written report If either the City or Port Blakely disagrees with the mediator's report, including the reasonableness of the recommended actions or timetable or whether the recommended actions were achieved within the mediator's timetable, then either party may commence an action in superior court under Section 6 4 4 below to determine whether Port Blakely has met the due diligence provisions of this Section Any court action shall be commenced within thirty (30) days after the later of (i) the mediator's report or (n) Port Blakely failure to complete the mediator's recommended actions within the recommended timetable The mediation report shall not be used in any court proceeding as evidence or for any other purpose without the written agreement of both the City and Port Blakely The mediator shall not be compelled to testify or to divulge communications obtained during the mediation, subject to the exceptions set forth in RCW 5 60 070, unless both the City and Port Blakely consent to such testimony 6.4.4 Compliance with Court Decision or Mediation Report. If (a) a court determines Port Blakely has met the due diligence provisions of this Section or (b) neither party appeals to superior court and Port Blakely completes the mediator's recommended actions within the recommended timetable, then the City's notice will be satisfied and this Agreement remains in full force and effect for the Term set forth in Section 6 1 If a court determines Port Blakely has not met the due diligence provisions of this Section as the court may modify the actions or extend the timetable in its discretion to meet due diligence, then -13 of 24- 200101080083 Page 16 of 8138,2881 81 59P ELIZABETH C WILSON RGMT 334 0@ KitsaR Co WA the City thereafter shall have the right to terminate this Agreement through a joint planning process with Kitsap County as provided in Section 6 4 5 below 6.4.5 Joint Planning Process. The joint planning process will determine appropriate amendments to the land uses and other provisions of the Sub -Area Plan for the Port Blakely Property, which may include but is not be limited to reallocating the industrial, commercial or residential uses to other sites This Agreement will remain in full force and effect until the effective date of any Sub -Area Plan amendment under this Section 7. GENERAL PROVISIONS 7.1 Governing Law; Interpretation; This Agreement shall be governed by and interpreted in accordance with the laws of the State of Washington This Agreement has been reviewed and revised by legal counsel for all parties and no presumption or rule that ambiguity shall be construed against the party drafting the document shall apply to the interpretation or enforcement of this Agreement 7.2 Authority; Severability Bremerton and Port Blakely each represent and warrant it has the respective {r power and authority, and is duly authorized to execute, deliver and perform its obligations under this Agreement The parties intend this Agreement to be interpreted to the full extent authorized by law as an exercise of Bremerton's authority to enter into such agreements, and this Agreement shall be construed to reserve to Bremerton only that police power authority which is prohibited by law from being subject to a mutual agreement with consideration If any provisions of this Agreement are determined to be unenforceable or invalid by a court of law, then this Agreement shall thereafter be modified to implement the intent of the parties to the maximum extent allowable under law If a court finds unenforceability or invalidity of any portion of this Agreement, the parties agree to seek diligently to modify the Agreement consistent with the court decision, and no party shall undertake any actions inconsistent with the intent of this Agreement until the modification to this Agreement has been completed If the parties do not mutually agree to modifications within forty -five (45) days after the court ruling, then either party may initiate the dispute resolution proceedings in Section 7 12 for determination of the modifications which implement the intent of this Agreement and the court decision 7.3 Integration; Amendment; Minor Modifications This Agreement, along with the Sub -Area Plan and Three -Party Agreement, represent the entire agreement of the parties regarding the Property, and there are no other agreements, oral or written, except as expressly set forth in this Agreement Any -14 of 24- 200101080083 Page 17 of 27 81/08. 61 59P ELIZABETH C WILSON RGMT $34 88 Kitsap Co, WA k � amendment to this Agreement must be approved by each of the following (a) the City, (b) Port Blakely so long as it owns any portion of the Property and (c) a Designated Successor, if any, for a specified portion of the Property "Designated Successor" is a successor owner specified in writing by Port Blakely as such a successor or an association No parcel owner or other person may seek an amendment of this Agreement except Port Blakely or except a Designated Successor as to that portion of the Property owned by the Designated Successor Criteria for Administrative Minor Modifications will be adopted as future Development Standards when this Agreement is amended concurrent with the Master Plan Nothing in this Agreement modifies the requirements or process for amending the Sub -Area Plan as set forth in Section 6 of the Three -Party Agreement. 7.4 Binding on Successors; Assignment; Enforcement 7.4.1 Binding Agreement This Agreement shall be binding upon and inure to the benefit of the successors and assigns of Port Blakely and Bremerton All successors in title to all or any portion of the Property shall be bound by the terms of this Agreement 7.4.2 Assignment The parties acknowledge that development of the Project likely will involve sale and assignment of portions of the Property to other persons who will own, develop and /or occupy portions of the Property and building thereon Port Blakely shall have the right to assign or transfer all or any portion of the respective interests, rights or obligations under this Agreement or in the Protect to other parties acquiring an interest or estate in all or any portion of the Property, including transfer of all interests through foreclosure Oudicial or nonludicial) or by deed in lieu of foreclosure Consent by the Bremerton shall not be required for any transfer of rights pursuant to this Agreement Upon the transfer under this section, the transferee shall be entitled to all interests and rights and be subject to all obligations under this Agreement as to the property transferred, and Port Blakely shall be released of liability as to the property transferred 7.4.3 Enforcement of Agreement The City may enforce this Agreement Port Blakely or any party responsible for development of the Project designated by Port Blakely may enforce this Agreement so long as it owns any portion of the Property Any owner's association established by Port Blakely may enforce all provisions of this Agreement as it relates to portions of the Property covered by the association, at the earlier of (a) Port Blakely's specific assignment of enforcement rights or (b) after the date Port Blakely has conveyed all portions of the Property to third parties Each individual parcel owner may enforce the Development Standards and other provisions of this Agreement as it directly affects that individual parcel -15 of 24- 200101080083 Page 18 of 27 81/68/2901 01 59P ELIZABETH C WILSON AGMT $34 99 Kitsap Co, WA 7.4.4 Development Standard Modifications Except where the City is authorized to impose additional Development Standards under Section 6 2, any modifications of Development Standards shall require the written consent of Port Blakely and the City 7.5 Recording Pursuant to RCW 36 70B 190, this Agreement or a memorandum thereof shall be recorded with the Kitsap County Auditor and during the term of this Agreement shall be binding on the parties, their successors and assigns 7.6 Headings; Attachments The headings in this Agreement are inserted for reference only and shall not be construed to expand, limit or otherwise modify the terms and conditions of this Agreement Attachments A through C are incorporated in the Agreement by this reference as if fully set forth 7.7 PBC as Agent Port Blakely hereby designates Port Blakely Communities, Inc ( "PBC ") as its agent with authority to give notices, approvals and otherwise act pursuant to this } , >. Agreement Unless otherwise stated by Port Blakely to the City, the representations and actions of PBC shall represent and bind Port Blakely 7.8 Time Is of the Essence Time is of the essence of this Agreement and every provision hereof Unless otherwise set forth in this Agreement, the reference to "days" shall mean calendar days If any time for action occurs on a weekend or legal holiday, then the time period shall be extended automatically to the next business day 7.9 Disputes; Default and Remedies 7.9.1 Dispute Resolution In the event of any dispute relating to this Agreement, all parties upon the request of any other party shall meet within seven (7) days of the request to seek in good faith to resolve the dispute Bremerton shall send the appropriate department director and persons with information relating to the dispute, and Port Blakely shall send an owner's representative and any consultant or other person with technical information or expertise that relates to the dispute. Any dispute covered by Section 9 of the Three -Party Agreement shall be governed by its terms and not this Section 4 -16 of 24- 200101080083 Page 19 of 27 01/68/2061 61 59P ELIZfl3 H C WILSON RGMT $34 Be Kitsap Co, WA .' 7.9.2 Default and Remedies No party shall be in default under this Agreement unless it has failed to perform under this Agreement for a period of thirty (30) days after written notice of default from any other party Each notice of default shall specify the nature of the alleged default and the manner in which the default may be cures satisfactorily If the nature of the alleged default is such that it cannot be reasonably cured within the thirty (30) day period, then commencement of the cure within such time period and the diligent prosecution to completion of the cure shall be deemed a cure Any party not in default under this Agreement shall have all rights and remedies provided by law including without limitation damages, specific performance or writs to compel performance or require action consistent with this Agreement 7.9.3 Relief Against Defaulting Party or Portion of Property In recognition of the anticipated sale(s) by Port Blakely of portions of the Property to others to own, develop and/or occupy within the Project Site, the remedies under this Agreement shall be tailored to the Property or parties as provided in the remaining provisions of this subsection After the transfer of portions of the Property for which the release of liability provisions apply under Section 7.4 3 , any claimed default shall relate as specifically as possible to the portion of the Property involved and any remedy against any party shall be limited to the extent possible to rt , the owners of such portion of the Properly To the extent possible, Bremerton shall seek only those remedies which do not adversely affect the rights, duties or obligations of any other nondefaulting owner of portions of the Property under this Agreement, and shall seek to utilize the severability provisions set forth in this Agreement 7.10 Estoppel Certificate Within thirty (30) days following any written request which any party or a Mortgagee may make from time to time, the other party to this Agreement shall execute and deliver to the requesting person a statement certifying that (1) this Agreement is unmodified and in full force and effect, or stating the date and nature of any modification, (2) to the best knowledge of the certifying party, (a) no notice of default has been sent under Section 7 9 2 of this Agreement or specifying the date(s) and nature of the notice of such default and (b) no written notice of infraction has been issued in connection with the Project, and (3) any other reasonably requested information Failure to deliver such statement to the requesting party within the thirty (30) day period shall constitute a conclusive presumption against the party failing to deliver such statement that this Agreement is in full force and effect without modification or default except as may be represented by the requesting party) The delivery of estoppel certificate on behalf of Bremerton pursuant to this section shall be deemed an administrative matter and shall not require legislative action -17 of 24- 200101080083 Page 20 of 27 011082001 61 59P ELI ABET 4 C UILSON RGMT $34 98 Kitsap Co. WA 7.11 No Third Party Beneficiary This Agreement is made and entered into for the sole protection and benefit of the parties, their successors and assigns No other person shall have any right of action based upon any provision of this Agreement 7.12 Cooperation The parties shall reasonably provide information, approvals or consents under this Agreement The parties agree to take further actions and execute further documents, eitherjointly or within their respective powers and authority, to implement the intent of this Agreement Bremerton and Port Blakely will cooperate to achieve the mutually agreeable goals as set forth in this Agreement, subject to Bremerton's independent exercise ofjudgment Where appropriate and consistent with applicable law, Bremerton shall be the lead agency under SEPA in implementing this Agreement and Implementing Approvals Bremerton shall consider use of its eminent domain powers to facilitate implementation of this Agreement, subject to Bremerton's independent exercise of judgment following all applicable procedures necessary to use eminent domain power 7.13 Delays If either party is delayed in the performance of its obligations under this Agreement due to force majeure, then performance of those obligations shall be excused for the period of delay. 7.14 Notice All communications, notices and demands of any kind which a party under this Agreement requires or desires to give to any other party shall be in writing and either (i) delivered personally, (ii) sent by facsimile transmission with an additional copy mailed first class, or (iii) deposited in the U S. mail, certified mail postage prepaid, return receipt requested, and addressed as follows. If to Port Blakely PORT BLAKELY TREE FARMS LP 1325 Fourth Avenue, Floor 10 Seattle, WA 98101 Attn James E Warjone Telephone (206) 624 -5810 Facsimile (206) 624 -9745 With a copy to DAVIS WRIGHT TREMAINE LLP 2600 Century Square 1501 Fourth Avenue Seattle, Washington 98101 -1688 Attn Thomas A Goeltz Telephone (206) 628 -7662 Facsimile ( 206) 628 -7040 -18 of 24- 200101080083 Page 2 0 1 of 27 61/08/2001 01 59P A t1d )rTu r uti CnJ Ai;MT M4 RA Kitsao Co, WR If to Bremerton CITY OF BREMERTON 0 Building and Planning Department 286 – 4th Street Bremerton, WA 98337 Telephone (360) 478 -5275 Facsimile (360) 478 -5278 With a copy to CITY OF BREMERTON City Clerk 239 – 4th Street Bremerton, WA 98337 Telephone (360) 478 -5290 Facsimile (360) 478 -5200 Notice by hand delivery or facsimile shall be effective upon receipt If deposited in the mail, notice shall be deemed delivered 48 hours after deposited. Any party at any time by notice to the other party may designate a different address or person to which such notice or communication shall be given IN WITNESS WHEREOF, this Agreement has been entered into between the City and Port Blakely as of the f— day of , 2004. PORT BLAKELY TREE FARMS (LIMITED P TNERSHIP) a Washington limited partnership , 4 Byc dd irk, President of Real Estate Division CITY OF BREMERTON a Washington municipal corporation By 7)d �L" LyVS Horton, Mayor PROVED AS TO FORM B i�s C 7 Mw 6 f ATTEST / Kathl n McCluskey, City Clerk -19 of 24- 200101080083 Page 22 of 27 @1/8812@ @ 1 @ 159P r i77ARFTH C WILSON 1111 R I GMT f34 09 Kitsap Co, WA LIST OF ATTACHMENTS Attachment A — Legal Description of Property Attachment B — Map of Property Attachment C — SEPA Compliance for Implementing Approvals STATE OF WASHINGTON ) ) ss COUNTY OF KITSAP ) I certify that I know or have satisfactory evidence that LYNN S HORTON is the person who appeared before me, and said person acknowledged that she signed this instrument, on oath stated that she was authorized to execute the instrument and acknowledged it as the Mayor of the CITY OF BREMERTON to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument Given under my hand and official seal this j L-t() day of 2000 Type/Pnnt Name (!A ru/ L ly re - � Notary Public in and for a State of ,� Washington residing at rL,c�C.M r) N�* R1' My Commission expires :S"- IS- PUBLIC ms' 2 OP 689640 6 WAS +x -20 of 24- 200101080083 Page 23 of 27 @1r'08/2061 01 59P ci T70QCT r WTI qnN AAMT 134 98 Kltsap Co, WR STATE OF WASHINGTON ) ss COUNTY OF KITSAP ) On this 4 day of Gtf?uQr , 200% before me personally appeared JUDD KIRK, to me known to IY6 the President of the Real Estate Division of PORT BLAKELY TREE FARMS (LIMITED PARTNERSHIP), a Washington limited partnership, that executed the within and foregoing instrument and acknowledged the said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute and in fact executed said instrument on behalf of the corporation Given under my hand and official seal this qb day of c.�i'I4W , 200 JA DO%� Type/Pnnt Name nn y S`oN EvG ►► Notary Public in and for a State o _? ��.o, •. N ►► Washington residing at 1,44a n Q .o Np'fARY 9 N : ► i, My Commission expires �9 V i i PUBuG OFWPS� 200101080083 Page 24 of 27 81/08/2801 8159P m ELIZABETH C WILSON AGMT t34 00 Kitsap Co, WA -21 of 24- ` ATTACHMENT A LEGAL DESCRIPTION OF PROPERTY That portion of Sections 7, 18, and 19 of Township 24 North, Range 1 East of the Willamette Mendian in Kitsap County, Washington, descnbed as a whole as follows Beginning at the section comer common to Sections 17, 18, 19 & 20 of said Township and Range; thence along the east line of said section 18, North 02 °33'36" East 2650.40 feet to the east '/4 section corner of said Section 18, thence continuing along said east line of said Section 18, North 02 °13'37" East 2665 51 feet to the section corner common to Sections 7, 8, 17 & 18 of said Township and Range, thence along the east line of said Section 7, North 03 °14'29" East 273 70 feet, thence South 49 °06'36" West 394.86 feet, thence South 22 °15'57" West 435 82 feet, thence South 51 °04'39" West 573 87 feet, thence South 72 °21'49" West 28190 feet to the beginning of a 113 foot radius curve to the right, thence northwesterly along said curve an arc distance of 212 28 feet through a central angle of 107 °38'11 ", thence North 208.41 feet to the beginning of a 80 foot radius curve to the left, thence northwesterly along said curve an arc distance of 159 10 feet through a central angle of 113 °56'42 ", thence South 66 °03' 19" West 372 14 feet, thence South 24 °07' 12" West 254 43 feet; thence South 38'38'11 " West 566 66 feet, thence South 05 °05'55" West 1897 32 feet, thence South 12 0 50'21" West 833 49 feet, thence South 07 9" West 495.35 feet; thence South 46 °57'31" West 323 73 feet, thence South 33 °30'41" West 410.75 feet; thence South 17 °32'08 "West 860.92 feet; thence South 07° 42'01" West 2094.94 feet to the beginning of a 599 00 foot radius curve to the left, thence southeasterly along said curve an arc distance of 1356 06 feet through a central angle of 129° 42'36 ", thence North 57 °59'25" East 91161 feet, thence North 61 °35'44" East 692.67 feet to the beginning of a 1239.00 foot radius curve to the left; thence northeasterly along said curve an arc distance of 946 35 feet through a central angle of 43 °45'45 ", thence North 17 °49'59" East 1763 31 feet to the point of beginning 20010108008 Page 25 of 27 01tA$120 @1 8159P ELIZABETH C WILSON AGMT $34 Be Kitsap Co, UR -22 of 24- ATTACHMENT B MAP OF PROPERTY a Iff 17 N . Y A l ISORM �r rto cF� f ACRES': 20 i- 19, 20 YR "W"A a Section line Pmp°sed Davd0pment Port Blakely P 400 1200- Boundary * - N rp,q,,p,,r e Mkw OW AfasawOX Joint Planning Area -23 of 24- 200101080083 Page 26 of z? SIl88,'288I @1 59P ELIZABETH C WILSON R6MT $34 68 KitsaP Co, WR ATTACHMENT C SEPA COMPLIANCE FOR IMPLEMENTING APPROVALS Upon receipt of any application for an Implementing Approval (defined in Section 6 2) , the City shall undertake SEPA compliance as follows Step 1 - Project Envelope Determination. First. the City shall determine if the requested Implementing Approval applied for is within the Project Envelope The City can request the applicant to provided reasonable information (including for convenience an environmental checklist even if a threshold determination is not required under this Step 1) to the extent needed to determine the requested action is within the Project Envelope If so, then the existing SEPA documents and analysis shall be utilized and no further SEPA threshold determination is regtared see WAC 197- 11- 600(4)(a)) "Agencies acting on the same proposal for which an environmental document was prepared are not required to adopt the document ") If the application is beyond the Project Envelope, then a threshold determination is required under Step 2 below Step 2 - Threshold Determination. If the requested Implementing Approval exceeds the Project Envelope, then the City shall prepare a threshold determination, taking into account the existing SEPA documents and analysis and the governing Development Standards under this Agreement which address environmental mitigation for the Project Any studies or other information requested by the City from the applicant shall relate only to those potential impacts not adequately covered by the existing SEPA documents and analysis The City shall issue a determination of non - significance (DNS) or a mmgated DNS (MDNS) utilizing an addendum or incorporating the prior SERA documents and analysis to the fullest extent possible, except an addendum or supplemental EIS (SEIS) shall be required if the conditions in Step 3 are present The City's approval of minor modifications under Section 7 3 of the Agreement shall not be deemed a significant change which would require an SEIS Step 3 - SEIS. The City shall prepare an addendum or SEIS if there are 3 1 Substantial changes to the Protect so that the proposal or Project Envelope descnbed in the existing SEPA documents and analysis are likely to have significant adverse environmental impacts not previously analyzed and which cannot be mitigated through the Threshold Development Standards applicable to the Project (or revisions, additions and amendments to those Development Standards), or 32 New information indicating the Project is likely to have significant, adverse environmental impact not previously analyzed in the existing SEPA documents and analysis and which cannot be mitigated through the Threshold Development Standards applicable to the Project (or revisions, additions and amendments to those Development Standards) If an addendum or SEIS is required, the City shall limit the scope thereof to the impacts which required the additional analysis (e g the City shall utilize a focused scope and EIS) Step 4 - Modified Development Standards. If the SETS discloses additional mitigation is required to avoid a serious threat to public health and safety hazards, then the Development Standards applicable to the Project may be modified _ ,1 f -24 of 24- 200101080083 Page 27 of 27 61/6812891 61 59P 'Exhibit C ORDINANCE NO. AN ORDINANCE of the City Council of the City of Bremerton, Washington, approving an amendment to the Initial Development Agreement between the City of Bremerton and Port Blakely Tree Farms relating to the submission of the Master Plan and EIS and the time after which the City may give notice to Port Blakely Tree Farms regarding its progress on the Master Plan and EIS and further to make corrections to references to the zoning code relating to development of the Master Plan WHEREAS, Ordmance No 4740 approved and authorized the Mayor to sign the Initial Development Agreement between the City of Bremerton ( "City ") and Port Blakely Tree Farms (Limited Partnership) ( "Port Blakely "), and WHEREAS, the Initial Development Agreement was executed on or about January 5, 2001 and recorded under Kitsap County Auditor's No. 200101080083, and WHEREAS, Section 6 4 1 of the Initial Development Agreement allows the City to give notice to Port Blakeley if it does not believe diligent progress is being made with respect to the submussion of the Master Plan and EIS The notice may be given at any time after 36 months from the effective date of the agreement, as extended for any litigation, appeals or other causes beyond the reasonable control of Port Blakely As extended by litigation and appeals, the Agreement became effective on or about July 3, 2001, the date the court signed the dismissal of the subject litigation, and WHEREAS, Port Blakely has requested an amendment to Section 6 4 1 of the Initial Development Agreement to extend the time after which the City may provide notice to Port Blakely to June 30, 2007, and WHEREAS, staff is recommending that Section 6 4 be deleted in its entirety as an unnecessary condition to development of the Master Plan, and WHEREAS, staff is also recommending that Section 5 3 relating to development of the Master Plan be amended to correct references to the zoning code resulting from subsequent amendments to the code, and WHEREAS, the City Council finds approving the proposed amendment would allow Port Blakely more time and opportunity to proceed with submission of a Master Plan and an EIS for the property and the planning of an economically viable development, and WHEREAS, the City's SEPA Responsible Official has determined that this matter is exempt from SEPA pursuant to WAC 197 -11- 800(20), NOW THEREFORE, 1 Port Blakely Initial Development Agreement Amendment THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS SECTION 1. The proposed "Amendment No 1 to Initial Development Agreement" attached hereto as Exhibit "A ", deleting in its entirety Section 6 4 of the Initial Development Agreement executed by the City and Port Blakely on or about January 5, 2001, and further amending Section 5 3 to correct references to the zoning code relating to development of the Master Plan is hereby approved SECTION 2. The Mayor is authorized to execute "Amendment No 1 to Initial Development Agreement" in substantially the same form as set forth in Exhibit "A" and approved herein Amendment No. 1 to Initial Development Agreement shall be effective upon full execution by the parties to the Initial Development Agreement SECTION 3. Severabdiry If any one or more sections, subsections, or sentences of this ordinance are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this ordinance and the same shall remain in full force and effect SECTION 4. E ffective Date This ordinance shall take effect and be in force ten (10) days from and after its passage, approval and publication as provided by law APPROVED by the City Council the day of , 2004 PASSED by the City Council the day of , 2004 VLZA DAREN NYGREN, Cou T President Approved this L faa) day of , 2 4 CARY B6zbem, Mayor ATTEST APPROVED AS TO FORM �- -- PA A JOHN , Intenm Crty Clerk ROGER A LUBOVICH, C4tyAttorney PUBLISHED the JO AO day of , 2004 EFFECTIVE the _f.�Aj _ day of — 1 2004 ORDINANCE NO X90 R \LEGAL \Ordu►ances\Port Blakely Amendment doc 2 Port Blakely Initial Development Agreement Amendment Return Address: City Clerk 200405210329 City of Bremerton Page 1 of 6 239 Fourth Street 111111111 Mill 1111 OV21/20 62 g� Bremerton, WA 98337 CITY OF BRMTCk Ar(Flb11T 124 69 Kits* Co, lR AUDITOR/RECORDER'S INDEXING FORM Document Tule(s): 1 Amendment No 1 to Initial Development Agreement Reference Number(s) of Docameats assigned or released- 200101080083 Grantor(s): 1 Port Blakely Tree Farms (Limited Partnership) ❑ Additional names on page of document. Grantee(s): 1 City of Bremerton ❑ Additional names on page of document. Legal Description Ptns of Sections 7,18 and 19,774N R1E W M Kitsap County, WA (abbreviated) ❑ Additional legal is on page of document Assessor's Property Tax Parcel/Account Number: 072401 -4- 050 -2001, 182401 -1-001 -2004, 182401 -1 -003 -2002, 182401 - 14004 -2001, 182401 - 1-005- 2000,182401 -1-006 -2009, 182401 -1-007 - 2008 ,182401 -1-008 - 2007,182401 -3-007 -2004, 182401 -4 -001 - 2008,182401 -4-002 -2007, 182401 --003 -2006, 182401 -4 -004- 2005 , 1 82401-4 -005 - 2004,182401 -4-006 -2003, 182401-4 -007 - 2002 , 1 82401-4 -008 - 2001,192401 -1-002 -2002, 192401 -1-003 - 2001 ,192401- 1-004 - 2000,192401 -1-005 -2009, 192401- 14006 -2008, 192401 -1- 007 -2007, 192401 -1 -008 -2006, 192401 -1-009 -2005, 192401 -2-001 -2001, 192401 -2- 002 -2000, 192401 -3- 002 - 200 8,192401 -3- 003 - 2007,192401 -4-007 -2001, 192401 -4- 008 -2000 Amendment to Initial Development Agreement - 1 AMENDMENT NO.1 TO INITIAL DEVELOPMENT AGREEMENT This Amendment No. 1 to Initial Development Agreement specifically amends the Initial Development Agreement (hereinafter "Agreement!) entered into by and between the City of Bremerton, a municipal corporation of the State of Washington, with offices located at 239 4 Street, Bremerton, Washington 98337 (hereinafter "City'l, and Port Blakely Tree Farms (Limited Partnership) a Washington limited partnership (hereinafter "Port Blakely"). RECITALS WHEREAS, Ordinance No. 4740 approved and authorized the Mayor to sign the Initial Development Agreement between the City of Bremerton ( "City") and Port Blakely Tree Farms (Limited Partnership) ( "Port Blakely"); and WHEREAS, the Initial Development Agreement was executed on or about January 5, 2001 and recorded under Kitsap County Auditor's No 200101080083; and WHEREAS, Section 6.4.1 of the Initial Development Agreement allows the City to give notice to Port Blakeley if it does not believe diligent progress is being made with respect to the submission of the Master Plan and EIS. The notice may be given at any time after 36 months from the effective date of the agreement, as extended for any litigation, appeals or other causes beyond the reasonable control of Port Blakely. As extended by litigation and appeals, the Agreement became effective on or about July 3, 2001, the date the court signed the dismissal of the subject litigation; and WHEREAS, Port Blakely has requested an amendment to Section 6.4.1 of the Initial Development Agreement to extend the time after which the City may provide notice to Port Blakely to June 30,2007; and WHEREAS, staff is recommending that Section 6.4 be deleted in its entirety as an unnecessary condition to development of the Master Plan; and WHEREAS, staff is also recommending that Section 5.3 relating to development of the Master Plan be amended to correct references to the zoning code resulting from subsequent amendments to the code; and WHEREAS, the City Council finds approving the proposed amendment would allow Port Blakely more time and opportunity to proceed with submission of a Master Plan and an EIS for the property and the planning of an economically viable development; Amendment to Initial Development Agreement - 2 200405210329 P� t � °� s 1 IN i82 66P NOW, THEREFORE, for valuable consideration and by mutual consent of the parties the City and Port Blakely agree as follows: AGREEMENT 1. Section 5.3 of the hutial Development Agreement is amended as follows: 5.3 City Review Procedure. The Master Plan shall be developed by utilizing the procedures applicable to development agreements under BMC 21.02.900 and Zl-. 8-SA 1.02.855, i.e. a Type M IV City Council decision on a recommendation from the Administrative Hearing Examiner The Master Plan's adoption by the City Council shall be in the form of an amendment to this Agreement and shall add appropriate Development Standards for build -out of the Project. The Project review will also comply with Sections 7.1 and 7.2 of the Three -Party Agreement as quoted hereafter. 7,1 County Comment on Project Phases. Kitsap County will be given the opportunity to review and comment upon the Master Plan and each phase of the project within the Property prior to approval by the City of Bremerton. The contact person for the County who shall receive all notices and materials from the City 3 shall be the Director of Community Development and delivered to the Kitsap County Courthouse, 614 Division St., Port OrcharcL WA 98366, or such other address designated by the County. If the Property is developed in phases, the County will complete as review within ten (10) working days of ter receiving the plans far each phase. 7.2 Public Involvement. Project review shall include public involvement and participation of interested property owners. Tribes and appropriate agencies and groups In particular, the City dkimW the environmental review process shall seek input from the Suquamish 7Wbe. 2. Section 6.4. of the Initial Development Agreement is deleted in its entirety as follows. 6.4 Due DiNgeneea 6A.1 City Notim Amendment to Initial Development Agreement - 3 200405210329 Page 3 of 6 65M/2w 92 96P Plaa and MS. then at my fime after. 36 mes&s ftem 60 effeefive date of this > as &4c2 Mediation < . 6.43 Medlades Report- isediaw sh&H is—sue a u.-w6u.-e—s fePeA wig" 60 days after Weefies ef the medieAeft I;w wfWm x ` Amendment to Initial Development Agreement greement - 4 200405210329 Pap 4 of 6 SWI/M 62 Sep t t t t r uses end other Af *up Sub Am Plan fef the pef 1 3 The deletion of Section 6.4 of the Initial Development Agreement and the due diligence and notice provisions relating to the submission of the Master Plan and EIS contained therein does not grant an extension to the term of the Agreement as set forth in Section 6.1 or an extension or waiver of any other term or condition contained in the Initial Development Agreement. Furthermore, the deletion of Section 6.4 does not remove the requirement to amend the Initial Development Agreement prior to any development of the property as set forth in Section 1.3. All provisions in the Initial Development Agreement shall remain in fiill force and effect except as expressly modified by this document. THIS AGREEMENT requires the signature of all parties and is executed as of the date of the last signature below CITY OF BRE ON PORT BLAKELY TREE FARMS zz (LEVHTED PARTNERSHIP) By: Cary Bozeman UJW Its: Mayor B Date: Its: Date — Q ' Amendment to Initial Der 5 2004 05210329 CITY T,�,, _ 6?1/ m 6 o A05 STATE OF WASHINGTON ) COUNTY OF KTTSAP ) I certify that I know or have satisfactory evidence that Cary Bozeman is the person who appeared before me, and acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument, and acknowledged it as Mayor of the City of Bremerton to be the free and voluntary act of such City for the uses and purposes mentioned in the instrument. WITNESS hand and seal this AAu0L-_ day of �,w A , 2004 ��. • %. L , l• ' ak' f N ' T/ r . NOT PL LIC in and r the State of �►�': o L{ Washington, residing at �� _ • My commission expires / / 9� STATE OF WASHINGTON ) COUNTY OF R ) § I certify that I know or have satisfactory evidence that is the person who appeared before me, and acknowledged that (s)he signed this instrument, on oath stated . that was authorized to execute the instrument, and acknowledged it as 4 of Port Blakely Tree Farms (Lunited Partnership) to be the free and voluntary act of Port Blakely Tree Farms (Lnnited Partnership) for the uses and purposes mentioned in the instrument. "` t WITS_ ha and seal thi"LIC' f 2004. , ���' �i 10 : IF s n for a State of i '+ �� % •ti y Washington, residing at �} A- My commission expires / t - 70 RALBGAL\Conft=bTM\Port Blakely Conhact Modification doc Amendment to Initial Development Agreement greement - 6 I 0329 2 0 20 IN IN I I I N IN111111111 0451 Pap s Of s C5191"MA 0 ARP AFFIDAVIT OF PUBLICATION Account #42742 AD #274743 STATE OF WASHINGTON COUNTY OF KITSAP I, Jessica Zuehl - Miller, being first duly sworn on oath, deposes and says That she is now, and at all times embraced in the publication herem mentioned was the principal clerk of the printers and publishers of KITSAP SUN, that said newspaper has been approved as a legal newspaper by order of the Superior Court of the County of Kitsap, in which County it is published and is now and has been for more than six months prior to the date of the publication hereinafter referred to, published in the English language continually as a daily newspaper in Bremerton, Kitsap County, Washington, a weekly newspaper in Kitsap County, Washington and is now and during all of said time, was printed in an office maintained in the aforesaid place of publication of said newspaper, that the following is a true text of an advertisement as it was published in regular issues (and not in supplement form) of said newspaper on the following date, to wit And on Aug 8, 2011 such newspaper was regularly distributed to its subscribers during all of said period The full amount of the fee charged for the foregoing publication is the sum of $38 15 This amount has not been paid in full (Signature of Principal Clerk) Subscribed and sworn to before me this day of August 9, 2011 "" M •M,O% • -A. Notary Public in and for the State of Washington, Kitsap County N Ju18 2012 L7• •�: ORDINANCE NO 5157 ""4ic•WAS; � AN ORDINANCE of the City Council of the City of Bremerton, Washington, approving and authorizing termination of the Development Agreement between Port Blakely Tree Farms (Limited Partnership) and the City of Bremerton PASSED by the City Council on the 3rd day of August, 2011 The full text of this ordinance is available from the City Clerk's Office, 345 Sixth Street, Suite 600, Bremerton, WA 98337 August 8, 2011 Ad #20116015