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HomeMy WebLinkAbout03/02/05 AGENDA FILE CITY COUNCIL 345 6th Street, Suite 600, Bremerton, WA 98337-1873 03 (360) 473-5280 MARCH 2, 2005 CITY COUNCIL MEETING AGENDA 1. PRE-COUNCIL STUDY SESSION: 5:00 - 5:30 P.M. in COUNCIL CONFERENCE ROOM 603 A. General Council Business 2. CALL TO ORDER: 5:30 P.M. in MEETING CHAMBERS LOCATED ON FIRST FLOOR A. Pledge of Allegiance B. Invocation 3. MAYOR'S REPORT 4. PUBLIC SERVICE ANNOUNCEMENTS 5. CONSENT AGENDA A. Claims & Check Register (#AB05-055) B. Minutes of Meeting - February 23,2005 (#AB05-056) C. Sole Source Purchase of a Bomag 813 Paver Machine from WESTERN POWER & EQUIPMENT (#AB05-057) D. Professional Services Agreement with URS CORPORATION for Engineering and Architectural Services for the Pump Station 4 Redesign and Remodel Project (#AB05-058) E. Resolution No. 2958 extending the existing loan from the EQUIPMENT RENTAL RESERVE FUND to UUD 2002-1 Fund (#AB05-059) ') ftABU c.... REtoGAln'oAJ. 'x. 6. PUBLIC HEARINGS A. Public Hearing and Resolution No. 2956 to surplus and approve sale of Public Utility Property (38 acres formerly known as the Tracy ton Watershed) to BEALKO, INC. (#AB05-060) 7. GENERAL BUSINESS A. Ordinance No. 4933, granting CASCADE NATURAL GAS CORPORATION a Franchise (#AB05-061) B. Resolution No. 2957 ratifying the Kitsap Countywide Planning Policies as amended by the Kitsap County Board of Commissioners (#AB05-062) 8. PUBLIC RECOGNITION.lL 9. COUNCIL MEMBER REPORTS 10. ADJOURNMENT OF CITY COUNCIL BUSINESS MEETING &I Americans with Disabilities Act (ADA) accommodations provided upon request. Those requiring special accommodations should contact the City Clerk's Office at (360) 473-5323 by noon on the Monday preceding the Council meeting. PROCLAMATION WHEREAS, the American Red Cross has been serving the people of Washington State for over 100 years; and WHEREAS, the American Red Cross is a national, non-profit leader in the delivery of disaster relief, both domestically and internationally; and WHEREAS, the American Red Cross serving King and Kitsap counties reaches out to those whose lives have been touched by adversity and helps thousands of others prevent and prepare for crises yet to come; and WHEREAS, the American Red Cross serving King and Kitsap counties provided disaster relief to 1,028 Washington families last year; and WHEREAS, The American Red Cross serving King and Kitsap counties trained 66,379 Washingtonians in health and safety courses plus over 3,000 in disaster preparedness; and WHEREAS, the American Red Cross serving King and Kitsap counties provided emergency communications for 1,168 members of the U.S. Armed Forces and their families; and WHEREAS, the American Red Cross serving King and Kitsap counties provides nearly all its services in Washington State through the contributions of over 3,000 volunteers. NOW, THEREFORE, I, Cary Bozeman, Mayor of the City of Bremerton, do hereby proclaim March 2005 as RED CROSS MONTH and I urge all citizens to join me in this special observance. Signed this 2nd day of March 2005. Cary Bozeman, Mayor PROCLAMATION WHEREAS, brain injury is a serious, national public health epidemic affecting at least 5.3 million Americans; and WHEREAS, every 21 seconds, someone in the United States will sustain a traumatic brain injury (TBI), which equals more than 4,000 people daily; and WHEREAS, each year, at least 50,000 Americans die and 80,000 Americans experience the onset oflife-long disabilities as a result of sustaining a brain injury; and WHEREAS, prevention is the only known cure; and WHEREAS, the mission of the Brain Injury Association of America is to create a better future through brain injury prevention, research, education and advocacy; and WHEREAS, in partnership with the Centers for Disease Control and Prevention, the Health Resources and Services Administration, the Defense Brain and Spinal Cord Injury Program, the Brain Injury Association of America and Washington State strives to increase brain injury awareness, thus making prevention and safety measures part of the American culture in an effort to decrease the number of brain injuries; NOW, THEREFORE, I, Cary Bozeman, Mayor of the City of Bremer ton, do hereby proclaim March 2005 BRAIN INJURY AWARENESS MONTH and I call upon all government agencies, health organizations, communications media and people of Bremer ton to observe this month with appropriate recognition. SIGNED this 2nd day of March 2005. Cary Bozeman, Mayor AGENDA BILL CITY OF BREMERTON CITY COUNCIL BILL# O~n~ ,Ij DATE SUBMITTED: 51-~ .BSBmammS&6UBSmmosmmESBBS8.....mBemSM.SB...RSRRBBM...mRED.&6....M.mm.gMBEmm~RBg~.msBBs~1 SUBJECT: Approval of Claims and Checks Register Committee Meeting Date: COUNCIL MEETING Date: Department: Presenter: Phone: Mar &h d... ..,l.OlL t) Financial Services Cathy Johnson 473-5296 SUMMARY: Consent agenda item. Approval of payroll, checks and electronic fund transfers. ATTACHMENTS: FISCAL IMPACTS (Include Budgeted Amount):. APPROVALS: DEPARTMENT DIRECTOR: CITY ATTORNEY: FINANCE DIRECTOR: MAYOR: FISCAL/BUDGET: OPERATIONS: ^ COUNCIL PRESIDENT: y~ y~ RECOMMENDED MOTION: Move to Approve: 2- cr ') y? C. -;2Cj >f I ;;<. C. 1) Check#'s 27>7;t9;"througlJ2.9t95? andEFT's ~/ljL through b 727 CONSENT AGENDA IZI 2) Regular Payroll for the pay period ending in the amount of$ 0 Ie:;:;(. ;;<'2G * 9/ .. """ 111 the amount of $ . 3) Retiree Payroll for the pay period ending COUNCIL ACTION: ~ove in the amount of $ o Deny 0 Table o Continue 0 No Action DATE SUBMITTED: BILL# 05 - 0 s6 AGENDA BILL CITY OF BREMERTON CITY COUNCIL 53 ...................................................................'..................... SUBJECT: Minutes of Meeting - J./;;''3/o5 Committee Meeting Date: N/ A COUNCIL MEETING Date:3j ~ I t>S Department: City Council Presenter: Daren Nygren, Council President Phone: (360) 473-5280 SUMMARY: Attached are the minutes for the Council Meeting held. Febr\.A..O..:(""'( 2..'3, 2005, ATTACHMENTS: Minutes for F.e.bYU..o...rY.:2.3) .2ooS FISCAL IMPACTS (Include Budgeted Amount): 0 APPROVALS: DEPARTMENT DIRECTOR: CITY ATTORNEY: FINANCE DIRECTOR: MAYOR: FISCAL/BUDGET: OPERATIONS: COUNCIL PRESIDENT: CONSENT AGENDA ~ ~~ RECOMMENDED MOTION: Move to pass the Consent Agenda as presented. COUNCIL ACTION: 0 Approve D Deny D Table D Continue 0 No Action DIGITAL RECORDING CITY COUNCIL MEETING MINUTES Wednesday, February 23,2005 The weekly meeting of the City Council of the City of Bremerton was called to order in the City Council Chambers, of the NORM DICKS GOVERNMENT CENTER 345 6th Street, Bremerton, Washington, Wednesday, February 23, 2005, at 5:30 P.M., with Council President Daren Nygren presiding. Council members present were Mike Short, Will Maupin, Carol Arends, Dianne Robinson, Mike Shepherd, Wendy Priest, Cecil McConnell, and Brad Gehring. Also present were City Attorney Roger Lubovich; City Clerk Paula Johnston; and Council Assistant Christine Grenier. The Pledge of Allegiance was led by Council Member Cecil McConnell; followed by the invocation provided by Pastor Eric Roberts of New Life Assembly. President Nvaren made the following announcements: 1. A Pre-Council session was held in Council Conference Room 603 from 5:00 to 5:30 P.M. 2. At the conclusion of regular business, Council will meet in Conference Room 603 for a LEGISLATIVE REVIEW SESSION to hear presentations on upcoming agenda items. PUBLIC SERVICE ANNOUNCEMENTS Ms. Johnston announced that the Black Historical Society of Kitsap County will be presenting the Sinclair Park Project: A Snapshot of an African-American Community as part of the 2005 Black History Month Celebration on Friday, February 25lhbeginning at 6:00 P.M. at the Norm Dicks Government Center. Mr. Maupin invited all citizens to attend the next District 6,7,8, & 9 Meeting on Monday, March th from7:00 to 8:30 P.M. at the Public Works Facility located on Oyster Bay Drive to join in a discussion on the "Law & Justice Levy". CONSENT AGENDA A. Check Numbers 297751 - 297954 and EFT-6704 - EFT-6713 $1,027,876.53; and Regular Payroll for the period ending February 15, 2005 in the amount of $618,834.24 (#AB05-053) B. Minutes of Meeting - February 16, 2005 (#AB05-054) 5:35:40 M/S/C/U (Priest/McConnell) Move to approve the Consent Agenda as presented. 5A - AMENDMENT TO THE 2003 COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) ACTION PLAN REGARDING MARITIME PARK (#AB05-016): Michelle Eichhorn, CDBG Program Administrator, summarized that the City Council approved the 2003 CDBG Action Plan on October 9, 2002, which allocated $500,000 towards the capital costs of developing Maritime Park. The Economic Development Department has requested $50,000 for use towards architecture and engineering costs. All other project aspects remain the same. Approval of this request requires an amendment to the Plan, a public hearing on or after February 16, 2005, and execution of two contracts between CDBG and Economic Development. Approval of this request would allow fulfillment of HUD's procedural requirements and would allow immediate reimbursement of architecture and engineering costs for the Park prior to completion of federally- required environmental review. There were no.comments from the public. 5:39:45 M/S/C/U (Arends/Maupin) Move to approve amendment to the 2003 CDBG Action Plan, dividing Maritime Park allocation into two awards of $50,000 and $450,000. City Council Reg. Mtg. Minute,s Wednesday, February 23, 2005 Page 2 of 3 . . 6A - ORDINANCE NO. 4932 ADOPTING AMENDMENTS TO TITLE 20 OF THE BREMERTON MUNICIPAL CODE CBMC) RELATING TO THE ZONING CODE C#AB05-051): Chris Hugo, Community Development Director, explained that the proposed ordinance enacts new sections of the Zoning Code to implement the 2004 Comprehensive Plan. The proposed new BMC chapters include new administrative sections, new zoning for single family residential areas, and new zoning for portions of the Wheaton Way and Kitsap Way corridors. In addition, re-numbering of several existing land use chapters is proposed. The enactment of development regulations consistent with the 2004 Comprehensive Plan is necessary to maintain compliance with the State Growth Management Act. Following discussion during the Pre-Council session, Section 20.46.11 0 "ADULT ENTERTAINMENT" will be removed and discussed during a later phase of the zoning review so that portion of the code may be addressed by the Planning Commission at their next hearing on March 15. That section will be brought back to Council in late March in the next zoning package review. Mr.' Huqo clarified that no changes will take effect until all proposed changes have been passed and the final zoning map has been adopted. Jeff McCormick, Home Builders Association of Kitsap County, presented information regarding manufactured home standards as presented in Senate Bill 6593, which will take effect on July 1, 2005, and may need to be incorporated into the ordinance. Mr. Maupin asked if he had any concerns regarding the ordinance. Mr. McCormick responded no. Stanley Smith has invested in several properties in Bremerton and expressed concerns that his duplex project located on Wheaton Way may require'a rezone based on proposed changes to the zoning code. Even though the changes may go forward, there may be some exceptions which need to be addressed. Mr. Nygren clarified that any projects that are in place prior to passage of the zoning code would be alright. Mr. Hugo commented that single family residential areas may include several types of projects and we can not create zones that are not consistent with the plan. He added that if the individual completed the appropriate applications prior to passage of the code then those projects could go forward. Mr. McConnell asked why a free-standing sign would be allowed in a front yard. Mr. Hugo stated that some portions of the code are carried over from the previous code and may be changed if necessary. Mr. McConnell asked if building standards must be the same for stick-built and manufactured homes. Mr. HUQO answered that the provision for design specifications will most likely be dropped during a later phase of review. Mr. McConnell suggested that an "Errors and Omissions Committee" be reinstated to provide extra review of the zoning code. Mr. Nygren asked if non-passage would have any impacts on the Planning Department. Mr. Hugo stated that changes would need to be brought before the Planning Commission and may cause a delay of the next package of proposed zoning changes. Mr. Shepherd asked for clarification on signs being kept in front yards. Mr. Hugo clarified that the sign issue needed to be addressed due to the recent use of large political signs. Mr. Gehring believed that after receiving considerable feedback from constituents, there should be further review of the zoning code prior to passage. Mr. Short asked if the zoning designation were changed regarding accessory dwelling units, would the zoning designation be grandfathered in or would the change cause a non-conforming use. Mr. Hugo responded that the change would cause a non-conforming situation, and would have to be addressed accordingly. .'j City Council Reg. Mtg. Minut€}s Wednesday, February 23, 2005 Page 3 of 3' 6:18:40 M/S/C (Shepherd/McConnell) Move to approve Ordinance 4932 on first reading, as amended, adopting amendments to Bremerton Municipal Code Title 20 relating to "ZONING"; and to schedule a second reading alJd hearing for March 30. Voted in favor of Motion: Priest, Shepherd, Robinson, Maupin, Nygren Voted opposed to Motion: Arends, Short, Gehring, McConnell Motion carried: 5-Yes; 4-No With no further business, the meeting of the City Council was adjourned at 6:23 P.M. The Council reconvened in Council Conference Room 603 for a LEGISLATIVE REVIEW SESSION to hear presentations on upcoming agenda items. Prepared and Submitted by: CHRISTINE GRENIER Council Assistant Attest: PAULA JOHNSTON, City Clerk DAREN NYGREN, City Council President DN/PJ/ls/cg DATE SUBMITTED: AGENDA BILL CITY OF BREMERTON CITY COUNCIL BILL # 05 - 057 5C ......................................................................................... SUBJECT: Sole So~e Purchase of a Bomag 813 Paver Machine Committee Meeting Date: February 23,2005 COUNCIL MEETING Date: March 2, 2005 Department: PW & Util Presenter: Jim Orton, Fleet Manager Phone: 5356 SUMMARY: The PW!U 2005 budget for the 510 fund reflects replacement of Street Division's asphalt paving machine. Our present model is a 1996 Mauldin 1500, Bomag was the only dealer that had a demo paver available which will save the city money on the purchase price. It is requested to purchase a paver using Bomag as a sole source. Bomag dealer is Western Power and Equipment in Auburn, Washington. Total cost of this machine is $81,545.60 including sales tax. ATTACHMENTS: none FISCAL IMPACTS (Include Budgeted Amount): APPROVALS: ~ DEPARTMENT DIRECTOR:~g CITY ATTORNEY: FINANCE DIRECTOR: MAYOR: FISCAUBUDGET: Ai);J!f ~ . . CONSENT AGENDA M. OPERATIONS: -!f:a~ tZ ^ <.d': ./ i<->-. ~ COUNCIL PRESIDENT: -.L~ ~,...-...._ '7f RECOMMENDED MOTION: That the City Council approve Bomag as a sole source for purchase of a Bomag 813 paver from Western Power and Equipment for the total cost of $81 ,545.60. COUNCIL ACTION: 0 Approve 0 Deny 0 Table o Continue 0 No Action DATE SUBMITTED: February 7,2005 AGENDA BILL CITY OF BREMERTON CITY COUNCIL BILL # << 05- 058 5~) ........................................................................................ SUBJECT: Professional Services Agreement for Engineering and Architectural Services for the Pump Station 4 Redesign/Remodel Project Committee Meeting Date: February 23, 2005 COUNCIL MEETING Date: March 2, 2005 Department: PW&U, Engineering Presenter: Mike Mecham Phone: 473-5288 SUMMARY: The City has negotiated a Professional Services Agreement with URS, an engineering and architectural consultant, to provide architectural and engineering services for the Pump Station 4 Redesign/Remodel project. The project will replace the existing 800 gpm pump station with a new 2100 gpm pump station. The not-to-exceed amount of the agreement is $81,963.00. ATTACHMENTS: 1. Council Summary; 2. Professional Services Agreement FISCAL IMPACTS (Include Budgeted Amount): The project is funded by a Drinking Water State Revolving Fund Loan. The project is included in the 2005 Budget. APPROVALS: DEPARTMENT DIRECTOR: CITY ATTORNEY: FINANCE DIRECTOR: MA YOR: FISCAL/BUDGET: OPERATIONS: COUNCIL PRESIDENT: CONSENT AGENDA tKL RECOMMENDED MOTION: Move to approve the rofessional Services Agreement with URS to provide engineering and architectural services for the Pump Station 4 Redesign/Remodel project and authorize the Mayor to finalize and execute the necessary contract documents for the agreement. COUNCIL ACTION: 0 Approve 0 Deny 0 Table ab/Agenda Bills 2005/PSA with URS - PS 4 o Continue 0 No Action COUNCIL SUMMARY PUMP STATION 4 REDESIGN/REMODEL Contract Summary This project will rebuild Pump Station 4, which is at the end of Jones Street in the West Hills area of Bremerton. The existing pump station is a deteriorating timber frame building on a concrete foundation. The capacity of the pump station is approximately 800 gpm. In order to meet future demands a capacity of 2,100 gpm will be required at Pump Station 4. The existing building is too small to accommodate the required pumps, and it will be demolished and replaced with a new building. The project will also install approximately 2,000 feet of 12" diameter transmission main from the pump station along Roosevelt and Union Ave. to the Union/Linden intersection. The City has negotiated a Professional Services Agreement with URS to provide engineering services for which the City does not have in-house expertise, specifically architectural design, structural engineering and electrical engineering. Services will also be provided by URS during the bidding and construction phases of the project in support of their design. This project is included in the capital projects list for the recently completed rate study, the current Water System Comprehensive plan, and the CIP. Fiscal Summary The cost of this PSA is $81,963.00. The project is funded by Drinking Water State Revolving Fund (DWSRF) Loan No. 02-65102-004. The loan has been executed and the loan terms are as follows: Loan Amount = Loan Fee (included in Loan Amount) = Match Required = Term = I nterest Rate = Annual Debt Service (Approx) = $1,058,760.00 $20,760 $0 20-years 1.5% $61,668 City of Bremerton Pump Station 4 Redesign/Remodel February 2005 ab/ Agenda Bills 2005/PSA with URS - PS 4 A PROFESSIONAL SERVICES AGREEMENT Pump Station 4 Redesign/Remodel, Project No. 416 The City of Bremerton ("City") and URS Corporation ("Consultant"), referred to collectively as the "Parties," enter into the following Agreement for professional services: I. Scope: The Consultant agrees to perform the services more specifically described in the Scope of Work, dated February 8, 2005, including any attachments thereto, attached hereto as Exhibit A, which is incorporated by reference herein. The Scope of Work may be modified only pursuant to Section VILH. of this Agreement. If the Scope of Work provides for unspecified additional services such services shall only be performed upon the express written request of the City. Consultant further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices in effect at the time such services are performed. II. Term: The City and the Consultant agree that work will begin on the tasks described in Exhibit A immediately upon execution of this Agreement. The parties agree that the work described in Exhibit A is to be completed as provided for in the work schedule attached hereto as Exhibit B; provided however, that additional time shall be granted by the City for excusable delays or extra work as provided for in section IX (A) of this agreement. III. Compensation: In consideration of the services provided pursuant to this Agreement, the City shall pay Consultant in an amount not to exceed $81,963.00. Consultant's charges and bills shall conform to the fee schedule attached hereto as Exhibit C and incorporated herein by this reference. The Consultant shall submit regular billing statements detailing work performed and amount charged on each task or portion thereof. The descriptions shall conform to and fall within the categories set out in the Scope of Work and/or Fee Schedule. Upon receipt of a conforming billing statement, the City shall promptly process payment. PROVIDED, HOWEVER, the City reserves the right to prioritize scoped work and accelerate and/or delay work tasks under the time frame set forth in Section II herein. The Consultant's labor rates and billing fees shall be as delineated in Exhibit C. Consultant shall not perform work beyond the Scope of Work, nor shall be compensated for such work, unless the Scope of Work or amount of compensation is modified pursuant to this Agreement. Consultant shall only be compensated for additional services if requested pursuant to Section I and, if not otherwise provided, such compensation shall be in accordance with Exhibit C. If a billing statement does not conform to this Agreement, the City may withhold payment until the statement is brought into compliance. Such withholding does not relieve Consultant of its obligations under this Agreement. Bremerton/URS Pump Station 4 Redesign/Remodel Page 1 of6 IV. Relationship of Parties: Consultant represents that it is skilled in the matters addressed in the Scope of Work and is performing independent functions and responsibilities within its field of expertise. Consultant and its personnel are independent Consultants and not employees of the City. Consultant and its personnel have no authority to bind the City or to control the City's employees and other Consultants. None of the benefits provided by the City to its employees, including, but not limited to, compensation, insurance, and unemployment insurance are available from the City to the employees, agents, representatives, or sub-Consultants of the Consultant. Consultant will be solely and entirely responsible for its acts and for the acts of Consultant's agents, employees, representatives and sub-Consultants during the performance of this Agreement. The City may, during the term of this Agreement, engage other independent Consultants to perform the same or similar work. As an independent Consultant, Consultant is responsible for its own management. The City's administration and enforcement of this Agreement shall not be deemed an exercise of managerial control over Consultant or its personnel. As an independent Consultant, Consultant is responsible for payment of all taxes and licensing fees necessary to perform its obligations under this Agreement. These taxes and fees include but are not limited to State industrial insurance, Business & Occupation, State professional licensing, and City business licensing. If any taxes or fees due the City have been declared delinquent, the City may withhold the delinquent amount, plus any additional charges arising from the delinquency, from any payments due Consultant. V. Indemnification: Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the performance of this Agreement, except for that portion of the injuries and damages caused by the City's sole negligence. The City's review or acceptance of any of the work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event ofliability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. Bremerton/URS Pump Station 4 RedesignlRemodel Page 2 of6 :::'i VI. Insurance: The Cons~ltant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, employees, sub-consultants or sub-Consultants. Before beginning work on the project described in this Agreement, the Consultant shall provide a Certificate of Insurance evidencing: 1. Automobile Liability insurance with limits no less than $2,000,000 combined single limit per accident for bodily injury and property damage; and 2. Commercial General Liabilitv insurance written on an occurrence basis with limits no less than $2,000,000 combined single limit per occurrence and general aggregate for personal injury, bodily injury and property damage. Coverage shall include but not be limited to: blanket contractual; products/completed operationslbroad form property damage; explosion, collapse and underground (XCD) if applicable; and employer's liability; and 3. Excess Liability insurance with limits not less than $2,000,000 limit per occurrence and aggregate. 4. Professional Liability insurance with limits no less than $2,000,000 limit per occurrence/claim. Any payment of deductible or self insured retention shall be the sole responsibility of the Consultant. All required policies shall be provided on an "occurrence" basis except professional liability insurance (if required), which may be provided on a "claims-made" basis. The City shall be named as an additional insured on the Commercial General Liability insurance policy, as respects work performed by or on behalf of the Consultant and a copy of an endorsement that is acceptable to the City, which names the City as an additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all the required insurance policies and endorsements. The City further reserves the right to rej ect any unacceptable policies and/or endorsements. The Consultant's Commercial General Liability insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. The Consultant's insurance shall be primary insurance as respects the City and the City shall be given thirty (30) days prior written notice by certified mail, return receipt requested, of any cancellation, suspension or material change in coverage. The City also reserves its unqualified right to require at any time and for any reason, proof of coverage in the form of a duplicate of the insurance policy with all endorsements as evidence of coverage. BremertonJURS Pump Station 4 Redesign/Remodel Page 3 of6 VII. General Condition~: A. Reports and Information: When requested by the City, Consultant shall furnish periodic reports and documents on matters covered by this Agreement. The reports and documents shall be furnished in the time and form requested. Consultant shall maintain accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to substantiate all billed amounts. B. Ownership and Use of Records and Documents: Original documents, drawings, designs and reports, including those in electronic format, developed under this Agreement are the property of the City. All written information submitted by the City to the Consultant in connection with the services performed by the Consultant under this Agreement will be safeguarded by the Consultant to at least the same extent as the Consultant safeguards like information relating to its own business. If such infonn.ation is publicly available or is already in Consultant's possession or known to it, or is rightfully obtained by the Consultant from third parties, Consultant shall bear no responsibility for its disclosure, inadvertent or otherwise. All data, documents. and files created by Consultant under this Agreement may be stored at Consultant's office in Seattle, Washington. Consultant shall make such data, documents, and files available to the City upon its request at all reasonable times for the purpose of editing, modifying and updating as necessary until such timt;: as the City is capable of storing such information in the City's offices. Duplicate copies of this information shall be provided to the City upon its request, and at reasonable cost. All documents, including all reports, drawings, specifications, computer software or other items prepared or furnished by Consultant pursuant to this Agreement, are instruments of service with respect to the project and are the property of the City. Any reuse by the City for other than the specific purpose intended will be at City's sole risk. C. Work Performed at Consultant's Risk: Consultant shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and sub-consultants in the performance of the work hereunder and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. D. Place of Work: The Consultant shall perform the work authorized under this Agreement at its offices in Seattle, Washington. Meetings with the City staff as described in Exhibit A, Scope of Work, shall take place at the City's offices, or at locations mutually agreed upon by the parties. E. Entire Agreement: This Agreement and its Exhibits constitutes the entire agreement between the Parties, and the Parties acknowledge that there are no other agreements, written or oral, that have not been set forth in the text of this Agreement. BremertonlURS Pump Station 4 Redesign/Remodel Page 4 of6 F. . Severability: Should any part of this Agreement be found void, the balance of the Agreement shall remain in full force and effect. G. Modification: This Agreement may only be modified by written instrument signed by both Parties. H. Written Notices: All communications regarding this Agreement shall be sent to the parties at the addresses listed below by registered or 1 st class mail, or by personal service, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. Ci ty Address Consultant Address City of Bremerton City Clerk 345 Sixth Street, Suite 600 Bremerton, WA 98337-1873 URS Corporation Century Square 1501 4th Avenue, Suite 1400 Seattle, W A 98101-1616 1. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be deemed waiver of any other right or power. J. Non-Waiver of Breach: The failure of the City to insist upon strict performance of any of the covenants and agreements contained herein, or to exercise any option herein conferred in one or more instances shall not be construed to be a waiver or relinquishment of said covenants, agreements or options, and the same shall be and remain in full force and effect. K. Compliance with Laws: Consultant shall comply with all applicable Federal, State, and local laws in performing its obligations under this Agreement. L. Choice of Law and Venue: This Agreement shall be interpreted according to the laws of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement shall be brought in Kitsap County Superior Court. M. Attorneys' Fees: In the event of litigation to enforce any of the terms or provisions herein, each party shall pay all its own costs and attorney's fees. N. Assignment: Any assignment of this agreement by the Contractor without the written consent of the City shall be void. VIII. Nondiscrimination: Consultant 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 for employment actions based on bona fide occupational qualification. IX. Termination: This Agreement shall remain in force until contract completion and acceptance of the services, terminated by written instrument upon mutual consent, or by the City Bremerton/URS Pump Station 4 Redesign/Remodel Page 5 of6 of Bremerton for convenieniie. This Agreement may be immediately terminated for cause by a Party if the other Party substantially fails to perform through no fault of the terminating Party, and the non-performing Party does not commence correction of the failure of performance within thirty (30) days of the terminating P(:lrty's sending notice to the non-performing Party. Any Notice by Consultant shall include a report showing the status of all items listed in the Scope of Work current through the termination date. If the City receives reimbursement by any federal, state, or other source for work described in Section I herein, and that funding is withdrawn, reduced or limited in any way, or the project is cancelled or substantially reduced after the execution date of this Agreement and prior to the completion of the work, the City may summarily terminate this Agreement. A. Excusable Delays: The right of Consultant to proceed shall not be terminated nor shall Consultant be charged with liquidated damages for any delays in the completion of the work due to: 1) any acts of the federal government in controlling, restricting, or requisitioning materials, equipment, tools, or labor by reason of war, national defense, or other national emergency; 2) any acts of the City, its consultants, or other public agencies causing such delay; and 3) causes not reasonably foreseeable by the parties at the time of the execution of the Agreement that are beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God, fires, floods, strikes, or weather of unusual severity. PROVIDED, HOWEVER, that the Consultant must promptly notify the City within ten (10) calendar days in writing of the cause of the delay. If, on the basis of the facts and the terms of this Agreement, the delay is properly excusable, the City shall, in writing, extend the time for completing the work for a period of time commensurate with the period of excusable delay. B. Rights Upon Termination: In the event of termination, the City shall pay for all services performed by the Consultant to the effective date of termination, as described on a final invoice submitted to the City. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project which may be used by the City without restriction. Any such use not related to the project which Consultant was contracted to perform shall be without liability or legal exposure to the Consultant. CITY OF BREMERTON CONSULTANT By: its: Date: By: its: Date: Approved as to form: Attest: Bremerton City Attorney City Clerk R:\LEGAL\Contracts\FORMS\Professional Services Agreement Form (2003),doc BremertonlURS Pump Station 4 Redesign/Remodel Page 6 of6 EXHIBIT A CITY OF BREMERTON Design and Construction Services Pump Station 4 Redesign/Remodel Scope of Services, February 8, 2005 1.0 INTRODUCTION The purpose of this contract is to provide project: management services, design and construction documents, and limited construction phase services for the planned water Pump Station NO.4 for the City of Bremerton. The contract includes performing the following projects: . Task 100: Project Management . Task 200: Water Pump Station NO.4 - Design, Bidding and Construction Services . Task 300: Additional Services 2.0 SCOPE OF SERVICES URS proposes to provide the scope of services detailed herein to perform the required geotechnical, structural, . electrical, architectural, and instrumentation and control design professional services. We propose to include the following tasks as discussed with the City on January 18, 2005. Assumptions used in the preparation of this scope of services are presented in Section 3.0. TASK 100: PROJECT MANAGEMENT A. URS Responsibilities: 1. URS proposes to include an overall project management task to include preliminary review and project coordination, management of the subtasks, coordination of consultants, and contract management. 2. Invoicing Requirements a. Provide invoices for professional services to City at least monthly, with charges under this authorization itemized separately and organized by project task. b. Provide a brief, narrative status report that addresses each project task to the City with each invoice. Each invoice will show the dollar amount previously billed, amount being billed for that period, and total billed to date. c. Correspond on a regular basis with the City's project manager by telephone, e- mail, or in person until all work is completed and accepted by the City. 3. Completion Schedule a. The City and URS will agree upon a milestone completion schedule for all work herein authorized. City of Bremerton Pump Station 4 Redesignl,Remodel - Scope of Services February 8, 2005 Page 2 b. See Exhibit B for proposed project deliverable schedule B. Deliverable Products: 1. Monthly invoices for professional services. 2. Monthly reports. 3. Milestone Completion Schedule, when authorized. TASK 200: WATER PUMP STATION No.4 - DESIGN, BIDDING, and CONSTRUCTION SERVICES Task 201: Design Services A. URS Responsibilities: 1. Prepare technical structural, electrical, architectural, and instrumentation and control specifications for Pump Station NO.4 in CSI format. 2. Prepare structural, electrical, architectural, and instrumentation and control drawings for a new Pump Station No.4. 3. Conduct a geotechnical investigation of site subsurface soils. Investigation will include the digging of one test pit, collecting and analyzing soil samples from the test pit for characterization and structural design purposes, and preparation of a soils summary report. Soil samples will be analyzed in thE;! !JRS soils laboratory. 4. Coordinate new electrical supply to the pump station with Puget Sound Energy and meet current IBC's. 5. Attend a design meeting prior to each submittal and a review meeting at the completion of the City's review of each submittal. Meetings to be conducted in Bremerton. B. City of Bremerton Responsibilities: 1. Provide backhoe and operator for the digging of the soil test pit. 2. Provide electronic drawings (in AutoCAD version 2002 or later) of preliminary pump station layout, including a surveyed site plan. 3. Provide survey and utility location information as needed for design and drawing completion. C. Deliverable Products: 1. 35% submittal of conceptual design and drawings for City review. URS will provide four half size drawing sets for City's review. 2. 65% submittal of design drawings and technical specifications for City review. URS will provide four half size drawing sets and specifications for City's review. 3. 90% submittal of design drawing sets and technical specifications. URS will provide four half size drawings sets and specifications for City's review. 4. Final submittal will include one full size and one half size reproducible set of drawings and one unbound copy of the technical specifications. At the final submittal URS will also provide an electronic (Auto CAD 2004) copy on .GO of the final drawings and an electronic (Microsoft Word) copy on CD of the technical specifications. 5. Design calculations and supporting materials as may be necessary, or requested by the City for issuance of permits and approvals for construction. 6. Engineers construction cost estimate will be provided with the 90% and final submittals. City of Bremerton" Pump Station 4 Redesign/Remodel - Scope of Services February 8, 2005 ' Page 3 Task 202: BIDDING AND CONSTRUCTION SERVICES A. URS Responsibilities: 1. Provide assistance to the City during the bid period for addenda issues regarding electrical, architectural, structural and instrumentation and control clarifications. 2. One URS representative attend the pre-construction conference with the Contractor and City of Bremerton representatives. 3. Conduct up to 2 site visits, when requested by the City. Provide copies of field reports to the City. 4. Review selected Contractor submittals and shop drawings as requested by the City for quality and compliance with design intent. The City will track all submittals that are reviewed, and will maintain a log of submittals to include dates received. 5. Review and respond in writing to Contractor's Requests for Information (RFI), as requested by the City. To the extent feasible, RFI responses will be electronically provided within 48 hours of receipt, followed with a hard copy response. 6. Assist with commissioning activities during project acceptance. Conduct final inspection with City staff to establish final punch list. Verify submittal of specified warranties and coordinate warranty issues with the Contractor until transfer of this task to operations staff. B. Deliverable Products: 1. Field Reports - 1 copy for each site visit conducted. 2. RFI Reponses - 1 copy. 3. Addendum preparation, as needed. Task 300: ADDITIONAL SERVICES A. Additional project management, design, or construction support services as authorized in writing by the City of Bremerton. The total cost of additional services shall not exceed $10,000. 3.0 PROJECT ASSUMPTIONS The following assumptions are incorporated into the scope of services as presented by the City of Bremerton in our discussion with the City on January 18, 2005 and in follow-up phone and e-mail correspondence. 1. The term "final state of completion", used in relation to completion of designs and final bidding and construction documents, shall mean: A state of completion acceptable to the City, sealed and signed by a professional engineer registered in the State of Washington, and suitable for bidding and construction as a public work. 2. The City shall provide all available existing engineering drawings to URS in both digital and plotted formats; all other available documentation and calculations shall be provided to URS in the form currently available. 3. Surveying, utility locate information, and electronic site base map will be provided by the City. City of Bremerton ..... Pump Station 4 Redesign/Remodel - Scope of Services February 8, 2005 4. URS will provide structural, architectural, electrical, and instrumentation and control drawings based on the City's preliminary layout. The City will develop all general, civil, plumbing, and mechanical drawings and specifications (including modeling and pump sizing and specification) and include URS' drawings to the design drawing package. Page 4 5. URS will provide the technical specifications necessary for the structural, electrical, architectural, and instrumentation and control work. The City will be responsible for all other specification sections, including cover and the overall compilation of the specifications. 6. The specification and drawing formatwill follow the format used for Pump Station 2A. 7. The City will be responsible for providing information and securing all necessary permits. 8. The City will be responsible for securing Department of Health project approval. 9. Record (as-built) drawings are not included. 10. The budget for the scope of services is based on URS providing a maximum of . 5 architectural drawings . 8 structural drawings . 5 electrical drawings . 2 instrumentation and control drawings EXHIBIT B CITY OF BREMERTON Design and Construction Services Pump Station 4 Redesign/Remodel Project Schedule The design schedule for Pump Station NO.4 is presented below. The schedule is dependent on the coordination of design information between the City and URS. The dates are based on having a notice to proceed date of March 3, 2005. The dates shown are delivery dates to the City by close of business. . 35% Submittal: March 25, 2005 . 65% Submittal: April 29, 2005 (based on 35% submittal review meeting conducted no later than April 8, 2005) . 95% Submittal: June 1, 2005 (based on 65% submittal review meeting conducted no later than May 13, 2005) . Final Submittal: June 24, 2005 (based on 95% submittal review meeting conducted no later than June 10, 2005. Bidding support will be required during the month of August, 2005, and construction support will occur between September 2005 and March 2006. The terms of this agreement shall expire on December 31,2006. EXHIBIT C Cit of Bremerton TASKS 100, 200, AND 300 COST SUMMARY Pump Station No.4 Upgrades Design and Construction Assistance Services Task Description Total Hours Direct Labor Labor Multiplier Total Labor Other Direct Cost Total Cost Project Management TOTAL TASK 100 60 60 $ 2280 2,280 2.8 $ $ 6,384 $ 6,384 $ 40 $ 40 $ 6,424 6,424 210 Design Completion 544 $ 16,626 2.8 $ 46,553 $ 420 $ 46,973 210 Instrumentation & Control Sub $ 11,880 220 Bidding Assistance 12 $ 399 2,8 $ 1,117 $ $ 1,117 230 Construction Support 49 $ 1,975 2.8 $ 5,529 $ 40 $ 5,569 TOTAL TASK 200 605 $ 19,000 $ 53,199 $ 460 $ 65,539 TOTAL DESIGN AND CONSTRUCTION ASSISTANCE SERVICES $ 81,963 2/15/2005 URS CORPORATION Cit of Bremerton TASKS 100 AND 200 Pump Station No.4 Upgrades. Design and Construction Assistance Services for Pump Station No.4 ...: .... .... ...: O'l O'l O'l Q; C O'l C C W c W W O'l W ro ro ro ~ c ..c ..c .... ro u u ::J .... ::J ::J ~ Q) Q) u u u ro u "0 "0 ::J 2 ~ u ro Q) Q) .... 'C 0 Q) c.') U5 U5 u u '0' c.') ..c 0 .~ ...: u5 u Q) <( Q: ...: ...: -< W U Subtotals C/) "'""') "'""') 0 Task No. Description 38,00 42.00 25,00 38.50 27.00 38.00 45,00 25,00 20.00 Direct Rate Hours Direct Labor Cost O,D.C.'s (travel) 44 16 60 2280 40 44 16 60 2,280 40 Project Management Meetings at City (2 total) $ $ 210 Design Completion Field Investigation & Analysis 4 28 Drawing completion to 100% 60 40 60 240 400 Specifications 8 8 8 16 40 Cost Estimate 2 2 2 6 QA/QC Review 4 4 4 4 16 Design Meeting (3ea @ 5hrs per) 10 5 5 5 25 Submittal Review Mtg. (3ea @ 5hrs per) 10 5 5 5 25 Hours 24 4 28 4 80 64 84 240 16 544 Direct Labor Cost 912 168 700 154 2160 2432 3780 6000 320 $ 16,626 OD.C.'s (reproduction) $ 300 (travel) $ 120 220 Bidding Assistance Respond to Bidder Questions 2 2 2 2 4 12 Hours 2 2 2 2 4 12 Direct Labor Cost 76 77 76 90 80 $ 399 230 Construction Support Pre-Construction Conference 8 8 Site Visits (2 ea) 4 4 8 Respond to RFls (9 ea) 3 3 3 9 Submittal/Shop Dwg.Review 4 8 4 8 24 Hours 12 15 0 7 15 0 0 49 Direct Labor Cost 456 578 0 266 675 0 0 $ 1,975 O.D.C.'s (travel) $ 40 SUMMARY Task 100 Task 200 Sub-Task 210 Sub-Task 220 Sub-Task 230 TOTAL - PUMP STATION NO.4 - DIRECT LABOR TOTAL -INSTRUMENTATION AND CONTROL SUBCONTRACTOR (TSI) TOTAL O,D.C:S 2/15/2005 $ 2,280 $ 19,000 $ 16,626 $ 399 $ 1,975 $ 21,280 $ 11,880 $ 500 URS CORPORATION DATE SUBMITTED: 2/16/05 BILL# 05- 05<L .i AGENDA BILL CITY OF BREMERTON CITY COUNCIL 5f ............~.............................................................................., SUBJECT: Resolution to extend the existing loan from the ER&R Fund to UUD 2002-1 Fund. Committee Meeting Date: 2/23/05 COUNCIL MEETING Date: 3/2/05 Department: Financial Services Presenter: Laura Lyon Phone: 473-5722 SUMMARY: There is an outstanding loan from the ER&R Fund (Fund 510) to the ULID 2002-1 Fund (Fund 403) in the amount of$500,000 with an expiration date of March 1, 2005. The original loan was authorized in an amount not to exceed $1,056,384 and with an expiration date of March 1, 2004 (Resolution No. 2899) and was subsequently reduced to an amount not to exceed $500,000 and the expiration date was extended to March 1,2005 (Resolution No. 2946). The project is now completed and the final assessment and hearing processes are underway. The time required to conclude these processes and then subsequently issue the debt supported by this UUD will require more time than is currently permitted by the expiration date of the existing Interfund loan. It is requested that the City Council authorize the Director of Financial Services to extend the due date for repayment of the existing Interfund loan from the ER&R Fund to no later than September 1, 2005. ATTACHMENTS: Resolution No. ~'15 8 FISCAL IMPACTS (Include Budgeted Amount): The additional interest due to the ER&R Fund for the full 6 month extension ofthe current balance is estimated to cost approximately $6,250. APPROVALS: DEPARTMENT DIRECTOR: CITY ATTORNEY: FINANCE DIRECTOR: MAYOR: CONSENT AGENDA D FISCAL/BUDGET: ~ ' <"'I. -" .' OPERATIONS: /:.Wt/t~, /,. (_e~:Jt ,COUNCIL PRESIDENT: ~ '/fA ('t;/ ' RECOMMENDED MOTION: Move to approve ~esolution No. :;. q 5 B authorizing the Director of Financial Services to extend the due date for the existing Interfund loan from the ER&R Fund to the UUD No. 2002-1 Fund to September 1,2005. COUNCIL ACTION: D Approve D Deny D Table D Continue D No Action RESOLUTION NO. .~ tt 56 A RESOLUTION of the City of Bremerton, Washington, extending the due date for the existing Interfund loan from the Equipment Rental Reserve Fund to the UUD No. 2002-1 Fund to September 1,2005. WHEREAS, the City Council approved Ordinance 4837 on December 4,2002, authorizing the formation of Utility Local hnprovement District (DUD) No. 2002-01; and WHEREAS, the ULID No. 2002-01 Fund (Fund 403) needs interim financial resources in order to fund the construction of the water system capital improvements that are to provide special benefit to property owners within the boundaries ofULID No. 2002-01; and WHEREAS, such interim funding is needed within the ULID No. 2002-01 Fund until the capital improvement project has been completed, final assessment roll established and revenue bonds issued; and WHEREAS, the City Council previously authorized a loan from the ER&R fund on August 13,2003 in the amount of$1,056,384 to ULID No. 2002-01 Fund with an expiration date of March 1, 2004; and WHEREAS, the City Council reduced the authorized amount to $500,000 and approved the extension of due date to March 1,2005 on November 17,2004, and WHEREAS, the current balance outstanding on this loan is $500,000; and WHEREAS, the construction of this project is now complete and the final assessments and hearings are in process but the time required for concluding these procedures and then completing the issuance of debt necessitates that the repayment of this Interfund loan be extended to no later than September 1, 2005; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The City of Bremerton's Director of Financial Services is hereby authorized and directed to continue the existing interfund loan from the Equipment Rental Reserve Fund (Fund 510) to the ULID No. 2002-01 Fund (Fund 403) in the amount not to exceed $500,000 to cover the expenses for the ULID capital development and administration. This loan shall bear interest at a rate based on the monthly average yield from the Washington State Local Government Investment Pool, and shall be repaid to the Equipment Rental Reserve Fund from ULID No. 2002-01 Fund on or before September 1, 20Q5. 1 Interfund Loan - ULID 2002-01 SECTION 2. Severability. If anyone or more sections, subsections, or sentences of this Resolution are held to be unconstitutional or invalid, stich decision shall not affect the validity of the remaining portion ofthis Resolution and the same shall remain in full force and effect. SECTION 3. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. PASSED by the City Council of the City of Bremerton, Washington, on this ~ day of 2005. DAREN NYGREN, Council President APPROVED AS TO FORM: ATTEST: ROGER LUBOVICH, City Attorney PAULA JOHNSTON, City Clerk R:\LEGAL\Resolutions\Public Works\Inter-Fund Loan Res. UUD 2002-01 2-16-05.doc 2 Interfund Loan - ULID 2002-01 DATE SUBMITTED: 2-16-05 BILL# 05- oraD AGENDA BILL CITY OF BREMERTON CITY COUNCIL foil .}\...... ~~............ ......................................................et !!:!:::;r~~.e., ""'e~olu:rii!)11 /tJp, ~q 5 (g SUBJECT: PUBLIC HEARING AND Committee Meeting Date: February 23rd, 2005 RESOLUTION ON SURPLUS AND SALE COUNCIL MEETING Date: March 2nd, 2005 OF PUBLIC UTILITY PROPERTY Department: Public Works & Utilities Presenter: Phil Williams Phone: 473-5315 SUMMARY: The City received an offer from Bealko, Inc. to purchase the Tracyton Watershed in late November, 2004. The unsolicited offer was taken to the City Council for consideration on December 22,2004. Staff recommendation at that time was to declare the property surplus and authorize the Mayor to sign a purchase and sale agreement. The Council directed staff to work with the neighbors who had expressed concerns over the sale to conduct a public informational meeting near the site and then place the item back on the council agenda for re-consideration. That meeting was held on January 27th and attended by approx. 40 people. The property is not currently used for public utility service nor will it be required for providing public utility service in the future. In the opinion of staff the offer to purchase the property is reflective of its fair market value. Staff recommends the purchase and sale agreement be signed and if the sale is closed that any remaining concerns be addressed during the required environmental reviews that will be conducted during the development process itself A TT ACHMENTS: Summary of 1/27/05 Meeting, Resolution and Memo from City Attorney FISCAL IMPACTS (Include Budgeted Amount): The public utility would receive the sum of $2,900,000 (less fees and costs) from the sale of the property and the property would be returned to the tax rolls. The potential purchasers have indicated a desire to annex the property into the City. ~~-- . ~~ y~ ~f}f -.I XV DIi'r<~~"'1\.&:V1!l..T~"E'~ 1\.&:rl>'T'Trl>1!l..T_ APPROVALS: DEPARTMENT DIRECTOR. CITY ATTORNEY: FINANCE DIRECTOR: MAYOR: FISCAL/BUDGET: OPERATIONS: COUNCIL PRESIDENT: CONSENT AGENDA 0 Move to continue to April 6, 2005 Resolution No 29 . . . and the purchase and sale agreement for th 'rt 5kn6 to surplus publIc utilIty property e prope y own as the Tracyton Watershed. a.l~) U~~\.I. aLL UV\,.IUJ..l.l\,.lJ..lLIoJI .I..I.VV_IJ......-.a.J "''"' _,l..VrJV ".I..I.V ...I.~.I.~__....&.'-".a..... -.-....__ __~__~___ ____ _ ., COUNCIL ACTION: 0 Approve 0 Deny 0 Table o Continue 0 No Action DATE SUBMITTED: 2":16-05 BILL# 05 - 0"0 AGENDA BILL CITY OF BREMERTON CITY COUNCIL ~A .~e.;;l~t=i~~..Ai;:.~qti~................................................................, SUBJECT: PUBLIC HEARING AND RESOLUTION ON SURPLUS AND SALE OF PUBLIC UTILITY PROPERTY Committee Meeting Date: February 23rd, 2005 COUNCIL MEETING Date: March 2nd, 2005 Department: Public Works & Utilities Presenter: Phil Williams Phone: 473-5315 SUMMARY: The City received an offer from Bealko, Inc. to purchase the Tracyton Watershed in late November, 2004. The unsolicited offer was taken to the City Council for consideration on December.22, 2004. Staff recommendation at that time was to declare the property surplus and authorize the Mayor to sign a purchase and sale agreement. The Council directed staff to work with the neighbors who had expressed concerns over the sale to conduct a public informational meeting near the site and then place the item back on the council agenda for re-consideration. That meeting was held on January 27th and attended by approx. 40 people. The property is not currently used for public utility service nor will it be required for providing public utility service in the future. In the opinion of staff the offer to purchase the property is reflective of its fair market value. Staff recommends the purchase and sale agreement be signed and if the sale is closed that any remaining concerns be addressed during the required environmental reviews that will be conducted during the development process itself. ATTACHMENTS: Summary of 1/27/05 Meeting, Resolution and Memo from City Attorney FISCAL IMPACTS (Include Budgeted Amount): The public utility would receive the sum of $2,900,000 (less fees and costs) from the sale ofthe property and the property would be returned to the tax rolls. The potential purchasers have indicated a desire to annex the property into the City. APPROVALS: /~ DEPARTMENT DIRECTORl CITY ATTORNEY: FINANCE DIRECTOR: MAYOR: FISCAL/BUDGET: OPERATIONS: COUNCIL PRESIDENT: CONSENT AGENDA 0 "" y~ I\~#f -.J lV RECOMMENDED MOTION: I move to pass Resolution No. 2cr 5 (q declaring the public utility property surplus, approving a sale of the property pursuant to BMC 2.78.040 to Bealko, Inc., approving the purchase and sale agreement and authorizing the Director of Public Works and Utilities and the City Attorney to finalize any and all documents necessary to close the transaction and authorize the Mayor to execute the same. COUNCIL ACTION: 0 Approve 0 Deny 0 Table o Continue 0 No Action Office of the City Attorney RogerA Lubovich, Cit~ Attorney Memorandum To: From: ~" ~~ ,,,........ He: Offer to Purchase Ci Date: December 16,2004 The City has received an offer to purchase the 38 acre utility property formerly known as he Tracyton Watershed property located northwest of the intersection of Sugar Pine Drive and Pine Cone Drive. The following documents are presented for your review: . Commercial & Investment Real Estate Purchase & Sale Agreement . Vacant Land Addendum to Commercial & Investment Real Estate Purchase & Sale Agreement . Addendum/Amendment to Purchase and Sale Agreement A summary of the terms of the above agreements follows: . Purchase price: $2.9 million . Earnest money: $145,000 promissory note . City to pay a 4% Commission ($116,000) . The tank and easement areas are excluded from the sale . 120 day inspection contingency period . Transaction will close 45 days after plat inspection contingency is removed . Closing may be extended for 10 periods of 60 days each upon payment of a $10,000 extension fee in cash for each extension which is applied to the purchase price . Closing will occur no later than November 26, 2006 . City must make records available within 10 days of acceptance . The sale is not contingent upon annexation . The sale is contingent upon the selling price meeting or exceeding the appraised value . The property has a Comprehensive Land Use designation of Low Density Residential (LDR) Meeting Summary Tracy ton Watershed Public Meeting Holy Trinity Catholic Church January 27th, 2005 6:30..;.. 8:00 pm Phil Williams I attended the public Meeting organized by the Tracyton Watershed neighbors on Thursday, January 27th along with Matthew Keough with DCD. There were a total of approximately 40 people in attendance. Many were nearby neighbors of the property (both inside and outside city limits). There were quite a number of participants that did not live in the immediate vicinity of the property but were interested in the issues raised by its proposed sale, including some who represented land trusts. A few had traveled from Bainbridge Island to attend. The meeting was initiated by Scott Groulik. He is a neighbor of the watershed property and testified before the council in December during your first discussion of this issue. He explained the purpose of the meeting and outlined the proposed agenda. He introduced Jim Trainor from Kitsap Trees and asked him to communicate what he had been able to learn about the proposal. Mr. Trainor spent his time providing information and suggesting ways the group could be successful in opposing the development of the property. He suggested they contact the Washington Department ofFish and Wildlife and express concern over the loss of habitat for Piebold (sp) Deer, Black Bears, and potentially Bald Eagles. He also had arranged to walk the property with a representative from WDFW and had discussed with them the appropriate setbacks from the stream that should be mandated by that agency. I do not believe anyone from the City of Bremerton was contacted prior to those visits. Mr. Trainor also encouraged those in attendance to contact the Suquamish Tribe and seek their support to d~clare the property of cultural and historic interest. He suggested they try to get the trees on the property declared "Historic Structures". It is not certain what specific regulation he was referring to that would accommodate that approach. He encouraged them to work through the County Commissioners to get the property declared open space in the County's Comprehensive Plan. Matthew and I then had a chance to briefly explain who we each were and where this issue was in the public process and what some of the considerations were regarding jurisdiction over the property, City vs. County zoning subtleties, how the City had acquired the property, etc. We then listened to comments and tried to answer as many questions as we could. Those in attendance were very polite and respectful but had many concerns about its proposed sale to a developer. Most of these seemed to fall into two broad categories, environmental concerns and loss of readily accessible open space that they have enjoyed for many years. Matthew and I explained that prior to development the environmental issues would need to be addressed thoroughly under State Environmental Policy Act procedures. We also pointed out that the property is currently zoned for residential development in both the applicable County Comprehensive Plan as well as in the City of Bremerton's proposal for the area under GMA. Neither agency has proposed the area as open space or park land. I told those in attendance I would place this item back on the Council agenda and would let them know about the date of that meeting. I encouraged them to attend and express their opinions and concerns directly. RESOLUTION NO. ~q 5 lQ A RESOLUTION of the City Council of the City of Bremerton, Washington, declaring certain public utility property surplus to the City's needs and approving a sale of the property in accordance with the provisions of BMC 2.78.040 and RCW 35.94.040. WHEREAS, the City has received an offer to purchase the public utility property depicted in Exhibit A and legally described in Exhibit B from Bealko, Inc., for $2,900,000, which sum is the fair market value of the property; and WHEREAS, the City Council has determined that the property is surplus to the City's needs and is not required for providing continued public utility service; and WHEREAS, pursuant to BMC 2.78.040 and RCW 35.94.040, a public hearing was held on March 2,2005 relating to the proposed surplus and sale of the property; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The public utility property legally described in Exhibit B is hereby declared surplus to the City's needs and is not required for providing continued public utility servIce. SECTION 2. The sale of the above-mentioned property creates a benefit to the City and the greater community and therefore a negotiated sale is hereby authorized pursuant to BMC 2.78.040. SECTION 3. The Director of Public Works and Utilities and the City Attorney are hereby authorized to finalize a purchase and sale agreement with substantially the same terms and conditions as set forth in the proposed agreement attached as Exhibit C authorizing the sale ofthe property to Bealko, Inc. for $2,900,000. SECTION 4. The Mayor is authorized to execute any and all documents, including but not limited to statutory warranty deeds and real estate excise tax affidavits, necessary to complete the transaction. SECTION 5. Severability. If anyone or more sections, subsections, or sentences of this Resolution are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion ofthis Resolution and the same shall remain in full force and effect. I Surplus and Sale of Public Utility Property SECTION 6. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. day of PASSED by the City Council of the City of Bremerton, Washington this _ ,2005. DAREN NYGREN, Council President APPROVED AS TO FORM: ATTEST: ROGER A. LUBOVICH, City Attorney PAULA JOHNSTON, City Clerk R:\LEGAL\Files\Current Active Files\Tracyton Watershed Sale\Surplus and Sale Resolution.doc 2 Surplus and Sale of Public Utility Property >- f- er::' w 0.. o n:: 0.. CD ...... ViewPoint Realty 21107SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT @ Copyright 1999 Commercial Brokers Association All Rights ReseNed CBA Form PS-1A Purchase & Sale Agreement Rev. 9/03 Page 110f11 rn( [Legal Description] SW 1/4 NW1/4 EXC FDP BAT NW COR OF SO SEC TH S2*57'05W 2778.15FT TO W 1/4 COR OF SD SEe TH N89*58'24E 560SF TH N2*57'05E 400FT TO POB TH CaNT N2*57'05E 220FT TH S89*58'24W 220FT TH TH E TO POB TGW & SUBJ TO ESMTS SECT. Escrow to verify and insert Exact LeQal Description here. EXHIBIT B INITIALS: Buyer (2 ?- ,J Date it J-L:3 /d v' Seller Date Buyer Date Seller Date VI T "Where your VIEWPOINT is the most important" CO IDE TIAL TO: MAYOR C@ BOZEM A CITY COUNCIL MEMBERS CITY OF BREMERTO c/o: ROBERTA. LUBOVICH CITY ATTORNEY PURCHASE OF WATERSHED TAX ACCOUNT NO. 0224012003 2008 (38.89 CRES) DYE BE 24, 2004 ~~.,-.".:"'="""""'-""""'='=="''"'_''-==~'''''';I;'''''''''''''''''''''''""",,=~''=.'i;"=-,-=""",="''''''='OI.-"'""_,-_",,,,,,,,,",~,"",,,,_",'',,,",,,,:>-~='='=,,~=,=='='~:='"""==-'::=~~='=""==;""'""==-'4.""""",-""",,,,,,-~<=,,~'O,,",,,,.,,;o..~='"""~""""',,,,,_?;,,,,,,,,,..,_.,,,,,,,,-..,,..-,.,,,,,,c,.""'''''-''=",,",'''''H'.~'"''''';'''=,.~,.=,,,,=,,..,,..x.. 21107 S R 410 Hwy East I Suite G-2 I Bonney lake I Wash\l1gwn I 98390 Phone: (253) 862-5910 I FAX: (253) 862-5969 Emi:llll: viewpolntrealty<maot~IBIT C VIEWPOI~T REALTY "Where your VIEWPOINT is the most important" November 24, 2004 HAND DELIVERED TO: AND: C/O: Mayor C. Bozeman City Council Members Mr. Roger A. Lubovich City Attorney 345 6th Street, Suite 600 Bremerton, Washington 98337 ! ~A : . . ; ^ ~ ~'.~;'~'. RE: Offer to Purchase "Watershed" property (the Subject Property). Tax Account No. 0224 012 003 20 08. (38.89 +- Acres) Dear Mayor Bozeman, Distinguished Council Members & Mr. Lubovich, Esquire: We have attached our Client's Purchase & Sale Agreement (PSA) for the Subject Property of approximately 38.89+- acres mentioned above and owned by the City of Bremerton. (Excluded from the purchase is the "water tank area & access".) Our Client has preliminarily investigated the Subject Property and would like to offer TWO MILLION NINE HUNDRED THOUSAND DOLLARS ($2,900,000) and enter into an extensive 120 day feasibility study in accordance with the PSA. In good faith after the feasibility study (120 days); our Client's earnest money of $145,000 would be non-refundable and, Buyer would allow $10,000 increments to be released to the City of Bremerton during each 60 day period as the transaction moves to closing. We, Viewpoint Realty, currently work very closely buying, selling & leasing property for the City of Bonney Lake (Mayor Robert Young) and therefore; we have extended the same courtesy to the City of Bremerton by modifying our raw-land commission from 10% to 4%. Furthermore, we look forward to working together with the City of Bremerton~"/,~.$,~ansactionand many others to come. Time is of the essence. . / ~" Slncer , / /" '\ /J: / ~rank~l~ Designated Broker Encl: Purchase and Sale Agreement Vacant Land Addendum Purchase & Sale Agreement Note "The Law of Real Estate Agency." - pamphlet. cc: Bealko Inc. __~_~~L..Vander Pool, Const.,,~ Dev.t"~dvi~or to the Desigr.!.ated Br~ker._~~~~._,_,_~_,_ 21107S R 410 Hwy East I Suite G-2 I Bonney Lake I Washington I 98390 Phone: (253) 862-5970 I FAX: (253) 862-5969 Email: viewpointrealty@aol.com www.viewpointrealty.com ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 @Copyright 1999 ~ Commercial Brokers Association All Rights Reserved CBA Form PS-1A Purchase & Sale Agreement Rev. 9/03 Page 1 of 11 COMMERCIAL & INVESTMENT REAL'ESTATE PURCHASE & SALE AGREEMENT This has been prepared for submission to your attorney for review and approval prior to signing. No representation is made by licensee as to its sufficiency or tax consequences CBA Text Disclaimer: Text deleted by licensee indicated by strike, New text inserted by licensee indicated by small capital letters. Date: November 24th, 2004 The undersigned Buyer, Bealko Inc.. and/or assianee , agrees to buy and Seller agrees to sell, on the following terms, the commercial real estate and all improvements thereon (collectively, the "Property") commonly known as Tax Account No. 0224012 003 20 08 (38.89+- Acres)., however at Buyer sole cost Buyer shall identify and exclude the 'Water Tank Property" ("WTP") (includina easement access) which Buyer and EscrowlTitle shall identify. Thereafter. Escrow shall obtain Buyer and Seller written approval of the "WTP" within 90 days of Mutual Acceptance in the City of Bremerton, Kitsap County, Washington, legally described on attached Exhibit A. (Buyer and Seller authorize the Listing Agent or Selling Licensee to insert and/or correct, over their signatures, the legal description of the Property.) 1. PURCHASE PRICE. The total purchase price is TWO MILLION NINE HUNDRED THOUSAND Dollars ($2,900.000), including the earnest money, payable as follows (check only one): [8J All cash at closing, including the earnest money, with no financing contingency. o JI.!! cash at closing, including the earnest monoy, contingent on. new financing under Section .1a be/ow. o $~_% ofthe purchase price in cash at closing, incf.ud,ing the earnost money, with the balance of the purchase prico paid :1S follows (check one or both, 86 appJicabl-c): 0 Buyer's assumption of any underlying note and deed of trust, or roa! estate contract, under Section 4b below; 0 Buyor's delivery 3t closing of a promissory note for the balance of the purch:1s() price, secured by a deed of trust encumbering the Property, as described in Section 4c below. o Other: _' 2. EARNEST MONEY. Buyer agrees to deliver the earnest money $145.000 in the form of 0 Cash 0 Personal check [8J Promissory note 0 Other:_ If the earnest money is in the form of a promissory note, it shall be due no later than: [8J g,. days after mutual acceptance. o Upon removal of the inspection contingencies in Section 5 below. o Other:_" The earnest money shall be held by D Selling Licensee [8J Closing Agent. Buyer shall deliver the earnest money no later than: o _ days after mutual acceptance. o Upon removal of the inspection contingencies in Section 5 below. [8J Other: Upon removal of the inspection continaencies in Section 5 below: Buver shall cause TEN THOUSAND DOLLARS ($10.000) to be released to Seller each sixty (60) days in accordance with the attached "Vacant Land Addendum to Commercial Investment Purchase & Sale AQreement" dated November 24m, 2004. Selling Licensee may, however, transfer the earnest money to Closing Agent. INITIALS: Buyer tff6 t> If !rv{of Date Seller Date COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT @ Copyright 1999 Commercial Brokers Association All Rights Reserved CBA Form PS-1A Purchase & Sale Agreement Rev. 9/03 Page 2 of 11 rn( ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 If the earnest money is to be held by Selling Licensee and is over $10,000, it shall be deposited to: 0 Selling Licensee's pooled trust account (with interest paid to the State Treasurer) 0 A separate interest bearing trust account in Selling Licensee's name. The interest, if any, shall be credited at closing to Buyer whose Social Security or taxpayer ID Number is: _' If this sale fails to close, whoever is entitled to the earnest money is entitled to interest. Selling Licensee shall deposit any check to be held by Selling Licensee within 3 days after receipt or mutual acceptance, whichever occurs later. Buyer agrees to pay financing and purchase costs incurred by Buyer. If all or part of the earnest money is to be returned to Buyer and any such costs remain unpaid, Selling Licensee or Closing Agent may deduct and pay them therefrom. Unless otherwise provided in this Agreement, the earnest money shall be applicable to the purchase price and shall be non-refundable except where a condition to Buyer's obligation under this Agreement is not satisfied through no fault of Buyer. 3. EXHIBITS AND ADDENDA. The following Exhibits and Addenda are made a part of this Agreement: Exhibit A - Legal Description [8J Earnest Money Promissory Note, CBA Form EMN o Promissory Note, LPB Form No. 28A/CBA Form N1-A o Short Form Deed of Trust, LPB Form No. 20 o Deed of Trust Rider, CBA Form DTR o Utility Charges Addendum, CBA Form UA o FIRPTA Certification, CBA Form 22E o Assignment and Assumption, CBAForm PSoAS o Addendum/Amendment, CBAForm PSA o Back-Up Addendum, CBA Form BU-A [8J Vacant Land Addendum, CBA Form VLA o Other o Other 4. FINANCING. a. Application for New Financing. If payment of the purchase prico is contingent on Buyer obtaining nev/ financing, then Buyer's oblIgation to close is conditioned upon Buyor accepting a written commitment fDr financing. Buyor wilt not reject those t-erms of a commitment which pro'lide for a loan amount of at least or _% of the purchase prico, interost not to o-xceed _ percent (_%) per annum, a payment SCiiOdule calling for monthly payments amortized over not less than _ (-1 yoars, and total placement fees and points not more than _ percent (_%) of the I.()an amount. Buyer shaH mako immediate appHcatjon for said commitment, pay requirod costs and make a good faith offort to procure such financing. This /\greement shelf! terminate elAd Buyer sha!! recei'/e a refund of the earnest monoy unless Buyer gives Seifer written notiee that this condit-ion is satisfied or VJ.'-8i'led on or before _ (-1 days (60 days, if not completed) following mutu31 accept-ance of this jI,greoment. b. AsstJ.FRPtion of Existing Financing. If payment of the purch:lse prico includes Buyer's assl:1mption of a note and mortgago or doed of trust, or a rea! estate contract, Sel!er sh:lJl promptly deliver to Buyer a copy of the underlyjng debt instrument(s) to be assumod, and Buyer shaJ! be deemed to have appro'/ed at! of the terms of the debt instrument(s) unless Buy.er gi'.'{}s notice of diselpprO\'al within five (5) days after receiving such inst{I:Jmont(s). If any of the debt instrument(s) requiros tho consent of a third party to the assumption by Buy.or, then Buy-er shat! apply for such consent V'lithin sev()n (7) days after receiving the debt instrumont(s). Upon Buy-er's request, Seller shall assist Buyer by requesting the third party's consont to the elssumption on Buy.er's behalf. This/\greement sf:I.a/I t-ormimte :lAd Buyer shaff recoiw3 a refund of the earnest money unless Buyer gives Sel!er lI'/-ritt-en notice wi#t-in _ (-1 day-s (30 days, if not completed) of rocei'ling the debt instrument(s) stating that such consent is avaf./abte. Buyer sha!J pay any elssumption foos or other out of pecket expenses attributabte to the asslHFlfltfoo.-ef the underly~ INITIALS: Buyer rUi.\. Date 1/ h- ';,(tJ ? Seller Date Buyer Date Seller Date ViewPoint Realty 21107 SR410 Bonney Lake, WA 98390 Phone: (253)862-5970 Fax: (253) 862-5969 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT @ Copyright 1999 Commercial Brokers Association All Rights Reserved CBA Form PS.1A Purchase & Sale Agreement Rev. 9/03 Page 3of11 ~ c. Seller Financing. If SeHer is financing a portion of the pUFGhase price by promissory note and doed of trust, unless difforent forms are att-achod to this /'.greement, Buyer shall execute and submit to the Closing Agent: (i) LPB Form No. 28/'. Promissory Note and tho DUE ON SALE and CO.^/IMERCIAL PROPERTY optional clauses in that form shall apply; (ii)UCC 1 Financing Statement covering the persona! property described in Section 14 below; (m) LPB Form No. 20 Short Form Doed of Trust; and (1'.1 CB/\. Form No. DTR Dead of Trust Rider. Tho promissory note shaH bear interest at the rate of _ % per onnum, and shoH be pay-able 38 follows (choose onc): 0 monthly in8t3.'!ment8 of interest only, 0 monthly inst::J!!ments of $ _, 0 equal monthly installmants of principal and interest in ~m amount sufficient to fully omortizo the outst-anding principal ba/-anco at the stated interost rote over years, 0 other _ . P-ayments shalf commence on the first day of tho first month 3ft-er closing and continuing on tho same day of each succeeding month until (chooso one): 0 _ months from the date of ctosing, 0 other -' on which doto atl outstanding principal and int{Jrest shall be due. The principal shaJf, at SeIJer's option, bear inte..-ost at the rate of _ % per ::mnum (18% or the maximum rate aUolJlSd by law, whichever is less, if not fiHed in) during any period of Buyer's defautt. If SeHer receives any monthly poymont more than _ days (15 days if not fifted in) afte," its due date, then a tate payment charge of $~ _% of the de!fnquent amount (5% of the deJinquent amount if not fiNed in) shaN be added to the scheduled payment. Buyer shaf.! have _ days (5 days if not fi.lf.ed in) aft-er II'lritten notice to cure a dofault before Selfor may dec/-aro aN outstanding sums to be immecfutely duo ::md payable. (Note to Buyer and Seller: If the Property is currently use<i. primarily for agricultural purposes, then a nonjudicial foreclosure/forfeiture remedy is available to Seller only by using a real estate contract and is not available with a deed of trust. ) d. Section 1031 Like-Kind Exchange. If either Buyer or Seller intends for this transaction to be a part of a Section 1031 like-kind exchange, then the other party agrees to cooperate in the completion of the like-kind exchange so long as the cooperating party incurs no additional liability in doing so, and so long as any expenses (including attorneys fees and costs) incurred by the cooperating party that are related only to the exchange are paid or reimbursed to the cooperating party at or prior to closing. 5. INSPECTION CONTINGENCY. This Agreement shall terminate and Buyer shall receive a refund of the earnest money unless Buyer gives written notice to Seller within 120 days (20 days if not filled in) of mutual acceptance of this Agreement stating that Buyer is satisfied, in Buyer's reasonable discretion, concerning all aspects of the Property, including without limitation, its physical condition; the presence of or absence of any hazardous substances; the contracts and leases affecting the property; the potential financial performance of the Property; the availability of government permits and approvals; and the feasibility of the Property for Buyer's intended purpose. If such notice is timely given, the inspection contingencies stated in this Section 5 shall be deemed to be satisfied. a. Books, Records, Leases, Agreements. Seller shall make available for inspection by Buyer and its agents as soon as possible but no later than ten (10) days after mutual acceptance of this Agreement all documents available to Seller relating to the ownership, operation, renovation or development of the Property, including without limitation: statements for real estate taxes, assessments, and utilities; property management agreements, service contracts, and agreements with professionals or consultants entered into by the Seller or any predecessor in title to the Seller; leases of personal property or fixtures; leases or other agreements relating to occupancy of all or a portion of the Property and a schedule of tenants, rents, and deposits; plans, WETLAND STUDIES, specifications, permits, applications, drawings, surveys, studies and . maintenance records; and accounting records and audit reports. Buyer shall determine within the contingency period stated in the preceding introductory paragraph whether it wishes and is able to assume, as of closing, all of the. foregoing leases, contracts, and agreements which have terms extending beyond closing. Buyer shall be solely responsible for obtaining any required consents to such assumption. Seller shall transfer the leases, contracts and agreements as provided in Section 17 of this Agreement. INITIALS: Buyer ~2 (; if;. ) / ,/ Date iI?- H ~ Y Seller Date Buyer Date Seller Date ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT @Copyright 1999 Commercial Brokers Association All Rights Reserved CBA Form PS-1A Purchase & Sale Agreement Rev. 9/03 Page 4 of 11 rn( b. Access. Seller shall permit Buyer and its agents, at Buyer's sole expense and risk to enter the Property at reasonable times after legal notice to tenants, to conduct inspections concerning the Property and improvements, including without limitation, the structural condition of improvements, hazardous materials (limited to a Phase I audit only), pest infestation, soils conditions, sensitive areas, wetlands,or other matters affecting the feasibility of the Property for Buyer's intended use. Buyer shall schedule any entry onto the Property with Seller in advance. Buyer shall not perform. any invasive testing or contact the tenants without obtaining the Seller's prior written consent, which shall not be unreasonably withheld. Buyer shall restore the Property and improvements to the same condition they were in prior to inspection. Buyer agrees to indemnify and defend Seller from all liens, costs, claims, and expenses, including attorneys' and experts' fees, arising from or relating to entry onto or inspection of the Property by Buyer and itsagents. This agreement to indemnify and defend Seller shall survive closing. Buyer may continue to enter the Property and interview tenants in accordance with the foregoing terms and conditions after removal or satisfaction of the inspection contingency only for the purpose of re-sale, leasing or to satisfy conditions of financing. 6. TITLE INSURANCE. a. Title Report. Seller authorizes Lender and Listing Agent, Selling Licensee or Closing Agent, at Seller's expense, to apply for and deliver to Buyer a ~ standard 0 extended (standard, if not completed) coverage owner's policy of title insurance. If an extended coverage owner's policy is specified, Buyer shall pay the increased costs associated with that policy including the excess premium over that charged for a standard coverage policy, and the cost of any survey required by the title insurer: The title report shall be issued by Land Title Company. b. Permitted Exceptions. Buyer shall notify Seller of any objectionable matters in the title commitment or any supplemental report within ten (10) days after receipt of such commitment or supplement. This Agreement shall terminate and Buyer shall receive a refund of the earnest money, less any costs advanced or committed for Buyer, unless (a) within ten (10) days of Buyer's notice of such objections, Seller agrees to remove all objectionable provisions, or (b) within fifteen (15) days after Buyer's notice of such objections, Buyer notifies Seller in writing that it waives any objections which Seller does not agree to remove. The closing date shall be extended to the extent necessary to permit time for these notices. Those provisions not objected to or for which Buyer waived its objections shall be referred to collectively as the "Permitted Exceptions." The title policy shall contain no exceptions other than the General Exclusions and Exceptions common to such form of policy and the Permitted Exceptions. D~G~t) lhv\) ({GP~D ..- 5'~ A{)\)~DL-\t.I-t 7. CLOSING OF SALE. This sale shall be cleGod on SF before NQvember 2Alh, ?n06 rclosing") by ~tle & .-Escrow ("r.lo~ing .Ag9At'} Buyer and Seller will, immediately on demand, deposit with Closing Agent all instruments and monies required to complete the purchase in accordance with this Agreement. "Closing" shall be deemed to have occurred when all documents are recorded and the sale proceeds are available to Seller. Time is of the essence in the performance of this Agreement. 8. CLOSING COSTS. Seller shall pay the exciSe tax and premium for the owner's standard coverage title policy. Seller and Buyer shall each pay one-half of the escrow fees. Real and personal property taxes and assessments payable in the year of closing; rents on any existing tenancies; interest; mortgage reserves; utilities; and other operating expenses shall be pro-rated as of closing. Buyer shall pay all costs of financing including the premium for the lender's title policy. Security, cleaning, and any other unearned deposits on tenancies, and remaining mortgage or other reserves shall be assigned to Buyer at closing. The real estate commission is due on closing or upon Seller's default under this Agreement, whichever occurs first, and neither the amount nor due date thereof can be changed without Listing Agent's written consent. a. Unpaid Utility Charges. Buyer and Seller ~ WAIVE 0 DO NOT WAIVE the right to have the Closing Agent disburse closing funds necessary to satisfy unpaid utility charges affecting the Property pursuant to RCW 60.80. If "do not waive" is checked, then attach CBA Fprm UA ("Utility Charges" Addendum). If neither box is checked, then the "do not waive" option applies. INITIALS: Buyer pf?tS Date ill7.-1/"Y Seller Date Buyer Date Seller Date COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT @Copyright 1999 Commercial Brokers Association All Rights Reserved CBA Form PS-1A Purchase & Sale Agreement Rev. 9/03 Page 5 of 11 ~ ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 9. POST-CLOSING ADJUSTMeNTS, COLLECTIONS. AND PAYMENTS. After closing, Buyer and Seller shall reconcile the actual amount of revenues or liabilities upon receipt or payment thereof to the extent those items were prorated or credited at closing based upon estimates. Any bills or invoices received by Buyer after closing which relate to services rendered or goods delivered to the Seller or the Property prior to closing shall be paid by Seller upon presentation of such bill or invoice. At Buyer's option, Buyer may pay such bill or invoice and be reimbursed the amount paid plus interest at the rate of 12% per annum beginning fifteen (15) days from the date of Buyer's written demand to Seller for reimbursement until such reimbursement is made. Rents collected from each tenant after closing shall be applied first to rentals due most recently from such tenant for the period after closing, and the balance shall be applied for the benefit of Seller for delinquent rentals owed for a period prior to closing. The amounts applied for the benefit of Seller shall be turned over by Buyer to Seller promptly after receipt. 10. OPERATIONS PRIOR TO CLOSING. Prior to closing, Seller shall continue to operate the Property in the ordinary course of its business and maintain the Property in the same or better condition than as existing on the date of mutual acceptance ofthis Agreement, but shall not be required to repair material damage from casualty except as otherwise provide in this Agreement. Seller shall not enter into or modify existing rental agreements or leases (except that Seller may modify or terminate residential rental agreements or leases in the ordinary course of its business), service contracts, or other agreements affecting the Property which have terms extending beyond closing without first obtaining Buyer's consent, which shall not be unreasonably withheld. 11. POSSESSION. Buyer shall be entitled to poss~ssion, subject to existing tenancies (if any), t8] on closing 0 _(on closing, if not completed). 12. SELLER'S REPRESENTATIONS AND WARRANTIES. Seller represents and warrants to Buyer that, to the best of Seller's knowledge; each ofthe following is true as of the date hereof and shall be true as of closing: (a) Seller is authorized to enter into the Agreement, to sell the Property, and to perform its obligations under the Agreement; (b) All books, records, leases, agreements and other items delivered to Buyer pursuant to this Agreement are accurate and complete; (c) The Property and the business conducted thereon comply with all applicable laws, regulations, codes and ordinances; (d) Seller has all certificates of occupancy, permits, and other governmental consents necessary to own and operate the Property for its current use; (e) There is no pending or threatened litigation which would adversely affect the Property or Buyer's ownership thereof after closing; (1) There are no covenants, conditions, restrictions, or contractual obligations of Seller which will adversely affect Buyer's ownership of the Property after closing or prevent Seller from performing its obligations under the Agreement, except as disclosed in the preliminary commitment for title insurance or as otherwise disclosed to Buyer in writing prior to the end of the inspecting contingency stated in Section 5 above; (g) There is no pending or threatened condemnation or similar proceedings affecting the Property, and except as otherwise disclosed in the preliminary commitment for title insurance as or otherwise disclosed to Buyer in writing prior to closing, the Property is not within the boundaries of any planned or authorized local improvement district; (h) Seller has paid (except to the extent prorated at closing) all local, state and federal taxes (other than real and personal property taxes and assessments described in Section 8 above) attributable to the period prior to closing which, if not paid, could constitute a lien on Property (including any personal property), or for which Buyer may be held liable after closing; and (i). Seller warrants that there are no pending or threatened notices of violation of building, zoning, or land use codes applicable to the Property; and (j) Seller is not aware of any concealed material defects in the Property except: As disclosed by Seller. in writin~ within 30 days after Mutual Acceotance. Seller makes no representations or warranties regarding the Property other than those specified in this Agreement, Buyer otherwise takes the Property liAS IS," and Buyer shall otherwise rely on its own pre-closing inspections and investigations. 13. HAZARDOUS SUBSTANCES. Except as disclosed to or known by Buyer prior to the satisfaction or waiver of the inspection contingency stated in Section 5 above, Seller represents and warrants to Buyer that, to the best of its INITIALS: Buyer }tc rJ I Date N> II /1../~y ! Seller Date Buyer Date Seller Date COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT @ Copyright 1999 Commercial Brokers Association All Rights Reserved CBA Form PS~1A Purchase & Sale Agreement Rev, 9/03 Page 6 of 11 CIJ(' ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 knowledge: (i) there are no Hazardous Substances (as defined below) currently located in, on, or under the Property in a manner or quantity that presently violates any Environmental Law (as defined below); (ii) there are no underground storage tanks located on the Property; and (iii) there is no pending or threatened investigation or remedial action by any governmental agency regarding the release of Hazardous Substances or the violation of Environmental Law at the Property. As used herein, the term "Hazardous Substances" shall mean any substance or material now or hereafter defined or regulated as a hazardous substance, hazardous waste, toxic substance, pollutant, or contaminant under any federal, state, or local law, regulation, or ordinance governing any substance that could cause actual or suspected harm to human health or the environment ("Environmental Law"). The term "Hazardous Substances" specifically includes, but is not limited to, petroleum, petroleum by-products, and asbestos. 14. PERSONAL PROPERTY. a. This sale includes all right, title and interest of Seller to the following tangible personal property: IZI None D That portion of the personal property located on and used in connection with the Property, which Seller will itemize in an Addendum to be attached to this Agreement within ten (10) days of mutual acceptance (None, if not completed);"The value assigned to the personal property shall be the amount agreed upon by the parties and, if they cannot agree, the County-assessed value if available, and if not available, the fair market value determined by an appraiser selected by the Listing Agent and Selling Licensee. Seller warrants title to, but not the condition of, the personal property and shall convey it by bill of sale. Buyer shall pay any sales or use tax arising from the transfer of the personal property. b. In addition to the leases, contracts and agreements assumed by Buyer pursuant to Section 5a above, this sale includes all right, title and interest of Seller to the following intangible property now or hereafter existing with respect to the Property including without limitation: all rights-of-way, rights of ingress or egress or other interests in, on, or to, any land, highway, street, road, or avenue, open or proposed, in, on, or across, in front of, abutting or adjoining the Property; all rights to utilities serving the Property; all drawings, plans, specifications and other architectural or engineering work product; all governmental. permits, certificates,. licenses, authorizations and approvals; all utility, security and other deposits and reserve accounts made as security for the fulfillment of any of Seller's obligations; any name of or telephone numbers for the Property and related trademarks, service marks or trade dress; and guaranties, warranties or other assurances of performance received. 15. CONDEMNATION AND CASUAL TV. Buyer may terminate this Agreement and obtain a refund of the earnest money, less any costs advanced or committed for Buyer, if improvements on the Property are destroyed or materially damaged by casualty before closing, or if condemnation proceedings are commenced against all or a portion of the Property before closing. 16. FIRPTA - TAX WITHHOLDING AT CLOSING. Closing Agent is instructed to prepare a certification (CBA or NWMLS Form 22E, or equivalent) that Seller is not a "foreign person" within the meaning of the Foreign Investment in Real Property Tax Act. Seller agrees to sign this certification. If Seller is a foreign person, and this transaction is not otherwise exempt from FIRPT A, Closing Agent is instructed to withhold and pay the required amount to the Internal Revenue Service. 17. CONVEYANCE. Title shall be conveyed by a Statutory Warranty Deed subject only to the Permitted Exceptions. If this Agreement is for conveyance of Seller's vendee's interest in a Real Estate Contract, the Statutory Warranty Deed shall include a contract vendee's assignment sufficient to convey after acquired title. At closing, Seller and Buyer shall execute and deliver to Closing Agent CBA Form No. PS-AS Assignment and Assumption Agreement transferring all leases, contracts and agreements assumed by Buyer pursuant to Section 5a and all intangible property transferred pursuantto Section 14b. 18. NOTICES AND COMPUTATION OF TIME. Unless otherwise specified, any notice required or permitted in, or related to, this Agreement (including revocations of offers and counteroffers) must be in writing. Notices to Seller INITIALS: Buyer Ii' C is Date i; 1'1- 3/>-,0;/ Seller Date Buyer Date Seller Date ViewPoint Realty 21107SR410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 @ Copyright 1999 Commercial Brokers Association All Rights Reserved rn( COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT CBA Form PS-1A Purchase & Sale Agreement Rev. 9/03 Page 7 of 11 must be signed by as least one Buyer and must be delivered to Seller and Listing Agent. A notice to Seller shall be deemed delivered only when received by Seller, Listing Agent, or the licensed office of Listing Agent. Notices to Buyer must be signed by at least one Seller and must be delivered to Buyer and Selling Licensee. A notice to Buyer shall be deemed delivered only when received by Buyer, Selling Licensee, or the licensed office of Selling Licensee. Selling Licensee and Listing Agent have no responsibility to advise of receipt of a notice beyond either phoning the party or causing a copy of the notice to be delivered to the party's address on this Agreement. Buyer and Seller must keep Selling Licensee and listing Agent advised of their whereabouts to receive prompt notification of receipt of a notice. Unless otherwise specified in this Agreement, any period of time in this Agreement shall begin the day after the event starting the period and shall expire at 5:00 p.m. Pacific time of the last calendar day of the specified period of time, unless the last day is a Saturday, Sunday or legal holiday as defined in RCW 1.16.050, in which case the specified period of time shall expire on the next day that is not a Saturday, Sunday or legal holiday. Any specified period of five (5) days or less shall not include Saturdays, Sundays or legal holidays. 19. AGENCY DISCLOSURE. At the signing of this Agreement, Selling Licensee Viewpoint Realty, Mr. Frank Stratton - Desianated Broker (Insert names of Licensee and the Company name as licensed) represented BUYER (Insert Seller, Buyer, both Seller and Buyer or Neither Seller nor Buyer) and the listing Agent None (Insert names of Licensee and the Company name as licensed) represented Neither Seller nor Buver (Insert Seller, Buyer, both Seller and Buyer or Neither Seller nor Buyer) If Selling Licensee and Listing Agent are different salespersons affiliated with the same Broker, then Seller and Buyer confirm their consent to Broker acting as a dual agent. If Selling Licensee and Listing Agent are the same person representing both parties, then Seller and Buyer confirm their consent to that person and his/her Broker acting as dual agents. If Selling Licensee, Listing Agent, or their Broker are dual agents, then Seller and Buyer consent to Selling Licensee, Listing Agent and their Broker being compensated based on a percentage of the purchase price or as otherwise disclosed on an attached addendum. Buver and Seller confirm receipt of the pamphlet entitled "The Law of Real Estate Aaencv." 20. ASSIGNMENT. Buyer [gI may 0 may not (may not, if not completed) assign this Agreement, or Buyer's rights hereunder, without Seller's prior written consent, unless provided otherwise herein. 21. DEFAULT AND ATTORNEY'S FEE. In the event Buyer fails, without legal excuse, to complete the purchase of the Property, then (check one): [gI that portion of the earnest money which does not exceed five percent (5%) of the purchase price shall be kept by Seller as liquidated damages (subject to Seller's obligation to pay certain costs or a commission, if any) as the sole and exclusive remedy available to Seller for such failure; or o Seller may, at its option, (a) keep as liquidated damages all of the earnest money (subject to Seller's obligation to pay certain costs or a commission, if any) as the sole and exclusive remedy available to Seller for such failure, (b) bring suit against Buyer for Seller's actual damages, (c) bring suit to specifically enforce this Agreement and recover any incidental damages, or (d) pursue any other rights or remedies available at law or equity. INITIALS: Buyer 12 (;, 15,. Date II ('"2- );"y Seller Date Buyer Date Seller Date ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862~5969 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT @Copyright 1999 Commercial Brokers Association All Rights Reserved CBA Form PS-1A Purchase & Sale Agreement Rev, 9/03 Page 8 of 11 ~ If Buyer or Seller institutes suit concerning this Agreement, the prevailing party is entitled to reasonable attorneys' fees and expenses. In the event of trial, the amount of the attorney's fee shall be fixed by the court. The venue of any suit shall be the county in which the Property is located, and this Agreement shall be governed by the laws of the state where the Property is located. 22. MISCELLANEOUS PROVISIONS. a. Complete Agreement. The Agreement and any addenda and exhibits to it state the entire understanding of Buyer and Seller regarding the sale of the Property. There are no verbal or written agreements which modify or affect the Agreement. b. No Merger. The terms of the Agreement shall not merge in the deed or other conveyance instrument transferring the Property to Buyer at closing. The terms of this Agreement shall survive closing. c. Counterpart Signatures. The Agreement may be signed in counterpart, each signed counterpart shall be deemed an original, and all counterparts together shall constitute one and the same agreement. d. Facsimile Transmission; Facsimile transmission of any signed original document, and retransmission of any signed facsimile transmission, shall be the same as delivery of an original. At the request of either party, or the Closing Agent, the parties will confirm facsimile transmitted signatures by signing an original document. 23. ACCEPTANCE; COUNTEROFFERS. Seller has until midnight of December 10th, 2004 (if not filled in, the third business day following the last Buyer signature date below) to accept this offer, unless sooner withdrawn. If this offer is not timely accepted,. it shall lapse and the earnest money shall be refunded to Buyer. If either party makes a future counteroffer, the other party shall have until 5:00 p.m. on the .1Q business day (if not filled in, the second business day) following its receipt to accept the counteroffer, unless sooner withdrawn. If the counteroffer is not timely accepted or countered, this Agreement shall lapse and the earnest money shall be refunded to the Buyer. No acceptance, offer or counteroffer from the Buyer is effective until a signed copy is received by the Seller, the listing Agent or the licensed office of the Listing Agent. No acceptance, offer or counteroffer from the Seller is effective until a signed copy is received by the Buyer, the Selling Licensee or the licensed office of the Selling Licensee. 24. INFORMATION TRANSFER. In the event this Agreement is terminated, Buyer agrees to deliver to Seller within ten (10) days of Seller's written request copies of all materials received from Seller and any plans, studies, reports, inspections, appraisals, surveys, drawings, permits. application or other development work product relating to the Property in Buyer's possession or control as of the date this Agreement is terminated. 25. CONFIDENTIALITY. Until and unless closing has been consummated, Buyer will treat all information obtained in connection with the negotiation and performance of this Agreement as confidential (except for any information that Buyer is required by law to disclose and then only after giving Seller written notice at least three (3) days prior to the disclosure) and will not use or knowingly permit the use of any confidential information in any manner detrimental to Seller. 26. SELLER'S ACCEPTANCE AND BROKERAGE AGREEMENT. Seller agrees to sell the Property on the terms and conditions herein, and further agrees to pay a commission in a tot\3! amount computed in 3ccorcJ.ance v.'ith the Iisf.ing agreement. f.f there is no written listing agreement, Seller agrees to pay a commission of ~% of the sales price or $_. The commission shall be apportioned between Listing Agent and TO Selling Licensee. as specified in the listing agreement or any co brokerago agreement. Seller assigns to Listing Agent and Selling Licensee a portion of the sales proceeds equal to the commission. If the earnest money is retained as liquidated damages, any costs advanced or committed by Listing /\gent or Selling Licensee for Buyer or Seller shall be reimbursed or paid therefrom, and the balance shall be paid one-half to Seller and one-half to. Listing Agent and Selling Licensee. according to the listing agreement ~md any co brokerage agreement. In any action by Jdst:i.Rg Agent or Selling Licensee to enforce this Section, the prevailing party is entitled to reasonable attorneys' fees and expenses. Neither Listing Agent nor Selling Licensee are receiving compensation from more than one party to this INITIALS: Buyer -I- r; fj. Date it I? ~ t. of. Seller Date Buyer Date Seller Date ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone:. (253) 862-5970 Fax: (253) 862-5969 @ Copyright 1999 rvn. ,/ Commercial Brokers A$Sociation \.Ji{ All Rights Reserved CBA Form PS.1A Purchase & Sale Agreement Rev. 9/03 COMMERCIAL & INVESTMENT REAL ESTATE Page 9 of 11 PURCHASE & SALE AGREEMENT transaction unless disclosed on an attached addendum, in which case Buyer and Seller consent to such compensation. The Property described in attached Exhibit A, is commercial real estate. Notwithstanding Section 26 above, the pages containing this section, the parties' signatures and an attachment describing the Property may be recorded. 27. LISTING AGENT AND SELLING LICENSEE DISCLOSURE. EXCEPT AS OTHERWISE DISCLOSED IN WRITING TO BUYER OR SELLER, THE SELLING LICENSEE, LISTING AGENT, AND BROKERS HAVE NOT MADE ANY REPRESENTATIONS OR WARRANTIES CONCERNING THE LEGAL EFFECT OF THIS AGREEMENT, BUYER'S OR SELLER'S FINANCIAL STRENGTH,OR THE PROPERTY, INCLUDING WITHOUT LIMITATION, THE PROPERTY'S ZONING, COMPLIANCE WITH APPLICABLE LAWS (INCLUDING LAWS REGARDING ACCESSIBILITY FOR DISABLED PERSONS), OR HAZARDOUS MATERIALS. SELLER AND BUYER ARE EACH ADVISED TO SEEK INDEPENDENT LEGAL AND TAX ADVICE ON THESE AND OTHER MATTERS RELATED TO THIS AGREEMENT. INITIALS: Buyer l!(; is. .I j ,,' Date II f?-?;, ! (} ( Seller Date Buyer Date Seller Date ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 @Copyright 1999 ~ Commercial Brokers Association . All Rights Reserved CBAForm PS-1A Purchase & Sale 9/03 Page 100111 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) fJ/~t' i /: . ! I --../).. . . /, fJ" ~ 7f~ .(~~ L . "-'-Oate Date 1/ /->- J/&'~ Fax No. Home Phone 98003 Other Phone . East Suite G-2 Bonne Lake 98390 Fax No. (253) 862-5969 MLS Office No. 9083 MA YOR C. BOZEMAN Home Phone Office Phone 360 473-5275 Print Seller's Name The City of Bremerton Seller's Address 345 6th Street. Suite 600. Bremerton. WashinQton 98337 Listing Agent Listing Office Office Phone No. Address Print Name Frank Stratton Date Date Fax No. 360473-5278 Other Phone Fax No. MLS Office No. 28. BUYER'S RECEIPT. Buyer acknowledges receipt of a Seller signed copy of this Agreement, on '-' BUYER BUYER ViewPoint Realty 21107SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 @Copyright1999 Commercial Brokers Association All Rights Reserved CBA Form PS-1A Purchase & Sale Agreement Rev. 9/03 Page 11 of 11 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT -----1 ~ EXHIBIT A [Legal Description] SW 1/4 NW1/4 EXC FDP BAT NW COR OF SD SEC TH S2*57'05W 2778.15FT TO W 1/4 COR OF SD SEC TH N89*58'24E 560SF TH N2*57'05E 400FT TO POB TH CONT N2*57'05E 220FT TH S89*58'24W 220FT TH TH E TO POB TGW & SUBJ TO ESMTS SECT. Escrow to verify and insert Exact LeClal Descriotion here. INITIALS: Buyer fl t- d. Date /1 / -" J /,;,. v- Seller Date Buyer Date SeUer Date ViewPoint Realty 21107SR410 Bonney Lake, W A 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 ~ c,'il\ @Copyright1999 rnn../ Commercial Brokers Association lJ:K All Rights Reserved CBA Form No. EMN Earnest Money Promissory Note Rev. 12/99 Page 1 of 1 EARNEST MONEY PROMISSORY NOTE CBA Text Disclaimer: Text deleted by licensee indicated by strike. New text inserted by licensee indicated by small capital letters. $ 145.000 Place: Bremerton. WashinQton Date: November 24th 2004 FOR VALUE RECEIVED, the undersigned ("Buyer") agrees to pay to the order of The City of Bremerton the sum of ONE HUNDRED FORTY FIVE THOUSAND Dollars ($145.000) as follows: D _ days (3 days if not filled in) following mutual acceptance of the Purchase Agreement (as defined below). D Upon satisfaction or waiver of the inspection contingency stated in the Purchase Agreement. ~. Other Payable in accordance with the PSA dated November 22. 2004 but no later than upon Closing. This Note is evidence of the obligation to pay earnest money under the Purchase and Sale Agreement (the "Purchase Agreement") between the Buyer and The City of Bremerton ("Seller") dated November 24th, 2004 for the property located at: Tax Account No. 0224 012 003 20 08 (38.89+- Acres)., however at Buyer sole cost: Buyer shall identify and. exclude the 'Water Tank Property" CWTP") (including easement access) which Buyer and Escrowrritle shall identify. Thereafter. Escrow shall obtain Buyer and Seller written approval of the "WTP" within 90 days of Mutual Acceptance. Buyer's failure to pay the earnest money strictly as above shall constitute default on said Purchase Agreement as well as on this Note. If this Note shall be placed in the hands of an attorney for collection, or if suit shall be brought to collect any of the balance due on this Note, Buyer prom ises to pay a reasonable attorney's fee as fixed by the Court, and all court and collection costs. ThisNote shall bear interest at the rate of twelve percent (12%) per annum after default. BUYER: BEALKO INC (L 4 / .. . .5 pt^~ t~/ By: Richard Butko NamelTitle: President 'i' ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 @ Copyright 1999 Commercial Brokers Association All Rights Reserved ~ VACANT LAND ADDENDUM TO COMMERCIAL INVESTMENT PURCHASE & SALE AGREEMENT CBA Text Disclaimer: Text deleted by licensee indicated by strike. New text inserted by licensee indicated by small capital letters. CBA Form VLA Vacant Land Addendum Rev. 12/99 Page 1 of 2 This Addendum (the . Addendum") is part of the Commercial Investment Purchase and Sale Agreement (the "Agreement") dated November 24th, 2004 between The City of Bremerton ("Seller") and Bealko Inc., ("Buyer") concerning Tax Account No. 0224 012 003 20 08 however at Buyer sole cost: Buver shall identify and exclude the "Water Tank Property" ("WTP") (includina easement access) which Buver and EscrowlTitle shall identify. Thereafter. Escrow shall obtain Buver and Seller written aporoval of the 'WTP" within 90 days of Mutual Acceptance (the "Property"). Closing Date. The closing shall be ON OR BEFORE 45 days (30 days if not filled in) after eac of the e ts selected below have occurred, but under no circumstances later than Novembe I 2006: ~i~ IZ1 satisfaction of the inspection contingency in Section 5 of t .5 e-&. ijVllZ1 preliminary plat a al has been obtained for the Prope i\)V\ fT\)\)<3"-' IZ1 recording of the final plat for tI1 IZ1 o Buyer obtains a master use permit D ed development of the Property 2. Extensions. Buyer may extend the closing date for up to 10 periOdS of 60 days each (each an "Extension Period") upon payment of an extension fee of $ 10.000 for each extension Period. Each extension fee shall be paid to IZ1 Seller 0 closing agent (Seller if not filled in) on or before the start of the Extension Period. The extension fees shall be non-refundable except in the event of Seller's default and IZ1 shall 0 shall not (shall not if not filled in) apply to the purchase price. 3. Subdivision am:l Dev~/QpmoRt Contingencies. This Agreement shall termInate :md BUj'{)r shall receive a refund of the earnest money unless Buyer gives V'.'rft-ten notice to SeHer within _ days (120 days after mutual 3cceptance if not. filled In) st3ting that Buyer Is reasonably satisfied that the fo!leYli-ng solected matters ha'le occurred: o preliminary plat appro'/.a! fer the Property o recording of a final plat for the Property (NOTE: If local or st3te laws require a legal subdivisIon to sell the Property, for example if the Property is p3rt of a targe parcel, RCW 58. 17.205 requires that this Agreemer-lt must be contingent on recording of a final pl-at cont.aining the Property and th3t no earnest money shaf./ be disbursed to SeHer unti! tho fiRal plat Is recorded.) o remo'lal of any gov.emmenta! morateriums whIch pffNent construction actMties from commencing on the Property as of c!osing o a mastor use permit has been issued for the Property INITIALS: Buyer 12 ,- I;' Date II I&.-) /" V" Seller Date VACANT LAND ADDENDUM TO COMMERCIAL INVESTMENT PURCHASE & SALE AGREEMENT (CONTINUED) @ Copyright 1999 ........... / Commercial Brokers Association lJS'I All Rights Reserved . CBA Form VLA Vacant Land Addendum Rev. 12/99 PaQe 2 of 2 ViewPoint Realty 21107 SR 410 Bonney Lake, WA 98390 Phone: (253) 862-5970 Fax: (253) 862~5969 o a g:"ado and fiff permit has been issl:Jed for the Property o a buf.1ding permff has been issued for the Property o other If such notice is timely givon, the forogoing contingencies shall be doemed satisfied. Upon removal of ::my inspection contingency providod in Section 5 of the Agreemont, Buy.er shat! act diligently and in good faith to obt3in tho apfxovals :::md permits necossary to satisfy the foregoing oontingoncies. Buyer sha/! bear at.' of the costs of obklining the foregoing permits and approvals. 4. Cooperation. Seller agrees to cooperate with Buyer in obtaining all permits or other governmental approvals necessary or convenient to develop the Property as contemplated by this Agreement, and shall execute all documents Buyer may reasonably require at no cost to Seller, including without limitation, applications for permits or approvals. Buyer agrees to make available at Seller's reasonable request any plat maps, drawings, or applications relating to applications or submittals for the Property made by Buyer to any govemmental agency. 5. Buyer's Pre-Closing Development Work. If the Agreement contemplates that Buyer will perform work on the Property prior to closing, for example, to satisfy conditions of final plat approval, then Buyer's right to entry under Section 5b of the Agreement and Seller's duty of cooperation under Section 4 of this Addendum shall extend to those pre-closing construction and development activities. Any studies, inspections or improvements shall be accomplished at the Buyer's expense. Buyer agrees to indemnify and defend Seller from all liens, costs, claims, and expenses, including attorneys' and experts' fees, arising from or relating to entry onto the Property, by Buyer or its agents. This agreement to indemnify and defend Seller shall survive closing. 6. Seller's Acts. Seller shall not create or permit to be created any lien or encumbrance against any portion of the Property, except for encumbrances existing on the date of mutual acceptance of this Agreement, the lien of real property taxes and assessments that are not delinquent, and statutory liens that result from the activities of Buyer in connection with the Property. Seller shall continue to pay when due all such prior encumbrances and shall not suffer or permit a default to arise under those prior encumbrances. If Seller fails to timely pay any such tax, assessment or prior encumbrance or if any encumbrance arises against the Property after mutual acceptance of this Agreement, then Buyer may pay all or any part of those taxes, assessments or encumbrances and may deduct amounts so paid from the earnest money. In the event that the Property has been placed in a forestry, agricultural or open space tax classification, Seller agrees to remove the Property from said classification and the escrow agent shall pay any compensating taxes from the proceeds due Seller at closing. . 7. Memorandum of Agreement. Upon the request of Buyer. the Seller agrees to execute and record a memorandum identifying the parties, the date of the Agreement and the closing date of the Agreement. 8. Conflict. In the event of any conflict between the terms of this Addendum and the Agreement, this Addendum shall control. INITIALS: Buyer i!C.b / .. Date I ( I 'LV" 51 Seller Date ViewPoint Realty 21107 SR 410 Bonney Lake, W A 98390 Phone: (253) 862-5970 Fax: (253) 862-5969 @ Copyright 1999 Commercial Brokers Association All Rights Reserved ~ ADDENDUM/AMENDMENT TO PURCHASE AND SALE AGREEMENT CBA Text Disclaimer: Text deleted by licensee indicated by strike. New text inserted by licensee indicated by small capital letters. CBA Form PSA NWMLS Form No. 34 Addendum/Amendment to P & S Rev. 12/99 Page 1 of 1 The following is part of the Purchase and Sale Agreement dated November 24, 2004, Between City of Bremerton ("Seller") And Bealko Inc. ("Buyer") regarding the sale of the Property known as: Tax 10 # 02240120032008 Kitsap County IT IS AGREED BETWEEN THE SELLER AND BUYER AS FOLLOWS: 1) The Water Tank Property ("WTP") referred to in the PSA shall be: a) Identified. documented and excluded from the Purchase at Sellers written and sole discretion or this transaction shall be terminated before the Inspection Period of 120 days. Such documentation shall provide for an easement access until the sub-division plan is approved then, the easement shall be abandoned and the newly approved and recorded sub-division plans shall provide for street access to the WTP: b) Buyer shall present easement access reqardinq the WTP documentation for Sellers written approval within 90 days of Mutual Acceptance. 2) PSA - Provision 7. CLOSING OF SALE: a) The first sentence in Provision 7 shall be deleted then, the followinq shall be inserted: "This sale shall be closed within forty-five (45) days after the Inspection Period ("closinq"). b) Escrow and Title shall be handled bv Chicaqo Title and Escrow not Land Title and Escrow. 3) To clarify the "closinq" (in correlation with the "Extension Period"): the PSA must be closed on or before November 24,2006 which includes all of the Extension Periods (approximately. a 24 month maximum time frame) 4 Buyer shall provide land apprasial to Seller before c1osinq. 5) PSA - Provision 23: ACCEPTANCE: COUNTEROFFERS: The Buyer and Seller aqree to extend the Seller acceptance date until midniqht of December 24th,2004. tt~~ . b) ~YV('~t~1I'a I 1 f~{. ~Ltv1t 1-A",j Irj~tJ,.:'~ ;" ~ ~^ \ ~ AGENT (COMPANY): Ji~\),\,o~ \~ Q~ \.-\-"'1 , ALL OTHER TERMS AND CONDITIONS of said Agreement remain unchanged. ,/' By: INITIALS: Buyer t.~ ,1 Date Date 12- / 7~ /~ Seller Seller Buyer Date Date ViewPoint Realty 21107 SR 410 BonneyLake, WA 98390 , Phone: (253) 862-5970 Fax: (253) 862-5969 @Copyright 1999 Commercial Brokers Association All Rights Reserved ~ ADDENDUM/AMENDMENT TO PURCHASE AND SALE AGREEMENT CBA Text Disclaimer: Text deleted by licensee indicated by strike. New text inserted by licensee indicated by small capitallelters. CBA Form PSA NWMLS Form No. 34 Addendum/Amendment to P & 5 Rev. 12/99 Page 1 of 1 The following is part of the Purchase and Sale Agreement dated November 24. 2004, Between City of Bremerton ("Seller") And Bealko Inc ("Buyer") regarding the sale of the Property known as: Tax 10 # 02240120032008 KitsaD County (38+- acres). IT IS AGREED BETWEEN THE SELLER AND BUYER AS FOLLOWS: The Purchase and Sale Aareement mentioned above is extended until February 28th 2005. AGENT (COMPANY): Vi~wpoint Realty 21107 SR 410 Suite G2 Bonney Lake, WA 98390 8y "t-~ J5L All OTHER TERMS AND CONDITIONS of said Agreement remain unchanged. INITIALS: Buyer Buyer _ ),z t't Date Date ) /2.-f/f.~ S- Seller Date !'=:<>II<>r n'!:lto CITY COUNCIL MEETING MARCH 2, 2005 RE: TRACYTON WATERSHED PROPERTY PLEASE PRINT YOUR NAME AND ADDRESS BELOW IF YOU PLAN TO SPEAK TONIGHT Name Address Live in City Limits? Please circle one /Lv:.GaAAA t?racI;rc: qf(~ E~se\l / C; (eVVl COLvcJ~ )65fo fn-O c()Y1e~ ./ SOcck~ C{1~ S'g'3& Rn e C~ v e (' f <; &e(}./(, l{lt~ ttf &; M tLt v..~-j-e:Il~/v k-P~ ./ ;})Av I D J-t; L L / H~\JA- ~lLL- .../' ~ k:.~({--z, jJ~iJj \~ ('v0 T ( ~<- Yes Q) Yes ~ ,- Yes ~ Yes ~ Yes d @ @ No Yes ~ Yes G) M~r(cofUtfvJC~ ) rp, ffiJ No ---, Yes No Yes No Yes No Yes No Yes No CITY COUNCIL MEETING MARCH 2, 2005 RE: T~l2N WATERSHED PROPERTY PLEASE PRINT YOUR NAME AND ADDRESS BELOW IF YOU PLAN TO SPEAK TONIGHT Name Address Live in City Limits? Please circle one / TtJ!>D fZ. A-1JDE f-Sot0 3 ~/S' flNI3 f-J), 'VE, ./ ~CLJ f G rz 0 v( L-- \ lL ;->(0 12- t> G v' ~d:rl-\n- !!'\ S~J:\ N 8':~t~~ V Sydrt1t2~ C G++CI1 3S(,C t?(cRJe:hJp C-l-~) f5 C ~e.A2 n 7'63/0 Yes No ~ No / -.//j~rIt v -Air-,'\) ~. /' JA!\1 vU tLL-t A Nls I t?e6i (\ ' 0J ::s t! fJ ~o.~SDJ r 1 f3 re f?1'7.f'r !tJ-v ~ I ^ ~ Y es L~.J? )/r/ ~J.S! ->A~ 1)" ~ ~ Pv..Q~\cJ{~)/D , .s:4~~~Ul~6{};/'fa>m/Al/~ ..3/c3<f?SA#;;a.-~ .oA/~7f)'o ~t'3~. /4/j? elAtco way NUj Yes B1<?eWt e /L.!J.t:,,J q ~~ rz @ No Ctft /l\.rn: (0 No V t> GNTo r-J L \S2t 9 e lflJ t::=n /' '.- E In (1\.\ CG J-{ ILL- 4l \ 5' NW Eco sEX: RD Yes , JJ Yes Bel, if( 0.. I v ~. Yes ~ ;)..Css~ u.) Yes '" V '-1/11 11/0 I3SEX RD Yes No @' G) C~ @ @ ~ From: To: Date: Subject: City Council City Council Wed, Mar 2,200510:53 AM Fwd: Re: Tracyton Watershed Woods ----- Original Message ----- From: <4kidzone@comcast.net> To: "Phil Williams" <PhiI.Williams@cLbremerton.wa.us> Sent: Wednesday, January 05,20052:12 PM Subject: Re: Tracyton Watershed Woods We're doing fairly well on gathering info and support. We have a tentative date of Jan 27 for our meeting (and you'll be invited). Patty Lent is meeting the Mayor and City Council on Jan 28 - one of the topics she plans to cover is the Tracyton Watershed Woods. Patty requested a briefing package from us and I'll include the presentation from Dec 22. Thanks again, Scot Groulik > >>> "Scot and Janet" <4kidzone@comcast.net> 12/30/2004 >>> > Hi Phil, > > I'm one of the Bremerton residents you met at the Bremerton City > Council meeting on December 22 regarding the 38 acres of woods in East > Bremerton. Please send me the powerpoint presentation used at the > meeting that evening. > > Thank you, > Scot > > Scot & Janet Groulik > 3556 Ridgtop Ct > Bremerton, WA 98310 > (360) 792-0279 > Council - Please re-consider Pa From: To: Date: Subject: "Marla Brady" <MarlaBrady@hmh.westsound.net> <daren1698@yahoo.com> Wed, Mar 2,2005 7:18 AM Please re-consider ** High Priority ** Daren, Please re-consider the sale of the East Bremerton wooded acreage. Money comes and goes, but the trees will forever be gone. IF housing/growth remains the primary focus, at least postpone the sale in order to full research a development community such as found in Poulsbo. Currently, the retail businesses in the Riddell and Wheaton Way areas are largely empty. Building wisely could enhance more than perhaps the city counsel is considering. So, PLEASE consider a NO vote on the sale of property at this time. If I can further assist in this endeavor, please call on me-I'm willing to work on making our community a better place for all. Thank you. Thanks, fylarlaBrady, RN MSN Director, Quality & Resource Mgt 360.792.6888 marlabrady@hmh.westsound.net [c.!iy.(:;~~r;slj-:C~~n.:.W~ndy p~ie.~t", 13~~,I~~cl!()D ,~,~t~r~,~':l~J~!()p~,rtY" ,~"' '.. H"~~~~~~~"~.' From: To: Date: Subject: Roy Runyon <gulfowl@yahoo.com> <citycouncil@ci.bremerton.wa.us>, <gulfowl@yahoo.com> Wed, Mar 2,200510:38 AM Attn: Wendy Priest Re: Tracyton Watershed property Wendy, Before you vote on whether to sell the Tracyton Watershed property, you should consider the net economic profit or loss to the people of District 4 and the rest of the City. I have prepared a rough balance sheet on the proposed sale: Price offered by developer:...............$2.900,000 City' purchase price:.......................(920,000) Commission to developer's agent:............(114,000) Net direct profit or loss on deal:.........1 ,866,000 Value of timber:............................UNK (loss) Value of C02/air pollution absorption:......UNK (loss) Value of wildlife:..........................UNK (loss) Value of soil:..............................UNK (loss) Value of local cooling effect:..............UNK (loss) Value of sound/noise buffering:.............UNK (loss) Value of future property tax revenue:.......UNK gain Cost of providing infrastructure*:..........UNK (loss) Cost of providing police/fire protection*:..UNK (loss) NET DIRECT AND INDIRECT PROFIT OR LOSS:.....UNKNOWN *These costs dependent upon results of Urban Growth Area (UGA) Management Agreements not yet established. This balance sheet shows that the potential profit from the sale of the Tracyton Watershed property is not as great as it appears. Factoring all of the direct and indirect costs, I believe the sale would result in a net loss to the people of Bremerton. Furthermore. the sale of the property for prospective development violates the spirit of the Comprehensive Plan by giving tacit approval for sprawl rather than for in-fill development. The fact that the property is not yetinside the city limits but rather in Bremerton's UGA should not excuse the City from ignoring the fundamental principal of increasing density WITHIN the city. thereby reducing the cost of providing infrastructure and services and preserving open space. Thank you for considering my arguments against selling the Tracyton Watershed property for the purpose of development. Best Regards. ~.,.1Xll11~n gulfowl@yahoo.com (360)405-9593 Council- Fwd: Attn: Wend P From: To: Date: Subject: City Council Daren Nygren; Phil Williams Wed, Mar 2, 2005 11 :01 AM Fwd: Attn: Wendy Priest Re: Tracyton Watershed property FYI... >>> Roy Runyon <gulfowl@yahoo.com> 03/02/0510:47 AM >>> Wendy, Another thought regarding the Tracyton Watershed property sale issue...Why has Eastpark not been redeveloped? It is roughly comparable in size to the Tracyton Watershed. It's closer to transportation, services and businesses. It has a lot of infrastructure. It's closer to police and fire assets. Redevelopment of Eastpark would not effect habitat. Why hasn't the City offered Eastpark as a site for development after abortive earlier attempts? The City of Bremerton has sold property for short term gain before with mixed results. Ask some of the other council members about Northwest Corporate Campus. Best Regards, R6yRl:Inyon Phone Call received March 2, 2005 at 11 :30 AM in the Council Office from: Eleanor Bergsma 792-1328 RE: Opposing the sale of the Tracyton Watershed Property She further stated that this was another example of the desires of the citizens being ignored by the City (i.e. the Homeless Shelter and Tunnel); and was concerned that the further lack of open space would be harmful to area wildlife. From: To: Date: Subject: "Ann" <janninc@comcast.net> <citycouncil@ci.bremerton.wa.us> Mon, Feb 28, 2005 1 :07 PM Tracyton Watershed Council - Trac ton Watershed Dear City Council, Attention: Councilman Brad Gehring This is to appeal to you to hold off on the sale of the Tracyton Watershed property. We in District One know that the sale is enticing to the city and would be an easy and quick way to increase the city coffers, but this is the last greenbelt left in the city boundaries and to move quickly into development would never give us a chance to keep this as open space. There could other options and it would behoove the council to let us who live near this beautiful piece of property explore the possibilities. To act this quickly is unfair to all of us who live in this neighborhood. The question that we tax payers need to know is why is this happening so fast with out giving us time to work with you on open space,options. We will be at the meeting on Wednesday. Ann Love.ll . 3139Sahali Dr. Bremerton, WA 98310 cc: <Phil. Williams@ci.bremerton.wa.us>, <plent@co.kitsap.wa.us> v ,C::::(\C. ~ C:? P hQ.\. p~ 1, ('~ :?2.6 \ N b . 9in~ Rc1 -::1fd- 2.l <1 .. 'P.J B(e..\-\~~Cr-y--\, ~ C\<t. 3'\ 0 ,/..J<." My name is Judith Krigsman and I have come here this afternoon to speak about !he little f~~ treasure you have in the Tracyton Watershed Acquisition. $9' I also came here this afternoon to respectfully remind you who you work for. The taxpayers ofBremerton. They are people who are here today to teU you what they want for their community and their neighborhood of the future. This property in question is Public Property, not private property. Therefore, it is the public who should be given an opportunity to decide what quality of life they wish to have for their families and for being. far sighted enough to see a vision of green in an otherwise built out neighborhood. You speak about UGA boundaries and Growth Management as if you. have no other choice 'but to sell this little jewel in the crown, but this is not being in compliance, with the Growth Management Act, but it puts your UGA boundaries out of compliance with the Growth Management Act. Take a look at what the RCW's mandate you to do in "RCW 36.10A.160. It directs local Governments to identify open space corridors within and between urban growth areas usefUl for recreation, wildlife habitat, trials and connection of critical area. "~'In urban areas, such corridors willprovide.significant recreational opportunities and important linkages in a highly fragmented landscape. Whenever possible, urban and rural parks and open spaces should be linked to form functional wildlife corridors, which can then be ultimately joined to outlying habitat patches." Furthermore, Goal Thirteen of the Growth Management Act instructs you to identify culturally significant areas and heritage sights. If you study the history of the area you will see of what great importance these watersheds were to the history ofBremerton. The transportation of water to this area was perhaps the most significant event in Bremerton' s history not to mention the native history of the area. This piece ofland could be a Water Park and historical landmark. This Tracyton property belongs to the people who will become and have been its stewards. It needs no maintenance crew to maintain it. Let the neighborhood show you what stewardship means, as they have been its stewards anyway for all these years. Remember that you can't have it both ways under the GMA If you are to be in compliance you need this property and much as it needs you to satisfy GMA requirements. This rush to sell this property is absurd. The Growth Management Hearings Board would surely find this move one of convenience rather than a well thought out functional plan. Compliance with GMA is achievable, but you as a council must put your heads together and do better than what I see on the agenda for tonight. Really listen to your au.dience, for they are the visionaries ofBremerton's future. , Judith Krigsman 5171 illahee Road NE Bremerton Washington 792-6934 . . I \ /' property is one of the last wood- M. YJ............ ..........U... ".RN.. ' a-.~. ed an. d b..a sical.lY p.ristine a. reas .' .. ~ ,.'AA~"!eft.adj. .'oining the city limits. It (V'-' . does not matter this property . c.....('J has been in their hands fpr less BREMERTON <.Y thana year,.andonl~novl' has' ..... come to theIr attention because A' quick back-door the city needs money. It cer. . 'Ii,' '. " , I. d I' tainlY does not matter that the . racyton an sae only reason they were deeded To the .Editor: the.property is because the I am very impressed with our Tracy ton Water District is self. Bremerton City Council. After destructing along with, the Port being handed nearly 40 acres of Tracy ton , of watershed property from What matters to the city the Tracy ton Water District, it council is annexing as much tOOK only ONE offer from ONE land as possible, and mak. developer to bring it toa vote to ing money in the process. The selL No sense in wasting time, added bonus to "what matters" is there? . are the taxes and other monies It does not matter that the to be gleaned from getting as BIG as possible. I attended the City Council meeting in Decem. ber, and the council was ready to vote to sell right then and there. No public notice, no pub. . lie offer for bid, nothing except some remarkable statements from the council members: "We HAVE to sell it because it is in the UGA (urban growth area)l" "If we DON'T sell it, everyone pays more on their utility billsl" If the UGA requires we have 10 houses per acre, then the' UGA is very flawed. Just drive north out of Tracy ton on Hans- berry Street to Central Valley Road, look to your right, and say UGA when you see the houses 6 feet apart from each other, If we will all pay more on our utility bills if we keep this . property, how does the bill get paid now? This issue is not about a few people crying over Bambi and Thumperl'This is about OUR City Council trying toback-door a windfall into a budget-sav- ing annexation, The least these elected representatives can do is let the electorate know what they propose to do. Consider the irreparable harm to the environment this sale and development will cause. Oh well, 19uess that is never in the mind$ of any but a few disgruntled adjoining land.. owners - whiners, alL William Radford Bremerton CITY COUNCIL MEETING MARCH 2, 2005 SPEAKERS LIST "-,,'~--=-=-~ _..... ,_. ~."~,. ~~ " ". #" _ ~ .",,'F""' PLEASE PRINT YOUR NAME BELOW IF YOU PLAN TO SPEAK TONIGHT ~~-,- C;'I'<-~~ b~ --;;.,~ ~ [~ --' ..-~f:~d.'~ ~ \\, ~~\"" \'J\ ~L-\l ~ ~ \ L~ o ~1'\tAj{ J 'z/l. ('J& ~ DATE SUBMITTED: February 2005 AGENDA BILL CITY OF BREMERTON CITY COUNCIL BILL # #05 - oeol 7A ......................................................................................., SUBJECT: Ordinance #4t33granting Cascade Naural Gas Corporation a Franchise. Committee Meeting Date: February 23, 2005 COUNCIL MEETING Date: March 2, 2005 Department: PW &U,Engineering Presenter: Michael Mecham Phone: 473-5288 SUMMARY: The Cascade Na4t",al Gas franchise recently expired. City staff coordinated with Cascade Natural Gas staff to draft a new franchise. The proposed Ordinance grants Cascade Natural Gas a ten year franchise. ATTACHMENTS: 1. Council Summary; 2. Ordinance # ill 3 FISCAL IMPACTS (Include Budgeted Amount): none APPROVALS: DEPARTMENT DIRECTOR' CITY ATTORNEY: FINANCE DIRECTOR: MAYOR: FISCAL/BUDGET: 4J' ,,/-/I -:;;vb · ~~~~O;:SIDENT: ~~__ CONSENT AGEND1 RECOMMENDED MOTION: Move to approvelOrdinance #.4113. granting Cascade Natural Gas Corporation a franchise with the City ofBremerton. COUNCIL ACTION: D Approve D Deny D Table D Continue D No Action ab, Agenda Bills 2005, CNG Franchise Council Summary Cascade Natural Gas Franchise The Cascade Natural Gas Franchise recently expired. The last franchise was written in 1991. In addition there have been yearly extensions of the original agreement but no changes or updates. The City staff used the current Puget Sound Energy Franchise as a template to create a new franchise agreement. Meetings have been held with the Cascade Natural Gas staff to insure they concurred with the terms ofthis agreement. Some of the changes in this franchise are: 1. In section 4 it has language to protect new pavement for a period of five years after the new pavement is installed. 2. In section 12 the City is requesting copies of Geographic Information Systems (GIS) and records files. This will be helpful in our design and maintenance activities. Weare also asking that the City receive updates of these files each year. This new franchise agreement is proposed to be valid for a period of ten years. ab/Agenda Bills 2005/CNG Franchise summary ORDINANCE NO. -ill 3 AN ORDINANCE granting Cascade Natural Gas Corporation, a Washington corporation, its successors and assigns, the right and privilege to use and occupy the public streets, avenues, lanes, alleys, easements and highways of the City of Bremerton, State of Washington, for the purpose of supplying, distributing and selling gas to the inhabitants of the City, and elsewhere; and the right and privilege of constructing and thereafter maintaining a gas works, mains, service pipes and other necessary equipment in said City for the distribution of gas for light, fuel, power and other purposes, and to charge and collect tolls, rates, and compensation for such energy and uses. THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS: SECTION 1. DEFINITIONS. 1.1 Where used in this Franchise (the "Franchise") the following terms shall mean: 1.1.1 "Cascade" means Cascade Natural Gas Corporation, a Washington corporation, and such successors and assigns as are approved by the City pursuant to this Franchise Ordinance. 1.1.2 "City" means the City of Bremerton, a municipal corporation of the State of Washington, and its respective successors and assigns. 1.1.3 "Franchise Area" means any, every and all of the roads, streets, avenues, alleys, highways, easements, and public rights-of-way; as now laid out, platted, dedicated or improved; and any, every and all roads, streets, avenues, alleys, highways, easements, and public rights of way that may hereafter be laid out, platted, dedicated or improved within the present limits of the City and as such limits may be hereafter extended. "Franchise area" does not, however, include any other public property owned in whole or in part, leased or otherwise occupied by the City. 1.1.4 "Facilities" means a system of mains, pipes, and the necessary attachments and appurtenances for the storage, conveyance, distribution and sale of gas, whether the same be located over or under ground. 1.1.5 "Ordinance" means this Ordinance which sets forth the terms and conditions of this Franchise. 1 Cascade Natural Gas Franchise SECTION 2. FRANCHISE AND ORDINANCE NOT TO CONFLICT WITH TARIFFS. 2.1 This Franchise is subject to the provisions of any applicable tariffnow or hereafter on file with the Washington Utilities and Transportation Commission or its successor, as construed by any court with jurisdiction on appeal or otherwise. In the event of any conflict or inconsistency between the provisions of this Franchise. and such tariff, the provisions of such tariff shall control. 2.2 All notices of proposed applicable tariff adjustments, changes, alterations, and additions filed with the Washington Utilities and Transportation Commission by Cascade shall be mailed concurrently to the City of Bremerton, to the attention of the Director of Public Works and Utilities. SECTION 3. FACILITIES WITHIN FRANCHISE AREA. 3.1 Pursuant and subject to the City Charter, the City does hereby grant to Cascade the right, privilege, authority and Franchise to: 3.1.1 Set, lay, construct, support, attach, connect, maintain, repair, replace, enlarge, operate and use Facilities in, upon, over, under, along, across and through the Franchise Area for purposes of a system of mains, pipes, necessary attachments and appurtenances for the purpose of storage conveyance, distribution and sale of gas for light, fuel, power, heat and other purposes for which gas can be used 3.1.2 To charge and collect tolls, rates and compensation for such energy and such uses. 3.2 Existing facilities installed or maintained by Cascade on public grounds and places as of the effective date of this Franchise which are not within the Franchise Area as defined by this Franchise may be maintained, repaired and operated by Cascade for the term of this Franchise; provided, however, that no such Facilities may be enlarged, improved or expanded without prior review and written approval by the City pursuant to applicable ordinances, codes, resolutions, standards and procedures. 3.3 This Franchise does not allow Cascade or any third party the right to use the Franchise Area for any purpose other than the transmission, distribution and sale of gas, or to install any facilities in the Franchise Area other than the Facilities described herein. 3.4 Cascade shall comply with all applicable federal, state and local laws (including, but not limited to, the lawful exercise of the City's general police powers) in connection with the exercise of its rights under this Franchise. Notwithstanding the foregoing, this Franchise shall supersede, govern and control any ordinance, rule, plan, policy, resolution, regulation or other directive of the City to the extent any such ordinance, rule, plan, policy, resolution, regulation or other directive conflicts with, or is inconsistent with, the terms and conditions of this Franchise. 2 Cascade Natural Gas Franchise 3.5 Cascade's Facilities shall be maintained within the Franchise Area so as not to umeasonably interfere with the use of the Franchise Area by the City and by the general public and in accordance with the laws of the State of Washington and the City of Bremerton. 3.6 Cascade shall obtain all necessary permits and approvals and shall comply with all applicable City ordinances, fees, codes, resolutions, standards and procedures, as now or hereafter amended, to the same extent as any other person or entity doing business within the City, except as otherwise provided by this Franchise. SECTION 4. RESTORATION OF FRANCHISE AREA. 4.1 When Cascade or any person acting on its behalf, does any work in or affecting the Franchise Area or does any work authorized by the City affecting other rights-of way or City property ("City Property") in conjunction with work in the Franchise Area, it shall, at its own expense, promptly remove any obstructions therefrom and restore, to the City's reasonable satisfaction, such Franchise Area or City Property to as good or better condition as existed before the work was undertaken, unless otherwise directed by the City. Recorded survey monuments which have been destroyed or disturbed shall be restored in accordance with applicable ordinances or laws. 4.2 If weather or other conditions do not permit the complete restoration required by this Section, Cascade shall temporarily restore the Franchise Area or City Property. Such temporary restoration shall be at Cascade's sole expense and Cascade shall promptly undertake and complete the required permanent restoration when the weather or other conditions no longer prevent such permanent restoration. 4.3 Cascade or other persons acting in its behalf within the Franchise Area or City Property shall use suitable barricades, flags; flag persons, lights, flares, and other measures as required by applicable law for the safety of all pedestrians, motorists, or other members of the general public. 4.4 The City Director of Public Works and Utilities, or designee, shall be responsible for inspection and final approval of the condition ofthe Franchise Area or City Property following any construction and restoration activities therein, according to City engineering standards. 4.5 Except in the case of emergencies, as determined by the City, cutting of pavement shall be prohibited in a newly constructed, reconstructed or resurfaced street for a period of five (5) years from the paving of such street when Cascade was given reasonable prior notice of such construction, reconstruction, or resurfacing activity. Provided, however, the Director of Public Works and Utilities, or designee, may in his or her discretion permit pot-holing (subject to conditions to alleviate the harmful effects) where conduit is to be placed underground by means of directional boring and the person seeking permission has provided evidence satisfactory to the Director of Public Works and Utilities, or designee, that (a) such pot-holing is necessary to avoid interference with existing utilities; (b) such pot-holing is the only reasonable alternative available to locate existing utilities and ( c} such pot-holing will result in little or no visual or other detrimental impact to the street. 3 Cascade Natural Gas Franchise 4.6 Any and all property in the Franchise Area that is disturbed or damaged during the construction, operation, repair or removal of any Cascade facility shall be promptly repaired by Cascade. The property must be restored to the satisfaction of the City and to a condition as good as or better than it existed before the disturbance or damage occurred. SECTION 5. RELOCATION OF FACILITIES. 5.1 Whenever the City causes a public right of way improvement to be undertaken within the Franchise Area, and such public right of way improvement requires the relocation of Cascade's then existing Facilities within the Franchise Area (for purposes other than those described in paragraph 5.2 below), the City shall: 5.1.1 Provide Cascade, within a reasonable time prior to the commencement of such public right of way improvement, written notice requesting such relocation; and 5.1.2 Provide Cascade with reasonable plans and specifications for such public right of way improvement. After receipt of such notice and such plans and specifications, Cascade shall relocate such Facilities within the Franchise Area at no charge to the City. If the City requires the subsequent relocation of any Facilities within five (5) years from the date of relocation of such Facilities pursuant to this Section 5.1, the City shall bear the entire cost of such subsequent relocation. As used in this Section 5, the term "public right of way improvement" is a City-funded or sponsored capital project or major maintenance project. 5.2 Whenever (i) any public or private development within the Franchise Area, other than a public right of way improvement, requires the relocation of Cascade's Facilities within the Franchise Area to accommodate such development; or (ii) the City requires the relocation of Cascade's Facilities within the Franchise Area for the benefit of any person or entity other than the City, then in such event, Cascade shall have the right as a condition of such relocation, to require such developer, person or entity to make payment to Cascade, at a time and upon terms acceptable to Cascade, for any and all costs and expenses incurred by Cascade in the relocation of Cascade's Facilities. 5.3 Any condition or requirement imposed by the City upon any third party (including, without limitation, any condition or requirement imposed pursuant to any contract or in conjunction with approvals or permits for zoning, land use, construction or development) which necessitates the relocation of Cascade's Facilities within the Franchise Area shall be a condition or requirement causing relocation of Cascade's Facilities to occur subject to the provisions of Subsection 5.2 above; provided, however: Ifthe City reasonably determines, and notifies Cascade in writing of such determination, that the primary purpose of imposing such condition or requirement upon such person or entity is to cause, on the City's behalf, a public capital improvement within the Franchise Area, then relocation will be pursuant to section 5.1 above. 4 Cascade Natural Gas Franchise 5.4 Nothing in thi~ Section 5 "Relocation ofPacilities" shall require Cascade to bear any cost or expense in connection with the location or relocation of any Facilities then existing under benefit of easement or such other private property rights. SECTION 6. INDEMNIFICATION AND INSURANCE. 6.1 Indemnification 6.1.1 Cascade shall defend, indemnify, and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, demands, injuries, damages, losses or suits, including all legal costs and attorney fees, made against it on account of injury or damage to the person or property of another, to the extent such injury or damage results, or is alleged to result, from the negligent or intentional acts or omissions of Cascade, its officers, officials, employees, agents and volunteers, in connection with the exercise of the rights granted to Cascade in this Franchise, including, but not limited to, the construction, inspection, maintenance, or operation of Cascade Facilities, or the placement or location of its Facilities in the Franchise Area. In the event any such claim or demand is presented to or filed with the City, the City shall promptly notify Cascade thereof. The City shall have the right at all times to participate through its own attorney in any suit or action which arises out of any right, privilege or authority granted by or exercised pursuant to this Franchise when the City determines that such participation is required to protect the interests of the City or the public. The cost of such additional City participation shall he borne by the City. Cascade's obligation to indemnify the City shall not apply to any claim, demand, injury, loss or suit that is caused by or arises out of the sole negligence of the City, its officers, officials, employees, agents and volunteers. Upon indemnification and defense of the City, Cascade shall have the right, at its election and at its sole cost and expense, to settle and compromise such claim or demand, provided further, that in the event any suit or action be begun against the City based upon any such claim or demand, the City shall likewise promptly notify Cascade thereof, and Cascade shall have the right, at its election and sole cost and expense, to settle and compromise such suit or action, or defend the same at its sole cost and expense, by attorneys of its own election. 6.1.2 Inspection or acceptance by the City of any work performed pursuant to this Franchise in the Franchise Area by Cascade, its agents, servants, contractors, officers, or employees, during or at the time of completion of construction shall not be grounds for avoidance of any of these covenants of indemnification. Said indemnification obligations shall extend to claims which are not reduced to a suit and any claims which may be compromised prior to the culmination of any litigation or the institution of any litigation. 6.1.3 In the event that Cascade refuses a tender of defense under subsection 6.1.1 above, and said refusal is subsequently determined by a court having jurisdiction (or such other tribunal that the parties shall agree to decide the matter), to have been a wrongful refusal on the part of the Cascade, then Cascade shall pay the City's reasonable attorneys' fees incurred in connection with the wrongful refusal of such tender (in addition to, and without limitation of, such other costs and expense as are determined by such court or tribunal as being within the scope of subsection 6.1.1). 5 Cascade Natural Gas Franchise 6.1.4 As to claims made pursuant to Section 6, such claims shall survive the expiration or termination of this Franchise. 6.1.5 The City shall not be liable to Cascade for any damage to or loss caused by the City of any Cascade Facilities within the Franchise Area or any facilities of any other entity authorized to be placed upon City property or within the public ways of the City as a result of or in connection with any public works, public improvements, construction, excavating, grading, filling, or other City work except to the extent such loss is attributable to intentional, or malicious, acts or omissions of the City. 6.2 Insurance 6.2.1 Cascade shall maintain for the duration of this Franchise, insurance or self insurance against claims for injuries to persons or damage to property that may arise from or in connection with the exercise of Franchise rights by Cascade, its agents, representatives, employees, contractors or volunteers. Cascade shall provide and keep current a certificate of insurance evidencing commercial general liability insurance with limits no less than $2,000,000 combined single limit and $4,000,000 aggregate for personal injury, bodily injury and property damage. Coverage shall include blanket contractual, products/completed operations, broad form property damage, and explosion, collapse and underground (XCU). The City, its officials, employees, agents and volunteers, shall be named as an additional insured, as respects work performed by or on behalf of Cascade, and a copy of the endorsement naming the City as additional insured shall be attached to the certificate of insurance. Cascade's insurance shall be primary insurance as respects the City, and the City shall be given 30 calendar days prior written notice of any cancellation, suspension or material change in coverage. SECTION 7. REVOCATION OF FRANCHISE. 7.1 This Franchise may be revoked and all rights therein forfeited by the City if Cascade shall fail to comply with the terms and conditions of this Franchise. Without limiting the generality of the foregoing, the City may initiate a proceeding to revoke this Franchise if it believes that anyone or more of the following actions by Cascade constitute a breach of this Franchise: 7.1.1 Construction or operation of Facilities in the Franchise Area without a Franchise, in a manner that is inconsistent with this Franchise; 7.1.2 Construction or operation of Facilities in the Franchise Area at an unauthorized location within the Franchise Area so as to be inconsistent with this Franchise; 7.1.3. Unauthorized assignment of this Franchise by Cascade, in a manner that is inconsistent with this Franchise; 7.1.4 Material misrepresentation of fact by or on behalf of Cascade upon which the City relies in making a decision to grant, review or amend this Franchise; 6 Cascade Natural Gas Franchise 7.1.5 Abandonment of Facilities in the Franchise Area, in a manner thatis inconsistent with this Franchise; 7.1.6 Failure to relocate Facilities in accordance with this Franchise; or 7.1.7 Violation of any other material provision of this Franchise. 7.2 In the event that the City believes that grounds exist for revocation of the Franchise, Cascade shall be given written notice of the apparent violation or noncompliance, providing a short and concise statement of the nature and general facts of the violation or noncompliance, and providing Cascade a reasonable period oftime not exceeding thirty (30) days to furnish evidence: 7.2.1 That corrective action has been, or is being actively and expeditiously pursued, to remedy the violation or noncompliance; or 7.2.2 That rebuts the alleged violation or noncompliance; 7.3 In the event that Cascade fails to provide evidence reasonably satisfactory to the City as provided in Subsection 7.2 above, the City shall refer the apparent violation or non- compliance to the City Council. The City Council shall provide Cascade with notice and a reasonable opportunity to be heard concerning the matter. 7.4 If the City Council determines that Cascade willfully violated or failed to comply with the terms. and conditions of this Franchise through willful misconduct or gross negligence or failed to heed or comply with any notice given Cascade by the City under the provisions of this Franchise, then upon order of the City Council, this Franchise may be revoked and all rights therein forfeited. 7.5 The foregoing provisions of subsections 7.1 through 7.4 (pertaining to certain remedies afforded the City in the event of a breach of this Franchise by Cascade) are in addition to, and not a limitation of, any and all right and remedies afforded a party in the event of a default by the other party. Without limiting the generality of the foregoing, if a party shall be in default of its obligations under this Franchise, the other party may secure an order of specific enforcement of the defaulting party's obligations under this Franchise from the Superior Court. SECTION 8. NONEXCLUSIVE FRANCHISE. 8.1 This Franchise is not and shall not be deemed to be an exclusive Franchise. This Franchise shall not in any manner prohibit the City from granting other and further Franchises over, upon, and along the Franchise Area which do not interfere with Cascade's rights under this Franchise. This Franchise shall not prohibit or prevent the City from using the Franchise Area or affect the jurisdiction of the City over the same or any part thereof. 7 Cascade Natural Gas Franchise SECTION 9. FRANCHISE TERM. 9.1 Franchise This Franchise is and shall remain in full force and effect for a period of ten (10) years from and after the effective date ofthe Ordinance, provided, however, Cascade shall have no rights under this Franchise nor shall Cascade be bound by the terms and conditions ofthis Franchise unless Cascade shall, within sixty (60) days after the effective date ofthe Ordinance, file with the City its written acceptance ofthe Ordinance. SECTION 10. ASSIGNMENT. 10.1 This Franchise may not, directly or indirectly, be transferred, assigned or disposed of in any manner by Cascade except as provided by RCW 80.12.020 (collectively, "Assignment") 10.2 Without limiting the generality of the foregoing and to the extent consistent with applicable law, an assignment, in whole or in part, shall be subject to the City's prior written consent, which shall not be unreasonably withheld. Notwithstanding the foregoing, the City hereby consents to Cascade's mortgage of this Franchise to the trustee for its bondholders. SECTION 11. HERBICIDES. 11.1 Cascade shall not apply any herbicide within the Franchise Area without providing the Director of the City Department of Public Works and Utilities fourteen (14) days prior written notice of such application, unless the parties agree to a different term, or the City gives a blanket approval as part of a periodic program of spraying. Cascade shall post the relevant portion of the Franchise Area at least 8 days prior to any spraying with notice of intended spraying. Nothing herein is intended or shall be construed to relieve Cascade of any and all other requirements of applicable law relating to the application of herbicides. SECTION 12. RECORDS OF INSTALLATION. 12.1. Cascade shall provide the city with records of all Cascade facilities within the Franchise area in a standard geographic information system (GIS) format. All updates of the GIS shall be submitted to the City Public Works and Utilities Department by the first day of March each year. 12.2 Cascade shall provide the City, upon the City's reasonable request, copies of available as-built drawings in use by Cascade showing the location of its Facilities within the Franchise Area. As to any such drawings so provided, Cascade does not warrant the accuracy thereof and, to the extent the location of Facilities are shown, such Facilities are shown in their approximate location. With respect to any excavations within the Franchise Area undertaken by or on behalf of Cascade or the City, nothing herein is intended (nor shall be construed) to relieve either party of their respective obligations arising under applicable law with respect to determining the location of utility facilities. 8 Cascade Natural Gas Franchise SECTION 13. FRANCHISE FEE. 13.1 The parties understand that the restrictions of RCW 35.21.860 forbid the imposition of a Franchise fee. If at any time the restrictions of this statute should be removed or modified, the City may seek to amend this Franchise in accordance with Subsection 18.2 below. SECTION 14. CHARGE FOR ADMINISTRATIVE COSTS. 14.1 As provided in RCW 35.21.860, the City may recover from Cascade actual administrative expenses incurred by the City that are directly related to: (i) receiving and approving a permit, license or this Franchise, (ii) inspecting plans and construction, or (iii) preparing a detailed statement pursuant to Chapter43.21C RCW. SECTION 15. RIGHTS GRANTED. 15.1 No authorization granted under this Ordinance shall convey any right, title or interest in the public ways, but shall be deemed an authorization only to use and occupy the public ways in accordance with RCW 80.32.010. Further, this Ordinance shall not be construed as any warranty of title. SECTION 16. REPAIR AND EMERGENCY WORK. 16.1 In the event of an unexpected repair or emergency within the Franchise Area for which a permit has not been obtained in accordance with Bremerton Municipal Code (BMC) as now or hereafter amended and which such work is not otherwise within the scope ofthe exemption authorized by the BMC, Cascade may commence such repair and emergency response work as required under the circumstances, provided Cascade shall notify the City as promptly as possible, before such repair or emergency work commences or as soon thereafter as possible if advance notice is not practicable. The provisions of this section does not relieve Cascade from the requirement to obtain permits and approvals from the City and all other agencies with jurisdiction. SECTION 17. MAINTENANCE OF FACILITIES. 17.1 Cascade shall maintain its Facilities within the Franchise Area in a manner that complies with all applicable federal, state and local requirements. Additionally, Cascade shall provide reasonable maintenance of Cascade Facilities, to prevent deterioration of equipment and service and provide prompt customer response to both the City and the public with respect to deficiencies or failure of Facilities in providing such service. SECTION 18. MISCELLANEOUS. 18.1 If any term, provision, condition or portion of this Franchise shall be held to be invalid, such invalidity shall not affect the validity of the remaining portions of this Franchise which shall continue in full force and effect. The headings of sections and paragraphs of this Franchise are for convenience of reference only and are not intended to restrict, affect or be of any weight in the interpretation or construction of the provisions of such sections or paragraphs. 9 Cascade Natural Gas Franchise 18.2 Except as provided in this paragraph 18.2, this Franchise may be amended only by written instrument, signed by both parties, which specifically states that it is an amendment to this Franchise and is approved and executed in accordance with the laws of the State of Washington. Without limiting the generality of the foregoing, this Franchise (including, without limitation, Section 6.1 above)shall govern and supersede and shall not be changed, modified, deleted, added to, supplemented or otherwise amended by any permit, approval, license, agreement or other document required by or obtained from the City in conjunction with the exercise (or failure to exercise) by Cascade of any and all rights, benefits, privileges, obligations or duties in and under this Franchise, unless such permit, approval, license, agreement or other document specifically: 18.2.1 references this Franchise; and 18.2.2 states that it supersedes this Franchise to the extent it contains terms and conditions which change, modify, delete, add to, supplement or otherwise amend the terms and conditions of this Franchise. In the event of any conflict or inconsistency between the provisions of this Franchise and the provisions of any such permit, approval, license, agreement or other document, the provisions of this Franchise shall control. SECTION 19. PRIOR FRANCHISE SUPERCEDED. 19.1 This Franchise shall supercede all prior Franchises granted to Cascade or its predecessors by the City. SECTION 20. SEVERABILITY. 20.1 If anyone or more sections, subsections, or sentences of this Ordinance are held to be unconstitutional or invalid, such decision shall not affect the validity ofthe remaining portion of this Ordinance and the same shall remain in full force and effect. SECTION 21. EFFECTIVE DATE. 21.1 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 ,2005 DAREN NYGREN, Council President 10 Cascade Natural Gas Franchise. Approved this day Of , 2005 CARY BOZEMAN, Mayor ATTEST: APPROVED AS TO FORM: PAULA JOHNSTON, City Clerk ROGER A. LUBOVICH, City Attorney PUBLISHED the EFFECTIVE the ORDINANCE NO. day of day of ,2005 ,2005 11 Cascade Natural Gas Franchise CITY COUNCIL CITY OF BREMERTON, WASHINGTON In the matter of the application of Cascade Natural Gas Corporation, : a Washington corporation, for a Franchise to construct, operate and maintain facilities in, upon, over under, along, across and through the Franchise area of the City of Bremerton, Washington Franchise Ordinance No. ACCEPTANCE WHEREAS, the City Council of the City of Bremerton, Washington, has granted a Franchise to Cascade Natural Gas Corporation, a Washington corporation, its successors and assigns, by enacting Ordinance No. _, bearing the date of ,2005; and WHEREAS, a copy of said Ordinance granting said Franchise was received by the Cascade Natural Gas Corporation on ,2005, from said City of Bremerton, Kitsap County, Washington. NOW~ THEREFORE, Cascade Natural Gas Corporation, a Washington corporation, for itself, its successors and assigns, hereby accepts said Ordinance and all the terms and conditions thereof, and. files this, its written acceptance, with the City of Bremerton, Kitsap County, Washington. IN TESTIMONY WHEREOF said Cascade Natural Gas Corporation has caused this written Acceptance to be executed in its name by its undersigned thereunto duly authorized on this _ day of ,2005. ATTEST: Cascade NATURAL GAS CORPORATION By: Its: Copy received for City ofBremerton on ,2005 By: Paula Johnston, City Clerk R:\LEGAL\Ordinances\Public Works & Utilities\cascade gas franchise,DOC 12 Cascade Natural Gas Franchise DATE SUBMITTED: 2/16/05 BILL # AGENDA BILL CITY OF BREMERTON CITY COUNCIL ff 05-O<O:;L 73 ........................................................................................ SUBJECT: Resolution No. J...i57 ratifying the Kitsap Coimtywide Planning Policies as amended by Board of County Commissioners Committee Meeting Date: 2/23/05 COUNCIL MEETING Date: 3/2/05 Department: Comm Development Presenter: Chris Hugo Phone: 473-5243 SUMMARY: The Kitsap Countywide Planning Policies (CPPs) are a regional framework prepared by local governments to coordinate jurisdictional growth planning as directed by the State Growth Management Act. The CPPs were originally adopted and ratified by all Kitsap County local governments in 1992. In 2000, a major update of the CPPs were commenced by the Kitsap Regional Coordinating Council. Amendments were adopted by the Board of Kitsap County Commissioners and ratified by the Council in 2001 and December, 2003. The proposed 2004 amendments address some of the most important matters related to urban growth including policies on transfer of governance, association of urban growth areas with cities, and the balance between urban and rural growth. Council ratification of the amendments as adopted by the Kitsap Board of County Commissioners on Nov. 22,2004, is a procedural requirement. ATTACHMENTS: ,. if'") 1. Proposed Resolution ( Ex t-. A is ttlla..i Ia-h 1-6 I V\, to tl \A.~l I 6i2t-1 t.-t- 2. Extract of CPPs as amended to show changes to KRCC Policy Board recommendation. Complete CPP document as adopted by Board of County Commissioner is available at Council office. FISCAL IMPACTS (Include Budgeted Amount): The proposed amendments to Countywide Planning policies have no short-term fiscal impacts on city operations but offer long-term prospects for fiscal improvement. APPROV ALS: DEPARTMENT DIRECTOR: CITY ATTORNEY: FINANCE DIRECTOR: MAYOR: /'\ FISCAL/BUDGET: If -7/ ;t, / .' .' /-.. CONSENT AG~ OPERATIONS: fh::t4/tt."t -" //:;'1:.'/;v;::;:;(":_-./' . C!:!!2J COUNCIL PRESIDENT: y~ ,dj'Vl/- RECOMMENDED MOTION: . Move to pass Res lution No. ~ q 57 ratifying the Kitsap Countywide Planning Policies with 2004 amendments as adopted by Kitsap County Board of Commssioners on November 22, 2004. COUNCIL ACTION: D Approve D Deny D Table D Continue D No Action RESOLUTION NO. ~ 't 57 A RESOLUTION of the City Council of the City of Bremerton, Washington, ratifying the amendments to the Kitsap Countywide Planning Policy. WHEREAS, a Countywide Planning Policy (CPP) is a written policy statement or statements used solely for establishing a countywide framework from which County and City comprehensive plans are developed and adopted to ensure that City and County comprehensive plans are consistent; and WHEREAS, the Kitsap Regional Coordinating Council (KRCC) originally adopted CPPs in 1982 to coordinate countywide planning among local jurisdictions; and WHEREAS, it is necessary and appropriate to update and revise CPPs periodically to assist the coordination of local planning to keep current with changing conditions and expectations; and WHEREAS, the KRCC Policy Board concluded the 2004 CPP update process with a set of recommended amendments and additions to the Kitsap County Board of Commissioners for adoption; and WHEREAS, the Kitsap County Board of Commissioners adopted the KRCC recommendations with eight exceptions; and WHEREAS, under the amendment procedures incorporated in the CPPs, revisions to the CPPs adopted by the Board of County Commissioners on November 22, 2004, do not take effect until ratified by cities and Tribes within Kitsap County; and WHEREAS, the Bremerton City Council participated in and supported the revisions recommended by KRCC and acted on by the Board of County Commissioners and does not object to the eight changes enacted by the Board; and WHEREAS, the City of Bremerton considers the CPPs as amended and adopted by the Board of County Commissioners on November 22, 2004, to be of great benefit to the planning, development and growth interests of the City and County; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The Kitsap Countywide Planning Policies as amended by the Kitsap County Board of Commissioners on November 22, 2004 and attached hereto as Exhibit A are hereby ratified. 1 Countywide Planning Policies SECTION 2. Severability. If anyone or more sections, subsections, or sentences of this Resolution are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this Resolution and the same shall remain in full force and effect. SECTION 3. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. day of PASSED by the City Council of the City ofBremerton, Washington this_ ,2005. DAREN NYGREN, Council President APPROVED AS TO FORM: ATTEST: ROGER A. LUBOVICH, City Attorney PAULA JOHNSTON, City Clerk R:\LEGAL\Resolutions\Community Development\Countywide Planning Policies Ratification.doc 2 Countywide Planning Policies I Count\', City, & Tribal Councils review I ..... : possible rev'isions to the CPP's : - - - - - - - - - -f - - - - - - -.,..'-- v1?;~ , Appendix A ",~::.' Kitsap Countywide flanning Policy Ratification Process ';..,i' . --------------------~ Draft Revisions tlU"ouolt '" Planning l)iJ'ectors . Kitsap County Adoption by Ordinance Kitsap County Public Hearing Kitsap County Ordinance (may change document) . County Ordinance 'Takes Effect Begin 60 clay City/State Appeal Period to GMHB 60 day) . KRCC Board Adopt and Recommend CPT's Discuss CPP's Release draft for Public Comment KRCC Public Hearing Discuss CPP's Recommend to County, Cities, &. rri bes ESlimate0 3 Mont~ . . . . . City & Tribal Councils Ratify Resolution to Ratify (Within 90 days of Count)' Ordinance) · Yes · No No Resolution: abstention Up to~ 3 M011V \ . r .. ~ 3+ tities Ratify '? : ~ ;, ';..- i ... If 2+ Cities don't R~ltify or Abstain: to KRCC for further discussion Note that the KRCC anticipates refinements to this process over time. ,Vovember 22, 2004 Adopted by Kilsap County Ordinance # 327-2004 Policies for lJpdatc and R~ltitic~1tiori (UR): l. Th~. Kitsap County-wide Planning Policy should be dynamic and regularly monitored for applicability and effect i veness. a. The adopted County-vvidc Plamling Policy should be reviewed through the KRCC process at least every five years. Proposed revisions shall be reviewed it)!" impacts according 10 the State Environmental Protection Act (SEP A) and shall be consistent with the State Growth ~.1anagement Act (GMA). b. The County or a City may propose a policy amendment to the County-\vicle Plmming Policy, 2. Proposed amendments should be considered on a regular basis and voting is slll~ject to the KitsapRcgional Coordinating Council by-laws. a. Kitsap County shall take action to consider ancl adopt amendments or revisions to the County-wide Planning Policy l\)llowing recommendation Jiom the KRCC. b. The KRCC will strive f()r ratification by all Cities and Tribes during the 90 days follO\:ving the Board of County Commissioners' adoption of its subject ordinance. The adopted CPP will become effective upon ratification by three or more cities rcpre~~entinb a majority of combined city population in Kitsap .., unty. c, A City or Tribal Council that docs not ratify the revised County-wiele Planning Policy in 90 days of the Board of County Commissioners' adoption of its subject ordinance. shall provide a written statement of its o~;ections to the KRCC in order to 1:1cilitate further revicw.(See Appendix A for process now chart), Policies for {i.-bun Growth Areas (OGA): 4. Dist.-ibution of 20 ye~lT population increments, as forecasted by thc.WA Ofticeof Financial Management: a. The Kitsap Regional Coordinating Council shall coordinate the process. for distributing the forecasted population for the period 2005 - 2025 and every live years thereaLler. consistent with the requirements of the Gnn:vth Management Act. Kitsap Connty shall adopt any revision to the population distribution as part of its next Comprehensive Plan amendment process and the Cities shall base their Comprehensive Plan arnendments upon that distribution. The distribution process should consider county-wide demographic analysis, the Land Capacity Analysis, and the OFM projections and it shall promote a county-wiele development pattern targeting over three quarters (76(%) of new population growth to the designated Urban Growth Areas. The County and the Cities recognize that the success of this development pattern requires not only the rigorous support of Kitsap County in the rural areas, but also Cities' comprehensive plans being designed to attract substantial new population growth. Population distribution will be reviewed through the KRCC process w even' five years. The revieli..' will iilc/lule an (Illulvsi.') of tile Cities' lInd COllnlv's /Jro~ress in llCllievil1J! target llistribufiollS. JOlle 76% UGA taree! mentioned above f'or new p()Jmlaliol1erowtl1 and lite ollerall pOVlllatio/1 tar!!ets are met or exceeded, and. ifthe-aboye three g~l[lrtcrs (76~;.) liG.'\. target i,; not re affirmed or otherwi~;e modified, the targetfornew pO/Hllatioll will revert to five sixths (83%), as per the revised County-wide Planning Policies adopted by Kitsap County Ordinance #258-01 on August 20. 2001.. Otherwise, the tar{!et nwv be rea(firmel! or expliCit!.,,' modified , November 22, 2004 .ldopred hy Kitsap County Ordinance # 327-2(1).4 ", .,' d. The Kitsap Regional Coordinating Council shall compile the jurisdictions' population estimates, including the cstimate of additional. population capacity for areas outside thc Urban Growth Areas, and determine whether adjustments to the overall distribution are required in order to fit within the OFM projected range. Appendix B: Population Distribution 2005 - 2025 ,~ 2000 Through~?~~5 '-"'_~===~-=-- Population Distribution + New = Total Annual 2005 through 2025 pOP~I_~~~~_~_-, Populati.~'.l._ in 202L___ Growt_~ Rate .~E.emelj9.r:!._ City.~_~~._. 37!,?.~~..,__ 14,7~~__.._ 52,017 1.34~. East UGA 1 5,412 2,210,7,622 1,38% -..---.--West UGA 1 3,229 2,017....?.J24L-__ 1,96% Bre'merton'PortUGA.:! 68 -68 0 -100,00% _Ce'ntr~r.Kits'apUGA~ 21,~4~_......_ 8,733 -30A76-- 1.36% -~ji';,~~~~!\ffi,A' 1~,~6 8'~9-~1--2~~-{~~~.J -Bainbridge Island 9.lt~ 20,-3-~?___! 8,352.___ 28,660 1.39% _1S1!J.9ston ~9.A.~~ 1,871 3,135 5,006 4.02% Poulsbo City 2 6,813 ._.3,739 10,552 1.77% UGA 2 901 3,3~.?._ 4,256 6.41% _portOrchar,<:l clty'2 .....--7:693 3,600 11,293 1.55% UGA 2 ___}_!!570 3,375 14,945 1.03% Port Orchard UGA Expansion 0 6,334 6,334 Stugy Area ..:~___ Sout.b_ Kitsap UGf\~_: ~..._..~I_J.J.~1~ ~.Q24 '. . I 9,265 8,370/0 UGA.~opulati~!:,_.__ 133,537 58% 75,697 76% i 209,23463% 1.81% Non-LJ.GAPopula_~.on .-.-=-=, 98,4~2 .12'ro ! 23,90~~__~~ 122,337 37%-__"-"~z...o/c~; Tot.9J. COLlntyEgpulation _._..._ i ... 231,969 -t.oo ,~~,602 : 331,.~?1." _ _ 1.44% .. OFM ~_rojection t~rough 2025 .---. I Low -- ---- - - 268,573 .-'''''' 0,59% .- ,.. '::-' ..l!!.!~rmediate 331,571 1.44o/'!.....__ High .......__ 412,391 2.33% Kitsap County Historical Growth US Cens'uQ Annu-al- -196'0'" 84,176 I Growth Rate -- .y..-..-....---..-- ---,-,. 1970 101,732 ..._ 1,91~.__ 1980 ---147, 1 ~~.....__ .. 3. 7~.~...._ _._ 1990 189,731 2.57% 2QOO .. __...__.23..1-'-~?~__?g~1'~ 20044 ___. .?~~.S.g~_.___~.~gO(o._..~ Based on PSRC Model 2 Based on City and/or County Comprehensive or Sub-area planning 3 Target to be substantiated by further analysis and/or Sub-area planning 4 Office of Financial Management official estimate L Population distribution will be reviewed through the KRCC process ill even-' five years. Tile review will include {I/1 {lnalvsi.'i of/lte Cities' and COlmtv's /JrOf!ress in acllie~'iI12 taT1!e/ dirtributioll.'l. [{tire 76% UGA tar2et mentioned above for new pOlJulatioll (trow/It alfd tire overall/Jo/Julatiol1 tflr2ei5 (Ire met or exceede(l. and, if the uboyc threo quarters (76%) UGA tafg-ct is not rc affirmed or otherv-.'ise modified, the target for l1ew IJOlmlation will revert to five sixths (83%). as per the revised County-wide Planning Policies adopted by Kitsap County Ordinance #258-01 on August 20, 2001.. O/herwi\'e. the tarflet map be reaffirmed or eXIJ/icith' modified. ~lber 22. 2004 ::OUl1t.)/ Ordinance .Ii 327-2004 A/mendi.\' C: Urban Growth Area MmUlrtement A!!reements The intent of the Urban Growth Area lW(lJl(I!!emellt A!!reement is to facilitate and encouraf!e wlIu!Xatiollllnd/or incorporation of urblln areas over the 2() veal' planllin!! period amI to ensure compatibilitv of development withill the unincorporated UrhulI Growth Area. Each Urban Growth Area Mfllll1!!ement Agreement shall: I. Descrihe the goals and 11rocedures o(the joinllJlannin!!.lJrocess includin,!!. roles and res/Jonsibililies lin' the unincorporated Urhan GrOll'th Area. lFith the f!oal olhavin!!. idenrica/ Or).' and Counfv plans, zonin,f!, and development reel/lations. The IhllOlvinr;. 17rovisions should applv fO the entire Urban GrOlvth Area associated with the Cif)' IInless mutuallv af!reed otherH'ise hI' (he eit}' ((nd COllntv: I. The ('ill' 's zoning code. ,densities, ((nd development, suh-division, enviromnental, and construction standards. ii, The eitv's Lewd.\' o(Sen'ice., Ill, The Curuorehensive Plan ot'rhe ('ill' should rellect land IIse nlanniu!! li)r {fie en/ire J/rban (TnHl'rh .. 1 rea., 2. !den/iii' resool1sibilijv and mechllnisrns fbr cornwehensive lJlanwnendl1'lents, zonin,f! chonRes and development applications ll'ilhin unincorporated Urban Growth Areas. Sie,nilicantlFei'Sh/ should be <;;iven to ('itl' ore{'erences, ], !dentifi.' services to be prol'ided in the Urban Growth Area,/ile responsible service mlrvel'ors, and (he terms under Il'hi('1I .[he se.rl'ices shalf he provi/jed. includint;: Fire Storm rVater SOlidwasle........,/!J:............:~.... Police Po/able '"Vater Park & Recrea/ion Pacilitie,.,: U 'li-[llIsportal ion 8('11'er Schools UTilities: POIl'er and Telecommunications incltulill!! broadband where avai/able EMS All service prO\'iders, including soecial dis/ricts. and adjacent illrisdiclions should be included in Urban GrOlvth Area plonninf!, -+, Ilflerence the adooted Revenue Sharinf! Intet-local A.f!rcelllenr (,'ce Af)f)endix DJ. 5, Describe the ('it\' 's pre-annexa/ion plannine., IFhich IfflftJslrall include,: ~"';:"'IQn - ,:;:,_l,- ".~ - '.uu i. {.'om(i(ionin,i!, ('irv service extensions upon actual annexation Ihr properties conti,?lIollS to the Citv bOllndar\' or 10 "";.reements o(no orolest (0 lillure annexation for lJro17erties not contif!uous. ii. Otkrint; pre-anne:w(iol1 a,>!:reemenls to OJ"Ooerlv mVl1ers interested in annexation and needinv assurances .fr21/1 the Cirvabout services, olannin!!., or other issues, November 22, 200-1 Adopted hy Kitsap County Ordinance it 327-2()()4