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HomeMy WebLinkAbout4058 +---------------------------------------~----------------------------------+ +Enter Search Criteria, Press Esc Key to Transmit + +press Del Key to Terminate Delete Mode + + CHANGE Contract Transactions + + Contract Number 4058 + + + +Vendor Name SCIEPKO, RON - NORTHWEST CORPORATE CAMPUS + +Subject INDUSTRIAL PARK - DEVELOPMENT AGREEMENT + +Department COMM DEVEL + +Status Code GEN + + Amount + + Begin Date 02/15/2000 + + Insurance End Date 04/21/2006 + + Type Amount Review Date 02/15/2008 + + + + + + + + Insurance Total $0.00 + + Insurance Review Date + + + + Comments ORDINANCE #4967 - AUTHORIZED TERMINATION + + VAULT 01/01/2008 + + + +--------------------------------------------------------------------------+ Return Address: City Attorney's Office City of Bremerton 345 6th Street, Suite 600 Bremerton, W A 98337 " ""1111111 '1111111 " ~~j~~Z?r'~~~pg BREMERTON CITY OF TAGMT $37.SS Kltsap COI WA AUDITOR/RECORDER'S INDEXING FORM Document Title(s): 1. Agreement Terminating Development Agreement 3 Reference Number(s) of Documents assigned or released: 200011280204 UJ ~ ~ Grantor(s): 1. L160-1 Kitsap, LLC Z cJl 2. i D Additional names on page of document. Grantee(s): 1. City of Bremerton i D Additional names on page of document. Legal Description: A portion of Sections 32 & 33 T24N RlE, W.M. and portions of Sections 4 & 5, T23N RlE, ( abbreviated) W.M., City of Bremerton, Kitsap County, Washington ~ Additional legal is on page Exhibit A of document. Assessor's Property Tax ParceV Account Number: 042301-2-001-2009, 322401-4-016-2003, 322401-4-017- 2002,322401-4-018-2001, 052301-1-004-2007, 052301-1-023-2004, 052301-1-024-2003, 052301-1-025- 2002,052301-1-026-2001, 322401-4-026-2001, 332401-3-013-2007 AGREEMENT TERMINATING DEVELOPMENT AGREEMENT BETWEEN THE CITY OF BREMERTON AND NORTHWEST CORPORATE CAMPUS, LLC WHEREAS, the City and Northwest Corporate Campus, LLC entered into a Development Agreement, concerning the property legally described on Exhibit A, attached hereto and incorporated herein (the "Subject Property"), which was recorded under Kitsap County Auditor's File No. 200011280204 on November 28, 2000 (the "Development Agreement"); and WHEREAS, no development has occurred on the Subject Property; and Page 1 of 4 .',f;i (/) ~:i: 1-. u.. CI Ow z2 OW ~ta <.!)CX:cx: zOz _o.-w ~4::I: OZ3: 0- w~~ CX:ow cx:~:z ob::> u...ccCX: >-~t; !::-z ::::!~- co(/) -z ~::> WHEREAS, on or about October 10, 2005, L160-l Kitsap, LLC acquired the Subject Property subject to the Development Agreement; and WHEREAS, L160-l Kitsap, LLC desires to develop the Subject Property with residential units that are consistent with current zoning; and WHEREAS, following a public hearing, the BremertonCity Council, in Ordinance No. 4967, approved termination of the Development Agreement; NOW, THEREFORE, the City and L160-l Kitsap, LLC, as successor in interest to Northwest Corporate Campus, LLC hereby agree as follows: 1. The Development Agreement between the City of Bremerton and Northwest Corporate Campus, LLC recorded under Kitsap County Auditor's No. 200011280204 on November 28, 2000 is hereby terminated and of no further force or effect. 2. The parties hereby waive and release all obligations and duties arising under the Development Agreement. 3. This Agreement (and any attached Exhibits) contains the entire agreement and understanding of the parties with respect to the entire subject matter hereof, and there are no representations, inducements, promises or agreements, oral or otherwise, not embodied herein. Any and all prior discussions, negotiations, commitments and understandings relating thereto are merged herein. There are no conditions precedent to the effectiveness ofthis Agreement other than as stated herein, and there are no related collateral agreements existing between the parties that are not referenced herein. IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year written below. L160-1 KIT SAP, LLC BY:~ Its: Authorized Agent Date: 4/21/2006 1111111111111111 111111 BREMERTON CITY OF TAGMT $37 , ~~ 200605230269 P <Ige : 2 of 6 ~5!23!2~~6 12:~4P Kits<lp COI WA Page 2 of 4 STATE OF WASHINGTON ) ) ss. COUNTY OF SNOHOMISH ) On this day, before me appeared Tony R. Kastens, Authorized Agent ofL160-1 Kitsap, LLC, a Washington limited liability company that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute the said instrument on behalf of said limited liability company. GIVEN under my hand and official seal this 2.1 ~-+ day of ~p r \ , ,2006. AMANDA H. MINER STATE OF WASHINGTON NOTARY -0- PUBLIC My Commission Expires 12.27.2009 ~ ~ akf-/.Vfn vr.bt Notary Public in and for the State of Washington, residing atsnoY~ I i n~. My appointment expires: 11../'21/1...orA , 11111111 " I I "" I II 1/"" 1111111/11 '" ~J:;:g8~~\~~:9 BREMER TON CITY OF TAGMT $37.88 Kitsap COI WA Page 3 of 4 CITYOFB~ ~EMAN' Mayor -------- ~-- 7-&>b Date STATE OF WASHINGTON ) ) ss. COUNTY OF KITSAP ) On this day, before me appeared Cary Bozeman, Mayor of the City of Bremerton, the municipal corporation that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said municipal corporation, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute the said instrument on behalf of said municipal corporation. daYOf~, 2006. 01,.1hlJ (L~ Notary Public in and for the State oL Washington, residing at?:.rerM2.r _ viA My appointment expires: ,~-;:n-bl APPROVED AS TO FORM R:\Legal\Legal\Files\Current Active Files\Northwest Corporate Campus\Terrnination Agreement.doc II 1111 " " " "III \111 \" III BREt1ERTON CITY OF . TAGt1T $37. ee 200605230269 Page: 4 of S e5!23!2eeS 12:e4P KitsCip Co, WA Page 4 of 4 ;..~ \. . : i < J ";1 ~ 1 · 1 " , ~ 1 j i ~ 1 l ,. 1 ! . J , ~ . r .,"." " 1 '. .... " E . i , April 4, 2000 . ,File #12652.210 . ~ NORTHWEST CORPORATE ci\.MPus' COM:MERClALPROPERTY LEGAL D;ESCRIPTJON A PARCEL ,OF VJ'ID L 'YlNG . IN nm ~ORmwEST QUARTER, 9F SECTIQN. 4, TOWNSHIP 23 NORm, RANGE 1 EAST.' A:N'D TIm SOVlHWESl' QUARTER OF SECTION 33, TOWNSHlP 24 NORm, RANGE 1 BAST, WILLAME'IJ":E 'f1.ffiR1D1A;N, CITY. OF,BRE~TO~J KlTSAP. COUNTY, W A~HlNG!ON, PESCRIBED ASX'OLLOWS: . . . COMMENCING AT TIm NORTHWEST .CORNER OF SAID SECTiON 4; TIl.E:NCB.SOtTIH" 02"'43'16",''WEST, AL'ONG THE WEST LINE TIm'REOF A DISl'ANCE'DF 2760.06 FEET " TO mE SOU1EWEST CORNER. OF TIm NORTIfWEST QUARTER OF S'Am SEcnON:4:' ~ . 'THENCE SOUTH 88049'32" EAST ALONG THE SOUTH LJNB OF SAID NOR'l"HVt.EST ...r QUARm A DISTANCE OF 746.00 FEET; THENce NORm 23"'40';{)9" EAST. 130.04- .', 'm FJ::ET; TH:ENCE NOATH 061140'28" EAsT 204.96 n;:ET; THENCE NORT:h!' 53010'28" BAST . ~ fSO..OO- FEET; THENCE'NOR11i 33.o10'~8l4 EAST 404.00 FEET; 'IfIENCB 'NORTH 151'40'28"' '0' EAST 533,(;>0 FEET; THENCE NORm 31oSS'28!' EAST 375.00 FEET.; 'l:HENCE NORm' f' . . 38010'28'" EAST 4'16.00 FEET; nmNGE NORTH'0~O]0'2~tt EAST 19959 FEBT; ntENCE ~, '(# '\ NORTH 89004'20" WEST. 170.00 FEET;.THE:NCE NORm OSD19'32." Vf.iJST 235;00 FEET; i\.,l THENCE NO:Rm'28DSS-:Z8" EAs:r 275.00 FEET; THENCE NORTIl20-.L~~28~ BAST 231.00 : : FEET; THENCE NORTIl 110.25'28" EAST. 136.00 FEET; TIIENCE NORT112So04.'S4" WEsT'. . .92...s3J~1~T;,T.HENCE'NORTH 23".26'29" E.J.~T 1256.74 FEET; "E..mNCEi~op..ni 88b~is"S4'" .', WEST 971.43 FEET; TIIENCE SOUTH OlD39-S0""WBST 1599.27 FEE'.a: 1'0 'Iim'NORTIl LINE OF SAID ~ORTHWEST QUARTE:R. OF ~ECTION 4;. TIlENCB:'NqR.l1:i 87aS6~9~ . WEST ALONG.SAlDNORTH lINEA DISTANCE OF. 1309.46 FEETTCi.THEPOlNT OF BEGlNNlNG. .. " . "' ." MTW/kd 5n6.m_ Wl<4 r! i'./I,C' . -- corrv... EXHIBIT A LEGIBILITY FtuorrOR'S NOTE . . UNSAT/SFACT~:?~~O~~~:NO COPYING INSTRUMENT WHEN REci~/~E~ THIS 1/11/111111111/1111 III/ I 1/111111111/ II/II I 1//11 ~~e~6~507~ 0 269 BRntERTON CITY OF &5/23/2&&6 12: &4P TAGMT $37.&& Kltsap Co, WA . . ~ ~ i f ~ . - DESCRIP~ION FOR THE AREh KNoWN AS LUNDESC2 NEAR ANDERSPN CREEk. 10/4/94 G~~ THORNBURGH The north 1/2 of the SElj4 of the NE1/4 of the NE~/4 of Sectio? S. '1'2 3N,.. lUE, WM in 7(;i t:.sap Coun1:y Washihqton. . . ALSO The NE1/4 ot the NE1/4 of the NE1/4 of Section" 5._, _ Tc?3~, RlE, WM in Kitsap County "Washington. ALSO . - -~ -_ ________~~._~._____. _ ______.....-..__...__....,..._.....,~__ The 1::J./2 .of the SE~/4 of. the SE~/4 of Section 32, 'l'2.4N, RlE t' W1{ in. . Ki ts~p .County Wa.shington. ALSO 'The SWi/4 o~. i:.he S\U/4 'of ~ec-tion 3~, '1'241:t, lUE, m! in' :Kits.ap County Washjlngton, EXCEPT a 'I'l:'ac-l; in the NW descr1.bed e.s follo~s: Beginni.nq e.t:. the NW corner of said SW~/4 of. the SW1./4; tpence aas1:.' along .the north 1ine of said.SW1/4 of the SWlf4, a distanee ~t'131 feet, 'lnO:t'e or ~ess, to the centerline of a Cl;'eek and the true P9in~ Qf beqinninq: thenoe conti~ue'east. 400 feet; thence south ~ara11al with the west line of s~!dSW1/4 of the SW1/4, a distance ofS44.S feet: thence westpara~~e:l with- the no2:1:h line of said SWl;'/4 of, t;he SW1./4, a distane~ of 400 feetr lIlore or l.ess6 to t:.be.ceni:erline of t:.h.e eree~; thence northerly along. the cen-t::.e.~:'li.nQ of saic1 c:r:ee]l; to the .ti:u.e poi.nt of beqimlinq. . " .' ~~ . . 't'hat pOrtion Of Section 32, T24N, R.1.E, W.H. described as fol.lo'Ws.: Beginhing- at: the SE: corner of. Govt. .:Lot 2 ot:. said Sec:t.ion :3 2 :; thenoe NSS.17'22"W ~~O.Ol ft; thanca Nl.S6'36"E 401.06 f~ ~ore or ~ess tOr the sou.ther~Y~aX'gln of state High......ayi thence easterly along sa:14 southerl'Y'Jnargi.n to its intersecti.on with the east line of said Qovt. Lot 2-.said poin1:. pearing N1.'"SI:)'161IE.of 'the..point of begtnning; thence S1 SO'~6ftW along said ~ast 1ine of GoVt. Lot 2 to the point ot: beg:tnn1.rig:.' . \\ .,' . EXHIBIT A LEGISILITY ~ AUDITOR'S N07i UNSA. TISF. OR RECORD E INSTR~~~Z~ IN A ~~~~Z COPYING WHEN RECEIVE?! THIs " - . /111111111111111111 1111111111111111111111111111 11111111 ~~~;::&~7~~,::9.. BREMER TON CITY OF TAGMT $37.SS Kitsap Co, WA . , ORDINANCE NO. 4 q 01 AN ORDINANCE of the City Council of the City of Bremerton, Washington, approving and authorizing termination of the Development Agreement between Northwest Corporate Campus and the City of Bremerton. WHEREAS, the legislature of the state of Washington enacted RCW 36.70B.170 through 36.70B.210 (the "Development Agreement Statute), which authorizes a local government to enter into a development agreement with the owner of real property regarding the development of such property and establishing certain development rights; and WHEREAS, The City Council adopted provisions in its development regulations, Bremerton Municipal Code (BMC) Section 21.02.900, which allow for a Development Agreement consistent with state law; and WHEREAS, During 1999, Northwest Corporate Campus (NWCC) owned certain real property consisting of approximately 188 acres located in the City Urban Growth Area, as diagramed in Exhibit A (Conceptual Site Plan) and more particularly described in Exhibit B (Legal Description) of the Development Agreement; and WHEREAS, NWCC intended to develop an Industrial Park and planned to provide a range of employment opportunities and the infrastructure systems to support them; and WHEREAS, NWCC filed with the City of Bremerton, a proposed Development Agreement; and WHEREAS, the City of Bremerton Planning Commission conducted a public meeting on November 16, 1999, and recommended to the City Council approval of the Agreement containing those terms as modified by the Commission; and WHEREAS, the Bremerton City Council, after a duly noticed public hearing on December 29, 1999, made appropriate findings and adopted Ordinance No. 4693 approving the Development Agreement, which was recorded on November 28,2000 under Kitsap County Auditor's File No. 200011280204; and WHEREAS, no development has occurred on the site following execution and recording of the Development Agreement; and 1 NWCC Development Agreement Termination WHEREAS, the City adopted a new Comprehensive Plan for the City on or about December 1,2004; and WHEREAS, the City adopted a new Zoning Code on or about November 30, 2005 which zones the property R-10; and WHEREAS, on or about October 10,2005, L160-l Kitsap, LLC acquired most of the property subject to the Development Agreement and is thereby successor in interest to said property. The property acquired by L160-l Kitsap, LLC is legally described in Exhibit A attached hereto and incorporated herein by this reference; and WHEREAS, L160-1 Kitsap, LLC desires to develop the property with residential units consistent with the new zoning; and WHEREAS, L160-l Kitsap, LLC's anticipated development ofthe.property is inconsistent with the Development Agreement and therefore L160-l Kitsap, LLC has requested that the Development Agreement be temlinated; and WHEREAS, pursuant to the terms of the Development Agreement, any major modification of the terms of the Agreement must be processed in the manner in which the Agreement was processed and approved; and WHEREAS, the City held a public hearing on this ordinance terminating the Development Agreement; and WHEREAS, the City Council finds that termination of the Development Agreement would be consistent with and further the City's land use goals and policies for development of the area; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS: SECTION 1. The City Council approves and authorizes the tennination ofthe Development Agreementbetween Northwest Corporate Campus, LLC and the City of Bremerton, which was recorded under Kitsap County Auditor's File No. 200011280204 on November 28, 2000. SECTION 2. The Mayor is hereby authorized to execute and record any and all documents necessary to terminate the Development Agreement. SECTION 3. Severabilitv. If anyone or more sections, subsections, or sentences of this ordinance are held to be unconstitutional or invalid, such decision shall not 2 NWCC Development Agreement Termination affect the validity of the remaining portion of this ordinance and the same shall remain in full force and effect. SECTION 4. Effective Date. This ordinance shall take effect and be in force ten (10) days from and after its passage, approval and publication as provided by law. PASSED by the City Council the ~) day of ~AJ '.; .J , 2006 ~ ...&:::"r~ . /~l ~vt-g0eL~t:rt~~ CECIL McCONNELL, Council President Approved this 7.:t/t.J day of (( pA ;.1 j e::;006 CARY BOZEMAN, Mayor ATTEST: PA PUBLISHED the /J:tJ.) day of ~ EFFECTIVE the dLd; day of _ ORDINANCE NO. 491,; 7 ,2006 ,2006 R:\LEGAL\Ordinances\Community Development\NWCC Development Agreement termination.doc 3 NWCC Development Agreement Termination ~ : j , J . 1 ...1 ~ 1 . , , . 1 ': 1 l i ~ ! , " ~ ': , , . ,. .. t .~"." :..;1 . , ",~';'. 03/14/2005 13:32 4255095883 BARCLAYSNORTH PAGE 39/40 April 4. 2000 , ,File #2652210 ,..: NORTHWEST CORPORATE cAMPus CON.OdE~aALPROPERTY LEGAL D;ESCRIPTlON A PARCEL ,OF ~ LY1NG IN nm ~oRrnwEST QUAATER. C?F SE.CTIQN. 4~ TO'WNSrm 23 NORm RANGE 1 EAST, 'AND THE S01JTHWEST QUARTER OF SECTION 33, TOWNSHIP 24 NORm RANGE 1 EAST, WILLAM:E1'J"E MERIDlA;N, CITY. OF. BREMER-TON, KITSAP CO'UN'rY, WASHINGTON, PESCRIBED AS FOLLOWS: COMiviENCING AT THE NORTHWEST ,CORNER OF SAID SECTION 4'; 'THENCE.sOUTH ~ 02"43'16"'''WEST, AL'ONG THE WEST LmE TIlEREOF A DISTANCE OF 2760.06 FEET " TO 'DiE SOtrn-rWEST CORNER OF TIIE NORnnvEST QUARTER OF SAID SECTION 4; ~ . 'IHENCE. SOUTH 88c49'32" EAST ALONG TI:-lE SOvrH LJNE OF SAID NOR'I"HWEST ,,'.', QUAR'IER A DIST~CE OF 746.00 FEET; TI-IENCE NORm 23"40'09" EAST. 130.04- . , Fttr;11-rENCE 'NORTH 06Cl40'Z8" EAST 204.96 FEET; TI-IENCENORTH'S3010'ZS" BAST' .' 350.00-FEETi THENCE-NORTH 33,010'28'" E.A.ST 404.00 FEET; TIIENCE. NORm 15"'40'28" . EAST 533.00 FEET; THENCE NORm 3105S'28!' EAST 375.06 FEET.; TII.ENCE NORm . ~ 38010'2B" EAsT 4'16.00 FEET; TIIENGE NOR1'H'070JO'2S" EAST 199.99 ~ THENCE " NORTH 89"04'20" WEST, 170.00 FEET; 'IHENCE NORm 05"19'32" WEST 235:00 FEET; , THENCE NCfRTIl28"5S'2B" EAST 275.00 FEET; TI-lENCE NORm 20"'25'28" EAST 231.00 : .- FEET; 'THENCE NORTH 11 "25'28" EAST, 136.00 FEET; THENCE NORm 2S~04' 54" WEST . 92.53 FEET; THENCE NORTH 2..3<>.26'29" EAST 1256.74 FEET; THENCE 'NORTH B8"05'5417 .'. WEST 971.43 FEET; TI-IENCE SOU11:1 01039'50" WEST 1599.27 FEET TO Tim-NORTI1 LINE OF SAID NORTH\VEST QUARTE:R OF SECTION 4;, 'I1tENCE~'NORm 871l56'29~ YffiST ALONG ,S)JD NORTH LINE A DISTANCE OF. 1309.46 FEET TO THE'POINT OF BEGINNING. '., . . MTW/kd s.J').6,m_Wl04 f' /-r (,C' CO?~ EXHIBIT A " 11I11~1111I111111111II1 1111111111 :;~ ~~&:4 NORTHJ.I[ST CORP CAI1PUS Ret1T $54. SS Ki ~,$ap CO/, \.JA , 03/14/2008 TUE 13: 35 [TX/RX NO 8870] I4J 038 ;-; : i ~ l · 1 r 1 03/14/2005 13:32 BARCLAYSNORTH PAGE 40/40 4255095883 . 1 . ; DESCRIPTION FOR THE AREh KNoWN AS LUNDESC2 NEAR ANDERSON CREEK. 10/4/94 G~Y THORNBURGH , I . " " . r 1 . t ...., i , I - T The north 1/2 of the SElj4 of the NE1/4 of the NE~/4 of Section 5, T23N/ ~E, WM in Kitsap County Washington. . ALSO The N~l/~ of the NE~/4 of the NE1/4 of Section'S, T23N, R1E, WM in Kitsap county 'Washington. A.. F_ #:' 95Q1030128 ALSO . ~ 0843 F'R 2404- The ~l/2,of the SE1/4 of the SEl/4 of Section 32, T24H, ~E,'WM in . Kits~p ,county Washington. , . --""' ~~ . . The SW1/4 o~. the SWl./4 'of ~'ection :3:3, T2.4N, IDE, mi in'~:l tsap County Washington, EXCEPT a Tract in the NW described as follows: Beginni.nq at the NW corner of said SW1/4 of, the S\U./4: tpehca e.ast' along .the north line of said .SW1/4 of the SWlf4', a distance Qt-1Jl. feet, 'more or less, to the centerline of a creek and the true point of beginning: thence continue'east' 400 feet; thence south para11el wit:h the ""est line of said 'SW~/4 of the SWl./4, a distance 'of 344.5' feet; thence west parallel. with,the north line of said SW:f/4 of, ~e SW1/4. a distanc~ of ~oo feet, ~ore or 1ess, to the. centerline of the creek: thence northerly along, the centerline of said creek to the ,ti:ue point of beginning. . ~o . 'I:'hat pOrtion. of section 32, T24N,. R1.E, W.H. described as follows.: Beginning- !It, the SE: corner of. Govt.. .:Lot 2 of, said See.tlon :3 2 ;: thence Naa 17'22"W J~O.Ql ft; thence Nl.56'36"E 401.06 fe more or less to, the sou.therly 1t.argin of state High",ay: thence easterly alohg said southerl~,~argin to its intersection with the east line of s~id Govt. Lot~. said point 'bearing Nl-SO'16"E'.of the.point: of begj"nnitl9; thence 51.. SO' 1.6 ftw along said east line of GoVt: :r..ot 2 to the point of beqinn~ng~' ' . , " EXHIBIT A \ \\\l\I~\U~\\I\~\ \\\\\~\\\\~) \11\ t\r;i~:~; 03/14/2008 rUE 13: 35 [TX/RX NO 8870] I4J 040 +Enter Search Criteria, Press Eec Key to Transmit IPress Del Key to Terminate Delete Mode CHANGE Contract Transactions Contract Number 4058 Vendor Name SCIEPKO, RON - NORTHWEST CORPORATE C~/4PUS +Subject INDUSTRIAL PARK - DEVELOPMENT AGREEMENT Department COMM DEVEL Status Code GEN Amount Begin Date 02/15/2000 Insurance End Date 02/15/2030 Type Amount Review Date 02/01/2005 + Insurance Total $0.00 Insurance Review Date + ~ Comments FORECLOSURE - REVIEW DATE FOR TRACKING + NORTHWEST CORPORATE CAMPUS DEVELOPMENT AGRFJEMENT TABLE OF CONTENTS RECITALS ...................................................................................... 1 AGREEMENT .................................................................................. 2 1 GE N'EICatL OBLIGATIONS ................................................. 2 I. 1 Obligations of City in Consideration of NWCC Entering Into this Agreement .................................................. 2 1.2 Obligations of NWCC ............................................... 2 2 DESCPU~TION OF PROJECT .............................................. 3 2.1 Overall Conceptual Plan ............................................. 3 2.2 Initial Phasing Plan .................................................. 3 2.3 Roads ................................................................... 4 2.4 Utilities ................................................................ 5 3. PROCESS AND PROCEDURES ........................................... 8 3.1 Binding Site Plans .................................................... 8 3.2 Subdivisions ........................................................... 8 33 SEPA ................................................................... 8 3.4 Development Process ............................................. .".. 9 3.5 Grants, ULID's and RIDS, etc ..................................... 12 4. DEVELOPMENT REQUIREMENTS ..................................... 12 4.1 General Provisions ................................................... 12 4.2 Permitted Uses ........................................................ 13 5. DEVELOPMENT STANDARDS .......................................... 18 5.1 Outdoor Storage: ..................................................... 18 5.2 Wellhead Protection Easement ..................................... 19 i 5.3 Minimum lot size ..................................................... 19 5~4 Building Height ....................................................... 19 5.5 Setbacks ............................................................... 19 5.6 Parcel Coverage ...................................................... 19 5.7 Residential Buffer, Stream and Slope Setbacks ..................t9 5.8 Landscaping ........................................................... 20 6 TEILM; VESTING; TIME FOR CONSTRUCTION; AND REVIEW ....................................................................... 21 6.1 Term ................................................................... 21 6.2 Vesting ................................................................. 21 6.3 Time for Construction ............................................... 22 6.4 Review ................................................................. 22 6.5 City's Reserved Authority .......................................... 22 7. MITIGATION MEASURES ................................................ 22 8. INDUSTRIAL LANDOWNERS ASSOCIATION ....................... 23 9. GENERAL PROVISIONS ................................................... 23 9.1 Subsequent Approvals ............................................ ,.. 23 9.2 Governing Law ........................................................ 23 9.3 Modification .......................................................... 24 9 4 Binding on Successors; Assignment ................................ 24 9.5 Recording .............................................................. 24 9 6 Interpretation; Severability ........................................... 25 9.7 Authority ............................................................... 25 9 8 Attachments ........................................................... 25 ii 99 Headings ............................................................... 25 9 10 Time is of the Essence ............................................... 25 9 11 Integration ............................................................. 26 9.12 Disputes; Default and Remedies .................................... 26 9.13 Estoppel Certificate .................................................. 27 9.14 No Third Party Beneficiary .......................................... 27 9.15 Interpretation .......................................................... 27 9.16 Notice .................................................................. 27 9 17 Cooperation ........................................................... 28 9. i8 Delays .................................................................. 28 LIST OF ATTACHMENTS .................................................................. 1 Attachment "A" - Conceptual Site Plan Attachment "B" - Legal Description Attachment "C" - Wellhead Protection Area Easement Attachment "D" - Mitigated Determination of Non-Significance (MDNS) iii NORTHWEST CORPOILa TE CAMPUS DEVELOPMENT AGREEMENT This Development Agreement is entered into by and between the CITY OF BRE~MERTON, a political subdivision of the state of Washington (hereinafter "Bremerton"), and NORTHWEST CORPORATE CAtMPUS, LLC, a Washington limited liability corporation ("NWCC"). RECITALS A. To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the legislature of the state of Washington enacted RCW 36.70B 170 through 36.70B.210 (the "Development Agreement Statute"), which authorizes a local government to enter into a Development Agreement with the owner of real property regarding the development of such properly and establishing certain development rights. B. Bremerton has adopted provisions in its development regulations, Bremerton Municipal Code (BMC) ,521.02.900, which allow for a Development Agreement consistent with the Development Agreement statute. This Development Agreement has been processed, considered and executed in accordance with those City and State requirements. C NWCC owns certain real property consisting of approximately 188 acres located in the City Urban Growth Area, as diagrammed in Attachment "A" [Conceptual Site Plan] and more particularly described in Attachment "B" [Legal Description] (fhe "Project Site"). D NWCC intends to develop an Industrial Park (the "Project") by providing a range of employment opportunities that ~vould respond to identified and evolving market conditions and the feasible capacity of planned infrastructure systems to support them. E Bremerton has determined that the Project is a development for which this Agreement is appropriate, and desires to enter into this Agreement. This Agreement will, among other things, eliminate uncertainty in long-term planning, provide for the orderly development of the Project on a comprehensive basis consistent with the City's current Comprehensive Plan, mitigate environmental impacts, provide for all services appropriate for development of the Project, encourage an employment base with diversity of jobs, improve the City's jobs-housing balance, ensure effective utilization of resources within the City at the Development Agreement, Dec 29, 1999 lowest possible economic cost to its citizens and otherwise achieve the goals and purposes for which the Development Agreement Statute was enacted. F In exchange for the benefits to Bremerton described in the preceding recital, together with other public benefits that could result from the development of the Project, NWCC will receive by this Agreement assurance that it may proceed with the Project in accordance with Applicable Law, and therefore desires to enter into this Agreement. G NWv'CC has applied for land use approvals relating to the development of the Project, in accordance with BMC {}21.02.900 H. Concurrent with the approval of this Agreement, the Bremerton City Council, a~er a duly noticed public hearing, made appropriate findings, including that execution of this Agreement furthers the public health, safety and general welfare, and that the provisions of this Agreement are consistent with the Comprehensive Plan. Applications for subsequent land use approvals, entitlements, and permits necessary or desirable for the development of the Project will be made by NWCC AGREEMENT NOW, THEREFORE, in consideration of the promises, covenants, and provisions set forth in this Agreement, the parties agree as follows: 1. GENERAL OBLIGATIONS 1.1 Obligations of City in Consideration of NWCC Entering Into this Agreement The City agrees that it shall comply with the terms of this Agreement and any Subsequent Approvals and shall consider for approval, and cooperate wit~ processing and reviewing, all applications for Subsequent Approvals as provided in this Agreement. 1.2 Obligations of NWCC NWCC agrees that it shal'l comply with the Development Agreement, and the terms of Subsequent Approvals, including, without limitation, those conditions relating to the provision of traffic, sanitary sewer, water, stormwater, and other infrastructure serving the capital Project. [1041017 v121 -2- 2. DESCRIPTION OF PROJECT 2.1 Overall Conceptual Plan NWCC proposes land uses intended to provide for a range of employment opportunities The proposed Overall Conceptual Plan (Attachment "A") is intended to respond to the site's unique natural setting. The Overall Conceptual Plan and specifically the amount, pattern and intensity of proposed development within individual parcels represent a blueprint for future development based on the applicant's current understanding of market conditions. The Plan is not intended to fix precise building patterns, areas of use by square footage, exact or final locations and dimensions of roads or utilities, open space and trail corridors. The Plan is intended to be flexible, forming the broad concept against which each specific application for development will be measured. Actual amounts, patterns and intensities of development within the Project may vaT in response to market conditions as long as they are consistent with the overall NWCC concept and the provisions of this Development Agreement. * * Initial Phasing Plan The initial phasing plan for the project is set forth below. This is a conceptual phasing plan which is subject to modification as set forth below. Phase 1: Phase 1 will consist of 13 parcels identified as Parcels 1 through 13. This will include the extension of the access road from S.W. Clifton Road and the improvement of Campus Parkway and utilities to the approximate terminus at Parcel 13. Phase 2: : Phase 2 will consist of Parcels 14-29 and the improvement of Campus Parkway and utilities to approximate terminus at Parcel 24. Phase 3: Phase 3 will consist of Parcels 30 through 43. This phase would require the crossing of No Name Creek with Campus lane to reach the westerly portion of the site. The location of Campus Lane and the crossing of No Name Creek are preliminary and may be adjusted as more detail and analysis of characteristics are provided. Phase 4: Phase 4 will consist of Parcels 44 through 53. This phase will also include the extension of Campus Parkway and utilities from their former terminus in Phase 2 to the east side of No Name Creek. Phase 5: Phase 5 will include Parcels 54 through 56. This phase will also include the crossing of No Name Creek by Campus Parkway and a possible connection to State Highway 16. Phases 3 through 5 will require the filing of applications to the City of Bremerton for site specific development, including amendments to this Development Agreement. Specific drainage, hydrologic, geotechnical, and traffic analysis will be required. In addition, construction drawings for roadway and storm drainage, including outfalls and other physical improvements regulated by the City of Bremerton shall be submitted to the City. Approval by other jurisdictions may also be required. 2.3 Roads Preliminary on and off-site road improvements, right-of-way widths, lane configurations and non-motorized facilities have been identified in the in the "Traffic Impact Analysis for Northwest Corporate Campus Development" report dated September, 1999, prepared by Gibson Traffic Consultants. Supplemental traffic analysis as provided in Section 3.4.2.v, is required to determine on-site vehicle lanes, pedestrian and bicycle facilities and right-of-way configurations in the interim and ultimate project phases, and may also be required for determining off-site improvements (in coordination with the County and State) for off-site improvements. Upon acceptance of the supplemental analysis by the City, the City and NWCC shall reach agreement on the scope :and timing of road improvements. The agreement shall be incorporated into the Phasing Plan. Monitoring of traffic threshold shall be implemented to verify that level of service standards are not exceeded. On-site improvements shall be consistent with Bremerton Roadway Standards and shall include s[reet lighting, landscaping and on-street bicycle lanes. Road improvements, including street iighting, shall be dedicated to the City upon acceptance by the City. Off-site roadway improvements shall be developed and constructed to the standards of Kitsap County or the State as appropriate and approved by the City of Bremerton. Shared private street (pipe stem roadways) to the parcels will be allowed on road tracts with a minimum width of 40 feet. The paved section of the roadway shall be a minimum of thirty feet in width with a five-foot asphalt walkway on one side. A maintenance agreement is required for any private streets. There is an easement for the emergency access to McCary Road/Feigley Road to the west. This easement will be developed as part of Phase 3. It will be built with a 20- foot pavement with asphalt curbing on the north side. The plans will be approved by Kitsap County. but the roadway will remain in private ownership with the maintenance provided by the Industrial Park Association. The roadway will be gated at the parcel line with a breakaway gate. The emergency access would be continued across Parcel 37 to Campus Lane with a paved road. This portion of the road would be relocated when the parcel is developed by being incorporated into the Parcel 37 development plan. 2.4 Utilities 2.4.1 Sanitary Sewer Ail development shall be served by public sanitary sewer with the exception of temporary septic system as specified in this section. NWCC will design and construct the sanitary sewer system improvements to the standards of the entity that will accept the system for maintenance. A gravity collection main is envisioned along the easterly boundary of Phase 1 and Phase 2, terminating approximately at the location of Parcel 24. A lift station (A) will be located in the area of Parcels 23 and 24, or adjacent Parcel 26 on the west side of Campus Parkway. A force main would then be located in Campus Parkway, which will extend southerly on Campus Parkway to S.W. Clifton Road and into the existing City of Port Orchard system. The on-site system will be designed to the City of Port Orchard standards and will be discharged and treated by the City of Port Orchard. This system will be built by NWCC and be deeded to the City of Port Orchard as soon as the construction is completed and accepted by the City of Port Orchard. The mains along the easterly boundary may be constructed in sections and additional laterals may also be constructed to serve all parcels provided they meet the City of Port Orchard standards. An additional forcemain will be installed as Phase 4 is developed with a temporary or permanent lift station (B) located at the .west end of Parcel 53 pumping southerly to lift station (A). A gravity main will be installed in Campus Parkway for Pamels 23 to 29 flowing to the lift station (A) for Phases 1 and 2 and another gravity main for Phase 4 to the lift station (B). The sanitary sewer system for Phase 3 will have three options for the design. Option 1 would be to have a portion of Phase 3 to flow by gravity to Phase 1 and 2 and the remainder by gravity to the north. Option 2 is to install a gravity system to flow northward to a lift station (C) located in the area of Parcel 30 or 31 and to pump back to the forcemain in Campus Parkway. Option 3 is to flow by gravity to the north into Phase 5 and be pumped by lift station (D) located at SR-16 to lift station (A). Phase 5 will be served by the City of Port Orchard with a gravity sewer in Campus Parkway flowing to lift station (D), pumping to lift station (A). If the STEP sanitary sewer system is developed by Kitsap County to serve the Gorst area along SR-16 before or during the time Phase 5 is developed, this phase could be served by that system which would allow the sewage to be conveyed by Kitsap County for treatment at the City of Bremerton wastewater treatment plant. The entire sanitary sewer system will be a publicly maintained system (City of Port Orchard). The only exception would be Phase 5 which would be publicly maintained by Kitsap County if the STEP system is constructed. If the City of Port Omhard is unable to treat the additional sewage from this project as it develops, the City of Bremerton has agreed to and will provide the treatment for the remainder of the project. Provided, however, that if the City provides long-term sewer service to any part of the Project, then it would disconnect the Port Orchard sewer service and connect the entire NWCC sewer system to the City of Bremerton sewer system. The method of transporting the sewage to the City of Bremerton's facilities will be negotiated at that time if it is needed. All fees for the connection to the City of Port Orchard will be collected by the City of Port Orchard, including the monthly service fees. The City of Port Orchard may require pretreatment for the industries developing in this project. Potential purchasers of parcels who wish to develop prior to the extension of the full sewer system into the site may apply for temporary on-site systems in conformance with the Bremerton - Kitsap County Health District requirements provided they are a small water user and can accommodate sewer demands on site (Phase I only). An additional study will be completed during the design phase. This study will require coordination between the utility purveyors involved and will define the future purveyor and method of service for all phases of development. Connections to a public sewer system are required upon sewer availability at the parcel. 2.4.2 Water All development shall be served by a public water system. NWCC will design and construct water distribution system improvements to the standards of the City of Bremerton. NWCC and the City of Bremerton are negotiating with Port Orchard to provide interim water service from the existing Port Orchard water system in Clifton Road SW. This interim connection will last not longer than three years, when the City of Bremerton establishes the West 540 Water Service Zone that will serve this area. The NWCC will be assessed a zone development fee above and beyond the normal and customary fees, assessments and dedications for construction of the water distribution 11041017 v12] -6- system required by the City of Bremerton. NWCC agrees to provide, at no cost to the City, easements for construction of the transmission main through the Project area. 2.4.3 Storm Drainage The storm drainage system improvements proposed in the Conceptual Storm Drainage Report shall be planned and designed in accordance with City standards and the most current Washington State Department of Ecology (DOE) storrnwater manual. A storm sewer main is envisioned to be extended along the easterly property line of Phases I and 2 and terminate in a storm basin located along the west side of Campus Parkway in the approximate area of Tract A. There will also be a storm collection system developed in Campus Parkway. The storm basin in Tract A will be sized to also detain the stormwater from the Campus Parkway from Phases 1 and 2. With the extension of Campus Parkway and Phase 4, additional basins will be required in Tracts C and E to treat the stormwater from these improvements. Stormwater from Phase 3 and Campus Lane will be treated in Tracts E and A. A smaller storm pond may be required in Tract 30 and 3 I. Phase 5 may require the on-site storm facilities for some of its stormwater treatment. The discharges of the storm facilities return the storm water to the drainage basins of the natural discharge as much as possible. The off-site Campus Parkway will have its own storm pond facilities. The storm drainage plans for the on-site development will be submitted to the City of Bremerton for approval, constructed by NWCC, inspected by the City, and the storm drainage facilities installed in the public roadway will be deeded to the City of Bremerton for maintenance. The other mains will be under private ownership and maintenance of the Industrial Park Association. The off-site portion of Campus Parkway will be under the jurisdiction of Kitsap County, and subject to County's standards and the facilities in the right-of-way of Campus Parkway will be deeded to the County. The Conceptual Storm D?'ainage Report describes the treatment for the stormwater. Some stormwater from the parking areas may be treated on site at each parcel. The stormwater detention and treatment facilities will be privately maintained. Fees and assessments shall be charged in accordance with the BMC, and NWCC is entitled to receive credits allowed under the stormwater ordinance. All monies needed for the detention and treatment facilities will be the responsibility of the Industrial Park Association. These will be collected by provisions in the CC and R's for the project. Prior to Construction of Phases I and 2, Final Engineered Storm Drainage and Road plans shall include the following stormwater elements addressing the entire [104.1017 v121 -7- project, and in greater detail Phases 1 and 2. The plan shall address all on-site Unprovements and off-site stormwater improvements to Campus Parkway. All storm systems shall meet the requirements of the Washington State Department of Ecology Storm Manual. Further, additional geologic, hydrologic and water quality studies, as identified in Section 3.4.2.i, ii and iii. are required to evaluate the stormwater impacts on Anderson and No Name creeks. 2.4,4 Other Utilities The natural gas system, telephone system including fiber-optics, electrical power system and cable TV systems will be extended from S.W. Clifton Road to the site during the development of the Campus Parkway and be continued through the site as the phases develop. The cost of these improvements will be borne by NWCC. The systems will be installed by the utility companies with NWCC aid where allowed, and be owned and maintained by the utility companies. 3. PROCESS AND PROCEDURES 3.1 Binding Site Plans This Development Agreement, approved by ordinance, constitutes the approval of the binding site plan for NWCC in accordance with RCW 58.17.020(7) and RCW 58.17.040(4). The conceptual site plan attached as Attachment "A' is the binding site plan for the Property and development shall be in accordance with that plan as set forth in this Development .Agreement. The Binding Site Plan depicts 56 parcels of sizes ranging from I to 7 acres in size. This parcel layout is intended to be flexible. The parties agree that the plan may be amended administratively with the approval of the Director of Community Development, to combine or split the parcels or to adjust the boundaries of any parcels to accommodate the needs of particular uses or classes of users. The function of the Director in reviewing such amendments shall simply be to determine whether each parcel credited has adequate access and utility service. 3.2 Subdivisions .amy property within NWCC may [Se also divided through the review of a preliminary plat and recordation of a final plat or short plat. 3.3 SEPA 3.3.1 Phases I and 2 As set forth in this paragraph, Environmental Review is complete for Phases 1 and 2. The NWCC Environmental Checklist with accompanying reports and studies analyzed development of Phases 1 and 2 at the project specific level. Bremerton and NWCC intend Development Agreement, Dec. 29, 1999 [1041017 v121 -8- that this document satisfies SEPA requirements for implementing approvals and permits for all other anticipated actions Additional performance standards as identified in the Wellhead Protection :-~-ea Easement discussed below will apply The procedural requirements of Paragraph lA. 1 of the Easement have been satisfied as to Phases 1 and 2. The Phase 1 and 2 NWCC proposal and impacts analyzed in the checklist include build-out of uses at the mammum allowable intensities pursuant to the development standards and mitigation measures approved in the Development Agreement The "proposed action" described in the checklist is intended to include a series of perrmts and approvals which would issue over a period of time in a manner required to implement the overall project. Ifa perrmt or approval falls within the scope of the proposed action, and there are no additional probable significant adverse environmental impacts as determined by the Environmental Official in accordance with WAC 197-11-600, no threshold determination is required and the existing environmental documents shall be used to meet the requirements of SEPA. This includes, but is not limited to, amendments of the binding site plan, building permits, site development permits, forest practices permits, wetland approvals, subdivisions, new binding site plans, administrative use permits, special use permits and minor modifications to the Development Agreement. 3.3.2 Phases 3, 4, and 5 Project Approval Project Approval for Phases 3, 4, and 5 is conceptual. Environmental review for Phases 3, 4 and 5 Project Approval is programatic, nonproject level review. Pursuant to RCW 43.2IC034 and WAC 197-11-600, the parties anticipate that environmental review of Subsequent Approvals that implement Phases 3, 4 and 5 shall incorporate information from the checklist and from previous studies, but shall require a new threshold determination consistent with state and local SEPA regulations. No new mitigation shall be imposed as to impacts which have already been controlled or sufficiently mitigated under the SEPA process conducted in connection with this Development Agreement. 3.4 Development Process The following is the sequential process to allow development for Phases 1 and 2 of the project: 1. Approval of the Development Agreement by the City of Bremerton and NWCC, 2. NWCC shall complete the additional studies, programs and construction plans described below for City review and approval. NWCC shall coordinate and establish the scope of work in the studies and programs with the City prior to commencing the work. The work shall be completed in accordance with the approved scope, and the consultant shall coordinate and cooperate with the City throughout the development of required information. These studies, programs and construction plans shall be approved by the City prior to any physical modification of the site, unless: the modification is approved by the Community Development Director: and the modification does not adversely affect the purpose and intent of the studies, programs and plans. The City shall coordinate review with the Suquamish Tribe for all geologic, hydrologic and water quality studies and cultural resource survey for the site and the monitoring program for Anderson and No Name creeks. The City shall coordinate review of the additional traffic analysis with Kitsap County and the State of Washington. The following is the list of studies, programs and construction plans: i. Detailed geologic studies for the roadways, utilities, stormwater system and general site specific development to the Public Works Department for review and approval; ii. Hydrologic study to address surface and groundwater flows from the site to Anderson and No Name creeks and the proposed stormwater system to be submitted to the Public Works Department for review and approval; iii. Water quality monitoring and contingency plan prepared by a professional acceptable to the City to establish baseline conditions prior to construction, measure conditions during and after construction, identify contingency actions, and specify thresholds for contingency actions. Said plan shall be submitted to the Community Development Department for review and approval: iv. A cultural resource survey program shall be prepared and conducted by a qualified professional acceptable to the Community Development Department and the Suquamish Tribe for review and approval; v. Additional traffic study analyzing and refining previous on and off-site traffic study submitted to the Public Works Department for review and approval; vi. Construction plans and supporting reports for roadway, utility and stormwater improvements submitted to the City Public Works Department for review and approval; and vii. Construction plans for off-site improvements shall be submitted to Kitsap County. or, where appropriate, by the State, for review and approval. 3. Upon completion of the construction plans, NWCC shall file a phased improvement plan indicating, where applicable, how roadway, utilities and stormwater facilities will be incrementally developed. The phasing plan shall be submitted to the Public Works Department for review and approval. 4-. Upon completion of the construction plans, NWCC shall file with the Community Development Department a Binding Site Plan to replace Attachment "A" of the agreement. 5. Upon completion of the construction and phasing plans, NWCC shall either bond or construct the improvements in accordance with the requirements of the Public Works Department. 6. Upon bonding or constructing the improvements, applicants for a proposed use requiring a Special Use Permit shall file applications with the Community Development Department. 7. Upon bonding or constructing the improvements and, if applicable, approval of a Special Use Permit, applicants for individual development may file applications for building permit and site plan review with the Community Development Department. All building permit and site plan review shall include ali informational requirements as specified in the BMC and the following additional documents and information: i. Demonstration that the proposed specific development will be served by all needed public services including sewer (unless a temporary on-site disposal system), stormwater, water, and access; and ii. Submittal of a record of survey depicting the parcel for the proposed use, in electronic format and prepared on a mylar and meeting the informational requirements of City Ordinance 3200. The record of survey shall be accompanied by an additional map depicting the location of the proposed parcel as it relates to the Binding Site Plan identified in subsection 4 above. 8. Upon approval of the site plan review, the applicant shall record the record of survey, which shall be the legal document creating the subject parcel. 9. Upon approval of the building permit application, the Community Development Department shall issue a building permit. 10. Upon issuance of the building permit, the applicant shall install any required improvements for the specified development application which have not yet been installed. I I. Upon completion of improvements to the satisfaction of the Public Works Department and compliance with all City required inspections, the Community Development Department shall issue occupancy permit for the structure. 12. Where there is a proposed change of use within an existing structure, the applicant for the proposed use shall review the use with the Community Development Department prior to occupancy of the new use within the structure. The purpose of the review is to determine the applicability and, if appropriate, compliance with the requirements of the "Wellhead Protection Easement" as identified in Attachment "C', and to determine if a Special Use Permit is required. Further, the applicant shall obtain a Business License from the City's Administrative Services Department prior to occupancy. Failure to obtain a Business License by an applicant other than the parties of this Agreement shall not invalidate the terms of this Agreement. 3.5 Grants, ULID's and RIDS, etc. The City and NWCC will cooperate and utilize their best efforts to aid and facilitate the arrangement of mutually beneficial financial mechanisms for the City, NWCC and subsequent users of the Property. Such types of support might include, but not be limited to, the pursuit of revenue bonds, improvement districts, grants and other subsidies. 4. DEVELOPMENT REQUIREMENTS 4.1 General Provisions A The provisions of the Bremerton Municipal Code and other applicable ordinances and requirements adopted by the City of Bremerton shall apply unless modified by this agreement. [1041017 vl2l -12- B. The provisions of this agreement do not reduce or affect the obligation of parties subject to the terms of this agreement to comply with ail applicable state and/or federal laws and regulations. C. This agreement is intended to provide an area for a mix of office, wholesale, trade and distribution, bulk retailing, and light manufacturing in a low-density, campus-like environment. Development shall be designed to minimize adverse effects on adjacent areas and to present an attractive well-landscaped appearance. Businesses should require little or no outdoor storage of products, materials or equipment, and operations should, for the most part, be contained within structures. 4.2 Permitted Uses A. Eating establishments, convenience grocery stores, cafes and gas stations operating primarily for the convenience of employees, clients and customers of the park; providing the following criteria is met: 1 Maximum floor area is 3,000 square feet per use; 2. No more than two pump islands for each gas station; 3. Gas stations are not located in the "Enhanced Protection Area" as defined in Attachment "C". B. Museum C. Public uses such as parks, fire and police stations D Public utilities and stormwater water facilities required to serve the industrial park E. Day Care serving 12 or less persons. F Retail sales of stationary, paper products, office supplies, cameras and photographic stores with any attendant service, and optical goods with any attendant services. G. Retail sales including electronic shopping and mail-order houses and vending machine operators. H. Financial and real estate services including banks, credit intermediation and related activities, security, commodity and like activities, insurance carders Northwest Corporate Campus Development Agreement, Dec. 29, 1999 [1041017 v12] -13- and related activities, funds, trusts and other financial services, and real estate services I. Laundry. and dry cleaning services unless located in the "Enhanced Protection .Area" as defined in Attachment "C" Repair and maintenance services including electronic and precision equipment, commercial and industrial machinery., appliance, reupholstery and furniture, and other personal and household goods excluding motorcycle and boat repair and maintenance. K Repair of small non-automotive engines, etc. unless located in the "Enhanced Protection Area" as defined in Attachment "C". L. Professional, scientific and technical services including legal services, accounting, tax preparation, bookkeeping and payroll, architectural, engineering and related services, specialized design services, computer systems design and related services, management and scientific consulting services, research and development in social sciences and humanities, advertising and related services, marketing research and public opinion polling, photographic services and studios, commercial photography, translation and interpretation services and other professional, scientific and technical services (excluding testing laboratories, veterinary services and research and development in physical, engineering and life sciences- see M. below). M Testing laboratories and research and development in physical, engineering and life sciences unless located in the "Enhanced Protection Area" as defined in Attachment "C" N. Management of companies and enterprises. O. Administrative and support services including office administrative services, call centers, facilities support services (excluding laundry services), employment services, business support services, travel arrangement and reservation services, investigation and security services, security systems services, janitorial, and other support services. P Offices for waste management and remediation services. Q Educational services including business and computer schools and management training, technical and trade schools, educational support services, and other private sector schools and instruction. [1041017 vl2l -14- R Automobile, motorcycle, truck, trailer, RV and bicycle rentals unless located in the "Enhanced Protection Area" as defined in Attachment "C". S. Boat and motorcycle dealers unless located in the "Enhanced Protection Area" as defined in Attachment "C" T Automotive parts, accessories and tire stores excluding automotive repair. U Truck transportation including general freight trucking, specialized freight trucking packing and crating service, freight transportation arrangement and courier and messenger service V General and refrigerated warehousing and storage. W Retail sales and service of heating, plumbing and air conditioning, interior d~cor such as carpet and drapes, and other building material dealers including electrical supplies and glass. X. Converted paper products manufacturing unless located in the "Enhanced Protection Area" as defined in Attachment "C" Y Manufacturing or assembly of engineered wood members and trusses, millwork, wood container and pallets, other wood manufacturing. Uses are permitted unless located in the "Enhanced Protection Area" as defined in Attachment "C" Z. Electrical equipment and products manufacturing or assembly including electric lighting equipment, household appliances, electrical equipment, communication and energy wire and cable, wiring devices, carbon and graphite, and other miscellaneous electrical equipment as defined in NAICS category, 335999. AA. Computer and electronics manufacturing or assembly including computer and peripheral equipment, communications equipment, audio and video equipment, navigation, measuring, medical and control instruments, and magnetic and optical equipment and reproduction. BB. Wholesaling of durable and nondurable goods excluding nursery and garden supplies and farm product raw material. CC Printing and related support activities. DD Information activities including publishing, motion picture and video production and distribution, postproduction and other movie and video [1041017 v121 -15- industries (NAICS 512199), sound recording industries, and information and data processing services. EE Apparel manufacturing or assembly and textile product mills. FF Recycling collection station unless located in the "Enhanced Protection Area" as defined in Attachment "C'. GG Telecommunication antenna located on an existing tower or building. H2-I General Offices. II. Medical Offices. 4.3 Accesso~ Uses A. Day Care to a principally permitted use. B Employee recreation facilities and play areas to a principally permitted use. C. Temporary buildings for construction purposes for a period not to exceed the duration of such construction D. Testing and experimentation in connection with a principally permitted use provided the activity is not located in the "Enhanced Protection Area" as defined in Attachment "C". E. Retail sales of merchandise manufactured, assembled or stored on the site. Other accessory uses and buildings customarily appurtenant to a principally permitted use. .. 4.4 Special Uses: The following uses may be allowed provided that the prowsmns of BMC 21.02.905 - Special Use Permit are met: A Those permitted and accesso~ uses located in the "Enhanced Protection Area" as defined in Attachment "C". (For example, laundry and dry cleaning services are allowed in the "Enchanced Protection Area" only with a Special Use Permit. B. Day care facilities involving 13 or more - ali ages. C. Dance hall or multi-purpose hall. D Clubhouse, fraternal lodge or similar use. [1041017 ¥121 -16- E Information activities including radio and television broadcasting, and telecommunications establishments. F Indoor athletic/recreation facility, tennis or swim club, weight control and aerobics, and tanning salon G Art Gallery H. Communication towers and antennas not on existing buildings or towers. I Furniture, home furnishing, electronics and appliance stores excluding camera and photographic supplies. J Motorcycle, boat and bicycle service. K. Automotive and marine painting and detail. L Commuter parking lot. M. Wholesale nursery and garden supplies. N Transportation equipment manufacturing or assembly including motor vehicles, motor vehicle body and trailers, motor vehicle pans, aerospace products and parts, ship building and repairing, and motorcycle, bicycle and parts. 0 Pharmaceutical preparation and medicinal and botanical manufacturing. P Manufacture or assembly of semiconductor and other electronic components. Q. Machinery and metal products manufacturing including cutlery and handtools, architectural and structural metals, boiler, tank and shipping container, hardware, spring and wire, machine shops, turned products, screw, nut and bolts, other fabricated metal products, agricultural, construction and mining equipment, industrial macl~nery, commercial and service machinery, HVAC and commercial refrigeration manufacturing, metalworking macl'dnery, engine, turbine and power equipment, and other general purpose machinery. R. Utilities: plant, storage, etc. S Hotels 4.5 Prohibited Uses: .~!1 other uses are prohibited including but not limited to mineral extraction, and those uses identified in the Well Head Protection Easement not otherwise identified as a permitted, accessory or specially permitted use above· 4.6 Interpretation The provisions of the Ifa-Industrial Park zoning classification shall be liberally construed to implement the vision of a jobs-producing industrial park development on the Property. Because the zoning code definitions are not very detailed, the following land use definitions have been used to draft this Development Agreement, and will be used in the future to help define allowed uses in the Project. The intention of this Development Agreement is that the uses which are within industrial classifications under these definitions will be permitted unless specificalIy excluded under the provisions set forth above. "SIC" Group and Industry Numbers. These refer to specific group and industry categories established in the Standard Industrial Classification Manual (US Bureau of the Budget, Washington, US Government Printing Office, 1987). "NAICS" Group and Industry Numbers. These refer to specific group and industry categories established in the North .~nerican Industry CIassification System (Executive Office of the President, Office of Management and Budget, 1997). The Director of Community Development shall be responsible to interpret the use provisions of this Development Agreement, and any decision regarding interpretation shall be appealable under the provisions set forth in the Bremerton Zoning Code. 5. DEVELOPMENT STANDARDS The following additional development standards shall apply to this Project. In the event of any conflict between these provisions and otherwise applicable codes, these provisions shall prevail. 5.1 Outdoor Storage: No outdoor storage of equipment or materials is allowed unless approved by the Community Development Director through the Site Plan Review process of BMC 21.02.930. 1. Unless modified through the issuance of a Special Exemption, no outdoor storage shall exceed five (5) percent of the gross lot area where the storage is to be located. 2. All outdoor storage areas shall be screened with a solid wall or sight obscuring fence with a minimum five (5) foot wide landscape area. 5.2 Wellhead Protection Easement Where applicable, all uses and activities shall conform with the requirements of Attachment "C", "Wellhead Protection Easement." 5.3 Minimum lot size Minimum lot size shall be adequate to comply with all setback requirements. 5.4 Building Height A maximum height of 60 feet will be allowed if an additional setback of 1 foot for each additional foot over 40 feet is provided. The setbacks will be measured from parcel lines. 5.5 Setbacks 5.4.1 Front yard setbacks shall be 20 feet from front parcel line for parcels along Campus Parkway and Campus Lane. Setbacks for other parcels will be 20 feet from the pipe stem parcel line or from parcel line paralleling Campus Parkway or Campus Lane. 5.4.2 Rear yard setback shall be 10 feet where adjacent to residential. 5.4.3 Side yard setback: None 5.6 Parcel Coverage Parcel coverage of a lot or parcel shall be no greater than 60 percent. The definition of parcel coverage is that area covered by buildings not including parking, driveways, utilities, or eaves. 5.7 Residential Buffer, Stream and Slope Setbacks 5.7.1 Exterior Boundary Buffer When any exterior boundary abuts any residential zone, the exterior boundary buffer shall be fifty feet (50') of natural buffer area. Where feasible, natural vegetation shall be retained. 11041017 v121 -19- Utili~~ crossings including storm pipes and emergency access roads shall be allowed across the exterior boundary buffer. Supplemental landscaping in the buffer area may be required at the parcel development phase. 5.7.2 Stream and Slope Setback Areas Setbacks from Anderson Creek and No Name Creeks will be a minimum of 100 feet. It is recognized that this would not apply to storm drainage outfalls and road and utility crossings provided the proper permits are obtained. Setbacks from the top of slopes along Anderson and No Name Creek are established at 75 feet in the geotechnical report. These may be modified through preparation of a specific geotechnical report for each development application, but may not be reduced to less than twenty-five (25) feet. These areas are to be retained or replanted in native vegetation. 5.8 Landscaping 5.8.1 Street Frontage Landscaping One (1) tree per twenty-five (25) lineal feet of street frontage along Campus Parkway and Campus Lane shall be provided within a 20-foot landscaped area along both sides of road frontages except for open space areas. 5.8.2 Parking Lot Landscaping The screening and landscaping requirements for off-street parking facilities contained in BMC 21.02.610 shall apply. 5.8.3 Free Standing Signs Landscaping .. An area around the base of each free standing sign equal to the sign area must be landscaped to improve the overall appearance of the sign and to reduce the risk of automobiles hitting the sign or supports of the sign. This landscaping must include vegetation and may include other materials and components such as brick or concrete bases, planter boxes, pole covers, or decorative framing. Prior to development commencing an overall signage plan for the campus should be reviewed and approved by the Community Development Director. One provision of this program will be that free standing signs are limited to monument signs not exceeding ten (10) feet in height. The plan should also address directory and off premises directional signs. 11041017 v~21 -20- 5.8.4 Clear Vision Areas Clear vision areas shall be in accordance with BMC Section 21.02740. 5.8.5 Landscape Plans Plant materials, type and size, shall be in accordance with BMC Section 21.02.710 (a) and (b). Where feasible, native plant materials shall be used. Landscape Plans will be prepared in accordance with BMC Section 21.02.730. 6. TElLS'I; VESTLNG; TEVIE FOR CONSTRUCTION; AND REVIEW 6.1 Term This Agreement shall be in effect for a period of thirty (30) years. Any extension of the Agreement shall be processed as a major modification. Upon the expiration of this Agreement, the Property shall be subject to the applicable provisions of the BMC, provided that this provision shall not deprive any rights of NWCC or its successors, under the BMC or other statute or case law with respect to vesting or nonconforming uses. 6.2 Vesting 6.2.1 Land Uses NWCC is vested for the land uses, development requirements, (Section 4) and development standards (Section 5) as established by this Agreement throughout the term of this Agreement for all five (5) phases. As set forth above, additional environmental review and supplemental development agreements are required for Phases 3, 4 and 5, but the allowed uses, development requirements (Section 4) and development standards (Section 5) for all phases are established by this Agreement unless modified as a result of further SEPA review for Phases 3, 4 and 5. 6.2.2 Construction Standards Construction plans for specific infrastructure improvements shall be reviewed under the construction standards in effect on the date the initial plans for the improvements are submitted: provided those plans are complete under the City's submission standards. 6.2.3 Mitigation Fees The City shall not impose any mitigation fees on the Project for impacts which have been mitigated by the terms of this Development Agreement, including the MDNS. This provision does not bar the imposition of mitigation fees for impacts which Develo0rnent Agreement, Dec. 29, 1999 [1041017 v121 -2].- are not mitigated by this Agreement. NWCC shall coordinate with Kitsap County as to any County-required impact fees outside of this Agreement. 6.2.4 Review Fees NWCC shall pay fees ordinarily charged by the City for processing land use applications and permits in effect on the date the application is submitted. 6.2.5 Other Fees Ail utility connection fees and other fees not specifically addressed by this provision shall be paid in accordance with the rules in effect on the date the fee-generating activity occurs. 6.2.6 Other Codes Notwithstanding the foregoing, all applications for Subsequent Approvals shall conform to the most current versions of the Uniform Building Code (UBC), and Uniform Fire Code (UFC) standards where applicable. 6.3 Time for Construction NWCC shall submit construction plans for Phases 1 and 2 infrastructure within three (3) years from the date of this Agreement. Further, 440,000 square feet of new building area shall be constructed within fifteen (15) years from the date of this Agreement. 6.4 Review NWCC will submit a report to the City Council every three (3) years outlining its progress, infrastructure improvements completed during the preceding three' years and general conditions at the Project. 6.5 City's Reserved Authority In accordance with RCW 36.70B. 170(4), the City reserves the authority to impose new or different regulations to the extent required to prevent a serious threat to public health and safety. 7. MITIGATION MEASURES The mitigation measures imposed under the authority of the State Environmental Policy Act (RCW 43.21C), and attached to the Mitigated Determination of Non- Significance attached as Attachment "D", are conditions on the development of the (1041017 vl2l -22- Property. The provisions of the MDNS are incorporated in the Development Agreement by this reference. 8. INDUSTRIAL LANDOWNERS ASSOCIATION An Industrial Park Landowner's Association will be developed to maintain design control of building signs, landscaping and structures and maintain open space areas, including common landscape buffers, entrance area and signage, develop and implement a commute trip reduction program, provide for the maintenance for private easement roads and the stormwater detention and treatment facilities. This association will be funded by the parcel owners to be able to provide their services. The overall project will establish Covenants, Conditions and Restrictions (CC and R's) for the site with the Industrial Park Landowner's Association charged with the implementation and enforcement of the CC and R's. The CC and R's must be reviewed and approved by the City of Bremerton Director of Community Development prior to recording. 9. GENERAL PROVISIONS 9.1 Subsequent Approvals The Subsequent Approvals are the applications for land use approvals, entitlements, and permits in addition to the Development Agreement and necessary or desirable for the development of the Project. The Subsequent Approvals may include, without limitation, the following: amendments of the Development Agreement, improvement agreements and other agreements relating to the Project, Special Use Permits, use perm/ts, building permits, lot line adjustments, sewer and water connection permits, certificates of occupancy, preliminary and final plat approvals, interlocal agreements, developer extension agreements, landscaping plan approvals, shoreline permits, hydraulic project approvals, water system reports for major water infrastructure, building permits for water reservoirs and pump stations, clearing and grading permits, site development permits, forest practices permits, wetland: approvals, storm drainage construction plans and design of individual facilities, other studies, programs and plans required under Paragraph 3 4 of this Agreement, wnstewater treatment plant reports, plans and specifications, community drainfield system, collection and interceptor sewer plans and specifications, sewer comprehensive plan amendment, sewerage plan updates/amendments, facility plan amendments, design plans, fight-of-way permits, transportation planning documentation, and any amendments to, or repealing of, any of the foregoing. 9.2 Governing Law This Agreement shall be governed by and interpreted in accordance with the taws of the State of Washington (10410~7 v121 -23- 9.3 Modification The approved NWCC Development Agreement, including the land use plan elements of conditions of approval and the phasing plan, may be amended or modified at the request of NWCC or NWCC's successor in interest The Director of the Community Development Department may administratively approve m/nor modifications to the Development Agreement. Minor modifications are defined as those which do not materially increase impacts on transportation, utility systems or the environment, taking into account agreed upon mitigation, and those which do not materially reduce buffers or open space Modifications that do not qualify, as minor shall be subject to the same approval process as the original application 9.4 Binding on Successors; Assignment 9.4.1 Binding Agreement This Agreement shall be binding upon and inure to the benefit of the successors and assigns of NWCC and Bremerton. 9.4.2 Assignment The parties acknowledge that development of the Project likely will involve sale and assignment of portions of the Property to other persons who will own, develop and~or occupy portions of the Property and building thereon. NWCC shall have the right to assign or transfer all or any portion of the respective interests, rights or obligations under this Agreement or in the Project to other parties acquiring an interest or estate in all or any portion of the Property, including transfer of all interests through foreclosure (judicial or nonjudicial) or by deed in lieu of foreclosure. Consent by the Bremerton shall not be required for any transfer of rights pursuant to this Agreement. Upon the transfer under this section, the transferee shall be entitled to all interests and rights and be subject to all obligations under this Agreement as to the property transferred, and NWCC shall be released of liability as to the property transferred. 9.5 Recording Pursuant to RCW 36.70B 190, this Agreement shall be recorded with the IGtsap County Auditor and during the term of this Agreement shall be binding on the parties, their successors and assigns~ 11041017 v121 -24- 9.6 Interpretation; Severability 9.6.1 Interpretation The parties intend this Agreement to be interpreted to the full extent authorized by law as an exercise of Bremerton's authority to enter into such agreements, and this Agreement shall be construed to reserve to Bremerton only that police power authority which is prohibited by law fi.om being subject to a mutual agreemem with consideration. 9.6.2 Severability If any provisions of this Agreement are determined to be unenforceable or invalid by a court of law, then this Agreement shall therea~er be modified to implement the intent of' the parties to the maximum extent allowable under law. If a court finds unenforceability or invalidity of any portion of this Agreement, the parties agree to seek diligently to modi~ the Agreement consistent with the court decision, and no party shall undertake any actions inconsistent with the intent of this Agreement until the modification to this Agreement has been completed. If the parties do not mutually agree to modifications within forty-five (45) days a~er the court ruling, then either party may ihitiate the dispute resolution proceedings in Section 912 for determination of the modifications which implement the intent of this Agreement and the court decision. 9.7 Authority Bremerton and NWCC each represent and warrant it has the respective power and authority, and is duly authorized to execute, deliver and perform its obligations under this Agreement~ 9.8 Attachments Attachments "A" through "D" are incorporated in the Agreement by this ~eference as if fully set forth. 9.9 Headings The headings in this Agreement are inserted for reference only and shall not be construed to expand, limit or otherwise modify the terms and conditions of this Agreement. 9.10 Time is of the Essence Time is of the essence of this Agreement and ever3, provision hereo£ Unless otherwise set forth in this Agreement, the reference to "days" shall mean calendar days. If any time for action occurs on a weekend or legal holiday, then the time period shall be extended automatically to the next business day Development Agreement, Dec. 29, 1999 [1041017 vl21 -25- 9.1 1 Integration This Agreement represents the entire agreement of the parties. There are no other agreements, oral or written, except as expressly set forth in this Agreement. 9.12 Disputes; Default and Remedies 9.12.1 Dispute Resolution In the event of any dispute relating to this Agreement, all parties upon the request of any other party shall meet within seven (7) days of the request to seek in good faith to resolve the dispute. Bremerton shall send the appropriate department director and persons with information relating to the dispute, and NWCC shall send an owner's representative and any consultant or other person with technical information or expertise related to the dispute 9.12.2 Default and Remedies No party shall be in default under this Agreement unless it has failed to perform under this Agreement for a period of thirty (30) days after written notice of default from any other party Each notice of default shall specify the nature of the alleged default and the manner in which the default may be cured satisfactorily. If the nature of the alleged default is such that it cannot be reasonably cured within the thirty (30) day period, then commencement of the cure within such time period and the diligent prosecution to completion of the cure shall be deemed a cure. Any party not in default under this Agreement shall have all rights and remedies provided by law including without limitation damages, specific performance or writs to compel performance or require action consistent with this Agreement. 9.12.3 Relief Against Defaulting Party or Portion of Property . In recognition of the anticipated sale(s) by NWCC of portions of the Property to others to own, develop and/or occupy within the Project Site, the remedies under this Agreement shall be tailored to the Property or parties as provided in the remaining provisions of this subsection. Afrer the transfer of portions of the Property for which the release of liability provisions apply under Section 94.2, any claimed default shall relate as specifically as possible to the portion of the Property involved and any remedy against any party shall be limited to the extent possible to the owners of such portion of the Property. To the extent possible, Bremerton shall seek only those remedies which do not adversely affect the rights, duties or obligations of any other nondefaulting owner of portions of the Property under this Agreement, and shall seek to utilize the severability provisions set forth in this Agreement. ;10410~7 v~21 -26- 9.13 Estoppel Certificate Within thirty (30) days following any written request which any party or a Mortgagee may make from time to time, the other party to this Agreement shall execute and deliver to the requesting person a statement certifying that: (1) this Agreement is unmodified and in full force and effect, or stating the date and nature of any modification; (2) to the best knowledge of the certi~ing party, (a) no notice of default has been sent under Section9.11.2 of this Agreement or specifying the date(s) and nature of the notice of such default and (b) no written notice of infraction has been issued in connection with the Project; and (3) any other reasonably requested information. Failure to deliver such statement to the requesting party within the thirty (30) day period shall constitute a conclusive presumption against the party failing to deliver such statement that this Agreement is in full force and effect without modification or default (except as may be represented by the requesting party). The delivery of estoppel certificate on behalf of Bremerton pursuant to this section shall be deemed an administrative matter and shall not require legislative action. 9.14 No Third Party Beneficiary This Agreement is made and entered into for the sole protection and benefit of the parties, their successors and assigns. No other person shall have any right of action based upon any provision of this Agreement. 9.15 Interpretation This Agreement has been reviewed and revised by legal counsel for all parties and no presumption or rule that ambiguity shall be construed against the party drafting the document shall apply to the interpretation or enforcement of this Agreement. 9.16 Notice All communications, notices and demands of any kind which a part~ under this Agreement requires or desires to give to any other party shall be in writing and either (i) delivered personally, (ii) sent by facsimile transmission with an additional copy mailed first class, or (iii) deposited in the U.S. mail, certified mail postage prepaid, return receipt requested, and addressed as follows: Northwest Corporate Campus, LLC If to NWCC: ATTN: Ronald S. Sciepko 3023 West State Highway 16 Bremerton, WA 98312 geveloj3ment AgreemenL Dec. 29, 1999 [1041017 v121 -27- Gordon, Thomas, Honeywell, Malanca, With copy to: Peterson & Daheim, P.L.L.C. ATTN: William T. Lynn PO Box 1157 Tacoma, WA 98401-1157 CITY OF BREMERTON If to Bremerton: Director of Community Development 286 - 44 Street Bremerton, WA 98337 CITY OF BILEMERTON With a copy to: City Clerk 239 - 4* Street Bremerton, WA 98337 Notice by hand delivery or facsimile shall be effective upon receipt. If deposited in the mall, notice shall be deemed delivered 48 hours after deposited. Any party at any time by notice to the other party may designate a different address or person to which such notice or communication shall be given 9.17 Cooperation The parties shall not unreasonably withhold requests for information, approvals or consents provided for in this Agreement. The parties agree to take further actions and execute further documents, either jointly or within their respective powers and authority, to implement the intent of this Agreement. Bremerton agrees to work cooperatively with NWCC to achieve the mutually agreeable goals as set forth in this Agreement, subject to Bremerton's independent exercise of judgment. Where appropriate and consistent with applicable law, Bremerton shall become or provide lead agency assistance under SEPA where reasonably necessary to implement this Agreement. Bremerton shall consider use of its eminent domain powers to facilitate implementation of this Agreement, subject to Bremerton's independent exercise of judgment following all applicable procedures necessary to use eminent domain power. [1041017 v121 -28- 9.18 Delays If either party is delayed in the performance of its obligations under this Agreement due to force majeure, then performance of those obligations shall be excused for the period of delay 1N WITNESS WHIEREOF, this Agreemem has been entered into between the City and N~vVCC as of the/.~-./'.1~ day of3~~z[~ , 2000. NORTHWEST CORPORATE CAMPUS, LLC, a Washington limited liability corporation Ronald S Sciepko, Managing Member CITY OF BREMERTON, a Political Subdivision of the State of Washington ~on~'on, M~ay5 DEPARTMENTAL APPROVAL: Community Development JlnI!t olatn,!rDirect or Publi9 ~tk s~Utilities~ - W. Eu=en~, Director APPROVED AS TO FORM: Gle~na Malanca, City Attorney ATTEST: Kathleen McCluskey, City Clerk Development Agteemenl, Dec. 29, 1999 I1041017 v121 -30- STATE OF WASHINGTON ) ) SS. County o f ~.,~.~__ ) I certify that I know or have satisfactory evidence that LYNN S. HORTON is the person who appeared before me, and said person acknowledged that she signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Mayor of the CITY OF BREMERTON to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Given under my hand and official seal this ~ day Notary Publi.~kn a~fo~-~'/Smte residing at ~ My Cormmssion expires STATE OF WASHINGTON ) ): COUNTY OF ~ SS. ) ~2aff~ day of ~, 2000, before me personally appeared On this RONALD S. SC~PKO, to me ~nown to lYe the Managing Member of NORTHWEST CORPO1LATE CAMPUS, a limited liability corporation that executed the within and foregoing instrument and acknowledged the said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute and in fact executed said instrument on behalf of the corporation. Given under my hand and official seal this ~ day of~ 2000· .~)q'~'~i°~'~,g,~?,,'~xl~ T?~e/Pnnt~a.me: P~I~. t z] g. . lTtt-~.~m. ` ~(.~(3T~,~*;q~d-~ Notary mubliC~.,m an~-for the~tate of Washm~on ~ ~ x'*- ~"' · ~ ~ residing at (~qx_~.-,,~.-~t~)  My CommXssion expires .K-/fi'- 0,2 11041017 v121 -31- ATTACHMENT "A" '- -32- CI~ OF ~REHERT~ C~ ~ B,~ WA 98~37 ~CISE T~ ~EMPT NOV - 9 B99 FOR ~ ~ CO~ON of ~ mu~ p~ ~d ~u ~ h~ ~ for EASEMENT - 1 - ATTACHMENT "C" -34- ser~itive area for purposes of env~'ortmental re,4ew under WAC 197-11-90S and BMC 21.22.280. 2. Ni~-ogen fertilizers and pesticides shall be used a~ or below aD'onor~c rate~ to prevent leacbLng to grotmd water mr surface water. 3. Best Mmagemem Practices (BM~s) for stormwater surface water protection will be followed. 4. Ad1 businesses ,,viii submit a program for ~mployee ~i~,~g on weLthea~, pmtec~on, praper use ofBM~'s a~d water coaseZ','~oa for ~proval by ~e City Public Works mc~ U~fli~es Depasa3amt, attd implcmcm the prog~'-am. Thc Gt~atoe will ~-~ employee ~n~n5 ~o the extmt of av'~l~ble r~otm:~s. 5. Sigus ~ be plac~d to alert workem md main'porters tha~ the area is ~ a wellhead protection zoae. 6. A¢svi~es desiDaa~d as large qum~ty generators ~ocordi.~g to WAC 173-303 pmhibitecL 7. Radioa~ve substances ~re prohibit~L 8..Use, production, or s~orage ofh,?a~ous materials list. od as ~ ~ WAC 173-303 are pm~'bited. Any o~her ~,?:~'dous m~eriat,s locker wiflfin the wellhead pmte~do~ z~ae mus~ have proper stooge, containment, addition, my use i~volVmg the ~am~cluctioa of my ',,~-~ous ~ will be submitted to the Depar~nent of Publ.ic Works md U~litie~ for ~.o-,me~clafio~ o~ · ppmpria~e ~ndifio~s to be ~plied to the use trader BMC 21.7,2.~60. A coDt~m~nant inventory form wi.U be submitted for each commexcial 9. Us~ of~-d for waste d/sposal or 1md at~plic~on is prohibited inclu~-~' d/sposal of sm~a~e and r~fuse as defined/n BMC 6.04.030. 10. Use of under~ound storage m~: for ~,ny substance other than potable water or stormwater eh,Il receive prior a~proval from the Cit7 Public Works and U1/lit/es Depar~ent. Temporary storage of wastew~er as pal of a closed conveyance syst~"m approved by the Department ~ be allowerL I I. ].,~dflk. jtz~ard, z3'ti~tl§, elec~oplatcr and recta/finishers a~ prolu'bitc~L ,F..ASEM~:NT - 2 - 12. Any federal, sta~e, or local reDilation$ as they may be enacted regarding wellhead prot~:fio~ mnst be follow,-~. B. For that portion of the Wellhead Protection Az'~ described in Exhibit "B" attached hereto and incorpormed by reference ~ ("Enhanced Protection Area") the follo'.~'ing re~tr/ction$ shall aoply in addition to those listed under subparagi~ph A above: I. Placement of und~uund s~orage tanlc~/'or ~thsxance$ other than potable water or stormwater is proKibited. Temporary storage of wa~ar~er as par/ of a closed conveyanc.= system approved by the Depazl~ent w/Il be allowed. 2. Act/rides desi~ated as large or small qu,mdty geaerators of ~dous wastes accord/zig to WAC 173-303 ar= proin'bited. 3. The activ/t/es listed in ~.hibit ~ (Table $ from the Kit.sap County Critical Ar=ns Ol'H{nanee) a.~ proh:'bited unless otherwise approved by the Cr/-ant==. Cr/ant=r her~y ag~es t~ hold hamflec~ and defend the Grantee r,o~ all c]-~,,~ and Liability -due to the n~I/geat acta, =nor or or~i~-~on$ of Grantor, his agents andior ~1oye~. The grate= ~h,l! not be Iiable.~o Grantor, or any other party for any claim wh,~r~-~ver ari~n~ in com~ect/on w/th this Agreement, except for ncgligenc= solely md entir=ly the fault of the Grantes. ~,~SEMENT TO RLrN WI"FH ~ LAND: The C~antor and Grante~ intend tha~ ~ Agl'=ement ~h=ll be a cov~'nant r~rnni~i with the land descn'bed above and ~h~! be binding t4x)n Grantoes and Gramen'$ ~!cc_,~sors in inter=st The place of making this Agreement shall be deemed to be the State of Washington, and the legal fights and obligations of the pazl/es her=to shall be detemlined in accordanc.~ with the laws of the State of WashJ.ngtom page: 3 or" 9 EASEMENT - 3 - i1,~5/1~9~:43R SC~F._~O. '~-~', ab FII~T FfI~iC~ T111.[ IHS £~Fi' $I$. I;[t~ C~, t~ 5. JURISDICTION AND VENUE: In the event that any suit or action shall be brought ~ cormec~ion with any of the terms and conditions of this Agreement, the p~/e~ hereto hereby agree that juri.~icrion and venue of ~ny such suit or action sh~ll properly lie in KJtsap County, State of Wz.shi~gton. rn thc evem thai any se~ion, or any pan o£any section, or ~ Agreement ~h=ll be declared invalid by a court of competent jurisdictina, said holding ~h,l! hav~ no effect u~on ~he ?. This Agr~em~mt com~itu~ the e~tire agr~m~t and unde~andi~ b~'w~ the berne. Th~ ~r~ 11o other agr~roel:lts or tlnd~-~1~di~. ~ithel' v~it~ig or el-al, modify er have any e ffe~'t upon ~ Agr~ment. EASEMENT - 4 - STATE OF WASI-IRqGTON ) cOLrNTY OF KITSAP ) No~ ~b~c ~ ~d for ~ L~ S. HORTON, ' Mayor .~ zo ~o~ R.EC'E.rV'ED FOR ~G: rlR~ ~I~ TI~ I~ E~ ~G.~ Kit~ ~, ~ Ci~ Ci~ ~EME~ - 5 - Exhibit "A' WELLHEAD PROTECTION ,M~EA A~ easement oa The following described parcel: That portion of Scc~on IS, Towralalp 24 N, R_l!:., W.M. in Kit.sap County, WA described a.s follows: Begiun~.g at the NE corner of the south 260 fc~! of thc NE V, of the SW ¼ of said sec:ion 33: thence west alonir the nor~ line of said south 260 feet to the wgst line of said NE Va ll~ence south along thc west line [hereof and conlinumg south aiung the west linc of the SE V, of the SW I/, to die soudi lille ther~o~ thence ca.q along said south line a district of 500 feec thcnco oorthcas~rly aioag a maight Al.so an eaaement ou the following describ*d psrceh That pomon of Sec/on 4, Tow'aship o-aN. R. IE., W.M. in Ki~z, ap County, WA desoribod a.s followi: Begi~nln$ at 3 point on the no~ line of the N'9/% of said Section 4, said poi~ being 500 fa ga.s~ of the NW comer of the NE % of the iWW ¼ of said Secl/on; thcncg wast to die ~ comer of said Section ,*; thence south along thc w~st linc of said Sgc~iun ,l to ~ SW corner of thc N'W % of said S*c~:ioo a,; thence ~ along die south llne of said NII¢' ~/i a di~.,aac~ of 800 fe~; di~c~ nordieas~rty along a slraight line to the point Said ~asemenI deacrib~i as follow~: 'colt portion lying easterly of thc following de.sc, rib~d line: Said ~lle begqnning al a point on the north line O~ ~aid Sg~::~ico i, said poil~ ~yi~S 800 fe~; ~ of N'W comer of said S~xiun 4; thence rumm~g southwcswdy in a s~rai~h~ line to a point un the line of said Section a, said point being 600 f~ mordi of thc SW corner of the N'W V, of said S~iom 4 and the end ofthi~ Ii.ne descripllun. A.I~o an easement on th~ following de~crib~t parcel: That portion of Section 4, Tow'aship .23N., IL IE-, W.NL in Kinap County, WA d~cn'b~t as follows: "Fac SW ¼ of the NE ¼ of.said Sevfion 4. %:he south 330 f~t of the ~ ¼ of the NE ¼ of said Section 4. 'Cae ~ 200 feet of thc SE ~A of thc N'W ¼ cf said Sec'don 4.. Said easement d~cribed as follows: That portion of the above de~en'bod pare. el lying we.st of the following de~'n'b~ line: Said linc bclfitming at a point on the north linc of the south 330 feet of the N'W 14/of*he NE M of said Section a, ~id point lying 700 feet were of the lqE comer of said south 330 f~-t; ll~mce southwesxerly in a might line to a point en the soudi line of die SW M of thc NE 'A of said. said point lying 1200 feet were of the SE comer of said SW ¼ and tho end of this line de~aipfiom Exhibit "B" FIRST P~IC~ TITJ~. Exhibi.t "A" & "B' Map w~Lt.H~ ~OT~C'nOS ~ ~'NI-L~qCED pIt. OTE~TION ~ II/~/l~!85:43~,~ELLHEAi) PROT[CTION .AREA FIRST ~f~I~ TII1.E INS £SI~T ~15.8~ Kits~ ~, ~ DepaJ~men~ of Commu.u.ity Developm~ut ~ovember ~, 199~ To All At~ached ~u w~l [md ~he fm,~ MDNS fo~ ~he Northwest Coz~o~ ~ ~i~ ~u~ p~t ~ Is~ce of ~ l~. For Co~ D~o~ ~ ~ ~ 4~ S~ ~a- For ~ ATTACHMENT "D" * Equal Opportunily Employer * CITY OF BREMER1QN MlllGATH] DETERMINATION OF NON-SIGNIFICAJIC~ 1~-~, I ami 2 currently pr ~_t,.'~___ for construction w~ll ~ to the s~mth ~ constriction ~'a ro~w'ay,(C~ml~ Park-way), O~ will connec~ ~o Otc exislin~ Old Clifton Re~l ~immed in anim:~oq:~ed Com~y. ~ w~n ~he pro~e~ me are intended to t~ public and dedi,-~ ~o ~he City ~'Bm~'~o~. Proje~ ~]iUes w~ll be included in the public roadv,.~ The sile '~1] be served by public waret and ~ The prOjeC~ site has an irregular wpogtaphy and slopes to the nm'th. Two major dm/n,~,e s~lh ~ the proper~ with the upland are~ D,,:~d for dewlvl.~.ent and the valley bolloms reiained for resot~xe pmtecllon. The zasterly ch~n~e b~n um~ana ~ C. nek and ~e ~e~t~y ~n cznmuu a dr~na~ ca~l~d The prc~ ~ ndin~ site plan illutu~tes fi,~ total phase~ ~' development xvith the first ~ extending, f~ru~ Campus Paficv,~ay. Theseimfialphase~..~,~,,~ 29 patois forf~uxeindu~riald~'velopmemandtx~tr~ts A and B to lac tts~d for stotan -~nter stora~ and la~'enn~ v--~,~. The Responsible ~cial ~ the City m'Br~,er~n betray maims the following, findinBs and ~nclus~na upon a reX%w ~' the follo~in$ ap~i~tion r~t,.fia~$ and nl~in~ ~ ~ AppllCa~ott ~ V~=nity Map Site ~ W~ ~is ~ ~li~ ~ Well H~ ~ ~t T~c ~ Site Sui~ili~ ~a f~ ~ls ~ SI~ ~er ~ ~er's ~nt Wildlife Study FINDINGS OF FAC'I': A. The site is ~tly undew, lowd and fore~ practice activities ar~ occ'urnng on potions c~ the ~ ~ p~ C. Acc~a for ~e initial p~-~ a' cle~lopment ~11 occur ~y constr~tion ~'a new ptd~ic comuy ~ extending no~h fr~'n the Old Clifton Road to the southern bounctm7 ffPhase 1. T~is extension coupled ~th the intermql Campus P'ar~ ~411 !end to a public fond cfi o~-r 6,000' in len~h vfith plmses 1 and 2 oF project ck, velc~ment. D. The City ~' Bremertofl rn~ntains v.~lls adjaceni to the site for City ,.~dler pu_~_,,~.c~-___ The at~icnnt and City lure tentatively i,v:~ed a Well Head Protectiofl .Easement to regulate ncfivities within the projecl and protecl the City water suMfly. Tbe City has d~i~ed the stieasan I~:hi.stri~iPark in the Comprehermve plamung, ofthe Watershed and Land Ule Plan. The site has been zoned within t~e Indnsai~ Pank zone cl~s.si~cagon. The ~,licam ~ pmpo~d a DA to r~_,t~e de~el,.,~,,,~t. It ~.,,%.._,..4 a thirty ~ I:n'~JeCt life with rtl-annual reviews to ensure the projecl ~ as plmm~. This ~sreement h~, yel to be firmlized and by t~e City Com~cil. c~se byc~e basis al the time ~'filin~. Plmse ] ~md 2 wouldcre~e upto 29businens sites andc~gdbeassem~ed rKluires a 50 f~X buffer as st~led in the Bremen~ Critical Lands Ordinance. This b~'er is ~z~-',-,,!_ in the pretiminn~' storm draina~ plan filed by the a~plicnnt. L A Wildlife Report ~ p~pamd by Jon condiuons and wildlife. No endangered, ti~atened, or ienslti~ ',~dlife or habit31 f~' these species we~ nixed on-s~te. Hov~r ~ pileated vaxxtpecker, a St3te Candidate species, vr~s nosed on-site ~nd an ~ BGId.E~Je nest is I~x:ated e~'.-,~te to the nortlt .l. Tv~ ~,,o~echnical repons ~.~re prepm't~ on the site by Allen L I'~ En~ineerin~ Geologist and were in nature. The c~nclusiora ~ the repor~ establish general ie~n,-Irs d' 50 to 75 feel and require th.st more derailed geolo~cal ,~,.m_s be required at the time of individual pm~el development. 1~ T'4~ spec~c sto~ndraina&e ~,~'4~eprel~dbY^~x En~ineenn&f°fthe°a andoff'si~ ~ storm drwna~ im~o~ement~ The p~lirmnm~ storrnx~ter rite plan~ utilized ~ Deparunent ~'~:olo~' CONCLU~ION~ O~ ~ ]~ w-~n~DNS~.~ OFFICIAJ~ 1. poHiom ~ ~he Noahwes~ Co, ~,~e Can~us projec~ will ~u~ ~eview a~d ~'al bY o~t~r ~ ~h ~ 3. ~ue to the leflgLh et' ~ne for the I~;elo~nent Agreement ~ M~NS is intended to address the cu~.l~ and prO3ec~ spec~ic impocrs fe~ the overall proje~ flint can be i~en~fied a~ this ~me and Pr°J~ ~c ~ t~ 4. Adequate PrO~sions are contained w~thin the Breme~on Municipal Gede and Kidnap Count7 Ordinances to mi~gateturure ~aldeimpac~ from development ~']~mses I and2. Fu~herenvironmental reviewwill be conducted for phases 3 to ~. 5. Addit~o~l individual requiremen~ can be placed on the ~q:~pliCanon ttmmSh the use ~' the De~lopmem A&reement ~,lC 21.02.850. 6. The applicant is willing to emer into a 30 year Development Agzeem~mt with the City to '~'~qish the overall deveic~nem p~ogram for the project. In par,, ~he ag~ement cs imen~d to establish tequireman~ and further reviews to mitigate potential edvesse im~ct~ 7. The Development Agreement will a~low for rue ~f the binding site plan gn~ocess as ~r:-::--.~ by the applicant and eavismaed t~ the Cit~ The Respansib~e C~'icial cooclud~ that all potentially · e ~n~ ~ ~, ~N~ ~i~ ~1~ ~t 197-11-3~0 (3), a ~ ~ ~ N~Si~ MITIGATION 1. The applicant slmil comply with the terms and condilio~ of ~e Bremermo Municipal Code durin~ ~-v~lopm~u ~']~*~ 1 ami 2. Devi~iom f,u,,, the adopted ~ must be q-'~,,~d by tl~ Civd Cc~cil. 2. The applicaat sl~ll enter into the Development Ag~eemem with the City ~'Bremenan p~ior to commen~n$ plmled develo~aent or ~e~ng the ~ for sale or lease. 3. The conceptual draina&e Plato filed with the City cf Bremenon and Kh.~p Cmmty Public Works for the f~lu~ Carnies Parlo~ public ro~ ne~s to I:~ extended to cover all roa~r~ (l~blic or ~ ~d coordinated and mitigation provided for Anderson Creek and No Name Creek. This requireatent is to apply to bo~h on site and off site ~. The applicant shall prov~e a unified stzeet and drainage plan for review and approval of bo~ agencies addressing gec~echnical a~d hy~olOS~cal impacts on Ande.,~on Creek prior to submit~l of constyucxion plans fo*' the future n:ladv~yx. 4. De~topmem d Campus P'ar~ '~athin Pharos ! and 2 will mqu:re ~,eific roadway plan~ .k,~,,.,~d by the City m' Bremenan Public Work~ Delmnmeot and Kiua~ County P~blic Work~ Depann~nt This ~ establishes a 75' ~edalckfmmthetopcx'thebenkfromAndatsonCmekandNo-NameC. reekdrain~ebusin.t 'rhissethne~ m~y be re<Meed with prOV~sio~ ~ a p,~.~r g~,oteehnJcaJ de~. Prior to a~l~ro~al, the roadway and storm dratha~e plans sha~l be r~nev,~ by a g.-otechmeaJ and hydrolo~caJ en~neer to enanm they cmnpiy with the study r'eqmremen~ cootmned in the Allen L. ~ ~,otechnicaJ report dated November 8, 1995 a~[ contained m Bremertoa files~ The purpose ~' the additional re~e~t is to ~ slc~e stability within the a~r_~___~_ ~ basin i$ r~tmned and stream flov,$ a~e n{x affected as mquirecl by the DOI= MammJ. 5. Pror to bev~lopmem plan ~,,,'al for Paz~ls 2, 3, 7, S, 1 I, and 12 ~'Phase ~t~N~rS, 1~5. ~s,~a 75' ~for~l~n~g~ ~ ~the ~ ~ is to ~ ~ ~i~ m~ ~ ~ 6. Prior to davelopment plan a,~,,,.al for Pamela 15, 16, 19. 20, 22, 23, and 24 ~'Phese 2 edjacant to the A~derson Creek d.,~ina~ and PaxceL~ 25, 27. and 28 of Pbaae 2 adjacent to the No-name Creek drainase a gsotechmcal report will be prepm~ and filed with the City CommUmty De~lopmant Depa,'tment ensunng ~ plans comply with the stxzdy requirements contained in the AJlen K. Hart g, eoteclmical rep~ dated Ncn~.-mlber 8. 1995. This report esmblishe~ a 75' s~tl~ek for buildings and parking areas. This sefoactc may be malta:ed with prowsian a~' a pro~' de~i~n, but may not be reduced to less than 25 feet The purpose ~X' the additional review is to ensu.m Se desigll cnter~a are met. 7. Due to the length of C. ambus Parkv,~y and the Jack m' a secondax7 acc~s for Phases 1 and 2 all buildinss will require spnn~Jer systems and Campus ~ must end in a col-de-sac with each phase ~f canstn~ion. The a3j~licant slmil constmcl the future intenud public ro~ to the standards established by the City Bremenon 1~ Standaz~ or other standard as ,,pp,,~ed by the City Public Works I~ 9. The applicant slmll consu'u~ the lunge Campus Parkway. (external). extending smith to the Old Cliftml C. mmty Road to the standards ~ ~y the ~L~p C~mty ]~d~ic '~'ork~ 13e~m~menlt. 10. The applicant shall contribute to the ~tign~ton of t~e Dit~'tor ~' CommUmty De~l~t~ent theft shire et' funds nece~m~ to milisate ~ff site ro~ improvements t~lui~d to mitisa~ off site h-~.c 11. City (ff Bremerton. Kit.~ County, Washin~X~ Store ,.+.~.v.~s and a~ements will be r~qui~d for all storm wnter ouffail cop. sa'UCUon ~ may be required for other aspec~ ~' storm .~Uer ~ilities if they are not dssigned to DOE stnn-'l-~r~- 12. Anysh'eamc'r~.sin~sfor mmdconstrmmonshall be by brid~e or similar ,,t.~,~d smxcm~vith as!~m lon~ enough to maintain a rmmnd stream corndor for stream fimcxions and wildiife ~ Utility be locked a~ brid~e cr~sing, s or bored under the stream ff other or. sins locations a~e requi~eg. 13. A documented .E~e's nest is I~:~:1 north ~' the proJe~ boum~ary in t. he vichtity m' Phase 4. ~rior to development plan ~,~,,,~.~ for Phas~ 4. the alp~licant will ~le and re~fi~e ~.~,~al m'an F. asle Management Plan thai will specify linutanons on use ~' this area and provisions necessary to preserve the nasl. 14. The applic~m shall pro'de pro.'of ~tequme w~ter and samtmT se~er servic~ prior to issuance development or l:~ildin$ permits for Phases 1 and 2.