Item No.

6f Attach 1

Date of Meeting July 24, 2018

INTERLOCAL AGREEMENT

BETWEEN THE CITY OF DES MOINES AND THE PORT OF SEATTLE

For

SOUTH 216

STREET IMPROVEMENTS FRONTING PORT OF SEATTLE AND

WSDOT PROPERTY REFERRED TO AS DES MOINES CREEK - -WEST

This Interlocal Agreement (“Agreement”) is entered, by and between the CITY OF DES

MOINES (“City”) and the PORT OF SEATTLE (“Port”), both Washington municipal

corporations, collectively referred to in this Agreement at the “Parties”.

RECITALS

WHEREAS, the City is a non-charter optional municipal code city organized under the laws

of the State of Washington, with authority to enact laws and enter into interlocal and right-of-

way agreements to promote the health, safety, and welfare of its citizens, and

WHEREAS, the Port is a municipal corporation, with authority under the Revised Airports

Act, Chapter 14.08 RCW; the Airport Zoning Act, Chapter 14.12 RCW, the State Environmental

Policy Act (SEPA), Chapter 43.21C RCW; certain port district enabling statutes; and other state

and local laws, to exercise discretionary land use jurisdiction over real property located with its

boundaries, and

WHEREAS, Chapter 39.34 RCW (“The Interlocal Cooperation Act”) permits municipal

corporations to contract with one another to perform any act that each is independently

authorized to perform, and

WHEREAS, the City and Port recognize the public benefits that will accrue to the City, the

Port, and the community from construction of the Project, which are the improvements on South

216

Street fronting the Des Moines Creek West (“DMC-W”) property described in this

Agreement, including accelerating the potential development of the DMC-W, and

WHEREAS, the Port and City share the goals of leasing the DMC-W on a long-term ground

lease to allow for creation of a modern, quality commercial development that provides family

wage jobs, a new source of direct and indirect long-term revenue for both the Port and the City

and increasing trade opportunities for the region, and

WHEREAS, pursuant to RCW 36.70B.200, the City Council has authorized the City

Manager to enter into this Agreement, and

WHEREAS, the Parties are entering into this Agreement for the purpose of memorializing

their agreement concerning the payment of $1.5 million by the Port to the City for improvements

on the frontage of South 216

Street and the receipt of credit by the Port of $1.5 million toward

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any future transportation impact fees that the City might impose with respect to the development

of the DMC-W, and

WHEREAS, the Port Commission voted on July 24, 2018 to authorize the Port Executive

Director to enter into an agreement substantially in the form of this Agreement, and

NOW THEREFORE, in consideration of mutual promises and covenants and promises set

forth in this Agreement, and in the exercise of authority granted by the Interlocal Cooperation

Act, Chapter 39.34 RCW, the Parties hereto agree to the terms and conditions as follows:

AGREEMENT

1.0 DEFINITIONS

For purposes of this Agreement, the following terms, phrases, words, and their derivations are

defined below as follows:

1.1 Agreement. “Agreement” means this Interlocal Agreement approved by

appropriate action of the City and Port of Seattle.

1.2 DMC-W. Des Moines Creek - West, an approximately [20+-acre] property

owned by the Port that includes a parcel under purchase option with the

Washington State Department of Transportation (“WSDOT”) within the City,

which can be generally described as the area bounded by South 216

Street to the

south, the City-owned Des Moines Creek Trail property to the north, the Des

Moines Creek Business Park to the east and the Des Moines Terrace Addition

residential subdivision to the west.

1.3 DMMC. The City of Des Moines Municipal Code, Des Moines, Washington.

1.4 Transportation Gateway Project. The City’s project to construct transportation

improvements to South 216

Street right-of-way to accommodate multiple modes

of travel (pedestrians, bicycles, transit, automobiles, & freight) in support of the

DMC-W as well as accommodating future growth as reflected in the City’s

Comprehensive Transportation Plan. The project limits for that segment fronting

DMC-W is Segment 3 or South 216

Street between 11

Avenue South and 20

Avenue South as shown in Exhibit A.

1.5 Permitted Uses. The uses allowed on properties zoned Business Park (B-P) as

established by DMMC 18.52.010B.

1.6 Project. South 216

Street physical improvements, also known as South 216

Street – Segment 3, fronting Port and WSDOT property referred to as DMC-W”.

Work to also include project administration, design, ROW, and construction and

construction management.

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2.0 DES MOINES CREEK -- WEST

2.1 General. The DMC-W is envisioned as a thriving center for diverse light

industrial and commercial activities developed in phases in accordance with a Des

Moines City Council-approved Master Plan developed consistent with DMMC

18.105.050.

2.2 Project Phases. The DMC-W will be developed in the following three phases:

2.2.1 Execution of this Agreement with acknowledgement that this Agreement

may need to be amended as subsequent phase details for the Project are

developed.

2.2.2 Completion of frontage Project on South 216

Street connecting corridor

improvement between 11

Avenue South and 20

Avenue South by the City and

financed by the City, State Transportation Improvement Board, and this early In-

Lieu $1.5 million payment by the Port.

2.2.3 Solicitation of a developer and development of a DMC-W Master Plan

consistent with DMMC 18.105.050.

2.3 Future Agreements: The Parties acknowledge that this Agreement may

contemplate the execution and delivery of future agreements, documents,

instruments, and permits, the final form and contents of which are not presently

determined. The Parties agree to provide the necessary resources and to work in

good faith to develop the final form and contents of such documents, agreements,

instruments, and permits, and to execute and deliver the same promptly.

3.0 BACKGROUND DOCUMENTATION AND PREVIOUS AGREEMENTS

3.1 General. The terms of this Agreement and the development envisioned for the

DMC-W are influenced by a number of previous documents relied on to complete

DMCBP phases 1-3 including but not limited to the DMCBP Conceptual Master

Plan, DMCBP Draft and Final EIS, Traffic Trip Thresholds Technical

Memoranda, and Wetlands Delineation reports.

3.2 Development Requirements. The Port shall comply with all applicable

Development Regulations, except as modified by this Agreement or previous

agreements between the Parties.

3.3 Recreation Requirements. The Port, or an entity assigned this work by the Port

under a separate agreement, shall complete a Des Moines Creek Trail connection

starting from the north side of S 216

Street and going north through the DMC-

W property (Exhibit A). Specifications for construction of the new trail shall be to

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City Standards, consistent with those of the existing trails within Des Moines

adjacent to this property. The location of this trail within the property shall be

determined by the Port, and included as part of the DMC-W Master Plan. The

Parties anticipate that the Port will dedicate an easement for the area of the trail to

the City by the Port after the construction of the trail has been completed.

4.0 TRANSPORTATION INFRASTRUCTURE IMPROVEMENTS

4.1 Access and Internal Roadways. Roadways on the Property accessing South 216

Street and 20

Avenue South shall be built to City of Des Moines Street

Development Standards (Street Design and Construction Standards) as described

in this Section. An access tract approximately 50 feet wide has been preserved

for a connection from the DMC-W to 20

Ave South to the east and shown in

Exhibit A. This connection would provide the DMC-W access to the recently

constructed traffic signal at South 216

Street and 20

Avenue South. The final

roadway location will be determined after the planning for the DMC-W

development has been agreed with the Port and the City. [The Port intends to

include this road construction as a requirement of the future developer under the

terms of the ground lease.]

4.2 Frontage Improvements for the Project.

4.2.1 Consistent with DMMC 12.20.050(2) and in advance of the future

development of the DMC-W property, the Port will agree to make a one-

time advance payment totaling $1,500,000 (One Million, five hundred

thousand Dollars) to the City to fulfill the Port’s obligations regarding the

frontage improvements on South 216

Street for the Project.

4.2.2 The Parties acknowledge that due to the magnitude and complexity of the

Project, completing its construction in incremental stages would be

significantly more costly than constructing it as one integrated project,

given its alignment, comprehensive storm drainage systems, and other

utility improvements. Therefore, the Parties agree that in order to

minimize the overall roadway improvement costs, the improvements are

best completed at one time as part of an integrated project with advance

payment by the Port. In accepting the advance cash payment from the

Port, the City will take the lead and assume full financial responsibility for

the construction of the frontage improvements adjacent to South 216

Street. As a result, payment of $1.5 million as provided for in this

Agreement shall fulfill the Port’s total obligations in reference to the

Project being constructed by the City.

4.2.3 The City will notify the Port once the City’s Construction Contract for the

Project has been executed, and the Port will then make the $1.5million

payment to the City for the Project.

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4.3 Credit Towards Transportation Impact Fees. In consideration for the Port

contributing $1.5 Million to the City for the Project, the City shall credit the Port

with $1.5 million towards future Transportation Impact Fees (TIF) pursuant to

RCW 82.02.060 related to any improvements along DMC-W Street frontage that

the City may impose for the development of the DMC-W by the Port.

4.4 Project and System Improvements. The Port shall require the future ground lease

tenant to be fully responsible for the construction of other project related

improvements (the east-west roadway access to 20

Avenue South for example),

and any other physical and system improvements that may be identified in the

traffic impact analysis to be submitted as part of the Master Plan for the buildout

of the DMC-W.

5.0 VESTED RIGHTS AND TERM

5.1 Duration and Termination. This Agreement shall remain in effect for a period of

ten (10) years unless either (a) the Parties both agree to extend the Agreement for

an additional time period to be defined, or (b) the Project is fully developed

consistent with Master Plans approved by the City, or (c) the Agreement is sooner

terminated by the Parties.

6.0 CERTAINTY OF AGREEMENT

6.1 Agreement Deemed Controlling. This Agreement and any terms, conditions,

maps, notes, references, or regulations which are a part of the Agreement shall be

considered enforceable. In the event of a specific conflict with any provisions of

the DMMC, this Agreement shall take precedence. Unless otherwise provided by

this Agreement, the City’s ordinances, resolutions, rules and regulations, and

official policies governing permitted land uses, density, design, improvement, and

construction standards shall be those City ordinances, resolutions, rules and

regulations, and official policies in force at the time of the execution of this

Agreement.

6.2 Subsequent Actions. This Agreement shall not prevent the City, in subsequent

actions applicable to the Property, from applying new rules, regulations, and

policies which do not conflict with those rules, regulations, and policies

applicable to the Property nor shall this Agreement prevent the City from denying

or conditionally approving any subsequent development project application on the

basis of such new rules, regulations, and policies.

6.3 Changes in the Law. In the event that City, state or federal laws or regulations,

enacted after this Agreement has been entered into, prevent or preclude

compliance with one or more of the provisions of the Agreement, such provisions

of the Agreement shall be modified or suspended as may be necessary to comply

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with such state or federal laws or regulations following modification procedures

in Section 10 for an amendment or cancellation.

7.0 GENERAL PROVISIONS

7.1 This Agreement is executed in two (2) duplicate originals, each of which is

deemed to be an original. This Agreement consists of six (6) pages and one (1)

attached Exhibit and constitutes the entire understanding and agreement of the

Parties.

CITY OF DES MOINES PORT OF SEATTLE

___________________________________ ____________________________________

Michael Matthias Stephen Metruck

City Manager Executive Director

By direction of the Des Moines City Council By direction of the Port Commission

in Open Public Meeting in Open Public Meeting

on _______________ on __________________

Dated: Dated: ______________________________

Approved as to Form:

___________________________________

City of Des Moines Attorney

EXHIBIT LIST

Exhibit A: Planned Path to Des Moines Creek Trail and Access via S. 214

Street to 20

Ave S.

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EXHIBIT A