Loading...
2005, 09-29 Special Joint Council/BOCC Meeting MinutesAttendance: City of Spokane Valley Mayor Diana Wilhite Deputy Mayor Rich Munson Councilmember Dick Denenny Councilmember Mike DeVleming Councilmember Mike Flanigan Councilmember Gary Schimmels Councilmember Steve Taylor NOTES Joint City Council/ Spokane County Commission Meeting Thursday, September 29, 2005 11:30 a.m.- 1:30 p.m. Spokane Valley Council Chambers 1 1707 E. Sprague Avenue, Spokane Valley, WA 99206 City Manager Dave Mercier Deputy City Manager Nina Regor City Attorney Mike Connelly Deputy City Attorney Cary Driskell Public Works Director Neil Kersten Police Chief Cal Walker Senior Engineer Steve Worley Administrative Analyst Morgan Koudelka Public information Officer Carolbelle Branch City Clerk Chris Bainbridge Spokane County Commissioner Phil Harris Commissioner Mark Richard Commissioner Todd Mielke Chief Executive Officer Marshall Parnell Director Engineering & Roads Ross Kelley Deputy Prosecutor Jim Emacio Martin Rollins, Prosecuting Attorney's Office John Pederson, Assistant Dir. Bldg & Planning Others: approx 25 citizens Mayor Wilhite welcomed everyone to the meeting at approximately 11:45 a.m.; said that today is the County's turn to chair the meeting, and turned the meeting over to Commissioner Mielke. Commissioner Mielke also welcomed everyone to the meeting, and mentioned the listed agenda items for discussion. 1. Revisions for the Road Maintenance Contract — Ross Kelly, and Neil Kersten Spokane Valley Public Works Director Kersten explained some of the history of the progress of the road maintenance contract; that the bulk of the contracted work would occur next year; that half of the work is contracted privately, while the other half is with the County and deals with items such as snow removal; and added that not all details have been finalized. County Engineering and Roads Director Kelley stated he realizes there are many aspects to starting a new city, and that not all things happen simultaneously; that everyone wants an orderly transition if the City were to take over all aspects of running a city, including street maintenance; that the County felt a responsibility to assist when the City first incorporated; and a full transition needs to be discussed with all officials; that the County is willing to help in the transition; that the County uses seasonal and part -time helpers to help out in the Valley; and should the City wish to handle all city aspects; the County would not need to lay off anyone, but merely would not need the part time and seasonal help they now employ. Further discussion continued on the topic including taking over a part or all of the contract; street sweeping transition methods; the philosophy of contracts; the public's perception of when things go right or wrong; liability issues; revenue sharing; sales tax; privatization of some or all of the contract when using union employees; timeline for any transition; the idea of downloading some of the summer functions and the city finding alternate contracts for such things as sweeping; keeping a high level of Notes of Joint Meeting: 09 -29 -05 Page 1 of 4 service; other services such as landscaping and /or weed control; and the need for further research and discussion of the topic, which could lead to drafting a new contract with officials approval. It was also suggested that in looking at such transition, perhaps there should specific items should be defined that the City wants transferred, and whether those transitions should be further defined by splitting the issues between summer and winter services; and the idea of staff jointly preparing a list of items that would be reasonable to bring to the City's side was also mentioned. Questions for further consideration included whether both entities are willing to further discuss transition issues; long -term plans for the contract; the need to determine a timeline of when such decisions could be finalized; and to look at items in addition to road sweeping and what a longer term plan night look like for road maintenance. Councilmember Taylor mentioned that the City is a contract city and desires to maintain that philosophy. Commissioner Richard suggested the Commissioners review these issues within the next thirty days, and bring the topic back to the Board for their review and decision. 2. City /County Model agreements (me too clause) County Attorney Emacio explained that staff has been working towards finalizing agreements since December of last year and has come up with a standard form agreement which is easier to interpret. He explained that during the course of coming up with standardized provisions, the "me too" language was discussed. He stated that if the County provides similar services to other entities at a substantially reduced price, the County would consider changing the City's contract to make all services similar. He said that he deleted the "me too" provision as it was initially included in 2003/04 by the prior Board, and that this Board felt that clause was not necessary, and he was given direction to delete it. Mr. Emacio further stated that he and Deputy City Attorney Driskell came up with standard language; but that Mr. Driskell noticed the "me too" clause wasn't included. Mr. Emacio said that he cannot include such clause without the approval by the Board; adding that if the County offers that methodology to similar size cities, then it should do so also to Spokane Valley, but use a different figure for different size cities; and would leave the exact verbiage to the officials. Deputy City Attorney Driskell added that the underlining premise for that clause was to respect the notion that neither jurisdiction should be subsiding the other; that if we get a service, we should be paying for it in keeping with the gifting of public funding. Discussion on this agenda item then included the work involved in identifying the service costs throughout all contracts; the need to be fair to the payer and the provider; and the affect of the new proposed language. Attorney Driskell suggested changing the verbiage to read: "the county shall not provide similar services to other municipalities at a reduced cost." Further discussion included the settle and adjust; whether the assurance language is necessary; the need for flexibility; defining what constitutes a smaller city; overhead allocation levels; and ending with the County stating its opposition to the language proposed by Mr. Driskell as it is substantially different from what is now in the contract. Commissioner Harris stated that the County is not subsidizing anyone, and if the City can show they (the County) are over charging, to bring such information forward. It was also mentioned that the 2004 contract is not yet reconciled. Commissioner Mielke stated that there are specific circumstances that create differences; with some smaller towns the services are diminished in nature; the difference doesn't justify the staff time to quantify all the minute differences. 3. interlocal Agreement Re Joint Planning Commissioner Mielke made reference to the Commissioner's September 29, 2005 letter regarding the Draft lnterlocal Agreement; and stated the Commissioners would like to postpone further discussion of this until the next meeting. Deputy Mayor Munson stated that the Steering Committee meeting is set for November 16` and suggested if we came up with an agreed upon product, we could let them take it from there to see if it can be applied to their situation; and said he would like to have a date certain of an outcome to this process in order to give the Steering Committee time to review and comment. Commissioner Mielke stated that the draft agreement covers a number of elements, including transportation, stonnwater, impact fees, and questioned whose standards would be used Notes of Joint Meeting: 09 -29-05 Page 2 of 4 Further discussion of issues included interest in adopting model language regarding the different elements; the most appropriate way to present the issue formally to the Steering Committee; the work of the sub - committee; what the scope of joint planning entails and whether it includes annexation; adjacent infrastructure placing a strain on City infrastructure; traffic flows; and how to fund traffic mitigation. Because there are multiple elements to this issue, Mayor Wilhite suggested convening another joint study session to discuss this issue possibly in October, and stated she would work to set up such a meeting. Commissioner Harris suggested doing away with the steering committee as it is a means for delay and is no longer needed. Attorney Connelly stated that there is a proposed motion to go to the steering committee, which motion clearly states that adoption of a joint planning agreement will not be evidence of' an intent for opposition to annexation for any purpose; and also that there is a draft joint planning agreement only for the Turtle Creek area as that was the area of concern to the Valley Council. Attorney Connelly recommended reconvening the sub- committee before the steering committee meeting, and have them review the proposed motion; and he added that he would be happy to work with Martin and Stan and others involved, to come up with a more generic joint planning agreement to use for all jurisdictions, and further that the motion should likely be modified to give direction to all jurisdictions to allow them to conduct those negotiations. 4. Urban Growth Areas Commissioner Mielke suggested skipping this topic or keeping it very brief due to time constraints. Martin Rollins and John Pederson spoke on this topic, stating that it is their understanding that the request is for an inventory of the applications with regard to their impact on Urban Growth Boundaries, in the form of maps; that County staff has maps with them but that much of this information is included on the shared GIS system. Mr. Mielke said that they have over 200 applications which were received for consideration under the update of the Comprehensive Plan; that they have been uploaded onto the system; and while difficult to put them on a rnap, they did bring maps depicting the existing UGA as well as vested plats. 5. Applewav Rif!ht- of -wav Transfer Mr. Mielke turned the discussion to the Appleway right -of -way transfer; and the document to review to determine whether it is acceptable to the parties; that the Country had an old draft quit claim decd prepared by the previous Board; that Mr. Driskell reviewed the document and submitted a letter requesting a number of language adjustments; and that the Board reviewed the letter with Mr. Rollins to determine if those adjustments were captured in this new document. Discussion centered on the document letter language, the purpose of page 2 paragraph one; that is the only thing that did not get specifically changed; as it stated that the property shall be maintained in good condition for transportation purposes; and Mr. Driskell's letter suggested that while not legally objectionable, under the current set of circumstances that everything seems to be progressing fine and questioned the need to address that issue; but that the Board's concern is more on how to protect the area in the future; so the issue is, is it maintained in good condition to provide access for service" Regarding the next bullet seeking clarification of any improvements made regarding the maintenance, altering the sewer (top of page 3), County staff stated the intent is to make sure it is applicable to the permitting process of the City of Spokane Valley. Mr. Driskell said he feels the concepts appears to have been addressed and he would review the specific language. Regarding other items, County legal staff suggested Mr. Driskell review the issue and contact the County's legal staff with any further questions or concerns. Mr. Pederson explained the proposed changes in the document; and in reference to Mr. Driskell's June 21, 2005 letter, item (6), that staff indicated that everything they are aware of has been turned over to City of Spokane Valley staff; and regarding (7) concerning the detailed maps, Mr. Pederson indicated it is his understanding that has occurred and is the same G1S information available to both jurisdictions. Mr. Pederson said he would like to give City of Spokane staff time to review the language; and should be able to fine -tune the document soon. Notes of Joint Meeting: 09 -29 -135 Page 3 of 4 Attorney Connelly asked the purpose of the reversionary language in page 2 of 6, paragraph 1; and why that is tied to maintenance; as it stated that if the property is not properly maintained in good condition, the property could revert to the County. Mr. i?macio stated that the reversionary language was to address transportation purposes; to which Mr. Connelly responded that further language edits need be made to separate the maintenance from the reversionary interest, to which Mr. Emacio agreed. Mr. Connelly also stated if maintenance is solely for access, it might be good to put that right next to the word "maintained" to be clear that is what is being referred to. Mr. Emacio agreed. Mr. Connelly asked who would be responsible if contaminants are found under the roadway, to which Mr. Pederson stated the property would be given "as is," and would be in the same condition in which the County received it when granted to them from the railroad. Attorney Connelly preferred not to have "as is" language, but since the issue is potential contamination, there should be specifically spelled out who has responsibility for that property; or perhaps refer to some federal regulation that will allocate responsibility according to an existing scheme; because "as is" leaves room for too many unknowns. Attorney Connelly stated he would like that clarified. Mr. Emacio said he would be happy to review those issues; and added that it is the County's intent to make it clear when ownership is passed to the Valley, that the County is no longer owner and except for any contamination they (the County) personally did to the site, they are not going to assume responsibility. Commissioner Richard added that all documents have been turned over to the City, and full disclosure is another key clement to property transfer; and that the County has given to the City of Spokane Valley all information they might have had concerning any environmental concerns the of the County. Commissioner Mielke agreed adding that it is his understanding also. Mr. Connelly asked for written verification of that for the record, that all documents and items have been transferred. Mr. Mielke stated that staff will continue fine- tuning this, and will send a letter acknowledging that all documents they are aware of have been sent to the City of Spokane Valley, with regard to any history on this property. 6. 1/10 of 1% Local Option Sales Tax for new and Expanded Mental Health Services Mr. Mielke stated that last week, Spokane County took action to place on November's ballot for public approval, a 1 /10 of 1% local option sales tax for mental health services; that this is something the legislature granted the authority for local jurisdictions to impose; the authority was granted without placing the matter before the citizens for a vote, but that it will be placed on the ballot as an advisory vote. Commissioner Richard explained the proposal; that the mental health system has between a four and seven- million dollar shortfall in the budget; and that they spent almost all risk reserves; that the shortfall comes from in part from trying to fix a funding problem which occurred in the 05 legislative session; the Legislature attempted to patch a huge hit given at the federal level regarding Medicaid dollars, and all looked in good shape until after the Legislature convened and there was some movement in adjustment of how those dollars would be allocated; and in that adjustment, the County was left with a projected shortfall. If approved as a citizen advisory vote, this tax would raise an estimated $6.5 million dollars annually, after the first year of raising four to five million dollars; still leaving the County short as revenues would not be realized until the end of June or early July. Commissioner Richard stated that this tax in an effort to assist those who cannot assist themselves; and not taking care of the mentally ill has a ripple affect on the entire community; and if nothing is done, additional cuts in addition to the 20 -25% cuts already made in the mental health system, would be necessary. In the interest of time, the meeting was adjourned at 1:46 p.m. and any items not covered will be added to the next agenda. Respectfully submitted, Chris Bainbridge, City Clerk Spokane Valley Notes of Joint Meeting: 09 -29-05 Page 4 of 4 Joint Spokane Valley Council & Spokane County Commissioners September 29, 2005 AME ADDRESS PHONE # rt.. .1 ii. _ • * w„ 1 "77 7/0 0 , • - 1 •i _. ..,._ . _ r .... i - - mb L_ C-2o X ./ ag(93 G il k - cfr*6a 1.117A ce. _- / 7 S f -6-76 ! — ,r/1 -- -- 1",a J -- .. ,-I 22 Z G-,-", Sot-- 7* - !O ?a 9 d . • - .e- ail ,ae6_. c 797 .l. 72 -/- vg y 1M I 1 7 4 7 7 e/0 6LTzle c i(3 /2„ C- 7C Tn. -35 - r-) . A7 ' - o • ci , 5? y t42 c/F - RD ?), � - ys 3 .3 V , ...., _ 1/ &AI t:4 • �,. / ' A &La. %�,ad-,/ 46 id 1 , 7022 533 _ 44� l ' _; ..! .: 7 E 3 t X6 ) 7 Z (7 ( ( /ttl[[ Lt 1 177 -7g / ` - V _ ..18- 070 De4-h 7 a,Lg_ ill/ w f 2,. it ge,i- s .e,,, i. -e ,/ / ,., P / ? aV6 f. gdi cr 7- 2,7 ).°‘ - 4 9 1 Joint Spokane Valley Council & Spokane County Commissioners September 29, 2005 Joint Spokane Valley Council & Spokane County Commissioners September 29, 2005 NAME '5e,rv:_ ADDRESS PHONE # OFFICE OF COUNTY COMMISSIONERS TODD MIELKE, .I. ST DISTRICT • MARK RICHARD, 2ND DISTRICT • PHILLIP D. HARRIS, 3RD DISTRICT September 29, 2005 Honorable Diana Wilhite, Mayor City of Spokane Valley 11707 E Sprague Avenue, Suite 106 Spokane Valley, \VA 99206 RE: Draft .interlocal Agreement Dear Mayor Wilhite.: The Board has received your letter dated August 30, 2005 and the draft Interlocal Agreement Regarding Joint Planning between the City of Spokane Valley and Spokane County dated September 6, 2005. We appreciate your good faith effort in taking this first step toward preparing a draft interlocal agreement as a means to initiate inter- agency coordination. It is our desire to work cooperatively with you to develop an interlocal agreement acceptable to both entities. Ultimately, it makes sense to have the Steering Committee adopt model language that reflects concerns from all jurisdictions that would serve as a template for future Joint Planning Agreements. We believe it would be most productive to convene a joint study session between the Board and City Council and appropriate staff to compare any and all proposals and counter- proposals for a workable interlocal agreement. Please contact the Clerk of the Board, Daniela Erickson, at 477 -2265 to coordinate scheduling a joint study session. This joint study session should be scheduled as soon as possible. We look forward to working with you to accomplish this important joint planing task. Sincerely, lip D. Harris, Chair cc: Rich Munson, Deputy Mayor Michael DeVleming, City Council Member Steve Taylor, City Council Member Gary Schimmels, City Council Member Mike Flanigan, City Council Member Dick Denenny, City Council Member 7 d Mielke, Vice -Chair Mark Rich• rd, Commissioner 1116 WEST BROADWAY AVENUE • SPOKANE, WASHINGTON 99260 -0100 • (509) 477 -2265 Emacio, James From: Emacio, James Sent: Sunday, September 11, 2005 12:56 PM To: 'CDriskell @spokanevalley.org' Cc: Farnell, Marshall; Gemmill, Gerry; Paul, Downs Subject: Assurance Clause Cary: I have been trying to come up with some language which might be acceptable to our respective clients with regard to the above issue. At the present time, you have suggested continuation of the 2003 -2004 language which provides as follows: SECTION NO. 17 ASSURANCE The CITY desires to ensure that if the COUNTY provides similar services to other municipalities at significantly reduced comparable costs, that the CITY can initiate negotiations with COUNTY to take advantage of the methodologies giving rise to the reduced comparable costs for the remaining tern of this agreement. Accordingly, the PARTIES agree to meet prior to September 1 of the current year to discuss the use of any other methodologies by the COUNTY for providing similar services to other municipalities. The PARTIES shall in good faith attempt to renegotiate the methodology set forth in Exhibit 2. An inability to renegotiate methodology shall not be subject to Section 17. As 1 understand that language there is no obligation on the part of the Parties to agree to a new methodology. We are only required to meet and discuss in good faith a new methodology. And failure to do so is not subject to the Dispute Resolution section. is that your understanding? So, if the parties do meet and in good faith can't resolve the new methodology, neither party has a right to bring an action for breach of the agreement. We could only exercise our right to terminate. If that. is your understanding, and recognizing that the County may treat entities having smaller populations differently, I am wondering if you might agree to add the following underlined language: SECTION NO. 17 ASSURANCE The CITY desires to ensure that if the COUNTY provides similar services to other municipalities havim4 a similar population at significantly reduced comparable costs, that the CITY can initiate negotiations with COUNTY to take advantage of the methodologies giving rise to the reduced comparable costs for the remaining term of this agreement.. Accordingly, the PARTIES agree to meet prior to September 1 of the cun year to discuss the use of any other methodologies by the COUNiTY for providing similar services to other municipalities. The PA.R.TIES shall in good faith attempt to renegotiate the methodology set forth in Exhibit 2. An inability to renegotiate methodology shall not be subject to Section 17. Of course, I have not discussed this language which my clients. 1 am just trying to find some common ground. Regards, Jim Spokane June 21, 2005 James Emacio Chief Civil Prosecuting Attorney 11 15 .East Broadway, Second Floor Spokane, WA 99260 Re: Quit Claim Deed issues on Old Milwaukee right - of - wary Dear Jim: 11707 E Sprague Ave Suite 106 • Spokane Valley WA 99206 509.921.1000 • Fax: 509.921.1008 • cityhall@spokanevalley.org I have itemized the issues the City would like to discuss further in relation to the transfer of the old Milwaukee Rail ROW that the City is considering for extension of the Appleway Couplet. (1) Page 2, # 1, second line — I think the words "and shall be properly maintained in good condition for these purposes." should be removed. While such language is not legally objectionable, it is wholly unnecessary under the circumstances. I believe the City has demonstrated its ability and desire to maintain its property in good condition. (2) Page 2, # 2, first paragraph — I would like to clarify hi this paragraph that any right to operate, maintain, alter, construct, etc. the sewer or road is subject to all applicable permit requirements the City has adopted for such activity.. (3) Page 2, # 2, second paragraph — the words "or allow to be caused" are not acceptable in this context due to the following sentences, which state that "any such damage is the sole responsibility and liability of Grantee and hereby covenants with Grantor that Grantee will pay for any damage done at any time hereafter to the sanitary sewer lines, their appurtenances and the access road." We will be responsible for, and pay for; damage we cause, but we should not he a guarantor for damage caused by others. (4) Page 3, # 4, first paragraph — the bottom line refers to uses of the property, and that Grantee shall grant an easement related to public transportation uses.. This sentence should end after. "...joint use of the Property for public transportation purposes." The remainder of'that paragraph should be removed. We also need to clarify to whom the City would grant an easement to. It is not clear if it is intended to be Spokane County, or another entity that may propose a form of public transportation for that area. (5) The City should have the right to place utilities, public or private in the ROW, and make other reasonably related uses of the ROW. In the donation document the language should read, "transferred and conveyed for street, utility (public and private), and all. other reasonably related purposes consistent with the authority of the City to control and manage the property under the laws of Washington." (6) Page 2, #3, Obviously, both jurisdictions are concerned about the potential for contamination, given the history of the property. Please verify that the County has provided the City with all documentation the County has regarding potential contamination related to the property. The City can then determine whether it wants to have a full environmental assessment done on the property. (7) Please provide a detailed map or GIS information layer detailing the boundaries of the ROW, both at the time of the transfer to the County, and now. That map or GIS information should also show any portions of the R.OW that is encumbered in any way, such as a lease, license to use, or sale to an outside entity. This is important so the City knows exactly what is subject to the transfer, and any .limitations that may exist for future use. I look forward to your response. if you have any questions or comments, please feel free to contact me. CPD /pd c: Dave Mercier, City Manager Neil Kersten, Public Works Director Very truly yours, Cary P. Driskell Deputy City Attorney AFTER RECORDING RETURN TO: Daniels Erickson, Clerk of the Board Board of County Commissioners 1116 West Broadway Spokane, WA 99260 GRANTOR: GRANTEE: ABBREVIATED LEG: PARCEL. NO.: QUIT CLAIM DEED SPOKr iNE COUNTY CITY OF SPOKANE VALLEY Sec. 17,'rwp 25N, Rng 45 E, See. 21, 22, 23 & 24, Twp 25 N, Rng 44 E, Sec. 19, 18 & W 4 of Sec 17, Twp 25 N, Rng 45 E. (See legal description) GRANTOR, SPOKANE COUNTY, a political subdivision of the State of Washington, having its principal place of business at 1116 W. Broadway Avenue, Spokane, Washington 99260 and in consideration of ten (10) dollars and other valuable consideration, conveys and quitclaims to GRANTEE, the CiTY OF SPOKANE VALLEY, a municipal corporation of the State of Washington, having its principal place of business at 11707 L. Sprague Avenue, Suite 106, Spokane Valley, Washington 99206, the following described real property situated in the County of Spokane, State of Washington, hereinafter, "Property", together with all after - acquired title of the GRANTOR therein: All that portion of Chicago, Milwaukee, St. Paul and Pacific Railroad Company's Dishrnan to Coeur d'Alene Branch Line right of way, from the eastern right of way Zinc at University Road to the center section line of Section 17, Township 25 North, Range 45 East, W.M., lying within Sections 21, 22, 23 and 24, all in Township 25 North, Range 44 East, W.M., and Sections 19, 18, and the West %, of Section 17, all in Township 25 North, Range 45 East, W.M. The GRANTOR conveys and quitclaims to GRANTEE only that portion of GRANTOR'S interest in the Property that GRANTOR acquired as Grantee of a certain quitclaim deed from Richard B. Ogilvie as Trustee of the property of Chicago, Milwaukee, St. Paul and Page 1 of 6 Pacific Railroad Company, dated December 17, 1980 and recorded in Auditor's File Number 8012230081, records of Spokane County, Washington. This conveyance is subject to all existing licenses, easements and deeds of record, and all other encumbrances, exceptions and reservations of record. This conveyance is contingent upon the unqualified acceptance and acknowledgement by GRANTEE as to all special conditions and reservations herein. This conveyance is also subject to the following additional conditions and reservations: 1. The Property shall remain that of the GRANTEE so long as it is used solely for transportation purposes for the public and shall be properly maintained in good condition for these purposes. This is a defeasible condition, and should the Property be used for purposes other than transportation then it shall automatically revert to the GRANTOR. For the purposes of this condition, the term "transportation" shall mean the movement of passengers or goods by vehicular means. This condition shall not prohibit GRANTEE from granting licenses for the location, operation and maintenance of public utilities over and along the Property. or from using said property for street, utility (public and private), and all Other reasonably related purposes consistent with the authority of the GRANTEE to control and manage the Property under the laws of the state of Washington. so long as said license or use does not otherwise interfere with the transportation purposes hercinabove or the easement reserved by GRANTOR in paragraph 2 hereinafter. 2. GRANTOR shall retain a perpetual easement itt the Property in its entirety to operate, repair, maintain, alter, construct, and reconstruct any public utility_ infrastructure owned or controlled by Spokane County including but not limited to its sanitary sewer lines, together with any and all necessary appurtenances thereto (the "Sewer System) over, across and under the Property. GRANTOR shall retain free, open and unobstntcted right of ingress and egress to the Property for access to the said public utility infrastnucture, Sewer System and to other parcels owned by GRANTOR abutting the Property and shall also retain the right to maintain and re- establish the access road on the Property for the aforementioned purposes. Page 2 of 6 PR,OVI.I)ED: that any such rights retained by GRANTOR to operate. repair, maintain, alter, construct and reconstruct the public utility infrastructure or the Sewer System. or to maintain and re- establish the access road. are subject to any applicable permit requirements that GRANTEE has lawfully adopted for such activity. GRANTEE will not cause or allow to be caused, either directly or indirectly throat h the ,rantin of •errmts easements. licenses leases franchises or other similar privileges. any damage to the Sewer System or access road. GRANTEE understands that any such damage is the sole responsibility and liability of GRANTEE„ and GRANTEE covenants with GRANTOR that GRANTEE will pay for the acntal cost of any such damage done at any time hereafter to the Sewer System or the access road. GRANTEE shall require a condition of an ' erson or entity who receives a •ermit easement license lease franchise r other similar privile e from GRANTEE to obtain liability insurance in the amount et ual to that amount required by Spokane_Gounty public works contractors, and shall require said person or entity to indemnify, defend and hold harmless GRANTOR, its officers, o fficials and employees from darnaes to the public utility infrastructure, Sewer System or access road which may arise from such person or entity's conduct. 3. GRAMME represents and warrants that GRANTEE is acquiring the Property "as- is, with all faults" and with any and all patent and latent defects including those relating to the environmental condition of the Property. GRANTEE represents to GRANTOR that GRANTEE is aware of and assumes the risk that hazardous substances may be present on, under, in or about the Property. GRANTEE shall indenmify and hold harmless and hereby waives, releases and discharges forever GRANTOR, its officers, employees and agents from any and all present and future, known or unknown, claims, demands, causes of action, damages, losses, penalties, court costs and attorney fees arising from or in any way related to: a) any latent or patent condition oldie Property; b) any bodily injury or death or loss or damage to the Property of any person in any manner arising from the acts or omissions of GRANTOR, its officers, employees and agents in connection with Page 3 of 6 the envy upon or use of the Property; and/or c) any presence, use, storage, generation, manufacture, transport, release, leak, spill, disposal or other handling of any hazardous substances in, on, under or about the Property. The term "environmental condition" includes those conditions encompassed by any federal, state or local statute or ordinance, regulation, code, rule, order, judgment, decree, injunction or common law pertaining in any way to the protection of human health or the environment, including without limitation, the Resource Conservation and Recovery Act, the Comprehensive Environmental Response, Compensation and Liability Act, the Toxic Substances Control Act, the Model Toxics Control Act, or any similar or comparable federal, state or local law. The term "hazardous substance" means any hazardous, toxic, radioactive or infectious substance, material, contaminant, or waste defined, listed or regulated under any environmental law, and includes without limitation, petroleum oil and any of its fractions. 4. GRANTEE shall provide an unobstructed easement to G.RANTQR Spokane Coln free of charge over, across and under the Property for, and shall fully cooperate in, the future joint use of the Property for public transportation purposes„ 5. Wherever referred to herein, the term GRANTEE shall apply to GRANTEE, its successors, assigns, heirs, executors, administrators or designees, who shall be severally and collectively liable for any and all performance hereunder. Wherever referred to herein, the GRANTOR shall apply to Spokane County, its successors, assigns, heirs, executors, administrators or designees, who shall be severally and collectively liable for any all performance hereunder. DATED this day of , 2005. 13OARD OF COUNTY COMMISSIONERS OF SPOKANE COUNTY, WASHINGTON Page 4 of 6 Deleted: including, but not limited to, public high capacity transpmLUioo, including any and ell Gunn otli moourusl, and the tile, and GRAdd1'E£ shall °che ise maintain she property so AS to enures that it remains eomp71 '1e with transit - oriented deieloparxnt of any and all types ATTEST: Todd Mielke, Vice -Chair By: Daniela Erickson, Deputy Mark Richard, Commissioner Clerk of the Board STATE OF WASHINGTON ) ) ss. County of Spokane ) Phillip D. Harris, Chair On this day of , 2005, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Phillip D. Harris, Todd Mielke, and Mark Richard, to me known to be the individual(s) that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said individual(s), for the uses and purposes therein mentioned, and on oath stated that he/she were authorized to execute said instrument, and that the seal affixed is the seal of said County. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal the day and year first written above. NOTARY PUBLIC in and for the State of Washington, residing at Spokane. My commission expires: Acknowledged and Accepted by: DATED: CITY OF SPOKANE VALLEY: Attest: By Its: City Clerk (Title) Page 5of6 STATE OF WASHINGTON ) ) ss. County of Spokane ) On this day of , 2005, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared to me known to be the individual(s) that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said individual(s), for the uses and purposes therein mentioned, and on oath stated that he/she were authorized to execute said instrument, and that the seal affixed is the seal of said County. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal the day and year first written above. NOTARY PUBLIC in and for the State of Washington, residing at Spokane. My commission expires: Page 6 of 6