13-183.00 Hanson Center East Property Owner's Association LICENSE AGREEMENT
This License Agreement (the "Agreement") is made and entered into this t O day of
October, 2013, by and between Hanson Center East Property Owner's Association, a Washington
non-profit corporation, (hereinafter referred to as the "Association") and the City of Spokane
Valley, a municipal corporation,(hereinafter referred to as the "City"),
WITNESSETH:
WHEREAS, the City, through its Public Works Department, is constructing the Sullivan
Road West Bridge Replacement Project under Project No. 0155, and as part of the construction of
this project it is necessary for the City to temporarily move a portion of the Centennial Trail across a
portion of the Association's land, Spokane County tax parcel 45132.0310, as shown on attached
Exhibit"A"; and
WHEREAS, the Association is willing to grant a license to the City to allow a temporary
detour of the Centennial Trail across the Association's land on the terms and conditions set forth
hereinafter; and
WHEREAS, Hanson Industries, Inc., (hereinafter referred to as "Hanson") may acquire a
portion of the Association's real property, and Hanson is therefore interested in the terms and
conditions of this Agreement and has agreed to the terms of this Agreement as indicated by
Hanson's signature hereinafter;
NOW, THEREFORE, in consideration of the premises, the payments to be made by the
City to the Association as set forth herein, and the mutual benefits to be derived by the parties
hereto, the adequacy and sufficiency of which is hereby acknowledged by each of the parties, it is
agreed as follows:
1. The recitals set forth hereinabove are incorporated herein by reference as though
fully set forth below.
2. The Association hereby grants to the City a license for ingress and egress over,
across and upon that portion of the Association's property as shown by the "dash" marks on Exhibit
"A" from the date hereof until the completion of the Sullivan Road West Bridge Replacement
Project. The Association agrees that the City,through its project contractors,may construct, operate
and maintain a temporary Centennial Trail Detour across the Association's land as shown on
attached Exhibit "A". The temporary trail shall consist of crushed gravel placed and compacted on
existing native soils as shown on Exhibit "B", attached hereto. Upon completion of the
aforementioned project, the crushed gravel material shall be removed and the trail area shall be
restored to match its original condition, all at the sole cost and expense of the City. The temporary
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Centennial Trail Detour will be used only during periods of time when the Centennial Trail is closed
by construction activities directly under the Sullivan Road bridges,which is anticipated to be a total
of approximately 60 calendar days at various times during construction of the above referenced
project.
3. The City understands and agrees that this License is revocable by the Association at
any time. In addition, the City further understands that Hanson may acquire a portion of the
Association's property which is encumbered by this License. In such event, Hanson shall also have
the right to terminate this Agreement. In the event of any termination by the Association or Hanson,
or any other assignee or grantee of the Association, notice of such termination shall be in writing
and shall be given to the City not less than 60 days prior to the termination date. In the event of
such termination prior to completion of the project, the Association, Hanson or any other assignee
shall have the right to require the City to remove the temporary trail prior to the completion of the
aforementioned Sullivan Road West Bridge Replacement Project and the City agrees to have its
contractor remove the crushed gravel material and restore the trail area to match its original
condition. The Association understands and agrees that neither the Association nor any purchaser,
including Hanson, shall have the right to receive any additional compensation from the City for this
license unless the project design changes in such a manner as to require additional negotiations
between the City and the new owner.
4. The City shall pay the Association an amount equal to the Association's legal fees
incurred in this matter in the sum of$787.50. Said payments shall be made upon the execution of
this Agreement by the City.
5. The City shall cause the temporary Centennial Trail to be maintained and repaired in
a good and workmanlike manner until the trail is removed. Neither the Association nor any of its
grantees shall be responsible for the failure of the City to maintain the trail. The City shall hold the
Association and any subsequent grantees, such as Hanson, harmless from any liability for personal
injuries, property damage or for loss of life or property resulting from or arising out of the use by
the public or the City of that portion of the Association's property upon which the Centennial Trail
detour is used,including any damage to any of the Association's property by the City,its employees,
invitees or contractors, which is not occasioned by an act of misfeasance by the Association. The
City shall name the Association as an additional insured on the City's relevant insurance policy.
6. It is agreed that this Agreement is specific to the City and shall not inure to the
successors or assigns of the City except as set forth herein.
7. In the event legal action is instituted to enforce or interpret the terms of this
Agreement, the prevailing party in such action shall be entitled to recover its reasonable attorney's
fees and costs incurred in such action, as determined by the court(s). In the event of any appeals
from such actions, the prevailing party shall be entitled to recover its reasonable attorney's fees and
costs incurred in such appeals, determined by the court(s). The term "costs" shall include, in
addition to statutory costs and disbursements, all costs associated with discovery depositions, expert
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witness fees, and out-of-pocket costs incurred by the prevailing party in the prosecution or defense
of the action. For the purpose of this Paragraph 7, the term "action" shall be deemed to include any
proceeding commenced in any court of general or limited jurisdiction, including any proceeding
commenced in the bankruptcy courts of the United States. Venue and jurisdiction for any action
shall lie in Spokane County,Washington.
8. This Agreement shall not be recorded, nor shall any notice or memorandum of this
Agreement be recorded.
9. All notices, requests, demands, elections, offers, acceptances and other
communications required or permitted to be delivered under this Agreement shall be in writing and
deemed given or received,as the case may be,upon the earlier to occur of:
(a) actual receipt by the addressee thereof,including facsimile receipt,
(b) three days after deposit in the United States mail, postage prepaid, registered or
certified mail,return receipt requested,or
(c) on the date the notice is delivered by a reputable professional courier services
addressed to the party to whom given at the address set forth below or such other
address as may be designated by written notice delivered to the other party.
�� ESS WHEREOF,this Agreement has been executed this 1 D day of
2013.
Hanson Center East
Properties Owners Association
By" ►`
Robert Boyle—Preside
Phone: (509)922-5252 APPROVED:
Address: 15807 E. Indiana Ave.
Spokane Valley,WA 99215
B y
APPROVED AS TO FORM: Public Wo s Director,City of Spokane Valley
Hanson Industries,Inca
By
Robert Boyle—Presid-4
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