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003-07 - GEM 1, LLC - ContractREIMBURSEMENT AGREEMENT FOR UTILITY SYSTEM IMPROVEMENTS -fb- This Agreement ("Agreement") is made and entered into this 6 of July, 2007 ("Effective Date") by and between the City of Port Orchard, a municipal corporation ("City"), and GEM 1, LLC, a Washington limited liability company ("Developer") (individually a "Party" and collectively the "Parties"). RECITALS A. City is a second class city located in Kitsap County, Washington, duly organized and operating under Chapter 35.23 RCW and is authorized to furnish water and sewer service to property owners within and without the City in the manner provided by law. B. City's capital improvement plan ("CIP") provides for the construction by the City of certain capital water facilities including an approximately 1,100,000 gallon reservoir, pump station and other related improvements. C. In that City is unable to fund the construction of the above described capital water facilities at this time, Developer is willing to construct these water facilities, as described and depicted on Exhibit A attached hereto and incorporated herein by this reference ("Water Facilities"), at the Developer's cost and be reimbursed by the City for such cost on the terms and conditions set forth in this Agreement; now, therefore, AGREEMENT In consideration of the following terms and conditions, the Parties agree as follows: l . Constriction of Water Facilities. Developer shall construct at its own expense the Water Facilities in accordance with a design and specifications approved by the City. Upon completion of construction of the Water Facilities and approval of the construction by the City, the City shall accept and own the Water Facilities as facilities of the City. Maintenance and operation costs of the Water Facilities after acceptance by the City shall be borne by the City. 2. Cost of Water Facilities. Following the completion of construction of the Water Facilities and as a condition of final acceptance of the Water Facilities by the City, the Developer shall certify to the City the final design, engineering, construction and restoration costs incurred by the Developer directly applicable to the construction of the Water Facilities and shall submit such supporting vouchers, invoices and other data as the City may require to the City to substantiate the certified costs ("Certified Costs"). The City reserves the right to approve, or modify and approve, the Certified Costs as reasonable and subject to reimbursement to the Developer. REIMBURSEMENT AGREEMENT FOR UTILITY SYSTEM IMPROVEMENTS - Page I of 5 41,�,6A) City Developer 3. Amount and Method of Reimbursement. After the City's approval of the Certified Costs, the Developer shall be reimbursed by the City the amount of One Thousand Dollars ($1,000.00) per Equivalent Residential Unit that connects to the City's water service system in what is commonly known as the Western Service Area, which is depicted on Exhibit B attached and incorporated herein by this reference (the "Reimbursement Area"). Reimbursement payments made pursuant to this Agreement shall be paid to the Developer on a quarterly calendar basis commencing at the end of the first calendar quarter following the City's final approval of Certified Costs. 4. Notices. All notices to be sent to the Developer, including amounts collected under this Agreement, shall be sent to the Developer at the following address: GEM 1, LLC 4978 SW Lake Flora Road Port Orchard, WA 98367 All notices to be sent to the City shall be sent to the City at the following address: City Clerk City of Port Orchard 216 Prospect Street Port Orchard, WA 98366 The Developer is responsible for providing the City with a valid mailing address throughout the duration of this Agreement. The Developer shall have the right upon sixty (60) days prior written notice to the City to change the address where payments of the reimbursement amounts are to be sent by the City. The City shall send the amounts payable to the Developer under this Agreement to the Developer's mailing address by mail. Any amount being returned by the postal service for any reason shall automatically become the funds of the City six months from the date of the return of the mailing and shall be placed into the City's Cumulative Reserve Fund — Water -Sewer Capital Outlay Debt Service and Maintenance and Operation, pursuant to POMC Chapter 3.36 5. Termination of the Right to Reimbursement. This Agreement shall remain in force and effect for fifteen (15) years from date of the City's approval of the Certified Costs pursuant to Section 2 herein or full reimbursement of Developer's costs, whichever occurs first (the "Reimbursement Term"); provided the Reimbursement Term shall be extended for the time duration of any moratorium, phasing ordinance, concurrency designation, or other governmental action that prevents making applications for, or the approval of, any new development within the Reimbursement Area. REIMBURSEMENT AGREEMENT FOR UTILITY SYSTEM IMPROVEMENTS - Page 2 of 5 City �1 - Developer 6. Entire Agreement-. Binding Nature. This Agreement constitutes the entire agreement between the Parties concerning reimbursement for the cost of the Water Facilities and is binding upon the heirs, executives, administrators, successors and assigns of the Parties. 7. Exhibits. All exhibits referred to in this Agreement are by this reference made a part of this Agreement as though set forth in full. 8. Assignment. The Developer shall have the right to assign its rights and obligations under this Agreement only upon sixty (60) days prior written notice to the City. In the event of an assignment, such person or entity shall be referred to as the Developer or "Developer's Assigns". 9. Effective Date. This Agreement shall be effective the date set forth above ("Effective Date"). 10. Time of Essence. All time limits set forth herein are of the essence. The Parties agree to perform all obligations under this Agreement with due diligence. 11. Further Action. The Parties agree to cooperate and execute all further documents, applications and other instruments required to carry out the purposes of this Agreement including, but not limited to, compliance with applicable SEPA and other environmental and land use development rules and regulations relating to the installation of the Water Facilities. 12, Entire A rgreement. This Agreement contains the entire agreement between the Parties with respect to matters addressed herein. This Agreement shall not be modified or amended except in writing signed by both Parties. 13. Severability. The enforceability, invalidity, illegality or termination of any provision of this Agreement shall not render any other provision of this Agreement unenforceable, invalid or illegal, and not terminate this Agreement or impair the rights or obligations of the Parties, including Developer's right to receive reimbursement from the City. DEVELOPER f M2=4 V t- I,&.nvj at I ffl;� - REIMBURSEMENT AGREEMENT FOR UTILITY SYSTEM IMPROVEMENTS - Page 3 of 5 GEM 1 LLC, A Washington Limited Liability Company By: Granite Land Company, A California Corporation, Its Manager r � By: G Scott Wolcott President, Granite Land Company �";&A q6;) City Developer CITY OF PORT ORCHARD k';j-r Kim Abel, Mayor Approved as to Form: City Attorney City of Port Orchard STATE OF WASHINGTON ) ) ss COUNTY OF KITSAP ) I certify that I know or have satisfactory evidence that KIM ABEL, Mayor of the City of Port Orchard is the person who appeared before me, and said person acknowledged that she signed this instrument, and acknowledged it to be her free and voluntary act on behalf of said city for the uses and purposes mentioned in the instrument. STATE OF WASHINGTON ss COUNTY OF �ff DATED: •. r NAME: iYl � �h � ►'h, � Q.�/ rri a (Print Name) Notary Public in and for the S to of Washington Commission Expires: $ 7 S( I certify that I know or have satisfactory evidence that SCOTT WOLCOTT is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument as the REIMBURSEMENT AGREEMENT FOR UTILITY SYSTEM IMPROVEMENTS - Page 4 of 5 f p City Developer CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of jQCRQ h�QYi 1� On kl 1 �3 (1001 before me, �1'PQ-Q tt®� �l0 l}2�j P k)D\ i C Date Nerno an1l Tltle of Officer .g., -Jane ➢oe, Notar '� personally appeared SCo�t wO`C� Name(s) of Signer(s) DESIRES HOLBERG mocr1578234ouOMYNolary lnCalltorrlo acrbtoCountSComm.Explesun2a 1 Uy Place Notary Seal Above Though the information and could pf Description of Attached Title or Type of Document: Document Date: _ Xpersonally known to me ❑ (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL is not required by law, it may prove valuable to persons relying on the :audulent removal and reattachment of this form to another document. Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ElAttorney in Fact ElTrustee To ❑ Guardian or Cot ❑ Other: Signer Is Pages: _ ZZ ner's Name: ❑ I ividual ❑ Cor rate Officer — Title(s): ❑ Partrie ---- ❑ Limited ❑ General _ ❑ Attorney i act ' ❑ Trustee Top of thumb here ❑ Guardian or C ervator ❑ Other: Signer Is Representing: © 2006 National Notary Association • 9350 De Soto Ave-, P.O. Box 2402 • Chatsworth, CA 91313-2402 I[em No. 5907 Reorder: Call Toll -Free 1-800-876-6827 President, Granite Land Company, Manager, of GEM 1, LLC, a Washington limited liability company, pursuant to the provisions of the Limited Liability Company Agreement of said company, and acknowledged it to be the free and voluntary act of said company for the uses and purposes mentioned in the instrument. DATED: 1TANI T : (Print Name) Notary Public in and for the State of Washington Commission Expires: REIMBURSEMENT AGREEMENT FOR UTILITY SYSTEM IMPROVEMENTS - Page 5 of 5 City Developer % A LEGAL DESCRIPTION ------------ ----- T -- p IGOLDSMITH I Sc AS.S�CFRT>=5fl NOTES: APPLICANT: CITY OF FORT ORCHARD PURI-IC WORKS DEPARTMENT ?IG PROSPECT STREET PORT ORCHARD, WASH114GION 98866 PH # 360-876-4991 CONTACT: MAHER M. ABED P.E. DIRECTOR AGENT: GEMI C/O McCORMICK LAND CO CON FACT: DOUG SCROBUT 4976 S.W. LAKE FLORA ROAD FORT Oli.CHARD. WASHINGTON 988367 PH 9 360-876-3395 CONSULTANT: H.G. GOLDSMITH 5 ASSOCIATES CONTACT: KEITH U. GOLDSMITH P E PH 1P 425-462-1050 NN- CfrY OF PORT ORCHARD SITE EXHIBIT FOR PRE -APPLICATION MEETING EX —A 580 RESERVOIR AND 660 PUMP STATION i z v N ¢ w %� IZ a � I SW BERRY LAKE RD ir J I SW OLD CLIFTC RD 1 � �f i r] I �'rcfwOoos L I I ^GOLDSMITH WESTERN AREA EXHIBfT �.} Se /tiSS�C44TESi PORVICE — REIMBURSEMENT AGREEMENT FOR B UTILITY SYSTEM IMPROVEMENTS •.cxxa-ru.