RESOLUTION NO. 3664

A RESOLUTION  of the Port Commission of the Port of Seattle
approving the First Amendment of the Interlocal
Agreement between the City of Auburn and the Port
of Seattle to transfer approximately 55 acre feet of
surplus oodplain storage credit to the City of
Auburn and authorizing conveyance of a permanent
easement to the City of Auburn.

WHEREAS, on March 18, 1998, the Port of Seattle ("Port") and the City of Auburn
("City") entered into an Interlocal Agreement ("ILA") regarding wetland construction,
infrastructure improvements and property transfer on the real property ("Property") located in the
City and purchased by the Port to provide off-site mitigation of wetland impacts for the
construction of the third runway at Seattle-Tacoma International Airport; and

WHEREAS, the Property is owned by the Port and described on the attached exhibit
6'A93; and

WHEREAS, the First Amendment to the ILA is attached as exhibit "B"; and

WHEREAS, the Port and the City anticipated that once the permitting process for the
third runway was completed, Port would convey to the City excess ood storage capacity located
on the Property that was not needed to mitigate adverse impacts from the construction of the
third runway for mitigation of oodplain development and adverse oodplain impacts from other
private development located in the City; and

WHEREAS, Chap. 39.33 RCW provides that the Port may "sell, transfer, exchange,
lease or otherwise dispose of any property  to the state or any municipality or any political
subdivision thereof                                               and
. ..
on such terms and conditions as may be mutually agreed upon. . .";

WHEREAS, RCW 39.33.020 allows the Port to declare real property surplus and no
longer needed for port district purposes and to transfer a portion of the oodplain storage
capacity credit to the City: and

WHEREAS, on December 28, 2011, a qualied appraiser estimated the value of the
excess oodplain credit on the Property that would be conveyed to the City pursuant to the First
Amendment to the ILA to be $1,493,680; and

WHEREAS, the First Amendment to the ILA will transfer approximately 55 acre feet of
oodplain storage credit to the City and retain approximately 11.2 acre feet of oodplain storage
credit to accommodate future development on the Property; and

WHEREAS, the Port will convey a permanent easement to the City of Auburn on the
Property for utilization of the oodplain storage credit; and

WHEREAS, the Port of Seattle Commission have discussed and considered the proposed
property transfer in light of all comments by members of the public at the public hearing;

NOW, THEREFORE, BE IT RESOLVED by the Port Commission of the Port of

Seattle that:

Section 1.  The 55 acre feet of oodplain storage capacity located on the Property

described in exhibit A is no longer needed for Port purposes and is declared surplus to Port

needs.

Section 2.  The Chief Executive Ofcer is authorized to take all steps and execute all

documents necessary to execute the First Amendment to the ILA, in substantially the same form

as shown in exhibit B, to transfer excess ood storage capacity located on the Property to the

City and to convey a permanent easement to the City to allow the Property to be utilized for

ood storage capacity.

ADOPTED by the Port Commission of the Port of Seattle at a regular meeting thereof,

held this   I 0%  day of   074 I Y
,
2012, and duly authenticated in open

session by the signatures of the Commissioners voting in favor thereof and the seal of the

Commission.

GAEl. TARLETON






Port Commission



IST Amendment To
Interlocal Agreement Between City of Auburn and Port of Seattle Regarding
Wetlands Construction, Infrastructure Improvements, and Property Transfer

THIS lsr AMENDMENT TO an INTERLOCAL AGREEMENT dated March 18,
1998, is made and entered into, pursuant to the Interlocal Cooperation Act, Chapter 39.34 of the
Revised Code of Washington, on the         day of                    ,
2012, by
and between the CITY OF AUBURN, a municipal corporation of the State of Washington "City"),
and the PORT OF SEATTLE, a municipal corporation ofthe State ofWashington ("Port").

WIINESSETH:

WHEREAS, the Parties entered into an Interlocal Agreement on March 18, 1998
("Agreement") for the purpose of addressing the Port's conversion of the property owned by the
Port ("Property") and identied in the City's comprehensive plan for residential development to
uses that would not be residentially developed and would not share in the extension of public
infrastructure since the property was proposed as mitigation for the lling of certain wetlands at the
Seattle-Tacoma International Airport; and,

WHEREAS, the Property was specically constructed by the Port for Wetland Mitigation
purposes. In response to learning ofthe Port's plans, the City requested and the Port agreed to
construct the wetland mitigation deeper in order to create additional ood storage that could benet
the City and other properties in the area as a way to partially compensate the City for the loss of
development potential ofthe site and lost opportunity for nancial participation in the iture
extension ofroads and utilities, which is typically a requirement of development; but not applicable
to wetland mitigation construction; and

WHEREAS, In 2003, the Parties had several additional issues to address including right-of-
way alignment, utilities, and ood plain capacity control. It was agreed to by the Parties not to
nish the negotiation at that time as it would have delayed City permits being issued for the Port's
construction ofthe wetlands that were required in order to advertise the project. A delay in
advertising could have caused a one to three year delay in the project and would have caused
problems with the third runway development at the Seattle-Tacoma International Airport.
Subsequently the issues relating to rightsof-way and utilities were handled outside ofthe Inter-local
agreement. The remaining issue, ood plain capacity, is the subject ofthis Amendment to the
Interlocal Agreement.

WHEREAS, in addition to creating additional ood storage capacity on the Property, the
Port paid Auburn $442,000 specically for lost development potential of the Property and
specically the lost opportunity for nancial participation in the future extension ofroads and
utilities and $180,000 for lost storm and sanitary sewer system development charges; and,

WHEREAS, the City agreed to, and did, defer use of the ood storage capacity during the
period of initial establishment of the wetland mitigation to avoid adverse impacts due to potential
changes in hydrology from use ofthe oodplain; and
Port of Seattle-City ofAuburn
Amendment 1 to Interlocal for Wetlands, etc.
Page 1 of 3

WHEREAS, as part of the Agreement, the Parties intended that the City have control over
use ofnew ood storage capacity that was created on the Property to mitigate oodplain lling by
the City or other private development designated by the City; and,

WHEREAS, the Agreement did not specically reect the Parties' intent regarding control
of the new ood storage capacity, and the Parties wish to clarify that intent through this
Amendment.

NOW THEREFORE in consideration of their mutual covenants, conditions and promises,
THE PARTIES HERETO DO HEREBY AGREE as follows:

1.     Section 6 of the Agreement is hereby amended by designating the existing Section as
Subsection 6.1 "Floodplain Change" and by adding a new Subsection 6.2 "Control of Created Flood
Storage Capacity" to read as follows:

6.2   Control of Created Flood Storage Capacity.

1.  As a result of the Port's construction of wetlands, oodplain volume was created on the
Property as indicated in the Federal Emergency Management Agency Conditional Letter of
Map Revision application ( FEMA CLOMR) prepared for the City by Parametrix, dated
July 2007 and as may be subsequently amended. (Attached as Exhibit A and incorporated
herein). This CLOMR application is based on the 1995 FEMA Flood Insurance Rate Maps
currently in effect at the date of this 1St Amendment. The parties acknowledge that FEMA
has not approved the CLOMR, and that FEMA's failure to do so may affect the ability of
either party to use the ood storage capacity created by the Port's construction ofwetlands.

2.  The Port has the right to use 17% of the created ood storage capacity (11.2 acre feet based
on the 2007 CLOMR application) to mitigate potential future oodplain lling on Port
owned parcels 000420-0006, 936060-0258, and 936060-0260. In the event that the FEMA
does not approve the CLOMR, or ifFlood Insurance Rate Maps are revised in the future and
prior to fully completing the process for use of the ood storage capacity, the Port has the
right to use the same proportionate share (17%) of any available ood storage capacity In
the event that the Port or its successors in interest use this ood storage capacity, the City
will expedite the processing of all required City permits at no cost for the expedited review
to the Port or to its successors in interest.  City standard application fees will apply.  In
addition, the City will cooperate in the processing of any required oodplain map revisions
for the Property, but shall not, by this agreement, be responsible for any costs in excess of its
usual costs
3.  The City has the right to control the use of any remaining ood storage capacity, in excess
of the Port's, proportionate percentage of ood storage capacity existing on the Property,
including but not limited to, the right to allow private parties to use part or all of the
capacity. The Parties agree to cooperate to execute any documents necessary to effectuate
the intent ofthe Agreement and this Amendment.

4.  The Parties agree that, because they originally intended for the City to have control of

Port of Seattle-City ofAuburn
Amendment 1 to Interlocal for Wetlands, etc.
Page 2 of 3

assigning use of the newly created ood storage capacity, the consideration exchanged for
the original Agreement was suicient for that purpose, therefore no additional consideration
is due from the City to the Port for the execution ofthis 1St Amendment.

5.  The City also agrees to use the ood storage capacity in its current constructed form for the
purpose of mitigating iture oodplain lling. No site alteration is proposed for the City's
use unless such alteration is agreed to in writing by the Port. Neither party makes any
representations or guarantees concerning the ood storage volumes that may be available
on the Property, nor does either party bear any responsibility to alter the Property to
create additional ood capacity.

6.  The Port declares the excess created ood storage capacity in the Property described in this
1St Amendment to be surplus for Port purposes.

IN WITNESS WHEREOF the Parties hereto have executed this Amendment to the Agreement as
ofthe day and year rst above written.

PORT OF SEATTLE             CITY OF AUBURN

By:
Tay Yoshitani                   Peter B. Lewis
ChiefExecutive Ofcer             Mayor
Port of Seattle                      City ofAuburn

Attest:


Danielle Daskam, City Clerk

Approved as to Form:


Daniel B. Heid, City Attorney





Port of Seattle-City of Auburn
Amendment 1 to Interlocal for Wetlands, etc.
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