Item Number:   4k_Attach 1 
Date of Meeting:  February 23, 2016 
SECOND ADDENDUM TO THE AMENDED & RESTATED SECOND
DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF DES
MOINES AND THE PORT OF SEATTLE 

WHEREAS this Second Addendum to the Amended & Restated
Second Development Agreement (hereinafter "Second Addendum") is entered
into between the City of Des Moines (hereafter "City") and the Port of Seattle
(hereafter "Port") in connection with the real property described herein
(hereinafter referred to as the "Property"), and development of the Property by its
assigns for the purposes and on the terms and conditions set forth herein; and 
WHEREAS the City and the Port entered into the Amended & Restated
Second  Development Agreement By & Between (hereinafter the "Second
Development Agreement") the City of Des Moines and Port of Seattle in
connection with the Development of the Des Moines Creek Business Park
(hereinafter the "DMCBP") property on June 10, 2014; and 
WHEREAS the City and the Port entered into the First Addendum to
Amended & Restated Second  Development Agreement By & Between
(hereinafter the "First Addendum") the City of Des Moines and Port of Seattle in
connection with the Development of the Des Moines Creek Business Park
(hereinafter the "DMCBP") property on November 6, 2014; and 
WHEREAS the following sections  of the Second  Development
Agreement are superseded by this Second Addendum for purposes of this
Agreement: 
(1)    Section 3. PROPERTY DESCRIPTIONS to reflect recent
commitment of the Federal Aviation Administration (FAA) to lease and
develop its regional headquarters on the parcels fronting South 216th 
Street during Phase II, and the reconfiguration of the interior public streets
and private roads to accommodate Phase II. 
(2)    Section 5, PROJECT, to clarify that the project no longer
includes the construction of South 214th Street, and that the internal loop
road will now be South 211th Street and an extension of 20th Avenue
South. 
(3)    Section 7. DEVELOPMENT REGULATIONS to clarify the
nature of the pedestrian and bike pathway from 24th Avenue  South
through the DMCBP to the Des Moines Creek Trail. 
(4)    Section 8. MASTER PLAN to approve a Revised Master
Plan for the full DMCBP as Exhibit B and requiring the final short plat to
reflect the Master Plan Amendment plus account for any administrative
design or as-built adjustments. 
(5)    Section  11.   TRANSPORTATION  INFRASTRUCTURE
IMPROVEMENTS to reconfigure South 211th Street to connect to 20th 
Avenue South and vacating Tract E eliminating South 214th Street as a
Approved by Des Moines City Council on 1-21-2016

public road but maintaining a 20-foot-wide joint use pedestrian and bike
pathway dedicated Tract in the 214th right-of-way as a requirement of
Subsection 7.3.1. 
(6)    Section 14, PERMITTING to refer  to the Master Plan
Amendment approved by this Addendum. 
; and 
WHEREAS, the City Council adopted Resolution 1252 on February 20,
2014, which proposed to expedite the review and approval of plans to develop
the DMCBP; and 
WHEREAS, the Port's developer has identified the need for some
clarification and changes to the Second Development Agreement and the
approved Master Plan because of its selection as the FAA Regional
Headquarters developer; and 
WHEREAS, the City and the Port now enter into this Second
Addendum to clarify the terms and conditions for the Master Plan Amendment;
and 
NOW, THEREFORE, the City and the Port agree to amend Section 3,
Property Descriptions, Section 5, Project, Section 7, Development Regulations,
Section 8, Master Plan, and Section 11, Transportation Infrastructure 
Improvements, as follows: 
I.      SECTION 3, PROPERTY DESCRIPTIONS 
3.1 Property. The Property subject to this Agreement is commonly referred to as
the DMCBP and is fully described in Revised Exhibit A attached hereto and
incorporated herein by this reference. 

II.      SECTION 5, PROJECT 
5.2 Phases. It is anticipated that the Project will be developed in three phases
that correspond to the three geographical areas identified in the Amended Master
Plan (Exhibit B) and generally described as follows: 
5.2.2 Area 2  Area 2 consists of Lots 4  5 of the DMCBP Short Plat
Alteration and covers approximately 30 acres.  The Port anticipates this
area will be developed with approximately 497,425 square feet of business
park uses, including light industrial or commercial office uses.
5.2.3  Area 3  Area 3 consists of Lots 6  9, Tracts B, D and X, and 20th 
Avenue South connecting to S. 211th Street of the DMCBP Short Plat 
Alteration. The Port anticipates this area will be developed with commercial
office uses.
Approved by Des Moines City Council on 1-21-2016

III. SECTION 7, DEVELOPMENT REGULATIONS 
The following subsections are changed to read as follows: 
7.3.1 Joint Use Access Path. The Port will construct a 12-foot-wide joint use
pedestrian and bike pathway in a new 20 foot dedicated Tract (Tract D) in the
former South 214th Street right-of-way (Tract E) which the City will vacate. The
construction of the joint use access pathway will be completed in conjunction with
the construction of the FAA Regional Headquarters (Phase II). The City will take
over maintenance responsibility of the joint use path when its construction is
completed, and it is accepted in accordance with the provisions of the City's 
approved civil plans and right-of-way permit. Construction of the path shall be
concurrent with the development of Area 3. As part of the DMCBP Short Plat 
Alteration, this segment will be shown in a 20-foot-wide dedicated Tract.

IV. SECTION 8, MASTER PLAN 
8.1 Approval. The City agrees that the Master Plan Amendment attached as
new Exhibit B and incorporated by this reference satisfies requirements of
DMMC 18.105.050 for the DMCBP. 
8.2  Limitation.  The Parties acknowledge that approval of the Master Plan 
Amendment by the City constitutes approval of the general layout of the Project
and is subject to permitting conditions to be identified on individual permits and
City approval of the final short plat alteration. This final short plat alteration is
expected to include slight adjustments in Tract locations to account for final
design or as-built conditions.  Master Plan  Amendment  approval does not
constitute acceptance or approval of specific details of the Project. When the Port
seeks permits to develop an individual area within the Property, the Port shall
submit appropriate permit applications which include but are not limited to the
applications identified in Section 14 and the supplemental traffic impact analysis
as described in Section 9.3. 

V.  SECTION 11, TRANSPORTATION INFRASTRUCTURE IMPROVEMENTS 
11.1.2    South 211th Street/20th Avenue South (Public).  The Port shall
construct an internal loop roadway identified in the Environmental Documents;
provided that the roadway will be connected to 20th Avenue South in a dedicated
right-of-way when cumulative DMCBP development exceeds 390 PM peak hour
trips as required by the traffic trip thresholds in Exhibit D. Prior to the issuance of
Approved by Des Moines City Council on 1-21-2016                                 3

the building permit for the final building in Area 2 or Area 3, the Port shall provide
an updated traffic impact memorandum verifying the cumulative PM peak hour
traffic based on the actual building land uses constructed in Areas 1, 2 and 3 to
date. These roads will be placed within 60-foot-wide rights-of-way, and shall
align approximately with the South 21100 Block on 24th Avenue South and
connect to the existing traffic signal at 20th Avenue South/South 216th Street, and
shall be dedicated to the City as part of the Amended DMCBP Short Plat. Prior
to the construction of the road, the Port shall prepare civil engineering plans for
review and approval by the City generally consistent with the cross-section
provided in the City's Street Development Standards. The City will take over
maintenance responsibility of these roadways when construction is completed,
and they are accepted in accordance with the provisions of the City's right-of-way
permits. The Port shall construct South 211 th Street north of the boundary of the
vacated/surplused South 212th Street as shown on the Master Plan Amendment.
The extension of 20th Avenue South will be provided in a 60-foot-wide right-ofway
to be dedicated to the City at the time of the South 214th Street right-of-way
(Tract E) vacation.  The 20th Avenue extension shall also include enhanced
pedestrian crossing treatments approved by City Engineering staff to
accommodate pedestrian crossings at the Joint Use Path crossing of 20th 
Avenue South. 
11.1.3   (Deleted) 

VI.  SECTION 14. PERMITTING 
14.2   Short Subdivision. The Port shall submit, for City approval, a Short
Subdivision application substantially consistent with the approved Master Plan 
Amendment and DMMC 17.05 for Areas 1-3. The application materials required
for Preliminary Plat are provided on Form DSW-03.

VII.    Entire Understanding, Modification, and Authority 
A.      Modification. This Seond Addendum may be amended or modified only
by mutual agreement of the parties expressed in writing. 
B.     Jurisdictional Authority.  This Second Addendum is specific to the
Project and is not intended to transfer any degree of jurisdictional
authority held by one party to the other party, nor is it to be misconstrued
as recognition of jurisdictional authority which either party may duly
claim. 

VIII. Effective Date 
Approved by Des Moines City Council on 1-21-2016

This Second Addendum must be approved by the City Council of the City of Des
Moines and the Port Commission of the Port of Seattle and shall become
effective on the date of final signature below. 

CITY OF DES MOINES 
At the direction of the Des Moines City
Council taken at an open public meeting on
January 21, 2016. 

Anthony A. Piasecki, City Manager 
Date: 
APPROVED AS TO FORM 

Pat Bosmans, City Attorney 
City of Des Moines 
Date: 
PORT OF SEATTLE 
At the direction of the Port Commission of
the Port of Seattle taken at an open public
meeting on ________________________. 

Ted J. Fick, Chief Executive Officer 
Date: 
APPROVED AS TO FORM 

_______________________________ 
Deputy General Counsel 
Port of Seattle 
Date: 

Approved by Des Moines City Council on 1-21-2016                                 5