PORT OF SEATTLE 
MEMORANDUM 
COMMISSION AGENDA               Item No.      6a 
ACTION ITEM 
Date of Meeting      June 24, 2014 
DATE:    June 9, 2014 
TO:      Tay Yoshitani, Chief Executive Officer 
FROM:   Joe McWilliams, Managing Director, Real Estate Division 
SUBJECT:  First Reading and Public Hearing of Resolution No.3692, surplusing and sale of a
portion of the Eastside Rail Corridor to City of Woodinville. 

Net Proceeds to the Port: $1,100,000.00 minus closing costs 
Closing Date: XXXX 

ACTION REQUESTED 
Request First Reading and Public Hearing of Resolution No.3692: A Resolution of the Port
Commission of the Port of Seattle declaring certain real property located in the Cities of
Woodinville and Bothell, in King County (a portion of the Woodinville Subdivision) and any
improvements located thereon, surplus and no longer needed for Port purposes, authorizing its
transfer to the City of Woodinville and authorizing the Chief Executive Officer to execute all
documents related to such transfer. 
SYNOPSIS 
Commission authorization is requested to proceed with the sale of the remaining portion of the
Woodinville Subdivision to the City of Woodinville. This request is subsequent to the agreement
between the Port, Redmond, King County, Sound Transit, Cascade Water Alliance, and Puget
Sound Energy ("Regional Partners") to share in the costs of the acquisition of the Woodinville
Subdivision rail corridor ("Eastside Corridor"),and subsequent transactions conveying portions
of the Eastside Corridor. 
BACKGROUND 
The Port acquired the Eastside Corridor on December 18, 2009, from BNSF Railway. Prior to
finalizing the acquisition, the Port, the City of Redmond, King County, Sound Transit, Cascade
Water Alliance, and Puget Sound Energy ("Regional Partners") agreed that they all had an
interest in obtaining rights to use the Eastside Corridor and share in the cost of acquiring it for
public ownership. This agreement was memorialized in a Memorandum of Understanding dated
November 11, 2009. On February 23, 2010, the Commission authorized a Memorandum of
Understanding between the Regional Partners regarding the appraisal of the Eastside Corridor.
On June 30, 2010, the Port finalized the sale of the Redmond city limits portion of the Eastside
Corridor to the City of Redmond. On December 21, 2010, Puget Sound Energy acquired an

Template revised May 30, 2013.

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
June 9, 2014 
Page 2 of 3 
easement over both the freight and railbanked portions of the Eastside Corridor. On April 11,
2012, the Port sold to Sound Transit (i) a portion of the Eastside Corridor located within the City
of Bellevue and (ii) a permanent high capacity transportation easement over the railbanked
portion of the Eastside Corridor.  On April 13, 2012, the Port sold to the City of Kirkland that
portion of the Eastside Corridor within the City of Kirkland and a portion within the City of
Bellevue for trail and transportation uses. On February 12, 2013, the Port sold to King County
(i) the remaining railbanked portion of the Eastside Corridor located within King County and (ii)
a trail easement over portions of the freight segment of the Eastside Corridor located partially in
King County and partially in Snohomish County. On January 14, 2014, Port Commission
authorized the sale to Snohomish County of those portions of the Eastside Corridor located in
Snohomish County. That transaction is expected to close by the end of 2014. 
PURCHASE AND SALE AGREEMENT PROVISIONS: 
The Port is transferring the portions of the Eastside Corridor to the City of Woodinville in two
separate transactions, including a segment of the Corridor that will be conveyed to the City for
bridge and roadway expansion and other public purposes. The two transactions are structured to
close simultaneously. The key terms of the proposed purchase and sale agreements include: 
Purchase Price. The Port will receive a total of $1,100,000 in the aggregate for the
remaining portion of the Eastside Corridor under both transactions with the City of
Woodinville. 
Environmental Release.  The City waives, releases and discharges forever the Port from
any and all present or future claims related to environmental conditions in, at, on, under
or originating from the Corridor, except for those conditions caused by, resulting from or
materially exacerbated by the acts of the Port or its officers, employees, agents or
contractors. 
RESOLUTION NO. 3692: 
Resolution No. 3692 provides that the real property located in the Cities of Woodinville and
Bothell, in King County (a portion of the Woodinville Subdivision) and any improvements
located thereon, is no longer needed for Port purposes, declares it surplus to Port needs and
authorizes its sale to the City of Woodinville. The Resolution further delegates to the Po rt's
Chief Executive Officer the authority to execute all documents necessary to complete the sale of
the property. 
ATTACHMENTS TO THIS REQUEST 
Resolution No. 3692 with Exhibit A 
Exhibit B: Purchase and Sale Agreement

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
June 9, 2014 
Page 3 of 3 
PREVIOUS COMMISSION ACTIONS OR BRIEFINGS 
November 5, 2009, Port Commission authorized execution of a Memorandum of
Understanding between the Port and the Regional Partners Regarding Acquisition of the
Woodinville Subdivision. 
February 23, 2010, Port Commission authorized a Memorandum of Understanding between
the Regional Partners Regarding Joint Appraisal of the Woodinville Subdivision. 
June 22, 2010, Port Commission authorized the sale of the Redmond city portion of the
Woodinville Subdivision to the City of Redmond. 
December 7, 2010, Port Commission authorized the sale of easement rights on the freight and
railbanked portions of the Woodinville Subdivision to Puget Sound Energy. 
May 24, 2011, Port Commission authorized the sale of approximately one mile of the
Woodinville Subdivision within the City of Bellevue to Sound Transit and further authorized
the grant of a permanent easement to Sound Transit over the Port's railbanked portion of the
Woodinville Subdivision. 
December 13, 2011, Port Commission authorized the Chief Executive Office to execute a
Purchase and Sale Agreement between the Port of Seattle and City of Kirkland for a portion
of the Woodinville Subdivision. 
February 28, 2012, First Reading and Public Hearing of Resolution No. 3659, relating to
surplusing and sale of certain real property (also known as the Eastside Rail Corridor) to the
City of Kirkland (a portion of the Woodinville Subdivision). 
April 3, 2012, Second Reading and Final Passage of Resolution No. 3659, relating to
surplusing and sale of certain real property (also known as the Eastside Rail Corridor) to the
City of Kirkland (a portion of the Woodinville Subdivision). 
January 7, 2014, First Reading and Public Hearing of Resolution No. 3688, relating to
surplusing and sale of certain real property (also known as the Eastside Rail Corridor) to
Snohomish County. 
January 14, 2014, Second Reading and Final Passage of Resolution No. 3688, relating to
surplusing and sale of certain real property (also known as the Eastside Rail Corridor) to
Snohomish County.