Item No. _________6a attach_____ 
Date of Meeting: February 28, 2012 

After recording return document to: 
State of Washington 
Department of Transportation 
Real Estate Services Office 
P. O. Box 47338 
Olympia, WA 98504-7338 

Document Title: Possession and Use Agreement
Grantor(s): Port of Seattle; Total Terminals International, LLC 
Grantee(s): State of Washington, Department of Transportation 
Legal Description: Ptn Lots 1-18, Blk 367, Lots 1-19, Blk 368, Lots 1-9, Blk 369,
Seattle Tide Lands; ptn Lots 1-7, Black's Replat of Portions of Lots 18 & 19, Block
368, Seattle Tide Lands, Vol. 11 of Plats, page 10 
Additional Legal Description is on Pages 8-18 of Document. 
Assessor's Tax Parcel Number: 766620-7695-01, 766620-7750-03 & 766620-0005-07 

POSSESSION AND USE AGREEMENT 
State Route 99, S. Atlantic St. Vic. to S. Dearborn St. 

This AGREEMENT is made and entered into by and between the State of Washington, 
acting by and through its Department of Transportation, hereinafter referred to as the
"State", and Port of Seattle, a Washington municipal corporation, hereinafter referred to as
the "Port", and Total Terminals International, LLC a Delaware limited liability company,
hereinafter referred to as "TTI", theState, the Port and TTI, hereinafter referred to as the
"Parties": 
WITNESSETH 
WHEREAS, the Port presently owns real property located in King County, Washington,
which the State needs for the SR 99 South Holgate Street to South King Street - Viaduct
Removal Project, (the "Project").
AND WHEREAS, TTI is the Lessee and the Port is the Lessor under that certain lease
agreement dated March 26, 1991, as amended; 
FA No. F-099 ( ) 
RES-317                                          Project No. U09936D 
Revised 06/10                   Page 1 of 18 pages              Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

AND WHEREAS, TTI leases all of the real property needed by the State; 
AND WHEREAS, the interests to be conveyed to the State consist of a Fee Simple Tract,
hereinafter referred to as the "Port Property", an Airspace Corridor, hereinafter referred to
as "Airspace Property", and four (4) Temporary Construction Easements, hereinafter
referred to as the "TCE Property"; the Port Property, the Airspace Property, and the TCE
Property, collectively, hereinafter referred to as the "Property" is described inExhibit A
attached hereto, which is incorporated herein by reference; 
AND WHEREAS, the State affirms that the Property described herein is required by the
State for immediate construction of the Project; 
AND WHEREAS, the Parties agree that the proposed Project is a public use of the State
of Washington; 
AND WHEREAS, any interest in the Property being acquired by the State is under the
imminent threat of the State's exercise of its rights of Eminent Domain; 
AND WHEREAS, the State affirms that any delay in its construction program is contrary
to the public interest; 
AND WHEREAS, the State has made a firm and continuing offer to pay the amount of
EIGHT HUNDRED FIFTY FIVE THOUSAND THREE HUNDRED and NO/100
DOLLARS ($855,300.00) for the purchase of the following described real property and
property rights situated in King County, in the State of Washington: 

For legal description and additional conditions, 
see Exhibit A attached hereto and made a part hereof. 

AND WHEREAS, the Port and TTI require additional time to evaluate said offer and/or to
resolve any questions concerning just compensation of the various real property interests
required by the State, including a possible land exchange; 
AND WHEREAS, the Port and the State require additional time to resolve any questions

RES-317                    Page 2 of 18 pages             Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

concerning payment related to a possible land exchange and donation of certain property 
and/or property rights to the State by the Port; 
NOW THEREFORE, for and in consideration of the payments set forth in this
Agreement and under the imminent threat of the State's exercise of itsrights of Eminent
Domain, the Port and TTI hereby grants to the State a right to possess and use the abovedescribed
real estate and the Parties further agree that: 
1.  The Property is necessary for a public use of the State of Washington. 
2.  The Port as fee owner of the Port Property, has full right and authority to enter into
this Agreement and sell, transfer and convey title of the Port Property and is
entitled to receive the State's offer for (i) the purchase of the 4,854 square feet of
fee rights to the Port Property and the 2,598 square feet of airspace corridor to the
Port Property. 
3.  TTI as Lessee of the TCE Property has full control of the TCE Property and is
entitled to receive the State's offer for the purchase of temporary construction
easement rights to the TCE Property. TTI waives any rights, if any, that it may
have to receive any portion of the State's offer for the Port Property. 
4.  The State will issue a warrant in the amount of $289,000.00 to the Port and a
warrant in the amount of $366,300.00 to TTI, in consideration for executing this
Agreement, by no later than March 2, 2012. 
5.  The consideration paid to the Port is reduced by $200,000 for the Port's donation of
a portion of Port Property and Airspace Property in recognition of roadway bridge
design improvements requested by the Port and provided by the State. The Port's
donation of $200,000.00 to the State is made voluntarily and with full knowledge
of the Port's entitlement to receive just compensation therefore. 
Furthermore, the parties are discussing the possibility of the Port accepting surplus
property to offset/reduce the overall compensation to the Port. As part of the
agreed upon settlement amount the State agrees to pursue, in good faith, and as
requested by the Port, the surplus of the State-owned tract of land described in
Exhibit B. 

RES-317                    Page 3 of 18 pages             Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

6.  The date of valuation for the determination of just compensation shall be March 2,
2012. 
7.  Interest as authorized by RCW 8.04.092, shall be calculated on the difference
between the dollar amount of the State's offer and the final settlement amount from
March 2, 2012. 
8.  Execution of this Agreement by the undersigned parties shall not prejudice such
parties' rights to subsequent adjudication of just compensation pursuant to state
law, and neither shall this Agreement, nor the basis therefore, be construed as an
admission of fair market value or just compensation by any of the parties named
herein. 
9.  If it becomes necessary for the State to institute condemnation proceedings, the
Port and TTI have no objection to the State entering an Order Adjudicating Public
Use, as provided by RCW 8.04.070, and agree that this instrument shall be treated
as having the same legal effect as an Order for Immediate Possession provided by
RCW 8.04.090, et seq., which, by this reference, are incorporated herein as if fully
set forth. 
10. The Temporary Construction Easements are for the limited purpose and duration of
the construction project as set forth in Exhibit A to this Agreement, and that upon
the dates of expiration, the State shall have no further rights to or interest in the
Temporary Construction Easements created by this Agreement 
11. The Port and TTI hereby waive the requirement of a written notice to move, as
provided by RCW 8.26.180, and will surrender possession of the above described
real estate to the State not later than date of receipt of payment. 

It is understood and agreed that delivery of this agreement is hereby tendered and
that the terms and obligations hereof shall not become binding upon the State of
Washington unless and until accepted and approved hereon in writing for the State of
Washington, by and through its Department of Transportation, by its authorized agent. 

RES-317                    Page 4 of 18 pages             Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 


Dated _______________________________, 2012 

OWNER: 
PORT OF SEATTLE, 
a Washington municipal corporation 
By: ________________________________ 
Tay Yoshitani, Chief Executive Officer 

LESSEE: 
TOTAL TERMINALS INTERNATIONAL, LLC 
a Delaware limited liability company 
By:                   ___ 
K.W. Jeong, Chairman of the Board 
Accepted and Approved 
STATE OF WASHINGTON 
Department of Transportation 
By: _________________________ 
James M. Salter, Mega Projects 
Real Estate Services Manager, 
Authorized Agent 
Date: ________________________ 



RES-317                    Page 5 of 18 pages             Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

STATE OF WASHINGTON ) 
: ss. 
County of _____________________ ) 
On this       day of _________________, 2012, before me personally appeared
Tay Yoshitani, to me known to be the Chief Executive Officer of the Port of Seattle, a
Washington municipal corporation  that executed the foregoing instrument, and
acknowledged said instrument to be the free and voluntary act and deed of said municipal
corporation, for the uses and purposes therein mentioned, and on oath stated that he was 
authorized to execute said instrument. 
GIVEN under my hand and official seal the day and year last above written. 
Notary Seal 

Notary (print name) 
Notary Public in and for the State of Washington, 
residing at 
My Appointment expires 

Please stay within block. 








RES-317                    Page 6 of 18 pages             Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

STATE OF WASHINGTON ) 
: ss. 
County of _____________________ ) 
On this       day of _________________, 2012, before me personally appeared
K.W. Jeong, to me known to be the Chairman of the Board of Total Terminals
International, LLC, a Delaware limited liability company that executed the foregoing
instrument, and acknowledged said instrument to be the free and voluntary act and deed of
said limited liability company, for the uses and purposes therein mentioned, and on oath
stated that he was authorized to execute said instrument. 
GIVEN under my hand and official seal the day and year last above written. 
Notary Seal 

Notary (print name) 
Notary Public in and for the State of Washington, 
residing at 
My Appointment expires 

Please stay within block. 








RES-317                    Page 7 of 18 pages             Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

EXHIBIT A 

Rights to be acquired in fee: 
All that portion of the following described TRACT "X" lying southeasterly of a line
beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES)
172+55.94 on the SR 99 line survey of SR 99, S. Atlantic St. Vic. to S. Dearborn St. and
107.61 feet northwesterly therefrom; thence northeasterly to a point opposite HES
172+71.01 on said line survey and 99.13 feet northwesterly therefrom; thence
northwesterly to a point opposite HES 172+79.45 on said line survey and 110.05 feet
northwesterly therefrom; thence northerly along the arc of a curve to the right having a
radius of 46 feet for a distance of 53.25 feet, to a point opposite HES 173+26.99 thereon
and 126.55 feet northwesterly therefrom; thence northeasterly to a point opposite HES
173+50.21 on said line survey and 120.76 feet northwesterly therefrom; thence
northeasterly to a point opposite HES 174+19.25 on said line survey and 103.53 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 174+44.79 on said
line survey and 100.85 feet northwesterly therefrom; thence northeasterly to a point
opposite HES 175+32 on said line survey and103.95 feet northwesterly therefrom; thence
northeasterly to a point opposite HES 175+92.16 on said line survey and 97.05 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 176+22.14 on said
line survey and 96.33 feet northwesterly therefrom; thence northeasterly to a point opposite
HES 176+51.56 on said line survey and 90.23 feet northwesterly therefrom; thence
northeasterly to a point opposite HES 177+15 on said line survey and 86.63 feet
northwesterly therefrom, said point being on the easterly line of the hereinafter described
TRACT "X"; thence northeasterly to a point opposite HES 177+16 on said line survey and
83 feet northwesterly therefrom; thence northerly to a point opposite HES 177+27.46 on
said line survey and 86.56 feet northwesterly therefrom; thence northeasterly to a point
opposite HES 177+39.68 on said line survey and 80.12 feet northwesterly therefrom;
thence northeasterly to a point opposite HES 177+46 on said line survey and 79.34 feet
northwesterly therefrom, said point being on the boundary line of the hereinafter described
TRACT "X"; thence northeasterly to a point opposite HES 177+55 onsaid line survey
and 78.36 feet northwesterly therefrom, said point being on the easterly line of the
hereinafter described TRACT "X"; thence northeasterly to a point opposite HES
177+77.18 on said line survey and 75.82 feet northwesterly therefrom; thence 
northwesterly to a point opposite HES 177+78 on said line survey and 85.57 feet
northwesterly therefrom, said point being on the easterly line of the hereinafter described
TRACT "X"; thence northwesterly to a point opposite HES 177+78.46 on said line survey
and 87.04 feet northwesterly therefrom; thence northeasterly to a point opposite HES 

RES-317                    Page 8 of 18 pages             Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

EXHIBIT A 
(continued) 
177+82 on said line survey and 86.65 feet northwesterly therefrom, said point being on
the easterly line of the hereinafter described TRACT "X"; thence northeasterly to a point
opposite HES 177+93.86 on said line survey and 85.27 feet northwesterly therefrom;
thence southeasterly to a point opposite HES 177+92.61 on said line survey and 74.38 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 178+79 on said
line survey and 71.92 feet northwesterly therefrom, said point being on the easterly line of
the hereinafter described TRACT "X"; thence northeasterly to a point opposite HES
178+81.95 on said line survey and 71.87 feet northwesterly therefrom;  thence
northwesterly to a point opposite HES 178+82.12 on said line survey and 83.21 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 178+97.62 on said
line survey and 82.98 feet northwesterly therefrom; thence southeasterly to a point
opposite HES 178+97.45 on said line survey and 71.78 feet northwesterly therefrom;
thence northeasterly to a point opposite HES 179+63.96 on said line survey and 74.09 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 181+49.61 on said
line survey and 86.75 feet northwesterly therefrom; thence northeasterly along the arc of a
curve to the left having a radius of 999.76 feet for a distance of 151.07 feet to a point
opposite HES 183+31.02 on said line survey and 102.67 feet northwesterly therefrom;
thence northeasterly to a point opposite HES 184+49.82 on said line survey and 93.18 feet
westerly therefrom, and the end of this line description. 

Rights to be acquired in fee- airspace corridor: 
All airspace corridor rights restricted to a sloping plane and above, beginning at Highway
Engineer's Station (hereinafter referred to as HES) 177+13.79, N.A.V.D. 1988 elevation
26.50 feet and ending at HES 179+91.30, N.A.V.D. 1988 elevation 33.50 feet, for that area
described as follows: 
All that portion of the following described TRACT "X" lying southeasterly of a line
beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES)
177+14 on the SR 99 line survey of SR 99, S. Atlantic St. Vic. to S. Dearborn St. and
90.11 feet northwesterly therefrom, said point being on the boundary line of the hereinafter
described TRACT "X"; thence northeasterly to a point opposite HES 177+42 on said line
survey and 92.78 feet northwesterly therefrom, said point being on the boundary line of the
hereinafter described TRACT "X"; thence northeasterly to a point opposite HES
178+37.02 on said line survey and 93.22 feet northwesterly therefrom; thence northeasterly 

RES-317                    Page 9 of 18 pages             Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

EXHIBIT A 
(continued) 
to a point opposite HES 178+97.73 on said line survey and 89.98 feet northwesterly
therefrom; thence northeasterly to a point opposite HES 179+71.04 on said line survey and
81.56 feet northwesterly therefrom; thence northeasterly to a point opposite HES
179+91.30 on said line survey and 75.95 feet northwesterly therefrom, and the end of this
line description. 

Rights to be acquired in temporary easement: 
Easement-Area 8
An eighteen (18) month temporary construction easement for the purpose of project
construction staging and construction of a temporary bike path, between July 1, 2012 and
December 31, 2013, described as follows: 
All that portion of the hereinafter described TRACT "X" lying within a tract of land
beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES)
173+50.21 on the SR 99 line survey of SR 99, S. Atlantic St. Vic. to S. Dearborn St. and
120.76 feet northwesterly therefrom; thence northwesterly to a point opposite HES
174+42.91 on said line survey and 160.16 feet northwesterly therefrom; thence
northeasterly to a point opposite HES 176+05.65 on said line survey and 159.72 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 177+07.44 on said
line survey and 157.78 feet northwesterly therefrom; thence northeasterly to a point
opposite HES 179+12.86 on said line survey and 153.28 feet northwesterly therefrom;
thence northeasterly to a point opposite HES 180+99.33 on said line survey and 149.24
feet northwesterly therefrom; thence northeasterly to a point opposite HES 182+65.86 on
said line survey and 113.05 feet northwesterly therefrom; thence northeasterly to a point
opposite HES 183+18 on said line survey and 107.10 feet westerly therefrom, said point
being on the easterly line of the hereinafter described TRACT "X"; thence southwesterly
to a point opposite HES 182+19.08 on said line survey and 95.61 feet northwesterly
therefrom; thence southwesterly to a point opposite HES 181+56 on said line survey and
87.19 feet northwesterly therefrom, said point being on the easterly line of the hereinafter
described TRACT "X"; thence southwesterly along the arc of a curve to the right having a
radius of 999.76 feet a distance of 6.16 feet, to a point opposite HES 181+49.61 on said
line survey and 86.75 feet northwesterly therefrom; thence southwesterly to a point 

RES-317                    Page 10 of 18 pages            Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

EXHIBIT A 
(continued) 
opposite HES 179+91.30 on said line survey and 75.95 feet northwesterly therefrom;
thence southwesterly to a point opposite HES 179+63.96 on said line survey and 74.09 feet
northwesterly therefrom; thence southwesterly to a point opposite HES 178+97.45 on said
line survey and 71.78 feet northwesterly therefrom; thence northwesterly to a point
opposite HES 178+97.62 on said line survey and 82.98 feet northwesterly therefrom;
thence southwesterly to a point opposite HES 178+82.12 on said line survey and 83.21 feet
northwesterly therefrom; thence southeasterly to a point opposite HES 178+81.95 on said
line survey and 71.87 feet northwesterly therefrom; thence southwesterly to a point
opposite HES 178+79 on said line survey and 71.92 feet northwesterly therefrom, said
point being on the easterly line of the hereinafter described TRACT "X"; thence
southwesterly to a point opposite HES 178+35 on said line survey and 81.85 feet
northwesterly therefrom; thence southwesterly to a point opposite HES 177+95 on said
line survey and 90.82 feet northwesterly therefrom, said point being on the easterly line of
the hereinafter described TRACT "X"; thence southerly along said easterly line to a point
opposite HES 177+82 on said line survey and 86.65 feet northwesterly therefrom; thence
southwesterly to a point opposite HES 177+78.46 on said line survey and 87.04 feet
northwesterly therefrom; thence southeasterly to a point opposite HES 177+78 on said
line survey and 85.57 feet northwesterly therefrom, said point being on the easterly line of
the hereinafter described TRACT "X"; thence southerly along said easterly line to a point
opposite HES 177+55 on said line survey and 78.36 feet northwesterly therefrom, said
point being on the easterly line of the hereinafter described TRACT"X"; thence
southwesterly to a point opposite HES 177+46 on said line survey and 79.34 feet
northwesterly therefrom, said point being on the boundary line of the hereinafter described
TRACT "X"; thencewesterly along said boundary line to a point opposite HES 177+32
on said line survey and 126.57 feet northwesterly therefrom, said point being on the
boundary line of the hereinafter described TRACT "X"; thence southerly along said
boundary line to a point opposite HES 177+16 on said line survey and 121.88 feet
northwesterly therefrom, said point being on the boundary line of the hereinafter described
TRACT "X"; thence westerly to a point opposite HES 177+10.94 on said line survey and
139.68 feet northwesterly therefrom; thence southwesterly to a point opposite HES
176+22.86 on said line  survey and 140.42 feet northwesterly therefrom; thence
southeasterly to a point opposite HES 176+22.14 on said line survey and 96.33 feet
northwesterly therefrom; thence southwesterly to a point opposite HES 175+92.16 on said
line survey and 97.05 feet northwesterly therefrom; thence southwesterly to a point
opposite HES 175+32 on said line survey and 103.95 feet northwesterly therefrom; thence
southwesterly to a point opposite HES 174+44.79 on said line survey and 100.85 feet 

RES-317                    Page 11 of 18 pages            Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

EXHIBIT A 
(continued) 
northwesterly therefrom; thence southwesterly to a point opposite HES 174+19.25 on said
line survey and 103.53 feet northwesterly therefrom; thence southwesterly to the point of
beginning. 

Egress for large trucks. State will be allowed access to the remainder of TTI's property for
up to six (6) nights for truck routing egress from Easement Area-8. State to provide three
(3) days prior notice to TTI, and coordinate hours of use with TTI to avoid conflicts with
terminal operations. 
Relocation of fire lane adjacent to Easement-Area 8. Temporary striping for fire lane
designation to be provided by State on the adjacent property of TTI. State to restore fire
lane striping following use. 

Easement-Area 9 
A one month (1) month temporary construction easement for the purpose of moving a light
standard, between July 1, 2012 and December 31, 2013, described as follows: 
All that portion of the hereinafter described TRACT "X" lying within a tract of land
beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES)
174+39.96 on the SR 99 line survey of SR 99, S. Atlantic St. Vic. to S. Dearborn St. and
275 feet northwesterly therefrom; thence northwesterly to a point opposite said HES
174+39.96 on said line survey and 305 feet northwesterly therefrom; thence northeasterly
parallel with said line survey to a point opposite HES 174+89.96 thereon; thence
southeasterly to a point opposite said HES 174+89.96 on said line survey and 275 feet
northwesterly therefrom; thence southwesterly to the point of beginning. 

Easement-Area 10 
An eighteen (18) month temporary construction easement for the purpose of moving a
fence, installing a temporary security fence and replacing a light pole, between July 1,
2012 and December 31, 2013, described as follows: 

RES-317                    Page 12 of 18 pages            Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

EXHIBIT A 
(continued) 
All that portion of the hereinafter described TRACT "X" lying within a tract of land
beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 
183+18 on the SR 99 line survey of SR 99, S. Atlantic St. Vic. to S. Dearborn St. and
107.10 feet westerly therefrom, said point being on the easterly line of the hereinafter
described TRACT "X"; thence southwesterly to a point opposite HES 182+65.86 on said
line survey and 113.05 feet northwesterly therefrom; thence northerly to a point opposite
HES 184+50.35on said line survey and 101.17 feet westerly therefrom; thence northerly to
a point opposite HES 186+00 on said line survey and 97.17 feet westerly therefrom; thence
easterly to a point opposite said HES 186+00 thereon and 89.17 feet westerly therefrom;
thence southerly to a point opposite HES 184+49.82 on said line survey and 93.18 feet
westerly therefrom; thence southerly to the point of beginning. 

Easement-Area 11 
A two (2) month temporary construction easement for the purpose of constructing a bike
path and moving water lines, between July 1, 2012 and December 31, 2013, described as
follows: 
All that portion of the hereinafter described TRACT "X" lying within a tract of land
beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES)
172+55.94 on the SR 99 line survey of SR 99, S. Atlantic St. Vic. to S. Dearborn St. and
107.61 feet northwesterly therefrom; thence northwesterly to a point opposite HES
172+82.22 on said line survey and 138.72 feet northwesterly therefrom; thence
northwesterly to a point opposite HES 173+05.64 on said line survey and 154.65 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 174+28.12 on said
line survey and 153.87 feet northwesterly therefrom; thence southerly to a point opposite
HES 173+50.21 on said line survey and 120.76 feet northwesterly therefrom; thence
southwesterly to a point opposite HES 173+26.99 on said line survey and 126.55 feet
northwesterly therefrom; thence southerly along the arc of a curve to the left having a
radius of 46 feet for a distance of 53.25 feet, to a point opposite HES 172+79.45 on said
line survey and 110.05 feet northwesterly therefrom; thence southeasterly to a point
opposite HES 172+71.01 on said line survey and 99.13 feet northwesterly therefrom;
thence southwesterly to the point of beginning. 


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POSSESSION AND USE AGREEMENT 

EXHIBIT B 
Rights to be conveyed in fee-surplus property: 
That portion of a tract of land conveyed to the State of Washington, Department of
Transportation by Quit Claim Deed recorded on February 25, 2011, under Recording No.
20110225002548, records of King County, Washington, lying northwesterly of the
following described line: 
Beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES)
175+32 on the SR 99 line survey of SR 99, S. Atlantic St. Vic. to S. Dearborn St. and
103.95 feet northwesterly therefrom; thence northeasterly to a point opposite HES
175+92.16 on said line survey and 97.05 feet northwesterly therefrom; thence northeasterly
to a point opposite HES 176+22.14 on said line survey and 96.33 feet northwesterly
therefrom; thence northeasterly to a point opposite HES 176+51.56 on said line survey and
90.23 feet northwesterly therefrom; thence northeasterly to a point opposite HES 177+15
on said line survey and 86.63 feet northwesterly therefrom, said point being on the easterly
line of the hereinafter described TRACT "X"; thence northeasterly to a point opposite HES
177+16 on said line survey and 83 feet northwesterly therefrom; thence northerly to a point
opposite HES 177+27.46 on said line survey and 86.56 feet northwesterly therefrom;
thence northeasterly to a point opposite HES 177+39.68 on said line survey and 80.12 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 177+46 on said
line survey and 79.34 feet northwesterly therefrom, said point being on the boundary line
of the hereinafter described TRACT "X"; thence northeasterly to a point opposite HES
177+55 on said line survey and 78.36 feet northwesterly therefrom, said point being on
the easterly line of the hereinafter described TRACT "X"; thence northeasterly to a point
opposite HES 177+77.18 on said line survey and 75.82 feet northwesterly therefrom;
thence northwesterly to a point opposite HES 177+78 on said line survey and 85.57 feet
northwesterly therefrom, said point being on the easterly line of the hereinafter described
TRACT "X"; thence northwesterly to a point opposite HES 177+78.46 on said line survey
and 87.04 feet northwesterly therefrom; thence northeasterly to a point opposite HES
177+82 on said line survey and 86.65 feet northwesterly therefrom, said point being on
the easterly line of the hereinafter described TRACT "X"; thence northeasterly to a point
opposite HES 177+93.86 on said line survey and 85.27 feet northwesterly therefrom;
thence southeasterly to a point opposite HES 177+92.61 on said line survey and 74.38 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 178+15.45 on said
line survey and 72.89 feet northwesterly therefrom; thence northeasterly to a point opposite
HES 178+79 on said line survey and 71.92 feet northwesterly therefrom, said point being
on the easterly line of the hereinafter described TRACT "X"; thence northeasterly to a 

RES-317                    Page 14 of 18 pages            Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

EXHIBIT B 
(continued) 

point opposite HES 178+81.95 on said line survey and 71.87 feet northwesterly therefrom; 
thence northwesterly to a point opposite HES 178+82.12 on said line survey and 83.21 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 178+97.62 on said
line survey and 82.98 feet northwesterly therefrom; thence southeasterly to a point
opposite HES 178+97.45 on said line survey and 71.78 feet northwesterly therefrom;
thence northeasterly to a point opposite HES 179+63.96 on said line survey and 74.09 feet
northwesterly therefrom; thence northeasterly to a point opposite HES 181+49.61 on said
line survey and 86.75 feet northwesterly therefrom; thence northeasterly along the arc of a
curve to the left having a radius of 999.76 feet for a distance of 151.07 feet to a point
opposite HES 183+31.02 on said line survey and 102.67 feet northwesterly therefrom;
thence northeasterly to a point opposite HES 184+49.82 on said line survey and 93.18 feet
westerly therefrom, and the end of this line description. 

TRACT "X" 
Parcel A 
Lots 1 through 18, inclusive, Block 367, Seattle Tide Lands, as shown on the official maps
on file in the Office of the Commissioner of Public Lands at Olympia, Washington; 
TOGETHER WITH that portion of South Jackson Street adjoining, vacated by Ordinance
Number 92426 of the City of Seattle, and attaching thereto by operation of law; 
EXCEPTING THEREFROM that portion of Lot 4 and 5, Block 367, conveyed to the
municipality of  Metropolitan Seattle, a municipal corporation, by Quit Claim Deed
recorded under Recording Number 6437099 and subsequently conveyed to King County
by Recording Number 9312282785. 
AND EXCEPT portion conveyed to the State of Washington, Department of
Transportation by deed recorded under recording No. 20110225002548. 


RES-317                    Page 15 of 18 pages            Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

TRACT "X" 
(continued) 
Parcel B 
Lots 1 through 19, inclusive, Block 368, and Lots 1 through 9, Block 369, inclusive,
Seattle Tide Lands, as shown on the official maps on file in the Office of the
Commissioner of Public Lands at Olympia, Washington; 
TOGETHER WITH that portion of South Dearborn Street as vacated in City of Seattle
Ordinance Number 9122; 
AND TOGETHER WITH that portion of vacated South Connecticut Street as vacated by
Ordinances 72934 and 100285 as recorded under Recording Number 7110060503 which
attaches by operation of law; 
AND TOGETHER WITH that portion of vacated Mill Street which attaches by operation
of law and was vacated by Ordinance 37911; 
EXCEPTING THEREFROM all of that portion lying within Black's Replat of Portions of
Lots 18 and 19, Block 368, Seattle Tide Lands, according to the plat thereof recorded in
Volume 11 of Plats, page 10, in King County, Washington; 
AND EXCEPTING THEREFROM the following described tract: 
That portion of Lot 17, Block 368, Seattle Tidelands, according to the official maps thereof
on file in the office of the Commissioner of Public Lands in Olympia, Washington,
described as follows: 
Beginning at the northeast corner of Lot 7, Black'sReplat of portions of Lots 18 and 19,
Block 368, Seattle Tide Lands; thence north along the east line of said lot produced for a
distance of 33.24 feet; thence west parallel to the north line of said Lot 7 for a distance of
60 feet; thence south along the west line of said Lot 7 for a distance of 33.24 feet to the
northwest corner of said Lot 7; thence east along the north line of said Lot 7 for a distance
of 60 feet to the point of beginning; 
AND EXCEPTING THEREFROM that portion of Lot 1, Block 369 described as follows: 
Beginning on the north line of said Lot 1 at a point distant 75 feet westerly along said north 

RES-317                    Page 16 of 18 pages            Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

TRACT "X" 
(continued) 
line from the northeast corner of said Lot 1; thence southerly at right angles to said north
line a distance of 28 feet; thence easterly at right angles to said last-described line a
distance of 37 feet; thence northeasterly at right angles to said last-described line a distance
of 12 feet; thence northeasterly a distance of 22.62 feet to an intersection with the north
line of said Lot 1 at a point distant 22 feet westerly from the northeast corner of said Lot 1;
thence westerly along said north line to the point of beginning; 
AND EXCEPT portion conveyed to the State of Washington, Department of
Transportation by deed recorded under Recording No. 20110225002548. 

Parcel C 
Lots 1 through 7, inclusive, Black's Replat of portions of Lots 18 and 19, Block 368,
Seattle Tide Lands, according to the plat thereof recorded in Volume 11 of Plats, page 10,
in King County, Washington; 
TOGETHER WITH north half of vacated Connecticut Street adjoining as vacated by City
of Seattle Ordinance Number 100285 which attached by operation of law; 
TOGETHER WITH that portion of Lot 17, Block 368, Seattle Tide Lands, according to the
official maps thereof on file in the office of the Commissioner of Public Lands in Olympia,
Washington, described as follows: 
Beginning at the northeast corner of Lot 7, Black's Replatof portions of Lots 18 and 19, 
Block 368, Seattle Tide Lands; thence north along the east line of said lot produced for a
distance of 33.24 feet; thence west parallel to the north line of said Lot 7 for a distance of
60 feet; thence south along the west line of said Lot 7 produced for a distance of 33.24 feet
to the northwest corner of said Lot 7; thence east along the north line of said Lot 7 for a
distance of 60 feet to the point of beginning; 
EXCEPT portion conveyed to the State of Washington, Department of Transportation by
deed recorded under Recording No. 20110225002548. 


RES-317                    Page 17 of 18 pages            Parcel No. 1-22319

POSSESSION AND USE AGREEMENT 

The lands acquired herein described contain an area of 4,854 square feet, more or less, in
fee, 2,598 square feet, more or less, in airspace corridor fee, 49,314 square feet, more or
less, in temporary easement as to Easement-Area 8; 2,542 square feet, more or less, in
temporary easement as to Easement-Area 9; 2,331 square feet, more or less, in temporary
easement as to Easement-Area 10; and 3,676 square feet, more or less, in temporary
easement as to Easement-Area 11, the specific details concerning all of which are to be
found on sheets 2, 3, 4 and 5 of that certain plan entitled SR 99, S. Atlantic St. Vic. to S.
Dearborn St. now of record and on file in the office of the Secretary of Transportation at
Olympia, and bearing date of approval August 21, 2008, revised January 12, 2012 as to
sheets 2 and 3, revised December 29, 2011 as to sheets 4 and 5. 

Grantor's Initials 












RES-317                    Page 18 of 18 pages            Parcel No. 1-22319