5d License

Market: Seattle     Site State: Washington     Site Address: 1900 West Nickerson Street 
LICENSE AGREEMENT 
THIS LICENSE AGREEMENT (the "Agreement") is made as of this 10th day of 
May, 2011, between Port of Seattle ("Owner"), a Washington municipal corporation, and
Comcast Cable Communications Management, LLC, a Delaware limited liability company, on
behalf of its affiliates (together, "Comcast"). 
WHEREAS, Owner is the owner of that certain land (the "Land") and the building(s)
thereon (the "Building") (together, the "Property"), having a street address of 1900 West
Nickerson Street Seattle, WA 98119; and 
WHEREAS, Comcast desires to provide various communications services (the
"Services") to Comcast"s customers located on the Property (the "Customers"); and 
WHEREAS, Owner is willing to permit Comcast to construct, replace, maintain, repair,
operate, inspect, augment and remove its communications system through, over, and under the
Property, under the terms and conditions described below; 
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Comcast and Owner hereby agree as follows: 
1.     Grant. 
(a)    Owner hereby grants to Comcast a non-exclusive license, at Comcast"s
sole option and expense, to construct, replace, maintain, repair, operate, inspect, augment, and
remove, on, within, under, across, and along the Property, Comcast"s wires, cables, underground
conduit, aerial supports, aerial cabling, building entrance facilities, above-ground enclosures,
markers and concrete pads and other appurtenant fixtures and equipment (together, the
"Facilities") necessary or useful for distributing the Services toCustomers. Access to Customer
specific space may be granted by the respective Customer. 
(b)    Without limiting the foregoing, Owner shall give Comcast reasonable
access to vertical and horizontal shafts, conduits, and the common areas on, within, under, 
across, and along the Property to enable Comcast, where necessary and at its expense, to install
Facilities associated with providing Services. 
(c)    Nothing contained herein shall be construed as granting to Comcast any
ownership rights in the Property or to create a partnership or joint venture between Owner and
Comcast. 
2.     Use. Comcast may use the Facilities installed on the Property solely to provide
the Services to Comcast"s Customers on the Property.

3.     Installation.   Owner  hereby  approves  Comcast"s  drawings,  plans,  and/or 
specifications attached hereto as Exhibit A (the "Plans"), which reasonably detail the location
and size of the Facilities, and any space required on the Property necessary to house the Facilities
(other than within the vertical and horizontal shaft(s) in the Building). Any additional Facilities
(other than additional/replacement cabling in existing Facilities and replacement/upgrade of
existing fixtures and equipment) shall specifically require the Owner"s advance written
permission.  Comcast may begin to install its Facilities in accordance with the Plans, at
Comcast"s sole cost and expense, provided that Comcast shall: 
(a)    perform such construction in a safe manner consistent with generally
accepted construction standards; 
(b)    perform such construction and work in such a way as to reasonably
minimize interference with the operation of the Property; and 
(c)    obtain, prior to the commencement of any construction and work,
necessary federal, state and municipal permits, licenses and approvals. 
4.     Comcast's Obligations.
(a)    Comcast shall: 
(i)     keep the Facilities in good order, repair and condition, and promptly and
adequately repair all damage to the Property caused by Comcast, other than ordinary wear and
tear; and 
(ii)    comply  with  federal,  state,  and  municipal  laws,  orders,  rules  and
regulations applicable to the Facilities, specifically including those promulgated by Owner for
the general security and well being of its employees, tenants and guests. 
(b)    In the event that Owner reasonably requires the relocation of any portion
of the Facilities in connection with any work undertaken or improvement made by Owner on or
about the Property, Comcast shall, upon ninety (90) days prior written notice from Owner  at
Comcast"s sole cost and expense, relocate such portions of the Facilities as necessary to
accommodate such work or improvement. 
(c)    Nothing in this Agreement shall be construed to require Comcast to
construct, install, or operate the Facilities in the Property, to deliver the Services to the Property,
and/or to deliver the Services to a particular Customer or Customers. 
5.     Facilities.  The Facilities shall belong to Comcast and shall be there at the sole
risk of Comcast, and Owner shall not be liable for damage thereto or theft, misappropriation or
loss thereof, except in the event of the gross negligence or willful misconduct of Owner, its
employees, or contractors. At the expiration of this Agreement, Comcast shall, unless otherwise
agreed by Owner in writing, at Comcast"s sole cost and expense, remove the Facilities and
Comcast"s other personal property from the Building, and repair all damage caused by such

removal.  Any property not so removed within sixty (60) days after the expiration of this
Agreement shall be deemed the property of Owner without further liability to Comcast. 
6.     Access. Subject to non-discriminatory security requirements, Owner shall allow
Comcast, and its employees, agents, and contractors access to the Property at all times (twenty
four (24) hours per day, seven (7) days per week, and 365/366 days per year), for the purposes
under the terms and conditions of this Agreement.
7.     Term.
(a)    Commencing on the date first written above, this Agreement shall have an initial
term of ten (10) years (the "Initial Term").
(b)    The license granted hereby may not be revoked during the Term, except as
provided in Section 10. 
8.     Liens. Comcast shall be responsible for the satisfaction or payment of any liens
for any provider of work, labor, material or services claiming by, through or under Comcast.
Comcast shall also indemnify, hold harmless and defend Owner against any such liens, including
the reasonable fees of Owner"s attorneys. Such liens shall be discharged by Comcast within
sixty (60) days after notice by Owner of filing thereof by bonding, payment or otherwise,
provided that Comcast may contest, in good faith and by appropriate proceedings any such liens. 
9.     Performance of Work.  Comcast may contract or subcontract any portion of
work at the Property contemplated by this Agreement to any person or entity competent to
perform such work. In no event shall such subcontract relieve Comcast of any of its obligations
under this Agreement. 
10.    Default. Should either party default in the performance of material provision of
this Agreement and fail to correct same within thirty (30) days after having received notice
specifying nature of such default, unless such default is of a nature that it cannot be completely
cured within thirty (30) days, if a cure is not commenced within such time and thereafter
diligently pursued to completion, then the non-defaulting party may terminate this Agreement
and may pursue all other remedies available to it at law and/or equity. 
11.    Indemnification. Comcast shall indemnify, hold harmless and defend Owner, its
employees, agents, contractors, invitees, officers, directors, affiliates and subsidiaries from and
against any and all claims, actions, damages, liabilities and expenses, including attorneys" and
other professional fees, arising from or out of the installation, operation, maintenance or removal
by Comcast of the Facilities and the Services provided by Comcast, except to the extent that any
such claims, actions, damages, liabilities, expenses or damage are caused by Owner, its
employees, agents, contractors, invitees, officers, directors, affiliates or subsidiaries. Comcast 
agrees that the foregoing indemnity specifically covers actions brought by its own employees,
and thus Comcast expressly waives its immunity under industrial insurance, Title 51, as
necessary to effectuate this indemnity. The obligations under this Section shall survive the
expiration or earlier termination of this Agreement.

12.      Insurance.  Comcast and any authorized contractors/subcontractors shall
obtain and keep in force, at its sole cost and expense the following types of insurance, in the
amounts specified and in the form hereinafter provided for: 
12.1      General Liability Insurance. Comcast and any authorized
contractors/subcontractors shall obtain and keep in force a commercial general liability policy of
insurance, written on ISO Form CG 00 01 10 01 (or equivalent), that protects Comcast and the
Owner, as an additional insured using ISO Form 20 26 (either 11 85 or 07 04 revision) or
equivalent, against claims for bodily injury, personal injury and property damage based upon,
involving or arising out of the use or occupancy of the Facilities and all areas appurtenant
thereto. The Port shall also be an additional insured for completed operations. The coverage
form shall be on occurrence basis providing not less than two million dollars ($2,000,000) per
occurrence and an annual aggregate of not less than four million dollars ($4,000,000). The
policy shall not contain any intra-insured exclusions as between insured persons or
organizations. The policy shall contain a minimum $500,000 sub-limit that covers damage to
Facilities, including fire damage. This limit shall be identified on the Certificate of Insurance.
Comcast shall provide Owner with a certificate of insurance, naming Owner as additional
insured and provide an endorsement or other documentation that shows the wording and
describes the extent that the Port is and additional insured under the general liability policy.
12.2      Automobile Liability Insurance. Comcast and any authorized
contractors/subcontractors shall obtain and keep in force a commercial automobile liability
policy of insurance, written on ISO Form CA 00 01 07 97 (or equivalent), that protects Comcast
and the Owner against claims for bodily injury and property damage based upon, involving or
arising out of motor vehicle operations on or about the Facilities and all areas appurtenant
thereto. Comcast shall provide a Waiver of Subrogation on this policy in favor of the Owner.
Such insurance shall cover any "Auto" (i.e. owned, hired and non-owned)and shall be on an
occurrence basis providing single limit coverage in an amount not less than one million dollars
($1,000,000) per occurrence.  The policy shall not contain any intra-insured exclusions as
between insured persons or organizations. 
12.3     Property Insurance. Comcast and any authorized contractors/ 
subcontractors shall obtain and keep in force property insurance using an ISO CP 10 20 Cause of
Loss Broad Form (or an equivalent manuscript form) insuring Comcast"s personal property and
Alterations (specifically including "betterments and improvements") made by or for Comcast
against physical damage, including loss of use of the Facilities . The policy shall include
coverage for any additional costs resulting from debris removal and reasonable amounts of
coverage for the enforcement of any ordinance or law regulating the reconstruction or
replacement of damaged property including any undamaged sections of the Facilities required to
be demolished or removed by reason of the enforcement of any Legal Requirement as the result
of a covered cause of loss. The amount of such insurance shall be procured on a replacement
cost basis (or the commercially reasonable and available insurable value thereof if, by reason of
the unique nature or age of the improvements involved, such latter amount is less than full
replacement cost). The policy shall also contain an agreed valuation provision in lieu of any
coinsurance clause. The Owner of Seattle shall be included as an Additional Insured and Loss

Payee on Comcast"s property insurance policy with respect to the Owner"s interest in
Alterations. 
12.4       Insurance Companies. Insurance required hereunder shall be in
companies duly licensed to transact business in the State of Washington, and maintaining during
the policy term a General Policyholders Rating of "A-VII" or better and a financial rating of "AVII
" or better, as set forth in the most current issue of "Best"s Insurance Guide." 
12.5      Policies Primary; Deductibles; Per Location Endorsement. All
insurance to be carried by Comcast shall be primary to and not contributory with any similar
insurance carried by the Owner, whose insurance shall be considered excess insurance only.
12.6      Termination; Renewal. No policy of insurance required under this
Agreement shall be cancelable or subject to non-renewal or modification except after notice to
Owner. Comcast shall at least ten (10) days after  the expiration of such policies, furnish the
Owner with evidence of renewals or certificates evidencing renewal thereof, or the Owner may
order such insurance and charge the cost thereof to Comcast, which amount shall be payable by
Comcast to the Owner upon demand. 
12.7      Evidence of Insurance. Comcast and any authorized contractors/ 
subcontractors shall deliver, or cause to be delivered, to the Owner, certificates of insurance,
additional insured, loss payee and waiver of subrogation on the certificate and any other
reasonable documentation that provides evidence of the existence and amounts of such 
insurance, the inclusion of the Owner as an insured as required by this Agreement, and the
amounts of all deductibles and/or self insured retentions. 
12.8      No Limitation of Liability. The limits of insurance required by this
Agreement or as carried by Comcast shall not limit the liability of Comcast nor relieve Comcast
of any obligation hereunder.
12.9      Waiver of Subrogation. Without affecting any other rights or
remedies, Comcast (for itself and on behalf of anyone claiming through or under it by way of
subrogation or otherwise) hereby waives any rights it may have against the Owner, its officers,
agents and employees on account of any loss or damage occasioned to Comcast arising out of or
incident to the perils required to be insured against under this Agreement. Accordingly, Comcast
shall cause each insurance policy required by this Section to further contain a waiver of
subrogation clause. The effect of such release and waiver of the right to recover damages shall
not be limited by the amount of insurance carried or required, or by any deductibles applicable
thereto. 
13    Assignment. Comcast shall not assign or transfer this Agreement without the
written consent of the Owner, which consent will not be unreasonably withheld or conditioned or
unduly delayed; except that, upon written notice to the Owner, Comcast may, without obtaining
Owner"s prior consent, make such assignment to: 
(a)    any parent, affiliate, or subsidiary of Comcast; or

(b)    any entity which succeeds to all or substantially all of Comcast"s assets or
ownership interests, or the cable system operated by Comcast (or its affiliate or subsidiary)
which serves the municipality in which the Property is located, whether by merger, sale or
otherwise, provided that such successor also succeeds to the cable television franchise agreement
held by Comcast (or its affiliate or subsidiary) for the municipality in which the Property is
located. 
14    Force Majeure. Comcast shall not be liable for failure to perform its obligations
hereunder due to acts of God, the failure of equipment or facilities not belonging to Comcast
(including, but not limited to, utility facilities or service), denial of access to facilities or rightsof-way
essential to serving the Property or Building, government order or regulation or any other
circumstances beyond the reasonable control of the Comcast. 
15    Notice. All notices, demands, requests or other communications given under this
Agreement shall be in writing and be given certified mail, return receipt requested, or nationally
recognized overnight courier service to the address set forth below or as may subsequently in
writing be requested. 
If to Owner:       Port of Seattle 
Real Estate Division 
P.O. Box 1209 
2711 Alaskan Way 
Seattle, WA 98111 
If to Comcast:     Comcast Cable Communications Management, LLC 
_____________________ 
_____________________ 
With a copy to:     Comcast Cable Communications, LLC 
One Comcast Center 
1701 JFK Blvd. 
Philadelphia, PA 19103 
Attn.: General Counsel 
16    Governing Law. This Agreement shall be governed by and construed under the
laws of the state in which the Property is located. 
17    Miscellaneous. This Agreement shall run with the land and shall bind and benefit
the parties and their respective successors and assigns.  This Agreement is the entire
understanding between the parties and supersedes any prior agreements or understandings
whether oral or written. This Agreement may not be amended except by a written instrument
executed by both parties.  If any provision of this Agreement is found to be invalid or
unenforceable, the validity and enforceability of the remaining provisions of this Agreement will
not be affected or impaired. Each party represents to the other that the person signing on its

behalf has the legal right and authority to execute, enter into and bind such party to the
commitments and obligations set forth herein.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first written above. 
Owner:                            Comcast: 
PORT OF SEATTLE                   Comcast Cable Communications 
Management, LLC 
By:    ________________________ By: ________________________ 
Print:   ________________________ Print:  Brenda Viloria 
Title:   ________________________ Title:  VP Business Services

EXHIBIT "A" 
The Plans 
(To be attached after approval by Owner)

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