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. .         ltemNumber:      6b Exhist
Date of Meeting: March 23 2010
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EXHIBIT B

TENANT REIMBURSEMENTS PROCEDURE

~                                       AVIATION DIVISION



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AV-2 (As of 5-2009)

I.     STATEMENT OF THE PROCEDURE

A.   Section 2.4.1 of Port Commission Resolution No. 3605, as amended, authorizes the Chief
Executive Ofcer (CEO) to "approve reimbursements to Airport tenants for work performed by suCh
tenants to improve Airport premises so long as the total reimbursement amount: (i) is less than or equal to
Two Hundred Thousand Dollars ($200,000), (ii) is within Authorized Budget Limits, (iii) the plans and
specications for such improvements and (iv) the work as completed is acceptable as determined by
policies and procedures promulgated by the CEO". Section 2.4.2 of Resolution No. 3605 further provides
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that "the CEO shall implement procedures for the reimbursement of Airport tenant improvements. Such
procedures must include allowable cost categories and provide for their consistent application among all
tenants".

B.   This Procedure provides the mechanism for ensuring compliance With Section 2.4 of Resolution
No. 3605. '.

C.    This Procedure applies to all requests for Tenant Reimbursement, including requests estimated at
over $200,000 that require Port Commission approval.

II.    DETAILS

A.   AV Properties Manager or designee ("Manager") shall engage the necessary Port staff in
determining whether a tenant project ("Project') meets the eligibility criteria for tenant reimbursements
(TR) set forth in the Aviation Division Tenant Reimbursement Guidelines (Guidelines).
B.   The Manager shall ensure that:
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1.     Interested tenants receive a copy of this Procedure and ofthe Guidelines; and
2.    All TR requests are in writing and outline the scope of the Project

C.    The Manager shall identify a source of mds for the requested TR prior to Port management
approval, execution of the TRA, and approval by the Port Commission (where the estimated TR exceeds
$200,000).

D.   Once the Port determines that a Project is eligible for TR, the requesting tenant must sign a Tenant
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Reimbursement Agreement (TRA) documenting the TR- amount.
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E.    The Port may consider requests for additional TR amounts beyond the amount established in the
TRA when, in the Port's sole determination, the, additional costs resulted from:                           i
l.     the Port's subsequent imposition of design standards or Project requirements; and/or
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2.    unforeseen Project site conditions; and/or
3.     qualied project scope or costs that were not adequately detailed in the Port's internal cost :
estimate

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Ifthe Port consents to an adjustment to the initial TR amount and the additional costs fall under 1,
2, or 3 above, Port staff shall work with tenants to obtain any required authorizations, including Port
Commission authorization, for the additional TR amount.

III.
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AVIATION PROPERTIES RESPONSIBEITY

Aviation Properties shall be responsible for the coordination, dissemination, and implementation ofthis
TR procedure.

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TENANT REIMBURSEMENTS GUIDELINES

AVIATION DIVISION

(In support ofAviation Procedure on TenantReimbursements AV-2)

Anthony-"Pursuant to RCW 14.08.120 (4) the Port may reimburse Airport tenants for the cost
of constructing, altering, repairing or improving Airport property that is included in the tenant's
leased area. Resolution No. 3605, Section 2.4 authorizes the Port's Chief Executive Ofcer to
promulgate these Tenant Reimbursement Guidelines under RCW 14.08.120 (4). These
Guidelines were developed solely to assist the Aviation Properties staff in reviewing tenant
requests for project reimbursements. The Port retains the sole discretion to determine, interpret
and revise all requirements for tenant project reimbursement, including eligibility and criteria.

Responsible Department: Aviation Properties has been delegated primary responsibility for the
coordination, dissemination and implementation ofthis procedure on behalf of the Aviation
Division. This responsibility includes reviewing a tenant's proposed construction scope,
coordinating with appropriate Port staff determining a project's eligibility, establishing a
reimbursement amount reviewing tenant and contractor documentation, and ultimatelyissuing a
reimbursement

Denitions: As used111 these Guidelines, the following terms shall have the meaning set forth
below.

Tenant: "Tenant" means any individual or entity with a term lease of Airport property, including
preferential areas under the Signatory Lease and Operating Agreement; Port owned space within
the Airport Terminal building; and areas within the Air Operations Area or AOA.

Air Operations Area: "Air Operations Area" or "AOA" means any area enclosed by the Airport
security fence.

Section 1.    Criteria for Determining Eligibili of Tenant Project for Reimbursement:

The following criteria are to be used as general guidelines in determining whether a Tenant
project is eligible for reimbursement.

1.1   Tenant improvement ofunnished "raw/shell" space to a usable "nished" space.
1.2   Tenant improvement of existing "nished," including Tenant leaseholds by remedying
decient building systems and infrastructure such as air handling systems, re sprinklers, or
other building code or Port required systems or utilities.
1.3   Tenant build -out of xtures or equipment such as gate or ticket counter casework and
associated infrastructure as part of Tenant projects in preferential areas.

Section 2.   Documentation Required for Reimbursement

2.1
During the initial project scoping and negotiation process, the Port may use an estimated ,
per square foot cost as an order of magnitude guideline.
1.

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2.2   Final reimbursement amounts will be based on either a Port engineering estimate of
project specic reimbursable scope, or the submission and review of a tenant's Project
expenditure documentation, including detailed breakout of costs.
2.3   Reimbursement Documentation should be organized into the following categories
2.3.1.    Architectural Finishes (Doors/Hardware, Perimeter Walls, Demising Walls, Floor
Finishes, Ceilings, Lighting, and Casework/other)
2.3.2    Mechanical (HVAC supply, HVAC distribution, HVAC Controls, Smoke
Control, and Sprinklers)
2.3.3    Electrical/Communications (Panel, Power Distribution, Communications demark,
and Communications distribution)
2.4   At its discretion, the Port may request additional documentation to support a claim for
reimbursement. -
2.5   All tenants requesting reimbursement for tenant improvements must Sign a Tenant
Reimbursement Agreement (TRA).