HomeMy WebLinkAboutResolution_EsmtAssignment_SuncadiaKITTITAS COUNTY
DEPARTMENT OF PUBLIC WORKS
AGENDA STAFF REPORT
AGENDA DATE: January 21, 2020
ACTION REQUESTED: Request to approve a Resolution to Authorize an
Assignment of Easement Pursuant to "Grant of Non -
Exclusive Easements" to Suncadia, LLC; Kittitas County
Auditor's File Number 200601050005.
BACKGROUND: On January 05, 2006 a grant of non-exclusive easement
from Kittitas County to Suncadia LLC was recorded under
Auditor's File Number 200601050005. The County
executed easement contains adequate protections for the
use of County Bullfrog Road right of way by incorporating
current franchise agreement elements. The incorporation of
franchise elements into the easement, negates the need for a
separate franchise agreement with Suncadia LLC.
Pursuant to Section 5 of the executed easement, assignment
of easement may only proceed with the County's prior
approval. Suncadia now desires assigning to two utility
companies (Suncadia Water Company, LLC and Suncadia
Environmental Company, LLC). Timing is of the essence
for Suncadia to complete this action as a pending sale of
real property appears to be at stake. Public Works
immediately transmitted the requested assignment
documents to the Board's Attorney on the morning of
January 15, 2020.
INTERACTION: Public Works; Prosecuting Attorney's Office
RECOMMENDATION: Approve the Resolution to authorize the requested
assignment of non-exclusive easement.
HANDLING: Return one original to Public Works
ATTACHMENTS: Resolution; Assignment of Non -Exclusive Easement
LEAD STAFF: Mark R. Cook, Director
BOARD OF COUNTY COMMISSIONERS
COUNTY OF KITTITAS
STATE OF WASHINGTON
RESOLUTION NO. 2020 -
APPROVING THE ASSIGNMENT OF NON-EXCLUSIVE EASEMENT FOR NEW
SUNCADIA, LLC FOR UTILITY ACCESS AT BULLFROG ROAD
WHEREAS: The Kittitas County Board of County Commissioners did authorize a non-
exclusive easement for Suncadia, LLC supporting utilities within Bullfrog Road
right of way under Auditor File Number 20060150005; and
WHEREAS: The recorded non-exclusive easement contains required franchise protections for
Public Works maintenance and future roadway improvements, and
WHEREAS: Section 5 of the non-exclusive easement requires Board of County Commission
approval of any desired assignment of interest on the part of Suncadia, LLC; and
WHEREAS: New Suncadia, LLC now desires assigning partial interest to two utility
companies (Suncadia Water, LLC and Suncadia Environmental, LLC);
NOW, THEREFORE BE IT RESOLVED that the Board of County Commissioners, in the
best interest of the public, does hereby approve the assignment of interest of Non -Exclusive
Easement for utility use within Bullfrog Road right of way pursuant to non-exclusive easement
as recorded under Auditor File Number 20060150005.
DATED this 21 st day of January 2020, at Ellensburg, Washington.
BOARD OF COUNTY COMMISSIONERS
KITTITAS COUNTY, WASHINGTON
Brett Wachsmith, Chairman
Attest:
❑ Clerk of the Board- Julie Kjorsvik
❑ Deputy Clerk of the Board- Mandy Buchholz
Laura Osiadacz, Vice -Chairman
Cory Wright, Commissioner
For review/approi al purposes 11112/2020 1: t7 PM
After recording return to:
New Suncadia, LLC
770 Suncadia Trail
Cle Elora WA 98922
2020 Utilih- Sale Document 403 Assn County Esmt
Document Title: Partial Assignment of Easement
Grantor: New Suncadia, LLC, a Delaware limited liability company
Kinitas County, a municipal corporation
Grantee: Suncadia Water Company, LLC, a Washington limited liability company;
Suncadia Environmental Company, LLC, Washington limited liability company;
Legal Description: Pro Bullfrog Road in S 1/2 NE 1/4 and NE 1/4 SE 'V, Sec 29, Twsp 20N, Rge 15 E WM
Pin Bullfrog Road in SW 1/4 SW 1/4 Sec 21 Twsp 20N, Rge 15 E WM
Ptn Bullfrog Road in NW 1/4 NW 1/4 Sec 28 Twsp 20N, Rge 15 E WM
Assessor's Tax Parcel No.: n/a — within County ROW
Reference No. of Document Partially Assigned: 200601050005
Real Estate Excise Tax: Does not apply - no consideration as defined WAC 458-61A-102(2)
PARTIAL ASSIGNMENT OF EASEMENT
This PARTIAL ASSIGNMENT OF EASEMENT ("Assignment"), dated as of the 12th day of January, 2020,
is made by NEW SUNCADIA, LLC, A DELAWARE LIMITED LIABILITY COMPANY, ("New Suncadia") and
I{ITTITAS COUNTY, WASHINGTON, A MUNICIPAL CORPORATION (the "County"), for the benefit of
SUNCADIA WATER COMPANY LLC, A WASHINGTON LIMITED LIABILITY COMPANY ("SWC"), SUNCADIA
ENVIRONMENTAL COMPANY, LLC, WASHINGTON LIMITED LIABILITY COMPANY ("SEC") (SWC and SEC
collectively hereinafter referred to as the "Assignees").
WHEREAS, County is the grantor and New Suncadia is the grantee of an easement dated December
20, 2005, and recorded under Kittitas County Auditor's File No. 200601050005 ("Easement"); and
WHEREAS, the Easement covers a portion of the right-of-way of Bullfrog Road legally described in
EXHIBIT A attached hereto and incorporated herein (the "Easement Area"); and
WHEREAS, EXHIBIT B attached hereto and incorporated herein by reference reflects the location of
certain sanitary sewer facilities operated by SEC and identified thereon as "K -Sl," "K -S2" and "K -S3"
(collectively, the "Sewer Facilities") and certain irrigation water facilities operated by SWC and identified
thereon as "K-1111" and "K-1122" (collectively, the "Irrigation Facilities"), all of which are within the Easement
Area and have been constructed by New Suncadia; and
Partial Assignment of Easement — Sewer and Irrigation Water Page I
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WHEREAS, New Suncadia intends to transfer ownership of the Sewer Facilities and the Irrigation
Facilities to the Assignees and to assign such portion of its right, title and interest in the Easement to allow
Assignees to own, operate, and maintain their respective Facilities within the Easement Area.
NOW, THEREFORE, in consideration of the ongoing development of Suncadia, the undersigned do
hereby agree as follows:
1. Definitions. Except as specifically set forth herein, defined terms herein shall have the same
meaning as set forth in the Easement.
2. Assignment.
2.1. New Suncadia does hereby assign to SEC such portion of New Suncadia's rights
under the Easement necessary to construct, operate, and maintain the Sewer Facilities.
2.2. New Suncadia does hereby assign to SWC such portion of New Suncadia's rights
under the Easement necessary to construct, operate, and maintain the Irrigation Facilities.
2.3. Except as specifically set forth herein, New Suncadia otherwise retains its rights
under the Easement, including the right to use and make further assignments as provided therein.
3. Confirmation. New Suncadia and the County confirm that, whether by inclusion in the
Easement or by subsequent consent as contemplated in Section 1 thereof, the Sewer Facilities and the
Irrigation Facilities as presently installed in the Easement Area are included in the definition of "Facilities" in
the Easement and, to the extent necessary, do hereby amend the Easement to so include the same under such
definition.
4. Consent. Pursuant to Section 5 of the Easement, the County hereby consents to the partial
assignment of the Easement contained herein.
5. Acceptance. SEC and SWC hereby acknowledge that they have received a copy of the
Easement and agree to be bound by the provisions set forth therein.
6. Indemnification. Assignees, and each of them, shall indemnify, protect and hold New
Suncadia, and its successors or assignees, harmless from and against any and all claims, causes of action, or
other assertion of liability, including attorney fees and costs, arising out of Assignees' actions, ordinary
negligence, intentional acts or omissions with regard to Assignees', or either of their, exercise of the Easement
rights.
7. Applicable Law. This Assignment and the respective rights, remedies and obligations of the
parties hereunder shall be construed and interpreted in accordance with the laws of the State of Washington.
S. Counterparts. This Agreement may be executed simultaneously in two or more
counterparts, each of which shall be deemed an original and all of which, when taken together, constitute one
and the same document. The signature of any party to any counterpart shall be deemed a signature to, and may
be appended to, any other counterpart.
Partial Assignment of Easement — Sewer and Irrigation Water Page 2
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IN WITNESS WHEREOF, the parties have executed this Assignment as of the day and year first
above written.
New Suncadia, LLC, a Delaware limited liability company
By its Managing Member: Suncadia Operating Member, LLC, a Delaware limited liability company,
By its Manager: LDD Suncadia Manager, Inc., a Delaware corporation,
By its Senior Vice President, Roger T. Beck:
By its Vice President, Gary A. Kittleson:
Signature
Signature
Suncadia Environmental Company, LLC, a Washington limited liability company
By its Sole Member: New Suncadia, LLC, a Delaware limited liability company
By its Managing Member: Suncadia Operating Member, LLC, a Delaware limited liability
company,
By its Manager: LDD Suncadia Manager, Inc., a Delaware corporation,
By its Senior Vice President, Roger T. Beck:
Signature
By its Vice President, Gary A. Kittleson:
Signature
Suncadia Water Company, LLC, a Washington limited liability company
By its Sole Member: New Suncadia, LLC, a Delaware limited liability company
By its Managing Member: Suncadia Operating Member, LLC, a Delaware limited liability
company,
By its Manager: LDD Suncadia Manager, Inc., a Delaware corporation,
By its Senior Vice President, Roger T. Beck:
By its Vice President, Gary A. Kittleson:
Kittitas County, a Washington limited liability company
By the Chair of its County Commissioners,
Signature
Signature
Signature
Partial Assignment of Easement — Sewer and Irrigation Water page 3
For review/approval purposes (/12/2020 1:17 PM 2020 Utility Sale Document 403 Assn County Esmt
Approved as to Form By Kittitas County Prosecuting Attorney or his Deputy,
Print Name Signature
STATE OF WASHINGTON )
) ss.
County of Kittitas )
On this day, before me, the undersigned, a Notary Public in and for the State of Washington, duly
commissioned and sworn, personally appeared Roger T. Beck and Gary A. I{ittleson, to me known to be a
Senior Vice President and Vice President, respectively, of LDD Suncadia Manager, Inc., a Delaware
corporation, the Manager of Suncadia Operating Member, LLC, a Delaware limited liability company, the
Managing Member of New Suncadia, LLC, a Delaware limited liability company, the company that
executed the foregoing instrument, and acknowledged that the said instrument to be the free and voluntary act
and deed of said company, for the uses and purposes therein mentioned, and on oath stated that he is
authorized to execute the said instrument.
GIVEN under my hand and official seal this _ day of January, 2020.
Printed Name:
Notary Public in and for the State of Washington
My commission expires:
STATE OF WASHINGTON )
) ss.
County of Kittitas )
On this day, before me, the undersigned, a Notary Public in and for the State of Washington, duly
commissioned and sworn, personally appeared Roger T. Beck and Gary A. Kittleson, to me known to be a
Senior Vice President and Vice President, respectively, of LDD Suncadia Manager, Inc., a Delaware
corporation, the Manager of Suncadia Operating Member, LLC, a Delaware limited liability company, the
Managing Member of New Suncadia, LLC, a Delaware limited liability company, the sole member of
Suncadia Environmental Company, LLC, the company that executed the foregoing instrument, and
acknowledged that the said instrument to be the free and voluntary act and deed of said company, for the uses
and purposes therein mentioned, and on oath stated that he is authorized to execute the said instrument.
GIVEN under my hand and official seal this day of January, 2020.
Printed Name:
Notary Public in and for the State of Washington
My commission expires:
Partial Assignment of Easement — Sewer and Irrigation Water page 4
For review/approval purposes 11112/2020 1:17 PM
STATE OF WASHINGTON )
) ss.
County of Kittitas )
2020 Utility Sale Document #03 Assn County Esrnt
On this day, before me, the undersigned, a Notary Public in and for the State of Washington, duly
commissioned and sworn, personally appeared Roger T. Beck and Gary A. Kittleson, to me known to be a
Senior Vice President and Vice President, respectively, of LDD Suncadia Manager, Inc., a Delaware
corporation, the Manager of Suncadia Operating Member, LLC, a Delaware limited liability company, the
Managing Member of New Suncadia, LLC, a Delaware limited liability company, the sole member of
Suncadia Water Company, LLC, the company that executed the foregoing instrument, and acknowledged
that the said instrument to be the free and voluntary act and deed of said company, for the uses and purposes
therein mentioned, and on oath stated that he is authorized to execute the said instrument.
GIVEN under my hand and official seat this day of January, 2020.
Printed Name:
Notary Public in and for the State of Washington
My commission expires:
STATE OF WASHINGTON )
ss.
County of Kittitas )
On this day, before me, the undersigned, a Notary Public in and for the State of Washington, duly
commissioned and sworn, personally appeared to me known to be the Chair
of the Board of Commissioners, lGttitas County Washington, the municipal corporation that executed the
foregoing instrument, and acknowledged that the said instrument to be the free and voluntary act and deed of
said corporation, for the uses and purposes therein mentioned, and on oath stated that is authorized
to execute the said instrument.
GIVEN under my hand and official seal this day of January, 2020.
Printed Name:
Notary Public in and for the State of Washington
My commission expires:
Partial Assignment of Easement —Sewer and Irrigation Water page 5
For review/approval purposes 1/12/2020 1:17 PM 2020 Utility Sale Document #03 Assn County Esmf
Exhibit A
Legal Description Of Easement Area
That portion of the right-of-way of Bullfrog Road lying between stations 96+00 and 123+50,
according to the "Right of Way Record of Survey" recorded under Recording Number 200510250009, Kittitas
County, situate in the South half of the Northeast quarter and the Northwest quarter of the Southeast quarter of
Section 29, Township 20 North, Range 15 East, W.M.,in said County.
TOGETHER WITH
That portion of the right-of-way of Bullfrog Road lying between stations 140+00 and 145+50,
according to said Record of Survey, situate in the Southwest quarter of the Southwest quarter of Section 21
and the Northwest quarter of the Northwest quarter of Section 28, Township 20 North, Range 15 East, W.M.,
in said County.
Partial Assignment of Easement —Sewer and Irrigation Water ExhibitA
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