2014/05/28 Council Agenda Packet

5.2.5 No Other Warranties. Except as otherwise specifically provided in this Section 5.2, the Port transfers and conveys the Transferred Sewer Infrastructure to the City without warranty, express or implied, and without recourse. 5.2.6 Bill of Sale. If either party to this Agreement determines that a formal bill of sale is required for the transfer of the Transferred Sewer Infrastructure, then both parties will cooperate to draft and execute such a bill of sale. 5.3. Easements for Connection to East Marine View Drive. Prior to the recording of the Sanitary Sewer Easement, the Port will procure utility easements for the City, in form(s) reasonably acceptable to the City, so that the City has easement or equivalent rights for the existing sewer pipeline that connects from the Riverside Business Park to East Marine View Drive. The parties acknowledge that this will require easements from BNSF, Benson & Wolken, Benson individually, and possibly WSDOT. These easement rights are required for the City to operate the Riverside Business Park sanitary sewer system. 5.4 Lot 8. The City does not intend to own, operate or maintain any sanitary sewer infrastructure within Lot 8. The City will complete the work necessary so that Lot 8 is isolated from the rest of the Riverside Business Park sanitary sewer system (the "Lot 8 Sanitary Isolation Work"). The Port will reimburse the City for 50% of the City's reasonable costs for Lot 8 Sanitary Isolation Work, which the Port will pay the City within sixty (60) days after receiving an invoice from the City. 5.5 Post -Recording of Sanitary Sewer Easement: City Maintenance and Operation. Upon recording of the Sanitary Sewer Easement, ,the City will operate, maintain, and replace the Transferred Sewer Infrastructure in accordance with its usual and customary municipal standards and practices. 6. Roadways Right of Way Easement. Presently existing within the Riverside Business Park is a system of access roads. The Port shall grant to the City, by recordable document, an easement right-of-way for public use on these access roads for the purposes of the City assuming operational control, maintenance, and repair of these roads effective upon recording of such easement. The foregoing grant of the easement right-of-way on the access roads within the Riverside Business Park shall be by recordable document, substantially in the form attached hereto as Exhibit "14" (the "Right -of -Way Easement on Access Roads"). 7. Timing. 7.1 Overpass Temporary Construction Agreement. The Overpass Temporary Construction Agreement provided for by Section 1.2 above, shall be entered into within ten (10) business days of the Effective Date of this General Transfer Agreement. 7.2 Benson & Wolken New Public Access Easement. Pursuit of the Benson & Wolken New Public Access Easement, provided for by Section 2.2, shall be undertaken by the Port either before or after the Effective Date of this General Transfer Agreement. 11 67