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HomeMy WebLinkAboutJefferson Land Trust, Marrowstone Mize - 110419JEFFERSON COUNTY CONSERVATION FUTURES PROGRAM PROJECT GRANT AGREEMENT Project Sponsor: Jefferson Land Trust Project Title: Marrowstone Mize Contract Number: WQ-19-175 Approval: Resolutions No. 48-18 A. Parties to the Agreement This Project Grant Agreement (Agreement) is entered into between County of Jefferson (County), PO Box 1220, Port Townsend, Washington 98368 and Jefferson Land Trust (Sponsor), 1033 Lawrence Street, Port Townsend, WA 98368, and shall be binding upon the agents and all persons acting by or through the parties. B. Purpose of the Agreement This Agreement sets out the terms and conditions by which a grant is made through the Jefferson County Conservation Futures Fund. The grant is administered by Jefferson County Public Health Department on behalf of the project Sponsor. C. Description of Project The subject project is described in the Scope of Work (Appendix A), Resolution No. 48-18 (Appendix B), and the 2018 Conservation Futures project application for the Marrowstone Mize Project (Appendix Q. Jefferson County Conservation Futures Funds ("CFF") in an amount not to exceed $45,000 will be used towards the acquisition by Jefferson Land Trust of a grant deed of conservation easement to include the subject 35 -acre property known in the records of the Jefferson County Assessor as APN#s 021291001, 021291035, 953700409, 975900701, 975900707, 975900801, 975900802, 975900803, 975901101, 975901102, and 021204012 and described in the draft easement (Appendix D). The Land Trust purchase of the grant deed of conservation easement on the subject property will prevent subdivision while allowing for sustainable forest management, habitat protection, recreational and educational uses. Language will be included to protect the County's interests and conservation values, including: Grantee's costs of acquiring this Easement were provided by grant funding from the Jefferson County Conservation Futures property tax authorized by Washington law. Grantee hereby agrees to be bound by Jefferson County Code 3.08.030(9), the uses authorized under RCW 84.34.230, and the terms of the Grant Agreement, as described herein, including the obligation to ensure the long term conservation of the Property in accordance with the terms and conditions of this Easement, and to obtain the consent of Jefferson County prior to any conveyance of any interest acquired hereby. Consistent with Jefferson County Code 3.08.030(9), this Easement shall not be converted to a different use unless and only if other equivalent lands or interest in lands within Jefferson County are received by Grantee in exchange. D. Periods of Performance The Project reimbursement period for acquisition expenses shall begin on October 1, 2018 and end on October 1, 2021 unless proof of match is provided prior to this date. No expenditure made before 2018 Marrowstone Mize October 1, 2018 is eligible for reimbursement unless incorporated by written amendment into this Agreement. Annual reporting is required every October beginning in 2019 until three years after the acquisition funds are dispersed. E. Project Funding The total grant award provided by the Conservation Futures Fund (CFF) for the Project shall not exceed $45,000 and Jefferson County CFF shall not pay any amount beyond that approved herein for funding of the Project. The Sponsor shall be responsible for no less than eighty (80%) percent of the total Project cost and all Project costs in excess of $45,000. The contribution by the Sponsor toward work on the Project shall be as indicated below. The contribution by the County toward work on the Project is described immediately above and in "C" above. F. Unexpended Project Allocations Should unexpected Project allocations, including (but not limited to) project completion at less than the estimated cost or (alternatively) the abandonment of the Project occur, then the Sponsor shall notify the County. G. Rights and Obligations All rights and obligations of the parties to this Agreement are subject to this Agreement and its attachments, including the Sponsor's Revised Application and Jefferson County Conservation Futures Program Manual for the 2018 Funding Cycle (Appendix E). Except as provided herein, no alteration of any of the terms or conditions of this Agreement will be effective unless provided in writing. All such alterations, except those concerning the period of performance, must be signed by both parties. Period of performance extensions need only be signed by Jefferson Board of County Commissioners. H. Indemnification Sponsor shall indemnify, defend and hold harmless the County, its officers, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including attorneys fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Sponsor's own employees, or damage to property occasioned by a negligent act, omission or failure of the Sponsor. I. Insurance The Sponsor shall secure and maintain in force throughout the duration of this contract policies of insurance as follows: If and only if the Sponsor employs any person(s) in the status of employee or employees separate from or in addition to any equity owners, sole proprietor, partners, owners or shareholders of the Sponsor, Worker's Compensation Insurance in an amount or amounts 2018 Marrowstone Mize Acquisition O & M Totals % Match Marrowstone Mize — Conservation Futures $45,000 $0 $45,000 20% Project Sponsor Contribution $180,000 $0 $180,000 80% Totals $225,000 $0 $225,000 100% F. Unexpended Project Allocations Should unexpected Project allocations, including (but not limited to) project completion at less than the estimated cost or (alternatively) the abandonment of the Project occur, then the Sponsor shall notify the County. G. Rights and Obligations All rights and obligations of the parties to this Agreement are subject to this Agreement and its attachments, including the Sponsor's Revised Application and Jefferson County Conservation Futures Program Manual for the 2018 Funding Cycle (Appendix E). Except as provided herein, no alteration of any of the terms or conditions of this Agreement will be effective unless provided in writing. All such alterations, except those concerning the period of performance, must be signed by both parties. Period of performance extensions need only be signed by Jefferson Board of County Commissioners. H. Indemnification Sponsor shall indemnify, defend and hold harmless the County, its officers, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including attorneys fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Sponsor's own employees, or damage to property occasioned by a negligent act, omission or failure of the Sponsor. I. Insurance The Sponsor shall secure and maintain in force throughout the duration of this contract policies of insurance as follows: If and only if the Sponsor employs any person(s) in the status of employee or employees separate from or in addition to any equity owners, sole proprietor, partners, owners or shareholders of the Sponsor, Worker's Compensation Insurance in an amount or amounts 2018 Marrowstone Mize that are not less than the required statutory minimum(s) as established by the State of Washington or the state or province where the Sponsor is located. Commercial Automobile Liability Insurance providing bodily injury and property damage liability coverage for all owned and non -owned vehicles assigned to or used in the performance of the work for a combined single limit of not less than $500,000 each occurrence with the County named as an additional insured in connection with the Sponsor's performance of the contract. General Commercial Liability Insurance in an amount not less than a single limit of one million dollars ($1,000,000) per occurrence and an aggregate of not less than two (2) times the occurrence amount ($2,000,000.00 minimum) for bodily injury, including death and property damage, unless a greater amount is specified in the contract specifications. The insurance coverage shall contain no limitations on the scope of the protection provided and include the following minimum coverage: a. Broad Form Property Damage, with no employee exclusion; b. Personal Injury Liability, including extended bodily injury; C. Broad Form Contractual/Commercial Liability — including completed operations; d. Premises — Operations Liability (M&C); e. Independent Contractors and subcontractors; f. Blanket Contractual Liability. Such insurance coverage shall be evidenced by one of the following methods: * Certificate of Insurance; * Self-insurance through an irrevocable Letter of Credit from a qualified financial institution. The County shall be named as an additional insured party under this policy. Certificates of coverage as required by this section shall be delivered to the County within fifteen (15) days of execution of this agreement. Any deductibles or self-insured retention shall be declared to and approved by the County prior to the approval of the contract by the County. At the option of the County, the insurer shall reduce or eliminate deductibles or self-insured retention or the Sponsor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. The Sponsor shall include all subcontractors as insured under its insurance policies or shall furnish separate certificates and endorsements for each subcontractor. All insurance provisions for subcontractors shall be subject to all of the requirements stated herein. Failure of the Sponsor to take out and/or maintain any required insurance shall not relieve the Sponsor from any liability under the Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations concerning indemnification. It is agreed by the parties that insurers shall have no right of recovery or subrogation against the County (including its employees and other agents and agencies), it being the intention of the parties that the insurance policies so affected shall protect both parties 2018 Marrowstone Mize and be primary coverage for any and all losses covered by the above described insurance. It is further agreed by the parties that insurance companies issuing the policy or policies shall have no recourse against the County (including its employees and other agents and agencies) for payment of any premiums or for assessments under any form of policy. It is further agreed by the parties that any and all deductibles in the above described insurance policies shall be assumed by and be at the sole risk of the Sponsor. It is agreed by the parties that judgments for which the County may be liable, in excess of insured amounts provided herein, or any portion thereof, may be withheld from payment due, or to become due, to the Sponsor until such time as the Sponsor shall furnish additional security covering such judgment as may be determined by the County. The County reserves the right to request additional insurance on an individual basis for extra hazardous contracts and specific service agreements. Any coverage for third party liability claims provided to the County by a "Risk Pool" created pursuant to Ch. 48.62 RCW shall be non-contributory with respect to any policy of insurance the Sponsor must provide in order to comply with this Agreement. If the proof of insurance or certificate indicating the County is an "additional insured" to a policy obtained by the Sponsor refers to an endorsement (by number or name) but does not provide the full text of that endorsement, then it shall be the obligation of the Sponsor to obtain the full text of that endorsement and forward that full text to the County. The County may, upon the Sponsor's failure to comply with all provisions of this contract relating to insurance, withhold payment or compensation that would otherwise be due to the Sponsor. J. Independent Contractor The Sponsor and the County agree that the Sponsor is an independent contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Sponsor nor any employee of Sponsor shall be entitled to any benefits accorded County employees by virtue of the services provided under this agreement. The County shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to Sponsor, or any employee of Sponsor. The Sponsor shall not sublet or assign any of the services covered by this contract without the express written consent of the County or its authorized representative. Assignment does not include printing or other customary reimbursable expenses that may be provided in an agreement. K. Ownership and Use of Documents All documents, drawings, specifications and other materials produced by the Sponsor in connection with the services rendered under this agreement shall be the property of the Sponsor whether the project for which they are made is executed or not. The County shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference, and use in connection with the Sponsor's endeavors. 4 2018 Mazwwstone Mize L. Compliance with Applicable Statutes, Rules, and Jefferson County Policies This Agreement is governed by, and the Sponsor shall comply with, all applicable state and federal laws and regulations, including RCW 84.34.210, and published agency policies, which are incorporated herein by this reference as if fully set forth. M. Sponsor's Accounting Books and Records The Sponsor shall maintain complete financial records relating to this contract and the services rendered including all books, records, documents, receipts, invoices, and all other evidence of accounting procedures and practices which sufficiently and properly reflect all direct and indirect cost of any nature expended in the performance of this contract. The Sponsor's records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the County and state for a period of ten (10) years after the date of the final payment to Sponsor. Copies shall be made available upon request. N. Licensing, Accreditation and Registration The Sponsor shall comply with all applicable local, state and federal licensing, accreditation, permitting, and registration requirement/standards necessary for the performance of this contract. O. Disputes Except as otherwise provided in this contract, when a bona fide dispute arises between Jefferson County and the Sponsor and it cannot be resolved, either party may request a dispute hearing with a mediator assigned by or associated with Jefferson County District Court. Either party's request for a dispute hearing must be in writing and clearly state: a. the disputed issue(s), b. the relative positions of the parties, and c. the Sponsor's name, address and Agency contact number These requests must be mailed to the Project Manager, Jefferson County Environmental Public Health Department, 615 Sheridan St., Port Townsend, WA 98368, within fifteen (15) days after either party received notice of the disputed issue(s). The parties agree that this dispute process shall precede any action in a judicial or quasi-judicial tribunal. The parties will split evenly the cost of mediation or whatever form of dispute resolution is used. P. Termination for funding Jefferson County may unilaterally terminate this contract in the event funding from state, federal, or other sources are withdrawn, reduced, or limited in any way after the effective date of this contract. Q. Termination for Convenience The County reserves the right to terminate this agreement at any time by giving ten (10) days written notice to the Sponsor. R. Assignment The Sponsor shall not sublet or assign any interest in this Agreement, and shall not transfer any interest in this agreement without the express written consent of the County. T. Non -Waiver. Waiver by the County of any provision of this agreement or any time limitation provided for in this agreement shall not constitute a waiver of any other provision. U. County Does Not Assume Additional Duties The County does not assume any obligation or duty, except as required by federal or state law, to determine if Sponsor is complying with all applicable statutes, rules, codes ordinances or permits. 2018 Marrowstone Mize V. Agreement Representatives All written communications sent to the Sponsor under this Agreement will be addressed and delivered to: Sponsor Contact Sarah Spaeth, Director of Conservation Jefferson Land Trust 1033 Lawrence St. Port Townsend, WA 98368 Conservation Futures Program Contact Tami Pokorny Jefferson County Environmental Public Health — Conservation Futures 615 Sheridan Street Port Townsend, WA 98368 These addresses shall be effective until receipt by one party from the other of a written notice of any change. W. Entire Agreement/Severability This agreement, along with all attachments, constitutes the entire agreement of the parties. No other understandings, oral or otherwise, regarding this Agreement shall exist or bind any of the parties. If any part of this Agreement is ruled or adjudicated to be unlawful or void, all other sections of this Agreement shall continue to have full force and effect. X. Effective Date This agreement, for the Marrowstone Mize Project, shall be effective upon signing by all parties. Y. Venue: Venue for any litigation arising from this Project Agreement shall be only in the Superior Court In and for Jefferson County. Each party to this agreement shall be responsible for their litigation costs, including attorney's fees. DATED this � day of 2019. By a;L Kate Dean, Chair Jefferson Board of County Commissioners By��1,— Jefferson Land Trust Attested: a 6J ; Carolyn alloway, Deputy C k of the Board Approved as to 0 C• �o Philip C. Hunsucker Chief Civil Deputy Prosecuting Attorney 2018 Marrowstone Mize Ua 9 Dh11J_&W, Scope of Work Jefferson Land Trust, as project sponsor "Sponsor", will perform the following tasks in order to implement the Marrowstone Mize Project: Task 1: Acquire Matching Contribution Sponsor will secure the necessary matching contribution of no less than eighty percent (80%) of the total project cost. The match must be in an eligible form consistent with JCC 3.08.030(5). Deliverable la: Matching contribution(s) of no less than 80% of the total project cost. Task 2: Acquire Conservation Easement Sponsor will acquire a conservation easement on the subject property, APN#s 021291001, 021291035, 953700409, 975900701, 975900707, 975900801, 975900802, 975900803, 975901101, 975901102, and 021204012, that incorporates approved Conservation Futures Program language, including the language in item "C" of this agreement. Deliverable 2a: Estimated settlement statement (HUD -1) Deliverable 2b: Recorded grant of conservation easement deed. Task 3: Stewardship Sponsor will provide a plan for stewardship. Deliverable 3a: Electronic copy of stewardship plan. Task 4: Reporting Sponsor will monitor and report on the property as described in item "D" of this agreement and submit required reports to the Conservation Futures Citizen Oversight Committee (through staff) in the format provided for each year. Deliverable 4a: Completed annual reports. 2018 Marrowstone Mize Resolution No. 48-18 2018 Marrowstone Mize CC'•�� �lo�ll� STATE OF WASHINGTON County of Jefferson Dedication of Conservation Futures Funds to the } Marrowstone Mize project as Authorized by and in } Accordance with Jefferson County Code } RESOLUTION NO. 4 8-18— Section 3.08.030(7) to Provide a System of Public } Open Spaces ) WHEREAS, conservation futures tax levy collections, authorized under RCW 84.34.230 are an important means of retaining community character and accomplishing the open space policies and objectives of the Jefferson County Comprehensive Plan that encourage the coordinated acquisition of key open space lands for long-term protection; and WHEREAS, Jefferson County is authorized by RCW 84.34.210 and 84.34.220 to acquire open space land, agricultural and timber lands as defined in RCW 84.34.220; and WHEREAS, the Conservation Futures Citizen Oversight Committee has reviewed project applications for 2018 and made its funding recommendations to the Board of County Commissioners in accordance with Jefferson County Code Chapter 3.08; and WHEREAS, under the provisions of the Jefferson County Conservation Futures Program, the Jefferson Land Trust, as project sponsor, requests funding towards the acquisition of a conservation easement on nine parcels of land in Sec. 29 T. 30N, R. I with Assessor's Parcel Numbers 021204012, 021291001, 021291035, 953700409, 975901102, 975901101, 975900801, 975900802, and 975900803; and WHEREAS, the County retains enough developable land to accommodate the 2018 Marrowstone Mize project as well as the housing and employment growth that it is expected to receive, thus satisfying the requirements of Chapter 449, Laws of 2005; and WHEREAS, Jefferson County considers it in the best public interest to contribute financially to this open space project. NOW, THEREFORE BE IT RESOLVED that: Jefferson County hereby dedicates up to $45,000 in conservation futures funds in the 2018 funding cycle for acquisition expenses contingent on a matching contribution of at least eighty percent (80%) of the total project cost. Resolution No. G R_ Lge: Dedication of Conservation Futures Funds to the Marrowstone Mize project 3. This dedication of funding may be nullified if a submittal for reimbursement, accompanied by documentation of matching funds sufficient to complete the acquisition, is not received from the sponsor within three years of the signing of this resolution. APPROVED AND ADOPTED this SE#:- ATTS:�,, Cele Carolyn Gallaway Deputy Clerk of the Board Sr day of OCA &'r- , 2018 in Port Townsend, Washington. JEFFERSON COUNTY BOARD21van,ZairSe ISIONERS David u Kat De n,,Member A #4eovI 44!�t Kathleen Kier, Member APPENDIX C Conservation Futures Project Application for the Marrowstone Mize Project 2018 Marrowstone Mize oN copy 2018 Jefferson County Conservation Futures Program Property Acquisition and/or N Operations and Maintenance Project Application Please complete the following application in its entirety. Be sure to answer NIA "for questions that don't apply to the project. Incomplete applications will not be accepted for consideration. Unless directed otherwise, use as much space as needed to answer each question. Contact program staff at 379-4498 or tpokorny@co.iefferson.wo.us with questions. Background and Eligibility Information 1. Project Title: Marrowstone Mize 2. Conservation Futures Acquisition Request: $45,000 Conservation Futures O&M Request: $0 3. Total Conservation Futures Request: $45,000 4. Please indicate the type of interest contemplated in the acquisition process. !Warranty Deed X Easement — Other (Please describe below.) In whose name will the property title be held after acquisition? Marrowstone Preserve LLC, with a conservation easement held by Jefferson Land Trust 5. Applicant Information Name of Applicant or Organization: Marrowstone Preserve LLC Contact: Anne Mize Address: 1815 11 th Ave East, Seattle, WA 98102 Phone: (206) 860-2504 Email: abmize(a-),comcast.net 6. Sponsor Information: (if different than applicant) Organization Name: Jefferson Land Trust Contact: Sarah Spaeth Title: Director, Conservation and Strategic Partnerships Address: 1033 Lawrence Street, Port Townsend, WA 98368 Phone: (360) 379-9501, ext. 101 Email: sspaeth@saveland.org This application was approved by the sponsor's legally responsible body (e.g., board, council, etc) on February 20, 2018 1 2018 CF Program Application htt)://x,.,ww.co.'effei-son.wa.u.-,/560/Conser,ation-Futures-Pro rain 7. Site Location Street Address or Description of Location: The undeveloped Marrowstone Preserve property is located north of the Nordland Store on Schwartz Road Driving Directions from Port Townsend: Travel to Hadlock and take bridge over the cut to Indian Island and on to Marrowstone Island. Travel north on SR 116, past the Nordland Store. Veer to the right onto Schwartz Road and travel 1 mile to property. Property is to the left of the road and is identified by presence of a fence and gate with open pasture and scattered mature trees to the west. Section: 29 Township: 30 Range: 1 E Assessor's Parcel Number(s): 021204012, 021291001, 021291035, 953700409, 975901102, 975901101, 975900801,975900802,975900803 Please differentiate current and proposed ownership of each APN and indicate if the parcel is to be acquired with CF funds or used as match. All parcels are under the ownership of the Marrowstone Preserve LLC and are proposed for preservation with a conservation easement held by Jefferson Land Trust. Please list the assessed values for each property or APN, as applicable. 021204012 - $166,100 021291001 - $120,100 021291035 - $120,100 953700409 - $168,425 975901102 - $18,750 975901101 - $15,000 975900801 - $7,500 975900802 - $15,000 975900803 - $30,000 8. Existing Conditions New Site: Yes No Addition to Existing Site: Yes No Total Project Acreage (if different):_ ___ Number of Parcels: 9 Acres to Be Acquired: 35.19 Current Zoning: RR 1:10 and RR 1:5 Existing Structures/Facilities: The only structures on site are several bridges over the ponds and wetlands, and a small shed. Any current covenants, easements or restrictions on land use: There are a couple of access easements indicated in the title report Current Use: Undeveloped 2 2018 CF Program Application litt is//ti-ww.co.'etferson.,.ra.us/560/Conservation-Futures-Pro ram Waterfront (name of body of water): Numerous wetlands (natural and man-made) on the property. Shoreline (linear feet): Owner Tidelands/Shorelands: 9. Current Property Owner X is _is not a willing seller. Project Description 10. In 1,000 words or less, provide a summary description of the project, the match, overarching goal, and three top objectives. Include information about the physical characteristics of the site that is proposed for acquisition with Conservation Futures Program funds including: vegetation, topography, surrounding land use, and relationship to parks, trails, and open space. Describe the use planned for the site, any development plans after acquisition (including passive development), characteristics of the site which demonstrate that it is well-suited to the proposed use, and plans for any structures currently on the site. If applicable, describe how the site relates to the larger project, and whether the project has a plan, schedule and funding dedicated to its completion. Please also list any important milestones for the project or critical dates, e.g. grant deadlines. List the dates and explain their importance. Please attach a spreadsheet of the budget. Jefferson Land Trust is seeking funding for purchase of a conservation easement on the -35 acre Marrowstone Preserve LLC property. The property is located on Marrowstone Island, approximately one mile south of Fort Flagler State Park, 1.5 miles north of WSU's Twin Vista Ranch (protected with a CE held by Jefferson Land Trust) and .3 miles NE of a forested property protected with a conservation easement also held by Jefferson Land Trust. Surrounding land use is mostly rural residential, though some larger parcels are managed for timber production with County timber tax designation. The property is in the center of the island and was the southern portion of a golf course that was proposed for the island. There are hints of that history in the presence of a few man-made wetlands and remnant infrastructure, including several bridges, a shed, and sections of decorative split -rail fence. The current property owner stepped in to acquire the property when the former landowner was subject to bankruptcy proceedings. The landowner's goal is to preserve the bulk of the property for wildlife habitat, open space, future agricultural uses and informal public access for island residents to walk and enjoy the existing trail system and scenic open space of the property. The Marrowstone Preserve property consists of mostly open, level pasture/grassland, with remnant forested pockets and scattered mature cedar, fir, Sequoia, birch and cottonwood trees. Not a lot of invasive plants are evident, but a little Scot's broom, Himalayan blackberry, thistle, pampas grass, and a couple of holly can be found scattered throughout. A significant natural wetland complex is located in the center of the property and is oriented north/south onto several other properties as well. WDFW identifies this as "freshwater forested/shrub" Priority Habitat. DNR and County maps indicate a fish - bearing stream flowing south across the property through the wetlands and continuing on to Mystery Bay State Park, but that is not apparent on site. The natural wetlands and two man-made ponds are a draw for local wildlife, including waterfowl, heron, eagles, red-tailed hawk, coyote, and bobcat — signs of which were seen on a recent site visit. WDFW maps communal roosts of Big brown bats in this area as well. Current zoning and parcel configuration would allow for up to 10 residences on the property. The proposed conservation easement will allow and designate one residential building envelope of approximately one acre, located on the west side of tax parcel # 953 700 409. Subdivision and the remaining 9 development rights will be extinguished with the easement. Open space and associated 3 2018 CF Program Application htt ://www.co.'efferson.wa.us/560/Conservation-Futures-Pro rain habitat will become even more important as rural residential development continues on Marrowstone Island. As with these properties, there are numerous small parcels on the Island that were platted before zoning was put in place which enable significantly higher densities than the zoning would indicate. It has the potential for being productive farmland under future owners or lessees. Jefferson Land Trust was contacted several years ago about the future of the golf course property, one of few privately -owned large tracts on the Island. Foreclosure of the property a few years ago resulted in some division, and this is an opportunity to arrest that process on a significant acreage before it is divided further. In addition, this landowner is willing to sell a CE for well below market value; an opportunity that is not likely with other owners. A significant bargain sale of the easement is the proposed match for the Conservation Futures request of $45,000. Overarching Goal: Preserve the 35 -acre Marrowstone property with a conservation easement that reduces development potential from up to 10 residential rights to one, and that protects the open space, habitat, wetland values as well as future potential for agricultural uses. Objectives 1) Secure Jefferson County Conservation Futures funding for purchase of the conservation easement at a bargain sale rate. 2) Draft conservation easement with landowner. 3) Obtain appraisal to determine value of CE and match for CFF program. 11. Estimate costs below, including the estimated or appraised value of the propert(ies) or property right(s) to be acquired, even if Conservation Futures funds will only cover a portion of the total project cost. In the case of projects involving multiple acquisitions, please break out appraisals and estimated acquisition costs by parcel. Estimated or Appraised Value of Propert(ies) to be Acquired: $200,000 Total Estimated Acquisition -related Cost (see Conservation Futures Manual for eligible costs): $25,000 Total Operation and Maintenance Cost: none included at this time Total Project Cost: $225,000 Basis for Estimates (include information about how the property value(s) was determined, anticipated acquisition - related costs, general description of operation and maintenance work to be performed, task list with itemized budget, and anticipated schedule for completion of work): The easement value for the Marrowstone Preserve is estimated to be $200,000. An appraisal will be initiated once we have secured funding for the project. The landowner will be selling the conservation easement at a bargain sale rate of approximately $20,000. If the appraised value of the easement is determined to be higher than the $200,000, we request that the additional match be banked for a future O&M request. 4 2018 CF Program Application htt r//ww,A,.co.'etTe-soii.wa.us/560/Cbnseivatioii-Futures-Pro *ram Marrowsone Preserve Project related costs Conservation easement acquisition (to be acquired at a bargain sale rate) Land acquisition related costs, i.e. appraisal, survey, Baseline document, Stewardship Plans, closing costs Timeline Est. Cost Spring 2019 $200,000 2018 and early 2019 i $20,200 ----------— -- -- Project management, admin and legal ongoing fees - - - - - - -- - ------------------------- �otal Scored Questions $4,800 $225,000 1 a. Sponsor or other organizations X will will not contribute to acquisition of proposed site and/or operation and maintenance activities. 1 b. If applicable, please describe below how contributions from groups or agencies will reduce the need to use Conservation Futures program funds. 1 c. Matching Fund Estimate Acquisition O&M % Conservation Futures Funds Requested 145,000 -- 20% Matching Funds/Resources* $180,000 80% Total Project Acquisition Cost $225,000 100% * If a prior acquisition is being proposed as match, please describe andprovide documentation of value, location, date of acquisition and other information that would directly link the match to the property being considered for acquisition. 1 d. Source of matching Amount of Contribution If not, Contribution If not, funds/resources contribution approved? when? available now? when? Landowner bargain sale $180.000 Yes No Yes No $ Yes No Yes No $ Yes No Yes No $ Yes No Yes No 5 2018 CF Program Application htt ://w-,vw.co.*etiei-son.wa.us/560/Conservation-Futures-Pro_rwn NOTE: Matching funds are strongly recommended and a higher rating will be assigned to those projects that guarantee additional resources for acquisition. Donation ofproperty or a property right will be considered as a matching resource. Donation of resources for on-going maintenance or stewardship ("in-kind" contributions) are not eligible as a match. 2 a. Sponsoring agency X is _is not prepared to provide long-term stewardship (easement monitoring, maintenance, up -keep, etc.) for the proposed project site. 2 b. Describe any existing programs or future plans for stewardship of the property, including the nature and extent of the commitment of resources to carry out the stewardship plan. Jefferson Land Trust will conduct stewardship and monitoring, including at least annual monitoring of the property by professional staff and trained volunteers, extensive data collection and management, help with stewardship, enhancement and restoration goals and legal defense of the conservation easements should it become necessary. Jefferson Land Trust has a legal defense fund of over $700,000, and continues to build this fund with each new easement acquisition, recognizing the legal obligation and responsibility of protecting conservation values in perpetuity. In addition, Jefferson Land Trust carries legal defense insurance for conservation easements through a program called Terrafirma, developed through the national Land Trust Alliance (the national umbrella organization for land trusts). This program covers up to $500,000 in legal enforcement costs per conservation easement that Jefferson Land Trust holds and stewards. 3 a. Describe the sponsoring agency's previous or on-going stewardship experience. Over the 29 years since it was formed, Jefferson Land Trust has managed many acquisition projects and has been responsible for conducting or coordinating restoration activities with several project partner organizations, including Jefferson County, NOSC, JCCD, HSCEG and others. The Land Trust holds title to over 500 acres of preserves, including the 135 -acre Bulis Forest Preserve, portions of the Quimper Wildlife Corridor, and salmon habitat on Chimacum, Salmon, Snow and Donovan Creeks, the Big Quilcene and Duckabush Rivers. We also hold 58 conservation easements on nearly 3000 acres, and have helped with the preservation and stewardship of another 12,900 acres in Jefferson County. Stewardship activities are carried out by professional staff with the assistance of volunteer Preserve Stewards. The Hoh River Trust and Washington State Parks contract with Jefferson Land Trust to monitor and steward nearly 7400 acres of land under their control. In addition, Jefferson Land Trust stewards land owned by Jefferson County, the City of Port Townsend and the Department of Natural Resources. Jefferson Land Trust stewardship and monitoring protocols were developed with the guidance of the Land Trust Alliance and adherence to those protocols is one of the requirements for our national accreditation. 3 b. Has the sponsor and/or applicant of this project been involved in other projects previously approved for Conservation Futures funding? No, neither the sponsor nor applicant has been involved in a project previously approved for Conservation Futures funds. X Yes, the sponsor and/or applicant for this project has been involved in a project previously approved for Conservation Futures funds. Please provide details: Jefferson Land Trust has sponsored many applications on behalf of private landowners interested in preserving their property through sale of a conservation easement, or as an applicant and sponsor for fee interest purchase of properties from willing sellers. These projects include: 0 2018 CF Program Application litt is//www.co.'effersoii."-a.us/560/Conservation-Futures-Pro dram Sunfield Farm, 2003; Quimper Wildlife Corridor, 2004; East Tarboo Creek Conservation Project, 2005; Tamanowas Rock Phase 1, 2006; the Winona Buffer Project, 2006; Glendale Farm, 2007; Finnriver Farm, 2008; Quimper Wildlife Corridor, 2009; Brown Dairy, 2009; Salmon Creek Ruck 2010; Quimper Wildlife Corridor 2010; Tamanowas Rock 2010; Chimacum Creek Carleson 2011; Winona Basin - Bloedel 2011; L. Brown 2012; Boulton Farm 2012; Quimper Wildlife Corridor and Short Family Farm 2013; Quimper Wildlife Corridor and Snow Creek Irvin and Jenks, 2014; Midori Farm, 2015; QWC 2016 Addition, Tarboo Creek, Farm and Forest 2016; Serendipity Farm, Snow Creek Taylor and Tarboo Iglitzin 2017. 4 a. Property X can _cannot feasibly be acquired in a timely fashion with available resources. 4 b. Necessary commitments and agreements _are X are not in place. 4 c. All parties X are _are not in agreement on the cost of acquisition. If "not" to any of the above, please explain below. Once funding is secured, we will begin drafting the conservation easement document in partnership with the landowner. The landowner is eager to complete the preservation effort, and is in general agreement with the Land Trust on the provisions of the easement. We will work out the details, followed by the appraisal process and survey of the building envelope. We hope to close on this in early to mid2019. 5. The proposed acquisition _is specifically identified in an adopted open space, conservation, or resource preservation program or plan, or community conservation effort. Please describe below, including the site's importance to the plan. Please reference the website of the plan if available or include the plan with this application. X complements an adopted open space or conservation plan, but is not specifically identified. Please describe below, and describe how the proposed acquisition is consistent with the plan. _is a stand-alone project. Jefferson Land Trust's Conservation Plan assigns 1 and 2 (of a possible 4) habitat priority layers on this property, and Marrowstone Island is specified as a priority for farmland protection. Chapter 3 of the Jefferson County Comprehensive Plan enumerates the County's goal "to protect rural character and prevent low-density sprawl". Chapter 4 observes "Natural resource lands provide important environmental functions, including surface water protection, habitat enhancement, and ground water recharge." and Chapter 5 opens with "Open spaces help conserve natural resources; protect environmentally sensitive areas; provide aesthetic, scenic and recreational benefits; and preserve cultural and historic resources. Therefore, the preservation of open space is important for the County's residents and visitors." The Washington Department of Fish and Wildlife Priority Species and Habitat map indicates the wetland on the property as Priority Habitat under the national wetlands inventory. 6. Conservation Opportunity or Threat: 6 a. The proposed acquisition site X does _does not provide a conservation or preservation opportunity which would otherwise be lost or threatened. 6 b. If applicable, please carefully describe the nature and immediacy of the opportunity or threat, and any unique qualities about the site. 7 2018 CF Program Application htt ://www.co.7efferson.wa.us/560/Conservation-Futures-Protrrram It has been the intention of the current landowner to preserve the property ever since she was able to acquire it through the bankruptcy proceedings of the former landowner. We have this window of opportunity to work with a committed landowner who is willing to donate the majority of the conservation easement value as match for the Conservation Futures grant request. The strong real estate market, combined with the availability of PUD water has increased Island development pressure, and the nature of this property would make it desirable for additional residential uses. With current County zoning and grandfathered parcels, the property could be divided and developed for up to 10 residential units. With the allowed density, open space, wildlife habitat, wetland function and water quality would be impacted, and the future potential for use of the property for agricultural production would be limited or lost. 7. The proposed acquisition: 7 a. X provides habitat for State of Washington Priority Habitat and/or State or Federal Threatened, Endangered or Sensitive species. 7 b. X^provides habitat for a variety of native flora or fauna species. 7 c. X contributes to an existing or future wildlife corridor or migration route. If affirmative in any of the above, please describe and list the Priority Habitat(s) and Threatened, Endangered, or .5cmith,e species hehm , imd cite or provide docit entation oJ'species ' use. The mix of topography and vegetation on the property, i.e. open pasture, open water, wetland shrub, standing snags, and mature trees makes for a diverse mix of habitat types for multiple species. WDFW identifies the property as providing communal roost habitat for the Big brown bat, which is a PHS listed species. During site visits to the property, we have noted that the wetland system is a magnet for numerous species of birds, including a flock of herons, a pair of eagles and other waterfowl. Other island wildlife species have been noted to use the property, including black -tailed deer, cougar, bobcat, coyote, voles, moles, and otter. One reason for Jefferson Land Trust's interest in this property is to help establish protected open space and habitat on Marrowstone. With the Island's narrowness, fairly uniform topography, and rural residential development, opportunities for connective corridors are limited. 7 d. Does the current owner participate in conservation programs that enhance wildlife habitat? If so, please provide details. The current landowner is not currently involved with specific programs that enhance wildlife habitat, but is very committed to habitat preservation and future enhancement activities. It is that deep interest that has led to Jefferson Land Trust involvement in the property. The landowner is very open to management suggestions that the Land Trust and other organizations and/or private consultants may provide as we get to know the property better. These may include tips and techniques for enhancing forest health and resiliency; wetland and pond enhancement strategies and agricultural best management practices that contribute to wildlife habitat at such time agricultural rights are exercised. ' See, for example, http://www.dnr.wa.,ov/researchscipnce/tolics/naturalherita�-,e/r)ar•es/am �nh.asr)x httLHwww.wdfw.wa.cov/conservation/pb s/list/ htip://wwwl.dnr.wa.goy/nhIrefdesk/_1-)lants.html http://wwwldnr.wa.��ov/nhi�/refdesk/pubs/wa_ecoloical s.'_stems.;,df P. 2018 CF Program Application htt )://\v%vNv.co.'efferson.wa.us/560/Coiiser\•iitioii-Futures-Pro ram 8. Describe to what degree the project protects habitat for anadromous fish species (for example: marine shorelines, stream/river corridors including meander zones, and riparian buffers). Please provide documentation and maps that demonstrate the location, quality and extent of the existing buffer and adjoining habitat. 9 a. Describe the extent and nature of current and planned agricultural use of the proposed acquisition, including any anticipated changes to that use once the property, or property right, is acquired with Conservation Futures funds. The landowner is not currently farming but is open to agricultural uses of the property by future landowners or lessees. All soils are classified by the NRCS as either'farmland of statewide importance' or'prime farmland if drained'. Neighboring lands are being used for commercial and hobby agricultural production. The other —39 -acre half of the proposed golf course property is currently in sheep production, and was, until last year, the site of Moonlight Farm pork operations. WSU operates Twin Vista Ranch, located south of the Marrowstone Preserve by approximately 1.5 miles, and is eager to see additional lands preserved for their agricultural potential. 9 b. Describe any current or future management practices that promote the preservation of soil and water quality and good watershed function on the farm. The proposed conservation easement design will include wetland and pond buffer zones designed to protect water quality. The ponds and wetland areas retain precipitation so it can percolate and recharge groundwater in an area that is recognized on the County GIS system as susceptible aquifer recharge area and at high risk for seawater intrusion. 9 c. Describe how the owner employs agricultural management practices that will protect or enhance wildlife habitat. As mentioned above, the proposed conservation easement will buffer the wetland habitats from agricultural uses that will protect wildlife habitat as well as water quality. The easement design will also designate specific zones on the property, and a Stewardship Plan developed by the Land Trust and the landowner will identify recommendations and activities designed to enhance wildlife habitat. 10 a. Describe the extent and nature of current and planned silvicultural use of the proposed acquisition. Please cite or provide documentation of existing or planned silvicultural activities including forest management plan(s) or forest ecosystem restoration. No timber harvest is planned for the property at this time. DNR indicates that a majority of the property is Site Class III, with smaller parts Site Class IV and "marginal forest products or non-commercial forest" classification, so working forest would be possible, but probably not highly productive. The landowner may be open to augmenting and enhancing the forest composition with additional plantings to diversify species and age classes. The Stewardship Plan for the property may include guidance for activities to benefit forest ecosystem health, habitat and water quality functions. 10 b. Describe the silvicultural management practices that promote the preservation of soil and water quality and good watershed function on the property. See above 10 c. Describe the owner's timber harvest plan and harvest methods that will protect or enhance wildlife habitat on the property. 9 2018 CF Program Application htt r//www.co.'etTerson.wa.u-,/560/Conservation-Futures-Pro. ram NA 11. a. Describe how the proposed acquisition benefits primarily a X local area broad county area including the area served, the nature of the benefit, the jurisdictions involved, and the populations served Primary beneficiaries of this open space, habitat, agricultural land and water protection effort will be Island residents. As described below in #12, controlled public access is anticipated, but is unlikely to be publicized in ways that would encourage heavy use that could harm habitat values and increase maintenance requirements. 11 b. Is the project located in an area that is under -represented by CF funded Projects? Areas that Conservation Futures has not been able to support to date include Marrowstone Island, Toandos Peninsula, Dosewallips Valley, Bolton Peninsula, and the West End. Yes, the project is on located on Marrowstone Island, which is an area that has not had projects funded by the Conservation Futures Fund. 12. Describe the educational or interpretive opportunities that exist for providing public access, educational or interpretive displays (signage, kiosks, etc.) on the proposed site, including any plans to provide those improvements and any plans for public accessibility. The landowner is receptive to providing controlled public access for quiet enjoyment, observation and educational purposes. She currently allows Marrowstone residents and others to walk the trails and enjoy the scenic beauty of the property. She may be open to placing interpretive signs in key locations -details will be worked out once the funding for the easement is secured. 13. The proposed acquisition , includes historic or culturally significant resources' and is registered with the National Register of Historic Places, or an equivalent program. is recognized locally has having historic or cultural resources. is adjacent to and provides a buffer for a historic or cultural site. If affirmative in any of the above, please describe below, and cite or provide documentation of the historical or cultural resources. NA Verification 14. Sponsors of applications that are approved for funding by the Board of County Commissioners are required to submit a brief progress report by October 30 every year for three years after the award is approved, or three years after the acquisition funds are disbursed to the applicant, whichever is later. The progress report must address any changes in the project focus or purpose, progress in obtaining matching funding, and stewardship and maintenance. Sponsors receiving O&M funds will also submit an annual report for each year that O&M funds are expended. The Committee will use the information to develop a project "report card" that will be submitted annually to the Board of County Commissioners. If this application is approved for funding, I understand the sponsor is required to submit progress reports for three years and for any year in which O&M funds are expended. _._ Initials a3 ? (o IS _ Date 2 The words "education" and "interpretation' are interpreted broadly by the CF Committee. ' Cultural resources means archeological and historic sites and artifacts, and traditional religious ceremonial and social uses and activities of affected Indian Tribes and mandatory protections of resources under chapters 27.44 and 27.53 RCW 10 2018 CF Program Application htt is//www.co.'cffersoti.wa.us/560/Conservation-Futures-Program 15. If, three years after the date funding is approved by the Board of County Commissioners, the applicants have not obtained the required matching funds, the Committee may request the Board of County Commissioners to nullify their approval of funds, and may require the project to re -apply. If this application is approved for funding, I understand that we may be required to re -submit the application if the project sponsor does not obtain the necessary matching funding within three years. ___ _ Initialse3?61& Date 11 2018 CF Program Application htt ://www.co.'efterson.wa.us/560/Conservation-Futures-Pro gram Landowner Acknowledgement Form Landowner Information Name of Landowner: Landowner Contact Information: ❑ Mr. ❑ Ms. Title: First Name: A_.. Last Name: Contact Mailing Address: k St 5 l k A vg L `, c�fi la (,v �} 9 �VI a Z Contact E -Mail Address:rL�+- Property Address or Location: is the legal owner of property described in this grant application. 2. I am aware that the project is being proposed on my property. 3. If the grant is successfully awarded, I will be contacted and asked to engage in negotiations. 4. My signature does not represent authorization of project implementation. 5. If I am affiliated with the project sponsor, I will recuse myself from decisions made by the project sponsor to work on or purchase my property. `� --- - 31/2-4.4-7018 Landowner Signature Date Project Sponsor Information Project Name: Marrowstone Preserve LLC Project Applicant Contact Information: Jefferson Land Trust ❑ Mr. ❑ Ms. Title First Name: Sarah Last Name: Spaeth Mailing Address:1033 Lawrence St, Port Townsend, WA E -Mail Address: ss aeth a7saveland.or • 'o d 2 0 2 — a N r f a) E Q 'o' O N U nU) Z N .� ` d C7 $ O Q. N O N O E w o E O C '- f a) N -- N -O O C ZS f0 m 0 C O o C E co E v Q c V U m0 m a �C: 0 O 0 m �O C o N a (n 0 CD .. aCO �LLj LLJ cen -zo - ii Cn T - oa)m Ee �. �b U 0 0 Li :4-J o L � JJJ"` 4 74 r..Wpm11 Man-made pond looking SE toward location of future building envelope Looking east across man-made pond from future building envelope APPENDIX D Draft Grant Deed of Conservation Easement 2018 Marrowstone Mize AFTER RECORDING RETURN TO: Jefferson Land Trust 1033 Lawrence St. Port Townsend, WA 98368 Please print or type information WASHINGTON STATE RECORDER'S Cover Sheet (RCW 65.04) Document Title(s) (or transactions contained therein): GRANT DEED OF CONSERVATION EASEMENT Reference Number(s) of Documents assigned or released: Additional reference numbers on page(s) of document. Granting Owners(s) (Last name, first name, initials) MARROWSTONE PRESERVE LLC Grantee(s) (Last name first, then first name and initials) JEFFERSON LAND TRUST Legal description (abbreviated: i.e. lot, block, plat or section, township, range) Ptns SE %4 S20-T30N-R1 E; ptn NE'/4 S29 T30N R1 E Additional legal description is on Exhibit A of document. Assessor's Property Tax Parcel/Account Number 021 291 001; 021 291 035; 953 700 409; 975 900 701; 975 900 707; 975 900 801; 975 900 802; 975 900 803, 975 901 101; 975 901 102; 021 204 012. The Auditor/Recorder will rely on the information provided on the form. The staff will not read the document to verify the accuracy or completeness of the indexing information provided herein. GRANT DEED OF CONSERVATION EASEMENT This GRANT DEED OF CONSERVATION EASEMENT ("Easement") is made by MARROWSTONE PRESERVE LLC, a Washington limited liability company, having an address of 1815 11th Avenue East, Seattle WA 98102 ("Granting Owner" and "Owner"), in favor of JEFFERSON LAND TRUST, a Washington nonprofit corporation, having an address of 1033 Lawrence Street, Port Townsend WA 98368 ("Grantee") (collectively "Parties"). 1. RECITALS 1. Granting Owner is the owner in fee simple of that certain real property, approximately 35 acres in area, located on Marrowstone Island in Jefferson County, Washington, generally described as Jefferson County Assessor's Property Tax Parcel Nos. 021 291 001; 021 291 035; 953 700 409; 975 900 701; 975 900 707; 975 900 801; 975 900 802; 975 900 803; 975 901 101; 975 901 102; and 021 204 012, as legally described in Exhibit A (Legal Description of Property) (the "Property").The Property and its significant features, including but not limited to an approximately two and one- half (2.5) acre building envelope ("Development Zone"), and an approximately two and one-half (2.5) acre natural wetland corridor habitat area are shown in Exhibit B. 2. The Property is predominately open meadow that provides shelter, cover, and food for a diversity of wildlife. A natural wetland corridor transports water through the Property from North to South, and provides habitat for wildlife. The perimeter of the Property is primarily forested with groups of mature trees. The Property is in an easily accessible location, favorable to educational and scientific activities. 3. The Property contains natural values (including wetland, riparian, forest, and upland meadow habitat for wildlife), and open space values (including meadow, forestland, and scenic quality) as follows: Habitat associated with natural forest and shrub plant communities, natural wetland corridor, ponds, and upland meadow complex; undeveloped open space that provides aquifer recharge; soils classified by the U.S. Department of Agriculture Natural Resources Conservation Service as Prime Farmland and Farmland of Statewide Significance suitable for agricultural activities; scenic open space within the viewshed of Schwartz Road, a Jefferson County road and public thoroughfare, and State Highway 116, a Washington State Scenic Byway and public thoroughfare that provides primary access to Fort Flagler State Park, a Washington State park (collectively the "Conservation Values"). These Conservation Values are of great importance to Granting Owner, to the people of Jefferson County, and to the people of the State of Washington. 4. The Conservation Values are further documented in an inventory of relevant features of the Property on file at the offices of Grantee and incorporated herein by this reference ("Baseline Documentation"). The Baseline Documentation has been prepared by Grantee and consists of reports, maps, surveys, photographs, and other documentation that Granting Owner and Grantee agree provide, collectively, an accurate representation of the Property as of the Effective Date of this Easement and which is intended to serve as an objective information baseline for monitoring compliance with the terms of this Easement. The Parties acknowledge that the Baseline Documentation, as signed by the Parties on , 2019, is complete and accurate as of the Effective Date of this Easement. The Baseline Documentation may be used to establish that a change in the use or condition of the Property has occurred, but its existence shall not preclude the use of other evidence to establish the condition of the Property as of the Effective Date of this Easement. Grantee may use the Baseline Documentation in enforcing provisions of this Easement, but is not limited to the use of the Baseline Documentation to show a change in the use or condition of the Property. 5. The legislatively declared policies of the State of Washington in the Washington State Open Space Tax Act, Chapter 84.34 RCW ("OSTA"), provide that "it is in the best interest of the state to maintain, preserve, conserve, and otherwise continue in existence adequate open space lands for the production of food, fiber and forest crop, and to assure the use and enjoyment of natural resources and scenic beauty for the economic and social wellbeing of the state and its citizens." Under the OSTA, lands eligible for preferential real property tax treatment include lands such as the subject Property where the preservation in its present use would conserve and enhance natural resources and open space. Pursuant to this legislative directive, Jefferson County has adopted an Open Space Tax Program, Resolution No. 82-91, that recognizes the importance of and provides preferential tax treatment for the following natural, agricultural and scenic resources that occur on the Property: riparian areas and wildlife corridors; unique and critical wildlife habitat; farm and agriculture land, and opportunities to promote conservation principles by example and through education. 6. The Parties intend that the Conservation Values be preserved and maintained in perpetuity by permitting only those land uses on the Property that do not impair or interfere with the Conservation Values. 7. Granting Owner, as sole owner in fee of the Property, has the right to protect and preserve the Conservation Values, and desires and intends to transfer such rights to Grantee in perpetuity. 8. This Easement is acquired in part with funds from a grant from the Jefferson County Conservation Futures Fund, a portion of which was used for acquisition related costs such as the appraisal. 9. Grantee is a publicly supported, tax-exempt nonprofit organization, qualified under Sections 501(c)(3) and 170(h) of the Internal Revenue Code of 1986, as amended, and also qualified as a nonprofit nature conservancy corporation under Sections 64.04.130 and 84.34.250 of the Revised Code of Washington, one of whose principal purposes is to acquire, hold, preserve, and dispose of land, easements, leases, or other rights or interests in land, or improvements to land, in Jefferson County, Washington, in order to protect natural areas and ecologically significant land for scientific, educational, and charitable purposes for the benefit of the public. -3- 10. Grantee agrees by accepting this grant to honor the intention of Granting Owner as stated in this instrument and to preserve and to protect in perpetuity the Conservation Values of the Property for the benefit of those now living and those as yet unborn. 2. CONVEYANCE AND CONSIDERATION For the reasons stated above, and in consideration of a cash payment, the receipt of which is hereby acknowledged, and in further consideration of the mutual covenants, terms, conditions, and restrictions contained herein, and pursuant to the laws of Washington, in particular RCW 64.04.130 and RCW 84.34.210, Granting Owner hereby grants, conveys, and warrants, to Grantee a conservation easement in perpetuity over the Property, consisting of the rights in the Property, hereinafter enumerated, subject only to title matters of record as of the Effective Date of this instrument ("Easement"). 2. Granting Owner believes that the amount of the cash payment received as consideration for the grant of this Easement is less than the fair market value of the interest in real property conveyed hereby. Granting Owner intends to make a gift of the difference between the cash payment received and the fair market value of the interest conveyed. Granting Owner reserves the right to claim a federal income tax deduction based on the difference between the cash payment received and the fair market value of the interest conveyed. Granting Owner acknowledges that any and all costs and fees associated with claiming and substantiating the amount of any federal income tax deduction are the sole responsibility of Granting Owner. 3. Grantee's costs of acquiring this Easement were provided by grant funding from the Jefferson County Conservation Futures property tax authorized by Washington law. Grantee hereby agrees to be bound by Jefferson County Code 3.08.030(9), the uses authorized under RCW 84.34.230, and the terms of the Grant Agreement, as described herein, including the obligation to ensure the long term conservation of the Property in accordance with the terms and conditions of this Easement, and to obtain the consent of Jefferson County prior to any conveyance of any interest acquired hereby. Consistent with Jefferson County Code 3.08.030(9), this Easement shall not be converted to a different use unless and only if other equivalent lands or interest in lands within Jefferson County are received by Grantee in exchange. 4. This conveyance is a conveyance of an interest in real property under the provisions of RCW 64.04.130, and is made as an absolute, unconditional, unqualified, and completed partial sale and partial gift subject only to the mutual covenants and restrictions hereinafter set forth and title matters of record as of the Effective Date of this instrument. 5. Granting Owner expressly intends that this Easement runs with the land and that this Easement shall be binding upon the successors and assigns of Granting Owner and Grantee in perpetuity. 3. PURPOSE, STEWARDSHIP PLAN, INTERPRETATION, AND NO PUBLIC RIGHTS -4- Purpose. The Purpose of this Easement is to protect the Conservation Values of the Property forever and prevent any use of the Property that will impair or interfere with its Conservation Values. As provided in this Easement, the Property is to be retained predominantly as a "relatively natural habitat of fish, wildlife or plants, or similar ecosystem" (as that phrase is used in 26 USC 170(h)(4)(A)(ii), as amended, and in regulations promulgated by authority of said statute). The Property, other than the Development Zone, will be retained forever predominantly in an open space condition, under 26 USC 170(h)(4)(A)(iii), the preservation of which will yield a significant public benefit pursuant to clearly delineated governmental conservation policies as provided in RCW 84.34.210 and 64.04.130 and the Jefferson County Open Space Tax Program, as provided in Resolution No. 82-91 and any successor provision. 1.1. Granting Owner and Grantee agree that the desired future condition of the natural wetland corridor is a riparian and wetland ecosystem that benefits native wildlife, and is characterized generally by the following attributes: A. Trees and shrubs that provide riparian functions for watercourses and wetlands, such as shade, bank and soil stabilization; and B. Source of food and nutrients to the aquatic food chain. 1.2. Granting Owner and Grantee agree that the desired future condition of the Property outside the natural wetland corridor and Development Zone is primarily meadow habitat and forest groups that benefit native wildlife, and is characterized generally by the following attributes: A. Open meadow dominated by grasses and small shrubs B. Fertile healthy soils that have existing or potential agricultural uses C. Complex forest areas with old-growth characteristics 2. Stewardship Plan. 2.1. As of the Effective Date of this Easement, Granting Owner and Grantee have approved and agreed in writing to a stewardship plan (an "Approved Stewardship Plan") for stewardship of the Property prepared by a professional qualified and experienced in preparing stewardship plans for conservation easements in Jefferson County, Washington. The goal of land management activities pursuant to an Approved Stewardship Plan shall be to support and achieve the desired future conditions as described in Section 3.1 above. Any revision to an Approved Stewardship Plan must be in writing and approved in writing by the parties to the plan. All approved stewardship activities on the Property under the Approved Stewardship Plan are to be carried out in compliance with the Purpose (described in Section 3.1 above) and terms of this Easement. An Approved Stewardship Plan may be modified, updated, or otherwise changed only with Owner's and Grantee's approval, in each party's sole discretion. An Approved Stewardship Plan does not confer upon Owner or Grantee any rights inconsistent with the provisions of this Easement, and any conflict between any provision of an Approved Stewardship Plan and any provision of this Easement shall be resolved in favor of this Easement. -J- 2.2 An Approved Stewardship Plan that is effective as of the date of any change of ownership shall become an interim plan that will be valid for no more than 90 days following the date of conveyance of the Property; provided, however, that no harvesting of timber shall occur on the Property until the interim plan has been extended or revised through the written approval of Grantee and the new Owner. Grantee shall meet with the new Owner during such 90 day period for the purpose of reviewing the plan with the new Owner of the Property and determining whether such plan should be extended or revised; any extension or revision of an Approved Stewardship Plan must be approved in writing by the Grantee and the new Owner. 3. Interpretation of Easement and Approved Stewardship Plan. 3.1 The Parties intend that this Easement be interpreted in a manner consistent with its Purpose. 3.2 The Parties intend that this Easement be interpreted to confine Owner's use of the Property to such activities that are consistent with the Purpose and terms of this Easement. At the same time, the Parties intend, and this Easement is structured, to give Owner flexibility through the Approved Stewardship Plan to undertake activities that are consistent with the Purpose and terms of this Easement. 3.3 The Parties intend that the Approved Stewardship Plan be interpreted in a manner consistent with the Purpose of this Easement that supports and achieves the desired future conditions as described in Section 3.1 above. 4. No Public Rights Conveyed Through Easement. The Parties acknowledge that, except as specifically may be provided herein, Granting Owner does not grant, expand, or extend any rights to the general public through this Easement, including without limitation, any rights of public access to, on, or across, or public use of, the Property. 4. RIGHTS CONVEYED TO GRANTEE To accomplish the Purpose of this Easement, the following rights are conveyed to Grantee by this Easement: Protection. Grantee shall have the right to identify, protect, preserve, maintain, and conserve in perpetuity and to enhance, restore, or improve by mutual agreement the Conservation Values of the Property. 2. Access by Grantee. As provided for and limited herein, Granting Owner hereby grants to Grantee reasonable and non-exclusive access to the Property at reasonable times solely for the purposes of fulfilling Grantee's obligations under this Easement and exercising its affirmative rights under this Easement. Specifically, Grantee shall have the right: 2.1. To enter upon, inspect, observe, and study the Property, with such persons as Grantee may require, at mutually agreeable dates and times and upon reasonable prior notice to Owner, for the purpose of (a) identifying the current -6- uses and practices on the Property and the condition of the Property, and (b) monitoring the uses and activities on the Property to determine whether they are consistent with this Easement. 2.2. To enter upon the Property, at a mutually agreeable date and time and upon reasonable prior notice to Owner, to inspect the Property after major natural events occur, such as fires, windstorms, land subsidence, and floods. 2.3. To enter upon the Property, at a mutually agreeable date and time and upon reasonable prior notice to Owner, for educational or scientific use. 2.4. To enter upon the Property at such other times Grantee may have a reasonable basis to believe that a violation of the Easement is occurring, for the purpose of enforcing the provisions of this Easement. Prior to entry, Grantee is to provide Owner reasonable notice, and describe the basis of the reasonable belief that a violation is occurring on the Property. 3. Grantee is to exercise its access rights in compliance with applicable law and in a manner that will not materially disturb or interfere with Owner's reserved rights, any other person's lawful use of the Property, or Owner's quiet enjoyment of the Property. Owner may not unreasonably withhold or delay their consent with regard to dates or times proposed for access by Grantee. 4. Development Rights. Granting Owner hereby grants to Grantee all development rights except as specifically reserved herein, and the Parties agree that such rights may not be used on or transferred off of the Property as it now or hereafter may be bounded or described, or to any other property adjacent or otherwise, or (except as expressly permitted herein) used for the purpose of calculating permissible lot yield or density of the Property or any other property. 5. Injunction and Restoration. Grantee has the right to prevent, or cause Owner to prevent, any use of, or activity on, the Property that is inconsistent with the Purpose and terms of this Easement, including trespasses by members of the public, and has the right to undertake or cause to be undertaken the restoration of such areas or features of the Property as may be materially damaged by activities contrary to the provisions hereof, all in accordance with Section 9. 6. Enforcement. Grantee has the right to enforce the terms of this Easement, in accordance with Sections 8 and 9. Jefferson County has no obligation to participate in or assist with Enforcement. 7. Assignment. This Easement is transferable and Grantee's interest is assignable, only in the manner provided in Section 13 of this Easement. 8. Signage. Grantee has the right to erect and maintain one or more signs or other appropriate markers on the Property bearing information indicating that the Property is protected by this Easement held by Grantee. 9. Third Party Beneficiary. Granting Owner and Grantee recognize that, as a funding source for this Easement, Jefferson County is a third party beneficiary of this -7- Easement. All rights and remedies conveyed to Grantee under this Easement shall extend to Jefferson County, subject to prior coordination with Grantee. 5. PERMITTED USES General. Granting Owner reserves for Granting Owner and Granting Owner's successors and assigns, any and all rights not otherwise conveyed to Grantee under this Easement and any and all uses of, or activities on the Property that are not inconsistent with the Purpose and terms of this Easement, and that are not prohibited or otherwise restricted herein. Without limiting the generality of the foregoing, Granting Owner specifically reserves for Granting Owner and Granting Owner's successors and assigns the following uses and activities on the Property in the manner provided for herein, which are to be considered permitted uses and activities under the Easement. 2. Activities and Uses Permitted Anywhere on the Property: 2.1. Habitat Stewardship Activities. Owner may engage in, and allow others to engage in, any activity to monitor, protect, maintain, and restore the Conservation Values of the Property, including, without limitation, habitat restoration, enhancement, and management activities ("Habitat Activities"), pursuant to an Approved Stewardship Plan covering the Property. All Habitat Activities on the Property are to be carried out in compliance with the Purpose and terms of this Easement and in accordance with an Approved Stewardship Plan. 2.2. Water Rights or Claims. Owner may exercise existing water rights or claims by putting them to any beneficial use on the Property that is not inconsistent with the Purpose and terms of this Easement, and that is not prohibited herein. Owner may maintain, repair, and if destroyed, reconstruct any existing facilities on the Property relating to the water rights or claims (such as water lines) with notice to Grantee as provided for in Section 7, provided that such activities are carried out in compliance with the Purpose and terms of this Easement. 2.3. Agricultural Uses. Owner may use the Property for agricultural uses allowable under applicable law, consistent with the maintenance of all the conservation values, and not prohibited under this Easement; provided, however, and notwithstanding any Washington state law or local ordinance to the contrary, Owner may not use the Property to produce, deliver, distribute, or sell marijuana, or to process, package, or label marijuana concentrates, useable marijuana, or marijuana -infused products for sale at wholesale to marijuana processors and marijuana retailers. 2.4. Recreational or Educational Uses. Owner may engage in, and allow others to engage in, recreational or educational activities on the Property, including the construction, maintenance, and use of pedestrian trails on the Property except -8- in the manner and in the areas prohibited under the provisions of Section 6 herein. Recreational uses are limited to low -impact uses and types of passive recreation that do not require site modification to accommodate motorized, mechanical, or electronic accessories. All forms of developed or commercial recreation or recreation that adversely impacts the Conservation Values of the Property are prohibited. All recreational and educational activities on the Property must be carried out in compliance with the Purpose and terms of this Easement. 2.5. Ponds. Owner may maintain and improve the conservation values of the constructed ponds on the Property as of the effective date of the Easement, and described in the Baseline Documentation. 2.6. Vegetation Removal. Owner reserves the right to conduct, in accordance with an Approved Stewardship Plan, removal or control of non-native plants. Owner reserves the right to conduct, in accordance with an Approved Stewardship Plan: (a) removal of firewood from dead and down trees for personal, non-commercial use and (b) forestry activities in accordance with an Approved Stewardship Plan. Owner also reserves the right to remove hazard trees on the Property that threaten people or structures or that block the driveway, access roads, or trails on the Property. 2.7. Other Improvements on Property. Subject to the limitation on Impervious Surfaces in Section 6 of this Easement, Owner may maintain, repair, replace, or decommission structures, fences, roads, driveways, ditches, gates, bridges and culvert crossings, and other permanent improvements ("Other Improvements") described in the Baseline Documentation as existing on the Property as of the Effective Date of this Easement, provided that such activities related to existing Improvements are carried out in compliance with the Purpose and terms of this Easement. Such Other Improvements include utility systems and underground utility corridors that support the Other Improvements, such as electric power lines, water storage and delivery systems, telephone and communication cable systems, and the like. Owner may construct, use, maintain, and repair an unpaved driveway providing access to the Development Zone from a county road, subject to the limitation on Impervious Surfaces in Section 6 of this Easement. Outside the Development Zone, Owner shall not expand or enlarge Other Improvements existing on the Property as of the Effective Date, or install, build, or construct new Other Improvements, except as specifically provided for herein. 2.8. Emergency Action. Owner may undertake any activities on the Property that are necessary to protect health or safety or prevent significant property damage on the Property or are required by and subject to compulsion of any governmental agency; provided, however, that Owner must first reasonably attempt to notify Grantee prior to taking such action. If Grantee cannot provide consent, with or without conditions, within such time as is reasonable under the circumstances, Owner may proceed with such action without consent. 0 3. Uses and Improvements Permitted Only Within the Development Zone. A portion of the Property, as depicted on the Survey and comprising approximately two and one- half (2.5) contiguous acres in area, is designated the "Development Zone". 3.1. Residential Dwelling Units. Owner may use the Development Zone of the Property for residential and other uses allowable under applicable law and not prohibited under this Easement. There shall be no more than one (1) Development Zone within the Property. For personal, residential, and domestic uses and activities within the Development Zone, and for the purpose of conducting any home-based business permitted by applicable law, Owner reserves the right, subject to the limitation on Impervious Surfaces in Section 6 of this Easement, to construct, use, maintain, repair, reconstruct, expand, or replace one (1) single-family dwelling unit, and the right to construct, use, maintain, repair, reconstruct, expand, or replace accessory dwelling units ("ADUs") as permitted by applicable law. Subject to the limitation on Impervious Surfaces. 3.2. Alternative Energy. Owner may install, build, or construct, expand, enlarge, maintain, repair, replace, or decommission wind, solar, or other alternative energy installations within the Development Zone whose primary purpose is generating energy for permitted uses on the Property; which may include foundations, concrete pads and footings; wind turbine units; photovoltaic panels, guy wires, support fixtures, anchors and fences; buildings needed for maintenance of wind turbine or other alternative energy production units and maintenance and storage of related equipment; electrical transformers and energy storage facilities; electric transformers, electric distribution and transmission towers and lines either above ground or underground; substations or switching facilities for the purpose of connecting to transmission system; and any other items necessary to the successful and secure use of any area of the Property within the Development Zone for the production of wind, solar, or other alternative source of energy. 3.3. Agricultural Improvements. As permitted by applicable law, Owner may build, construct, expand, enlarge, maintain, repair, replace, or decommission agricultural outbuildings, sheds, or shelters ("Agricultural Improvements"), only within the Development Zone, and subject to the limitation on Impervious Surfaces in Section 6 of this Easement, provided that each such structure is devoted to agricultural purposes. In accordance with an approved Stewardship Plan, Minor Agricultural Improvements are permitted outside the Development Zone as provided in Section 6.1.3, but are prohibited within the wetland corridor and riparian habitat. 3.4. Septic Systems. Any septic system constructed after the Effective Date of this Easement must be located entirely within the Development Zone; provided, however, if it is not practicable to do so, and only to serve dwelling units located on the Property, Owner may locate the septic system outside the Development Zone. With notice to Grantee as provided for in Section 7, any -10- septic system located outside the Development Zone must be in a location agreed upon in writing by both Owner and Grantee and must include subsequent restoration of disturbances to the soil and vegetation resulting from the construction. 4. Compliance with Regulatory Requirements. Owner shall conduct all reserved and permitted uses and activities under this Easement to meet all requirements of federal, state, and local statutes, rules, and regulations as they may be amended from time to time, and in accordance with an Approved Stewardship Plan. 6. PROHIBITED AND RESTRICTED USES AND ACTIVITIES General Prohibitions. The following uses and activities are prohibited anywhere on the Property: 1.1. Any use of, or activity on, the Property inconsistent with the Purpose or other terms of the Easement is prohibited, and Owner acknowledges and agrees that Owner will not conduct, engage in, or permit any such use or activity. Without limiting the generality of the foregoing, the following uses of, or activities on, the Property, though not an exhaustive list of inconsistent uses or activities, are either: (a) inconsistent with the Conservation Values and Purpose of this Easement and prohibited herein; or (b) limited as provided herein to make such uses or activities consistent with the Conservation Values and Purpose of this Easement. 1.2. Conversion to Incompatible Uses. Owner may not convert the Property to industrial or suburban residential development or to any other use that is incompatible with protection of the Conservation Values of the Property. Prohibited uses specifically include but are not limited to: concrete batch plants; processing or refining of sand, gravel, metals, chemicals, or any other materials; mills, except mills for processing timber produced on the Property; or slaughter houses or other facilities for processing livestock or other animals, except facilities for processing livestock produced on the Property; commercial storage; sales of motor vehicles that are inventory; and fish farms or other aquaculture facilities. 1.3. Impervious Surfaces Limitation. The total area of the Property covered by Impervious Surfaces shall be limited to no more than two and one-half percent (2.5%) of the area of the Property; provided, however, that minor unenclosed agricultural improvements may be constructed or placed on the Property and not count against this total impervious surface limit (such as corrals, hayracks, headgates, fences, ditches, culverts, stock tanks), and enclosed minor agricultural improvements shall be subject to this total impervious surface limit (such as a "hoop house": a floorless, framed structure with no foundation, or other minor agricultural structures) ("Minor Agricultural Improvements"). The total area covered by gravel shall be subject to this 2.5% limitation unless Owner obtains prior consent from Grantee as provided in Section 7 to increase the percentage of total surfaces covered by gravel above the 2.5% limitation. As used herein, "Impervious Surfaces" means hard surface areas -11- that either prevent or retard the entry of water into the soil mantle as under natural conditions before development or that cause water to run off the surface in greater quantities or at an increased rate of flow from the flow present under natural conditions before development. Impervious Surfaces include, but are not limited to, roofs, walkways, patios, driveways, parking lots, storage areas, areas that are paved, graveled or made of packed or oiled earthen materials, or other surfaces that similarly impede the natural infiltration of surface and storm water. 1.4. Subdivision. Owner shall keep the Property in common ownership. Owner may not legally or in a "de facto" manner subdivide the Property, which includes, without limitation, any subdivision, short subdivision, platting, binding site plan, testamentary division, or other process by which the Property is divided into lots or in which fee title to different portions of the Property is held by different owners. This provision shall not be interpreted to preclude lot line adjustments or leases. 1.5. Extraction and Land Alteration. Owner may not explore for or develop, extract, remove, or drill for oil, gas, coal, lignite, hydrocarbons, limestone, geothermal resources, fossils, metals, ores, sand, gravel, rock, stone, aggregate, peat, clays, marl, and other minerals by any surface mining technique. In addition, Owner may not alter the surface of the land on the Property, including, without limitation, grading, excavating, or removing soil, sand, gravel, rock, stone, aggregate, peat, or sod, unless any such activity is within the Development Zone, or occurs in conjunction with maintenance of the existing driveways as depicted on the Survey, or occurs in conjunction with other activities permitted under this Easement, and is accomplished in a manner that is consistent with the Purpose and terms of this Easement and in accordance with an Approved Stewardship Plan 1.6. Soil Degradation or Water Pollution. Owner may not engage in any use or activity on the Property that causes or is likely to cause significant soil degradation or erosion or significant pollution of any surface or subsurface waters. 1.7. Release of Hazardous Substances. Owner shall prevent the Release of Hazardous Substances on the Property. The term "Release" shall mean any generation, treatment, disposal, dumping, burying, or abandonment on the Property occurring after the Effective Date of this Easement, but shall not include any migration to the Property from adjacent property. The term "Hazardous Substance" shall mean any substances, materials, or wastes that are hazardous, toxic, dangerous, or harmful or are designated as, or contain components that are, or are designated as, hazardous, toxic, dangerous, or harmful and/or that are subject to regulation as hazardous, toxic, dangerous, or harmful or as a pollutant by any federal, state, or local law, regulation, statute, or ordinance, including, but not limited to, petroleum or any petroleum product. This provision shall not be interpreted to prohibit: (a) storing and using fuel and chemicals, including, but not limited to, biosolids or other forms -12- of fertilizers ("Fertilizers"); herbicides, rodenticides, fungicides, insecticides, or other forms of pesticides ("Pesticides"); paints; solvents; and cleaners; provided that such storage and use is in compliance with federal, state, and local laws and regulations and manufacturer recommendations; and (b) storage and use of wood that is treated with preservative. 1.8. Feedlot. Owner may not establish or maintain a commercial feedlot on the Property. For purposes of this Easement, "commercial feedlot" means and refers to a confined area or facility within which the land is not grazed or cropped annually, and that is used to receive livestock that are confined solely for the purpose of growing or finishing. 1.9. Trash. Owner shall not dump or dispose of trash or other debris on the Property. 1.10. Commercial Signage. Owner may not place or erect any commercial signs, billboards, or other advertising material on the Property, except as related to a business within the Property, for which one sign is permitted in the Development Zone in accordance with applicable law. 1.11. Nonnative Plants. Owner may not intentionally introduce noxious weeds on the Property, as defined and listed by Jefferson County or the State of Washington. 1.12. Commercial Recreation Activities. Owner may not conduct commercial recreational activities on the Property, other than de minimus use of the Property for commercial recreational activities, as such terms are defined by Internal Revenue Code Section 2013(c)(8)(B) and the applicable Treasury Regulations. By prohibiting commercial outdoor recreational activities, it is the intent of the parties to prevent the Property from becoming the site of a commercial recreational enterprise, such as a commercial campground, a golf course, an exclusive hunting grounds or club, a commercial site for an all - terrain vehicle, motocross or other racetrack, a riding arena, a dressage field, or other similarly intensive or predominantly commercial use. 1.13. Grazing livestock without having in place fences or other means of control that prevent livestock from entering wetlands or associated riparian habitat areas; 1.14. Storage of motor vehicles, trailers, machinery or equipment, or any debris; 1.15. Damming, diking, dredging, filling, altering, or manipulating natural watercourses, wetlands, or ponds, except as allowed under an Approved Stewardship Plan; 1.16. Construction of new roads, except for temporary roads to facilitate activities in accordance with an Approved Stewardship Plan; 1.17. Construction of any trails that are made or improved with impervious material; -13- 1.18. Harvest of timber (commercial or non-commercial) in a manner that is inconsistent with an Approved Stewardship Plan. Owner shall provide written notice to Grantee of any harvest of timber in advance of any harvesting activity; 1.19. Using pesticides, herbicides, fertilizers, or other chemicals to treat soil, water, animals, or vegetation, except in accordance with an Approved Stewardship Plan; 1.20. Fencing, except on the Property boundaries, or except in accordance with an Approved Stewardship Plan; 1.21. Clearing or mowing of native vegetation communities, except in accordance with an Approved Stewardship Plan; 1.22. Use of motor vehicles (including recreational all -terrain vehicles) or horses off driveways except in accordance with an Approved Stewardship Plan. 2. Limitation on Transfers of Property. 2.1. For purposes of this Section, "Transfer" includes but is not limited to any sale, grant, lease, hypothecation, encumbrance, assignment, conveyance, or any transaction the purpose of which is to effect a sale, grant, lease, hypothecation, encumbrance, assignment, or conveyance. 2.2. Owner may not undertake or permit any Transfer of any rights in the Property without prior notice to and consent of Grantee as provided for in Section 7 and Jefferson County; provided, however, that such consent shall not be withheld unless Grantee and Jefferson County determine that the proposed Transfer would be inconsistent with the Purpose and terms of this Easement. 2.3. Rights and Obligations Upon Transfer. Owner's rights and obligations under this Easement terminate upon transfer of Owner's interest in the Property or this Easement, as the case may be, except that liability for acts or omissions occurring prior to transfer shall survive transfer. 2.4. Owner agrees to: (1) incorporate by express reference the terms of this Easement in any deed or other legal instrument by which Owner divests Owner of any interest in all or a portion of the Property; and (2) describe this Easement in and append it to, any executory contract for the transfer of any interest in the Property. Owner further agrees to give written notice to Grantee and to Jefferson County Department of Environmental Health of the transfer of any interest at least 30 days prior to the date of such transfer. Such notice to Grantee shall include the name, address, and telephone number of the prospective transferee or such transferee's representative. The failure of Owner to perform any act required by this Section shall not impair the validity of this Easement or limit its enforceability in any way. -14- 7. NOTICE AND CONSENT The following require notice to but do not require consent of Grantee: i) Any mortgage, deed of trust, or similar document providing security for an indebtedness of Owner, provided, however, that such security interest shall be subject to and subordinate to this Easement; ii) alternate energy installations for personal use within the Development Zone; or iii) any gift, bargain, sale, or devise of fee simple absolute title to the Property. 2. Notice. 2.1. Grantee. Certain provisions of this Easement require Grantee to give notice to Owner prior to undertaking certain activities. Whenever such notice is required, and no other timeline for notice is set forth elsewhere in this Easement, Grantee is to provide such notice in writing not less than 30 days prior to the date Grantee intends to undertake the use or activity in question. 2.2. Owner. Certain provisions of this Easement require Owner to give notice to Grantee prior to undertaking certain permitted uses and activities (e.g., Sections 5.3, 5.5, and 6.1.18). The purpose of requiring Owner to notify Grantee prior to undertaking these permitted uses and activities is to afford Grantee an adequate opportunity to ensure that the use or activity in question is designed and carried out in a manner consistent with the Purpose of this Easement. Whenever such notice is required, and no other timeline for notice is set forth elsewhere in this Easement, Owner is to provide such notice in writing not less than 90 days prior to the date Owner intends to undertake the use or activity in question. The notice is to describe the nature, scope, design, location, timetable, and any other material aspect of the proposed use or activity in sufficient detail to permit Grantee to make an informed judgment as to its consistency with the terms of this Easement and the Purpose thereof. 3. Consent. 3.1. Consent Not Unreasonably Withheld. Wherever, in this Easement, a Party's consent is required, such consent may be withheld only upon a reasonable determination by the consenting party that the action as proposed would be inconsistent with the Purpose or terms of this Easement and cannot be modified to make the proposed action consistent with the Purpose and terms of this Easement. Any consent may include reasonable conditions consistent with the Purpose and terms of this Easement that must be satisfied in undertaking the proposed action, use, or activity. 3.2. Timeline for Consent. Whenever, in this Easement, Owner's or Grantee's consent is required, and no other timeline for consent is set forth elsewhere in this Easement, the party whose consent is required must grant, condition, or withhold its consent in writing within 90 days of receipt of a written request by certified mail for consent. 3.3. Failure to Grant or Deny Consent Within the Required Time. When consent is required under this Easement, and when such consent is not granted or denied within the time period and manner set forth in this Section 7, the Parties agree that failure to grant or withhold consent within the required time -15- on any proposed action, use, or activity shall not be deemed or construed to be a waiver of Grantee's or Owner's rights under this Easement with respect to any future proposed action, use, or activity. 4. Optional consultation. If Owner is unsure whether a proposed use or activity is prohibited by this Easement, Owner may consult Grantee by providing written notice to Grantee describing the nature, scope, design, location, timetable, and any other material aspect of the proposed use or activity in sufficient detail to permit Grantee to make an informed judgment as to its consistency with the Purpose of this Easement and to provide comments thereon to Owner. This Section 7.4 does not itself impose a requirement of prior consent of the activity described in any such notice. 5. Addresses for Notices. Unless otherwise required to be sent via certified mail, any notice, demand, request, consent, approval or communication that either Owner or Grantee desires or is required to give to the other must be in writing and be personally delivered, or sent by first class mail with postage prepaid, or transmitted by electronic means, with a copy of such electronic transmittal bearing the date of transmittal retained by the transmitter, to the address or telephone number provided by either party from time to time. To Owner: Marrowstone Preserve LLC Anne Mize, Managing Member 1815 11th Avenue East Seattle WA 98102 Telephone: (206) 601-1039 Email: abmize@comcast.net To Grantee: Jefferson Land Trust 1033 Lawrence Street Port Townsend WA 98368 Telephone: (360) 379-9501 Email: info@saveland.org Grantee shall provide a copy to Jefferson County Department of Environmental Health of any notice given by Owner or Grantee under Section 8.1. or 9.1. Jefferson County Department of Environmental Public Health Attm Conservation Futures Program 615 Sheridan Street Port Townsend, WA 98368 8. DISPUTE RESOLUTION Preventive Discussions. Owner and Grantee will promptly give the other party notice of problems or concerns arising in connection with the other's actions under this Easement or the use of or activities or conditions on the Property, and will meet as -16- needed, but no later than 15 business days after receipt of a written request for a meeting, to minimize the same. 2. Mediation. If the Parties disagree as to the consistency of any proposed use or activity with the Purpose or terms of this Easement and the Parties are unable to resolve such disagreement through unassisted preventive discussions between themselves, and if Owner agrees not to proceed with the use or activity pending resolution of the dispute, Owner or Grantee may refer the dispute to mediation by request made in writing upon the other. Within ten business days of the receipt of such a request, the parties to the mediation ("Mediation Parties") shall select a single impartial mediator. Mediation shall then proceed in accordance with the following guidelines: 2.1. Purpose. The purpose of the mediation is to: (a) promote discussion among the Mediation Parties; (b) assist the Mediation Parties to develop and exchange pertinent information concerning the issues in dispute; and (c) assist the Mediation Parties to develop proposals which enable them to arrive at a mutually acceptable resolution of the controversy. The mediation is not intended to result in any express or de facto modification or amendment of the terms, conditions or restrictions of this Easement. 2.2. Participation. The mediator may meet with the Mediation Parties and their counsel jointly or ex parte. The Mediation Parties agree that they will participate in the mediation process in good faith and expeditiously, attending all sessions scheduled by the mediator. Representatives of all Mediation Parties with settlement authority will attend mediation sessions as requested by the mediator. 2.3. Confidentiality. All information presented to the mediator shall be deemed confidential and shall be disclosed by the mediator only with the consent of the Mediation Parties or their respective counsel. The mediator shall not be subject to subpoena by any party. No statements made or documents prepared for mediation sessions shall be disclosed in any subsequent proceeding or construed as an admission of a party. Records of mediation communications shall be exempt from the requirements of Chapter 42.56 RCW (Washington State Public Records Act) to the extent provided for in Chapter 7.07 RCW (Washington State Uniform Mediation Act). 2.4. Time Period. Neither party shall be obligated to continue the mediation process beyond a period of 60 days from the date of receipt of the initial request or if the mediator concludes that there is no reasonable likelihood that continuing mediation will result in a mutually agreeable resolution of the dispute. 2.5. Costs. The costs of the mediator shall be borne equally by the Parties; the Mediation Parties shall bear their own expenses, including attorney's fees, individually. 3. Arbitration. The Parties may by mutual agreement submit disputed matters (other than extinguishment of this Conservation Easement which shall occur only in accordance with Section 11 below) to arbitration upon such rules of arbitration as the Parties may agree. -17- 9. GRANTEE'S REMEDIES Notice of Non -Compliance. If Grantee determines that Owner is in violation of the terms of this Easement or that a violation is likely to occur, Grantee shall give written notice to Owner of such violation and demand corrective action sufficient to cure the violation and, where the violation involves injury to the Property resulting from any use or activity inconsistent with the Purpose or terms of this Easement, to restore the portion of the Property so injured to its prior or potential condition in accordance with a plan to which Grantee has given consent in writing. 2. Owner's Failure to Cure. Grantee may bring an action as provided in Section 9.3 if Owner: 2.1. Fails to cure the violation within 30 days after receipt of notice thereof from Grantee; 2.2. Under circumstances where the violation cannot reasonably be cured within the 30 day period, fails to begin curing such violation within the 30 day period; or 2.3. Fails to continue diligently to cure such violation until finally cured. 3. Grantee's Action. Grantee may bring an action at law or in equity, or both, in a court of competent jurisdiction to enforce the terms of this Easement, to enjoin the violation, ex parte as necessary and as allowed under the applicable civil rules, by temporary or permanent injunction, to recover any damages to which it may be entitled for violation of the terms of this Easement or injury to any of the Conservation Values protected by this Easement, including damages for the loss of any of the Conservation Values; and to require the restoration of the Property to the condition that existed prior to any such injury. Without limiting Owner's liability therefor, Grantee, in its sole and absolute discretion, may apply any damages recovered to the cost of undertaking any corrective action on the Property. All such actions for injunctive relief may be taken without Grantee being required to post bond or provide other security. 4. Immediate Action Required. Notwithstanding any other provision of this Easement, if Grantee, in its sole and absolute discretion, determines that circumstances require immediate action to prevent or mitigate significant damage to the Conservation Values, Grantee may pursue its remedies under this Section 9 without prior notice to Owner, without participation in dispute resolution as provided for in Section 8, or without waiting for the period provided for cure to expire. 5. Nature of Remedy. Grantee's rights under this Section 9 apply equally in the event of either actual or threatened violations of the terms of this Easement. Owner agrees that Grantee's remedies at law for any violation of the terms of this Easement may be inadequate, and that Grantee shall be entitled to the injunctive relief described in this Section 9, both prohibitive and mandatory, in addition to such other relief to which Grantee may be entitled, including specific performance of the terms of this -18- Easement, without the necessity of proving either actual damages or the inadequacy of otherwise available legal remedies. Grantee's remedies described in this Section 9 shall be cumulative and shall be in addition to all remedies now or hereafter existing at law or in equity. The provisions of Section 9.5 shall not be interpreted to preclude Grantee from obtaining monetary or declaratory relief. 6. Damages. Inasmuch as the actual damages to the Conservation Values that could result from a breach of this Easement by Owner would be impractical or extremely difficult to measure, the Parties agree that the money damages Grantee is entitled to recover from Owner shall be, at Grantee's election, the higher of: (i) the amount of economic gain realized by Owner from violating the terms of the Easement; (ii) the cost of restoring any Conservation Values that have been damaged by such violation; (iii) an amount equal to the fair market value of this Easement, which shall be determined as provided in Section 11.3 and distributed as provided in Section 11.4; or (iv) an amount equal to the total cost to acquire the Easement as specified in any written agreement between Grantee and an entity that provided funding for the acquisition of this Easement, with interest due and payable from the date of breach at the rate provided for in RCW 43.17.240, as may be amended from time to time. In the event Grantee chooses the second of these four measures, Owner agrees to allow Grantee, its agents or contractors to enter upon the Property and conduct restoration activities. In the event Grantee chooses the third or fourth of these four measures, Grantee agrees that it will follow the dispute resolution process and remedies described in Sections 8 and 9 before exercising this right, unless legally compelled to do otherwise. Any amounts due and owing Grantee under this paragraph shall be due and owing within 120 days of receiving a written demand for repayment by Grantee. 7. Costs of Enforcement. In the event Owner or Grantee finds it necessary to bring an action at law or other proceeding against the other party to enforce or interpret any of the terms, covenants, or conditions of this Easement, the prevailing party in any such action or proceeding shall be paid all costs and reasonable attorneys' and consultants' fees by the other party and all such costs and attorneys' and consultants' fees shall be included in any judgment secured by such prevailing party. This paragraph does not apply to the municipal corporation that is Jefferson County. 8. Grantee's Discretion. Enforcement of the terms of this Easement shall be at the discretion of Grantee, and any forbearance by Grantee to exercise its rights under this Easement in the event of any breach of any terms of this Easement by Owner shall not be deemed or construed to be a waiver by Grantee of such term or of any of Grantee's rights under this Easement. No delay or omission by Grantee in the exercise of any right or remedy upon any breach by Owner shall impair such right or remedy or be construed as a waiver. Jefferson County has no obligation to participate in or assist with any Enforcement of this Easement. 9. Waiver of Certain Claims and Defenses. Granting Owner acknowledges that it has carefully reviewed this Easement and has consulted with and been advised by legal counsel of its terms and requirements. In full knowledge of the provisions of this Easement, Owner hereby waives any claim or defense they may have against Grantee or its successors in interest under or pertaining to this Easement based upon -19- abandonment, adverse possession, or prescription relating to the Property or this Easement. Except for the foregoing, Owner specifically retains any and all rights it has under the law as owner of the Property, including, without limitation, the right to bring claims against Grantee for any breach by Grantee of the terms of this Easement. 10. Acts Beyond Owner's Control. Nothing contained in this Easement may be construed to entitle Grantee to bring any action against Owner to abate, correct, or restore any condition on the Property or to recover damages for any injury to or change in the Property resulting from actions by a trespasser upon the Property or causes beyond Owner's control, including, without limitation, natural disaster, fire, flood, storm, pest infestation, earth movement, and climate change, and from any prudent action taken by Owner under emergency conditions to prevent, abate, or mitigate significant injury to the Property resulting from such causes. In the event the terms of this Easement are violated by acts of trespassers, and Owner has not undertaken suit itself, Owner agrees, at Grantee's option and Grantee's expense, to assign its right of action to Grantee or to appoint Grantee its attorney in fact, for purposes of pursuing enforcement action against the responsible parties. 11. Compliance Certificates. Upon request by Owner, Grantee shall, as soon as possible and no later than 30 days after receipt of such request, execute and deliver to Owner any document, including an estoppel certificate, which certifies, to the best of Grantee's knowledge, Owner's compliance or lack thereof with any obligation of Owner contained in this Easement and otherwise evidences the status of this Easement as requested by Owner. Such certification shall be limited to the condition of the Property as of Grantee's most recent inspection. If Owner requests more current documentation, Grantee must conduct an inspection, at Owner's expense, within 45 days of receipt of Owner's written request and payment therefor. 10. LIABILITIES, TAXES, AND ENVIRONMENTAL COMPLIANCE Liabilities and Insurance. Owner retains all responsibilities and shall bear all costs and liabilities of any kind related to the ownership, operation, upkeep, and maintenance of the Property, including the maintenance of adequate liability insurance coverage. The Parties release and relieve the other, and waive their entire right to recovery for loss or damage to the extent that the loss or damage is covered by the injured party's insurance. This waiver applies whether or not the loss is due to the negligent acts or omissions of Owners or Grantee. Owner remains solely responsible for obtaining any applicable governmental permits and approval for any construction or other activity or use permitted by this Easement, and all such construction or other activity or use shall be undertaken in accordance with all applicable Federal, state, and local laws, regulations, and requirements. Owner shall keep the Property free of any liens arising out of any work performed for, material furnished to, or obligations incurred by Owner; provided, however, that the Property shall be deemed to be free of such liens if i) Owner or Grantee, as the case may be, is diligently challenging the application of such liens to the Property; or ii) such liens are subordinated to this Easement and do not require any action or inaction inconsistent with the Purpose and terms of this Easement. -20- 2. Taxes. Owner must pay before delinquency all taxes, assessments, fees, charges of whatever description levied on or assessed against the Property by competent authority (collectively "taxes"), including any taxes imposed upon, or incurred as a result of, this Easement, and must furnish Grantee with satisfactory evidence of payment upon request. 3. Liability. Each party to this Easement is responsible for its own acts and/or omissions and those of its members, directors, officers, employees, agents, and contractors. No party to this Easement is responsible for the acts and/or omissions of entities or individuals not a party to this Easement. 4. Representations and Warranties. Granting Owner represents and warrants that, to the best of Granting Owner's knowledge without the duty of investigation: 4.1. Granting Owner and the Property are in compliance with all Federal, state, and local laws, regulations, and requirements applicable to the Property and its use; 4.2. There has been no release, dumping, burying, abandonment or migration from off-site on the Property of any substances, materials, or wastes that are or are designated as, hazardous, toxic, dangerous, or harmful or contain components that are, or are designated as, hazardous, toxic, dangerous, or harmful and/or that are subject to regulation as hazardous, toxic, dangerous, or harmful by any federal, state or local law, regulation, statute, or ordinance; 4.3. Neither Granting Owner nor Granting Owner's predecessors in interest have disposed of any hazardous substances off-site, nor have they disposed of substances at sites designated or proposed to be designated as federal Superfund (42 U.S.C. § 9601 et seq.) or state Model Toxics Control Act (RCW 70.105D.010 et seq.) ("MTCA") sites; and 4.4. There is no pending or threatened litigation affecting the Property or any portion of the Property that will materially impair the Conservation Values of any portion of the Property. No civil or criminal proceedings have been instigated or are pending against Granting Owner by government agencies or third parties arising out of alleged violations of environmental laws, and Granting Owner has not received any notices of violation, penalties, claims, demand letters, or other notifications relating to a breach of environmental laws. 5. Remediation. If, at any time, there occurs, or has occurred, a Release in, on, or about the Property of a Hazardous Substance, Owner agrees to take or compel responsible third parties to take all steps required under applicable law and necessary to assure its containment and remediation, including any cleanup that may be required under applicable law (except that the use of institutional controls shall not be allowed without Grantee's consent), unless the Release was caused by Grantee, in which case Grantee shall be responsible for such remediation to the extent the Release was caused by Grantee. At its discretion, Grantee may assist Owners in compelling third parties to contain and remediate any such Release. -21- 6. Control. Nothing in this Easement shall be construed as giving rise, in the absence of a judicial decree, to any right or ability in Grantee to exercise physical or managerial control over the day-to-day operations of the Property, or any of Owners' activities on the Property, or otherwise to become an operator with respect to the Property within the meaning of the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended ("CERCLA") or owner or operator under the Model Toxics Control Act (MTCA). 11.TERMINATION OF EASEMENT, CONDEMNATION OF PROPERTY, VALUATION AND DISTRIBUTION OF PROCEEDS Termination. 1.1. If circumstances arise in the future that render the Purpose of this Easement impossible to accomplish, this Easement can only be terminated or extinguished, whether in whole or in part, by judicial proceedings in a court of competent jurisdiction. 1.2. In granting this Easement, Granting Owner has considered the fact that any use of the Property that is prohibited by this Easement, or any other use as determined to be inconsistent with the Purpose of this Easement, may become economically more valuable than permitted uses. It is the intent of both Granting Owner and Grantee that such circumstances shall not justify the termination or extinguishment of this Easement. Owners' inability to carry on any or all of the permitted uses, or the unprofitability of doing so, shall not impair the validity of this Easement or be considered grounds for its termination or extinguishment. 2. Condemnation of the Property. If the Property is taken, in the whole or in the part, by the exercise of the power of eminent domain, any proceeds received from condemning authority shall be distributed in accordance with Section 11.3. 3. Valuation of Easement. The Parties stipulate that this Easement has a fair market value determined by the difference between the fair market value of the Property encumbered by this easement and the fair market value of the Property unencumbered by this Easement at the time of such valuation, as determined by an appraisal by a qualified appraiser. 4. Distribution of Proceeds Any proceeds from the extinguishment of the Easement shall be distributed to Grantee and Owner in the same proportion as the Parties contributed to the Grantee's original acquisition of the Easement. In other words, the ratio of (a) original price paid by Grantee to (b) the value of the donation made by Owner shall apply to distribute any future proceeds between Grantee and Owner. Jefferson County reserves its right to receive a share (4.3%) of proceeds from Grantee's share of proceeds in the event of termination of the Easement. Grantee shall use all such remaining proceeds in a manner consistent with the Purpose of this Easement. In the event that this Section 11.4 violates applicable law, then the proceeds to Owner, Grantee, and Jefferson County shall be distributed in accordance with applicable law. 12.AMENDMENT If circumstances arise under which an amendment to or modification of this Easement would be appropriate, Owner and Grantee are free, upon 30 days advance written notice to the Jefferson County Department of Environmental Health, to jointly amend this Easement, provided that no amendment shall be allowed that will affect the qualification of this Easement or the status of Grantee under any applicable laws, including without limitation RCW 64.04.130, Chapter 84.34 RCW, or Section 170(h) of the Internal Revenue Code of 1986, as amended (or any successor provisions then applicable). Any such amendment shall be consistent with the original Purpose of this Easement; shall not result in diminution of the Conservation Values of the Property permanently protected under this Easement; shall not affect its perpetual duration; shall not result in the release of any portion of the Property from permanent protection under this Easement absent extinguishment of the Conservation Easement as to such portion of the Property in accordance with the provisions of Section 11 above; and shall be recorded in the official records of Jefferson County, Washington, and any other jurisdiction in which such recording is required. 13.TRANSFER OR CONVEYANCE OF EASEMENT, ASSIGNMENT OF GRANTEE'S INTEREST, GRANTEE SUCCESSION Transfer or Conveyance of Easement. This Easement shall not be transferred or conveyed to third parties unless the document or instrument reflecting the transfer of title reflects a written provision or clause providing that the Easement shall be continued in strict conformance with Jefferson County Code 3.08.030(9) and the uses authorized under RCW 84.34.230. This Section does not prevent the grant of easements or franchises or the making of joint use agreements or other operations compatible with the use of a project as provided for in this Section and authorized under RCW 84.34.230. 2. Assignment of Grantee's Interest. Grantee's interest in this Easement is transferable, but Grantee may assign its rights and obligations under this Easement only to an organization that is a qualified holder at the time of transfer under RCW 64.04.130, as amended. As conditions of such transfer, Grantee shall require that assignee (a) continue to carry out the Purpose of this Easement and (b) comply with the terms of any agreement with a funding source for the acquisition of this Easement, if any. Grantee shall notify Owner and Jefferson County in writing, at Owner's last known address, in advance of such assignment. The assignment shall not be valid without such notice; provided, however, that the failure of Grantee to give such notice shall not impair the validity of this Easement or limit its enforceability in any way. Rights and Obligations Upon Transfer. Grantee's rights and obligations under this Easement terminate upon transfer of Grantee's interest in the Property or this Easement, as the case may be, except that liability for acts or omissions occurring prior to transfer shall survive transfer. -23- 4. Succession. If at any time it becomes impossible for Grantee to ensure compliance with the covenants contained herein and Grantee has not named a successor organization, or Grantee shall cease to exist, then Grantee's rights and duties hereunder shall become vested and fall upon: 4.1. The Trust for Public Land; or 4.2. Such other entity, with purposes similar to Grantee's, authorized to acquire and hold conservation easements under RCW 64.04.130 and RCW 84.34.250 (or any successor provisions then applicable), and a qualified organization under Section 170(h) of the Internal Revenue Code of 1986, as amended (or any successor provisions then applicable); provided that if such vesting in any of the entities named above is deemed to be void under the Rule Against Perpetuities, the rights and obligations under this Easement shall vest in such organization as a court having jurisdiction shall direct, pursuant to the applicable Washington law and the Internal Revenue Code and with due regard to the Purpose of this Easement. 14. RECORDATION Grantee shall record this instrument immediately upon execution in the official records of Jefferson County, Washington, and in any other appropriate jurisdictions, and may re-record it at any time as may be required to preserve its rights in this Easement. 15. NO MERGER In the event that Grantee acquires all or a portion of the fee title to the Property, it is the intent of the Parties that no merger of title shall take place that would merge the restrictions of this Easement with fee title to the Property and thereby eliminate them, and that the restrictions on the use of the Property, as embodied in the Easement, shall, in the event that all or a portion of title become vested in Grantee, become and remain permanent and perpetual restrictions on the use of the Property. Grantee covenants to do what is required to prevent merger of title, including, if necessary, assignment of the Easement to an appropriate third party pursuant to Section 13.1. 16. GENERAL PROVISIONS Effective Date. The Effective Date of this Easement is the date of its recording in the official records of Jefferson County, Washington ("Effective Date"). 2. Governing Law and Venue. The laws of the State of Washington and applicable federal law shall govern the interpretation and performance of this Easement. By executing this Easement, Granting Owner acknowledges the jurisdiction of the courts of the State of Washington in this matter. 3. Liberal Construction. Any general rule of construction to the contrary notwithstanding, this Easement shall be liberally construed in favor of the grant to effect the Purpose of this Easement. If any provision in this instrument is found to be -24- ambiguous, an interpretation consistent with the Purpose of this Easement that would render the provision valid shall be favored over any interpretation that would render it invalid. 4. Severability. 4.1. Except as provided in Section 16.4.2 below, if any provision of this Easement, or the application thereof to any person or circumstance, is found to be invalid or unenforceable by any court of competent jurisdiction or is superseded by state or Federal legislation, rules, regulations or decision, the remainder of the provisions of this Easement, or the application of such provision to persons or circumstances other than those as to which it is found to be invalid or unenforceable, as the case may be, shall not be affected thereby. 4.2. If any material provision of this Easement, or the application thereof to any person or circumstance, is found to be invalid or unenforceable by any court of competent jurisdiction or is superseded by state or Federal legislation, rules, regulations or decision, so that the intent of these provisions is frustrated, the parties agree to immediately negotiate a replacement provision to fulfill the intent of the superseded provisions consistent with the Purpose of this Easement and applicable law. 5. Entire Agreement. This instrument, together with the Survey which is incorporated by reference, sets forth the entire agreement of the Parties with respect to the Easement and supersedes all prior discussions, negotiations, understandings, or agreements relating to the Easement, all of which are merged herein. No alteration or variation of this instrument shall be valid or binding unless contained in an amendment that complies with Section 12. 6. No Forfeiture. Nothing contained herein will result in a forfeiture or reversion of Owners' title in any respect. 7. "Granting Owner" - "Owner" - "Grantee". The terms "Granting Owner" and "Owner", wherever used in this instrument, and any pronouns used in the place thereof, mean and include the above-named Granting Owner and Granting Owner's successors and assigns, and the term "Grantee", wherever used in this instrument, and any pronouns used in the place thereof, means and includes the above-named Grantee and its successors and assigns. The term "Owner" shall also include any party taking ownership of the Property, or any portion thereof, subsequent to the foreclosure of any mortgage or deed of trust. 8. Successors. The covenants, terms, conditions, and restrictions of this Easement shall be binding upon, and inure to the benefit of, the Parties and their respective successors and assigns, and to any party taking ownership of the Property, or any portion thereof, subsequent to the foreclosure of any mortgage or deed of trust, and shall continue as a servitude running in perpetuity with the Property. 9. Captions. The captions in this instrument have been inserted solely for convenience and ease of reference and are not a part of this instrument and shall have no effect upon construction or interpretation. -25- 10. Counterparts. The Parties may execute this instrument in two or more counterparts, which shall, in the aggregate, be signed by both Parties; each counterpart shall be deemed an original instrument as against any party who has signed it. In the event of any disparity between the counterparts produced, the recorded counterpart shall be controlling. 11. Authority. The individuals signing below, if signing on behalf of any entity, represent and warrant that they have the requisite authority to bind the entity on whose behalf they are signing. 12. Recitals. The Parties agree that the terms and recitals set forth in Section 1 (among other terms of this Easement) are material to this Easement, and that each Party has relied on the material nature of such terms and recitals in entering into this Easement. Each term and recital set forth in Section 1 is fully incorporated into this Easement. 17.SCHEDULE OF EXHIBITS Exhibit A. Legal Description of Property. Exhibit B. Conservation Zone Map {Signature Pages Follow} -26- TO HAVE AND TO HOLD unto Grantee, its successors and assigns forever. IN WITNESS WHEREOF, the undersigned Granting Owner has executed this instrument this day of 12019. Marrowstone Preserve LLC, a Washington limited liability company Anne Mize, Managing Member Jefferson Land Trust does hereby accept the above Grant Deed of Conservation Easement. Jefferson Land Trust, a Washington nonprofit corporation Sarah Spaeth, Director of Conservation and Strategic Partnerships -27- STATE OF WASHINGTON ) ss. COUNTY OF JEFFERSON ) I certify that I know or have satisfactory evidence that ANNE MIZE is the person who appeared before me, and said person acknowledged that she signed this instrument, on oatr stated that she was authorized to execute the instrument and acknowledged it as the managing member of MARROWSTONE PRESERVE LLC to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: Notary Public Print Name My commission expires STATE OF WASHINGTON ) ss. COUNTY OF JEFFERSON ) I certify that I know or have satisfactory evidence that SARAH SPAETH is the person who appeared before me, and said person acknowledged that she signed this instrument, on oath stated that she was authorized to execute the instrument and acknowledged it as the Director of Conservation and Strategic Partnerships of JEFFERSON LAND TRUST to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: Notary Public Print Name My commission expires -28- EXHIBIT A Legal Description of Property PARCEL A 975-900-701: Lot 8, Block 7, Nolton's East Port Townsend, as per plat recorded in Volume 2 of Plats, page 36, records of Jefferson County, Washington, with eastern half of vacated Swan Street right-of-way abutting said lot. PARCEL B 975-900-707: Lot 7, Block 7, Nolton's East Port Townsend, as per plat recorded in Volume 2 of Plats, page 36, records of Jefferson County, Washington. PARCEL C 975-900-801: Lots 7 and 8, Block 8, Nolton's East Port Townsend, as per plat recorded in Volume 2 of Plats, page 36, records of Jefferson County, Washington. PARCEL D 975-900-802: Lots 5, 6, 9, and 10, Block 8, Nolton's East port Townsend, as per plat recorded in Volume 2 of Plats, page 36, records of Jefferson County, Washington, PARCEL E 975-900-803: Lots 1 through 4, inclusive, and Lots 11 to 14, inclusive, Block 8, Nolton's East port Townsend, as per plat recorded in Volume 2 of Plats, page 36, records of Jefferson County, Washington. Situate in the County of Jefferson, State of Washington. PARCEL F 975-900-101: Lots 3, 4, 11, and 12, Block 11, Nolton's East port Townsend, as per plat recorded in Volume 2 of Plats, page 36, records of Jefferson County, Washington, PARCEL G 975-900-102: Lots 5 through 10, inclusive, Block 11, Nolton's East port Townsend, as per plat recorded in Volume 2 of Plats, page 36, records of Jefferson County, Washington. PARCEL H 953-700-409: That portion of the Northwest'/4 of the Northeast'/4, Section 29, Township 30 North, Range 1 East, W.M., Jefferson County, Washington, described as follows: The East 475 feet of Lot 1 of Tract No. 4, Plat of Glennan Improvement Co's. Suburban acreage as per Volume 2 of Plats, page 113, records of Jefferson County, Washington, lying East of Flagler Road; Also the East'/2 of the combined area of Lots 2 and 3 of said Glennan Improvement Co's. Plat. PARCEL 1021-291-001: The North''/z of the following described tract: The North''/z of the North'/i of the Northeast'/4 of the Northeast'/4, in Section 29, Township 30 North, Range 1 East, W.M., Jefferson County, Washington. PARCEL L 021-204-012: The South''/2 of the South'h of the Southeast'/4 of the Southeast'/4, in Section 20, Township 30 North, Range 1 East, W.M., Jefferson County, Washington. PARCEL M 021-291-035: The South'h of the North'h of the North''/z of the Northeast'/4 of the Northeast'/4 of Section 29, Township 30 North, Range I East, W.M., Jefferson County, Washington, All situate in the County of Jefferson, State of Washington. -29- EXHIBIT B - PROPERTY MAP -30- (D TJ T 0 .._._.._._.-._._....._.._..._..__...i 0 D D (D (D (D 0 0) 0 I-- iii 0 53 S CL (D 0 (D ..... . . . ........ ff 0 0 o CD0 M (D 0 C? n 0 �4 a) 0 :D Q- 3. Schwartz Rd -30- APPENDIX E Jefferson County Conservation Futures Program Manual for the 2018 Funding Cycle 2018 Marrowstone Mize SVk W � Jefferson County Conservation Futures Program Manual 2018 Funding Cycle Jefferson County Conservation Futures Program Manual 2018 Funding Cycle Mission of the Conservation Futures Program The mission of the Jefferson County Conservation Futures Program is to provide a system of public open spaces, those open spaces being necessary for the health, welfare, benefit and safety of the residents of Jefferson County and the maintenance of Jefferson County as a desirable place to live, visit and locate businesses. Conservation Futures Citizen's Oversight Committee Membership (as of October 2018) Phil Andrus, Citizen, District #2 Mary Biskup, Citizen, District #1 Scott Brinton, Interest — Agriculture Lige Christian, Citizen, District #3 JD Gallant, Citizen, District #3 Vacant, Citizen, District #2 Rob Harbour, Interest — Working Lands Ray Hunter, Interest — Fallow Farms Richard Jahnke, Interest — Coastal Areas Craig Schrader, Interest — Climate Change Lorna Smith, Interest — Ecotourism Sarah Spaeth, Interest — Jefferson Land Trust David Wilkinson, Citizen, District #1 Table of Contents Overview...................................................................................................3 Conservation Futures Citizen Oversight Committee (CF Committee)............................4 ProjectSelection...........................................................................................4 Information Sources......................................................................................4 Reimbursement...........................................................................................5 Compliance with All Laws...............................................................................5 RecordRetention..........................................................................................5 AcquisitionProjects.......................................................................................6 Operation and Maintenance (O&M) Projects.........................................................9 Required Meeting and Site Visit...................................................................... l l Grant Notification and Agreement.....................................................................11 AnnualReports...........................................................................................1 l Program Suggestions.....................................................................................1 l Forms and Templates.....................................................................APPENDIX A Funding Request and Reimbursement Form Project Agreement Template Annual Report Form Template Please note: The 2018 CF Application and Ratings Worksheets are available separately from program staff. Map of Approved Projects...............................................................APPENDIX B Definitions.................................................................................APPENDIX C 2018 CF Program Manual 2 http://www.co.iefferson.wa.us/560/Conscrvation-Futures-Prop-ram Overview Jefferson County welcomes your application to the Conservation Futures Program (CF Program). Please do not hesitate to contact Jefferson County Environmental Health Department with questions at Ph: 360/385-9444, Fax: 360/379-4487 or tpokomy@co.jefferson.wa.us. The Conservation Futures Program website address is http://www.co. jefferson.wa.us/commissioners/Conservation/conservation.asp. In July 2002, the county commissioners approved the Conservation Futures Ordinance, now codified at Jefferson County Code Section 3.08 in accordance with the Revised Code of Washington (RCW) Chapter 84.34. The ordinance establishes goals for the county's Conservation Futures Program and an allocation process for the conservation futures tax levy. The purpose of the CF Program is to acquire open space lands, including green spaces, greenbelts, fish and wildlife habitat, trail rights -of -ways, agricultural land and timber land (as those terms are defined in Ch. 84.34 RCW). Projects may include fee -simple or any lesser interest or development right with respect to real property as well as operation and maintenance (O & M) activities. O & M projects must be linked to CF -funded acquisitions. A minimum 50% match is required for all project types. Match must be cash, land trades, the value of land to be traded, or other open spaces linked to the property under application. Open space, wildlife habitat, agricultural and timber lands are all eligible. The project sponsor must sign a grant agreement with the county (see Appendix A). County code (JCC 03.08.03 0(10)) requires that properties or easements be held by public entities or others as defined in RCW 84.34.210. Government entities may choose to share title of a property with a non-profit nature conservancy corporation or association. Public open spaces must be available on the same conditions to all residents of the county for the benefit of all Jefferson County residents and visitors. Applicants for projects may include the county, municipalities, park districts, state or federal agencies, private non-profit corporations or associations, and private individuals. Project applicants must be represented by a local sponsoring organization based in Jefferson County. Potential sponsors include local governments, special purpose districts and non- profit corporations. A list of potential sponsors is available by contacting program staff. A project sponsor is responsible for the content and submission of the application, organizing and hosting a site visit, making a formal project presentation to the CF Committee, the stewardship plan and its implementation, and all contracting, reporting, and reimbursement obligations with Jefferson County. Available funding is announced early in the calendar year and applications are provided by Jefferson County Environmental Health. Conservation Futures Fund monies can be the collateral, revenue stream or security for long-term financing (typically bonds) in a manner consistent with law. Public workshop(s) may be held prior to the start of the funding round. Staff is always available to answer questions from sponsors, applicants, and interested parties. This year, applications will be due Thursday, March 30', 2017 and sponsors present projects to the CF Committee and host site visits in April. Information about the application period is posted on the program website, announced in local newspapers and via email, and available by contacting program staff. In April or May, the CF Committee meets to rank projects, determine recommended funding levels, and compose its overall recommendations to the 2018 CF Program Manual hn://www.co.jefferson.wa.us/560/Conservation-Futures-Program Board of County Commissioners (BoCC). The BoCC typically makes award determinations in June. Funding for reimbursement is generally not available until August. At least every other year, the BoCC reviews the priorities of the Conservation Futures Program and the project ranking process. All meetings of the Conservation Futures Committee are open to the public. Citizens are encouraged to attend. Conservation Futures Citizen Oversight Committee (CF Committee) The CF Committee membership is intended to reflect a broad spectrum of interests and expertise. It includes at least two individuals from each commissioner district and at least nine citizens total. Anyone interested in applying for a seat on the committee is encouraged to contact the Board of County Commissioners Office Oeftbocc@co jefferson.wa.us) and/or program staff. Project Selection The CF Committee evaluates and ranks project applications according to criteria designed to reflect the priorities expressed in the Jefferson County Code Section 03.08.040. This evaluation process has five (5) distinct phases as follows: 1. Written project application: Each CF Committee member (CFCM) independently reads and assesses each application and prepares any necessary clarification questions. 2. Site visits: Each CFCM must attend the project site visits (or view a video of the site visit), where the applicant and/or the project sponsor will present the layout of the project with reference to the written application and site maps. Additional questions posed by committee members will be answered during this site visit. 3. Oral presentation of the project: Each CFCM must attend this meeting in which the project sponsor presents the project and answers questions posed by the committee members. Following the oral presentations, a deadline will be established for CFCMs to submit additional questions to applicants (via county staff). After this set deadline for additional questions, a second deadline will be established for the receipt of all answers from applicants. After this second deadline no further additional information may be requested, received or considered by the committee. 4. Submission of project ranking form: Each CFCM submits to county staff member a form, which consists of questions that ask how well, in the committee member's judgement, an applicant meets the criteria for approval and funding. The committee member assigns a numerical "score" (within a range predetermined by the CF Committee) for each of the questions. These question "scores" are totaled for an overall evaluation "score". A committee composite "score", for each project application is obtained by taking the average of the "scores". If a project application's composite "score" is 70% of the total possible numerical value for a project "score" the project is considered worthy of funding (i.e. eligible for). Projects "scoring" below 70% of the total possible numerical value for a project "score" are not considered for funding unless compelling reasons for funding arise in the final evaluation phase. 5. Ranking and recommendation for funding of project applications: Each project application judged eligible in phase #4 is discussed, bringing into focus information garnered from phases 1 through 4. All project applications are compared and a final ranking and funding recommendation may be determined for each of the project applications and submitted to the Board of County Commissioners. The Committee will provide justification to the Commissioners for any and all changes from the numerical ranked order. 2018 CF Program Manual 4 http://www.co.iefferson.wa.us/560/Conservation-Futures-Pro2ram Information Sources The Conservation Futures Program is administered by the Commissioners Office with assistance from the Environmental Health Department. Please note that the information contained in this manual does not supersede the statutes governing the Jefferson County Conservation Futures Fund and Program, and should be read in conjunction with them. Relevant sections of law are found in Revised Code of Washington, Chapter 84.34 (RCW 84.34) and the Jefferson County Code (JCC 03.08). To access RCW 84.34 online, visit www.leg.wa.gov/Help/helpwithsearch.htm and click on "Laws and Agency Rules." The Jefferson County Code is available online at http://www.codepublishing.com/WA/JeffersonCounty. Contact program staff at ph: 360/379-4498, fax: 360/379-4487 or send an email to tpokomy@co.jefferson.wa.us. Reimbursement All grants are funded through the Jefferson County Conservation Futures tax levy. Except in the case of escrow payments, sponsors must expend their own funds on eligible and allowable expenditures prior to requesting reimbursement. With sufficient lead time, an approved settlement statement, and a preliminary title report, CF funds may be made available to the title company shortly before closing for the direct costs of property acquisition and closing. Please discuss dates for closings and loan periods with program staff to help ensure that grant funds are ready and available when needed. The project sponsor will commit to providing a matching contribution of no less than the amount of conservation futures funds awarded to the project before conservation futures tax funds are reimbursed to that sponsor. This contribution may consist of - 9 £ • cash • land trades if the valuation of the land to be traded is established by a valuation arising from an appraisal generated by a Washington State Certified Licensed Appraiser (Member of the Appraisal Institute MAI); • the cash value of the land to be traded, excluding Jefferson County conservation futures contributions; or • other open spaces acquired within the previous two years that is situated either directly adjacent to or could, in the sole discretion of the county, be directly linked to the property under application. • cost of appraisal, title insurance, closing costs, and other miscellaneous fees (See JCC 3.08.030(5).) The funding request, reimbursement form and back up documentation may be submitted any time during the project period. It is important to implement projects in as timely a manner as possible and also to bill in a timely manner. Deeds and conservation easement documents must be recorded by the Jefferson County Auditor's Office within 30 days of closing. If matching funds are not secured within three years, the project may be required to re -apply. 2018 CF Program Manual 5 hn://www.co.jefferson.wa.us/560/Conservation-Futures-Program Jefferson County must pre -approve easement language and will add restrictive language to statutory warrantee deeds, or require the use of other legal instruments, to ensure conservation of project and match properties in perpetuity. Compliance with All Laws Project sponsors shall comply fully with the project agreement, grant program policies, County policies and all applicable federal, state and local laws, orders, regulations and permits. Record Retention/Public Records Act The project sponsor shall retain all books, records, documents, data and other materials relevant to the agreement for a minimum of six (6) years after the completion of the project. Documents related to the expenditure of CF funds, by way of example only, purchase and sale contracts, settlement documents, invoices, e-mails, expert reports and/or appraisals, are Public Records subject to disclosure in accordance with the Public Records Act, Ch. 42.56 RCW, if requested by a citizen or entity. All meetings and activities of the CF Committee are subject to the Open Public Meetings Act, Ch. 42.30 RCW. The public is always invited and encouraged to attend. Two observer comment periods are included in each agenda. Acquisition Projects Project applications for the acquisition of property must meet the following threshold criteria in order to be considered for funding. Each application will receive an initial screening to make sure that it is in compliance. Applicants are encouraged to submit pertinent materials and documents, as appropriate, in addition to those items required. Multi-year acquisition projects are permitted but require additional justification. Project Eligibility Proposed acquisitions must have a willing seller. The property, or property right, must be eligible for purchase as defined by state law, RCW 84.34.210 (i.e. "...protect, preserve, maintain, improve, restore, limit the future use of, or otherwise conserve, selected open space land, farm and agricultural land, and timber land..."). Conservation Futures funds cannot be used to acquire property, or a property right, that will be used for active recreation purposes (including but not limited to sports fields, playgrounds, recreation centers, swimming beaches or pools, motorized boat launches). Conservation Futures funds cannot be used for passive development of a site. For the purposes of this application, passive improvements include, but are not limited to, trails, interpretive centers, viewpoints, picnic areas, access, restrooms, landscaping and parking. Applicant Eligibility 2018 CF Program Manual http://www.co.jefferson.wa.us/560/Conservation-Futures-Proeram Eligible applicants include the County, municipalities, Park Districts, State or federal agencies, private non-profit corporations or associations, and private individuals. Sponsor Eligibility All applicants must have a local sponsor. Eligible sponsors include county, municipalities, park districts, or private non-profit corporations based in Jefferson County. A current, but not necessarily comprehensive, list of eligible local sponsors may be requested from program staff. Eligible Capital Project Expenditures: (See also JCC 3.080.030(7)) Capital project expenditures or match may include: _Costs of acquiring real property, including interests in real property _Cost of related relocation of eligible occupants (includes administration) _Cost of appraisal _Cost of appraisal review _Cost of title insurance _Closing costs _Pro rata real estate taxes _Recording fees _Compensating tax _Hazardous waste substances reports _Directly related staff and administrative costs (These are limited to 5% of the total cost of the project.) _Related legal costs excluding the cost of preparing application for conservation futures funds. _Baseline documentation _Boundary survey Cultural resources review (survey, excavation, on-site monitoring and data recovery) Conservation futures tax levy funds may not be used to acquire any real property or interest in real property therein through the exercise of the power of eminent domain. Eligible Operations & Maintenance Expenditures — Please note: Total o & M awards are limited to 15% of the conservation futures funding available in any year — contact staff for details. Operations & Maintenance expenditures or match may include, but are not limited to: _Cultural resources review (survey, excavation, on-site monitoring and data recovery) _Demolition _Fencing (if needed for public safety or resource protection) _Noxious weed control _Signage _Special site-specific reports (e.g. stewardship reports) Wetland identification and/or delineation Stewardship Plan Prior to reimbursement, sponsors must provide a stewardship plan that describes how the property, or property right, will be maintained over time. Costs for stewardship plans are 2018 CF Program Manual 7 httn://www.co. iefferson.wa.us/560/Conservation-Futures-Program eligible for operations and maintenance reimbursement only under "Special Reports" (not as a capital acquisition expense). Title Report and Title Insurance Please make county staff aware of issues that could affect the title report and provide updates as they are generated. A title report and title insurance are to be issued in conjunction with the property transaction. Appraisals Successful applicants must provide an independent appraisal (standard, narrative or M.A.I.) from a Washington State Certified Licensed Appraiser if the estimate of value exceeds the assessed value at the time that reimbursement is requested. In no case shall conservation futures funds dispersed exceed the grant amount awarded by the BoCC. No appraisal is required for properties assessed at $20,000 or less. The appraisal must: be no more than 1 year old. A Supplemental Update by the original appraiser may be required, at the discretion of the county, if the appraisal is more than six months old. include a current Title Report provided at the time of the most current appraisal or update. if timber, mineral or aquatic resources are to be included as value to the appraisal, then the appraisal shall include a separate timber, mineral or aquatic resources evaluation of value, or an opinion of value from a qualified representative of the real estate industry or recent valuation from the Jefferson County Assessor's Office may be used when the total assessed value does not exceed $20,000. Review Appraisals No appraisal review is required of the sponsor by the CF program. However, the CF Committee and/or the county may choose to select an appraisal for independent review for any reason. Project Implementation At the time of purchase or the signing of a "purchase and sale agreement", the appraisal must be no more than a year old unless an extended period is requested and approved by the county, up to a total of 18 months. Application and Attachment Requirements for Acquisition Projects All materials must be submitted in hard copy except as noted below and specified in the application: Proof of Willing Seller: A "Willing Seller" letter confirming that the current owner of the property proposed for acquisition is willing to sell. 2018 CF Program Manual http://www.co.iefferson.wa.us/560/Conservation-Futures-Program Estimate of Value: A county assessment, certified appraisal of value, and/or an estimate of value from the project sponsor. Site Location Map: On a Jefferson County base map, or on a map of the sponsoring agency's jurisdictional boundaries, clearly identify the location of the proposed acquisition. Project Boundary Map: On a quarter -section map or other map of sufficiently large scale, identify the boundaries of the proposed project. Color Images: Provide six (6) different views of the property proposed for acquisition. The images should show vegetation, terrain, waterfront, man- made features, access roads, wetlands, unique characteristics, etc. Please include captions and an aerial view, if available. Provide in hard copy as well as JPEG or PDF. Development Plan or Narrative: Provide a schematic or master plan map of the project site showing proposed uses and improvements, if applicable. In addition, if the application sponsor is a private non-profit organization, attachments must also include: _ Proof of 501(c)(3) Status _Current Budget _Board Roster _Organization Chart or Staff Roster _Most Recent Financial Statements (audited if possible) _Copy of minutes or resolution documenting official action to submit application for proposed acquisition. If more than one project is submitted from the same sponsor, the minutes or resolution should indicate the project priority and how it was determined. Operation and Maintenance Funding Availability of Fundsfor O & M Only projects that are acquired using conservation futures funds are eligible for O & M funding. Requests for O & M funding should not exceed the available limit (consult with program staff). Approved disbursements for operation and maintenance of interests in real property purchased with conservation futures tax levy monies shall not in any particular year be greater than fifteen percent (15%) of the conservation futures tax levy monies raised in the preceding year. Project Eligibility Operation and maintenance funding may be used for any property acquired with Conservation Futures funds. Conservation futures tax levy funds appropriated for O & M or interests in real property shall not supplant or replace any existing funding for maintenance and operation of parks and recreational lands. Applicant Eligibility Eligible applicants include the County, municipalities, Park Districts, State or federal agencies, private non-profit corporations or associations, and private individuals. 2018 CF Program Manual 9 h!W://www.co.iefferson.wa.us/560/Conservation-Futures-Prop-ram Sponsor Eligibility All applicants must have a local sponsor. Eligible sponsors include the County, municipalities, Park Districts, or private non-profit corporations based in Jefferson County. Application and Attachment Requirements for O & MProjects All requested materials must accompany the application upon submission. If an item is irrelevant to the project at hand, please explain why this is so. Proof of Willing Seller: A "Willing Seller" letter confirming that the current owner of the property proposed for acquisition is willing to sell. Estimate of Value: A County assessment, certified appraisal of value, and/or an estimate of value from the project sponsor. Site Location Map: On a Jefferson County base map, or on a map of the sponsoring agency's jurisdictional boundaries, clearly identify the location of the proposed acquisition. Project Boundary Map: On a Quarter -section map or other map of sufficiently large scale, identify the boundaries of the proposed project. Color Images: Provide six (6) digital images of the property proposed for acquisition. The images should show flora, terrain, waterfront, man-made features, access roads, wetlands, unique characteristics, etc. Please include captions and an aerial view, if available. Development Plan or Narrative: Provide a schematic or master plan map of the project site showing proposed uses and improvements, if applicable. In addition, if the application sponsor is a private non-profit organization, attachments must also include: Proof of 501(c)(3) Status _Current Budget _Board Roster _Organization Chart or Staff Roster _Most Recent Financial Statements (audited if possible) _Copy of minutes or resolution documenting official action to submit application for proposed acquisition. If more than one project is submitted from the same sponsor, the minutes or resolution should indicate the project priority and how it was determined. Budget and Timeline Attached to the first Annual Reporting Form must be a budget and timeline for expenditure of O&M funding for the succeeding ten (10) years measured from the date of approval by the BoCC. Documentation of Match A match of 50% must be documented with each invoice. Match guidelines are identical for acquisition and O & M proposals. In-kind labor cannot be used as match. Reporting 2018 CF Program Manual 10 http://www.cojefferson.wa.us/560/Conservation-Futures-Prog[am Any project sponsor receiving O & M funds is required to submit a report each October until those funds are expended. An expenditure summary that provides the following information must accompany billing: 1) Date the payment was made. 2) The vendor and/or employee to whom the payment was made. 3) A description of what was purchased or what work and/or services were performed; provide a description of what service or work was performed for the payroll costs or by the sub -contractor. Application and Attachment Requirements for O&Wrojects To apply for O & M funding for a project previously purchased using CF Funds, use the standard application form. In question #1, refer to the original project title and year that the project was approved followed by "O & M Request Only". If you feel that a question is irrelevant to the project at hand, please explain why. Required Meeting and Site Visit Project sponsors are required to host a visit to the project site and make a formal presentation to the CF Committee. The presentation must begin with an introductory project description and then be organized according to the sequence of questions listed on the Rating Sheet. Site visits are videotaped by county staff. The site visits and presentations are scheduled in April. Grant Notification and Agreement Sponsors will be notified by staff of grant awards as soon as possible after the BoCC makes their decision, usually in June. Sponsors will then be asked to sign a project agreement with Jefferson County. An informational template is provided with this manual. Annual reports Sponsors are required to submit a brief progress report by October 30 every year for three years after the acquisition funds are disbursed to the applicant, whichever is later. The progress report must address any changes in the project focus or purpose, progress in obtaining matching funding, and stewardship and maintenance. Sponsors receiving O&M funds will also submit an annual report for each year that O&M funds are expended. The Committee will use the information to develop a project "report card" that will be submitted annually to the Board of County Commissioners. A report format template is included with this manual and will be provided to the project sponsor electronically. Program Suggestions Suggestions for program improvements are always welcome and may be provided to the Conservation Futures Committee by letter or email via staff at the contact information on page 3. Every CF Committee meeting also includes two public comment periods. Meeting times are provided in newspapers and on the program website. 2018 CF Program Manual 11 http://www. co.iefferson. wa.us/560/Conservation-Futures-Program Appendix A 2018 CF Program Manual 12 htti2://www.co. jefferson.wa.us/560/Conservation-Futures-Program Conservation Futures Funding Request and Reimbursement Form Jefferson County Conservation Futures Project Name: Date: Program c/o Jefferson County Water Quality Division Project Sponsor: 615 Sheridan Street Port Townsend, WA Billing Period: 98368 Is this the final billing? Yes [ ] No [ ] Invoice Number [ ] SON coG2 a``�� Sponsor's Certificate: I hereby certify under penalty of perjury that the items and total listed and ``sSyo? attached herein are proper charges for materials, merchandise or services furnished and/or services IN rendered have been provided without discrimination because of age, sex, marital status, race, creed, color, national origin, handicap, religion or Vietnam or disabled veterans status. BY Title Date To Be Completed By Sponsor Categories (attach Previous Expenditures To Date Costs For This Billing detailed lists Project and receipts) Agreement Non- Non - Expenditures Reimbursable Total Expenditures Reimbursable Total Match Match Land Totals O&M Totals Funding and Expenditure Formula (For CF Program Staff Use ONLY) Agreement Information Previous CF Reimbursements Match Source Date Notes Total Billed CF Share Billed CF Share Approved Match Owed Balance CF Share Retained CF Share Paid 2018 CF Program Manual 12 htti2://www.co. jefferson.wa.us/560/Conservation-Futures-Program JEFFERSON COUNTY CONSERVATION FUTURES PROGRAM PROJECT AGREEMENT (template only) Project Sponsor: Project Title: Project Number: Approval: Resolution No. xxx on xxx, 2018 A. Parties to the Agreement This Project Grant Agreement (Agreement) is entered into between County of Jefferson (County), PO Box 1220, Port Townsend, Washington 98368 and (Sponsor), xxxxx, xxxxx, WA 983xx, and shall be binding upon the agents and all persons acting by or through the parties. B. Purpose of the Agreement This Agreement sets out the terms and conditions by which a grant is made through the Jefferson County Conservation Futures Fund. The grant is administered by Jefferson County Environmental Health for the Sponsor for the project named above. C. Description of Project The subject project is described in the attached 2018 Conservation Project Application for the xxx. Conservation Futures Fund ("CFF") from Jefferson County in an amount not to exceed $xxx will be used towards fee simple acquisition, by xxx, of the real property known in the records of the Jefferson County Assessor as APN#s xxxx for acquisition expenses, and $xxx to reimburse for operations and maintenance expenses. The matching amount is provided by xxx. Description of conservation easement (if applicable). D. Term of Agreement The Project Sponsor's on-going obligation for the above project funded by this Agreement is to provide maintenance of the site or facility to serve the purpose for which it was intended in perpetuity unless otherwise identified in this Agreement. E. Period of Performance The Project reimbursement period for acquisition expenses shall begin on xxxx xx, 2018. The Project reimbursement period for acquisition expenses will end on xxx xx, 2021 unless proof of match is provided prior to this date. No expenditure made before xxx xx, 2018 is eligible for reimbursement unless incorporated by written amendment into this Agreement. F. Project Funding The total grant award provided by the Conservation Futures Fund (CFF) for the Project shall not exceed $xxxxx and Jefferson County CFF shall not pay any amount beyond that approved herein for funding of the Project. The Sponsor shall be responsible for all total costs for the Project that exceed $xxx,xxx. In no event will the CFF funds expended for this purchase exceed fifteen percent (15%) of the overall acquisition cost of APN xxx-xxx-xxx. This Project is eligible for reimbursement of capital project and operations and maintenance expenditures as described in the Jefferson County Conservation Futures Program Manual for the 2018 Funding Cycle. The contribution by the Sponsor toward work on the Project at a minimum shall be as indicated below. The contribution by the County toward work on the Project is described immediately above and in "C" above. 2018 CF Program Manual 13 hltp://www.co jefferson.wa.us/560/Conservation-Futures-Pro r� G. Unexpended Project Allocations Should unexpected Project allocations, including, but not limited to project completion at less than the estimated cost or, alternatively, the abandonment of the Project occur, then the Sponsor shall notify the County. H. Rights and Obligations All rights and obligations of the parties to this Agreement are subject to this Agreement and its attachments, including the Sponsor's Application and Jefferson County Conservation Futures Program Manual for the 2018 Funding Cycle, all of which are attached hereto and incorporated herein. Except as provided herein, no alteration of any of the terms or conditions of this Agreement will be effective unless provided in writing. All such alterations, except those concerning the period of performance, must be signed by both parties. Period of performance extensions need only be signed by Jefferson Board of County Commissioners. I. Indemnification Sponsor shall indemnify, defend and hold harmless the County, its officers, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including attorneys' fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Sponsor's own employees, or damage to property occasioned by a negligent act, omission or failure of the Sponsor. J. Insurance The Sponsor shall secure and maintain in force throughout the duration of this contract policies of insurance as follows: If and only if the Sponsor employs any person(s) in the status of employee or employees separate from or in addition to any equity owners, sole proprietor, partners, owners or shareholders of the Sponsor, Worker's Compensation Insurance in an amount or amounts that are not less than the required statutory minimum(s) as established by the State of Washington or the state or province where the Sponsor is located. Commercial Automobile Liability Insurance providing bodily injury and property damage liability coverage for all owned and non -owned vehicles assigned to or used in the performance of the work for a combined single limit of not less than $500,000 each occurrence with the County named as an additional insured in connection with the Sponsor's performance of the contract. General Commercial Liability Insurance in an amount not less than a single limit of one million dollars ($1,000,000) per occurrence and an aggregate of not less than two (2) times the occurrence amount ($2,000,000.00 minimum) for bodily injury, including death and property damage, unless a greater amount is specified in the contract specifications. The insurance coverage shall contain no limitations 2018 CF Program Manual 14 http://www.co.*efferson.wa.us/560/Conservation-Futures-Program Acquisition O & M Totals % Conservation Futures — $ $ $ Project Sponsor $ $ $ o /o Contribution Totals $ $ $ 100% G. Unexpended Project Allocations Should unexpected Project allocations, including, but not limited to project completion at less than the estimated cost or, alternatively, the abandonment of the Project occur, then the Sponsor shall notify the County. H. Rights and Obligations All rights and obligations of the parties to this Agreement are subject to this Agreement and its attachments, including the Sponsor's Application and Jefferson County Conservation Futures Program Manual for the 2018 Funding Cycle, all of which are attached hereto and incorporated herein. Except as provided herein, no alteration of any of the terms or conditions of this Agreement will be effective unless provided in writing. All such alterations, except those concerning the period of performance, must be signed by both parties. Period of performance extensions need only be signed by Jefferson Board of County Commissioners. I. Indemnification Sponsor shall indemnify, defend and hold harmless the County, its officers, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including attorneys' fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Sponsor's own employees, or damage to property occasioned by a negligent act, omission or failure of the Sponsor. J. Insurance The Sponsor shall secure and maintain in force throughout the duration of this contract policies of insurance as follows: If and only if the Sponsor employs any person(s) in the status of employee or employees separate from or in addition to any equity owners, sole proprietor, partners, owners or shareholders of the Sponsor, Worker's Compensation Insurance in an amount or amounts that are not less than the required statutory minimum(s) as established by the State of Washington or the state or province where the Sponsor is located. Commercial Automobile Liability Insurance providing bodily injury and property damage liability coverage for all owned and non -owned vehicles assigned to or used in the performance of the work for a combined single limit of not less than $500,000 each occurrence with the County named as an additional insured in connection with the Sponsor's performance of the contract. General Commercial Liability Insurance in an amount not less than a single limit of one million dollars ($1,000,000) per occurrence and an aggregate of not less than two (2) times the occurrence amount ($2,000,000.00 minimum) for bodily injury, including death and property damage, unless a greater amount is specified in the contract specifications. The insurance coverage shall contain no limitations 2018 CF Program Manual 14 http://www.co.*efferson.wa.us/560/Conservation-Futures-Program on the scope of the protection provided and include the following minimum coverage: a. Broad Form Property Damage, with no employee exclusion; b. Personal Injury Liability, including extended bodily injury; C. Broad Form Contractual/Commercial Liability — including completed operations; d. Premises — Operations Liability (M&C); e. Independent Contractors and subcontractors; f. Blanket Contractual Liability. Such insurance coverage shall be evidenced by one of the following methods: * Certificate of Insurance; * Self-insurance through an irrevocable Letter of Credit from a qualified financial institution. The County shall be named as an additional insured party under this policy. Certificates of coverage as required by this section shall be delivered to the County within fifteen (15) days of execution of this agreement. Any deductibles or self-insured retention shall be declared to and approved by the County prior to the approval of the contract by the County. At the option of the County, the insurer shall reduce or eliminate deductibles or self-insured retention or the Sponsor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. The Sponsor shall include all subcontractors as insured under its insurance policies or shall furnish separate certificates and endorsements for each subcontractor. All insurance provisions for subcontractors shall be subject to all of the requirements stated herein. Failure of the Sponsor to take out and/or maintain any required insurance shall not relieve the Sponsor from any liability under the Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations concerning indemnification. It is agreed by the parties that insurers shall have no right of recovery or subrogation against the County (including its employees and other agents and agencies), it being the intention of the parties that the insurance policies so affected shall protect both parties and be primary coverage for any and all losses covered by the above described insurance. It is further agreed by the parties that insurance companies issuing the policy or policies shall have no recourse against the County (including its employees and other agents and agencies) for payment of any premiums or for assessments under any form of policy. It is further agreed by the parties that any and all deductibles in the above described insurance policies shall be assumed by and be at the sole risk of the Sponsor. It is agreed by the parties that judgments for which the County may be liable, in excess of insured amounts provided herein, or any portion thereof, may be withheld from payment due, or to become due, to the Sponsor until such time as 2018 CF Program Manual 15 hn://www.co.iefferson.wa.us/560/Conservation-Futures-Program the Sponsor shall furnish additional security covering such judgment as may be determined by the County. The County reserves the right to request additional insurance on an individual basis for extra hazardous contracts and specific service agreements. Any coverage for third party liability claims provided to the County by a "Risk Pool" created pursuant to Ch. 48.62 RCW shall be non-contributory with respect to any policy of insurance the Sponsor must provide in order to comply with this Agreement. If the proof of insurance or certificate indicating the County is an "additional insured" to a policy obtained by the Sponsor refers to an endorsement (by number or name) but does not provide the full text of that endorsement, then it shall be the obligation of the Sponsor to obtain the full text of that endorsement and forward that full text to the County. The County may, upon the Sponsor's failure to comply with all provisions of this contract relating to insurance, withhold payment or compensation that would otherwise be due to the Sponsor. K. Independent Contractor The Contractor and the County agree that the Contractor is an independent contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Contractor nor any employee of Contractor shall be entitled to any benefits accorded County employees by virtue of the services provided under this agreement. The County shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to Contractor, or any employee of Contractor. The Contractor shall not sublet or assign any of the services covered by this contract without the express written consent of the County or its authorized representative. Assignment does not include printing or other customary reimbursable expenses that may be provided in an agreement. L. Ownership and Use of Documents All documents, drawings, specifications and other materials produced by the Sponsor in connection with the services rendered under this agreement shall be the property of the Sponsor whether the project for which they are made is executed or not. The County shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with the Sponsor's endeavors. M. Compliance with Applicable Statutes, Rules, and Jefferson County Policies This Agreement is governed by, and the Sponsor shall comply with, all applicable state and federal laws and regulations, including RCW 84.34.210, and published agency policies, which are incorporated herein by this reference as if fully set forth. N. Sponsor's Accounting Books and Records The Sponsor shall maintain complete financial records relating to this contract and the services rendered including all books, records, documents, receipts, invoices, and 2018 CF Program Manual 16 h=://www.co.iefferson.wa.us/560/Conservation-Futures-ProjZram all other evidence of accounting procedures and practices which sufficiently and properly reflect all direct and indirect cost of any nature expended in the performance of this contract. The Sponsor's records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the County and state for a period of six (6) years after the date of the final payment to Sponsor. Copies shall be made available upon request. O. Licensing, Accreditation and Registration The Sponsor shall comply with all applicable local, state and federal licensing, accreditation, permitting and registration requirement/standards necessary for the performance of this contract. P. Disputes Except as otherwise provided in this contract, when a bona fide dispute arises between Jefferson County and the Sponsor and it cannot be resolved, either party may request a dispute hearing with a mediator assigned by or associated with Jefferson County District Court. Either party's request for a dispute hearing must be in writing and clearly state: a. the disputed issue(s), b. the relative positions of the parties, and c. the Sponsor's name, address and Agency contact number These requests must be mailed to the Project Manager, Jefferson County Environmental Health Department, 615 Sheridan St., Port Townsend, WA 98368, within fifteen (15) days after either party received notice of the disputed issue(s). The parties agree that this dispute process shall precede any action in a judicial or quasi- judicial tribunal. The parties will split evenly the cost of mediation or whatever form of dispute resolution is used. Q. Termination for funding Jefferson County may unilaterally terminate this contract in the event funding from state, federal, or other sources are withdrawn, reduced, or limited in any way after the effective date of this contract. R. Termination for Convenience The County reserves the right to terminate this agreement at any time by giving ten (10) days written notice to the Sponsor. S. Assignment The Sponsor shall not sublet or assign any interest in this Agreement, and shall not transfer any interest in this agreement without the express written consent of the County. T. Non -Waiver. Waiver by the County of any provision of this agreement or any time limitation provided for in this agreement shall not constitute a waiver of any other provision. U. County Does Not Assume Additional Duties The County does not assume any obligation or duty, except as required by federal or state law, to determine if Sponsor is complying with all applicable statutes, rules, codes ordinances or permits. V. Agreement Representatives All written communications sent to the Sponsor under this Agreement will be addressed and delivered to: 2018 CF Program Manual 17 httn://www. co.iefferson.wa. us/560/Conservation-Futures-Program Sponsor Contact Conservation Futures Program Contact Jefferson County Environmental Health — Conservation Futures 615 Sheridan Street Port Townsend, WA 98368 These addresses shall be effective until receipt by one party from the other of a written notice of any change. W. Entire Agreement/Severability This agreement, along with all attachments, constitutes the entire agreement of the parties. No other understandings, oral or otherwise, regarding this Agreement shall exist or bind any of the parties. If any part of this Agreement is ruled or adjudicated to be unlawful or void, all other sections of this Agreement shall continue to have full force and effect. X. Effective Date This agreement, for the xxxxx (project) shall be effective upon signing by all parties. Y. Venue: Venue for any litigation arising from this Project Agreement shall be only in the Superior Court in and for Jefferson County. Each party to this agreement shall be responsible for their litigation costs, including attorney's fees. DATED this day of 2018. By David Sullivan, Chair Jefferson Board of County Commissioners By Attested: Carolyn Gallaway, Deputy Clerk of the Board Approved as to form: Philip Hunsucker, Chief Civil DPA 2018 CF Program Manual 18 hM://www.co.iefferson.wa.us/560/Conservation-Futures-Prop-ram Jefferson County Conservation Futures Program Annual Project Reporting Form (template only) 1. Project Sponsor: 2. Project Title: 3. Project Number: 4. Status: 5. Approval Date: 6. Project goals and objectives: 7. Parcel number(s): 8. Total acreage: 9. Easement: Title: Seller: 10. Fee Simple Seller: 11. Month and year that CF funding was awarded: 12. a). Purchase price: b). Total project cost: 13. Amount of CF award: 14. Month and year of acquisition: 15. Entity holding title: 16. Entity responsible for stewardship: 17. Plans or agreements pertaining to this acquisition: 18. O& M funds received since acquisition (list by year): 19. Existing and on-going activities and projects (for each O & M activity that has occurred since October 1 of the previous year, please provide supporting documentation): 20. New events, activities, projects (for each O & M activity that has occurred since October 1 of the previous year, please provide supporting documentation): 21. Needs and challenges: 22. General progress towards project's objectives: Completed by: Title: Organization: Signature Date 2018 CF Program Manual 19 http://www.co.iefferson.wa.us/560/Conservation-Futures-Pro2ra.m Appendix B PROJECTS MAP — 2018 version Conservation future-. _ ( Jefferson County, Wa%hington tj LT, ... ii e it fly I :,7A _ �. M. �7N t S ` ! 1 i U 2018 CF Program Manual 20 http://www.co.iefferson.wa.us/560/Conservation-Futures-Prop,ram Appendix C DEFINITIONS "Conservation futures citizen oversight committee" means the Jefferson County conservation futures citizen oversight committee established under this chapter. "Conservation futures fund" means the Jefferson County conservation futures fund established under this chapter. "Conservation futures tax levy" means that Jefferson County tax levy upon all taxable property in Jefferson County authorized by RCW 84.34.230. "County" means Jefferson County and/or its conservation futures citizen oversight committee. "Cultural resources" means archeological and historic sites and artifacts, and traditional religious ceremonial and social uses and activities of affected Indian Tribes and mandatory protections of resources under chapters 27.44 and 27.53 RCW."Open space land" means the fee simple or any lesser interest or development right with respect to real property including, but not limited to, conservation futures, easements, covenants or other contractual rights necessary to protect, preserve, maintain, improve, restore, limit the future use of or conserve selected open space land, farm and agricultural land and timber land (as those terms are defined in Chapter 84.34 RCW). "Project" means open space land, or any lesser interest or development right in specific real property, to which Jefferson County conservation futures tax levy funds are allocated for acquisition under the procedure outlined under this chapter. [Ord. 1-14 § 1; Ord. 6-02 § 1] "Silviculture" means the practice of controlling the establishment, growth, composition, health, and quality of forests for the production of forest products. 2018 CF Program Manual 21 http://www.co.iefferson.wa.us/560/Conservation-Futures-Prop,ram N615 Sheridan Street V '\1- Port Townsend, WA 98368 �� www.JeffersonCountyPublicHealth.org Consent Agenda Public Head October 22, 2019 JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Board of County Commissioners Philip Morley, County Administrator FROM: Stuart Whitford, Environmental Public Health Director Tami Pokorny, Natural Resources Program Coordinator DATE: SUBJECT: Agenda Item — Project Agreement Conservation Futures Fund Acquisition project Marrowstone Mize; Jefferson Land Trust, Sponsor; October 1, 2018 — October 1, 2021; $45,000 STATEMENT OF ISSUE: Jefferson County Public Health, Environmental Public Health, requests Board approval of the Project Agreement between JCPH and Jefferson Land Trust, Conservation Futures Fund Acquisition project for Marrowstone Mize; October 1, 2018 — October 1, 2021; $45,000 Conservation Futures Fund Grant and $180,000 Project Sponsor, Jefferson Land Trust, for a total project cost of $225,000. ANALYSIS/STRATEGIC GOALS/PRO'S and CON'S: This Project Agreement contracts Jefferson County Public Health to administer a Conservation Futures Fund grant received in response to a proposal, by sponsor Jefferson Land Trust, to purchase the real property known in the records of the Jefferson County Assessor as APN#s 021291001, 021291035, 953700409, 975900701, 975900707, 975900801, 975900802, 975900803, 975901101, 975901102, and 021204012. The additional cost of the fee simple purchase is met by Jefferson Land Trust. The Conservation Future Fund's expenditure is limited to $45,000 and may not exceed 20% of the total project cost. Acquisition of the Marrowstone Mize promotes Conservation Futures Program efforts to preserve important open space lands that provide a variety of habitat for flora and fauna. FISCAL IMPACT/COST BENEFIT ANALYSIS: The Project Agreement is fully funded by the Jefferson County Conservation Futures Fund grant. RECOMMENDATION: JCPH management request approval of the Professional Agreement with Jefferson Land Trust for Conservation Futures Fund,, Marrowstone Mize Acquisition; October 1, 2018 — October 1, 2021; $45,000. REVI-EWW BY• Ph' ' orley, Coun A inistr�teh Date Community Health �' Environmental Public Health Developmental Disabilities 360-385-9444 360-385-9400 (f) 360-379-4487 360-385-9401 (f) Always working for a safer and healthier community CONTRACT REVIEW FORM CONTRACT WITH: Jefferson Land Trust CONTRACT FOR: (Contractor/Consultant) Marrowstone Mize TRACKING NO.: WQ-19-175 TERM: 10/1/2018 - 10/1/2021 COUNTY DEPARTMENT: Jefferson County Public Health For More Information Contact: Tami Contact Phone #: x498 RETURN TO: Jenny RETURN BY: ASAP (Person in Department) (Date) AMOUNT: $45,000 PROCESS: ❑ Exempt from Bid Process ❑ Consultant Selection Process Revenue ❑ Cooperative Purchase Expenditure $45,000 ❑ Competitive Sealed Bid Matching funds Required ❑ Small Works Roster Source(s) of Matching Funds ❑ Vendor List Bid R RFP or RFQ ❑ Other - MOU Step 1: XAPPROVED FORM Comments REVIEW BY Date ❑ Returned for revision (See Comments) Step 2: REVIEW BYP„�tOS ING ATTORNEY Review by: ( . - Philip C. Hunsucker Date Reviewed: &Aih Chief Civil Depult((�U�t�IrAttorney APPROVED AS TO FORM ❑ RIturned for revision (See Comments) 1r11 Comments „ . t Step 3: (If required) DEPARTMENT MAKES REVISIONS & RESUBMITS TO RISK MANAGEMENT AND' 14Q-ORNey PROSECUTING ATTORNEY Step 4: CONTRACTOR/CONSULTANT SIGNS APPROPRIATE NUMBER OF ORIGINALS Step 5: SUBMIT TO BOCC FOR APPROVAL Submit original Contract(s), Agenda Request, and Contract Review form. Also, please send 2 copies of just the Contract(s) (with the originals) to the BOCC Office. Place "Sign Here" markers on all places the BOCC needs to sign. MUST be in BOCC Office by 4:30 p.m. TUESDAY for the following Monday's agenda. (This form to stay with contract throughout the contract review process.)