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HomeMy WebLinkAbout121420_ca01615 Sheridan Street Port Townsend, WA 98368 www.JeffersonCounfyPublicHealth.org Consent Agenda Public Health JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Board of County Commissioners Philip Morley, County Administrator FROM: Pinky Mingo, Environmental Public Health Director Tami Pokorny, Natural Resources Program Coordinator DATE: SUBJECT: Agenda Item — Project Agreement Conservation Futures Fund Conservation Easement Acquisition for Quilcene Headwaters to Bay Preservation; Jefferson Land Trust, Sponsor; August 19, 2019 — July 13, 2023; $167,117.32 STATEMENT OF ISSUE: Jefferson County Public Health, requests Board approval of the Project Agreement between Jefferson County and Jefferson Land Trust, Conservation Futures Fund Conservation Easement Acquisition project for Quilcene Headwaters to Bay Preservation; Jefferson Land Trust, Sponsor; August 19, 2019 — July 13, 2023; $167,117.32 Conservation Futures Fund Grant and $284,551.12 Project Sponsor, Jefferson Land Trust, for a total project cost of $451,668.44. ANALYSIS/STRATEGIC GOALS/PRO'S and COWS: This Agreement contracts project sponsor Jefferson Land Trust, to acquire a conservation easement on the real property known in the records of the Jefferson County Assessor as APN#s 701181001 and 701181004. The additional cost of the conservation easement is met by the Land Trust. The CFF expenditure is limited to $167,117.32 and may not exceed 63% of the total project cost. The Land Trust requests $20,882.68 of the original award of $193,000 be turned back to the CF Fund. The Land Trust will present an operations and maintenance proposal to the CF Committee in February for the remaining $5,000. If the CF Committee concurs, approval of a project amendment will be requested. The Quilcene Headwaters to Bay Preservation project promotes Conservation Futures Program efforts to preserve important open space lands for agriculture, timber production and wildlife habitat. 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 Project Agreement for Quilcene Headwaters to Bay Preservation; Jefferson Land Trust, Sponsor; August 19, 2019 — July 13, 2023; $167,117.32 REVIE BY: ,Phiorley, Coun A ministrator Date 12-4'el�"' Always working for a safer and healthier community JEFFERSON COUNTY CONSERVATION FUTURES PROGRAM PROJECT GRANT AGREEMENT Project Sponsor: Jefferson Land Trust Project Title: Quilcene Headwaters to Bay Preservation Contract Number: EH-20-212 Approval: Resolutions Nos. 44-19 and 44-20 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). Jefferson Land Trust will implement a Conservation Futures (CF) Program project to acquire a grant deed of conservation easement (Exhibit B) for the 80-acre property known in the records of the Jefferson County Assessor as APN#s 701181001 and 701181004 and as described in the 2020 Conservation Futures project application for the Quilcene Headwaters to Bay Preservation Project (Exhibit C), which supersedes the 2019 CF application for the same property, and 2020 Conservation Futures Program Manual (Exhibit D), and as authorized by Resolution Nos. 44-19 and 44-20 (Exhibit E). The grant deed of conservation easement will prevent subdivision while allowing for agricultural uses, sustainable forest management, and habitat protections. Language is included to protect the County's interests and conservation values, including: Grantee's costs of acquiring this Easement were provided in part 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 Section 3.08.030(9), the uses authorized under RCW 84.34.230, 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 Section 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 August 19, 2019 and end on July 13, 2023 unless proof of match is provided prior to this date. Work performed consistent with this Agreement during its term, put prior to the adoption of this Agreement, is hereby ratified. Annual reporting is required every December beginning in 2020 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 $167,117.32 and Jefferson County CFF shall not pay any amount beyond that approved herein Quilcene Headwaters to Bay Preservation for funding of the Project. The Sponsor shall be responsible for no less than sixty-three (63%) percent of the total Project cost and all Project costs in excess of $167,117.32. The contribution by the Sponsor toward work on the Project shall be as indicated below. The financial contribution by the County toward work on the Project is also indicated below. Acquisition % Match Quilcene Headwaters to Bay Preserve — Conservation Futures $167,117.32 3 7% Project Sponsor Contribution $284,551.12 63% Totals $451,668.44 100% 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. 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 and hold harmless the County, its past or present employees, officers, agents, elected or appointed officials or volunteers (and their marital communities), from and against all claims, losses or liability, or any portion thereof, including reasonable attorney's 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. Sponsor shall be liable only to the extent of Sponsor's proportional negligence. The Sponsor specifically assumes potential liability for actions brought against the County by Sponsor's employees, including all other persons engaged in the performance of any work or service required of the Sponsor under this Agreement and, solely for the purpose of this indemnification and defense, the Sponsor specifically waives any immunity under the state industrial insurance law, Title 51 R.C.W. The Sponsor recognizes that this waiver was specifically entered into pursuant to provisions of R.C.W. 4.24.115 and was subject of mutual negotiation. 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 Quilcene Headwaters to Bay Preservation 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 Quilcene Headwaters to Bay Preservation 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. Quilcene Headwaters to Bay Preservation 4 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. Quilcene Headwaters to Bay Preservation 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 Quilcene Headwaters to Bay Preservation 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 320 (SIGNATURES FOLLOW ON THE NEXT PAGE) Quilcene Headwaters to Bay Preservation SIGNATURE PAGE Name of Sponsor Contractor Representative (Please print) (Signature) Title Date ATTEST: By: Carolyn Gallaway Date Deputy Clerk of the Board Quilcene Headwaters to Bay Preservation JEFFERSON COUNTY BOARD OF COMMISSIONERS Kate Dean, Chair David Sullivan, Member Greg Brotherton, Member Approved as to form only: 0 c. 0 lihd7w2o Philip C. Hunsucker Date Chief Civil Deputy Prosecuting Attorney APPENDIX A Scope of Work Jefferson Land Trust, as project sponsor "Sponsor", will perform the following tasks in order to implement the Quilcene Headwaters to Bay Preservation Project: Task l: Acquire Matching Contribution Sponsor will secure the necessary matching contribution of no less than sixty-three percent (63%) 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 63% of the total project cost. Task 2: Acquire Conservation Easement Sponsor will acquire a conservation easement on the subject property, APN#s 701181001 and 701181004, 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. Quilcene Headwaters to Bay Preservation Exhibit B Draft Grant Deed of Conservation Easement Quilcene Headwaters to Bay Preservation 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) MAHAN, PAUL and MAHAN, SARAH 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) SW NE & SE NE 18-27-1W Additional legal description is on Exhibit A of document. Assessor's Property Tax Parcel/Account Numbers: 701 181 001 and 701 181 004 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 PAUL MAHAN and SARAH MAHAN, husband and wife, having an address of 240 Jakeway Road, Quilcene, WA 98376 ("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 1.1. Granting Owner is the owner in fee simple of that certain real property, approximately 80 acres in area, located in Jefferson County, Washington, generally described as Jefferson County Assessor's Tax Parcel Numbers 701 181 001 and 701 181 004 and legally described in Exhibit A (Legal Description of Property) (the "Property"). 1.2. For purposes of this Easement, the Property is divided into four conservation zones, designated "Riparian Habitat Zone", "Working Forest Zone", "Mowers Forest Preserve", and "Agricultural Zone" (collectively, "Conservation Zones"), as depicted on Exhibit B (property map). The Riparian Habitat Zone includes stream, wetland, and riparian habitats associated with Jakeway Creek, a tributary to Donovan Creek and Quilcene Bay. The Working Forest Zone is generally upland forest suitable for the production and harvest of forest resources. The Mowers Forest Preserve is generally upland forest habitat that is to be managed for the restoration and preservation of its habitat values and not for the production or harvest of forest resources. The Agricultural Zone includes pasture, orchard, and other agricultural land, as well as single-family residential uses and all other structural improvements. 1.3. The Property is part of a landscape -scale effort to preserve, protect, restore, enhance, and maintain riparian and upland habitat adjacent to Quilcene Bay. The Property contains natural values (including riparian and upland habitat for fish and wildlife), and open space and working land values (including farmland, forestland and scenic quality) as follows (collectively the "Conservation Values"), of great importance to Granting Owner, to the people of Jefferson County, and to the people of the State of Washington: 1.3.1. Riparian and Fish habitat: The Riparian Habitat Zone portion of the Property contains a portion of Jakeway Creek and associated riparian areas, wetlands, and tributaries that will support the enhancement of features that afford safe passage and suitable habitat for salmonid species, waterfowl, and other species of fish and wildlife. 1.3.2. Working Forest land: The Working Forest Zone portion of the Property possesses significant forest resource values, including, but not limited to soils and site characteristics suitable for commercial timber and non -timber forest resource production; as well as water quality and retention; climate change -14- resiliency; carbon sequestration; wildlife habitat; recreational and educational opportunities; and scenic values. 1.3.3. Upland Forest Habitat: The Mowers Forest Preserve Zone possesses significant forest habitat values, including, but not limited to soils and site characteristics that support water quality and retention, climate change resiliency, carbon sequestration, recreational and educational opportunities, and native forest vegetation that provides shelter, cover, and food for a diversity of wildlife. 1.3.4. Agricultural lands: The Agricultural Zone contains soils identified by the Natural Resources Conservation Service, an agency within United States Department of Agriculture, as 'soils of state-wide importance' and 'prime farmland' suitable for agricultural uses, and which support the viability of the site for continued agricultural production. 1.3.5. Scenic quality: The Property is located within the viewshed of Quilcene Bay, and East Quilcene Road and McInnes Road, both Jefferson County roads and public thoroughfares. 1.3.6. Educational and scientific opportunity: The Property is in an easily accessible location, favorable to educational and scientific activities. 1.4. 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, 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 nonexclusive information baseline for monitoring compliance with the terms of this Easement. The Parties acknowledge that the Baseline Documentation, as signed by the Parties on is complete and accurate as of the Effective Date of this Easement. The Baseline Documentation may used to establish that a change in the use or condition of the Property has occurred, but its existence may 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. 2. 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 -13- 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. 3. 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. 4. 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. 5. 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. 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. 6. The United States of America, through the Department of the Navy (the "Government"), operates Naval Magazine Indian Island in Jefferson County, Washington, and Naval Base Kitsap Bangor in Kitsap County, Washington (the "Installations"), in the vicinity of the Property. The Government and Grantee (Jefferson Land Trust) entered into an agreement identified as Multi -Year Encroachment Protection Agreement Number N4425511 RP00034 as amended, whereby Grantee agreed to accomplish the acquisition of certain real property interests in the vicinity of the Installations for purposes that are consistent with the objectives of the Government and Grantee. The Government's objective of preventing incompatible land uses and development in the vicinity of the Installations and the protection of the Conservation Values of the Property, as identified herein, is consistent with Grantee's mission and objectives. 7. The Parties acknowledge there will be two easements on the Property: (1) this Grant Deed of Conservation Easement held by Grantee (the "Land Trust Easement"), and (2) a Deed of Restrictive Easement held by the Government. The Parties further acknowledge that the Land Trust Easement and the Deed of Restrictive Easement are for different, as well as similar and complementary purposes and that, accordingly, these two instruments prohibit, permit, and regulate certain different uses and activities; in the event of a conflict between the restrictions in the two instruments, the more restrictive provision shall prevail. -14- 8. 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 2.1. 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"). 2.2. Grantee's costs of acquiring this Easement were provided in part 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 Section 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 Section 3.08.030(9), this Easement may not be converted to a different use unless and only if other equivalent lands or interest in lands within the geographic jurisdiction of the governmental agency are received by Grantee in exchange. 2.3. 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 transaction, subject only to the mutual covenants and restrictions hereinafter set forth and title matters of record as of the Effective Date of this instrument. 2.4. 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, AND INTERPRETATION 3.1. 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), and 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 -13- Jefferson County Open Space Tax Program, as provided in Resolution No. 82-91 and any successor provision. 3.1.1. Granting Owner and Grantee agree that the desired future condition of the Riparian Habitat Zone portion of the Property is a riparian and wetland ecosystem along Jakeway Creek that benefits salmonid species and other native fish and wildlife, and is characterized generally by the following attributes: 3.1.1.1. Appropriate native or non-invasive trees and shrubs that provide shade, bank and soil stability, and other beneficial riparian functions for Jakeway Creek; 3.1.1.2. Small and large woody material for instream habitat structure; and 3.1.1.3. Source of food and nutrients to the aquatic food chain. 3.1.2. Granting Owner and Grantee agree that the desired future condition of the Working Forest Zone portions of the Property is a productive forest maintained through time that is characterized generally by the following attributes: 3.1.2.1. Stands of trees grown to yield logs and/or fiber suitable in size and quality for the production of lumber, plywood, pulp or other forest products 3.1.3. Granting Owner and Grantee agree that the desired future condition of the Mowers Forest Preserve portion of the Property is an old -growth forest ecosystem characterized generally by the following by the following attributes: 3.1.3.1. A structurally diverse forest stand, with variable age classes and species; 3.1.3.2. Well -distributed large -diameter trees common throughout the dominant crown class; 3.1.3.3. Well -distributed standing dead trees; and 3.1.3.4. Down tree logs and other woody debris on the forest floor. 3.1.4. Granting Owner and Grantee agree that the desired future condition of the Agricultural Zone portion of the Property is fertile healthy soils used for existing or potential agricultural activities, and all infrastructure associated with permitted residential uses and agricultural activities. 3.2. Stewardship Plan. 3.2.1. As of the Effective Date of this Easement, Granting Owner and Grantee have agreed to a stewardship plan (an "Approved Stewardship Plan") for stewardship of the Property prepared by a person qualified and experienced in preparing stewardship and forest management plans in Jefferson County, Washington. The goal of land management activities pursuant to an Approved Stewardship Plan is to support and achieve the desired future conditions as described in Section 3 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 above) and terms of this Easement. An Approved -14- 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. 3.2.2. 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 such interim plan has been either extended or revised through the written approval of Grantee and 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. 3.3. Interpretation of Easement and Stewardship' Plan. 3.3.1. The Parties intend that this Easement be interpreted in a manner consistent with its Purpose. 3.3.2. 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. 3.3.3. 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. 3.3.4. The Parties recognize that climate change may significantly alter the ecosystems on the land, and the Parties intend to adapt to changes to the ecosystem and associated species over time to help retain the protected conservation values. The Parties intend to help the land remain healthy and viable, adapting to future changes to the climate or the ecology of the region within which the Property is located. 3.4. No PublicRights Conveyed Through Easement. The Parties acknowledge that 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 4.1. To accomplish the Purpose of this Easement, the following rights are conveyed to Grantee by this Easement: -13- 4.2. 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. 4.3. Access by Grantee. As provided for and limited herein, Granting Owner hereby grants to Grantee reasonable and non-exclusive access to the Property, including along any easement roads providing access to the Property, usually annually and 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: 4.3.1. 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 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. 4.3.2. 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. 4.3.3. To enter upon the Property, at a mutually agreeable date and time and upon reasonable prior notice to Owner, for educational or scientific use. 4.3.4. 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 notice, and describe the basis of the reasonable belief that a violation is occurring on the Property. 4.4. 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. 4.5. 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. 4.6. 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. -14- 4.7. 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 of this Easement. 4.8. Assignment. This Easement is transferable, but Grantee may assign its rights and obligations under this Easement only in the manner provided in Section 13 of this Easement. 4.9. 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. 4.10. 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 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 5.1. 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. 5.2. 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 managementactivities ("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. 5.3. Water Rights. Owner may exercise existing water rights 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 (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. 5.4. Residential Uses and Improvements. Owner may use the Agricultural Zone of the Property for residential and other structures allowable under applicable law and not prohibited under this Easement ("Residential Uses"). For personal, residential, domestic, forestry, and agricultural uses and activities within the Agricultural Zone, -13- 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 use, maintain, repair, reconstruct, expand, or replace the existing single-family residence, and the right to install, build, or construct, expand, enlarge, maintain, repair, replace, or decommission accessory dwelling units associated with one single-family residence, outbuildings, and other structures, as permitted by applicable law ("Other Residential Improvements"), provided that each such structure is devoted to Residential, Forestry, or Agricultural Uses allowed under this Easement. No dwelling unit or Other Residential Improvements are permitted outside the Agricultural Zone as depicted on Exhibit B. 5.5. Agricultural Uses and Improvements. Owner may, in accordance with an Approved Stewardship Plan, use the Agricultural Zone of the Property for agricultural activities allowable under applicable law and not prohibited under this Easement ("Agricultural Activities"). As used herein, "Agricultural Activities" means and includes the retail production of horticultural, viticultural, floricultural, dairy, apiary, vegetable, or animal products, including but not limited to crops commonly found in the community surrounding the Property, field crops, fruits, vegetables, horticultural specialties, livestock or livestock products, or the retail production of berries, grain, flay, straw, seed, or Christmas trees not subject to the excise tax imposed by RCW 84.33.100 through 84.33.140, and all conditions and activities occurring on a farm in connection with such retail production, including, but not limited to, marketed produce at roadside stands or farm markets; noise; odors; dust; fumes; operation of machinery and irrigation pumps; movement, including, but not limited to, use of current county road ditches, streams, canals, and drains, and use of water for agricultural purposes in accordance with applicable law; ground application of seed, fertilizers, conditioners, and plant protection products; employment and use of labor; roadway movement of equipment and livestock; protection from damage by wildlife; prevention of trespass; and construction and maintenance of agricultural buildings, barns, open (uncovered) riding arena, fences, roads, bridges, and similar features, as well as restoration and maintenance of streambanks, watercourses, and wetland ponds. 5.6. Forestry Uses. Within the Working Forest Zone portion of the Property, Owner may, in accordance with an Approved Stewardship Plan, engage in, and allow others to engage in, Forestry Activities, as defined herein, on the Property, as further provided for and limited in this Section. 5.7. As used herein, "Forestry Activities" means the production of timber and other forest resource products and all conditions and activities occurring on forest resource lands in connection with such production, for Owner's personal use or for commercial sales, including without limitation, noise; odors; dust; fumes; operation of machinery; employment and use of labor; roadway movement of equipment and products; protection from damage by wildlife; prevention of trespass; and construction and maintenance of temporary roads and landings to facilitate forestry uses and activities; provided, however, that the construction of new roads in addition to the roads depicted in Baseline Documentation shall be minimized and governed by an Approved Stewardship Plan. -14- 5.8. All Forestry Activities shall be carried out in accordance with applicable law, in compliance with the Purpose and terms of this Easement, and in accordance with an Approved Stewardship Plan. 5.8.1. Within the Working Forest Zone, the forest maybe managed on a single or multi -cohort basis, by harvesting individual trees, small groups of trees, or larger patches of trees. Clear-cut harvesting (defined for the purposes of this easement as a harvest opening of 3-10 acres where the relative density of trees retained after harvest is less than or equal to 0.2) shall be harvested based on a minimum 50 year rotation age, and may be up to 10 acres within each consecutive 5-year period. 5.8.2. Within the Mowers Forest Preserve, the forest may be managed solely to achieve the desired future conditions and generally will be very limited in scope as to leave the forest largely undisturbed. 5.8.3. Within the Riparian Habitat Zone, the forest may be managed solely to achieve the desired future conditions and generally will be very limited in scope as to leave the forest largely undisturbed. 5.9. Grantor shall give Grantee written notice of any Forestry Activity or timber harvest requiring a forest practices permit under Washington law prior to implementation. 5.10. Grantor may manage, sell, exchange, or otherwise deal with the carbon, or the carbon sequestration capacity associated with forest resources within the Working Forest Zone. 5.11. Other Improvements. 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, bridge and culvert crossings of Jakeway Creek and its tributaries, and other permanent improvements described in the Baseline Documentation as existing on the Property as of the Effective Date of this Easement ("Other Improvements"), provided that such activities are carried out in compliance with the Purpose and terms of this Easement. Owner reserves the right to replace the footbridge existing as of the Effective Date with another vehicle crossing; the construction and location of which shall minimize impacts to the Riparian Zone and shall be done in accordance with an Approved Stewardship Plan. Such Other Improvements include utility systems and underground utility corridors that support the Other Improvements, such as electric power lines, septic systems, water storage and delivery systems, telephone and communication cable systems, and the like. Owner may use, maintain, and repair the existing unpaved driveways that provide access to the Agricultural Zone from a county road, as shown on Exhibit B, subject to the limitation on Impervious Surfaces in Section 6 of this Easement. Except within the Riparian Zone, Owner may install, build, or construct, expand, enlarge, maintain, repair, replace, or decommission wind, solar, or other alternative energy installations 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 -13- 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, outside of the Riparian Zone, for the production of wind, solar, or other alternative source of energy. Outside the Agricultural Zone, Owner may 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. 5.12. Any septic system constructed after the Effective Date of this Easement must be located entirely within the Building Envelope; provided, however, if it is not practicable to do so, any portion of a septic system located outside the Building Envelope must be in a location agreed upon in writing by both Owner and Grantee in advance of any ground -disturbing activities and must include subsequent restoration of disturbances to the soil and vegetation resulting from the construction. 5.13. 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 in the manner and in the areas prohibited under the provisions of Section 6 herein. Outside of the Riparian Habitat Zone, Owner may construct, repair, maintain, and replace no more than three (3) tent platforms; each not to exceed 100 square feet in area, for temporary camping; no camping activities are permitted in the Riparian Habitat Zone. Waste management facilities shall be provided for tenting sites utilizing methods designed, constructed, and maintained so as to prevent significant impacts to the Conservation Values. In addition, within the Working Forest Zone or the Mowers Forest Preserve Grantor reserves the right to construct one small (not to exceed 200 square feet) shelter without` utilities for personal recreational use in accordance with an Approved Stewardship Plan. 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, and in accordance with an Approved Stewardship Plan. 5.14. Vegetation Removal. Owner reserves the right to conduct, in accordance with an Approved Stewardship Plan, removal or control of non-native or invasive plants. Owner also reserves the right to remove hazard trees anywhere on the Property that threaten people or structures or that block access roads or trails on the Property. 5.15. 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. -14- 6. PROHIBITED AND RESTRICTED USES AND ACTIVITIES 6.1. General Prohibitions. The following uses and activities are prohibited anywhere on the Property: 6.1.1. 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. 6.1.2. 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; 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. 6.1.3. Limitations on Improvements. Owner may build, replace, construct, expand, or rebuild structures or improvements only in a manner consistent with the limitations, prohibitions, and other terms and conditions of this Easement and the following absolute limit on Impervious Surfaces (as defined below): 6.1.3.1. Impervious Surfaces Limitation. The total area of the Property covered by Impervious Surfaces, including but not limited to graveled areas, shall be limited to no more than three percent (3%) of the area of the Property; provided, however, that Owner may utilize gravel for the construction of forest roads up to an additional 2% of the of the area of the Property. Minor unenclosed agricultural improvements such as corrals, hayracks, headgates, fences, ditches, culverts, stock tanks, seasonal agricultural structures (such as a "hoop house": a floorless, framed structure with no foundation) or other minor agricultural structures ("Minor Agricultural Improvements") may be constructed or placed on the Property and not count against this total impervious surface limit. As used herein, "Impervious Surfaces" means hard surface areas 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, recreational structures, patios, driveways, parking lots, storage areas, areas that are paved, graveled, or -13- made of packed or earthen materials, or other surfaces that similarly impede the natural infiltration of surface and storm water. 6.1.4. 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 may not be interpreted to preclude lot line adjustments or leases. 6.1.5. 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 for use on the Property, takes place within the Agricultural or Working Forest Zones, 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 6.1.6. 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. 6.1.7. 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 may not be interpreted to prohibit: (a) storing and using fuel and chemicals, including, but not limited to, biosolids or other forms 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; (b) using fire to dispose of waste, provided that such disposal is otherwise permitted by local law; and (c) storage and use of wood that is treated with preservative. -14- 6.1.8. 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. 6.1.9. Construction of Ponds. Owner may not construct any ponds on the Property except in accordance with an Approved Stewardship Plan. 6.1.10. Trash. Owner may not dump or dispose of trash or other debris on the Property. 6.1.11. 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 allowed under this Easement and located on the Property. 6.1.12. Nonnative Plants. Owner may not intentionally introduce noxious weeds on the Property, as defined and listed by Jefferson County or the State of Washington. 6.1.13. 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. 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. 6.2. The following additional uses and activities are prohibited or restricted within the Agricultural Zone: Grazing livestock without having in place fences or other means of control that prevent livestock from entering the Riparian Habitat Zone. 6.3. The following additional uses and activities are prohibited or restricted within the Riparian Habitat Zoneand the Forest Zones, except to the extent required as an "Emergency Action," as defined in Section 5.10 above: 6.3.1. Construction or installation of any Improvements, except as otherwise permitted in this Easement;, provided that any Improvements (including underground utilities) described in the Baseline Documentation as existing as of the Effective Date of this Easement, may be maintained by Owner; 6.3.2. Agricultural uses and activities, including but not limited to grazing livestock and kenneling, penning, or other confinement of animals, except agroforestry activities in accordance with Section 5.10; 6.3.3. Storage of motor vehicles, trailers, machinery or equipment, or any debris; -13- 6.3.4. Damming, diking, dredging, filling, altering, or manipulating natural watercourses, wetlands, or ponds, except as allowed under an Approved Stewardship Plan; 6.3.5. Construction of new roads, except for temporary roads and landings to facilitate forestry uses and activities within the Forest Zone, as permitted in Section 5.7; 6.3.6. Construction of bridges, culverts, or other new stream crossings over Jakeway Creek or its tributaries; provided, however, that Owner may, maintain and replace the two existing driveway bridges as shown in the Baseline Document as existing as of the Effective Date of this Easement, and reserves the right to replace the existing foot bridge with a new vehicle crossing as per Section 5.8 as existing as of the Effective Date of this Easement; 6.3.7. Construction of any trails that are made or improved with impervious material; 6.3.8. 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 the Forest Zone in advance of any timber harvest activity.; 6.3.9. Planting non-native trees or other vegetation, except for such non-native (but not -invasive) plants specifically allowed in an Approved Stewardship Plan; 6.3.10. Using pesticides, herbicides, fertilizers, or other chemicals to treat soil, water, animals, or vegetation, except in accordance with an Approved Stewardship Plan; and 6.4. The following additional uses and activities are prohibited within the Riparian Habitat Zone:` 64.1. Clearing or mowing of native vegetation, except in accordance with an Approved Stewardship Plan. 6.4.2. Constructionof new trails; provided, however, that Owner may build and maintain new trails in accordance with an Approved Stewardship Plan; 6.4.3. Use of motor vehicles (including ATVs) or horses off of driveways or bridges ("ATV" means motorized all -terrain vehicle); provided, however, that motor vehicles may be used in connection with restoration activities to the extent permitted under an Approved Stewardship Plan. 7. 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. 8. Limitation on Transfers. -14- 8.1. 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. 8.2. 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 may not be withheld unless Grantee and Jefferson County determine that the proposed Transfer would be inconsistent with the Purpose and terms of this Easement. 9. NOTICE AND CONSENT 9.1. 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 and subordinate to this Easement; ii) alternate energy installations for personal use within the Agricultural Zone; or iii) any gift, bargain, sale, or devise of fee simple absolute title to the Property. 9.2. Notice. 9.2.1. 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. 9.2.2. 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, 5.7, and 11.5). 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. 9.3. Consent. 9.3.1. 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 non -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 -13- Purpose and terms of this Easement that must be satisfied in undertaking the proposed action, use, or activity. 9.3.2. 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 the following time periods: 9.3.2.1. Owner. Where consent by Owner is required under this Easement, Owner must either grant, condition, or withhold their consent within 30 days of receipt of a written request by certified mail for consent. 9.3.2.2. Grantee. Where consent by Grantee is required under this Easement, Grantee shall grant, condition, or withhold its consent within 30 days of receipt of a written request by certified mail for consent. 9.3.3. 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 9, the Parties agree that failure to grant or withhold consent within the required time on any proposed action, use, or activity may not be deemed or construed to be an approval of a proposed action, use, or activity or to be a waiver of Grantee's rights under this Easement with respect to any future proposed action, use, or activity. 9.4. Optional consultation. If Owner is unsure whether a proposed action, 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 action, 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 9.4 does not itself impose a requirement of prior consent of the action, use, or activity described in any such notice. 9.5. 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: Paul and Sarah Mahan 240 Jakeway Road Quilcene, WA 98376 Telephone: (360) 531-0199 Email: paulandgus@gmail.com To Grantee: Jefferson Land Trust 1033 Lawrence Street Port Townsend WA 98368 -14- Telephone: (360) 379-9501 Fax: (360) 379-9897 Email: info@saveland.org 10. DISPUTE RESOLUTION 10.1. 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 needed, but no later than 15 business days after receipt of a written request for a meeting, to minimize the same. 10.2. 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: 10.2.1. 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. 10.2.2. 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. 10.2.3. 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 may 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). 10.2.4. 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 -13- or if the mediator concludes that there is no reasonable likelihood that continuing mediation will result in a mutually agreeable resolution of the dispute. 10.2.5. 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. 10.3. 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. 11. GRANTEE'S REMEDIES 11.1. 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. 11.2. Owner's Failure to Respond. Grantee may bring an action as provided in Section 9.3 if Owner: 11.2.1. Fails to cure the violation within 30 days after receipt of notice thereof from Grantee; 11.2.2. 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 11.2.3. Fails to continue diligently to cure such violation until finally cured. 11.3. 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. 11.4. 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 -14- 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. 11.5. 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 are 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 Easement, without the necessity of proving either actual damages or the inadequacy of otherwise available legal remedies. Grantee's remediesdescribed 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 may not be interpreted to preclude Grantee from obtaining monetary or declaratory relief. 11.6. 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 project cost as specified in any written agreement with 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 that 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 or 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. 11.7. 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. 11.8. 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 may not be deemed or construed to be a waiver by Grantee of such term or -13- 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 said Enforcement. 11.9. Waiver of Certain Defenses. Granting Owner acknowledges that they have 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 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. 11.10. 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. Jefferson County has no obligation to participate in or assist with said enforcement. 11.11. 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. 12. LIABILITIES, TAXES, AND ENVIRONMENTAL COMPLIANCE 12.1. 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 -14- 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. 12.2. 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. 12.3. 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. 12.4. Representations and Warranties. Granting Owner represents and warrants that, to the best of Granting Owner's knowledge without the duty of investigation: 12.4.1. 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; 12.4.2. 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; 12.4.3. 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 70.105D010 et seq.) ("MTCA") sites; and 12.4.4. Thereisno 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 or Granting Owner's predecessors by government agencies or third parties arising out of alleged violations of environmental laws, and neither Granting Owner nor Granting Owner's predecessors in interest have received any notices of violation, penalties, claims, demand letters, or other notifications relating to a breach of environmental laws. -13- 12.5. 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 may 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. 12.6. 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). 13. SUBSEQUENT TRANSFER OR EXTINGUISHMENT 13.1. Extinguishment. 13.1.1. 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. 13.1.2. The amount of the proceeds to which Grantee shall be entitled, after the satisfaction of prior claims, from any sale, exchange, or involuntary conversion of all or any portion of the Property subsequent to such termination or extinguishment, shall be determined, unless otherwise provided by Washington law at the time, in accordance with Section 11.3. Jefferson County reserves its right to receive a share ( %) of proceeds in the event of any extinguishment or termination of the Easement. Grantee shall use all such remaining proceeds in a manner consistent with the Purpose of this Easement. 13.1.3. 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. 13.2. Condemnation. If the Easement is taken, in the whole or in the part, by the exercise of the power of eminent domain, Grantee shall be entitled to compensation in accordance with Section 11.3 and 11.4, for the value of the Easement taken; and Owner shall be entitled to compensation in accordance with applicable law for the value of the underlying fee title and improvements taken. In the event that Section -14- 11.3 violates applicable law, then the proceeds to Owner and Grantee shall be divided in accordance with applicable law 13.3. Valuation. The Parties agree that the conveyance of this Easement gives rise, for purposes of this Easement, to a property right immediately vested in Grantee, with a fair market value that is at least equal to the proportionate value that Easement, determined as of the Effective Date of the Easement, bears to the value of the Property as a whole at that time (subject to reasonable adjustment to the extent permissible under Section 170(h) of the Code for any improvements which may hereafter be made on the Property). The proportionate value of Grantee's property rights shall remain constant. If the Grantor obtains an appraisal for federal income or other tax purposes, Grantor shall provide the Grantee with a copy of that appraisal. 13.4. Distribution of Proceeds. In the event of extinguishment of this Easement pursuant to Section 11.1, condemnation of this Easement pursuant to Section 11.2, or damages received by Owner in an amount equal to the fair market value of this Easement pursuant to Section 9.6, any proceeds attributable to the value of the Easement shall be distributed pursuant to Section 11.1.2 and 11.3. 13.5. Subsequent Transfers. 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. Ownerfurtheragree 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 11 may not impair the validity of this Easement or limit its enforceability in any way. 14. AMENDMENT 14.1. 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; may not result in diminution of the Conservation Values of the Property permanently protected under this Easement; may not affect its perpetual duration; may 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 -13- Jefferson County, Washington, and any other jurisdiction in which such recording is required. 15. ASSIGNMENT 15.1. Assignment. 15.1.1. 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 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. 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 may not impair the validity of this Easement or limit its enforceability in any way. 15.2. Rights and Obligations Upon Transfer. Grantee or Owner's rights and obligations under this Easement' terminate upon transfer of the party'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. 15.3. 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: 15.3.1. The Trust for Public Land; or 15.3.2. 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. 16. RECORDATION 16.1.1. 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. -14- 17. NO MERGER 17.1. 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. 18. GENERAL PROVISIONS 18.1. Effective Date. The Effective Date of this Easement is the date of its recording in the official records of Jefferson County, Washington ("Effective Date"). 18.2. 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. 18.3. 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 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. 18.4. Severability. 18.4.1. 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, may not be affected thereby. 18.4.2. 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. 18.5. Entire Agreement. This instrument sets forth the entire agreement of the Parties with respect to the Easement and supersedes all prior discussions, -13- 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. 18.6. No Forfeiture. Nothing contained herein will result in a forfeiture or reversion of Owners' title in any respect. 18.7. "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. 18.8. Successors. The covenants, terms, conditions, and restrictionsof 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. 18.9. 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. 18.10. 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. 18.11. 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. 18.12. 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. 19. SCHEDULE OF EXHIBITS Exhibit A. Legal Description of Property. Exhibit B. Conservation Zone Map TO HAVE AND TO HOLD unto Grantee, its successors and assigns forever. -14- IN WITNESS WHEREOF, the undersigned Granting Owner has executed this instrument this day of , 2020. Paul Mahan Sarah Mahan Jefferson Land Trust does hereby accept the above Grant Deed of Conservation Easement Jefferson Land Trust, a Washington nonprofit corporation -13- STATE OF WASHINGTON ) ) ss. COUNTY OF JEFFERSON ) I certify that I know or have satisfactory evidence that PAUL MAHAN and SARAH MAHAN are the persons who appeared before me and acknowledged that they signed this instrument as their free and voluntary act for the uses and purposes mentioned in the instrument. Dated: Notary Public Print Name My commission expires (Use this space for notarial stamp/seal) -14- 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 -13- EXHIBIT A Legal Description of Property The Southwest % of the Northeast'/4 AND the Southeast % of the Northeast % all in Section 18, Township 27 North, Range 1 West, W.M., Jefferson County, Washington. Situate in the County of Jefferson, State of Washington -14- EXHIBIT B Conservation Easement Zone Map -13- Exhibit C 2020 Conservation Futures Quilcene Headwaters to Bay Preservation Project Application Quilcene Headwaters to Bay Preservation 10 2020 Jefferson County Conservation Futures Program Property Acquisition and/or Operations and Maintenance Project Application Please complete the following application in its entirety. Be sure to answer "N/A"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 Tide: Quilcene Headwaters to Bay Preservation 2. Conservation Futures Acquisition Request: $74,649 (in addition to the $119,323 awarded in 2019) Conservation Futures O&M Request: $0 (already awarded in 2019 CFF round) 3. Total Conservation Futures Request: $74,649 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? Paul and Sarah Mahan, with a conservation easement held by Jefferson Land Trust, and a REPI easement held by the US Department of Defense. 5. Applicant Information Organization Name: Jefferson Land Trust Contact: Sarah Spaeth Title: Director, Conservation and Strategic Partnerships Address: 1033 Lawrence Street Phone: (360) 379-1135, ext.101 Fag: �� - , ext. Email: sspaeth@saveland.org 6. Sponsor Information: (if different than applicant) same Name of Applicant or Organization: Contact. Title: Address: Phone: (_� - , eat Fax: ext. _ Email: This application was approved by the sponsoes legally responsible body (e g., board, counci4 etc) on February 19, 2019 for first request, March 17, 2020 for second request 7. Site Location Street Address or Description of Location: 240 Jakeway Rd. Quilcene 98376 Driving Directions from Port Townsend: Take Center Road south to East Quilcme Road. Head east to Jakeway Road (just past head of Quilcene Bay). Turn left onto Jakeway Road and follow to 240 Jakeway on the right. Section: 18 Township: 27 N Range: 1 W Assessor's Parcel Number(s): 701 181 001, 701 181 004 Please differentiate current and proposed ownership of each APN and indicate if the parcel is to be acquired with CF fands or used as match. Both parcels listed above are to be preserved with a conservation easement held by Jefferson Land Trust, along with a Navy REPI easement. Please list the assessed values for each property or APN, as applicable. 701 181 001 — $187,099 current taxable value (includes improvements), market value assessed at $248,352 701 181 004 - $4,697 current taxable value, with market value assessed at $163,213 8. Existing Conditions New Site: Yes No X Number of Parcels: 2 Addition to Existing Site: Yes X No Acres to Be Acquired: 79.95 Total Project Acreage (if different): —135-acres (adjacent protected land on Donovan Creek+ Mahan) Current Zoning: AL 1:20 Existing Structures/Facilities: One residence, a garage/barn and other small outbuildings Any current covenants, easements or restrictions on land use: None Current Use: Residential, forestry and agricultural uses Waterfront (name of body of water): Jakeway Creek Shoreline (linear feet): Approximate length - 3700 ft of Jakeway Creek and tributaries Owner Tidelands/Shorelands: None 9. Current Property Owner X is _is not a willing seller. 2 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 fiords 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. With this proposal, Jefferson Land Trust requests additional funding in the amount of $74,649 from the Jefferson County Conservation Futures Program in 2020 for the Quilcene Headwaters to Bay project, previously awarded CFF finding in 2019 in the amount of $118,351. The goal of this headwaters -to -bay project is to permanently protect wildlife habitat, farmland, and forests along Jakeway Creek, a drainage that flows into Quilcene Bay. The bay supports seven species of salmonids including federally threatened Hood Canal summer chum salmon, Puget Sound Chinook salmon, steelhead trout and coastal Puget Sound bull trout, as well as Strait of Georgia coho salmon (federal species of concern), pink salmon, and cutthroat trout. The Bay also provides spawning habitat for herring, smelt, and Pacific sandlance, which are important food sources for many other species. The salt marshes and Quilcene Bay also support eelgrass and dunegrass beds that provide cover and habitat. It is also home to native shellfish crabs, beavers, river otter, harbor seals and numerous shore and water birds including at least nine federal or state listed species. The rich natural resources of this estuary also support recreational shellfish harvest and one of the largest commercial shellfish industries in the nation, as well as agricultural lands, and a coastal community that continues to rely on the health of this system for its economic, recreational, and cultural vitality. We are currently working on Phase I of the project with the Mahan family, who are interested in permanently restricting development of their nearly 80-acres of upland forest, pastureland and Jakeway Creek, a tributary to Quilcene Bay. Approximately 14-acres of the Mahan property is pasture, garden, and fiuit trees in the area of the single residence, with the remaining 66 acres in second growth forest, rising up to the east from about 50' to 500' elevation and crossed by perennial Jakeway Creek and other drainages. The large western red cedars were harvested in the early 1970's and subsequently the bulk of remaining forest was harvested in 1992 and replanted with Doug fir. A fair amount of alder and big leaf maple of mixed age classes exist in the lower elevation area and a small pocket of old, mature cedar and fir is located in the NE corner of the property. The project will result in preservation of large forested riparian buffers along the Jakeway Creek headwaters, a forest preserve totaling 25.9 acres managed to achieve old growth characteristics; a working forest of 19.6 acres; enhancement of water quality in Jakeway Creek and prime soils for agricultural uses in an agricultural zone. A Navy REPI easement and a conservation easement held by Jefferson Land Trust will extinguish all but one of the four development rights existing under county code. According to WDFW, Jakeway Creek hosts coho, cutthroat, waterfowl concentrations, trumpeter swans (plus fall chum, steelhead, in Donovan Cr.), and includes priority freshwater emergent and freshwater forested/shrub habitat and a spotted owl management buffer. This project builds upon extensive restoration efforts undertaken over the past decade on Jakeway and Donovan Creeks by Jefferson County Conservation District, Jefferson Land Trust and the Hood Canal Salmon Enhancement Group. Jefferson Land Trust preserves over 56 acres of riparian, wetland and estuarine habitat at the head of Quilcene Bay through a conservation easement and fee ownership of several preserves. We worked with project partners on a major restoration project to restore Donovan Creek to its historic channel, and have replanted the riparian buffer and wetlands with thousands of native plants. Other adjacent lands are owned by Pope Resources, DNR and private landowners. Landowners adjacent to the Mahans may be interested in Phase II of the Quilcene Headwaters to Bay project through sale of a conservation easement on their property. Protection of the Jakeway Creek tributary represents an important expansion of these investments and is being developed in close partnership with the Conservation District. See table below for budget spreadsheet. Overarching Goal: Preserve the 80-acre Mahan property with easements that reduce development potential from four residential rights to one; protect the prime agricultural soils, Jakeway Creek riparian habitat and scenic open space values of the property; protect 19.6 acres of the upland forest as a working forest and another 25.9 acres as a forest preserve with restrictions on forestry activities. Success of this project will help the Mahans pay off existing loans on the property and secure an option to acquire adjacent pastureland. This may lead to a second phase of preservation efforts in the project area. Objectives 1) Secure Jefferson County Conservation Futures funding for purchase of the conservation easement — June 2019 — CFF funds awarded in the amount of $118,351 2) Secure additional $74,649 Jefferson County Conservation Futures funding for purchase of the conservation easement — June 2020 based on anticipated funding shortfall. 3) Finalize conservation easement and REPI easement with landowner input. 4) Obtain appraisal to determine value of CE and REPI easement funding as match for CFF program. Purchase the two easements in fall 2020. 11. Estimate costs below, including the estimated or appraised value of the properties) 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. Projected costs have been amended for this 2020 application: Estimated or Appraised Value of Properties) to be Acquired: $450,000. Total Estimated Acquisition -related Cost (see Conservadon Futures Manual for eligible costs): $65,000 Total Operation and Maintenance Cost: $10,000 Total Project Cost: $525,000 Basis for Estimates (include information about how the property values) 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 Mahan property is now estimated to be up to $450,000 due to additional forest harvest restrictions and other recent appraisals for other projects. This is an increase from the 2019 application for the same project, hence the request for additional funding. An appraisal will be initiated in the next month to determine the value of the conservation easement and the KEPI easement, and is expected to be complete in June 2020. Operation and maintenance costs include annual monitoring of the easements for a period of 10 years. The landowner will be selling the conservation easement at full fair market value. Q.uik ene Headwaters to Bay Preserve Timeline Est. Cost CFF Request Match Project voluted costs Easement acquisition Fall/Winter 2020 $450,000 $123,000 $327,000 Land acquisition related costs, i.e. Late 2019 and $50,000 $50,000 appraisal, survey, Baseline document, 2020 Stewardship Plans, closing costs Project management, admin and legal ongoing $15,000 $15,000 fees O&M ongoing $10,000 $5,000 $5,000 Total $525,000 Total: $193,000 $332,000 2019 Awarded: $118,351 2020 Request: $74,649 Scored Questions 1 a. Sponsor or other organizations X will _will not contribute to acquisition of proposed site and/or operation and maintenance activities. 1 b. )if applicable, please describe below how contributions from groups or agencies will reduce the need to use Conservation Futures program funds. 1 c. Matching Fund Estimate Conservation Futures Funds Requested Matching Fund0taources* Total Project Acquisition Cost Acquisition O&M % 18$ 8.000 $5,000 3 32$ 7.000 $5.000 630/9 $515,000 $10,000 100% 5 * If a prior acquisition is being proposed as match, please describe and provide 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 H not, funds/resources contribution approved? when? available now? when? US Department of Defense $275,000 Yes Ni late 2020 Yes N_Q after appraisal Cash $57.000 Yes No Yes No $ Yes No Yes No Yes No Yes No NOTE: Matching funds are strongly recommended and a higher rating will be assigned to those projects that guarantee additional resources for acquisition. Donation of property or a property right will be considered as a matching resource. Donation of resources for on -going maintenance or stewardship (Nn-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 of the conservation easement terms, 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. Protection actions for this property are designed to balance forestland management and the agricultural vitality of the region with the habitat needs for declining salmonid populations and estuary functions in Quilcene Bay in line with regional salmon recovery priorities. The Conservation District is currently working with landowners in the Quilcene Bay watershed to restore salmon riparian and wetland habitat, providing technical expertise, support, and on the ground oversight of restoration activities. In addition to restricting future development and industrial forest management to a small portion of the forested acreage, this project provides a potential future partnership opportunity for the Conservation District to conduct restoration and enhancement activities on Jakeway Creek, which would reduce sediment buildup and improve salmon habitat. 3 a. Describe the sponsoring agency's previous or on -going stewardship experience. Over the 30 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. We hold 62 conservation 6 easements on 4051 acres and have helped with the preservation and stewardship of another 12,302 acres in Jefferson County. The Land Trust also holds title to over 697 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. 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. Collaboration is at the heart of our approach to conservation. We engage with partners in the "Chumsortium" to bring back vibrant salmon runs on Hood Canal, and in the Jefferson LandWorks Collaborative to support big -picture thinking around the ongoing economic viability of local farms and working forests. We partner with regional government, local and national agencies, Tribes, peer organizations, and individual citizens to safeguard the places we love and that are crucial to the health of our community, now and into the future. 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: As the only local land preservation organization utilizing permanent conservation tools, 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: 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 - Bloede12011; 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; Chimacum Forest, Marrowstone Mize, Ruby Ranch and Snow Creek Mid -Reach Forest 2018. Tarboo Forest Addition, Quilcene Headwaters to Bay 2019. 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. AD parties are X are not in agreement on the cost of acquisition. If "not" to any of the above, please explain below. VA We have drafted the conservation easement and REPI Restrictive easement documents with landowner input on specific provisions. The appraisal process is due to begin in spring of 2020 and a survey of conservation zones will be initiated soon. The Land Trust will offer the Mahans the fair market value for the higher valued easement. Closing will hopefully take place in fall of 2020 depending on timing of County funding. 5. The proposed acquisition X 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 webske 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. One of the most significant and unique features of this project is opportunity to protect a watershed that directly feeds into Quilcene Bay. Because of substantial intact tidal marsh habitat, Quilcene Bay has been recognized as a priority ecosystem for protection and restoration by many groups. It is a priority nearshore conservation area according to The Nature Conservancy's Willamette Valley Puget Trough - Georgia Basin Ecoregional Assessment (Floberg et al. 2004) because of its importance for conservation targets such as surf smelt (an important forage fish) and Olympia oysters. Priority Conservation Areas are defined as areas of biodiversity concentration that contain target species, communities and ecosystems and are considered the highest priorities for conservation. It is also a priority zone for the recovery of threatened Hood Canal summer chum salmon (Summer Chum Recovery Plan 2007) and Puget Sound bull trout (JSFWS Draft Recovery Plan for the Coastal -Puget Sound Distinct Population Segment of Bull Trout 2004). Furthermore, Quilcene Bay and the estuarine and palustrine wetlands nearby provide many habitat and foraging values that are recognized by national and regional plans aimed at conserving shorebirds, waterfowl and water birds. Jefferson Land Trust's community -vetted Conservation Plan articulates the importance of healthy rivers and streams that enter into Hood Canal — "Many salmonid species spend a large part of their early life stages in the estuaries, and water quality conditions in Hood Canal are essential to their continued survival" (pg 14 and Pg 17, Jefferson Land Trust Conservation Plan, 2010). It also states that we should "integrate aquatic corridor and watershed scale conservation tactics". 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, The Mahan family is very interested in working with project partners to preserve and steward their 80 acres for the habitat and working land conservation values on site. They are also keenly interested in acquiring the neighboring property to the west and south from willing sellers. With sale of the easements on their parcel, they hope to be in a position to secure the adjacent --67 acres for agricultural production and further salmon habitat and water quality protection. This would likely include a Phase H request to the Conservation Futures program that would complete a preserved corridor from the Bay to the forested uplands. 8 7. Summarize the project's conservation values and how the CF funds requested support these values. Conservation values of this Quilcene Headwaters to Bay project include the potential for a corridor connecting shoreline, lowlands, and forested uplands in the Jakeway Creek watershed. As mentioned earlier, both Jakeway Creek and Donovan Creek enter into the head of Quilcene Bay estuary. Healthy creek and buffer habitat will protect water quality and benefit sahnonid species as well as other wildlife that live in the estuary or utilize the creeks as corridors to upland habitat. Significant forest management restrictions on 25.9 acres of upland forest on the 80-acre Mahan property will preserve water quality and provide for wildlife habitat for multiple species. Commercial timber harvest on an additional 19.6 acres of upland forest will provide the economic benefits of working forestland while requiring a longer timefiame between harvests. Conservation Futures Funds will contribute to the purchase of a conservation easement that will allow one residential right, allow for continued agricultural and forestry uses and allow for potential future restoration and enhancement activities on Jakeway Creek. Protection, restoration, and sustainable management of the Phase I Mahan properties will build on preservation of a wildlife corridor between the marine waters of Quilcene Bay and forested uplands, and reduce sedimentation of salmon and shellfish habitat, and herring spawning grounds. Social and economic benefits include retaining prime agricultural land for local food production, sustainably managed forests that increase resiliency with climate change, and preserving the viewshed of Quilcene and nearby US Highway 101, a Pacific Coast Scenic Byway. S. The proposed acquisition: 8 a. X provides habitat for State of Washington Priority Habitat and/or State or Federal Threatened, Endangered or Sensitive species. 8 b. X provides habitat for a variety of native flora or fauna species. 8 c. X contributes to an existing or future wildlife corridor or migration route. If a b7bmadve in any of the above, please describe and list the Priority Habitat(s) and T/ereatenedi, Endangered, or Sensitev+e species below, and cite or provide documentation of species' use.' According to WDFW Priority Habitat and Species Report, Jakeway Creek hosts coho and cutthroat trout, and the project area includes priority freshwater emergent and freshwater forested/shrub habitat and spotted owl management buffer. Water quality from the property is important to the health of Quilcene Bay and the conservation values of this tidal estuarine habitat as indicated in #5 above. 8 d. Does the current owner participate in conservation programs that enhance wildlife habitat? If so, please provide details. The current landowners are not currently involved with specific programs that enhance wildlife habitat, but are very committed to land 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. See, for example, http://www.dnr.wa.tiov/researchscigace/topigs/naturalheritate%ages/am� nh.astix ht:p://www.wdfw.wa.gov/conservation/nhs/list/ htt!/www l _dnr. w ov/ram/refdesk/plants.html hqp://wwwl.dnr_wa. ov/nhp/refdesk/pubs/wa ecological systems.pdf 9 9. 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. Much of the Jakeway Creek tributaries are located in the upper forested areas of the property. The proposed riparian habitat zone and forest preserve zone will protect the water quality provided by the tributaries in the upper watershed that are important for the health of salmonid populations. The lower section of Jakeway Creek that is onsite was re-routed in approximately 1954 to the north and is mostly i straight ditch. The Mahans are open to improving the salmon habitat in the lower section with fencing and buffer planting with the guidance of the JCCD. Reconnecting Jakeway with its historic channel on their property has been discussed with landowners and the Conservation District but has been determined to be difficult if not impossible due to potential impact to neighboring structures and property. 10 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 fonds. The Mahan are currently raising livestock and hay, have horses and a garden. If they are successful in securing the neighboring property, they will increase the number of livestock and agricultural uses of the total property within the pastured areas. 10 b. Describe the current owner's record of implementing management practices that preserves and/or enhances soil, water quality, watershed function and wildlife habitat on the farm. Currently livestock are fenced out of the riparian buffer of Jakeway Creek. 10 c. Describe how the acquisition or proposed easement will likely preserve and/or enhance soil, water quality, watershed function and wildlife habitat. Soil, water quality, watershed function and wildlife habitat will all benefit from preservation of agricultural soils in the low-lying pastureland through development restrictions and Best Management Practices; creek and riparian preservation and enhancement through additional fencing and buffer plantings and other activities. Controlling runoff in these ways will not only reduce erosion of agricultural and forest soils and siltation of Quilcene Bay and its shellfish habitat, but also contribute to replenishment of groundwater and aid resiliency in the face of a changing climate. 11 a. Describe the extent and nature of current and planned silvicultaral use of the proposed acquisition. Please cite or provide documentation of existing or planned sgWcultural activities including forest management plan (s) or forest ecosystem restoration. After much discussion and negotiation on the future forest management options, the landowner and Land Trust have mutually agreed that the proposed conservation easement design will include two different forest zones on the property; one zone of 19.6 acres will continue as a working commercial forest with forest management guided by DNR current Forest Practices and 50-year rotation cycles. In the second forest Zone — indicated as the 25.9 acre Mowers Forest Preserve on the CE zone map, the overall goal is to preserve and enhance the ecological functions through management aimed to advance 10 old growth characteristics. No timber revenue is allowed from management activities in the Mowers Forest Preserve. 11 b. Describe the current owner's record of implementing management practices that preserves and /or enhances soil, water quality, watershed function and wildlife habitat. Since their purchase of the property, the landowners conducted partial pre -commercial thinning of the replanted industrial forest to improve the species diversity of the stand and allow for better growth of the trees. The Mahans installed boulders in drainage ditches located in the upland forest under the guidance of Department of Natural Resources, with the goal of improving water quality by slowing down water flow and subsequent erosion. They have also conducted invasive species removal, specifically by removing significant amounts of non-native blackberry. 11 c. Describe how the property acquisition or proposed easement will likely preserve and/or enhance soil, water quality, watershed function and wildlife habitat. Soil, water quality and wildlife habitat in the upland forest zone will be preseved primarily through permanent requirements in the conservation easement guarateeing wide riparian buffers and the designation of the Mowers Forest Preserve on 25.9 acres (see 11 a). With this multi -phased project, we have a unique opportunity to preserve the Forests, Farm and Fish from the headwaters all the way down to Quilcene Bay. 12 a. Describe how the proposed acquisition benefits primarily a local area X broad county area including the area served, the nature of the benefit, the jurisdictions involved, and the populations served Preservation of the Mahan property through purchase of the conservation easement and the REPI easement benefits our community on many levels. As mentioned above, Quilcene Bay is recognized nationally (perhaps even internationally!) as a critical estuary for commercial shellfish production, and good water quality from the watersheds above is paramount for this industry. Salmonid populations also benefit from preservation (and potential restoration) of Jakeway Creek, pasturelands and upland forests of the Mahan property, and are critical species of concern in the Hood Canal and Puget Sound regions. The REPI (Readiness and Environmental Protection Integration) program is a national land -conservation funding source available through the Department of Defense. The Hood Canal region is of great . strategic importance to the Department of Defense. As such, the Navy works with conservation partners to identify areas with common interest for preservation of working forests, farmland, and high -value wildlife habitat. The Mahan project represents an opportunity for the Navy and the Land Trust to work with willing landowners to conserve land, thus protecting and buffering military installations and operating areas from development. 12 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, Dosewwdlips Valley, Bolton Peninsula, and the West End Yes - the project is located at the top of the Bolton Peninsula. 11 13. 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.' Because the property includes a strong mix of forestry, farm and stream habitat, it provides an excellent opportunity to educate the public on a variety of sustainable land management practices in the Quilcene Bay watershed. The owners may be willing to allow access for educational programs, supervised tours, field science surveys, and research. In particular, the landowner is skilled in forest management and sustainable small scale timber mill operation, and may be interested in demonstrations. 14. The proposed acquisition _ includes historic or culturally significant resources3 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. N/A Verification 15. 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. i-� Initials .o Date 16. 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 projectsponsor does not obtain the necessary matching funding within three years.`_ Initials '3 27 ' ate 2 The words "education' and "interpretation" are interpreted broadly by the CF Committee. 3 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 12 MAHAN QUILCENE HEADWATERS TO BAY PROJECT CONSERVATION FUTURES FUNDS ILLUSTRATIONS — 2020 Jakeway Creek H f %44 E r'�. A� w� ti� i► n VOW .. r r� � ��e �(.,q, � � : � � �x , ` b '� ��� ^ { v ... 1, ( 3 . !f! �P��,;� ti � J• M. • ( "' M .. � _ I yY - �J .. „ . _ � � � � - r �, - w �Y ��.1 u - � t - � i'w _ � ��' _ r. ♦ . � � � +.. ,. -q f t ' R � e, _ .,8,.� u�. � .t_ . �. � ,xU,,.� .. ..:. . � �, _- way" °_ 4 A .yam � � �.. �k^ �m t r � "` - �,-•��►�'..�. Other Conservation Lands Conservation Easements rri Land Trust Preserves Land Trust Facilitated Protection U Phase II Schmidt Project Active Project Boundaries Mahan 0 5,000 10,000 20,000 Feet 2011 Aerial Image NAIP',� Mahan Property For informational purposes only. All JV data represented are from varying Location sources and approximate. Map created in MARCH, 2019 Landowner Acknowledgement Form Landowner Information Name of Landowner. Paul and Sarah Mahan Landowner Contact Information: First Name: Paul Last Name: Mahan Contact Mailing Address: P.O. Box 73, Quilcene, WA, 98376 Contact E-Mail Address: paulandgus@gmail.corrr Property Address or Location: 240 Jakeway Road, Quilcene, WA 1. We are the legal owners of property described in this grant application. 1. We are aware that the project is being proposed on our property. 2. If the grant is successfully awarded, we will be contacted and asked to engage in negotiations. 3. Our signatures do not represent authorization of project implementation. Signature Project Sponsor Information Project Name: Mahan Jakeway Creek Project Applicant Contact information: Jefferson Land Trust Name: Sarah Spaeth, Director, Conservation and Strategic Partnerships Mailing Address:1033 Lawrence Street, Port Townsend, WA 98368 E-Mail Address: sspaethosaveland.org Exhibit D 2020 Conservation Futures Program Manual Quilcene Headwaters to Bay Preservation 11 Jefferson County Conservation Futures Program Manual 2020 Funding Cycle Jefferson County Conservation Futures Program Manual 2020 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 September 4, 2019) Phil Andrus, Citizen, District #2 Mary Biskup, Citizen, District #1 Scott Brinton, Interest — Agriculture Lige Christian, Citizen, District #3 JD Gallant, Citizen, District #3 Joanne Pontrello, 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 Dave Seabrook, Interest — Food Security David Wilkinson, Citizen, District #1 Table of Contents Overview...................................................................................................3 Conservation Futures Citizen Oversight Committee (CF Committee)............................4 ProjectSelection...........................................................................................4 InformationSources......................................................................................4 Reimbursement...........................................................................................5 Compliancewith All Laws...............................................................................5 RecordRetention..........................................................................................6 AcquisitionProjects.......................................................................................6 Operation and Maintenance (O&M) Projects.........................................................9 Required Meeting and Site Visit...................................................................... I I Grant Notification and Agreement.....................................................................I I AnnualReports...........................................................................................I I ProjectChanges..........................................................................................I I ProgramSuggestions.....................................................................................12 Forms and Templates.....................................................................APPENDIX A Project Agreement Template Annual Report Form Template Please note: The 2020 CF Application and Scoresheet are available separately from program staff. Map of Approved Projects...............................................................APPENDIX B Definitions.................................................................................APPENDIX C 2020 CF Program Manual FINAL 2 hqp://www.co.iefferson.wa.us/560/Conservation-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 tpokorny@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 03.08.030(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 Public 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 Friday, March 27th, 2020 and sponsors host site visits and present projects to the CF Committee later in March and 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 2020 CF Program Manual FINAL 3 httf)://www.co.iefferson.wa.us/560/Conservation-Futures-Program recommendations to the Board of County Commissioners (BoCC). The BoCC typically makes award determinations in July. Funding for reimbursement is generally not available until August or later. 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 Oeffbocc@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 I 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. 2020 CF Program Manual FINAL 4 httj2://www.co.iefferson.wa. us/560/Conservation-Futures-Prop-ram Information Sources The Conservation Futures Program is administered by the Commissioners' Office with assistance from the Environmental Public 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: • 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. 2020 CF Program Manual FINAL hhtt ://www.co.iefferson.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 ten (10) 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. 2020 CF Program Manual FINAL 6 http://www.co iefferson.wa.us/560/Conservation-Futures-Prop_ram Applicant Eligibility 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%ofthe 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 0 & 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 2020 CF Program Manual FINAL 7 http://www.co.iefferson.wa.us/560/Conservation-Futures-Program 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 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 electronically as a PDF to tpokomy@co.jefferson.wa.us except as noted below and specified in the application: 2020 CF Program Manual FINAL httn://www. co.iefferson.wa.us/560/Conservation-Futures-Proeram 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) 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. 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 Funds for 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. 2020 CF Program Manual FINAL 9 hn://www.co.iefferson.wa.us/560/Conservation-Futures-Prog-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) 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. 2020 CF Program Manual FINAL 10 httv://www.co.iefferson.wa.us/560/Conservation-Futures-Prop-ram Reporting Any project sponsor receiving O & M funds is required to submit a report each December 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&MProjects 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 should begin with an introductory project description and be organized according to the sequence of questions listed on the Rating Sheet. Site visits are videotaped by county staff. 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 July. Sponsors will then be asked to sign a project agreement (Appendix A) with Jefferson County. An informational template is provided with this manual. Annual Reports Sponsors are required to submit an annual report by December 3 "1 every year from the date of award until three years after the CF funds are disbursed. Sponsors receiving O&M funds will also submit an annual report for each year that O&M funds are expended. An annual report template is included with this manual and will be provided to the project sponsor electronically. The progress report must address changes in the project focus or purpose, progress in obtaining matching funding, and stewardship and maintenance, as applicable. Program Changes Project sponsors are expected to implement funded projects as described in their application to the CFF. However, occasional changes may be necessary to a given project's success. This section describes the process by which a project sponsor can initiate a request for change. A change occurs whenever the language contained in the application to the Conservation Futures Fund no longer accurately or fully describes the project. The Committee prefers that project change requests be presented as follows: 2020 CF Program Manual FINAL 11 httv://www.co.iefferson.wa.us/560/Conservation-Futures-Prop-ram 1. Send a "letter", addressed to the CF Committee, to the program staff s email that describes the desired change and its rationale in as much detail as possible. Also, characterize the level of urgency for addressing the possible change. If at all possible, provide this information at least two weeks ahead of the next scheduled full committee meeting for possible inclusion on the draft agenda. 2. Reflect the proposed change in a Microsoft Word version of the original conservation futures application, and the County/Sponsor resolution or agreement (as applicable), using Track Changes. Label new attachments with the current date. Attach the document(s) to the email described above. 3. When the change request is included on a draft agenda, the sponsor should make every effort to attend that meeting in person or by phone. 4. If the need for change is urgent, the Chair may call a special, ad hoc, meeting. 5. The following requests are considered particularly significant: a. Parcel substitution b. Increase in funding amount c. Reduction in percentage match d. Loss of conservation value The CF Committee shall: 1. Review the request for change and ask questions of the project sponsor, as needed. 2. Engage in discussion about the proposed change. 3. Formulate and vote, consistent with the bylaws, on a motion to accomplish one or more of the following: a. Draft a statement to recommend the change for approval by the BoCC in its current form b. Ask the project sponsor to revise and resubmit the change request for a future meeting c. If the need for change is urgent, the Chair may call a special, ad hoc, meeting d. Reject the change and submit a statement to the BoCC to accompany the request Staff shall: 1. Work with the project sponsor and Committee chair to refine or clarify the change request ahead of its presentation at the next Committee meeting, as needed. 2. Forward the change request and Committee recommendations to the BoCC for final determination at a regularly scheduled meeting. 3. Work with the Committee, and subcommittee(s) as applicable, to learn from the change and determine if related updates to program materials are needed. 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. 2020 CF Program Manual FINAL 12 hqp://www.co.iefferson.wa.us/560/Conservation-Futures-Program APPENDIX A JEFFERSON COUNTY CONSERVATION FUTURES PROGRAM PROJECT AGREEMENT (template only) Project Sponsor: Project Title: Project Number: Approval: Resolution No. xxx on xxx, 2020 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 2020 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 or language in SWD (as 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, 2019. The Project reimbursement period for acquisition expenses will end on xxx xx, 2022 unless proof of match is provided prior to this date. No expenditure made before xxx xx, 2019 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 xxx percent (xx%) 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 2019 Funding Cycle. 2020 CF Program Manual FINAL 13 hqp://www.co.iefferson.wa.us/560/Conservation-Futures-Prop-ram 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. Acquisition O & M Totals % Conservation Futures — $ $ Project Sponsor $ $ $ ° /0 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 2019 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 J. Contractor shall indemnify and hold harmless the County, its officers, and employees, from and against all claims, losses or liability, or any portion thereof, including reasonable attorney's fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Contractor's own employees, or damage to property occasioned by a negligent act, omission or failure of the Contractor. Contractor shall be liable only to the extent of Contractor's proportional negligence. The Contractor specifically assumes potential liability for actions brought against the County by Contractor's employees, including all other persons engaged in the performance of any work or service required of the Contractor under this Agreement and, solely for the purpose of this indemnification and defense, the Contractor specifically waives any immunity under the state industrial insurance law, Title 51 R.C.W. The Contractor recognizes that this waiver was specifically entered into pursuant to provisions of R.C.W. 4.24.115 and was subject of mutual negotiation. IC 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. 2020 CF Program Manual FINAL 14 http://www.co.*efferson.wa.us/560/Conservation-Futures-Program 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 2020 CF Program Manual FINAL 15 http://www.co.iefferson.wa.us/560/Conservation-Futures-Prog-ram 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 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. L. 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. M. 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 2020 CF Program Manual FINAL 16 http://www.co.iefferson.wa.us/560/Conservation-Futures-Prop-ram 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. N. 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. O. 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. P. 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. Q. 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 parry'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. R. 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. S. 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. T. 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. 2020 CF Program Manual FINAL 17 hqp://www.co.iefferson.wa.us/560/Conservation-Futures-Program 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: Sponsor Contact Conservation Futures Program Contact 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 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 2020. By Kate Dean, Chair Jefferson Board of County Commissioners Attested: 2020 CF Program Manual FINAL 18 htti)://www.co.iefferson.wa. us/560/Conservation-Futures-Pro gram Carolyn Gallaway, Deputy Clerk of the Board Approved as to form: Philip Hunsucker, Chief Civil DPA 2020 CF Program Manual FINAL 19 httv://www.co.iefferson.wa.us/560/Conservation-Futures-Prog,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 December 31 st of the previous year, please provide supporting documentation): 20. New events, activities, projects (for each O & M activity that has occurred since December 31 ' 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 2020 CF Program Manual FINAL 20 httf)://www.co.iefferson.wa.us/560/Conservation-Futures-Program Appendix B Con.wrvation Future% t 1t letter%on Cnunt}, Washington , - .. J 'it f t k .r p.. K . • j l - ;41 i r i ,..) ; sa 2020 CF Program Manual FINAL 21 http://www. co.iefferson.wa.us/560/Conservation-Futures-Program 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. 2020 CF Program Manual FINAL 22 hftv://www.co.jefferson.wa.us/560/Conservation-Futures-Prouam Exhibit E Resolution Nos. 44-19 and 44-20 Quilcene Headwaters to Bay Preservation 12 STATE OF WASHINGTON County of Jefferson Dedication of Conservation Futures Funds to the } Quilcene Headwaters to Bay project as Authorized } by and in Accordance with Jefferson County Code } RESOLUTION NO. 44-19 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 2019 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 two parcels of land in Sec. 18 T. 27N, R. 1 W with Assessor's Parcel Numbers 701181001 and 701181004; and WHEREAS, the County retains enough developable land to accommodate the Quilcene Headwaters to Bay 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: 1. Jefferson County hereby dedicates up to $118,351 in conservation futures funds in the 2019 funding cycle for acquisition expenses contingent on a matching contribution of at least fifty-four percent (54%) of the total project cost. Resolution No.44-1 9 re: Dedication of Conservation Futures Funds to the Quilcene Headwaters to Bay project 2. 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) AIDADOPTED this /ftylof , 2019 in Port Townsend, Washington. JEFFERSON COUNTY BOARD OF COMMISSIONERS ATTEST: Erin Lundgren Clerk of the Board (excused absence) Pap 2 of 2 STATE OF WASHINGTON County of Jefferson Dedication of Conservation Futures Funds to the } Quilcene Headwaters to Bay Preservation 2020 } project as Authorized by and in Accordance with } RESOLUTION NO. 44 20 County Code 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, agricultural and timber lands as defined in RCW 84.34.220; and WHEREAS, the Conservation Futures Citizen Oversight Committee has reviewed project applications for 2020 and made its funding recommendations to the Board of County Commissioners in accordance with Jefferson County Code Chapter 3.08; and WHEREAS, $118,351 in Conservation Futures Funds were awarded in 2019 to Jefferson Land Trust, as project sponsor, for the original Quilcene Headwaters to Bay Preservation project, Resolution No. 44-19, towards the acquisition of a conservation easement on two parcels of land in S 18 727N R1 W with Assessor's Parcel Numbers 701181001 and 701181004; and WHEREAS, under the provisions of the Jefferson County Conservation Futures Program, Jefferson Land Trust, as project sponsor, requests additional funding towards the same acquisition in 2020; and WHEREAS, the County retains enough developable land to accommodate the Quilcene Headwaters to Bay Preservation 2020 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 RESOL VED that: 1. Jefferson County hereby dedicates up to $74,649 in conservation futures funds in the 2020 funding cycle for conservation easement acquisition expenses contingent on an updated matching contribution of at least sixty-three percent (630/9) of the total project cost. Resolution No. 4 4 2 Ore: Dedication of Conservation Futures Funds to the Quilcene Headwaters to Bay Preservation 2020 project APP 2. 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. ►Y r rADOPTED this ��day of 2020 in Port Townsend, Washington. r \.,,, • s� �'t JEFFERSON COUNTY BOARD O COMMISSIONERS B n,/qhair ATTEST: (,A Kate Deah, Meinber w ���dl-G,w Carolyn allaway Awr`�Y�° lLI Ga Deputy Clerk of the Board David Sullivan, Member