Loading...
Metro ~ IG166002 ~ Trail Easement Costiuc Property Management IG166002 METRO CONTRACT NO.933892 EWERGO VERNMENTAL AGREEf*ENT (Costiuc Property Management) This Intergovernmental Agreement('Aggeementt"')dated this �'day of 41'�� ,201[(the "Effective hate"),is by and between Metro,a municipal corporation,located at 606 NE Grand Avenue,Portland, Oregon 97.232-2736("Metro"),and the City of Tigard,a municipal corporation,located at 13125 SW Hall Boulevard,Tigard,Oregon 97223(the RECITALS WHEREAS,on November 7,2006,voters approved Ballot Measure 26-80,Natural Areas Bond Measure, authorizing Metro,a municipal corporation,to issue general obligation bonds for the protection of open spaces, parks and streams("Metro Natural Areas Bond Measure"); WHEREAS,on October 29,2015,Metro acquired a trail easement(the"Trail Easement")over approximately 1.15 acres of real property in the City of Tigard(current tax lot ILS#2S I05DD02101),and more particularly described in Exhibit A attached hereto and incorporated herein(the"Costiuc Property"); WHEREAS,the Costiuc Property is located within the Westside Trail Target Area,an area specifically identified pursuant to the Metro Natural Areas Bond Measure as regionally significant due to its wildlife habitat values and contribution to water quality,and important trail,and is also identified as a regionally significant open space and trail system in the Metro Greenspaces Master Plan; WHEREAS,on May 15,2014 the Metro Council approved the Westside Trail MasterPlan,which includes 25[Hiles of trail and connects a significant number of parks and natural areas in Washington County; WHEREAS,there is an existing paved trail on the Costiuc Property that was identified as an important community connection to the Westside Trail in the Westside Trail Master Plan; WHEREAS,Metro and the City wish to manage the Costiuc Property to protect water,habitat,and to continue to provide an important trail connection,and therefore desire to enter into this Agreement to provide for the responsibilities and obligations of the parties with respect to the management,maintenance,and operation of the Costiuc Property in accordance with the provisions of this Agreement. AGREEMENT NOW,THEREFORE,in consideration of the foregoing and the mutual covenants of the parties set forth in this Agreement,the receipt and adequacy of which are acknowledged,the parties agree as follows: 1. Current Trail Easement Acquisition;Future Fee Title Acquisition. The Trail Easement encumbers all of the Costiuc Property,and Metr©has agreed to acquire the remainder of fee titie to the Costiuc Property once the current owner('Costiuc'}completes a partition. In the period before Metro acquires fee title,Costiuc retains access rights,as described in the Trail Easement. Upon Metro's acquisition of fee title to the Costiuc Property, following the partition,the Trail Easement shall automatically terminate,and Metro will grant Costiuc an access easement on similar terms set forth in the Trail Easement,providing a copy to the City. Should the legal description of the Costiuc Property change upon fee title acquisition,Metro will also provide this updated legal description to City promptly via letter. 2. Properties to be Managed Pursuant to This Agreement. This Agreement shall be applicable to(i)the Costiuc Property,(ii)subsequent properties acquired solely by Metro within the City pursuant to the Metro Natural Areas Bond Measure,to the extent that Meta has notified the City that Metro wishes City to manage a property and City has accepted such responsibilities per Section 5(a)and 5(c)of this Agreement,and(iii)trail easements acquired by Metro within the City pursuant to the Metro Natural Areas Bond Measure,to the extent that Metro has notified the City that Metro wishes the City to take ownership and the City has accepted such Page 1—Tigard(Costiuc)IGA METRO CONTRACT NO.933892 responsibilities,per Section 5(b)and 5(c)of this Agreement. Such properties shall be collectively referred to herein as the"Properties"or as a"Property." 3. 14Maintenance,Management,and Operation a) The City shall be responsible for the ongoing management,maintenance and operation of the Property in accordance with the tetras of this Agreement. By accepting management responsibility for the Property the City agrees to be responsible for funding the operation and maintenance of the Property with the City's own resources.The City's management responsibility shall include responsibility for all taxes or assessments for the Property. b) The Property shall be managed,maintained,and operated in accordance and in a manner consistent with this Agreement,Metro park rules set forth in Chapter 10.01 Metro Regional Parks and Greenspaces Regulations,Metro's Greenspaces Master Plan,and the Westside Trail Master Plan. These Plans shall constitute the"Resource Protection Plans"for the Property,as described in the Metro Greenspaces Master Plan(the"Plans"). In case of conflict among the Pians,the Plans affording the highest level of resource protection:shall govern. Metro hereby approves the uses existing as of the date of this Agreement; provided,however,that no modification or expansion of those uses shall be permitted without Metro's express,prior written approval as set forth in this Agreement. c) Metro grants the City,its agents and contractors,the right to enter the Property for the purpose of performing all activities reasonably necessary for the management,maintenance,and operation of the Property. d) The City shall maintain security of the Property,and shall provide,with Metro's}mor approval,additional fencing,,gates,signage,and other measures as the City may deem accessary to increase safety on the Property,and to preserve and protect the Property's natural resources and trail connection. e) The City shall be responsible for obtaining any permits necessary for maintenance,management,or operation of the Property.Any permits granted by the City to users of the Property shall comply with the terms and limitations set forth in this Agreement and in any Metro-approved management plan for the Property. f1, The City shall be responsible for contacting and coordinating with other local or state agencies regarding any and all maintenance,management,or operation issues that may arise with respect to the Property. g) The:City shall act in a timely manner to resolve nuisance complaints and mitigate threats to the resources of the Property,which shall include but is not limited to,encroachments,poaching,or nuisance notices issued by a governmental body with.authority to issue such a notice. If Metro is issued a nuisance notice for activates occurring on the Property("Nuisance Notice"),Metro shall forward such notice to the City and the City will make a good faith effort to abate said nuisance in accordance with timeframes established in the nuisance notice or otherwise negotiate with the noticing authority to address the complaint in a manner satisfactory to such noticing authority. If the City does not abate the nuisance in accordance with the time frame-set forth in the Nuisance Notice,or 30 days if no time frame is specified,Metro may,at its sole option,abate the nuisance and provide the City with an invoice for the reasonable cost of such work. h) Any decision regarding the naming of all or any portion of the Property must be in accordance with Metro Code Chapter 2.16,as it may be amended. Metro shall have the right to approve any naming of the Property or change any name of the Property,whether any such names shall appear on signage at the Property or publicly available reaps identifying the Property. At Metro's request,the City shall install on- site signage,provided by Metro,stating that the funding for the acquisition of the Property came from proceeds of the 2006 Metro Natural Areas Bond]Measure. Page 2—Tigard(Costiuc)IGA METRO CONTRACT NO.933892 4. Limitations on Use. a) The Property may be used by the public,in the City's discretion,for passive recreation,pedestrian activity, non-motorized bicycle use,and for habitat enhancement. Metro shall have the right to approve or disapprove,in its sole discretion,any future improvements,trails,or alteration of any water,soil,mineral or timber resource on the Property,and the City shall give Metro ninety(90)days written notice of its intent to construct any improvements,trails,or alteration of water or timber resource on the Property. In any event,no improvements or trails shall be constructed on the Property and no alteration of water,soil, mineral or timber resource shall occur that are inconsistent with this Agreement or with the Plans. b) Metro shall have the right to review and comment on any changes in the Plans relating to the management, maintenance,or operation of the Property. Any changes in the Plans made or proposed by the City that relate to management,maintenance,or operation of the Property shall not conflict with the guidelines set forth in this Agreement,in the Greenspaces Master Plan,or with the use and restrictions described in the Metro Natural Areas Spaces Bond Measure. The City shall give Metro written notice as soon as possible, but in any event no less than 90 days,in advance of a proposal to amend the City's Plans where such amendment would alter the City's management,maintenance,or operation of the Property. c) The Property shall not be subdivided or partitioned,nor shall any development rights,timber rights, mineral rights,or other rights related to the Property be sold or otherwise granted,unless approved by Metro in writing. d) All requests for new easements,rights of way,and leases not already burdening or affecting the Property shall be submitted to Metro in accordance with the Metro Easement Policy,Resolution NO,97-25398, passed by the Metro Council on November b,1947,attached hereto as Exhibit B. 5. Transfer of Property Management or Ownership a) Metro will request City management of newly acquired natural areas or other Metro properties by providing to the City the form attached hereto as Exhibit C('Notice of Acquisition or Potential Acouisition")or a.form substantially similar to Exhibit C. Metro will include relevant due diligence information it believes the City does not possess,including,but not limited to planned stabilization work, property management information(if available),historic environmental hazard issues,and existing or likely assessments against the property. Metro may request a"Communication and Maintenance Schedule"or other similar document from the City until a management plan is in place,and will indicate so in the notice. b) Whenever Metro seeks to acquire an easement over real property located in ane of Metro's target areas within the City,for the primary purpose of permitting the construction of a bicycle and/or pedestrian trail across such property,Metro may notify the City of the potential easement transaction in the manner provided in Section 5(a)of this Agreement,except that the notice shall state that Metro is requesting the City to be the holder and grantee of the potential easement. If the City accepts the casement transaction, then at the closing of the easement acquisition,the City shall cooperate in signing any necessary closing documents(including,for example,the trail casement or an assignment of the easement purchase agreement). The trait easement shall be substantially in the form attached as Exhibit D to this Agreement and any substantial amendments to such form shall be subject to the approval of the Parks and Facilities manager. Any trail easements acquired and held by the City shall be considered"Property,"and managed by the City in accordance with the terms and conditions of the Agreement. e) Not later than 90 days after receiving Metro's Notice of Acquisition or Potential Acquisition,the City shall provide to Metro written notification stating whether the City will accept management responsibility or ownership for the property in accordance with this Agreement. If Metro has.rnfonned the City that the closing date on-acquisition of a property is less than ninety(90)days from the date the City receives Metro's notice,then the City shall make a good faith best effort to provide Metro with such notification prior to the closing date for the acquisition. The City's written notification shall indicate whether the.City has already adopted a specific park or natural area management plan that would be applicable to the property,with the name of the specific plan identified in the letter. Page 3—Tigard(Costiuc)IGA METRO CONTRACT NO,933892 6, Term. Unless modified or terminated as provided herein,the term of this Agreement shall be ten(10)years from the Effective Date of this Agreement, This Agreement shall thereafter automatically renew for additional fiveryear terms unless,not later than ninety(90)days prior to the expiration of the then-current term of this Agreement,one of the parties provides the other party with notice that it does not wish to renew this Agreement. The parties may,by written agreement signed by each party,terminate all or a part of this Agreement based.upon a determination that such action is in the public interest. Termination under this section shall be effective as providing in such termination agreement. Termination shall have no effect on ownership of the Property. 7. Termination for Cause. Any party may terminate this Agreement in full,or in part,at any time if that party (the"terminatingpa ')has determined,in its sole discretion,that the other party has failed to comply with the conditions of this Agreement and is therefore in default(the"defaulting party'). The terminating party shall promptly notify the defaulting party in writing of that determination and document such default as outlined herein. The defaulting party shall have thirty(30)days to cure the default described by the terminating party. If the defaulting party fails to cure the default within such thirty(30)day period,then this Agreement shall terminate ten(10)days following the expiration of such thirty(30)day period. 8. Indemnification. The City,to the maximum extent permitted by law and subject to the Oregon Tort Claims Act,OAS Chapter 30,shall defend,indemnify,and save harmless Metro and Metro's officers,employees,and agents from and against any and all liabilities,damages,claims,demands,judgments,losses,costs,expenses, fines,suits,and actions,whether arising in tort,contract,or by operation of any statute,including but not limited to attorneys'fees and expenses at trial and on appeal,relating to or resulting from the performance of its obligations under this Agreement or actions taken by the City,or its agents,guests,employees,contractors,or licensees,pursuant to this Agreement on the Property including but not limited to the management, maintenance,security,or operation of the Property. Metro,to the maximum extent permitted by law and subject to the Oregon Tort Claims Act,ORS Chapter 30,shall defend,indemnify,and save harmless the City and the City's officers,employees,elected officials,and agents from and against any and all liabilities, damages,claims,demands,judgments,losses,costs,expenses,fines,suits,and actions,whether arising in tort, contract,or by operation of any statute,including but not limited to attorneys'fees and expenses at trial and on appeal,relating to or resulting from Metro's performance of its obligations under this Agreement. The obligations in this section shall survive the termination of this Agreement. 9. Insurance, Each party agrees to maintain insurance levels or self-insurance in accordance with ORS 30.282, for the duration of this Agreement at levels necessary to protect against public body liability as specified in ORS 30.270. 10. Oregon Constitution and Tax Exempt Bond Covenants. A source of funds for the acquisition of the. Property is from the sale of voter-approved general obligation bonds that are to be paid from ad valorem property taxes exempt from the limitations of Article XT,section I I(b),I I(c),11(d)and 11(e)of the Oregon Constitution,and the interest paid by Metro to bond holders is currently exempt from federal and Oregon income taxes. The City covenants that it will take no actions that would cause Metro to be unable to maintain the current status of the real property taxes as exempt from Oregon's constitutional limitations or the income tax exempt status of the bond interest, In the event the City breaches this covenant,Metro shall be entitled to whatever remedies are available to either cure the default or to compensate Metro for arty loss it may suffer as a result thereof.. 11. Laws of Oregon;Public Contracts. The laws of the State of Oreton shall govern this Agreement,and the parties agree to submit to the jurisdiction of the courts of the State of Oregon. All applicable provisions of ORS chapters 279A,279B,and 2790,and all other terms and conditions necessary to be inserted into public contracts in the State of Oregon,are hereby incorporated by this reference as if such provisions were apart of this Agreement. 12. Assignment. No party may assign any of its rights or responsibilities under this-Agreement without prior written consent from the other party,except that a party may delegate or subcontract for performance of any of its responsibilities under this Agreement. Page 4—Tigard(Costiuc)IGA METRO CONTRACT NO,933892 13, Notices. All notices or other communications required or permitted under(his Agreement shall be in writing, and shall be personally delivered(including by means of professional messenger:service)or sent by both (1)electronic snail or fax,and(2)regular mail. Notices shall be deemed delivered on the date personally delivered or the date of such electronic or fax correspondence,unless such delivery is on a weekend day,on a holiday,or after 5:00 p.m.on a Thursday,in which case such notice shall be deemed delivered.on the next following weekday that is not a holiday. To Metro: Conservation Program Director 600 N.F.Grand Avenue Portland,OR 97232-2736 Phone:(503)797-1819 Fax:(503)797-1849 To City: Parks and Facilities Manager City of Tigard 13125 5W Hall Boulevard. Tigard,OR 97223 Phone:(503)639-4171 Fax:.(501)6114-8840 14. Severability. If any covenant or provision of this Agreement shall be adjudged void,such adjudication shal l not affect the validity,obligation,or performance of any other covenant or provision which in itself is valid,if such remainder would then continue to conform with the terms and requirements of applicable law and the intern of this Agreement. 15, Entire Agreement,Modifications. This Agreement constitutes the entire agreement between the parties and supersedes any prior oral or written agreements or representations relating to the Property, No waiver,consent, modification,amendment,or other change of terms of this Agreement shall bind either party unless in writing and signed by both parties. 16, Counterparts,Facsimile Execution. This Agreement may be executed in counterparts,each of which,when taken together,shall constitute fully executed originals. Facsimile or e-mail signatures shall operate as original signatures with respect to this Agreement. [Signalures fvl'Inw on next page.] Page 5--Tigard(Costiuc)lGA METRO CONTRACT NO.933892 IN WITNESS VJMREOF,the parties have executed this Agreement as of the Effective Date. THE CITY OF TIGARD METRO ICY'te Print Name: Martha J.Bennett,Chief Operating Officer Tide: LAA Ma4,1,gA Lj L5Date: l ur Date —Z/T Page 6—Tigard(Costiuc)]GA METRO CONTRACT NO.933892 Exhibit A Costiuc Property and Easement Area Description That part of Section 5,Township 2 South.,Range 1 West,of the Willamette Meridian,in the City of Tigard. County of Washington and State of Oregon,described as follows: Beginning at an iron pipe on the East line of said Section 5,South 0°54'West 1471 feet from the one-quarter section comer common to said Section 5 and Section 4;thence North 89`37'West 426.28 feet to an iron pipe being also the Northwest corner of that tract of land conveyed to Bud Spezza,et ux,by heed recorded June 10, 9965 in Book 556,Page 347,Washington County Dead Records;.thence South 0`54'West,along the West line of said Spezza tract,699.98 feet,more or less,to the Northwest corner of that tract of land conveyed to Maurice W.Burke,et ux,by Deed recorded June 2,1975 in Book 1026,Page 184,Washington County Deed records and the true point of beginning;thence South 89°53'East along the North title of said Burke tract,376.14 feet to the Northeast corner of said Burke tract;thence South 0'54'West 170.96 feet;thence South 74°49'West 167.72 feet;thence continuing along last said course 120.47 feet;thence North 88Q12'West 105.74 feet to the Southwest corner of said Burke tract;thence North to a point on the West line of said Burke tract which is North 250 feet from the South line of said Section 5,said point also being the Southeast corner of Parcel 11 of that tract of land described in Warranty Deed to Margery D.McMaster,recorded April 1, 1975 in Book 1016,Page 634, Washington County Beed Records;thence West along the South line of said McMaster tract,25.00 feet to the most Southerly comer of that certain tract described as Parcel I I in Contract of Sale to Torn M.Curtin,recorded June 27,1976 as Fee No.78-02BBB3;thence'South 0"54'West 250.4Q feet along the East line of that certain tract of land described in Contract of Sale to Horst O.Mager,.et ux,in Book 751,rage 725,Deed Records;and the Southerly extension of said East line;thence Easterly along the South line of Section 5,50.00 feet;thence North 00'5+6'East 165.66 feet;thence South'68'12'East 90.00 feet;thence North 7W49'East 110.59 feet; thence South 89050`East along the North line of the tract conveyed to Everett E.Nixon,at ux,by Dead recorded in Book 597,Page 208,Deed Records,206.00 feet;thence Nortel 0°38'55"East 400.00 feet;thence North 68'53' West 426.26 feet;thence South 140.00 feet to the true point of beginning. EXCEPTING THEREFROM that portion thereof lying within the 20 foot wide strip of land dedicated to the public for a public highway by instrument recorded February 8, 9932,in Book 148,Pane 546,Records of Washington County,Oregon. AND FURTHER EXCEPTING THEREFROM that portion lying within the plat of PACIFIC CREST. AND FURTHER EXCEPTING THEREFROM that portion lying within PARTITION PLAT NO.2002-032. AND FURTHER EXCEPTING THEREFROM that portion lying North of the Westerly extention of the South line of PARTITION PLAT NO.2002-032 and Southwesterly of the Southwesterly lot dries of Lots 28 and 29,PACIFIC CREST. Exhibit A—Tigard(Costiuc)IGA METRO CONTRACT NO.933892 Exhibit B Easement Policy I H E RF.iii'C UMP(TRAT TJJ E HOWiONG IS A C01tPUTE AND EXACT COPY OF THE I BEFORE THE METRO COUNCIL urur;rirAa sr�rJso� i f A7El ]CtlIRJC1LAflCiTSi1St I: I FOR THE PURPOSE OF APPROVING GENERAL } RESOLUTION NO-97-2539B POLICIES RELATED TO THE REVIEW OF } E EASEMENTS,RIGHT OF WAYS,AND LEASES } i j FOR NON-PARK USES THROUGH PROPERTIES) MANAGED BY THE REGIONAL PARKS AND } Introduced by ' GREENSPACES DEPARTMENT. } Mike Burton,Executive Officer i WHEREAS,Metro currently owns and manages more than 6,000 acres of regional parks,open spaces, natural areas,and recreational facilities;and ;. WHEREAS,additional lands are being acquired through the Open Space,Parks, t and Streams Bond Measure,approved by voters in May of 1995;and r' i WHEREAS,the primary management objectives for these properties are to provide i. opportunities for natural resource dependent recreation,protection of fish,wildlife,and native plant habitat and maintenance andlor enhancement of water quality;and WHEREAS,Metro will be approached with proposals to utilize regional parks,open spaces, natural areas;and recreational faaTriies property for utility,transportation,and other non-park purposes;and WHEREAS,Metro seeks to insure that these uses have no negative impact upon I the primary management objectives of Metro Regional Parks and Greenspaces properties;and I; i WHEREAS,it would be in Metro's best interest to provide for the orderly evaluation and consideration of propcsals to utilize portions of Metro Regional Parks and Greenspaces properties for utility,transportation and other non-park uses;NOW THEREFORE, BE IT RESOLVED,that the Metro Council hereby adopts the policy attached as l Exhibit"A"for any and all requests related to formal proposals for the use of Metro Regional Paries and Greenspaces properties for the purposes noted therein. ADOPTED by the Metro Council this 6 4- day of 9997. Jan K ' tact,Presiding Officer ATTEST: Approved as to Form: r w ing S retary "Danlel%&Coope6rGe' ral Counsel Exhibit B—Tigard(Costiuc)IGA METRO CONTRACT NO.933892 .t Exhibit"A" METRO]POLICY RELATED TO THE REVIEW OF EASEMENTS,RIGHT OF WAYS,AND LEASES FOP,NON-PARK USES Metro owns and manages,either on its own or in partnership with other government and ` private entities,several thousand acres of regional parks,open spaces,natural areas and recreational facilities. 'These facilities are maintained to promote and preserve natural resources and recreational opportunities for the public consistent with the Greenspaces Master Plan adopted by the Metro Council in 1992,the Open Spaces Bond Measure approved by the voters in 1995 and other restrictions limiting the uses of specific properties in existence at the time of its acquistion by the public.Nothing in this policy shali be construed to allow these facilities to be used in any manner which detracts from this primary purpose. This poliey is written from the perspective of Metro as the property owner,however,in those cases in which Metro co-owns a property with other entities,all decisions concertung the use of the property in question will be fully coordinated vdth the other owners. In addition,all new development and all proposed work within Water Quality Resource Argas or other environmentally sensitive work will be conducted in accordahce with Metro or local government policies,to include where appropriate,application for permits and completion of environmental reviews. In event that local government policies are less restrictive than the Metro Model ordinances, Metro will apply the more restrictive Metro policies. ' Regarding requests for easements,right of ways,and leases for non-park uses in Metro owned or managed regional parks,natural areas or recreational facilities,it is me m's policy to: f 1) Provide for formal review of all proposed casemari%right of ways,and leases for non- park,uses by the Regional Parks and Greenspaces Advisory Committee,the Regional Facilities Committee and the full Council. Notwithstanding satisfaction of the criteria set forth herein,the final determination of whether to approve a proposed easermwr right of way, or lease is still subject to the review and approval by the full Metro Council. i 2) Prohibit the development ofutilities,transportation projects and other non-park uses within corridors or on sites which are located inside of Metro awned or managed regional parks,natural areas,and recreational facilities except as provided herein. 3) Reject proposals for utility easements,transportation right of ways and leases for eon-park uses which would result in srgwficant,unavoidable impacts to natural resourem,cultural resources,reraeational facilities,reemational opportunities or their operation and management. 4) Accommodate utility easements,transportation right of ways or other non-park uses when the Regional Parks and Greenspaces Department(the Department)detemrines that a proposed easement,right of way or non-park use can be accommodated withoutsignificant impact to . Exhibit B—Tigard(Costiuc)IGA METRO CONTRACT NO-933892 • natural msources,cultural-resources,recreational facilities,recreational opportunities or their operation and management;and that the impacts can be minimised and mitigated. I - c S) Require full mitigation and related maintenance,as determined by the Department,of a13 � unavoidable impacts to natural resources,recreational facilities,recreational opportunities or < their operation and management associated wid-i the granting of easements,right of ways,or i&ises to use Metro owned or managed regional parks,natural areas or recreational facilities for non-park uses. i G) Limit rights conveyed by easements,right ofways,and leases for non-park uses to the minimum necessary to reasonably accomplish the purpose of any proposal. 7) Limit the term of easements,right of ways and leases to the minimum necessary to accomplish the objectives of any proposal. I 8) Regttire"reversion","non-transferable"and"removal and restoration"clauses in all easements,right of ways and leases. 9) bully recover all direct costs(including staff time)associated with,processing,reviewing, analyzing,negotiating,approving,conveying or assuring compliance with the teras of any easement,right of way,or lease for a non-park use. 10) Receive no less than fair market value,compensation for all casements,right of ways,or leases for non-park uses. Compensation may include,at the discretion of the Departml n% periodic fees or considerations other than monetary. 11) Require full indemnification from the easement,right of way or lease holder for all casts, damages,expenscs,fines or losses related to the use of the easement;right of way or lease. Metro may also require appropriate insurance coverage and/or environmental assurances if deemed necessary by the Office of General Counsel.. 12) Limit the exceptions to this policy to;grave sales,utilities or transportation projects which are included in approved masterFinanagement plazas for Metro regional parks,natural arras and recreational facilities;projects designed specifically for the henefit of a Metro regional park,natural arra,or recreational facility;�or inwim use leases as now in the Open Spaces implementation Work Plan. 13) Novick for the timely review and'analysis of proposals for iron-park uses by adhering to j tiro following prvcess: I a) The applicant shall submit a detailed proposal to the Department which includes all relevant informe ion including but not limited to;purpose,size,oomponetats,to cation, existing conditions,proposed project schedule and phasing,and an analysis of other alternatives which avoid the Metro owned or managed reglonall park,natural area or t recreational facility which are considered infeasible by the applicant. Cost alone shall not constitute infeasMity. Exhibit B—Tigard(Costiuc)IGA METRO CONTRACT NO.933892 i j b) Upon reeeipt of the detailed proposal,the Department shall determine if additional information or a Master Plan is required prior to further review and analysis of the proposal. ! For those facilities which have roaster plans,require that all proposed uses are consistent with 1 the roaster plan. Where no master plan exists all proposed uses shall be consistent with the �. Greenspaces Master plan. Deficiencies shall be.conveyed to the applicant for correction. i c) Upon determination that the necessary information is complete,the Department shall review and analyze all available and relevant material and determine if alternative alignments or sites located outside ofthe Metro owned or managed regional park,natural area,or recreational facility are feasible. d) If outside alternatives are not feasible,the Department shall determine if the proposal can be accommodated without significant impact to park resources,facilities or their operation and management Proposals which cannot be accommodated without signifleant impacts shall be rejected. Ifthe Depailment determines that a proposal could be accommodated without i. si�unt impacts,staff'shall initiate negotiations with the applicant to resolve all issues related to exact location,legal requirements,terms of the agreement,mitigation requirements, fair market value,site restoration,cultural resources,and any other issue relevant to a specific ' proposal or park,natural area or recreational facility. The Department shall endeavor to complete negotiations in a timely and business-like fashion. e) Upon completion of negotiations,the proposed agreement,in the appropriate format, shall be forwarded for review and approval as noted in item"I"above. In no event shall construction of a project commence prior to formal approval of a proposal. f} Upon completion of all Metro tasks and responsibilities or at intervals determined by the Department,and regardless of Metro Council action related to a proposed easement,right of way or lease for a non•park use,the applicant shall be invoiced for al]expenses or the outstanding balance on expenses incurred by Metro, S.) Permission from Metro for an easement or right-of-way shall not preclude review under applicable federal,state or local jurisdiction requirements. f P 1 Exhibit R—`I'ilard(Costiuc)IGA METRO CONTRACT NO.933892 Exhibit C Notice of Acquisition or Potential Acquisition '201 Parks and Facilities Manager City of Tigard 13125 SW Hall Boulevard Tigard,OR 97223 Re: Request to Accept Property Management Responsibility for Property within the Target Area,in the City of Tigard (state tax ID#);Metro File No. Dear Pursuant to the Intergovernmental Agreement between Metro and the City of Tigard dated 2014("Intergovernmental Agreement"}this shall serve as notice of Metro's potential acquisition and/or intended transfer of management responsibilities for the following property within the Target Area: [Property Address],in the City of Tigard,County of ,and State of Oregon, being more particularly described in the legal description and depicted on the Assessor's map attached hereto(the "Aroperty"). Pursuant to the Intergovernmental Agreement,Metro requests that the City manage,maintain,secure and operate this Property in accordance with the Intergovernmental Agreement. As provided in the Intergovernmental Agreement;please notify Metro in writing within ninety(90)days,on or before (date)indicating whether the City will accept management responsibility for this Property. Metro intends to close on the purchase of this Property on . (date). Should you accept management of the Property,Metro's stabilization manager will contact you after the Property is acquired. If the City will accept such management responsibility,please sign a copy of this letter,below,and also indicate whether there is an existing Natural Resources Management/Master Plan that would be applicable to the City's management of this Property,and if so,it's name. If you have any questions,please do not hesitate to contact me at 503-797-1819.. Sincerely, Dan Moeller Conservation Program Director Metra Parks and Nature cc, Kate Holleran,Stabilization Scientist,Metro Regional Parks and Nature Hope Whitney,Senior Assistant Metro Attorney [Appropriate City Parks staff person) Exhibit C—Tigard(Cost uc)IGA METRO CONTRACT NO.933892 CITY'S CONSENT TO MANAGE THE PROPERTY The City of Tigard hereby agrees to accept management of the Property pursuant to the terms of the Intergovernmental Agreement between Metro and the City. (signature) Ey _ 4 (name) Cheek one. Management of the Property will be subject to the terms of the following Natural Resources Management P1atvMastcr Plan: ,dated A Management Plan/MasterPlan that would govern management of the property does not currently exist. Exhibit C—Tigard(Costiuc)IGA METRO CONTRACT NO.933892 Exhibit D Trail Easement After recording return to: TRAIT,EASEMENT This Trail Easement(this"Easement")is made and entered into this day of ,201_,by and between ,an Oregon ("Grantor"), and , an Oregon municipal government("Holder"). RECITALS A. Grantor is the owner of the real property commonly known as Tax Parcel ,Township ,Range , Section of the Willamette Meridian,in the City of ,County of , State of Oregon,and legally described on Exhibit A attached hereto(the"Property") B. Holder is an Oregon municipal government whose purpose,among other things, is to build,operate, and maintain recreational trails and pathways for the benefit of the public. Holder desires to build,operate,and maintain a recreational trail and pathway on the Property along the C. Grantor desires to grant to Holder, and Holder desires to accept from Grantor,an easement over the Property for the purpose of allowing Holder to establish and maintain a public trail and pathway in accordance with the terms and conditions set forth below. In consideration of the recitals and the mutual benefits, covenants, and terms herein contained,and for other good and valuable consideration,the receipt of which is hereby acknowledged,Grantor hereby dedicates, grants,covenants,and agrees as follows: AGREEMENT I. Grant of Easement. Grantor hereby grants to Holder a nonexclusive,perpetual easement in gross,on, over,across,and along a portion of the Property (the"Easement Area"). The Easement Area runs[insert general description____j and is more particularly described and depicted on Exhibits B-1 and BB2 attached hereto. 2. Purposes. The purposes of this Easement are to give Holder the right to(a)enter the Easement Area at any time to establish,install,construct,maintain,and repair a trail and Exhibit D—Tigard(Costiuc)1GA METRO CONTRACT NO.933892 pathway,which trail shall be up to feet in width(the"Trail"),and(b)permit the public to access and use the Trail established,installed,and constructed by Holder. The Trail that Holder has the right to establish hereunder may be either a low-impact soft surface trail or an all- weather paned trail,or any combination or variant thereof,at Holder's discretion. 3. Construction,Repair,Maintenance. (a) Holder may take all reasonable actions necessary to establish,construct, maintain,and.repair the Trail within the Easement Area,including,but not limited to,installing the fallowing related surface and subsurface utilities and improvements(collectively,the"'frail Facilities"): (i)appropriate trail surfaces, foot bridges and associated trail structures and culverts, (ii)trail markers,signs,lights,and other.security enhancements along the Easement Area and at all points of access,(iii)any barriers,fences and gates necessary to prevent motorized.vehicular access into the Easement Area,and(iv).benches for the convenience and comfort of the public. The Trail Facilities shall be and remain the property of Holder. tl7jf Holdi r shell also hove the right tri establish, copstntca, .maint�ar"ra, and repair a c.'c-s`s>rrcrtt>�l zttr en'lt-.j areawithin the _..... portierz of(he L.ascineratlrea, oh ieh area is more xpecific-rdly idend ied on the artuched EsIdbit C 6he ".4rareni(v .rca"J, Rolder°may take any r.c?ct,'C=l:eihic-a timts to a coiplish,'.he oigoing, includir g. /rut rtot limited 10, era..?allarrl, tlrC/(JIlLjI4%liarr 101 11£, , siruclure , and improvements: (a)edlxattonaltand rale}r"JP1(afionfallCrosi,,.s f'rr Cigynagc. Jit)171 712c a l's? S ltE£1' shelters, and Irl l ltL'1; sanitar , and c'ccVss acilides.f (c) Holder shall be responsible for obtaining all governmental permits for construction of the Trail and Trail Facilities prior to commencing such construction and Grantor shall cooperate in good faith with Holder in obtaining any necessary construction and/or development permits. Holder shall give Grantor thirty(30)days written notice Before commencing construction of the Trail.:and Trail Facilities. [TEM1`'C).1t.&RY Ct)NS'1"R1]C"f`ION EAS.1"t JMENT--consider E•c%-isin-depending i€ar'ea 6 nezdecl for stagjng or for shoulder buffer: Grantor 1TC'.?.N,b ;'r o s t o'Holter'Ca If nl�7()ra;T, "on-�chisim?construction£'`.0Se17;cW 01%�'r",. uvwer, rn, lalrrrr�, taG7Y1-}'s and r.rl on that certain Lar n,,= iniincdiately aeti rcent t£3 fhe Y—,st'77tent :4r•era, which tova is fitrthei•described-or, the attached f_�'hJbit.t3 rtlte ".T errpor o.:y(_..O�r�str uelioll ,4teca''),fele,rhe pro-pose o[co astr actint,T17C est, bolder Way use nano -tc es".s thc Tc nviotfvx Cilea,str;d(:.,601.1"Ji ea til 6)Comilla as v S111d es, le sts, &(If)ainCation's, a)ed survc� it' demi?s ldceass'1aryfior'"trai 4!sign and cow traction purPo c:s, and illi enga'tiy'Le,ill an 'activities re:'a.wnal ll;relot'ttd to consrn? rlon of the Trail and Tr-tat Facilities, 17te teatpor or y c:onstr-uclion easement o7wnted'hl.r€under shall commence on the Effective D ate£?f this IJu�'£�rrrc::rat cold shall -autorueaicol�))terrninafe at Such "`telae as construction is c:omplete.d by H61dcr-and Holder haav -mailed v.$roUc e of Completion to Grantor Berri`recorded l,Ich Notice in the real propero r-eoor ds County. of fhe Ternportry Construction Area..disturbed�I,Holder during construction:shall he r•estared kv Holder, ext ilulder s sole casts and erliente, to its p?re- construction conditiOr1.) (d) Holder shall be solely responsible for all repair and maintenance of the Trail and Trail Facilities;provided,however,that Grantor shall reimburse Holder for all sums Exhibit.D-Tigard(Cosduc)IGA METRO CONTRACT NO.933892 expended by Holder to repair any damage to the Trail and Trail Facilities due to the negligence or abnormal use by Grantor or Grantor's invitees,guests,or licensees. 4. Permitted Trail Uses. Holder may permit the public to access the Trail for recreational and transportation purposes,including,without limitation,walking,running, cycling,skating, skiing,and horseback riding. Except for motorized wheelchairs(or other mobility devices used by individuals with disabilities)or in the case of an emergency,motorized vehicles will not be permitted on the Trail;provided,however,that Holder may use motorized vehicles and equipment for construction,maintenance,repair, and security purposes related to the Trail and Trail Facilities. Holder shall have the right,in its sole discretion,to restrict or limit public use of and access to the Trail. 5. Grantor's Use of Easement Area.. Grantor shall retain the right to access, use,and enjoy the Easement Area for its purposes consistent with the rights granted herein. Grantor is prohibited, however,from engaging in,or authorizing any other person to engage in, any activity on, or use of,the Easement Area that(i)is inconsistent with the terms of this Easement; (ii)materially interferes with or impairs the use of the Easement Area by Holder; (iii)materially interferes with or impairs the use of the Trail by the public;or(iv)hinders or interferes with future Trail construction or repair by Holder. Without limiting the generality of the foregoing, the following activities and uses by Grantor within the Easement Area are expressly prohibited without the express written consent of Holder: (a) Constructing any improvements or structures,parking any vehicles, installing any paving or gravel,or storing any personal property; (b) Blocking,obstructing,or interfering with Holder's access through the Easement Area; (c) Excluding any persons from using the Trail,provided that such use is in accordance with the terms of this Easement,or taking any other action that unreasonably prevents or interferes with public entry onto the Trail and Trail Facilities,including without limitation imposing a fee or charge of any kind; (d) Cutting,trimming,pruning,destroying,mowing,spraying with biocides, or removing any vegetation trees,plants, or shrubs; (e) Planting any vegetation,including,without limitation, any trees, shrubs, grasses,or seeds of any kind; (f) Placing or erecting any signs, billboards,or other advertising material, temporary or permanent; (g) Dumping or storing ashes,trash,rubbish,garbage, sawdust,lawn cuttings, leaves,compost,or other material or substances, (h) Filling, excavating, digging,dredging,mining,quarrying, removing,or disturbing the topsoil,sand, ,gravel,rock,minerals,or other materials; Exhibit D—Tigard(Costiuc)IGA METRO CONTRACT NO.933892 (i) Damning,dredging,or undertaking any other activities that may be detrimental to water quality; and 0) Taking any action that damages fish or wildlife,or their habitats;alters existing vegetation or drainage patterns, flood plains,wetlands,or the natural condition of the Easement Area;or results in erosion,siltation, or other forms ofpollution. 6. Enforcement. In addition to any other remedies available at law or in equity, Holder may compel Grantor to make the Easement Area available for the purposes set forth above in Section 2 by exercising any one or more of the following remedies. (a) Holder may seek injunctive relief to specifically enforce the terms of this Easement,to restrain present or future violations of this Easement,or to compel restoration of the Trail or any Trail Facilities destroyed or altered as a result of Grantor's violation of this Easement;and (b) Holder may enter the Property to remove any barrier obstructing Holder's ability to access the Easement Area or the Trail,and may take other self-help measures.or actions reasonably necessary to protect and preserve the rights of Holder under this Easement. 7. Hazardous Substances. Grantor represents and warrants to the best of its knowledge that it has disclosed to Holder the results of any and all Phase I Environmental Assessments,Phase 11 Environmental Investigations,surveys,sampling,and testing regarding the Property,and any information contained therein. It is understood and agreed that Holder, by accepting this grant of easement,is not accepting any liability for any release of Hazardous Substances,as that term is defined in QRS Chapter 465,on,to,or from the Property,unless resulting directly from an intentional or negligent act of Holder or Holder's employees,agents, or contractors, and that Grantor is not attempting to convey,transfer,or assign any such liability herein. 8. Taxes. Grantor shall pay when due all real property taxes, assessments, and other charges against the Property,including the Easement Area. There shall be no right to contribution from Holder for such items. r 9. (its-7s � f3r7Chtt[3rT. ExG`e1w as fTlhC'Y"w1Si',Sf:'I/(]r'l7 ri'r'£.'11r, (a'riliti:{ir"171t11Ce.5' r1t) reprrasenttation its to the physical condition or see ety of 0,e Easc-meal 4r ea.. 2.7w usagae f#' ;s t tit, t'e is Irl fihc�r ralrlrc",s 1°kk aml iia its "a i,s:"condirar,rr inclradrrw, hist ratrt lime red io all existing ot.subset uent natural hazards--Le., sir'ppel y!ureas, loose rocks. treeIrlra.l:.s, lv",J e:r cur vnis,-sit k holes, etc,] 10, Liability and Indemnity. The parties to this Easement acknowledge that,to the extent so provided in ORS 105.672 to ORS 105.696,both Grantor and Holder are immune from liability for injuries incurred on the property by members of the public who access the Easement Area under authority of this Easement, Subject to the limitations and conditions of the Oregon Tort Claims Act, ORS Chapter 30, and the Oregon Constitution, Holder shall indemnify, defend,and/told harmless Grantor against all losses and litigation expenses resulting from property damage and/or personal injuries that occur or are alleged to occur as a result of Holder's Exhibit.D—Tigard(Cosduc)IGA METRO CONTRACT NO.933892 installation or maintenance of the Trail or the Trail Facilities,except to the extent caused by the negligent or wrongful acts or omissions of Grantor. Grantor agrees to indemnify,defend,and hold harmless Holder from any loss or litigation expense arising from,related to,or associated. with(a)personal injury or property damage occurring prior to the Effective Tate of this Easement,(b)activities or uses engaged in by Grantor,or Grantor's contractors,agents, employees,tenants,guests,invitees,or anyone else entering the Property by,through,or under the express or implied invitation of Grantor,or(c)structures,facilities,or improvements within the Easement Area,other than the Trail Facilities installed by Holder. As used in this Section, the word "losses"means any liability, loss,claim, settlement payment,cost and expense, interest, award,judgment,damages(including punitive damages),diminution in value,fines,fees,and penalties or other charge other than a litigation expense.As used in this Section,the term "litigation expenses"means any court filing fee, court cost,arbitration fee or cost,witness fee, and each.other fee and cost of investigating and defending or asserting any claim of violation or for indemnification under this Agreement including in each case, attorneys' fees,other professionals' fees,and disbursements. 11. Notice and Addresses. Any notice, demand,request,consent,approval, or communication that either party desires or is required to give to the other shall be in writing and either served personally or sent by certified mail,return receipt requested,postage prepaid,to the address set forth below. Any party may change the address to which its notices are to be sent by duly giving notice pursuant to this Section. To Grantor: To Holder: With a copy to: 12. Title Warranty. (a) Grantor represents and warrants that Grantor owns the entire fee simple interest in the Property, and has the full power and lawful authority to grant this Easement. Any and all financial liens or financial encumbrances existing as of the date of the execution of this Easement have been subordinated. Grantor further represents and warrants that the Property is not subject to any other liens and encumbrances except as otherwise set forth on the attached Exhibit E. 13. Entire A regiment. This Easement is the final and complete agreement between the parties concerning the rights granted herein,and supersedes all prior understandings with respect to it. This Easement may not be modified or terminated,nor may any obligations under it be waived,except by written instrument signed by all parties to the Easement. Exhibit D—Tigard(Costiuc)IGA METRO CONTRACT NO.933892 14. Further Cooperation.Each of the parties agree to execute such other documents and to performsuch other acts as may be reasonably necessary or desirable to further the expressed and intent purpose of this Easement. 15. Covenants Running With the Land. The parties acknowledge and agree that the grant conferred by this Easement is intended to,and does,constitute an encumbrance that runs with the Property and inures to the benefit of and is binding upon the parties and their respective grantees,heirs,successors,and assigns. Without limiting the forgoing,Grantor acknowledges that Holder's rights under this Easement are assignable and that Grantor hereby consents to Holder's assignment of all of its right,title,and interest and its delegation of all of its obligations created under this Easement_ Upon any such assignment,Holder shall be forever released and discharged from any and all claims,demands,and damages which Grantor may have,snake,or suffer as a result of any thing done or occurring after the date of such assignment. Nothing contained in this Section,however,shall in any way be.construed as releasing folder's successors and assigns from any obligations to Grantor created by this Easement. IN WITNESS WHEREOF,the parties have executed this Easement as of the date first set forth above. [.INSERT HQI.DER NAME] GRANTOR By: Name; Title: [INSERT NAME] Exhibity Exhibit A—property Legal Description Exhibit B-1 —Easement Area Legal Description Exhibit 9-2—Depiction of Easement Area Exhibit C—Description ofmenify Area Exhibit D—Description r3�f'T"emporary Construction Easemew Area Exhibit E—Permitted Liens and Encumbrances Exhibit D--Tigard(Costiuc)TGA METRO CONTRACT NO.933892 State of OREGON County of This instrument was acknowledged before me on ,2415 by as the of , an Oregon .......................... Notary Public - State of Oregon State of OREGON County of This instrument was acknowledged before me on ,201,by as the of ,an Oregon Exhibit D—Tigard(Costiuc)IGA