*Note from the Office of the City Clerk: The text included below does not include the entire content of the C.F. To view the complete file, contact or visit the Office of the City Clerk.

IN THE MATTER OF THE PETITION OF CLISE PROPERTIES, INC. ON BEHALF OF ACORN DEVELOPMENT LLC (AMAZON PROJECT) FOR THE VACATION OF THREE SEPARATE ALLEYS IN THE PROJECT AREA BOUNDED BY WESTLAKE AVENUE, VIRGINIA STREET, 6 ^TH AVENUE, BLANCHARD STREET, AND 8 ^TH AVENUE

CLERK FILE 312260

CLERK FILE 312261

CLERK FILE 312262

The City Council hereby grants approval of the three separate vacation petitions from Clise Properties, Inc. on behalf of Acorn Development LLC (hereafter Petitioner) which is proposing an office development to be occupied by Amazon.com Inc. (Amazon). The petitions are for the vacation of three alleys in the project area bounded by Westlake Avenue, Virginia Street, 6 ^th Avenue, Blanchard Street, and 8 ^th Avenue in the Denny Triangle neighborhood of the Downtown Urban Center, described as:

1. Alley in Block 14, Clerk File 312260: Alley in Block 14, Addition to the Town of Seattle, as Laid off by the Heirs of Sarah A. Bell, Deceased (Commonly known as Heirs of Sarah A. Bell's Addition to the City of Seattle), According to the Plat thereof, Recorded in Vol. 1 of Plats, Page 103, in King County, Washington. The block is bounded by Westlake Avenue, Virginia Street, 6 ^th Avenue, Lenora Street, and 7 ^th Avenue.

2. Alley in Block 19, Clerk File 312261: Alley in Block 19, Second Addition to the Town of Seattle, as Laid off by the Heirs of Sarah A. Bell, Deceased (Commonly known as Heirs of Sarah A. Bell's Second Addition to the City of Seattle), According to the Plat thereof, Recorded in Vol. 1 of Plats, Page 121, in King County, Washington. The block is bounded by Lenora Street, 6 ^th Avenue, Blanchard Street, and 7 ^th Avenue.

3. Alley in Block 20, Clerk File 312262: Alley in Block 20, Second Addition to the Town of Seattle, as Laid off by the Heirs of Sarah A. Bell, Deceased (Commonly known as Heirs of Sarah A. Bell's Second Addition to the City of Seattle), According to the Plat thereof, Recorded in Vol. 1 of Plats, Page 121, in King County, Washington. The block is bounded by Lenora Street, 7 ^th Avenue, Blanchard Street, and 8 ^th Avenue.

Each alley proposed for vacation includes approximately 5,760 square feet of right-of-way for a total vacation area of approximately 17,280 square feet of right-of-way.

The vacation is granted upon the Petitioner meeting the following conditions. The Petitioner shall demonstrate, to the satisfaction of the City, that all conditions imposed by the City Council have been satisfied, all utility work including easements or other agreements is completed, all public benefit elements have been developed, and any other easements or agreements have been recorded, and all fees paid, prior to the passage of the street vacation ordinance.

1. The vacation is granted to allow the Petitioner to build a project substantially in conformity with the project presented to the City Council and for no other purpose. The project must be substantially in conformity with the proposal reviewed by the Transportation Committee in September of 2012.

2. All street improvements shall be designed to City standards, as modified by these conditions to implement the Public Benefit requirements, and be reviewed and approved by the Seattle Department of Transportation; elements of the street improvement plan and required street improvements to be reviewed include:

* Street improvement plan showing sidewalks, street trees, bike racks, street furniture, lighting, art or artist-made elements, and landscaping around the site;

* The 7 ^th Avenue cycle track and bicycle enhancements from Blanchard Street to Denny Way;

* Enhancements to intersections at Westlake Avenue and Lenora Street and 7 ^th Avenue; and

* Pedestrian-oriented enhancements to Lenora Street between 7 ^th Avenue and Westlake Avenue.

3. The utility issues shall be resolved to the full satisfaction of the affected utility prior to the approval of the final vacation ordinance. Prior to the commencement of any development activity on the site, the Petitioner shall work with the affected utilities and provide for the protection of the utility facilities. This may include easements, restrictive covenants, relocation agreements, or acquisition of the utilities, which shall be at the sole expense of the Petitioner. Utilities impacted include:

* Seattle Public Utilities;

* Seattle City Light;

* Puget Sound Energy;

* CenturyLink Communications;

* King County DNR Wastewater Treatment Division; and

* Comcast.

4. It is expected that development activity on the first phase of development will commence within 18 months of this approval and that development activity on all three phases will be completed within 15 years. The PCD provides for 12 years for the duration of the permits and 15 years provides time for construction following permit issuance. It is expected that the three alley vacations will be completed in separate ordinances. In order to insure timely compliance with the conditions imposed by the City Council, the Petitioner shall provide the Seattle Department of Transportation with Quarterly Reports, following Council approval of the vacation, providing an update on the development activity, schedule, and progress on meeting the conditions. The Petitioner shall not request or be issued a Final Certificate of Occupancy (C of O) for each phase of the project until SDOT has determined that all conditions have been satisfied and all fees have been paid as applicable for that phase of development.

5. Access to the buildings for vehicular parking, services, bicycles, and pedestrian and retail entries shall be provided as follows, changes to this proposal shall require the review of SDOT and DPD:

Block 14:

* Bicyclists have dedicated access to below grade bicycle storage from 7 ^th Avenue.

* Service vehicle entry is provided on Virginia Street.

* Parking garage entry for vehicles is located on 6 ^th Avenue and on Lenora Street.

* Primary building entry for pedestrians is on 7 ^th Avenue, secondary entries are on the midblock plaza.

* Garage elevator entry is located on the midblock plaza.

* Retail entries are located on 7 ^th Avenue, Westlake Avenue, and 6 ^th Avenue.

Block 19:

* Bicyclists have dedicated access to below grade bicycle storage from 7 ^th Avenue.

* Service vehicle entry is provided on Blanchard Street.

* Parking garage entry for vehicles is located on Lenora Street and 6 ^th Avenue.

* Primary building entries for pedestrians are located on 6 ^th Avenue and 7 ^th Avenue, secondary entries are on the midblock plaza.

* Garage elevator entry is located on the midblock plaza.

* Retail entries are located on 6 ^th Avenue, Blanchard Street, 7 ^th Avenue, Lenora Street and the midblock plaza.

Block 20:

* Bicyclists have dedicated access to below grade bicycle storage from 8 ^th Avenue.

* Service vehicle entry is provided on 8 ^th Avenue.

* Parking garage entry for vehicles is located on Blanchard Street and 8 ^th Avenue.

* Primary buildings entry for pedestrians is located on 8 ^th Avenue and the midblock plaza, secondary entries are located on the midblock plaza.

* Retail entries are located on 8 ^th Avenue, Westlake Avenue, 7 ^th Avenue, Blanchard Street, and the midblock plaza.

6. In addition to the conditions imposed through the vacation process, the project, as it proceeds through the permitting process, is subject to SEPA review and to conditioning pursuant to various City codes and through regulatory review processes including SEPA.

7. The Petitioner shall develop and maintain the public benefit elements as defined by the City Council. A Property Use and Development Agreement (PUDA) or other binding mechanism shall be required to ensure that the public benefit elements remain open and accessible to the public and to outline future maintenance obligations of the improvements. The final design of the public benefit elements shall require the review and approval of SDOT Street Vacations. SDOT will request additional limited scope review of the Enhanced Right-of-Way Improvements when the designs are further developed to the 60% level for the sole purpose of confirming that the amount and quality of the enhanced improvements are consistent with what was presented to the Design Commission. The public benefit requirement includes the following features as well as corresponding development standards, including approximate square footage dimensions, which shall be outlined in the PUDA:

Signed by me in open session this ______day of November, 2012.

President ________________________of the City Council