AN ORDINANCE relating to the Central Puget Sound Regional Transit Authority ("Sound Transit"); authorizing execution of "Fifth Supplement to MOA for Intergovernmental Cooperation (April 20, 1998) between Central Puget Sound Regional Transit Authority (Sound Transit) and The City of Seattle for the Central Link Light Rail Project"; making reimbursable appropriations in the 2003 budgets of Seattle Transportation, Department of Design, Construction and Land Use, Seattle Fire Department, Seattle Police Department, and Department of Parks and Recreation; and accepting funds from Sound Transit; all by a three-fourths vote of the City Council.

WHEREAS, on April 20, 1998, pursuant to Ordinance 118927, the City executed a Memorandum of Agreement for Intergovernmental Cooperation with Sound Transit regarding Light Rail Development ("MOA"); and

WHEREAS, on October 25, 1999, pursuant to Ordinance 119514, the City executed an agreement with Sound Transit entitled "First Supplement to Memorandum of Agreement For Intergovernmental Cooperation for the Central Link Light Rail Transit Project" ("First Supplement"); and

WHEREAS, in recognition of Sound Transit's request to continue City staff involvement with respect to not only the design process but also the commencement of construction activities for the Central Link Project, Ordinance 120120, passed on October 9, 2000, authorized the Director of the Strategic Planning Office to execute an agreement with Sound Transit entitled "Second Supplement to the Memorandum of Agreement for Intergovernmental Cooperation for the Central Link Light Rail Transit Project" ("Second Supplement"); and

WHEREAS, due to changes in Sound Transit's budget and schedule, Sound Transit did not execute the Second Supplement authorized by Ordinance 120120; and

WHEREAS, in response to Sound Transit's request for continued City support for the Central Link Project in exchange for Sound Transit's reimbursement of expenses incurred by the City in connection with such work, Ordinance 120363 was passed on May 14, 2001, authorizing execution of the "Third Supplement to Memorandum of Agreement For Intergovernmental Cooperation for the Central Link Light Rail Transit Project"; and

WHEREAS, in response to Sound Transit's request for continued City support for the Central Link Project in exchange for Sound Transit's reimbursement of expenses incurred by the City in connection with such work, Ordinance 120784 was passed on April 22, 2002, authorizing execution of the "Fourth Supplement to MOA for Intergovernmental Cooperation (April 20, 1998) between Central Puget Sound Regional Transit Authority (Sound Transit) and the City of Seattle for the Central Link Light Rail Transit Project" ("Fourth Supplement"); and

WHEREAS, in response to Sound Transit's request for continued City support for the Central Link Project in exchange for Sound Transit's reimbursement of expenses incurred by the City in connection with such work, Ordinance 121150 was passed on May 12, 2003, authorizing an amendment to the Fourth Supplement, extending the term and increasing the reimbursable budget for the agreement; and

WHEREAS, Sound Transit has requested City staff involvement to complete the design review and permitting process for the Central Link Project, and for limited ongoing program management services during construction of the Central Link Project, and has agreed to reimburse the City for its expenses incurred in connection with such work; NOW, THEREFORE,

BE IT ORDAINED BY THE CITY OF SEATTLE AS FOLLOWS:

Section 1. As requested by the Director of Transportation and recommended by the Mayor, the Director of Transportation or her designee is hereby authorized to execute, for and on behalf of the City of Seattle, the "Fifth Supplement to MOA for Intergovernmental Cooperation (April 20, 1998) between Central Puget Sound Regional Transit Authority (Sound Transit) and The City of Seattle for the Central Link Light Rail Project" ("Fifth Supplement"), substantially in the form of Attachment 1, providing for Sound Transit reimbursement for City services provided in support of the light rail project.

Section 2. Funds received from Sound Transit pursuant to the Fifth Supplement shall be deposited in the Transportation Fund, the Light Fund, the Water Fund, the Drainage and Wastewater Fund, the Construction and Land Use Fund, the General Subfund, or the Parks Operating Fund as expenses are incurred by these funds.

Section 3. In order to pay for necessary costs and expenses to be incurred in 2003, but for which insufficient appropriations were made, the appropriations for the following Lines of Business in the 2003 Budget of the Department of Design, Construction and Land Use are increased as follows:

Fund Line of Business Amount

Construction and Land Use Fund Land Use Services (U2200) 14,653 (15700)

Construction and Land Use Fund Construction Permit Services 55,851 (15700) (U2300)

Construction and Land Use Fund Construction Inspections 9,122 (15700) (U23A0)

Construction and Land Use Fund Code Compliance (U2400) 1,051 (15700)

Construction and Land Use Fund Planning (U2900) 1,112 (15700)

Section 4. In order to pay for necessary costs and expenses to be incurred in 2003, but for which insufficient appropriations were made, the appropriation for the following Line of Business in the 2003 Budget of the Seattle Fire Department is increased as follows:

Fund Line of Business Amount General Subfund (00100) Prevention (F50) 49,500

Section 5. In order to pay for necessary costs and expenses to be incurred in 2003, but for which insufficient appropriations were made, the appropriation for the following Line of Business in the 2003 Budget of the Seattle Police Department is increased as follows:

Fund Line of Business Amount General Subfund (00100) Traffic Enforcement Program (P680) 80,142

Unspent funds appropriated in this section shall carry forward to subsequent fiscal years until they are exhausted or abandoned by ordinance.

Section 6. Any act consistent with the authority and prior to the effective date of this ordinance is hereby ratified and confirmed.

Section 7. This ordinance shall take effect and be in force thirty (30) days from and after its approval by the Mayor, but if not approved and returned by the Mayor within ten (10) days after presentation, it shall take effect as provided by Municipal Code Section 1.04.020.

Passed by a three-fourths vote of all the members of the City Council the ____ day of _________, 2003, and signed by me in open session in authentication of its passage this _____ day of __________, 2003. _________________________________ President __________of the City Council

Approved by me this ____ day of _________, 2003. _________________________________ Gregory J. Nickels, Mayor

Filed by me this ____ day of _________, 2003. ____________________________________ City Clerk

Attachment 1: Fifth Supplement to MOA for Intergovernmental Cooperation (April 20, 1998) Between Central Puget Sound Regional Transit Authority (Sound Transit) and the City of Seattle for the Central Link Light Rail Project

9/29/03 version 5 t

ATTACHMENT 1

FIFTH SUPPLEMENT TO MOA FOR INTERGOVERNMENTAL COOPERATION (APRIL 20, 1998) BETWEEN CENTRAL PUGET SOUND REGIONAL TRANSIT AUTHORITY (SOUND TRANSIT) AND THE CITY OF SEATTLE FOR THE CENTRAL LINK LIGHT RAIL PROJECT

This Fifth Supplement ("Fifth Supplement") to that certain April 20, 1998 Memorandum of Agreement for Intergovernmental Cooperation for the Central Link Light Rail Transit Project ("Project") is entered into by and between the Central Puget Sound Regional Transit Authority ("Sound Transit") and The City of Seattle ("City"), referred to collectively as "Parties" or individually as "Party."

RECITALS

A. The City and Sound Transit entered into an agreement titled "Memorandum of Agreement for Intergovernmental Cooperation Regarding Light Rail Development" on April 20, 1998 ("April 20, 1998 MOA") that sets forth the Parties' common and individual objectives with respect to the development of a light rail system within the City of Seattle and that established the foundation of their working relationship with common objectives for cooperation.

B. The City and Sound Transit have entered into other previous agreements that are related to the Project including:

* An agreement on April 30, 1998 pursuant to which the City provided Geographic Information System ("GIS") products, services, and data to support the activities of Sound Transit ("GIS MOA").

* The October 25, 1999 First Supplement to Memorandum of Agreement for Intergovernmental Cooperation for the Central Link Light Rail Transit Project ("First Supplement") for design review services, design development support, utility coordination, implementation coordination, mitigation identification, and analysis and development support activities, through the Central Link Light Rail Project's preliminary engineering phase.

* The June 8, 2001 Third Supplement (which agreement was a replacement for the unexecuted "Second Supplement to the Memorandum of Agreement for Intergovernmental Cooperation for the Central Link Light Rail Transit Project") and the April 1, 2002 Fourth Supplement to Memorandum of Agreement for Intergovernmental Cooperation for services to be provided by the City in three major areas: Public Works, Public Safety, Program Management and Business and Community Assistance.

The Parties' common and individual objectives set forth in the April 20, 1998 MOA will continue to be observed during the term of this Fifth Supplement, including the principles of intergovernmental cooperation; processes for expedited reviews of project documents; expedited processing of requests for permits and other City approvals; and the process for dispute resolution.

C. The City recognizes that Sound Transit has responsibility for acquisition of property and that the Transit-Oriented Development process is governed by Sound Transit Board policy and state and federal regulations.

D. As anticipated by the Parties in sectionIII.E of the April 20, 1998 MOA, Sound Transit desires actions by the City to support the completion of design and initiation of construction of the Central Link Light Rail Project. This Fifth Supplement, except as otherwise provided herein, shall cover services to be provided by the City in five primary areas: Program and Project Management, Design Review, Police Recruitment and Training, Permitting, and Right-of-Way Transfer Management.

E. The September 2003 to December 2004 timeframe is a critical period for the Project. Final design on all contracts will be complete and construction of the Project will begin within this timeframe.

F. Sound Transit recognizes that the City is responsible for administering state and local transportation and land use laws and development regulations that will apply to the development, construction, and operations of the Project. In addition, the City is responsible for review and approval of plans, utility relocation, managing the City rights-of-way, and the public health and welfare of citizens.

G. The City of Seattle recognizes that the Central Link Light Rail Transit Project will provide numerous benefits to Seattle's residents, workers, and visitors, and will help the City meet its Comprehensive Plan goals for dense, mixed use urban centers and urban villages connected by high-quality public transit. In recognition of these and other mutual benefits, the City is committed to providing general support and coordination as typically provided between governmental agencies to facilitate the timely completion of the Project.

1.0 DEFINITION OF TERMS

The terms and abbreviations used in this Fifth Supplement and its exhibits shall be defined and/or identified as follows:

1.1. "Central Link Light Rail Project" means an electric light rail project located in the cities of SeaTac, Tukwila and Seattle that is identified in Sound Move, Sound Transit's Ten-Year Regional Transit System Plan.

1.2. "City's Standard Plans and Specifications, 2000 Edition," means the contract specifications that will be used by Sound Transit for improvements that will be owned and maintained by the City.

1.3. "Contract Specifications" means the contract-based modifications to Sound Transit's Link Standard Specifications that may be made by Sound Transit or the City through the contract review process.

1.4. "Initial Segment" means the initial 14-mile segment of the Central Link Light Rail Project that will begin at an interim north terminus at Convention Place with passenger service to be provided through Downtown Seattle, South Downtown, Beacon Hill, the Rainier Valley, and Tukwila to an interim south terminus at South 154th Street to be connected by shuttle bus service to Sea-Tac Airport.

1.5. "Link Standard Specifications" means the general specifications specifically entitled "Sound Transit Link Light Rail Project, Standard Specifications for Facilities Construction, December 2001" that will be used by Sound Transit in its light rail construction contracts.

1.6. "LPA" means Locally Preferred Alternative.

1.7. "Permitting Manual" means the manual developed to help Sound Transit and City staff clarify and apply the permit process, identify which permits are necessary under various circumstances, and describe what is required for permit application submittals.

1.8. "Project" means Sound Transit's proposed light rail system, as described in the November 5, 1996 voter-approved Sound Move, the Ten Year Regional Transit System Plan, and as further defined in Board Resolution R2001-16, and the associated public works elements that Sound Transit has agreed to undertake through separate written agreement with the City.

1.9. "Sound Move, the Ten Year Regional Transit System Plan" means the November 5, 1996 voter approved ten-year plan for high capacity transit in the Central Puget Sound Region.

1.10. "Working Day" means any calendar day that is not a Saturday, Sunday, a City or a Sound Transit observed holiday.

2.0 SCOPE OF THIS FIFTH SUPPLEMENT

2.1. Goals and Objectives.

The Parties agree to do the following throughout the Project:

A. The Parties agree to work collaboratively on the Project.

B. The City shall provide timely services that will enable Sound Transit to meet its Project deadlines.

C. Sound Transit shall effectively manage the Project to provide a quality light rail system in a cost effective and timely manner and within the amount budgeted for this Project.

D. The City shall develop and apply innovative state of the art practices in the delivery of services to facilitate the Project schedule, while addressing the interests of Seattle's business and residential communities within the limitations of Sound Transit's budget.

E. Sound Transit shall provide clear and complete design drawings and supplementary information in a timely manner that will allow the City departments an adequate review period to facilitate the City's design review and to allow the Project to proceed on schedule.

F. The City shall provide clear and complete design reviews from all involved departments and avoid last-minute review comments and the imposition of last-minute requirements after the review comment period. Both Parties shall endeavor to identify and address issues as early as possible during the review process and to communicate clearly with each other.

G. Both Parties shall participate in regularly scheduled interdisciplinary coordination meetings to address issues that may affect the Project scope, schedule, budget or the community.

H. Where appropriate, the City and Sound Transit will document key design related decisions.

I. To the extent the City is notified of federal grant requirements, the City shall ensure that its performance under this Fifth Supplement is in conformance with the applicable grant requirements including the Federal Transit Administration grant requirements.

2.2. Summary of Services under this Fifth Supplement

Sound Transit shall submit to the City its Project designs, plans and specifications for City review in connection with the implementation of the Project. The City shall provide timely reviews as is necessary for the issuance of permits and approvals by the City as described in Exhibit 2 to this Fifth Supplement, which by this reference is incorporated herein. The City shall also provide in a timely manner its services as are described in Exhibit 2 for the coordination and integration of the public facilities.

2.3. Time of Completion and Schedule

The Project schedule is attached as Exhibit 1. All of the design review and other tasks identified in the Scope of Work attached as Exhibit 2 shall be completed by the end of 2004, unless otherwise agreed by both Parties.

2.4. Designated Representatives

The Designated Representatives for each Party are as follows:

Ahmad Fazel, Director Link Light Rail Project Sound Transit 401 S. Jackson Street Seattle, Washington 98104 Phone: (206) 398-5389

Jonathan Layzer, Sound Transit Program Manager Seattle Department of Transportation 700 Fifth Avenue, Suite 3900 Seattle WA 98104 Phone: (206) 684-8084

Each of the Parties may change its own Designated Representative in such Party's discretion, and the Party making any such change shall give written notice of such change to the other Party.

2.5. Responsibilities of Sound Transit

The following services shall be performed by Sound Transit under this Fifth Supplement in support of the Project:

A. Develop designs, plans and specifications in connection with its construction of the Project, except in the case of designs for City Light utility relocations, which shall be developed by City Light.

B. Submit its designs, plans and specification to the City for review pursuant to the procedures outlined in this Fifth Supplement.

C. Take the lead in coordinating regular Sound Transit/City team communication/meetings, and the Transit-Oriented Development process as required.

D. Manage and coordinate its consultants' requests for information from the City.

E. Assume responsibility for acquiring all necessary property, easements and rights of entry for relocation, design and construction activities related to the Project, except as otherwise agreed to by the Parties.

F. Work with the City to provide notice to private utilities for their relocation.

G. Help to staff and support the Case Management Review Committee to resolve design issues for persons or entities impacted by the Project.

2.6. Responsibilities of the City

The following services shall be performed by the certain City departments and offices assigned such tasks under this Fifth Supplement in support of the Project:

A. Organize interdepartmental implementation teams, authorize these teams to expedite review and other timely services to Sound Transit, and work within such interdepartmental review teams to achieve consensus on policy issues.

B. Review and provide timely unified, coordinated, consistent comments to Sound Transit on Sound Transit's designs, plans, specifications, technical reports, and environmental documents.

C. Provide a confirmation review through the Seattle Department of Transportation to ensure that all City comments on the 90%-Complete Submittal have been incorporated into the 100%-Complete Submittal, or otherwise resolved by Sound Transit and the City prior to permit approval.

D. Provide expedited review of Project permit applications through the Department of Design, Construction, and Land Use.

E. Provide design review for the public works components to be designed and constructed by Sound Transit that will be ultimately owned and maintained by the City.

F. Work with Sound Transit to identify, evaluate and select appropriate and final mitigation measures for inclusion in environmental documents, permits, ordinances and resolutions.

G. Provide program management and financial management of City resources and services.

H. When practicable, integrate Sound Transit construction plans and schedules with plans and schedules of other City capital and maintenance projects to minimize the conflicts and maximize efficiencies for both Parties.

I. Provide Sound Transit with timely access to public City records and plans.

J. Work with Sound Transit to provide accessible, accurate, and timely information and to promote public involvement in Sound Transit and City decisions related to the Project.

K. Provide notice to private utilities of any utility facilities that must be relocated and provide for the enforcement of such notices to relocate.

L. Help staff and support the Case Management Review Committee to resolve design issues for persons or entities impacted by the Project.

M. Provide plans and specifications for work to be performed by the City to Sound Transit for its review and comment.

2.7. Specific Tasks to be Performed by Individual City Departments and Offices

The tasks to be performed by individual City departments and offices and the schedule for completion of these tasks are generally described in Exhibits 1 and 2.

3.0 DESIGN SUBMITTALS

To ensure uniformity and consistency in the design and review process the Parties have agreed to the design completion levels defined below (namely, "30%-Complete Submittal," "60%-Complete Submittal," "90%Complete Submittal," and "100% -Complete Submittal"), as well as standards and specifications specified in this section. Sound Transit shall work in close cooperation with the City during the preparation of preliminary and final plans for the Project to ensure that, to the greatest extent possible, the objectives identified in the April 20, 1998 MOA and this Fifth Supplement are achieved.

3.1. Level of Completion Defined.

Each level of design completion as used in this Fifth Supplement and its Exhibits shall be defined as follows.

3.1.1. 30%-Complete Submittal A submittal that presents the basic concept of the Project, including advanced detail on route alignment; station locations; station functional layouts and preliminary station architectural concepts; existing utilities and proposed major utility line re-locations; traffic lane configurations; structural types, sizes and locations; urban design concepts; new and proposed right-ofway limits; extent of roadway modifications; and other supporting concepts to define the intent of the Project. The submittal will include technical memoranda documenting trade off studies undertaken in support of the proposed design.

3.1.2. 60%-Complete Submittal A submittal that is sufficiently complete to illustrate the entire scope of the work under design so that all reviewers can comment on the overall scope of the Project. This submittal shall also include an updated cost estimate. (This submittal is intended to ensure that new, never before seen items of significance do not appear for the first time in the 90%-Complete Submittal, excepting new design generated in response to 60% comments.)

3.1.3. 90%-Complete Submittal The submittal that includes drawings, special provisions, supplemental technical specifications, geotechnical data, updated quantity estimates, and order of magnitude cost estimates that are essentially complete with only items of insignificance needing detailing or checking. All calculations shall be completed and checked in accordance with established quality control procedures. The structural calculations need not be sent to the City, but will be made available to the City for review at the City's request. Drawings shall be nearly complete for bidding purposes and shall have incorporated or resolved all comments made during previous design reviews. Unresolved comments shall be identified and addressed to the satisfaction of both Parties.

3.1.4. 100%-Complete Submittal. The submittal that is sufficiently complete for the City's permit approval as confirmed by Seattle Department of Transportation in writing.

3.2. City's Standard Plans and Specifications.

Except as further provided in this subsection, the City's Standard Plans and Specifications, 2000 Edition, shall be used for all Projectrelated work that either (a) affects existing or proposed City infrastructure, or (b) affects, in any way, any utility or other capital facility or asset that is currently owned or controlled by the City or is expected to be maintained by the City. When relevant new code and technical requirements dictate revisions to the City's Standard Plans and Specifications, 2000 Edition , the City will provide Sound Transit with General Special Provisions (GSPs) for incorporation into Sound Transit's contract documents.

3.3. Deviation from City's Standard Specifications.

3.3.1. The City's Designated Representative or another official designated by the City, may permit, from time to time, a deviation from the requirements of Subsection 3.2 whenever:

A. Sound Transit has requested such permission in writing and has provided a justification for such request and an explanation for how Sound Transit intends to address anticipated City concerns if such permission were granted, either in whole or in part, and a commitment to fund additional Project costs as required; and

B. The City's Designated Representative, or other official designated by the City, has consulted and reached consensus among the head(s) or designated representative(s) of each City department and office that has an interest in the matter; and

C. Sound Transit's requested deviation from the City's Standard Plans and Specifications, 2000 Edition, is deemed by such City department and office heads or their designated representatives to be acceptable under the circumstances; and

D. If necessary, the City's Designated Representative, or other official designated by the City, has been authorized to grant such permission, which permission shall be expressed in writing by the City's Designated Representative or other official designated by the City, and shall not be used as a precedent for future actions.

3.3.2. If any conflict is discovered between Sound Transit or City work under this Fifth Supplement and a City ordinance or other law, code or regulation, the City is legally obligated, and reserves the right, notwithstanding any other provision in this Fifth Supplement, to require changes to bring the Project work into compliance with any applicable ordinance, law, code or regulations; provided that as applied to the work to be completed under this Fifth Supplement, the City's Standard Plans and Specifications, 2000 Edition, or a deviation authorized pursuant to Section 3.3 shall control in the event of a conflict between the City's Standard Plans and Specifications, 2000 Edition, and any subsequent revision to the City Standard Plans and Specifications.

3.4. Sound Transit Link Standard Specifications.

Sound Transit has developed a set of Link Standard Specifications to be used on each of the Sound Transit civil facilities construction contracts. Any contract specific modifications of the Link Standard Specifications shall be accomplished by the preparation of Contract Specifications. The City shall review each Contract Specification package as part of the detailed schedule summarized in Exhibit 1. If the City requests modifications to the Link Standard Specifications for a particular contract under review, Sound Transit, in conjunction with the City, shall make a determination whether the proposed modification is made through Contract Specifications.

3.5. Submission and Review of Design Submittals

3.5.1. To expedite design submittal review and to improve product quality, design review and coordination sessions will be held at least on a bi-weekly basis throughout the design phase between affected City departments and offices and Sound Transit.

3.5.2. To ensure the development of the highest quality system, and the most cost-effective resolution of problems, all efforts will be made to identify and resolve major design issues at the earliest possible stage of design development.

3.6. City Review.

The City's review of Sound Transit's Design Submittals shall proceed as follows:

3.6.1. Sound Transit shall submit Project submittals and specifications to the City's Designated Representative, or other official designated by the City, for review and comment by various, appropriate City departments and offices. Sound Transit shall submit thirty-five (35) complete copies of each plan package. During 2003 and 2004, the City is scheduled to review plans at the 60%-, 90%and 100%-Complete Submittal stages, as defined by this Fifth Supplement. Plans shall be submitted in accordance with the City's CADD (Computer Aided Design/Drafting) standards, unless otherwise agreed to by the City.

3.7. For Sound Transit performed work:

3.7.1. Sound Transit or its consultants shall develop the actual design plans and design documents for the Project.

3.7.2. Sound Transit shall involve the City and seek input in the early stages of design development and throughout the design process.

3.7.3. Sound Transit shall establish and provide to the City's Designated Representative a target schedule for submittals as soon as such schedule is available.

3.7.4. Sound Transit shall notify the City's Designated Representative fifteen (15) Working Days prior to anticipated plan submittal dates to ensure that City staff can be reallocated to be dedicated to the expeditious review of Sound Transit documents. The City departments shall be notified by the Designated Representative of the anticipated plan submittal dates.

3.7.5. Sound Transit shall provide the City with a complete submittal for the work to be done in each construction contract awarded by Sound Transit. If Sound Transit determines that it cannot or is unlikely to meet its anticipated submittal dates, it shall deliver to the City's Designated Representative Sound Transit's revised submittal schedule as soon as possible after any delay is known or suspected.

3.8. Immediate Notice of Incomplete or Inadequate Design Submittals

3.8.1. Each Party recognizes that the incompleteness or insufficiency of any submittal may result in project delays and require additional expenditures beyond the budgeted amounts for this Project. To quickly correct incomplete submittals, the City's Designated Representative or other official designated by the City shall notify Sound Transit immediately if any plan submittal is incomplete or provides insufficient detail for City review. City reviewers will describe the deficiencies in writing in sufficient detail to enable corrections to be made by Sound Transit in a timely and cost effective manner.

3.9. City Review Schedule

3.9.1. City review shall begin with receipt of each complete submittal from Sound Transit. The City shall have thirty-five (35) Working Days to review the 30%-, 60%-, and 90%-Complete Submittals. If more than one plan package is submitted during the same review period, the City shall have forty-five (45) Working Days to review the materials and Sound Transit shall prioritize these multiple plan packages according to importance to Sound Transit's schedule.

3.9.2. If the City's review of any document is a critical path activity on Sound Transit's design schedule, Sound Transit may request that the City complete such review in less time than allowed above. In such cases, Sound Transit shall identify the critical submittal as far in advance as possible, and notify the City of the need for an expedited review. The City's Designated Representative shall allocate sufficient resources to accomplish the review within a mutually agreed upon time period.

3.9.3. The City shall return significant comments to Sound Transit for any submittal as soon as they are available, and to the greatest extent possible, will accomplish reviews in fewer working days than provided for in this Fifth Supplement.

3.10. Resolution of Inconsistencies and Consolidation of City Responses to Design Submittals.

3.10.1. The City's Designated Representative, or other official designated by the City, shall resolve any inconsistencies among review comments by City departments and offices regarding the Project's design submittals prior to the review comments being consolidated and transmitted, in writing, to Sound Transit.

3.10.2. The City recognizes that inconsistent review comments usually cause delay, result in added staff time for review, and may result in unnecessary change orders or additional costs to the Project. The City intends to provide consistent review comments. If inconsistent comments are discovered, the City will resolve the inconsistencies immediately upon written notice from Sound Transit. The City will promptly take corrective action to avoid any added costs to Sound Transit as a result of such inconsistencies and avoid providing similar inconsistent comments on future reviews.

3.11. Sound Transit Response to City Review Comments and Resolution of Issues

3.11.1. The City will submit formal written comments consolidated by Seattle Department of Transportation to Sound Transit for each of the 30%-, 60%-, 90%-Complete Submittals within the timeframe specified in Section 3.9. Sound Transit must address and respond to every written comment submitted by the City. Depending on the number and magnitude of comments by the City on the 90%-Complete Submittal, Sound Transit shall work with City staff to resolve all issues through, among other means, conducting one-on-one meetings, making additional plan sheet revisions and obtaining approval by concurrence memos or meeting minutes, conducting a key stakeholder group plan review session, or advancing the issue to the next level of administration to resolve the issues in a timely manner. The Seattle Department of Transportation shall notify Sound Transit in writing when all outstanding design issues have been resolved based on the 90% Complete Submittal comments. Both the City and Sound Transit shall work collaboratively to get issues resolved in a timely manner prior to Sound Transit delivering the 100%-Complete Submittal to the City for approval. Plan approval is a prerequisite to issuance of the Project Construction Permit by Seattle Department of Transportation under the Agreement Between the City of Seattle and Sound Transit for Grant of NonExclusive Use of a Light Rail Transit Way as Related to the Central Link Light Rail Transit Project (authorized by Ordinance 119975).

3.11.2. Sound Transit must submit a one-week advance notice prior to submitting the final 100% Complete Submittal to Seattle Transportation. Sound Transit will submit three 1/2 size plan sets for final approval. Seattle Department of Transportation will coordinate a final check of the submittal and will provide written concurrence if the 100% Complete Submittal has adequately addressed the City comments within 15 Working Days of receiving the three plan sets.

3.11.3. When written notice of acceptance of the 100% Complete Submittal is given to Sound Transit, Seattle Department of Transportation will invite Sound Transit to submit full-size vellums of all the Drawings for signature.

3.11.4. The cost associated with generating the Project Construction Permit is based on time and materials, which are reimbursed through this, and previous, agreements. A final processing/filing fee of $94.00 will be invoiced for each construction contract's Project Construction Permit.

3.12. DCLU Review and Issuance of Permits

The City and Sound Transit will implement a fast track permit process for DCLU construction and land use approvals. Permit applications to DCLU shall be handled pursuant to the expedited permitting process established by DCLU for handling Sound Transit permit applications.

4.0 PROJECT DESIGN TO MINIMIZE IMPACTS

Certain principles shall be applied by Sound Transit to the greatest extent practicable to achieve certain goals of the City regarding maintenance and operation of the facilities constructed by Sound Transit. These principles are discussed in the following subsections.

4.1. Minimize City Maintenance and Operational Costs

The Project shall be designed to the greatest extent practical to minimize any increase in City maintenance and operation costs directly caused by the Project. Prior to the issuance of construction permits, Sound Transit and the City shall develop formal agreements, in accordance with overall policy direction established by the Sound Transit Board and the City, to clearly delineate ongoing maintenance and operational responsibilities that are likely to be experienced by the City as a direct result of the Project or operation of the resulting light rail system. Such issues and costs include but are not limited to the reconstruction or realignment of any street, sidewalk, bikeway or utility facility or system; the re-timing or other modifications of existing traffic signals; and the installation of new traffic signal, signage, lane markings, street lighting, sidewalk lighting, or pathway lighting within the construction limits of the Project.

4.2. Project Design to Minimize Travel and Access Disruptions

The Project shall be designed to the greatest extent practical to minimize disruptions to City businesses and residents during construction. To achieve that result, Sound Transit and the City shall work cooperatively with representatives of businesses and neighborhoods affected by the Project. The Project shall also be designed to ensure that:

4.2.1. The number of streets in contiguous blocks that are closed or permitted to have severely restricted vehicular or pedestrian traffic during the Project's construction phase is minimized, either by construction being undertaken at varying times of day, in geographic stages, or through other means;

4.2.2. Emergency vehicle, utility maintenance vehicle and fire protection vehicle access to every business and residence adjacent to the Project construction area, and pedestrian access to each such residence, and to each such business, during its normal business hours, are preserved at all times;

4.2.3. Vehicular access for types of vehicles other than those identified in Subsection 4.2.2 to every residence adjacent to the Project construction area is preserved except when construction requirements necessitate the complete blockage thereof; and

4.2.4. Reasonable prior notice is provided to directly affected property owners, business tenants and neighborhood residents of any loss or change of access to or from their respective properties, tenancies and residences, indicating the expected duration of such loss or change, and alternatives that are available to those affected by such loss or change.

5.0 REIMBURSEMENTS

5.1. Sound Transit's Maximum Funding Obligation

Sound Transit's maximum funding obligation under this Fifth Supplement for the reimbursable services described in Exhibit 2 shall be $1,347,000. Sound Transit shall not be obligated to reimburse any expenditure in excess of the maximum amount stated in this section, unless authorization is received from its Board of Directors and upon the execution of a new supplement or an amendment of this Fifth Supplement upon such terms and conditions as are approved by the Board. Should estimated costs at any time, for any reason, exceed the amount covered by this Fifth Supplement, the City shall notify Sound Transit without delay.

5.2. Budget

Sound Transit shall reimburse the City for services delivered and work performed under the scope of work of this Fifth Supplement. The amount set forth above and in the budget provided in Exhibit 3, which is attached to this Fifth Supplement and incorporated herein by reference, reflects the Parties' best estimates of the amounts that may be required to accomplish the reimbursable tasks under this Fifth Supplement. Sound Transit and the City recognize that the cost of delivering such services and performing such work have been estimated based on assumptions stated in Exhibit 2 and information from each Party, and the Parties recognize that the reallocation of effort based on actual needs may be necessary should Sound Transit change planned activities. The City shall endeavor to manage the expenditures of departments and offices engaged in work under this Fifth Supplement so that the maximum obligation of Sound Transit is not exceeded.

5.3. Reimbursement of City Costs.

5.3.1. Principles for Determining Eligible Reimbursable Costs.

The following principles shall be applied to determine what costs are reimbursable by Sound Transit.

* The costs are directly related to the Project and must be essential to meeting Project objectives and schedule.

* Tasks must clearly add "essential value" to the Project.

* Tasks and the deliverable or product must be clearly described in writing.

* The approach and system used to complete the task should be as efficient and cost-effective as possible (even if it means doing things differently).

* Tasks indirectly related to implementing the Link Light Rail Project may be encouraged/supported by Sound Transit, but will not be funded by Sound Transit.

* Tasks will not duplicate an activity already programmed or covered by Sound Transit, another City department, a third party or consultant where possible.

* Reimbursement will not be made for activities that are normally performed by the City in conducting business with other entities in connection with public projects, such as provision of information and/or documents, review of Environmental Impact Statements, that the City would normally perform without charge.

5.4. Reallocation of Unexpended Funds

Funds not expended by Sound Transit during the period of this Fifth Supplement may be reallocated by Sound Transit to additional Central Link Light Rail Project activities as defined in future supplements or agreements.

5.5. Approval of Excess Expenditures

Sound Transit and the City agree to the following rules for increases in Task Budgets:

A. The City may expend up to the estimated cost of each budgeted Task delineated in Exhibit 3.

B. As a condition of payment of any costs in excess of the amount shown for any of the budgeted Tasks provided in Exhibit 3, written approval shall be requested by the City in a timely fashion, and approval or disapproval shall be provided by Sound Transit in writing. Written approval must be granted before the excess costs are incurred.

C. If unforeseen circumstances cause the projected total cost to exceed the total cost of any Task, the City will take all prudent steps to minimize costs and notify Sound Transit as soon as possible.

D. Upon receipt of notice from the City regarding unanticipated costs or cost increases, Sound Transit shall promptly provide a written response, which may (1) approve or reject the proposed increased expenditure, (2) re-adjust the scope of work, or (3) authorize the use of contingency amounts budgeted for this Fifth Supplement. Any expenditures that exceed the maximum amount authorized for this Fifth Supplement shall require further authorization by Sound Transit's Board of Directors.

5.6. Invoicing by City

The City will invoice Sound Transit on a quarterly basis based on actual expenditures. Within thirty (30) calendar days after Sound Transit's receipt of any complete and accurate City invoice, Sound Transit shall remit the reimbursement for the amount of valid expenditures.

5.7. Reimbursement by Sound Transit

Quarterly reimbursements for eligible expenditures under this Fifth Supplement shall be made upon the satisfactory completion of the work. The City shall initiate the process for reimbursement of its expenditures by preparing, reviewing and submitting requests for reimbursement to Sound Transit in accordance with the procedures in this Subsection and any other applicable regulations provided to the City's Designated Representative. Sound Transit shall not transfer nor be obligated to transfer any funds in advance of its approval of a request for reimbursement of completed work.

All reimbursements shall be made under the following procedures:

5.7.1. Reimbursement of the eligible costs shall be made upon approval by Sound Transit. All work submitted shall be reasonably certified as acceptable by Sound Transit before final payment.

5.7.2. To be entitled to reimbursement for the satisfactory performance of the activities identified in this Agreement, the City must provide documentation of all expenses eligible for reimbursement to Sound Transit as required by this Fifth Supplement or by the applicable federal requirements. Sound Transit reserves the right to withhold payments pending timely delivery and proper completion of the reports or documents as may be required under this Fifth Supplement.

5.7.3. The City shall supply to Sound Transit an invoice of costs incurred for the period and progress reports for each department including departmental costs in total and by category and a description of work performed.

5.7.4. Invoices shall bear the name and address of the City's Designated Representative, and reference this Fifth Supplement. Invoices must be signed by an authorized representative of the City who shall verify that the invoice is accurate, the services have been purchased or the work has been performed, and that the costs shown have been reasonably incurred in accordance with this Fifth Supplement. Invoices shall be properly completed and accompanied with documentation as required by Sound Transit.

5.8. Addresses for Invoicing and Reimbursement.

A. To secure payment the City shall submit all invoices, required reports, and documentation to the Designated Representative of Sound Transit at the address provided in or pursuant to Section 2.4.

B. Reimbursements will be paid directly to the City to the attention of the Designated Representative of the City at the address provided in or pursuant to Section 2.4.

6.0 ADMINISTRATION

6.1. Monitoring and Reporting of Progress

The City is committed to work efficiently and will closely monitor the time required to complete work products consistent with the scope of work and budget for the Project. The City shall provide clear, accurate and detailed monthly progress reports to Sound Transit. The City shall work with Sound Transit to further refine its progress reporting, accounting and program management system to ensure useful and descriptive information that complements Sound Transit's Project control system. The City and Sound Transit shall provide active, ongoing oversight to ensure that Sound Transit funds are expended efficiently, in a manner that adds value to the Project.

6.2. Monitoring and Reporting of Costs

6.2.1. The City's Designated Representative, or other designated City official, shall coordinate requests for reimbursements by all City departments and offices and will provide cost reports to Sound Transit on a quarterly basis. In addition, Sound Transit may require other financial documents to verify that the expenditures are related to the Project work funded by this Agreement, including, but not limited to, (1) work statements or payroll records, (2) invoices for materials and supplies, (3) statements from professionals for services rendered, (4) certifications by the City that materials and services are satisfactorily rendered, and (5) itemized listings of the charges supported by copies of original bills, invoices, expense accounts, and miscellaneous supporting data retained by the City.

6.2.2. The City shall provide any plans, specifications, accounting records or other documents needed to satisfy requests from federal funding agencies for information to comply with Sound Transit's funding requirements. The City shall inspect all work performed under this Agreement and ensure that payments requested for reimbursement are eligible under this Agreement.

6.3. Reconciliation

Both Parties agree to monitor and reconcile the actual versus estimated effort on a quarterly basis. The Parties will negotiate additional funding or a reduction in services relating to the Project to the extent that such work cannot be performed within the estimated budget for the services delivered and work performed. Sound Transit will rely on information contained in the City's progress reports to identify changes in the work as reported on by the City in order to have the opportunity to take corrective action or clarify assumed work efforts. Notwithstanding the above, if the permit approval work performed by DCLU (for which payment is to be on an hourly rate in lieu of value-based construction permit fees) exceeds the estimated amount, Sound Transit shall pay the additional charges without further negotiations.

6.4. Availability of Records.

All project records in support of all costs incurred and actual expenditures kept by the City shall be maintained in accordance with procedures prescribed by the Washington State Auditor's Office and the applicable Federal funding agencies. The records shall be open to inspection by Sound Transit and the Federal government during normal business hours, and shall be retained and made available for such inspection for a period of not less than three years from the final payment of any federal aid funds to the City. Copies of said records shall be furnished to Sound Transit and/or the Federal government upon request. This requirement shall be included in all subcontracts related to the work entered into by the City to fulfill the terms of this Fifth Supplement.

6.5. Audit.

If an audit is requested by Sound Transit or required by any applicable federal agency requirements, the City agrees to cooperate fully with Sound Transit's auditor, any independent auditor chosen and retained by Sound Transit for auditing expenditures under this Fifth Supplement or previous Supplements, or with any audit required by the federal funding agency, if applicable. At the time of a federal audit, if required, the City will provide documentation of all costs incurred under this Fifth Supplement or previous supplements.

6.6. Third Party Contract Administration

Each Party shall be solely responsible for the administration of and the completion and quality of work performed under any contracts executed by the Party. In no event shall any contract executed by a Party be construed as obligating the other Party to this Fifth Supplement. All contracts shall comply with all applicable public works and procurement laws and regulations, including, but not limited to, bonding, prevailing wage, nondiscrimination, retainage, insurance, and workers compensation requirements.

7.0 DISPUTE RESOLUTION PROCESS

The Parties remain committed to resolving issues cooperatively, expeditiously, and at the lowest possible staff level. However, as provided for in the April 20, 1998 MOA, the following is the agreed upon process for dispute resolution:

7.1. General

The Designated Representatives will use their best efforts to resolve disputes and issues arising out of or related to the tasks covered by this Fifth Supplement. The Designated Representatives will communicate regularly to discuss the status of the tasks to be performed and to resolve any issues or disputes related to the successful performance of this Fifth Supplement. The Designated Representatives will cooperate in providing staff support to facilitate the performance of this Fifth Supplement and the resolution of any issues or disputes arising during the term of this Fifth Supplement.

7.2. Notice of Problem or Dispute and Meeting of Designated Representatives

Each Designated Representative will notify the other in writing of any problem or dispute that the Designated Representative believes should be resolved. The Designated Representatives shall meet within three (3) Working Days of receiving the written notice in an attempt to resolve the dispute.

7.3. Meeting of Directors

In the event the Designated Representatives cannot resolve a dispute (and that dispute is not subject to some other formal appeal process), the Sound Transit Executive Director or his/her designee and the Director of the Seattle Department of Transportation or his/her designee shall meet within seven (7) Working Days of receiving notice from a Designated Representative and engage in good faith negotiations to resolve the dispute.

7.4. Prerequisites to Litigation

Neither Sound Transit nor the City shall have the right to seek relief under this Fifth Supplement in a court of law until and unless each of the procedural steps specified in Subsections 7.2 and 7.3 have been completed.

8.0 COMPLIANCE WITH FEDERAL FUNDING REQUIREMENTS.

8.1. Compliance.

The City agrees to comply with applicable federal funding requirements of which it is specifically informed, in connection with its receipt of funds from Sound Transit to perform certain tasks under the MOA and its supplements.

8.2. Federal Contract Provisions.

The work performed by the City's contractors shall comply with federal contract and funding requirements to the extent the City is notified of federal grant requirements and to the extent federal funds are utilized by the City under this Fifth Supplement. All contracts entered into by the City shall include such provisions as required by the Federal Transit Administration ("FTA") to be included in thirdparty contracts.

9.0 EXERCISE OF CITY'S POLICE POWER

Sound Transit recognizes the right vested in the City pursuant to general law to exercise its police power for the protection of the health, safety, and welfare of its citizens and their properties. Nothing in this Fifth Supplement shall be construed as precluding the City from exercising such power in connection with Sound Transit's light rail system except as specifically provided in this Fifth Supplement, and then, only to the extent this Fifth Supplement expressly precludes such exercise.

10.0 PRIORITY FOR STATE OF EMERGENCY SITUATIONS

The time period required for performance of services under this Fifth Supplement, other than due dates for payments for services rendered or work performed by the City, shall be extended to include the length of any delay caused by or resulting from the prohibition or restriction of such action by the State or Federal government, or any fire, earthquake, flood, storm, power failure, major equipment breakdown, war, labor trouble, accident, riot, act of Nature, or other event beyond the reasonable control of the Party obligated to perform such services; provided, that the Party adversely affected by such condition shall promptly advise the other Party, in writing, of the occurrence of an event of force majeure and make a reasonable attempt to satisfy its obligations hereunder notwithstanding the event of force majeure.

11.0 LEGAL RELATIONS

11.1. Indemnification.

To the extent permitted by law, each Party to this Agreement shall protect, defend, indemnify, and save harmless the other Party, and its officers, officials, employees, and agents, while acting within the scope of their employment, from any and all costs, claims, demands, judgments, damages, or liability of any kind including injuries to persons or damages to property, which arise out of, or in any way result from, or are connected to, or are due to any negligent acts or omissions of the indemnifying Party. No Party shall be required to indemnify, defend, or save harmless the other Party if the claim, suit, or action for injuries, death, or damages is caused by the sole negligence of the Party seeking indemnification. Where such claims, suits, or actions result from concurrent negligence of the Parties, the indemnity provisions provided herein shall be valid and enforceable only to the extent of the Party's own negligence. Each Party agrees that its obligations under this indemnification section extend to any claim, demand, and/or cause of action brought by, or on behalf of, any of its employees or agents. For this purpose, each Party, by mutual negotiation, hereby waives, with respect to the other Party only, any immunity that would otherwise be available against such claims under the industrial insurance provisions of Title 51 RCW. In the event of any claims, demands, actions and lawsuits, the indemnifying Party upon prompt notice from the other Party shall assume all costs of defense thereof, including legal fees incurred by the other Party, and of all resulting judgments that may be obtained against the other Party. In the event that any Party incurs attorney fees, costs or other legal expenses to enforce the provisions of this section, all such fees, costs and expenses shall be recoverable by the prevailing Party. This indemnification shall survive the expiration or earlier termination of this Agreement.

11.2. Venue

In the event that any Party deems it necessary to institute legal action or proceedings to enforce any right or obligation under this Fifth Supplement, the Parties hereto agree that any such action or proceedings shall be brought in a court of competent jurisdiction situated in Seattle, King County, Washington.

11.3. Effective Date.

This Fifth Supplement shall be effective as of September 1, 2003.

IN WITNESS WHEREOF, each of the Parties hereto has executed this Fifth Supplement by having its authorized representative affix his/her name in the appropriate space below:

CENTRAL PUGET SOUND THE CITY OF SEATTLE REGIONAL TRANSIT AUTHORITY (SOUND TRANSIT) _________________________ Joni Earl, Executive Director Grace Crunican, Director Seattle Department of Transportation Date: ___________________ Date: _____________________________

Approved as to form: Authorized by Ordinance ___________ By: ________________________ Sound Transit Legal Counsel Authorized by Motion:

Exhibits: Exhibit 1 Project Schedule Exhibit 2 Scope of Work Exhibit 3 Budget

STATE OF WASHINGTON )

) ss. (Acknowledgment for The City of Seattle)

COUNTY OF KING )

On this __________day of _____________________ , 2003, before me, personally appeared Grace Crunican, to me known to be the Director of Seattle Department of Transportation of The City of Seattle, who executed the foregoing agreement, and acknowledged the same to be the free and voluntary act and deed of The City of Seattle for the uses and purposes therein mentioned, and on oath stated that she was authorized to execute said agreement.

GIVEN under my hand and official seal the day and year written above in this certificate. ___________________________ (Signature) (Printed or typed name of Notary Public)

Notary Public in and for the State of Washington, residing at______________ My appointment expires ________________.

STATE OF WASHINGTON )

) ss. (Acknowledgment for Sound Transit)

COUNTY OF KING )

On this ______________ day of __________________________, 2003, before me, personally appeared Joni Earl, to me known to be the Executive Director of the Central Puget Sound Regional Transit Authority, who executed the foregoing agreement, and acknowledged the same to be the free and voluntary act and deed of such entity for the uses and purposes therein mentioned, and on oath stated that she was authorized to execute said agreement.

GIVEN under my hand and official seal the day and year written above in this certificate. _______________________________ (Signature) (Printed or typed name of Notary Public)

Notary Public in and for the State of Washington, residing at _______________ My appointment expires ___________________.

Attachment 1 Fifth Supplement to the Memorandum of Agreement for Intergovernmental Cooperation

Ver 5, 09-22-03 t

Exhibit 2

SCOPE OF WORK

FIFTH SUPPLEMENT To the April 20, 1998 MOA for Intergovernmental Cooperation between Sound Transit and the City of Seattle for the Central Link Light Rail Project

September 2003

1.0 Introduction

This scope of work describes City tasks and deliverables necessary to facilitate Sound Transit's final design and implementation of Link Initial Segment. Under this Supplement, the City agrees to provide project management, expedited design review, recruitment and training of police officers, expedited permit processing, and right-of-way transfer management. The scope of services defined in this Supplement will commence September 1, 2003 and conclude December 31, 2004. Modifications to this Scope of Work may be made by mutual agreement between the Parties.

2.0 Scope of Work

2.1 Task 1 Project Management

The City will continue to employ two tiers of project management. The Seattle Transportation's Core Team constitutes the first tier of project management. It is comprised of the City's Program Manager, Assistant Program Manager, Design Review and Permitting Manager, Program Administrator, and consultants. SDOT's Core Team will:

* Provide management, oversight and coordination of Project-related City activities to help ensure services are provided in an efficient and effective manner.

* Coordinate Citywide design review and permitting activities.

* Issue Project Construction Permits as prescribed by Ordinance 119975.

* Facilitate resolution of Project policy and design issues.

* Manage the City's Fifth Supplement budget and administer monthly progress reporting, quarterly invoicing, and other City financial accounting responsibilities.

* Provide a coordinated point of contact for Sound Transit.

* Track and implement the City's Project mitigation commitments.

* Represent the City on the Case Management Group in conjunction with DCLU and Sound Transit to review private property development issues resulting from the Project.

The second tier of management is comprised of managers representing the Seattle Transportation (SDOT), Seattle City Light (SCL), the Department of Design, Construction and Land Use (DCLU), Seattle Public Utilities (SPU), the Department of Parks and Recreation (Parks), the Seattle Fire Department (SFD) and the Seattle Police Department (SPD). These managers coordinate the activities of their departments and represent their departments on all Central Link Light Rail Project (Project) matters. Departmental Project Managers will:

* Oversee his/her department's activities as defined in this Fifth Supplement and the companion Construction Services Agreement.

* Ensure that the City has done whatever it reasonably can to help Sound Transit become permit-ready.

* Serve as their department's liaison to Sound Transit.

* Manage resolution of design, permitting, construction and real estate issues.

* Coordinate notification of private utilities about relocation.

* Provide fiscal management of their department's activities.

* Provide procurement assistance, including the development of a preliminary signal prioritization scheme for MLK to support procurement of signal equipment.

* Participate in joint City/Sound Transit committees to further project implementation, including Fire Life Safety Committee, Utilities and Construction Committee, and Permit Management Work Group.

* SCL's project manager will manage the planning and design of electrical transmission and distribution system relocations along the Project alignment.

* SCL's project manager will also coordinate services among SCL's three service centers, power stations, and systems planning office, various City departments, and Sound Transit to efficiently and safely design and construct necessary improvements in support of the Project.

* SFD's Project Manager will participate in development of national standards related to fire protection and life safety of light rail through the NFPA 130 Technical Committee on Fixed Guideway Transit Systems.

* SPD's Project Manager will assist Sound Transit in planning and preparing for Sound Transit's law enforcement needs as they relate to Project construction and future operations.

* SPD's Project Manager will promote Crime Prevention through Environmental Design (CPTED) by incorporating the considerations in their review comments.

* SDOT's Project Manager will manage the City design team working on the Chief Sealth Trail Design and coordinate design activity with Sound Transit.

* SDOT's Project Manager will manage the preparation of scope, schedule, and budget estimates for implementing Opticom on Rainier Avenue South.

2.2 Task 2 Design Review

The City of Seattle will review Project design submittals in accordance with the terms and conditions of this Fifth Supplement. City design review activities supporting the final design effort include pre-submittal reviews, identifying and resolving conflicting City comments, and preparing and delivering one set of internally consistent and coordinated City comments to Sound Transit for each submittal.

The specific formal design submittals anticipated for the term of this Agreement are listed below:

* C500 DSTT 100% submittal * C520 Pine Street Stub Tunnel 60% submittal * C520 Pine Street Stub Tunnel 90% submittal * C520 Pine Street Stub Tunnel 100% submittal * C710 Beacon Hill Tunnel 100% submittal * C720 Beacon Hill East Portal to Walden 100% submittal * C735 MLK 100% submittal * C755 MLK south of Norfolk 60% submittal * C755 MLK south of Norfolk 90% submittal * C755 MLK south of Norfolk 100% submittal * C802 Signalization 90% submittal * C802 Signalization 100% submittal * C803 Communications 90% submittal * C803 Communications 100% submittal * C807 Traction Power 90% submittal * C807 Traction Power 100% submittal

The City will provide a timely review of all submittals for compliance with all applicable current City codes including but not limited to: Uniform Building and Mechanical Codes, Land Use Code, ADA requirements, site drainage, grading, environmentally critical areas, energy codes, and Seattle Design Guidelines for Link Light Rail.

DCLU will incorporate the recommendations of the Seattle Light Rail Review Panel (LRRP) in each formal submittal review. DCLU will also provide consolidated comments on behalf of three City commissions: Design, Planning, and Arts.

2.3 Task 3 -Seattle Police Recruitment and Training

The SPD is required to recruit and train additional officers to accommodate the traffic control, security and safety requirements associated with Project construction. Sound Transit's partial funding of recruiting, training and equipping new officers is budgeted, tracked and invoiced as Task 3.

2.4 Task 4 -Private Property Permitting by DCLU

Sound Transit and the City have recognized a need to provide tailored permitting assistance to private property owners and businesses whose property or business requires DCLU land use and/or building permits to overcome impacts from Project implementation. DCLU staff will provide this permitting assistance through continued participation in the Case Management Group, as well as direct contact with impacted individuals and businesses at the DCLU office.

The budget for Task 4 was established assuming six (6) properties require permits for structural modifications, and fifty (50) businesses require permits for relocations, including permits for tenant improvements.

2.5 Task 5 Sound Transit Permits by DCLU

DCLU will provide coordinated review of all Sound Transit land use permit applications. DCLU will facilitate resolution of permit issues with other City departments as needed. DCLU will assist Sound Transit with permit submittals to ensure applications are complete.

DCLU staff will work with Sound Transit to identify ways of expediting the permit process for the Project. Regarding the Master Use Permit processes, at a minimum, DCLU will endeavor to meet the following goals:

* Issue all MUP project numbers upon receipt of Address/Records Worksheets.

* Accept Plot Plans with the best available Sound Transit survey description when the Seattle Engineer's Maps lack sufficient information.

* Ensure delivery of Pre-Application Site Visit Request Forms and Plot Plans to the Site Development Desk in a timely manner.

* Issue a Site Inspection Report within 5 to 10 working days upon receipt of the Pre-Application Site Visit Request Form and Plot Plan.

* Endeavor to schedule MUP Intake Appointments within 5 to 10 working days of the request by Sound Transit contingent upon receipt of a completed Site Inspection Report.

* Accept MUP applications at Intake although Plot Plan issues remain unresolved.

* Work with Sound Transit staff and consultants, and legal advisors on resolving Plot Plan issues during the MUP review process to avoid delay in MUP issuance.

* Determine whether MUP applications are complete within two weeks of Sound Transit submitting the MUP applications;

* Notify Sound Transit promptly of the need for changes or additional information, and maintain regular communication with Sound Transit staff, during the permit process.

* Issue a MUP decision within four months after the City required public comment period has expired; and

* Provide Sound Transit draft MUP decisions and notices of applications for review prior to publishing.

2.6 Task 6 Right-of-Way Transfer Review and Coordination

SDOT will implement the City's responsibilities as established in the intergovernmental Property Acquisition and Transfer Procedures Agreement. Task 6 includes the evaluation of Property Acquisition Proposals and Transfer Proposals, as well as proactive measures to develop SDOT's expectations for the form of right-of-way interest acquired and transferred, and the environmental condition of the property at time of transfer.

Sound Transit is responsible for all due diligence and acquisition activities as established in the Property Acquisition and Transfer Procedures Agreement. Therefore, Task 6 excludes such activities including title research, efforts to resolve special exceptions, environmental investigations and remediation, development of legal descriptions, and preparation of real estate documents.

3.0 Assumptions

3.1 Basis of Scope and Budget Estimate

The City has developed the proposed scope and budget based on current knowledge of the schedule, Sound Transit's design and permitting progress to date, and the scope of work associated with the Construction Services Agreement and the Utility Undergrounding Agreement.

3.2 Assumptions.

In addition to those assumptions stated elsewhere in this Fifth Supplement, the following assumptions have been used in estimating the effort required to provide the Scope of Work.

* These estimates are for work to be performed in direct support of the Project.

* These estimates are for work within the City's jurisdiction (including work on property and facilities owned by the City outside of Seattle).

* Estimates are based on the parties adhering to the definitions of 30%-, 60%-, and 90%-Complete Submittal as outlined in the Fifth Supplement.

* Formal design submittals will transpire in substantial compliance with the schedule provided in Exhibit 1.

* All DCLU permit activities established as Task 5 will conclude before January 1, 2004.

* All SCL design, design review, and construction services, including design of temporary and permanent electric service connections for Sound Transit facilities, are provided through other agreements between the City and Sound Transit.

* Sound Transit will pay the standard permitting fees which will not exceed the hourly rate set in the DCLU Fee Ordinance, except with respect to facilities not in the right-of-way such as the Operations & Maintenance Facility (for which a value-based permit fee shall be charged, based on the square foot values set forth in the most current Building Standards publication, as otherwise noted in the Permitting Manual or as negotiated). Sound Transit shall pay fees for other types of permits according to the DCLU Fee Ordinance, including but not limited to the following. The fees for these permits are not a part of the funding described in this agreement. In all cases, services will be paid for either though DCLU fee ordinance or pursuant to this agreement, but not both.

Certain building permits -such as connections from stations to existing buildings, commercial tenants within the stations, and shoring of adjacent existing buildings

Electrical permits, including systems facilities

Land use permits

Noise-related permits

Permits at portals to the Beacon Hill Tunnel (pending completion of environmental review to determine appropriate permitting mechanisms)

* The estimated budget for Task 5 is based on the following assumed DCLU permit activities by Contract Section. Sound Transit's Permit Schedule Initial Segment Matrix Revision 14 is the source of the outstanding permit activities reflected below. In addition to the permits listed below, DCLU will be issuing electrical permits. DCLU's costs for administering electrical permits will be reimbursed through electrical permit fees.

Contract Assumed DCLU Permit Activity 500 One MUP for CPS Staging Area 520 Two (2) MUPs for parking and staging areas. One (1) MUP for Stub Tunnel Vent Shaft. 710 Completion of the Noise Variance. Two (2) short plats. Two (2) Lot Boundary Adjustments. One (1) Parking MUP. East Portal MUP. West Portal Short Plat. King County Bus Layover Facility MUP. 720 Short Plat for Bus Layover Facility. 735 Sixteen (16) MUPs. Orcas SW Demo/Staging Area (2302177) Beacon: Wooldridge Demo/Staging (2300415) Henderson TPSS/Demo/Staging (2300441) Othello: New Holly Demo (2206668) Othello Plaza: East Block Demo (2300758, 2301976, 2301977, 2301978) Twelve (12) private property retaining wall permits. Thirty-one (31) early building demolition permits. 810 Maintenance Base MUP. Building Development Permit.

* Staffing resources have been negotiated between the Parties and are calculated as Full Time Equivalents (FTEs). The City has assumed the following FTE levels in preparing the estimated budget.

Resource Function 2003 FTE 2004 FTE Design Review and Permit Manager 1.00 0.65 Program Administrator/Financial Management 0.25 0.25 Right-of-Way Transfer Coordination 0.60 0.40 Assistant Program Manager 0.85 0.70 SDOT Project Manager 0.25 0.15 SCL Project Manager 1.00 0.50 SPU Project Manager 0.33 0.33 DCLU Project Manager 0.10 0.10 SFD Project Manager 0.25 0.5 SPD Project Manager 0.5 0.5

4.0 Budget and Contingency

The Fifth Supplement to the MoA increases the MoA budget by $1,346,624 which, as evidenced in Exhibit 3, includes a 10% contingency of $122,420. The resulting revised total MoA budget amount equals $15,099,309. Of the total, $192,500 ($175,000 plus $17,500 in contingency) is attributable to the work necessary to accommodate right-of-way widening as established in Task 4 Private Property Permitting and Task 6 Right-of-Way Transfer Review and Coordination.

9/29/03 August 2003 t