HomeMy WebLinkAboutSeattle ShellfishFiled at the Request of
and to be Returned to:
Seattle Shellfish, LLC
2101 lft Ave F STE 201
Olympia, WA 98506
TIDELANDS PEASE AGREE MH+<11
Grantor
(Lessor)
MASON
COLD
Ti7, WASHINGTON
Grantee
SEATTLE
SHELLFISH
LLC,
a Washington
limitec
liajility
company
(Lessee)
Legal
Description
Additional
Legal on Page 1.
(Abbreviated)
Assessor's
Tax
22001-44-60570
Parcel
ID
No..
Reference
Nos.
of
Related
Documents
j_ THIS TIDE ADDS LEASE AGREEMENT ("Lease"), is made and entered into this
- clay of,1, 4, 2014, by and between Mason County, Washington,
("Mason County" or "Lessor") and Seattle Shellfish LLC, a Washingtonlimited liability
company ("Seattle Shellfish" or "Lessee").
RECITALS
A. Mason County owns tidelands adjacent to IHarstine Island, which are generally
described as Mason County Assessor Tax Parcel No. 22001-44-60570 and that are excess to
of the needs of Mason County;
B. Mason County requested and received proposals for the tidelands and held a
public hearing and approved a proposed lease with Lessee;
C. The Board of County Commissioners of Mason County adopted Resolution
68-13 on December 10, 2013, approving a lease agreement with Lessee for the purpose of
cultivating and haivestmg geoduck clams the tidelands known as Tax Parcel No. 22001-44-
60570. A copy of Resolution No. 68-13 is attached hereto as bxhibit A; and
Page
1
D. Lessee has agreed it will pay a fixed amount per acre for cultivated tidelands
and a superseding rent based on a percent of the gross sales received from the sale of geoducL
clams harvested from the tidelands known as Tax Parcel No. 22001-44-60570.
ACREI MN T
OW, THEREFORE, Mason County and Seattle Shellfish agree as follows:
1. Lease of Tidelands. Mason County leases to Seattle Shellfish, LLC certain
real property legally described on attached Exhibit B and commonly knov.n as Tax Parcel \o.
22001-44-60570 (the Tidelands") for the purpose of commercial geoduck clam cultivation
2. Commencement Date. This Lease shall be effective on the date it has been
signed by the Mason County Board of County Commissioners, the Mason County Auditor,
and Seattle Shellfish LLC which shall be the Commencement Date.
3. Term. The term of this Lease commence on the Commencement Date as
provided in Section 2 above and shall terminate 16 years after the day the Lessee receives all
permits necessary to cultivate and harvest geoduck clams on the Tidelands Lessee shall
diligently pursue obtaining the necessary permits and notify Lessor in writing when the
permits have been issued. The date specified in the notice from Lessee to Lessor that all
permits have been obtained shall be the beginning for the sixteen -year term This Lease may
be renewed for additional terms as provided in Section 12 below.
4. Cultivating and Harvestin,. The Lessee intends to sequentially plant geoduck
clam seed in the Tidelands in an area of approximately four to five (4-5) acres per year for
three (3) consecutive years. At the time geoduck clam seeds are planted, the planted area will
be under cultivation and subject to the fixed annual rental payment ("Fixed Annual Rent").
Areas of the Tidelands that have not been planted or replanted are not subject to the Fixed
Annual Rent. Depending upon predation, and other grow -out conditions, after a six to eight
(6-8) year grow period, the geoduck clams on the Tidelands should be mature and ready for
harvest.
5. Fixed Annual Rent. Beginning with the year of planting and for the
following grow -out period of six to eight (6-8) years and until the year of harvesting mature
geoduck clams for each area planted, the Lessee shall pay a Fixed Annual Rent at the rate of
$1,000 for each acre under cultivation, rounded to the nearest one -quarter of an acre. For
example, the 4-5 acres proposed to be planted in 2014, would provide a Fixed Annual Rent
payment for the area planted until 2020-2022, when harvesting begins. Once harvesting
begins for any planted area of the Tidelands, a Percentage Rent (will supersede the Fixed
Annual Rent payment for the area being harvested. On each tenth (10t1') anniversary of the
Commencement Date and every five (5) years thereafter during the term and any renewal
period, the Lessee willallow the Fixed Annual Rent, but not the Percentage Rent to be
readjusted and fixed by the Board of County Commissioners. If the Lessee and the Board of
County Commissioners cannot agree upon the Fixed Annual Rent for said five (5) year
Page 2
period, the pal des shall submit to have the disputed rentals for the subsequent period acjusted
by arbitration pursuant to statute.
6. Percentage Rent. During the each year any geoduck clams are harvested from
the Tidelands, in lieu of the Fixed Annual Rent for any area harvested, Lessee shall pay as
rent an amount equal to 15% of the gross sales price received for sale of the harvested
geoduck clams from the Tidelands ("Percentage Rent") Lessee shall 2iunush a month].)
statement to the Chair of Mason County Board of Commissioners o1 its designee. The
monthly statement will indicate the total pounds of geoduck clams harvested that month and
the average price Lessee has received for geoduck clams harvested from the Tidelands that
month Lessee shall pay the Percentage Rent to Lessor on a quarterly basis by the 15th of the
month, following the end of the quarter. The first quarter shall be January through March;
second quarter shall be April through June; third quarter shall be July through Septembei; and
the fourth quarter shall be October through December.
Prior to commencing the initial harvest, Lessee will notiy Mason County of intent to proceed
with the initial harvest After each quarter in which Lessee harvests on the Property, Lessee
will supply quarterly harvest reports to Mason County of harvest quantities and average
prices. On an annual bans and at an agreed upon time, Mason County will be provided, at
their exclusive expense, the ability for cross reference of reported sales versus recorded sales
at Lessee's Olympia Office.
7. Regulatory Approval and Compliance Lessee will use the Tidelands for the
cultivation and harvest of geoduck clams and agrees to abide by all governmental laws and
regulations pertaining to such business Lessee will take all steps necessary, and pay any
costs in connection with same, to secure certification of the leased Property from the
Department of Health for commercial shellfish harvest activity Lessee will pay all costs
associated with regulatory approval including all fees and costs associated with federal, state
or county permitting Lessee will pay costs associated with having the Tidelands surveyed by
a licensed surveyor.
8. Indemmty Lessee agrees that it will indemnify, defend and hold and save
Lessor whole and harmless of, from, and against all suits, loss, cost, liability, claims, demand,
actions and judgments of every kind and character for injury to person, including death, or
property, (tangible or intangible real or personal) arising out of, or in any way connected to,
Lessee's performance of this Lease or activities of or by Lessee, their agents, invitees,
licensees, contractors or employees Lessee shall procure general liability insurance of not
less than One Million Dollars ($1,000,000) combined single -limit use.
9. Water Access Only All planting, harvesting and maintenance will be by water
access unless Lessor agrees otherwise.
10. Property Taxes. Lessor shall pay any applicable real property taxes.
Page3
11. Protection of the Tidelands Lessee shall not allow or cause waste to occur
upon the Tidelands or in any way impact the Tidelands except as is required in the course of
conducting its business as described above.
12. Renewal Period. This Lease may be extended at the option of the Lessee for a
second sixteen (16) year period under the same terms and conditions herein including the five
(5) year rent adjustment provision in Section 4 above which shall continue every five (5)
years from the previous lent adjustment date.
13. Termination. At the expiration of this Lease, Lessee will surrender the
Tidelands, except that Lessee may continue to harvest any geoduck clams it has planted on
the Tidelands after the clams have reached maturity, even after the end of the term of this
Lease. (` Harvest Period"). During any Harvest Period, the terms of this Lease shall continue
to be in effect and the Lessee shall continue to receive the applicable Fixed Annual Rent or
Percentage Rent. This Lease shall be binding upon the parties hereto, their heirs, executors
and assigns.
14. Assignment. This Lease may not be assigned without the assignment being
first authorized by resolution of the Board of County Commissioners and the consent in
writing of at least two members of the Board endorsed on the Lease.
15. Applicable Law. This Lease will be governed by, construed and enforced in
accordance with federal law and the laws of the state of Washington. If any dispute arises
concerning the terms of this Lease, the parties shall meet in good faith to discuss and mediate
their dispute before pursuing any other remedies.
16. Entire Agreement This Lease contains the entire agreement and
understanding, whether written or verbal, of the parties and supersedes any previous
agreements.
IN WITNESS WHEREOF, the parties hereto have signed their names the day and
year first above written.
GRANTOR/LESSOR:
MASON COUNTY
By. 6 is
Terri Jeffreys
Its: Chairperson
U
GRANTEE/LESSEE:
SEATTLE SHELLFISH LLC
es L Gibbons
Its: Manager
1
Page
4
ATTLST:
Julie Almanzor, Clerk of the Board
APR AS TO FORM:
Tim W iI telaea , eputy Prosecuting Attorney
STATE OF WASHIN
COUNTY MASON
GTO;\ )
) :ss
On this day personally appeared before me iA i ""C ` , to me known to
be the ( 11(i B ( = i he'' 4 ua..i of Mason County, the limited liability company that executed the
within and foregoing instrument; and acknowledged said instrument to be the free and
voluntary act and deed of said limited liability company, for the uses and purposes therein
mentioned, and on oath stated that he is authorized to execute said instrument,
IN WITNESS WHEREOF I have hereunto set my hand and affixed my official seal
the day and year rst t5IYve�Nf�,written.
ele
i4, � t4
o la `o
o°° 3TAR1' N.o
tel
eza
422.
m
Bola ° ea i ,,
B�
P
�9�a
STATE OF WAPF
COUNTY OF THURSTO
•
• PUBLIC
ik girt
) :ss
Print Name: 311 , /j' ``/ f 7( '
NOTARY PUILILIc n and for the State of WA
� r i_ WA,
residing at 1140 ' f . , t �; l - 7 e v'Lv4
Commission expires* Q'/2 / (/
On this day personally appeared before me James L. Gibbons, to me known to be the
Manager of Seattle Shellfish LLC, the limited liability company that executed the within and
foregoing instrument and acknowledged said instrument to be the free and voluntary act and
deed of said limited liability company, for the uses and purposes therein mentioned, and on
oath stated that he is authorized to execute said instrument.
IN WITNESS WHEREOF I have hereunto set my hand and affixed my official seal
the day and year first above written. /7 /
Notary Public
State of Washington
CATHY L CARLSON
My Appointment Expires Aug 16, 2017
6./
Print Name: d5,'1L/ ere- — r (
NOTARY PUBLIC in and for the State of WA,
residing at fr'!-.;01,,i w ,3A
Commission expires`• --/
Page5
ease agreeE .:eG to
Upon the decision of the board of county commissioners to lease the lands spoiled for, a lease shall be
executed in duplicate to the lessee by the chair of the board and the county auditor, attested by his or her
seal of office, which lease shall also be sicned by the lessee. The lease shall refer to the order of the board
directing the lease, with a description of the lands conveyed, the periods of payment, and the amounts to be
paid for each period.
[2009 c 549 § 4074; 1963 c 4 § 36.34.200. Prior: 1901 c 87 § 7; RRS § 4025.]
Q °.
0
SD
A
S �1
jr
AS THE NORTH 209 tttT OF THE
VkENT LOT 1, MEASURED ALONG THE
H, RANGE 2 tKS7 W.M., EXCEPT THE
NG MASON COUNTY AUD1Tt 'S
LANDS OF THE CONO CLAWS
TN FRONT OF, ADJACENT TO OR
1G TO THE LINE EXTREME LOW TIDE.
FLLT IN MOTH, GRANTED TO FR/k
THE INSTRLWENT BEARING MASON
IXCEP11ON5 AND RESERVATIONS
CONVEYING 71-IE SAME INTO PRIVATE
14.3E 188.67 4 .60 ea 78
65.24
1
Dftl Y£WA YS "
ST UNE NW X NE 14
R REFERENCE 1 AND 2
53"44"E 12
06 --:
103.04 A_ 121.50
1352.64
EDGE OF------\
VEGETATION
SURVEYED LINE BY 7HORNTON MAY 1991
12
N89'52'26t
16.64
SCALE: 1'=150 FEET
75 150 300
aDELAND PARCEL CONVEYW TV
GEC WELLS, AUDITOR'S FPLE
NO. 11518
20202.2276 1913.02
156.05
SUBVEYED UNE BY MORGAN 1972
NOT TO SCALE
76
11
20
1740.33
BASIS OF BEARING
ASSUMED SOUTH 0123'20m EAST
ALONG THE HEST LINE OF
GOVERNMENT LOT 1, SEC. 12. T20N,
R2W, 012 PER SECTION SUBDIVISION
BY R. THOMAS MORGAN. SEE
REFERENCES 1 ,AND 2.
370.04
592-5
12
372.15
LEGEND
a
fie"
REBAR N1TH PLAS77C
28237
SET
CAP LSI
0
CAP
FOUND %" REBAR dt
LSI 75653 OR AS NOTED
O
FOUND IRON PIPE AS NOTED
CALCUL0TD
POSITION
O
FOUND fie"
PLASTIC
REBAR MTH
CAP LSI 7889
(xxx)
=PL17 DIMENSION
51QUIPMENT PROCEDURE
FIELD I007N0SE MTH I FICA Y TOTAL
STATION AND CALIBRATED CHAIN
THIS SURVEY MEETS OR EXCEEDS
THE -MINIMUM SURVEY STANDARDS
ESTABLISHED PER O.A.C. 272-130 090.
OcOTP T 4NT) STIR/OPYINC PI.l,fll
LI