HomeMy WebLinkAbout5.684 Original Contract
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RETURN ADDRESS:
City of Port Angeles
P.O. Box 1150
Port Angeles, WA 98362
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2004
1140199
Clallam
County
DOCUMENT TITLE: Development Agreement
AGREEMENT PARTIES: CITY OF PORT ANGELES
GREEN CROW, INC.
STREET ADDRESS:
CAMPBELL AVE DEVELOPMENT SITE
ASSESSOR'S TAX PARCEL # 0630143101000000
0630145305600000
0630145306780000
0630145310090000
0630145310500000
Development Agreement
1. Parties.
L~ THIS DEV LOPMENT AGREEMENT ("Agreement") is entered into effective the
~M..day of , 2004, by and between the City of Port Angeles, a
~ngton municipal orporation ("City") and GREEN CROW, INC., a Washington
corporation (the "Developer").
For and in consideration of the mutual covenants contained herein, the City and the
Developer do hereby agree as follows regarding the Campbell Avenue Development.
2. City Authority.
This Agreement is authorized by RCW 36.70B.170 and by the City's police power,
contracting power, and other authority. This Agreement sets forth terms of cooperation between
the City and the Developer in the development of the Campbell Avenue Development.
3. Project Elements.
3.1 Project Location.
The Green Crow Campbell Avenue Development site is an approximate 45 acre
site which is generally located South of Campbell Ave, East of Mt Angeles Road and West of
Wabash Street, within the City Limits of Port Angeles, Washington. The site is more
particularly described in Exhibit A attached hereto and by this reference incorporated herein.
The Campbell Avenue Development may hereafter be referred to as "the project."
3.2 Project Description.
The project consists of one subdivision and one planned residential development
(PRD). They are:
3.2.1 Green Crow Campbell A venue Subdivision
A 28 acre site located in the RS-9 Residential Single Family zone with 43
single family residential building sites. Construction shall occur in 3 phases:
Phase 1 (Lots 1-8, 25-33) 17 lots total
Phase 2 (Lots 9-13, 34-43) 15 lots total
Phase 3 (Lots 14-24) 11 lots total
3.2.2 Green Grow Campbell Avenue Planned Residential Development
A 17 acre site partially located in the RS-9 Residential Single Family zone, and partially
located in the Residential High Density zone with 43 single family residential building sites and
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7 multi-family residential building sites. Construction is estimated to occur in 4 phases:
Proposed phase 1
Proposed phase 2
Proposed phase 3
Proposed phase 4
12 lots total
12 lots total
12 lots total
12 lots total
>' 4. Public and Private Open Spaces.
A central feature of Campbell Avenue Development is providing open spaces for use by
the public and protection of critical areas. There are two types of improved open spaces
(common usable areas) within the Project: (1) dedicated open spaces consisting of dedicated
portions of trails and park areas, and other public open spaces (that will be owned and
maintained by the City), and (2) non-dedicated open spaces consisting of park areas (that will be
maintained by the Developer or Homeowner Association), and other private open spaces outside
of the public right-of-way. A third type of open space not available for general use by the public
is found in two critical areas: White Creek ravine and;'; -~cll wetland in the center of the
site. ~ DL't ql\.\l~~
5. Infrastructure and Utilities.
The parties agree that infrastructure and utilities will be constructed in accordance with
Exhibit B attached hereto and by this reference incorporated herein.
6. Reservation.
The City reserves the right and authority to impose new or different regulations on the
project, or any part of it, to the extent required by serious threats to public health and safety.
7. General Provisions.
7.1 Governing Law.
This Agreement shall be governed by and interpreted in accordance with the laws
of the State of Washington.
7.2 Binding on Successors; Assignment; Release of Liability.
This Agreement shall be binding upon and inure to the benefit of the successors
and assigns of the Developer and the City.
7.3 Recording.
A memorandum of this Development Agreement shall be recorded as a covenant
running with the land and shall be binding on the Developer, and its mortgagees, successors and
permitted assigns.
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7.4 Interpretation; Severability.
7.4.1 Interpretation. The parties intend this Agreement to be interpreted to the
full extent authorized by law as an exercise of the City's authority to enter into such agreements.
7.4.2 Severability. If any provisions of this Agreement are determined to be
unenforceable or invalid by a court of law, then the parties agree to negotiate in good faith to
modify the Agreement consistent with the court decision, and no party shall be obligated to
perform under this Agreement until the modification to this Agreement has been completed.
7.5 Authority.
The City and the Developer each represent and warrant it has the respective
power and authority, and is duly authorized, to execute, deliver and perform its obligations under
this Agreement.
7.6 Amendment.
This Agreement shall not be modified or amended without the express written
agreement of the City and the Developer.
7.7 Exhibits and Appendices.
Exhibits A and B are incorporated herein by this reference as if fully set forth.
7.8 Headings.
The headings in this Agreement are inserted for reference only and shall not be
construed to expand, limit or otherwise modify the terms and conditions of this Agreement.
7.9 Time of Essence.
Time is of the essence of this Agreement in every provision hereof. Unless
otherwise set forth in this Agreement, the reference to "days" shall mean calendar days. If any
time for action occurs on a weekend or legal holiday, then the time period shall be extended
automatically to the next business day.
7.10 Disputes; Default and Remedies.
7.10.1 Dispute Resolution. Should there arise any dispute, difference or claim
concerning the parties' performance of this Agreement, or the interpretation of this agreement it
shall be referred to the City Manager, as representative of the City, and t ·
as representative of Green Crow. Those representatives shall negotiate in good faith teach
achieve an amicable resolution. If the representatives are unable to resolve the dispute,
difference or claim, the exclusive means of resolving that dispute, difference or claim, shall only
be by filing suit in the Clallam County Superior Court, Clallam County, Washington, unless the
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parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for
damages arising from the parties' performance of this agreement, each party shall pay all its legal
costs and attorney's fees incurred in defending or bringing such claim or lawsuit, in addition to
any other recovery or award provided by law . JURY TRIAL WAIVER: CITY AND
DEVELOPER HEREBY WAIVE ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM
ARISING OUT OF THIS AGREEMENT OR THE DEVELOPMENT AGREEMENT,
WHETHER NOW OR HEREAFTER ARISING AND WHETHER SOUNDING IN
CONTRACT, TORT OR OTHERWISE AND HEREBY CONSENT AND AGREE THAT
ANY SUCH CLAIM SHALL BE DECIDED BY TRIAL WITHOUT A JURY. EITHER
PARTY HERETO MAY FILE AN ORIGINAL COUNTERPART OR COPY OF THIS
SECTION WITH ANY COURT AS WRITTEN EVIDENCE OF THE WAIVER AND
AGREEMENT CONTAINED HEREIN.
7.10.2 Default and Remedies. No party shall be in default under this Agreement
unless it has failed to perform under this Agreement for a period of thirty (30) days after receipt
of written notice of default from any other party. Each notice of default shall specify the nature
of the alleged default and the manner in which the default may be cured satisfactorily. If the
nature of the alleged default is such that it cannot be reasonably cured within the thirty (30) day
period, and if the defaulting party has commenced the cure within such time period, then a
reasonable time will be allowed for the diligent prosecution of the cure to completion. Any party
not in default under this Agreement shall have all rights and remedies provided by law including,
without limitation, damages, specific performance or writs to compel performance or require
action consistent with this Agreement.
7.11 Authorized Agent.
Developer hereby designates its agent with authority to
give notices, approvals and otherwise act pursuant to this eemel}t. Unless otherwise stated by
the Developer, representations and actions b~.n~f\iA ~lJlI~hall bind Developer as to
all property then owned by it within the Campbell Avenue velopment
7.12 Effective Date and Term.
7.12.1 Effective Date. This Agreement shall become effective upon execution
by all parties and by its adoption by the Port Angeles City Council.
7.12.2 Term. The term of this Agreement shall continue until the earlier of any
default under this Agreement which is not cured within the applicable cure period, if any,
provided, under this Agreement or June 30, 2011, unless the Parties agree to extend it.
7.13 No Third Party Beneficiaries.
This Agreement is made and entered into for the sole protection and benefit of the
parties hereto and their respective successors and assigns. No other person shall have any right
of action based upon any provision of this Agreement.
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7.14 Interpretation.
This Agreement has been reviewed and revised by legal counsel for all parties and
no presumption or rule that ambiguity shall be construed against the party drafting the document
shall apply to the interpretation or enforcement of this Agreement.
7.15 Notice.
All communications, notices and demands of any kind which a party under this
Agreement requires or desires to give to any other party shall be in writing and either (i)
delivered personally, (ii) sent by facsimile transmission with an additional copy mailed first
class, or (iii) deposited in the U.S. mail, certified mail postage prepaid, return receipt requested,
and addressed as follows:
If to the City:
City of Port Angeles
Attn: ~D ~J.J'^^----
P.O. Box 150
Port Angeles, W A 98362
with a copy to:
City of p.ort Angb~s
Attn: 6i.. 00 1JJf)J..)
P.O. Box 1150,
Port Angeles, W A 98362
If to the Developer:
Green Crow
with a copy to:
~1l~~;u'~!L
Notice by hand delivery or facsimile shall be effective upon receipt. If deposited in the U.S.
mail, notice shall be deemed delivered 48 hours after deposited. Any party at any time by notice
to the other party may designate a different address or person to which such notice or
communication shall be given.
7.16 Cooperation.
The parties shall not unreasonably withhold requests for information, approvals or
consents provided for in this Agreement to the extent allowed by law. The parties agree to take
further actions and execute further documents, either jointly or within their respective powers
and authority, to implement the intent of this Agreement. The City agrees to work cooperatively
with the Developer to achieve the mutually agreeable goals as set forth in this Agreement,
subject to the terms of the Port Angeles Municipal Code and other applicable governmental
regulations.
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7.17 Delays.
If either party is delayed in the performance of its obligations under this
Agreement due to Force Majeure, then performance of those obligations shall be excused for the
period of delay. "Force Majeure" shall mean "strikes, riots, judicial actions by federal or state
governmental agencies that enjoin construction on the Property, acts of God, war or acts of
terrorism.
7.18 No Partnership or Agency.
This agreement does not create any partnership or agency relationship between
the City and the developer. Neither shall be liable for the acts or failure of acts of the other.
7.19 Incorporation.
This document is the final written expression of the agreement between the
parties. There are no other agreements, oral or written, that modify or interpret this document.
This document supercedes and incorporates all prior negotiations, understandings and
agreements of the parties relating to the subject matter hereof.
:~~
GREEN CROW
By: U~..,.~ (l t ~A
Printed Name: F
Title:
Date:
Attest:
&~~~
Becky J. Up , I Clerk
By:
Printed Name:
Title:
Date:
G. \LEGAL \Planning\Green Crow\GreenCrowDevelopAgmt6.doc
Draft Date:Ju1y 14,2004 (4.25)8/3/2004 10:21 AM
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Development Agreement
Exhibit A
Legal Description
1 st Parcel
Parcel A of Record of Surveys (BLA 01-05A-Green Crow) recorded in Volume 51 of Surveys at
Page 13 under Auditor's file number 2002 1096 103 in Clallam County, Washington.
Tax Parcel # 06 30 143101000000
2nd Parcel
Beacon Hill Addition, Vacated Lots 16-25 and Yz Streets and Alleys, Block 5; Blocks 6 & 7; Lots
1-28, Block 8 and vacated Streets Except Portion; Lots 1 & 2 except E. Portion & Lots 3-11,
Block 9; Lots 1-13, Block 10; all located in the Northwest quarter of Section 14, Township 30
North Range 6 West, W.M.
Tax Parcel #' s 06 30 14 530560, 06 30 14 530678, 06 30 14 531009 and 06 30 14 531050
Exhibit B
Campbell Avenue Development
· City Processing Of Developer's PRD Application
The City agrees to process the Green Crow Campbell Avenue Planned Residential
Development (PRD) application within 120 days of a determination of completeness of the
application. If City requires further information or clarifications after the determination of
completeness, the 120-day processing period will not change, provided developer provides
the additional information within a reasonable period of time.
· Zoning and Density
The City and the Developer agree that the zoning and density determination for the Green
Crow Campbell Avenue PRD shall be subject to the PRD process and final approval. The
City acknowledges that the Developer may seek multi- family development on some portions
of the project site and flexibility on single-family and multi-family lot sizes. The City agrees
to support the consideration of flexible lot sizes (not less than 3500 sq. ft. per single famIly
lot) subject to a PRD procedural process and final approval.
· Developer Reimbursement
The City and the Developer agree that should the Developer pay for any on site or offsite
improvements, not including improvements to public rights-of-way fronting the subject site
and proposed lots, then the City's standard policy and procedures for "Developer
Reimbursement Agreements" (up to a maximum of 10 years) shall be utilized.
· Plan Check Fees
The Developer agrees to pay the standard City plan check fee for building permits for the
initial plan check of construction design planes). Except when additional plan checks are
required due to changes in the applicable code, the City agrees to waive, for up to 24 months
from the date of the last permit issued for that plan, additional plan check fees for the
repeated use of identical construction plans for building permits.
· Wetlands
The City agrees that it will not unreasonably withhold permission for the Developer to
remove trees in wetland and wetland buffer areas within the project provided (1) the areas
will continue to function as a wetland and wetland buffer and (2) that tree removal will be
accomplished by a method that is mutually acceptable to the Developer and the City, and (3)
tree stumps and root systems are left in place and undisturbed.
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· Engineering (Onsite)
Power:
The City agrees to provide engineering for the onsite electric
distribution system, provided that the Developer will reimburse the
City for its engineering costs. The engineering cost will be
reasonable, and the electrical engineering will be provided in a timely
fashion.
Water
The Developer agrees to provide engineering for the onsite domestic
water distnbution system.
Roads
The City and the Developer agree that standards for sub grade, ballast
and road surfacing will be at current low-impact development
standards. The City's Urban Services Standards and Guidelines will
be used, and the WSDOT road standards will not be required. The
Developer agrees to provide engineering, including a licensed
engineer stamp, on the design plans and compaction tests, for the
onsite street system. Street center-line locations may be allowed some
flexibility as to placement within the right-of-way, provided the entire
street surface, shoulder, ditches, walkways and utilities are still within
the right-of-way.
Sewer
The Developer agrees to provide engineering for the onsite sewer
system at the Developer's expense.
Stormwater
The Developer agrees to provide engineering for the on site
stormwater system at the Developer's expense.
· Streets (Onsite)
Asphalt installation by the Developer may be delayed for up to one year of final approval for
each phase of development, with the exception ofthe final permitted phase, provided (I) that
the Developer agrees to submit a bond or other security acceptable to the city in the amount
of 120% of asphalt installation bid for asphalt installation for each phase of development,
and (2) agrees to maintain the gravel roadbed in a manner acceptable to the City, and (3) the
Developer declares in writing to the City and homesite buyer/owner at the time of occupancy
approval the specific time when the Developer will complete the subject street improvements
including final asphalt installation.
The City agrees that the lots will be sellable, that building permits can be approved, and that
occupancy permits may be granted prior to completion of asphalt installation, provided that
the offsite sewer improvements (Porter to Race) are completed by the City in accordance
with Streets (Offsite) and Utilities (Offsite) elements of the development agreement which
follow.
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Provided that the developer satisfies the City's standard policies and procedures for insurance
of the permits, the City agrees to issue occupancy permits for a maximum of 4 residences prior to
August, 2005.
Subject to the PRD process and final approval, the City and the Developer agree to the
following minimum Onsite Street widths:
Primary access street(s) (standard suburban arterial) ...24ft minimum
Local access (standard suburban access) ...20ft minimum
The City and Developer agree that no street widths are contemplated less than the 20ft
minimum for local access.
Developer ALSO agrees to install, as directed by the City, "No Parking" signs on 20 ft and
24 ft streets.
Subject to determinations made during the subdivision and the PRD process and final
approval, the City agrees that curb and gutters will be at the Developer's option and design,
provided that proper drainage methods shall be utilized to manage stormwater runoff.
Subject to determinations made during the PRD process and final approval, the City and the
Developer agree that right-of-way widths may be as little as 50 feet.
The Developer agrees that cul-de-sacs or mutually agreeable and equivalent turn-around,
shall be required on all non-through streets in excess of 150 feet, and that the radius and
design of any particular cul-de-sac shall be approved on a case-by-case basis, subject to
agreement by the City and approval by the City Engineer and Fire Marshall.
The City agrees to pursue a potential transfer of ownership and/or jurisdictional
responsibility between the City and Clallam County for a portion ofMt Angeles Road from
Rook Drive north to the current City Limit. Assuming a transfer is successful, then in lieu
of any roadway and pedestrian improvements on Mt Angeles Road from Rook Drive to
Campbell Avenue, the Developer agrees to design and construct (1) a minimum 20 foot wide
extension of Rook Drive connecting to Wabash Avenue and (2) minimum 8 foot wide trail
corridor within the project area from Rook Drive to Campbell Avenue. Prior to final plat
approval, the developer further agrees to Improve the trail corridor to include a minimum 6
foot wide, paved trail with underground conduit for a future (City funded) trail lighting
system.
The Developer agrees to install streetlights at each and every intersection, and potential blind
curve(s) or grade(s) within the proposed project at the Developers expense. Subject to the
final plan for street layout, should the City desire streetlights at locations other than
intersections, blind curves or grades, the City agrees to install non-intersection streetlights
at City expense. The City retains the right to be reimbursed for some or all City expenses
for non-intersection streetlights from benefitted adjacent homeowners.
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The portion of Campbell Avenue adjacent to the northerly Green Crow property line west
to Porter is considered Green Crow frontage. Ifthe PRD process is successful, the Developer
agrees to design and construct that frontage portion of Campbell Avenue to a minimum 24
foot paved width (which constitutes a 4 foot widening of the current roadway) including a
0.1 foot asphalt overlay of the minimum 24 foot street. The Developer further agrees to the
design and construction of ditch, culverts, all-weather walkway, and driveway approaches
along the Green Crow frontage.
The City and the Developer acknowledge that both will have a responsibility for
improvements along Campbell Avenue and hereby agree to collaborate on the design and
construction oftheirrespective portions of Campbell Avenue improvements so as to achieve
a seamless end product running the length of Campbell Avenue from the east point of
beginning of the Green Crow Campbell Avenue frontage west to Race Street.
The Developer shall maintain the onsite and frontage roadways, in a condition approved by
the City, until such time as all roadway improvements are complete, have been inspected and
accepted by the CIty, and are approved by the City Council. Such approval shall not be
unreasonably withheld.
· Streets (Offsite)
Subject to (A) the PRD process and final approval, and (B) timing or phasing of PRD
construction by the Developer, the City agrees to design and construct the following elements
of offsite streets. The City's design and construction of these offsite street improvement
elements will be completed by the City within 12 months of the Developer's completion of
the entire PRD but not sooner then the dates as listed:
The City agrees to design and construct the Campbell Avenue arterial (Porter Street west to
Race Street) to a minimum 24 foot paved width (which constitutes a 4 foot widening of the
current roadway) including a 0.1 foot overlay of the minimum 24 foot street, ditches,
culverts, gravel walkway, and driveways.
Design
Complete not earlier than March 2005, not later than
July, 2005.
Construct
Complete not earlier than August 2005, not later than
September, 2005.
On the understanding and condition that there will be no access to Porter Street in the final
and approved PRD site development plan, the parties agree that no improvements to Porter
Street will be required. However, in the event the final and approved PRD site development
plan includes Porter Street access, then the Developer agrees to design, construct and install
and/or pay their share of reimbursement for any required Porter Street improvements
necessary to allow such access.
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· Utilities (On site)
The City and the Developer agree to share equally the cost (materials only) for onsite
transformers, provided that the City portion shall not exceed $19,990 total. A transformer
may serve up to 6 single family residences or 1 multi-family residence per transformer.
Transformers will be placed in locations mutually acceptable by both the developer and City.
The Developer shall maintain onsite utilities, in a condition approved by the City, until such
time as all utility improvements are complete, have been inspected and accepted by the City,
and are approved by the City Council. Such approval shall not be unreasonably withheld.
· Utilities (Offsite)
Water:
At the City's expense, the City agrees to make available adequate
water capacity to the developer's lot line, but no further offsite water
improvements are anticipated.
Sewer:
The City agrees to design and construct all offsite sewer infrastructure
from Porter Street to Race Street. The City schedule for design and
construction will be as follows:
Design
Complete not earlier than July 2004, and not later than
August, 2004.
Construct
Complete not earlier than August 2005, and not later
than September, 2005.
Power
At the City's expense, the City agrees to provide adequate power
capacity to the developers lot line, but no offsite power improvements
are anticipated.
· Fire Protection
Fire Hydrants
Subject to the final, approved design ofthe development, the City and
the Developer agree that the installation of fire hydrants shall be at
the Developer's expense. The fire hydrants shall be designed and
located per applicable City standards. The City Fire Department shall
work with the Developer to ensure the most efficient and cost
effective design.
Sprinklers
Fire sprinklers shall not be required within single family units located
within the proposed development as the development is located
within the City's four-minute response area and will be provided with
sufficient fire flow.
Fire spnnklers will be required in all multi-family units.
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The City agrees to provide a fire sprinkler subsidy of $500 per single
family household, and $200 per unit for multi-family buildings up to
a total of 15 units] ($3,000 maximum subsidy per multi-family
buildmg).
· Open Space and Parks Facilities
Subject to the PRD process and final approval, the Developer agrees to dedicate
approximately 2 acres of park and other open space within the development to the City for
the purposes of public recreation and trail use. The layout, design and funding of the park
and open space to be dedicated to the City shall be subject to the approval of the Port
Angeles City CouncIl.
In collaboration with the City Parks and Recreation Department, the Developer agrees to
perform preliminary site preparation for eventual development of the dedicated site as a
future City park. Site preparation will include rough grading necessary to prepare this site
to eventually contain traditional neighborhood park elements including children's play
equipment, open space and lawn areas suitable for informal play not limited to youth
baseball, softball and soccer practice, small basketball court, landscaping, picnic tables,
benches and walking paths.
A power, water and sewer connection stub shall be installed in a location mutually acceptable
to both the developer and the City to enable future development of a public restroom to serve
the park site.
The Developer and the City agree that the City will be responsible for the future, final
development of this dedicated site as a neighborhood park to serve the Mt Angeles
neighborhood at such time as the City has the resources to construct and maintain the site.
· Timing of Improvements
Developer agrees to have Phase 1 of the approved subdivision completed within 18 months
of signing of this Development Agreement and Phase 2 completed within 36 months of
signing of this Agreement.
Further, the Developer agrees to make application for the Campbell Avenue PRD within 6
months of signing of this Agreement and to have Phase 1 completed within 36 months of
signing of this Agreement.
If the project continues to be economically viable, developer agrees to have entire project
completed within 6 years of signing of this Agreement.
1 The State bUIlding code mandates installation of an approved fire sprinkler system for multi-famIly residential
building with more than 15 um~s. Recognizing that, the fire sprinkler subsidy offered by the City is limited to multi-family
buildmgs with 15 umts or fewer umts.
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.
If for any reason costs of the project, per lot, become too high to be economically viable for
the developer, then City and Developer may negotiate a mutually agreeable amendment(s)
to the Development Agreement in an effort to work together to find ways to complete the
project, at a mutually reasonable cost.
G \LEGAL\Plannmg\Green Crow\GreenCrow part B.#5 wpd
July 14,2004 (1.40)August 3, 2004 (10 05am)
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