HomeMy WebLinkAboutIT Services with VRFA, Algona and Pacific RESOLUTION IVO. 5 3 0 9
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AUBURN, WASHINGTON, AUTHORIZING THE MAYOR TO
EXECUTE INFORMATION TECHNOLOGY CONTRACTS WITH
VALLEY REGIONAL FIRE AUTHORITY, AND THE CITIES OF
ALGONA AND PACif IC
WHEREAS, the City of Auburn has an Information Technology (IT) Department
that maintains and addresses the technology needs of the City including phone systems,
computer systems, email, GIS and related technological tools; and
WHEREAS, the City's IT Department has the capacity to assist other governmental
entities with theirtechnologieal needs; and
WHEREAS, the cities of Algona and Pacific, and the Valley Regional Fire Authority
are in need of external support for their IT functions; and
- WHEREAS, the City of Auburn is willing to provide IT services to the cities of
Algona and Pacific, and the Valley Regional Fire Authority upon terms and compensation
agreed to befinreen the parties.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
_ _
WASHINGTON, RESOLVES AS FOLLOWS:
Section 1. The Mayor is authorized to execute Interlocal Agreements, pursuant.
to the Interlocal Cooperation Act, Chapter 39.34 of the Revised Code of Washingtoh
(RCW) with the cities of Algona and�Paeific and the Valley Regional Fire Authority for IT
services in substantial conformity with the agreements attached hereto, and marked as
Exhibits I, II and III. �
Resolution No. 5309
July 25, 2017
Page 1 of 2
Sec#ion 2. The Mayor is hereby authorized to implement such administrative
proce.dures as may be necessary to carry out the direcfives of this legislation.
Secti.on _3. This Resolution shall take effect and be in full force and effect upon
passage and signature hereon.
�
DATED and SIGNED this _7�day of � , 2017.
CITY OF AUBURN
ATTEST:
ANCY B S, MAYOR
(�:��
___ __ _
Danielle E. DaSkam, City Clerk
APP ED S FORM:
D niel B. ei , ity A orney
�
_ ___
--------------------------------
_ _ __. _.
Resolution No. 5309
July 25, 2017
Page 2 of 2
Exhibit 1
CITY OF AUBURN—CITY OF ALGOIVA
INTERLOCAL AGREEfViENT FOR
INFORMATION SERVICES TECHIVOLOGY
THIS INTERLOCAL AGREEMENT made and entered into, pursuant to the Inteclocal
Gooperation Act, Chapter 39.34 of the Revised Code of Washington, on the _ ._ ___ day of
, 2017, by and between the CITY OF AUBURN, a municipal
corporation of the State of Washington (hereinafter referred to as "Auburn"), and the C_ ITY
OF ALGONA, a municipal corporation of the State of Washington (hereinafter referred to as
"Algona"),
WITNESSETH :
WHEREAS, Algona seeks professional information teehnology ("IT") services; and
WHEREAS, Auburn has the requisite skills, resources and experience necessary to
provide such services and is willing to provide such services upon the terms and
conditions herein contained.
NOW, THEREFORE, in consideration of the mutual covenants, conditions and promises
herein, the parties hereto agree as follows:
1. SCOPE OF SERVICES
Auburn agrees to perform for Algona, in a good and professional manner, the tasks
described on Exhibit A, which is attached hereto and by this reference made a part of this
Agreement. (The tasks described on Exhibit A shall be i_ndividually referred to as a"task,"
and collectively referred to as the "services.") Auburn shall perform the services as an
independent contractor _and shall not be deemed, by virtue of this Agreement and fhe
performance thereof, to have entered into any partnership, joint venture, employment or
other relationship with Algona.
2: AMENDMENT REQUIRED FOR ADDITIONAL SERVICES
If Algona elects to receive additional services from Auburn, either the additional services
described in Exhibit A or additional services not described in Exhibit A, , and if Auburn
has the time and resources to provide such addifional services and is willing to provide
them, the parties shall execute an amendment to this Agreement prior to Auburn's
performance of such additional services, except as provided to the contrary in Section 3
of this Agreement. An executed Amendment for additional services shall be incorporated
into this Agreement and shall be subject to the terms and conditions of this Agreement,
except as provided otherwise in the Amendment
INTERLOC�4L AGREEMENT
April 6, 2017
Page 1 of 12
3. PERFORMANCE OF ADDITIONAL SERVICES PRIOR TO EXECUTION OF AN
AMENDMENT
The parties hereby agree that situafions may arise in which Algona desires additional
seryices wherein execution of Amendment before delivery of the services is impractical.
Auburn agrees to perform the additional services upon the request of an authorized
representative of Algona at the rate of compensation in Exhibit A, or if not included in
Exhibit A, at a negotiated rate of compensation . Any such additional serviees shall be
memorialized in a written amendment executed in accordance with Section 2 of this
Agreement. The invoice procedure for the additional services shall be as described in
Section 6 of this Agreement.
4. ALGONA'S RESPONSIBILITIES
Algona shall do the following in a timely manner so as not to delay the services of Auburn:
a. Designate in writing a person to act as Algona's representative with respect
to the services. Algona's representative shall have authority to transmit
instructions, receive information, and interpret and define Algona's policies and
decisions regarding the seroiees, except in the event of an emergency as
descr'ibed in Exhibit A.
b. Furnish Auburn with all information, criteria, objectives, schedules and
standards for the services.
c: Arrange for access to the property or facilities as required for Auburn to
perform the services.
d. Examine and evaluate all studies, reports, memoranda, plans, sketches,
and other documents prepared by Auburn, and render decisions regarding such
documents in a timely manner to prevent delay of the services.
5. ACCEPTABLE STANDARDS
Auburn shall be responsible to provide, in connection with the services , work
products and services of a quality and professional standard aceeptable to Algona.
6. COMPENSATION
Compensation rates for Auburn's performance of the services are set forth in
Exhibit B, which is attaehed hereto and by this referenced made a part of this
Agreement. The compensation rates shall be increased January 1, 2018, and each
January 1 thereafter, by an amount equal to 5% or the most recent Seattle-
Tacoma-Bremerton Consumer Price Index— U, whichever is greater.
INTERLOCAL AGREEMENT
April 6, 2017
Page 2 of 12
Auburn shall submit to Algona a monthly invoice. Algona shall process the invoice
in its next billing/claim cycle and shall remit payment to Auburn in the normal
course, subject to any conditions or provisions in this Agreement or an
Amendment.
7. TIME FOR PERFORMANCE AND TERM OF AGREEMENT
Auburn shall perform the services in accordance with the direction and scheduling
proyided in Exhibit A, unless otherwise agreed to in writing by the parties. The
term of this Agreement shall be for three (3) years beginning January 1, 2017 and
ending December 31, 2020; provided that the term of this Agreement shall
automatically renew for an additional one (1) year unless either party gives the
other written notice of termination not later than sixty (60) days prior to the end of
the term; and provided further that either party may cancel this Agreement upon
sixty (60) days written notice to the other party consistent with Paragraphs 11 and
12 of this Agreement.
8. OWNERSHIP AND USE OF DOCUMENTS
All documents, reports, memoranda, diagrams, sketches, plans, design
calculations, working drawings and any other materials created or otherwise
prepared by Auburn as part of its performance of this Agreement (the "Work
Produets") shall be owned by and become the property of Algona, and rnay be
used by Algona for any purpose beneficial to Algona. Algona shall handle and be
responsible for requests for inspection and copying of such records ; however,
Auburn may assist at Algona's request at hourly rates provided under Exhibit B for
"Assistance with Records Request" support.
9. RECORDS INSPECTION AND AUDIT
All compensation payments shall be subject to adjustmentfor any amounts found
upon audit or otherwise to have been improperly invoiced. All-records and books
of accounts pertaining to any services perFormed under this Agreement shall be
subject to inspection and audi# by Algona for a period of up to three (3) years from
final payment for the services.
10. CONTINUATION OF PERFORMANCE
In the event that any dispute or conflict arises befinreen the parties while this
Agreement is in effect, Auburn agrees that, notwithstanding such dispute or
conflict, Auburn shall confinue to make a good faith effort to cooperate and
continue work toward successful completion of the services or additional services
provided that if Algona fails to pay for the services provided by Auburn, Auburn
can cease providing such services unfil payment is made.
INTERLOCAL AGREEMENT
April 6, 2017
Page 3 of 12
11. ADMINISTRATION OF AGREEMENT
This Agreement shall be administered by Paul Haugan, Innovation a.nd
Technology Director or designee, on behalf of Auburn, and by Diana Quinn, City
Administrator or designee, on behalf of Algona. Any written notices required by
the terms of this Agreement shall be served on or mailed to the following
addresses:
CITY OF AUBURN CITY OF ALGONA
Innovation &Technology City Administration
Paul Haugan Diana Quinn
25 W Main St 402 Warde St.
Auburn, WA 98001-4998 Algona, WA 98001
Phone: 253-288-3160 Phone: 253-833-2897
Fax: 253-804-3116 Fax: 253-939-3366
E-mail: phaugan@auburnwa.gov E-mail: dianaq algonawa.aov
12. NOTICES
All notices or communications permitted or required to be given under this
, Agreement shall be in writing and shall be deemed to have been duly given if
delivered in person, deposited in the United States mail, postage prepaid, or
mailed by certified mail, return receipt requested, and addressed, if to a party of
this Agreement, to the address for the party set forth above.
Either party may change its administrator or address by giving notice in writing to
the other party; stating the new administrator or new address, , pursuant to the
procedure set forth above.
13. INSURANCE
Algona shall maintain in fall force throughout the duration of this Agreement
comprehensive general liability insurance with a minimum coverage of
$1,000,000.00 per occurrence/aggregate for personal injury and property damage:
This requirement shall be deemed satisfied by evidence of Algona's membership
in a municipal self-insurance pool, including evidence of limits of coverages,
exclusions and limits of liability satisfactory to Auburn.
Auburn shall maintain in full force throughout the duration of this Agreement
comprehensive general liability inswrance with a minimum coverage of
$1,000,000.00 per occurrence/aggregate for personal injury and property damage.
This requirement shall be deemed satisfied by evidence of Auburn's membership
in a municipal self-insurance pool; including evidence of limits of coverages,
exclusions and limits of liability satisfactoryto Algona.
INTERLOGAL AGREEMENT
April 6, 2017
Page 4 of 12
14. INDEMNIFICATION
a. Algona shall indemnify and hold Auburn and its agents, employees, and/or
officers, harmless from and shall process and defend at its own expense any and all
claims, demands, suits, at law or equity, actions, penalties, losses, damages, or
costs, of whatsoever kind or nature, brought against Auburn arising out of, in
connection with, or incident to the execution of this Agreement and/or Algona's
performance or failu�e to perForm any aspect of this Agreement; provided that if such
claims are caused by or result from the concurrent negligence of Auburn, its agents,
employees, and/or officers, this indemnity provision shall be valid and enforceable
only to the extent of the negligence of Algona; and provided further that nothing
herein shall require:Algona to hold harmless or defend Aubum, its agents,employees
and/or officers from any elaims arising from the sole negligence of Auburn, its agents,
employees, and/or officers. No liability shall attach to Auburn by reason of entering
into this Agreement except as expressly provided herein.
b. Auburn shall indemnify and hold Algona and its agents, employees, and/or
officers, harmless from and shall process and defend at its own expense any and all
claims, demands, suits, at law or equity, actions, penalties, losses, damages, or
costs, of whatsoever kind or nature, brought against Algona arising out of, in
connection with, or incident to the execution of this Agreement and/or Aubum°s
performance or failure to perform any aspect ofithis Agreement; provided that if such
claims are caused by or result from the concurrent negligence of Algona, its agents,
employees, and/or officers, this indemnity provision shall be valid and enforceable
only to the extent of the negligence of Auburn; and provided further, that nothing
herein shall require Auburn to hold harmless or defend Algona, its agents,employees
and/or officers from any claims arising from the sole negligence of Algona, its agents,
employees, and/or officers. No liability shall attaeh to Algona by reason of entering
into this Agreement except as expressly provided herein.
15. WAIVER OF SUBROGATION
Algona and Auburn hereby mutually release each other from liability and waive all right of
recovery against each other for any loss eaused by fire or other perils which can be insured
against under fire insurance cont�acts, including any extended coverage endorsements
thereto which are customacily available from time to time in the State of Washington;
provided that this paragraph shall be inapplicable to the extent that it would have the effect.
of invalidating any insurance coverage of Algona or Auburn.
16. COMPLIANCE WITH REGULATIONS AND LAWS
The parties shall comply with all applicable laws, rules and regulations pertaining to them in
connection with the matters covered herein.
INTERLOCAL AGREEMENT
April 6, 2017
Page 5 of 12
17. ASSIGNMENT
The parties shall not assign th:is Agreement or any interest, obligation or duty therein without
the expre.ss written consent of the other pa.rty.
1'8. ATTORNEYS' FEES
If either party shall be required to bring any action to enforce any provision of this Agreement,
or shall be required to defend any action brought by the other party with respect to this
Agreement, and in the further event that one party shall subsfantially prevail in sueh action,
the losing party shall, in addifion to all other payments required therein, pay all of the
prevailing party's reasonable costs in connection with such action, including such suros as
#he court or courts may adjudge reasonable as attorney's fees in the trial court and in any
appellate courts.
19. NONDISCRIMINATION
Each of the parties, for itself, its suecessors in interest, and assigns, as a part of the
considerafion hereof, does hereby covenant and agree that it will comply with pertinent
statutes, Executive Orders and rules as are promulgated to assure that no person shall, on
the grounds of race, creed, color, national origin, sex, sexual orientation, age, or the
presence of any sensory, mental or physical handicap be discriminated a.gainst or receive
discriminatory treatment by reason thereof.
20. MISCELLANEOUS
a. All of the covenants, eonditions and agreements in this Agreement shall
extend to and bind the legal successors and assigns of the parties hereto.
b. This Agreement shall be deemed to be made and consfrued in accordance
with the laws of the State of Washington: Jurisdiction and venue fior any action arising
out of this Agreement shall be in King County, lNashington.
c. The captions in this Agreemenf are for convenience only and do not in any
way limit or amplify the provisions of this Agreement.
` d. Unless otherwise specifcally provided herein, no separate legal entity is
created hereby, as each of the parties is contracting in its capacity as a municipal
_.
corporation of the State of Washington. The identity of the parties hereto is as set
forth hereinabove.
e. The performances of the duties of the parties provided hereby shall be done
in accordance with stand.ard operating procedures and customary pcaetices of the
parties. Operational review and service meetings shall be held every six (6) months,
with representatives from both cities to review and discuss service and supporE
---
_ _---------- -
INTERLOCAL AGREEMENT
April 6, 2017
Page 6 of 12
delivery.
f. No provision of this Agreement shall relieve either party of its public agency
obligations and/or responsibilities imposed by law.
g. If any term or provision of this Agreement or the application thereof to any
person or circumstance shall, to any extent, be held to be invalid or unenforceable
by a final decision of any court having jurisdiction on the matter, fhe remainder of this
Agreement or the applieation of such term or provision to persons or circumstances
other than fhose as to which it is held invalid or unenforceable shall not be affected
thereby and shall continue in full force and effect, unless such court determines that
such invalidity or unenforceability materially interFeres with or defeats the purposes
hereof, at which time either party shall have the right to terminate the Agreement.
h. This Agreement constitutes the entire agreement befinreen the parties. There
are no terms, obligations, covenants or conditions other than those contained herein.
No modifications or amendments of this Agreement shall be valid or effective unless
evidenced by an agreement in writing signed by both parties.
i. Copies of this Agreement shall be filed with the King County Records Division
and the respective Clerks of the parties hereto.
j. Interpretation or construction of this Agreement shall not be affected by
any dete�mination as to who is the drafter of this Agreement, this Agreement
having been drafted by mutual agreement of the parties.
k. No party to this Agreement shall be held responsible for delay or default
caused by terrorism, natural disasters, riots, acts of god and/or war that is
beyond the reasonable control of the parties.
I. The failure of either paity at any time to require performance by another
party of any provisions of this Agreement will in no way affect the party's
subsequent rights and obligations under that provision, and waiver by any party
of the breach of any provision of this Agreement shall not be taken or held to be
a waiver of any succeeding breach of such provision or as waiver of such
provision itself.
-
INTERLOCAL AGREEMENT
April 6,2017
Page 7 of 12
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day
and year first above written.
CITY OF AUBURN CITY OF ALGONA
_-=_-- =_--
Nancy Ba David E. Hill
Auburn Ma Algona Mayor
Attest: Affest:
Danielle Daskam, Laurie Cassell
Auburn City Clerk Algona City Clerk
Approv as form: Approved as to form:
_. _ __. _
__ -- - - _ _ _
- iel B. e' Rod P. Kaseguma
Auburn City Attorney Algona City Attorney
_
1NTERLOCAL AGREEMENT
April 6, 2017
Page 8 of 12 ,
EXHIBIT A
SCOPE OF SERVICES
Services Provided
1; General desktop support and troubleshooting,including:
a. Hardware deployment
b. Operating system installs and repairs
c. Settings and eonfiguration
2. General IT support and troubleshooting,including:
a. User account setup,modification and separations
b. Virus proteetion and patch management
c. Software installs
d. Email
e. Wireless internet
f. TV21 support and coordinate per Algona's franchise agreement
3. General phone support and troubleshooting, including:
a. Setup and configuration
b. Cell phones
4. General server and storage support and troubleshooting, including:
a. Hardware and virtual installation
b. Operating systems installs and repairs
5. General network gear support and troubleshooting.,including:
a. Firewall configuration and assistance
� b. Routers
c. Switches
d. Access Points
6. General GIS requests,including:
a. Eleetronic maps
b. Data analysis
7. Purchasing recommendations and eoordiriation.
8. Cloud operations. This will allow Algona's network to reside in Aubum's private cloud,
allowing business continuity.
Available Additional Serviees
1. Project management
2. Advanced GIS services, including;
a. Consulting
b. Strategic planning
c. Data hosting
d. Map service creation
INTERLOCAL AGREEMENT
April 6, 2017
Page 9 of 12
Serviee Level Agreements
For requests emailed Monday through Friday from 7:00 a.m.to 5:00 p.m. ("regular business hours"),
Auburn will respond within thirty (30) minutes; provided; that where Auburn is experiencing
extremely high call volumes due to systems failures,Acts of God,regional outages,etc.,the response
time may be longer. Auburn will notify Algona of such delay and the reason for the delay, with an
estiinated return to normal time.
If authorized by the Algona Mayor, City Administrator or City. Clerk by email to
support�a,auburnwa.g,ov, with the name of authorizing person and nature of issue or by call to 253-
876-1947,Auburn will provide services outside of regular business hours on an emergency basis.
Service Limitations
+ Auburn will assist and provide recommendations on network security, but security is the
responsibility of Algona.
• Auburn will document and present information relevant to technical audits,but eompl'ianee'is
the responsibility of Algona, including but not limited to CJIS and ACCESS.
• Auburn will assist and provide recommendations on purchases, but all purchases are the
responsibility of Algona; provided that Algona may piggybaek purchases through Auburn
contracts.
Requesting Support �
Algona sha11 submit requests for service by email to su�port(cr�,auburnwa. o�v. Algona may request
serviees by phone,but if the request is by phone, Auburn prefers tracking tickets and support via its
help desk system. with a follow-up phone call from Auburn staff. The request will be forwarded to
Auburn technical staff for resolution.
INTERLOCAL AGREEMENT
April 6, 2017
Page 10 of 12
EXHIBIT B
COST OF SERVICES
Billin�
All services outlined in Exhibit A will be billed according to the compensation rates below. Note:the
monthly charges for serviee are based on an estimated 100 helpdesk requests annually and standard
cloud service rates.
Billin�Breakdown
Monthl Costs
i � i ° `'�� 6 ' � � ' ° � �
�
.� � ���� �
., y ,�
� �ii� ���, r � � 4
, �„� � � ; �
' � a � �
a : �
��� �3 � ' r� � � .� ', � � �„� � � �� � �� ��� �
. , A� �
�,� �.��, ��� � , � . � �
�3 General sdpport , �` M F, 7„00.am , 5.pm;,� Generalr< support as outlined in�., $500 00 ;
� �,�excluding hol�days � Earhibit A � � 3` '
a � ,;;
� � � �E i
�.
,
' : A. � ' ,i
�.
. �� >>
_. � .� ..._____::...___..,...�.—:a'"._" _.._..._::....._ ......____._.L ... _.=__..." "'_._...... _:_.._.. _..... _._ ::L._.,......._..___._.�_ --:.
� Total Monthly Cost $500.00 i
i
Yearl Costs ( ass through to vendors
�I � 1 I� ��� 1 ' b � i 1 `� `a� �� " �� Q
ry . # a x: k b� ��� .�Q . _ ht
•
�� ''"k�&�' �i ��'F�d....���y 5d,� ',g� � � 4 R` � ' � �' A f ^ t `5
,� q�.,,,a1 $ "dt�. � ',�4 �� ` �
���I`Y,�7r ,s . 7" � �p
;"�"������ �� • �� � �^ n ""� "r �'�� ��i. ti �. z, �
������. i ��'4 �4A, t� '•� � �4'�� " �
k i.G. 'I � I � � . ... .� ` .
Netmohon,,software $34�OO x 15 elients ' �, �� �E' ��� , , � � $5�10°00_
p � �
- E i : �`n i� ��'� � � �1 0 H r ' � i(i � �i ��y�, '�t
.��� t, � �,r ' � t q:i �� � ; � � i �' � �'f n�s �
� � �� i � � �
� ��t r . � .. . � , i i• � i i i i � ��I i ,i �,��d� ��� "pe-w2gi� � �.
y �t
'I `�n: �'� sr�i � i 1 ,�?i;i at, �`�� r �i_.
� �
�
� ,
J � _
�.. � . , r .. �� � ' 'i :' �� . � °I .._: -
w
��
.
e
0
, a, �� � w� s . �..r i . !,.
S 111., _ -=--...__ .m,..'� _....._ . �...._. _ . _.. ...mm,�____._.__. W� _..._= _ .,_.
' p' man software � 16 clients ' $2,095.00 ,
i
�
.�__ .____._�.__..__ _ -----
I
, Inventory and���� � —����$37.O�Q:x 22�hents��� _ � � , ,� $-814.U0
� �Remote�Desktop � � ' � �� � ��� � '�
� v _
f : .
� software _ � -, �
, . � ,
� µ j � � � � - � ,�
� Virus rotection . __._.__._... . _:�.__.__�..__ _.___.:. . ___ .. ._.__.___._.___-- -_ .. ._ . .__:__ .._.._.. ..._�_,
p ^ � $18.00 x 22 clients , $396.00 ;
�
Esoftware i �
�
i � �
�
i._.��__ �---- -- — � �
_.__ _ - �'
INTERLOCAL AGREEMENT
April 6, 2017
Page 11 of 12
o + ° � i #
�
� MS x�„Office and � $253 00 x 22 clients �� ����" � ������ ,, a.e � � € $5,566'OQ,�s.;,
f- � .,� = Ir^ S �� y� , ��� � 3fi �: ' E u '�
�WlndOwS
3 +.!'
F .�1 i,� ��{' 'ei63➢t ti '. '�,un }p �. ' &53: � 1 ^.� �.N�i. {
� �' �F .;�� i'` i �i a a�+;.: �'a� i R � } �'�' � �€
, '�>� ; h i ���° �� - 1 �° s,�. t�,,�a: �.
4G'" a a. � ,€ ;1 . ;, p�a�m�2� ' F i ,E
, �
. ,
, , r,�: . �. y
:- '� ,. 4 - i , 3 � . ��� .,:w � � ' �*�i# �� °" ' z
� � . . � .. . ee rr., _._.
e,.. � : ._ __ '� _. -- v4.,�
i
� Total Annual Costs $9,619.00 !
. _ _. _
_ __ __ _ _ _
Variable Costs
@ � � �� � �� � � � �� ,� i 1
i
'
� Off hours suppc�rt � ? Nori=business hours; E $1�2�00,per hour; 'wrth a�„one (1)' "Variable '�`''�
, � ��,
� � � �' � '� '�� , �'�, ��hour`mintmum plu�mileage�bas�'d ' ` '" � �
x i �
. { I" 1 � t' ? . �aF i: "dJ, •b,Y". i? I i i $?.
r �' ��&�r ' � �:; � �� s.oTl�.S sS�l�Td ra��P.S �w z � � a �
�- �' � , � a t �� , `� � r.� ` °� �"� I � �
t,�! � ' � � a �„�W . ���r t.� �
� �
,
� ei; , i u � � . r _ �s , � . , ;. t az'
� _a °`,�^ ' , .::,_•_ � �_ m ._.._...�..��,. ` , ,:" ' ,"�'� '
...� . :
' Additional services - --� � ; $120.00 per hour, with a one (1) Variable � '
hour minimum as outlined in
� ������ ���� E�ibit A
3 i
� �_ ' .....,__..___m._ ..�.._ ..._W.,v_ _....,.._.,,. .�.�...�.__._....,......__.e.._�_
,.__..._ .�__....�_ :
; Assistance with ; Business Hours $120.00 per hour, with a one (1) Variable
! Reeords Requests , hour minimum plus mileage based '
�
; ; on IRS sta.ndard rates ;
I
� ._ .__ _ _ _ ____:
_
INTERLOCALAGREEMENT
April 6, 2017
Page 1.2 of 12
Exhibit II
CITY OF AUBURN—CITY OF PACIFIC
INTERLOCAL AGREEiV1ENT FOR
INFORMATION SERVICES TECHNOLOGY
THIS INTERLOCAL AGREEMENT made and entered into, pursuant to the Interlocal
Cooperation Act, Chapter 39.34 of the Revised Code of Washington, on the day of
_, 2017, by and befinreen the CITY OF AUBURN, a municipal
corporation of the State of Washington (hereinafter referred to as "Aubum"), and the CITY
OF PACIFIC, a municipal corporation of the State of Washington (hereinafter referred to as
"Pacific"),
WITNESSETH :
WHEREAS, Pacific seeks professional information technology ("IT") services; and
WHEREAS, Auburn has the requisite skills, resources and experience necessary to
provide such services and is willing and agreeable to provide such services upon the
terms and conditions herein contained.
NOW THEREFORE in consideration of their mutual covenants, conditions and promises,
the parties hereto do hereby agree as follows:
1. SCOPE OF SERVICES .
Auburn agrees to perform for Pacific, in a good and professional manner the tasks
described on Exhibit A for the compensation described in Exhibit B, both of which are
attached hereto and by this reference made a part of this Agreement. (The tasks
described on Exhibit A shall be individually referred to as a "task,"and collectively referred
to as the `'services.") Auburn shall perform the services as an independent contractor
and shall not be deemed, by virtue of this Agreement and the performance thereof; to
have entered into any partnership, joint venture, employment or other relationsh.ip with
Pacific..
2. AMENDMENT REQUIRED FOR ADDITIONAL SERVICES
In the event additional IT services are required by Pacific beyond those specifed in Exhibit
A and the compensation listed in this Agreement, and#urther provided that Auburn has
the time and resources to provide such additional services and is willing to provide such
services! a contract amendment shall be set forth in writing and shall be executed by the
respective parties prior to Auburn's performance of fhe additional IT services, except as
may be provided to the contrary in Section 3 of this Agreement_. Upon proper completion
and execution of an Amendment for addifional services, such Amendment shall be
incorporated into this Agreement and shall have the same force and effect as if the terms
INTERLOCAL AGREEMENT
April 10, 2017
Page 1 of 12
of such Amendment were a part of this Agreement as originally executed. The
perFormance of services pursuant to an Amendment shall be subject to the terms and
conditions of this Agreement except where the Amendment provides to the contrary, in
which case the terms and conditions of any such Amendment shall control. In.all other
respects, any Amendment shall supplement and be construed in accordance with the
terms and conditions of this Agreement.
3. PERFORMANCE OF ADDITIONAL SERVICES PRIOR TO EXECUTION OF AN
AMENDMENT
The parties hereby agree that situations may arise in which IT services other than those
described on Exhibit A are desired by Pacific and the time period for the completion of
such services makes the execution of Amendment impractical prior to the
commencement of Auburn's perFormance of the requested services. Auburn hereby
agrees that it shall perform such services upon the request of an authorized
representative of Pacific at a rate of compensation to be mutually negotiated in connection
therewith. Any such additional IT services shall be memorialized in a written amendment
in accordance with Section 2 of this Agreement. The invoice procedure for any such
additional services shall be as described in Section 6 of this Agreement.
4. PACIFICS RESPONSIBILITIES
Pacific shall do the following in a timely manner so as not to delay the services of Auburn:
a. Designate in writing a person to act as Pacifie's authorized representative
with respect to the services described in Exhibit A; Pacific's designee shall have
complete authority to transmit instructions, receive information, interpret and
define Pacific's policies and decisions with respect to the services, except in fhe
event of an emergency as described in Exhibit A. The authorized representative
shall not have the authority to execute amendments to this Interlocal Agreement.
b: Furnish Auburn with all information, criteria, objectives; schedules and
standards for the services provided for herein.
c. Arrange for access to the property or facilities as required for Auburn to
perform the services provided for herein.
d. Examine and evaluate all studies, reports, memoranda, plans, sketches,
and other documents prepared by Auburn and render decisions regarding such
documents in a timely manner to prevent delay of the services.
5. ACCEPTABLE STANDARDS �
Auburn shall be responsible to provide, in connection with the services
contemplated in this Agreement, work products and services of a quality and
___ _
INTERLOCAL AGREEMENT
April 10, 2017
Page 2 of 12
professional standard acceptable to Pacific.
6. COMPENSATION
Compensation for Auburn's performance of the services provided for herein is
described in Exhibit B, which is attached hereto and by this reference made a part
of this Agreement.The compensation rate shail be increased January 1, 2018, and
each January 1 thereafter, by an amount equal to 5% or the most recent Seattle-
Tacoma-Bremerton Consumer Price Index -whichever is greater.
Auburn shall submit to Paeific a monthly invoice and Pacific shall process the
invoice or statement in the next billing/claim cycle following receipt of the invoice
or statement, and shall remit payment to Auburn thereafter in the normal course,
s:ubject to any conditions or provisions in this Agreement or Amendment.
7. TIME FOR PERFORMANCE AND TERM OF AGREEMENT
Auburn shall perform the services provided for herein in accordance with the
direction and scheduling provided in Exhibit A, unless otherwise agreed to in
writing by the parties. The term of this Agreement shall be in effect for three (3)
years beginning January 1, 2017, through December 31, 2020, provided that the
term of this Agreement shall automatically renew for an additional year unless
either party gives the other written notice of termination not later than sixty (60)
days prior to term end. It is provided, however, that either party may cancel this
Agreement with or without cause upon sixty (60) days wriften notice to the other
party consistent with Paragraphs 11 and 12 of this Agreement:
8. OWNERSHIP AND USE OF DOCUMENTS
All documents, reports, memoranda, diagrams, sketches, plans, design
calculations, working drawings and any other materials created or otherwise
prepared by Auburn as part of its perFormance of this Agreement (the "Work
Products")shall be owned by and become the property of Pacific, and may be used
by Pacific for any purpose beneficial to Pacifie. Public records requests shall be
the responsibility of Pacific; however, Auburn may assist at Pacific's request at
hourly rates provided under Exhibit B for onsite support.
9_ RECORDS INSPECTION AND AUDIT
All compensation payments shall be subject to the adjustments for any amounts
found upon audit or otherwise to have been improperly invoiced, and all records
and books of accounts pertaining to any work performed under this Agreement
shall be subject to inspection and audit by Pacific for a period of up to three (3)
years from the final payment for work performed under this Agreement.
INTERLOCAL AGREEMENT
Apri.l 10, 2017
Page 3 of 12
10. CONTINUATION OF PERFORMANGE
In the event that any dispute or conflict arises befinreen the parties while this
Contract is in effect, Auburn agrees that, notwithstanding such dispute or conflict,
Auburn shall confinue to make a good faith effort to cooperate and continue work
toward successful completion of assigned duties and responsibilities. Rrovided
that, if Pacific fails to pay for the services provided by Auburn, Auburn can cease
providing such services until payment is made.
11. ADMINISTRATION OF AGREEMENT
This Agreement shall be administered by Paul Haugan, Innovation and
Technology Director or designee on behalf of Auburn, and by Richard Gould, City
Administrator or designee on beha.lf of Pacific: Any written notices required by the
terms of this Agreement shall be served on or mailed to the following addresses:
CITY OF AUBURN CITY OF PACIFIC
Innovation & Technology City Administration
Paul Haugan Richard Gould
25 W Main St 100 3�d Ave SE
Auburn, WA 98001-4998 Pacific, WA 98047
Phone: 253-288-3160 Phone: 253-929-1117
Fax: 253-804-3116 Fax: 253-939-6026
E-mail: phaugan@auburnwa.gov E-mail: rgould@ci.pacific.wa.us
12. NOTICES
All notices or communications permitted or required to be given under this
Agreement shall be in writing and shall be deemed to have been duly given if
delivered in person or deposited in the United States mail, postage prepaid, for
mailing by certified mail, return receipt requested, and addressed, if to a party of
this Agreement, to the address for the party set forth above.
Either party may change his, her or its address by giving notice in writing, stating
his, fier or its new address, to the other party, pursuant to the procedure set forfh
above.
13. INSURANCE
Pacific shall maintain in full foree throughout the duration of this Agreement
comprehensive general liability insurance with a minimum coverage of
$1,000,000.00 per occurrencefaggregate for personal injury and property damage.
This requirement shall be deemed satisfied by evidence of Pacific's membership
in a municipal self-insurance pool, including evidence of limits of coverages,
exclusions and limits of liability satisfactory to Auburn.
_ __.. ._
INTERLOGAL AGREEMENT
April 10, 2017
Page 4 of 12
Auburn shall maintain in full foree throughout the duration of this Agreement
comprehensive general liability insurance with a minimum coverage of
$1,000,0OO.OD per occurrence/aggregate for personal injury and property damage.
This requirement shall be deemed satisfied by evidence of Auburn's membership
'in a municipal self-insurance pool, including evidence of limits of coverages,
exclusions and limits of liability sa#isfactory fo Pacific.
14. INDEMNIFICATION
a. Pacific shall indemnify and hold Auburn and its agents, employees, and/or
officers, harmless from and shall process and defend at its own expense any and all
� claims, demands, suits, at law or equity, actions, penalties, losses, damages, or
costs, of whatsoever kind or nature, brought against Auburn arising out of, in
connection with, or incident to the execution of this Agreement and/or Pacific's
performance or failure to perform any aspect of this Agreement; provided, however,
that if such claims are caused by or result from the concurrent negligence of Auburn,
its agents, employees, and/or o�cers, this indemnity provision shall be valid and
enforceable only to the extent of the negligence of Pacific; and provided further, that
nothing herein shall require Pacific to hold harmless or defend Auburn, its agents,
employees and/or officers from any elaims arising from the sole negligence of
Aubum, its agents, employees, and/or officers. No liability shall attach to Auburn by
reason of entering into this Agreement except as expressly provided herein.
b: Auburn shall indemnify and hold Pacific and its agents, employees, and/or
officecs, harmless from and shall process and defend at its own expense any and all
claims, demands, suits, at law or equity, actions, penalties, losses, damages, or
costs, of whatsoever kind or nature, brought against Pacific arising out of; in
connection with, or ineident to the execution of this Agreement and/or Auburn's
performance or failure to perForm any aspect of this Agreement; provided, however,
that if such claims are caused by or result from the concurrent negligence of Pacific,
its agents, employees, and/or officers, this indemnity provision shall be yal.id and
enforceable only to the extent of the negligence of Auburn; and provided further, that
nothing herein shall require Auburn to hold harmless or defend Pacific, its agents,
employees and/or officers from any claims arising from the sole negligence of Pacific,
its agents, employees, and/or offcers. No liability shall attach to Pacific by reason of
entering into this Agreement except as expressly provided herein.
The provisions of this Section 14 shall survive the expiration or termination of this
Agreement.
15. WAIVER OF SUBROGATION
Pacific and Auburn hereby mutually release each other from liability and waive all �ight of
INTERLOCAL AGREEMENT
April 10; 2017
Page 5 of 12 '
recovery against each other for any loss caused byfire or other perils which can be insured
against under fire inSurance eontracts including any extended coverage endorsements
thereto which are customarily available from time to time in the State of V1/ashington,
provided, that this paragraph shall be inapplicable to the extent that it would have the effect
of invalidating any insurance coVerage of Pacific or Auburn.
16. COMPLIANCE WITH REGULATIONS AND LAWS
The parties shall comply with all applicable rules and regulations pertaining to them in
connection with the matters covered herein..
17. ASSIGNMENT
The parties shall not assign this Agreement orany interest, obligation or duty therein without
the express written consent of the other party.
18. ATTORNEYS' FEES
If either party shall be required to bring any action to enforce any provision of this Agreement,
or shall be required to defend any action brought by the other party with respect to this
Agreement, and in the further event that one party shall substantially prevail in such action,
the losing party shall, in addition to all other payments required therein, pay all of the
prevailing party's reasonable costs in connection with such action, including such sums as
fhe court or courts may adjudge reasonable as attorney's fees in fhe trial court and in any
appellate courts.
19. NONDISGRIMINATION
Eaeh of the parties, for itself, its heirs, personal representatives, successors in interest, and
assigns, as a part of the consideration hereof, does hereby covenant and agree that it will
comply with pertinent statutes, Executive Orders and such rules as are promulgated to
assure that no person shall, on the grounds of race, creed, color, national origin,sex,sexual
orientation, age, or the presence of any sensory, mental or physical handicap be
discriminated against or receive discriminatory treatment by reason thereof.
20. MISCELLANEOUS
a. All of the covenants, conditions and agreements in this Agreement shall
extend to and bind the legal successors and assigns of the parties he�eto.
b. This Agreement shall be deemed to be made and construed in accordance
with the laws of the State of Washington. Jurisdiction and venue for any action arising
out of this Agreement shall be in King County, Washington.
c. The captions in this Agreement are for convenience only and do not in any ,
-- _--
INTERLOCAL AGREEMENT
April 10, 2017 �
Page 6 of 12
way limit or amplify the provisions of this Agreement,
d. Unless otherwise specifically provided herein, no separate legal entity is
created hereby, as each of the parties is contracting in its capacity as a municipal
corporation of the State of Washington. The identity of the parties hereto is as set
forth hereinabove:
e. The performances of the dufies of the parties provided hereby shall be done
in accordance with standard operating procedures and customary practices of the
pa.rties. Operational review and service meetings shall be held every six (6) months,
with representatives from both cities to review and discuss service and support
delivery.
f. No provision of this Agreement shall relieve either party of its public agency
obligations and or responsibilities imposed by law.
g. If any term or provision of this Agreement or #he application thereof to any
person or c'i.rcumstance shall, to any extent, be held to be invalid or unenforceable
by a final decision of any court having jurisdiction on the matter, the remainder of this
Agreement or the application of such term or provision to persons or circumstances
other than those as to which it is held invalid or unenforceable shall not be affected
thereby and shall continue in full force and effect, unless such court determines that
such invalidity or unenforceability materially interferes with or defeats the purposes
hereof, at which time either party shall have the right to terminate the Agreement:.
h. This Agreement constitutes the entire agreement between the parties. There
are no terms, obligations, covenants or conditions other than those contained herein.
No modifications or amendments of this Agreement shall be valid or effective unless
evidenced by an agr.eemenf in writing signed by both parties.
i. Copies of this Agreement shall be filed with the King County Auditor's Office
and the respective Clerks of the parties hereto.
INTERLOCAL AGREEMENT
April 10, 2017
Page 7 of 12
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day
and year first above written.
CITY OF PACIF%C CITY OF AUBURN
Leanne Guier, Mayor ancy B k s, Mayor
100 3rd Avenue SE 25 W. M ' Street
Pacific, WA 98047 Auburn, WA 98001
ATTEST: ATT'EST:
C�'-dd�w�
Amy Stevenson-Ness, City Clerk Dani Daskam, City Clerk
APPROVED AS TO FORNI: APPROVED AS TO FORM:
Carol Morris, City Attorney ie 6. ' , City Att
--
INTERLOCAL AGREEMENT
April 10, 2017
Page 8 of 12
EXHIBIT A
SCOPE OF SERVICES
Services Provided
1. Two (2)hours of consecutive, onsite support per week. T'his is limited to one(1)Auburn IT
staff person per week. ' The day/time of the hours must be mutually agreed upon by both
parties and stay consistent each week. The day and time of the week, including the duration
is subject to change based on needs of each City. Hours allocated each week are not banked
and cannot rollover to subsequent weeks.
2. General desktop support and troubleshooting, This includes:
a. Hardware deployment
b. Operating system installs and repairs
c. Settings and configuration
3. General IT support and troubleshooting. This includes:
a. User account setup,modification and sepaxations
b. Virus protection and patch management
c. Software installs
d� Email
e. Wireless internet '
f. TV21 support and eoordinate per Pacific's franchise agreement
4. General phone support and troubleshooting: This includes:
a. Setup and configuration
b. Cell phones
5. General server and storage support and troubleshooting. This includes:
a. Hardware and v'irtual installation
b. Operating systems installs and repairs
6. General network gear support and troubleshooting. This includes:
a. Firewall configuration and assistance '
b. Routers
c. Switches
d. Access Points
7. General GIS requests. This includes:
a. Electronic maps
b. Data analysis
8. Purchasing recommendations and eoordination.
9. Cloud operations. This will allow Pacific's network to reside in Auburn's private cloud
allowing business continuity.
Available Additional Services
1. Project management, i.e. phone system replacement.
2. Advanced GIS services including:
a. Consulting
b. Strategic planning
_ _ _ _ '
INTERLOCAL AGREEMENT
April 10, 2017
Page 9 of 12
e. Data hosting
d. 1VIap service ereation
Service Level A�reements
For requests emailed Monday through Friday from 7:00 am to 5:00 pm, we will respond within 30
minutes. In instances where we are receiving extremely high ca11 volumes due to systems failures,
Acts of God,regional outages and such this response time may be impacted.In this case Auburn will
notify Pacific if this is happening with an estimated return to normal time.
With authorization of Pacific Mayor, City Administrator,Ciry Clerk or Police Chief, support outside
regular business hours will be provided on an emergency basis by emailing
techsupport@auburnwa.gov with the name of authorizing person and nature of issue or by calling
253-876-1947.
Service_Limitations
• Auburn will assist and provide recommendations on network security, but security remains
the responsibility of Pacific.
o Aubum will document and present information relevant to technical audits, but compliance
will be the responsibility of Pacific, including but not limited to CJIS and ACCESS.
o Auliurii will assist and provide recommendations on purehases, but all purchases are the
responsibility of Pacific. The only except 'is contracts that Auburn has already in place that
Pacific is piggybacking on.
Requestin�Support
All requests for service should be emailed to techsupport@auburnwa.gov. Phone calls will be
accepted as well, however tracking tickets and support via our help desk system is preferred with a
follow up phone call from Auburn staff. The request will be forwarded to City of Auburn technical
staff for resolution.
�INTERLOCAL AGREEMENT
April 10, 2017
Page 10 of 12
EXHIBIT B
COST OF SERVICES
Billin
All services outlined in Exhibit A will be billed according to the breakdown below. Monthly charges
for service are based on an estimated 400 helpdesk requests annually and standard cloud serviee rates.
Billing Breakdown
Monthl Costs
� �► �� Mi , ���3 � � e # � � : i � ` ° �� � � � � � � �`
tla�) �1 �dll '�g� �C �;,� c � '�� u,� t i t�'' � I� A P
�� k���a�4� �� C� �� ` �� !����� m� � r' �� �. :.
F�� ��� ��a ��"�� � §� �''�� �U � '� � r�'� � .i i� � '° ��� � 1
� � ���'���+� '� k'�k'1 ���. �°� a�� �y�,�x "� , ,. � ����+k�;��,t•
��� ���`�,� w � �, ��s"`d�g ��.� ����� � 4 � m �a, ����" �
,.�, ��,�*`k"� . s�'^'.-d" �� i€'t' , �rif" w a` x .,s.�a,x,°^'� s
� General support: I M-F, 7:00 am . S pm, i General' support as outlined in $3;300.00 I
, ; � .
� , ;� excluding hdhdays , � Exhibit�1
� � ' - � ;
i, fi � �
; ��` � �
, ; . �
, , ,
�� � , , � � � , , �
n � ��. � , .,, �� .. �' E
.
� 1
� , , � ,
.: , � . . _.....__ ._: e. __ _.__ ,
i.... �... _.,.. ::. _.__:.._., ..__ _ �
i
I
i Total Monthly Cost $3;300.00 1
;
�
c _.__�._�_� _�...__�____ _ � . __.______._________.__ ___� _._____._._____.._.._� — �
Yearly Costs ( ass throu h to vendors � �_ � �,� �
�,. � � � �
1 � 1 6�i �" � D i � � k d , i 1 " �..� �k ��������:'� r�"��,���„��h�c�'�v,,y�• ,�+,r^v TM� : �wm ��;v
'�, .� � a6 r'! ..� . ; e "p S� ��°"F x T } � � a& a -� �'I ��y, a .�
tu i?� " ``.� ;4 h 5>-w� a� s �.t,F" x �'�«` # *�°ry � v� 'S,
& ;���4 ��y"�.� .�# ro 'A t�,*S.-`� ��a�t,'r,rv �'m ,�`�'. � ��"8$;�.<�� � '��„� .. a j � "4 x"'.�r �4
� '�* � e.f� .0 r� �, r" '�°i� w�^ ?� t � s�,g `� �f�{ r �' �.� '� ^a
� k lu ' �T$ �ti�.' � V `� �`p S � �+ -
��'��"�$ � � ��t�a :��i � s � �ire�r ��4 �,"�'������k � `` ff ' � ����;.� ��;��+��"� w
�, .. �
i� � �,�" � a ��
� 7��v�y . .� `�� �i��! �a ,w $%�+ � .. �' ' �F�- ��' t �e � �� r',� ,�a '�M irh ��
� Netm_otion software � $34.00 x 45 elient"s: " �''� ; $,1;530.00''��
,
; � ;�� �� ���� _-�
; ; � i
� ��� , � � = �
Spillman software � All clients � � ���� �v� $2,095.00
�__ �_ �
� �, ; �
�
�
i �
� Remote deployment_� _ ..�_ ___._.____._ ..� __._.._ `. .,.._.____.,� __ __��
F __.__ _ ___7.__�_
$37.OQ x 45 clients : ; $1;665.OQ.a
i _ . ,, : r a
i and inventory ' ; ' �
� '
f: software ` {
,
, ,
,
, �� �
i , �, � �e �. � . � , � ;r ; ,
t�._�:,_..�.�.�: ........._��....___....,..�.�� __....:._,......_..._ �...�_._.._.....,..,_.=.... . ._.�...�..__.__ � �.... - _____m_�.:....k ..,..,.___�_.,_.____......_..m-M
5 . ._
� Virus protection $18.00 x 45 clients � $810.00 ;
isoftware
I I
I ' __ ' __
(NTERLOCAL AGREEMENT I
Apri1 10, 2017
Page 11 of 12 ',
� e �� �I
� .I 9 �� �'�, p � � 1 ���,°', �1� � �n n � � �r �,+.,
� �h�'�t �.' �I � �"�� � � 'intt�r��i � ( E �� .�.� ��.lu '� ��,
� �
t � ':
� � � �� �
� t� � �d �� ��rc� � .� ��� .. ,�����' G A ��� .. ��t, �.
3 L� r�,f�y�e,"�� �'i' �,s* ' �,�r a,r r�+tH. �w.� +��� + � �,y�� N
�� � ! ,�� ` � t�.x�s, t � �s�r� '�F.`�'� �'' ���'2`
�.w �"' � � 'C`E �a ry c� s °u�"r � � r`�� � n�e a� . 3 ^, ,� � e" � �+v d a
�" �� ��p",`�.��+"'; .�a� s.�� m«�-g,x- +�""�a w. �-„ ;� �YS,' "' �.
, �. v ,
� .�.k . . ' . _ ,e.. .
MS �� Offce and $253.0 ` � •�� ��� ��: - � � � �; ;, �" $11;��&S.OQ��
� `
, 0 x 45;:chents. > � , ,
�� Windows � � � � � �
;� _ � � � �
�._� �
; � i .'
6__ . . __,: a__: _ . . .:. . _..... : __ ---_. .< _ . _ _ .. _ .' __ .
� Email SPAM � $24.00 x 45 clients $1 080.00 '�
; filtering i
;
i
i i �
�_� __ _�...�_ _ __ __._______ __�
;
i �
�
; Total Annual Cost $18,565.00 �
�
:
i _ ._ '
Variable Costs
� � �6 ^ 9 � � � � t 6 "�'"i �, � � , E � fe ��i ti @ " �,��.
,� ,� -.�, i, r i�i = J � t � I !�,r �. ,.�.. E F r .. � i � ��hd� }�, �v„�
� i�c"' a� � '7 , ,� i r� � �� { a� G�§','A+�,�� ` ; �8 - �B ''��� � 5 1 r�'� � �'�" ��x��v .
� ,�r � `��d� '�e�� 1�*�"��,`��� ��9 TrS �s '�� 1 �r���� 2 {����p� � �� � ,�.
�� � �s,",.� e� �� �,s. �. 'tt �r 6 . s f���'=�`�� t� ��`�. �",k�`������ ����nr� � �� � � � 1
� � ce��e.,�i.', r s , ,� 4 a �w'� �.A, ,�° ��G a �w��.�� ,�t "; q ��
,� � d m� °�' a r�, �z-� i �- �°w �r ��. �' p Y"` �x
+' �>,��-'�,� °° k +��n wi��,.� #�� y . tr�` �z,�., �v�f ,b..P ,.v{.�t �2�*e' '��"„ �.r°��,, : `q x i
4 a
� �� a., ir s�' � ' �^��� " ^�+n �� i°"n`��°�1�'". . � ��u� r..�;a " '��e.`�'��'P '� R��.ri�=
;� ��.�N�'4�xr y . .+ :� : �fi, h..�'�u . n �.� +' �, � � - . i . .
� Off=�hours suppoi�t ', Non-business hours�� � r $120.00�per�haur, �vith a.orie (1) � Variable,, � '�
' ` � I hour minimum plus mileage.based ! ;
i ; ; on IRS standard rates i i
; �_ _ � __.____._ ___� � _____.�.�. _ .�____.��_ _�..�;
; Additional services ^ =-_ � $120.00 per hour, with a one (1) � Variable �
; hour minimum as outlined in , I
; ' ' Exhibit A ';
�
i '
, �
'
__ ___ _�
INTERLOCAL AGREEMENT
April 10, 2017
Page 12 of 12
Exhibit III
CITY OF AUBURN —VALLEY REGIONAL FIRE AUTHORITY
INTERLOCAL AGREEnAENT FOR
GEOGRAPHIC INFORMATIOIV SYSTEMS
THIS INTERLOCAL AGREEMENT made and entered into, pursuant to the Interlocal
Cooperafion Act, Chapter 39.34 of the Revised Code of Washington, on the .__ day of
_ , 2017, by and between the CITY OF AUBURN, a municipal
corporation of the State of Washington (hereinafter referred to as "Auburn"), and the Valley
Regional Fire Authority, a municipal corporation of the State of Washington (hereinafter
referred to as ``VRFA"),
WITNESSETH :
WWEREAS, VRFA seeks professional geographic information systems ("GIS") services;
and
WHEREAS, Auburn has the requisite skills, resources and experience necessary to
provide such services and is willing to provide such services upon the terms and
conditions herein contained.
NOW, THEREFORE, in consideration of the mutual covenants, conditions and promises
herein, the parties hereto agree as follows:
1. SCOPE OF SERVICES
Auburn agrees to perform for VRFA, in a good and professional manner, the tasks
described on Exhibit A, which is attached hereto and by this reference made a part of this
Agreement. (The tasks described on Exhibit A shall be individually referred to as a "task,''
and collectively referred to as the "services:") Auburn shall perform the services as an
independent contraetor and shall not be deemed, by virtue of this Agreement and the
performance thereof, to have entered into any partnership, joint venture, employment or
other relationship with VRFA.
2. AMENDMENT REQUIRED FOR ADDITIONAL SERVICES
If VRFA elects to receive additional services from Auburn, either the additional services
described in Exhibit A or additional services not described in Exhibit A, and if Auburn has
the time and resources to provide such additional services and is willing to provide them,
the parties shall execute an amendment to this Agreement prior to Auburn's perFormance
of such additional services, except as provided to the contrary in Section 3 of this
Agreement. An executed Amendment for addifional services shall be incorporated into
fhis Agreement and shall be subject to the terms and conditiohs ofthis Agreement, except
as provided otherwise in the Amendment.
INTERLOCAL AGREEMENT
July 3, 2017
Page 1 of 11
3. PERFORMANCE OF ADDITIONAL SERVICES PRIOR TO EXECUTION OF AN
AMENDMENT
The parties hereby agree that situations may arise in which VRFA desires additional
services wherein execution of Amendment before delivery of the services is impractical.
Auburn agrees to perform the additional services upon the request of an authorized
representative of VRFA at the rate of compensation in Exhibit A, or if not ineluded in
Exhibit A, at a negotiated rate of compensation. Any such additional services shall be
memorialized in a written amendment executed in accordance with Section 2 of this
Agreement. The invoice procedure for the additional services shall be as described in
Section 6 of this Agreement.
4. VRFA's RESPONSIBILITIES
VRFA shall do the following in a timely manner so as not to delay the services of Auburn:
a. Desighate in writing a person to act as VRFA's representafive with respect
to the services. VRFA's representative shall have authority to transmit
instructions; receive information, and interpret and define VRFA's policies and
decisions regarding the services, except in the event of an emecgency as
described in Exhibit A.
b. Furnish Auburn with all information, criteria, objectives, schedules and
standards for the services:
c. Arrange for access to the property or facilities as required for Auburn to
perform the services.
d. Examine and evaluate all studies, reports, memoranda, plans, sketches,
and other documents prepared by Auburn, and render decisions regarding such
documents in a timely manner to prevent delay of the services.
5. ACCEPTABLE STANDARDS
Auburn shall be responsible to p�ovide, in connection with the services, work
products and services of a quality and professional standard acceptable to VRFA.
6. GOMPENSATION
Compensation rates for Auburn's perFormance of the services are set forth in
Exhibit B, which is attached hereto and by this referenced made a part of this
Agreement. The compensation rates shall be increased January 1, 2018, and each
January 1 thereafter, by an amount equal to 5% or the most recent Seattle-
Tacoma-Bremerton Consumer Price Index— U, whichever is greater.
INTERLOCAL AGREEMENT
July 3, 2017
Page 2 of 11
Auburn shall submit to VRFA a monthly invoice. VRFA shall process the invoice
in its next billing/claim cycle and shall remit payment to Auburn in the normal
course, subject to any conditions or provisions in this Agreement or a.n
Amendment.
7. TIME FOR PERFORMANCE AND TERM OF AGREEMENT
Auburn shall perform the services in accordance with the direetion and seheduling
provided in Exhibit A, unless otherwise agreed to in writing by the parties. The
term of this Agreement shall be for three (3) years beginning January 1, 2017 and
ending December 31, 2020; provided that the term of this Agreement shall
automatically renew for an additional one (1) year unless either party gives the
other written notice of termination not later than sixty (60) days prior to the end oY
the term; and provided further that either party may cancel this Agreement upon
sixty (60) days written notice to the other party consistent with Paragraphs 11 and
12 of this Agreement.
8. OWNERSHIP AND USE OF DOCUMENTS
All documents, reports, memoranda; diagrams, sketches, plans, design
calculations, working drawings and any other materials created or otherwise
prepared by Auburn as part of its performance of this Agreement (the ``Work
Products") shall be owned by and become the property of VRFA, and may be used
by VRFA for any purpose beneficial to VRFA. VRFA shall handle and be
responsible for requests for inspection and copying of such records ; however,
Auburn may assist at VRFA's request at hourly rates provided under Exhibif B for
''Assistance with Records Requesf" support.
9. RECORDS INSPECTION AND AUDIT
All compensation payments shall be su.bject to adjustment for any amounts found
upon audit or otherwise to have been improperly invoiced. All records and books
of accounts pertaining to any services performed under this Agreement shall be
subject to inspection and audit by VRFA for a period of up to three (3) years from
final payment for the services.
10. CONTINUATION OF PERFORMANCE
In the event that any dispute or eonflict arises between the parties while this
Agreement is in effect, Auburn _agrees that, notwithstanding such dispute or
conflict, Auburn shall continue to make a good faifh effort to cooperate and
continue work toward successful eompletion of the services or additional services
provided that if VRFA fails to pay for the services provided by Auburn, Auburn ean
cease providing such services until payment is made.
INTERLOCAL AGREEMENT
July 3, 2017
Page 3 of 11
11. ADMINISTRATION OF AGREEMENT
This Agreement shall be administered by Paul Haugan, Innovafion and
Technology Director or designee, on behalf of Auburn, and by Eric Robertson,
VRFA Administrator or designee, on behalf of VRFA. Any written notices required
by the terms of this Agreement shall be served on or mailed to the following
addresses:
CITY OF AUBURN VRFA
Innovation & Technology VRFA Administration
Paul Haugan Eric Robertson
25 W Main St 1101 D Street NE
Auburn, WA 98001-4998 Auburn, WA 98002
Phone: 253-288-3160 Phone: 253-288-5801
Fax: 253-804-3116 Fax: 253-288-59D0
E-mail: phaugan@auburnwa.gov E-mail: eric.robertson(a�vrFa.orq
12. NOTIGES
All notices or communications permitted or required to be given under this
Agreement shall be in writing and shall be deemed to have been duly given if
delivered in person, deposited in the United States mail, postage prepaid, or
mailed by eertified mail, return receipt requested, and addressed, if to a party of
this Agreement, to the address for the party set forth above.
Either party may change its administrator or address by giving notice in writing to
the other party, stating the new administrator or new address, pursuant to the
procedure set forth above.
13. INSURANCE
VRFA shall maintain in full force throughout the duration of this Agreement
comprehensive general liability insurance with a minimum coverage of
$1,000,000.00 per occurrence/aggregate for personal injury and property damage.
This requirement shall be deemed satisfied by evidence of VRFA's membership in
a municipal self-insurance pool, including evidence of limits of coverages,
exclusions and limits of liability satisfactory to Auburn.
Au.burn shall maintain in full force throughout the duration of this Agreement
comprehensive general liability insurance with a minimum coverage of
$1,000,000.00 per occurrence/aggregate for personal injury and property damage.
This requirement shall be deemed satisfied by evidence of Auburn's membership
in a municipal self-insurance pool, including evidence of limits of coyerages,
exclusions and limits of liability satisfactory to VRFA.
INTERLOCAL AGREEMENT
July 3, 2017
Page 4 of 11
,
14. INDEMNIFICATION
a. VRFA shall indemnify and hold Auburn and its agents, employees, and/or
officers, harmless from and shall process and defend at its own expense any and all
claims, demands, suits, at law or equity, actions, penalties, losses, damages, or
costs, of whatsoever kind or nature, brought against Auburn arising out of, in
connection with, or incident to fhe execution of this Agreement and/or VRFA's
performance or failure to perform any aspect of fhis Agreement; provided that if such
elaims are caused by or result from the concurrent negligence of Auburn, its agents,
employees, and/or officers, this indemnity provision shall be valid and enforceable
only to the extent of the negligence of VRFA; and provided further that nothing herein
shall require VRFA to hold harmless or defend Auburn, its agents, employees and/or
officers from any claims arising from the sole negligenee of Auburn, its agents,
employees, and/or officers. No liability shall attach to Auburn by reason of entering
into this Agreement except as expressly provided herein.
b. Auburn shall indemnify and hold VRFA and its agents, employees, and/or
officers, harmless from and shall process and defend at its own expense any and all
claims, demands, suits, at law or equity, actions, penalties, losses, damages, or
, costs, of whatsoever kind or nature, brought against VRFA arising out of, in
connection with, or incident to the execution of this Agreement and/or Auburn's
performance or failure to perform any aspect of this Agreement; provided that if sueh
claims are caused by or result from the eoncurrent negligence of VRFA, its agents,
employees, andlor officers, this indemnity provision shall be valid and enforceable
only to the extent ofi the negligence of Auburn; and provided further, that nothing
herein shall require Auburn to hold harmless or defend VRFA, its agents, employees
and/or officers from any claims arising from the sole negligence of VRFA, its agents,
employees; and/or officers. No liability shall attach to VRFA by reason of entering
into#his Agreement except as expressly provided herein.
15. WAIVER OF SUBROGATION
VRFA and Auburn hereby mutually release each other from liability and waive all right of
recovery against each other for any loss caused by fire or other perils which can be insured
against under fire insurance contracts, including any extended coverage endorsements
thereto which are customarily available from time to time in the State of Washington;
provided that this paragraph shall be inapplicable to fhe extent that it would have the effect
of invalidating any insurance coverage of VRFA or Aubum.
16. COMPLIANCE WITH REGULATIONS AND LAWS
The parties shall comply with all applicable laws, rules and regulations pertaining to them in
connection with the matters covered herein.
INTERLOCAL AGREEMENT
July 3, 2017
Page 5 of 11
17. ASSIGNMENT
The parties shall not assign this Agreement or any interest, obligation or du_ty therein without
the express written consent of the other party.
18. ATTORNEYS' FEES
If either party shall be required to bring any action to enforce any provision of this Agreement,
or shall be required to defend any acfion brought by the other pa.rty with respect to this
Agreement, and in the further event that one party shall substantially preva.il in such action,
the losing party shall, in addition to all other payments required therein, pay all of the
prevailing party's reasonable costs in connection with such action, including such sums as
the court or courts may adjudge reasonable as attorney's fees in fhe trial court and in any
appellate courts.
19. NONDISCRIMINATION
Each of the parties, for itself, its successors in interest, and assigns, as a part of the
consideration hereof, does hereby covenant and agree that it will comply with pertinent
statutes, Executive Orders and rules as are promulgated to assure that no person shall, on
the grounds of race, creed, color, national origin, sex, sexual orientation, age, or the
presence of any sensory, mental or physical handicap be discriminated against or receive �
discriminatory treatment by reason thereof.
20� MISCELLANEOUS
a. All of the covenants, conditions and agreements in this Agreement shall
extend to and bind the legal successors and assigns of the parties hereto.
b. This Agreement shall be deemed to be made and eonstrued in accordance
with the laws of the State of Washington. Jurisdiction and venue for any action arising
out of this Agreement shall be in King County, Washington.
c. The captions in this Agreement are for convenience only and do not in any
way limit or amplify the provisions of this Agreement.
d. Unless otherwise specifically provided herein, no separate legal entity is
created hereby, as each of the parties is contracting in its capacity as a municipal
corporation of the State of Washington. 'The identity of the parties hereto is as set
forth hereinabove.
e. The performances of the duties of the parties provided hereby shall be done
in accordance with standard operafing procedures and customary practices of the
parties. Operational review and service meetings shall be held every six (6) rrmonths,
INTEFtLOCAL AGREEMENT
July 3, 2017
Page 6 of 11
with representatives from both cities to review and discuss service and support
delivery,
f. No provision of this Agreement shall relieve eifher party of its publie agency
obligations and/or responsibilities imposed by law.
g. If any term or provision of fhis Agreement or the application thereof to any
person or circumstanee shall, to any extent, be field to be invalid or unenforceable
by a final decision of any court having jurisdiction on the matter, the remainder of this
Agreement or the application of such term or provision to persons or circumstances
other than those as to which it is held invalid or unenforceable shall not be affected
thereby and shall continue in full force and effect, unless such court determines that
such invalidity or unenforceability materially interFeres with or defeats the purposes
hereof, afiwhich time either party shall have the right to terminate the Agreement.
h. This Agreement constitutes the entire agreement befinreen the parties. There
are no terms, obligations, covenants or conditions other than those contained herein.
No modifications or amendments of this Agreement shall be valid or effective unless
evidenced by an agreement in writing signed by both parties.
i. Copies of this Agreement shall be filed with the King County Records Division
and the respective Clerks of the parties hereto.
j. Interpretation or construction of this Agceement shall not be affeeted by
any determination as to who is the drafter of this Agreement, this Agreement
having been drafted by mutual agreement of the parties.
k. No party to this Agreement shall be held responsible for delay or default
caused by terrorism, natural disasters; riots, acts of god and/or war that is
beyond the reasonable control of the parties.
I. The failure of either party at any time to require perFormance by another
party of any provisions of this Agreement will in no way affect the party's
subsequent rights and obiigations under that provision, and waiver by any party
of the breach of any provision of this Agreement shall not be taken or held to be
a waiver of any succeeding breach of such provision or as waiver of such
provision itself.
__
__ _
INTERLOCAL AGREEMENT
July 3, 2017
Page 7 of 11
IN WITNESS 1iVHEREOF the parties hereto have executed this Agreement as of the day
and year first above written.
CITY OF AUBURN VRFA
Na cy Backus Eric Robertson
Auburn Mayor VRFA Administrator
Attest: Attest:
;
���� �J���
Danielle Daskam, Louise M. Bartol,
Auburn City Clerk City ofi the Board
Approve s to f Approved as to form:
an' : Heid Joseph F. Quinn
A urn City Attorney Counsel for VRFA
INTERLOCAL AGREEMENT
July 3, 2017
Page 8 of 11
EXHIBIT A
SCOPE OF SERVICES
The following data sets,referred to as"Public Safety Data",are managed and maintained by the City
of Auburn GIS. These are the eore data sets available to VRFA in any GIS service outlined in exhibit
A. The "Public Safety Data" also includes the data sets required by Valley Communications for the
CAD map.
1. Address Points: Address points and/or street centerline
2. Fire Service Reporting and Response Districts: boundaries for response areas
3. Gates and Barriers: access points that are blocked
4. Hydrology: lakes, rivers, strea.ms and waterways
5. Mileposts: points indicating distance to a certain location
6. Police Patrol Districts: larger reporting areas within the City
7. Police Reporting Districts: smaller reporting areas within the districts
8. Political Boundaries: city and county boundaries. Other local government boundaries
including water purveyors, fire districts, etc.
9: Railroads: BNSF and Union Pacific
10. Service Area Buffers
1 L Streets: street centerlines broken by intersections including street attributes like speed limit,
number of lanes, dead-ends, etc....
12. Va11ey Communication Service Areas: boundary of entire VCC service area
13. Water Hydrants: points of locations, type and flow ratings
In addition, the below data sets have been identified as critical by VRFA as they will be used in the
establishment and evaluation of both current and future performance. . These data sets will also be
available to VRFA in the same rnanner that the Public Safety Data is.
14: Topography/Ornithology: elevation and overhead view data
15. Zoning: boundaries indicating City zoning and la.nd use data.
16. Occupancy and Permit: building related data from the City's permit systein
17. Hazard and Critical Areas: landslide,earthquake, lahaz, flood,wetland, etc...
18. Fire Demand/Management Zones; boundaries designated by VRFA for response
management
19. Required Fire Flow: specific buildings that have special response needs
20. Bridges: non-pedestrian and pedestrian bridges within the City
All services provided are based off of the data sets outlined above.
• VRFA response map development
• VRFA map printing
� Annual reprints of all templated maps
� Map exports (i.e. PDF and image)
• Data exports (i.e. Esri shapefiles and Esri Geodatabase)
• Access to Auburn GIS mobile devices for field data collection ,
INTERLOCAL AGREEMENT
July 3, 2017
Page 9 of 11
• Aceess to web-based map services for data consumption
• GIS liaison between VRFA and VCC on CAD map data
• Assistance/support with GIS related fire accreditation data
� Assistance/support with GIS related programs
• Standard, dedieated eGIS site for VRFA(requires signature of completion by both parties)
• Read-only access to a11 non-public safety data that GIS stores or has access to
Note: Data will be accessed by VRFA the same way VRFA connects to the City of Auburn over
dedicated fiber for access to CRW.
Services not included which may incur additional charges;
• License(s)to Auburn's Esri software
• GIS related training beyond the initial stand up of eGIS site
• Customizations and development of non-standard features far dedicated eGIS site
• Data collection
• Data cleanup on non-Publie Safety Data
• Initial cost or maintenance cost of data subscriptions
• Initial cost or maintenance cost of VRFA software
• Data analysis on special projects
Requesting support:
All requests for service should be emailed to helpdeskn,auburnwa.�ov. Requests will automatically
be forwarded to the City GIS staff inembers for resolution.
Service levels:
For requests e-mailed Monday through Friday from 7:00 am to 5:00 pm("regular business hours"),
we will use best efforts to respond within 60 minutes.During high call voluines,we will assist you as
soon as possible. Staff will not respond to request made outside regular business hours.
_ . _.____ .
INTERLOCAL AGREEMENT
July 3, 2017
Page 10 of 11
EXHIBIT B
COST OF SERVICES
Billing
Services that are billed on an hourly basis will include a brief description of the service and hours
provided. Monthly charges for service are based on support items listed above. In the event a.nnual
support and services exceed the scope of this agreement, VRFA agrees to negotiate these additional
services which may include mutually agreed adjustments to monthly service charges.
Monthly Costs
. t4 . . t� � i, ..
9 9 ! i���a� �� � � ,,,�,���re`ar S.� a � . s � w }}}M y t•..` �� a ,� �"h��
I i�gp u� ; p ���` (���,..���'.1�: �� �u� I t.ii i!� �A��.9�'a��EG�� ,� i��III�Y���C� r�, �" �7 ' ��� re�,� �.i � �,I-i
'.tkM1�r �y£`r�+�.,i7.�� �4o-S . �b+, 'M a .# �Flu�;�;:`4� � . t� �� l4', T� "�k p �" �k y ;��''�i w r�i�"a v�?.�:
h 9 i�i� '�e'�`�'i���� � �n ��„e ��y� � a�t' . � ��+�� .�' ���w,�4�c1�� '`��t s�' w�� .�, � �r .� „�I � ,�`�'.
� "�.;�' .�'� w u i cn+5 a r �i+r� .h� 7 �° w� "�,^�'�e � �s�'��+� eg�.
. � ��� �,.,s,. ���°a � ^..� �,1°�u � ., r�..������: ��,�� � `�r ��'�����" : �� ,�$,,,`Q�' �. a � � � ,�,+.
,,� ia � r� a ; T� n & ` �"`afi . �v' •s�� �"�S r,u ' Y*����'
,�-.�'i§� r x�i �P�ks � � ���tl���� ��'�'�Jk i. Y "�'fi's ��� � +�.-,��"`�;�� ,;S ,,�«Cs�'";�fa�er 3,�^���� �� fm ��� �,� Fwr � ���J.�
�'* ����..-,�t Trn ,i a a� ,:�"v� ,��`�,s'� �la ,�<. !+'��K� ��JS�� a . , . � ... � t�" �,� � .�M1.` �
� General support ' Monday through ; General support as outlined in ! $2;024.00
� Friday; 7:00 am to i E�ibit A ;
�
; 5:00 pm,excluding � �
� � ' _ _ �
� ` 'holidays �
� . _ . _ . _. , .. . �_ . _ _�.__a.,_ °:
;
i Total Monthly Costs $2,024.U0 ;
Variable Costs
� Q a� 1� �r � � , o � ` �� o I � ''i 0 °'y��i �a�'�° � p � � �.,,
,�"i � .�� �`��, . , a � };�" �r'`� 'a.�t 3`��w i�i ni .'�.��ll� � �'.�i ad�� • ,�4Y �h �i:�k ii
,S� i �h'�k.,� h� S��r�� i� o �'t �kr � 4k (��� 'bnay�!p,, C {� ���i � �, - H�'�$�� ' .
� � � �yt���i�&iy� i1`�l�,�',k,� ����i� i.�:r! �������. P �+��`� � ,��iGi�x� � ��4�'�{'�i���o��,"""a��t��,�;�`�' `�s .,���i���i. �"d4��Se�'�;,.,�
a I 4F� a i ii ;� f 'w N �' iF
, ����p`�'��� �'� °c'"�j.� t s�:��a������� ^���'�t �'��sa€;.a��� ������ i����"'�9� � `v�����,�;�r��� �r ¢''„�� airy� iz E� - �'p v`,
�,
+ 4„� �a� F��`^�,°nx m ; 1a�gc � �. � - � $� �'i.. � �� ,�� mw r ��F"a �� ����,r�, � �� � d" � �� � i� �n
�r � t ��* 4 � , z `�. �_ ��C s c. � � �.� �, a
�8+���t�`����'�'��� x »`� rc`�`�Y�. '��4� 4'� h,� �ar�`. r � ,N �. j �� r,��.: ��.a��,.6`s� ,.,{s � ��'� a; '' ��` � �a���'�
� ����.� � ' � , �
a Additioi►.al services ' - - - ' $120.00 per hour, wrth a one (1) g Variable ;
- - � ,�� - �� n. � �
� � : , . , ; _ � �� � � ; ��� �
� � � � � E� � ..: ; hour �nimiinuin as� ou'tli�ned �in ;,
� � . �
` � Exhibit A s
f , 1 �
�
,
,
_ ;
,. _ , ., � .
� _ _ . � � �. r , : � �. �
� Assistance wrth Monda throu h �� $120.00 er hour, with a one l n L �
_m.._,_ Y g P _ O Variable
� Records Requests Friday, 7:00 am to ' hour minimum plus mileage based ; �
� 5:00 pm,excluding on IRS standard rates ; �
� , holidays �
INTERLOCAL AGREEMENT
July 3;2017
Page 11 of 11
CITY OF �►UBUFtN — Ci't'Y�F ALGONA
INTERLOCAL AGREEfl�ENT FOR
tNFORRAATION SERVICES T'ECHNOLOGY
THIS INTERLOCAL AGREEMEN i made and entered into; pursuant to the Interioca!
Coo eration �ct, Chapter 39.34 of the Revised Code of Washington, on the �� day of
, �017, by and betweer� t�e CITY �F AUBURN, a municipaf
corpc�ratio of the Stat� af V4'as�ington (hereinafter referreci t� as "Auburr?"}; ar�� the C!T'(
OF ALGONA, a m�nicipal carpo�ation of the State c€ Was�ington (hereinafter reierred tc
as "Algona�'},
�✓V � TNESS � Td� ;
WHEREAS, �,igona se�ks professiona! i���rl'Ylatl�'n teCF1�t�I�gY (:`fT"} vervice�: �nd
1NHEREAS, /��aburn has ti-�e requisite SICII6S, res�urces and �xperience r�ecessary ��
provide 5UC�1 services and is wiP{ing to provide such services upor the terms and
conditions herein contained.
NOW, THEREFORE; in consideration of the mutuai covenants, conditions an� promises
herein, the par�ies hereto agree as follows:
1. SCOPE OF SERVICES
Auburn agrees to per�orm for Algona, in a goo� and professionai rnanner,the tasks
described on Exhibit A, which is attached hereto and by this reference made a part of
this Agreement. (The tasks described on Exhibit A shall be individually referred to as a
"task," and collectively referred to as the "services.") Auburn shall perform the services
as an independent contractor and shall not be deemed, by virtue of this Agreement and
the perFormance thereof, to have entered into any partnership, joint venture,
empfoyment or other relationship with Algona.
2. AMENDMENT REQUIR_E_p FOR ADDITIONAL SEFZVICES
If A(gona elects to receive additional services fram Auburn, either the additional services
described in Exhibit Aor additional services not described in Exhibit A, , and ifAuburn
has the time and resources to provide such additional services and is willing to provide
them; the parties shail execute an amendment to this Agreement prior to Auburr�'s
performance of such additional services, except as provided to the contrary in Section
3 of this Agreement. An executed Amendrrfent for additional servicesshall be
incorporated into this Agreement and shall be subject to the terms and conditions of this
Agreement, except as provided otherwise in the Amendment
INTERLOCAL AGREEMENT
April 6, 2017
Page 'l af 12
3. PERFORMANCE OF ADDiTIONAL SERVICES PRIOR i O EXECUTION OF AN
AMENDMENT
The parties hereby agree that situations may arise in which Algona desires
additionalservices wherein execution of Amendment before deEivsry of the services is
ompractical. Auburn agrees to perform the additiona! services upan the request of an
authorized representative of Algcna at the rate ofi compensaticn in Exhibit A, or if not
ir�ciuded in Exhibit A, at a negotiat�d �atE of eompensatia!� . A�y such a�ditional
services sh�I� be m�mor�alized in � written amendme�t �xec�t�� ir �ccordar�ce wi�P?
Sectior 2 0� ��:�:: �greement. Th� a��;v��,e �r�cedur� for �he a����iQ�;�r ser�;ic�s sha�i be
as descri�ed �r �ectior 6 of this A�r�er�ven:,
4. ��G���?� RES�ONS(BiLi�EES
,�.Ir�c���a s���l �v ��e ��6iewir� §�: � ;.��3y z-;-;a��er se �� ��t �� ��iay wi�E s�rvic�s �`
A�abu�n:
a. D�sig�atz in w�-iiing a pers�n 'to act as A�gor�a�s reprEsentative with
respect io the ser�ices. Algaraa�s raprEser?taiives�,alf have authority to transmii
instructions, receive info€-matian, and interpret and defir�e Aigona�s policies and
decisions regarding the services, except in the event of an emergency as
des�ribed in Exh�bit A.
�. Furnish Auburn with al! information, criteria, objectives; schedules and
standam ds for the services.
c. Arrange for access to the praperty or faciiities as required #or Auburn to
perform the services.
d. Examine and evaluaie al( studies, reports, memoranda, plans, sketches;
and other documents prepar�d by Auburn, and render decisions regarding
suchdocuments in a timely manner to prevent delay of thE services.
5. ACCEPTABLE STANDARDS
Auburn shall be responsible to provide, in connection with the services , work
products and services of a quality and professional standard acceptable to
Algona.
6. COMPENSATION
Compensation rates for Aubum's performance of the services are set forth in
Exhibit B, whieh is attached hereto and by this referenced made a part of this
Agreement. The compensation ratesshall be increased January 1, 2018, and
each January 1 thereafter, by an amount equal to 5% or the rrmost recent Seattle-
__
INTERLOCAL AGREEMENT
April 6, 2017
Page 2 of 12
Tacoma-Bremertor� Cansumer Priee fndex — U,whichever is great�r.
� Auburn shaPl submit ta Algona a monthiy invoice. Aigona shail process the
invaice in itsnext billing/clairr► cycle and shali remit payment to A�aburn in the
norrnal course, subject to any conditions or provisions in this Agreement or an
Amendmer�t.
i. i�ME FOR P��FORMA��GE ANr !Ei��J! GF �;GREEMElVT
A€�burn s'r!�I; perforrY� �he se�°jv�s �r� ���ordanc� �vit;� th� �irecti��? a�d
schad+�lsr�g �ar�vided in Exhibit A; unless cti�e�nris2 a�r�eci ta �r �,�vritirg hy the
partaes. The�erm �f th�s Agreem�;nt shall be for t€?ree (3; �ears be��n�ing
J�ruary �. 2017 and er�ding Dec�mber 31, 2020; p��vi�Ed iha� the ter� e�i �i�is
4�reeme�t shali autom�tically rEnew �or �n addit;arai o,�e �1 j y�ar un3ess ��ih�r
�ia!'�j/ �lVAS �"1� Gir�Br `�!?'4�:Ei? il�iiC� flf iE�"!'?'I�latic�f? ;?tJ� �ai�� �hu�itSlX.i\f (�G) u�yg
prior �o tr�� erd of th� �erm; and provide+� iur;her z�at eiiher par�y may ca�ce!
t��s Agree�ent upcn s�7cty (60; day� writte� no�iee tc �he other par�y cor�s�stent
wEth Paragraphs 1 � and 12 of th�s �greer?�ert.
8. OWNERSHiP AND USE OF DOCUMENTS
All doeume�ts, repor�s, memoranda, diagrarrts, sketches; p�ans, design
calculatior�s, working dr�wings and any ather materials created or otherwise
pr�pared by Auburn as part of its perFormance of this Agreement (the "Work
Products") shall be owr�ed by and become the prope�iy of Algana; and may be
used by Algona for any purpose beneficial to Algona.Algona shaf{ handle and be
responsibfE for requests for inspection and copying of such records ; however;
Aubum may assist at Algona's request at h�urly rates provided under Exhibit B
for "Assistance with Records Request" support.
9. REGORDS lNSPEGTIO!� AND A�DIT
Afl compensation payments sha!! be subject to adjustment fer any amounts
found upon audit or otherwise to have been improperly invoiced. AII records and
books of accounts pertaining to any services performed under this Agreement
shall be subject to inspection and audit by Algona for a period of up to three (3)
years from final payment for the services.
10. CONTINUATlON OF PERFORMANCE
In the event that any dispute or conflict a�ises between the parties while this
Agreemerit is in effect; Aubum agrees that, notwithstanding such dispute or
conflict; Auburn shall continue to make a good faith effort to cooperate and
continue work toward successful completion of the services or additional
servicesprovided that if Algona fai6s ta pay for the services provided by Auburn,
INTERLOCAL AGREEMENT
April 6, 2017
Page3of12
A�burn can cease providing such services ur�tii paymeni is made.
1�. ADMINISTRATlON OF AGREEMENT
This Agreement shafl be administered by Paul Haugan, Innovation and
Technology Director or designse; on behaif of Auburn, and by Diana Quinn, City
Administrator or designee, on behali of Algona. Any writter notices required by
the t2rms of �hls Agreeme�?t sh;all be serv�d an or maiied ie the follcwing
�dd.rssses:
C�TY O� AUBURN GiT�" OF AL�OtvA
(nnova�ion & TC�hr;�iogy C;iy Ad�i�istratiot:
Paul Haug�n Di��� �uinn
25 W !`�IGir �t z02 ;fV���E Si.
Aabur�, �N1�9�CC�-49�� A!r�o��; V'JA �8�G1
Phon2: 253-288-316G P�v��: 253-833-�8�7
Fax: 253-8�4-31'9 6 Fa:�: 253-939-33fi6
E-mail: phaugan@au��!rrw�.r��v E-r:lai�; dianaq a�alqoravva.qo_v
12. NOTICES
All notices c�r communicaFiors per�nitted or required to be givsr� und�r this
Agreemen� shall be in writing and shall be deemed to hav� been duly given if
delivered in person; deposited in the United States mail, pcstage prepai�, �r ,
mailed by ceriified rr�aii; ret�arn receipt requested, and addressed, ii to a par�y o1
this Agreement; to the address for the party set forth above.
Either party may change its administrator or address by gffving notice in writong
to the other party, stating the new administrator or new address, ; pursuant to
the procedu�e set forth abave.
13. INSURANCE
Algona sha(i maintain in fuEl force throughout the duration of this Agreement
comprehensive general liabiiity insurance with a minimum coverage of
$1,000,000 per occurrence/aggregate for personal injury and propErty damage.
This requirement shall be deemed satisfied by evidence of Algona's membership
in a municipal self-insurance pool, including evidence of I'rmits of coverages,
exclusions and limits of liability saiisfactory to Auburn.
A,uburn shall maintain in full force throughout the duration of this Agreement
comprehensive general liabi(ity insurance with a minimum coverage of
$1,00�,000 per occurrence/aggregate for personal injury and property damage.
This requirement shall be deemed satisfied by evidence of Auburn`s membership
in a municipal self-insurance pooi, including evidence of lirnits of coverages,
INTERLOCAL AGREEMENT
April 6, 2017
Page 4 of 12
exciusions �nd limits af liability satisiactory to Algora.
��. (NDEMNlFICATION
a. Algona shall �ndemnify and hold Aubum and it� agents, employees; and/or
officers, �arrnless from an�+ shall p�o�ess and defend at its own expense ary and
�if clair�s, demands; suits, ai law or �quity; actions, pena9iies, Ios�eG, damages, or
c�s�s, �.f ��vhats�eve� €cina �r �a�ure. brought against A��b�;rn a��sing oui af; in
c�nneci��� w�i;�. or i�ci�ent 'to th� ex�cuiio� �f #�is Agreemer� �nd/or .41gon�'s
per�ormance or ��iiure �o perfo�rr, ary aspeci of t�-sis Agreemer�t; p��vided that if
such cl���r?s are c�usvd by or resuli f�orn the ccnca�-��nt negligence of Aubum, its
�gent�, emplQyees, and<<�r Q�cers; this id1Cl2CT1�14t� provisi�r sha�l be valed �na
eniorC@a�}Ie OC1I�l0 t�"tE 8X�2C?l G'�ErE irlagiigenc� �f Algo�a; and �r��rided furt(�E�that
�oihin� :�����in sh��� �e�uir� ?.�qona i� hel� i-�arm9es� �� dEfend ���urn. its ag�?�s��. ,
empl�y��s and/or off�ers from any �iaims arsi�t� irom �he s�l� �egli�e�ca o� I
fiuburn, ais a��nEs, employees; andior officers. N� Iiability �haii attach to P.ubu�; �y
reasar� �f e�terir�g int� i(�is Agreerer�except as ex�ress6y pro��i�e� hereir±.
b. Aubum shal� ir�CEmnify and hoid Algona an� +ts agents, employees, and/or
officers, harmless irom and shafl process and defend at its own expense any and
all claims, demands, s�its, at law or equity; actions; penalties, losses, damages; or
costs, of whatsoever kind or nature, brought against Algona arising out of; in
connect€an with; or in�ident to the execution af this Agreement and/or Aubum's
performance or faiEure to perForr� any aspect af this Agreem€nt; provided that if
such clairr�s are caused by or resuit from the conc�rrent negfigence of Alg�na, its
agents, employees, and/or officers, this indemnity provisiora shall be valid and
enforceable only to the extent of the negligence of Aubum; and provided further,
that hothing herein shali require Auburn to hoid harmless or defend Algona, its
ager�ts, employees and/or officers from any claims arising from the sole negligence
of Algona, its agents, employees; andfor officers, Na liability shalf attach to Al�ona
by reason of entering into this Agreement except as expressly �ro��ided herein.
15. WAIVER OF SUBROGATION
Algona and Auburn hereby mutually release each other frorr-3 liability and waive al! right of
recovery against each other for any loss caused by fire ar other perils which can be
insured against under fre insurance contracts, including any extended caverage
endorsements thereto which are customarily available from time to time in the State of
Washington;provided that this paragraph shall be inapp6icable to the extent that it would
have thE effect of invalidating any insurance coverage of Algona or Auburn.
16. COMPLlANCE WITH REGULATIONS AND LAWS
The parties shalf comply with all applicable laws, rules and regulations pertaining ta them
{NTERLOCAL AGREEMENT
April 6, 2017
Page 5 of 12
i� connection wi�h the matters c�vered herein.
17. ASSIGNMENT
The parties shalf not assign this Agreement or any interest. obligation or duty iherein
without the express written consent af the other party.
i 8. ATTt�RNEY�' FccS
=s ei�h�r ���y� sh�li �e r�quir�a �� ��,ng �ry �c�ion �� ��TorcE a�y ,�rcv�sio� of t�is
,�greerr�e�t, �r shall �e �e��ired ic defer�d �r�y aciio� �r��ghi by the o�her party ��rsfh
respect ?o ihi� Agreer�er��; anc: ir th� �urther eve�t ihat on� par�y shal{ su�stantiaily pr�vaii
;n such �ctiti�, the los�r;g �a�ty sF�ail. �n add�ti�;� i� �ll o�her �ayr?ents req�ir�d therain, �ay
�i! �,f ihe �rev�i�ing �ary�s r��sor�a��e �,osts in cc��nection ;�ith ;�ch �cti��, including sGch
s��s �s L�� co�a�# �Y ec�.��ts ma�y�° ��;��ge r��s�rable �s a�r.��ney's faes =� �h� t�ial c�!ar
�nd �n arEy a��ell�te �v�.��s.
19. NO!�DISCRIM(N;�TION
Each of the partiEs, f�r itself, its succes�ors �� interest, ar�d assigns; as a part ai the
consideration hereof, does liereby c�venant an� agree that it will compfy with pertinent
statutes. Executive Orde�s and rules as are promulgated to �ssure that r�o person shall, on
the grounds af race, creed, color; r�ational arigin, sex, sexua( orieniation, age. or the
presence af any sensory; mentai or physical hardicap be discriminated against or receive
d€scriminaiory treaimen� by reason ��ereof.
20. MISCELLANEOUS
a. Ail of the covenants, conditions and agreements in this Agreement shall
extend to and bind the legal successors and assigns af the parties hereto.
b. This Agreemeni shail be deemed to be made and construed ir� accordance
with the iaws of the State of Washington. Jurisdiction and venue for any action
arising out of this Agreement shall be in Kir�g County, Washington.
c. The captions in this Agreement are for conveniEnce only and do not in any
way limit or amplify the provisions of this Agreement.
d. Unless otherwise specifical.ly provided hereir?, no separate lega! entity is
created hereby, as each of the parties is contracting in its capacity as a municipaf
corporation of the State af Washington. The identity of the parties hereto is as set
forth hereinabove.
e. The performances of the duties of the parties provided hereby shall be done
in accordance with standard operating procedures and customary practices of the
INTERLOCAL AGREEMENT �
April 6, 2017
Page 6 of 12
parties.Operatior�ai review and service meetings shali be heid every six (6) months,
with representatives from bo#h. cities to review and discuss service and suppor�
delivery.
f. No provision ofi this Agreement shall relieve either party of its public agErcy
obiigations and/or responsibilities imposed by law.
g. ff any terr� or provisier �fi this Agree�ent or the a�plicatia� thEreof to any
pers�� cr circur:;st�nce shai�, t� ��y extvnt, �� heid tc� be invaiid �r unenforcea�{E
�y � ��nd� d�cis►�� of any �c:�!� f�aving ju�sdict�or a� the matter= t�e remainde� 07
thi� Agr�emErt or the app(icatic�n of vuch �erm �r �rovisior ta p�rsflns ��
cir�ur�siances o��er i�-�ar� thas� as to wh��h it is hel� inva(id or unenfi�rceable sh�ll
�at bE af�Pcted thereay ard sh�ii con�inue in #uli forcE and e�fec?, ;�r?�ess such c��irt
deter.r,�ines in�t �uci-? irvaii�i�y or �n��iorc�ar�ilit� �at�rially ir�tE�-F�res wit� �r
d�f�a�s the pi���s�s hEr��?, �E w��'s.c" ��±�e ei��er �a€��y s��arl ��v� ihe �igh� �s�
terr�;�n�€e zhe AgruemE��.
h. This Agreemen� con�tst��es �he entir� ar�reeme�� �Etv�;een €h� paries. i�Ere
are no terms. abligatioras; covenants or conditior�s othEr thar those contained
herein. No r-n�difications or amendrr�ents of this Agreem�nt shali be valid or
effeciive uniess �videnced by �n agrEemei�t in writing signed by both parties. I
i. Copies of this AgreEment shaf! be ziled w�ih the King ��unty Records
Divisior? and �he respective Clerks of the parties hereto.
j. Interpretation or constr�ction of this Agr�ement shalf not be affected by
any determination as to wha is the drafter of this Agreement, this Agreement
having been d�afted by mutual agreemeni of the parties.
k. No party to this Agreement shall be held responsible for delay or defa�alt
caused by terrorism, natural disasters, riots, acts of god and/or war that is
beyond the reasonable cont�ol of the par�ies.
I. The failure of either party at any time to require performance by another
party af any provisions of this Agreement wili in no way affect the party's
subsequent rights and obligations under that provision, and waiver by any party
of the breach of any provision ofithis Agreement shall not be taken or held to be
a waiver of any succeeding breach of such provision or as waiver of such
provision itself.
{NTERLOCAL AGREEMENT
April 6, 2017
Page 7 of 12
IN WITNESS WHEREOF the paities hereto have executed this Agreement as of the day
and year first above written.
GfTY OF AUBURN CITY OF ALGONA
� � w
. . " ... .. .._..._.�.. .
ancy Bac David E. Hill, ayor
Auburn Ma City of Algona
Attest: Aftest:
�� / ����`��
Danielle Daskam; Laurie Cassell, MMC
Aubum City Clerk City Clerk-Treasurer
Appro as t m: Appraved as to form:
Daniel B, Heid Rod P. Kasegum
Auburn CityAfmrr�ey Algona CityAt#or ey
WTERLOCAL AGREEMENT
Aprif 6,2017
Page 8 of 12
EXFIIBIT A
SCOPE. OF SElaVICES
S�rvices Provided
i. Gener�l deskiop s�apport �.�ci troubleshootir 6, includin�:
a. �iardw�are deplcyrr�en�
b. �perating �yst.r:install� �nd re�a:rs
C. �:.til�6c �nC�Cv�i 4=:ir�ti n�
%. �.;:,:l:.rw� � Sl'pp0� �*?�t�v::b�ZS�"100`'•_r��. i�iC�?i�_":v'
�-
a. �S�T aCCO��:�i SZt�u�, ?"�20G�1�iC�ii�i�cT'1���?�ci,�:r�c
b. V'inas proteciion Cl��p�C1i.ECr1�S::Li�C���ti�it�',r.
��. ��..1LN'�e�nCJLuii�
4. !l.jj�l`�.��
C. '�r':+�,'!PSJ i_l+�:Y?�'_�.0
1. � �!�7� JZ.1�1�}Cl� ?i!ir v��li'a!Ll`�iLC�'iG� �S'�J���'J L�±i.n!3�. �'vYGL===�:i-
�. `�e-�e-ai p�or�� support an{��oubl�s'�ccii��, ir_clu�izg:
a. S��.z� and �onf�ura�ion
u. Ce?1�hones
�. General server and s�orage suppo_� and�c�a�leshooting, ?nc��a�irg:
a. HardsNare an�virtual installa�io�
b. O_perating systerr_� i�-�stalls ari�repairs
5. Genera,I ne:work gea�:s��port and troubleshooting., i.�ciT:��,g:
a. F�e;�all con��.z.rat�on an.d as�ist��ce
'o. Ro�ters �
c. Svritches
d. Access Points
6. General GIS requests, inel�dirig:
a. Electronic iraps
b. Data analysis
7. Purchasirz�recor�m�n�atic�ns a_nd coordir�at�on.
8. Cloud operations. This ��•il? al1_�w Al�ona's r�e�u��rk to reside in a���.z_�`s pn_vate clouc�,
allo��ing business cont�nuity-.
Atirailable Additional Services
1. Project management
2. Advanced GIS ser�%ices, including:
a. Cansulting
b. Strategic plannirg
c. Data liosting
d. Map service creation
fNTERLbCAL AGREEMENT
April 6, 2017
Page 9 of 12
Ser��ice Level �?�'eerner�ts
For rec�uests erriailed Monda;j tl�roug� Friday from 7:�4 a.r.�_. to 5:00 p.m. ("�e�ular business
hours"), ?�ubzu?? will respond �%ithin thirty (30) mirnutes; provided, that where _�uburn ?s
experiencingextremely high c�ll �olumes due to systems failures, Acts of Gc,d, reb onal
outa�es,etc., ihe response time rrfay be lonaer. Auburn wi�i rotifv AlgQn.aof s�:ch delay and the
reason for =`_he delay. with an estimated r�r�rn io normal timE.
TI »i���"4C?�Za',� �V tlle�il�0?2��?�;Jr, �11V _�.`�..2121n,�J�'8.iC1�' �1j' �1tV Cli.�li �S% s'.�21� `G
- � -, ,n � i�;tll i��, 1":.._r��� O1 ...}.�S�J1:L:�;pciSOr ���' �a�.,i:C GZ iS�a� G �r C�..: tC !J�-
.�.,..,,� r
g%5-1���,4�i��a:i� Wlll�r�ti1Ge��i°,'iCES �llt5?C2 C!_��wl� '��w���c55 hOU_S ��'i �n ZT=1�rT�3�C; �3�1�.
S�T';✓?C��?�'_"1e��Ifll?S
p =���i'+''T:'} {t ?� �<� %1 .. :�.., _'CE`'�i`,C�;1'_�^.C_�vi _ ..__ _-C`t�.'d�'�s�K ���:1.?iil5''. ��.:! ��:;�t,�.�!LV ?jL�i
__ ..'a_ �'V Z__ ClJJ__i =
_res�ci�sibiliiy of-/�igo�a.
0 <-^i1(3��-'•Z� "vVili CIOCtIim�Pi �"=: r'='?5�_1� i:+i0�`7T.2iiGi! T���a�ani �v i�Gr�1C�l e�.��i�S, r�w` L=ii�r1�31?C�
is �he respor_sibil?iy oi algar_a, i-�cludir�g bui noi;�-_��i���to �JIS an�ACC�:SS.
e �ub-urn will_ assist �nd pro��i�e recor��.nendatio�s o� purchases; b�zt all au�ch�ses are ihe
rzsponsibility of A1_go�a; ps�vided that Algona m�?y piggyb�ck p�a.rchases �hr���-� Auburn
contracts.
Request�4 S.�zppori
Algona shalrsubr�i?t request� ior ��-_ce by emaii ta �-�E.,��-,�,w�::��---_ ������,. Algo��� ir��y request
services ay prione, but if the req��st is�y phone, Auburr�prefers t�acking tickzts ar�d support zria its
help desk system. with a follow-up pnone call from Auburn �tai F 1 he request wil't be fo�.�araed to
Auburn technical staff for resolution.
INTERLOCAL AGREEMENT
April 6, 2017
Page 10 of 12
EXgiI�I'I' B
COST OF SERVICES
Bil1Ln�
All se�vices outli�ed in E�h�bit � will be bille� accordin6 t� the compensazion ratesbelow. �ote:
the mar�h1v charges for se_�-ice ar:, b�sed en an est�.atec� l OQ he1_pdesk requests anrnaaiiv �-��
st�nd�Y��loizd se�-ice_aies.
33i��i-��Bre�k�cwn
1Vlontliiy Costs
��'�'-�5'.�� ��,,.�i �»P� ���- --r:u^�� - y�:=�...� �����`t"` t„T�x�;^s3�"��.=� �^ �"� �'�'y�,"-'�w�'���i`'�"'�F'-�'�
� �g - r� B d:_ , � 3 i�' "�
�� �3. ff ax�^�i- k_' Y P a '�' . �
• '�a S^ ���,�� Q-iS° �R�
���.� t . �.t . . . .. . � � �4�tY-z
��yy �.Y 5�
��y.`�.k' .' �,v.z/'�A�� �� .' �F�ay rM.�''��"a� � � '� �T - � .��. ��� Y��i�,.,
�T'�•, �yj � ��t ��{� .�+,,�
�r2'I'� ,:1�'�' ��� ��F sy �"" � y�`� �� � � - �� t y��"�a
��� 'i� ` ��� �i.�_ 4 Y"Y �""_ � T�,Fjyi � .: �L. �ry+.t 3S� �,;.�'4f w��... j;3 . &,._„_a��
+`�'4' .y�� . `�..-=xk`ee� .-.}�� ...uz..:2"mt.;`$@0 � �. '.�`C����v - ' �i- �'�3�-_
C�eneral support M-F, 7:00 a�-n— � pm, General supnort �s o�tline� in ^ �500.0�
exciadin�holidays Ex1��bi�<�
$500.00
Yearlv Costs (pass through to vendo�-s)
����'"���,�` -=*�v �a+ "' �"�.�"r`�'X_-s�-g��'�°����3u�.�:5':-as�, ��,e.� •�, -.�-���y- � s��� rz`��,.,',„�.��`%���`''�,:' `�.
q a ,�
L•� �� �"� � � r�:
� � :�' �
X= .
� �
. � ,
fi
x v
.- .
'� .� � ,. ,� - _ �' . � ' `^_:N� ��' �ry r .., . �
��- ���. , � :. .�;�`+� `;«.�._ .4.:� z.�� �i�.r�.�',�Xa,�' �.'�'�: .�+�'��°,`"� ,.- �`,.
Netmotio�a software ♦ $34.00 x 15 clients � $510.00
Spillrnan software 16 clients �2,095.00
Inventoay and $37.�0 x 22 clients �814.00
I2emote Desktop
softw are
Virus protection S 18.�Q x 22 clients �396.00
softwa�e
INTERLOCAL AGREEMENT
April 6, 2017
Page 11 of 12
��M1-�:�� � ���,; . -.:,�- � ��
,�s �'� �ar «--: � -b:�� � x
.. . ,. .�., , ...
.. . . . . .. . , � .� .
. , ... ,. _ .� ".
.• . _ .. . . ' .. .�._'; .. :_ .. ,., `.. . '.. .
MS O�ce and $2�3.00 x 22 clients �5,566.00
Windows
�9,b19.�0
��ariable Costs
}�,.-,��—..`''g-�;m�'�F-�� 'q �`�_'�`"'����^•- ,�c,s "�4, ��r� -"�.{ � x��,� �-c��y,4=�, .'-.."`t�.�.�'�"'��.�......'`-£.�`-�,��'.-� .�-`�-rrt-�r,'�"� ��,'
� *�nz,, � F � �".:3�-y .� '` ���_ �` �+� �2 �.�� �������� � � �� µ� �
�� p '�4a ��� 2�h�.� �`�'���K�����,+ � 1S! ��tt s.:P� ����-LLR z`.. �,'. � .� F� ,-�"� �
�'�� n � ° �:h �'��.z�` ���`f� ���� ��` �' + r � �` '��"v ����"�
;�� ���,�: � �s� ;` �-`�+�� �� � : � � ����,�'�� ,�-�-,'�„ -� s�
�s+^��• ��. '�v,�' �"s.ss.5�h�-�' -'a� ��, �, s� ` �E�,x s�' �,� s�
:�s.�. - „ � .e��.:,��' w^."�-.��`�,tas�.:�,u.._«.��s_.,� �.��e....�.9:?:i�__-_..�'e�e��x�-.a�'',��{.-a,.�£:�,.... .a„s.�,.m..�.+ .'�' .-����°a' �. .-.
Off-hou.a�s support Non-business hours S 120 per ho�zr,with�one (1)hour Variable`
m�nimu�-n plus mileage based on
IRS standard rates
?�dda�onal ser�-ices n%a �12Q p�?�o�-, wit�'� a one(1) ha�.r V�-iable
rr�i�-r�ur� as outiined �n E�?b1t A
�ssastance with Busine�s Ho�s S 120 per hQ�r, wit��a one (1)�our Variable
12Qc�rds Requests irEini�-num plus r�i?e�ge based on
IRS standaid rates
INTERLOCAL AGREEMENT
Aprii 6, 2017
Page 12 of 12
CITY OF AUBURN—CITI(OF PACIFIC
INTERLOCAL AGREEMENT FOR
_
INFORMATION SERVICES TECHNOLOGY
THIS INTERLOCAL AGREEMENT made and entered into, pursuant to the�nteriocal
Cooperation Act, Chapter 39.34 of the Revised Code of Washington, on the�_day of
��g��_ , 2017, by and between the CITY OF AUBURN, a municipal
corporation of the State of Washington (hereinafter referred to as "Aubum"), and the CIIY �
OF PACIFIC, a municipal corporation of the State of Washington (hereinafter referred to as
"Pacif c"),
WITNESSETH :
WHEREAS, Pacific seeks professional information technology ("IT") services; and
WHEREAS, Aubum has the requisite skills, resources and experience necessary to
provide sueh services and is willing and agreeable to provide such services upon the
terms and conditions herein contained.
NOW THEREFORE in consideration of their mutual covenants, conditions and promises,
the parties hereto do hereby agree as follows:
1. SCOPE OF SERVICES
Aubum agrees to perform for Pacific, in a good and professional manner the tasks
described on Exhibit A for the compensation described in Exhibit B, both of which are
attaehed hereto and by this reference made a part of this Agreement. (The tasks
described on Exhibit A shall be individual.ly referred to as a"task,"and collectiyely referred
to as the "services.") Aubum shall perform the services as an independent contractor
and shall not be deemed, by virtue of this Agreement and the performance thereof, to
have entered into any partnership, joint venture, employment or other relationship with
Paei�c. -
2, AMENDMENT REQUIRED FOR ADDITIONAL SERVICES `
In the event additional IT services are required by Pacific beyond those specified in Exhibit
A and the compensation listed in this Agreement, and further provided that Aubum has -
. ths time and resources to provide such additional services and is willing to provide such
services, a contract amendment shall be set forth in writing and shall be executed by the
respective parties prior to Auburn's perFormance of the additional IT services, except as
may be provided to the contrary in Section 3 of this Agreement. Upon proper completion
and execution of an Amendment for additional services, such Amendment shall be
incorporated into this Agreement and shall have the same force and effect as if the terms
IN;fERLOCAL AGREEMENT
Apr'il 10, 2017
Page 1 of 12
� � � �� � ��� ��.
of such Amendment were a part of this Agreement as originally executed. The
perFormance of services pursuant to an Amendment shall be subject to the terms and
conditions of this Agreement except where the Amendment provides to the contrary, in
which case the terms and conditions of any such Amendment shall control. In all other
respeets, any Amendment shall supplement and be construed in accordance with the
terms and conditions of this Agreement.
3. PERFORMANCE OF ADDITIONAL SERVICES PRIOR TO EXECUTION OF AN
AMENDMENT
The parties hereby agree that situations may arise in whieh IT services other than those
described on Exhibit A are desired by Pacific and the time period for the completion of
such services makes the execution of Amendment impractical prior to the
commencement of Auburn's performance of the requested services. Aubum hereby
agrees that it shall perForm such services upon the request of an authorized
representative of Pacific at a rate of compensation to be mutually negotiated in connection
therewith. Any suah additional IT services shall be memorialized in a written a.mendment �
in accordance with Seetion 2 of this Agreement. The invoice procedure for any such
additional services shall be as described in Section 6 of this Agreement.
4. PACIFIC'S RESPONSIBILITIES
Pacific shall do the following in a timely manner so as not to delay the services of Aubum:
a. Designate in writing a person to act as Pacific's authorized representative
with respect to the services described in Exhibit A. Pacific's designee shall have
complete authority to transmit instructions, receive information, interpret and
define Pacific's policies and decisions with respect to the services, except in the
event of an emergency as described in Exhibit A. The authorized representative
shall not have the authority to execute amendments to this Interlocal Agreement.
b, Furnish Auburn with all information, criteria, objectives, sehedules and
standards for the services provided for herein.
c. Arrange for access to the property or facilities as required for Auburn to
pertorm the services provided for herein.
d. Examine and evaluate all studies, reports, memoranda, plans, sketches,
and other documents prepared by Aubum and render decisions regarding sueh
documents in a timely manner to prevent delay of the services.
5. ACCEPTABLE STANDARDS
Aubum shall be , responsible to provide, in connection with the services
contemplated in this Agreement, work products and services of a quality and
INTERLOCAL AGREEMENT
April 10, 2017
Page 2 of 12 �
� � � �=�. �
� '
�,���� �
professional standard acceptable to Pacific.
6. COMPENSATION
Compensation for Aubum's perFormance of the services provided for herein is
described in Exhibit B, which is attached hereto and by this referenee made a part
of this Agreement. The compensation rate shall be increased January 1, 2018, and
each January 1 thereafter, by an amount equal to 5% or fhe most recent Seattle-
Tacoma-Bremerton Consumer Price Index - whichever is greater.
Aubum shall submit to Pacific a monthly invoice and Pacific shall process the
invoice or statement in the nezt billing/elaim cycle following receipt of the invoice
or statement, and shall remit payment to Auburn thereafter in the normal course;
subject to any conditions or provisions in this Agreement or Amendment.
7. TIME FOR PERFORMANCE AND TERM OF AGREEMENT
Aubum shall perForm the services provided for herein in accordance with the
direction and scheduling provided in Exhibit A, unless otherwise agreed to in
writing by the parties. The term of this Agreement shall be in effect.for three (3)
years beginning January 1, 2017, through December 31, 2020, provided that the
term of this Agreement shall automatically renew for an additional year unless
either party gives the other written notice of termination not later than sixty (60)
days prior to term end. It is provided, however, that either party may cancel this
Agreement with or without cause upon sixty (60) days written notice to the other
party consistent with Paragraphs 11 and 12 of this Agreement.
8. OWNERSHIP AND USE OF DOCUMENTS
All documents, reports, memoranda, diagrams, sketches, plans, design
calculations, working drawings and any other materials created or otherwise
prepared by Aubum as part of its performance of this Agreement (the "Work
Products")shall be owned by and become the property of Pacific, and may be used
by Pacifie for any purpose beneficial to Pacific. Public records requests shall be
the responsibility of Pacific; however, Aubum may assist at Pacific's request at
hourly rates provided under Exhibit B for onsite support.
9. RECORDS INSPECTION AND AUDIT
All compensation payments shall be subject to the adjustments for any amounts
found upon audit or otherwise to have been improperly invoiced, and all records
and books of accounts perEaining to any work performed under this Agreement
shall be subject to insp_ection and audit by Pacific for a period of up to three (3)
years from the final payment for work perFormed under this Agreement.
_ _ _ _ ___ __ _
_ _ _.
INTERLOCAL AGREEMENT
Apri1. 10, 2017
Page 3 of 12
���j�; '
��� '� �.
10. CONTINUATION OF PERFORMANCE
In the event that any dispute or conflict arises between the parties while this �
Confract'is in effect, Auburn agrees that, notwithstanding such dispute or conflict;
Aubum shall continue to make a good faith effort to cooperate and continue work
toward successful completion of assigned duties and responsibilities. Provided
that, if Pacific fails to pay for the services provided by Auburn, Auburn can cease
providing such services until payment is made.
11. ADMINISTRATION OF AGREEMENT
This Agreement shall be administered by PauJ Haugan, Innovation and
Technology Director or designee on behalf of Aubum, and by Richard Gould, City
Administrator or designee on behalf of Pacific. Any written notices required by the
terms of this Agreement shall be served on or mailed to the following addresses:
CITY OF AUBURN CITY OF PACIFIC
Innovation &Technology City Administration
Paul Haugan Richard Gould
25 W Main St 100 3�Ave SE
Aubum, WA 98001-4998 Pacifie, WA 98047
Phone: 253-288-3160 Phone: 253-929-1117
Fax: 253-804-3116 Fax: 253-939-6026
E-mail: phaugan@aubumwa.gov E-mail; rgould@ci.pacifc.wa.us
12. NOTICES
All notices or communications permitted or required to be given under this
Agreement shall be in writing and shall be deemed to have been duly given if
delivered in person or deposited in the United States mail, postage prepaid, for
mailing by certified mail, return receipt requested, and addressed, if to a party of
this Agreement, to the address for the party set forth above.
Either party may change his, her or its address by giving notice in writing, stating
his, her or its new address, to the other party, pursuant to the procedure set forth
above.
13. INSURANCE
Pacific shall maintain in full force throughout the duration of this Agreement
comprehensive general liability insurance with a minimum coverage of$1,000,000
per occurrence/aggregate for personal injury and property damage. This
requirement shall be deemed satisfied by evidence of Pacific's membership in a
municipal self-insurance pool, including evidence of limits of eoverages, exclusions
and limits of liability satisfactory to Aubum.
INTERLOCAL AGREEMENT
April 10, 2017
Page 4 of 12
�� I �IN�
�
Auburn shall maintain in full forae throughout the duration of this Agreement
comprehensive general liability insurance with a minimum coverage of$1,000,000
� per oceurrence/aggregate for personal injury and property damage. This
requirement shall be deemed satisfied by evidence of Auburn's membership 'in a
municipa_I sel.f-insurance pool, including evidence of limits of coverages, exclusions
and limits of liability satisfactory to Pacific.
14. INDEMNIFICATION
a. Pacific shall indemnify and hold Aubum and its agents, employees, and/or
officers, harmless from and shall process and defend af its own expense any and all
claims, demands, suits, at law or equity, actions, penalties, losses, damages, or
costs, of whatsoever kind or nature, brought against Aubum arising out of, in
connection with, or incident to the execution of this Agreement and/or Pacific's
perFormance or failure to perform any aspect of this Agreement; provided, however,
that if such claims are caused by or result from the concurrent negligence of Aubum,
its agents, employees, and/or officers, this indemnity provision shall be valid and
enforceable only to the extent of the negligence of Pacific; and provided further, that
nothing herein shall require Pacific to hold harmless or defend Aubum, its agents,
employees and/or officers from any claims arising from the sole negligence of
Aubum, its agents, employees, and/or officers. No liability shall attach to Aubum by
reason of entering into this Agreement except as expressly provided herein.
b. Aubum shall indemnify and hold Pacific and its agents, employees, and/or
officers, harmless from and shall process and defend at its own expense any and all
claims, demands, suits, at law or equity, actions, penalties, losses, damages, or
costs, of whatsoever kind or nature, brought against Pacific arising out of; in
connection with, or incident to the execution of this Agreement and/or Aubum's
perFormance or failure to perForm any aspect of this Agreemenf; provided, however,
that if such claims are caused by or result from the concurrent negligence of Pacifc,
its agents, employees, and/or officers, this indemnity provision shall be valid and
enforceable onlycto the extent of the negligence of Aubum; and provided further, that
nothing herein shall require Aubum to hold harmless or defend Pacific, its agents,
employees and/or officers from any claims arising from the sole negligence of Pacific,
its agents, employees, and/or officers. No liability shall attach to Pacific by reason of
entering into this Agreement except as expressly provided herein.
The provisions of this Section 14 shall survive the expiration or termination of this
Agreement.
15. WAIVER OF SUBROGATION
Pacfic and Aubum hereby mutually release each other from liability and waive all right of
INTERLOCAL AGREEMENT
April 10, 2017
Page5of12 �� a�
� �r�� �
recovery against each other for any loss caused by fire or other perils which can be insured
against under fire insurance con#racts including any extended coverage endorsements
thereto which are customarily available from time to time in the State of Washington,
provided, that this paragraph shall be inapplicable to the extent that it would have the effect
of invalidating any insurance coverage of Pacifie or Aubum.
16. COMPLIANCE WITH REGULATIONS AND LAWS
The parties shall comply with all applicable rules and regulations pertaining to them in
connection with the matters covered herein.
17. ASSIGNMENT
The parties shall not assign this Agreement or any interest, obligation or duty therein without
the express written consent of the other party.
� 18. ATTORNEYS' FEES
If either party shall be required to bring any action to enforce any provision of this Agreement,
or shall be required to defend any action brought by the other party with re.spect to this
Agreement, and in the further event that one party shall substantially prevail in such action,
the losing party shall, in addifion to all other payments required therein, pay all of the
prevailing party's reasonable costs in connection with suc.h action, including such sums as
the court or courts may adjudge reasonable as attomey's fees in the trial court and in any
appellate courts.
19. NONDISCRIMINATION
Each of the parties, for itself, its heirs, personal representatives, successors in interest, and
assigns, as a part of the consideration hereof, does hereby covenant and agree that it will
comply with pertinent statutes, Executive Orders and such rules as are promulgated to
assure that no person shall, on the grounds of race, creed, eolor, national origin, sex, sexual
orientation, age, or the presence of any sensory, mental or physical handicap be
discriminated against or receive discriminatory treatment by reason thereof.
20. MISCELLANEOUS
a. All of the covenants, conditions and agreements in this Agreement shall
extend to and bind fhe legal successors and assigns of the parties hereto.
b. This Agreement shall be deemed to be made and construed in accordance
with the laws of the State ofiWashington. Jurisdiction and venue for any action arising
out of this Agreement shall be in King County, Washington.
c. The captions in this Agreement are for convenience only and do not in any
1NTE-RLOCAL AGREEMENT
April 10, 2017
Page 6 of 12 ��� �
�,�,� �,
way limit or amplify the provisions of this Agreement.
d. Unless otherwise specifically provided herein, no separate legal entity is
created hereby, as each of the parties is eontracting in its capacity as a munieipal
corporation of the State of Washingfon. The identity of the parties hereto is as set
forth hereinabove.
e. The perFormances of the duties of the parties provided hereby shall be done
in accordance with standard operating proeedures and customary practices of the
parties. Operational review and.service meetings shall be held every six(6) months; �
with representatives from both cities to review and discuss service and support
delivery.
f. No provision of this Agreement shall relieve either party of its public agency
obligations and or responsibilities imposed by law.
g. If any term or provision of this Agreement or the application thereof to any
person or cireumstance shall, to any extent, be held to be invalid or unenforceable
_ _ _
by a final decision of any court having ju.risdiction on the matter, the rema.inder of this
Agreement or the application of such term or provision to persons or circumstances
other than those as to which it'is held invalid or unenforceable shall not be affected
thereby and shall continue in full force and effect, unless such court determi:nes that
such invalidity or unenforceability materially interFeres with or defeats the purposes
hereof, at which time either party shall have the right to terminate the Agreement.
h. This Agreement constitutes the entire agreement between the parties. There
are no terms, obligations, covenants or conditions otherthan those contained herein.
No modifcafions or amendments of this Agreement shall be valid or effective un_less
evidenced by an agreement in writing signed by both parties,
i. Copies of this Agreement shall be filed with the King County Auditor's Office
and the respective Clerks of the parties hereta �
INTERLOCAL.AGREEMENT
April 10,2017
Page 7 of 12 �
����
� �
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day
and year first above written.
C%Tl( OF PACYFIC CITY OF AUBURN
e ne Guier, Mayor Nancy Back , ayor
100 3rd Avenue SE 25 W. Main reet
Pacific, WA 98047 Auburn, WA 98001
I�TTESY: A7TEST:
_ ��
Amy S enson-Ness, City Clerk Dani Daskam, City Clerk
APPR . D /�iS TO FORM: APPRO ED AS TO FORM:
C ol Morris, City Attorney Daniel B. Heid, ity Attom
INTERLOCAL AGREEMENT
April 10, 2017
Page 8 of 12
EXHIBIT A
SCOPE OF SERVICES
Services Providecl
1. Two(2)hours of consecutive,onsite support per week. This is limited to one(1)Auburn IT
staff person per week. The day/time of the hours must be mutually agreed upon by both
parties and stay consistent each week. The day and time of the week, including the duration
is subject to change based on needs of each City. Hours allocated each week are not banked
and cannot rollover to subsequent weeks.
2. General desktop support and troubleshooting. This includes:
a. Hardware deployment
b. Operating system installs and repairs
c. Settings and configuration
. 3. General IT support and troubleshooting. This includes:
a. User account setup,modification and separations
b. Virus protection and patch management
c. Software installs
d. Email
e. Wireless internet
f. T'V21 support and coordinate per Pacific's franchise agreement
4. General phone support and troubleshooting. 'I'his includes:
a. Setup and configuration
b. Cell phones
5. General server and storage support and troubleshooting. This includes:
a. Hardware and virtual installation
b. Operating systems installs and repairs
6. General network gear support and troubleshooting. This includes:
a; Firewall eonfiguration and assistance
b. Routers
e. Switches
d. Access Points
7. General GIS requests. This includes:
a. Electronic maps
b. Data analysis
8. Purchasing recommendations and coordination.
9. Cloud operafions. This will a11ow Pacific's network to reside in Auburn's private cloud
allowing business continuity.
Available Additional Services
1. Project management, i.e.phone system replacement.
2. Advanced GIS services including:
a. Consulting
b, Strategic planning
INTERLOCAL AGREEMENT
April 10, 2017
P-age9of12 � � g � I � p � �
1 ��
c. Data hosting
d. Map service creation
Service.Level_Agreements
For requests emailed Monday through Friday from 7:00 am to 5;00 pm, we will respond within 30
minutes. In instances where we are receiving extremely high call volumes due to systems failures,
Acts of God,regional outages and such this response tiine may be impacted. In this case Auburn will
notify Pacific if this is happening with an estimated return to normal time.
With authorization of Pacific Mayor, City Administrator,City Clerk or Police Chief, support outside
regular business hours will be provided on an emergency basis by emailing
techsupport@auburnwa.gov with the name of authorizing person and nature of issue or by calling
253-876-1947.
Service Limitations
• Auburn will assist and provide recommendations on network security, but security remains
the responsibility of Pacific.
e Auburn will document and present information relevant to technical audits, but compliance
will be the responsibility of Pacific,including but not limited to CJIS and ACCESS.
e Auburn will assist and pro�ide recommendations on purchases, but all purchases aze the
responsibility of Pacific. The only except is contracts that Aubum has already in place that
Pacific is piggybacking on.
Rec�uestin�Support
All requests for service should be emailed to techsupport@auburnwa.gov. Phone calls will be
accepted as well, however tracking tickets and support via our help desk system is preferred with a
follow up phone call from Auburn staff. The request will be forwarded to City of Auburn techriical
staff for resolution.
1NTERLOCAL AGREEMENT
April 10, 2017
Page10of12 0�����
� �,
EX�IIBIT B
COST OF SERVICES
Billin�
All services oudined in Exhibit A will be billed according to the breakdown below. Monthly charges
for serviee are based on an estimated 400 helpdesk requests annually and standard cloud service rates.
Billin�Breakdown
Monthl Costs
� � � i � � • � � 's � ' / • o � �
� General support � M-F, 7:00 am—5 pm, � General support as outlined in $3,300.00
j excluding holidays ; Exhibit A
' i `s,
� �
�---.----------1--_.----_____._____ ..._.._...____ =__------- - --- -- _--_. -- - -------___.. .---------- --�
�
i
$3;300.00
�
�-------------.__.._„---------...__._.,--- -- _..------ —- - ---- --- ------_ _- -------------------'
Yearl Costs ass through to vendors)
� � i � : � ' 1 � � �
� Netmotion software $34.00 x 45 clients , $1,530;00
Spillman software All elients $2,095.00
I i
Remote deploy"ment $37.00 x 45 clients $1,665.00
and inventory
software
------------- ----------------
- - - ----- ---
Virus protection $18.00 x 45 clients ( $810.00 .
software �, �
�
�
� _.. .__1 —----- ______ ___ _ __ ____. _. —_ _...... ._ .___...�.___._. _._.... _ ___�!
INTERLOCAL AGREEMENT
April 1 U, 2017
Page 11 of 12 �����
��� �
A11 0 0 ° 1 ' 1 1 1
MS Office and $253.00 x 45 clients ' $11,3$5.00 ;
�
; Windows �
i �
( � ' �
i
i Email SPAM $24 x 45 clients —� $1,080.00 '
� filtering i
�
i
i
i
i $18,565.00 ;
i
;
�
i i
Variable Costs
� � � � � � � � i � ' 1 • � e i
Off-hours support Non-business hours $120 per hour,with a one(l)hour ; Variable I
minimum plus mileage based on ;
� IRS standard rates � !
, ' i
�- ---- �--- - �
i Additional services �n/a $120 per hour, with a one(1) hour ; Variable ;
i minimum as outlined in Exhibit A ; �
�
�
� �
i ;
'I � --.___,
-----_-__ _.._..,_ ----__-_ _._.i __ _.__..._ _._ ._. ---- _ ...._.__ ----__._-----.._______ ------ _____.__ .__ _ _ !
INTERLOCAL AGREEMENT
April 10, 2017
Page 12 of 12
G�j �°��° � -3� �
��� �
CITY OF AUBURN-VALLEY REGIONAL FIRE AUTHORITY
INTERLOCAL AGREEMENT FOR
GEOGRAPHIC INFORMA►TION SYSTEMS
THIS INTERLOCAL AGREEMENT made and entered into, pursuant to th Interlocal
_
Co�eration Act, Chapter 39.34 of the Revised Code of Washington, on the � day of
, 2017, by and befinreen the CITY OF AUBURN, a municipal
corp tion of the State of Washington (hereinafter referred to as "Aubum"), and the Valley
Regional Fire Authority, a municipal corporation of the State of Washington (hereinafter
referred to�as ``VRFA"),
WITNESSETH :
WHEREAS, VRFA seeks professional geographic information systems (`'GIS") services;
and
WHEREAS, Auburn has the requisite skills, resources and experience necessary to
provide such services and is willing to provide such serviees upon the terms and
conditions herein contained.
NOW, THEREFORE, in consideration of the mutual covenants, conditions and promises I'
herein, the parties hereto agree as follows:
1. SCOPE OF SERVICES
Aubum agrees to perform for VRFA, in a good and professional manner, the tasks
desaribed on Exhibit A, which is attached hereto and by this referenee made a part of �,
this Agreement. (The tasks described on E.xhibit A shall be individually referred to as a !
"task," and collectively referred to as the "services.") Aubum shall perForm the services ,
as an independent contractor and shall not be deemed, by virtue of this Agreement and ,
the performance thereof, to have entered into any partnership, joint venture,
employment or other relationship with VRFA.
2. AMENDMENT REQUIRED FOR ADDITIONAL SERVIGES �!
If VRFA elects to receive additional services from Aubum, either the additional services �,
described in Exhibit A or additional services not described in Exhibit A, and if Auburn ',
has the time and resources to provide such additional services and is willing to provide
them, the parties shall execute an amendment to this Agreement prior to Aubum's
perFormance of such additional services, except as provided to the contrary in Section 3
of this Agreement. An executed Amendment for additional services shall be -
incorporated into this Agreement and shall be subject to the terms and conditions of this
Agceement, exeept as provided otherwise in the Amendment.
_ . - - .
INTERLOCAL AGREEMENT
_
July 3,2017
Page 1 of 11
3: PERFORMANCE OF ADDITIONAL SERVICES PRIOR TO EXECUTION OF AN
AMENDMENT
The parties hereby agree that situations may arise in which VRFA desires additional
senriees wherein execution of Amendment before delivery of the services is impractical.
Aubum agrees to perFonn the additional services upon the request of an authorized
representative of VRFA at the rate of compensation in Exhibit A, or 'if not included in
Exhibit A, at a negotiated rate of compensation. Any such additional services shall be
memorialized in a written amendment executed in aeeordance with Section 2 of this
Agreement, The invoice procedure for the additional services shall be as descr'ibed in
Section 6 of this Agreement.
4. VRFA's RESPONSIBILITIES
VRFA shall do the following in a timely manner so as not to delay the services of
Aubum:
a. Designate in writing a person to act as VRFA's representative with respect
to the services. VRFA's representative sha.11 have authority to transmit
instructions, receive information, and interpret and define VRFA's policies and
decisions regarding the services, except in the event of an emergency as
described in Exhibit A.
b: Furnish Auburn with all information, criteria, objectives, schedules and
standards for the services.
c. Arrange for aecess to the property or facilities as required for Auburn to
perform the services.
d. Examine and evaluate all studies, reports, memoranda, plans, sketches,
and other documents prepared by Aubum, and render decisions regarding such
documents in a timely manner to prevent delay of the seryices.
5. ACCEPTABLE STANDARDS
. _
Aubum shall be responsible to provide, in connection with the services, work products
and services of a quality and professional standard aeceptable to VRFA.
6. COMPENSATION
Compensation rates for Auburn's perFormance of the services are set forth in Exhibit B,
which is attached hereto and by this referenced made a part of this Agreement. The
compensation rates shall be increased January 1, 2018, and each January 1 thereafter,
by an amount equal to 5% or the most recent Seattle-Tacoma-Bremerton Consumer '�
__- -- _ _ _ . _ _ _
INTERLOCAL AGREEMENT
July 3, 2017
Page 2 of 11 I
Price Index— U, whichever is greater.
Aubum shall submit to VRFA a monthly invoice. VRFA shall process the invoice in its
next billing/claim cycle and shall remit payment to Aubum in the normal course, subject
to any conditions or provisions in this Agreement or an Amendment.
7. TIME FOR PERFORMANCE AND TERM OF AGREEMENT
Aubum shall perForm the services in accordance with the direction and scheduling
provided in Exhibit A, unless otherwise agreed to in writing by the parties. The term of
this Agreement shall be for three (3) years beginning January 1, 2017 and ending
Decembe� 31, 2020; provided that the term of this Agreement shall automatically renew
for an additional one (1) year unless either party gives the other written notice of
termination not later than sixty (60) days prior to the end of the term; and provided
further that either party may cancel this Agreement upon sixty (60) days written notice to
the other party consistent wifh Paragraphs 11 and 12 of this Agreement.
8. OWNERSHIP AND USE OF DOCUMENTS
All documents, reports, memoranda, diagrams, sketches, plans, design calculations,
wor-king drawings and any other materials created or otherwise prepared by Auburri as
part of its performance of this Agree.ment (the "Work Products") shall be owned by and
become the property of VRFA, and may be used by VRFA for any purpose beneficial to
VRFA. VRFA shall handle and be responsible for requests for inspeetion and copying
of such records ; however, Auburn may assist at VRFA's request at hourly rates
provided under Exhibit B for''Assistance with Records Request" support.
9. RECORDS INSPECTION AND AUDIT
AII compensation payments shall be subject to adjustment for any amounts found upon
audit or otherwise to have been improperly invoiced. All records and books of accounts
pertaining to any services performed under this Agreement shall be subject to
inspecfion and audit by VRFA for a period of up to three (3) years from �nal payment for
the services.
10. CONTINUATION OF PERFORMANCE
In the event that any d_ispute or conflict arises befinreen the parties while this Agreement
is in effect, Aubum agrees that, nofinrithstanding such dispute or confliet, Aubum shall
continue to make a good faith effort to cooperate and continue work toward successful
completion of the services or additional services provide.d that if VRFA fails to pay for
the services provided by Auburn, Auburn can cease providing such services until
payment is made.
_
- -
INTERLOCAL AGREEMENT
July 3, 2017
Page 3 of 11
11. ADMINISTRATION OF AGREEMENT
This Agreement shall be administered by Paul Haugan., Innoyation and Technology
Director or designee, on behalf of Auburn, and by Eric Robertson, VRFA Administrator
or designee, on behalf of VRFA. Any written notices required by the terms of this
Agreement shall be served on or mailed to the following addresses:
CITY OF AUBURN VRFA
Innovation 8� Technology VRFA Administration
Paul Haugan Eric Robertson
25 W Main St 1101 D Street NE
Aubum, WA 98001-4998 Aubum, WA 98002
Phone: 253-288-3160 Phone: 253-288-5801
Fax: 253-804-3116 Fax: 253-288-5900
E-mail: phaugan@aubumwa.gov E-mail: eric.robertsonCa�vrfa.orq
12. NOTICES
All nofices or communications permitted or required to be given under this Agreement
shall be in writing and shall be deemed to have been duly given if delivered in person,
deposited in the United States mail, postage prepaid, or mailed by certified mail, retum
receipt requested, and addressed, if to a party of this Agreement, to the address for the
party set forth above.
Either party may change its administrator or address by giving notice in writing to the
other party, stating the new administrator or new address, pursuant to the procedure set
forth above.
13. INSURANCE
VRFA shall maintain in full force throughout the duration of this Agreement
comprehensive general liability insurance with a minimum coverage of $1,000,000 per
occurrence/aggregate for personal injury and property damage. This requirement shall
be deemed satisfied by evidence of VRFA's membership in a municipal self-insurance
pool, including evidence of limits of coverages, exclusions and limits of liability
satisfactory to Aubum.
Aubum shall maintain in full force throughout the duration of this Agreement
comprehensive general liability insurance with a minimum coverage of $1,000,000 per
occurrence/aggregate for personal injury and property damage. This requirement shall
be deemed satisfied by evidence of Auburri's membership in a municipal self-insurance
pool, including evidence of limits of coverages, exclusions and limits of liability
satisfactory to VRFA.
INTERLOCAL AGREEMENT
July 3, 2017
Page 4 of 11
14. INDEMNIFICATION
a: VRFA shall indemnify and hold Aubum and its agents; employees, and/or
officers, harmless from and shalf process and defend at its own expense any and
all claims, demands, suits, at law or equity; actions, penalties, losses, damages, or
costs, of whatsoever kind or nature, brought against Aubum arising out of, in
connection with, or incident to the execution of this Agreement and/or VRFA's
perFormance or failu_re to perform any aspect of this Agreement; provided that if
such claims are caused by or result from the concument negligence of Aubum, its
agents, employees, and/or officers, this indemnity provision shall be valici and
enforceable only to the extent of the negligence of VRFA; and provided further that
nothing herein shall require VRFA to hold harmless or defend Auburn, its agents,
employees and/or officers from any claims arising from the sole negligence of
Aubum, its agents, employees, and/or officers. No liability shall attach to Aubum by
reason of entering into this Agreement except as expressly provided herein.
b. Aubum shall indemnify and hold VRFA and its agents, employees, a.nd/or
officers, harmless from and shall process and defend at its own expense any and
all claims, demands, suits, at law or equity, actions, penalties, losses, damages, or
costs, of whatsoever kind or nature, brought against VRFA arising out of, in
connection with, or incident to the execution of this Agreement and/or Aubum's
perFormance or failure to perForm any aspect of this Agreement; provided that if
such claims are caused by or result from the concurrent negligence of VRFA, its
agents, employees, and/or officers, this indemnity provision shall be valid and
enforceable only to the extent of the negligence of Aubum; and provided further,
that nothing herein shall "require Aubum to hold harmless or defend VRFA, its
agents, employees and/or officers from any claims arising from the sole negligence
of VRFA, its agents, employees, and/or officers. No liability shall attach to VRFA by
reason of entering into this Agreement except as expressly provided herein.
15. WAIVER OF SUBROGATION
VRFA and Aubum hereby mutually release each other from liability and waive all right of
cecovery against each other for any loss caused by fire or other perils which can be
insured against under fire insurance contracts, including any extended covecage
endorsements thereto which are customarily available from time to time in the State of
Washington; provided that this paragraph shall be inapplicable to the extent that it would
have the effect of invalidating any insurance coverage of VRFA or Aubum.
16. COMPLIANCE WITH REGULATIONS AND LAWS
The parties shall comply with all applicable laws, iules and regulations pertaining to them
in connection with the matters covered herein.
_. _ _ _ _ _ . _
INTERLOCAL AGREEMENT
July 3, 2017
Page 5 of 11
17. ASSIGNMENT
The parties shall not assign this Agreement or any interest, obligation or duty therein
without the express written consent of the other party.
18. ATTORNEYS' FEES
If either party shall be required #o bring any action to enforce any provision of this
Agreement, or shall be required to defend any action brought by the other party with
respect to this Agreement, and in the further event that one party shall substantially prevail
in such action, the losing party shall, in addition to all other payments required therein, pay
all of the prevailing party's reasonable costs in connection with such action, including such
sums as the court or courts may adjudge reasonable as attomey's fees in the trial court
and in any appellate courts.
19. NONDISCRIMINATION
Each of the parties, for itself, its successors in interest, and assigns, as a part of the
consideration hereof, does hereby covenant and agree that it will comply with pertinent
statutes, Executive Orders and rules as are promulgated to assure that no person shall, on
the grounds of race, creed, color, national origin, sex, sexual orientation, age, or the
presence of any sensory, mental or physical handicap be discriminated against or receive
discriminatory treatment by reason thereof.
20. MISCELLANEOUS
a. All of the covenants, conditions and agreements in this Agreement shall
extend to and bind the legal successors and assigns of the parties hereto.
b. This Agreement shall be deemed to be made and construed in accordance
with the laws ofi the State of Washington. Jurisdiction and venue for any action
arising out of this Agreement shall be in King County, Washington.
e. The captions in this Agreement are for convenience only and do not in any
way limit or amplify the provisions of this Agreement.
d. Unless otherwise specifically provided herein, no separate legal entity is
created hereby, as each of the parties is contracting in its capacity as a municipal
corporation of the State of Washington. The identity of the parties hereto is as sei
forth hereinabove.
e. The perFormances of the duties of the parties provided hereby shall be done
in accordance with standard operating procedures and eustomary praetices of the
__ . --- ___ __
INTERLOGAL AGREEMENT
July 3, 2017
Page 6 of 11
parties. Operational review and service meetings shall be held every six (6)
months, with representatives from both cities to review and discuss service and
support delivery.
f. No provision of this Agreement shall relieve either party of its public agency
obligations and/or responsibilities imposed by law.
g. If any tertn or provision of this Agreement or the application thereof to any
person or circumstance shall, to any extent, be held to be invalid or unenforceable
by a final decision of any court having jurisdiction on the matter, fhe remainder of
this Agreement or the application of such term or provision to persons or
circumstances other than those as to which it is held invalid or unenforceable shall
not be affeeted thereby and shall continue in full force and effect, unless such court
determines that such invalidity or unenforceability materially interFeres with or
defeats the purposes hereof, at which time either party shall have the right to
terminate the Agreement.
h. This Agreement constitutes the entire agreement befinreen the parties. There
are no terms, obligations, covenants or conditions other than those contained
herein. No modifications or amendments of this Agreement shall be valid or
effective unless evidenced by an agreement in writing signed by both parties.
i. Copies of this Agreement shall be filed with the King County Records
Division and the respective Clerks of the parties hereto.
j. Interpretation or construction of this Agreement shall not be affected by
any determination as to who is the drafter of this Agreement, this Agreement
having been drafted by mutual agreement of the parties.
k: No party to this Agreement shall be held responsible for delay or default
caused by terrorism, natural disasters, riots, acts of god and/or war that is
beyond the reasonable control of the parties.
I. The failure of either party at any time to require performance by another
party of any provisions of this Agreement will in no way affect the party's
subsequent rights and obligations under that provision, and waiver by any party
of the breach of any provision of this Agreement shall not be taken or held to be
a waiver of any succeeding breach of such provision or as waiver of such
provision itself.
__ _ . _ _ _ _ _ _ _ .
1NTERLOCAL AGREEMENT
July 3, 2017
Page 7 of 11
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day
and year first above written.
CITY OF AUBURN VRFA
Nancy Bac Eric obertson
Aubum May V A Administrator
Attest: Attest:
��G�����a.��--� �u�.. L
Danielle Daskam, Louise M: Barto ,�
Aubum City Clerk Clerk of the Board
Appro d as form: Approved as to form:
�
iel B. Hei Joseph F. Quinn
Aubum City Attorney Counsel for VRFA
� Q �.
�� �,e d �7 ���'( ` �,'„,� '
/ n
O7 " Co � �J-c� e�ff o�n e ¢� ��P �`,,,''��
�
INTERLOCAL AGREEMENT
July 3, 2017
Page 8 of 11
EXHIBIT A
SCOPE OF SERVICES
The following data sets, referred to as "Public Safety Data", are managed and maintained by the
City of Auburn GIS. These are the core data sets available to VRFA in any GIS service outlined in
exhibit A. The"Public Safety Data"also includes the data sets required by Valley Commuriications
for tlie CAD map.
1. Address Points: Address points and/or street centerline
2. Fire Service Reporting and Response Districts:boundaries for response areas
3. Gates and Barriers: access points that are blocked
4. Hydrology: lakes,rivers, streams and waterways
5. Mileposts:points indicating distance to a certain location
6. Police Patrol Districts:larger reporting areas within the City
7, Police Reporting Districts: smaller reporting areas within the districts
8. Political Boundaries: city and county boundaries. Other local government boundaries
including water purveyors,fire districts,etc.
9. Railroads: BNSF and Union Pacific
1 U. Service Area Buffers �
11. Streets: street centerlines broken by intersections ineluding street attributes like speed liinit,
number of lanes,dead-ends,etc....
12. Valley Communication Service Areas:boundary of entire VCC service area
13. Water Hydrants:points of locations,type and flow ratings
In addition, the below data sets have been identified as critical by VRFA as they will be used in the
establishinent and evaluation of both current and future performance. . These data sets will also be
available to VRFA in the same manner that the Public Safety Data is.
14. Topography/Ornithology: elevation and overhead view data
15, Zoning: boundaries indicating City zoning and land use data.
16. Occupancy and Permit:building related data from the City's permit system
17. Hazard and Critical Areas: landslide, earthquake, lahar, flood,wetland,etc...
18. F'ire Demand/Management Zones: boundaries designated by VRFA for response
management
19. Required Fire Flow: specific buildings that have special response needs
20: Bridges: non-pedestrian and pedestrian bridges witlun the City
All services provided are based off of the data sets outlined above.
� VRFA response map development
� VRFA map printing
� Annual reprints of all templated maps
• Map exports(i.e. PDF and image)
� Data exports(i.e. Esri shapefiles and Esri Geodatab.ase)
� Access to Auburn GIS mobile devices for field data collection
INTERLOCAL AGREEMENT -
July 3, 2017
Page 9 of 11
� Access to web-based map services for data consumption
_ _
• GIS liaison between VRFA and VCC on CAD map data
• Assistance/support with GIS related fire accreditation data
• Assistancelsupport with GIS related programs
• Standard,dedicated eGIS site for VRFA(requires signature of completion by both parties)
• Read-only access to all non-public safety data that_GIS stores or has access to
Note: Data will be accessed by VRFA the saine way VRFA connects to the City of Auburn over
dedicated fiber for access to CRW.
Serviees not included which may incur additional charges:
• License(s)to Auburn's Esri soflware
• GIS related training beyond the initial stand up of eGIS site
• Customizations and development of non-standard features for dedicated eGIS site
• Data collection
• Data cleanup on non-Public Safety Data
• Initial cost or maintenance cost of data subscriptions
• Initial cost or maintenance cost of VRFA software
• Data analysis on special projects
I�equesting support:
All requests for service should be emailed to helpdeskn,aubumwa.�. Requests will automatically
be forwarded to the City GIS staff members for resolution.
Service levels•
For requests e-mailed Monday through Friday from 7:00 am to 5:00 pm("regular business hours"),
we will use best efforts to respond within 60 miriutes. During high call volumes, we will assist you
as soon as possible. Staff will not respond to request made outside regular business hours.
INTERLOCAL AGREEMENT
July 3, 2017
Page 10 of 11
EXI�IBIT B
COST OF SERVICES
Billing
Services that are billed on an hourly basis will include a brief description of the service and hours
provided. Monthly charges for service are based on support items listed in Exhibit A. In the event
annual support and services exceed the scope of this agreement, VRFA agrees to negotiate these
additional services which may include mutually agreed adjustments to monthly service chazges.
Monthl Costs
� e � � 1 � • � � i � ' 1 • � � �
General support � M-F, 7:00 am- 5 pm; General support as outlined in $2,024.00
+ exeluding holidays Exhibit A
�
$2,024.00 �
Variable Costs I
� � i � i � • � � : � ' 1 • � � i I
Additional services ��n!a i $120 per hour,with a orie(1)hour Variable
� � minimum as outlined in Exhibit A
I
I
�
Assistance with M-F, 7:00 am- 5 pm, $120 per hour,with a one(1)hour Variable
itecords Requests excluding holidays minimum plus mileage based on
,
IRS standazd rates
--` _----�---_.___�_-----�- -�------ ---------- -------._.__---- -- __.._.__
INTERLOCAL AGREEMENT
_ _ ----- _ .__ _
July 3, 2017
Page 11 of 11