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HomeMy WebLinkAbout5036 RESOLUTION NO. 5036 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT BETWEEN THE CITY OF AUBURN AND THE CITY OF PACIFIC FOR DECANT FACILITIES USAGE WHEREAS, the City of Pacific has inadequate facilities to handle the waste materials produced from their public works street sweeping and Vactor maintenance; and WHEREAS, the City of Auburn has sufficient capacity at their decant facility to handle the Pacific waste materials and is willing to provide for the proper handling, processing and disposal of the City of Pacific's street sweeper and Vactor truck materials at a cost that is acceptable to the City. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, KING COUNTY, WASHINGTON, HEREBY RESOLVES as follows: Section 1. The Mayor of the City of Auburn is hereby authorized to execute an Interlocal Agreement between the City of Auburn and the City of Pacific for Decant Facility Usage in substantial conformity with the Agreement attached hereto as Exhibit "A" and incorporated herein by this reference. Section 2. The Mayor is hereby authorized to implement such administrative procedures as may be necessary to carry out the directives of this legislation. -------------------------------------- Resolution No. 5036 January 13, 2014 Page 1 of 2 Section 3. This resolution shall be in full force and effect upon passage and signatures hereon. Dated and Signed this day 2014. CITY OF AUBURN V1 U4 P-)u-k&,5 ATTEST: K ANCY B , MAYOR kouz" Danielle E. Daskam, City Clerk APPROV AS TO FORM: / Y bA aniel B. Heid, City Attorne -------------------------------------- Resolution No. 5036 January 13, 2014 Page 2 of 2 CONTRACT FOR SERVICES BETWEEN THE CITY OF PACIFIC AND THE CITY OF AUBURN FOR DECANT FACILITIES USAGE THIS AGREEMENT is made and executed by and between the City of Pacific, a Washington municipal corporation, hereafter designated as "Pacific," and the City of Auburn, a Washington municipal corporation, hereafter designated as "Auburn." WHEREAS, Pacific has inadequate facilities to properly handle the Waste Materials produced as a result of their Public Works street sweeping and Vactor maintenance activities; and WHEREAS, Auburn has sufficient capacity at their decant facility to handle the Pacific Waste Materials. NOW, THEREFORE, for the consideration stated in this Agreement, Pacific and Auburn do agree as follows: 1. PURPOSE The purpose of this Agreement is to provide for proper handling, processing and disposal of Street Sweeper and Vactor truck materials, herein referred to as "Waste Materials" generated by Pacific. 2. RESPONSIBILITIES The City of Pacific shall deliver Waste Materials to the decant area of the City of Auburn Maintenance & Operations facility (hereafter, the "Facility"), currently located at 1305 C Street SW during the hours of 7:00 am and 3:00 pm. The unloading of the Waste Materials by Pacific at the Facility is to be done under the supervision of an Auburn employee at the Facility. Pacific will only send operators to use the decant facility that have been properly trained by Auburn on the safe and efficient use of the facility and dumping of Waste Materials. If conditions at the Facility require, Auburn reserves the right to request Pacific to retain its Waste Materials until such time as the conditions at the Facility allow Auburn to accept the Waste Materials again. Auburn will give Pacific as much advance notice of these conditions as is practicable. Auburn further reserves the right to reject any individual shipment of Waste Materials. January 13, 2013 Page 1 of 6 Auburn will provide for the dewatering and the disposal of the Waste Materials in compliance with all local, state, and federal permits pertaining to the dewatering and disposal of such Waste Materials. 3. VOLUME Auburn shall accept from Pacific's Waste Materials in the following volumes: not to exceed 50 tons per month or a total of 300 tons per year as measured at Auburn's truck scale. Auburn may accept Waste Material from Pacific that exceeds these volumes upon the review of a written request from Pacific. All such requests shall be made to Auburn's Public Works Maintenance and Operations Manager thirty (30) days in advance of proposed delivery of such additional Waste Materials. 4. COST FOR SERVICES Pacific shall pay Auburn $100.00 per month base fee for administration costs and $70.00 per ton of Waste Materials for processing, testing and disposal fee (measured as scale weight). Auburn will bill Pacific on a quarterly basis. Auburn reserves the right to increase these fees in response to increases in labor, disposal, and regulatory costs. Auburn shall give Pacific at least sixty (60) days advance written notification of any proposed fee increases. 5. DECANT FACILITY IMPROVEMENTS Pacific recognizes that the capacity of Auburn's Facility Is limited and that additional capacity will need to be provided, as both Cities waste disposal needs continue to grow, in order to provide long-term service to Pacific. Pacific will also agree to participate in planning and funding of long term capacity improvements to the decant process in Auburn, including but not limited to Improvements to the existing facility, installation of additional facility or other means to add additional capacity. By way of example only, and not by way of limitation, Pacific and Auburn contemplate that subsequent amendments or agreements might address the following types of issues: planning, design and construction costs for potential improvements to the existing Facility or construction of a new decant facility. The parties agree that Auburn will act as lead entity in all aspects of any proposed improvement project. Auburn will consult in advance of any final decisions with Pacific for the purposes of determining Pacific's future needs and Pacific's desire to participate in funding for an improved facility or a new facility. January 13, 2013 Page 2 of 6 6. TERM The duration of this Agreement shall be for an initial term of three (3) years beginning January 1, 2014 through December 31, 2016, and may be extended thereafter for an optional, additional term of three (3) years beginning January 1, 2017 through December 31, 2019, by written amendment of the Parties, including but not limited to mutual agreement on proposed changes —increases or decreases- to the cost for services Section 4 of this Agreement, not later than sixty (60) days prior to the end of the initial term. It is further provided, however, that either party may terminate this Agreement upon providing one hundred twenty (120) days advance written notice to the other party, 7. REOPENER Either party may request that any provision of this Agreement can be renegotiated by submitting a written request with fourteen (14) days advanced notice. Any amendment of this Agreement shall be in writing and shall be signed by both parties consistent with Section 13 of this Agreement. 8. HOLD HARMLESS AND INDEMNIFICATION a) Pacific shall indemnify and hold Auburn and its agents, employees, officers and/or volunteers, 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, officers and/or volunteers, 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 officers and/or volunteers from any claims arising from the sole negligence of Auburn, its agents, employees, officers and/or volunteers. 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, officers and/or volunteers, 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 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 January 13, 2013 Page 3 of 6 concurrent negligence of Pacific, its agents, employees, officers and/or volunteers, 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 Pacific, its agents, employees, officers and/or volunteers from any claims arising from the sole negligence of Pacific, its agents, employees, officers and/or volunteers. No liability shall attach to Pacific by reason of entering into this Agreement except as expressly provided herein. c) Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Auburn and Pacific, its officers, officials, employees, and volunteers, any damages allowed shall be levied in proportion to the percentage of negligence attributable to each party, and each party shall have the right to seek contribution from the other party in proportion to the percentage of negligence attributable to the other parry. It is further specifically and expressly understood that the indemnification provided herein constitutes the Parties' waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the Parties. The provisions of this section shall survive the expiration or termination of this Agreement. d) AUBURN SHALL HAVE NO LIABILITY FOR, AND SHALL BE HELD HARMLESS FROM AND AGAINST, ALL CLAIMS, DAMAGES, LIABILITIES AND COSTS ARISING OUT OF OR RELATING TO THE PRESENCE, DISCOVERY, OR FAILURE TO DISCOVER, REMOVE, ADDRESS, REMEDIATE OR CLEANUP ENVIRONMENTAL OR BIOLOGICAL HAZARDS RESULTING FROM PACIFIC DELIVERIES OR OTHERWISE ATTRIBUTABLE TO PACIFIC, SPECIFICALLY INCLUDING, BUT NOT LIMITED TO, MOLD, FUNGUS, HAZARDOUS WASTE, SUBSTANCES OR MATERIALS.. 9. RESOLUTION OF DISPUTES AND GOVERNING LAW a) Alternative Dispute Resolution If a dispute arises from or relates to this Agreement or the breach thereof and if the dispute cannot be resolved through direct discussions, the parties agree to endeavor first to settle the dispute in an amicable manner by mediation before resorting to arbitration. The mediator may be selected by agreement of the parties. Following mediation, or upon written agreement of the parties to waive mediation, any unresolved controversy or claim arising from or relating to this Agreement or breach thereof shall be settled through arbitration. The arbitrator may be selected by agreement of the parties or through King County court procedures. All fees and expenses for mediation or arbitration shall be borne by the parties equally. However, each party shall bear January 13, 2013 Page 4 of 6 the expense of its own counsel, experts, witnesses and preparation and presentation of evidence. b) Applicable Law and Jurisdiction This Agreement shall be governed by the laws of the State of Washington. Although the agreed to and designated primary dispute resolution method as set forth above, in the event any claim, dispute or action arising from or relating to this Agreement cannot be submitted to arbitration, then it shall be commenced exclusively in the King County Superior Court or the United States District Court, Western District of Washington as appropriate. The prevailing party in any such action before the courts shall be entitled to recover its costs of suit and reasonable attorneys' fees. 10. WRITTEN NOTICE All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. If written notice is provided by electronic mail (e-mail), then such written notice shall become effective one (1) business day after it is successfully sent. 11. NON-DISCRIMINATION Parties shall not discriminate in any manner related to this Agreement on the basis of race, color, national origin, sex, religion, age, marital status or disability in employment or the provision of services. 12. SEVERABILITY If any provision of the Agreement shall be held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to serve the purposes and objectives of both parties. 13. ENTIRE AGREEMENT This Agreement constitutes the entire agreement between the parties. Any modifications or amendments to this Agreement shall be in writing and shall be signed by each party. DATED this N day of F 2014. January 13, 2013 Page 5 of 6 CITY OF PACIFIC CITY OF AUBURN �QM CA L P)MYJ1 6 ea ne Guier, M or ancy a k , Mayor 100 3rd Avenue SE 25 W. i Street Pacific, WA 98047 Auburn, A 98001 ATTEST: ATTEST: . \ t LLU4\:a Amy St nson-Ness, City C rk Dani Daskam, City Clerk PP OVED AS TO ORM: APPR VED S TO FOR enyon jLce, City Attorney Dan Held, City Attorney January 13, 2013 Page 6 of 6