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RESOLUTION NO.3 8 3 7
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AUBURN, WASHINGTON, AUTHORIZING THE MAYOR
AND CITY CLERK TO EXECUTE A MEMORANDUM OF
AGREEMENT BETWEEN THE CITY OF AUBURN AND
NORTHWEST PARKS FOUNDATION FOR THE RECEIPT
OF DONATED FUNDS
WHEREAS, the City of Auburn has adopted a Parks, Recreation, and
Open Space Plan with the stated goal of developing a comprehensive system of
parks, recreation, and open space in the Auburn park planning area; and
WHEREAS, the Plan identifies numerous projects that require purchasing
and developing trails and parks, and protect and enhance open space within the
six-year planning period; and
WHEREAS, the City Council finds that it is desirable to augment City
funding with grants and private donations in order to achieve the goals and
objectives stated in the adopted Plan; and
WHEREAS, the non-profit Northwest Parks Foundation supports public
agencies and encourages the enhancement and development of parks and
recreational resources for this and future generations, and provides a public
benefit by allowing and encouraging private gifts that can match City funding; and
WHEREAS, the Northwest Parks Foundation created a Park Safety Net
Fund for purposes of encouraging and soliciting private donations that can be
made available to cities through the mechanism of a private non-profit
organization; and
WHEREAS, the City Council wishes to avail the City of Auburn of the
benefits that may accrue from allowing citizens to contribute to such a fund;
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Resolution No. 3837
March 17, 2005
Page 1 of 3
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, HEREBY RESOLVES AS FOLLOWS:
Section 1. The Mayor of the City of Auburn is authorized to negotiate
and execute an agreement with the Northwest Parks Foundation (NPF), in
substantial conformity with the agreement attached hereto as Attachment A, for
the purpose of establishing mechanisms for private citizens and organizations to
make tax-deductible donations through NPF for transfer to, and use by, the City
of Auburn. Funds received under said agreement shall be used to enhance the
maintenance and development of City parks and recreation facilities and
recreation programs consistent with the terms of the agreement; and which
agreement shall be subject to ªdministrative guidelines and reporting
requirements consistent with the following:
A. City staff shall act as liaison to the Northwest Parks
Foundation, which will administer the program.
B. City staff will establish a mechanism to facilitate the transfer
of funds from the Northwest Parks Foundation to applicable
projects.
C. City staff will maintain records of fund usage for reporting
and auditing purposes and will make such information
available to the Northwest Parks Foundation upon request.
D. The Parks and Recreation Board shall review the funding
and park project program annually and submit a report that
summarizes the funds received and disbursed;
and which agreement shall be subject to project eligibility requirements
consistent with the City's adopted Capital Improvement Plan, the City's Parks,
Recreation and Open Space Plan, or the City's adopted budget, and which
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Resolution No. 3837
March 17, 2005
Page 2 of 3
agreement shall be subject to the following roles and authority for the Park Safety
Net Program:
E. City staff shall administer the funding and park project
program under the agreement as directed by this resolution.
F. The Parks and Recreation Board shall review the program
annually and submit a report to Council that summarizes the
funds collected by NPF and disbursed by the City under the
program.
G. The Council shall receive the report and direct staff to make
any revisions necessary to the resolution or contract with
Northwest Parks Foundation,
Section 2. The Mayor is authorized to implement such administrative
procedures as may be necessary to carry out the directives of this legislation.
Section 3. This Resolution shall take effect and be in full force and
effect upon passage and signatures hereon.
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DATED AND SIGNED this.J.I day of March, 2005
CITY OF AUBURN
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PET R B. LEWIS
MAYOR
ATTEST:
Danielle E. Daskam,
City Clerk
Daniel B. Heid,
City Attorney
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Resolution No. 3837
March 17, 2005
Page 3 of 3
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Resolution 3 8 3 7
Attachment A
AGREEMENT FOR THE ESTABLISHMENT
AND DISPERSAL OF PARKS SAFETY NET FUNDS
THIS AGREEMENT is made and entered into as of the date indicated below by
and between Northwest Parks Foundation ("NPF"), a Washington non-profit corporation,
whose address is 600 First Avenue, Suite 300, Seattle, Washington 98104, and the
City of Auburn, a municipal corporation of the State of Washington whose address is 25
West Main Street, Auburn, Washington 98001, hereinafter referred to as "CITY", and
the PARTIES' respective successors and assigns. NFP and the CITY are collectively
referred to as the "PARTIES" in this Agreement.
1) The CITY is committed to pursuing new ways of doing business to ensure that
parks and recreational facilities will be open, accessible, enhanced, and
maintained for all users. This desire can be facilitated by establishing agreements
with non-profit organizations to assist in developing and maintaining park and
recreational facilities and programs.
2) The CITY owns and maintains several park and recreation facilities which provide
a wide variety of sport, athletic and recreational activities as an integral part of its
programming.
3) NPF is a private, non-profit organization established to promote healthy citizens
and communities by protecting and encouraging the enhancement and
development of park and recreation facilities and resources for this and future
generations. Established in November of 2002, NPF designed the Parks Safety
Net Program to provide direct and indirect support to park and recreation agencies,
school districts, and parks facility user groups. NPF has a boundless service area
with primary focus on agencies, school districts and user groups geographically
residing within King County and Snohomish County. NPF operates on a
nondiscriminatory basis.
4) The CITY and NPF desire to enter into an Agreement whereby the public can
make tax-deductible contributions to a "Parks Safety Net Fund" which are directed
to the CITY for designated park and recreational uses
NOW THEREFORE, the PARTIES agree as follows:
1) Establish Relationship. The CITY and NPF agree to establish a relationship
whereby NPF, as a 501 (c)3 organization, will accept tax deductible donations from
the public on behalf of the CITY and will transfer such funds to the CITY. The
CITY acknowledges that NPF may deduct actual expenses for all donations and a
5% service fee for each donation equal to or greater than $25. Remaining
Exhibit A - Resolution 3837
March 8, 2005
Page 10f8
donated funds will be held by NPF in a non-interest bearing account prior to
transfer to the CITY.
Individual donations may be designated for specific CITY park facilities, park
enhancement projects or recreation programs. PROVIDED, that where the CITY
in its sole discretion is unable to apply any such donated funds to the specific park
facility, park enhancement project or recreation program so designated, the CITY
shall request written direction from NPF regarding the use of said funds. Within
60 days of receiving any such request from the CITY, NPF shall provide written
direction to the CITY designating the expenditure of the funds in question upon an
alternative park facility, park enhancement project, or recreation program.
NPF will assume sole and exclusive responsibility for ensuring that (1) any
designation of funds accompanying a donation provided to the CITY under this
Agreement, and (2) any deduction made by NPF from such donations, comports
with all applicable regulations, including but not limited to Internal Revenue Service
guidelines governing charitable donations. The CITY agrees, subject to the
records retention schedule established under Chapter 40.14 RCW, to document
and maintain records verifying the dispersal of such funds for the uses designated
therefore and that said funds did not replace funding already allocated to the CITY
from other sources.
Both PARTIES acknowledge the Donor Bill of Rights attached hereto as Exhibit 1
and incorporated herein by this reference as if set forth in full, and agree to honor
the provisions contained therein as reasonably practicable. PROVIDED, that
nothing herein shall be construed as creating any third-party beneficiary to this
Agreement, or as creating any cognizable claim of any type against the CITY
arising out of the provisions of Exhibit 1.
Nothing herein shall affect the CITY's legal responsibility for park and recreation
facility development, maintenance and operations.
2) Compliance with Applicable Laws. NPF and the CITY shall comply with all
applicable laws, ordinances, and regulations in using funds provided through this
Agreement including, to the extent applicable, those related to "public works,"
payment of prevailing wages and competitive bidding of contracts. The CITY shall
indemnify and defend NPF should NPF be sued or made the subject of an
administrative investigation or hearing for a violation by the CITY of such laws
related to this Agreement. NPF shall indemnify and defend the CITY should the
CITY be sued or made subject of an administrative investigation or hearing for a
violation by NPF of such laws related to this Agreement.
3) Indemnification
Each party hereto shall protect, save harmless, indemnify and defend, at its own
expense, the other party, its officers, employees and agents from any loss or claim
for damages of any nature whatsoever arising out of or in any way connected with
Exhibit A - Resolution 3837
March 8, 2005
Page 2 of8
this Agreement, to the end that the other party is fully protected and held harmless
there from. PROVIDED, that the first party's obligation to indemnify, protect, save
harmless and defend shall only apply to the extent that a claim or loss results from
the negligence or willful act of the first party, its officers, employees or agents.
Where a loss or claim results from the negligence or willful act of both Parties, the
PARTIES' respective liabilities shall be determined by the laws of the State of
Washington.
It is further specifically and expressly understood that the indemnification provided
herein constitutes NPF's waiver of immunity under 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.
4) Mediation of Disputes. If a dispute arises between the PARTIES regarding the
terms, conditions, or performance of this Agreement, the PARTIES shall first
attempt to resolve said dispute by submitting the matter to a mutually acceptable
mediator.
5) Term of Agreement. The term of this Agreement shall be for five (5) years from
the effective date and will automatically renew for successive five (5) periods
unless terminated by either party as provided herein.
6) Termination of Agreement. This Agreement may be terminated with or without
cause by either party upon 6 months written notice as provided herein
7) Entire Agreement. This Agreement contains the entire Agreement among the
PARTIES with respect to the subject matter hereof. There are no other
Agreements, oral or written, except as expressly set forth herein.
8) Amendments in Writing. Any amendment or modification of this Agreement
must be in writing and executed by the PARTIES agreeing thereto.
9) Notice. Any notice, demand, or request to a party required or permitted under this
Agreement must be in writing, sent postage prepaid via first-class U.S. mail, or
hand-delivered, to the party at the address set forth below (or at such other
address and to such other recipient as may be designated by a party in a notice to
the other PARTIES). For convenience of the PARTIES, notices may also be
transmitted informally via facsimile or electronic mail (e-mail), but no notice will be
deemed given or effective until mailed or hand-delivered as required in this
subsection. All such notices, if mailed, become effective three (3) business days
after deposit in an officially-designated U.S. mail receptacle, or, if hand-delivered,
upon receipt.
Exhibit A - Resolution 3837
March 8, 2005
Page 3 of8
Notices must be given as follows.
CITY of Auburn
Parks and Recreation Director
910 Ninth Street SE
Auburn, WA 98002
a. (if to NPF) Northwest Parks Foundation
Board President
600 First Avenue, Suite 300
Seattle, WA 98104
b. Executive Director
600 First Avenue, Suite 300
Seattle, WA 98104
10) No Continuing Waiver of Default. The waiver of any default under any provision
of this Agreement does not constitute a waiver of any other default, whether of the
same or of any other provision.
11) Authority of Signatories. Each person executing this Agreement on behalf of a
party represents and warrants that he or she has the authority of such party to
enter into this Agreement on the terms and conditions herein stated.
12) Applicable Law. This Agreement shall be construed under the laws of the State
of Washington. Venue for any lawsuit arising out of this Agreement shall lie in King
County Superior Court.
13) Execution in Counterparts. This Agreement may be executed in counterparts,
each of which shall be deemed an original.
14) Headings Not Part of Agreement. The headings of the various sections and
subsections of this Agreement are inserted for convenience only and shall not be
deemed to expand, limit, or otherwise affect its terms and conditions.
15) No Recording of Agreement. This Agreement shall not be filed for recording.
16) Exhibits Incorporated. The exhibits attached to this Agreement are incorporated
herein by this reference as if fully set forth.
17) Effective Date of Agreement. The effective date of this Agreement shall be the
date of its execution by the last party to execute it.
Exhibit A - Resolution 3837
March 8, 2005
Page 40f8
18) Assignability; Agreement Binding on Successors and Assigns. Any or all of
the rights and obligations of a party to this Agreement may be assigned and
delegated to other persons, firms, or corporations only with the consent of the
other party. This Agreement shall be binding on such assignees and delegates.
19) No Employment Relationship Created. Nothing herein shall be construed as
creating an employment or agency relationship between the CITY and any
employee, agent or representative of NPF, or between NPF and any employee,
agent or representative of the CITY.
IN WITNESS WHEREOF, the PARTIES hereto executive this Agreement as of the last
day written below.
For: City of Auburn
,
For: Northwest Parks Foundation
By
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Danielle E. Daskam, City Clerk
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ATTEST
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Exhibit A - Resolution 3837
March 8, 2005
Page 5 of8
Exhibit 1
A Donor's Bill of Rights
A DONOR'S BILL OF RIGHTS PROCLAIM:
A DONOR HAS THE FOLLOWING RIGHTS:
1. BE INFORMED OF THE ORGANIZATION'S MISSION, OF THE WAY THEIR
ORGANIZATION INTENDS TO USE DONATED RESOURCES, AND OF IT'S CAPACITY
TO USE DONATIONS EFFECTIVELY FOR THEIR INTENDED PURPOSES.
2. BE INFORMED OF THE IDENTiTY OF THOSE SERVING ON THE ORGANIZATION'S
GOVERNING BOARD AND TO EXPECT THE BOARD TO EXERCISE PRUDENT
JUDGEMENT IN ITS STEWARDSHIP RESPONSIBILITIES.
3. HAVE ACCESS TO THE ORGANiZATION'S MOST RECENT FINANCIAL
STATEMENTS INCLUDING THE 990 IRS FORMS, IF APPLICABLE.
4. BE ASSURED THAT THEIR GiFTS WILL BE USED FOR THE PURPOSES FOR
WHICH THEY WERE GIVEN.
5. RECEIVE APPROPRIATE ACKNOWLEDGEMENT AND RECOGNITION.
6. BE ASSURED THAT INFORMATION ABOUT THEIR DONATIONS IS HANDLED WITH
CONFIDENTIALITY TO THE FULLEST EXTENT OF THE LAW.
7. EXPECT THAT ALL RELATIONSHIPS WITH INDIVIDUALS REPRESENTING THE
ORGANIZATIONS OF INTEREST TO THE DONOR WILL BE PROFESSIONAL IN
NATURE.
8. BE INFORMED WHETHER THOSE SEEKING DONATIONS ARE VOLUNTEERS,
EMPLOYEES OF THE ORGANIZATION OR HIRED SOLICITORS.
9. HAVE THE OPPORTUNITY FOR THEIR NAMES TO BE DELETED FROM MAILING
LISTS THAT AN ORGANIZATION INTENDS TO SHARE.
10. FEEL FREE TO ASK QUESTIONS WHEN MAKING A DONATION AND TO RECEIVE
PROMPT, TRUTHFUL, AND FORTHRIGHT ANSWERS.
"PHILANTHROPY IS BASED ON VOLUNTARY ACTION FOR THE COMMON GOOD. iT IS A
TRADITION OF GIVING AND SHARING THAT IS PRIMARY TO THE QUALITY OF LIFE. TO
ASSURE THAT CHARITY MEETS THE RESPECT AND TRUST OF THE GENERAL PUBLIC,
AND THAT THE DONORS AND PROSPECTIVE CAN HAVE FULL CONFIDENCE IN THE
NOT-FOR-PROFIT ORGANIZATIONS AND CAUSE THEY ARE ASKED TO SUPPORT, WE
DECLARE THAT ALL DONORS HAVE THESE RIGHTS."
THIS BILL OF RIGHTS WAS DEVELOPED BY THE AMERICAN ASSOCIATION OF
FUNDRAISING COUNCIL, THE ASSOCIATION FOR HEAL THCARE PHILANTHROPY, THE
NATIONAL SOCIETY OF FUNDRAISING EXECUTIVES, AND HAS BEEN ENDORSED BY
THE NATIONAL COMMITTEE OF PLANNED GIVING, THE NATIONAL COUNCIL FOR
RESOURCE DEVELOPMENT, AND THE UNITED WAY OF AMERICA.
Exhibit A - Resolution 3837
March 8, 2005
Page 60f8
Exhibit 2
Resolution 3837
Northwest Parks Foundation
Vision:
To promote healthy citizens and communities by protecting and encouraging the
enhancement and development of park and recreation facilities and resources for this
and future generations.
Mission:
To work collaboratively with Park and Recreation departments in support of and to
form alliances for parks, pools, active playfields, and other recreation facilities. To
offer practical recommendations and relevant information about park and recreation
issues to elected officials.
To bring citizens together to effectively maintain a high quality of life within the
region, our work will focus on a strategic set of programs aimed at achieving the
changes required to protect and enhance park and recreation facilities and programs.
.Building Alliances:
Strengthen the base of public support by initiating alliances between recreational
facility users, stakeholders, and other non-profit organizations serving the public's
recreational needs.
..Educating:
Inform the public and decision makers about the benefits of recreation and what
they can do to protect and enhance public health and develop the facilities to
provide new opportunities for all residents. Capture the public's enthusiasm and
motivate people to get involved.
....Supporting:
Provide support through capital project investment and grants to enhance and
expand the parks and recreation system. Identify park system needs and address
them by providing direct financial support.
..Advocating:
Help decision-makers understand and make the policy changes necessary to
effectively manage and enhance park and recreation resources.
Exhibit A ~ Resolution 3837
March 8, 2005
Page 70f8
Northwest Parks Foundation will accomplish this mission through a combination of
outreach to and education of recreational facility users, providers and other
interested stakeholders. We will share our expertise and guidance on how to work
together as users and communities to increase and improve the quality of park
facilities and will openly share information on all aspects of recreational resource
planning, management, construction, renovation and maintenance. Northwest Parks
Foundation is a private, non-profit organization that was created to support park and
recreation facilities throughout King County, Washington and the Pacific Northwest
through financial endowments, organizational grants and capital projects. It is
through the generosity of many individuals and corporations that the foundation is
able to provide this much-needed support. With its creation, Northwest Parks
Foundation has embarked on a course to achieve a Parks and Recreation Renaissance.
The Foundation is currently developing management and restoration plans for parks;
is working to fund major capital improvements throughout the region; has begun to
create programs for volunteers and park visitors; and intends to set new standards of
excellence in park support.
Exhibit A - Resolution 3837
March 8, 2005
Page 80f8