HomeMy WebLinkAboutAgenda Modification •_
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CITY OF � /*
" WASHINGTON
TO: Members of the City Council
Mayor Lewis
Departrnent Directors
FROM: Danielle Daskam, City Clerk
SUBJECT: November7, 2011 Agenda Mod'ification
DATE: November7, 2011
The Novembec 7, 2011, City Council mee4ing agenda published on Friday,
November 4, 2011, is mod'ified as follows:
RESOLUTIONS
The_ agenda modification transmits revised Exhibit "A" to Resolution No:
4757 and adds Re§oluti6n No. 4774.
Resolution No. 4774
A Resolution of the Ciry Council of the City of Aubum, Washington,
declaring an. emergency witfi �espect to repair of the roof of the
Mountain View Cemetery building structure at 2020 Mountain View
Drive, Au6um, 1NA 98001
MUSEUM SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this_ day of , 2011 by and
between the CITY OF AUBURN, WASHINGTON, a municipal corporation of the State of
Washington herein referred to as "CITY", and the WHITE RIVER VALLEY HISTORICAL
SOCIETY, a Washington non-profd corporation, herein referred to as "SOCIETY°.
WHEREAS, the SOCIETY has done an excellent job in the past to collect; preserve,
exhibit, and ir�terpret the history and prehistory of the White'River Valley and vicinity; and
WHEREAS, the CITY recognizes that the White River Valley Historical Museum and the
Mary Olson Farm, herein coilectively referred to as "Museum°, are major assets to the citizens
of Aubum and the Vailey-at-larye; and
WHEREAS, the CIIY owns the historic Mary Olson Farm, the built environment of which
is leased by the SOCIETY for purposes of accurate and economic restoration; and the
SOCIETY desires to work together to continue and expand the viability and services of the
Museum including providing research and technical support for other CITY departments on sftes
of historical interest; and
WHEREAS, the CITY recognizes the value of restoration and development of the Mary
Olson Farm funded largely through donations managed by the SOCIETY, developing this site
into a major asset for the citizens ofiAubum and the region; and
WHEREAS, the Museum building located in Les Gove Park, 918 "H" Street S:E.,
_ - - -- - - - - _ _ . _ . .
Aubum, Washington, and all artifacts, archives, other historic materials, fixfures, exhibition
materials, furniture, equipment, and other personal property therein are the sole property of the
SOCIETY; except the supplies; fumiture; and equipment purchased by the CITY, which shall
remain the sole property of the CITY;and
Museum Services Agreemant
Resolution No.4757 ExhibR A
September 3�,2011
Page 1 of 10
WHEREAS, the land upon which the Museum building is situated is the sole property of
the CITY and this Agreement does not nullify any previous agreements between the CITY and
the SOCIETY; and
WHEREAS, CITY employees in the person of the Museum Directorand other CITY.and
SOCIETY museum staff members are assigned to develop and manage Mary Olson Farm
programs to benefit the citizens of Aubum; and
WHEREAS; the CITY did purchase the Mary Olson Farm property with the intention of
preserving its natural and historical significance; and
WHEREAS, pursuant to the 2000 MASTER SITE PLAN attached hereto as Exhibit "1,"
the CITY and the SOCIETY plan to continue to restore and operate the Farm property for public
access and education,
NOW THEREFORE; THE CITY RND THE SOCIETY IN CONSIDERATION OF THE
CONDITIONS AND COVENANTS HEREIN DO AGREE AS FOLLOWS:
Article 1. GoVernanee.
1.1 Goveming Body of the Museum.
The Goveming Body of the Museum is the Board of Directors of the SOCIETY. All
members of the Board of Directors shall be members of the SOCIETY and shall uphold
the public trust placed in them and, as provided in the mission and goals statement of
the SOCIETY, take upon themselves all the duties and responsibilities which are
required under the bylaws; policies, and agreements appro4ed by the SOCIETY.
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1.2 Number of Board ofDirectors.
Thenumber of Diredors serving on the Board shali be no more than seventeen (17).
1:3 Selection of Members.
A. Nine (9) members shall be elected by the General Membership of the SOCIETY
in accordance with the SOCIETY bylaws.
Museum Services Agreement
Resolutiori No.4757 E�ibit A
September 30,2Q11
Page 2 of 10
B. Eight (8) members shall be appointed by the Mayor of the CITY with the approvai
of the Aubum City Council.
C. Members Emeriti may be appointed by the SOCIETY to honor their years of
service and role in the community. Members Emeriti are non-voting members of
the Board. Appointments and term will be detertnined by the Board.
Artiele 2. Resoonsibflities of the SOCIETY
The SOCIETY with the assistance of the Museum Di�ector shali'be responsible for the
following:
A. AdopY or modify policies regulating activities specific to Museum operations, the
managemerrt and use of collections, the use of facilities, and other functions as it
deems necessary or appropriate, modeling aIF policies as ciosely as possible to
those of the CI7Y.
B. Develop long-term plaris for the Museum which shall include development of
revenue sources, articulation of capital improvements, collections needs, fees for
Museum services, and marketing strategies.
C. Develop and impiement programs for viskor services, collection caretakers, and
other Museum volunteers including many citizens of Aubum.
D. Prepare and submit to the CITY a long-range plan outlining the operations, goals
and objedives for the future.
E. This Article does not prohibit the SOCIETY from carrying on other activities
� " - airthorued by the SDCIETY'S charter; bylaws, ormission statement.
F. Prepare and presenf an annual status report for the Mayor and City Council
reviewing accomplishments and outlining the upcoming year goals and
objec4ives.
Museum Services Agreemerrt
'Resolution No.4757 Exhibit A
September 30,2011
Page 3 of 10
Article 3. Responsibitities of the CITY.
The CIT'Y shall be responsible for the following:
A. Provide a Museum Direator and other appropriate staff to further the mission and
goals of the SOCIETY asset forth in the Bylaws of the SOCIETY provided that
Aubum citizens clearly benefrt from this service.
B. Provide the following in-kind services to 4he Museum providing that Aubum
citizens clearly benefit from this service:
1. Printing and mailing of newsletter and other budgeted brochures for
programs, exhibits, or projects which further the mission and goals of the
SOCIETY asrelated to the Museum.
2. Maintenance and supplies for 4he exterior grounds of the Museum
buiiding. When expertise and time is available CITY personnel will be
availabie to assist with exhibit instaliation, building repairs and other
related tasks.
3. Administrative and clerical support to assist the Museum Diredor with
his/her responsi6ilities in serving the general mission of the SOCIETY as
directly related to.the Museum.
Article 4. MaryDlson Farm
A. The CITY owns the Mary Olson Farm (hereinafter the "Farm" when to be
distinguished from the Museum [Museum and Farm]) and manages iY as a CITY
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parli. The CITY ttius provides oversigM r the careta ers; o s td e to e
caretaker's mobile, and provides for its routine outdoor maintenance..
B. The CITY is responsible for all Fartn utilities, seourity monitoring and insurance
coverage (for events, programs and day to day open hours) as with other parks
in the CITY system.
Museum Services Agreement .
Resalution No.4757 Exhibit A
Septembec30,2011
Pege 4 of 10,
C. CITY employees will develop programs and events forthe Farm in coordinadon
wfth the SOCIETY staff members, board and volunteers.
D. The SOCIETY is responsible for costs of programs and everrts at the Farm as
well as the collection of all associated revenues. Any revenue realized by said
events will be retained by the SOCIETY for future improvements and everrts at
the Farm and Museum which benefit the atizens of Aubum.
Artiele 5. Staffing.
5.1 Museum Director
The Museum Director shali be employed by and compensated by the CIN and shall
receive all normal CITY benefds. The Museum Director's performance in regard to the
administratian of the Museum shall be reviewed annually in compliance with regular
CITY Human Resources procedures.
5.2 Staff Reporting and Policies.
A. Ali additional staff at the Museum, whether the position is funded by the CITY or
the SOCIETY, wiil report directly to the Museum Director and be subject to CITY
policies.
B. All volunteers at the Museum will report directly to the Museum Director or staff
assigned by the Director.
C. The Museum Director and all additional stafF hired by the CITY shall be subject to
all Human Resource policies and procedures of CITY employees as well as
- � museum profes§ional polioies aHopted by the SOCIETY. - - - - -
Article 6. Building, Land and CollecUon Ownership
This qgreement does not affect the SOC�ETY ownership of the Museum building (918 H
Street SE) nor of the artifacts, archives, other historic materials, fixtures, exhibition
materials, fumiture, equipment, and other personal propertywithin the Museum building;
Museum Senrices AgreemeM
ResoluNon Nc.4757 Exhibit A
Septembet 30,2011
Page 5 of 10
provided that, the CITY retains ownership of the supplies, equipmeM and fumiture
purchased by the CITY. ?he CITY leases fo the SOCIETY a tract of land pursuant to a
ninety-nine (99) year lease entered into August 20, 1971. A copy of the lease is
attached hereto as Exhibit"2" and is incorporated herein by this reference:'
This Agreement does not affect the SOCIETY's Lease (20 year) ofthe built enyironment
of the Mary Olson Farm (28728 Green River Road) for purposes of economical and
accurate restoration and development. A copy of the lease is attached hereto as Ezhibit
"3" and is incorporated herein by this reference.
Article 7. Finances.
A. The SOCIE7Y will develop arnannual operafing and capital improvements budget
for the Museum and the Fartn.
B. The SOCIETY may develop grants and promote donations to the Museum for the
operating budget, endowment, designated capital improvements at the Museum
or Farm, and the Museum'spermanent collection.
C. The SOCIE7Y shall keep accurate financial books and records in compliance
with all accepted accounting standards. The SOCIETY shall prudently manage
all gifts made to the SOCIETY, and expend corrtributions exclusively for the
benefit intended.
D. All financiai records of the SOCIETY shall be subject to examination by the CITY
at any reasonable time upon written request.
- E: The -CITY-through the Museum Director'will annually coordinate with- the - � "
SOCIETY Board to develop an operating budgeY forthe Museum to deterrnine
the needs for the upcoming yeac The CITI! may consider funding special
projects, programs, capital equipmeM, capital projects, personnei, or exhibits to
take place at the Museum;which clearly demonstrate a benefR to the CITY. The
Museum Services Agreament
Resolution No.4757 E�ibit A
Septemtier 30,2011
Page 6 of 10
CITY will consider allocations to the Museum as outlined in Article 3 as part of
the normal annual CITY budget process.
Article 8. Duration of Agreement.
8.1 Duration.
This Agreement shall be in effect for ten (10) years from the date this Agreement is
signed by the Mayor of the City of Aubum.
8.2. Renewal. '
This/�qreement may be renewed for an addkional ten (10)years upon written request by
the SOCIETY and approval tiy the Cll'Y at least two months prior to the expiration of this
agreement as set foRh in aRicle 8.1.
8.3. Amendment.
This Agreement sets forth the full understanding of the SOCIETY and the C�TY and may
not be mod�ed nor amended except by written amendment duly executed by the
SOCIETY and the CITY.
8.4 Termination.
A. This Agreement may be terminated by either party for any cause upon. one
hundred and eighty (180) days written notice to the other party.
B. Upon receipt of a termination notice under the above paragraph, the CITY shall
cease any and all support and all other in-kind services for the SOCIEIY af the
end of one hundred and eighty (180) days. Any ppital equipment which is
- .
pu�cFiased for u§e�in the Museum by the CITY remains the property o e .
C. Upon termination of this Agreement, the Directors who have been appointed to
the SOCIETY Board by the CITY may no longer be members af the Board uniess
elected to the Board by the membership of the SOCIETY.
Article 9. SOCIETI(Bylaws.
Museum Serqices AgreemeM
Resolution No.4757 Exhibft A
September 30,2011
Page 7 of 10
9.1 Bylaws incorporated in this Agreement.
The SOCIETY Bylaws are attached hereto as Exhibit "4° and are hereby incorporated
herein by this reference. Any proposed changes to SOCIETY Bylaws, policies, or procedures
which coriflict with the terms of this Pqreement must be su6mitted to the CITY for review and
may be adopted by mutual consent of the CITY andthe SOCIETY.
Article 70. IndemnificatioNHoid Harmless.
The CITY and the SOCIETY each agrees to defend, indemnify`and hold harmtess the
other, its elected and/or appointed officials, employees, and agents from any and all claims,
demands, and/or causes of adion of any kind or character whatsoever arising out of or relating
to the ac4ions of the indemnifying party, its employees, consultants, subcontractors, or agents
for any and ali claims by any persons for alleged personal injury, death, or damage to their
persons or property to the extent caused solely by negligent acts, errors, or omissions of the
indemnifying party, its employees, ager�ts, consultants, subcorrtractors, or representatives and
arising out of its pertormance of this Agreement except where the claim, demand, and/or cause
of action arises solely as a result of the negligent acts, errors, or omissions of the indemnified
party, its elected and appointed officials, employees, or agents. In the event that any suit or
claim for damages is brought against the indemnfied party due to the adions of the
indemn'rfying party, the indemnifying parly will defend the CITY at its sole cost and expense;
provided 4hat the indemn�ed party retains the right to participate in the said suft if any principle
of govemmental or public laws is involved; and ff final judgment be rendered against the
indemnified party and/o� its ofificei�s;agents; or empioyees o�any of them; o�jointiy against the
indemnified party and the indemnifying party and thei� representative officers, agents,
employees, or any of them, the indemniFying party agrees to fully satisfy the same and the
indemnifying party shall reimburse the indemn�ed party for any cost and e�cpense which the
indemnified party has incurred as a resuk of such ciaim or suit.
Museum SenNees Agreement
Resolution No.4757 Exhibit A
September 30,2017
Page 8 of 10.
, The provisions of this sedion shall survive the expiration or tertnination of this
Agreement as to any suit or claimed alleged acts, errors, or omissions occuRing during the term
of this/\qreement.
Article 11. Nondiscrimination.
The SOCIEI'Y shall not, discriminate regarding any services, membership, staff; or
activities to which this Agreement may apply directly or indirectly through contradual, hiring, or
other arrangements on the grounds of race, color, creed, religion, national origin, gender, age,
or where there is the presence of any sensory, mental, or physical disability.
Article 72. Insurance.
The SOCIETY SHALL MAINTAIN THROUGHOUT THE TERM OF THIS Agreeme�
comprehensive general liability insurance in the amount of one million dollars combined single
limits per occurrence. The insurance policy shall name the CITY of Aubum as additional
insured. The policy shall require a minimum of thirty (30) days prior written notice to the CITY of
, any cancellation or expiration of the policy or any modification of any provisions of the policy.
The SOCIETY shall maintain throughout the tertn of this agreement no less than one million
dollars combined single limits per occuRence Board and Officer's Liability Insurance for all nine
(9) SOCIETY eleded Board members. The CITY shall maintain throughout the term of this
agreement no less than one million dollars combined single limits per occurrence Board and
Officer's'Liability Insurance for all eight(8) CITY appointees.
Article 13. Assignments.
� � - - � � - -TFie CITY and the-SOCIETY respectively bind themselves, theirpartners; successors,
assigns, and legal represeMatives to the other party to this Agreement with respect to all
covenants to this Agreement. Neither the CITY nor the SOGETY shall assign this Agreement
wifhout the written consent of the other party. No other goveming or management agreemerrt
Museum Services Agreement
Resolution No.4757 Exhibit A
September 30,2011
Page 9 of 10
for the govemance of the Museum may be signed by the SOCIETY without prior written
agreement by the CIT'Y.
Articie 74. General Proviston.
This Agreement shall be govemed by any applicable laws, regulations, and ordinances
of the CITY, King County, the State of Washington, and where applicable, Federal laws.
CITY OF AUBURN
Peter B. Lewis, Mayor
ATTEST:
Danielle E. Daskam, City Clerk
APPROVED AS TO FORM:
Dan Heid, City Attomey
WHITE RIVER VALLEY HISTORICAL SOCIETY
Judi Roland, Presiderrt
Musaum Services Agreement
Resalution No.4757 Exhibit A
September 30;2011
Page 10 bf 10
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AGENDA BILL APPROVAL FORM
4VAS H I NGTON
Agenda Subject:. Date:
Resolution No. 4774 November 7 2011
Departmentr Attachments: Budget Impact:
HumanResources Resolution No. 4774
'Administrative Recommendation:
City CounciFadopt Resolution No.4774.
Background Summary:
The roof of the buiiding at the Mountain,View Cemetery is in need of immediate repair, such that leaking
rain water threatens the building. In order to protect the building, it is crucial that the building's roof be
repafred as soon aspossible: In order to make the roof repair in as timely a manner as warranted, tlie
City does not have time to put the repairjob out fnr bid as would fiave been tFie course.
Resolution No.4774 finds that an emergency exists in relation to the roof repairs at the cemetery. The
resolution also finds 4hat the City needs to errterinto a contract immediately to repair the roof and
authorizes the Mayor to negotiate and enter into contracts for fhe repair of the roof.
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Revlewed by Councll&CommMtees: Revlewed by DepartrneMS&Divisio�:
❑ArLs Commission COUNGL COMMIITEES: ❑ Building ❑ M80
❑Airport ❑ Finance ❑ Cemetery ❑ Mayor
❑ Hearing Examiner ❑ MuniGpal Serv. ❑ Finance ❑ Parks
❑ Human Services ❑ Planning 8 CD ❑ Fire ❑ Planning
❑ Park Boaril ❑Public Works ❑ Legal ❑ Police '
❑ Planning Comm. ❑ Other ❑ Public Worka ❑ Human Resources
❑ Infortnation Services
Actlon:
CcmmiGee AppmvaL �Yes �No
' Couneil ApproyeL �Yes �NO Call for Public Headng / !
', Referted to UMiI_/ / -
� �. ��TableC� Until _/ /
Councilmember: Wa ner Staff: Heineman
Meedn Date: November 7, 2011 kem Number.
A[J$jIRN ?k MORE THAN YOU 1MAGINED
RESOLUTION NO. 4 7 7 4
A RESOLUTION OF THE CITY COUNGIL OF THE
CITY OF AUBURN, WASHINGTON, DECLARING AN
EMERGENCY WITH RESPECT TO REPAIR OF THE
ROOF OF THE MOUNTAIN VIEW CEMETERY
BUILDING STRUCTURE AT 2020 MOUNTAIN VIEW
DRNE, AUBURN, WA 98001
WHEREAS, the roof of the building at the City of Aubum Mountain View
Cemetery, at 2020 Mountain �ew Drive, Auburn, WA 98001, is in need of
immediate repair, such that leaking rain water threatens the building; and
WHEREAS, fhe wet weather months are upon us, so that the impacts of a
leaky roof would be more significant at this time; and
WHEREAS, in ordeF to protect the building and the people depending on
that building, it is crucial that the building's roof be repaired as soon as feasibty
possible; and
WHEREAS, in order to make the roof repair in as timely a manner as
warranted, the City does not have time to put the repair job out for bid as would
have been the usual course; and
WHEREAS, the emergent circumstances that exist warrant moving
forward with the roof repair without going out with a public bid process.
NOW, THEREFORE; THE CITY COUNCIL OF THE CITY OF AUBURN,
- - - - - - - - - - - - - _ . . _
HEREBY RESOLVES as follows:
Section 1. The City Council finds an emergency exists in connection
with the need to repair the roof of the building at 4he City of Aubum Mountain
Resolution No.4774
November 7,2011
Page 1 of 2
�ew Cemetery, at 2020 Mountain View Drive, Aubum„WA 98001, and that the
City needs to enter into a contracG immediately to repair the roof, and there is not
sufficient time to enable the City to go through the typical bidding and contracting.
process.
Section 2. That the Mayor is authorized to negotiate and enter into
contracts with qual�ed contractors and construction service providers to effect
the repair of the roofi ofi the building at the City of Auburn Mountain View
Cemetery, at 2020 Mountain Vew Drive, Aubum, WA 98001, and that any action
taken in furtherance thereof is hereby rat�ed.
Section 3. That this Resolution shall take effect and be in full force
upon passage and signatures hereon.
Dated and Signed this day of , 2007.
CITY OF AUBURN
PETER B. LEWIS
MAYOR
ATTEST:
Danielle E. Daskam, City Clerk
APPR VED TO FORM:
D iel B. Hei , ity Attomey
Resolutlon No. 4774
No4ember 7, 2011
Page 2 of 2