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HomeMy WebLinkAbout08-19-2019 CITY COUNCIL AGENDA PACKETCity Council Meeting August 19, 2019 - 7:00 P M City Hall Council Chambers A GE NDA Watch the meeting L I V E ! Watch the meeting video Meeting videos are not available until 72 hours after the meeting has concluded. I .C AL L T O O RD E R A .P ledge of Allegiance B .Roll Call I I .ANNO UNC E M E NT S, P RO C L AM AT IO NS, AND P RE S E NTAT I O NS A .I nternational Overdose Awareness Day Proclamation Mayor Backus to proclaim A ugust 31, 2019 as "I nternational Overdose Awareness Day" in the city of A uburn. B .Children's Therapy Center Day Proclamation Mayor Backus to proclaim A ugust 29, 2019 as "Children's Therapy Center Day" in the city of A uburn. C.Chief of Police P resentation I I I .AP P O I NT M E NT S I V.AG E ND A M O D I F IC AT I O NS V.C IT IZE N I NP UT, P UB L I C HE ARI NG S AND C O RRE S P O ND E NC E A .P ublic Hearings - (No public hearing is scheduled for this evening.) B .Audience Participation This is the place on the agenda where the public is invited to speak to the City Council on any issue. Those wishing to speak are reminded to sign in on the form provided. C.Correspondence - (T here is no correspondence for Council review.) V I .C O UNC I L AD HO C C O M M IT T E E RE P O RT S Council Ad Hoc Committee Chairs may report on the status of their ad hoc Council Committees' progress on assigned tasks and may give their recommendation to the City Council, if any. 1.F inance Ad Hoc Committee (Chair Wales) Page 1 of 101 V I I .C O NS E NT AG E ND A All matters listed on the Consent Agenda are considered by the City Council to be routine and will be enacted by one motion in the form listed. A .Minutes of the J uly 8, 2019 Study Session B .Minutes of the August 5, 2019 City Council Meeting C.Claim Vouchers (Thomas) Claim vouchers list dated A ugust 19, 2019 which includes voucher numbers 455103 through 455288 in the amount of $4,205,532.94 and three wire transfers in the amount of $513,975.20 D.P ayroll Vouchers (T homas) P ayroll check numbers 538565 through 538588 in the amount of $250,588.31, electronic deposit transmissions in the amount of $2,078,956.12 for a grand total of $2,329,544.43 for the period covering A ugust 1, 2019 to August 14, 2019 E .C P1720 Game Farm P ark No. 4 Ballfield L ighting (Faber) C P1720 Game Farm P ark improvement project allows for the purchase and installation of softball field lights on Game Farm P ark B all field #4 F.S etting Public Hearing Date for Franchise A greement #F R N190014 (Gaub) City Council to set the date of the Public Hearing for Franchise A greement No. F R N19-0014 for New Cingular W ireless P C S, L L C to be held on S eptember 3, 2019, at 7:00 pm (RE C O M M E ND E D AC T I O N: M ove to approve the Consent Agenda.) V I I I .UNF INIS HE D B US I NE S S I X.NE W B US I NE S S X .O RD INANC E S A .Ordinance No. 6721 (Gaub) A n Ordinance of the City Council of the City of A uburn, Washington, granting Seattle S MS A L imited P artnership, a Delaware L imited Partnership, D/B /A Verizon W ireless, a franchise for wireless telecommunications facilities (RE C O M M E ND E D AC T I O N: M ove to adopt Ordinance No. 6721.) B .Ordinance No. 6726 (Gaub) A n Ordinance of the City Council of the City of A uburn, Washington, relating to the L imited P ublic Works P rocess and amending Section 3.12.100 of the A uburn City Code (RE C O M M E ND E D AC T IO N: M ove to adopt Ordinance No. 6726.) Page 2 of 101 X I .RE S O L UT IO NS A .Resolution No. 5450 (Thomas) A Resolution of the City Council of the City of A uburn, Washington, authorizing the contribution and withdrawal of City monies in the S tate of Washington L ocal Government I nvestment Pool (RE C O M M E ND E D AC T I O N: M ove to adopt Resolution No. 5450.) X I I .M AY O R AND C O UNC I L M E M B E R RE P O RT S At this time the Mayor and City Council may report on significant items associated with their appointed positions on federal, state, regional and local organizations. A .From the Council B .From the M ayor X I I I .AD J O URNM E NT Agendas and minutes are available to the public at the City Clerk's Office, on the City website (http://www.auburnwa.gov), and via e-mail. Complete agenda packets are available for review at the City Clerk's Office. Page 3 of 101 AGENDA BILL APPROVAL FORM Agenda Subject: Minutes of the July 8, 2019 Study Session Date: August 8, 2019 Department: City Council Attachments: 07-08-2019 Minutes Budget Impact: Current Budget: $0 Proposed Revision: $0 Revised Budget: $0 Administrativ e Recommendation: Background Summary: Rev iewed by Council Committees: Councilmember:Staff: Meeting Date:August 19, 2019 Item Number:CA.A Page 4 of 101 City Council Study Session P W C D S FA J uly 8, 2019 - 5:30 P M City Hall Council Chambers MINUT E S Watch the meeting L IV E! Watch the meeting video Meeting videos are not available until 72 hours after the meeting has concluded. I .C A L L TO O R D E R Deputy Mayor Peloza called the meeting to order at 5:30 p.m. in the Council Chambers of Auburn City Hall, 25 West Main Street in A uburn. A .Roll Call Councilmembers present: Deputy Mayor Bill P eloza, Bob B aggett, Claude DaCorsi, L arry Brown, J ohn Holman, Yolanda Trout-Manuel and L argo Wales. Councilmember L arry B rown was excused. Mayor Nancy Backus and the following department directors and staff members were present: Assistant City Attorney Kendra Comeau, Director of P ublic Works I ngrid Gaub, Director of Community Development J eff Tate, Development S ervices Manager J ason K rum, Senior P lanner Thaniel Gouk, Planner Cecile Malik, Director Of P arks Arts and Recreation Daryl F aber, Real P roperty Analyst J osh A rndt, Director of Human Resources Candis Martinson, A ssistant Police Chief Mark Caillier, and City Clerk Shawn Campbell. I I .A NNO UNC E ME NT S , R E P O RT S , A ND P R E S E NTAT I O NS I I I .A G E ND A I T E MS F O R C O UNC I L D I S C US S I O N A .Racial E quity and I mplicit B ias I nitiative (Martinson) (30 Minutes) Director Martinson presented Council with the updated Racial E quity and S ocial J ustice program scope. She reviewed the updated proposed training curriculum. She introduced the consultant team, Racing the E quity Group, Crux Consulting Group, Dr. Nikum P on, Dr. Bryant Marks and Dr. J ohn Powell. Council discussed training for Councilmembers who will no longer be serving as Councilmembers in 2020, the branding of the presentation, ensuring all types of discrimination are addressed, the budget impact, a full time employee dedicated to this program and concerns about the cost raising over the not to exceed amount. Page 1 of 4Page 5 of 101 Mayor Backus stated one of the goals of this program is to create an office of Racial E quity. S he also explained the current Council would need to be a part of the branding and helping set the platform for the program. She also stated the funding amount is a not to exceed amount and if there was a need for additional funds it would have to be approved by Council. Director Martinson stated the focus for the program is to include all of the areas of concerns. The goal at the end of the first three years is to hire a full time employee. The Council training can be modified as Council desires. Deputy Mayor Peloza called for a 6 minute recess at 7:24 p.m. The meeting reconvened at 7:30 p.m. B .Resolution No. 5443 (Hinman) (10 Minutes) A Resolution of the City Council of the City of A uburn, Washington, authorizing the Mayor to execute an amendment to the I nterlocal A greement between the City of A uburn and the City of F ederal Way related to the P uget S ound A uto T heft Task Force P roperty Analyst Arndt provided Council with a presentation for Resolution No. 5443. He gave the history of the I nterlocal Agreement for the P uget S ound A uto Task Force. He stated the funding for the Task Force was reduced so they have requested a reduction to the rent and utilities paid for the office building. Property A nalyst A rndt stated the public benefits from having the Task F orce in this building by not having a large vacant building and additional police presence in the area and in the park. Council discussed the number of vehicles at the building, the rent and utility cost recovery to the City and the reduction of auto theft in the City. I V.P UB L I C W O R K S A ND C O MMUNI T Y D E V E L O P ME NT D I S C US S I O N I T E MS A .K ing County Metro Presentation - I -L ine and Mobility P lan (Gaub) (15 Minutes) Councilmember DaCorsi Chaired the Public Works and Community Development Discussion I tems portion of the meeting. I tem 4. D. was discussed first for the agenda. P lanner Malik introduced Greg McKnight and Natalie Westberg from K ing County Metro Transit. Mr. McKnight and Ms. Westberg provided Council with a RapidRide overview, what the RapidRide proposed "I " L ine route would be, the timeline for the I L ine and area mobility plan. Mr. McKnight explained that Phase One of the project is now completed. I t included outreach and engagement from area stakeholders, tabling events (vender tables at community events), an online survey and outreach at bus stops. T he Metro Transit convened a Mobility B oard and recruited Page 2 of 4Page 6 of 101 members for the Partner Review B oard. He reviewed the key themes gathered from the preliminary analysis. Ms. Westberg reviewed the needs identified in the analysis and the proposed solutions for those needs. Mr. McKnight explained P hase 2 of the outreach and engagement will include the Auburn Community P icnics, additional tabling events, specific cultural events, Orca to Go E vents, A uburnF est at L es Gove Park and another online event. Council discussed how future growth could change where stops should be, the timeline for a grant application, a proposal for electric buses, the timeline for implementation and ability to push the timeline and the link between affordable housing and public transportation. B .Ordinance No. 6722 (Gaub) (10 Minutes) A n Ordinance of the City Council of the City of A uburn, Washington, authorizing the Mayor to execute a payback agreement for a developer’s utilities extension between the City of A uburn and North A uburn L ogistics Holdings, L L C Water Utility E ngineer Fenhaus provided Council with a summary of Ordinance No. 6722. S he provided a brief explanation of the payback or latecomers agreements. The proposed latecomers agreement would be for seven properties that could benefit from the improvements. C.Ordinance No. 6724 (Gaub) (10 Minutes) A n Ordinance of the City Council of the City of A uburn, Washington, relating to abandoned utility services, clarifying the process for reestablishing utility services, amending S ection 13.06.140, creating a new Section 13.20.235, and creating a new S ection 13.48.295 to the Auburn City Code Utilities E ngineering Manager Tobin provided Council with a presentation on Ordinance No. 6724, abandoned utility service. T he proposed ordinance would clarify the City Code for water, sewer and storm services. D.Ordinance No. 6725 (Gaub) (5 Minutes) A n Ordinance of the City Council of the City of A uburn, Washington, relating to water utility, defining equivalent residential unit, and amending S ection 13.06.010 of the A uburn City Code Utilities E ngineering Manager Tobin presented Council with Ordinance No. 6725. The proposed Ordinance would define what an equivalent residential unit (E R U) is and the standards for a E R U. E .S tate-Mandated S horeline Master Program and Critical A reas (Tate) (10 Minutes) S taff to present an overview of the proposed changes necessitated from the State- mandated update to the City's S horeline Master Program (S MP ) and associated updates to the Crticial Areas Ordinance (Ch. 16.10 A C C) S enior Planner Gouk provided Council with an update on the Washington S tate mandated Shoreline Master P rogram for Critical areas. T he City is required to update the Critical A reas Ordinance at the same time as the Page 3 of 4Page 7 of 101 S horeline Master Program. T his has been reviewed by the Planning Commission and will be back before the P lanning Commission for a public hearing later this summer. Council discussed the buffers from streams and wetlands, required monitoring of wetlands and impact on the owners of aquifers. F.Overview of B uilding Code Compliance (Tate) (15 Minutes) S taff to present an overview of S tate and local building and fire codes Development Service Manager K rum provided Council with an overview of City of Auburn Building Code compliance, including legacy building codes. T he I nternational Code Council was formed in 1994 and created the I nternational Building Code. Washington State updates the State B uilding Code every three years. T he City adopts the S tate Code and any amendments every three years. He also reviewed the permit process, the requirement of builders to meet the code and the process regarding building code violations. Deputy Mayor Peloza chaired the remainder of the meeting. V.O T HE R D I S C US S I O N I T E MS There were no other discussion items. V I .NE W B US I NE S S There was no new business. V I I .MAT R I X A .Matrix Council discussed the Matrix and requested to add a discussion on banning smoking and vaping in City parks and the S outh King County B us B arn. V I I I .A D J O UR NME NT There being no further discussion, the meeting was adjourned at 8:23 p.m. A P P R O V E D this 19th day of August, 2019. _____________________________ ____________________________ B I L L P E L O Z A , D E P UT Y MAYO R Shawn Campbell, City Clerk Agendas and minutes are available to the public at the City Clerk's Office, on the City website (http://www.auburnwa.gov), and via e-mail. Complete agenda packets are available for review at the City Clerk's Office. Page 4 of 4Page 8 of 101 AGENDA BILL APPROVAL FORM Agenda Subject: Minutes of the August 5, 2019 City Council Meeting Date: August 8, 2019 Department: City Council Attachments: 08-05-2019 Minutes Budget Impact: Current Budget: $0 Proposed Revision: $0 Revised Budget: $0 Administrativ e Recommendation: Background Summary: Rev iewed by Council Committees: Councilmember:Staff: Meeting Date:August 19, 2019 Item Number:CA.B Page 9 of 101 City Council Meeting August 5, 2019 - 7:00 P M City Hall Council Chambers MINUT E S Watch the meeting L IV E ! Watch the meeting video Meeting videos are not available until 72 hours after the meeting has concluded. I .C AL L T O O RD E R A.P ledge of Allegiance Mayor Nancy B ackus called the meeting to order at 7:00 p.m. in the C ouncil Chambers of Auburn City Hall, 25 West Main S treet in A uburn and led those in attendance in the P ledge of A llegiance. B.Roll Call C ouncilmembers present: Deputy Mayor Bill P eloza, Claude DaC orsi, J ohn Holman, Yolanda Trout-Manuel and L argo Wales. Councilmembers B ob B aggett and L arry B rown were excused. D epartment directors and staff members present included: C ity A ttorney S teve G ross, D irector of P ublic Works I ngrid Gaub, Finance Director J amie T homas, P olice Chief B ill P ierson, Director of I nnovation and Technology David Travis, Director of Parks and R ecreation Daryl F aber, D irector of Community Development J eff Tate, Police C ommander Dan O'Neil, and City Clerk S hawn C ampbell. I I .ANNO UNC E M E NT S, P RO C L AM AT IO NS , AND P RE S E NTAT IO NS Mayor B ackus shared that former Mayor C huck B ooth passed away over the weekend. S he expressed her condolences and noted some of Mayor B ooths achievements during his time as Mayor. I I I .AG E ND A M O D I F IC AT I O NS I tem I I .A I ntroduction of F inance D irector J amie T homas was removed from the agenda and Resolution No. 5449 was added as item X.D. I V.C I T I ZE N INP UT, P UB L I C HE ARI NG S AND C O RRE S P O ND E NC E A.P ublic Hearings 1.P ublic Hearing for F ranchise A greement No. F R N19- 0013 (Gaub) City Council to hold a public hearing in consideration of F ranchise Agreement No. F R N19-0013 for Seattle S MS A L imited Partnership, dba Verizon W ireless Page 1 of 5Page 10 of 101 Mayor Backus opened the public hearing at 7:02 p.m. No one came f orward to speak, the public hearing was closed. B.Audience P articipation Thi s i s the place on the agenda where the public is invited to speak to the City Counci l on any issue. Those wi shi ng to speak are reminded to sign in on the form provi ded. No one came f orward to speak. C .C orrespondence There was no correspondence f or Council to review. V.C O UNC IL AD HO C C O M M IT T E E RE P O RT S C ouncil Ad Hoc C ommittee Chairs may report on the status of their ad hoc Council C ommittees' progress on assigned tasks and may give their recommendation to the C ity Council, if any. 1.F inance A d Hoc Committee (Chair Wales) C ouncilmember Wales, chair of the F inance ad hoc committee, reported she and C ouncilmember DaC orsi have reviewed the claims and payroll vouchers described on the C onsent Agenda this evening and recommended their approval. V I .C O NS E NT AG E ND A All matters l isted on the Consent Agenda are considered by the City Council to be routine and wi ll be enacted by one moti on in the form listed. A.Minutes of the J uly 22, S tudy S ession B.Minutes of the J uly 15, 2019 Regular Council Meeting C .C laims Vouchers (T homas) C laim voucher list dated August 5, 2019 which includes voucher numbers 454803 through 455102, in the amount of $2,011,136.28 and six wire transfers in the amount of $804,957.44. D .P ayroll Vouchers (Thomas) P ayroll check numbers 538547 through 538564 in the amount of $552,844.60, electronic deposit transmissions in the amount of $2,088,958.77 f or a grand total of $2,641,803.37 for the period covering J uly 11, 2019 to J uly 31, 2019. D eputy Mayor P eloza moved and Councilmember Holman seconded to approve the consent agenda. Page 2 of 5Page 11 of 101 MO T I O N C A R R I E D UNA NI MO US LY. 5-0 V I I .UNF I NI S HE D B US I NE S S There was no unfinished business. V I I I .NE W B US INE S S Mayor B ackus provided Council with a letter to C ongressman Peter D eF azio and C ongressman S am G raves, members of the Transportation and I nf rastructure Committee, urging them to support the H.R . 2247 bill promoting the "United Government E f f orts to S ave our S ound A ct". S he asked the Council if they wanted to discuss the City signing onto this letter to offer the City's support. C ouncilmember Holman moved and D eputy Mayor P eloza seconded for the City of Auburn to sign onto the letter to urge the passing of H.R . 2247. C ouncil discussed the importance of this ef f ort and the importance of the P uget Sound to the entire region. MO T I O N C A R R I E D UNA NI MO US LY. 5-0 I X.O RD I NANC E S A.Ordinance No. 6723 (Gross) A n O rdinance of the City Council of the C ity of A uburn, Washington, amending Ordinance No. 4683 to correct a legal description related to a conditional use permit C ouncilmember Holman moved and C ouncilmember Trout-Manuel seconded to adopt Ordinance No. 6723. MO T I O N C A R R I E D UNA NI MO US LY. 5-0 X .RE S O L UT IO NS A.R esolution No. 5431 (Gaub) A R esolution of the City Council of the C ity of A uburn, Washington, authorizing the Mayor to execute a Franchise A greement between the City of Auburn and C omcast C able C ommunications, L L C and Comcast Cable Communications Management, L L C , a Pennsylvania C orporation C ouncilmember D aCorsi moved and C ouncilmember Wales seconded to adopt Resolution No. 5431. MO T I O N C A R R I E D UNA NI MO US LY. 5-0 B.R esolution No. 5445 (Pierson) A R esolution of the City Council of the C ity Of Auburn, Washington, authorizing the Mayor to execute an I nterlocal A greement among the Cities of Auburn, B onney L ake, L akewood, Puyallup, and Tacoma, and the Pierce County S heriff, Pierce County Page 3 of 5Page 12 of 101 P rosecuting Attorney, and the Washington S tate Department of Corrections, for the continued operation of the Tahoma Narcotics E nf orcement Team C ouncilmember Holman moved and C ouncilmember Trout-Manuel seconded to adopt R esolution No. 5445. MO T I O N C A R R I E D UNA NI MO US LY. 5-0 C .R esolution No. 5446 (Gaub) A R esolution of the City Council of the C ity of A uburn, Washington, authorizing the Mayor to accept and expend F ederal Grant F unds administered by the Washington S tate Military Department for the R eservoir 1 Seismic Control Valve P roject C ouncilmember D aCorsi moved and C ouncilmember Holman seconded to adopt Resolution No. 5446. MO T I O N C A R R I E D UNA NI MO US LY. 5-0 D .R esolution No. 5449 (Gaub) A Resolution of the City Council of the City of Auburn, Washington, authorizing the City to apply for, and if awarded, to accept and expend grant f unds in the amount of up to $3,100,000.00 f rom the F ederal Aviation A dministration related to the A uburn Municipal Airport Runway E nhancement P rogram and amending Resolution 5439 C ouncilmember Wales moved and Councilmember Trout-Manuel seconded to adopt R esolution No. 5449. MO T I O N C A R R I E D UNA NI MO US LY. 5-0 X I .M AY O R AND C O UNC I L M E M B E R RE P O RT S At this ti me the Mayor and City Council may report on significant i tems associated with their appoi nted positions on federal, state, regional and local organi zations. A.Fr om the Council C ouncilmember Wales spoke about f ormer Mayor Chuck B ooth and the period of time when he worked for the Auburn School District. S he highlighted some of his contributions f or the A uburn S chool District and the community of A uburn. C ouncilmember D aCorsi reported he attended the A ffordable Housing C ommittee Meeting. B.Fr om the M ayor Mayor B ackus reported she attended two R egional Homelessness C ollation meetings, a Sound C ities Oversight B oard for Regional Homelessness meeting, a monthly F aith L eaders R ound Table relating to homelessness, the S C O R E E xecutive B oard meeting, the S K HHP Board meeting, the W hite R iver Buddhist Temple Bon Odori Festival, the V F W Page 4 of 5Page 13 of 101 P ost 1741 90th A nniversary B anquet and two community picnics. Mayor invited everyone to the A uburn F est activities. X I I .AD J O URNM E NT There being no further business to come bef ore the Council, the meeting was adjourned at 7:41 p.m. A P P R O V E D this 19th day of A ugust, 2019. ________________________ ____________________________ NA NC Y B A C K US , MAYO R S hawn C ampbell, City Clerk Agendas and minutes are available to the public at the City Clerk's Office, on the City website (http://www.auburnwa.gov), and via e-mail . Complete agenda packets are available for revi ew at the City Clerk's Office. Page 5 of 5Page 14 of 101 AGENDA BILL APPROVAL FORM Agenda Subject: Claim Vouchers (Thomas) Date: August 14, 2019 Department: City Council Attachments: No Attachments Av ailable Budget Impact: Current Budget: $0 Proposed Revision: $0 Revised Budget: $0 Administrativ e Recommendation: Approve Claim Vouchers Background Summary: Claim vouchers list dated August 19, 2019 which includes voucher numbers 455103 through 455288 in the amount of $4,205,532.94 and three wire transfers in the amount of $513,975.20. Rev iewed by Council Committees: Councilmember:Staff:Thomas Meeting Date:August 19, 2019 Item Number:CA.C Page 15 of 101 AGENDA BILL APPROVAL FORM Agenda Subject: Payroll Vouchers (Thomas) Date: August 14, 2019 Department: City Council Attachments: No Attachments Av ailable Budget Impact: Current Budget: $0 Proposed Revision: $0 Revised Budget: $0 Administrativ e Recommendation: Approve Payroll Vouchers Background Summary: P ayroll check numbers 538565 through 538588 in the amount of $250,588.31, electronic deposit transmissions in the amount of $2,078,956.12 f or a grand total of $2,329,544.43 for the period covering 8/1/2019 to 8/14/2019. Rev iewed by Council Committees: Councilmember:Staff:Thomas Meeting Date:August 19, 2019 Item Number:CA.D Page 16 of 101 AGENDA BILL APPROVAL FORM Agenda Subject: CP1720 Game Farm Park No. 4 Ballfield Lighting (Faber) Date: August 14, 2019 Department: Parks/Art and Recreation Attachments: COA Musco Game Farm 4 Lighting Contract 8.14.19 Game Farm Park SB 2019 KCDA Quote Revised Copy of CP1720 BudgetStatusSheet Vicinity Map Game Farm 4 Lighting Project Budget Impact: Current Budget: $1,050,000 Proposed Revision: $0 Revised Budget: $0 Administrativ e Recommendation: Authorize the Mayor to enter into a contract with Musco Lighting for the purchase and installation of the lighting system. Project is bid through King County Directors Association of which the City of Auburn is a member. Background Summary: CP1720 Game Farm Park Improvements - The City of Auburn received a grant of $150,000 through the King County Youth Sports Grant program. Remaining funding is through Park Impact Fees as this project increases the capacity of the field. Rev iewed by Council Committees: Other: consent agenda Councilmember:Staff:Faber Meeting Date:August 19, 2019 Item Number:CA.E Page 17 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 1 of 15 NON-FORMALLY BID PUBLIC WORKS Project No. CP1720, Game Farm 4 Lighting Project THIS CONTRACT is entered into between the City of Auburn, a Washington Municipal Corporation ("City"), and Musco Lighting ("Contractor"), whose mailing address is PO Box 260, Muscatine, IA 52761. RECITALS: 1. The City is in need of construction contracting services to complete the public work as described in this Contract. 2. Contractor is qualified to perform the construction contracting services described in the Scope of Work. 3. The City wishes to engage Contractor for the performances of these construction contracting services. 4. This contract was not formally bid because (check one) LIMITED PUBLIC WORKS CONTRACT: Engineer’s Estimate < $35,000.00 and this contract was awarded using the Limited Public Works process as described in RCW 39.04.155. SMALL PUBLIC WORKS CONTRACT (SINGLE TRADE WORK): Engineer’s Estimate ≤ $40,000.00 SMALL PUBLIC WORKS CONTRACT (MULTIPLE TRADE WORK): Engineer’s Estimate ≤ $65,000.00 EMERGENCY PUBLIC WORKS CONTRACT: Per RCW 39.04.280, this work is exempt from competitive bidding requirements because the work is considered an emergency, meaning unforeseen circumstances beyond the control of the City either: (a) Present a real, immediate threat to the proper performance of essential functions; or (b) will likely result in material loss or damage to property, bodily injury, or loss of life if immediate action is not taken. COOPERATIVE PURCHASING AGREEMENT: This contract is being let under #19-406 between The City of Auburn and Musco Lighting in accordance with RCW 39.34 (Interlocal Cooperation Act). Other ___________________. Page 18 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 2 of 15 AGREEMENT 1) CONTRACTOR SERVICES The Contractor shall do all work and furnish all tools, materials and equipment for the construction of Project No. CP1720 in accordance with this Contract form. Scope of work is as follows: The Musco Light Structure System shall be “installed” by a licensed Electrical Contractor, registered in the State of Washington. The installation includes, delivering and unloading of the Musco equipment upon arrival to the job site, excavation of 6 augered holes, installation of the pre-cast concrete foundations and concrete backfill. Assembly and installation of 6 new galvanized steel poles, assembly and mounting of 36 luminaire assemblies, electrical enclosures, and wiring harnesses on each of the 6 poles. Wiring for the Lighting System is from the luminaire assemblies down to the remote electrical enclosures at the base of each pole where they will be terminated on the Musco suppled disconnect breaker. Supply and install a new Musco control and monitoring cabinet compete with control zones to control all softball, tennis courts, and security lighting. Re-wire the existing controls currently servicing the softball fields, tennis courts and security lighting. Install all new conduit from the existing electrical distribution location to each of the 6 pole locations and an in-ground box near the base of each pole. Install new wiring from the new service cabinet to each in-ground box to the remote electrical enclosure on each Musco pole. Where they will land on the Musco supplied disconnect. All necessary precautions will be taken to ensure the site is left in satisfactory condition The Washington state Department of Labor and Industries electrical permit is included. Any additional required permits will be by others. 2) CITY OF AUBURN BUSINESS LICENSE The Contractor, subcontractors, and lower tier subcontractors, shall have an active City of Auburn business license. Page 19 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 3 of 15 3) NOTICE TO PROCEED A Notice to Proceed will be issued once the Contract has been fully executed by the Contractor and City, and all insurance and licensing requirements as set forth in the contract have been met. The Notice to Proceed Date shall be either the date the Contractor commenced contract work or the date the contract has been fully executed by the Contractor and City and all insurance and licensing requirements as set forth in the contract have been met, whichever occurs first. 4) TIME OF COMPLETION The Contractor shall complete the work within 45 working days from the Notice to Proceed Date. 5) LIQUIDATED DAMAGES (CHECK ONE) Liquidated damages shall not apply to this contract. Liquidated damages shall apply to this contract as follows: If said work is not completed within the time specified, the Contractor agrees to pay liquidated damages to the City as follows: A. To pay (according to the following formula) liquidated damages for each working day beyond the number of working days established for physical completion, and B. To authorize the Engineer to deduct these liquidated damages from any money due or coming due to the Contractor. C. Liquidated damages will not be assessed for any days for which an extension of time is granted. No deduction or payment of liquidated damages will, in any degree, release the Contractor from further obligations and liabilities to complete the entire Contract. Formula: Contract Price (without tax) x 0.15, divided by the original number of working days for completion. 6) HOURS OF WORK Allowed hours of work are as a specified in the City of Auburn Construction Standards, Part 1, Section 1-08.0(2) (Hours of Work), which by reference is incorporated is a part of this contract. 7) COMPENSATION The Contractor shall do all work and furnish all tools, materials, and equipment for the work and services contemplated in this Contract for compensation as follows: (Check One) Page 20 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 4 of 15 Lump Sum Amount Unit Bid Prices as listed in the Construction Work Quote Form Not to Exceed Amount, paid per the Force Account method as described in Section 1- 09.6 of the current WSDOT Standard Specifications for Road, Bridge and Municipal Construction The Lump Sum Amount, Total Unit Bid Price, or Not To Exceed Amount, as specified above is $ 387,213.00, and Washington State Sales Tax of $38,721.30 for a total of $425,934.30. This project is subject to use tax, which shall be included lump sum, unit bid, or time and material compensation amount listed herein. The City’s sales tax area is 1702 for work within King County and 2724 for work within Pierce County. No payment shall be issued until a Statement of Intent to Pay Prevailing Wages form, for the Contractor and each and every Subcontractor, has been approved by the State Department of Labor & Industries, and is received by the City. A. Performance Bond The Contractor shall furnish the City with an executed performance bond for the full Contract amount, unless the contact amount is $150,000.00 or less and the Contractor has elected to have 10% retainage held by the City, in which case a performance bond is not required for this project. B. Retainage (check one) This is a Limited Public Works Contract AND the City has waived retainage requirements. This contract is $150,000.00 or less, therefore, the following applies: The Contractor may elect to furnish a performance bond, in which case the City shall hold back retainage in the amount of 5% of any and all payments made to the Contractor, OR have the City retain, in lieu of the performance bond, 10% of the total Contract amount, pursuant to RCW 39.08.010. The Contractor shall execute a “Declaration of Option for Performance Bond or Additional Retainage” to indicate his/her option. In either case, the Contractor can choose to have the retainage held by the City in a non-interest bearing account, have it placed in an Escrow (interest bearing) Account, or submit a bond in lieu of retainage. Said retainage shall be held by the City for a period of 30 days after the Completion Date, or until receipt of all necessary releases from the State Department of Revenue and State Employment Security Department, including Affidavits of Wages paid for the Contractor and each Page 21 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 5 of 15 and every subcontractor, and until settlement of any liens filed under Chapter 60.28 RCW, whichever is later. This contract is over, $150,000.00, therefore, the following applies: The City shall hold back retainage in the amount of 5% of any and all payments made to the Contractor pursuant to RCW 39.08.010. The Contractor can choose to have the retainage held by the City in a non-interest bearing account, have it placed in an Escrow (interest bearing) Account, or submit a bond in lieu of retainage. Said retainage shall be held by the City for a period of 30 days after the Completion Date, or until receipt of all necessary releases from the State Department of Revenue and State Employment Security Department, including Affidavits of Wages paid for the Contractor and each and every subcontractor, and until settlement of any liens filed under Chapter 60.28 RCW, whichever is later. C. Defective or Unauthorized Work The City reserves its right to withhold payment from the Contractor for any defective or unauthorized work. Defective or unauthorized work includes, without limitation: work and materials that do not conform to the requirements of this Contract; and extra work and materials furnished without the City's written approval. If the Contractor is unable, for any reason, to satisfactorily complete any portion of the work, the City may complete the work by contract or otherwise, and the Contractor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Contract price specified above. The City further reserves its right to deduct the cost to complete the Contract work, including any additional costs, from any and all amounts due or to become due the Contractor. D. Final Payment: Waiver of Claims The signing of the Final Payment Form by the Contractor shall constitute a waiver of claims, except those previously and properly made and identified by the Contractor as unsettled at the time Final Payment Form is signed by the Contractor. 8) INDEPENDENT CONTRACTOR The parties intend that an Independent Contractor - Employer Relationship will be created by this Contract, the City being interested only in the results obtained under this Contract. 9) SUBCONTRACTING Work done by the Contractor’s own organization shall account for at least 30 percent of the awarded Contract price. Before computing this percentage however, the Contractor may subtract Page 22 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 6 of 15 (from the awarded Contract price) the costs of any subcontracted work on items the Contract designates as specialty items. The Contractor shall not subcontract work unless the City approves in writing. Each request to subcontract shall be on the form the City provides. If the City requests, the Contractor shall provide proof that the subcontractor has the experience, ability, and equipment the work requires. The Contractor shall require each subcontractor to comply with RCW 39.12 (Prevailing Wages on Public Works) and to furnish all certificates and statements required by the Contract. No payment shall be issued until a Statement of Intent to Pay Prevailing Wages form, for the Contractor and each and every subcontractor, has been approved by the State Department of Labor & Industries, and is received by the City. Along with the request to sublet, the Contractor shall submit the names of any contracting firms the subcontractor proposes to use as lower tier subcontractors. Collectively, these lower tier subcontractors shall not do work that exceeds 25 percent of the total amount subcontracted to a subcontractor. When a subcontractor is responsible for construction of a specific structure or structures, the following work may be performed by lower tier subcontractors without being subject to the 25 percent limitation: A. Furnishing and driving of piling, or B. Furnishing and installing concrete reinforcing and post-tensioning steel. Except for the 25 percent limit, lower tier subcontractors shall meet the same requirements as subcontractors. The City will approve the request only if satisfied with the proposed subcontractor’s record, equipment, experience and ability. Approval to subcontract shall not: 1. Relieve the Contractor of any responsibility to carry out the Contract. 2. Relieve the Contractor of any obligations or liability under the Contract and the Contractor’s bond. 3. Create any contract between the City and the subcontractor, or 4. Convey to the subcontractor any rights against the City. The City will not consider as subcontracting: (1) purchase of sand, gravel, crushed stone, crushed slag, batched concrete aggregates, ready mix concrete, off-site fabricated structural steel, other off- site fabricated items, and any other materials supplied by established and recognized commercial Page 23 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 7 of 15 plants; or (2) delivery of these materials to the work site in vehicles owned or operated by such plants or by recognized independent or commercial hauling companies. However, the Washington State Department of Labor and Industries may determine that RCW 39.12 applies to the employees of such firms identified in A and B above in accordance with WAC 296-127. If dissatisfied with any part of the subcontracted work, the City may request in writing that the subcontractor be removed. The Contractor shall comply with this request at once and shall not employ the subcontractor for any further work under the Contract. This section does not create a contractual relationship between the City and any subcontractor. Also, it is not intended to bestow upon any subcontractor, the status of a third-party beneficiary to the Contract between the City and the Contractor. 10) TERMINATION The City may terminate this Contract for good cause. "Good cause" shall include, without limitation, any one or more of the following events: A. The Contractor's refusal or failure to supply a sufficient number of properly-skilled workers or proper materials for completion of the Contract work. B. The Contractor's failure to complete the work within the time specified in this Contract. C. The Contractor's failure to make full and prompt payment to subcontractors or for material or labor. D. The Contractor's persistent disregard of federal, state or local laws, rules or regulations. E. The Contractor's filing for bankruptcy or becoming adjudged bankrupt. After all the work contemplated by the Contract has been completed either by the Surety or the City, the City will calculate the total expenses and damages for the completed work. If the total expenses and damages are less than any unpaid balance due the Contractor, the excess will be paid by the City to the Contractor. If the total expenses and damages exceed the unpaid balance, the Contractor and the Surety shall be jointly and severally liable to, and shall pay the difference to, the City on demand. 11) PREVAILING WAGES Contractor shall file a "Statement of Intent to Pay Prevailing Wages" with the State of Washington Department of Labor & Industries prior to commencing the Contract work. The Contractor shall pay prevailing wages and comply with Chapter 39.12 of the Revised Code of Washington, as well as any other applicable prevailing wage rate provisions. The prevailing wage rate revision in effect Page 24 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 8 of 15 on the date the Contractor submitted the Construction Work Quote Form is attached and by this reference incorporated herein and made a part hereof. No payment shall be issued until a Statement of Intent to Pay Prevailing Wages form, for the Contractor and each and every subcontractor, has been approved by the State Department of Labor & Industries, and is received by the City. Retainage, if applicable, shall not be released until an Affidavit of Wages Paid form for the Contractor and each and every subcontractor, has been approved by the State Department of Labor & Industries, and is received by the City. 12) CHANGES The City may issue a written change order for any change in the Contract work during the performance of this Contract. If the Contractor determines, for any reason, that a change order is necessary, the Contractor must submit a written change order request to an authorized agent of the City within 10 calendar days of the date the facts and events giving rise to the requested change occurred. If the City determines that the change increases or decreases the Contractor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Contractor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Contractor shall proceed with the change order work upon receiving either a written change order from the City or an oral order from the City. If the Contractor fails to request a change order within the time allowed, the Contractor waives its right to make any claim or submit subsequent change order requests for that portion of the Contract work. If the Contractor disagrees with the equitable adjustment, the Contractor must complete the change order work; however, the Contractor may elect to protest the adjustment as provided below: A. Procedure and Protest by the Contractor If the Contractor disagrees with anything required by a change order, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Contractor shall: 1. Within 2 days of receiving a written change order or oral order that the Contractor desires to protest, the Contactor shall give a signed written notice of protest to the City; and 2. Supplement the written protest within 14 calendar days with a written statement that provides the following information: a. The date of the Contractor's protest. b. The nature and circumstances that caused the protest. c. The provisions in this Contract that support the protest. Page 25 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 9 of 15 d. The estimated dollar cost, if any, of the protested work and how that estimate was determined. e. An analysis of the progress schedule showing the schedule change or disruption if the Contractor is asserting a schedule change or disruption. The Contractor shall keep complete records of extra costs and time incurred as a result of the protested work. The City shall have access to any of the Contractor's records needed for evaluating the protest. 3. The City will evaluate all protests, provided the procedures in this section are followed. If the City determines that a protest is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. B. Contractor's Duty to Complete Protested Work In spite of any protest, the Contractor shall proceed promptly with the work as the City has ordered. C. Contractor's Acceptance of Changes The Contractor accepts all requirements of a change order by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. A change order that is accepted by the Contractor as provided in this section shall constitute full payment and final settlement of all claims for Contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. D. Failure to Protest Constitutes Waiver By not protesting as this section provides, the Contractor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver By failing to follow the procedures of this section, the Contractor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). 13) CLAIMS The Contractor waives right to a claim if they have not followed the protest procedures outlined in this Contract. If resolution of a protest cannot be reached, and the Contractor wishes to pursue a claim, the Contractor shall give written notice of claim to the City within 15 calendar days of the City’s notice of its final decision on the Contractor’s protest. Any claim for damages, additional Page 26 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 10 of 15 payment for any reason, or extension of time, whether under this Contract or otherwise, shall be conclusively deemed to have been waived by the Contractor unless a timely written claim is made in strict accordance with the applicable provisions of this Contract. At a minimum, a Contractor's written claim must include the information set forth regarding protests in this Contract. Failure to provide a complete, written notification of claim within the time allowed shall be an absolute waiver of any claims arising in any way from the facts or events surrounding that claim or caused by that delay. The Contractor must, in any event, file any claim or bring any suit arising from or connected with this Contract prior to signing the Final Payment Form. 14) WARRANTY (CHECK ONE) No warranty applies to the Contract Work. Warranty applies to the Contract Work as follows: All defects in workmanship and materials that occur within one year of the Contract Completion date shall be corrected by the Contractor. When defects are corrected, the warranty for that portion of the work shall extend for one year from the date such correction is completed and accepted by the City. The Contractor shall begin to correct any defects within 7 calendar days of its receipt of notice from the City of the defect. If the Contractor does not accomplish the corrections within a reasonable time, the City may complete the corrections and the Contractor shall pay all costs incurred by the City in order to accomplish the correction. 15) INDEMNIFICATION Contractor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the performance of this Contract, except for injuries and damages caused by the sole negligence of the City. The City's inspection or acceptance of any of the Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Contract 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 Page 27 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 11 of 15 property caused by or resulting from the concurrent negligence of the Contractor and the City, its officers, officials, employees, agents and volunteers, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. It is further specifically and expressly understood that this indemnification constitutes the Contractor’s waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. The parties acknowledge that they have mutually negotiated this waiver. The provisions of this section shall survive the expiration or termination of this Contract. 16) INSURANCE Insurance requirements shall be as specified in the City of Auburn Construction Standards, Part 1, Section 1-07.18 (Insurance) which by reference is incorporated is a part of this contract. 17) CORRESPONDENCE (CHECK ONE) Submittals and formal Requests for Information (RFI) shall not be required for this contract. Submittals and Requests for Information (RFI) shall be as follows: A. Requests for Information (RFI’s). RFI’s shall be made electronically and shall be transmitted via e-mail to jwkelly@auburnwa.gov. The e-mail subject line of electronic RFI’s shall include the following: Project Name/Number as applicable – RFI Title/Subject. Each e-mail shall be limited to 7 MB’s in size. All RFI’s shall accompany the City of Auburn “CIP Construction Request for Information” (RFI) form as a cover letter with enough information provided for the Engineer to respond accordingly. The time required to evaluate and review RFI’s is not the same for all RFI’s. The Contractor shall allow a minimum of 10 calendar days, unless otherwise noted, for the Engineer to respond. B. Submittals. All submittals shall be made electronically and shall be transmitted via e-mail to jwkelly@auburnwa.gov. The e-mail subject line of electronic submittals shall include the following: <<<Project Number>>>, <<<Project Name>>> - “Submittal Title”. Each electronic email shall be limited to 7 MB’s in size. All electronic submittals shall be clear, sharp high contrast electronic files in Word 2007, Excel 2007 or PDF formats. All submittals shall accompany the City of Auburn “Request for Submittal Approval” (RSA) form. Any submittals made without the RSA form or without all of the required information on the form filled out by the Contractor shall be rejected without review. No additional compensation or time extension shall be granted for a Contractor not supplying this form as a cover letter for their submittals or for an improperly filled out form. The RSA form shall be completed by the Contractor as follows: Page 28 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 12 of 15 • For any item being submitted to the City for review and approval for the first time, check the “New Submittal” box. The City will assign the item a submittal number. For items that have been previously submitted and require a re-submittal, check the “Re-submittal of No. ___” box and fill in the submittal number that was assigned by the City to the original submittal. For submittals that are providing Material Acceptance Documentation for a submittal that has been previously made, the Contractor shall check the “Material Acceptance Documentation for Submittal No.___” box and fill in the submittal number that was assigned by the City for which the Contractor is supplying the acceptance documentation for. • Fill in the Contract Number (I.E. ## - ##) and Contract/Project Name; • Fill in the Project Identifying Number (I.E. CP####); • Fill in the Date the Submittal was transmitted to the City; • Provide the Contractor’s name and, if applicable, the name of Subcontractor or supplier who prepared the submittal; • The Contractor is strongly encouraged to submit only one material or item per RSA form, however if more than one material or item is listed on the form then provide a General Submittal Title that is applicable to the group. Do not group non-like materials or items on the same form; • When applicable, provide the Bid Item number the submittal is referencing; • Provide a submittal description (be specific). For material submittals, provide the Type of Material, the Manufacturer’s Product/Type, or the trade name of the product; • When applicable, provide the Name and the Location of the Fabricator or the Manufacturer’s name or the Pit Number. This should be the actual manufacturer, not the supplier or distributor, • Provide the Contract Specification section number(s) or the page number the submittal material is referencing, or you can list the Plan Sheet number; and • For material submittals, indicate whether the submittal is requesting use of the WSDOT Qualified Product List (QPL) or if the submittal is a Request for Approval of Material (RAM) that is not in the QPL, by checking the appropriate box. For non-material submittals and for material acceptance documentation these boxes shall be left blank. If the Contractor elects to use a product listed in the QPL, the submittal documentation shall be prepared in accordance with the instructions in the WSDOT QPL program and shall be the most current list available at the time the product is proposed to be used. Page 29 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 13 of 15 18) MISCELLANEOUS A. Nondiscrimination. In the hiring of employees for the performance of work under this Contract, the Contractor, its subcontractors, or any person acting on behalf of Contractor shall not, by reason of race, religion, color, sex, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. B. Compliance with Laws. The Contractor shall comply with all federal, state and local laws, rules and regulations throughout every aspect in the performance of this Contract. C. Qualifications of Bidder. Before award of a public works contract, a bidder must meet at least the minimum qualifications of RCW 39.04.350(1) to be considered a responsible bidder and qualified to be awarded a public works project. D. Work Performed at Contractor's Risk. The Contractor shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of this Contract. All work shall be done at the Contractor's own risk, and the Contractor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. E. Nonwaiver of Breach. The failure of the City to insist upon strict performance of any of the terms and rights contained herein, or to exercise any option herein conferred in one or more instances, shall not be construed to be a waiver or relinquishment of those terms and rights and they shall remain in full force and effect. F. Governing Law. This Contract shall be governed and construed in accordance with the laws of the State of Washington. If any dispute arises between the City and the Contractor under any of the provisions of this Contract, resolution of that dispute shall be available only through the jurisdiction, venue and rules of the King County Superior Court, King County, Washington. G. Attorney's Fees. To the extent not inconsistent with RCW 39.04.240, in any claim or lawsuit for damages arising from the parties' performance of this Contract, each party shall be responsible for payment of its own legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit; however, nothing in this subsection shall limit the City's right to indemnification under Section 10 of this Contract. H. Written Notice. All communications regarding this Contract shall be sent to the parties at the addresses listed on the signature page of this Contract, unless otherwise notified. Any written notice shall become effective upon delivery, but in any event 3 calendar days Page 30 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 14 of 15 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 Contract. I. Assignment. Any assignment of this Contract by the Contractor without the written consent of the City shall be void. J. Modification. No waiver, alteration, or modification of any of the provisions of this Contract shall be binding unless in writing and signed by a duly authorized representative of the City and the Contractor. K. Severability. If any one or more sections, sub-sections, or sentences of this Contract are held to be unconstitutional or invalid, that decision shall not affect the validity of the remaining portion of this Contract and the remainder shall remain in full force and effect. L. Entire Contract. The written provisions and terms of this Contract, together with any referenced documents and attached Exhibits , supersede all prior verbal statements by any representative of the City, and those statements shall not be construed as forming a part of or altering in any manner this Contract. This Contract, referenced documents, and any attached Exhibits contain the entire Contract between the parties. Should any language in any referenced documents or Exhibits to this Contract conflict with any language contained in this Contract, the terms of this Contract shall prevail. IN WITNESS WHEREOF, the parties below have executed this Contract. CONTRACTOR THE CITY OF AUBURN (Signature) (Signature) By By Nancy Backus (Print name here) Its Its Mayor (Authorized representative) DATE: DATE: Contractor’s State License No. State Tax Registration (UBI) No. Federal Tax ID # Notices to be sent to: Notices to be sent to: Page 31 of 101 ENG-059, Revised 1/19 NON-FORMALLY BID PUBLIC WORK PROJECT #CP1720 Game Farm 4 Lighting Project August 14, 2019 Page 15 of 15 Musco Lighting CITY OF AUBURN Attn: Ryan Tighe Attn: Jamie Kelly PO Box 260 25 West Main Street Muscatine, IA 52761 Auburn, WA 98001 Phone: 800-825-6020 Phone: 253.931.4011 E-mail: ryan.tighe@musco.com E-mail: jwkelly@auburnwa.gov APPROVED AS TO FORM: Steve Gross, City Attorney Page 32 of 101 Game Farm Park Softball Date: June 27th, 2019 King County Directors Association Master Project: 1195250 Contract Number: 19-406 Quote #189111 Expiration: 02/28/20 21 Musco Equipment and Installation TLC for LED Light-Structure System delivered to your site in Five Easy Pieces™ • 6 - pre-cast concrete foundations • 6 – 60’ & 70’ Galvanized steel poles • UL Listed remote electrical component enclosure • Pole length wire harness • 20 - Factory-aimed and assembled TLC/LED 1500 - field lighting luminaries • 6 - Factory-aimed and assembled TLC/LED 900 - field lighting luminaries • 6 - Factory-aimed and assembled TLC/LED 575 BT - luminaires • Lighting control cabinets and Control Link (wireless co ntrol system) Also Includes: • 50% less spill and glare light than Musco’s prior industry leading technology • Musco Constant 25 warranty and maintenance program that eliminates your maintenance costs for 25 years, including labor and materials • Guaranteed constant footcandles for 25 years, per IESNA RP-06-15 • Lighting Contactors sized for voltage and phase at the site and our Control & Monitoring System for flexible control and solid management of your lighting system Installation Breakdown • Deliver and unload Musco equipment • Auger and set Musco pre-cast concrete foundation(s) • Assemble and stand Musco equipment • Trenching/boring and backfill • Conduit, wire and in-ground boxes • Supply and install new breakers, contactors and co ntrol equipment. • Wire energize and commission • Site cleanup • Testing and train staff • Prepare all appropriate operation/maintenance/repair manuals Scope of work: The Musco Light Structure System shall be “installed” by a licensed Electrical Contractor, registered in the State of Washington. The installation includes, delivering and unloading of the Musco equipment upon arrival to the job site, excavation of 6 augured holes, installation of the pre-cast concrete foundations and concrete backfill. Assembly and installation of 6 new galvanized steel poles, assembly and mounting of 36 light luminaire assemblies, electrical enclosures and wiring harnesses on each of the 6 poles. Wiring for the Lighting System is from the luminaire Page 33 of 101 assemblies down to the remote electrical enclosures at the base of each pole where they will be terminated on the Musco supplied disconnect breaker. Supply and install a new Musco control and monitoring cabinet cabinet complete w ith control zones to control all softball, tennis courts and security lighting. Re-wire the existing controls currently servicing the softball fields, tennis courts and security lighting. Install all new conduit from the existing electrical distribution location to each of the 6 pole locations and an in-ground box near the base of each pole. Install new wiring from the new service cabinet to each in- ground box and from each in-ground box to the remote electrical enclosure on each Musco pole, where they will land on the Musco supplied disconnect. All necessary precautions will be taken to ensure the site is left is satisfactory condition. The Washington State Department of Labor and Industries electrical permit is included. Any additional required permits will be by others. Total Breakout of Equipment and Installation: KCDA Contract Price – (300’ x 300’ x 300’)…………….……………………………………………………...$260,093.00 Adder - Electrical installation…. .................................................................................................................$123,598.00 Performance and Payment Bond..............................................................................................................$3,522.00 Total Price (Equipment and Installation): $387,213.00 Notes: Performance and payment bond is included in the quote at 9.18/1000%. Pricing does NOT include taxes. Purchase orders are to be sent directly to the KCDA along with a copy of this q uote. Delivery to the job site from the time of order, submittal approval, and confirmation of order details including voltage and phase, pole locations is 30 days. Current estimated delivery month is September 2018. Due to the built-in custom light control per luminaire, pole locations need to be confirmed prior to production. Light Levels and uniformities are guaranteed by MUSCO, any additional aiming required to meet the specified requirements shall be done by MUSCO. Fax or Mail a copy of the Purcha se Order to KCDA and Musco Sports Lighting: KCDA Musco Sports Lighting, LLC Attn: Mark Pfeiffer Attn: Ryan Tighe P.O. Box 5550 P.O. Box 260 Kent, WA 98064 Muscatine, IA 52761 Fax: 425-282-0675 Fax: 800-374-6402 E-mail: customerservice@kcda.org E-mail: ryan.tighe@musco.com Phone: 800-422-5019 Phone: 800-825-6020 Thank you for considering Musco for your sports-lighting needs. Please contact me with any questions. Tim Butz Yuli Diaz Musco Sports Lighting, LLC Musco Sports Lighting, LLC Phone: 503/720-6625 Phone: 800-754-6025 E-mail: tim.butz@musco.com E-mail: yuli.diaz@musco.com . Page 34 of 101 C:\Program Files (x86)\neevia.com\docConverterPro\temp\NVDC\16B8190D-1F8C-47A3-813A- 3AC9163920B2\Auburn WA Production.15553.1.Copy_of_Copy_of_CP1720_Budgetstatusheet.xlsx 1 of 8 Project No: CP1720 Project Title: Project Manager: Jamie Kelly Project Initiation Project Initiation (PMP) Date: _________ Permision to Advertise Advertisement Date: N/A COOP X Contract Award Award Date: 8/19/19 Change Order Approval Contract Final Acceptance Funding 2017 2018 2019 Future Years Total 321 Fund - Unrestricted 0 0 0 Grant - Secured 150,000 150,000 Park Impact Fees 318,529 318,529 Park Impact Fees 0 0 Total 0 468,529 0 468,529 Activity 2017 2018 2019 Future Years Total Construction Contract 0 0 425,935 0 425,935 Construction Authorized Contingency (10%) 0 0 42,594 0 42,594 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Total 0 0 468,529 0 468,529 2017 2018 2019 Future Years Total Project Funds Budgeted 0 0 (468,529) 0 (468,529) Project Funds Needed 0 0 468,529 0 468,529 Project Contingency 0 0 0 0 0 Funds Required 0 0 0 0 0 Project Budget Status (321 Funds) BUDGET STATUS SHEET Game Farm 4 Lighting Updated: August 14, 2019 The "Future Years" column indicates the projected amount to be requested in future budgets. Funds Budgeted (Funds Available) Estimated Cost (Funds Needed) Page 35 of 101 Project No: CPXXXX Project Title: Project Manager: Name Project Initiation Project Initiation (PMP) Date: _________ Permision to Advertise Advertisement Date: ________ Contract Award Award Date: ___________ Change Order Approval Contract Final Acceptance Funding 2017 2018 2019 Future Years Total 102 Fund - Unrestricted 0 0 0 0 0 102 Fund -State Grant 0 0 0 0 0 460 Fund - Water 0 0 0 0 0 Total 0 0 0 0 0 Activity 2017 2018 2019 Future Years Total Design Engineering - City Costs 0 0 0 0 0 Design Engineering - Consultant Costs 0 0 0 0 0 Permitting 0 0 0 0 0 ROW - Property Acquisition 0 0 0 0 0 ROW - Property Acquisition - City Costs 0 0 0 0 0 ROW - Property Acquisition - Consultant Costs 0 0 0 0 0 Construction Estimate 0 0 0 0 0 Construction Contingency (15%)0 0 0 0 0 Materials Testing 0 0 0 0 0 Other 0 0 0 0 0 Construction Engineering - City Costs 0 0 0 0 0 Construction Engineering - Consultant Costs 0 0 0 0 0 Total 0 0 0 0 0 2017 2018 2019 Future Years Total *102 Funds Budgeted ( )0 0 0 0 0 102 Funds Needed 0 0 0 0 0 *102 Fund Project Contingency ( )0 0 0 0 0 102 Funds Required 0 0 0 0 0 2017 2018 2019 Future Years Total *460 Funds Budgeted ( )0 0 0 0 0 460 Funds Needed 0 0 0 0 0 *460 Fund Project Contingency ( )0 0 0 0 0 460 Funds Required 0 0 0 0 0 * ( # ) in the Budget Status Sections indicates Money the City has available. BUDGET STATUS SHEET Project Name Updated: February 22, 2017 102 Arterial Street Budget Status The "Future Years" column indicates the projected amount to be requested in future budgets. Funds Budgeted (Funds Available) Estimated Cost (Funds Needed) 460 Water Budget Status C:\Program Files (x86)\neevia.com\docConverterPro\temp\NVDC\16B8190D-1F8C-47A3-813A-3AC9163920B2\Auburn WA Production.15553.1.Copy_of_Copy_of_CP1720_Budgetstatusheet.xlsx 2 of 8Page 36 of 101 Project No: CPXXXX Project Title: Project Manager: Name Project Update Project Initiation (PMP) Date: _________ Permision to Advertise Advertisement Date: ________ Contract Award Award Date: ___________ Change Order Approval Contract Final Acceptance Funding 2017 2018 2019 Future Years Total 102 Fund - Unrestricted 0 0 0 0 0 102 Fund -State Grant 0 0 0 0 0 460 Fund - Water 0 0 0 0 0 Total 0 0 0 0 0 Activity 2017 2018 2019 Future Years Total Design Engineering - City Costs 0 0 0 0 0 Design Engineering - Consultant Costs 0 0 0 0 0 Permitting 0 0 0 0 0 ROW - Property Acquisition 0 0 0 0 0 ROW - Property Acquisition - City Costs 0 0 0 0 0 ROW - Property Acquisition - Consultant Costs 0 0 0 0 0 Construction Estimate 0 0 0 0 0 Construction Contingency (15%)0 0 0 0 0 Materials Testing 0 0 0 0 0 Other 0 0 0 0 0 Construction Engineering - City Costs 0 0 0 0 0 Construction Engineering - Consultant Costs 0 0 0 0 0 Total 0 0 0 0 0 2017 2018 2019 Future Years Total *102 Funds Budgeted ( )0 0 0 0 0 102 Funds Needed 0 0 0 0 0 *102 Fund Project Contingency ( )0 0 0 0 0 102 Funds Required 0 0 0 0 0 2017 2018 2019 Future Years Total *460 Funds Budgeted ( )0 0 0 0 0 460 Funds Needed 0 0 0 0 0 *460 Fund Project Contingency ( )0 0 0 0 0 460 Funds Required 0 0 0 0 0 * ( # ) in the Budget Status Sections indicates Money the City has available. BUDGET STATUS SHEET Project Name Updated: February 22, 2017 The "Future Years" column indicates the projected amount to be requested in future budgets. Funds Budgeted (Funds Available) Estimated Cost (Funds Needed) 102 Arterial Street Budget Status 460 Water Budget Status C:\Program Files (x86)\neevia.com\docConverterPro\temp\NVDC\16B8190D-1F8C-47A3-813A-3AC9163920B2\Auburn WA Production.15553.1.Copy_of_Copy_of_CP1720_Budgetstatusheet.xlsx 3 of 8Page 37 of 101 C:\Program Files (x86)\neevia.com\docConverterPro\temp\NVDC\16B8190D-1F8C-47A3-813A- 3AC9163920B2\Auburn WA Production.15553.1.Copy_of_Copy_of_CP1720_Budgetstatusheet.xlsx 4 of 8 Project No: CPXXXX Project Title: Project Manager: Name Project Initiation Project Initiation (PMP) Date: _________ Permision to Advertise Advertisement Date: ________ Contract Award Award Date: ___________ Change Order Approval Contract Final Acceptance Funding 2017 2018 2019 Future Years Total 102 Fund - Unrestricted 0 0 0 0 0 102 Fund -State Grant 0 0 0 0 0 460 Fund - Water 0 0 0 0 0 Total 0 0 0 0 0 Activity 2017 2018 2019 Future Years Total Design Engineering - City Costs 0 0 0 0 0 Design Engineering - Consultant Costs 0 0 0 0 0 Permitting 0 0 0 0 0 ROW - Property Acquisition 0 0 0 0 0 ROW - Property Acquisition - City Costs 0 0 0 0 0 ROW - Property Acquisition - Consultant Costs 0 0 0 0 0 Construction Estimate 0 0 0 0 0 Construction Contingency (15%) 0 0 0 0 0 Materials Testing 0 0 0 0 0 Other 0 0 0 0 0 Construction Engineering - City Costs 0 0 0 0 0 Construction Engineering - Consultant Costs 0 0 0 0 0 Total 0 0 0 0 0 2017 2018 2019 Future Years Total *102 Funds Budgeted ( )0 0 0 0 0 102 Funds Needed 0 0 0 0 0 *102 Fund Project Contingency ( )0 0 0 0 0 102 Funds Required 0 0 0 0 0 2017 2018 2019 Future Years Total *460 Funds Budgeted ( )0 0 0 0 0 460 Funds Needed 0 0 0 0 0 *460 Fund Project Contingency ( )0 0 0 0 0 460 Funds Required 0 0 0 0 0 Funds Budgeted (Funds Available) Estimated Cost (Funds Needed) BUDGET STATUS SHEET Project Name Updated: February 22, 2017 The "Future Years" column indicates the projected amount to be requested in future budgets. 460 Water Budget Status 102 Arterial Street Budget Status Page 38 of 101 C:\Program Files (x86)\neevia.com\docConverterPro\temp\NVDC\16B8190D-1F8C-47A3-813A- 3AC9163920B2\Auburn WA Production.15553.1.Copy_of_Copy_of_CP1720_Budgetstatusheet.xlsx 5 of 8 Project No: CP1605 Project Title: Project Manager: Jamie Kelly Project Initiation Project Initiation (PMP) Date: _________ Permision to Advertise Advertisement Date: 2/1/18 X Contract Award Award Date: 2/20/18 Pending Change Order Approval Contract Final Acceptance Funding 2017 2018 2019 Future Years Total 321 Fund - Unrestricted 561,542 100,000 0 0 661,542 Grant - Secured 328 Fund Park Impact Fees Total 561,542 100,000 0 0 661,542 Activity 2017 2018 2019 Future Years Total Big Daddy's Demolition and Restoration Project 77,079 77,079 Design Engineering - Consultant Costs 55,616 38,753 0 0 94,369 Permitting 0 4,221 0 0 4,221 Construction Contract 0 560,353 0 0 560,353 Construction Contract Authorized Contingency (10%) 0 56,035 0 0 56,035 Construction Engineering - City Costs 0 0 0 0 0 Construction Engineering - Consultant Costs 0 11,247 0 0 11,247 Total 132,695 670,610 0 0 803,305 2017 2018 2019 Future Years Total Project Funds Budgeted (561,542) (100,000) 0 0 (661,542) Project Funds Needed 132,695 670,610 0 0 803,305 Project Contingency (428,847)0 0 0 0 Funds Required 0 570,610 0 0 141,763 Project Budget Status BUDGET STATUS SHEET Les Gove Crescent Updated: February 14, 2018 The "Future Years" column indicates the projected amount to be requested in future budgets. Funds Budgeted (Funds Available) Estimated Cost (Funds Needed) Page 39 of 101 C:\Program Files (x86)\neevia.com\docConverterPro\temp\NVDC\16B8190D-1F8C-47A3-813A- 3AC9163920B2\Auburn WA Production.15553.1.Copy_of_Copy_of_CP1720_Budgetstatusheet.xlsx 6 of 8 Project No: CP1605 Project Title: Project Manager: Jamie Kelly Project Initiation Project Initiation (PMP) Date: _________ Permision to Advertise Advertisement Date: ________ Contract Award Award Date: ___________ Change Order Approval Contract Final Acceptance Funding 2017 2018 2019 Future Years Total 102 Fund - Unrestricted 0 0 0 0 0 102 Fund -State Grant 0 111,705 0 0 111,705 460 Fund - Water 0 0 0 0 0 Total 0 111,705 0 0 111,705 Activity 2017 2018 2019 Future Years Total Design Engineering - City Costs 0 0 0 0 0 Design Engineering - Consultant Costs 0 0 0 0 0 Permitting 0 0 0 0 0 ROW - Property Acquisition 0 0 0 0 0 ROW - Property Acquisition - City Costs 0 0 0 0 0 ROW - Property Acquisition - Consultant Costs 0 0 0 0 0 Construction Contract Bid 0 0 0 0 0 Change Order No. #1 0 102,740 0 0 102,740 Authorized Const Contingency Remaining 0 0 0 0 0 Materials Testing 0 0 0 0 0 Other 0 0 0 0 0 Construction Engineering - City Costs 0 0 0 0 0 Construction Engineering - Consultant Costs 0 0 0 0 0 Total 0 102,740 0 0 102,740 2017 2018 2019 Future Years Total *102 Funds Budgeted ( )0 (111,705) 0 0 (111,705) 102 Funds Needed 0 102,740 0 0 102,740 *102 Fund Project Contingency ( )0 (8,965)0 0 (8,965) 102 Funds Required 0 0 0 0 0 2017 2018 2019 Future Years Total *460 Funds Budgeted ( )0 0 0 0 0 460 Funds Needed 0 102,740 0 0 102,740 *460 Fund Project Contingency ( )0 0 0 0 0 460 Funds Required 0 102,740 0 0 102,740 BUDGET STATUS SHEET Project Name Updated: February 22, 2017 The "Future Years" column indicates the projected amount to be requested in future budgets. Funds Budgeted (Funds Available) Estimated Cost (Funds Needed) 102 Arterial Street Budget Status 460 Water Budget Status Page 40 of 101 C:\Program Files (x86)\neevia.com\docConverterPro\temp\NVDC\16B8190D-1F8C-47A3-813A- 3AC9163920B2\Auburn WA Production.15553.1.Copy_of_Copy_of_CP1720_Budgetstatusheet.xlsx 7 of 8 Project No: CPXXXX Project Title: Project Manager: Name Project Initiation Project Initiation (PMP) Date: _________ Permision to Advertise Advertisement Date: ________ Contract Award Award Date: ___________ Change Order Approval Contract Final Acceptance Funding 2017 2018 2019 Future Years Total 102 Fund - Unrestricted 0 0 0 0 0 102 Fund -State Grant 0 0 0 0 0 460 Fund - Water 0 0 0 0 0 Total 0 0 0 0 0 Activity 2017 2018 2019 Future Years Total Design Engineering - City Costs 0 0 0 0 0 Design Engineering - Consultant Costs 0 0 0 0 0 Permitting 0 0 0 0 0 ROW - Property Acquisition 0 0 0 0 0 ROW - Property Acquisition - City Costs 0 0 0 0 0 ROW - Property Acquisition - Consultant Costs 0 0 0 0 0 Construction Contract Bid 0 0 0 0 0 Change Order No. #0 0 0 0 0 Line Item Changes 0 0 0 0 0 Materials Testing 0 0 0 0 0 Other 0 0 0 0 0 Construction Engineering - City Costs 0 0 0 0 0 Construction Engineering - Consultant Costs 0 0 0 0 0 Total 0 0 0 0 0 2017 2018 2019 Future Years Total *102 Funds Budgeted ( )0 0 0 0 0 102 Funds Needed 0 0 0 0 0 *102 Fund Project Contingency ( )0 0 0 0 0 102 Funds Required 0 0 0 0 0 2017 2018 2019 Future Years Total *460 Funds Budgeted ( )0 0 0 0 0 460 Funds Needed 0 0 0 0 0 *460 Fund Project Contingency ( )0 0 0 0 0 460 Funds Required 0 0 0 0 0 * ( # ) in the Budget Status Sections indicates Money the City has available. BUDGET STATUS SHEET Project Name Updated: February 22, 2017 The "Future Years" column indicates the projected amount to be requested in future budgets. Funds Budgeted (Funds Available) Estimated Cost (Funds Needed) 102 Arterial Street Budget Status 460 Water Budget Status Page 41 of 101 C:\Program Files (x86)\neevia.com\docConverterPro\temp\NVDC\16B8190D-1F8C-47A3-813A- 3AC9163920B2\Auburn WA Production.15553.1.Copy_of_Copy_of_CP1720_Budgetstatusheet.xlsx 8 of 8 ENG-270, Revised 12/17 Page 42 of 101 1:2,000 VICINITY MAP - GAME FARM 4 LIGHTING PROJECT 333.3166.67333.3 0 Feet NAD_1983_StatePlane_Washington_North_FIPS_4601_Feet Information shown is for general reference purposes only and does not necessarily represent exact geographic or cartographic data as mapped. The City of Auburn makes no warranty as to its accuracy. Map Created by City of Auburn eGIS Imagery Date: May 2015 8/14/2019Printed Date: 1 in =166.67 ft Page 43 of 101 AGENDA BILL APPROVAL FORM Agenda Subject: Setting Public Hearing Date for Franchise Agreement #FRN190014 (Gaub) Date: August 13, 2019 Department: Public Works Attachments: Draft Ordinance No. 6727 Franchise Agreement No. FRN19-0014 Budget Impact: Current Budget: $0 Proposed Revision: $0 Revised Budget: $0 Administrativ e Recommendation: City Council to set the date of the Public Hearing for Franchise Agreement No. FRN19-0014. Background Summary: Section 20.06.030 of the Auburn City Code Chapter requires the City to hold a public hearing before granting or denying a franchise agreement. Staff requests that the City Council set the date of the public hearing for Franchise Agreement No. FRN19-0014 for New Cingular Wireless PCS, LLC for September 3, 2019 at 7:00 pm in Council Chambers. Franchise Agreement No. FRN19-0014, (Draft Ordinance No. 6727) is attached as back-up documentation. Section 20.06.010 of the Auburn City Code requires a franchise for any commercial utility or telecommunications operator or carrier or other person who wants to use public ways of the City and to provide telecommunications or commercial utility services to any person or area in the City. New Cingular Wireless PCS, LLC has applied for a Franchise Agreement to be able to construct within the City’s rights-of-way a small wireless facilities network. New Cingular Wireless wants to provide personal wireless telecommunications and data communications services for the benefit of wireless communications subscribers in and around the City of Auburn. The initial proposed build-out includes multiple locations throughout the City on City owned poles and PSE owned poles. The applicant is requesting the entire City as the proposed franchise area so that they can build out their small cell network. Exact locations, plans, engineering and construction schedules would be reviewed, approved and managed through the City’s permitting processes that are a requirement of the Franchise Agreement. Rev iewed by Council Committees: Councilmember:Staff:Gaub Meeting Date:August 19, 2019 Item Number:CA.F Page 44 of 101 Page 45 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 1 of 17 ORDINANCE NO. 6727 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, GRANTING NEW CINGULAR WIRELESS PCS, LLC, A FRANCHISE FOR WIRELESS TELECOMMUNICATIONS FACILITIES WHEREAS, New Cingular Wireless PCS, LLC (“Grantee”), has applied to the City of Auburn (“City”) for a non-exclusive Franchise for the right of entry, use, and occupation of certain public right(s)-of-way within the City, to install, construct, erect, operate, maintain, repair, relocate and remove Grantee’s facilities in, on, over, under, along and/or across those right(s)-of-way; and WHEREAS, following proper notice, the City Council held a public hearing on Grantee’s request for a Franchise; and WHEREAS, based on the information presented at the public hearing, and from facts and circumstances developed or discovered through independent study and investigation, the City Council now deems it appropriate and in the best interest of the City and its inhabitants to grant the franchise to Grantee. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN WASHINGTON, DO ORDAIN as follows: Section 1. Grant of Right to Use; Franchise Area A. Subject to the terms and conditions stated in this Agreement, the City grants to the Grantee general permission to enter, use, and occupy the Franchise Area, located within the incorporated area of the City. Grantee may locate the Grantee Facilities within the Franchise Area subject to all applicable laws, regulations, and permit conditions. B. The Grantee is authorized to install, remove, construct, erect, operate, maintain, relocate, upgrade, replace, restore and repair Grantee Facilities to provide Wireless Telecommunications Services in the Franchise Area. C. This Franchise does not authorize the use of the Franchise Area for any facilities or services other than Grantee Facilities and Wireless Telecommunications Services, and it extends no rights or privilege relative to any facilities or services of any type, including Grantee Facilities and Wireless Telecommunications Services, on public or private property elsewhere within the City. Page 46 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 2 of 17 D. This Franchise is non-exclusive and does not prohibit the City from entering into other agreements, including Franchises, impacting the Franchise Area, for any purpose that does not interfere with Grantee’s rights under this Franchise. E. Except as explicitly set forth in this Agreement, this Franchise does not waive any rights that the City has or may acquire with respect to the Franchise Area or any other City roads, rights-of-way, property, or any portions thereof. This Franchise shall be subject to the power of eminent domain, and in any proceeding under eminent domain, the Grantee acknowledges its use of the Franchise Area shall have no value. F. The City reserves the right to change, regrade, relocate, abandon, or vacate any right-of-way within the Franchise Area. If, at any time during the term of this Franchise, the City vacates any portion of the Franchise Area containing Grantee Facilities, the City shall reserve an easement for public utilities within that vacated portion, pursuant to RCW 35.79.030, within which the Grant ee may continue to operate any existing Grantee Facilities under the terms of this Franchise for the remaining period set forth under Section 3. G. The Grantee agrees that its use of Franchise Area shall at all times be subordinated to and subject to the City and the public’s need for municipal infrastructure, travel, and access to the Franchise Area, except as may be otherwise required by law. Section 2. Notice A. Written notices to the parties shall be sent by a nationally recognized overnight courier or by certified mail to the following addresses, unless a different address shall be designated in writing and delivered to the other party. Any such notice shall become effective upon receipt by certified mail, confirmed delivery by overnight courier, or the date stamped received by the City. City: Right-of-Way Specialist Public Works Department - Transportation City of Auburn 25 West Main Street Auburn, WA 98001-4998 Telephone: (253) 931-3010; Fax: (253) 931-3048 with a copy to: City Clerk City of Auburn 25 West Main Street Auburn, WA 98001-4998 Page 47 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 3 of 17 Grantee: New Cingular Wireless PCS, LLC Attn: Network Real Estate Administration Site No. City of Auburn Wireless Franchise Agreement (WA) 1025 Lenox Park Blvd NE, 3rd Floor Atlanta, GA 30319 With a copy to: New Cingular Wireless PCS, LLC Attn: AT&T Legal Dept – Network Operations Site No. City of Auburn Wireless Franchise Agreement (WA) 208 S. Akard Street Dallas, TX 75202-4206 B. Any changes to the above-stated Grantee information shall be sent to the City at City’s notice addresses, referencing the number of this Ordinance. C. The City may also contact Grantee at the following number during normal business hours and for emergency or other needs outside of normal business hours of the Grantee: (800) 832-6662. Section 3. Term of Agreement A. This Franchise shall run for a period of five (5) years, from the effective date of this Franchise specified in Section 5. B. Renewal Option of Term: The Grantee may renew this Franchise for one, additional five (5) year period upon submission and approval of the application specified under ACC 20.06.130, as it now exists or is amended, within the timeframe set forth in that section (currently not more than 240 and not less than 180 days prior to expiration of the then-current term). Any materials submitted by the Grantee for a previous application may be considered by the City in reviewin g a current application, and the Grantee shall only submit those materials deemed necessary by the City to address changes in the Grantee Facilities or Telecommunications Services, or to reflect specific reporting periods mandated by the ACC. C. Failure to Renew Franchise – Automatic Extension. If the Parties fail to formally renew this Franchise prior to the expiration of its term or any extension thereof, the Franchise automatically continues month to month until renewed or either party gives written notice at least one hundred and eighty (180) days in advance of intent not to renew the Franchise. Section 4. Definitions Page 48 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 4 of 17 For the purpose of this agreement: A. “ACC” or “City Code” means the Auburn City Code. B. "Emergency" means a condition of imminent danger to the health, safety and welfare of persons or property located within the City including, without limitation, damage to persons or property from natural consequences, such as storms, earthquakes, riots, acts of terrorism or wars. C. “Franchise Area” means all present and future Rights-of-W ay as defined in Section 4.H. herein, within the City Limits as they currently exist or as amended in the future. D. “Grantee Facilities” means any and all equipment, appliances, attachments, appurtenances and other items necessary for Telecommunications Services or “personal wireless services” as defined in RCW 80.36.375 or 35.99.010(7), respectively, that are located in the Right-of-Way. It includes microcell, minor and small cell facilities and strand-mounted units. Grantee Facilities do not include anything used to provide wireline services, front-haul or back-haul services, including fiber optic cables, coaxial cables, wires, conduit or other equipment, appliances, attachments and appurtenances. They do not include any equipment that is not within ten (10) feet of the pole (excluding any strand-mounted unit) or base station, or that is not within the Right-of-Way, or that is covered under a separate Franchise Agreement or agreement. E. “Grantee’s Wireless Telecommunications Services” means the transmission and reception of wireless communications signals, including but not limited to personal wireless and data communications services, over Licensee’s federally licensed frequencies, pursuant to all the rules and regulations of the Federal Communications Commission, and in accordance with the terms of this Agreement, for the benefit of wireless communications subscribers in and around the Franchise Area. F. “Maintenance” or “maintain” shall mean examining, testing, inspecting, repairing, maintaining, restoring and replacing the existing Grantee Facilities or any part thereof as required and necessary for safe operation. G. “Relocation” means permanent movement of Grantee Facilities required by the City, and not temporary or incidental movement of such facilities, or other revisions Grantee would accomplish and charge to third parties without regard to municipal request. Page 49 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 5 of 17 H. “Rights-of-Way” means the surface and the space above and below streets, roadways, highways, avenues, courts, lanes, alleys, sidewalks, shoulders, curbs, landscaping areas between sidewalks and curbs or shoulders, and other public rights-of-ways and similar public properties and areas to the extent that the City has the authority to grant permission to use any of the foregoing . It does not include structures, including poles and conduit, located in the right-of-way and, any other property owned by the City in its proprietary capacity. Section 5. Acceptance of Franchise A. This Franchise shall not become effective until Grantee files with the City Clerk (1) the Statement of Acceptance (Exhibit “A”), (2) all verifications of insurance coverage specified under Section 15, (3) the financial guarant ees specified in Section 16, and (4) payment of any outstanding application fees per the City Fee Schedule. These four items shall collectively be the “Franchise Acceptance”. The date that such Franchise Acceptance is filed with the City Clerk shall be the effective date of this Franchise. B. Should the Grantee fail to file the Franchise Acceptance with the City Clerk within thirty (30) days after the effective date of the ordinance approving the Franchise, the City’s grant of the Franchise will be null and void. Section 6. Location, Siting, Construction and Maintenance A. The Grantee shall apply for, obtain, and comply with the terms of all permits, approvals and facilities lease agreements as required under ACC Chapters 12.24, 13.32A and 20 for any work done within the Right-of-Way or to site Grantee Facilities on any facilities, structures or poles owned by third parties within the Right-of-Way or on any City-owned facilities, structures or poles within the Right-of-Way. City Council authorizes the Director of Public Works or the Director’s designee to negotiate and execute all agreements necessary for the use of City owned property. Grantee shall comply with all applicable City, State, and Federal codes, rules, regulations, and orders in undertaking such work, which shall be done in a thorough and proficient manner. Grantee shall be required to submit the appropriate application to the City related to siting within the public Right-of-Way as provided under this Franchise, for review and approval by the City Engineer, prior to submitting an application for a construction permit(s) for any and all locations in the public Right- of-Way, whether Grantee is proposing to locate on City owned facilities, structures or poles, or on third party owned facilities, structures or poles. The siting application shall be submitted to the City and shall be in addition to any other required permits for construction, building, land use, zoning, lease agreements or other approvals as required by applicable City Code. Page 50 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 6 of 17 B. Grantee agrees to coordinate its activities with the City and all other utilities located in the public Right-of-W ay within which Grantee is undertaking its activity. C. The City expressly reserves the right to prescribe how and where Grantee Facilities shall be installed within the public Right-of-Way and may from time to time, pursuant to and in accordance with the applicable sections of this Franchise or the ACC, require the adjustment, securement, removal, relocation and/or replacement thereof in the public interest and safety at the expense of the Grantee. D. Before commencing any work within the public Right-of-Way, the Grantee shall comply with the One Number Locator provisions of RCW Chapter 19.122 to identify existing utility infrastructure. E. Tree Trimming. Upon prior written approval of the City and in accordance with City ordinances, Grantee shall have the authority to reasonably trim trees upon and overhanging streets, public rights-of-way, and public places in the Franchise Area to the extent necessary to prevent the branches of those trees from coming in physical contact with the Grantee Facilities. Grantee shall be responsible for debris removal from such activities. If such debris is not removed within twenty-four (24) hours of completion of the trimming, the City may, at its sole discretion, remove such debris and charge Grantee for the cost of removal. This section does not, in any instance, grant automatic authority to clear vegetation for purposes of providing a clear path for radio signals. A ny such general vegetation clearing will require a land-clearing permit. Section 7. Repair and Emergency Work In the event of an emergency, the Grantee may commence repair and emergency response work as required under the circumstances. The Grantee shall notify the City telephonically during normal business hours (at 253-931-3010) and during non-business hours (at 253-876-1985) as promptly as possible, before such repair or emergency work commences, and in writing as soon thereafter as possible. Such notification shall include the Grantee’s emergency contact phone number for the corresponding response activity. The City may commence emergency response work, at any time, without prior written notice to the Grantee, but shall notify the Grantee in writing as promptly as possible under the circumstances. Grantee will reimburse the City for the City’s actual cost of performing emergency response work. Page 51 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 7 of 17 Section 8. Damages to City and Third-Party Property Grantee agrees that if any of its actions under this Franchise impairs or damages any property, Grantee will restore, at its own cost and expense, the property to a safe condition. Upon returning property to a safe condition, the property shall then be returned to the condition it was in immediately prior to being damaged (if the safe condition of the property is not the same as that which existed prior to damage). Such repair work shall be performed and completed to the satisfaction of the City Engineer. Section 9. Location Preference A. Any structure, equipment, appurtenance or tangible property of a utility, other than the Grantee’s, which was installed, constructed, completed or in place prior in time to Grantee’s application for a permit to construct or repair Grantee Facilities under this Franchise shall have preference as to positioning and location with respect to the Grantee Facilities. However, to the extent that the Grantee Facilities are completed and installed prior to another telecommunication or utility operator’s or carrier’s submittal of a permit for new or additional structures, equipment, appurtenances or tangible property, then the Grantee Facilities shall have priority. These rules governing preference shall continue in the event of the necessity of relocating or changing the grade of any City road or right-of-way. A relocating utility shall not necessitate the relocation of another utility that otherwise would not require relocation. This Section shall not apply to any City facilities or utilities that may in the future require the relocation of Grantee Facilities. Such relocations shall be governed by Section 11. B. Grantee shall maintain a minimum underground horizontal separation of five (5) feet from City water, sanitary sewer and storm sewer facilities and ten (10) feet from above-ground City water facilities. For development of new areas, the City, in consultation with Grantee and other telecommunication and utility purveyors or authorized users of the Rights-of-Way, will develop guidelines and procedures for determining specific telecommunications and utility locations. Section 10. Grantee Information A. Grantee agrees to supply, at no cost to the City, any information reasonably requested by the City to coordinate municipal functions with Grantee’s activities and fulfill any municipal obligations under state law. This information shall include, at a minimum, as-built drawings of Grantee Facilities, including installation inventory, and maps and plans showing the location of existing Grantee Facilities and planned Grantee Facilities(to the extent that maps and plans showing planned facilities are available) within the Rights of Way. This information Page 52 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 8 of 17 may be requested either in hard copy or electronic format, compatible with the City’s data base system, as now or hereinafter exist s, including the City’s Geographic Information System (GIS) data base. Upon the City’s request, Grantee shall inform the City of its long range plans for installation, if such p lans are available, so that the City may coordinate any future development with Grantee’s proposed designs. If such plans are not immediately available, are not finalized, or are proprietary in nature, then Grantee is under no obligation to provide such information to the City. Should the Grantee fail, for any reason, to provide information regarding its long range plans or planned Grantee Facilities upon the City’s request, then the City is under no obligation to coordinate with, account for or authorize their facilities in future Right-of-Way projects or the City’s long range plans. B. The parties understand that Washington law limits the ability of the City to shield from public disclosure any information given to the City; however, nothing in this Section shall be construed to require Grantee to disclose proprietary or confidential information without adequate safeguards to protect the confidential or proprietary nature of the information. Accordingly, in the event the City receives a public records request under applicable state or federal law, the City agrees to notify the Grantee of such request related to the Grantee, and to give the Grantee ten (10) working days to obtain an injunction prohibiting the release of the records. C. Grantee shall defend, indemnify and hold the City harmless for any loss or liability for fines, penalties, and costs (including attorneys’ fees) imposed on the City because of non-disclosures requested by Grantee under Washington’s public records act, provided the City has notified Grantee of the pending request. Section 11. Relocation of Grantee Facilities A. Pursuant to Auburn City Code Chapter 13 and Chapter 20 as currently written or as amended in the future, except as otherwise so required by law, Grantee agrees to relocate, remove, or reroute its facilities as ordered by the City Engineer at no expense or liability to the City, except as may be required by RCW Chapter 35.99. Pursuant to the provisions of Section 14, Grantee agrees to protect and save harmless the City from any customer or third -party claims for service interruption or other losses in connection with any such change, relocation, abandonment, or vacation of the Public Right-of-Way. B. If securement, adjustment or relocation of the Grantee Facilities is necessitated by a request from a party other than the City, that party shall pay the Grantee the actual costs. Page 53 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 9 of 17 Section 12. Abandonment and or Removal of Grantee Facilities A. Within one hundred and eighty days (180) of Grantee’s permanent cessation of use of all or a portion of the Grantee Facilities, the Grantee shall, at the City’s discretion, either abandon in place or remove the affected facilities. B. Grantee may ask the City in writing to abandon, in whole or in part, all or any part of the Grantee Facilities. Any plan for abandonment of Grantee Facilities must be approved in writing by the City, which approval shall not be unreasonably withheld. C. The parties expressly agree that this Section shall survive the expiration, revocation or termination of this Franchise. Section 13. Undergrounding A. The parties agree that this Franchise does not limit the City’s authority under federal law, state law, or local ordinance, to require the undergrounding of utilities. B. Subject to applicable law addressing the undergrounding of telecommunication facilities, whenever the City requires the undergrounding of aerial utilities in the Franchise Area, the Grantee shall underground the Grantee Facilities, in the manner specified by the City Engineer at no expense or liability to the City, except as may be required by RCW Chapter 35.99. W here other utilities are present and involved in the undergrounding project, Grantee shall only be required to pay its fair share of common costs borne by all utilities, in addition to the costs specifically attributable to the undergrounding of Grantee Facilities. Common costs shall include necessary costs for common trenching and utility vaults. Fair share shall be determined in comparison to the total number and size of all other utility facilities being undergrounded. Section 14. Indemnification and Hold Harmless A. The Grantee shall defend, indemnify, and hold the City and its officers, officials, agents, contractors and employees, and volunteers harmless from any and all costs, claims, injuries, damages, losses, suits, or liabilities including attorneys’ fees arising out of or in connection with the Grantee’s performance (including Grantee’s agents’ or representatives’ performances) under this Franchise, except to the extent such costs, claims, injuries, damages, losses, suits, or liabilities are caused by the sole negligence or willful misconduct of the City or its officers, officials, agents and employees. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the Page 54 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 10 of 17 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 Grantee and the City, its officers, officials or employees, and volunteers, the Grantee's liability hereunder shall be only to the extent of the Grantee's negligence. B. The Grantee shall hold the City harmless from any liability arising out of or in connection with any damage or loss to the Grantee Facilities caused by maintenance and/or construction work performed by, or on behalf of, the City within the Franchise Area or any other City road, right-of-way, or other property, except to the extent any such damage or loss is directly caused by the negligence or willful misconduct of the City, or its employees, contractors and agents performing such work. C. The Grantee acknowledges that neither the City nor any other public agency with responsibility for firefighting, emergency rescue, public safety or similar duties within the City has the capability to provide trench, close trench or confined space rescue. The Grantee, and its agents, assigns, successors, or contractors, shall make such arrangements as Grantee deems fit for the provision of such services with regard to work performed by or at the direc tion of Grantee. The Grantee shall hold the City harmless from any liability arising out of or in connection with any damage or loss to the Grantee for the City’s failure or inability to provide such services, and, pursuant to the terms of Section 14(A), the Grantee shall indemnify the City against any and all third -party costs, claims, injuries, damages, losses, suits, or liabilities based on the City’s failure or inability to provide such services. D. Acceptance by the City of any work performed by the Grantee shall not be grounds for avoidance of this section. E. It is further specifically and expressly understood that the indemnification provided herein constitutes the Grantee’s waiver of immunity under Industrial Insurance, Title 51 RCW , solely for the purposes of indemnity claims made by the City against Grantee or claims made by Grantee’s employees directly against the City. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. Section 15. Insurance A. The Grantee shall procure and maintain for the duration of th is Franchise, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Grantee, its officers, officials, and employees in the amounts and types set forth below: Page 55 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 11 of 17 1. Commercial Automobile Liability insurance ISO Form CG 00 01 covering all owned, non-owned, hired, and leased vehicles with a combined single limit for bodily injury and property damage of $1,000,000 .00 per accident including contractual liability. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01, or a substitute form used by Grantee, so long as it provides equivalent liability coverage. 2. Commercial General Liability insurance with limits of $5,000,000.00 each occurrence for bodily injury and property damage and, $5,000,000.00 general aggregate including $5,000,000.00 products-completed operations aggregate limit, premises-operations, independent contractors, products-completed operations, personal injury and advertising injury and contractual liability coverage. There shall be no exclusion for liability arising from explosion, collapse, or underground property damage. The City shall be included as an additional insured as their interest may appear under the Grantee’s Commercial General Liability insurance policy with respect to the work performed under this Franchise by means of a blanket additional insured endorsement using ISO Additional Insured Endorsement for Ongoing Operations, CG 20 10 10 01 and Additional Insured Completed Operations Endorsement, CG 20 37 10 01, or substitute endorsements utilized by Grantee providing equivalent coverage. 3. Professional Liability insurance with limits of $1,000,000.00 per claim and aggregate covering the negligence , acts, errors, and/or omissions of Grantee in the performance of professional services under this Franchise. 4. Workers’ Compensation coverage (or qualified self-insurance coverage) as required by the Industrial Insurance laws of the State of Washington. B. The insurance policies shall: 1. Provide that the Grantee’s insurance coverage shall be primary insurance as respects the City. Any insurance, self -insurance, or insurance pool coverage maintained by the City shall be in excess of the Grantee’s insurance and shall not contribute with it. 2. Upon receipt of appropriate notice from its insurer(s), Grantee shall provide the City with thirty (30) days prior written notice of cancellation or nonrenewal of any of the required insurance policies that are not replaced. C. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. Page 56 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 12 of 17 D. Verification of Coverage. Grantee shall furnish the City with documentation of insurer’s A.M. Best rating and with original certificates and a copy of amendatory endorsements, including but not necessarily limited to the blanket additional insured endorsements evidencing the insurance requirements of Grantee before commencement of the work. E. Grantee shall have the right to self-insure any or all of the above- required insurance. Any such self-insurance is subject to approval by the City. F. Grantee’s maintenance of insurance as required by this Franchise shall not be construed to limit the liability of Grantee to the coverage provided by such insurance, or otherwise limit the City’s recourse to any remedy to which the City is otherwise entitled at law or in equity. Section 16. Performance Security The Grantee shall provide the City with a bond or financial guarantee in the amount of Fifty Thousand Dollars ($50,000.00) running for, or renewable for, the term of this Franchise, in a form and substance acceptable to the City, for all of the Grantee Facilities in the City. If Grantee fails to substantially comply with any one or more of the provisions of this Franchise, the City shall recover jointly and severally from the Grantee, bond or any surety of such financial guarantee, any actual and direct damages suffered by City as a result thereof, including but not limited to staff time, material and equipment costs and the cost of removal or abandonment of facilities. Grantee specifically agrees that its failure to comply with the terms of Section 19 shall constitute a material breach of this Franchise. Such a bond or financial guarantee shall not be construed to limit the Grantee’s liability to the guarantee amount, or otherwise limit the City’s recourse to any remedy to which the City is otherwise entitled at law or in equity. Section 17. Successors and Assignees A. All the provisions, conditions, regulations and requirements herein contained shall be binding upon the successors, assigns, and independent contractors of the Grantee, and all rights and privileges, as well as all obligation s and liabilities of the Grantee shall inure to its successors, assignees and contractors equally. B. This Franchise shall not be leased, assigned or otherwise alienated without the express prior consent of the City by ordinance. C. Grantee and any proposed assignee or transferee shall provide and certify the following to the City not less than sixty (60) days prior to the proposed date of transfer: (1) Complete information setting forth the nature, term and Page 57 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 13 of 17 conditions of the proposed assignment or transfer; (2) All information required by the City of an applicant for a Franchise with respect to the proposed assignee or transferee; and, (3) An application fee which shall be set by the City, plus any other costs actually and reasonably incurred by the City in processing, and investigating the proposed assignment or transfer. D. Prior to the City’s consideration of a request by Grantee to consent to a Franchise assignment or transfer, the proposed Assignee or Transferee shall file with the City a written promise to unconditionally accept all terms of the Franchise, effective upon such transfer or assignment of the Franchise. The City is under no obligation to undertake any investigation of the transferor’s state of compliance and failure of the City to insist on full compliance prior to transfer does not waive any right to insist on full compliance thereafter. E. Transactions between affiliated entities are not exempt fr om the required City approval. Grantee shall promptly notify the City in writing prior to any proposed change in, or transfer of, or acquisition by any other party of control of the Grantee’s company. Notification shall include those items set out in subsection 17.C (1) through (3) herein above. Section 18. Dispute Resolution A. In the event of a dispute between the City and the Grantee arising by reason of this Agreement, the dispute shall first be referred to the operational officers or representatives designated by Grantor and Grantee to have oversight over the administration of this Agreement. The officers or representatives shall meet within thirty (30) calendar days of either party's request for a meeting, whichever request is first, and the parties shall make a good faith effort to achieve a resolution of the dispute. B. If the parties fail to achieve a resolution of the dispute in this manner, either party may then pursue any available judicial remedies. This Franchise shall be governed by and construed in accordance with the laws of the State of Washington. In the event any suit, arbitration, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree that venue shall be exclusively in King County, Washington. The prevailing party in any such action shall be entitled to its attorneys’ fees and costs of suit, which shall be fixed by the judge hearing the case, and such fees shall be included in the judgment. Section 19. Enforcement and Remedies A. If the Grantee shall willfully violate, or fail to comply with any of the provisions of this Franchise through negligence, or should it fail to heed or comply Page 58 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 14 of 17 with any notice given to Grantee under the provisions of this Agreement, the City may, at its discretion, provide Grantee with written notice to cure the breach within thirty (30) days of receipt of written notification. If the parties determine the breach cannot be cured within thirty days, the City may specify a longer cure period, and condition the extension of time on Grantee’s submittal of a plan to cure the breach within the specified period, commencement of work within the original thirty-day cure period, and diligent prosecution of the work to completion. If the breach is not cured within the specified time, or the Grantee does not comply with the specified conditions, the City may, at its discretion, either (1) revoke the Franchise with no further notification (2) terminate Franchisee’s use of the specific portion(s) of the ROW to which the default(s) pertains at the discretion of the City Engineer, or (3) claim damages of Two Hundred Fifty Dollars ($250.00) per day against the bond or financial guarantee set forth in Section 16 for every day after the expiration of the cure period that the breach is not cured. B. Should the City determine that Grantee is acting beyond the scope of permission granted herein for Grantee Facilities, and Grantee Services, the City reserves the right to cancel this Franchise and require the Grantee to apply for, obtain, and comply with all applicable City permits, franchises, or other City permissions for such actions, and if the Grantee’s actions are not allowed under applicable federal and state or City laws, to compel Grantee to cease such actions. Section 20. Compliance with Laws and Regulations A. This Franchise is subject to, and the Grantee shall comply with all applicable federal and state or City laws, regulations and policies (including all applicable elements of the City's comprehensive plan), in conformance with federal laws and regulations, affecting performance under this Franchise (collectively, “Laws”). Furthermore, notwithstanding any other terms of this Agreement appearing to the contrary, the Grantee shall be subject to the police power of the City to adopt and enforce general ordinances necessary to protect the safety and welfare of the general public in relation to the rights granted in the Franchise Area. B. The City reserves the right at any time to amend this Franchise to conform to any hereafter enacted, amended, or adopted federal or state statute or regulation relating to the public health, safety, and welfare, or relating to roadway regulation, or a City Ordinance enacted pursuant to such federal or state statute or regulation upon providing Grantee with thirty (30) days written notice of its action setting forth the full text of the amendment and identifying the statute, regulation, or ordinance requiring the amendment. The amendment shall become automatically effective upon expiration of the notice period unless, before expiration of that period, the Grantee makes a written call for negotiations over the terms of the amendment. If the parties do not reach agreement as to the terms of the amendment within thirty (30) days or within such other timeframe as Page 59 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 15 of 17 determined by the City, of the call for negotiations, the City may enact the proposed amendment, by incorporating the Grantee’s concerns to the maximum extent the City deems possible. C. The City may terminate this Franchise upon thirty (30) days written notice to the Grantee, if the Grantee fails to comply with such amendment or modification. The City shall retract its notice of termination if the City determines that the Grantee is in compliance with the amendment or modification within such 30 -day period. The City may grant longer than the 30-days to comply if the Grantee provides notice to the City of its intent to comply and can demonstrate good-faith efforts to reach compliance to the satisfaction of the City. Section 21. License, Fees, Tax and Other Charges Grantee shall pay promptly and before they become delinquent , all fees and charges for all applicable permits, licenses and construction approvals imposed by the City for Grantee’s permitted use of the Grantee Facilities within the Rights-of- Way. This Franchise shall not exempt the Grantee from any future license, fee, tax, or charge, which the City may hereinafter adopt pursuant to authority granted to it under state or federal law for revenue or as reimbursement for use and occupancy of the Franchise Area. Section 22. Consequential Damages Limitation Notwithstanding any other provision of this Agreement, in no event shall either party be liable for any special, incidental, indirect, punitive, reliance, consequential or similar damages. Section 23. Severability If any portion of this Franchise is deemed invalid, the remainder portions shall remain in effect. Section 24. Titles The section titles are for reference only and should not be used for the purpose of interpreting this Franchise. Section 25. Implementation. The Mayor is authorized to implement such administrative procedures as may be necessary to carry out the directions of this Franchise. Section 26. Effective date. Page 60 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 16 of 17 This Ordinance shall take effect and be in force five days from and af ter its passage, approval and publication as provided by law. INTRODUCED: ___________________ PASSED: ________________________ APPROVED: _____________________ ________________________________ NANCY BACKUS, MAYOR ATTEST: ___________________________ Shawn Campbell, City Clerk APPROVED AS TO FORM: __________________________ Steven L. Gross, City Attorney Published: _________________ Page 61 of 101 ------------------------------ Draft Ordinance No. 6727 July 30, 2019 Franchise Agreement No. FRN19-0014 Page 17 of 17 Exhibit A STATEMENT OF ACCEPTANCE New Cingular Wireless PCS, LLC, for itself, its successors and assigns, hereby accepts and agrees to be bound by all lawful terms, conditions and provisions of the Franchise attached hereto and incorporated herein by this reference. ____________________________________ ____________________________________ ____________________________________ By: Date: Name: Title: STATE OF _______________) )ss. COUNTY OF _____________ ) On this ____ day of _______________, 2019, before me the undersigned, a Notary Public in and for the State of __________, duly commissioned and sworn, personally appeared, __________________ of ______________________________________________ the company that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said company, for the uses and purposes therein mentioned, and on oath stated that he/she is authorized to execute said instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal on the date hereinabove set forth. Signature NOTARY PUBLIC in and for the State of ___________, residing at MY COMMISSION EXPIRES: Page 62 of 101 AGENDA BILL APPROVAL FORM Agenda Subject: Ordinance No. 6721 (Gaub) Date: July 16, 2019 Department: Public Works Attachments: Ordinance No. 6721 Budget Impact: Current Budget: $0 Proposed Revision: $0 Revised Budget: $0 Administrativ e Recommendation: City Council introduce and adopt Ordinance No. 6721 for Franchise Agreement No. FRN19- 0013 for Seattle SMSA Limited Partnership, dba Verizon Wireless. Background Summary: Section 20.06.010, Auburn City Code requires a franchise of any commercial utility or telecommunications operator or carrier or other person who wants to use public ways of the City and to provide telecommunications or commercial utility services to any person or area of the City. Seattle SMSA Limited Partnership, dba Verizon Wireless has applied for a Franchise Agreement to be able to construct within the City’s rights-of-way a small wireless facilities network. Seattle SMSA wants to provide personal wireless telecommunications and data communications services for the benefit of wireless communications subscribers in and around the City of Auburn. The initial proposed build-out includes multiple locations on Lea Hill on City owned poles and PSE owned poles. The applicant is requesting the entire City as the proposed franchise area so that they can build out their small cell network. Exact locations, plans, engineering and construction schedules would be reviewed, approved and managed through the City’s permitting processes that are a requirement of the Franchise Agreement. A staff presentation was given at the July 22nd, 2019, Study Session discussing Draft Ordinance No. 6721. A Public Hearing to consider this application and hear public comment was held before the City Council on August 5, 2019, in accordance with Auburn City Code Chapter 20.06.030. Ordinance No. 6721, if adopted by City Council, approves Franchise Agreement No. FRN19- 0013 subject to terms and conditions outlined in the Ordinance. Rev iewed by Council Committees: Page 63 of 101 Councilmember:Staff:Gaub Meeting Date:August 19, 2019 Item Number:ORD.A Page 64 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 1 of 17 ORDINANCE NO. 6721 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, GRANTING SEATTLE SMSA LIMITED PARTNERSHIP, A DELAWARE LIMITED PARTNERSHIP, D/B/A VERIZON WIRELESS, A FRANCHISE FOR WIRELESS TELECOMMUNICATIONS FACILITIES WHEREAS, Seattle SMSA Limited Partnership, a Delaware limited partnership, d/b/a Verizon Wireless (“Grantee”), has applied to the City of Auburn (“City”) for a non-exclusive Franchise for the right of entry, use, and occupation of certain public right(s)-of-way within the City, to install, construct, erect, operate, maintain, repair, relocate and remove Grantee’s facilities in, on, over, under, along and/or across those right(s)-of-way; and WHEREAS, following proper notice, the City Council held a public hearing on Grantee’s request for a Franchise; and WHEREAS, based on the information presented at the public hearing, and from facts and circumstances developed or discovered through independent study and investigation, the City Council now deems it appropriate and in the best interest of the City and its inhabitants to grant the franchise to Grantee. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN WASHINGTON, DO ORDAIN as follows: Section 1. Grant of Right to Use; Franchise Area A. Subject to the terms and conditions stated in this Agreement, the City grants to the Grantee general permission to enter, use, and occupy the Franchise Area, located within the incorporated area of the City. Grantee may locate the Grantee Facilities within the Franchise Area subject to all applicable laws, regulations, and permit conditions. B. The Grantee is authorized to install, remove, construct, erect, operate, maintain, relocate, upgrade, replace, restore and repair Grantee Facilities to provide Telecommunications Services in the Franchise Area. C. This Franchise does not authorize the use of the Franchise Area for any facilities or services other than Grantee Facilities and Telecommunications Services, and it extends no rights or privilege relative to any facilities or services of any type, including Grantee Facilities and Telecommunications Services, on public or private property elsewhere within the City. Page 65 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 2 of 17 D. This Franchise is non-exclusive and does not prohibit the City from entering into other agreements, including Franchises, impacting the Franchise Area, for any purpose that does not interfere with Grantee’s rights under this Franchise. E. Except as explicitly set forth in this Agreement, this Franchise does not waive any rights that the City has or may acquire with respect to the Franchise Area or any other City roads, rights-of-way, property, or any portions thereof. This Franchise shall be subject to the power of eminent domain, and in any proceeding under eminent domain, the Grantee acknowledges its use of the Franchise Area shall have no value. F. The City reserves the right to change, regrade, relocate, abandon, or vacate any right-of-way within the Franchise Area. If, at any time during the term of this Franchise, the City vacates any portion of the Franchise Area containing Grantee Facilities, the City shall reserve an easement for public utilities within that vacated portion, pursuant to RCW 35.79.030, within which the Grantee may continue to operate any existing Grantee Facilities under the terms of this Franchise for the remaining period set forth under Section 3. G. The Grantee agrees that its use of Franchise Area shall at all times be subordinated to and subject to the City and the public’s need for municipal infrastructure, travel, and access to the Franchise Area, except as may be otherwise required by law. Section 2. Notice A. Written notices to the parties shall be sent by a nationally recognized overnight courier or by certified mail to the following addresses, unless a different address shall be designated in writing and delivered to the other party. Any such notice shall become effective upon receipt by certified mail , confirmed delivery by overnight courier, or the date stamped received by the City. City: Right-of-Way Specialist Public Works Department - Transportation City of Auburn 25 West Main Street Auburn, WA 98001-4998 Telephone: (253) 931-3010; Fax: (253) 931-3048 with a copy to: City Clerk City of Auburn 25 West Main Street Page 66 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 3 of 17 Auburn, WA 98001-4998 Grantee: Seattle SMSA Limited Partnership d/b/a Verizon Wireless Attn: Network Real Estate 180 Washington Valley Road Bedminster, New Jersey 07921 With a copy to: Seattle SMSA Limited Partnership d/b/a Verizon Wireless Attn: Pacific Market General Counsel 15505 Sand Canyon Avenue Irvine, CA 92618 B. Any changes to the above-stated Grantee information shall be sent to the City at City’s notice addresses, referencing the number of this Ordinance. C. The City may also contact Grantee at the following number during normal business hours and for emergency or other needs outside of normal business hours of the Grantee: 800-264-6620. Section 3. Term of Agreement A. This Franchise shall run for a period of five (5) years, from the effective date of this Franchise specified in Section 5. B. Renewal Option of Term: The Grantee may renew this Franchise for one, additional five (5) year period upon submission and approval of the application specified under ACC 20.06.130, as it now exists or is amended, within the timeframe set forth in that section (currently not more than 240 and not less than 180 days prior to expiration of the then-current term). Any materials submitted by the Grantee for a previous application may be considered by the City in reviewing a current application, and the Grantee shall only submit those materials deemed necessary by the City to address changes in the Grantee Facilities or Telecommunications Services, or to reflect specific reporting periods mandated by the ACC. C. Failure to Renew Franchise – Automatic Extension. If the Parties fail to formally renew this Franchise prior to the expiration of its term or any extension thereof, the Franchise automatically continues month to month until renewed or either party gives written notice at least one hundred and eighty (180) days in advance of intent not to renew the Franchise. Page 67 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 4 of 17 Section 4. Definitions For the purpose of this agreement: A. “ACC” or “City Code” means the Auburn City Code. B. "Emergency" means a condition of imminent danger to the health, safety and welfare of persons or property located within the City including, without limitation, damage to persons or property from natural consequences, such as storms, earthquakes, riots, acts of terrorism or wars. C. “Franchise Area” means all present and future Rights-of-W ay as defined in Section 4.H. herein, within the City Limits as they currently exist or as amended in the future. D. “Grantee Facilities” means any and all equipment, appliances, attachments, appurtenances and other items necessary for Telecommunications Services or “personal wireless services” as defined in RCW 80.36.375 that are located in the Right-of-Way. It includes microcell, minor and small cell facilities and strand-mounted units. Grantee Facilities do not include anything used to provide wireline services, front-haul or back-haul services, including fiber optic cables, coaxial cables, wires, conduit or other equipment, appliances, attachments and appurtenances. They do not include any equipment that is not within ten (10) feet of the pole (excluding any strand-mounted unit) or base station, or that is not within the Right-of-Way, or that is covered under a separate Franchise Agreement or agreement. E. “Grantee’s Telecommunications Services” means the transmission and reception of wireless communications signals, including but not limited to personal wireless and data communications services, over Licensee’s federally licensed frequencies, pursuant to all the rules and regulations of the Federal Communications Commission, and in accordance with the terms of this Agreement, for the benefit of wireless communications subscribers in and around the Franchise Area. F. “Maintenance” or “maintain” shall mean examining, testing, inspecting, repairing, maintaining, restoring and replacing the existing Grantee Facilities or any part thereof as required and necessary for safe operation. G. “Relocation” means permanent movement of Grantee Facilities required by the City, and not temporary or incidental movement o f such facilities, or other revisions Grantee would accomplish and charge to third parties without regard to municipal request. Page 68 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 5 of 17 H. “Rights-of-Way” means the surface and the space above and below streets, roadways, highways, avenues, courts, lanes, alleys, sidewalks, shoulders, curbs, landscaping areas between sidewalks and curbs or shoulders, and other public rights-of-ways and similar public properties and areas to the extent that the City has the authority to grant permission to use any of the foregoing . It does not include structures, including poles and conduit, located in the right-of-way and, any other property owned by the City in its proprietary capacity. Section 5. Acceptance of Franchise A. This Franchise shall not become effective until Grantee files with the City Clerk (1) the Statement of Acceptance (Exhibit “A”), (2) all verifications of insurance coverage specified under Section 15, (3) the financial guarantees specified in Section 16, and (4) payment of any outstanding application fees per the City Fee Schedule. These four items shall collectively be the “Franchise Acceptance”. The date that such Franchise Acceptance is filed with the City Clerk shall be the effective date of this Franchise. B. Should the Grantee fail to file the Franchise Acceptance with the City Clerk within thirty (30) days after the effective date of the ordinance approving the Franchise, the City’s grant of the Franchise will be null and void. Section 6. Location, Siting, Construction and Maintenance A. The Grantee shall apply for, obtain, and comply with the terms of all permits, approvals and facilities lease agreements as required under ACC Chapters 12.24, 13.32A and 20 for any work done within the Right-of-Way or to site Grantee Facilities on any facilities, structures or poles owned by third parties within the Right-of-Way or on any City-owned facilities, structures or poles within the Right-of-Way. City Council authorizes the Director of Public Works or the Director’s designee to negotiate and execute all agreements necessary for the use of City owned property. Grantee shall comply with all applicable City, State, and Federal codes, rules, regulations, and orders in undertaking such work, which shall be done in a thorough and proficient manner. Grantee shall be required to submit the appropriate application to the City related to siting within the public Right-of-Way as provided under this Franchise, for review and approval by the City Engineer, prior to submitting an application for a construction permit(s) for any and all locations in the public Right- of-Way, whether Grantee is proposing to locate on City owned facilities, structures or poles, or on third party owned facilities, structures or poles. The siting application shall be submitted to the City and shall be in addition to any other Page 69 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 6 of 17 required permits for construction, building, land use, zoning, lease agreements or other approvals as required by applicable City Code. B. Grantee agrees to coordinate its activities with the City and all other utilities located in the public Right-of-W ay within which Grantee is undertaking its activity. C. The City expressly reserves the right to prescribe how and where Grantee Facilities shall be installed within the public Right-of-Way and may from time to time, pursuant to and in accordance with the applicable sections of this Franchise or the ACC, require the adjustment, securement, removal, relocation and/or replacement thereof in the public interest and safety at the expense of the Grantee. D. Before commencing any work within the public Right-of-Way, the Grantee shall comply with the One Number Locator provisions of RCW Chapter 19.122 to identify existing utility infrastructure. E. Tree Trimming. Upon prior written approval of the City and in accordance with City ordinances, Grantee shall have the authority to reasonably trim trees upon and overhanging streets, public rights-of-way, and public places in the Franchise Area to the extent necessary to prevent the branches of those trees from coming in physical contact with the Grantee Facilities. Grantee shall be responsible for debris removal from such activities. If such debris is not removed within twenty-four (24) hours of completion of the trimming, the City may, at its sole discretion, remove such debris and charge Grantee for the cost of removal. This section does not, in any instance, grant automatic authority to clear vegetation for purposes of providing a clear path for radio signals. Any such general vegetation clearing will require a land-clearing permit. Section 7. Repair and Emergency Work In the event of an emergency, the Grantee may commence repair and emergency response work as required under the circumst ances. The Grantee shall notify the City telephonically during normal business hours (at 253-931-3010) and during non-business hours (at 253-876-1985) as promptly as possible, before such repair or emergency work commences, and in writing as soon thereafter as possible. Such notification shall include the Grantee’s emergency contact phone number for the corresponding response activity. The City may commence emergency response work, at any time, without prior written notice to the Grantee, but shall notify the Grantee in writing as promptly as possible under the circumstances. Grantee will reimburse the City for the City’s actual cost of performing emergency response work. Page 70 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 7 of 17 Section 8. Damages to City and Third-Party Property Grantee agrees that if any of its actions under this Franchise impairs or damages any property, Grantee will restore, at its own cost and expense, the property to a safe condition. Upon returning property to a safe condition, the property shall then be returned to the condition it was in immediately prior to being damaged (if the safe condition of the property is not the same as that which existed prior to damage). Such repair work shall be performed and completed to the satisfaction of the City Engineer. Section 9. Location Preference A. Any structure, equipment, appurtenance or tangible property of a utility, other than the Grantee’s, which was installed, constructed, completed or in place prior in time to Grantee’s application for a permit to construct or repair Grantee Facilities under this Franchise shall have preference as to positioning and location with respect to the Grantee Facilities. However, to the extent that the Grantee Facilities are completed and installed prior to another telecommunication or utility operator’s or carrier’s submittal of a permit for new or additional structures, equipment, appurtenances or tangible property, then the Grantee Facilities shall have priority. These rules governing preference shall continue in the event of the necessity of relocating or changing the grade of any City road or right-of-way. A relocating utility shall not necessitate the relocation of another utility that otherwise would not require relocation. This Section shall not apply to any City facilities or utilities that may in the future require the relocation of Grantee Facilities. Such relocations shall be governed by Section 11. B. Grantee shall maintain a minimum underground horizontal separation of five (5) feet from City water, sanitary sewer and storm sewer facilities and ten (10) feet from above-ground City water facilities. For development of new areas, the City, in consultation with Grantee and other telecommunication and utility purveyors or authorized users of the Rights-of-Way, will develop guidelines and procedures for determining specific telecommunications and utility locations. Section 10. Grantee Information A. Grantee agrees to supply, at no cost to the City, any information reasonably requested by the City to coordinate municipal functions with Grantee’s activities and fulfill any municipal obligations under state law. This information shall include, at a minimum, as-built drawings of Grantee Facilities, including installation inventory, and maps and plans showing the location of existing Grantee Page 71 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 8 of 17 Facilities and planned Grantee Facilities(to the extent that maps and plans showing planned facilities are available) within the Rights of Way. This information may be requested either in hard copy or electronic format, compatible with the City’s data base system, as now or hereinafter exist s, including the City’s Geographic Information System (GIS) data base. Upon the City’s request, Grantee shall inform the City of its long range plans for installation, if such p lans are available, so that the City may coordinate any future development with Grantee’s proposed designs. If such plans are not immediately available, are not finalized, or are proprietary in nature, then Grantee is under no obligation to provide such information to the City. Should the Grantee fail, for any reason, to provide information regarding its long range plans or planned Grantee Facilities upon the City’s request, then the City is under no obligation to coordinate with, account for or authorize their facilities in future Right-of-Way projects or the City’s long range plans. B. The parties understand that Washington law limits the ability of the City to shield from public disclosure any information given to the City; however, nothing in this Section shall be construed to require Grantee to disclose proprietary or confidential information without adequate safeguards to protect the confidential or proprietary nature of the information. Accordingly, in the event the City receives a public records request under applicable state or federal law, the City agrees to notify the Grantee of such request related to the Grantee, and to give the Grantee ten (10) working days to obtain an injunction prohibiting the release of the records. C. Grantee shall defend, indemnify and hold the City harmless for any loss or liability for fines, penalties, and costs (including attorneys’ fees) imposed on the City because of non-disclosures requested by Grantee under Washington’s public records act, provided the City has notified Grantee of the pending request. Section 11. Relocation of Grantee Facilities A. Pursuant to Auburn City Code Chapter 13 and Chapter 20 as currently written or as amended in the future, except as otherwise so required by law, Grantee agrees to relocate, remove, or reroute its facilities as ordered by the City Engineer at no expense or liability to the City, except as may be required by RCW Chapter 35.99. Pursuant to the provisions of Section 14, Grantee agrees to protect and save harmless the City from any customer or third -party claims for service interruption or other losses in connection with any such change, relocation, abandonment, or vacation of the Public Right-of-Way. B. If securement, adjustment or relocation of the Grantee Facilities is necessitated by a request from a party other than the City, that party shall pay the Grantee the actual costs. Page 72 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 9 of 17 Section 12. Abandonment and or Removal of Grantee Facilities A. Within one hundred and eighty days (180) of Grantee’s permanent cessation of use of all or a portion of the Grantee Facilities, the Grantee shall, at the City’s discretion, either abandon in place or remove the affected facilities. B. Grantee may ask the City in writing to abandon, in whole or in part, all or any part of the Grantee Facilities. Any plan for abandonment of Grantee Facilities must be approved in writing by the City, which approval shall not be unreasonably withheld. C. The parties expressly agree that this Section shall survive the expiration, revocation or termination of this Franchise. Section 13. Undergrounding A. The parties agree that this Franchise does not limit the City’s authority under federal law, state law, or local ordinance, to require the undergrounding of utilities. B. Subject to applicable law addressing the undergrounding of telecommunication facilities, whenever the City requires the undergrounding of aerial utilities in the Franchise Area, the Grantee shall underground the Grantee Facilities, in the manner specified by the City Engineer at no expense or liability to the City, except as may be required by RCW Chapter 35.99. W here other utilities are present and involved in the undergrounding project, Grantee shall only be required to pay its fair share of common costs borne by all utilities, in addition to the costs specifically attributable to the undergrounding of Grantee Facilities. Common costs shall include necessary costs for common trenching and utility vaults. Fair share shall be determined in comparison to the total number and size of all other utility facilities being undergrounded. Section 14. Indemnification and Hold Harmless A. The Grantee shall defend, indemnify, and hold the City and its officers, officials, agents, contractors and employees, and volunteers harmless from any and all costs, claims, injuries, damages, losses, suits, or liabilities including attorneys’ fees arising out of or in connection with the Grantee’s performance (including Grantee’s agents’ or representatives’ performances) under this Franchise, except to the extent such costs, claims, injuries, damages, losses, suits, or liabilities are caused or contributed to by the negligence or willful Page 73 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 10 of 17 misconduct of the City or its officers, officials, agents and employees. 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 Grantee and the City, its officers, officials or employees, and volunteers, the Grantee's liability hereunder shall be only to the extent of the Grantee's negligence. B. The Grantee shall hold the City harmless from any liability arising out of or in connection with any damage or loss to the Grantee Facilities caused by maintenance and/or construction work performed by, or on behalf of, the City within the Franchise Area or any other City road, right-of-way, or other property, except to the extent any such damage or loss is directly caused by the negligence or willful misconduct of the City, or its employees, contractors and agents performing such work. C. The Grantee acknowledges that neither the City nor any other public agency with responsibility for firefighting, emergency rescue, public safety or similar duties within the City has the capability to provide trench, close trench or confined space rescue. The Grantee, and its agents, assigns, successors, or contractors, shall make such arrangements as Grantee deems fit for the provision of such services with regard to work performed by or at the direction of Grantee. The Grantee shall hold the City harmless from any liability arising out of or in connection with any damage or loss to the Grantee for the City’s failure or inability to provide such services, and, pursuant to the terms of Section 14(A), the Grantee shall indemnify the City against any and all third -party costs, claims, injuries, damages, losses, suits, or liabilities based on the City’s failure or inability to provide such services. D. Acceptance by the City of any work performed by the Grantee shall not be grounds for avoidance of this section. E. It is further specifically and expressly understood that the indemnification provided herein constitutes the Grantee’s waiver of immunity under Industrial Insurance, Title 51 RCW , solely for the purposes of indemnity claims made by the City against Grantee or claims made by Grantee’s employees directly against the City. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. Section 15. Insurance A. The Grantee shall procure and maintain for the duration of th is Franchise, insurance against claims for injuries to persons or damage to property Page 74 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 11 of 17 which may arise from or in connection with the performance of the work hereunder by the Grantee, its officers, officials, and employees in the amounts and types set forth below: 1. Commercial Automobile Liability insurance covering all owned, non-owned, hired, and leased vehicles with a combined single limit for bodily injury and property damage of $1,000,000.00 per accident including contractual liability. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01, or a substitute form used by Grantee, so long as it provides equivalent liability coverage. 2. Commercial General Liability insurance with limits of $5,000,000.00 each occurrence for bodily injury and property damage and, $5,000,000.00 general aggregate including $5,000,000.00 products-completed operations aggregate limit, premises-operations, independent contractors, products-completed operations, personal injury and advertising injury and contractual liability assumed under an insured contract. There shall be no exclusion for liability arising from explosion, collapse, or underground property damage. The City shall be named as an additional insured as their interest may appear under the Grantee’s Commercial General Liability insurance policy with respect to the work performed under this Franchise by means of a blanket additional insured endorsement using ISO Additional Insured Endorsement for Ongoing Operations, CG 20 10 10 01 and Additional Insured Completed Operations Endorsement, CG 20 37 10 01, or substitute endorsements utilized by Grantee providing equivalent coverage. 3. Professional Liability insurance with limits of $1,000,000.00 per claim and aggregate covering the negligence , acts, errors, and/or omissions of Grantee in the performance of professional services under this Franchise. 4. Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. The insurance policies shall: 1. Provide that the Grantee’s insurance coverage shall be primary insurance as respects the City. Any insurance, self -insurance, or insurance pool coverage maintained by the City shall be in excess of the Grantee’s insurance and shall not contribute with it. 2. Upon receipt of appropriate notice from its insurer(s), Grantee shall provide the City with thirty (30) days prior written notice of cancellation of any of the insurance policies required herein. Page 75 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 12 of 17 C. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. D. Verification of Coverage. Grantee shall furnish the City with documentation of insurer’s A.M. Best rating and with original certificates and a copy of amendatory endorsements, including but not necessarily limited to the blanket additional insured endorsements evidencing the insurance requirements of Grantee before commencement of the work. E. Grantee shall not have the right to self -insure any of the above required insurance at any time throughout the life of this Franchise Agreement or the life of the Grantee’s Facilities, unless Grantee and City enter into an amendment to this Franchise that provides otherwise. Further, any successors, assignees, transferees, contractors, agents or representatives of the Grantee shall not have the right to self -insure any of the above required insurance at any time throughout the life of this Franchise Agreement or the life of the Facilities. F. Grantee’s maintenance of insurance as required by this Franchise shall not be construed to limit the liability of Grantee to the coverage provided by such insurance, or otherwise limit the City’s recourse to any remedy to which the City is otherwise entitled at law or in equity. Section 16. Performance Security The Grantee shall provide the City with a bond or financial guarantee in the amount of Fifty Thousand Dollars ($50,000.00) running for, or renewable for, the term of this Franchise, in a form and substance acceptable to the City, for all of the Grantee Facilities in the City. If Grantee fails to substantially comply with any one or more of the provisions of this Franchise, the City shall recover jointly and severally from the Grantee, bond or any surety of such financial guarantee, any actual and direct damages suffered by City as a result thereof, including but not limited to staff time, material and equipment costs and the cost of removal or abandonment of facilities. Grantee specifically agrees that its failure to comply with the terms of Section 19 shall constitute a material breach of this Franchise. Such a bond or financial guarantee shall not be construed to limit the Grantee’s liability to the guarantee amount, or otherwise limit the City’s recourse to any remedy to which the City is otherwise entitled at law or in equity. Section 17. Successors and Assignees A. All the provisions, conditions, regulations and requirements herein contained shall be binding upon the successors, assigns, and independent contractors of the Grantee, and all rights and privileges, as well as all obligations Page 76 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 13 of 17 and liabilities of the Grantee shall inure to its successors, assignees and contractors equally. B. This Franchise shall not be leased, assigned or otherwise alienated without the express prior consent of the City by ordinance. C. Grantee and any proposed assignee or transferee shall provide and certify the following to the City not less than sixty (60) days prior to the proposed date of transfer: (1) Complete information setting forth the nature, term and conditions of the proposed assignment or transfer; (2) All information required by the City of an applicant for a Franchise with respect to the proposed assignee or transferee; and, (3) An application fee which shall be set by the City, plus any other costs actually and reasonably incurred by the City in processing, and investigating the proposed assignment or transfer. D. Prior to the City’s consideration of a request by Grantee to consent to a Franchise assignment or transfer, the proposed Assignee or Transferee shall file with the City a written promise to unconditionally accept all terms of the Franchise, effective upon such transfer or assignment of the Franchise. The City is under no obligation to undertake any investigation of the transferor’s sta te of compliance and failure of the City to insist on full compliance prior to transfer does not waive any right to insist on full compliance thereafter. E. Transactions between affiliated entities are not exempt fr om the required City approval. Grantee shall promptly notify the City in writing prior to any proposed change in, or transfer of, or acquisition by any other party of control of the Grantee’s company. Notification shall include those items set out in subsection 17.C (1) through (3) herein above. Section 18. Dispute Resolution A. In the event of a dispute between the City and the Grantee arising by reason of this Agreement, the dispute shall first be referred to the operational officers or representatives designated by Grantor and Grantee to have oversight over the administration of this Agreement. The officers or representatives shall meet within thirty (30) calendar days of either party's request for a meeting, whichever request is first, and the parties shall make a good faith effort to achieve a resolution of the dispute. B. If the parties fail to achieve a resolution of the dispute in this manner, either party may then pursue any available judicial remedies. This Franchise shall be governed by and construed in accordance with the la ws of the State of Washington. In the event any suit, arbitration, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree Page 77 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 14 of 17 that venue shall be exclusively in King County, Washington. The prevailing party in any such action shall be entitled to its attorneys’ fees and costs of suit, which shall be fixed by the judge hearing the case, and such fees shall be included in the judgment. Section 19. Enforcement and Remedies A. If the Grantee shall willfully violate, or fail to comply with any of the provisions of this Franchise through negligence, or should it fail to heed or comply with any notice given to Grantee under the provisions of this Agreement, the City may, at its discretion, provide Grantee with written notice to cure the breach within thirty (30) days of receipt of written notification. If the parties determine the breach cannot be cured within thirty days, the City may specify a longer cure period, and condition the extension of time on Grantee’s submittal of a plan to cure the breach within the specified period, commencement of work within the original thirty-day cure period, and diligent prosecution of the work to completion. If the breach is not cured within the specified time, or the Grantee does not comply with the specified conditions, the City may, at its discretion, either (1) revoke the Franchise with no further notification, or (2) claim damages of Two Hundred Fifty Dollars ($250.00) per day against the bond or financial guarantee set forth in Section 16 for every day after the expiration of the cure period that the breach is not cured . B. Should the City determine that Grantee is acting beyond the scope of permission granted herein for Grantee Facilities, and Grantee Services, the City reserves the right to cancel this Franchise and require the Grantee to apply for, obtain, and comply with all applicable City permits, franchises, or other City permissions for such actions, and if the Grantee’s actions are not allowed under applicable federal and state or City laws, to compel Grantee to cease such actions. Section 20. Compliance with Laws and Regulations A. This Franchise is subject to, and the Grantee shall comply with all applicable federal and state or City laws, regulations and policies (including all applicable elements of the City's comprehensive plan), in conformance with federal laws and regulations, affecting performance under this Franchise (collectively, “Laws”). Furthermore, notwithstanding any other terms of this Agreement appearing to the contrary, the Grantee shall be subject to the police power of the City to adopt and enforce general ordinances necessary to protect the safety and welfare of the general public in relation to the rights granted in the Franchise Area. B. The City reserves the right at any time to amend this Franchise to conform to any hereafter enacted, amended, or adopted federal or state statute or regulation relating to the public health, safety, and welfare, or relating to roadway regulation, or a City Ordinance enacted pursuant to such federal or state statute Page 78 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 15 of 17 or regulation upon providing Grantee with thirty (30) days written notice of its action setting forth the full text of the amendment and identifying the statute, regulation, or ordinance requiring the amendment. The amendment shall become automatically effective upon expiration of the notice period unless, before expiration of that period, the Grantee makes a written call for negotiations over the terms of the amendment. If the parties do not reach agreement as to the terms of the amendment within thirty (30) days or within such other timeframe as determined by the City, of the call for negotiations, the City may enact the proposed amendment, by incorporating the Grantee’s concerns to the maximum extent the City deems possible. C. The City may terminate this Franchise upon thirty (30) days written notice to the Grantee, if the Grantee fails to comply with such amendment or modification. The City shall retract its notice of termination if the City determines that the Grantee is in compliance with the amendment or modification within such 30 -day period. The City may grant longer than the 30-days to comply if the Grantee provides notice to the City of its intent to comply and can demonstrate good-faith efforts to reach compliance to the satisfaction of the City. Section 21. License, Fees, Tax and Other Charges Grantee shall pay promptly and before they become delinquent , all fees and charges for all applicable permits, licenses and construction approvals imposed by the City for Grantee’s permitted use of the Grantee Facilities within the Rights-of- Way. This Franchise shall not exempt the Grantee from any future license, fee, tax, or charge, which the City may hereinafter adopt pursuant to authority granted to it under state or federal law for revenue or as reimbursement for use and occupancy of the Franchise Area. Section 22. Consequential Damages Limitation Notwithstanding any other provision of this Agreement, in no event shall either party be liable for any special, incidental, indirect, punitive, reliance, consequential or similar damages. Section 23. Severability If any portion of this Franchise is deemed invalid, the remainder portions shall remain in effect. Section 24. Titles The section titles are for reference only and should not be used for the purpose of interpreting this Franchise. Page 79 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 16 of 17 Section 25. Implementation. The Mayor is authorized to implement such administrative procedures as may be necessary to carry out the directions of this Franchise. Section 26. Effective date. This Ordinance shall take effect and be in force five days from and after its passage, approval and publication as provided by law. INTRODUCED: ___________________ PASSED: ________________________ APPROVED: _____________________ ________________________________ NANCY BACKUS, MAYOR ATTEST: ___________________________ Shawn Campbell, City Clerk APPROVED AS TO FORM: __________________________ Steven L. Gross, City Attorney Published: _________________ Page 80 of 101 ------------------------------ Ordinance No. 6721 Franchise Agreement No. FRN19-0013 June 13, 2019 Page 17 of 17 Exhibit A STATEMENT OF ACCEPTANCE Seattle SMSA Limited Partnership, a Delaware limited partnership, d/b/a Verizon Wireless, for itself, its successors and assigns, hereby accepts and agrees to be bound by all lawful terms, conditions and provisions of the Franchise attached hereto and incorporated herein by this reference. SEATTLE SMSA LIMITED PARTNERSHIP d/b/a Verizon Wireless By: Cellco Partnership, its General Partner By: Date: Name: Title: STATE OF _______________) )ss. COUNTY OF _____________ ) On this ____ day of _______________, 2019, before me the undersigned, a Notary Public in and for the State of __________, duly commissioned and sworn, personally appeared, __________________ of Cellco Partnership, General Partner of Seattle SMSA Limited Partnership, a Delaware limited partnership, d/b/a Verizon Wireless the company that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said company, for the uses and purposes therein mentioned, and on oath stated that he/she is authorized to execute said instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal on the date hereinabove set forth. Signature NOTARY PUBLIC in and for the State of ___________, residing at MY COMMISSION EXPIRES: Page 81 of 101 AGENDA BILL APPROVAL FORM Agenda Subject: Ordinance No. 6726 (Gaub) Date: August 13, 2019 Department: Public Works Attachments: Ordinance No. 6726 Exhibit A Budget Impact: Current Budget: $0 Proposed Revision: $0 Revised Budget: $0 Administrativ e Recommendation: City Council introduce and adopt Ordinance No. 6726. Background Summary: Ordinance 6726 authorizes a revision to Auburn City Code Chapter 3.12, Public Contracts. The ordinance includes a modification to contract authorities and processes for the Limited Public Works Process to be consistent with current RCW’s. Staff recommends that City Code 3.12.100 be amended to match the bid limit authorities to be in line with State competitive bid limits. Rev iewed by Council Committees: Councilmember:Staff:Gaub Meeting Date:August 19, 2019 Item Number:ORD.B Page 82 of 101 -------------------------------- Ordinance No. 6726 June 19, 2019 Page 1 of 2 Rev. 2018 ORDINANCE NO. 6726 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, RELATING TO THE LIMITED PUBLIC WORKS PROCESS AND AMENDING SECTION 3.12.100 OF THE AUBURN CITY CODE WHEREAS, the Chapter 3.12 of the Auburn City Code sets forth the City’s procedures and requirements related to public contracting; and WHEREAS, the Washington State Legislature amended the small works roster contract procedures for limited public works processes during the 2019 legislative session and it is necessary to amend the City Code consistent with the statutory revisions; and WHEREAS, the City finds it is advantageous to make the limited public works process as flexible as would be permitted under state law and to accommodate contracting needs that fall below the level of required competitive bidding; and NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, DO ORDAIN as follows: Section 1. Amending City Code Section. Section 3.12.100 to the Auburn City Code is amended to read as shown in Exhibit A. Section 2. Implementation. The Mayor is authorized to implement those administrative procedures necessary to carry out the directives of this legislation. Section 3. Severability. The provisions of this ordinance are declared to be separate and severable. The invalidity of any clause, sentence, paragraph, subdivision, section, or portion of this ordinance, or the invalidity of the application of it to any person or circumstance, will not affect the validity of the remainder of this ordinance, or the validity of its application to other persons or circumstances. Page 83 of 101 -------------------------------- Ordinance No. 6726 June 19, 2019 Page 2 of 2 Rev. 2018 Section 4. Effective date. This Ordinance will take effect and be in force five days from and after its passage, approval, and publication as provided by law. INTRODUCED: _______________ PASSED: ____________________ APPROVED: _________________ ____________________________ NANCY BACKUS, MAYOR ATTEST: ____________________________ Shawn Campbell, MMC, City Clerk APPROVED AS TO FORM: ____________________________ Steven L. Gross, City Attorney Published: ___________________ Page 84 of 101 EXHIBIT A 3.12.100 Limited Public Works Process If the estimated cost of a work, construction, alteration, repair, or improvement project is estimated to cost less than $35,000, or does not exceed the current statutory limit in RCW 39.04.155(3), the city may award such a contract using the limited public works process provided under RCW 39.04.155(3).. Public works projects awarded under the limited public works process are exempt from the other requirements of the small works process provided under ACC 3.12.090. For limited public works projects, the city shall solicit electronic or written quotations from a minimum of three contractors from the appropriate small works roster and shall award the contract to the lowest responsible bidder, as defined u nder RCW 39.04.010 and 39.04.350, and ACC 3.12.0150. After an award is made, the quotations shall be open to public inspection and available by electronic request. For limited public works projects, the city may waive the payment and performance bond requirements of Chapter 39.08 RCW and the retainage requirements of Chapter 60.28 RCW, thereby assuming the liability for the contractor’s nonpayment of laborers, mechanics, subcontractors, materialmen, suppliers, and taxes, increases, and penalties imposed under RCW Titles 50, 51, and 82 RCW that may be due from the contractor for the limited public works project. However, the city shall have the right of recovery against the contractor for any payments made on the contractor’s behalf. The city shall maintain a list of the contractors contacted and the contracts awarded during the previous 24 months under the limited public works process, including the name of the contractor, the contractor’s registration number, the amount of the contract, a brief description of the type of work performed, and the date the contract was awarded. (Ord. 6545 § 1, 2014; Ord. 5866 § 1, 2004. Formerly 3.12.036.) Page 85 of 101 AGENDA BILL APPROVAL FORM Agenda Subject: Resolution No. 5450 (Thomas) Date: August 13, 2019 Department: Finance Attachments: Res olution 5450 Attachment A - LGIP Inves tment Form Prospectus Budget Impact: Administrativ e Recommendation: City Council to approve Resolution No. 5450 Background Summary: Resolution No. 5046, which was approved on April 21, 2014, designated Finance Director Shelley Coleman as the City’s “authorized individual” to authorize all amendments, changes, or alterations to the Washington State Local Government Investment Pool (LGIP) Authorization Form including the designation of other individuals to make contributions and withdrawals on behalf of the City of Auburn. With her recent retirement, the City is required to provide the LGIP with a Resolution which designates the current “authorized individual.” At the time Resolution No. 5046 was adopted, the LGIP required the “authorized individual” to be cited by name. The LGIP has since dropped that requirement and now permits authorization at the position title level. Accordingly, the attached Resolution designates the Finance Director as the City of Auburn “authorized individual.” Rev iewed by Council Committees: Councilmember:Staff:Thomas Meeting Date:August 19, 2019 Item Number:RES.A Page 86 of 101 -------------------------------- Resolution No. 5450 August 7, 2019 Page 1 of 3 RESOLUTION NO. 5450 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, AUTHORIZING THE CONTRIBUTION AND WITHDRAWAL OF CITY MONIES IN THE STATE OF WASHINGTON LOCAL GOVERNMENT INVESTMENT POOL WHEREAS, in 1986, the Legislature created the Local Government Investment Pool (“LGIP”) for the contribution and withdrawal of money by an authorized governmental entity for purposes of investment by the Office of the State Treasurer; and WHEREAS, the City has contributed funds available for investment in the LGIP; and WHEREAS, the City must authorize contributions and withdrawals by Resolution; and WHEREAS, designees appointed by the City to contribute and withdraw City funds have received and read a copy of the prospectus and understand the risks and limitations of investing in the LGIP. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, RESOLVES as follows: Section 1. The City Council authorizes the contribution and withdrawal of City monies in the LGIP in the manner prescribed by law, rule, and prospectus. Section 2. The City Council approves the Local Government Investment Pool Transaction Authorization Form (Form) as completed by the Finance Director. Section 3. The City Council designates the Finance Director, as the “authorized individual” to authorize all amendments, changes, or alterations to the Form or any other Page 87 of 101 -------------------------------- Resolution No. 5450 August 7, 2019 Page 2 of 3 documentation, including the designation of other individuals to make contributions and withdrawals on behalf of the City of Auburn. Section 4. This delegation ends on written notice, by any method set forth in the prospectus, of the governing body that the authorized individual has been terminated or that the individual’s delegation has been revoked. The Office of the State Treasurer will rely solely on the City of Auburn to provide notice of such revocation and is entitled to rely on the authorized individual’s instructions until such time as said notice has been provided. Section 5. The Form will remain in effect after revocation of the authorized individual’s delegated authority, except that the authorized individual whose delegation has been terminated shall not be permitted to make further withdrawals or contributions to the LGIP on behalf of the City of Auburn. No amendments, changes, or alterations shall be made to the Form or any other documentation until the City passes a new resolution naming a new authorized individual. Section 6. The City Council acknowledges that it has received, read, and understood the prospectus as provided by the Office of the State Treasurer. In addition, the City Council agrees that a copy of the prospectus will be provided to any person delegated or otherwise authorized to make contributions or withdrawals into or out of the LGIP and that said individuals will be required to read the prospectus prior to making any withdrawals or contributions or any further withdrawals or contributions if authorizations are already in place. Section 7. The Mayor or designee is authorized to submit the Form on behalf of the City of Auburn. Page 88 of 101 -------------------------------- Resolution No. 5450 August 7, 2019 Page 3 of 3 Section 8. The Mayor is authorized to implement those administrative procedures necessary to carry out the directives of this legislation. Section 9. This Resolution will take effect and be in full force on passage and signatures. Dated and Signed this _____ day of _________________, 2019. CITY OF AUBURN ____________________________ NANCY BACKUS, MAYOR ATTEST: ____________________________ Shawn Campbell, MMC, City Clerk APPROVED AS TO FORM: ____________________________ Steven L. Gross, City Attorney Page 89 of 101 Page 1 of 2 Please fill out this form completely, including any existing information, as this form will replace the previous form. Entity Name: Mailing Address: Statement Delivery Options: ☐EMAIL: ______________________________ ☐ FAX: ___________________________ ☐ BOTH Note: Statements can only be emailed to ONE address due to system restrictions Bank account where funds will be wired when a withdrawal is requested. (Note: Funds will not be transferred to any account other than listed) ACH Authorization: ☐Yes ☐No Account Type: ☐Checking ☐ Savings ☐ General Ledger By selecting “Yes” and by signing this form, I hereby authorize the WA Local Government Investment Pool to initiate credit entries to the account listed above. I acknowledge that the origination of ACH transactions to our account must comply with the provisions of U.S. law. Persons authorized to make deposits and withdrawals for entity listed above. Name: Title: Phone Number: Signature: Online TM$ Access: ☐ Yes ☐ No If you selected yes, please complete the online section on page 2 If you selected no, skip the online access section Bank Name: Branch Location: Bank Routing Number: Accounting Number: Account Name: ATTACHMENT A LOCAL GOVERNMENT INVESTMENT POOL AUTHORIZATION FORM Page 90 of 101 Page 2 of 2 TM$ Online Web Access Note: Only complete this section if anyone wishes to have online access. Each Full access LGIP person must also be listed on the Transaction Authorization Form. [Please do not fill out the greyed-out areas] Service Type: Account Type: OST Staff Name: Add Delete Modify No Change Full View Only UserID App Date Email: ☐☐☐☐☐☐ Name: Add Delete Modify No Change Full View Only UserID App Date Email: ☐☐☐☐☐☐ Name: Add Delete Modify No Change Full View Only UserID App Date Email: ☐☐☐☐☐☐ Name: Add Delete Modify No Change Full View Only UserID App Date Email: ☐☐☐☐☐☐ Name: Add Delete Modify No Change Full View Only UserID App Date Email: ☐☐☐☐☐☐ Name: Add Delete Modify No Change Full View Only UserID App Date Email: ☐☐☐☐☐☐ Name: Add Delete Modify No Change Full View Only UserID App Date Email: ☐☐☐☐☐☐ By signing below, I certify I am authorized to represent the institution/agency for the purpose of this transaction. (Authorized Signature) (Title) (Date) (Print Authorized Name) (E-mail address) (Phone no.) Any changes to these instructions must be submitted in writing to the Office of the State Treasurer. OFFICE OF THE STATE TREASURER STACI.ASHE@TRE.WA.GOV PHONE: (360) 902-9017 FAX: (360) 902-9044 Date Received: _____ / _____ / _____ Account Number: __________ OK’d by: _______________ (For OST use only) 04/26/19 . Sta te of Washington ) Co unty of ) SS. Si gned or attested before me by Da ted this ___ day of ___________, 20___. Signature of Notary SEAL OR STAMP Typed or printed name of Notary Notary Public in and for the State of Wash. My appointment expires: Page 91 of 101 Page 92 of 101 Page 93 of 101 Page 94 of 101 Page 95 of 101 Page 96 of 101 Page 97 of 101 Page 98 of 101 Page 99 of 101 Page 100 of 101 Page 101 of 101