HomeMy WebLinkAboutC20160538 Interlocal Amendment - Amendment 1 "Amended and Restated" (2) SKAGIT COUNTY
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COA#C20160538
Amendment 1
AMENDED AND RESTATED
INTERLOCAL COOPERATION AGREEMENT
FOR A COUNTYWIDE PUBLIC SAFETY
COMMUNICATIONS CENTER
THIS AMENDED AND RESTATED INTERLOCAL AGREEMENT FOR A
COUNTYWIDE PUBLIC SAFETY COMMUNICATIONS CENTER (this "Agreement') is
entered into as of the 1%__ day of I.A , 2022 by and between the participating
municipal entities that are signatory heretdand this Agreement shall be effective as stated
in Section 32 below.
RECITALS
WHEREAS, state law has granted to participating entities authority to enter into
this Agreement including but not limited to Chapter 39.34, RCW (Interlocal Cooperation
Act), which permits local government units to make the most efficient use of their powers
by enabling them to cooperate with other agencies on a basis of mutual advantage and
thereby to provide services and facilities in a more efficient and effective manner; and
WHEREAS,Skagit County, the Cities of Anacortes, Burlington, Mount Vernon, and
Sedro-Woolley, the Towns of Concrete, Hamilton, La Conner and Lyman (collectively,
"Members") entered into an Interlocal Cooperation Agreement for a Countywide Public
Safety Communications Center effective December 19, 2016 ("2016 Agreement') for the
purpose of strengthening the governance and corporate structure of Skagit 911; and
WHEREAS,the Members, by executing this Agreement, desire to amend the 2016
Agreement to enable Skagit 911 to receive additional sales and use tax funds to help
defray the operational costs of Skagit 911 and all other purposes as authorized by law if
such additional sales and use tax funds are approved by the voters of the County; and
WHEREAS, this Agreement is authorized by state law including but not limited to
the Interlocal Corporation Act and Nonprofit Corporations Act set forth in Chapters 39.34
and 24.06, respectively of the Revised Code of Washington.
AGREEMENT
NOW, THEREFORE, upon ratification of this Agreement by the minimum number
of required parties, pursuant to state law including RCW 39.34.030 and RCW 24.06
parties to this Agreement agree as follows:
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1. Establishment of SKAGIT 911: SKAGIT 911 is hereby reorganized as a
nonprofit corporation under Chapter 24.06 RCW as authorized by the Interlocal
Corporation Act(Ch. 39.34 RCW), and as so reorganized Skagit 911 shall have
all the rights, responsibilities, liabilities and assets assigned by the Members
including but not limited to creating, owning and operating a county-wide public
safety communication center, called "Skagit 911", hereinafter referred to as
"SKAGIT 911", is hereby established in order to provide consolidated answering
of enhanced 911 telephone calls as outlined in Skagit County's E-911 plan, as
amended. SKAGIT 911 is established within Skagit County for the purpose of
rendering countywide enhanced 911 call answering and 911 call transfers and
associated dispatch functions, as deemed appropriate by its governing board.
2. Purpose: SKAGIT 911 is organized on behalf of and as an instrumentality of its
Members to carry out the purposes of the SKAGIT 911 Interlocal Agreement
(the "Interlocal Agreement") pursuant to the Interlocal Cooperation Act, Chapter
39.34 RCW. These purposes include but are not limited to providing law
enforcement, fire and emergency medical services communication support to
the Members of the Skagit 911 Interlocal agreement and to other contracted
agencies and to exercise essential governmental functions within the meaning
of Section 115 of the Internal Revenue Code (the "Code"). SKAGIT 911 shall
provide services by telephone, radio, or other communication technologies.
Nothing in this Agreement shall relieve the units, entities, or agencies from their
responsibilities to provide their own equipment for receiving communications
from SKAGIT 911 and their own equipment for communications between their
own personnel. SKAGIT 911 will also maintain records and reports as
necessary. These reports shall include financial, statistical, and operational
information and shall be provided to all Members on a bi-monthly basis.
3. SKAGIT 911 POWERS: Through its Governing Board of Directors ("Board"), as
set forth in Section 5 of this Agreement, SKAGIT 911 shall have all the powers
allowed by law including powers provided for interlocal agencies created under
RCW 39.34.030, as authorized, amended, or removed by the Board, including
but not limited to the following:
a. Any and all lawful acts necessary to further SKAGIT 911's purposes;
b. Review and approve budget expenditures for SKAGIT 911;
c. Establish policies for expenditures of budget items for SKAGIT 911;
d. Review and adopt a personnel policies for SKAGIT 911;
e. Review and approve operating and financial policies for SKAGIT 911;
f. Establish a fund or special fund or funds as authorized by RCW 39.34.030
for the operation of SKAGIT 911;
g_ Conduct regular and special meetings as may be designated by the Board
consistent with the state Open Public Meetings Act(Ch. 42.30 RCW);
h. Maintain and manage records in accordance with the state Public Records
Act (Ch. 42.56 RCW) and other applicable state and federal laws and
regulations;
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i. Determine what services shall be offered and under what terms they shall
be offered
j. Retain and terminate a Director;
k. Create committees to review and make recommendations;
I. Approve strategic plans;
m. Enter into agreements with Contracted Agencies, defined as users of
SKAGIT 911 services who are not Members, for the provisioning of 911
dispatch services including rates for said service;
n. Enter into agreements with third parties for goods and services necessary
to fully implement the purposes of this Agreement;
o. Establish charges for services provided to Members, Contracted Agencies
or other parties;
p. Direct and supervise the activities of SKAGIT 911 Committees, and the
Director;
q. Make purchases or contract for services and/or public works necessary to
fully implement the purposes of this Agreement;
r. Enter into agreements with, and receive and distribute funds, from any
federal, state or local agencies;
s. Receive all funds allocated to SKAGIT 911 by Members and Contracted
Agencies;
t. Purchase, take, receive, lease, take by gift, or otherwise acquire, own, hold,
improve, use and otherwise deal in and with real or personal property, or any
interest therein, in the name of SKAGIT 911;
u. Sell, convey, lease, exchange, transfer, and otherwise dispose of all of its
property and assets;
v. Sue and be sued, complain and defend, in all courts of competent
jurisdiction in Skagit 911's name;
w. Make and alter bylaws for the administration and regulation of its affairs;
and
x. Hold radio frequency licenses to enable SKAGIT 911 to operate and
maintain the System.
4. DurationNVithdrawal Dissolution: The effective date of this Agreement shall be
upon the later of January 1, 2017 or upon Ratification, as that term is defined
hereinafter in this Agreement_ Any Member may withdraw from Skagit 911 by
giving written notice by July 1 in any year of its intention to terminate its
agreement on December 31 of the same year. Skagit 911 may dissolve
following a 60% supermajority vote of all Boardmembers to dissolve Skagit 911,
provided, that prior to such a vote, a transition plan to ensure the continuity of
emergency dispatch services was approved. Any dissolution requires a
minimum of eighteen (18) months notice to the Members.
5. SKAGIT 911 to be Managed by the SKAGIT 911 Board: SKAGIT 911 shall be
governed by the Skagit 911 Governing Board, that is composed of the following
elected officials, provided, that the entities they represent have approved and
executed this Agreement:
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• Mayor of Anacortes
• Mayor of Burlington
• Mayor of one of the towns of Concrete, Hamilton, La Conner, or Lyman
selected annually at the first meeting of the SKAGIT 911 Board by the
mayors of the towns of Concrete, Hamilton, La Conner and Lyman who
are in attendance at that meeting
• Mayor of one of the towns of Concrete, Hamilton, La Conner, or Lyman,
selected annually at the first meeting of the SKAGIT 911 Board by the
mayors of the towns of Concrete, Hamilton, La Conner and Lyman who
are in attendance at that meeting
• Mayor of Mount Vernon
Mayor of Sedro-Woolley
• County Commissioner, District 1
• County Commissioner, District 2
• County Commissioner, District 3
• Two ex officio (non-voting) members:
o One law enforcement executive officer to be selected by the
Communication Advisory Board from its members
o One fire chief to be selected by the Communication Advisory
Board from its members
The Board shall appoint a Chair and Vice-Chair. The Chair and Vice-Chair shall
have such duties and responsibilities as defined in the SKAGIT 911 Bylaws. The
Board shall meet as legally required and as described in the SKAGIT 911
Bylaws.
In the event a Board member is unable to attend he/she may designate an
elected or non-elected representative in his/her absence by providing a written
designation to the Board Chair
A. EXECUTIVE COMMITTEE: The Board's chair&vice chair along with the chair
of the Communications Advisory Board shall comprise the Executive
Committee which shall have such authority as may be delegated to it by the
SKAGIT 911 Board by resolution. The Executive Committee will also perform
the annual evaluation of the Director. The Board's chair shall lead the
Executive Committee.
6. SKAGIT 911 Director: The SKAGIT 911 Director shall report to the elected
Board Chair, who shall have line authority over the Director or such other
designee as determined by the Board. The Director shall be responsible to the
Board; shall administer the programs and operations consistent with policies
adopted by the Board; shall be the Board's financial officer for SKAGIT 911, with
all disbursements to be approved by the Board, and shall be appointed on the
basis of his/her technical and administrative competence.
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7. Personnel Policies: The Board shall establish the personnel policies of SKAGIT
911. The Board, by a simple majority vote (51% or more of the Board members
in attendance at a meeting with a quorum), shall approve the selection and
appointment of the SKAGIT 911 Director and by simple majority vote shall also
have the power to terminate the Director.
8. Budget: The SKAGIT 911 Director will recommend a preliminary budget to the
Board. The Board shall approve the budget by September 30'h of each year by
a simple majority vote. Included in the budget will be the apportionment of
financial participation of those participating agencies for the following year. The
allocation of financial responsibility between Members for the SKAGIT 911
operational budget and SKAGIT 911 capital expenditures, which are used by all
Members, shall be determined by the formula in Appendix A attached hereto.
Appendix A may be modified by a supermajority vote of 60% of the Board
members in attendance at a meeting with a quorum, provided that a minimum
of 60 days notice is provided to Members prior to the effective date of any
modification of Appendix A.
The allocation of financial responsibility between Members for service specific
capital expenditures shall be funded by the Members that receive the benefit;
Contracted Agencies shall pay their proportionate share of costs as determined
by the Board.
All taxes authorized and collected in accordance with RCW 82.14B.030 and
the 1/10 of one percent sales and use tax shall be distributed to Skagit 911 to
help defray the operational costs of Skagit 911 and all other purposes as
authorized by law. If approved by the voters of the County, an additional 1/10
of one percent sales and use tax shall be distributed to Skagit 911 to help defray
the operational costs of Skagit 911 and all other purposes as authorized by law.
9. Operations Contracting: The Board may contract for the use of space for its
operations and for staff and auxiliary services including but not limited toi legal,
records, payroll, accounting, purchasing, data processing, facilities, equipment
and insurance.
10. Technical Committees and Advisory Boards: The Board may form Committees
and Advisory Boards as adopted in its Bylaws to the extent that so Committees
and Advisory Boards do not conflict with any of the requirements set forth in this
Interlocal.
11.Additional Services: The Board shall evaluate and determine the
appropriateness of the inclusion of additional communications and dispatching
services for Members and Contracted Agencies when so requested, and shall
determine whether and how such services should be provided and the
appropriate fees. Approved services shall not include those which detract from
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the effectiveness of the operations which are primarily intended for the
emergency and public safety response objectives of Skagit 911.
12.Equipment: Equipment and furnishings, as needed, and in conformance with the
approved budget, shall be acquired by, and title shall rest with Skagit 911. The
Skagit 911 Director, at the time of his/her preparation of the proposed budget
for the ensuing year, shall provide the Board with a current and complete
inventory, with valuations of equipment and furnishings owned by or assigned
to Skagit 911. The Director shall ensure this includes all emergency
communications equipment and infrastructure.
13.Withdrawal/Dissolution: Upon dissolution, the Board shall disburse all funds
held by SKAGIT 911, as well as any funds derived from the sale of any property,
to the then participating members of SKAGIT 911 in proportion to the member's
percentage of contribution during the year of dissolution. The E911 equipment
and facilities purchased through the State E911 grant would become the
property of Skagit County upon dissolution, in as much as the County is held
responsible under state law to continue to provide E911 answering services,
and the equipment and facilities purchased through the grant are subject to
recovery by the state should the county fail to do so. Any party to this Agreement
who withdraws as provided in Section 4 shall have no rights to any portion of
the SKAGIT 911 assets by virtue of participation in this Interlocal Agreement.
14.Amendment of Interlocal: This Agreement may be amended by a supermajority
vote of 60%of all the Board members in attendance at a meeting with a quorum,
provided that Appendix A may be amended as described in Section 8.
15.Operational Interconnects: Each local government shall retain the responsibility
and authority for its operational departments, and for such equipment and
services as are required at its place of operation to interconnect to the SKAGIT
911 operations. Interconnecting equipment and services may be provided for in
the SKAGIT 911 budget and operational program. This equipment and its
ownership and maintenance responsibility shall be identified in the inventory
listed in Section 12 of this Agreement.
16.Records Access: SKAGIT 911 shall bear full responsibility for ensuring that the
law enforcement data communications network and any criminal history records
information received by means of such network shall be used solely for the
purposes of the due administration of the criminal laws or for the purposes
enumerated in RCW 43.43, as now or hereafter amended. SKAGIT 911 shall
establish rules and regulations governing access to, and security for, any
criminal justice records information received by means of such network
consistent with RCW 43.43. SKAGIT 911 shall bear full responsibility and
liability for compliance for the retention and disclosure of SKAGIT 911 public
records including but not limited to compliance with the Washington State Public
Records Act Chapter 42.56 RCW.
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17.Filinc: As provided by RCW 39.34.040, this Agreement shall be filed prior to its
entry in force or otherwise made publicly available pursuant to RCW 39.34.040.
18.Validity: If any section of this Agreement is adjudicated to be invalid, such action
shall not affect the validity of any section not so adjudged.
19.Authority: This Agreement shall be executed on behalf of each party by its
authorized representative, and pursuant to appropriate legislative action of each
participating agency.
20.Insurance: SKAGIT 911, through its annual budget, shall maintain liability and
casualty insurance policies or similar coverage, as the Board shall determine
appropriate, as legally required, and consistent with the Skagit 911 Articles of
Incorporation and Bylaws.
21.Indemnification: SKAGIT 911 shall be an independent legal entity exclusively
responsible for its own debts, obligations and liabilities. All liabilities incurred by
SKAGIT 911 shall be satisfied exclusively from the assets and credits of Skagit
911. No creditor or other person shall have any recourse to the assets, credits,
or services of Members on account of any debts, obligations, liabilities, acts, or
omissions of SKAGIT 911.
22.Waiver: Nothing herein shall be deemed to waive the immunities established
pursuant to RCW 38.52.180 et seq. not to create third party right of liability.
23.Survival: The provisions of Sections 13, 21, 22, 24, and 25 shall survive the
termination or expiry of this Agreement.
24.Venue and Dispute Resolution: This Section establishes the sole and exclusive
remedy for disputes arising under this Agreement, except as otherwise set forth
herein. In the event of any dispute arising under this Agreement, the parties
shall, as a material condition precedent to any suit under this Agreement,
provide formal written notice of the dispute to the other party, and engage in
formal mediation using a mutually agreed upon mediator. If the parties are
unable to agree on a mediator within fifteen (15) days of written notice, either
party may bring suit in Snohomish County Superior Court for the sole purpose
of seeking appointment of a mediator. If the parties are unable to resolve their
differences within thirty (30) days after mediation, venue and jurisdiction for any
action arising under this Agreement shall lie in the Courts of Snohomish County,
Washington. In the event of any dispute arising under this Agreement,the Court
shall award attorney fees, costs, expert witness fees, mediation costs, and all
other costs related to the dispute to the prevailing party.
25.No Third Party Beneficiaries: This Agreement is not intended to benefit any
person, entity or municipality not a party to this Agreement, and no other person,
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entity or municipality shall be entitled to be treated as beneficiary of this
Agreement. This Agreement is not intended to nor does it create any third party
beneficiary or other rights in any third person or party, including, but limited to,
any agent, contractor, subcontractor, consultant, volunteer, or other
representative of either party. No agent, employee, contractor, subcontractor,
consultant, volunteer or other representative of the parties hereto shall be
deemed an agent, employee, contractor, subcontractor, consultant, volunteer or
other representative of any other party hereto.
26.Severability: In the event any term or condition of this Agreement or application
thereof to any person or circumstances is held invalid by a court of competent
jurisdiction, such invalidity shall not affect other terms, conditions or applications
of this Agreement which can be given effect without the invalid term, condition
or application. To this extent and end the terms and conditions of this
Agreement are declared severable.
27.Compliance with Laws: The parties to this Agreement shall comply with all
applicable federal, state and local laws, rules and regulations in carrying out the
terms and conditions of this Agreement. The parties shall obtain and comply
with any and all necessary permits, approvals, consents and notice from or to
all applicable jurisdictions prior to commencing any work or action related to this
Agreement.
28.Captions and Counterparts: The captions in this Agreement are for convenience
and reference only, and do not define, limit, or describe the scope or intent of
this Agreement. This Agreement may be executed in any number of
counterparts, and each such counterpart hereof shall be deemed to be an
original instrument, but all such counterparts together shall constitute one
Agreement.
29.Integrated Agreement: This is an integrated agreement. No party has relied on
any representation other than those expressly set forth herein in entering this
Agreement.
30.Neutral Authorship: Each of the terms and conditions of this Agreement have
been reviewed and negotiated with resort to legal counsel, and represents the
combined work product of the parties hereto, and this Agreement shall not
interpreted for or against party hereto. The parties represent that they have had
a full and fair opportunity to seek legal advice with respect to the terms of this
Agreement, and have either done so or have voluntarily chosen not to do so.
The parties represent and warrant that they and their authorized representatives
executing this Agreement have fully read this Agreement, that they understand
its meaning and effect, and that they enter into this Agreement with full
knowledge of its terms.
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31.Further Acts: The parties agree to take such further actions and to execute
documents as in their reasonable judgment may be necessary or desirable in
order to carry out the terms of, and complete the transactions contemplated by,
this Agreement.
32.Adoption & Effective Date: The effective date of this Agreement shall be upon
the ratification of this Agreement by a duly-authorized representative of each
Member ("Ratification"). However, all future amendments shall be effective as
described in Section 14. This Agreement shall be binding upon the Members
who have executed this Agreement and that upon Ratification, all prior
conflicting agreements and bylaws between the parties shall be deemed
terminated and replaced herewith. Thereafter, no city or town shall be a
member of SKAGIT 911 until its governing body shall have approved this
Agreement.
DATE: 1,w 1 S, &Oda
BOARD OF COMMISSIONERS, SKAGIT COUNTY,WASHINGTON
ATTEST:
CLERK OF THE BOARD LISA JANICKI, C MISSIONER
APPROVED AS,�TO
DEPUTY PROSECUTING ATTORNEY RON WESEN, COMMISSIONER
REVIEWED:
ABSENT
RISK MANA R PETER BROWNING, COMMISSIONER
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CITY OF ANACORTES
ATTEST:
Name & Trtic. MATT MILLER, MAYOR
APPROVED AS TO FORM ONLY
Name R Trlle DATE
CITY OF BURLINGTON
ATTEST
Naurre u 1 rttc STEVE SEXTON, MAYOR
APPROVED AS TO FORM ONLY
Name frile --- -- DATE
T OWN OF CONCRETI
A /`PEST:
Njo J rr'Ir . ±�� -t< , is 1 4 �.-v.L« Il r,iw r JASON MILL F",', MAYOR
APPROVED AS -i O FORM ONLY
DACE
t, 4�� �, `1
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DocuSign Envelope ID:7923CEAF-571C-4C2D-8718-0762FBA6AB67
CITY OF ANACORTLDS
ATTEST.
Nam( Title Steven D._...._e Hoglund city clerk/Tr ��V �mU_ IL _E:, MAYOR
APPROVED AS TO FORM ONLY:
6/6/2022
Name c .IIffi, Darcy Swetnam city Attorney
DAr�
CITY OF IW URLING`I"O
WTr ST
Idle STI VE SEXTON, MAYOR
AP1= ROVEI:) AS TO FORM ONLY
Name . ��..
__, n.,_
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E�.� a . � 4
II�i � ": I'rilr� I K� . s� �<tw� . .�.tx�� ..��.r,t`>i�oa:'C JA`�ON I�IIL..I.�mh�r MAYOR
API:'ROVI;=.C) AS TO 1=OFGM ONLY
a _.. . ...
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10
TOWN OF HAMILTON
ATTEST:
Name & Title: TRAVIS PATRICK, MAYOR
APPROVED AS TO FORM ONLY:
Name & Title: DATE
TOWN OF LA CONNER
ATTEST:
Name & Title: RAMON HAYES, MAYOR
APPROVO AS TO FORM ONLY:
'Fvame & Ti le: DATE
TOWN OF LYMAN
ATTEST:
Name & Title: EDDIE HILLS, MAYOR
APPROVED AS TO FORM ONLY:
Name & Title: DATE
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CITY OF MOUNT VERNON
ATTEST:
Name & Title: JILL BOUDREAU, MAYOR
APPROVED AS TO FORM ONLY:
Name & Title: DATE
CITY OF SEDRO-WOOLLEY
ATTEST:
Name & Title: qt JULIA NSON, MAY
APPROVED AS TO FORM ONLY:
23 z0z -z_
Name & Title: DATE
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APPENDIX "A'
FORMULA FOR ALLOCATION OF SKAGIT 911 FINANCIAL RESPONSIBILITY
Financial allocation of the SKAGIT 911 Annual Operating Budget shall be determined as
set forth below:
1. A draft/preliminary Annual Operating Budget shall be calculated no later than
August each year for presentation and recommendation in September to the
SKAGIT 911 Board.
2. External revenues will be estimated and will include sales tax, phone tax and State
E911 funding.
3. The SKAGIT 911 Board will approve a pre-determined percentage of the External
revenues to be set aside and reserved for investment in the Operational Reserve,
Equipment Reserve & Replacement and Capital Outlay funds.
4. All costs will be allocated via costing modules for Administrative, Law and
Fire/EMS costs.
a. The administrative costing module will consist of all overhead, facility
maintenance costs, administrative and supervisory staff, technological
needs and maintenance.
b. The Law costing module will consist of the wages and salaries of all Law
Dispatchers and support services.
c. The Fire/EMS costing module will consist of the wages and salaries of all
Fire Dispatchers and support services.
5. Once all costs have been allocated to the cost centers, the remaining External
revenues will be applied to the budget. The remaining costs will be allocated to
the Law and Fire/EMS Agencies using the below allocations:
a. Law Agency costs will be prorated at 50% previous full year call volume and
50% previous year commissioned officers, with each agency prorated the
appropriate percentage of the costing module and the Administrative costs,
based on a percentage of resources used
b. Fire/EMS Agency costs will be prorated at 50% previous full year call
volume and 50%previous year assessed value, with each agency allocated
the appropriate percentage of the costing module and the Administrative
costs, based on a percentage of resources used.
c. A pre-determined percentage of the Fire Agency calls will be paid directly
to Skagit 911 by the EMS office, with the balance being billed to each Fire
agency.
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