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HomeMy WebLinkAbout10/10/2018 STUDY SESSION PACKET______________________________________________________________ CITY COUNCIL 345 6th Street, Suite 100, Bremerton, WA 98337 Phone (360) 473-5280 * * * AMENDED * * * OCTOBER 10, 2018 CITY COUNCIL STUDY SESSION 5:00 PM in COUNCIL CONFERENCE ROOM 603 The Study Session is open to the public, but there will be no opportunities for input or participation; no action is anticipated during the Study Session except when deemed appropriate; and the content of these items is subject to change. If approved by Council, the items will be placed on the October 17, 2018 Council Meeting Agenda: A.NO PRESENTATION PLANNED - The following items are budgeted items or subjects have been raised by the appropriate Council Committee Members: 1.Confirm Reappointment of Victoria Hilt to the Bremerton Housing Authority (BHA) Board of Commissioners 2.Proposed Public Hearing (2 of 2) for Telecommunications Tower Option & Lease Agreement with Vertical Bridge LLC for Forest Ridge Park 3.Interagency Agreement (IAA19163) between Bremerton Municipal Court and the WA State Administrative Office of the Courts 4.Agency Based Electronic Monitoring Agreement between the City of Bremerton and the WA Association of Sheriffs and Police Chiefs (WASPC) 5.Standard Form of Agreement (AIA Document B101-2017) between the City of Bremerton and Rice Fergus Miller Architecture for Design & Engineering Services for the Interior Remodel of Fire Station No. 2 and Fire Station No. 3 6.Acceptance of Surface Transportation Program (STP) Grant; and Approval of the Local Agency Agreement with WSDOT for the 6th Street Preservation Project 7.Authorize Transfer of Funds to Close-Out Washington Avenue Connector Project 8.Amendment No. 2 to the Professional Services Agreement with LaCross & Murphy, PLLC for Public Defense Services B.BRIEFINGS AND FULL PRESENTATIONS 1.Agreement for Garbage, Recycling, and Compostable Organics Collection and Disposal between the City of Bremerton and Waste Management of Washington, Inc. C.GENERAL COUNCIL BUSINESS 1. Briefing on 2019 Garage and Lot Fee Changes – Financial Services Director DeWayne Pitts 2.Finance & Parking Committee Briefing (10/01/18 Special Meeting) – Chair Richard Huddy 3.Public Safety & Parks Committee Briefing (10/10/18 Meeting) – Vice Chair Tony Hillman 4. Other General Council Business D.EXECUTIVE SESSION 1. 20-Minutes to discuss Pending Litigation, allowed under RCW 42.30.110 (1) (i) E.ADJOURNMENT OF STUDY SESSION Americans with Disabilities Act accommodations provided upon request. Those requiring special accommodations should contact the City Clerk’s Office at (360) 473-5323 at least 24 hours prior to the meeting. AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Reappointment of Victoria Hilt to the Bremerton Housing Authority Board of Commissioners Study Session Date: October 10, 2018 COUNCIL MEETING Date: October 17, 2018 Department: Executive Presenter: Mayor Wheeler Phone: (360) 473-5266 SUMMARY: The tenant commissioner position on BHA’s board, currently held by Victoria Hilt, will expire on November 4, 2018. BHA’s bylaws specify a 2-year term for tenant commissioners, with the provision that they may serve a maximum of 2 consecutive terms. Victoria has been an outstanding commissioner and currently serves as vice-chair on the board. Mayor Wheeler is seeking confirmation that she be appointed for a 2nd (and final) 2-year term, which would run from November 5, 2018 through November 5, 2020. ATTACHMENTS: Application available in the Mayor’s office. FISCAL IMPACTS (Include Budgeted Amount): None STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to confirm the reappointment of Victoria Hilt to another term on the Bremerton Housing Authority Board of Commissioners to expire November 5, 2020. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A1 AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Public Hearing (2 of 2) on Telecommunication Tower Option and Lease Agreement with Vertical Bridge Development, LLC for Forest Ridge Park Study Session Date: Sept. 26 & Oct.10, 2018 COUNCIL MEETING Date: October 3 & 17, 2018 Department: Parks & Recreation Presenter: Jeff Elevado Phone: (360) 473-5428 SUMMARY: The City was contacted by a T-Mobile Site Acquisition representative in late 2016 relative to locating a telecommunication tower on Parks & Recreation property in Forest Ridge Park near the existing Public Works water tanks. The proposal includes construction of a 150-foot monopole and antenna array with accompanying equipment buildings. The option was later acquired by Vertical Bridge Development, LLC. The City’s Legal and Parks & Recreation Departments have been in negotiations with the contractor to finalize the Tower Option and Lease Agreement that is presented here. The proposal has been presented at several Parks & Recreation Commission public meetings. ATTACHMENTS: 1) Telecommunication Tower Option and Lease Agreement; 2) Bremerton Parks & Recreation Commission Advisory Report Updated; 3) Fifo Networks Reports (2); 4) T-Mobile Reports (2); and 5) “Acoustical Report” by SSA Acoustics FISCAL IMPACTS (Include Budgeted Amount): Base Rent Income revenue of $1,750 per month ($21,000 annually) and a $5,250 one-time payment. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☒ Public Hearing RECOMMENDED MOTION: Move to approve the Telecommunication Tower Option and Lease Agreement with Vertical Bridge Development, LLC; authorize the Mayor to finalize and execute the agreement with substantially the same terms and conditions as presented; and transfer all revenues received from the Option and Lease to a fund dedicated to parks operation, maintenance, and capital improvements, unless otherwise allocated by City Council. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A2 Updated 1 City: The City of Bremerton 345 6th Street, Suite 100 Bremerton, WA 98337 Tenant: Vertical Bridge Development, LLC 750 Park of Commerce Drive, Suite 200 Boca Raton, FL 33487 Site #: US-WA-5107 Site Name: Forest Ridge OPTION AND LEASE AGREEMENT THIS OPTION AND LEASE AGREEMENT (this “Agreement”) is made this ____ day of ____________, 2018 (the “Effective Date”), by and between the City of Bremerton, a Washington municipal corporation (which acquired the portion of the Property in the East half of the Southwest quarter of the Southeast quarter as the City of Charleston), hereinafter the “City,” whose address is 345 6th Street, Suite 100, Bremerton, WA 98337, and Vertical Bridge Development, LLC, a Delaware limited liability company, hereinafter, “Tenant,” whose address is 750 Park of Commerce Drive, Suite 200, Boca Raton, FL 33487. WHEREAS, the City owns certain real property located at 3100 1st Street, Bremerton, WA 98337 (APN: 152401-4-021-2007) in the County of Kitsap, in the state of Washington, that is commonly known as Forest Ridge Park and that is more particularly described and/or depicted in Exhibit 1 attached hereto (the “Property”); and WHEREAS, the Tenant desires to lease from City a certain portion of the Property measuring approximately 40’ x 40’ (approximately 1,600 square feet) (the “Premises”), which Premises is more particularly described and/or depicted in Exhibit 2 attached hereto, for the erection of a communications tower. NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree: 1. OPTION TO LEASE. (a) City grants to Tenant the exclusive option to lease the Premises. (b) From and after the date of this Agreement as set forth above for the time period set forth below (the “Option Period”), and at any time during the Term (defined below) with advance notice to the City, Tenant and its agents, engineers, surveyors and other representatives will have the right to enter upon the Property to inspect, examine, conduct soil borings, drainage testing, material sampling, and other geological or engineering tests or studies of the Property (collectively, the “Tests”), to apply for and obtain licenses, permits, approvals, or other relief required of or deemed necessary or appropriate at Tenant’s sole discretion for its use of the Premises and include, without limitation, applications for zoning variances, zoning ordinances, amendments, special use permits, and construction permits (collectively, the “Government Approvals”), initiate the ordering and/or scheduling of necessary utilities, and otherwise to do those things on the Property that are necessary to determine the physical condition of the Property, the environmental history of the Property, City’s title to the Property and the feasibility or suitability of the Property for 2 Tenant’s Permitted Use, all at Tenant’s expense. Tenant will not be liable to City or any third party on account of any pre-existing defect or condition on or with respect to the Property, whether or not such defect or condition is disclosed by Tenant’s inspection. Tenant shall obtain City approval prior to any physical disturbance of the Property, and such approval shall not be unreasonably withheld, delayed or conditioned. Tenant will restore the Property to its condition as it existed at the commencement of the Option Period (as defined below), reasonable wear and tear and casualty not caused by Tenant excepted. In addition, Tenant shall indemnify, defend and hold City harmless from and against any and all injury, loss, damage or claims arising directly out of Tenant’s Tests. (c) In consideration of City granting Tenant the Option Period, Tenant agrees to pay City the sum of Five Hundred Dollars ($500.00) within thirty (30) business days of the full execution of this Agreement. The Option Period will be for a term of one (1) year from the Effective Date. (d) During the Option Period, Tenant may commence the Initial Term of this Agreement by notifying City in writing. If Tenant commences the Initial Term, then City leases the Premises to the Tenant subject to the terms and conditions of this Agreement. If Tenant does not commence the lease portion of this Agreement during the Option Period, this Agreement will terminate and the parties will have no further liability to each other. 2. TERM. (a) The lease portion and Term shall commence on the first day of the month in which Tenant begins construction if such construction commences on or before the 15th day of the month, or the first day of the month after Tenant commences construction if such construction commences after the 15th day of the month (the “Commencement Date”). Unless extended or sooner terminated as herein provided, the initial term shall be for a period of five (5) years following the Commencement Date (“Initial Term”). (b) Tenant shall have the option to extend the Term of this Agreement for four (4) successive terms of five (5) years each (each a “Renewal Term”). Each Renewal Term shall commence automatically, unless Tenant delivers notice to City of its intent not to renew, such notice to be delivered not less than sixty (60) days prior to the end of the then-current Term. For purposes of this Agreement, “Term” shall mean the Initial Term and any applicable Renewal Term(s). 3. RENT. (a) Base rent. Tenant shall pay City beginning at Commencement Date a monthly rental payment of One Thousand Seven Hundred Fifty Dollars ($1,750.00) (“Rent”), at the address set forth above on or before the fifth (5th) day of each calendar month in advance, together with such month’s leasehold excise tax in accordance with Section 4 below. Rent will be prorated for any partial month. The initial Rent payment will be forwarded by Tenant to City within thirty (30) days from Commencement Date. 3 Each year after the first year of the Term of the Agreement, the Rent shall be increased by three percent (3%). Any payments received after the due date and after any applicable cure period shall include a late payment penalty of two percent (2%) of the monthly rental fee for each day or part thereof past the due date. (b) One-Time Payment. In addition to the commencement of Rent as set forth above, Tenant will pay to City a one-time payment of Five Thousand Two Hundred Fifty Dollars ($5,250.00) within sixty (60) days after the Commencement Date, which shall not be a credit toward Rent or any other fee that may be due under this Agreement. There shall be no revenue share fee. However, Tenant’s right to sublet, consistent with this Agreement, shall be contingent upon: Tenant furnishing City with a copy of each proposed sublease and City approval thereof, sublessee compliance with this Agreement’s requirements to the extent applicable, and the Tenant’s continued ownership and control over the tower facility unless otherwise agreed by the City. The City encourages co-location on existing telecommunications facilities and to that end the City agrees not to unreasonably withhold, delay nor condition approval of subleases. (c) Reservation of Space on Tower for City - Additional consideration. (i) At no rent due from City to Tenant nor any reduction in the Rent, City shall be allowed, at City’s sole expense, to attach its communication antennas to Tenant’s telecommunications tower provided City first obtains Tenant’s written consent, with such consent not to be unreasonably withheld. Pursuant to the foregoing, Tenant hereby agrees to reserve on behalf of City a ten foot (10’) vertical envelope (360 degrees) at a height of eighty feet (80’) to ninety feet (90’) with a centerline of eighty-five (85’) on Tenant’s tower at the Premises in the event Tenant builds a tower on the Premises (“City’s Tower Space”). Any equipment installed on City’s Tower Space shall not exceed seven thousand and five hundred (7,500) square inches of wind loading capacity. Tenant’s approval for said attachments shall be contingent upon determining whether Tenant’s tower is properly engineered to accommodate City’s antenna system and such transmission shall not result in any impairment or diminution in the quality of Tenant’s service. Further, said approval shall be given only after Tenant has reviewed and approved City’s engineering plans for said antenna attachments. Approval shall not be unreasonably withheld. Upon written approval by Tenant, said attachments shall be installed, at City sole expense, by qualified licensed contractors and in accordance with Tenant’s directives for the method of installment. In addition to the City being responsible for its own installation, the City shall also be responsible for its own utilities and operations and agrees that any ground space required for City’s Tower Space shall be outside the Premises. City acknowledges and agrees that Tenant reserves the right to relocate City’s antennas at any time(s) to accommodate modifications required for Tenant’s future system requirements, provided such relocation shall provide equivalent quality of service after such relocation. (ii) Any reservation of right granted to the City pursuant to this Section is solely limited to City’s use only of the ten foot (10’) vertical envelope described above and City acknowledges and agrees that the City does not have the right to lease, license, sublease, 4 sublicense, etc. such space on the tower on the Premises to any other party including, without limitation, any wireless communication entity. 4. TAXES. Tenant shall pay any personal property taxes assessed on, or any portion of such taxes attributable to, the communication facility located on the Premises. Tenant agrees to pay the leasehold excise tax on the rent payment pursuant to Chapter 82.29A RCW currently in the amount of 12.84 percent (12.84%) and as may be adjusted pursuant to Chapter 82.29A RCW. The leasehold excise tax applies to revenue sharing of sublessees’ rent payments pursuant to Section 3 of this Agreement. Tenant shall be responsible for paying business and occupation, and/or other taxes or licenses which may in the future be assessed as a direct result of the Tenant’s operations at the Premises. 5. USE AND INSPECTION. (a) The Premises are being leased for the purpose of erecting, installing, operating and maintaining one (1) radio or communications tower, transmitting and receiving equipment, antennas, dishes, mounting structures, equipment shelters and other supporting structures, and related equipment (the “Facility,” or collectively, the “Communication Facilities”) and to sublease or license space to subtenants or licensees in accordance with the terms of this Agreement. Tenant may, subject to the foregoing, make any improvement, alteration or modification to the Premises as may be necessary; however, in the event Tenant desires to increase the height of the original Tower or place any Facility on the Tower that will protrude above the height of the Tower, or to add any Facility that protrudes off the side of the Tower in excess of ten feet (10’), Tenant must first obtain City’s permission which shall not be unreasonably denied. Tenant must obtain City permission to clear the Premises of any trees, vegetation, or undergrowth which interferes with Tenant’s use of the Premises for the intended purposes; City shall not unreasonably deny such clearing. Tenant shall have the exclusive right to install and operate upon the Premises one (1) communications tower, cabinets, equipment, antennas, dishes, fencing, and other accessories related thereto, and to alter, supplement, and/or modify same, pursuant to plans submitted to and approved by City. (b) Tenant agrees to obtain an inspection of its Communication Facilities at a minimum of once every five years by a state-licensed engineer capable of certifying the structural integrity of the facilities (the “Inspection”). The Inspection must be compliant with the inspection procedures set forth in the Telecommunications Industry Association’s TIA-222 (G or current revision). Any structural problems must be brought to the attention of the City immediately. Written reports shall be generated for all such Inspections, and Tenant shall retain all reports of all structural inspections – whether required under this Agreement or not for the duration of this Agreement. Tenant shall provide a copy of any inspection report to the City upon request. 6. ACCESS AND UTILITIES. At all times during the Term, Tenant, and its agents, customers, lessees, sublessees and assigns shall have the unrestricted, exclusive right to use, and shall have free access to, the Premises seven (7) days a week, twenty-four (24) hours a day. City for itself, its successors and assigns, hereby grants and conveys unto Tenant, its customers, employees, agents, sublessees, sublicensees, successors and assigns a nonexclusive Easement(s) (defined below) for: (i) ingress and egress, (ii) construction, installation, maintenance, and 5 operation of the Communication Facilities, and (iii) the construction, installation, operation and maintenance of overhead and underground electric and other utility facilities (includ ing wires, poles, cables, conduits and appurtenant equipment), with the right to reconstruct, improve, add to, enlarge, change and remove such facilities, over, across and through the Easement for the benefit of and access to the Premises, subject to the terms and conditions herein set forth. City agrees to cooperate with Tenant’s efforts to obtain such utilities and services. If there are utilities already existing on the Premises which serve the Premises, Tenant may utilize such utilities and services to the extent possible. The rights granted to Tenant herein shall also include the right to partially assign its rights hereunder to any public or private utility company or authority to facilitate the uses contemplated herein, and all other rights and privileges reasonably necessary for Tenant’s safe and efficient use and enjoyment of the easements for the purposes described above. The Easement(s) are defined as both the access and utility easements as depicted on Exhibit 2. The Easements shall be included in any recorded Memorandum of Lease. The Easements will not be perpetual and shall expire upon the last to occur of (i) expiration or termination of this Agreement, or (ii) removal by Tenant of all its property from the Premises after expiration or early termination of this Agreement. Tenant agrees that City may, at City’s expense, relocate the access only portion of the Easement to another location on the Property, provided that (i) City provides Tenant with at least sixty (60) days prior written notice, and (ii) Tenant’s resulting access and beneficial use of the Premises is equivalent to that contemplated in this Agreement. 7. EQUIPMENT, FIXTURES AND REMOVAL. Tenant’s tower, all improvements, equipment or other property attached to or otherwise brought onto the Premises shall at all times be the personal property of Tenant and/or its subtenants and licensees. Tenant or its customers shall have the right to erect, install, maintain, and operate on the Premises such equipment, structures, fixtures, signs, and personal property in accordance with the terms of this Agreement, and such property shall not be deemed to be part of the Premises, but shall remain the property of Tenant or its customers. Within ninety (90) days after the expiration or earlier termination of this Agreement (the “Removal Period”), Tenant at its sole expense shall remove its improvements and restore the Premises to grade and to its condition prior to this Agreement and shall perform all obligations under this Agreement during the Removal Period, including without limitation, the payment of Rent at the rate in effect upon the expiration or termination of th is Agreement. City may allow Tenant, by written agreement, to abandon its property in place, but City shall not be obligated to compensate Tenant for the property or any value derived therefrom. If City does not allow abandonment and Tenant does not remove its property within the Removal Period, Tenant must reimburse City for its reasonable costs in having the property removed and the Premises restored. Tenant understands and agrees that its improvements, equipment and other property shall meet all applicable local, State and Federal code. City may require screening, fencing, and other safety and aesthetic features due to the nature of the Property. In addition, City may limit any future changes (from the original approved installation) to the height and width of the Communication Facilities and all other improvements and modifications to maintain the overall aesthetic of the original design. 6 8. ASSIGNMENTS OR TRANSFERS OF THIS AGREEMENT. City may assign this Agreement only in its entirety and only to a purchaser acquiring fee title to the entire Property, subject to Section 17. As to Tenant, this Agreement may be sold, assigned or transferred by Tenant without any approval or consent of City to Tenant’s lender, principal, affiliates, subsidiaries, subsidiaries of its principal or to any entity which acquires all of or substantially all of Tenant’s assets or ownership interests by reasons of merger, acquisition or other business reorganization (a “Pre-Approved Transaction”). As to transfers or assignments that do not constitute a Pre- Approved Transaction, Tenant shall be required to obtain City’s prior written consent, which consent shall not be unreasonably conditioned, withheld or delayed and, provided that (i) City is provided an instrument of assumption by an assignee that assumes all of the obligations of Tenant under this Agreement (ii) such assignee owns not less than one thousand (1,000) telecommunications towers, and (iii) assignee pays City any assignment or other fee required under the Bremerton Municipal Code as currently written or hereafter amended, Tenant shall be relieved of all liability hereunder. Tenant shall have the exclusive right to sublease or grant licenses without City’s consent to use the radio tower or any other tower or structure or equipment on the Premises, but no such sublease or license shall relieve or release Tenant from its obligations under this Agreement. Further, with respect to Tenant: (a) This Agreement shall not be assigned or transferred in any manner within twelve (12) months after the initial grant of this Agreement, unless otherwise provided. (b) Absent extraordinary and unforeseeable circumstances, no system or integral part of a system shall be assigned or transferred before construction of the telecommunications facility has been completed. (c) Tenant shall provide to City any reasonable information pertaining to any transfer or assignment pursuant to this Section that is requested by City. (d) Any transfer or assignment of this Agreement, system, or integral part of a system not in accordance with the foregoing shall be void and is cause for revocation of this Agreement. 9. TRANSACTIONS AFFECTING CONTROL OF THIS AGREEMENT. Any transactions which singularly or collectively result in a change of fifty percent (50%) or more of the ownership or working control of the Tenant, of the ownership or working control of the telecommunications facility, of the ownership or working control of affiliated entities having ownership or working control of the Tenant or of a telecommunications facility, or of control of the capacity or bandwidth of the Tenant’s telecommunication system, facilities or substantial parts thereof, shall be considered an assignment or transfer requiring City approval pursuant to Section 8 hereof. Transactions between affiliated entities are not exempt from City approval. The Tenant shall promptly notify the City prior to any proposed change in, or transfer of, or acquisition by any other party of control of Tenant’s company. Every change, transfer, or acquisition of control of a Tenant’s company shall cause a review of the proposed transfer. In the event that the City adopts a resolution or other appropriate order denying its consent and such change, transfer or acquisition of control has been effected, the City may cancel this Agreement. Approval shall not be required 7 for mortgaging purposes or if said transfer is from the Tenant to another person or entity controlling, controlled by, or under common control with the Tenant. 10. COVENANTS, WARRANTIES AND REPRESENTATIONS. (a) City warrants and represents that it is the owner in fee simple of the Premises, free and clear of all liens and encumbrances except as to those which may have been disclosed to Tenant, in writing prior to the execution hereof, and that it alone has full right to lease the Premises for the Term set out herein. (b) City shall not do or knowingly permit anything that will interfere with or negate any special use permit or approval pertaining to the Premises or cause any tower on the Premises to be in nonconformance with applicable local, state, or federal laws. City shall cooperate with Tenant in any effort by Tenant to obtain certificates, permits, licenses and other approvals that may be required by any governmental authorities. City agrees to execute any necessary applications, consents or other documents as may be reasonably necessary for Tenant to apply for and obtain the proper zoning approvals required to use and maintain the Premises and the tower site, provided Tenant complies with application, zoning, and all other City department requirements. (c) Tenant shall not generate, release, spill, store, deposit, or dispose of (collectively “Release”) any hazardous substances, sewage, petroleum products, hydrocarbons, radioactive substances, medicinal, bacteriological, or disease-producing substances, hazardous materials, toxic substances or any pollutants or substances defined as hazardous or toxic in applicable federal, state, and local laws and regulations (“Hazardous Substances”) in, on or about the Premises, the Property or any Easement. To the extent that Tenant must use generators , batteries or vehicles, the obligations of Tenant contained in this Section shall apply to any spill or leakage of fuel, acid, or any other chemical. Tenant shall clean up and restore all affected areas, including testing and abatement for any soil contamination, and shall obtain all applicable permits to so restore the areas, at Tenant’s sole expense and as soon as possible but not later than seven (7) days after such spill or leakage. Tenant shall indemnify, defend and hold City, its officers, employees, successors and assigns harmless from any and all debts, liens, claims, liabilities, administrative orders and notices, demands, losses, damages, cleanup costs, response costs, personal injuries, interest, fines, penalties, costs and expenses (including reasonable attorneys’ fees and consultants’ fees) and all other out-of-pocket expenses arising out of or in any way related to the Release by Tenant, or any of its agents, employees, customers, sublicensees or sublessees, or the presence of such Hazardous Substances in, on or about the Premises occurring at any time after the Commencement Date and arising out of the activities of Tenant or any of its agents, employees, customers, sublicensees or sublessees. This Section shall not limit Tenant's liability as set forth in this Agreement. The provisions of this Section shall survive termination or expiration of this Agreement. (d) Tenant shall have access to all utilities required for the operation of the Tenant’s improvements on the Premises that are existing on the Property. Tenant will pay for all water, gas, heat, light, power, telephone service, and other utilities furnished to the Premises and used by Tenant, and all other costs and expenses of every kind whatsoever in connection with the use, operation, and maintenance of the Premises by Tenant and all activities conducted thereon by Tenant. 8 (e) Tenant will maintain the Premises in good condition and state of repair. (f) There currently exist no licenses, sublicenses, or other agreements, written or oral, granting to any party or parties the right of use or occupancy of any portion of the Premises; there are no outstanding options or rights of first refusal to purchase the Premises or any portion thereof or interest therein; and there are no parties (other than City) in possession of the Premises. (g) City does not grant, lease, let or demise hereby, but expressly excepts and reserves herefrom, all rights to oil, gas and other minerals in, on or under and that might be produced or mined from the Premises. No drilling or other activity will be undertaken on or beneath the surface of the Premises or Easement to recover any oil, gas or minerals during the Term. Any future oil, gas or mineral lease covering any part of the Premises will be in all respects subordinate and inferior to the rights, privileges, powers, options, immunities, and interests granted to Tenant under the terms of this Agreement provided that such oil, gas or mineral lease(s) do not interfere with Tenant’s use of the Premises hereunder. 11. HOLD OVER TENANCY. Should Tenant or any assignee, sublessee or licensee of Tenant hold over the Premises or any part thereof after the expiration of this Agreement, such holdover shall constitute and be construed as a tenancy from month-to-month only, but otherwise upon the same terms and conditions as set forth in this Agreement. 12. GENERAL INDEMNIFICATION. (a) Tenant covenants not to bring suit against the City and hereby agrees to defend, indemnify, and hold harmless the City, its appointed and elected officers, employees, agents and volunteers from and against any and all liability, loss, costs, damage, and expense, including costs and reasonable attorney fees in defense thereof, and including claims by the Tenant’s own employees to which the Tenant might otherwise be immune under Title 51 RCW, because of actions, claims or lawsuits for damages resulting from personal or bodily injury, including death at any time resulting therefrom, sustained or alleged to have been sustained by any person or persons, and on account of damage to property, arising or alleged to have arisen directly or indirectly out of or in consequence of the performance of this Agreement, whether such injuries to persons or damage to property is due to the negligence of the Tenant, its agents, employees, representatives or assigns. This provision shall be inapplicable to the extent such damage or injury is judicially found to be caused by the sole negligence of the City. This provision waiving immunity for claims arising out of Title 51 RCW was specifically negotiated by the parties. (b) Tenant assumes the risk of damage to its facilities located in the City’s public ways, rights-of-way, easements, and property from activities conducted by the City, its officers, employees, agents, and volunteers. The Tenant releases and waives any and all claims against the City, its officers, employees, agents, and volunteers for damage to or destruction of the Tenant’s facilities except to the extent any such damage or destruction is caused by the willful and malicious action of the City, its officers, employees, agents, or volunteers. 9 (c) Tenant shall not cause mechanic’s or materialman’s liens to be placed on the Premises and Tenant agrees to indemnify, defend and hold City harmless from any such lien from a party claiming by, through or under Tenant. 13. WAIVERS. EACH PARTY HERETO WAIVES ANY AND ALL CLAIMS AGAINST THE OTHER FOR ANY LOSS, COST, DAMAGE, EXPENSE, INJURY OR OTHER LIABILITY WHICH IS IN THE NATURE OF INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUSINESS LOSS AND BUSINESS INTERRUPTION, WHICH ARE SUFFERED OR INCURRED AS THE RESULT OF, ARISE OUT OF, OR ARE IN ANY WAY CONNECTED TO THE PERFORMANCE OF THE OBLIGATIONS UNDER THIS AGREEMENT. 14. INSURANCE. The Tenant shall, as a condition of this Agreement and prior to beginning any work on the Premises, secure, maintain and provide the City proof of the following liability insurance policies insuring both the Tenant and the City, and its elected and appointed officers, officials, agents, employees, representatives, engineers, consultants, and volunteers against claims for injuries to persons or damages to property which may arise from or in connection with the exercise of the rights, privileges, and authority granted to the Tenant: (a) Comprehensive general liability insurance, written on an occurrence basis, with limits not less than: i. $2,000,000.00 for bodily injury or death to each person; ii. $4,000,000.00 for property damage resulting from any one accident; and iii. $2,000,000.00 for all other types of liability. (b) Automobile liability for owned, non-owned and hired vehicles with a limit of $2,000,000.00 for each person and $2,000,000.00 for each accident; (c) If required by the laws of the State of Washington, worker’s compensation within statutory limits and employer’s liability insurance with limits of not less than $1,000,000.00; (d) Comprehensive form premises-operations, explosions and collapse hazard, underground hazard and products completed hazard with limits of not less than $4,000,000.00; (e) Tenant’s insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability; (f) The liability insurance policies required by this Section shall be maintained by the Tenant throughout the Term, and such other period of time during which the Tenant is operating without a lease hereunder, or is engaged in the removal of its telecommunications facilities. The Tenant shall provide an insurance certificate, together with an endorsement designating the City, and its elected and appointed officers, officials, agents, employees, representatives, engineers, 10 consultants, and volunteers as additional insureds, to the City prior to the commencement of any work or installation of any facilities pursuant to said Agreement. Payment of deductibles and self- insured retentions shall be the sole responsibility of the Tenant. The Tenant’s insurance shall be primary insurance as respects the City, its officers, officials, employees, agents, consultants, and volunteers. Any insurance maintained by the City, its officers, officials, employees, consultants, agents, and volunteers shall be in excess of the Tenant’s insurance and shall not contribute with it. All insurance policies provided by Tenant shall contain a waiver of subrogation against the City for claims arising out of any operations, liabilities and obligations to which coverage applies. (g) The City shall be provided thirty (30) days advance notice of cancellation of any coverages required above. Within thirty (30) days after receipt by the City of said notice, and in no event later than fifteen (15) days prior to said cancellation or intent not to renew, the Tenant shall obtain and furnish to the City replacement insurance policies meeting the requirements of this Section. (h) Any insurance required to be provided by Tenant may be provided by a blanket insurance policy covering the Premises and other properties leased or owned by Tenant, provided that such blanket insurance policy complies with all of the other requirements of this Section. 15. REMOVAL BOND. Within thirty (30) days of the Commencement Date, Tenant shall execute a bond in the amount of Thirty Thousand Dollars ($30,000.00) to the benefit of City for use for the removal of the improvements in the event Tenant fails to comply with the removal obligations described above. 16. INTERFERENCE. The Tenant acknowledges that the City may enter into leases with other tenants on the Property for the purposes of transmitting and receiving telecommunication signals. The City, however, is not in any way responsible or liable for any interference with Tenant’s use of the Premises which may be caused by the use and operation of any other tenant’s equipment, even if caused by new technology. In the event that any other tenant’s activities interfere with the Tenant’s use of the Property, and such use or operation was not in existence on the date of execution of this Agreement, and the Tenant cannot resolve this interference with the other tenants, the City will, upon written request by Tenant, cause such interfering use to cease. Tenant understands that if its use interferes with a prior tenant, and the interference problem cannot be cured, this Agreement may be terminated by the City. The Tenant shall cooperate with all other tenants to identify the causes of and work towards the resolution of any interference problem. In addition, the Tenant agrees to eliminate any radio or television interference caused to City-owned facilities or surrounding residences at Tenant’s own expense and without installation of extra filters on City-owned equipment. Tenant further agrees to accept such interference as may be received from City-operated telecommunications or other City facilities except any City antenna sites placed upon Tenant’s facilities. 17. RIGHT OF FIRST REFUSAL. In the event that City determines to sell, transfer, license or otherwise convey any interest, whether fee simple interest, easement interest, leasehold, or otherwise, and whether direct or indirect by way of transfer of ownership interests in City if City is an entity, which interest underlies or affects any or all of the Premises (the “ROFR Property”) to any third party, during the Option Period or Term, City shall offer Tenant a right of first refusal to purchase the Premises (or such larger portion of City’s property that encompasses the Premises, if applicable) or such interest proposed to be conveyed. City shall provide a copy of any offer to 11 purchase or acquire, or any executed purchase agreement or letter of intent (“Offer”), to Tenant which copy shall include, at a minimum, the purchase or acquisition price and financing terms (“Minimum Terms”). Within thirty (30) days of receipt of such Offer, Tenant shall provide written notice to City of Tenant’s election to purchase the ROFR Property on the same Minimum Terms; provided, the closing date shall be no sooner than sixty (60) days after Tenant’s purchase election notice. In such event, City agrees to sell the ROFR Property to Tenant subject to Tenant’s payment of the purchase price and compliance with a purchase and sale agreement to be negotiated in good faith between City and Tenant. If Tenant provides written notice that it does not elect to exercise its rights of first refusal to purchase the ROFR Property, or if Tenant does not provide notice of its election within the thirty (30) day period, Tenant shall be deemed to have waived such right of first refusal only with respect to the Minimum Terms of the Offer presented (and any subsequent Offers shall again be subject to Tenant’s continuing right of first refusal hereunder), and City shall be permitted to consummate the sale of the ROFR Property with the same Minimum Terms (“Permitted Sale”). 18. SECURITY. The parties recognize and agree that Tenant shall have the right to safeguard and protect its improvements located upon or within the Premises. Consequently, Tenant may elect, at its expense, to construct enclosures and/or fences to secure its improvements, including the tower(s), shelter(s), and related improvements situated upon the Premises. Tenant may also undertake any other appropriate means to restrict access to its communications towers, shelter(s), and related improvements. All enclosures, fencing and facilities are subject to City approval and must meet City code and concealment requirements, due to the nature of the Property. Such approval shall not be unreasonably withheld. 19. FORCE MAJEURE. The time for performance by City or Tenant of any term, provision, or covenant of this Agreement shall be deemed extended by time lost due to delays resulting from acts of God, strikes, civil riots, floods, material or labor restrictions by governmental authority, and any other cause not within the control of City or Tenant, as the case may be. 20. CONDEMNATION. Notwithstanding any provision of this Agreement to the contrary, in the event of condemnation of the Premises, the City and Tenant shall be entitled to separate awards with respect to the Premises, in the amount determined by the court conducting such condemnation proceedings based upon the City’s and Tenant’s respective interests in the Premises. If a separate condemnation award is not determined by such court, City shall permit Tenant to participate in the allocation and distribution of the award. In no event shall the condemnation award to City exceed the unimproved value of the Premises, without taking into account the improvements located thereon, and in no event shall this Agreement be terminated or modified (other than an abatement of rent) due to a casualty or condemnation without the prior written consent of Lender (as hereinafter defined). 21. DEFAULT. The failure of Tenant or City to perform any of the covenants of this Agreement shall constitute a default. In addition, City may terminate this Agreement for any of the following reasons: 12 (a) Tenant’s construction or operation in the City or in the public ways of the City or upon City property without proper City authorization; (b) Tenant’s construction or operation at an unauthorized location; (c) Unauthorized substantial transfer of control of the Tenant; (d) Unauthorized assignment of this Agreement; (e) Unauthorized sale, assignment or transfer of this Agreement, assets, or a substantial interest therein; (f) a material Misrepresentation by or on behalf of the Tenant in any application or written statement upon which the City relies in making the decision to grant, review or amend this Agreement; (g) Abandonment of telecommunications facilities in the public ways or upon City property; (h) Failure to relocate or remove facilities as required in this Agreement; (i) Failure to pay taxes, compensation, fees or costs when and as due the City; (j) Insolvency or bankruptcy of Tenant; (k) Failure to construct or operate in accordance with approved permits; and (l) Violation of any material provision or term of this Agreement. The non-defaulting party shall give the other written notice of such default, and the defaulting party shall cure such default within thirty (30) days after receipt of such notice if such default is non-monetary and within ten (10) days after receipt of such notice if such default is monetary. In the event any such non-monetary default cannot reasonably be cured within such thirty (30) day period, if the defaulting party shall proceed promptly after the receipt of such notice to cure such default, and shall pursue curing such default with due diligence, the time for curing shall be extended for such period of time as may be necessary to complete such curing, however, in no event shall this extension of time be in excess of sixty (60) days, unless agreed upon in writing by the non-defaulting party. 22. REMEDIES. Should the defaulting party fail to cure a default under this Agreement, the other party shall have all remedies available either at law or in equity, including the right to terminate this Agreement. In the event City elects to terminate this Agreement due to a default by Tenant, it shall continue to honor all sublease and sublicense commitments made by Tenant through the expiration of the term of any such commitment if (a) there is no threat to the safety of persons or property in maintaining then-current installations, and (b) City receives the appropriate 13 rental payments for each sublessee and sublicensee; it being intended hereby that each such commitment shall survive the early termination of this Agreement. 23. ATTORNEY’S FEES. If there is any legal proceeding between City and Tenant arising from or based on this Agreement, the unsuccessful party to such action or proceeding shall pay to the substantially prevailing party all costs and expenses, including reasonable attorney’s fees and disbursements, incurred by such prevailing party in such action or proceeding and in any appeal in connection therewith. If the substantially prevailing party recovers a judgment in any such action, proceeding or appeal, such costs, expenses and attorney’s fees and disbursements shall be included in and as a part of such judgment. 24. ADDITIONAL TERMINATION RIGHT. If at any time during the Term, Tenant determines, in its sole and absolute discretion, with or without cause, that the Premises is no longer suitable or desirable for Tenant’s intended use and/or purposes, Tenant shall have the right to terminate this Agreement upon one hundred eighty (180) days prior written notice to City. However, no prepaid rent shall be refundable except in the event any changes occur with respect to the City’s use of the Property subsequent to the effective date of this Agreement (including but not limited to additional lessees as permitted by the City) and such changes result in the property becoming unsuitable for Tenant’s intended purpose. 25. EMERGENCY REMOVAL OR RELOCATION OF FACILITIES. The City retains the right and privilege to cut or move any telecommunications facilities located within the public ways of the City and upon City property, as the City may determine to be necessary in response to any public health or safety emergency. The City shall not be liable to Tenant, or any other party for any direct, indirect, or any other such damages suffered by any person or entity of any type as a direct or indirect result of the City’s actions under this Section. 26. RELOCATION OR REMOVAL OF FACILITIES. Within one hundred eighty (180) days following written notice from the City, Tenant shall, at its own expense, temporarily or permanently remove, relocate, change or alter the position of any reasonably removable facilities (i.e., not to include the tower or any buildings) within the public ways or upon City property whenever the City shall have reasonably determined that such removal, relocation, change or alteration is necessary for: (a) The construction, repair, maintenance or installation of any City or other public improvement in or upon City property or the public ways; and (b) The operations of the City or other governmental entity in or upon City property or the public ways. Additional time for removal or relocation may be granted at the discretion of the City which extension shall not be unreasonably withheld. If Tenant fails to remove the property upon request by the City, Tenant agrees to reimburse the City for any and all reasonable removal costs incurred by the City. 14 27. PRIOR AGREEMENTS. The parties hereby covenant, recognize and agree that the terms and provisions of this Agreement shall constitute the sole embodiment of the arrangement between the parties with regard to the Premises, and that all other written or unwritten agreements, contracts, or leases by and between the parties with regard to the Premises are hereby terminated, superseded and replaced by the terms hereof. 28. SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT. In the event the Property is encumbered by a mortgage or deed of trust or other security instrument of any kind (a “Landlord Mortgage”), City, within fifteen (15) days following Tenant’s request or immediately prior to the creation of any encumbrance created after the date this Agreement is fully executed, will obtain from the holder of each such Landlord Mortgage a fully-executed subordination, non- disturbance and attornment agreement (a “SNDA”) in recordable form, which shall be prepared or approved by Tenant. The holder of every such Landlord Mortgage shall, in the SNDA, agree that in the event of a foreclosure, or conveyance in lieu of foreclosure of City’s interest in the Premises, such Landlord Mortgage holder shall recognize and confirm the validity and existence of this Agreement and Tenant shall have the right to continue its use and occupancy of the Premises in accordance with the provisions of this Agreement, provided Tenant is not in default of this Agreement beyond applicable notice and cure periods. 29. LENDER’S RIGHTS. (a) City agrees to recognize the leases/licenses of all subtenants and sublicensees and will permit each of them to remain in occupancy of its premises notwithstanding any default hereunder by Tenant so long as (i) there is no threat to the safety of persons or property in maintaining then-current installations, and (ii) City receives the appropriate rental payments for each sublessee and sublicensee. City agrees to execute such documents as any such subtenant and/or sublicensee might reasonably require, including customary subordination, non-disturbance and attornment agreements if applicable and/or City recognition agreements, to further memorialize the foregoing, and further agrees to use reasonable efforts to also cause its lenders to similarly acknowledge, in writing, subtenant/sublicensee’s right to continue to occupy its premises as provided above. (b) City consents to the granting by Tenant of a lien and security interest in Tenant’s interest in this Agreement and all of Tenant’s personal property and fixtures attached to the real property described herein, and furthermore consents to the exercise by Tenant’s Lender of its rights of foreclosure with respect to its lien and security interest. City agrees to recognize Tenant’s Lender (as hereinafter defined) as Tenant hereunder upon any such exercise by Lender of its rights of foreclosure. Nothing contained herein shall be construed to grant a lien upon or security interest in any of City’s assets. (c) City hereby agrees to give Lender written notice of any breach or default of the terms of this Agreement, within fifteen (15) days after the occurrence thereof, at the address set forth in Section 33. City further agrees that in the event of any such breach or default under the terms of this Agreement, Lender shall have the right, to the same extent, for the same period and with the same effect, as the Tenant, plus an additional thirty (30) days after any applicable grace period to cure or correct any such default. 15 (d) City acknowledges that nothing contained herein shall be deemed or construed to obligate the Lender to take any action hereunder, or to perform or discharge any obligation, duty or liability of Tenant under this Agreement. No Lender shall become liable under the provisions of this Agreement or any lease executed pursuant to Section 30 hereof unless and until such time as it becomes, and then only for as long as it remains, the owner of the leasehold estate cre ated hereby or thereby. (e) The Tenant shall have the right from time to time to mortgage or otherwise encumber the Tenant’s interest in this Agreement; provided, however, in no event shall there be more than one such mortgage or encumbrance outstanding at any one time. If the Tenant shall so mortgage (each a “Tenant Mortgage”) the Tenant’s interest in this Agreement to one or more lenders (any such lender, and any successor, assign, designee or nominee of such lender, hereinafter a “Lender”), the Tenant shall ensure that the City is given prompt notice of such Tenant Mortgage and shall furnish the City with a complete and correct copy of such Tenant Mortgage, certified as such by the Tenant or such Lender, together with the name and address of such Lender. (f) This Agreement shall not be amended or modified in any respect which would be reasonably likely to have a material adverse effect on Lenders’ interest therein without the consent of any Lender. In the event that a Lender shall become the owner of such leasehold estate, such Lender shall not be bound by any such modification or amendment of this Agreement made subsequent to the date of the Tenant Mortgage unless Lender shall have consented to such modification or amendment at the time it was made. 30. RIGHT TO NEW LEASE. (a) In the case of termination of this Agreement for any reason, or in the event this Agreement is rejected or disaffirmed pursuant to any bankruptcy, insolvency or other law affecting creditor’s rights, the City shall give prompt notice thereof to a Lender at the address set forth in Section 33. Thereafter, City, upon written request of Lender, and within thirty (30) days after the receipt of such request, shall promptly execute and deliver a new lease of the Premises and assignment of all subleases and sublicenses to Lender or its designee or nominee, for the remainder of the Term upon all the covenants, conditions, limitations and agreements contained herein (including, without limitation, options to extend the Term) except for such provisions which must be modified to reflect such termination, rejection or disaffirmance and the passage of time, provided that such Lender (i) shall pay to the City, simultaneously with the delivery of such new lease, all unpaid rent due under this Agreement up to and including the date of the commencement of the term of such new lease and all reasonable expenses, including, without limitation, reasonable attorneys’ fees and disbursements and court costs, incurred by the City in connection with the default by the Tenant, the termination of this Agreement and the preparation of the new lease, and (ii) shall cure all defaults existing under this Agreement which are susceptible to being cured by such Lender promptly and with due diligence after the delivery of such new lease. Notwithstanding anything to the contrary contained herein, provided such Lender shall have otherwise complied with the provisions of this Section, such Lender shall have no obligation to cure any defaults which are not susceptible to being cured by such Lender (for example, the bankruptcy of the Tenant). 16 (b) For so long as Lender shall have the right to enter into a new lease with the City pursuant to this Section, the City shall not enter into a new lease of the Premises with any person or entity other than Lender, without the prior written consent of Lender, as long as the Lender acts reasonably and without undue delay. 31. ADDITIONAL PROVISIONS. (a) The parties hereto agree that (i) the Tenant is in possession of the Premises notwithstanding the fact that the Tenant has subleased, or may in the future sublease, certain of the improvements thereon to third parties and (ii) the requirements of Section 365(h) of Title II of the United States Code (the “Bankruptcy Code”) with respect to the Tenant’s possession of the leasehold under this Agreement are satisfied. Accordingly, the right of the Tenant to remain in possession of the leasehold under this Agreement shall continue notwithstanding any rejection of this Agreement in any bankruptcy proceeding involving the City, or any other actions by any party in such a proceeding. This provision, while included in this Agreement, has been separately negotiated and shall constitute a separate contract between the parties as well as a part of this Agreement. The provisions of this Section 31(a) are for the benefit of the Tenant and its assigns, including, without limitation, Lender. The parties hereto also agree that Lender is a party in interest and shall have the right to appear as a party in any proceeding brought under any bankruptcy law or under any other law which may affect this Agreement. (b) The provisions of Sections 29 and 30 hereof shall survive the termination, rejection or disaffirmance of this Agreement and shall continue in full force and effect thereafter to the same extent as if Sections 29 and 30 hereof were a separate and independent contract made by the City, the Tenant and Lender and, from the effective date of such termination, rejection or disaffirmance of this Agreement to the date of execution and delivery of such new lease, Lender may use and enjoy the leasehold estate created by this Agreement without hindrance by the City. The aforesaid agreement of the City to enter into a new lease with Lender shall be deemed a separate agreement between the City and such Lender, separate and apart from this Agreement as well as a part of this Agreement, and shall be unaffected by the rejection of this Agreement in any bankruptcy proceeding by any party. (c) City shall have no right and expressly waives any right arising under applicable law, in and to that portion of the rentals payable to the Tenant under any lease of the improvements on the land demised hereunder, if any, which rentals may be assigned by the Tenant to Lender. (d) If a Tenant Mortgage is in effect, (i) this Agreement shall not be modified or amended by the parties hereto in any respect which would be reasonably likely to have a material adverse effect on Lenders’ interest herein, or terminated or surrendered by the Tenant, nor shall the City accept any such termination or surrender of this Agreement by the Tenant, without the prior written consent of Lender and (ii) the City shall not have the right to terminate this Agreement in the event of a casualty or condemnation without the prior written consent of Lender. (e) The provisions of Sections 29 and 30 hereof are for the benefit of Lender and may be relied upon and shall be enforceable by Lender as if Lender were a party to this Agreement. 17 (f) The City shall, within ten (10) days of the request of the Tenant or any Lender or prospective Lender, provide an estoppel certificate as to any matters reasonably requested by the Tenant or Lender. (g) The right to extend or renew this Agreement and any right of first refusal to purchase the Premises may be exercisable by the holder of a Tenant Mortgage and, before the expiration of any periods to exercise such a right, the City must provide to Lender at least thirty (30) days prior written notice before the expiration of the right to so extend or renew in order to extinguish Lender’s right to so extend, renew or purchase. (h) Under no circumstances shall the fee estate of the City and the leasehold estate created hereby merge, even though owned by the same party, without the written consent of the holder of a Tenant Mortgage. 32. QUIET ENJOYMENT. So long as Tenant is not in default under this Agreement beyond the applicable notice and cure period, City covenants and agrees that Tenant shall peaceably and quietly hold and enjoy the Premises throughout the Term, without any hindrance, molestation or ejection by City, its successors or assigns or by those claiming by, through or under them. 33. NOTICES. All notices, requests, claims, demands, and other communications hereunder shall be in writing and may be hand delivered (provided the deliverer provides proof of delivery) or sent by nationally-established overnight courier that provides proof of delivery, or certified or registered mail (postage prepaid, return receipt requested). Notice shall be deemed received on the date of delivery as demonstrated by the receipt of delivery. Notices shall be delivered to a parties at the address below, or to such other address that a party below may provide from time to time: If to City: City of Bremerton City Clerk 345 6th Street, Suite 100 Bremerton, WA 98337 If to Tenant: Vertical Bridge Development, LLC 750 Park of Commerce Drive Suite 200 Boca Raton, FL 33487 Attn: General Counsel If to Lender: Toronto Dominion (Texas) LLC 31 West 52nd Street New York, NY 10019 Attn: Admin Agent Fax No. 416-982-5535 34. MISCELLANEOUS. (a) Each party hereto warrants and represents that it has the necessary power and authority to enter into and perform its respective obligations under this Agreement. (b) If any term of this Agreement is found to be void or invalid, such invalidity shall not affect the remaining terms of this Agreement, which shall continue in full force and effect. (c) All attached exhibits are hereby incorporated by this reference as if fully s et forth herein. 18 (d) Failure of party to insist on strict performance of any of the conditions or provisions of this Agreement, or failure to exercise any of a party’s rights hereunder, shall not waive such rights. (e) This Agreement shall be governed by and construed in accordance with the laws of the state in which the leased Premises are located. Venue shall be in the Kitsap County Superior Court in the State of Washington. (f) This Agreement constitutes the entire Agreement and understanding of the parties and supersedes all offers, negotiations and other lease agreements with regard to the leased Premises. There are no representations or understandings of any kind not set forth herein. Any amendment to this Agreement must be in writing and executed by both parties. (g) This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns. (h) A short-form Memorandum of Option to Lease (and a short-form Memorandum of Lease in the event Tenant exercises its option to lease the Premises) may be recorded at City or Tenant’s option in the form as depicted in Exhibit 3 and Exhibit 4 attached hereto. [SIGNATURES BEGIN ON NEXT PAGE] 19 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date last signed by a party hereto. CITY: City of Bremerton A Municipal Corporation By:__________________________________ Greg Wheeler, Mayor Date:_________________________________ Approved as to Form: ___________________________________ City Attorney Attest: ___________________________________ City Clerk WITNESSES: ___________________________________ Name:______________________________ ___________________________________ Name:______________________________ TENANT: Vertical Bridge Development, LLC a Delaware limited liability company By:__________________________________ Name:________________________________ Title:_________________________________ Date:_________________________________ 20 EXHIBIT 1 Legal Description of the Property (Parent Parcel) 21 Tax Parcel No. 152401-4-021-2007 22 EXHIBIT 2 Premises (Site Sketch to be Replaced with a Final Survey) 23 EXHIBIT 3 Memorandum of Option to Lease (Attached) 24 ______________________________________________________________________________ (Above 3” Space for Recorder’s Use Only) Upon Recording Return to: Vertical Bridge Development, LLC 750 Park of Commerce Drive, Suite 200 Boca Raton, FL 33487 Attn: Daniel Marinberg Site Name: US-WA-5107 Site Number: Forest Ridge MEMORANDUM OF OPTION TO LEASE This Memorandum of Option to Lease (“Memorandum”) evidences an Option and Lease Agreement (the “Lease”) between by and between the City of Bremerton, a Washington municipal corporation (which acquired the portion of the Property in the East half of the Southwest quarter of the Southeast quarter as the City of Charleston), hereinafter the “City,” whose address is 345 6th Street, Suite 100, Bremerton, WA 98337, and Vertical Bridge Development, LLC, a Delaware limited liability company, hereinafter, “Tenant,” whose address is 750 Park of Commerce Drive, Suite 200, Boca Raton, FL 33487, dated _________________, 2018 (the “Effective Date”), for a portion (the “Premises”) of the real property (the “Property”) described in Exhibit A attached hereto. Pursuant to the Lease, City has granted Tenant an exclusive option to lease the Premises (the “Option”). The Option commenced as of the Effective Date and shall continue in effect for a period of one (1) year from the Effective Date. City ratifies, restates and confirms the Lease and, upon exercise of the Option, shall lease to Tenant the Premises, subject to the terms and conditions of the Lease. The Lease provides for the lease by the City to Tenant of the Premises for an initial term of five (5) years with four (4) renewal option(s) of an additional five (5) years each, and further provides: 1. The Lease may be assigned by City only in its entirety and only to a purchaser of the fee interest of the Property; and may be assigned by Tenant only in accordance with the terms of the Lease; 25 2. Under certain circumstances, Tenant has a right of first refusal to acquire the Premises from City; 3. This Memorandum is not intended to amend or modify, and shall not be deemed or construed as amending or modifying, any of the terms, conditions or provisions of the Lease. In the event of a conflict between the provisions of this Memorandum and the provisions of the Lease, the provisions of the Lease shall control. The Lease shall be binding upon and inure to the benefit of the City and Tenant and shall inure to the benefit of their respective heirs, successors, and assigns, subject to the provisions of the Lease. [THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK, SIGNATURES BEGIN ON NEXT PAGE] 26 IN WITNESS WHEREOF, the parties hereto have executed this MEMORANDUM OF OPTION TO LEASE as of the date last signed by a party hereto. CITY: City of Bremerton a municipal corporation By:__________________________________ Name:________________________________ Title:_________________________________ Date:_________________________________ Approved as to Form: ___________________________________ Name:______________________________ Attest: ___________________________________ Name:______________________________ STATE OF ______________________ COUNTY OF ____________________ On this day of , 20 , before me, the undersigned, a Notary Public in and for the State of , duly commissioned and sworn, personally appeared , to me known to be the of , the corporation that executed the foregoing instrument and acknowledged the said instrument to be the free and voluntary act of and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that is authorized to execute the said instrument and that the seal affixed is the corporate seal of said corporation. Witness my hand and seal the day and year first above written. Notary Public residing at 27 Printed Name: My Commission Expires: 28 [Tenant’s Signature Page to Memorandum of Option to Lease] STATE OF ______________________ COUNTY OF ____________________ On this day of , 20 , before me, the undersigned, a Notary Public in and for the State of , duly commissioned and sworn, personally appeared , to me known to be the of Vertical Bridge Development, LLC, the limited liability company that executed the foregoing instrument and acknowledged the said instrument to be the free and voluntary act of and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that is authorized to execute the said instrument. Witness my hand and seal the day and year first above written. Notary Public residing at Printed Name: My Commission Expires: WITNESSES: _________________________________ Name:____________________________ _________________________________ Name:____________________________ TENANT: Vertical Bridge Development, LLC a Delaware limited liability company By:__________________________________ Name:________________________________ Title:_________________________________ Date:_________________________________ 29 EXHIBIT A (TO MEMORANDUM OF OPTION TO LEASE) The Property 30 Tax Parcel No. 152401-4-021-2007 31 EXHIBIT 4 Memorandum of Lease (Attached) 32 ______________________________________________________________________________ (Above 3” Space for Recorder’s Use Only) Upon Recording Return to: Vertical Bridge Development, LLC 750 Park of Commerce Drive, Suite 200 Boca Raton, FL 33487 Attn: Daniel Marinberg Site Name: US-WA-5107 Site Number: Forest Ridge MEMORANDUM OF LEASE This Memorandum of Lease (“Memorandum”) evidences a Lease Agreement (the “Lease”) between the City of Bremerton, a Washington municipal corporation (which acquired the portion of the Property in the East half of the Southwest quarter of the Southeast quarter as the City of Charleston), hereinafter the “City,” whose address is 345 6th Street, Suite 100, Bremerton, WA 98337, and Vertical Bridge Development, LLC, a Delaware limited liability company, hereinafter, “Tenant,” whose address is 750 Park of Commerce Drive, Suite 200, Boca Raton, FL 33487, dated _________________, 2018 (the “Effective Date”), for a portion (the “Premises”) of the real property (the “Property”) described in Exhibit A attached hereto. City hereby ratifies, restates and confirms the Lease and leases to Tenant the Premises, subject to the terms and conditions of the Lease. The Commencement Date of the Lease is ____________________. The Lease provides for the lease by the City to Tenant of the Premises for an initial term of five (5) years with four (4) renewal option(s) of an additional five (5) years each, and further provides: 1. As to Tenant’s interest in the Lease and all Tenant’s assets and personal property on the Premises, City will attorn to any mortgagee of Tenant and will subordinate any City’s lien to the liens of Tenant’s mortgagees; 2. Tenant (and persons deriving rights by, through, or under Tenant) are the sole parties to market, use, or sublease any portion of the Premises for wireless communications or 33 broadcast facilities during the term of the Lease (such restriction shall run with the land for the duration of the Lease and be binding on the successors and assigns of City); 3. The Premises may be used exclusively by Tenant for all legal purposes related to its installation and maintenance of communications facilities, including without limitation, erecting, installing, operating and maintaining radio and communications towers, and equipment; 4. Tenant is entitled to sublease and/or sublicense the Premises, including any communications tower located thereon; 5. Under certain circumstances, Tenant has a right of first refusal to acquire the Premises from City; 6. The Lease may be assigned by the City only in its entirety and only to a purchaser of the fee interest of the Property; and by the Tenant only in accordance with the terms of the Lease; and 7. This Memorandum is not intended to amend or modify, and shall not be deemed or construed as amending or modifying, any of the terms, conditions or provisions of the Lease. In the event of a conflict between the provisions of this Memorandum and the provisions of the Lease, the provisions of the Lease shall control. The Lease shall be binding upon and inure to the benefit of the City and Tenant and shall inure to the benefit of their respective heirs, successors, and assigns, subject to the provisions of the Lease. [THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK, SIGNATURES BEGIN ON NEXT PAGE] 34 IN WITNESS WHEREOF, the parties hereto have executed this MEMORANDUM OF LEASE as of the date last signed by a party hereto. CITY: City of Bremerton a municipal corporation By:__________________________________ Name:________________________________ Title:_________________________________ Date:_________________________________ Approved as to Form: ___________________________________ Name:______________________________ Attest: ___________________________________ Name:______________________________ STATE OF ______________________ COUNTY OF ____________________ On this day of , 20 , before me, the undersigned, a Notary Public in and for the State of , duly commissioned and sworn, personally appeared , to me known to be the of , the corporation that executed the foregoing instrument and acknowledged the said instrument to be the free and voluntary act of and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that is authorized to execute the said instrument and that the seal affixed is the corporate seal of said corporation. Witness my hand and seal the day and year first above written. Notary Public residing at 35 Printed Name: My Commission Expires: 36 [Tenant’s Signature Page to Memorandum of Lease] STATE OF ______________________ COUNTY OF ____________________ On this day of , 20 , before me, the undersigned, a Notary Public in and for the State of , duly commissioned and sworn, personally appeared , to me known to be the of Vertical Bridge Development, LLC, the limited liability company that executed the foregoing instrument and acknowledged the said instrument to be the free and voluntary act of and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that is authorized to execute the said instrument. Witness my hand and seal the day and year first above written. Notary Public residing at Printed Name: My Commission Expires: WITNESSES: _________________________________ Name:____________________________ _________________________________ Name:____________________________ TENANT: Vertical Bridge Development, LLC a Delaware limited liability company By:__________________________________ Name:________________________________ Title:_________________________________ Date:_________________________________ 37 EXHIBIT A (TO MEMORANDUM OF LEASE) The Property 38 Tax Parcel No. 152401-4-021-2007 Said interest being over land more particularly described by the following description: Insert metes and bounds description of area Page 1 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com Comparing Wireless Telecommunications Antenna Heights Case Study: T-Mobile and Forest Ridge Background On April 4 of 2016, T-Mobile contacted the City of Bremerton about leasing space for a cell site at an existing tower, commonly referred to as the KBRO tower, on City property in Forest Ridge Park. On April 7, 2016, I sent the T-Mobile representative some requested information about how commercial electrical power reaches the KBRO tower, from a utility pole near the intersection of South Hartford Avenue and 1st Street. This utility pole is just south of Forest Ridge Park. There is some confusion over whether or not this intersection was ever considered by T-Mobile as a possible cell site. At least one City representative thought it was under evaluation. To my knowledge, it was never considered, but I have included it in this report for the sake of completeness, and in case it was a potential site. In the following days, T-Mobile concluded that the KBRO tower is unsuitable for their purposes. At that time, they began searching for an alternate location that would serve the same populace. On May 9 of 2016, a T-Mobile representative contacted me about modifying one of their existing installations, located at 3101 6th Street, which is just north of the park. They were interested in replacing the existing City pole (which they said was 80 feet) with a taller pole (150 feet) and replacing their old equipment with newer equipment at the higher elevation. Later, in October of 2016, T-Mobile contacted the City about constructing a new site adjacent to the City’s reservoir at Forest Ridge Park. This proposal included the construction of a new 150 foot monopole. To summarize, I have mentioned four possible sites: 1. The existing KBRO tower, which was rejected. 2. A utility pole at the intersection of S. Hartford Ave. and 1st Street. 3. A utility pole at 3101 6th Street (current site, 80 feet, considering 150 feet). 4. A 150 foot monopole adjacent to the Forest Ridge Reservoir (possible new site). Sites 2, 3, and 4 are the subject of this report. For their locations, refer to Figure 1 below. For reference, the KBRO tower location is also marked. Page 2 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com Figure 1: Possible T-Mobile sites for improved coverage The middle of Forest Ridge Park is at a higher elevation than either 1st Street or 6th Street. A telecommunications site at 1st Street is blocked from providing coverage north of the park, and a telecommunications site at 6th Street has its signal blocked to the south. Page 3 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com T-Mobile Antenna Simulations As part of the request for constructing a 150 foot monopole at the reservoir, T-Mobile provided some antenna simulation pictures. These pictures were taken at street level, and geometric calculations were performed so that a photograph of a monopole could be inserted into the picture and appear approximately to scale. See Figure 2 and Figure 3 below. Figure 2: From Summit Ave. N., looking Northwest Page 4 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com T-Mobile Antenna Simulations, continued Figure 3: from Marion Ave. N., looking East Page 5 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com An Inquiry Made As part of the City’s consideration of T-Mobile’s request, the following questions were asked: 1. Does the tower have to be visible above the tree line? 2. Is it necessary to have the tower at 150 feet instead of 80 feet? The rest of this report is the answer to those, and similar, questions. The Quick Answer To begin, here's the short, fast answer: if I was the RF engineer, and I was told I had to keep the antennas below the tree line at Forest Ridge, I'd say, "Never mind. They won't let us build a usable site, so we need to look elsewhere." Below the tree line at that location would be totally useless. Now, for the explanation. In More Detail Those who are familiar with the controversies surrounding wireless communications installations may have heard that sometimes wireless signals without direct line of site (LOS) can be practical. In some cases, that can be true. However, this isn't one of those cases. The site will need to support 1.9 gigahertz (GHz) frequencies, and almost certainly higher frequencies (2.5 GHz is being built out in many places now). These frequency bands (both 1.9 GHz and 2.5 GHz) don't perform well at all in a coniferous screen. Additionally, the RF engineer, if he or she knows what they're doing, will plan for at least ten years of tree growth and make the tower or monopole tall enough to compensate. It is further necessary to consider that the site is at a higher elevation than the area that T-Mobile is trying to cover. The usable signal will be aimed at a downward angle, which means it will have to go through more of the trees to get to the populated area. The antennas need to be high enough so that the downward angle is clear of lower trees slightly farther away. Economic Motivation Something to keep in mind is that the taller the tower, the more it costs the carrier to build and maintain it. The carrier will use several factors in making the height decision, but the end result is that they'll select the shortest tower that will reliably do the job, because they don't want to spend the money to build more tower than they need. Comparison To Existing Installation Now, about the current site with its 80 foot pole: the reason it could be only 80 feet tall is because it was in the right-of-way. It has the twin advantages of being closer to the desired population, and less obstructed. Page 6 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com Note that the existing site, to remain useful into the future, can’t remain at the same height. T-Mobile requested increasing the height of the pole at this site to 150 feet. The height increase would be necessary to (1) add new equipment while continuing to operate the older equipment that serves customers with older phones, (2) improve coverage in difficult to reach areas around the hill, and (3) add radios (transceivers) to support more customers as populations grow. “Math and physics. It's all math and physics.” In this section, we’ll examine some of the statements made earlier in more detail. The purpose is to explain (1) why a line of site (LOS) radio path is sometimes necessary, and sometimes not, and (2) why a given height is chosen for a given tower. INTRODUCTION 1. Radio waves and light waves are both electromagnetic energy. a. The only difference between a radio signal (such as a cellular signal) and light is the frequency of oscillation. Radio Frequency (RF) energy is at a lower frequency than light. It can’t be detected by the human eye because of its lower frequency, but a radio wave behaves the same way a light wave does. 2. Electromagnetic energy - radio waves and light - behaves in one of three ways when it encounters a solid object. a. It may penetrate the object (coming out the other side), b. It may be absorbed by the object (goes in, but doesn’t come out), or c. It may be reflected by the object (like light off a mirror). Let me add one clarification to item 2 above: electromagnetic energy behaves in all three ways for every object: there will be some percentage of reflection, absorption, and penetration, and the percentages will total up to 100 percent. Using light as our electromagnetic energy, here are some examples: 1. CLEAR GLASS. Almost all light passes through an ordinary, clear glass window. Most of the light penetrates. There is also a small amount of light absorbed by the glass, where it is re-radiated as heat. That small percentage of the light is absorbed by the window. When you see glare off a window, that is reflection. A small percentage of reflection always happens, but you may or may not be standing at an angle that allows you to observe it. 2. TINTED WINDOWS. A car with tinted windows allows a smaller percentage of penetration, and has higher percentages of both absorption and reflection. 3. SILVER MIRRORED SUNGLASSES. These sunglasses have a very high percentage of reflection, some absorption, and the penetration number is often a smaller number than for tinted windows. Page 7 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com For any given material, the percentages of penetration, reflection, and absorption vary by frequency. Here are some examples of how different frequency bands are received inside a wooden house. 1. At 27 MHz (CB radio), a wooden house is like clear glass to a light wave. 2. At 450 MHz (older police radios), a wooden house is like tinted windows. 3. At 850 MHz (some cellular systems and modern police radios), a wooden house is like very dark sunglasses. Most of the radio waves go into a building through the actual clear glass windows, and then are reflected off of the interior walls to move around inside. The wood exhibits a lot of both absorption and reflection. 4. At 1,900 MHz (T-Mobile’s first cell phones), a wooden house is like silver mirrored sunglasses. Compared to 850 MHz, the percentage of reflection goes up, and the percentage of absorption goes down. Again, most of the signal enters the building through the clear glass windows. 5. At 2,500 MHz (the newest wireless phones), the radio waves behave pretty much the same as light reflecting off a mirror. The only useful signal enters through the windows and then reflects off of the interior walls to travel through the building. SUMMARY Now, with all of this background information, we’re ready to discuss the difference between putting the antennas at 80 feet at an intersection, and putting them below the tree line by the Forest Ridge reservoir. 1. At a height of 80 feet at an intersection of two streets, a. The antennas are higher than most houses, and b. The electromagnetic waves can reflect off of houses - and trees - to travel down the street and even around corners and down side streets. c. The trees are reflectors and the roads are corridors for the radio waves. 2. Below the tree line, completely encircled by trees at the reservoir, the radio waves are reflected multiple times until they are simply absorbed by the trees. The only radio waves that escape are the ones that are reflected up into the sky, in a conical pattern. 3. If the antennas are mounted above the tree line at the reservoir, then the electromagnetic waves can make the journey to the surrounding streets and neighborhoods. Also note that the coverage areas of the three locations will be vastly different. Page 8 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com 1. At the intersection of S. Hartford Ave. and 1st Street, with the antennas at 80 feet, the signal is entirely blocked to the north. Specifically, there will be no signal on the far side of Forest Ridge Park. 2. At 3101 6th Street, the signal is blocked to the south of Forest Ridge Park. 3. On the other hand, if the antennas are mounted on a monopole at the reservoir (high enough to clear the trees), the coverage area is much larger, and fewer towers may be needed to accommodate future growth in the numbers of cellular subscribers. The remainder of this report shows calculated coverages from each of the three locations. Coverage maps are made by using propagation analysis software designed for this purpose. Propagation analysis software is a generic engineering tool, and can be used for any frequency operated by any radio licensee. For example, the same propagation analysis software can be used to determine the coverage for a police or ambulance radio system, a commercial broadcast AM or FM station, a cellular carrier, or any other wireless service. Note, however, that the coverage pattern will be different for each frequency. For each of the three locations, there are two propagation analyses shown: one assuming a 150 foot tower, and one assuming an 80 foot tower. This combination of six propagation analyses allows us to compare one site with another, and also to compare the effects of two different tower or pole heights at the same site. Page 9: 3101 6th Street, 150 foot pole, with satellite map for comparison Page 10: S. Hartford and 1st Street, 150 foot pole, with satellite map for comparison Page 11: Water Tower, 150 foot pole, with satellite map for comparison Page 12: 3101 6th Street, 80 foot pole, with satellite map for comparison Page 13: S. Hartford and 1st Street, 80 foot pole, with satellite map for comparison Page 14: Water Tower, 80 foot pole, with satellite map for comparison Page 15: Comparing 150 and 80 foot poles: 3101 6th Street Page 16: Comparing 150 and 80 foot poles: S. Hartford and 1st Street Page 17: Comparing 150 and 80 foot poles: Water Tower Satellite Map – Centered on Forest Ridge Park 3101 6th Street, 150 foot pole Page 9 Satellite Map – Centered on Forest Ridge Park S. Hartford and 1st Street, 150 foot pole Page 10 Satellite Map – Centered on Forest Ridge Park Water Tower, 150 foot pole Page 11 Satellite Map – Centered on Forest Ridge Park 3101 6th Street, 80 foot pole Page 12 Satellite Map – Centered on Forest Ridge Park S. Hartford and 1st Street, 80 foot pole Page 13 Satellite Map – Centered on Forest Ridge Park Water Tower, 80 foot pole Page 14 Comparing 150 and 80 foot poles: 3101 6th Street 150 foot pole 80 foot pole Page 15 Comparing 150 and 80 foot poles: S. Hartford and 1st Street 150 foot pole 80 foot pole Page 16 Comparing 150 and 80 foot poles: Water Tower 150 foot pole 80 foot pole Page 17 Page 18 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com Conclusion Comparing the six scenarios, we see that: 1. For all locations, the coverage is improved if the antennas are at 150 feet compared to 80 feet. 2. The proposed location at the highest elevation (the water tower) provides the best coverage if the antennas are at 150 feet. 3. However, the water tower location provides the worst coverage if the antennas are below the tree line. Final Remarks While this report is a specific analysis of possible locations for a T-Mobile site, it contains many explanations and descriptions that are true of all wireless telecommunications installations. This report is a useful reference in considering other potential installations by other carriers. Report prepared by: Bob Young December 1, 2016 Page 19 FIFO Networks 227 Bellevue Way NE # 239 Bellevue, WA 98004 Phone 425-462-4034 http://www.fifonetworks.com About Bob Young OVERVIEW Bob Young is the Founder and CEO of Peripheral Vision Communications Inc., dba FIFO Networks. He is also a Professor of Wired and Wireless Technology at Bellevue College, where he provides training to Information Technology professionals and Telecommunications professionals. Courses he has developed and which are currently available include Ethical Hacking and Cyber Security, and two courses in the Cyber Security Essentials series: (1) Data Management and (2) Hiring Security Professionals. For the last several years he has been flying throughout the U.S. to deliver technical training to the technicians and engineers at public utilities and wireless carriers. UTILITY COMPANIES Mr. Young has provided training and consulting to regional utilities in network design, security, and maintenance for secure data systems, Voice over IP (VoIP) phone systems, and secure Wi-Fi network access. WIRELESS COMPANIES He has trained the system engineers at wireless telecommunications carriers in complex subjects such as data traffic management, calculations, and projections. He also teaches the technical staff the skills needed to operate test equipment to test and maintain the systems. CLIENTS He has provided specialized technical instruction to Verizon Wireless, AT&T Wireless, Sprint, T-Mobile, Ericsson, CenturyLink, Microsoft, Comcast, Bombardier, Boeing, Georgia Power, Alabama Power, Memphis Light Gas & Water, Southern California Edison, CenterPoint Energy, San Diego Gas & Electric, USMC, and many others. EARLIER At the beginning of his career, Mr. Young received a Secret clearance from the US Navy for his work with wireless communications electronics. Before starting his own company, he was the Director of National System Development at Western Wireless (Cellular One). AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Interagency Agreement (IAA19163) between Bremerton Municipal Court and the WA State Administrative Office of the Courts Study Session Date: October 10, 2018 COUNCIL MEETING Date: October 17, 2018 Department: Municipal Court Presenter: Dawn Williams Phone: (360) 473-5242 SUMMARY: The Bremerton Municipal Court has been the recipient of an Interpreter Grant from the State of Washington, Administrative Office of the Courts for many years. This agreement is renewed on a yearly basis. This document is titled an Interagency Agreement but it more correctly a grant acceptance form. The terms of this Agreement are from July 2018 through June 2019 for partial reimbursement of interpreter services up to a maximum of $2,857.00. ATTACHMENTS: Interagency Agreement IAA19163 between State of Washington, Administrative Office of the Courts and Bremerton Municipal Court FISCAL IMPACTS (Include Budgeted Amount): Receipt of up to $2,857.00 to recoup partial costs of interpreter expenses. No matching funds are required. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve the Interagency Agreement IAA19163 between the State of Washington, Administrative Office of the Courts and Bremerton Municipal Court; and authorize the Court Administrator to finalize and execute the agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/18 A3 IAA19163 Page 1 of 6 INTERAGENCY AGREEMENT IAA19163 BETWEEN WASHINGTON STATE ADMINISTRATIVE OFFICE OF THE COURTS AND BREMERTON MUNICIPAL COURT THIS AGREEMENT (Agreement) is entered into by and between the Administrative Office of the Courts (AOC) and Bremerton Municipal Court (Court), for the purpose of distributing funds for court interpreter services expenses to the Bremerton Municipal Court (Court). 1. DEFINITIONS For purposes of this contract, the following definitions shall apply: a. “Certified Interpreter” means an interpreter who is certified by the Administrative Office of the Courts, as defined in RCW 2.43.020 (4) or an interpreter certified by the Office of the Deaf and Hard of Hearing (“ODHH”) pursuant to WAC 388-818-500, et. seq. The names and contact information of AOC-certified interpreters are found, and incorporated herein by reference, at http://www.courts.wa.gov/programs_orgs/pos_interpret/. The names and contact information of ODHH-certified interpreters are found, and incorporated herein by reference, at either of these two web links: https://www.dshs.wa.gov/altsa/odhh/certified-court-interpreters b. “Registered Interpreter” means an interpreter who is registered by the Administrative Office of the Courts, as defined in RCW 2.43.020 (6). The names and contact information of registered interpreters are found, and incorporated herein by reference, at http://www.courts.wa.gov/programs_orgs/pos_interpret/. c. “Qualified Interpreter” means a spoken language interpreter as defined in RCW 2.43.020 (2), or sign language interpreter as defined in RCW 2.42.110 (2). d. “Qualifying Event” means a proceeding or event for which an interpreter is appointed by an appointing officer pursuant to RCW 2.42 and/or RCW 2.43. 2. PURPOSE The purpose of this Agreement is to engage the services of the Court to improve the quality and availability of court interpreter services for Limited English Proficient (“LEP”), deaf, and hard of hearing persons in accordance with chapters 2.42 and 2.43 RCW. a. These funds are intended to address the Court’s following needs:  Financial need – i.e., the gap between the Court’s available financial resources and the costs to meet its need for certified, registered, and qualified interpreters; and  Interpreter need – i.e., the gap between the level of the LEP, deaf, and hard of hearing public’s need for language access to the Court’s (i.e., the level of interpreter need) and the available interpreter pool (in particular, certified, registered, and qualified interpreters in the Court’s most frequently needed languages). IAA19163 Page 2 of 6 3. DESCRIPTION OF SERVICES TO BE PROVIDED a. The Court agrees to actively participate in the vision and structure for state funding of interpreter services, and to track and provide interpreter cost and usage data needed to demonstrate the impact of the funding. In particular, the Court agrees to submit electronically with each request for reimbursement, completed Interpreter Services Funding Data (“ISF Data”) reflecting interpreter services and costs. The Court will submit ISF Data representing both Qualifying and non-qualifying Events b. Electronic data shall be submitted quarterly following the schedule as outlined in Section 5c below and using the online application and instructions found, and incorporated herein by reference, at: http://inside.courts.wa.gov/index.cfm?fa=controller.showPage&folder=courtInterpreter &file=interpreterStateFunding. c. The Court will ensure that the interpreter funding is used for reimbursement of costs paid to certified, registered, and qualified interpreters for Qualifying Events pursuant to Exhibit A, which is incorporated herein by reference. d. The Court agrees to partner closely with the AOC Interpreter Program, the Interpreter Commission, and neighboring courts to identify and implement innovations and best and promising practices for providing interpreter services (e.g., innovations in scheduling of interpreters, sharing of translated resources, training of staff and judges), with a view to improving interpreter services and the service infrastructure statewide. e. The Court may elect to pay for interpreter services that are not in accordance with the provisions of Exhibit A as set forth; however, such payments will not be reimbursed. f. The Court agrees to work collaboratively with the Washington State Supreme Court Interpreter Commission and its assigned staff to review the Court’s Language Access Plan for compliance with the legislative language contained in chapter 2.43 RCW. g. The Court must implement, maintain, and update their Language Assistance Plan (LAP) before April 30, 2019 in accordance with language access policies and procedures the Commission or AOC may require to be addressed in such LAP(s)) and to have such plan reviewed and approved by the Supreme Court Interpreter Commission before June 30, 2019. Failure to do so will result in the loss of funding for the next fiscal year). 4. PERIOD OF PERFORMANCE The execution of this Agreement shall constitute a ratification of an earlier verbal agreement between the parties that is now set forth in writing. Accordingly, the beginning date of performance under this Agreement is July 1, 2018, regardless of the date of execution and which shall end on June 30, 2019. 5. COMPENSATION a. The Court shall be reimbursed a maximum of $2,857 for interpreter services costs incurred during the period of July 1, 2018 to June 30, 2019. No reimbursement shall be made under this Agreement for interpreting services provided after June 30, 2019. IAA19163 Page 3 of 6 b. The Court shall receive payment for no more than 50 percent of its costs for interpreter services as set forth in Exhibit A, and incorporated herein. c. The Court shall not be reimbursed for interpreter services costs for Qualifying Events until properly-completed paper A-19 invoices and corresponding electronic ISF Data are received and approved by AOC, pursuant to the following schedule: 1) Reflecting Qualifying and non-qualifying Events occurring between July 1, 2018 and September 30, 2018, must be received by the AOC no later than December 31, 2018. 2) Reflecting Qualifying and non-qualifying Events occurring between October 1, 2018 and December 31, 2018, must be received by the AOC no later than March 1, 2019. 3) Reflecting Qualifying and non-qualifying Events occurring between January 1, 2019 and March 30, 2019, must be received by the AOC no later than April 30, 2019. 4) Reflecting Qualifying and non-qualifying Events occurring between April 1, 2019 and June 30, 2019, must be received by the AOC no later than July 31, 2019. d. If this agreement is terminated, the Court shall only receive payment for performance rendered or costs incurred in accordance with the terms of this agreement prior to the effective date of termination. e. Court shall, submit its paper A-19 invoices quarterly to: AOC Financial Services PO Box 41170 Olympia, Washington 98504-1170 The ISF Data shall be submitted electronically to the AOC as described in Section 3b, above, and in conjunction with the quarterly invoice. f. Payment to the Court for approved and completed work will be made by warrant or account transfer by AOC within 30 days of receipt of a properly-completed paper invoice and the completed ISF Data. g. The Court shall maintain sufficient backup documentation of expenses under this Agreement. h. The AOC, in its sole discretion and upon notice, may initiate revenue sharing and reallocate funding among courts. If it appears the Court may not expend the maximum Agreement amount, the AOC may reduce the maximum Agreement amount. AOC may increase the maximum Agreement amount if additional funds become available through these revenue sharing provisions. 6. TREATMENT OF ASSETS AND PROPERTY The AOC shall be the owner of any and all fixed assets or personal property jointly or cooperatively, acquired, held, used, or disposed of pursuant to this Agreement. 7. RIGHTS IN DATA Unless otherwise provided, data which originates from this Agreement shall be “works for hire” as defined by the U.S. Copyright Act of 1976 and shall be owned by the AOC. Data shall include, but not be limited to, reports, documents, pamphlets, advertisements, books, IAA19163 Page 4 of 6 magazines, surveys, studies, computer programs, films, tapes, and video and/or sound reproductions. Ownership includes the right to copyright, patent, register, and the ability to transfer these rights. In the event that any of the deliverables under this Agreement include material not included within the definition of “works for hire,” the Court hereby assigns such rights to the AOC as consideration for this Agreement. Data which is delivered under this Agreement, but which does not originate therefrom, shall be transferred to the AOC with a nonexclusive, royalty-free, irrevocable license to publish, translate, reproduce, deliver, perform, dispose of, and to authorize others to do so; Provided, that such license shall be limited to the extent which the Court has a right to grant such a license. The Court shall advise the AOC, at the time of delivery of data furnished under this Agreement, of all known or potential invasions of privacy contained therein and of any portion of such document which was not produced in the performance of this Agreement. The AOC shall receive prompt written notice of each notice or claim of copyright infringement received by the Court with respect to any data delivered under this Agreement. The AOC shall have the right to modify or remove any restrictive markings placed upon the data by the Court. 8. INDEPENDENT CAPACITY The employees or agents of each party who are engaged in the performance of this Agreement shall continue to be employees or agents of that party and shall not be considered for any purpose to be employees or agents of the other party. 9. AGREEMENT ALTERATIONS AND AMENDMENTS This Agreement may be amended by mutual agreement of the parties. Such amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. 10. RECORDS, DOCUMENTS, AND REPORTS The Court shall maintain books, records, documents and other evidence of accounting procedures and practices which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this Agreement. These records shall be subject at all reasonable times to inspection, review, or audit by personnel duly authorized by the AOC, the Office of the State Auditor, and federal officials so authorized by law, rule, regulation, or Agreement. The Court will retain all books, records, documents, and other material relevant to this Agreement for six years after settlement, and make them available for inspection by persons authorized under this provision. 11. RIGHT OF INSPECTION The Court shall provide right of access to its facilities to the AOC, or any of its officers, or to any other authorized agent or official of the state of Washington of the federal government at all reasonable times, in order to monitor and evaluate performance, compliance, and/or quality assurance under this Agreement. 12. DISPUTES Disputes arising under this Agreement shall be resolved by a panel consisting of one representative from the AOC, one representative from the Court, and a mutually agreed upon third party. The dispute panel shall thereafter decide the dispute with the majority IAA19163 Page 5 of 6 prevailing. Neither party shall have recourse to the courts unless there is a showing of noncompliance or waiver of this section. 13. TERMINATION Either party may terminate this Agreement upon thirty (30) days written notice to the other party. If this Agreement is so terminated, the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination. 14. GOVERNANCE This Agreement is entered into pursuant to and under the authority granted by the laws of the state of Washington and any applicable federal laws. The provisions of this Agreement shall be construed to conform to those laws. In the event of an inconsistency in the terms of this Agreement, or between its terms and any applicable statute or rule, the inconsistency shall be resolved by giving precedence in the following order: a. Applicable state and federal statutes and rules; b. This Agreement; and c. Any other provisions of the agreement, including materials incorporated by reference. 15. ASSIGNMENT The work to be provided under this Agreement, and any claim arising hereunder, is not assignable or delegable by either party in whole or in part, without the express prior written consent of the other party, which consent shall not be unreasonably withheld. 16. WAIVER A failure by either party to exercise its rights under this Agreement shall not preclude that party from subsequent exercise of such rights and shall not constitute a waiver of any other rights under this Agreement unless stated to be such in a writing signed by an authorized representative of the party and attached to the original Agreement. 17. SEVERABILITY If any provision of this Agreement, or any provision of any document incorporated by reference shall be held invalid, such invalidity shall not affect the other provisions of this Agreement which can be given effect without the invalid provision and to this end the provisions of this Agreement are declared to be severable. 18. ENTIRE AGREEMENT This Agreement contains all the terms and conditions agreed upon by the parties. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be considered to exist or to bind any of the parties to this agreement unless otherwise stated in this Agreement. IAA19163 Page 6 of 6 19. AGREEMENT MANAGEMENT The program managers noted below shall be responsible for and shall be the contact person for all communications and billings regarding the performance of this Agreement: AOC Program Manager Court Program Manager Robert Lichtenberg Senior Court Program Analyst PO Box 41170 Olympia, WA 98504-1170 robert.lichtenberg@courts.wa.gov (360) 350-5373 Dawn Williams Administrator 900 Pacific Ave Bremerton, WA 98337 Dawn.Williams@ci.bremerton.wa.us 360-473-5242 AGREED: ADMINISTRATIVE OFFICE OF THE COURTS BREMERTON MUNICIPAL COURT Signature Date Signature Date Name Name Title Title Exhibit A 1 EXHIBIT A WASHINGTON STATE INTERPRETER SERVICES FUNDING Funding Conditions and Payment Structure   The Court Interpreter Reimbursement Program funding conditions and payment structure shall be as follows: 1. Qualifying Events General Funding Conditions The AOC will reimburse courts under this Agreement for the cost of AOC-certified, registered, or otherwise court-qualified interpreters appointed pursuant to RCW 2.42 and RCW 2.43 under the following conditions which are herein referred to as “Qualifying Events”: A. Spoken Language Interpreters Qualifying Events 1) Certified and Registered Language Interpreters Compensation for interpreters currently credentialed by the AOC in the certified and registered language categories shall be reimbursed for actual compensation paid pursuant to the payment structure for those interpreters as outlined in this Exhibit A, Section 2 (see “Payment Structure”, below). 2) Non-Credentialed Interpreters in Certified and Registered Language Categories If the AOC master interpreter list for certified or registered languages does not include any interpreters credentialed by the AOC for those languages, reimbursement will be provided for actual compensation paid pursuant to the payment structure as outlined in this Exhibit A, Section 2, (see ”Payment Structure” herein ), for those interpreters, providing that the interpreter is found otherwise qualified on the record by the Court pursuant to RCW 2.43. 3) Non-Credentialed Languages Compensation for interpreters for languages for which neither certification nor registration is offered will be reimbursed where the interpreter has been qualified on the record pursuant to RCW 2.43. B. Sign Language Interpreters Qualifying Events Reimbursement for actual expenses incurred for services of American Sign Language (ASL) interpreters appointed by an appointing authority pursuant to RCW 2.42 will be authorized pursuant to the payment structure as outlined in this Exhibit A, Section 2, (see “Payment Structure” herein) when then interpreter is listed with the Department of Social and Health Services, Office Exhibit A 2 of Deaf and Hard of Hearing (DSHS, ODHH) as a court-certified ASL interpreter. C. Salaried Staff and Contract Interpreters Reimbursement will be provided for salaried staff or contracted interpreters meeting the Qualifying Event conditions for the payment of credentialed spoken and sign language interpreters, as referenced above. D. Remote Interpreting The AOC will reimburse local jurisdictions for using certified, registered, or otherwise qualified interpreters operating by telephone or videophone when providing court interpreting services for Limited English Proficiency (LEP) persons or persons who rely on sign language for in-court proceedings and for services that are provided by the Court to the public outside of the courtroom. E. Scope of Interpreter Funding Reimbursement payment under this Agreement will only be made to the Court when the cost portion otherwise payable by the Court is paid out of the budget (or budgets, in the case of multi-court collaborative applicants) of the Court responsible for full payment. 2. Payment Structure A. Hourly Rate 1) Rate for Spoken Language Interpreters Subject to the maximum compensation allowable under this contract, the AOC will reimburse the Court under this Agreement for 50 percent of the hourly cost and the hourly minimum charges for services provided under this Agreement by AOC-certified, registered, or otherwise court-qualified interpreters. The AOC will reimburse courts not to exceed $25 an hour for interpreter hourly rates, including any minimum hourly charges up to two hours. 2) Rate for Sign Language Interpreters Subject to the maximum compensation allowable under this contract, the AOC will reimburse the Court under this Agreement for 50 percent of the hourly cost and the hourly minimum charges for services provided under this Agreement. The AOC will reimburse courts not to exceed $25 an hour for interpreter hourly rates and hourly minimum charges up to two hours. 3) Salaried Interpreters Subject to the maximum compensation allowable under this contract, the AOC will reimburse the Court for 50 percent of the cost of staff interpreters meeting the funding conditions for staff interpreters and will reimburse only for their provision of interpreter services, up to a Exhibit A 3 maximum total salary of $60,000 plus 27 percent in benefits (i.e., state reimbursement = up to $30,000 of salary plus 13.5 percent in benefits). 4) Contracted Interpreters Subject to the maximum compensation allowable under this contract, the cost of contracted interpreters who are paid on an hourly basis will be reimbursed under the same conditions as in 2.A and 2.B. The cost of contract interpreters who are paid other than on an hourly basis (e.g., on a half-day or flat rate basis) will be only reimbursed for the actual number of hours of interpreting provided for each Qualifying Event. 5) Telephone Interpreting Rate The AOC will reimburse local jurisdictions for up to 50 percent of the cost of using certified, registered, or otherwise qualified interpreters providing interpretation by telephone or videophone for LEP persons or persons who rely on sign language, up to a maximum of $1.64 per minute (with no minimum service time). 6) Hourly Minimum Rate Charges Where a minimum hourly rate charge up to $50 an hour and no greater is imposed for no more than the first two hours, reimbursement will be paid for half of such hourly minimum rate. 7) Excess Charges Interpreter rates in excess of $50 an hour shall be the sole responsibility of the Court. Where the Court must pay an hourly minimum rate for the first hour of service, any such rate in excess of $100.00 shall be the sole responsibility of the court. 8) Hourly Rounding Hourly compensation for services provided shall be charged and paid in 30 minute increments. B. Travel Time and Mileage The AOC will reimburse Courts for up to 50 percent of the cost of interpreter travel time or mileage when such charges are in accordance with this Exhibit A and reimbursed as identified below in Interpreter Travel and Mileage Reimbursement. In such event, travel time and mileage charges will only be reimbursed for interpreters meeting the Qualifying Event conditions. The AOC reserves the right to limit travel reimbursement to reasonable travel, based on known availability and location of certified, registered, or otherwise qualified interpreters. Exhibit A 4 INTERPRETER TRAVEL AND MILEAGE REIMBURSEMENT Interpreter mileage and/or travel time will be reimbursed as follows: 1. MILEAGE   Interpreter mileage will be reimbursed in accordance with the prevailing Office of Financial Management (OFM) Policy and Guidance rate. The Court will notify interpreters of any change in the OFM rate before it becomes effective.   Mileage will be reimbursed on a from “address of origin” 21 to “address of appointment”22 basis. The Court and interpreter will negotiate reimbursement for mileage traveled from the “address of appointment’ to “address of destination”23 on a case-by-case basis. (NOTE: Courts are encouraged to have a consistent policy regarding the return trip.) In Eastern Washington, due to the scarcity of interpreters and vast distance for portal-to- portal travel, it is recommended that the Court reimburse the interpreter for mileage on an “address of appointment” to “address of destination” or roundtrip basis24.   Interpreter mileage related to an appointment is billable if a required party fails to appear. “Failure to appear” means a non-appearance by the LEP or deaf or hard of hearing client, attorneys, witnesses, or any necessary party to a hearing, thereby necessitating a cancellation or continuance of the hearing. If the interpreter fails to appear, he/she will not be paid for mileage. Mileage related to appointments that have been cancelled where the interpreter has received prior notice of the cancellation is not billable.     Address  Origin  Mileage Address of   Appointment  Mileage Address of  Destination       $  $?          Billable  Subject to  Negotiation      2. TRAVEL TIME 21 “Address of origin” means the interpreter’s home, office, or immediately previous appointment meeting place. 22 “Address of appointment” means the courthouse or other location of the interpreter assignment. 23 “Address of destination” means the interpreter’s home, office, or immediately next appointment meeting place. 24 “Roundtrip” means from the interpreter’s home/office to the appointed meeting place, followed by the interpreter’s return to their home/office. Exhibit A 5   Travel time will be reimbursed on a from “address of origin” to “address of appointment” basis. The Court and interpreter will negotiate reimbursement for travel time from “the address of appointment” to “address of final destination” on a case-by-case basis at the time the appointment is requested. (NOTE: Courts are encouraged to have a consistent policy regarding the return trip.) In Eastern Washington, due to the scarcity of interpreters and vast distance for portal-to-portal travel, it is recommended that the Court reimburse the interpreter for travel time on an “address of appointment” to “address of destination” or roundtrip basis.   Interpreters must travel for either a minimum of sixteen (16) miles or for one-half hour in order to be eligible for travel time reimbursement. Exceptions to the sixteen (16) mile minimum requirement shall be made when the use of a ferry contributes to the one-half hour or more of travel time.   Travel time will be reimbursed at a rate of one half the hourly interpreter rate for each hour of travel. Example: Interpreter traveled four hours to an appointment and the hourly rate is $50. One half of the hourly rate is $25. The calculation would be 4 x $25 = $100 for travel time.   Distance Reimbursable Origin Appointment 0 -15 Miles Mileage Only Origin Appointment 16+ Miles or half-hour travel* Mileage or Travel Time* (but not both) *Travel Time can be claimed only when traveling time is half hour (30 minutes) or more.   Interpreter travel time related to an appointment is billable if a required party fails to appear. “Failure to appear” means a non-appearance by the LEP or deaf or hard of hearing client, attorneys, witnesses, or any necessary party to a hearing, thereby necessitating a cancellation or continuance of the hearing. If the interpreter fails to appear, he/she will not be paid for travel. Travel time related to appointments that have been cancelled where the interpreter has received prior notice of the cancellation is not billable. AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Agency Based Electronic Monitoring Agreement between the City of Bremerton and the WA Association of Sheriffs and Police Chiefs (WASPC) Study Session Date: October 10, 2018 COUNCIL MEETING Date: October 17, 2018 Department: Municipal Court Presenter: Dawn Williams Phone: (360) 473-5242 SUMMARY: This agreement is between the Bremerton Municipal Court and WASPC to allow the Probation Department to provide electronic monitoring services for cases that are in pre-trial status. Currently the Police Department (BPD) has a contract with WASPC to provide electronic monitoring services for cases that are post-disposition. BPD believes pretrial electronic monitoring should be a court function and therefor will not provide this service. This contract will allow the court to provide it for indigent defendants. ATTACHMENTS: Washington Association of Sheriffs and Police Chiefs (WASPC) Agency Based Electronic Monitoring Agreement FISCAL IMPACTS (Include Budgeted Amount): The anticipated costs for 2019 are $11,000 and this amount has been included in our budget request. The alternative to this program will be keeping defendants in jail until disposition to ensure public safety. The cost of this option (jail) would be significantly higher. We will require reimbursement from those defendants who have some ability to pay. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve the Agreement between WASPC and the City of Bremerton via the Bremerton Municipal Court; and authorize the Mayor and Court Administrator to execute the Agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/18 A4 AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Standard Form of Agreement (AIA Document B101-2017) between the City of Bremerton and Rice Fergus Miller Architecture for Design & Engineering Services for the Interior Remodel of Fire Station No. 2 and Fire Station No. 3 Study Session Date: October 10, 2018 COUNCIL MEETING Date: October 17, 2018 Department: PW & Utilities Presenter: Wayne Hamilton Phone: (360) 473-5207 SUMMARY: The Public Works Department is seeking to award the AIA Document B101-2017 Standard Form of Agreement between Owner and Architect, hereinafter “Agreement” to Rice Fergus Miller, Inc. for the design, engineering and other services that are required for the construction plans and bidding documents for the remodels of Fire Station #2 and Fire Station #3. Bond Ordinance No. 5291. ATTACHMENTS: 1) AIA Standard Form of Agreement; 2) Bond Ordinance No. 5291; 3) Consultant Proposal Evaluation Form FISCAL IMPACTS (Include Budgeted Amount): Funds are available for this agreement within the Public Safety Bond Funds. $69,445.00 STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve the AIA document B101-2017 Standard Form of Agreement between Owner and Architect, between Rice Fergus Miller, Inc. and the City of Bremerton for the Interior Remodel of Fire Station No. 2 and Fire Station No. 3; and authorize the Mayor to finalize and execute the agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A5 AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Acceptance of U.S. Surface Transportation Program (STP) Grant; and Approval of the Local Agency Agreement with WSDOT for the 6th Street Preservation Project Study Session Date: October 10, 2018 COUNCIL MEETING Date: October 17, 2018 Department: Engineering Presenter: Shane Weber Phone: (360) 473-2354 SUMMARY: The City has been offered a United States Surface Transportation Program (STP) Grant through the Puget Sound Regional Council (PSRC) to construct a grind and overlay of 6th Street between Callow Avenue and Naval Avenue. The grant amount is $640,100 and requires a City match of $99,900. The project also includes reconstruction of non-compliant ADA curb ramps within the project area; this work is $45,000 and is not grant eligible. The total project cost of grind, overlay and curb ramps is $785,000. The offered grant will be in WSDOT Standard Forms, with their standard terms and conditions. ATTACHMENTS: 1) Excerpt from STIP identifying the grant award; 2) Site Plan; 3) Local Agency Agreement (blank) FISCAL IMPACTS (Include Budgeted Amount): Total project cost is $785,000. Total City cost is $144,900, and will be funded by REET. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to accept the U.S. Surface Transportation Program Grant; approve the Local Agency Agreement with WSDOT for the 6th Street Preservation Project; and authorize the Mayor to finalize and execute the agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A6 Project Number:BRE-19 Functional Class:Urban Minor Arterial WSDOT PIN: Location:6th Street between Callow and Naval Avenues Description: Pavement preservation of 6th Street between and including the west half of the intersection of Callow Avenue through Naval Avenue. Work includes grinding and overlay, pavement markings and other related street improvements. Improvement Type:Resurfacing From:Callow Avenue To:Naval Avenue Title:6th Street Preservation Totals:$0 $99,900 $740,000$640,100 Environmental Status:CE Regionally Significant:No Jurisdiction:Bremerton MTP Status:Exempt MTP Reference(s): Total Cost $740,000 Federal Aid/FTA Grant Number(s): Year of Expenditure for Total Cost:2018 County:Kitsap Phase Programmed Year Oblig. Date Funding Source Federal Funds State Funds Local Funds Phase Total PE 2019 6/1/19 STP(US) $128,020 $0 $0 $128,020 PE 2019 6/1/19 Local $0 $0 $19,980 $19,980 CN 2020 6/1/20 STP(US) $512,080 $0 $0 $512,080 CN 2020 6/1/20 Local $0 $0 $79,920 $79,920 N/A A - 42 Appendix A: Project Descriptions DOT Form 140-039 Page 1 Revised 05/2015 Local Agency Agreement Agency CFDA No. 20.205 (Catalog or Federal Domestic Assistance) Address Project No. Agreement No. For OSC WSDOT Use Only The Local Agency having complied, or hereby agreeing to comply, with the terms and conditions set forth in (1) Title 23, U.S. Code Highways, (2) the regulations issued pursuant thereto, (3) 2 CFR Part 200, (4) the policies and procedures promulgated by the Washington State Department of Transportation, and (5) the federal aid project agreement entered into between the State and Federal Government, relative to the above project, the Washington State Department of Transportation will authorize the Local Agency to proceed on the project by a separate notification. Federal funds which are to be obligated for the project may not exceed the amount shown herein on line r, column 3, without written authority by the State, subject to the approval of the Federal Highway Administration. All project costs not reimbursed by the Federal Government shall be the responsibility of the Local Agency. Project Description Name Length Termini Description of Work Project Agreement End Date Claiming Indirect Cost Rate Yes NoProposed Advertisement Date Type of Work Estimate of Funding(1) Estimated Total Project Funds (2) Estimated Agency Funds (3) Estimated Federal FundsPE %a. Agency b. OtherFederal Aid Participation Ratio for PE c. Other d. State e. Total PE Cost Estimate (a+b+c+d)Right of Way %f. Agency g. OtherFederal Aid Participation Ratio for RW h. Other i. State j. Total R/W Cost Estimate (f+g+h+i)Construction %k. Contract l. Other m. OtherFederal Aid Participation Ratio for CN n. Other o. Agency p. State q. Total CN Cost Estimate (k+l+m+n+o+p) r. Total Project Cost Estimate (e+j+q) Agency Official Washington State Department of Transportation By By Title Director, Local Programs Date Executed DOT Form 140-039 Page 2 Revised 05/2015 Construction Method of Financing (Check Method Selected) State Ad and Award Method A - Advance Payment - Agency Share of total construction cost (based on contract award) Method B - Withhold from gas tax the Agency’s share of total construction coast (line 5, column 2) in the amount of $ at $ per month for months. Local Force or Local Ad and Award Method C - Agency cost incurred with partial reimbursement The Local Agency further stipulates that pursuant to said Title 23, regulations and policies and procedures, and as a condition to payment of the federal funds obligated, it accepts and will comply with the applicable provisions set forth below. Adopted by official action on , , Resolution/Ordinance No. Provisions I. Scope of Work The Agency shall provide all the work, labor, materials, and services necessary to perform the project which is described and set forth in detail in the “Project Description” and “Type of Work.” When the State acts for and on behalf of the Agency, the State shall be deemed an agent of the Agency and shall perform the services described and indicated in “Type of Work” on the face of this agreement, in accordance with plans and specifications as proposed by the Agency and approved by the State and the Federal Highway Administration. When the State acts for the Agency but is not subject to the right of control by the Agency, the State shall have the right to perform the work subject to the ordinary procedures of the State and Federal Highway Administration. II. Delegation of Authority The State is willing to fulfill the responsibilities to the Federal Government by the administration of this project. The Agency agrees that the State shall have the full authority to carry out this administration. The State shall review, process, and approve documents required for federal aid reimbursement in accordance with federal requirements. If the State advertises and awards the contract, the State will further act for the Agency in all matters concerning the project as requested by the Agency. If the Local Agency advertises and awards the project, the State shall review the work to ensure conformity with the approved plans and specifications. III. Project Administration Certain types of work and services shall be provided by the State on this project as requested by the Agency and described in the Type of Work above. In addition, the State will furnish qualified personnel for the supervision and inspection of the work in progress. On Local Agency advertised and awarded projects, the supervision and inspection shall be limited to ensuring all work is in conformance with approved plans, specifications, and federal aid requirements. The salary of such engineer or other supervisor and all other salaries and costs incurred by State forces upon the project will be considered a cost thereof. All costs related to this project incurred by employees of the State in the customary manner on highway payrolls and vouchers shall be charged as costs of the project. IV. Availability of Records All project records in support of all costs incurred and actual expenditures kept by the Agency are to be maintained in accordance with local government accounting procedures prescribed by the Washington State Auditor’s Office, the U.S. Department of Transportation, and the Washington State Department of Transportation. The records shall be open to inspection by the State and Federal Government at all reasonable times and shall be retained and made available for such inspection for a period of not less than three years from the final payment of any federal aid funds to the Agency. Copies of said records shall be furnished to the State and/or Federal Government upon request. V. Compliance with Provisions The Agency shall not incur any federal aid participation costs on any classification of work on this project until authorized in writing by the State for each classification. The classifications of work for projects are: 1. Preliminary engineering. 2. Right of way acquisition. 3. Project construction. Once written authorization is given, the Agency agrees to show continuous progress through monthly billings. Failure to show continuous progress may result the Agency’s project becoming inactive, as described in 23 CFR 630, and subject to de-obligation of federal aid funds and/or agreement closure. If right of way acquisition, or actual construction of the road for which preliminary engineering is undertaken is not started by the close of the tenth fiscal year following the fiscal year in which preliminary engineering phase was authorized, the Agency will repay to the State the sum or sums of federal funds paid to the Agency under the terms of this agreement (see Section IX). If actual construction of the road for which right of way has been purchased is not started by the close of the tenth fiscal year following the fiscal year in which the right of way phase was authorized, the Agency will repay to the State the sum or sums of federal funds paid to the Agency under the terms of this agreement (see Section IX). DOT Form 140-039 Page 3 Revised 05/2015 The Agency agrees that all stages of construction necessary to provide the initially planned complete facility within the limits of this project will conform to at least the minimum values set by approved statewide design standards applicable to this class of highways, even though such additional work is financed without federal aid participation. The Agency agrees that on federal aid highway construction projects, the current federal aid regulations which apply to liquidated damages relative to the basis of federal participation in the project cost shall be applicable in the event the contractor fails to complete the contract within the contract time. VI. Payment and Partial Reimbursement The total cost of the project, including all review and engineering costs and other expenses of the State, is to be paid by the Agency and by the Federal Government. Federal funding shall be in accordance with the Federal Transportation Act, as amended, 2 CFR Part 200. The State shall not be ultimately responsible for any of the costs of the project. The Agency shall be ultimately responsible for all costs associated with the project which are not reimbursed by the Federal Government. Nothing in this agreement shall be construed as a promise by the State as to the amount or nature of federal participation in this project. The Agency shall bill the state for federal aid project costs incurred in conformity with applicable federal and state laws. The agency shall minimize the time elapsed between receipt of federal aid funds and subsequent payment of incurred costs. Expenditures by the Local Agency for maintenance, general administration, supervision, and other overhead shall not be eligible for federal participation unless a current indirect cost plan has been prepared in accordance with the regulations outlined in 2 CFR Part 200 - Uniform Admin Requirements, Cost Principles and Audit Requirements for Federal Awards, and retained for audit. The State will pay for State incurred costs on the project. Following payment, the State shall bill the Federal Government for reimbursement of those costs eligible for federal participation to the extent that such costs are attributable and properly allocable to this project. The State shall bill the Agency for that portion of State costs which were not reimbursed by the Federal Government (see Section IX). 1. Project Construction Costs Project construction financing will be accomplished by one of the three methods as indicated in this agreement. Method A – The Agency will place with the State, within (20) days after the execution of the construction contract, an advance in the amount of the Agency’s share of the total construction cost based on the contract award. The State will notify the Agency of the exact amount to be deposited with the State. The State will pay all costs incurred under the contract upon presentation of progress billings from the contractor. Following such payments, the State will submit a billing to the Federal Government for the federal aid participation share of the cost. When the project is substantially completed and final actual costs of the project can be determined, the State will present the Agency with a final billing showing the amount due the State or the amount due the Agency. This billing will be cleared by either a payment from the Agency to the State or by a refund from the State to the Agency. Method B – The Agency’s share of the total construction cost as shown on the face of this agreement shall be withheld from its monthly fuel tax allotments. The face of this agreement establishes the months in which the withholding shall take place and the exact amount to be withheld each month. The extent of withholding will be confirmed by letter from the State at the time of contract award. Upon receipt of progress billings from the contractor, the State will submit such billings to the Federal Government for payment of its participating portion of such billings. Method C – The Agency may submit vouchers to the State in the format prescribed by the State, in duplicate, not more than once per month for those costs eligible for Federal participation to the extent that such costs are directly attributable and properly allocable to this project. Expenditures by the Local Agency for maintenance, general administration, supervision, and other overhead shall not be eligible for Federal participation unless claimed under a previously approved indirect cost plan. The State shall reimburse the Agency for the Federal share of eligible project costs up to the amount shown on the face of this agreement. At the time of audit, the Agency will provide documentation of all costs incurred on the project. The State shall bill the Agency for all costs incurred by the State relative to the project. The State shall also bill the Agency for the federal funds paid by the State to the Agency for project costs which are subsequently determined to be ineligible for federal participation (see Section IX). VII. Audit of Federal Consultant Contracts The Agency, if services of a consultant are required, shall be responsible for audit of the consultant’s records to determine eligible federal aid costs on the project. The report of said audit shall be in the Agency’s files and made available to the State and the Federal Government. An audit shall be conducted by the WSDOT Internal Audit Office in accordance with generally accepted governmental auditing standards as issued by the United States General Accounting Office by the Comptroller General of the United States; WSDOT Manual M 27-50, Consultant Authorization, Selection, and Agreement Administration; memoranda of understanding between WSDOT and FHWA; and 2 CFR Part 200.501 - Audit Requirements. If upon audit it is found that overpayment or participation of federal money in ineligible items of cost has occurred, the Agency shall reimburse the State for the amount of such overpayment or excess participation (see Section IX). VIII. Single Audit Act The Agency, as a subrecipient of federal funds, shall adhere to the federal regulations outlined in 2 CFR Part 200.501 as well as all applicable federal and state statutes and regulations. A subrecipient who expends $750,000 or more in federal awards from all sources during a given fiscal year shall have a single or program-specific audit performed for that year in accordance with the provisions of 2 CFR Part 200.501. Upon conclusion of the audit, the Agency shall be responsible for ensuring that a copy of the report is transmitted promptly to the State. DOT Form 140-039 Page 4 Revised 05/2015 IX. Payment of Billing The Agency agrees that if payment or arrangement for payment of any of the State’s billing relative to the project (e.g., State force work, project cancellation, overpayment, cost ineligible for federal participation, etc.) is not made to the State within 45 days after the Agency has been billed, the State shall effect reimbursement of the total sum due from the regular monthly fuel tax allotments to the Agency from the Motor Vehicle Fund. No additional Federal project funding will be approved until full payment is received unless otherwise directed by the Director, Local Programs. Project Agreement End Date - This date is based on your projects Period of Performance (2 CFR Part 200.309). Any costs incurred after the Project Agreement End Date are NOT eligible for federal reimbursement. All eligible costs incurred prior to the Project Agreement End Date must be submitted for reimbursement within 90 days after the Project Agreement End Date or they become ineligible for federal reimbursement. X. Traffic Control, Signing, Marking, and Roadway Maintenance The Agency will not permit any changes to be made in the provisions for parking regulations and traffic control on this project without prior approval of the State and Federal Highway Administration. The Agency will not install or permit to be installed any signs, signals, or markings not in conformance with the standards approved by the Federal Highway Administration and MUTCD. The Agency will, at its own expense, maintain the improvement covered by this agreement. XI. Indemnity The Agency shall hold the Federal Government and the State harmless from and shall process and defend at its own expense all claims, demands, or suits, whether at law or equity brought against the Agency, State, or Federal Government, arising from the Agency’s execution, performance, or failure to perform any of the provisions of this agreement, or of any other agreement or contract connected with this agreement, or arising by reason of the participation of the State or Federal Government in the project, PROVIDED, nothing herein shall require the Agency to reimburse the State or the Federal Government for damages arising out of bodily injury to persons or damage to property caused by or resulting from the sole negligence of the Federal Government or the State. XII. Nondiscrimination Provision No liability shall attach to the State or Federal Government except as expressly provided herein. The Agency shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any USDOT- assisted contract and/or agreement or in the administration of its DBE program or the requirements of 49 CFR Part 26. The Agency shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of USDOT-assisted contracts and agreements. The WSDOT’s DBE program, as required by 49 CFR Part 26 and as approved by USDOT, is incorporated by reference in this agreement. Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this agreement. Upon notification to the Agency of its failure to carry out its approved program, the Department may impose sanctions as provided for under Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and/or the Program Fraud Civil Remedies Act of 1986 (31 U.S. C. 3801 et seq.). The Agency hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the rules and regulations of the Secretary of Labor in 41 CFR Chapter 60, which is paid for in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan, insurance, or guarantee or understanding pursuant to any federal program involving such grant, contract, loan, insurance, or guarantee, the required contract provisions for Federal-Aid Contracts (FHWA 1273), located in Chapter 44 of the Local Agency Guidelines. The Agency further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, that if the applicant so participating is a State or Local Government, the above equal opportunity clause is not applicable to any agency, instrumentality, or subdivision of such government which does not participate in work on or under the contract. The Agency also agrees: (1) To assist and cooperate actively with the State in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and rules, regulations, and relevant orders of the Secretary of Labor. (2) To furnish the State such information as it may require for the supervision of such compliance and that it will otherwise assist the State in the discharge of its primary responsibility for securing compliance. (3) To refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, government contracts and federally assisted construction contracts pursuant to the Executive Order. (4) To carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the State, Federal Highway Administration, or the Secretary of Labor pursuant to Part II, subpart D of the Executive Order. In addition, the Agency agrees that if it fails or refuses to comply with these undertakings, the State may take any or all of the following actions: (a) Cancel, terminate, or suspend this agreement in whole or in part; (b) Refrain from extending any further assistance to the Agency under the program with respect to which the failure or refusal occurred until satisfactory assurance of future compliance has been received from the Agency; and (c) Refer the case to the Department of Justice for appropriate legal proceedings. DOT Form 140-039 Page 5 Revised 05/2015 XIII. Liquidated Damages The Agency hereby agrees that the liquidated damages provisions of 23 CFR Part 635, Subpart 127, as supplemented, relative to the amount of Federal participation in the project cost, shall be applicable in the event the contractor fails to complete the contract within the contract time. Failure to include liquidated damages provision will not relieve the Agency from reduction of federal participation in accordance with this paragraph. XIV. Termination for Public Convenience The Secretary of the Washington State Department of Transportation may terminate the contract in whole, or from time to time in part, whenever: (1) The requisite federal funding becomes unavailable through failure of appropriation or otherwise. (2) The contractor is prevented from proceeding with the work as a direct result of an Executive Order of the President with respect to the prosecution of war or in the interest of national defense, or an Executive Order of the President or Governor of the State with respect to the preservation of energy resources. (3) The contractor is prevented from proceeding with the work by reason of a preliminary, special, or permanent restraining order of a court of competent jurisdiction where the issuance of such order is primarily caused by the acts or omissions of persons or agencies other than the contractor. (4) The Secretary is notified by the Federal Highway Administration that the project is inactive. (5) The Secretary determines that such termination is in the best interests of the State. XV. Venue for Claims and/or Causes of Action For the convenience of the parties to this contract, it is agreed that any claims and/or causes of action which the Local Agency has against the State of Washington, growing out of this contract or the project with which it is concerned, shall be brought only in the Superior Court for Thurston County. XVI. Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying The approving authority certifies, to the best of his or her knowledge and belief, that: (1) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. (2) If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any federal agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit the Standard Form - LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subgrants, and contracts and subcontracts under grants, subgrants, loans, and cooperative agreements) which exceed $100,000, and that all such subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification as a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. XVII. Assurances Local agencies receiving Federal funding from the USDOT or its operating administrations (i.e., Federal Highway Administration, Federal Transit Administration, Federal Aviation Administration) are required to submit a written policy statement, signed by the Agency Executive and addressed to the State, documenting that all programs, activities, and services will be conducted in compliance with Section 504 and the Americans with Disabilities Act (ADA). Additional Provisions AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Authorize Transfer of Funds to Close-Out Washington Avenue Connector Project Study Session Date: October 10, 2018 COUNCIL MEETING Date: October 17, 2018 Department: Finance/Engineering Presenter: M. Riley/T. Knuckey Phone: (360) 473-5303 SUMMARY: The City created Fund 334 to account for the Washington Avenue Connector project. While the project was completed under the $4.5 million budget (total cost was $4,344,385), the budget anticipated specific expenditures from each of 5 funds, and these funds were transferred into the Washington Avenue Connector Fund for the project. Now that the project is complete, a reconciliation of actual costs has been completed. Actual expenditures for Water and Wastewater were less than the budget amounts, and therefore are owed back money. Actual expenditures for Street and Stormwater exceeded the budget amounts, and therefore they owe money to the Washington Avenue Connector Fund. ATTACHMENTS: 1) Washington Avenue Connector Project Reconciliation & Close-Out Summary FISCAL IMPACTS (Include Budgeted Amount): Not included in 2018 budget. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve the transfer of funds to close out the Washington Avenue Connector Fund and to adjust the 2018 approved budget, as follows:  Transfer $68,000 of REET funds to Washington Ave Connector Fund  Transfer $27,000 of Stormwater Capital funds to Washington Ave Connector Fund  Transfer remaining balance in Washington Ave Connector Fund to Water Capital Fund ($70,000) and Wastewater Capital Fund ($116,000) COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A7 Remaining Cash in the Fund 91,402$ STREET PARKS WATER WASTE WATER STORM WATER TOTAL PROJECT BUDGET REVENUE 2,022,244 187,656 572,581 1,217,722 435,585 4,435,787 4,500,000 64,213 EXPENDITURES 2,090,019 187,656 502,589 1,102,214 461,907 4,344,385 4,500,000 155,615 Cash to return to department(Cash the department owes to fund 334) CLOSE-OUT SUMMARY: Cash Balance 91,402$ Add: Transfer from REET 67,776$ Add: Transfer from Stormwater 26,322$ Less: Transfer to Water (69,992)$ Less: Transfer to Wastewater (115,508)$ (0)$ REQUESTED BUDGET ADJUSTMENT: Transfer out of General Gov't Capital Imp 68,000 Transfer out of Stormwater Capital 27,000 Transfer out of Washington Ave 186,000 Transfer in to Washington Ave 95,000 Transfer in to Water Capital 70,000 Transfer in to Wastewater Capital 116,000 281,000 281,000 UNDER (OVER) BUDGET Washington Avenue Connector (Fund 334) Reconciliation & Close-Out Summary (67,776) (0) 69,992 115,508 (26,322) 91,402 AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Amendment No. 2 to the Professional Services Agreement for Public Defense Services with LaCross & Murphy, PLLC for Public Defense Services Study Session Date: October 10, 2018 COUNCIL MEETING Date: October 17, 2018 Department: Finance Presenter: Mike Riley Phone: (360) 473-5303 SUMMARY: The current Professional Services Agreement with LaCross & Murphy, PLLC expires on October 31, 2018. The amendment will extend the current contract, as written, for an additional four years pursuant to an agreement with the City of Bremerton and LaCross & Murphy, PLLC. All terms from the original Agreement (including compensation) signed on October 23, 2012 will remain the same. ATTACHMENTS: 1) Amendment No. 2; 2) Amendment No. 1; and 3) Original Contract FISCAL IMPACTS (Include Budgeted Amount): $275,000 annually ($22916.67 monthly) is included in the current budget. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve Amendment No. 2 extending the contract with LaCross & Murphy, LLC for Public Defense Services; and authorize the Mayor to finalize and execute the agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A8 1 Public Defense Services - 2018 Amendment AMENDMENT NO. 2 TO AGREEMENT FOR CITY OF BREMERTON PUBLIC DEFENSE SERVICES (LaCross & Murphy, PLLC) This Amendment No. 2 specifically amends the Agreement for City of Bremerton Public Defense Services (“Agreement”) entered into by and between the City of Bremerton (“City”), a Washington municipal corporation and Cross, LaCross & Murphy, PLLC, now LaCross & Murphy, PLLC, a Professional Limited Liability Corporation (“Public Defender”), as amended by Amendment No. 1. WHEREAS, the City and Public Defender entered into an Agreement for the provision of public defense services on October 23, 2012; and WHEREAS, the City and Public Defender entered into an Amendment No. 1 to Agreement for the provision of public defense services on November 10, 2014 to extend the term of the Agreement for an additional four year term; WHEREAS, the City and Public Defender now desire to extend the term of the Agreement for an additional one years; NOW, THEREFORE, in consideration of the mutual benefits to be derived, the promises and covenants contained herein, and other good and valuable consideration, the parties agree as follows: I. SECTION 3. TERM of the Agreement is amended as follows: The term of the Agreement, as amended by Amendment No. 1, is extended for an additional one year term by extending the date of termination from October 31, 2018 to October 31, 2019, unless extended or terminated earlier pursuant to the terms and conditions of the Agreement. II. All provisions in the Agreement shall remain in full force and effect except as expressly modified by Amendment No. 1 and this document. IN WITNESS WHEREOF, the parties have executed this Amendment No. 2 to Agreement on the day and year fully executed below. CITY OF BREMERTON LACROSS & MURPHY, PLLC ____________________________________ GREG WHEELER, MAYOR JACOB MURPHY, MANAGING PARTNER Date: Date: R:\Legal\Legal\Files\Current Active Files\Public Defender Contracts\Public Defender 2018 Amend 2 - Final.doc AMENDMENT NO. 1 TO AGREEMENT FOR CITY OF BREMERTON PUBLIC DEFENSE SERVICES Cross, LaCross & Murphy, PLLC) This Amendment No. 1 specifically amends the Agreement for City of Bremerton Public Defense Services ("Agreement") entered into by and between the City of Bremerton ("City"), a Washington municipal corporation and Cross, LaCross & Murphy, PLLC, a Professional Limited Liability Corporation ("Public Defender") on October 23, 2012. WHEREAS, the City and Public Defender have entered into an Agreement for the provision of public defense services; and WHEREAS, the City and Public Defender now desire to extend the term of the Agreement for an additional four years; NOW, THEREFORE, in consideration of the mutual benefits to be derived, the promises and covenants contained herein, and other good and valuable consideration, the parties agree as follows: I. SECTION 3. TERM of the Agreement is amended as follows: The term of the Agreement is extended for an additional four years by extending the date of termination from October 31, 2014 to October 31, 2018,' unless extended or terminated earlier pursuant to the terms. and conditions of the Agreement. II. All provisions in the Agreement shall remain in full force and effect except as expressly modified by this document. IN WITNESS WHEREOF, the parties have executed this Amendment No. 1 to Agreement on the day and year fully executed below. CITY OF BREMERTON i i PATTY1111 M YO J HN L. Date: /b / ate: APPROVED AS TO FORM: Roger A. Lubis ity A rney ULegalTegalTilesTurrent Active FilesTublic Defender ContractsTublic Defender 2014 Amend 1 - Final.doc PARTNER Public Defense Services - 2014 Amendment AGREEMENT FOR CITY OF BREMERTON PUBLIC DEFENSE SERVICES Cross,LaCross&Murphy,PLLC This Agreement is made and entered into by and between the City of Bremerton("the City"),a Washington municipal corporation and Cross,LaCross&Murphy,PLLC,a Professional Limited Liability Corporation("Public Defender"),whose address is 559 Bay Street Port Orchard,Washington 98366 WHEREAS,the City desires to have legal services,as described in this Agreement, performed for indigent persons legally entitled to appointed representation in the City of Bremerton,by Public Defender as an independent contractor,and WHEREAS,the City and the Public Defender agree that any and all funds provided pursuant to flus Agreement are provided for the sole purpose of provision of legal services to indigent persons prosecuted with crines in Bremerton Municipal Court, NOW,THEREFORE, in consideration of the mutual benefits to be derived,the promises and covenants contained herem,and other good and valuable consideration,the parties agree as follows SECTION 1: DEFINITIONS A Case Assignment A case assignment is that particular case assigned by the Bremerton Municipal Court B Case Credit Case credit is a non-weighted case assignment C gft. City is the City of Bremerton D Client An indigent person who has been assigned to the Public Defender by the Bremerton Municipal Court E Completed Case A completed case involves all necessary legal action from arraignment through the end ofjunsdiction.This includes the filing of a notice of appeal upon the client's request,application to proceed in forma paupens on appeal,and a motion for appointment of appellate counsel but does not include the actual representation on appeal. F Contract Admunstrator: Contract Administrator is the City of Bremerton Municipal Court Administration G Court Court is the Municipal Court of Bremerton. H Criminal Case A case is any one charge or series of related charges under one cause number filed against one defendant/respondent. 1 Public Defense Services I Criminal Case Disposition. The case assignment remains in effect to the end of jurisdiction of the case and shall include the filing of an appeal,if applicable J Discovery- Discovery consists of those reports,letters,memorandums,after-action reports,incidents reports,witness statements,officers' statements,expert witness reports which the City Prosecutor is obligated to provide on a continuing basis under the City or State code and pursuant to the State and Federal Constitutional requirements K Legal Service Legal service is legal representation provided by a licensed attorney and associated paraprofessional staff to an individual client,pursuant to a case assignment or court appointment The attorney will be required by the Public Defender to satisfy the Code of Professional Responsibility,the law of the State of Washington and the United States in the full discharge of the duties to each individual client under this Agreement L Indigent Defendant An indigent defendant is a person determined indigent by the Court, as being eligible for a court-appointed attorney,pursuant to RCW 10.101 M Mayor Mayor is the Mayor of Bremerton or designee N Misdemeanor Practice Area 1 Misdemeanor Case: Any criminal case filed by the Bremerton City Attorney or designee in Bremerton Municipal Court whether a misdemeanor or a gross misdemeanor 2 Misdemeanor Appeal: A misdemeanor appeal involves filing the notice of appeal,if necessary,perfecting the record following the filing of the notice of appeal,preparation of the transcript pursuant to Rule 6 3a RALJ,preparing such briefs and memoranda as are required,arguing the case in Superior Court,and handling such paperwork as the Superior Court's decision and orders direct 3 Misdemeanor Writ A writ involves filing notice,perfecting the record,preparing such briefs and memoranda as required,arguing the case in Superior Court and handling such paperwork as the Superior Court's decision and orders direct O Paraprofessional Staff Investigators,social workers and paralegals P Public Defender The Public Defender is Cross,LaCross and Murphy,PLLC SECTION 2: PUBLIC DEFENSE STANDARDS The City adopts the following standards for the delivery of Public Defense Services,pursuant to RCW 10.101 030 A Compensation of Counsel Compensation of counsel shall be in accordance with the provisions set forth in sections 4 and 6 of this agreement. B Duties and Responsibilities of Counsel The duties and responsibilities of counsel shall be in accordance with this agreement 2 Public Defense Services C Caseload Limits. Public Defender will accept all caseloads for Bremerton misdemeanor cases,except cases in which there is a conflict of interest,and following six to eight months after the beginning of the term of this Agreement, shall review the case assignments with the City to evaluate and establish caseload limits,whether on a weighted basis or not,to meet the new case limit requirements set forth in Exhibit A. Case assignments are anticipated to exceed 800 non- weighted cases per year D Responsibility for Expert Witness and Investigator Fees After approval by the Court, expert witness and investigator fees will be paid by the City E Attorneys and Staff The Public Defender shall provide,at a minimum,two full-time attorneys and one full-tune paraprofessional staff person to provide services pursuant to this Agreement F. Supervision The Public Defender shall provide supervising attorneys at the following standards one supervisor for every two attorneys. Supervisors shall ensure all new associates have been properly trained and are prepared to appear at the Bremerton Municipal Court and shall appear in court to assist in training of new associates as necessary. G New Standards The Public Defender shall comply with the new standards for Indigent Defense adopted by the Washington State Supreme Court by order dated June 15,2012,attached hereto as Exhibit A and incorporated herein by this reference. SECTION 3: TERM This Agreement shall commence on the first(1 st)day of November 2012 and terminate the. thirty-fust(31th)day of October 2014 unless extended or terminated earher pursuant to the terms and conditions of this Agreement SECTION 4: SCOPE OF WORK A R=ose The purpose of this agreement is to provide legal services through effective assistance of counsel to indigent persons Legal services shall be statutorily and constitutionally based B Professional Conduct. 1 ' The Public Defender shall provide the services of attorneys and staff members in compliance with all of the applicable laws and administrative regulations of the State of Washington,the United States,Bremerton Municipal Code,and the Washington State Rules for Professional Conduct(RPC) 2 Nothing in this Agreement shall be construed to unpair or inhibit the exercise of independent,professional judgment by an attorney employed by the Public Defender with respect to any client wherein an attorney-client relationship has been established pursuant to the terms of this Agreement 3 Nothing in this Agreement shall require or permit,without the consent of the client,access to or disclosure of any confidential communication made by a client to any attorney employed by the Public Defender or any such confidential communications made to 3 Public Defense Services agents or employees of the Public Defender for such attorney,the advice given by an attorney to a client,or any other statements and materials privileged from disclosure in a court of law 4 Attorneys and staff employed by the Public Defender shall not solicit or accept any compensation,gifts,gratuities or services from any client C Eligible Population The population served shall be indigent persons legally entitled to appointed legal services in Bremerton Municipal Court,as assigned by the Court. D Case Assignment The Public Defender shall accept all case assignments,except for cases in winch there is a conflict of interest or other related issue that would prevent the Public Defender from accepting assignment of the case E Conflicts The Public Defender reserves the right to decline to advise or represent any client on the basis of actual legal,ethical,or professional conflict of interest The Public Defender shall be responsible for checking for conflicts and identifying if a conflict exists.The Public Defender shall have a written policy which explains how they define conflict cases.This policy must be approved by the Contract Administrator The Public Defender shall perform a conflicts check before any substantial work is done on the case F Duties and Responsibilities of the Public Defender In order to perform its responsibilities under the Agreement,the Public Defender shall have the power and duty to 1 Hire all Public Defender personnel, 2 Provide fiscal management;establish compensation of personnel;maintain payroll records and provide payments for all personnel including withholding of income taxes, payment of social security taxes,payment of worker compensation and industrial insurance taxes where applicable),and fringe benefits, 3 Supervise and maintain the quality of staff and services received or performed, and provide internal evaluation sessions as necessary, 4 Suspend,remove,or terminate personnel not adequately performing the duties and responsibilities assigned,engaging in or condoning misconduct,or whose conduct or continued performance of duties is detrimental to the Public Defender program, 5 Accept and represent all cases and clients officially referred by the Court unless withdrawal from such representation is allowed in accordance with provisions as stated above, 6 In the event that tins Agreement is terminated or not renewed,the Public Defender shall continue to provide services pursuant to this Agreement for three(3)months after the termination date Public Defender shall not be assigned any new cases,however,Public Defender shall attempt to complete the representation of all clients who have been referred by the Court during the period in which the Agreement is in effect for the compensation received or receivable under the terms of the Agreement,provided that completed representation is not made impossible by a client's failure to appear 4 Public Defense Services G Duties and Responsibilities of Public Defender Attorneys In order to perform their duties under this Agreement,staff attorneys of the Public Defender shall 1 Counsel and represent in all ensuing criminal proceedings before appeal those clients who are officially referred by the Court. Such services include,but are not lunited to preparation for and representation of the client at the pretrial hearings,trial and at sentencing hearings or any other related proceedings 2 Appear at all in-custody and arraignment calendars 3 Counsel clients with regard to their rights to appellate review and file any necessary notice for appellate review when requested by a client SECTION 5: PERFORMANCE AND QUALIFICATIONS A Practice Standards and Records 1. The Public Defender shall ensure that all attorneys,paraprofessional staff and supervisors shall maintain contemporaneous records of all legal services provided on a specific case The records shall provide a factual description of the work done and shall be sufficiently detailed to allow monitoring of legal service activity by the Contract Administrator,subject to any ethical obligations of the Public Defender. 2 Upon closing a case,all attorney,paraprofessional and supervisor files associated with the case shall be cross referenced and accessible as a whole for monitoring by the Contract Administrator,subject to any ethical obligations of the Public Defender 3 The Public Defender shall establish practice standards to address the following substantive areas of Agreement compliance The practice standards shall set objective expectations for each position and shall be measurable by objective means With each practice standard,the Public Defender shall include a procedure for monitoring compliance with the standard Written practice standards are due to the Contract Administrator annually. Practice standards should address the following areas. a Attorney practice,including but not limited to, i Lawyer-client relationship,initial case actions,investigation and preparation,preliminary hearings,disposition without trial;trial, post conviction or fact finding and any other areas of attorney practice deemed appropriate by Public Defender ii Attorney use of paraprofessionals and expert service b Paraprofessional practice C Supervision of attorneys and paraprofessionals. 4 The Public Defender agrees that,within available resources,reasonable efforts will be made by the Public Defender to keep the initial attorney assigned to a client throughout any case in winch representation is undertaken The Public Defender is not prohibited from rotating attorneys or from assigning a single attorney to handle various aspects of legal 5 Public Defense Services proceedings for all indigent persons where such method of assignment is the most reasonable method of obtaining effective legal representation for indigent persons. 5 A member of the Public Defender staff shall visit any assigned in-custody criminal defendant and obtain basic contact and other fundamental intake information for a bond hearing within one(1)working day from notification to the Public Defender of the assignment of the case and the in-custody status of the client. This provision applies to clients in custody at any facility within Kntsap County 6 The Public Defender attorneys shall attempt to make contact with all assigned clients within five(5)working days from a case assignment or no later than the day prior to the first pretrial hearing whichever comes first 7 The Bremerton City Attorney's Office or designee is responsible for making a copy of discovery available to the Public Defender. The Public Defender shall request discovery as soon as possible after case assignment but no later than three(3)business days of the assignment,whether initial or subsequent,on any case The Public Defender shall obtain a copy of discovery at arraignment if available The Public Defender agrees that discovery may be provided in electronic format 8. Discovery shall be reviewed within five(5)days after receipt for purposes of determining any conflicts of interest. The Public Defender shall notify the Contract Administrator immediately of any conflict of interest as defined by the Washington State Rules of Professional Conduct. The Public Defender shall provide the Contract Administrator with a written explanation stating the basis for the conflict in its notification, in addition to the required oral or written request to withdraw presented to the court 9 The Public Defender shall establish and enforce policies and procedures to ensure that attorney time and other Defender resources funded by this Agreement shall only be used for work which is authorized by tins Agreement 10 The Public Defender shall ensure that a preliminary written response to any written complaints concerning services provided by the employees of the Defender or the Defender itself shall be submitted to the Contract Administrator within three(3)working days of the date the complaint is received by the Public Defender Written complaints include e-mail communications from the Contract Administrator. The Contract Administrator shall copy the supervising attorney on any complaints sent to the Public Defender 11 The Public Defender shall establish policies and procedures for pro-bono work provided by staff of the Public Defender These policies and procedures shall assure that any such pro bono work is not provided to the exclusion or detriment of legal services that are the subject of this Agreement 12 The Public Defender or his attorneys shall not provide transportation to any client assigned to the public defender pursuant to this Agreement 6 Public Defense Services . B. Minimum Attomey Qualifications 1 Every attorney providing indigent defense services must be a licensed member of the Washington State Bar and be a member in good standing of the Bar. 2 Every Public Defender attorney shall satisfy the minimum requirements for practicing law in Washington as determined by the Washington Supreme Court,seven(7)hours of each year's required continuing legal education credits shall be in courses relating to criminal law practice or other areas of law in which the Public Defender provides legal services to clients under the terms of this Agreement or as otherwise required by the Washington State Office of Public Defense. The Public Defender will maintain for inspection on its premises records of compliance with this provision 3 The Public Defender may employ interns pursuant to Admission to Practice Rule APR)9 No more than 5%of the cases handled by the Public Defender may be assigned to Rule 9 interns However,Rule 9 interns may not be used to supplant the services of an attorney assigned by the Public Defender to perform the services of this Agreement 4 The Public Defender attorneys who supervise the misdemeanor attorneys must have at least three years of criminal defense experience in superior,district or municipal courts in Washington State. 5 Unless prior written approval has been granted by the Contract Administrator,no attorney may provide services under this Agreement if that attorney has been removed from representation in a case for failure to perform basic services necessary to the case or to the client, or in any manner has been found to be ineffective on appeal by either an ethics panel or by an appellate court I C Evaluations The Public Defender Supervisor,or his/her designee,shall evaluate the professional performance of Public Defender attorneys and paraprofessional staff annually. Attorney evaluations should include monitoring of time and caseload records,review of case files,quality of case preparation, as well as in-court observation. Paraprofessional evaluations shall be sufficiently comprehensive to assess the quality of the actual work performed The Contractor shall submit to the City a summary report of the annual attorney performance evaluations. The Contractor shall make available to the City its evaluation criteria and evidence evaluations were conducted,although all evaluations are to be confidential between the Contractor's director and the Contractor attorney I SECTION 6: PAYMENT A. The City shall pay the Public Defender for the services as specified in Section 4, Scope of Work,in the amount not to exceed$275,000 00 annually Payments will be made in equal monthly payments I B The City will pay the Public Defender by the thirtieth(30)working day of the following month 7 Public Defense Services C - In the event of failure to comply with any items and conditions of this Agreement or to provide in any manner the work or services as agreed to herein,the City reserves the right to withhold any payment until the City is satisfied that corrective action has been taken or completed. This option is in addition to and not in lieu of the City's right to termination as provided in Section 13 of this Agreement. SECTION 7: REPORTING REQUIREMENTS Case Management System The Public Defender will use a case management system that will allow them to file the reports described below. Reporting The Public Defender will provide the Contract Administrator monthly reports within twenty(20)working days after the close'of each calendar month in acceptable format as follows Report Title Due Date Monthly Court activity reports including Monthly(by 20th day of the following month) attorney assignments and hearings held Year end reports,additional summaries,other Vanes reports or documents as requested by the Contract Administrator with reasonable notice These reports must contain Defendant's name Cause number(s) Criminal charges filed Disposition of each charge Number of court hearings Defendant's jail custody status prior to sentencing Bench Trial,Jury Trial,Plea or Dismissal Attorney(s)name(s) Date case assigned Hours spent by attorney The City of Bremerton,or any of its duly authorized representatives,shall have access to any such books,records and documents for inspection,audit and copying The report is due on or before the twentieth(20th)day of the following month for services of the prior month Payment may be withheld if reports are not submitted on time. The Public Defender will immediately notify the Contract Administrator in writing when it becomes aware that a complaint lodged with the Bar Association has resulted in reprimand, suspension,or disbarment of an attorney providing services under this Agreement. 8 Public Defense Services SECTION 8: ADDRESSES FOR NOTICES AND DELIVERABLE MATERIALS All official notices under this Agreement shall be delivered to the following addresses(or such other address(es)as either party may designate in writing)- If to City: CijX Clerk City of Bremerton 345 a Street,Suite 600 Bremerton,WA 98337 360)473-5323 If to the Public Defender: John Cross Cross,LaCross&Murphy,PLLC 559 Bay Street Port Orchard,WA 98366 SECTION 9: OTHER EMPLOYMENT The Public Defender agrees that its legal staff assigned to the Bremerton Municipal Court shall have as their primary employment representation of indigent clients in Bremerton Municipal Court The Public Defender further agrees that it will abide by all provisions of this Agreement regarding Personal Performance of this Agreement. SECTION 10: CORRECTIVE ACTION If the City believes that a breach of thus Agreement has occurred,and if the City believes said breach to warrant corrective action,the following sequential procedure shall apply A The City will notify the Public Defender in writing of the nature of the breach, B The Public Defender shall respond in writing within three(3)working days of its receipt of such notification,which response shall indicate the steps being taken to correct the specified deficiencies,and the proposed completion date for bringing its performance under this the Agreement into compliance,which date shall not be more than ten(10)working days from the date of the Public Defender's response, C The City will notify the Public Defender in writing of the City's determination as to the sufficiency of the Public Defender's corrective action plan The determination of the sufficiency of the Public Defender's corrective action plan will be at the sole discretion of the City;however, the City's determination of the sufficiency of the Public Defender's corrective action plan shall take into consideration the reasonableness of the proposed corrective action,in light of the alleged breach In all cases where corrective action is determined by the City to be appropriate, the City shall work with the Public Defender to implement the plan, D In the event that the Public Defender does not respond within the appropriate time with the corrective action plan,or the Public Defender's corrective action plan is determined by the 9 Public Defense Services City to be insufficient,the City may commence termination of this Agreement in whole or in part pursuant to Section 11 (B)Termination and Suspension, E In addition,the City may withhold any payment owed the Public Defender and/or prohibit the Public Defender from incurring additional obligations of funds until the City is satisfied the corrective action has been taken or completed,and F Nothing herein shall be deemed to affect or waive any rights the parties may have pursuant to Section 11 Termination and Suspension SECTION 11: TERMINATION AND SUSPENSION A. Either party may terminate this Agreement for convenience upon one hundred twenty 120)days prior written notice B The City may terminate this Agreement in whole or in part upon ten(10)days'written notice to the Public Defender in the event• 1. The Public Defender substantially breaches any duty,obligation,or service required pursuant to this Agreement;or 2 The duties,obligations,or services herein become impossible,illegal,or not feasible,or 3 The City determines that the Public Defender Services are no longer necessary Before the City terminates this Agreement pursuant to subsection 1 I(B),the City shall provide the Public Defender written notice of termination,which notice shall include the reasons for termination and the effective date of tennmation The Public Defender shall have the opportunity to submit a written response to the City within(10)working days from the date of the City's notice If the Public Defender elects to submit a written response,the Contract Administrator will review the response and make a determination within ten(10)days after receipt of the Public Defender's response In the event this Agreement is terminated in whole or in part pursuant to Subsection B(1)of this Section,the Public Defender shall be liable for damages, including the reasonable costs of the procurement of sirnilar services from another source unless it is determined by the Contract Administrator that(r)no default actually occurred,or(n)the failure to perform was without the Public Defender's control,fault or negligence C Otherwise,this Agreement shall terminate on the date specified herein,and shall be subject to extension only by mutual agreement of both parties hereto in writing. D. Nothing herein shall be deemed to constitute a waiver by either party of any legal right or remedy for wrongful termination or suspension of the Agreement. 10 Public Defense Services E In the event of termination,suspension,or non-renewal of this Agreement,all cases not required to be completed by the Public Defender shall be returned to the Contract Admimstrator for reassignment. SECTION 12: DISPUTES(OTHER THAN SUSPENSION OR TERMNATION) The Public Defender shall address questions or claims regarding meaning and intent of the Agreement or ansing from this Agreement in writing to the City Clerk,within ten(10)calendar days of the date in which the Public Defender knows or should know of the question or claim The City will ordinarily respond to the Public Defender in writing with a decision,but absent such written response,the question or claim shall be deemed denied upon the thirtieth day following receipt by the City SECTION 13: EQUAL EMPLOYMENT OPPORTUNITY The Public Defender shall not discriminate against any employee or applicant for employment because of race,religion,creed,age,color,sex,marital status,sexual orientation,gender identity, political ideology,ancestry,national origin,or the presence of any sensory,mental or physical handicap,unless based upon a bona fide occupational qualification. SECTION 14 OTHER LEGAL REQUIREMENTS A General Requirement The Public Defender,at no expense to the City,shall comply with all applicable laws of the United States and the State of Washington;the Charter and ordinances of The City of Bremerton;and rules,regulations,orders,and directives of their administrative agencies and the officers thereof. Without limiting the generality of this paragraph,the Public Defender shall specifically comply with the following requirements of this section. B Licenses and Similar Authonzations The Public Defender,at no expense to the City, shall secure and maintain in full force and effect during the tern of this Agreement all required licenses,permits,and similar legal authorizations,and comply with all requirements thereof. SECTION 15: INDEMNIFICATION The Public Defender does hereby release and shall defend,indemnify,and hold the City and its employees and agents harmless from all losses,liabilities,claims(including claims ansing under federal,state or local environmental laws),costs(including attorneys' fees),actions or damages of any sort whatsoever ansing out of the Public Defender's performance of the services contemplated by this Contract to the extent attributable to the acts or omissions,misconduct or breach of this Agreement by the Public Defender,its servants,agents,and employees In furtherance of these obligations,and only with respect to the City,its employees and agents,the Public Defender waives any immunity it may have or limitation on the amount or type of damages imposed under any industrial insurance,worker's compensation,disability,employee benefit or similar laws. The Public Defender acknowledges that the foregoing waiver of immunity was mutually negotiated and agrees that the indemnification provided for in flus section shall survive any termination or expiration of flus Agreement. 11 Public Defense Services SECTION 16: INSURANCE A. Insurance certification required. The Public Defender must carry the following coverages and limits of liability: 1) Professional Liability(Errors,and Omissions)for attorneys with a mmimum limit of liability of$1,000,000 each claim 2) Workers' Compensation per statutory requirements of the Washington industrial insurance RCW Title 51 SECTION 17: ESTABLISIVENT AND MAINTENANCE OF RECORDS A All records required under this Agreement shall be maintained for a period of(6)years after termination hereof unless permission to destroy them is granted by the Office of the Archivist in accordance with RCW Chapter 4014 B Willful failure to maintain or produce records or other required documentation during the time for maintenance of records may result in specific,related costs being disallowed In the event the City has reason to believe that such a failure exists,notice shall be given to the Public Defender and the Public Defender shall respond in writing.The time for notification and response shall be the same as set forth in Section I I (A) SECTION 18: AUDITS,RECORDS,AND ANNUAL FINANCIAL STATEMENTS A The Public Defender must ensure that the City has full access to materials necessary to verify compliance with all terms of this Agreement. At any time,upon reasonable notice during business hours and as often as the City may deem necessary for a period of six(6)years,the Public Defender shall provide to the City right of access to its facilities,including those of any subcontractor,data,and other data relating to all matters covered by this Agreement Provided that if any such data,records or materials are subject to any privilege or rules of confidentiality the Public Defender must maintain such data in a form or manner to provide same to the City that will not breach such confidentiality or privilege. The Public Defender shall maintain such data and records in an accessible location and condition for a period of not less than six(6)years following the receipt of final payment under this Agreement,unless the City agrees in writing to an earlier disposition. The Public Defender agrees to cooperate with the City or its agent in the evaluation of the Public Defender's performance under this Agreement and to make available all information reasonably required by any such evaluation process or ongomg reporting requirements established by the City The results and records of said evaluations and reports shall be maintained and disclosed in accordance with RCW Chapter 4217 Notwithstanding any of the above provisions of this paragraph,all Constitutional,statutory, and common law rights and privileges of any indigent client are not waived Provided further that nothing in this section shall require the disclosure of the names of any client represented pursuant to RCW 13 34 et seq,or RCW 71.02 et seq,or RCW 7105 et seq 12 Public Defense Services B All such reports as are required under the terms of this Agreement shall be submitted to the City via electronic media(e-mail attachment or diskette)within the time luruts for each report SECTION 19: CONTRACTUAL RELATIONSHIP The relationship of the Public Defender to the City by reason of this Agreement shall be that of an independent contractor This Agreement does not authorize the Public Defender to act as the agent or legal representative of the City for any purpose whatsoever and neither the Public Defender nor its employees shall be deemed employees of the City. The Public Defender is not granted any express or implied right or authority to assume or create any obligation or responsibility on behalf of or in the name of the City or to bind the City in any manner or thing whatsoever. It is expressly understood and agreed that the Public Defender and the Public Defender's employees shall in no event be entitled to any benefits to which City employees are entitled,including,but not limited to overtime,any retirement benefits,worker's compensation benefits,and injury leave or leave benefits. The Public Defender shall complete this Agreement according to the Public Defender's own means and methods of work,which shall be in the exclusive charge and control of the Public Defender and winch shall not be subject to control or supervision by the City,except such requirements for performance as are specified in this Agreement. The Public Defender agrees that it has secured or will secure at the Public Defender's own expense,all persons,employees,and equipment required to perform the services contemplated/required under this Agreement. SECTION 20: ASSIGNMENT AND SUBCONTRACTING The Public Defender shall not assign or subcontract any of its obligations under this Agreement without the City's wntten consent,which may be granted or withheld in the City's sole discretion Said consent must be sought in writing by the Public Defender not less than fifteen 15)days prior to the date of any proposed assignment Any subcontract made by the Public Defender shall incorporate by reference all the terns of this Agreement The Public Defender shall ensure that all subcontractors comply with the obligations and requirements of the subcontract The City's consent to any assignment or subcontract shall not release the Public Defender from liability under this Agreement,or from any obligation to be performed under this Contract,whether occurring before or after such consent,assignment,or subcontract SECTION 21: INVOLVEMENT OF FORMER CITY EMPLOYEES A The Public Defender shall promptly notify the City in writing of any person who is expected to perforin any of the Work funded by this Agreement and who,during the twelve(12) months immediately prior to the expected commencement date of such work or subcontract,was a City officer or employee 13 Public Defense Services B. The Public Defender shall ensure that no Work or matter related to the Work funded by this Agreement is performed by any person(employee,subcontractor,or otherwise)who 1) was a City officer or employee within'the past twelve(12)months;and 2) as such was officially involved in,participated m,or acted upon any matter related to the Work SECTION 22: NO CONFLICT OF INTEREST The Public Defender confirms that the Public Defender does not have a business interest or a close family relationship with any City officer or employee who was,is,or will be involved in the Public Defender selection,negotiation,drafting,signing,administration,or evaluating the Public Defender's performance. As used in this section,the term "Public Defender"shall include any employee of the Public Defender who was,is,or will be involved in the negotiation, drafting,signing,administration,or performance of the Agreement. As used in this section,the term"close family relationship"refers to the following spouse or domestic partner;any dependent parent,parent-in-law,child,son-in-law,or daughter-in-law;or any parent,parent-m- law,sibling,uncle,aunt,cousin,mece or nephew residing in the household of a City officer or employee described above. SECTION 23: ERRORS&OMISSIONS; CORRECTION The Public Defender shall be responsible for the professional quality of all services furnished by or on the behalf of the Public Defender under this Agreement. The Public Defender,without additional compensation,shall correct or revise any Public Defender services immediately upon nobfication by the City The obligation provided for in this section with respect to any acts or omissions during the term of this Agreement shall survive any termination or expiration of this Agreement SECTION 24: CONFIDENTIALITY The parties agree that they will not permit the duplication or disclosure of any information designated in advance by the other party as"Confidential and Proprietary"to any person(other than its own employee,agent,or representative who must have such information for the performance of that party's obligations hereunder)unless such duplication,use or disclosure is specifically authorized in writing by the other party or is required by law. "Confidential and Proprietary"information does not include ideas,concepts,know-how or techniques related to information that,at the time of disclosure,is in the public domain unless the entry of that information into the public domain is a result of any breach of tins Agreement. Likewise, Confidential and Proprietary"information does not apply to information that is independently developed,already possessed without obligation of confidentiality,or rightfully obtained from a third party without an obligation of confidentiality SECTION 25: EXTRA WORK The City may desire to have the Public Defender perform work or render services in connection with tins project other than that expressly provided for in the "Scope of Work" section of this Agreement. This will be considered extra work, supplemental to this Agreement,and shall not 14 Public Defense Services proceed unless authorized by an amendment Any costs incurred due to the performance of extra work prior to execution of an amendment will not be reimbursed under this Agreement or an amendment SECTION 26: MISCELLANEOUS PROVISIONS A Amendments- No modification of this Agreement shall be effective unless in writing and signed by an authorized representative of each of the parties hereto B Binding Agreement This Agreement shall not be binding until signed by both parties The provisions,covenants and conditions in this Agreement shall bind the parties,their legal heirs,representatives,successors,and assigns. C Applicable Law/Venue: This Agreement shall be construed and interpreted in accordance with the laws of the State of Washington. The venue of any action brought hereunder shall be in the Superior Court for Kitsap County D Remedies Cumulative: Rights under this Agreement are cumulative and nonexclusive of any other remedy at law or in equity. E Captions The titles of sections are for convenience only and do not define or limit the contents F Severability If any term or provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable,the remainder of this Agreement shall not be affected thereby,and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law G Waiver. No covenant,term or condition or the breach thereof shall be deemed waived, except by written consent of the party against whom the waiver is claimed,and any waiver of the breach of any covenant,term or condition shall not be deemed to be a waiver of any preceding or succeeding breach of the same or any other covenant,term or condition. Neither the acceptance by the City of any performance by the Public Defender after the time the same shall have become due nor payment to the Public Defender for any portion of the Work shall constitute a waiver by the City of the breach or default of any covenant,term or condition unless otherwise expressly agreed to by the City,in writing H Entire Agreement This document,along with any exhibits and attachments,constitutes the entire Agreement between the parties with respect to the Work. No verbal agreement or conversation between any officer,agent,associate or employee of the City and any officer, Public Defender,employee or associate of the Public Defender prior to the execution of this Agreement shall affect or modify any of the terms or obligations contained in this Agreement. I. Negotiated Agreement: The parties acknowledge that this is a negotiated agreement,that they have had the opportunity to have this Agreement reviewed by their respective legal counsel, and that the terms and conditions of this Agreement are not to be construed against any party on the basis of such party's draftsmanship thereof 15 Public Defense Services J. Political Activity Prohibited- None of the funds,materials,property,or services provided directly or indirectly under this Agreement shall be used in the performance of this Agreement for any partisan political activity or to further the election or defeat of any candidate for public office K Security Access- City shall provide Public Defender three(3)access codes for entry into the court facility after hours,except that the Public Defender shall provide the names of those individuals who will use the access codes. L Parking City shall provide up to four(4)parking spaces as needed near the Municipal Court for Public Defender Staff. IN WITNESS WHEREOF,in consideration of the terms,conditions,and covenants contained herein,or attached and incorporated and made a part hereof,the parties have executed this Agreement by having their representatives affix their signatures below. CITY OF BREMERTON ACR SS HY,PLLC PATTY L ,MA OR y: Its. Date Date- AS TO FO er A Lubovich,City Attom R U egalXl egalTiles\Current Acti ileslPublic Defender ContractsTubhc Defender 2012-Final 10-19-12 doc 16 Public Defense Services AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Agreement for Garbage, Recycling, and Compostable Organics Collection and Disposal between the City of Bremerton and Waste Management of Washington, Inc. Study Session Date: October 10, 2018 COUNCIL MEETING Date: October 17, 2018 Department: PW&U Presenter: Tom Knuckey Phone: (360) 473-2376 SUMMARY: In 2011 the City executed a contract for Solid Waste, Recycling, and Compostable Organics Collection and Disposal with Waste Management of Washington, Inc.; this contract terminates on December 31, 2018. In January, staff recommended to the Public Works Committee that the City negotiate a new contract with Waste Management, based on satisfaction with the current service. The proposed new contract includes several revisions as outlined in the attached Summary, including enhancements to address customer requests. ATTACHMENTS: 1) Summary of Contract Revisions; 2) Agreement; 3) Exhibit A Added; and 4) Power Point Presentation Added FISCAL IMPACTS (Include Budgeted Amount): The contract provides an Administrative Fee of $150,000 for 2019, adjusted annually by CPI index. STUDY SESSION AGENDA: ☐ Limited Presentation ☒ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve the Agreement with Waste Management for Garbage, Recycling, and Compostable Organics Collection and Disposal; and authorize the Mayor to finalize and execute the agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 B1 Updated Bremerton/WM NEW Solid Waste Collection Contract Overview September 26, 2018 The contract terms are generally the same, the following revisions are proposed at no increase in rates. 1. Maintain Administrative Fee (currently $146,800/year), established at $150,000 for 2019.  Increases tied to price escalator  City may increase in the future with WM concurrence 2. All customers to use WM owned carts (currently 2,000+/- use privately owned cans):  Allows WM to use automated collection rather than manual dumping, improves safety and efficiency  Uniformed look on the street  Attached lids /wheels  Easy to roll to the curb on collection day and windy days lids don’t blow away  Cart is broken WM responsible to replace at no cost to customer 3. Compressed Natural Gas Trucks (CNG)  Year 2 of new contract bring in CNG Trucks for Residential collections  Currently use CNG for Commercial collections 4. 10 % Reduced rate for low income/disabled customers  Up to 400 customers as designated by the city through process already in place 5. Addresses written on Carts  Helps City Code Enforcement staff address complaints 6. Public Education  One project per year. If the project scope is scaled back, we could complete more than one per year. These projects would mainly be completed by WM Recycle Corp summer interns. Projects include:  Residential compost cart tagging program – Cart tagging (affixing composting instructions on carts) has been proven to be effective in both increasing the number of households that participate in composting and in increasing the amount of food scraps that are composted by residents. WM could tag 4,000 customers carts with two rounds of tagging per cart. Garbage carts will be tagged, encouraging customers to begin, or increase, the practice of placing food scraps in the organics bin.  Roll out a residential recycling app – WM has an app that allows residents to search to determine if items are recyclable, garbage or recyclable. WM could customize the app for Bremerton and promote it to customers through digital advertising.  Event Recycling – WM could host a recycling information booth at up to ten community events each year. Alternatively, we could host a booth at five events and work with event organizers to make these events zero waste.  Business Composting – Develop and purchase tool kits for business composting (web info, internal collection bins, posters, handouts, etc.) and promote composting to businesses. Target all food waste generating businesses and provide direct mail and site visits and training to set up composting.  Business Recycling – Visit all businesses with less than 50% recycling rate and provide information, tools and ideas for improving recycling.  Multifamily Recycling – Work with multifamily properties to implement the 3 C’s of recycling: Convenience, Clarify and Capacity. Once the three C’s are in place, offer education and training. WM could work with up to 100 properties per year. Bremerton/WM NEW Solid Waste Collection Contract Overview September 26, 2018 7. Service small commercial customers generating 96-gallons or less garbage as Residential customers by including Every-Other-Week single stream recycling  Response to customer request 8. “Big Belly” Solar Powered Compactor  Higher capacity than standard container  Cleaner Public Spaces with total waste containment – eliminating overflows, visible waste, windblown litter and, critter access.  4-sets placed at Ferry Terminal and other city determined locations 9. Increased service for City Facilities:  Additional Park service includes changing some locations from front load container service (1-8yards) to Roll-off Boxes  Service added for BKAT 10. Contract Language - WST Escalator  The Water, Sewer, and Trash Collection (WST) CPI is a sub-category of the BLS CPI-U, it is specific to those utilities and best represents inflation impacts (actual operating costs) of Waste Management’s business.  Link to current and historical WST CPI: https://research.stlouisfed.org/fred2/series/CUUR0000SEHG  Official name/reference: Consumer Price Index (CPI) for All Urban Consumers for Water and sewer and trash collection services 2 T 153 in U.S. city average; Not Seasonally Adjusted; Frequency: Monthly; Base Year: 1982-84=100. Source: BLS Consumer Price Index Survey. CUUR0000SEHG 11. Contract Language – Rate Increases for Extraordinary Circumstances  Re-opener to address rate adjustments to address increased costs (or reduced revenue) due to events beyond WM’s control. Such events include changes in law, changes in scope or type of services, force majeure events, and increased third party disposal or processing costs.  China National Sword is the perfect example of extraordinary circumstances; they have closed their doors to the worlds recycle materials mostly mixed waste paper and plastics. They also implemented an 0.5% contamination level. Alternative markets, transportation and shipping, and slowing of processing with added labor at material recovery facilities (MRFs) have created uncontrolled cost increases and declining commodity market values  Contract language specific to the above example: (g) a material fluctuation in the markets or market price for Recyclable Materials, unforeseen increases in the cost of collection, handling, processing, storing, transporting, marketing, or sale or other disposition of Recyclable Materials, the need for increased promotional or educational activities pertaining to recycling or any changes to the definition of “Recyclable Materials” set forth herein; 12. Contract Term – 10 years with (2) 2-year mutually agreed extensions CONTRACT AGREEMENT FOR SOLID WASTEGARBAGE, RECYCLING, AND COMPOSTABLE ORGANICS COLLECTION, AND DISPOSAL BETWEEN THE CITY OF BREMERTON, WASHINGTON AND WASTE MANAGEMENT OF WASHINGTON, INC. dba BREM-AIR DISPOSAL ii RECITALS ………………………………………………………………………………………................... 1 DEFINITIONS ………………………………………………………………………………………………… 2 ARTICLE 1 …………………………………………………………………………………………………… 5 AGREEMENT; TERM ………………………………………………………………………………………. 5 1.1 AGREEMENT ……………………………………………………………………………………… 5 1.2 TERM ……………………………………………………………………………………………….. 5 1.3 MANDATORY SERVICE …………………………………………………………………………. 5 1.4 EXCLUSIVE RIGHT; FRANCHISE ENFORCEMENT ………………………………………… 5 ARTICLE II ...………………………………………………………………………………………………… 6 GENERAL OPERATIONS …………………………………………………………………………………… 6 2.1 COLLECTION ……………………………………………………………………………………… 6 2.1.1 GENERAL …………………………………………………………………………………………… 6 2.1.2 COLLECTION SCHEDULE ………………………………………………………………………… 6 2.1.3 COLLECTION LOCATIONS ……….……………………………………………………………… 6 2.1.4 COLLECTION FROM SENIORS OR PHYSICALLY CHALLENGED ………………………… 6 2.1.5 DANGEROUS ANIMALS …………………………………………………………………………… 6 2.1.6 EMPLOYEES TO USE WALKS IF CARRY-OUT SERVICE DIRECTED …………………… 7 2.1.7 EMPLOYEES NOT TO TRESPASS ……………………………………………………………… 7 2.2 CONTRACTOR TO MAKE EXAMINATION ……………………………………………………… 7 2.3 EMPLOYEES ………………………………………………………………………………………… 7 2.3.1 NON-DISCRIMINATION …………………………………………………………………………… 7 2.3.2 OSHA/WISHA ……………………………………………………………………………………… 8 2.3.3 COMPLIANCE WITH LAWS ……………………………………………………………………… 8 2.3.4 EMPLOYEES TO BE COURTEOUS, ETC. ……………………………………………………… 8 2.4 COMPANY NAME …………………………………………………………………………………… 8 2.5 CONTRACTOR’S OFFICES………………………………………………………………………… 8 2.6 PERMITS …………………………………………………………………………………………… 8 iii 2.7 PUBLIC UTILITIES ………………………………………………………………………………… 8 2.8 LOADING …………………………………………………………………………………………… 8 2.9 CLEANUP OF SPILLS ……………………………………………………………………………. 9 2.10 DISRUPTION OF COLLECTION ………………………………………………………………… 9 2.10.1 DISRUPTION OF COLLECTION DUE TO WEATHER ………………………………………… 9 2.10.2 HOLIDAY SCHEDULES …………………………………………………………………………… 9 2.10.3 MISSED AND MAKEUP COLLECTIONS ………………………………………………………… 9 2.11 COLLECTION EQUIPMENT ……………….……………………………………………………… 9 2.12.1 RESERVE EQUIPMENT..………………………………………………………………………… 10 2.12.2 PAINTING AND CLEANING OF VEHICLES ………………….………………………………… 10 2.13 SUBCONTRACTORS …………………………………………….………………………………… 10 2.14 METHOD OF DISPOSAL …...……..……………………………………………………………… 10 2.15 SERVICE TO CITY FACILITIES …………….…………………………………………………… 10 2.16 SERVICE AREA ………………………………….………………………………………………… 11 2.17 CARTS AND CONTAINERS ……………………………………..………………………………… 11 2.18 DELIVERY OF NEW MULTI-FAMILYMULTIFAMILY & RESIDENTIAL CARTS …..………………………… 11 ARTICLE III .…………………………………………………………………………………………………… 11 REPORTING REQUIREMENTS ……………….…………………………………………………………… 11 3.1 REPORTING REQUIREMENTS ……………………………………………………….………… 11 3.1.1 ANNUAL PROGRAM REPORTS ………..………………………………………………………. 11 3.2 CONTRACTOR’S RECORDS; ACCESS INSPECTION …………………..…………………… 12 3.3 MONTHLY REPORT ……..………………………………………………………………………… 12 ARTICLE IV .…………………………………………………………………………………………………… 12 INSURANCE AND SAFEGUARDS ………………………………………………………………………… 12 4.1 INSURANCE AND SAFEGUARDS ……………………………………………………………… 12 4.1.1 GENERAL REQUIREMENTS ……………………………………………………………………… 12 iv 4.1.2 ADDITIONAL INSURANCE ………………………………………………………………………… 12 4.1.3 CONTINUANCE ……………………………………………………………………………………… 12 4.1.4 COVERAGES ………………………………………………………………………………………… 13 4.1.4.1 ENDORSEMENTS …………………………………………………………………………………… 13 4.1.4.2 MINIMUM LIMITS .…………………………………………………………………………………… 13 4.1.5 OTHER INSURANCE PROVISIONS .……………………………………………………………… 13 4.1.5.1 MINIMUM SCOPE OF INSURANCE .……………………………………………………………… 13 4.1.5.2 ACCEPTABILITY OF INSURERS .………………………………………………………………… 13 4.1.5.3 CONTRACTOR’S INSURANCE PRIMARY ……………………………………………………… 13 4.2 PERFORMANCE BOND …………………………………………………………………………… 14 4.3 INDEMNIFICATION AND HOLD HARMLESS AGREEMENT ………………………………… 14 4.3.1 INDEMNIFICATION ………………………………………………………………………………… 14 4.3.2 WAIVER OF RCW TITLE 51 ……………………………………………………………………… 14 4.4 COMPLIANCE REQUIRED ………………………………………………………………………… 14 4.5 SURVIVAL …………………………………………………………………………………………… 14 ARTICLE V …………………………………………………………………………………………………… 15 GARBAGE COLLECTION …………………………………………………………………………………… 15 5.1 GARBAGE COLLECTION ………………………………………………………………………… 15 5.1.1 CARTS ………………………………………………………………………………………………… 15 5.1.2 BULKY ITEMS AND WHITE GOODS ……………………………………………………………… 15 ARTICLE VI ……………………………………………………………………………………………………… 15 CITY CLEANUP DAYS ………………………………………………………………………………………… 15 6.1 ANNUAL CITY CLEAN UP …………………………………………………………………………… 15 ARTICLE VII ……………………………………………………………………………………………………… 16 RECYCLE MATERIALS COLLECTION ……………………………………………………………………… 16 7.1 GENERAL RECYCLING PROVISIONS …………………………………………………………… 16 7.2 RECYCLING CARTS ………………………………………………………………………………… 16 v ARTICLE VIII …………………………………………………………………………………………………… 16 YARD/FOOD DEBRIS ………………………………………………………………………………………… 16 8.1 COMPOSTABLE ORGANICS COLLECTION …………………………………………………… 16 ARTICLE IX …………………………………………………………………………………………………… 16 COMPENSATION …………………………………………………………………………………………… 16 9.1 CITY ADMINISTRATIVE FEES …………………………………………………………………… 16 9.2 CONTRACTOR RATES …………………………………………………………………………… 17 9.3 CPI ADJUSTMENT ………………………………………………………………………………… 17 9.4 OTHER SOLID WASTE COLLECTION SERVICES …………………………………………… 17 9.5 PASS THROUGH OF DISPOSAL & PROCESSING FEE INCREASES ……………………… 17 9.6 ROLL OFF DISPOSAL FEES ……………………………………………………………………… 17 9.7 COSTS OF AN UNCERTAIN NATURE …………………………………………………………… 18 ARTICLE X ……………………………………………………………………………………………………… 18 BILLING SERVICES …………………………………………………………………………………………… 18 10.1 CONTRACTOR BILLING …………………………………………………………………………… 18 10.2 LIEN FOR NON-PAYMENT ………………………………………………………………………… 19 ARTICLE XI …………………………………………………………………………………………………… 19 DEFAULTS …………………………………………………………………………………………………… 19 11.1 TERMINATION ……………………………………………………………………………………… 19 11.2 LIQUIDATED DAMAGES ………………………………………………………………………… 19 ARTICLE XII …………………………………………………………………………………………………… 20 ANNEXATION ………………………………………………………………………………………………… 20 12.1 FRANCHISE RIGHTS/ANNEXATION …………………………………………………………… 20 ARTICLE XIII ………………………………………………………………………………………………… 20 MISCELLANEOUS ………………………………………………………………………………………….. 20 13.1 NON-WAIVER ……………………………………………………………………………………… 20 vi 13.2 NOTICES …………………………………………………………………………………………… 21 13.3 SEVERABILITY ……………………………………………………………………………………… 21 13.4 ENTIRE AGREEMENT ……………………………………………………………………………… 21 13.5 CHANGE IN SERVICE ……………………………………………………………………………… 21 13.6 ASSIGNMENT ………………………………………………………………………………………… 21 13.7 FORCE MAJEURE …………………………………………………………………………………… 21 13.8 APPLICABLE LAW/VENUE ………………………………………………………………………… 22 13.9 INDEPENDENT CONTRACTOR …………………………………………………………………… 22 13.10 SUBCONTRACTING ………………………………………………………………………………… 22 13.11 TAXES AND FEES …………………………………………………………………………………… 22 13.12 INSOLVENCY; RIGHT TO TERMINATE CONTRACT …………………………………………… 22 13.13 RESERVATION OF MUNICIPAL AUTHORITY …………………………………………………… 22 13.14 SUCCESSORS AND ASSIGNS …………………………………………………………………… 22 13.15 CORPORATE AUTHORITY ………………………………………………………………………… 23 13.16 DISPUTE RESOLUTION …………………………………………………………………………… 23 1 CONTRACT AGREEMENT FOR SOLID WASTEGARBAGE, RECYCLING, AND COMPOSTABLE ORGANICS COLLECTION, AND DISPOSAL BETWEEN THE CITY OF BREMERTON, WASHINGTON AND WASTE MANAGEMENT OF WASHINGTON, INC. dba BREM-AIR DISPOSAL RECITALS WHEREAS, the City of Bremerton, a Washington municipal corporation (the “City”), has negotiated with Waste Management of Washington, Inc. dba Brem-Air Disposal, a Washington Delaware corporation (the “Contractor”), for solid waste collection and recycling pick-up services; and WHEREAS, solid waste collection service is a fundamental municipal function with uniform, managed collection necessary for the preservation of public health; and WHEREAS, Contractor represents that it has the experience, resources, and expertise necessary to perform solid waste collection services; and WHEREAS, pursuant to RCW 35.21.120 the City has enacted ordinances codified in the City’s Municipal Code which created a system for the orderly collection and disposal of Garbage within the City of Bremerton; and WHEREAS, the City Council finds that by entering into this contract for the collection of Recyclables and Garbage, the citizens of the City will receive a greater variety of Garbage services at more stable rates; and WHEREAS, the City and Contractor have negotiated a mutually advantageous proposal for providing solid waste collection services and the City Council has determined that the City should enter into a contract with Contractor for the collection and disposal of Garbage, recycling and yard debrisCompostable Organics within the City; NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL BENEFITS AND COVENANTS STATED HEREIN THE PARTIES AGREE AS FOLLOWS: 2 DEFINITIONS For the purposes of this Contract the following terms shall have the following meanings: Adjustment Date: means tThe date that occurs annually on January 1 during this Contract. Administrative Fee: means aA monthly fee remitted to the City from the Contractor. Bulky Waste/Items: Discrete items of Garbage of a size or shape that precludes collection in regular collection containers. Bulky Waste includes: large appliances (such as refrigerators, freezers, stoves, dishwashers, clothes washing machines or dryers), water heaters, furniture such as (Ccouches or, chairs,) televisions, mattresses, appliances and other similar large items placed at the Curb as discrete separate items. Bulky Waste does not include piles of debris, car parts, construction or demolition debris, any item that would be considered Hazardous Waste, or stumps. that do not fit into the standard Residential or Commercial Garbage truck. Cart: Ameans Contractor-provided 20, 35, 64, or 96-gallon owned wheeled containerCartcart that is a plastic container with 20, 35, 64 or 96 gallons of capacity; with attached lid suitable for collection, storage, and Curbside placement of Garbage, Recyclables, and Compostables. designed for and used with a hydraulic lifting mechanism; fitted with a sturdy handle and a cover;Carts shall be must be rodent and insect resistant; and be capable of holding collected liquids without spilling when in an upright position.. Can be used for garbage, organics and recyclable collection. Carry Out/Pack Out Service: Seniors or physically challenged persons can request a carry out/pack out service up to 50 feet from the contractor’s truck, without extra charge. The request must be in writing with the explanation as to the reason for this service. The household cannot have an able bodied person living in the home. Carry Out/Pack Out service is offered to all other customers for a fee, as set forth in Exhibit A, based on a 50 ft maximum from Contractor’s truck. City: The City of Bremerton, Washington Commercial/Industrial Customers: Non-Residential customers including businesses, institutions, governmental agencies, and all other users of commercial type Garbage collection services. Non-Residential Customers, including businesses, institutions, governmental agencies, and all other users of commercial-type Garbage collection services. Commercial Recycling Customers: Commercial/Industrial customers who voluntarily sign up for this service. Compostable Organics: AMeans any organic waste material s that areis source- separated for processing or composting, such as Yard Debris and Food sWastecraps generated by any Residential or Commercial cCustomers. from Garbage for collection, such as Yard Debris and Food Waste. 3 Contractor: Waste Management of Washington Inc. dba Brem-Air Disposal, which has contracted with the City of Bremerton to collect, process, market and transport Garbage/Solid Waste, Recyclable Materials, and Yard DebrisCompostable Organics within the City limits. County: Kitsap County, Washington Containers: A detachable container or drop-box container suitable for storage and Collection of City Solid Waste. For purposes of this Agreement: (i) “detachable container” means a watertight metal or plastic container equipped with a tight-fitting cover, capable of being mechanically unloaded into a Collection vehicle, and that is not less than one (1) cubic yard or greater than eight (8) cubic yards in capacity; and (ii) “drop -box container” means an all-metal container with ten (10) cubic yards or more capacity that is loaded onto a specialized Collection vehicle. Contamination: Any non-recyclable and/or /excludedsions items as contained in Exhibit D. Contractor: Waste Management of Washington, Inc. County: Kitsap County, Washington Contract Administrator: The City’s Public Works & Utilities Director or a person designated by that individual. Curb or Curbside: The area within five (5) feet of the public street or alley where regular collection occurs. If safe access is difficult, if placement would impact access to the sidewalk, or extraordinary circumstances preclude such a location, curbside shall be considered a placement suitable to the resident, convenient to the Contractor’s equipment, and mutually agreed to by the Administrator and Contractor. Detachable Containers: A detachable container or drop-box container suitable for storage and Collection of City Solid Waste. For purposes of this Agreement: (i) “detachable container” means aA watertight metal or plastic container equipped with a tight-fitting cover, capable of being mechanically unloaded into a cCollection vehicle, and that is not less than one (1) cubic yard or greater than eight (8) cubic yards in capacity; and (ii) “ Disposal Fee: The fee charged by the Contractor for the disposal of any Garbage. dDrop -bBox cContainer”; means aAn all-metal container with ten (10) cubic yards or more capacity that is loaded onto a specialized Ccollection vehicle. Food Waste: All compostable pre- and post-consumer food scraps, such as whole or partial pieces of produce, meats, bones, cheese, bread, cereals, coffee grounds and egg shells, and food- 4 soiled paper such as paper napkins, paper towels, paper plates, coffee filters, paper take -out boxes, pizza boxes, paper milk cartons or other paper products accepted by the Contractor’s selected composting site. Food scraps Waste shall not include large dead animals, plastics, diapers, cat litter, liquid wastes, pet wastes or other materials prohibited by the selected composting facility. Garbage/Solid Waste: All putrescible and non-putrescible solid and semi-solid wastes, including, but not limited to, rubbish, ashes, industrial wastes, swill, demolition and construction wastes, and discarded commodities that are placed by customers of the Contractor in appropriate bins, bags, cans or other receptacles for collection and disposal by the Contractor. The term Garbage shall not include Hazardous Wastes, Special Wastes, source-separated Recyclables or Compostable Organics. Disposal Fee: The fee charged by the Contractor for the disposal of any Garbage or Solid Waste. Hazardous Waste: Any hazardous, toxic, or dangerous waste, substance, or material, or contaminant, pollutant, or chemical, known or unknown, defined or identified as such in any existing or future local, state, or federal law, statute, code, ordinance, rule, regulation, guideline, decree, or order relating to human health or the environment or environmental conditions, including but not limited to any substance that is: A. Defined as hazardous by 40 C.F.R Part 261.3 and regulated as hazardous waste by the United States Environmental Protection Agency under Subtitle C of the Resource Conservation and Recovery Act ()”RCRA”) of 1976, 42 U.S.C. ss 6901 et seq., as amended by the Hazardous and Solid Waste Amendments (“HSWA’) OF 1984; THE Toxic Substances Control Act, 15 U.S.C ss 2601 et seq.; or any other federal Statute or regulation governing the treatment, storage, handling, or disposal of waste imposing special handling or disposal requirements similar to those required by Subtitle C of RCRA; A. The waste, material or substance that is not excluded from regulation as “hazardous waste,” “hazardous substance,” or “dangerous waste” by application of regulations adopted by the United States Environmental Protection Agency or the Washington State Department of Ecology and that now or hereafter: B. is required to be dealt with as a hazardous waste under regulations promulgated by the United States Environmental Protection Agency at 40 CFR part 261; orDefined as dangerous or extremely hazardous by WAC 173-303-040 and regulated as dangerous waste or extremely hazardous waste by the Washington State Department of Ecology under the State Hazardous Waste Management Act, Chapter 70.105 RCW, or any other Washington State statute or regulation governing the treatment, storage, handling, or disposal of wastes and imposing special handling requirements similar to those required by Chapter 70.105 RCW; and C. Any substance that comes within the scope of this definition as determined by the City after the Date of Execution of this Contract. 5 Any substance that ceases to fall within this definition as determined by the City after the Date of Execution of this Contract shall not be deemed to be Hazardous Waste. (a) contains a radioactive material the storage or disposal of which is regulated by state or federal law or regulation; or (b) is designated a “dangerous waste” or “extremely hazardous waste” by regulations adopted pursuant to Chapter 70.105 RCW; or (c) is required to be dealt with as a hazardous substance under chapter 70.105D RCW and regulations promulgated by the Washington Department of Ecology at chapter 173-340 WAC. Inaccessible Area: Any road that does not allow safe access, turn-around, clearance or does not meet the weight requirements for theContractor trucks. Low Income/Disabled Customer: A cCustomer will be considered to meet the threshold for a low-income disabled discount when they meet the criteria established in Bremerton Municipal Code 15.06.060, which references RCW 46.19.010 or 74.18.020(4) and 70.164.020(4). The City shall be responsible for designation of any low-income disabled Customer and provide such information to the Contractor for billing purposes. Mixed Paper: Magazines, junk mail, phone books, bond or ledger grade paper, cardboard and paper board packaging. Tissue paper, paper towels, and frozen food containers are excluded. Multif-Family Residence: All multiple-unit Residences including apartments, condominiums, town houses, and mobile home parks with three (3) or more dwelling units (or any complex that is billed as a group), where single family collection service is not conveniently provided. Public Street: PA public right ofa way or a Private Street used for public travel. and owned by the City. Recyclable Material: Those certain materials as contained in Exhibit C. Aluminum cans; Clean glass containers, clear, amber and green (no ceramic or window glass); Mixed paper, mail, magazines, catalogs, phone books, computer paper, white and colored ledger and corrugated cardboard (no larger than 2 feet by 3 feet); Newspaper and inserts; or Clean plastic bottles, milk jugs and dairy tubs. The City and the Contractor can negotiate any deletion or additions to the Recyclable Materials list. Non-Regular Scheduled/Temporary Service: means, aAny non-permanent (less than 90- days), temporary service less than ninety (90) days.requested by a customer and available by the Contractor to bill for. These requested services will be provided by the Contractor and billed directly to the customer by Contractor. City will refer these types of service requests to Contractor for set up, service scheduling and billing. 6 Recycling Carts: A Contractor-owned and provided labeled cart suitable for on-site collection and/or storage of source-separated Recyclables and Yard DebrisCompostable Organics at Residential and Multif-Family locations. Residence: A living space individually rented, leased, or owned. Residential: Single Family and Multifamily Customers. Small businesses that generate limited amounts of Recyclable Materials so as to be contained within a Cart(s) may subscribe to Residential services. Service Area: The municipal boundaries of the City both now and as they may be expanded by annexation during the life of the contract, subject to the provisions of RCW 35.13.280. Single Family Residence: All single unit houses, duplexes, and mobile homes where service is billed to the individual customer. Single Stream Recycling: also known as “fully co-mingled” recycling refers to a system in which all Recyclable Materials are placed together in the same Recycling Cart, instead of being sorted into separate commodities by the resident. Special Waste: The term “Special Waste” means polychlorinated biphenyl (“PCB”) wastes, industrial process wastes, asbestos containing materials, petroleum contaminated soils, treated/de- characterized wastes, incinerator ash, medical wastes, demolition debris and other materials requiring special handling in accordance with applicable federal, state, county or local laws or regulations. Yard Debris: Leaves, grass and clippings of woody, as well as fleshy plants. Unflocked whole holiday trees, if cut in half, are acceptable. Materials larger than four (4) inches in diameter or four (4) feet in length are excluded. Bundles of Yard Debris up to two (2) feet by two (2) feet by four (4) feet in dimension shall be allowed and shall be secured by degradable string or twine, not nylon or other synthetic materials. Kraft paper bags and untied reusable bags may be used to contain Yard Debris. 7 ARTICLE I AGREEMENT, TERM 1.1 Agreement The City of Bremerton (hereinafter referred to as “City”), hereby agrees that Waste Management of Washington Inc. dba Brem-Air Disposal (hereinafter referred to as “Contractor”), shall have the exclusive right to collect Garbage/Solid Waste, Recyclable Material and Compostable Organics within the city limits, to the extent allowed by law, including all work incidental thereto, upon the terms and conditions set forth below. 1.2 Term The term of this Contract is ten (10)eight years, starting January 1, 20119, and expiring December 31, 2029718. The parties may, by mutual agreement, extend the agreement for two (2) successive periods of two (2) years each. Any such extension shall be under the original terms and conditions of this Contract, unless modified. To exercise the option to extend this Contract, the parties shall agree in writing not less than 180 days prior to the then expiring Contract term. 1.3 Mandatory Service Pursuant to Bremerton Municipal Code, Collection of use of the Garbage collection system is compulsory for all within the City is mandatory for all Residential, Multif-Family and Commercial customers within the City. The City and the Contractor must mutually agree on any exemptions from service. The City and Contractor will cooperate to develop a policy to deal with customers who wish to temporarily suspend collection service for vacations. 1.4 Exclusive Right; Franchise Enforcement The City does hereby grant to Contractor the exclusive duty, right and privilege to collect and dispose, process and market or otherwise handle all rResidential, cCommercial, and iIndustrial Solid WasteGarbage generated, deposited, accumulated or otherwise coming to exist in the City, and all rResidential/multi-familyMultifamily Recyclable Materials and Compostable Organics generated, deposited, accumulated or otherwise coming to exist in the City. AThe City shall require all residential premises, multifamily complexes, and commercial and industrial businesses within the City shall be required by City to utilize the Residential/Multi-family recycling collection services and the Solid Waste collection services of Contractorthe collection services of Contractor as set forth in this Agreement. When asked by the Contractor, the City shall use its best efforts to protect this right of the Contractor; however, the City shall not be obligated to join or instigate litigation to protect the right of the Contractor. The Contractor may independently enforce the exclusive rights under this Contract against third party violators, including but not limited to seeking injunctive relief, and the City shall use good faith efforts to cooperate with Contractor in Contractor's actions to enforce such rights (without obligating the City to join any litigation initiated by Contractor). 8 ARTICLE II GENERAL OPERATIONS 2.1 Collection 2.1.1 General The services to be performed consist of the collection of the all Garbage, Recyclable Material, and Compostable Organics herein referred to which occur within the City of Bremerton and disposal or recycling thereof. The collection of Hazardous Waste is not included within the scope of this Agreement, and Contractor shall be under no obligation to collect any Hazardous Waste. Nothing herein is intended to prevent Contractor from collecting, transporting and/or disposing of any non-hazardous or hazardous toxic waste in accordance with applicable federal and state requirements and regulations, so long as such actions are performed separate and apart from any action taken in the performance of this Agreement. 2.1.2 Collection Schedule The collection of Garbage, Recyclable Materials and Yard DebrisCompostable Organics from Single Family and Multif-Family customers within the City shall be between the hours of 7:00 AM and 6:00 PM. The collection offor Commercial customers will be between the hours of 5:00 AM and 6:00 PM. Collection at City facilities that are secured after hours shall be coordinated to occur during work hours. In 2018 cCollection at the City’s Wastewater Treatment Plant shall be performed between the hours of 6:00 AM and 2:30 PM, and between the hours of 8:00 AM and 3:30 PM at the Sheridan Center and Blueberry Park. Collection at the Public Works and Utilities compound shall be between 7:00 AM and 4:00 PM. These times (and service times to other City facilities) may be adjusted by the City during the term of this contract.. 2.1.3 Collection Locations Contractor shall collect Garbage, Recyclable Materials and Compostable Organics at Curbside from all Single Family Residences. Contractor may refuse to pick up materials at locations identified by Contractor and approved by the City, acting reasonably, where, because of the conditions of the streets, alleys or roads, it is impractical to operate vehicles, and may refuse to drive into private property where driveways or roads are without adequate turnarounds or have other unsafe conditions. Contractor shall collect Garbage, Recyclable Materials and Compostable Organics from Commercial customers and Multi-family Residencesmaterials from Commercial and Multifamily Customers at a location mutually agreed upon by the Contractor and the customer, in areas with the least slope and best truck access possible and which allow Contractor to safely and easily access collection containers. 2.1.4 Collection from Seniors or Physically Challenged The Contractor shall offer carry-out service for Garbage, Recyclables and Compostable Organics to households lacking the ability to place containers at the Curb, at no additional charge. The Contractor shall use qualification criteria that are fair and meet the needs of the City’s senior or disabled residents. However, exemptions may be granted in writing by the Contractor to accommodate the special needs of customers. These criteria shall comply with all local, state and federal regulations, and shall be subject to City review and approval prior to 9 program implementationContractor shall use qualification criteria that are fair and meet the needs of the City’s senior or disabled resident. However, exemptions may be granted in writing by the Contractor to accommodate the special needs of customers. These criteria shall comply with all local, state and federal regulations. 2.1.5 Dangerous Animals Contractor will not be required to enter into private property to pick up materials while an animal considered or feared to be vicious, in Contractor’s sole opinion, is loosesafe conditions in the Contractor’s sole opinion, cease to exist due to a potentially dangerous untethered animal in the vicinity.. 2.1.6 Employees to Use walk ways if Carry-out Service Directed Contractor EeEmployees, in performing collectionsg, Garbage and Recyclable Materials, shall follow the regular walk ways for pedestrians (if available) while on Customerprivate property, returning to the street or alley after replacing empty canscContainers or cCarts. They shall also replace all Garbage cans and covers and close all gates opened by them. All employees shall wear clean clothing or uniforms. 2.1.7 Employees Not to Trespass Employees shall not trespass or loiter, cross property to an adjoining premise, or meddle with property which does not concern them. 2.2 Contractor to Make Examination Contractor shall make its own examination and investigation regarding the proper method of doing the work and all conditions affecting the work to be done, and the labor, equipment and materials needed therefore and the quantity of work to be performed. Contractor agrees that it is satisfied with its own investigation and research, and will make no claim against City because of any of the estimates, statements, or interpretations made by any officer or agent of the City. This Agreement is for the benefit of the parties thereto and is not intended to inure to the benefit of any third party. 2.3 Employees All Contractor workersemployees employed by Contractor performing collections shall be competent and skilled in the performance of the work to which they may be assigned. All drivers must have a C.D.L. “B” or “A” license and a current medical card. Failure or delay in the performance of this Contract due to Contractor’s inability to obtain workers of the number and scope required, shall constitute a default of this contract. 2.3.1 Non-Discrimination The Contractor will not discriminate against any employee or applicant for employment because of age, race, religion, creed, color, sex, marital status, sexual orientation, political ideology, ancestry, national origin, or the presence of any sensory, mental or physical handicap, unless based on a bona fide occupational qualification. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their creed, religion, race, color, sex, marital status, sexual orientation, political ideology, ancestry, national origin, or the presence of any sensory, mental or 10 physical handicap. Such action shall include, but not be limited to the following: Employment upgrading; demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and, selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment any required notices setting forth the provisions of this nondiscrimination clause. Contractor understands and agrees that if it violates this nondiscrimination provision, this contract may be terminated by the City and further that the Contractor shall be barred from performing any services for the City now or in the future, unless a showing is made satisfactorily to the City that discriminatory practices have terminated and that recurrence of such action is unlikely. 2.3.2 OSHA/WISHA Conditions of the Federal Occupational Safety and Health Act of 1970 (OSHA), the Washington Industrial Safety and Health Act of 1973 (WISHA), and standards and regulations issued under these Acts from time-to-time must be complied with. The Contractor shall indemnify and hold harmless the City from all damages assessed for the Contractor’s failure to comply with the Aacts and standards issued thereunder. The Contractor is also responsible for meeting all pertinent local, state and federal health and environmental regulations and standards applying to the operation of the collection processing system. 2.3.3 Compliance with Laws Contractor agrees to comply, at its own expense, with all applicable State, Federal and Local laws, rules and regulations, including, but not limited to, all applicable laws regarding wages, vehicle weight, axle bridging and loading.. 2.3.4 Employees to be Courteous, Etc. Employees Contractor employees of Contractor shall at all times be courteous at all times and refrain from using not use loud, inappropriate or obscene or profane language, exercise due care, perform their work without delay, minimize noise, and avoid damage to public or private property. and shall do their work as quietly as possible.While performing work under this Contract, Contractor employees shall wear a professional and presentable uniform with company emblem. 2.4 Company Name Contractor shall not use a firm name containing any words implying municipal ownership or including the name of the City. 2.5 Contractor’s Offices Contractor shall be required to maintain a local access telephone number or a 800 number which meets the approval of the City, and such attendants as may be necessary to take care of complaints, as well as orders for special service or to receive instruction. The attendant shall be on duty between the hours of 8:00 a.m. and 5:00 p.m., Monday through Friday, except holidays. At such times as the office is closed, a recorder shall be in operation. 11 2.6 Permits and Licenses: Contractor shall securetake out and pay for a City business license if required and pay fees and taxes levied by the City or any other governmental authority relating to the services and activities under this Contract. any business license or other fee required by the City or any other governmental authority which may be required to provide the services under this Contract. 2.7 Public Utilities Contractor shall be obligated to protect all public and private utilities whether occupying street, public or private property. If such utilities are damaged by reason of Contractor’s operations under this Contract, heContractor shall repair or replace same. 2.8 Loading Contractor shall take Eextra care shall be taken in the loading and transporting of Garbage, Recyclables, Compostable Organics and other wastes so that the material to be collected is not left either on private property or on the streets or alleys. Any Garbage, Recyclables, Compostable Organics or other wastes left on private property or on streets or alleys spilled by Contractor shall be cleaned up within a reasonable timeframe. 2.9 Cleanup of Spills Contractor shall be responsible for the cleaning up of all debris spilled or tracked on any street, alley or public place by any of his employees or equipment. 2.10 Disruption of Collection 2.10.1 Disruption of Collection Due to Weather and/or Road Conditions When weather conditions are such that continued operation would result in danger to the Contractor’s staff, area residents, or property, or when road conditions such as flooding or weight restrictions affect road use, the Contractor shall collect only in unrestricted areas that do not pose a danger to residents and Contractor employees and equipment., or are not subject to road use restrictions.. The Contractor shall notify the City, on the same business day, of the areas not served. The Contractor shall collect Garbage, Recyclables and Yard DebrisCompostable Organics from customers with interrupted service on their next scheduled service day. Extra Garbage will not be charged for as long as it does not exceed double the customer’sir normal service. 2.10.2 Holiday Schedules The Contractor shall designate which holidays will be observed and indicate the schedule that will be worked if the holiday falls on a regular collection day. The holiday schedule for the next year shall be provided in writing by the Contractor to the City. When the day of regular collection is a legal holiday, the Contractor may reschedule the service to the next day, example: Monday to Tuesdays, Tuesday to Wednesday, Wednesday to Thursday, Thursday to Friday and Friday to Saturday. The Contractor may not collect Residential Garbage, Recyclables or Yard DebrisCompostable Organics earlier than the regular collection day due to a holiday. Commercial collections may be made one day early only with the consent of the Commercial 12 Customer. Collection at City facilities that are secured after work hours shall be adjusted to avoid all federal holidays. For 2018 these locations include the City’s wastewater treatment plant, Sheridan Center, Blueberry Park, and the Public Works Compound. The City may elect to secure other facilities after work hours during the term of this contract. 2.10.3 Missed and Makeup Collections If the Contractor fails to collect a customer's Garbage, Recyclable Material or Compostable Organics which have been properly and timely set out for collection during a regularly scheduled collection, other than as provided in Section 2.10.1 or 2.10.2, the Contractor shall make a special make up collection within 24 hours (or one business day) of notification by the City or customer. This section applies to omitted collections of a single residence, a row of residences, or an entire route. If Contractor fails to provide a special pickup for a missed collection within twenty-four (24) hours (or one business day) after notification by the Cityontract Administrator or customer, the Cityontract Administrator may cause the work to be done and the Contractor shall fully reimburse the City for its collection expenses. 2.11 Collection Equipment Contractor shall possess or demonstrate to the City’s reasonable satisfaction that it has available to it adequate equipment and vehicles, including reserve or replacement vehicles and equipment, sufficient to perform the services required of Contractor herein. Contractor shall maintain all trucks and equipment used within the City in good mechanical condition and the same shall be clean, numbered and uniformly painted. All collection trucks deployed in the City shall be compressed natural gas (CNG) vehicles and shall be ten (10) years old or newer. All truck bodies used by Contractor shall be constructed of metal and shall be watertight and leak proof. Each vehicle used by Contractor shall carry at all times a broom and shovel or other item appropriate for use in the prompt removal of any spilled material. All vehicles used by Contractor shall have adequate coverage at all times to prevent the spillage of Solid Wastecollected materials. 2.12.1 Reserve Equipment The number and type of collection vehicles, including back up or reserve equipment in event of equipment failure, furnished by Contractor, shall be sufficient for the collection of all Garbage, Recyclable Materials and Yard DebrisCompostable Organics. Contractor shall make available for rental detachable containers which meet all applicable safety requirements. 2.12.2 Painting and Cleaning of Vehicles Collection vehicles shall be painted and numbered and shall have the Contractor's name and number of the vehicles painted in letters of a contrasting color, at least four (4) inches high on each side of each vehicle. No advertising shall be permitted other than the name of the Contractor. All vehicles shall be kept in a clean and sanitary condition. 2.13 Subcontractors Contractor may not subcontract any non-incidental portion of the services required by this Contract without the specific written consent of the Contract Administrator, which shall not be unreasonably withheld. Such consent shall not relieve Contractor from its responsibilities under this Contract for the services performed by a subcontractor. 13 2.14 Method of Processing and Disposal Contractor shall deliver all Garbage collected under the Contract to the Kitsap County Disposal System, unless otherwise negotiated with the City. If Kitsap County disposal system is not available then Contractor shall dispose of all Garbage at the most feasibleany permitted and licensed site or facility where such disposal is lawful, as selected by Contractor in its sole discretion. If the alternate disposal site or facility is more than five (5) miles from City Hall, the Parties shall confer and mutually agree upon a rate adjustment for such disposal costs, taking into account the Contractor’s actual cost, among other factors and considerations. Contractor shall deliver all Recycle Materials and Compostable Organics collected under this Contract to permitted facilities of its choosing for the processing or disposal of such materials .the Parties shall confer and mutually agree upon a rate adjustment for such disposal costs, taking into account the Contractor’s actual cost, among other factors and considerations. Contractor shall deliver all Recycle Materials and Compostable Organics collected under this Contract to permitted facilities of its choosing for the processing or disposal of such materialsWaste Management may request an adjustment in rates per Section 9.7. , Recyclable Materials and Commercial Organics collected under the Contract to permitted facilities of its choosing, as approved by the Kitsap Solid Waste and Kitsap Health Department, for the processing or disposal of such materials. 2.15 Service to City Facilities As partial consideration for this Contract, Contractor shall provide free regular collection service of Garbage, and Recyclables and Compostables from to those City-owned facilities listed in Exhibit BA (“City Facilities”). Such free regular collection shall not apply to material which (i) is other than Garbage, Recyclablese Material or Compostables, generated at such City Ffacilityies through it’s normal operations and regular weekly service at the facilities listed in Exhibit A (e.g., construction and demolition waste), (ii) is not generated b y the City, or (iii) is collected by third parties and delivered to a City Ffacility. all Municipal Buildings, Parks and other City facilities as described below where city employees are the primary occupants that requires can, cart or frontload steel containers (1-yd to 8- yd.) Service to Parks facilities shall additionally include up one 40-yd roll off container at the Sheridan Center, with service as needed, but not more than once per week. (dDirt, concrete, asphalt, grit, road work and construction materials are excluded). All locations must be accessible to cContractor’s trucks. Parks service shall additionally include containers for yard waste to include one 40-yd roll off container to be located at the Sheridan Center for not more than 4-months (January – April), and one lockable 8-yd front load container to be located at Blueberry Park for not more than 3-months (September – November) with service as needed. Norm Dicks Gov. Center (Based on Square footage the Cities portion is deducted from the bill to Kitsap Health Dept.) Bremerton Naval Museum Fire Stations (inside City limits) City Parks Public Works & Utilities Facilities Police Dept. Wastewater Treatment Facilities (excluding Bio-Solids) 14 City Library Senior Center Black Berry Festival Arm Forces Day Parade Street cans (as needed, Monday through Friday, 10 feet from truck access) Gold Mountain Golf Course Bremerton-Kitsap Access Television If there is a material increase in the number of City facilities and/or services during the term of this Contract, then the Parties shall meet and confer in good faith to negotiate an appropriate adjustment to Contractor’s rates set forth herein.per Section 9.7.set forth herein. Roll Off collection services requested by the City in addition to theservice at City Pparks services identified above, [TK1][RM2]will be charged according to the Rate Schedule minus ten (10) per cent discount on the hauling portion of the rate. 2.16Service to City Events Contractor shall provide no charge collection service for Bremerton’s Blackberry Festival and Armed Forces Day Parade. Each year,T the City will provide Contractor with Contractor shall maintain a a list of annual City Eevents to be held at City locations for reference to help ensure service is provided as necessary. The City and Contractor shall jointly review the list annually and as necessary throughout the year. These events services shall be charged pursuant to Exhibit A/rate schedule. 2.17 Service Area The Contractor shall provide all services pursuant to this Contract within the City Service Area. 2.18Carts and Containers Contractor shall retain ownership of any Carts or other Ccontainers provided by Contractor in performing the services under this Contract. Cart deliveries (for new or replacement Carts) shall be subject to the service rate schedule in Exhibit A. Contractor shall deliver Carts necessary to meet the service requirements set forth under this Contract upon a delivery schedule to be mutually agreed upon by the contractor and the City.Contractor shall affix and maintain the service address upon all Carts and Containers in a manner that is readily visible and indelible (engraved, written or other.) 2.18 Delivery of New Multi-Family and Residential Carts Contractor shall deliver new Carts to Multi-Family, Residential Solid Waste and Residential Recycling customers during the second quarter of 2012. 2.18 Solar Compactors The Contractor shall provide and install, at no additional cost to the City, eight (8) BigBelly Solar compactors at locations mutually agreed upon by the Parties. At the conclusion of the initial term of this Agreement, title to the solar compactors shall convey to the City. 15 ARTICLE III REPORTING REQUIREMENTS 3.1 Reporting Requirements The Contractor will be required to keep records and submit them to the City as specified below. The minimum reporting requirements set forth below are subject to modification, and shall include: 3.1.1 Annual Program Reports The Contractor shall submit Annual program reports for the length of the Contract period commencing upon the initial day of the Contract. These reports shall be completed by January 31February 15 for the previous calendar year. The City may request program reports at any time during the calendar year but allowing the Contractor 30 days to prepare the reports. These reports shall clearly indicate individual totals for single family, multi family and Ccommercial collection. At a minimum, the reports shall include: a. Monthly summary of Recyclable Materials and Compostable Organics by tonnage, collected and recovered (not disposed of at landfill), by customer category. b. Residential Recycle participation (Count customers twice a year, April and October). c. Monthly summary of solid wasteGarbage tonnage, by customer category. d. Customer complaint report, missed pick ups, missed deliveries, etc. d.e. Report of parcel data that shows locations that do not have subscription service e. Report the overall Service Machine Score of the company based on 1 error per 1,000 services for the reporting period. 3.2 Contractor's Records; Access Inspection The City shall have the right to inspect and copy all books, records and documents, and to interview any person, and to review any evidence in Contractor's possession and control that may assist the City in determining whether the Contractor is in compliance with the Contract. Contractor shall retain all records relevant to determining its compliance with this Contract for a period of five years after termination. 3.3 Monthly Bad Debt Report Contractor shall, on a monthly basis, provide the City with a report of all Single Family, Multi-familyMultifamily, or Commercial units within the City who did not subscribe to collection service during the prior month, to allow the so that the City tocan investigate such accounts for compliance with the City’s mandatory service ordinance if it choosesare in bad debt. 16 ARTICLE IV INSURANCE AND SAFEGUARDS 4.1 Insurance and Safeguards 4.1.1 General Requirements Prior to the contract termcommencement date, Subsequent to the award but prior to the execution of this Contract, the Contractor at its own expense shall obtain and file with the City a Certificate of Insurance evidencing commercial general comprehensive liability insurance coverage (including all of the coverages set forth below). This Certificate of Insurance shall be subject to approval by the City as to company, terms and coverages. All insurance shall be written on an occurrence basis. 4.1.2 Additional Insurance Contractor's liability insurance must specifically name the City as an additional insured thereunder and must fully protect the City from any and all claims, risks and losses in connection with any activities or omissions by the Contractor by virtue of this Contract . Contractor must require its subcontractors to have adequate insurance for their activities as respects the City, and to name the City as an additional insured. In the alternative, Contractor’s insurance must explicitly protect the City for the acts and omissions of Contractor’s subcontractors. 4.1.3 Continuance Contractor's liability insurance must be maintained in full force and effect at the Contractor's sole expense for liability for property damage or personal bodily injury that may occur in connection with activities or omissions by the Contractor arising under or related to this Contract. The City shall be given forty-five (45)thirty (30) calendar days prior written notice, by certified mail, of any cancellation, except ten (10) days’ notice for cancellation due to non- payment of premium.lapse, reduction or modification of such insurance. 4.1.4 Coverages 4.1.4.1 Endorsements Said insurance policy and/or an endorsement thereto, as evidenced by the Certificate of Insurance, must provide the following minimum coverages and limits and contain the following provisions: a. Bodily Injury b. Employees as Additional Insured c. Premises/Operations Liability (M&C) d. Products and Completed Operations Liability e. Blanket Contractual Liability f. Broad Form Property Damage Liability (including completed operations) g. Personal Injury with no employee exclusion h. Stop Gap or Employers Contingent Liability 17 i. Automobile Liability, including coverage for owned, non-owned, leased or hired vehicles 4.1.4.2 Minimum Limits All Coverages: $1,000,000 per occurrence and $2,000,000 aggregate. The providing of coverage in this stated amount shall not be construed to relieve the Contractor from liability in excess of such limits. The City shall not be deemed or construed to have assessed the risks that may be applicable to the Contractor under this Contract. Contractor will assess its own risks and, if it deems appropriate and prudent, maintain greater limits. 4.1.5 Other Insurance Provisions 4.1.5.1 Minimum Scope of Insurance Automobile liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form proving equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. Commercial general liability insurance shall be written on ISO occurrence for CG 00 01 and shall cover liability arising from premises, operations, independent contractors and personal injury and advertising injury. 4.1.5.2 Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. 4.1.5.3 Contractor’s Insurance Primary The Contractor’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 excess of the Contractor’s insurance and shall not contribute with it. The Contractor’s insurance shall contain a waiver of subrogation against the City for claims arising out of any operations, liabilities, and obligations to which coverage applies. 4.2 Performance Bond Contractor shall furnish to the City a proper performance bond to be approved by the City Attorney, conditioned that Contractor shall faithfully perform all the provisions and terms of the contract and related documents and pay all laborers, mechanics and subcontractors and material persons, and all persons who shall provide such Contractor with provisions and supplies for the carrying on of such work; which bond shall be signed by Contractor and two more good and sufficient sureties or with Surety Company as Surety, and shall be in the amount of One Hundred Thousand Dollars ($100,000.00). Said bond shall at all times be kept in full force and effect during the term of this Agreement. Contractor agrees to pay all costs, including attorney's fees, associated with the enforcement of said bond. 18 4.3 Indemnification and Hold Harmless Agreement 4.3.1 Indemnification The Contractor shall indemnify and hold the City and its agents, employees, and/or officers, harmless from and shall process and defend at its own expense any and all claims, demands, suits, at law or equity, actions, penalties, loss, damages, or costs, of whatsoever kind or nature, brought against the City arising out of, or in connection with, or incident to, the execution of this Contract and/or the Contractor’s performance or failure to perform any aspect of this Contract; provided, however, that if such claims are caused by or result from the concurrent negligence of the City its agents, employees, and/or officers, this indemnity provision shall be valid and enforceable only to the extent of the negligence of the Contractor and provided further, that nothing herein shall require the Contractor to hold harmless or defend the City, its agents, employees, and/or officers for damages or loss caused by the City's sole negligence. The provisions of this section shall survive the expiration or termination of this Agreement. 4.3.2 Waiver of RCW Title 51 With respect to the obligations to hold harmless, indemnify and defend provided for herein, as they relate to claims against the City, their officers, agents and employees, the Contractor agrees to waive the Contractor's immunity under industrial insurance, Title 51 RCW, for any injury, sickness or death suffered by the Contractor's employees which is caused by or arises out of the Contractor's exercise of rights of privileges granted by this agreement. This waiver is mutually agreed to by the parties. 4.4 Compliance Required Failure of the Contractor to fully comply with any and all of the terms of the foregoing insurance or bond provisions shall be considered a material breach of this contract and unless cured by Contractor within 7 days after written notification from the City, shall be cause for its immediate termination at the option of the City. 4.5 Survival The provisions of Sections 4.3.1 and 4.3.2 shall survive the expiration or termination of this Agreement. 19 ARTICLE V GARBAGE COLLECTION 5.1 Garbage Collection Residential Garbage shall be collected weekly by the Contractor, based on the frequency, service levels and rates set forth in Exhibit A. Commercial and Multi-familyMultifamily Garbage shall be collected by Contractor in accordance with the frequency, service levels and rates set forth in Exhibit A. 5.1.1 Carts Residential Garbage will be collected in Contractor provided Carts and each customer shall be required to use a Contractor- owned Cart as a primary collection container. Extra materials which do not fit neatly within the customer’s primary Cart shall be collected for a fee as set forth in rate schedule and may be placed adjacent to the primary Cart in customer provided cans, bags, or other receptacles which can be safely collected by Contractor’s personnel and equipment. All Multif-Family Garbage and Commercial Garbage will be collected in Contractor provided Carts or Ccontainers, and extra materials which do not fieat neatly within the customer’s primary Cart or Ccontainer shall be collected for a fee as set forth in rate schedule and may be placed adjacent to the primary Cart or container in customer provided cans, bags, or other receptacles which can be safely collected by Contractor’s personnel and equipment. Commercial customers may provide their own compactors or containers, provided such can be safely and effectively handled by Contractor’s personnel and collection vehicles. 5.1.2 Bulky Items and White Goods Upon request from the City, the Contractor shall provide separate collection of bulky items and white goods (large home appliances such as washing machines, refrigerators (without CFCs), stoves, etc.) on a call-in basis. Residents will be charged fees according to the Service Rate Fees in effect at the time of the request. ARTICLE VI CITY CLEANUPS 6.1 City Clean up (“Beautify Bremerton”) The Contractor will provide labor, roll off boxes and disposal for this annual event. Clean up sites will be provided at up to eight (8) locations within the City. City will provide employees to monitor the sites and to load material into roll off boxes. Hours shall be 9:00 AM to 3:00 PM. Scheduling of this one day clean up will be by mutual agreement. The Contractor will be responsible for a maximum of $12,000 of cost for this event each year, and any Contractor costs incurred over this amount will be reimbursed by the City. 20 ARTICLE VII RECYCLABLE MATERIALS COLLECTION 7.1 General Recycling Provisions Residential Recyclable Materials shall be collected every other week, on the same days as Garbage collection from all participating Single Family Residences Customers as part of basic Garbage collection services. . The cost of Residential Recyclables collection shall be included in the rates for Residential Garbage collection set forth in Exhibit A. Up to 9664 gallons (64 gal is default) of extra Recyclables which does not fit within the Contractor provided Cart will be collected free of charge from Residential customers, but any additional materials shall be subject to the fees set forth in Exhibit A. Multif-Family Recyclable Materials shall be collected every other week. The cost of Multif-Family Recyclables collection shall be included in the rates for Multi-familyMultifamily Garbage collection set forth in Exhibit A. Multi-familyMultifamily customers may set out an equal volume of Recyclable material to the volume of Garbage service (e.g., 1 cubic yard of garbage, 1 cubic yard of Recyclables) as part of the embedded service. Any additional Recyclable materials set out shall be subject to the fees set forth in Exhibit A. 7.2 Recycling Carts Contractor will provide a 35-gallon, cart or a 64-gallon or 96-gallon cart to all Residential customers for Single Stream Recycling. The default Cart size shall be 64 gallons, unless a customer requests a different size. Commercial and Multifamily Recycling shall be collected either in Carts or containers provided by Contractor, based upon the volume of service. 7.3 Contamination In the event of visually observed contaminants, the load may be rejected and/or Customer may be charged additional processing, return or disposal costs. ARTICLE VIII COMPOSTABLE ORGANICS COLLECTION 8.1 Compostable Organics Collection Compostable Organics shall be collected from Single Family Residentialce ccustomers who choose to subscribe for such service, on ann every- other- week basis (on the same weeks as Recyclables collection) on the same days as Garbage collection, at the rates set forth in Exhibit A. All Single Family Residentialce ccustomers who sign upsubscribe for Compostable Organics collection will be provided a 96-gallon cart. Yard Waste and Food Waste may be commingled by Residential customers in the Compostable Organics collection Cart. Small Commercial and Multifamily customers may also participate in the Compostable Organics collection program, for the fees set forth in Exhibit A. Such Commercial and Multifamily customers shall be provided a 96 gallon Cart. 21 8.2 Contamination In the event of visually observed contaminants, the load may be rejected and/or Customer may be charged additional processing, return or disposal costs. ARTICLE IX COMPENSATION 9.1 City Administrative Fee[RM3] The Contractor shall pay to the City one-twelfth of thean annual Administrative Fee by the 5th 25th of each month beginning January 1, 20191. The initial annual (1st year) amount of the Administrative Fee will be One Hundred and FiftyTwenty Five thousand dollars ($1250,000.00), due in monthly installments. The annual amount of the Administrative Fee will be adjusted each year by the same percentages described in sections 9.2 and 9.3. The Administrative Fee may be changed by the City in any year upon Contractor approval, provided that the change occursis synchronized with the annual CPI Adjustment described in Section 9.3. The City shall notify the Contactor of the new Administrative Fee for the following year by June 1st. In the event the Administrative Fee is adjusted, either up or down, the the Contractor shall add or subtract an amount equivalent to the state B&O tax, as may be adjusted from time to time by the State of Washington, and the Parties shall negotiate an appropriate adjustment to Contractor Rates in consideration of the new Administrative Fee amount, and any associated B&O tax. The Administrative Fee shall be used by the City for costs the City has identified from solid waste services, including costs for contract administration, solid waste planning and management, and street preservation and maintenance. 22 9.2 Contractor Rates The Contractor shall be responsible for billing and collecting funds from Single Family, Multifamily, and Commercial Customers. For calendar year 20119, Contractor shall bill in accordance with the charges for services listed in Exhibit A. For calendar year 2012, Contractor shall bill rates which reflect a 3.5% increase over 2011 rates. For calendar year 2013, Contractor shall bill rates which reflect a 3.5% increase over 2012 rates. For calendar year 201420 through the end of the term of the Contract, the then existing rates set forth in Exhibit A shall be adjusted annually in accordance with the CPI adjustment set forth in Section 9.3. The Contractor may occasionally provide other services related to solid waste collection in the City not specifically provided for under Exhibit A of this Agreement. In that event, the Contractor shall use then current rates approved by the WUTC under the Contractor’s WUTC Tariff in the area closest in proximity to the City (as may be amended from time to time) for the service provided. If the intended services are not covered by either this Contract or the Contractor’s WUTC tariff, the Contractor shall notify the City and propose a customer rate for the service. Upon approval of the City, the Contractor may proceed to offer that service.” The Contractor shall charge the rates set forth in Exhibit A, as adjusted over time under this Contract, for all services performed. The Contractor shall be responsible for billing and collecting funds from Residential, Multi-familyMultifamily, Commercial and Industrial customers in accordance with the charges listed in Exhibit “A” - Service Rate Schedule. 9.3 CPI Adjustment Commencing on January 1, 202014 and on the same date annually thereafter (the “Adjustment Date”), the City Administrative Fee and the collection component of Contractor’s rates set forth in Exhibit Acollection service charges (excluding disposal fees) as set forth in Exhibit A- Service Rate Schedule, (as adjusted hereunder)r, shall be automatically increased by adjusted by 100% of the annual percent changeincrease in the Consumer Price Index for All Urban Consumers: Water and sewer and trash collection services (“CPI”) (Series CUWUR0000SEHG), - for Seattle, Tacoma, Bremerton (1982-84 = 100) for All Urban Consumers (CPI-U) as published by the Bureau of Labor Statistics. The first adjustment will be based on the change in CPI as described above, of the August 201892 published index to the August 2019202013 published index. Contractor’s rates shall be made in units of one cent ($0.01). Fractions less than one cent ($0.01) shall not be considered when making adjustments. Annual CPI adjustments shall be no more thanneither be negative nor greater than eight percent (8%). In the event the CPI index series decreases year-on- year, there shall be no CPI adjustment. In the event the CPI index series increases year -on-year more than eight (8%), that portion of the CPI adjustment exceeding eight percent (8%) shall not carry forward to the next year.The annual CPI adjustment in any given year shall not be less than zero or more than 8%.[RM4] 23 9.4 Other Solid Waste Collection Services The Contractor may occasionally provide other services related to solid waste collection in the City not specifically provided for under Exhibit A of this Agreement. The Contractor shall notify the City and propose a customer rate for the service. Upon approval of the City, the Contractor may proceed to offer that service. 9.5 Pass Through of Disposal and Processing Fee Increases Periodic adjustments shall be made to Contractor’s collection rates to pass through any increase in fees for disposal of Solid WasteGarbage, Recyclables Materials or Compostable Organics. or any increase in fees for the processing of Recyclable Materials or Compostable Organics if such Recyclables or Compostable Organics are being processed at a third party facility not owned or operated by Contractor. 9.6 Roll off Disposal Fees On all disposal fees billed directly to customers for roll off hauling services, the Contractor shall include a 15% mark- up applied to the disposal portion of the customer invoice only. 24 9.7 9.7 Extraordinary Rate Adjustments for Extraordinary Issues. Contractor’s Rates set by this Agreement are calculated to pay certain expenses and costs that are of a contingent and uncertain nature. Therefore, in addition to the CPI Adjustment, Contractor’s Rates shall, upon written request of Contractor and approval by the City, be further adjusted on an interim basis for increased expenses or reduced revenue associated with performance of the services hereunder due to any one or more of the following causes: Mmaterial changes in WM’s costs resulting from a Force Majeure event that are not covered by Waste Management’s insurance; (a) (b) if required, initiated, or approved by the City, added fees or changes in the scope or method of services provided by Contractor or other fees required, initiated, or approved by the City; (c) any change in Applicable Law that becomes effective after the Effective Date of this Agreement or the date all parties have signed, whichever date comes earlier; (d) any increase in fees for the processing of Recyclable Materials or Compostable Organics; (e) any increase in surcharges, fees, assessments or taxes levied by federal, state or local regulatory authorities or other governmental entities in relation to the Services; (f) a material increase in the volume of Recyclable Materials, Compostable Organics, or other materials collected by Contractor hereunder, whether caused by customer growth and/or annexation; (g) any other extraordinary circumstances or causes or reasons that are not within the reasonable control of Contractor. If Contractor requests an adjustment due to the extraordinary circumstances set forth above, Contractor shall prepare a rate adjustment request setting forth its calculation of the increased costs or reduced revenue and accompanying rate adjustment necessary to offset such increased costs or reduced revenue. The City may request any and all documentation and data reasonably necessary to evaluate such request by Contractor, and may request Waste Management contract with retain, at its own expense, retain, at its own expense, an independent third party to audit and review such documentation and such request. If such third party is retained, the City shall take reasonable steps, consistent with state law, to protect the confidential or proprietary nature of any data or information supplied by WM. The City shall act within thirty (30) days of receipt of the request from WM, but shall approve the request if reasonably sufficient supporting information is provided. Notwithstanding the foregoing, if the request is based upon any new or increased third party fees, taxes, assessments or charges, the City shall approve the interim rate adjustment within such time period as necessary to ensure that such fees, taxes, assessments or charges are passed on to customers by the date the same are effective. 9.8 Changes in Recyclable Markets/Costs. In the event that a change in Applicable Law or a material change in market conditions affecting recyclable material markets occurs, including but not limited to lack of commercially reasonable market availability for a type of processed Recyclable Material, changes in market specifications affecting the salability of a type of processed Recyclable Material, or changes affecting the recyclability or marketability of a type of processed Recyclable Material (each a “Material Change”), and such Material Change has the effect of materially altering the terms of this 25 Agreement, or preventing or precluding compliance with one or more provisions of this Agreement, or preventing, precluding or substantially affecting the benefit(s) bargained for under this Agreement, including a substantial change in profits of Contractor, this Agreement shall be modified or suspended, including disposing of materials that have no viable market, as may be necessary to comply with, ameliorate, or prevent the detrimental effects on the Agreement of, such Material Change. A party detrimentally affected by a Material Change shall so notify the other party and request amendment to this Agreement accordingly, and the Parties shall engage in good faith negotiations regarding such amendments of this Agreement that reflect the extent to which the provisions hereof have been, or should be, so modified or suspended. If a Material Change precludes or substantially reduces any of Company’s Rates or other revenues, then the parties shall modify this Agreement in accordance with this provision in order that Contractor can achieve, on an ongoing basis, profits that existed immediately prior to the Material Change. Costs of an Uncertain Nature The Contractor’s service rates set by this Agreement are calculated to pay certain expenses and costs that are of a contingent and uncertain nature. Therefore, in addition to the annual CPI adjustment provided by Section 9.3 and the other adjustments described in this Article 9, the Contractor’s rates under this Agreement may, upon written request of Contractor or City, which shall not be unreasonably withheld, be further adjusted on an interim basis for increased or decreased expenses associated with performance of the services hereunder due to any one or more of the following causes: material changes in Contractor’s costs resulting from a Force Majeure event; changes in the scope or method of services provided by Contractor, changes in the City Administrative Fee, or other changes or fees required, initiated, or approved by the City; any change in law, statute, rule, regulation, ordinance, order or requirement of any federal, state, regional or local government that is effective after the Effective Date of this Agreement and has a material impact on Contractor’s costs; a material increase in the volume of Solid Waste or Recyclable Materials or other materials collected by Contractor hereunder, whether caused by customer growth and/or annexation, or a material increase in the cost of diesel fuel; any other extraordinary circumstances or causes or reasons that are not within the reasonable control of Contractor. If Contractor or City requests an adjustment due to the extraordinary circumstances set forth above, Contractor or City shall prepare a rate adjustment request setting forth its calculation of the increased or decreased costs and accompanying rate adjustment necessary to offset such increased or decreased costs. The City or Contractor may request any and all documentation and data reasonably necessary to evaluate such request by Contractor or City, and shall act within ninety (90) days of receipt of the request from Contractor or City to either approve or disapprove the request, provided that approval shall not be unreasonably withheld. ARTICLE X BILLING SERVICES AND CUSTOMER EDUCATION 10.1 Contractor Billing Contractor shall be responsible for billing and collection of all charges, fees and taxes for the collection of Solid WasteGarbage, Recyclable Materials and Compostable Organics pursuant to this contractAgreement. Contractor shall also perform all customer service functions related to billing and responding to any customer inquiries. Upon request, Contractor will incorporate City customer service messages, up to two (2) times per calendar year, as an insert in the bill. Contractor may charge customers a fee, of $4.50as contained in Exhibit A, for customers who choose to use a 26 paper invoice and bill pay process. If the City ever levies a utility tax or other gross receipts tax, Contractor agrees to collect and remit such taxes to the City without any additional charge for the administrative expense incurred in collection and remittingance suchremitting such taxes. Contractor may charge customers an $25.00 account set-up fee, as contained in Exhibit A, for all new accounts. The City retains the right to take over responsibility for the billing of customers and the customer service functions under the Contract, at any time during the term, upon ninety (90) days written notice to Contractor. If the City exercises this option, then the Parties shall meet and confer in good faith to discuss any changes or adjustments to this Contract which may be necessary for the City to take over these billing and customer service functions, including the City’s assumption of the risk of bad debt collection. 10.2 Collection for Non-Payment Contractor may bill to customers a late payment fee, interest, NSF check charges, as well as all costs associated with bad debt collection. If a customer becomes XX60 days delinquent on a Contractor invoice, Contractor may discontinue service and may then make arrangements for third party collection and/or lien the property for the debt. Contractor will report to the City monthly customers who have had their service discontinued for non-payment. Lien for Non-Payment Under Bremerton Municipal Code 6.04.120 Payment of Charges the Contractor has the right to Lien Properties. The Contractor shall have all rights under law related to the billing of customers under this Contract and shall have the right to enforce the collection of outstanding bills and charges using any and all rights and remedies upon delinquency, including, but not limited to, lien rights, late payment fees, and other means provided by law or City ordinance. The Contractor shall mail service billings to the person or occupant in possession of the premises to which the services are rendered, unless special billing instructions are received from the property owner. 10.3 Low-Income Disabled Discount Customers meeting the criteria outlined in Bremerton Municipal Code 15.06.060 shall qualify for a low-income disabled discount as defined in Exhibit A. The City will provide the Contractor a monthly accounting of all City Utility customers that have been qualified as “low- income disabled.”; o Only customers approved by the City shall be eligible for the low-income disabled discount. Contractor may only use the customer information for garbage collection and billing purposes, and will not disclose this information to third parties. 10.4 Suspending Collection from Problem Customers The City and Contractor acknowledge that, from time to time, some customers may cause disruptions or conflicts that make continued service to that customers unreasonable. Those disruptions or conflicts may include, but not be limited to, repeated damage to Contractor-owned Carts/Containers, repeated refusal to position Garbage, Recyclable Materials, Compostable Organics container properly for automated collection, repeated suspect claims of timely set-out 27 followed by demands for return collection at no charge, repeated unsubstantiated claims of Contractor damage to a customer’s property, or other such problems. Contractor shall make reasonable efforts to provide service to those problem customers. However, Contractor may deny or discontinue service to a problem customer if reasonable efforts to accommodate the customer and to provide services fail. Contractor shall notify the City in writing of such discontinued service. If the customer submits a written letter to the City appealing Contractor’s decision, the City may, at its discretion, intervene in the dispute, In this event, the decision of the City shall be final. The City may also require the denial or discontinuance of service to any customer who is abusing the service or is determined to be ineligible. 10.5 Promotion, Education, and Outreach Contractor shall keep the public informed of programs and encourage participation through an Annual Service Update. Each fall, Contractor shall provide an Annual Service Update for the Single Family Residences, the format, content and timeframe of which shall be subject to prior review and approval by the City. The Annual Service Update shall be m ailed to all Single Family Residences and, at a minimum, shall include an informational brochure indicating all services available, preparation and other service requirements, contact information, inclement weather and other policies, a collection calendar and other useful customer information. Each year, the Contractor will implement a recycling education and outreach program that encourages Single Family, Multifamily and/or Commercial customers utilizing cart-based service to increase recycling or, composting or decrease contamination. The program will be designed each Fall with feedback and approval from the City. Open for more IDEAS…. ARTICLE XI DEFAULTS 11.1 Termination The failure of Contractor to comply with the material terms of this Contract within ten (10) days after having received written notice from the City by certified mail, return receipt requested, at Contractor’shis mailing address from City, and a thirty (30) day opportunity to cure such defects, shall constitute grounds for termination of the Contract at the option of the City. 11.2 Liquidated Damages As a breach of the service provided by this Contract would cause serious and substantial damage to City and its residents, and the nature of this Contract would render it impracticable or extremely difficult to fix the actual damage sustained by City by such breach, it is agreed that in case of breach of service, City may elect to collect liquidated damages for each such breach and Contractor shall pay City as liquidated damages and not as penalty, the amount set forth below, such sums being the amount which City will be damaged by the breach of such services. An election to seek such remedy shall not be construed as a waiver of any remedies City may have as to any subsequent breach of services under this Contract. 28 A truck making Residential collection prior to 7:00 a. m, or after 6:00 p.m. without city approval per day................................................................................. $50.00 Repetition of Complaints on a route after notification to replace can or detachable container in designated locations, spilling, not closing gate, crossing planted areas, or similar violations............................................................ $25.00 Landfilling or burning uncontaminated Recyclable Material without the express written consent of the Contract Administrator or as otherwise allowed under this Agreement per vehicle no maximum........................................................................................................... $25.00 29 Liquidated Damages will be reasonably applied and may be levied only if documented in an incident report presented by the City to the Contractor. The Contractor shall be notified and provided a copy of an incident report and shall be given 24 hours to cure the problem (if applicable) before Liquidated Damages are invoiced to the Contractor, except in the case of incidents for which, due to the nature of the event, a “cure” is not possible. Such liquidated damages as City shall elect to collect shall be billed to Contractor and be paid within twenty (20) days. Application of these damages may be appealed within ten (10) days by Contractor to the Contract Administrator, whose decision shall be final. Liquidated damages will not be assessed by the City for the first 60 days from the start up date but the Contractor must make every effort to minimize all complaints during the start up period. ARTICLE XII ANNEXATION 12.1 Franchise Rights/Annexations Pursuant toNotwithstanding the provisions of RCW 35.13.280, if, during the term of this Contract, additional territory is added to the City through annexation or other means and the Contractor has an existing WUTC certificate or other franchise for collection at the time of annexation, the Contractor agrees by accepting this Contract from the City, that the certificate or franchise applicable to the annexed areas shall be deemed canceled on the effective date of the annexation. Notwithstanding RCW 35.13.280, tThe Contractor shall have the sole discretion to continue to service the newly annexed areas under the terms and conditions set forth in this Contract or under the terms and conditions of the existing WUTC certificate for a term ofnot less than ten (10) years. In consideration for this ten year period (which is beyond the 7-year minimum timeframe set forth in RCW 35.13.280 during which the City must permit the Contractor to operate in the annexed area or pay damages),, Notwithstanding the provisions of RCW 35.13.280, the Contractor agrees that their certificate applicable to those annexation areas shall be cancelled effective the date of annexation by the City. Tthe Contractor expressly waives and releases its right to claim any damages or compensation from the City, its officers, agents, or assigns arising out of the cancellation of any pre-existing permit or franchise held by the Contractor prior to annexation, and further specifically waives the right to receive any additional compensation or any rights of collection in the newly annexed territory. The term during which the Contractor will service any future annexation areas shall be ten (10) years, notwithstanding the term set forth in Article ISection 1 of this Agreement. ARTICLE XIII MISCELLANEOUS 13.1 Non-Waiver The failure of any party to enforce any contract provision is not and shall not 30 be construed as a waiver of that provision. The payment or acceptance of compensation subsequent to any breach is not and shall not be construed as an acceptance of that breach. All waivers must be in writing. 31 13.2 Notices All Any notices required or contemplated by this Contract to be sent to the City shall be in writing and personally served or mailed (postage-prepaid and return receipt requested), addressed to the parties as follows, or as amended by the City. sent to the Contract Administrator at the following address: To the City: Public Works & Utilities Director City of Bremerton 100 Oyster Bay Ave. N. Bremerton, WA 98312 Any notices sent to Waste Management of Washington, Inc., dba Waste Management shall be sent to: To Contractor: District Manager 9300 SW Barney White Road Bremerton, WA 98367Area Director of Public Sector Solutions Waste Management of Washington, Inc. 720 4th Avenue, Suite 400 Kirkland, WA 98033 Copy to: Area Legal Counsel Waste Management 720 4th Ave, Suite 400 Kirkland, WA 98033 13.3 Severability If any provision of this Contract is held to be void, invalid or unenforceable under any applicable law, the remaining provisions of the Contract shall remain in effect and bind the parties. 13.4 Entire Agreement This Contract constitutes the entire agreement between City and Contractor, and there are no promises, conditions, terms, obligations, statements, or guarantees other than those contained herein. No modifications or amendments shall be valid unless in writing and fully executed by both parties. 13.5 Change in Service Contractor shall give (60) days written notice to the Contract Administrator of any change which affects the date of collection providing that no change in the terms of this Agreement may be made unless agreed to in writing by the Contract Administrator. 13.6 Assignment This contract may not be assigned or transferred by Contractor, nor shall Contractor subcontract any part of this Contract, without the prior written consent of the City Council, as evidenced by a City Resolution and the signature of the Mayor. The City may withhold its consent 32 to assignment or transfer of this Contract at its sole, subjective discretion. In the event of an unauthorized assignment or transfer, the City reserves the right to cancel the Contract. Notwithstanding the foregoing, Contractor may assign this Agreement to another subsidiary or corporate affiliate of Contractor. 13.7 Force Majeure Contractor shall not be deemed to be in default and shall not be liable for failure to perform under this Agreement if Contractor’s performance is prevented or delayed by Force Majeure. For purposes of this Agreement, the term Force Majeure shall mean any acts of God, including landslides, lightning, forest fires, storms, floods, freezing and earthquakes, terrorism, civil disturbances, strikes, lockouts or other industrial labor disturbances, acts of the public enemy, wars, blockades, public riots, explosions, or disposa1l sites, governmental restraint or other causes, whether of the kind enumerated or otherwise, whichthat are not reasonably within the control of the Contractorparty and are not the result of the willful or negligent act error or omission of the Contractor; and that could not have been prevented by the Contractor through the exercise of reasonable diligence (“Force Majeure”). affected by the Force Majeure event. Service disruptions due to inclement weather shall be governed by Section 2.10. 13.8 Applicable Law / Venue This Contract shall be governed by the laws of the State of Washington. Venue for any action hereunder shall be in Kitsap County Superior Court. 13.9 Independent Contractor The parties agree and acknowledge that Contractor is an independent Contractor and not an agent or employee of the City, and that no liability shall atta ch to the City as a result of the acts or omissions of Contractor, its employees, agents, or assigns. Contractor shall have no authority to execute agreements or to make commitments on behalf of the City, and nothing contained in this Contract shall be deemed to create the relationship of employer and employee or principal and agent between the City and Contractor. 13.10 Subcontracting The parties intend that Contractor shall perform pursuant to the terms of this Contract with its own employees. However, in the event any incidental subcontractor services are necessary, Contractor agrees to be responsible for the standards of performance of any subcontractor. Contractor agrees that no subcontractor shall relieve Contractor of any obligations under this Contract. 13.11 Taxes and Fees Contractor acknowledges that it is responsible for the payment of any local, state, or federal taxes or fees with respect to Contractor’s agents and employees, and any taxes or licenses applicable to Contractor’s business activity. 13.12 Insolvency; Right to Terminate Contract 33 In addition to other terms of this Contract, any or all of the following shall be considered events of default of this Contract, allowing the City to terminate the Contract if such events are not cured within 10 days of written notice: a) if Contractor petitions any court to be adjudged a bankrupt; b) if a petition in bankruptcy is filed in any court against Contractor; c) if Contractor is adjudged to be insolvent; d) if Contractor is adjudged to be bankrupt; e) if a receiver or other officer is appointed to take charge of the whole or any part of Contractor’s property or to wind up or liquidate its affairs; f) if Contractor seeks reorganization under the Federal Bankruptcy Code, as amended; or g) if Contractor admits in writing its inability to pay its debts as they become due. 13.13 Reservation of Municipal Authority The City specifically reserves the right to enact general municipal ordinances and resolutions affecting all businesses and persons in the City. 13.14 Successors and Assigns This Contract shall be binding upon the parties and their successors and assigns. 34 13.15 Corporate Authority Each individual executing this Contract on behalf of a corporation represents and warrants that he/she is duly authorized to execute and deliver this Contract on behalf of the corporation. 13.16 Dispute Resolution In order to have an administrative mechanism for promptly mediating customer complaints regarding billing for or the collection of garbage, recyclable materials, or yard debris, the City and the Contractor agree as follows: 1) the Contractor shall first make a good faith effort to resolve a customer’s complaint; 2) in the event the customer is not satisfied with the Contractor’s resolution, the complaint shall be forwarded to the Public Works & Utilities Director who shall resolve the complaint after discussing the matter with the customer and the Contractor; 3) in the event the customer or the Contractor is not satisfied with the decision of the Public Works & Utilities Director, either party may appeal the decision via the City’s appeal process. This administrative process shall not foreclose either the City or the Contractor from pursuing their legal or equitable remedies in Kitsap Superior Court to enforce, construe or otherwise resolve a dispute between the City and the Contractor arising from any term or condition of this Contract. Dated this ________ day of________________________, 20180. City of Bremerton Waste Management of Washington, Inc. By: ________________________________ By: _____________________________ Patty LentGreg Wheeler, Mayor ManagerJason Rose President Attest: By: _____________________________________ Carol EtgenAngela Woods, City Clerk Approved as to form: _________________________________________ Roger Lubovich, City Attorney 35 EXHIBIT A – RATE SCHEDULE 36 EXHIBIT B – CITY FACILITIES[RM5] Facility Name Address Service & Frequency Sheridan Center 680 Lebo Blvd. Bremerton WA 98310Xx 1 – 8yd garbage dumpster, bi-weekly 1 - 40 yd roll off garbage, On call (1x/wk max) (dirt, concrete, asphalt, grit, road work and construction materials excluded) 1 - 40 yd Compostables, On call (1x/wk maxweekly Jan- April) Pendergast Park 1199 Union Ave West Bremerton WA 98312 2 – 8yd Dumpsters, bi-weekly service Evergreen Park 1500 Park Avenue Bremerton WA 98312 1 – 8yd Dumpster, bi-weekly service Ivy Green Cemetery 1401 Naval Ave Bremerton WA 98312 1 – 8yd Dumpster, weekly service Blueberry Park 737 Sylvan Way Bremerton WA 98310 1 – 8 yd Compostables, on call 1x/wk maxSep – Nov Norm Dicks Government Center 345 6th St. Bremerton WA 98337 Bremerton Naval Museum 251 1st St. Bremerton WA 98337 Fire Stations Fire Station 1 Fire Station 2 911 Park Ave. 5005 Kitsap Way Fire Station 3 3031 Olympus Dr. Public Works & Utilities 100 Oyster Bay Ave. N Bremerton WA 98312 Police Dept. 1025 Burwell St. Bremerton WA 98337 Waste Water Treatment Facility 1600 Oyster Bay Ave. S Bremerton WA 98312 City Library 612 5th St. Bremerton WA 98337 Senior Center 1140 Nipsic Ave. 37 Bremerton WA 98310 Street Cans Various locations throughout the City. Gold Mountain Golf Course 7263 W Belfair Valley Rd. Bremerton WA 98312 Bremerton Kitsap Access Television 7266 Tibardis Rd. Bremerton WA 98311 38 EXHIBIT C – RECYCLABLES LIST MATERIAL TYPE DESCRIPTION PREPARATION INSTRUCTIONS EXCLUSIONS Glass  Food or beverage containers Remove lids; empty of all food or liquids. Labels do not need to be removed. Leaded glass: windows, mirrors, baking dishes, storage dishes, ceramic, plates, glassware, storage/canning jars. Paper  Office paper, copy paper, construction paper  Newspaper and paper inserts  Magazines and paper inserts  Catalogs  Cardboard  Mail and paper inserts  Envelopes  Paper bags  Cereal, cookie and cracker boxes  Paper towel tubes  Toilet paper tubes  Tissue boxes  Non-foil wrapping paper  Kraft paper bags or boxes Remove plastic bags (exterior or interior), plastic packaging, metal, electronics, magnets, twine, straws, lids and any food or liquids. Must be dry. Plastic windows in paper envelopes okay. Shredded paper; paper envelopes with bubble wrap liners, insulation liners or envelopes made from plastic (Tyvek); laminated paper, stickers, labels, photos, carbon paper, receipts, paper affixed to magnets; wax or poly-coated cups, cartons, or aseptic containers; pet food bags; mixed material bags; wet or soiled paper; paper with large amounts of paint or glue. Cardboard  Cardboard boxes  Cardboard packaging  Cardboard beverage ‘flats’ or nursery ‘flats’ Flatten all cardboard. Remove all interior packaging, block foam, packing peanuts and exterior plastic wrap. Do not bundle with tape or twine. External tape okay. Oversized cardboard can be placed next to card/container. Must be dry. Waxed cardboard, wet cardboard Metal  Tin, aluminum and steel food or beverage containers Remove all exterior packaging; remove lids; empty of all food or liquids. Labels do not need to be removed. Aluminum foil and trays; sharp or greasy metal; batteries; propane tanks, microwaves; electrical cords; cell phones; car snow chains. Empty aerosol cans, Metal appliances Plastic  PET/PETE bottles (#1 plastic) Plastic bottles with #3, #4, #6 & #7 plastics, 39  HDPE bottles/jugs (#2 plastic)  Dairy tubs, e.g. butter, yogurt, cottage cheese (#5 plastic) plastic screw-on lids are okay if lids are screwed back on, remove all other lids; remove straws; empty of all food, liquids or other debris. Labels do not need to be removed. plastic bags, plastic cups, plastic film; plastic bottles that contained HHW listed materials; deli, bakery and produce clamshell containers; loose lids – any size; plant trays; PVC; large rigid plastic (outdoor furniture, laundry baskets, swimming pools, toys, etc.); hoses; landscaping/sprinkler tubing. EXHIBIT A 2a-1 MSW Yard Debris MSW Yard Debris 2017 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $75.00 $61.98 Disposal increase 0.000%0.000%Disposal increase 5.634%0.000% CPI Increase 2.501%CPI Increase 0.000% CITY OF BREMERTON Garbage and Yard Debris Service Fees (Monthly)(Monthly)Total (Monthly)(Monthly)Total SERVICE Collection Disposal Service Collection Disposal Service CLASS Fee Fee Fee Fee Fee Fee Residential Services - Curb Svc Weekly Service: 1 10 Gal. Microcan 6.39$ 1.13$ 7.52$ 6.39$ 1.19$ 7.58$ 1 20 Gal. Minican 8.24$ 2.23$ 10.47$ 8.24$ 2.36$ 10.60$ 1 32 Gal. Can 11.35$ 3.59$ 14.94$ 11.35$ 3.79$ 15.14$ 1 35 Gal Cart Added 1/14/2005 12.99$ 3.59$ 16.58$ 12.99$ 3.79$ 16.78$ 2 32 Gal. Cans/1 64 Gal. Cart 14.33$ 7.19$ 21.52$ 14.33$ 7.60$ 21.93$ 3 32 Gal. Cans/1 96 Gal. Cart 17.36$ 10.80$ 28.16$ 17.36$ 11.41$ 28.77$ 4 32 Gal. Cans/1 96 Gal. Cart (Added 1/1/07)20.40$ 14.39$ 34.79$ 20.40$ 15.20$ 35.60$ 5 32 Gal. Cans/1 96 Gal. Cart (Added 1/1/07)23.42$ 17.98$ 41.40$ 23.42$ 18.99$ 42.41$ 1 "extra" 32 gallon can or equivalent 4.38$ 0.84$ 5.22$ 4.38$ 0.89$ 5.27$ Yard Debris Service: Basic Subscription Service 2.31$ 6.96$ 9.27$ 2.31$ 6.96$ 9.27$ Extra YW Cans/Bags (EA.)3.76$ 0.95$ 4.71$ 3.76$ 0.95$ 4.71$ Extra 96 Gal. YD Cart: rent+roll 1.64$ 6.96$ 8.60$ 1.64$ 6.96$ 8.60$ Miscellaneous Fees: Return Trip 9.86$ 9.86$ Drive-in Charge 8.06$ 8.06$ Redelivery Fee (Carts)15.61$ 15.61$ Res. Services-Carry-out Surcharge: All Residential Can/Cart Service Levels 2.42$ 2.42$ (5 ft to 50 ft.) On-Call Bulky Waste Collection: Appliances (non-refrigerant)68.27$ 18.48$ 86.75$ 68.27$ 19.52$ 87.79$ Refrigerator/Freezer 68.70$ 24.64$ 93.34$ 68.70$ 26.03$ 94.73$ Sofa 68.43$ 21.10$ 89.53$ 68.43$ 22.29$ 90.72$ Chair 67.73$ 10.55$ 78.28$ 67.73$ 11.14$ 78.87$ Mattress or Box Springs 67.11$ 1.33$ 68.44$ 67.11$ 1.40$ 68.51$ Tires:Auto/Light Truck 33.93$ 6.16$ 40.09$ 33.93$ 6.51$ 40.44$ Bus/Heavy Truck 67.42$ 6.16$ 73.58$ 67.42$ 6.51$ 73.93$ Add'l for Rims or Wheels 33.93$ 6.16$ 40.09$ 33.93$ 6.51$ 40.44$ Miscellaneous, per cubic yard 67.30$ 4.48$ 71.78$ 67.30$ 4.73$ 72.03$ Temporary Container Service: (per pick-up) Temp. 1.0 Yard Container 18.02$ 5.73$ 23.75$ 18.02$ 6.05$ 24.07$ Daily Rent 1.32$ 1.32$ 1.32$ 1.32$ Delivery Fee 35.13$ 35.13$ 35.13$ 35.13$ Temp. 1.5 Yard Container 20.21$ 6.65$ 26.86$ 20.21$ 7.02$ 27.23$ Daily Rent 1.32$ 1.32$ 1.32$ 1.32$ Delivery Fee 35.13$ 35.13$ 35.13$ 35.13$ Temp. 2 Yard Container 25.87$ 8.89$ 34.76$ 25.87$ 9.39$ 35.26$ Daily Rent 1.32$ 1.32$ 1.32$ 1.32$ Delivery Fee 35.13$ 35.13$ 35.13$ 35.13$ Temp. 3 Yard Container 34.92$ 13.31$ 48.23$ 34.92$ 14.06$ 48.98$ Daily Rent 1.32$ 1.32$ 1.32$ 1.32$ Delivery Fee 35.13$ 35.13$ 35.13$ 35.13$ Temp. 4 Yard Container 45.18$ 17.74$ 62.92$ 45.18$ 18.74$ 63.92$ Daily Rent 1.32$ 1.32$ 1.32$ 1.32$ Delivery Fee 35.13$ 35.13$ 35.13$ 35.13$ Temp. 6 Yard Container 62.36$ 26.64$ 89.00$ 62.36$ 28.14$ 90.50$ Daily Rent 1.32$ 1.32$ 1.32$ 1.32$ Delivery Fee 35.13$ 35.13$ 35.13$ 35.13$ Temp. 100 Yard Container (demolition)306.09$ 2,130.06$ 2,436.15$ 306.09$ 2,250.06$ 2,556.15$ Daily Rent 33.15$ 33.15$ 33.15$ 33.15$ Return Trip to Collect 159.06$ 159.06$ 159.06$ 159.06$ July 1, 2018 Disposal IncreaseJanuary 1, 2018 CPI Increase EXHIBIT A 2a-2 CITY OF BREMERTON Garbage and Yard Debris Service Fees (Monthly)(Monthly)Total (Monthly)(Monthly)Total SERVICE Collection Disposal Service Collection Disposal Service CLASS Fee Fee Fee Fee Fee Fee July 1, 2018 Disposal IncreaseJanuary 1, 2018 CPI Increase Multifamily Cans & Carts Weekly Service [1] 1 20 Gal. Minican 6.63$ 2.23$ 8.86$ 6.63$ 2.36$ 8.99$ 1 32 Gal. Can 9.41$ 3.59$ 13.00$ 9.41$ 3.79$ 13.20$ 1 35 Gal. Cart 11.06$ 3.59$ 14.65$ 11.06$ 3.79$ 14.85$ 1 64 Gal. Cart 23.63$ 7.19$ 30.82$ 23.63$ 7.60$ 31.23$ 1 96 Gal. Cart 35.41$ 10.80$ 46.21$ 35.41$ 11.41$ 46.82$ "Extra" 32 Gal. Can/Bag ea.3.32$ 1.81$ 5.13$ 3.32$ 1.91$ 5.23$ Miscellaneous Services Return Trip 9.86$ 9.86$ 9.86$ 9.86$ Carry-Out Service (per can)2.40$ 2.40$ 2.40$ 2.40$ Redelivery 15.61$ 15.61$ 15.61$ 15.61$ Roll-Out Container 2.95$ 2.95$ 2.95$ 2.95$ Disconnect Hydraulics 13.40$ 13.40$ 13.40$ 13.40$ Unlock Container 13.40$ 13.40$ 13.40$ 13.40$ Gate Opening 13.40$ 13.40$ 13.40$ 13.40$ Steam Cleaning (per yd.)4.02$ 4.02$ 4.02$ 4.02$ Multifamily Uncompacted Containers 1 Cu. Yd. Uncompacted 1 Pickup/Week/Container 76.83$ 19.22$ 96.05$ 76.83$ 20.30$ 97.13$ 2 Pickups/Week/Container 132.11$ 38.47$ 170.58$ 132.11$ 40.64$ 172.75$ 3 Pickups/Week/Container 187.38$ 57.69$ 245.07$ 187.38$ 60.94$ 248.32$ 4 Pickups/Week/Container 242.66$ 76.92$ 319.58$ 242.66$ 81.25$ 323.91$ 5 Pickups/Week/Container 297.92$ 96.15$ 394.07$ 297.92$ 101.57$ 399.49$ 1.5 Cu. Yd. Uncompacted 1 Pickup/Week/Container 72.44$ 28.91$ 101.35$ 72.44$ 30.54$ 102.98$ 2 Pickups/Week/Container 114.50$ 57.84$ 172.34$ 114.50$ 61.10$ 175.60$ 3 Pickups/Week/Container 158.22$ 86.77$ 244.99$ 158.22$ 91.66$ 249.88$ 4 Pickups/Week/Container 201.99$ 115.70$ 317.69$ 201.99$ 122.22$ 324.21$ 5 Pickups/Week/Container 297.92$ 96.15$ 394.07$ 297.92$ 101.57$ 399.49$ 2 Cu. Yd. Uncompacted 1 Pickup/Week/Container 91.03$ 38.47$ 129.50$ 91.03$ 40.64$ 131.67$ 2 Pickups/Week/Container 144.16$ 76.92$ 221.08$ 144.16$ 81.25$ 225.41$ 3 Pickups/Week/Container 197.23$ 115.36$ 312.59$ 197.23$ 121.86$ 319.09$ 4 Pickups/Week/Container 250.34$ 153.84$ 404.18$ 250.34$ 162.51$ 412.85$ 5 Pickups/Week/Container 303.46$ 192.28$ 495.74$ 303.46$ 203.11$ 506.57$ 3 Cu. Yd. Uncompacted 1 Pickup/Week/Container 111.32$ 57.69$ 169.01$ 111.32$ 60.94$ 172.26$ 2 Pickups/Week/Container 171.79$ 115.36$ 287.15$ 171.79$ 121.86$ 293.65$ 3 Pickups/Week/Container 232.38$ 173.06$ 405.44$ 232.38$ 182.81$ 415.19$ 4 Pickups/Week/Container 292.90$ 230.76$ 523.66$ 292.90$ 243.76$ 536.66$ 5 Pickups/Week/Container 336.49$ 288.45$ 624.94$ 336.49$ 304.70$ 641.19$ 4 Cu. Yd. Uncompacted 1 Pickup/Week/Container 123.04$ 76.92$ 199.96$ 123.04$ 81.25$ 204.29$ 2 Pickups/Week/Container 186.81$ 153.84$ 340.65$ 186.81$ 162.51$ 349.32$ 3 Pickups/Week/Container 246.20$ 230.76$ 476.96$ 246.20$ 243.76$ 489.96$ 4 Pickups/Week/Container 305.90$ 307.66$ 613.56$ 305.90$ 324.99$ 630.89$ 5 Pickups/Week/Container 348.55$ 384.59$ 733.14$ 348.55$ 406.26$ 754.81$ 6 Cu. Yd. Uncompacted 1 Pickup/Week/Container 154.92$ 115.36$ 270.28$ 154.92$ 121.86$ 276.78$ 2 Pickups/Week/Container 225.17$ 230.76$ 455.93$ 225.17$ 243.76$ 468.93$ 3 Pickups/Week/Container 295.47$ 346.14$ 641.61$ 295.47$ 365.64$ 661.11$ 4 Pickups/Week/Container 365.10$ 461.51$ 826.61$ 365.10$ 487.51$ 852.61$ 5 Pickups/Week/Container 406.52$ 576.89$ 983.41$ 406.52$ 609.39$ 1,015.91$ EXHIBIT A 2a-3 CITY OF BREMERTON Garbage and Yard Debris Service Fees (Monthly)(Monthly)Total (Monthly)(Monthly)Total SERVICE Collection Disposal Service Collection Disposal Service CLASS Fee Fee Fee Fee Fee Fee July 1, 2018 Disposal IncreaseJanuary 1, 2018 CPI Increase Multifamily Uncompacted Containers 8 Cu. Yd. Uncompacted 1 Pickup/Week/Container 197.29$ 153.84$ 351.13$ 197.29$ 162.51$ 359.80$ 2 Pickups/Week/Container 283.09$ 307.66$ 590.75$ 283.09$ 324.99$ 608.08$ 3 Pickups/Week/Container 368.84$ 461.51$ 830.35$ 368.84$ 487.51$ 856.35$ 4 Pickups/Week/Container 454.59$ 615.35$ 1,069.94$ 454.59$ 650.02$ 1,104.61$ 5 Pickups/Week/Container 540.35$ 769.18$ 1,309.53$ 540.35$ 812.51$ 1,352.86$ Multifamily Compacted Containers 1 Cu. Yd. Container 56.53$ 67.39$ 123.92$ 56.53$ 71.19$ 127.72$ 1.5 Cu. Yd. Container 51.28$ 100.92$ 152.20$ 51.28$ 106.61$ 157.89$ 2 Cu. Yd. Container 45.91$ 134.61$ 180.52$ 45.91$ 142.19$ 188.10$ 3 Cu. Yd. Container 79.14$ 202.01$ 281.15$ 79.14$ 213.39$ 292.53$ 4 Cu. Yd. Container 112.52$ 269.23$ 381.75$ 112.52$ 284.40$ 396.92$ 6 Cu. Yd. Container 143.60$ 403.82$ 547.42$ 143.60$ 426.57$ 570.17$ Extra Uncompacted Cubic Yard/Pickup 8.73$ 4.44$ 13.17$ 8.73$ 4.69$ 13.42$ Multifamily Yard Debris 1 Basic Service (96 gal. Cart, EoW/Mon)7.52$ 3.97$ 11.49$ 7.52$ 3.97$ 11.49$ 1 32 gallon extra 2.61$ 1.23$ 3.84$ 2.61$ 1.23$ 3.84$ 1 2 cubic yard container, weekly**530.33$ 47.49$ 577.82$ 530.33$ 47.49$ 577.82$ 1 extra cubic yard 8.79$ 5.48$ 14.27$ 8.79$ 5.48$ 14.27$ **This is a special service only offered to the City of Bremerton as an exception. It is not for regular customer use. EXHIBIT A 2a-4 MSW Yard Debris MSW Yard Debris 2017 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $75.00 $61.98 Disposal increase 0.000%0.000%Disposal increase 5.634%0.000% CPI Increase 2.501%CPI Increase 0.000% CITY OF BREMERTON Garbage and Yard Debris Service Fees Daily New Monthly New Daily New Monthly New SERVICE Container Container Charge Container Container Charge CLASS Rental Rental per Haul Rental Rental per Haul Multifamily Drop-box Collection* Noncompacted Service 1 10 Cu. Yd. Container 1.32$ 39.78$ 113.81$ 1.32$ 39.78$ 113.81$ 1 15 Cu. Yd. Container 1.32$ 39.78$ 113.81$ 1.32$ 39.78$ 113.81$ 1 20 Cu. Yd. Container 1.76$ 53.02$ 113.81$ 1.76$ 53.02$ 113.81$ 1 25 Cu. Yd. Container 1.76$ 53.02$ 118.82$ 1.76$ 53.02$ 118.82$ 1 30 Cu. Yd. Container 2.21$ 66.28$ 120.25$ 2.21$ 66.28$ 120.25$ 1 40 Cu. Yd. Container 2.21$ 66.28$ 143.72$ 2.21$ 66.28$ 143.72$ Compacted Services 1 10 Cu. Yd. Container 114.51$ 114.51$ 1 15 Cu. Yd. Container 143.16$ 143.16$ 1 20 Cu. Yd. Container 167.13$ 167.13$ 1 25 Cu. Yd. Container 178.94$ 178.94$ 1 30 Cu. Yd. Container 174.03$ 174.03$ 1 40 Cu. Yd. Container 235.92$ 235.92$ Drop-box (Temp) 1 10 Cu. Yd. Container 4.63$ 127.06$ 4.63$ 127.06$ 1 15 Cu. Yd. Container 4.63$ 127.06$ 4.63$ 127.06$ 1 20 Cu. Yd. Container 5.30$ 127.06$ 5.30$ 127.06$ 1 25 Cu. Yd. Container 5.97$ 132.07$ 5.97$ 132.07$ 1 30 Cu. Yd. Container 6.61$ 133.51$ 6.61$ 133.51$ 1 40 Cu. Yd. Container 6.61$ 156.96$ 6.61$ 156.96$ * Note: A 15% surcharge added to Drop Box Disposal July 1, 2018 Disposal IncreaseJanuary 1, 2018 CPI Increase EXHIBIT A 2a-5 MSW Yard Debris MSW Yard Debris 2017 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $75.00 $61.98 Disposal increase 0.000%0.000%Disposal increase 5.634%0.000% CPI Increase 2.501%CPI Increase 0.000% CITY OF BREMERTON Garbage and Yard Debris Service Fees (Monthly)(Monthly)Total (Monthly)(Monthly)Total SERVICE Collection Disposal Fee Collection Disposal Fee CLASS 1/1/2011 Fee Fee Fee Fee Commercial Cans & Carts Weekly Service [1] 1 20 Gal. Minican 5.99$ 2.23$ 8.22$ 5.99$ 2.36$ 8.35$ 1 32 Gal. Can 8.42$ 3.59$ 12.01$ 8.42$ 3.79$ 12.21$ 1 35 Gal. Cart 10.07$ 3.59$ 13.66$ 10.07$ 3.79$ 13.86$ 1 64 Gal. Cart 21.32$ 7.19$ 28.51$ 21.32$ 7.60$ 28.92$ 1 96 Gal. Cart 31.96$ 10.80$ 42.76$ 31.96$ 11.41$ 43.37$ "Extra" 32 Gal. Can/Bag ea.2.92$ 0.84$ 3.76$ 2.92$ 0.89$ 3.81$ Miscellaneous Services Return Trip 9.86$ 9.86$ 9.86$ 9.86$ Carry-Out Service (per can)2.40$ 2.40$ 2.40$ 2.40$ Redelivery 2.95$ 2.95$ 2.95$ 2.95$ Roll-Out Container 2.95$ 2.95$ 2.95$ 2.95$ Disconnect Hydraulics 13.40$ 13.40$ 13.40$ 13.40$ Unlock Container 13.40$ 13.40$ 13.40$ 13.40$ Gate Opening 13.40$ 13.40$ 13.40$ 13.40$ Steam Cleaning (per yd.)4.02$ 4.02$ 4.02$ 4.02$ Locking Bars (1X Fee) Commercial Uncompacted Containers 1 Cu. Yd. Uncompacted 1 Pickup/Week/Container 69.65$ 19.22$ 88.87$ 69.65$ 20.30$ 89.95$ 2 Pickups/Week/Container 119.32$ 38.47$ 157.79$ 119.32$ 40.64$ 159.96$ 3 Pickups/Week/Container 168.98$ 57.69$ 226.67$ 168.98$ 60.94$ 229.92$ 4 Pickups/Week/Container 218.68$ 76.92$ 295.60$ 218.68$ 81.25$ 299.93$ 5 Pickups/Week/Container 268.34$ 96.15$ 364.49$ 268.34$ 101.57$ 369.91$ 1.5 Cu. Yd. Uncompacted 1 Pickup/Week/Container 64.81$ 28.91$ 93.72$ 64.81$ 30.54$ 95.35$ 2 Pickups/Week/Container 101.49$ 57.84$ 159.33$ 101.49$ 61.10$ 162.59$ 3 Pickups/Week/Container 139.74$ 86.77$ 226.51$ 139.74$ 91.66$ 231.40$ 4 Pickups/Week/Container 178.00$ 115.70$ 293.70$ 178.00$ 122.22$ 300.22$ 5 Pickups/Week/Container 216.22$ 144.60$ 360.82$ 216.22$ 152.75$ 368.97$ 2 Cu. Yd. Uncompacted 1 Pickup/Week/Container 81.27$ 38.47$ 119.74$ 81.27$ 40.64$ 121.91$ 2 Pickups/Week/Container 127.44$ 76.92$ 204.36$ 127.44$ 81.25$ 208.69$ 3 Pickups/Week/Container 173.61$ 115.36$ 288.97$ 173.61$ 121.86$ 295.47$ 4 Pickups/Week/Container 219.75$ 153.84$ 373.59$ 219.75$ 162.51$ 382.26$ 5 Pickups/Week/Container 265.93$ 192.28$ 458.21$ 265.93$ 203.11$ 469.04$ 3 Cu. Yd. Uncompacted 1 Pickup/Week/Container 98.55$ 57.69$ 156.24$ 98.55$ 60.94$ 159.49$ 2 Pickups/Week/Container 150.05$ 115.36$ 265.41$ 150.05$ 121.86$ 271.91$ 3 Pickups/Week/Container 201.62$ 173.06$ 374.68$ 201.62$ 182.81$ 384.43$ 4 Pickups/Week/Container 253.17$ 230.76$ 483.93$ 253.17$ 243.76$ 496.93$ 5 Pickups/Week/Container 289.01$ 288.45$ 577.46$ 289.01$ 304.70$ 593.71$ 4 Cu. Yd. Uncompacted 1 Pickup/Week/Container 107.92$ 76.92$ 184.84$ 107.92$ 81.25$ 189.17$ 2 Pickups/Week/Container 160.94$ 153.84$ 314.78$ 160.94$ 162.51$ 323.45$ 3 Pickups/Week/Container 216.28$ 230.76$ 447.04$ 216.28$ 243.76$ 460.04$ 4 Pickups/Week/Container 264.27$ 307.66$ 571.93$ 264.27$ 324.99$ 589.26$ 5 Pickups/Week/Container 305.37$ 384.59$ 689.96$ 305.37$ 406.26$ 711.63$ 6 Cu. Yd. Uncompacted 1 Pickup/Week/Container 134.40$ 115.36$ 249.76$ 134.40$ 121.86$ 256.26$ 2 Pickups/Week/Container 190.46$ 230.76$ 421.22$ 190.46$ 243.76$ 434.22$ 3 Pickups/Week/Container 246.52$ 346.14$ 592.66$ 246.52$ 365.64$ 612.16$ 4 Pickups/Week/Container 301.97$ 461.51$ 763.48$ 301.97$ 487.51$ 789.48$ 5 Pickups/Week/Container 331.29$ 576.89$ 908.18$ 331.29$ 609.39$ 940.68$ 6 Pickups/Week/Container (added 1/1/07)387.33$ 692.27$ 1,079.60$ 387.33$ 731.27$ 1,118.60$ 8 Cu. Yd. Uncompacted 1 Pickup/Week/Container 170.65$ 153.84$ 324.49$ 170.65$ 162.51$ 333.16$ 2 Pickups/Week/Container 238.05$ 307.66$ 545.71$ 238.05$ 324.99$ 563.04$ 3 Pickups/Week/Container 305.40$ 461.51$ 766.91$ 305.40$ 487.51$ 792.91$ 4 Pickups/Week/Container 372.79$ 615.35$ 988.14$ 372.79$ 650.02$ 1,022.81$ 5 Pickups/Week/Container 440.15$ 769.18$ 1,209.33$ 440.15$ 812.51$ 1,252.66$ Compacted Containers 1 Cu. Yd. Container 47.07$ 67.39$ 114.46$ 47.07$ 71.19$ 118.26$ 1.5 Cu. Yd. Container 39.60$ 100.92$ 140.52$ 39.60$ 106.61$ 146.21$ 2 Cu. Yd. Container 31.97$ 134.61$ 166.58$ 31.97$ 142.19$ 174.16$ 3 Cu. Yd. Container 57.46$ 202.01$ 259.47$ 57.46$ 213.39$ 270.85$ 4 Cu. Yd. Container 83.13$ 269.23$ 352.36$ 83.13$ 284.40$ 367.53$ 6 Cu. Yd. Container 101.39$ 403.82$ 505.21$ 101.39$ 426.57$ 527.96$ Extra Uncompacted Cubic Yard/Pickup 8.73$ 4.44$ 13.17$ 8.73$ 4.69$ 13.42$ Commercial Yard Debris 1 Basic Service (96 gal. Cart, EoW/Mon)7.52$ 3.97$ 11.49$ 7.52$ 3.97$ 11.49$ 1 32 gallon extra 2.61$ 1.23$ 3.84$ 2.61$ 1.23$ 3.84$ 1 2 cubic yard container, weekly**530.34$ 47.49$ 577.83$ 530.34$ 47.49$ 577.83$ 1 extra cubic yard 8.79$ 5.48$ 14.27$ 8.79$ 5.48$ 14.27$ **This is a special service only offered to the City of Bremerton as an exception. It is not for regular customer use. July 1, 2018 Disposal IncreaseJanuary 1, 2018 CPI Increase EXHIBIT A 2a-6 MSW Yard Debris MSW Yard Debris 2017 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $75.00 $61.98 Disposal increase 0.000%0.000%Disposal increase 5.634%0.000% CPI Increase 2.501%CPI Increase 0.000% CITY OF BREMERTON Garbage and Yard Debris Service Fees Daily Monthly Daily Monthly SERVICE Container Container Charge Container Container Charge CLASS Rental Rental per Haul Rental Rental per Haul Commercial Drop-box Collection* Noncompacted Service 1 10 Cu. Yd. Container 1.33$ 40.20$ 106.54$ 1.33$ 40.20$ 106.54$ 1 15 Cu. Yd. Container 1.33$ 40.20$ 106.54$ 1.33$ 40.20$ 106.54$ 1 20 Cu. Yd. Container 1.78$ 53.61$ 106.54$ 1.78$ 53.61$ 106.54$ 1 25 Cu. Yd. Container 1.78$ 53.61$ 112.55$ 1.78$ 53.61$ 112.55$ 1 30 Cu. Yd. Container 2.26$ 67.02$ 112.55$ 2.26$ 67.02$ 112.55$ 1 40 Cu. Yd. Container 2.26$ 67.02$ 134.53$ 2.26$ 67.02$ 134.53$ Compacted Services 1 10 Cu. Yd. Container 107.21$ 107.21$ 1 15 Cu. Yd. Container 134.00$ 134.00$ 1 20 Cu. Yd. Container 156.44$ 156.44$ 1 25 Cu. Yd. Container 160.81$ 160.81$ 1 30 Cu. Yd. Container 174.47$ 174.47$ 1 40 Cu. Yd. Container 220.85$ 220.85$ Drop-box (Temp) 1 10 Cu. Yd. Container 4.69$ 119.93$ 4.69$ 119.93$ 1 15 Cu. Yd. Container 4.69$ 119.93$ 4.69$ 119.93$ 1 20 Cu. Yd. Container 5.36$ 119.93$ 5.36$ 119.93$ 1 25 Cu. Yd. Container 6.04$ 125.95$ 6.04$ 125.95$ 1 30 Cu. Yd. Container 6.70$ 125.95$ 6.70$ 125.95$ 1 40 Cu. Yd. Container 6.70$ 147.93$ 6.70$ 147.93$ * Note: A 15% surcharge added to Drop Box Disposal July 1, 2018 Disposal IncreaseJanuary 1, 2018 CPI Increase EXHIBIT A 2a-7 MSW Yard Debris MSW Yard Debris 2017 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $71.00 $61.98 2018 Disposal $75.00 $61.98 Disposal increase 0.000%0.000%Disposal increase 5.634%0.000% CPI Increase 2.501%CPI Increase 0.000% CITY OF BREMERTON Garbage and Yard Debris Service Fees January 1, 2018 CPI Increase July 1, 2018 Disposal Increase Total Total SERVICE Service Service CLASS 1/1/2011 Fee Fee Additional Services Additional Mileage Charge For Hauls to Other Sites Charge Per Mile 2.15$ 2.15$ Return Trip 67.02$ 67.02$ Solid Drop-box Lid Charge (per month)20.10$ 20.10$ Steam Cleaning (per yd.)4.02$ 4.02$ Stand-By Time (per minute)1.67$ 1.67$ Hourly Rates Rear/Side Load Packer & Driver 96.49$ 96.49$ Front Load Packer & Driver 96.49$ 96.49$ Drop Box Truck & Driver 96.49$ 96.49$ Additional Labor (per person)46.93$ 46.93$ City of Bremerton Administrative Fee % Franchise Change In Year Fee Index 2011 10,416.66$ 2012 10,781.24$ 3.500% 2013 11,158.58$ 3.500% 2014 11,277.22$ 1.063% 2015 11,482.44$ 1.820% 2016 11,688.31$ 1.793% 2017 11,934.04$ 2.102% 2018 12,232.54$ 2.501% ARTICLE IX COMPENSATION 9.1 Citv Administrative Fee The Contractor shall pay to the City one-twelfth of the annual Administrative Fee by the 5th of each month beginning January I, 2011. The initial (1st year) amount of the Administrative Fee will be One Hundred and Twenty Five thousand dollars ($125,000.00). The annual amount of the Administrative Fee will be adjusted each year by the same percentages described in sections 9.2 and 9.3. 9.2 Contractor Rates The Contractor shall be responsible for billing and collecting funds from Single Family, Multifamily, and Commercial Customers. For calendar year 2011, Contractor shall bill in accordance with the charges for services listed in Exhibit A. For calendar year 2012, Contractor shall bill rates which reflect a 3.5% increase over 2011 rates. For calendar year 2013, Contractor shall bill rates which reflect a 3.5% increase over 2012 rates. For calendar year 2014 through the end of the term of the Contract, the then existing rates set forth in Exhibit A shall be adjusted annually in accordance with the CPI adjustment set forth in Section 9.3. The Contractor may occasionally provide other services related to solid waste collection in the City not specifically provided for under Exhibit A of this Agreement. In that event, the Contractor shall use then current rates approved by the WUTC under the Contractor's WUTC Tariff in the area closest in proximity to the City (as may be amended from time to time) for the service provided. If the intended services are not covered by either this Contract or the Contractor's WUTC tariff, the Contractor shall notify the City and propose a customer rate for the service. Upon approval of the City, the Contractor may proceed to offer that service." The Contractor shall charge the rates set forth in Exhibit A, as adjusted over time under this Contract, for all services performed. The Contractor shall be responsible for billing and collecting funds from Residential, Multi-family, Commercial and Industrial customers in accordance with the charges listed in Exhibit "A" Service Rate Schedule. 9.3 CPI Adjustment Commencing on January 1, 2014 and on the same date annually thereafter (the "Adjustment Date"), the City Administrative Fee and the Contractor's collection service charges (excluding disposal fees) as set forth in Exhibit A- Service Rate Schedule, as adjusted hereunder, shall be adjusted by 100% of the annual percent change in the Consumer Price Index ("CPI") - for Seattle, Tacoma, Bremerton (1982-84 = 100) for All Urban Consumers (CPI-U) as published by the Bureau of Labor Statistics. The first adjustment will be based on the change in CPI as described above, of the August 2012 published index to the August 2013 published index. The CPI adjustment in any given year shall not be less than zero or more than 8%. 9.4 Other Solid Waste Collection Services The Contractor may occasionally provide other services related to solid waste collection in the City not specifically provided for under Exhibit A of this Agreement. The Contractor shall notify the City and propose a customer rate for the service. Upon approval of the City, the Contractor may proceed to offer that service. 9.5 Pass Through of Disposal and Processing Fee Increases Periodic adjustments shall be made to Contractor's collection rates to pass through any increase in fees for disposal of Solid Waste or any increase in fees for the processing of Recyclable Materials or Compostable Organics if such Recyclables or Compostable Organics are being processed at a third party facility not owned or operated by Contractor. •Current Contract term is January 1, 2011 to December 31, 2018 •Staff reviewed regional Solid Waste collection costs and believe the City is getting good value •Public Works Committee agreed with the staff recommendation to negotiate contract renewal with Waste Management •Service is mandatory for all residents and businesses (BMC 6.04) •Residential service includes Recycling. Compostable organic collection is available at additional charge •Recycling available for commercial properties at additional charge. Recycling is considered “Open Market” and businesses can contract with private companies •Rates/Fees adjust with CPI-U; disposal fees are pass- through Current Contract Enhancements: •Administration fee, currently $146K •Free carry-out collection for seniors/disabled •Free service to City facilities including street cans •Free service for Blackberry Festival and Armed Forces Day •Free service for annual Beautify Bremerton event •Proposed Contract term is 10-years •Administrative fee is $150,000, may be adjusted by the City in the future with WM concurrence •All customers to use Waste Management Containers •All Waste Management trucks are 10-yrs old or newer, and they will convert to all to CNG •New 10% reduced rate for low income/disabled •All addresses written on carts (Code Enforcement Request) •Annual Public Education on recycling issues •Very low usage Commercial Customers eligible for Residential Service (includes recycling) •Four sets of Solar Compactors (Big Belly) •Additional service to Parks facilities and BKAT •Contract re-opener language for extraordinary circumstances •CPI revised from Seattle-Tacoma-Bellevue to Water, Sewer and Trash Collection 2019 rate increase will be 3.15% (CPI-U). C1 Kitsap County considering $20 car tab fee If approved, funds from the fee would go toward road maintenance projects like restriping roads, fixing potholes, chip sealing, traffic signal and sign upkeep and paying for traffic studies Author: Christian Vosler, Kitsap Sun Published: 4:10 AM PDT April 16, 2018; Updated: 4:19 AM PDT April 16, 2018 Kitsap County is considering a $20 car tab fee for residents living in unincorporated Kitsap to help pay for road improvements and maintenance. The county’s Public Works Department met with commissioners earlier this month to ask them to consider adding the $20 fee, which could be implemented without a public vote and would help stave off a revenue shortfall in the coming years. Most of Public Works’ operating fund revenue, about $28 million, comes from the road levy portion of county property tax. State law prevents increasing the levy by more than 1 percent per year plus new construction. Revenue from the road levy has increased by 2 percent per year on average since 2004, according to County Engineer Jon Brand. The cost of labor and materials, as well as salaries, benefits and the portion of Public Works’ operating fund that goes to the Sheriff’s Office for traffic enforcement, has outstripped incoming revenue in that time. “The current model where we look at revenue and expenditures leads to the conclusion in 2022 that we’re really going to start feeling the pinch on this,” Brand said. Implementing a car tab fee of $20 would raise an estimated $2.8 million a year, but is likely to be unpopular. In a December survey put out by Public Works, almost half of respondents opposed the idea. If approved, funds from the fee would go toward road maintenance projects like restriping roads, fixing potholes, chip sealing, traffic signal and sign upkeep and paying for traffic studies. County commissioners asked to see more information and hear from experts before making a decision. Public Works is working on an outreach plan to take to the public with more information sometime this summer. D1 “My beginning premise, whether in private business or county operations, is I'm not inclined to increase taxes if we can look for efficiency,” Commissioner Ed Wolfe said. Wolfe emphasized that he wanted to convene a committee of transportation experts and citizens to weigh in on the issue, an idea echoed by Commissioners Charlotte Garrido and Rob Gelder. “I’m not going to say I support or deny until I see all the options,” Wolfe said. By statute, commissioners can form a Transportation Benefit District and implement a $20 car tab fee without a public vote. Bremerton’s City Council approved a similar measure in 2011 and used the money to pay for repaving projects. The cities of Port Orchard and Bainbridge Island also have $20 car tab fees. Commissioners also have the option to raise the fee to $40 per vehicle per year without a vote after two years. Gelder, who oversees the north part of the county, said he supports the idea of car tab fee. “As the population grows, we have more users of the system. It's going to be much more important to maintain the integrity of our road structures,” Gelder said. Gelder asked for a way to “carve out” fees from different parts of the county to benefit projects that are important to the people there. For example, Kingston residents paying an extra $20 should be able to see that money used for road improvements in Kingston. “I think we need to have a way of breaking it down and sort of saying, ‘If I'm paying, I want to know that they're going to benefit my local community as opposed to be part of a larger pool,’” Gelder said. Garrido asked to see revenue trends and a pattern of spending from public works. “I'm not sure there's a leaning one way or another for me, and I just need to learn more about what it would actually mean and what it would get for us,” Garrido said. There’s no timeline yet on a decision, but Brand estimates the department could begin public outreach sometime this summer. Public works is also looking at other options for funding, including going to the voters for a levy lid-lift, a local gas tax or another type of benefit district. “If the commissioners and citizens want us to just live within our means, we can do that," Brand said, "but if they want to maintain the level of service we have now … if we don't make an investment, then in about 2022, 2023, we'll start feeling the effects of that decision."