HomeMy WebLinkAboutPW04-242 - Original - City of Milton - Fleet Maintenance and Repair Services - 05/17/2004 Records M ernent&
KENT W AaNIN6TON Document
CONTRACT COVER SHEET
This Is to be completed by the Contract Manager prior to submission to City Clerks Office. All
portions are to be completed, if you have questions, please contact Mary Simmons, City
Clerks Office.
Vendor Name: eir Al!&1 , Vendor Number:
JD Edwards Number
Contract Number: low O`(- aklf 81
This is assigned by Mary Simmons
Description: fle�f rib k-a ! az"elc
Detail: AOtA
Project Name: �` - S i ccs A.
Contract Effective Date: S17n 'd Termination Date: 46-0 0u6 A,05 e�
Contract Renewal Notice (Days): Otis �e�auii>°� ha Yowti _
Number of days required notice for termination or renefval or amendment
Contract Manager: Ate-- ( w—a Department:
Abstract:
S Public\RecordsMonogement\Forms\COn1roctCOver\AOCL7832 07/02
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Interiocal Agreement
Page 1
After recording,return to:
Milton City Attomey's Office
WA
INTERLOCAL AGREEMENT BETWEEN CITY OF KENT AND
CITY OF MILTON FOR VEHICLE EQUIPMENT
MAINTENANCE AND REPAIR SERVICES AS REQUESTED
This Agreement,made ancfentered into this 17 day of 1 2004,by and between City
of Kent,Washington,a municipal corporation(hereinafter referred to/as"Kent")and City ofMilton,
Washington, a municipal corporation(hereinafter referred to as"Milton"), (collectively"Parties").
WTTNESSETH that:
A. The Interlocal Cooperation Act, as amended, and codified in Chapter 39.34 of the Revised
Code of Washington provides for interiocal cooperation between governmental agencies;and
B. Milton desires to obtain professional services as set forth herein for the installation,
maintenance, and repair of Milton's emergency vehicle equipment; and
C. Kent has the ability and capacity to provide installation,maintenance and repair services,as
outlined herein, and is willing to extend such service to Milton on the terms and conditions
outlined herein; and
D. The Parties believe that the provision of services to Kent by Kent as set forth herein will
allow an efficient method of reducing maintenance and repair costs; and
E. A cooperative effort between the parties is essential to ensure that the purposes of this
Agreement are fulfilled.
NOW,THEREFORE,for and in consideration of the procedures contained herein performed
and to be performed, the Parties hereto agree as follows:
1. Definitions. As used herein,the following terms shall have the following meanings:
a. "Abuse"shall mean any damage to vehicle equipment caused by misuse or neglect by the
equipment operator or other persons.
a
Interlocal Agreement
Page 2
b. "Dead-lined"shall mean any vehicle equipment,which cannot be operated unless repairs
are made.
C. "Disposal" or"Surplused" shall mean a process by which vehicle equipment, are sold,
transferred, or discarded.
d. "Maintenance and repair" shall mean those services performed for the purpose of
sustaining proper function and value of vehicles and vehicle equipment. Maintenance
and repair is divided into scheduled and unscheduled services, defined as follows:
(i) "Scheduled services" shall mean planned and prearranged services such as set-up,
repairs,updates,modifications,preventive maintenance,and removal-from-service.
(ii) "Unscheduled services"shall mean those services performed to remedy an immediate
unexpected failure,which makes the vehicles and vehicle equipment,inoperative or
unsafe, including, but not limited to, electrical shorts, defective brackets, or
component failure.
e. "Modification"shall mean the alteration,addition,adjustment,or deletion ofthe original
physical structure of vehicle equipment.
f. "Out-of-service" shall mean vehicle equipment that has been terminated and is the
custody of either Kent or Milton Fleet Services.
g. "Parts" or "Supplies" shall mean those items used while performing installation,
maintenance or repair.
h. "Recommended repair"shall mean a repair needed to fix a diagnosed problem that does
not immediately affect the function of the vehicle equipment, but would most likely
increase the useful life,of the vehicle equipment and prevent major repairs in the future.
i. "Restricted service"shall mean any vehicle equipment,which has been diagnosed with a
problem that requires immediate attention,including, but not limited to, a problem that
increases in severity with time and use,or a problem that will become a safety issue. If a
vehicle or vehicle equipment is in restricted service,the unit may not be operated for its
intended use,but may be driven directly to a repair facility.
j. "Set-up" shall mean the preparation and installation of vehicle equipment and/or
components. The set-up of vehicle equipment shall include design,ordering,component
development,installation,trouble-shooting,and testing of installed accessory equipment.
Interlocai Agreement
Page 3
k. "Temporary Repair" shall mean a short-term repair made in order to return the vehicle
equipment to immediate service while waiting for more permanent repair services. A
temporary repair shall be identified as a scheduled or unscheduled repair service for work
order purposes.
1. "Vehicle Equipment" shall include lightbars, radios, camera systems, modems, cell
phones,GPS,gun racks,radar,push bumpers,partitions,transport seats,strobes,flashers,
window bars, K-9 equipment, computers, VRMs, center consoles, sirens/PA, and
communication equipment.
in. "Warranty"shall mean any promises or guarantees made by the manufacturer or vendor.
2. EMose. The purpose of this Agreement is to set forth the terms and conditions by which
Kent shall perform maintenance and repair services ("Services' for Milton, and by which
Milton will compensate Kent for such Services.
3. Term. The term of this Agreement shall commence upon the effective date of this
Agreement and shall continue in effect until terminated. Either party may terminate this
Agreement by giving sixty(60) days written notice to the other.
4. Kent's Services. Kent agrees to provide the following Services:
a. Maintenance and reggir. Kent will provide maintenance and repair services as requested
by the City of Milton. Hours of operation may vary as agreed to by both Parties. The
normal working hours of Kent Fleet Operation Shops are Monday through Friday, 6:00
am to 2:30 pm.
b. Preventative maintenance. Kent agrees to perform preventative maintenance services as
requested by Milton. Preventative maintenance is considered a scheduled service and
will be performed on and agreed upon,prior arranged service date and time. Milton will
contact Kent to schedule the work and deliver the vehicle equipment to Kent's repair
facility.
c. Unscheduled maintenance. Kent agrees to perform unscheduled maintenance services as
requested by Milton. Milton may arrange for unscheduled maintenance by telephone,
email, or radio. Turnarognd time for unscheduled repairs will be as soon as possible.
Kent will provide an estimated completion time as soon as the problem is analyzed and
parts availability determined.
d. Temporary_repairs. Kent agrees to perform non-safety related temporary repairs as
requested by Milton. When a temporary repair is performed, Milton will schedule for
permanent repair.
Interlocal Agreement
Page 4
e. Abuse. Kent agrees to report those known and/or suspected cases of vehicle equipment
abuse to Milton.
f. Other Equipment. Kent Fleet Services staff is available to repair and maintain other
vehicle equipment as requested.
g. Trainin . Kent may assist Milton by suggesting specific training needs that may come to
the attention of Kent's Fleet Services staff. Milton may request introductory operator
training for new vehicle equipment.
h. Liaison. Upon request of Milton, Kent will act as liaison between Milton and other
agencies and vendors, as authorized.
i. Optional parts. Kent will install and remove optional parts and equipment on vehicles as
requested.
j. Additional services. Kent will provide additional services as may be mutually agreed
upon by the Parties.
k. Reporting. Kent will provide Milton with reports reflecting the actual services performed
and the cost of the provided services. The reports will indicate the monthly and year-to-
date totals for all categories of services described in the Agreement.
1. Disposal. Milton will manage all surplus and disposal processes for Milton vehicle
equipment. Kent will assist in the evaluation of vehicle equipment at the request of
i
Milton.
5. Standard of Care. All obligations and Services of Kent undertaken pursuant to this
Agreement shall be performed diligently and completely in accordance with professional
standards of conduct and performance. . To the extent allowed by budgeted funds, Kent
staff will remain technologically current and updated, keeping abreast of any new
innovations, applications, techniques, and equipment related to fleet management. Kent
Fleet Services mechanics and technicians will attend factory service schools or other training
as needed,when available, and as training funds are available.
6. Milton's Responsibilities. Milton agrees to the following:
a. Delivery. Milton agrees to perform the pick-up and delivery of vehicle equipment to and
from Kent's facility,
T
Interlocal Agreement
Page 5
b. Reporting. Milton agrees to report vehicle equipment malfunctions and other needed
repairs to Kent as soon as practical.
c. Training. Milton will provide equipment training to its staff and will educates its
employees on the proper way to operate, maintain, and inspect assigned vehicle
equipment.
d. Vehicle equipment misuse. Milton will endeavor to minimize the improper operation of
vehicle equipment and Fleet Services will promptly report to Kent any instances of abuse
it discovers.
e. Equipment modifications. Milton will notify Kent of any equipment repairs or
modifications completed by any other entity besides Kent on the vehicle equipment
covered by this Agreement.
7. Scheduling of Services. All Services shall commence with a service request made by Milton
to the Kent Fleet Services Shop Supervisor. Milton shall notify Kent Fleet Services Shop
Supervisor in advance of canceling an appointment. The operational requirements of both
Milton and Kent will be taken into consideration when scheduling repairs and maintenance.
8. Compensation. No single work order shall exceed $10,000 without prior approval from
Milton. In consideration of Kent performing the Services, Milton agrees to pay Kent an
amount calculated as follows:
a. Hourly Rate. The rate to be charged in 2004 is$51.75 per hour. This rate is calculated on
the basis of an average of current technician salaries and benefits plus an 18% markup for
administration and overhead. The Hourly rate shall be reviewed annually and may be
adjusted to meet salary and benefit adjustments related to COLA or market adjustments.
b. Parts and Supplies. Parts and supplies will be charged on each work order as the actual
cost of parts plus a 12%markup for parts services.
c. Responsibility for Taxes. The Parties acknowledge that each is responsible for the
payment of any taxes imposed by any lawful jurisdiction as a result of the performance and
payment of this Agreement.
d. Materials and Supplies. The Parties shall provide, at their sole expense, all materials,
office space, and other necessities to perform their respective duties under this Agreement
unless otherwise specified in writing.
9. Method of Payment. Payment by Milton for the Services will only be made after the
Services have been performed, a work order is submitted in the form specified by Milton,
Interlocal Agreement
Page 6
which work order shall specifically describe the Services performed, the name of Kent's
Fleet Services staffperforming such Services,the hourly labor charge rate for such staff,and
the same is approved by the Milton. Payment shall be made on a monthly basis,thirty(30)
days after receipt of such work order. All work orders shall be subject to review for mutually
agreed upon adjustments.
10. Books and Records. Kent agrees to maintain books, records, and documents, which
sufficiently and properly reflect all direct and indirect costs related to the performance of the
Services. These records shall be subject, at all reasonable times, to review by Milton.
11. Contact Persons. The Parties stipulate that the following persons shall be the contact person
for their respective jurisdiction.
a. City of Kent:
Kent Fleet Superintendent
Kent,WA
(253) 856-5680
b. City of Milton:
City of Milton Department of Public Safety
Milton, WA
(253)922-8735
12. Annual Review. The Parties agree to review semiannually the effectiveness of this
Agreement and to evaluate performance. One such review shall occur approximately six
months before the submission of the operating budgets of Kent and Milton to aid the budget
preparation process.
13. Compliance with Laws. Each party accepts responsibility for compliance with federal,state,
or local laws and regulations.
14. Indemnification.
a. Kent Indemnification. Kent agrees to indemnify,defend and hold the Milton,its elected
officials,commissioners,officers,employees,agents,and volunteers harmless from any
and all claims,demands, losses, actions and liabilities(including costs and all attorney
fees) to or by any and all persons or entities, including, without limitation, their
Interlocal Agreement
Page 7
respective agents,licensees,or representatives,arising from,resulting from,or connected
with this Agreement to the extent caused by the negligent acts, errors or omissions of
Kent,its elected officials,commissioners,officers,employees,agents,and volunteers,or
by Kent's breach of this Agreement.
b. Milton Indemnification. Milton agrees to indemnify, defend and hold Kent, its elected
officials,commissioners,officers,employees,agents and volunteers harmless from any
and all claims,demands,losses,actions and liabilities(including costs and attorney fees)
to or by any and all persons or entities, including without limitation, their respective
agents, licensees,or representatives, arising from,resulting from or connected with this
Agreement to the extent caused by the negligent acts, errors,or omissions of the Milton,
its elected officials, commissioners, officers, employees, agents and volunteers, or by
Milton's breach of this Agreement.
c. Survival. The provisions of this Indemnification Section shall survive the expiration or
termination of this Agreement with respect to any event occurring prior to such
expiration or termination.
15. General Provisions.
a. Entire Agreement. This Agreement contains all of the agreements of the Parties with
respect to any matter covered or mentioned in this Agreement and no prior agreements
shall be effective for any purpose.
b. EjUnQ. A copy of this Agreement shall be filed with the City Clerks for Kent and Milton
and recorded with the King County Auditor.
c. Amendments. No provision of this Agreement may be amended or modified except by
written agreement signed by the Parties.
d. Severability. If one or more of the clauses of this Agreement is found to be
unenforceable, illegal, or contrary to public policy, the Agreement will remain in full
force and effect except for the clauses that are unenforceable,illegal,or contrary to public
policy.
e. Assignment. Neither Kent nor Milton shall have the right to transfer or assign,in whole
or in part, any or all of its obligations and rights hereunder without the prior written
consent of the other Party.
f. Successors in Interest. Subject to the foregoing Subsection,the rights and obligations of
the Parties shall inure to the benefit of and be binding upon their respective successors in
interest, heirs, and assigns.
r
Interlocal Agreement
Page 8
g. Attorneys' fees. In the event either of the Parties defaults on the performance of any
terms of this Agreement or either Party places the enforcement of this Agreement in the
hands of an attorney, or files a lawsuit, each Party shall pay all its own attorneys' fees,
costs and expenses.
h. No waiver. Failure of Milton to declare any breach or default immediately upon the
occurrence thereof,or delay in taking any action in connection with,shall not waive such
breach or default.
i. AppIicable Law. Washington Iaw shall govern the interpretation of this Agreement.
King County shall be the venue of any arbitration or lawsuit arising out of this
Agreement.
j. Confidentiality. All information regarding Milton obtained by Kent in performance of
this Agreement shall be considered confidential to the fullest extent allowable under the
law. In the event that Kent receives a public records request for records covered by or
related to this Agreement,Kent agrees to provide Milton 14 days notice prior to Kent's
release of any records. .
k. Authority. Each individual executing this Agreement on behalf of Kent and Milton
represents and warrants that such individuals are duly authorized to execute and deliver
the Agreement on behalf of Kent or Milton.
1. Notices. Any notices required to be given by the Parties shall be delivered at the
addresses set forth below. Any notices may be delivered personally to the addressee of
the notice or may be deposited in the United States mail,postage prepaid,to the address
set forth below. Any notice so posted in the United States mail shall be deemed received
three(3) days after the date of mailing.
in. Performance. Time is of the essence of this Agreement and each and all of its provisions
in which performance is a factor.
n. Equal Opportunity to Draft. The Parties have participated and had an equal opportunity
to participate in the drafting of this Agreement, and the Exhibits, if any, attached. No
ambiguity shall be construed against any party upon a claim that that party drafted the
ambiguous language.
IN WITNESS WHEREOF the Parties have hereunto placed their hand and seals on the day
and year indicated below.
I
Interlocal Agreement
Page 9
CITY OF KENT CITY OF MILTON
w
BY: BY: k �v
Jim te,Mayor IIna Fl V
Date: c�L Date:
A TEST: This day of ATTEST: This day of
20±±L. , 20-OL .
Q�
[name] [name] VnwLI ILCCU-.
Kent City Clerk Milton City Clerk
Approved as to Form Approved as to Form
for City of Kent for City of Milton
[name] -fo^ ftW%&v k C>� � 4�, City Attorney
Kink CAW 111?'mtr4W
P:/Operations/Fleet/MILTON PROPOSAL/Interlocal agreement draft doc