HomeMy WebLinkAboutPW04-320 - Original - City of Federal Way - Fleet Maintenance & Repair Services - 06/15/2004 .V`t ,fr, S7�U%nS� Ar
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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 City Clerks Office.
Vendor Name: City of Federal Way Vendor Number:
,,rryy JD Edwards Number
Contract Number. rw Oq'3a O
This is assigned by Deputy City Clerk
Description: Interlocal Agreement to provide Fleet Services to City of Federal Way
Detail: Council approval on 6/15/04
Prof ect Name: Federal Way Interlocal Agreement
Contract (Effective Date: 6/15/04 Termination Date: 60 days notice
I
Contract Renewal Notice (Days): 60 days notice
Number of days required notice for termination or renewal or amendment
Contract Manager: Alice Conrad., Fleet Manager Department: Public WoTks, Operations,
Fleet
Abstract:
S:Pubic\RecordsMa agemeni\Forms\ConhaciCover\ADCL7832 07/02
Interlocal Agreement
Page 1
After recording,return to:
Federal Way City Attorney's Office
22520 0 Way S.
PO Box 9718
Federal Way, WA 98063-9718
INTERLOCAL AGREEMENT BETWEEN CITY OF KENT AND
CITY OF FEDERAL WAY FOR VEHICLE EQUIPMENT
MAINTENANCE AND REPAIR SERVICES AS REQUESTED
This Agreement,made and entered into this day of ,2004,by andbetween City
of Kent,Washington,a municipal corporation(hereinafter referred to as"Kent")and City of Federal
Way,Washington,a municipal corporation(hereinafter referred to as"Federal Way),(collectively
"Parties").
WITNESSETH that:
A. The Interlocal Cooperation Act, as amended,and codified in Chapter 39.34 of the Revised
Code of Washington provides for interlocal cooperation between governmental agencies;and
B. Federal Way desires to obtain professional services as set forth herein for the installation,
maintenance, and repair of Federal Way'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 Federal Way 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:
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Interlocal Agreement
Page 2
a. "Abuse"shall mean any damage to vehicle equipment caused by misuse or neglect by the
equipment operator or other persons.
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 of the 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 Federal Way 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.
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lnterlocal Agreement
Page 3
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.
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.
M. "Warranty"shall mean any promises or guarantees made by the manufacturer or vendor.
2. Purpose. The purpose of this Agreement is to set forth the terms and conditions by which
Kent shall perform maintenance and repair services ("Services") for Federal Way, and by
which Federal Way 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 repair. Kent will provide maintenance and repair services as requested
by the City of Federal Way. 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 Federal Way. Preventative maintenance is considered a scheduled service
and will be performed on and agreed upon,prior arranged service date and time. Federal
Way 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 Federal Way. Federal Way may arrange for unscheduled maintenance by
telephone, email, or radio. Turnaround 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.
Interlocal Agreement
Page 4
d. Temporary repairs. Kent agrees to perform non-safety related temporary repairs as
requested by Federal Way. When a temporary repair is performed, Federal Way will
schedule for permanent repair.
e. Abuse. Kent agrees to report those known and/or suspected cases of vehicle equipment
abuse to Federal Way.
f. Other Equipment. Kent Fleet Services staff is available to repair and maintain other
vehicle equipment as requested.
g. Tralnin . Kent may assist Federal Way by suggesting specific training needs that may
come to the attention of Kent's Fleet Services staff. Federal Way may request
introductory operator training for new vehicle equipment.
h. Liaison. Upon request of Federal Way,Kent will act as liaison between Federal Way
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 Federal Way 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.
I. Disposal. Federal Way will manage all surplus and disposal processes for Federal Way
vehicle equipment. Kent will assist in the evaluation of vehicle equipment at the request
of Federal Way.
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. Federal Way's ResRonsibilities. Federal Way agrees to the following:
Interlocal Agreement
Page 5
a. Delivery. Federal Way agrees to perform the pick-up and delivery of vehicle equipment
to and from Kent's facility.
b. R o in . Federal Way agrees to report vehicle equipment malfunctions and other
needed repairs to Kent as soon as practical.
c. Tom. Federal Way 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. Federal Way 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. Eauppment modifications. Federal Way 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 Federal
Way to the Kent Fleet Services Shop Supervisor. Federal Way shall notify Kent Fleet
Services Shop Supervisor in advance of canceling an appointment. The operational
requirements of both Federal Way 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
Federal Way. In consideration of Kent performing the Services,Federal Way 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.
Interlocal Agreement
Page 6
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 Federal Way for the Services will only be made after the
Services have been performed, a work order is submitted in the form specified by Federal
Way, which work order shall specifically describe the Services performed, the name of
Kent's Fleet Services staff performing such Services,the hourly labor charge rate for such
staff, and the same is approved by the Federal Way. 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 Federal Way.
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 Federal Way:
Quartermaster
City of Federal Way Department of Public Safety
34008 9t'Avenue South
Federal Way, WA 98003-6791
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 Federal Way to aid the
budget preparation process.
13. Compliance with Laws. Each party accepts responsibility for compliance with federal,state,
or local laws and regulations.
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Interlocal Agreement
Page 7
14. Indemnification.
a. Kent Indemnification. Kent agrees to indemnify, defend and hold the Federal Way,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
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. Federal Way Indemnification. Federal Way 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
City ofFederal Way,its elected officials,commissioners,officers,employees,agents and
volunteers,or by Federal Way'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. Fil. . A copy of this Agreement shall be filed with the City Clerks for Kent and Federal
Way 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.
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Interlocal Agreement
Page 8
e. Assi n-mner t. Neither Kent nor Federal Way 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.
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.
I No waiver. Failure of Federal Way 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. Applicable Law. Washington law 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 Federal Way 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 Federal Way 14 days notice prior to
Kent's release of any records.
k. uthori . Each individual executing this Agreement on behalf of Kent and Federal Way
represents and warrants that such individuals are duly authorized to execute and deliver
the Agreement on behalf of Kent or Federal Way.
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.
m. 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
S
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Interlocal Agreement
Page 9
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.
F
CITY OF KENT C Y OF FEDERAL WAY
BY: BY:
Ji te,Mayor D id H.Moseley, City Manager"
i
Date: 00 Date:
Ly �
ATTEST: This day of EST: This day o
20Dl. -20 QI
'Brenda Jacober,CMt tine Green, CMC U I V -
Kent City Clerk eral Way City Clerk
Approved as to Form Approved as to Form
for City of Kent f ity of Fed rTWay
I Vo a14M U F_g
t� Y,LA �
Tom Brubaker,City Attorney Patricia son,City Attorney
P:/Operations/FleetTEDERAL WAY PROPOSALAnterlocal agreement federal way.doc