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HomeMy WebLinkAboutLAG93-001 - Amendment - Addendum - Valley Communications Center - Valley Com Agreement - 06/16/1993 CAG-76-053, Adden. #4-93 ADDENDUM - VALLEY COM AGREEMENT THIS AGREEMENT made and first entered into the kX day of , 1993 , by and among the undersigned muni palities, constituting municipal corporations under the laws and statutes of the State of Washington; WITNESSETH• WHEREAS the participating cities of Auburn, Kent, Renton, and Tukwila entered into an interlocal agreement on August 20th, 1976, and modified said agreement on February 11, 1985, (known hereafter as the Valley Com Agreement) to establish a public safety and emergency services communication center known as the Valley Communications Center; and WHEREAS the participating cities desire to modify their agreement to expressly state that the Center is authorized to acquire, hold, and dispose of real property pursuant to RCW 39 . 34 . 030 (4) (b) ; and WHEREAS the participating cities desire to expressly state the powers held by the Center pursuant to RCW 39 . 34 . 030 (3) (b) ; NOW THEREFORE, by mutual consent of the parties thereto, the Valley Com Agreement is hereby MODIFIED as follows: I. Section 1. 0, VALLEY COMMUNICATIONS CENTER-AUTHORITY, is hereby modified as follows: 1. 0. VALLEY COMMUNICATIONS CENTER-AUTHORITY. There is hereby established a governmental administrative agency pursuant to RCW 39. 34 . 030 (3) (b) to be hereafter known as the "VALLEY COMMUNICATIONS CENTER, " initially consisting of the participating cities of Kent, Tukwila, Auburn and Renton, as members thereof. Said Center shall have the responsibility and authority, among others, for emergency service communications and functions incidental thereto, for the purpose of communicating and dispatching in the furtherance of public safety and emergencies within the aforementioned member cities. In addition thereto, the Center may serve other municipal corporations (subscribing agencies) existing within the logical, physical service area and which are in need for emergency service communications. The Center shall be governed by the Administration Board, and the Center' s powers shall include, but not be limited to the powers listed below. a. Recommend action to the legislative bodies of the participating members; b. Review and approve budget expenditures; c. Approve or disapprove budget expenditures recommended by the Center Director and Operations Board; d. Establish policies for expenditures of budget items for the Center; e. Review and adopt a personnel policy for the Valley Com Center; f. Establish a fund or special fund or funds as authorized by RCW 39 . 34 . 030 for the operation of the Valley Com Center; cf. Conduct regular meetings as may be designated by the Administration Board; h. Determine what services shall be offered and under what terms they shall be offered; i. Enter into agreements with third parties for goods and services necessary to fully implement the purposes of this Agreement. i Establish rates for services provided to other members, subscribers or participating agencies; k. Direct and supervise the activities of the operations board and the Center Director; 1 . Incur debt in the name of the Center to make purchases or contract for services necessary to fully implement the purposes of this Agreement; M. Enter into agreements with and receive and distribute funds from any federal state or local agencies; n. Receive all funds allocated to the Center from its members; o. Reimburse the Center' s original participating members for their respective contributions for the financing of the Valley Communications Center dispatch facility together with interest assessed quarterly thereon at 8 . 750. P-- To purchase take receive lease take by gift, or otherwise ac uire own hold improve, use and otherwise deal in and with real or personal property, or an interest therein in the name of the Valley Communications Center. g_ To sell convey, mortgage pledge, lease exchange, transfer and otherwise dispose of all of its property and assets. r. To sue and be sued complain and defend in all courts of competent jurisdiction in the Center' s name; s. To make and alter bylaws for the administration and regulation of its affairs;_ t. Enter into contracts with future participating members and subscribers to provide communications services. U. To hold radio frequency licenses to enable the Center to operate radio communications and dispatch systems to meet its public safety responsibilities. 3 II . Section 3 . 0, ADMINISTRATION BOARD, is hereby modified as follows: 3 . 3 The Administration Board shall be authorized to establish bylaws which govern the general operations policies of the Center. III . Section 11. 0, INVENTORY AND PROPERTY, is hereby modified as follows: 11 . 3 Ownership of Real Property Title to real property purchased or otherwise acquired shall be held in the name of the Valley Communications Center; provided however, that for valuable consideration received, the Center may convey ownership of any real property as may be approved by a majority of the Administration Board. 11. 4 Method of Termination and Disposal of Real Property Upon Termination. This Agreement shall remain in full force and effect from the date of the Agreement until terminated as set forth in Section 13 or upon agreement of at least a mai ority of all participating members Upon termination of this Agreement all real property acquired during the life of the Agreement shall be disposed of in the following manner• a. All real and personal property purchased pursuant to this agreement shall be distributed based on the 4 Percentage of the total annual charges assessed by the Administration Board during the period of this Agreement and paid by each participating member; b. All unexpended funds or reserve funds shall be distributed based on the percentage of total annual charges assessed by the Administration Board during the period of this Agreement and paid by each participating member. IV. Section 20. 0, a new section, is added as follows: 20 . 0 Hold Harmless The parties to this Agreement shall defend indemnify and save one another harmless from any and all claims arising out of the performance of this Agreement except to the extent that the harm complained of arises from the sole negligence of one of the participating members. Any loss or liability resulting from the negligent acts errors or omissions of the Administration Board Operation Board, Center Director and or staff, while acting within the scope of their authority under this Agreement shall be borne by the Valley Communications Center exclusively. All other provisions in the Valley Com Agreement shall remain in full force and effect except as expressly modified by this document. In the event of any inconsistencies between the terms of this addendum and the Valley Com Agreement, this addendum shall be the controlling document. 5 IN WITNESS WHEREOF the parties hereto have caused this Agreement to be executed by action of their authorized representatives on this lk;6G day of 1993 . CITY K T, WASHINGTON CITY OF TUKWILA, WASHINGTON B �• BY Y DATE --`) i DATE 9.7 CITY OF AUBURN, ASHINGTON Y OF RENTON, WASHINGTON BY BY 10 Lo DATE / / ___) DATE 10 APPROVED AS TO FORM: R BY 11 O A. LUBOVICH CITY ATTORNEY, KENT 6