The URL can be used to link to this page

2011.01.11 CC Committee Meetings Agenda Packet AGENDA EDMONDS CITY COUNCIL Council Chambers, Public Safety Complex 250 5th Avenue North, Edmonds JANUARY 11, 2011 6:00 p.m. City Council Committee Meetings The City Council Committee meetings are work sessions for the City Council and staff only. The meetings are open to the public but are not public hearings. The Committees will meet in separate meeting rooms as indicated below. 1.Community/Development Services Committee Meeting Room: Council Chambers A. (5 Minutes)Ordinance amending Edmonds City Code (ECC) 8.48.190, updating parking provisions in designated bike lanes. B. (5 Minutes)Amendment to the Interlocal Agreement with the Lake Ballinger/McAleer Creek Watershed Forum. C. (5 Minutes)Authorization for the Mayor to sign the Professional Services Agreement with Murray, Smith & Associates for engineering services on the 2011 Waterline Project. D. (5 Minutes)Authorization for the Mayor to sign an Addendum to the Professional Services Agreement with Perteet, Inc. for the Shell Valley Emergency Access project. E. (5 Minutes)Report on final construction costs for Talbot Road Emergency Culvert Repair Project and Council acceptance of project. F. (5 Minutes)Report on final construction cost for the 2009 Asphalt Overlay Project and Council acceptance of project. G. (10 Minutes)Community Solar Agreements. H. (10 Minutes)Interlocal Agreement with the City of Lynnwood to fund the Recycling Coordinator for 2011 and 2012. 2.Finance Committee Meeting Room: Police Training Room A. (15 Minutes)Ordinance amending the provisions of Edmonds City Code Section 2.05.010, Legal Counsel, Professional Services Contract. B. (5 Minutes)First quarterly report per Resolution 1234 - Fiber Optic Opportunities. Packet 1 of 156 C. (5 Minutes)Monthly General Fund Update. D. (10 Minutes)Public comments (3-minute limit per person) 3.Public Safety Committee The Public Safety Committee will not meet this evening. ADJOURN Packet 2 of 156 AM-3587 Item #: 1. A. City Council Committee Meetings Date: 01/11/2011 Time:5 Minutes Submitted For:Bertrand Hauss Submitted By:Megan Cruz Department:Engineering Committee:Community/Development Services Type:Action Information Subject Title Ordinance amending Edmonds City Code (ECC) 8.48.190, updating parking provisions in designated bike lanes. Recommendation from Mayor and Staff Forward item to the consent agenda for approval at the January 18, 2011 Council Meeting. Previous Council Action None. Narrative One element of the Interurban Trail project (construction scheduled to begin in Spring 2011 and completed by the end of 2011) consists of the addition of bike lanes on both sides of 76th Avenue W, between SR-104 and 228th Street SW, and along 228th Street SW between 76th Avenue W and the Interurban Trail. The ECC doesn’t include a section indicating that parking along bike lanes is restricted. Therefore, the purpose of this amendment is to state that stopping, standing, or parking of a vehicle upon a designated bike lane is restricted. Such actions will subsequently become enforceable by the Police Department. This change is included as item 3 in subsection (B) of ECC 8.48.190. Attachments Attachment 1 - Proposed Ordinance Form Review Inbox Reviewed By Date Engineering Robert English 01/06/2011 07:59 AM Public Works Phil Williams 01/06/2011 01:47 PM City Clerk Sandy Chase 01/06/2011 03:37 PM Mayor Mike Cooper 01/07/2011 09:42 AM Final Approval Sandy Chase 01/07/2011 10:14 AM Form Started By: Megan Cruz Started On: 12/07/2010 12:26 PM Final Approval Date: 01/07/2011 Packet 3 of 156 {WSS766983.DOC;1\00006.900000\ } - 1 - 0006.90000 WSS/gjz 2/25/10 ORDINANCE NO. _______ AN ORDINANCE OF THE CITY OF EDMONDS, WASHINGTON, AMENDING THE PROVISIONS OF THE EDMONDS CITY CODE, SECTION 8.48.190 RELATING TO PROHIBITED PARKING UPON DESIGNATED BIKE LANES, AND FIXING A TIME WHEN THE SAME SHALL BECOME EFFECTIVE. WHEREAS, the Edmonds City Code prohibits stopping, standing or parking when such action would reduce the street lane width to less than ten (10) feet for vehicles traveling in the same direction, and WHEREAS, the City of Edmonds is in the process of installing new bike lanes pursuant to the City’s Comprehensive Transportation Plan element relating to bikeways, and WHEREAS, the City Council deems it to be in the public interest to clarify parking restrictions along streets with bike lanes, and WHEREAS, by doing so, the City Council authorizes the erection of no parking zones and signs by the transportation engineer in conjunction with the designation of bicycle lanes, NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EDMONDS, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1. The Edmonds City Code Section 8.48.190 Stopping, Standing or Parking Prohibited Along Certain Roadways , Section B is hereby amended to read as follows: Packet 4 of 156 {WSS766983.DOC;1\00006.900000\ } - 2 - Section 8.48.190 Stopping, Standing or Parking Prohibited Along Certain Roadways A. Except as otherwise permitted by the Edmonds City Code, no person may stop, park, or leave any vehicle, whether attended or unattended, upon any paved portion of any uncurbed street. B. Except as otherwise permitted by the Edmonds City Code, no person may stop, stand or park or leave standing any vehicle, whether attended or unattended, upon any paved portion of a curbed street in the following manner: 1. Upon street lanes, where such action reduces the street lane width to less than ten (10) feet for vehicles traveling in the same direction; or 2. Upon cul-de-sacs when such action reduces the radius of the cul-de-sac to less than 35 feet. 3. Upon designated bike lanes . Effective Date . This ordinance, being an exercise of a power specifically delegated to the City legislative body, is not subject to referendum, and shall take effect five (5) days after passage and publication of an approved summary thereof consisting of the title. APPROVED: MAYOR MIKE COOPER ATTEST/AUTHENTICATED: CITY CLERK, SANDRA S. CHASE APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY: BY W. SCOTT SNYDER FILED WITH THE CITY CLERK: PASSED BY THE CITY COUNCIL: PUBLISHED: Packet 5 of 156 {WSS766983.DOC;1\00006.900000\ } - 3 - EFFECTIVE DATE: ORDINANCE NO. Packet 6 of 156 {WSS766983.DOC;1\00006.900000\ }- 4 - SUMMARY OF ORDINANCE NO. __________ of the City of Edmonds, Washington On the ____ day of ___________, 2011, the City Council of the City of Edmonds, passed Ordinance No. _____________. A summary of the content of said ordinance, consisting of the title, provides as follows: AN ORDINANCE OF THE CITY OF EDMONDS, WASHINGTON, AMENDING THE PROVISIONS OF THE EDMONDS CITY CODE, SECTION 8.48.190 RELATING TO PROHIBITED PARKING UPON DESIGNATED BIKE LANES AND FIXING A TIME WHEN THE SAME SHALL BECOME EFFECTIVE. The full text of this Ordinance will be mailed upon request. DATED this _____ day of ________________, 2011. CITY CLERK, SANDRA S. CHASE Packet 7 of 156 AM-3656 Item #: 1. B. City Council Committee Meetings Date: 01/11/2011 Time:5 Minutes Submitted For:Jerry Shuster Submitted By:Megan Cruz Department:Engineering Committee:Community/Development Services Type:Action Information Subject Title Amendment to the Interlocal Agreement with the Lake Ballinger/McAleer Creek Watershed Forum. Recommendation from Mayor and Staff Forward item to the consent agenda to authorize the Mayor to sign the amendment to the Interlocal Agreement at the January 18, 2011 Council meeting. Previous Council Action On September 7, 2010, Council approved an Interlocal Agreement and appointed a City representative to the Lake Ballinger/McAleer Creek Watershed Forum (Councilmember Wilson). It also authorized up to $2,400 towards the administrative costs of operating the Forum over the life of the agreement (through December 31, 2011). Narrative Due to the unresolved flooding and water quality issues with Lake Ballinger and McAleer Creek, the cities of Edmonds, Mountlake Terrace and Lake Forest Park, have joined together in the Lake Ballinger/McAleer Creek Watershed Forum (Forum). This watershed Forum was created in the public’s best interest to create an area-wide body to develop a strategic action plan to address the water resource issues. The original Interlocal Agreement (ILA) was signed in the summer of 2008 with the primary intent of completing a strategic action plan for the basin with funding provided by the grant received from the Department of Ecology. This ILA had an expiration date of June 30, 2010. The Strategic Action Plan was completed in the summer of 2009. On August 17, 2009, City Council approved a resolution adopting this Strategic Action Plan from the Forum. A second ILA replaced the original one that expired on June 30, 2010 and has the primary task of implementing the adopted capital projects. This amendment to the second ILA seeks to employ a Federal Government Relations Service Provider for calendar year 2011 to provide federal government relations services for the Forum in order to increase its visibility with its congressional delegation and compete for federal funding for needed capital improvement projects. The Forum has selected the Johnston Group as the Federal Government Relations Service Provider. The Johnston Group’s service to the forum includes lobbying members of Congress for appropriations to fund the needed capital improvement projects in the watershed and to monitor the progress of the requests throughout the year. The $30,000 includes expenses connected to Forum related trips to Washington D.C., with the exceptions of airfare and lodging. Fiscal Impact This ILA amendment commits the City of Edmonds to an additional $10,000 to pay for the Federal Government Relations Service Provider for calendar year 2011. This same amount will be paid for by each of the other two ILA signatories (Mountlake Terrace and Lake Forest Park). This brings the total Forum-related costs to date for 2011 to $12,400. The 2011 budget has $100,000 for “Lake Ballinger Associated Projects” in the stormwater utility capital project fund (412). Attachments Attachment 1-Current Interlocal Agreement Attachment 2-Proposed Amendment to the ILA Attachment 3-Forum Federal Relations Proposal from the Johnston Group Form Review Inbox Reviewed By Date Packet 8 of 156 Engineering Robert English 01/05/2011 04:04 PM Public Works Phil Williams 01/06/2011 02:02 PM City Clerk Sandy Chase 01/06/2011 03:37 PM Mayor Mike Cooper 01/07/2011 09:44 AM Final Approval Sandy Chase 01/07/2011 10:14 AM Form Started By: Megan Cruz Started On: 01/04/2011 04:21 PM Final Approval Date: 01/07/2011 Packet 9 of 156 Interlocal Agreement Page 1 INTERLOCAL AGREEMENT For the Governmental Jurisdictions within the Lake Ballinger/McAleer Creek Watershed Including the Cities of Edmonds, Lake Forest Park, Lynnwood, Mountlake Terrace, Shoreline and Snohomish County PREAMBLE THIS AGREEMENT ("Agreement") is entered into pursuant to Chapter 39.34 RCW by and among Snohomish County, a political subdivision of the state of Washington, and the cities of Edmonds, Lake Forest Park, Lynnwood, Mountlake Terrace, and Shoreline, all municipal corporations of the state of Washington. The parties executing this Agreement are located in King and Snohomish Counties, lying wholly or partially within the Watershed Area defined in Section 1.1 below (individually for those executing this Agreement “Member Jurisdiction” and collectively “Member Jurisdictions”). The Member Jurisdictions share interests in and responsibility for addressing long-term watershed planning and conservation and wish to provide for development of various activities and projects therein. MUTUAL COVENANTS AND AGREEMENTS 1. DEFINITIONS. For purposes of this Agreement, the following terms shall have the meaning provided for below: 1.1 WATERSHED AREA: The Watershed Area is defined as those waters draining to Lake Washington through surface and subsurface natural or constructed water conveyance systems consisting of Hall Lake, Hall Creek, Chase Lake, Echo Lake, Lake Ballinger, McAleer Creek and all other known surface and subsurface tributary drainages along with the associated pipe conveyance systems connected to existing surface conveyance as further delineated on the watershed map attached as Exhibit A and collectively known as the Lake Ballinger/McAleer Creek Watershed. Additional tributary drainage areas identified in the future that are not currently listed on Exhibit A may be added to the Exhibit A by amendment of this Agreement. 1.2 ELIGIBLE JURISDICTIONS: The governments eligible for participation in this Agreement as Member Jurisdictions are Snohomish County, and the Cities of Edmonds, Lake Forest Park, Lynnwood, Mountlake Terrace and Shoreline. 1.3 MEMBER JURISDICTION: A Member Jurisdiction as referred to herein is a government eligible for participation in this Agreement that has also executed this Agreement. 1.4 LAKE BALLINGER/McALEER CREEK WATERSHED FORUM: The Lake Ballinger/ McAleer Creek Watershed Forum (hereinafter referred to as the Forum) created herein is the governing body responsible for implementing this Agreement and is comprised of Packet 10 of 156 Interlocal Agreement Page 2 designated representatives of Eligible Jurisdictions who have authorized the execution of and become Member Juisdictions of this Agreement. 1.5 STRATEGIC ACTION PLAN: The Strategic Action Plan, as referred to herein, is the plan developed by the Forum and adopted by all Member Jurisdictions to address water resource issues within the Watershed Area as provided in this Agreement. The plan identifies specific actions and projects to address the identified water resource issues and is attached as Exhibit B. 1.6 CAPITAL IMPROVEMENT PLAN: The Capital Improvement Plan, as referred to herein, is the set of projects developed in the Strategic Action Plan to address the identified water resource issues. The Capital Improvement Plan lists specific projects, estimated costs, proposed funding mechanisms and project lead agency and is attached as Exhibit C. 1.7 FISCAL AGENT: The Fiscal Agent is the entity designated to perform all accounting and contract management services for the Forum, as it may require, in accordance with the requirements of Chapter 39.34 RCW. 1.8 SERVICE PROVIDER(S): The Service Provider(s), as used herein, means that individual consultant or other entity which provides a service to and for the Forum and who is directed to carry out actions as determined or assigned by the Forum, including but not limited to, preparation of meeting agendas and minutes, maintaining documents and records, researching federal and state appropriation opportunities, and researching and applying for local, state and federal grants in support of the Strategic Action Plan and the Capital Improvement Plan. 1.8.1 Service Provider Operating Fund: The Service Provider Operating Fund is the fund established for activities of the Service Provider(s) in the implementation of the Strategic Action Plan and the Capital Improvement Plan. The fund budget is set each year by action of the Forum and authorized by budget allocation from each Member Jurisdiction. 1.9 STEERING COMMITTEE and PROJECT SUBCOMMITTEES: The Steering Committee is composed of executive level staff members of each Member Jurisdiction who will provide specific guidance to technical level staff on the Project Subcommittees for each of the projects identified in the Capital Improvement Plan based on policy direction from the Forum. 2. PURPOSES. The purposes of this Agreement include the following: 2.1 To provide a mechanism and governance structure for the implementation of the Strategic Action Plan and to share the cost of Service Provider(s) to coordinate and Packet 11 of 156 Interlocal Agreement Page 3 provide the services necessary for the successful implementation of the Strategic Action Plan and the Capital Improvement Plan. 2.2 To provide a mechanism for securing technical assistance and any available funding from state agencies, federal agencies or other sources to implement the Strategic Action Plan and the Capital Improvement Plan in support of the Strategic Action Plan. 2.3 To provide a framework for cooperation and coordination among the member jurisdictions on issues relating to the implementation of the Strategic Action Plan and the Capital Improvement Plan. 2.4 To develop and articulate to state and federal legislators, watershed based positions on stormwater management issues, conservation issues, funding or any other issues jointly identified by the Member Jurisdictions. 2.5 To provide for the ongoing participation of citizens and other stakeholders in such efforts and to ensure continued public outreach efforts to educate and garner support for current and future watershed conservation efforts. It is not the purpose or intent of this Agreement to create, supplant, preempt or supersede the authority or role of any individual Member Jurisdiction or water quality policy body. 3. EFFECTIVE DATE AND TERM. This Agreement shall become effective upon its execution by Eligible Jurisdictions, as authorized by each jurisdiction’s legislative body, and further provided that after such execution, this Agreement shall be posted on the web site of each Member Jurisdiction in accordance with the terms of RCW 39.34.040 and .200. Once effective, this Agreement shall remain in effect, unless terminated as provided in Section 9, until December 31, 2011; provided, however, that this Agreement may be extended for such additional terms as the Member Jurisdictions may agree to in writing. 4. ORGANIZATION AND NATURE OF THE FORUM. The Member Jurisdictions hereby establish the Forum to serve as the formal governance structure for carrying out the purposes of this Agreement. Each Member Jurisdiction shall appoint one (1) elected official or designee and an alternate (elected official or designee and alternate hereinafter referred to as designee) to serve as its representative on the Forum along with a Steering Committee representative to carry out the policy direction of the Forum. 4.1 Upon the effective execution of this Agreement and the appointment of designees from each Member Jurisdiction to the Forum, the Forum designees shall meet and choose, according to the voting provisions of Section 5, representatives to serve as Forum Chair and Vice Chair to oversee and direct the activities associated with Forum meetings including the development of the agendas, running the meeting and providing leadership to the Forum. Packet 12 of 156 Interlocal Agreement Page 4 4.2 The Forum shall have the authority and mandate to do the following: 4.2.1 Review and evaluate at least annually the duties to be assigned to the Steering Committee to this Agreement and provide for whatever actions it deems necessary to ensure that quality services are efficiently, effectively and responsibly delivered in the performance of this Agreement. 4.2.2 Review Steering Committee progress on implementation of the Strategic Action Plan and the Capital Improvement Plan on a quarterly basis and provide for whatever actions it deems appropriate to ensure that such development is efficiently, effectively and responsibly delivered in the performance of this Agreement. 4.2.3 On or before September 1 of each year, establish and approve a Service Provider Operating Fund budget for the following calendar year for the activities of the Service Provider(s), proposing the level of funding and total resource obligations of the Member Jurisdictions to support the activities of the Service Provider(s) which are to be allocated in accordance with the formula set forth in Exhibit D. 4.2.4 Review and evaluate at least annually the duties to be assigned to the Service Provider(s) to this Agreement and provide for whatever actions it deems necessary to ensure that quality services are efficiently, effectively and responsibly delivered in the performance of this Agreement. 4.2.5 Oversee and administer the allocation of resources available to the Forum to implement the Strategic Action Plan and the Capital Improvement Plan in support of the Strategic Action Plan. 4.3 The Forum designees may adopt other rules and procedures that are consistent with its purposes as stated herein and are necessary for its operation according to the voting provisions of Section 5. 5. VOTING. The Forum designees shall make decisions, approve goals and objectives, specify work priorities and perform any other actions necessary to carry out the purposes of this Agreement as follows: 5.1 No action or binding decision will be taken by the Forum without the presence of a quorum of active Member Jurisdiction designees. A quorum exists if a majority of the Member Jurisdiction designees are present at the Forum meeting. The voting procedures provided for in 5.2 and 5.3 are conditioned upon there being a quorum of the active Member Jurisdiction designees present for any action or decision to be effective and binding. Packet 13 of 156 Interlocal Agreement Page 5 5.2 Decisions shall be made using a consensus model as much as possible. Each designee agrees to use their best effort and exercise good faith in consensus decision-making. Consensus may be reached by unanimous agreement of the Member Jurisdiction designees at the meeting or by a majority recommendation agreed upon by the Member Jurisdiction designees. 5.3 In the event consensus cannot be achieved, as determined by rules and procedures adopted by the Forum, the Forum shall take action on a majority basis, as follows: 5.3.1 Each Member Jurisdiction, through its appointed designee, may cast its vote in connection with a proposed Forum action. 5.3.2 For any action subject to voting to be deemed approved, an affirmative vote must be cast by a majority of the Member Jurisdiction designees. No action shall be valid and binding on the Member Jurisdiction until it shall receive majority of votes of the total number of Member Jurisdiction designees. A vote of abstention shall be recorded as a “no” vote. 6. OBLIGATIONS OF MEMBER JURISDICTIONS; BUDGET; FISCAL AGENT; RULES. 6.1 Each Member Jurisdiction shall be responsible for meeting its financial obligations hereunder as described in Section 2.1 and established by the operating fund adopted by the Forum under this Agreement and described in Section 4.2.3. 6.2 On or before September 1 of each year of this Agreement, the Forum shall adopt a Service Provider budget for the following calendar year. The Service Provider budget shall propose the level of funding responsibilities of the individual Member Jurisdictions for the following calendar year and shall propose the levels of funding to be allocated to the Service Provider budget for implementation activities related to the Strategic Action Plan and the Capital Improvement Plan within the Watershed Area. The Member Jurisdictions shall thereafter take separate legislative or other actions that may be necessary to timely address such individual responsibilities under the proposed operating fund, and shall have done so no later than December 31st of each such year, provided that the financial obligations of each Member Jurisdiction to fund this Agreement after December 31, 2010 are contingent upon local legislative appropriation of necessary funds in future fiscal years; and provided that financial obligations imposed herein shall not be for the purpose of funding the design or construction of specific Capital Improvement Plan projects. 6.3 Funds collected from any source on behalf of the Forum shall be maintained in a special fund by the Fiscal Agent as ex officio treasurer on behalf of the Forum pursuant to rules and procedures established and agreed to by the Forum. The Fiscal Agent shall also serve as the contractual agent for the Member Jurisdictions in acquiring any services Packet 14 of 156 Interlocal Agreement Page 6 needed, including those provided by the Service Provider(s), in the implementation of the Strategic Action Plan and the Capital Improvement Plan as directed by the Forum. The Fiscal Agent shall establish billing practices and collection procedures in the format established by the Washington State Auditor, and utilize its established purchasing authority and procedures, and any other procedures as may be necessary to provide for its efficient administration and operation. Any Member Jurisdiction may inspect and review all records maintained in connection with the special fund maintained by the Fiscal Agent at any reasonable time. 6.4 The Fiscal Agent, in the performance of its duties, shall not exceed the budgeted amounts authorized by the Forum and/or the total funds as appropriated by the individual Member Jurisdictions. 7. LATECOMERS. An Eligible Jurisdiction listed in Section 1.2 which has not become a Member Jurisdiction within six (6) months of the effective date of this Agreement may become a Member Jurisdiction only with the written consent of all the Member Jurisdiction. The provisions of Section 5 otherwise governing decisions of the Forum shall not apply to this Section 7. The Member Jurisdictions and the county or city seeking to become a Member Jurisdiction shall jointly determine the terms and conditions under which the county or city may become a Member Jurisdiction. These terms and conditions shall include payment by such county or city to the Member Jurisdictions of the amount determined jointly by the Member Jurisdictions and the county or city to represent such county or city's fair and proportionate share of all costs associated with activities undertaken by the Forum and the Member Jurisdictions on its behalf as of the date the county or city becomes a Member Jurisdiction. Any county or city that becomes a Member Jurisdiction pursuant to this section shall thereby assume the general rights and responsibilities of all other Member Jurisdictions. 8. TERMINATION. This Agreement may be terminated by any Member Jurisdiction, as to that Member Jurisdiction only, upon sixty (60) days written notice to the other Member Jurisdictions. The terminating Member Jurisdiction shall remain fully responsible for meeting all of its funding obligations for expenditures authorized by the jurisdiction, but only for costs incurred prior to the date of the notice. This Agreement may be terminated at any time by the written agreement of all Member Jurisdictions. 9. HOLD HARMLESS AND INDEMNIFICATION. To the extent permitted by state law, and for the limited purposes set forth in this Agreement, each Member Jurisdiction shall protect, defend, hold harmless and indemnify the other Member Jurisdictions to include the officers, employees, agents and contractors of the Member Jurisdiction, while acting within the scope of their Packet 15 of 156 Interlocal Agreement Page 7 employment as such, from and against any and all claims (including demands, suits, penalties, liabilities, damages, costs, expenses, or losses of any kind or nature whatsoever) arising out of or in any way resulting from such Member Jurisdiction’s own negligent acts or omissions, torts and wrongful or illegal acts related to such Member Jurisdiction’s participation and obligations under this Agreement. Each Member Jurisdiction agrees that its obligations under this subsection extend to any claim, demand and/or cause of action brought by or on behalf of any of its employees or agents. For this purpose, each Member Jurisdiction, by mutual negotiation, hereby waives, with respect to the other Member Jurisdictions only, any immunity that would otherwise be available against such claims under the industrial insurance act provisions of Title 51 RCW. The provisions of this subsection shall survive and continue to be applicable to Member Jurisdictions exercising the right of termination pursuant to Section 9. 10. NO ASSUMPTION OF LIABILITY. In no event do the Member Jurisdictions intend to assume any responsibility, risk or liability of any other Member Jurisdiction or otherwise with regard to any Member Jurisdiction’s duties or any act, statute or regulation of any local municipality or government, the State of Washington or the United States. 11. VOLUNTARY AGREEMENT. This is a voluntary agreement and it is acknowledged and agreed that, in entering into this Agreement, no Member Jurisdiction is committing to adopt or implement any actions or recommendations that may be contained in the Strategic Action Plan and the Capital Improvement Plan pursuant to this Agreement. 13. NO PRECLUSION OF ACTIVITIES OR PROJECTS. Nothing herein shall preclude any one or more of the Member Jurisdiction from choosing or agreeing to fund or implement any work, activities or projects associated with any of the purposes hereunder by separate agreement or action, provided that any such decision or agreement shall not impose any funding, participation or other obligation of any kind on any Member Jurisdiction that is not a party to such decision or agreement. 14. NO THIRD PARTY RIGHTS. Nothing contained in this Agreement is intended to, nor shall it be construed to, create any rights in any third party, including without limitation NMFS, USFWS, any agency or department of the United States, or the State of Washington, or to form the basis for any liability on the part of the Forum or any of the Member Jurisdictions, or their officers, elected officials, agents and employees, to any third party. Packet 16 of 156 Interlocal Agreement Page 8 15. AMENDMENTS. This Agreement may be amended, altered or clarified only by the unanimous consent of the Member Jurisdictions, represented by affirmative action by their legislative bodies. 16. COUNTERPARTS. This Agreement may be executed in counterparts. 17. APPROVAL BY MEMBER JURISDICTION’S GOVERNING BODIES. The governing body of each Member Jurisdiction must approve this Agreement before any representative of such Member Jurisdiction may execute this Agreement. 18. FILING OF AGREEMENT. This Agreement shall be posted on the web site of each Member Jurisdiction in accordance with the provisions of RCW 39.34.040 and .200 and with the terms of Section 3 herein. 19. ATTORNEY FEES. In the event a Member Jurisdiction brings suit to enforce this Agreement, or for breach of this Agreement, the prevailing Member Jurisdiction shall be entitled to its costs, expenses, and attorney fees for bringing or defending the action. IN WITNESS WHEREOF, the Member Jurisdictions hereto have executed this Agreement on the dates indicated below: Approved as to form: CITY OF EDMONDS By:____________________________ By:_____________________________ Title:___________________________ Title:____________________________ Date:___________________________ Date:____________________________ Approved as to form: CITY OF LAKE FOREST PARK By:____________________________ By:_____________________________ Title:___________________________ Title:____________________________ Date:___________________________ Date:____________________________ Packet 17 of 156 Interlocal Agreement Page 9 Approved as to form: CITY OF LYNNWOOD By:____________________________ By:_____________________________ Title:___________________________ Title:____________________________ Date:___________________________ Date:____________________________ Approved as to form: CITY OF MOUNTLAKE TERRACE By:____________________________ By:_____________________________ Title:___________________________ Title:____________________________ Date:___________________________ Date:____________________________ Approved as to form: CITY OF SHORELINE By:____________________________ By:_____________________________ Title:___________________________ Title:____________________________ Date:___________________________ Date:____________________________ Approved as to form: SNOHOMISH COUNTY By:____________________________ By:_____________________________ Title:___________________________ Title:____________________________ Date:___________________________ Date:____________________________ Packet 18 of 156 Packet 19 of 156 Exhibit B Lake Ballinger/McAleer Creek Watershed Study Strategic Action Plan Packet 20 of 156 Packet 21 of 156 Exhibit C Capital Improvement Plan Packet 22 of 156 La k e B a l l i n g e r / M c A l e e r C r e e k W a t e r s h e d F o r u m C a p i t a l I m p r o v e m e n t P l a n - E x h i b i t C Pr i o r i t y De s c r i p t i o n Go a l Issues Projected Outcome Wa t e r s h e d Is s u e A Wa t e r s h e d Is s u e B Wa t e r s h e d Is s u e C Wa t e r s h e d Is s u e D Pr o j e c t e d P l a n n i n g Le v e l C o s t Po t e n t i a l Fu n d i n g O p t i o n s 3 Pr o j e c t L e a d Ag e n c y 4 1 2 o t h e r (2 0 0 9 d o l l a r s ) Fo r u m P r o j e c t Mo d e l t h e M c A l e e r C r e e k f l o o d pl a i n i n L a k e F o r e s t P a r k a n d Sh o r e l i n e t o u p d a t e F E M A fl o o d p l a i n m a p p i n g in f o r m a t i o n A1 Ac c u r a t e l y m o d e l f l o w a n d d e t e r m i n e f l o o d p l a i n el e v a t i o n s f o r M c A l e e r C r e e k f r o m L a k e B a l l i n g e r t o La k e W a s h i n g t o n - d e v e l o p m o d e l i n g a n d f l o o d pl a i n m a n a g e m e n t g u i d e l i n e s t o a s s i s t t h e C i t i e s o f Sh o r e l i n e a n d L a k e F o r e s t P a r k w i t h f u t u r e de v e l o p m e n t o r r e d e v e l o p m e n t a n d t o l e v e r a g e FE M A f u n d s f o r f l o o d p r o o f i n g p r o g r a m . Th i s po r t i o n o f t h e F E M A f l o o d p l a i n m a p p i n g p r o j e c t wi l l a s s u m e f l o w s f r o m L y o n C r e e k h a v e b e e n re d i r e c t e d o r m i n i m i z e d . X $7 5 0 , 0 0 0 t o $1 , 0 0 0 , 0 0 0 Gr a n t La k e F o r e s t Pa r k , Sh o r e l i n e X Re v i s e e x i s t i n g f l o o d p l a i n m a p s t o ac c u r a t e l y r e f l e c t e x i s t i n g c o n d i t i o n s a n d to d e v e l o p m o d e l i n g a n d f l o o d p l a i n ma n a g e m e n t g u i d e l i n e s Jo i n t p r o j e c t i n S h o r e l i n e a n d Lake Forest Park Give accurate guidance to cities with development and redevelopment in the affected flood plain Pr i v a t e P r o j e c t De v e l o p a n d i m p l e m e n t f l o o d pr o o f i n g p r o g r a m A2 L e v e r a g e F E M A f u n d s f o r f l o o d p r o o f i n g p r o g r a m X $2 , 0 0 0 , 0 0 0 t o $3 , 0 0 0 , 0 0 0 Gr a n t La k e F o r e s t Pa r k X De v e l o p f l o o d p r o o f i n g p r o g r a m t o p r e v e n t st r u c t u r e f l o o d i n g Pr i v a t e l y i n i t i a t e d f l o o d p r o o f i n g pr o g r a m w i t h p o s s i b l e C i t y assistanceDeveloping an effective flood proofing program Ly o n C r e e k B y p a s s / L y o n Cr e e k C h a n n e l M o d i f i c a t i o n s B Fo r u m t o p r o v i d e e n c o u r a g e m e n t t o L a k e F o r e s t Pa r k t o s e e k f u n d s t o e l i m i n a t e t h e L y o n C r e e k ov e r f l o w t o M c A l e e r C r e e k d u r i n g s t o r m e v e n t s X $3 , 1 0 0 , 0 0 0 L a k e F o r e s t P a r k La k e F o r e s t Pa r k X X Mi n i m i z e t h e i m p a c t o f L y o n C r e e k o n Mc A l e e r C r e e k d u r i n g s t o r m e v e n t s No f i n a n c i a l c o m m i t m e n t o n t h e part of upstream Forum jurisdictionsReduce overflow from Lyon Creek during storm events to minimize flooding at Sheridan Beach Mc A l e e r C r e e k B y p a s s I n t a k e Re t r o f i t C Re t r o f i t M c A l e e r C r e e k B y p a s s I n t a k e t o o p t i m i z e fa c i l i t y f u n c t i o n X $2 1 3 , 0 0 0 G r a n t La k e F o r e s t Pa r k X X Re d u c e t h e o c c u r r e n c e a n d s e v e r i t y o f fl o o d i n g i n t h e S h e r i d a n B e a c h Ne i g h b o r h o o d o f L a k e F o r e s t P a r k a l o n g Mc A l e e r C r e e k Pr o j e c t b e n e f i t s r e s i d e n t s i n Lake Forest Park only.Would remove 30 cfs from McAleer Creek through the Sheridan Beach Neighborhood during the 100-yr event Up g r a d e / R e p l a c e C u l v e r t s o n Mc A l e e r C r e e k D En h a n c e a n d r e p l a c e f o u r c u l v e r t s o n M c A l e e r Cr e e k i n L a k e F o r e s t P a r k X $ 1 , 0 0 0 , 0 0 0 G r a n t La k e F o r e s t Pa r k X X Re d u c e l o c a l i z e d f l o o d i n g i n L a k e F o r e s t Pa r k . Pr o j e c t b e n e f i t s r e s i d e n t s i n Lake Forest Park only.Up to 10 residences in Lake Forest Park would be protected from localized flooding. Mc A l e e r C r e e k F l o o d B e r m s E In s t a l l b e r m s o r o t h e r f l o o d p r o o f i n g a l o n g M c A l e e r Cr e e k i n L a k e F o r e s t P a r k X $ 8 3 0 , 0 0 0 G r a n t La k e F o r e s t Pa r k X Ke e p s t r u c t u r e s f r o m f l o o d i n g d u r i n g 1 0 0 ye a r e v e n t s Pe r m i t t i n g , w o r k o n p r i v a t e propertyMinimize flooding during 100 year events Ba s i n W i d e L I D R e t r o f i t s F Re t r o f i t e x i s t i n g c i t y p a r c e l s a n d r i g h t o f w a y w i t h Lo w I m p a c t D e v e l o p m e n t B M P ' s X X X X $5 , 0 0 0 , 0 0 0 t o $1 0 , 0 0 0 , 0 0 0 o v e r 20 y e a r s Ap p r o p r i a t i o n s o r gr a n t La k e F o r e s t Pa r k , Sh o r e l i n e X X R e d u c e f l o o d i n g a n d i m p r o v e w a t e r q u a l i t y L o n g t e r m - 2 0 y e a r p l a n Eliminate 100 year flooding events, improve on fecal, temperature and chemical issues in McAleer Creek Fo r u m P r o j e c t Mo d e l t h e H a l l C r e e k a n d L a k e Ba l l i n g e r f l o o d p l a i n i n Ed m o n d s a n d M o u n t l a k e Te r r a c e t o u p d a t e F E M A f l o o d pl a i n m a p p i n g i n f o r m a t i o n A1 Ac c u r a t e l y m o d e l f l o w a n d d e t e r m i n e f l o o d p l a i n el e v a t i o n s f o r H a l l C r e e k a n d L a k e B a l l i n g e r - de v e l o p m o d e l i n g a n d f l o o d p l a i n m a n a g e m e n t gu i d e l i n e s t o d e t e r m i n e t h e m o s t a d v a n t a g e o u s el e v a t i o n o f L a k e B a l l i n g e r w e i r X $7 5 0 , 0 0 0 t o $1 , 0 0 0 , 0 0 0 Gr a n t Mo u n t l a k e Te r r a c e , Ed m o n d s X Re v i s e e x i s t i n g f l o o d p l a i n m a p s t o ac c u r a t e l y r e f l e c t e x i s t i n g c o n d i t i o n s a n d to d e v e l o p m o d e l i n g a n d f l o o d p l a i n ma n a g e m e n t g u i d e l i n e s Jo i n t p r o j e c t i n M o u n t l a k e Terrace and Edmonds Give accurate guidance to cities with development and redevelopment in the affected flood plain while managing the level of Lake Ballinger and developing a flood proofing program Pr i v a t e P r o j e c t De v e l o p a n d i m p l e m e n t f l o o d pr o o f i n g p r o g r a m A2 L e v e r a g e F E M A f u n d s f o r f l o o d p r o o f i n g p r o g r a m X $1 , 0 0 0 , 0 0 0 t o $2 , 0 0 0 , 0 0 0 Gr a n t E d m o n d s X De v e l o p f l o o d p r o o f i n g p r o g r a m t o p r e v e n t st r u c t u r e f l o o d i n g Pr i v a t e l y i n i t i a t e d f l o o d p r o o f i n g pr o g r a m w i t h p o s s i b l e C i t y assistanceDeveloping an effective flood proofing program Mc A l e e r C r e e k W e i r Ac t i o n I B 2 In s t a l l n e w w e i r g a t e X X $2 5 , 0 0 0 Mo u n t l a k e Te r r a c e Mo u n t l a k e Te r r a c e N/ A N / A N / A R e s t o r e w e i r t o 1 9 9 5 m a i n t e n a n c e s t a t u s M L T m a i n t e n a n c e i s s u e Meet existing maintenance requirements Ac t i o n I I B1 Lo w e r w e i r s t r u c t u r e t o f i r s t N i l e c u l v e r t - 1. 5 f e e t lo w e r - i n s t a l l n e w w e i r f o u n d a t i o n a n d d r e d g e cr e e k c h a n n e l t o l a k e X $5 0 0 , 0 0 0 G r a n t Mo u n t l a k e Te r r a c e , Ed m o n d s X Ke e p l a k e l e v e l b e l o w 2 7 9 . 3 Wo u l d r e q u i r e r e a d j u d i c a t i o n o f th e S u p e r i o r C o u r t O r d e r regarding lake levelWould reduce by 59% the length of time that the lake would be above 279.3 Ac t i o n I I B1 Lo w e r w e i r s t r u c t u r e t o f i r s t N i l e c u l v e r t - 1. 5 f e e t lo w e r - i n s t a l l n e w w e i r f o u n d a t i o n a n d d r e d g e cr e e k c h a n n e l t o l a k e X $5 0 0 , 0 0 0 G r a n t Mo u n t l a k e Te r r a c e , Ed m o n d s X Ke e p l a k e l e v e l b e l o w 2 7 7 . 4 Wo u l d r e q u i r e r e a d j u d i c a t i o n o f th e S u p e r i o r C o u r t O r d e r regarding lake levelWould reduce by 74% the length of time the lake would be above 277.4 Ac t i o n I I I B2 Lo w e r w e i r s t r u c t u r e b y 3. 7 5 f e e t - i n s t a l l n e w w e i r fo u n d a t i o n a n d d r e d g e c r e e k c h a n n e l t o I - 5 X $1 , 0 0 0 , 0 0 0 G r a n t Mo u n t l a k e Te r r a c e , Ed m o n d s X Ke e p l a k e l e v e l b e l o w 2 7 9 . 3 Wo u l d r e q u i r e r e a d j u d i c a t i o n o f th e S u p e r i o r C o u r t O r d e r regarding lake levelWould reduce by 93% the length of time the lake would be above 279.3 Ac t i o n I I I B2 Lo w e r w e i r s t r u c t u r e b y 3. 7 5 f e e t - i n s t a l l n e w w e i r fo u n d a t i o n a n d d r e d g e c r e e k c h a n n e l t o I - 5 X $1 , 0 0 0 , 0 0 0 G r a n t Mo u n t l a k e Te r r a c e , Ed m o n d s X Ke e p l a k e l e v e l b e l o w 2 7 7 . 4 Wo u l d r e q u i r e r e a d j u d i c a t i o n o f th e S u p e r i o r C o u r t O r d e r regarding lake levelWould reduce by 99% the length of time the lake would be above 277.4 Ha l l C r e e k D e t e n t i o n C In s t a l l d e t e n t i o n o r i n f i l t r a t i o n s y s t e m u p s t r e a m o f La k e B a l l i n g e r X $1 2 , 0 0 0 , 0 0 0 n o t in c l u d i n g l a n d ac q u i s i t i o n Gr a n t , ap p r o p r i a t i o n s , ci t y C I P f u n d s Mo u n t l a k e Te r r a c e X Ke e p l a k e l e v e l b e l o w 2 7 9 . 3 La r g e s i t e f o o t p r i n t o f 2 . 7 a c r e s - co s t o f l a n d a c q u i s i t i o n n o t includedWould reduce by 64% the length of time the lake would be above 279.3 Ba s i n W i d e L I D R e t r o f i t s D Re t r o f i t e x i s t i n g c i t y p a r c e l s a n d r i g h t o f w a y w i t h Lo w I m p a c t D e v e l o p m e n t B M P ' s X X X X $5 , 0 0 0 , 0 0 0 t o $1 0 , 0 0 0 , 0 0 0 o v e r 20 y e a r s Gr a n t , ap p r o p r i a t i o n s , ci t y C I P f u n d s Ea c h c i t y i n up p e r b a s i n X X Re d u c e f l o o d i n g a n d i m p r o v e w a t e r q u a l i t y L o n g t e r m - 2 0 y e a r p l a n Eliminate 100 year flooding events, meet Lake Ballinger TMDL limits and improve on fecal, temperature and chemical issues in McAleer Creek 1 Se r v i c e l e v e l s a r e l i s t e d i n S e c t i o n 3 o f t h e S t r a t e g i c A c t i o n P l a n , p a g e 1 5 - 2 0 2 W e i r g a t e r e p l a c e m e n t i s c o n t i n g e n t o n d e c i s i o n s m a d e a b o u t t h e u l t i m a t e l e v e l o f t h e l a k e 3 F u t u r e g o v e r n a n c e a g r e e m e n t w i l l i n c o r p o r a t e a n d i d e n t i f y p o t e n t i a l f u n d i n g s o u r c e s 4 A m e m b e r a g e n c y r e p r e s e n t i n g t h e i n t e r e s t s o f t h e L a k e B a l l i n g e r / M c A l e e r C r e e k F o r u m Mc A l e e r C r e e k Pr o j e c t I n f o r m a t i o n P h a s e I I Se r v i c e C r i t e r i a 1 P h a s e I I P h a s e I Ac t i o n o r P r o j e c t Lo w e r M c A l e e r C r e e k La k e B a l l i n g e r / H a l l Cr e e k Up p e r M c A l e e r C r e e k / L a k e B a l l i n g e r / H a l l C r e e k P h a s e I Pa c k e t 23 of 15 6 Exhibit D Operating Fund Allocations Packet 24 of 156 Lake Ballinger/McAleer Creek Forum Administrative Support Service Provider Needs Listing Duties Hours/Month Year 1. Attend and take notes at monthly Forum Meeting 2.5 30 2. Arrange for room reservations, provide materials for meetings 2.5 30 3. Compile and produce minutes from the Forum meetings 5 60 4. Generate draft agenda for the Forum Meeting - 1.5 18 coordinate with the chair and co-chair on meeting agenda 5. Coordinate e-mail contacts through the Forum distribution list 0.5 6 6. Assists with cities web site maintenance 3 36 7. Maintains documents record for Forum activities 3 36 8. Prepares News Releases on Forum updates 2 24 Total 20 240 Additional Duties may be added as needs develop Provider Support through the City of Mountlake Terrace Administrative Support for 2011 $7,200 This listing assumes services are provided at $30.00 per hour and that 20 hours a month are allocated for a total of 240 hours for the 2011 calendar year. Packet 25 of 156 Packet 26 of 156 AMENDMENT #1 AGREEMENT TO AMEND INTERLOCAL AGREEMENT For the Governmental Jurisdictions within the Lake Ballinger/McAleer Creek Watershed Including the Cities of Edmonds, Lake Forest Park, Lynnwood, Mountlake Terrace, Shoreline and Snohomish County DATED ___ ____, _ ___ I. Parties This Amendment (“Amendment #1”) to the Interlocal Agreement (“Agreement”) is entered into by and between City of Mountlake Terrace, City of Edmonds, City of Lake Forest Park, all Washington municipal corporations, and collectively known as “Member Jurisdictions” in that certain Agreement dated ___________,_____ that provides for development of various activities and projects within the Lake Ballinger/McAleer Creek Watershed. II. Recitals 1. The Member Jurisdictions entered into that certain Agreement dated the _______, day of _____. 2. The Member Jurisdictions desire to amend the Agreement. 3. The Member Jurisdictions pursuant to paragraph 15 AMENDMENTS of the Agreement agree to amend paragraph 4 ORGANIZATION AND NATURE OF THE FORUM. NOW THEREFORE, the Member Jurisdictions, in consideration of their mutual promises and respective benefits, hereby agree as follows: III. Amendment(s) Section 4.2.3 of the Agreement is hereby amended to read as follows: On or before September 1 of each year, establish and approve a Service Provider Operating Fund budget for the following calendar year for the activities of the Service Provider(s), proposing the level of funding and total resource obligations of the Member Jurisdictions to support the activities of the Service Provider(s) which are to be allocated in accordance with the formula set forth in Exhibit D. Provided further the Member Jurisdictions agree to retain and employ a Federal Government Relations Service Provider, Johnston Group, for calendar year 2011 to provide federal government relations services for the Forum in order to increase its visibility with its congressional delegation and compete for federal funding. The Johnston Group shall provide services consistent with Exhibit(s) ____, which is/are(?) attached hereto and incorporated by references as though fully set forth. The Member Jurisdictions shall share equally the cost of the Federal Government Relations Service Provider, Johnston Group. The total cost thereof shall not exceed $30,000 for the 2011 calendar year, and shall constitute an additional amount to the Service Provider Operating Fund budget as authorized by the Forum . The City of Mountlake Terrace as the Fiscal Agent shall administer the funds in accordance with paragraph 6 OBLIGATIONS OF MEMBER JURSIDICTIONS; BUDGET; FISCAL AGENT; RULES. IV. Effect of Amendment Except as specifically amended hereby, the Agreement shall remain in full force and effect in accordance with its original terms, covenants and provisions. All references to the Agreement shall be deemed to mean the Agreement as modified hereby. This Amendment #1 shall not constitute a novation of the Agreement, but shall constitute an amendment thereof. The Member Jurisdictions hereto agree to be bound by the terms and conditions of the Agreement, as amended by this Amendment #1 as though such terms and conditions were set forth therein. Packet 27 of 156 IN WITNESS WHEREOF, the Member Jurisdictions hereto have executed this Amendment #1 on the dates indicated below: Approved as to form: CITY OF EDMONDS By:____________________________ By:_____________________________ Title:___________________________ Title:____________________________ Date:___________________________ Date:____________________________ Approved as to form: CITY OF LAKE FOREST PARK By:____________________________ By:_____________________________ Title:___________________________ Title:____________________________ Date:___________________________ Date:____________________________ Approved as to form: CITY OF MOUNTLAKE TERRACE By:____________________________ By:_____________________________ Title:___________________________ Title:____________________________ Date:___________________________ Date:____________________________ Packet 28 of 156 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com November 5, 2010 Mr. John Caulfield City Manager, City of Mountlake Terrace For the Lake Ballinger/McAleer Creek Watershed Forum P.O. Box 72 Mountlake Terrace, WA 98043-0072 Dear Mr. Caulfield: Thank you for the opportunity to present the qualifications of the Johnston Group to provide federal government relations services to the Lake Ballinger/McAleer Creek Watershed Forum in 2011. I am pleased to present the credentials of my firm and welcome the chance to discuss them with the Forum in person. I formed the Johnston Group to provide exceptional and affordable federal government relations representation to public entities in the Northwest. As a local firm with deep ties to the Washington State congressional delegation, we take on a limited number of clients each year to be able to focus on building long-term partnerships between our clients and the federal government that result in funding municipal infrastructure and community priorities. The Johnston Group will provide the counsel and functions necessary for the Forum to increase its visibility with its congressional delegation and compete for federal funding. This proposal outlines a very targeted scope of work to accomplish three primary goals: • Obtain federal funding to update the FEMA flood plain mapping for the Lower McAleer Creek (Lake Forest Park and Shoreline) and the Upper McAleer Creek, including Lake Ballinger and Hall Creek (Mountlake Terrace and Edmonds); • Create a multiple year federal funding strategy for the Forum that considers multiple projects, tactics and funding opportunities that begin in 2011, and; • Build strong relationships between the Lake Ballinger/McAleer Creek Watershed Forum and its congressional delegation to establish a foundation for future activities with Congress. I am excited at the prospect of partnering with the Lake Ballinger/McAleer Creek Watershed Forum to establish a strong federal relations program. I welcome any questions you may have about my experience, credentials, past results or approach for this project and look forward to partnering with you this year. Sincerely, Jake Johnston Packet 29 of 156 Page 2 of 10 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com I. Situation Assessment The Lake Ballinger/McAleer Creek Watershed Forum enters 2011 seeking to deepen and augment its relationship with its congressional delegation to develop a federal funding partner for its critical infrastructure needs. The Forum has done a good job building an initial relationship with Congressman Inslee and needs to deepen its relationship with the other delegation offices. Since its formation in 2008, the Forum has collectively developed and advocated for a deliberate strategy to meet the long-term needs of the watershed. It has developed a Strategic Action Plan (SAP) to guide the development of its capital project requests. The SAP provides the foundation for our federal funding requests in combination with local, regional and state funding partners. The Forum has a history of federal and state funding support for its activities. In 2008, the State appropriated $200,000 to the Forum to develop the SAP. Congressman Inslee requested $100,000 in federal funding for the same project though it was not included in the Appropriations bills enacted that year. More recently, Rep. Inslee has requested $1,200,000 for the Forum to begin to implement the recommendations of the SAP as a part of Congress’ Reauthorization of the Water Resources Development Act (WRDA). Currently, WRDA is pending reauthorization and is on track to be considered in 2011 by the new Congress. This funding history proves the support for the Forum and its work by at least one member of the congressional delegation. The Forum must expand its footprint and build support with Congressman McDermott, Senator Murray and Senator Cantwell to continue to be successful. The Forum has indentified two projects with similar characteristics for federal funding support in 2011. The projects would conduct the floodplain modeling necessary to conduct additional infrastructure projects in the future. The maps would be used to update FEMA floodplain mapping information. Each project is budgeted at $750,000 to $1,000,000 and would be funded through a combination of state, federal and local resources. The project locations are the: 1. Lower McAleer Creek in Lake Forest Park and Shoreline. 2. Upper McAleer Creek/Lake Ballinger/Hall Creek in Edmonds and Mountlake Terrace. The scope of the SAP will require a diverse set of funding partners in order to be implemented. With local and state funding sources facing extraordinary cuts, the federal government will need to be a partner to help leverage local funding and keep this project on track. Even with its own spending severely curtailed from recent years, the federal government remains a viable partner for the Lake Ballinger/McAleer Creek Watershed Forum. Other cities in Washington have been successfully utilizing federal funds to complete their local priorities. In 2009, Members of Congress from Washington State requested funding for 131 projects for 71 different cities. The result was a total of 32 funded projects for 22 different cities. In 2010, the outcome of the appropriations process remains to be determined, but more than 40 cities in Washington state are on track to secure federal funding for their local priorities. Even with increasing competition at the federal level, local governments are clearly finding that strong relationships with their federal delegation can result in funding shared local objectives. Looking into 2011, the Forum faces many new opportunities in Congress. Foremost, the Obama Administration and Congress are signaling their intent to move quickly to fund $50 billion of Packet 30 of 156 Page 3 of 10 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com infrastructure. Second, Congress will continue the Reauthorization of the Water Resources Development Act, a primary funding opportunity for the Forum distinct from the appropriations process. Last, the new Congress is expected to continue to look at earmarks with a critical eye, eliminating the egregious examples from the past and positioning municipal projects that have broad support as the priority earmarks. All of these opportunities combine to create urgency for the Forum to work quickly to position itself and its priorities within the various funding streams to maximize its partnership potential. 2011 also poses a unique process challenge for the Forum – and for Congress. Currently in 2010, Congress has delayed the final consideration of its appropriations work until after the elections in November. With the change in party leadership in the House, this could be a swift process or could potentially extend into 2011 when the new congressional leadership will be in place. As a result, the Forum may be initiating its requests for FY’12 without knowing the outcome of the process from FY’11. Given that the Forum did not have any requests made in the pending FY’11 appropriations bills, this does not create a major obstacle for the Forum, but does create a confused environment for the congressional staff that will be juggling two distinct fiscal cycles within the same time period. The Lake Ballinger/McAleer Watershed Forum will need to clearly define its projects within specific accounts at the right time to maximize its potential for success. Also of importance to the Forum will be the future of earmarks in the next Congress. Many newly elected Republicans are indicating their desire to eliminate earmarks from the congressional appropriations process. Other Republicans, including the incoming Chairman of the House Appropriations Committee have indicated that earmarks will be transparent and clearly available. The Senate is expected to continue earmarks in 2011. While we expect earmarks to be available for public entities in 2011, the issue will be one to watch and consider as we develop our strategy. Despite these challenges, the Lake Ballinger/McAleer Creek Watershed Forum is well-positioned to compete for federal funds in 2011 for a number of reasons: • In a tight federal funding environment, the delegation is prepared to assist cities. Our congressional delegation is highly attuned to the infrastructure needs in the State of Washington. In a funding environment where the demonstrated need of local governments outpaces the ability of the delegation to meet it, the fact that the Forum is a collective effort from multiple local governments will County will be an advantage for the Forum when the delegation makes tough decisions about which priorities to support in Congress. • Congress will focus on infrastructure in 2011. With the federal transportation bill up for its five-year reauthorization, Congressional leaders have already pledged to make critical infrastructure investments a top priority for the new Congress without regard to which party holds control. Similarly, Congress is expected to renew its effort to pass the five-year reauthorization of the Water Resources Development Act (WRDA), another bill to provide targeted funding for municipalities where Rep. Inslee has already requested funds for the Forum. The Obama Administration recently announced a plan to provide a short-term infrastructure investment of $50 billion but is waiting for Congress to act to push the funds to local projects. We anticipate three distinct congressional funding streams for municipal infrastructure in 2011 (appropriations bills, the WRDA bill and the Obama infrastructure stimulus package). The Lake Ballinger/McAleer Creek Watershed Forum can align its requests and priorities to take advantage of Congress’ agenda. Packet 31 of 156 Page 4 of 10 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com • Washington State’s congressional delegation is exceptionally well positioned to assist the Lake Ballinger/McAleer Creek Watershed Forum. Senator Murray is currently the 4th ranking member of the Senate leadership and is a senior member of the Senate Appropriations Committee with jurisdiction over how the federal budget is allocated. She chairs the Transportation Appropriations Subcommittee. Congressman Norm Dicks will be the Ranking Member of the House Appropriations Committee. The delegation includes Congressman Rick Larsen, who is a senior member of the House Transportation and Infrastructure Committee that has primary jurisdiction over the Water Resources Development Reauthorization bill. Congressman Doc Hastings will be the Chairman of the House Resources Committee with jurisdiction over water and resources policy. After the Nov. 2 election, six of Washington State’s nine members of the House are in the top third of seniority in the chamber. Perhaps more than any other state, Washington’s congressional delegation is poised to assist its local governments with their critical infrastructure investments. • The focus on earmark reform is good for the Lake Ballinger/McAleer Creek Watershed Forum. Earmarks are the congressionally directed funding priorities that are included as part of the federal appropriations bills. The Obama Administration and Congress have increased transparency over the earmarking process and prohibited for-profit entities from receiving them. In contrast to recent years, Congress has established a set amount for potential earmarks and has required community support for most requests. While the incoming Republican leadership in the U.S. House of Representatives has not yet made its position on earmarks clear for 2011, we can expect local governments to have an enhanced competitive position for critical federal funds. • The timing is right. The Forum could not be building relationships with its federal delegation to make infrastructure requests at a better time. With multiple funding streams available, and a national emphasis on infrastructure aligned with the multi-jurisdictional nature of the federal funding requests, the timing is right for the Forum. Providing the Forum makes the right requests in the right amounts in the right accounts at the right time, it will position itself for project partnerships and funding success. II. Qualifications The Lake Ballinger/McAleer Creek Watershed Forum has many potential options when considering a firm to assist it with its federal funding strategies. The Johnston Group is the right partner for the Forum for a number of reasons that collectively distinguish it from its competitors. • The Johnston Group knows the federal funding process and has a strong track record of success. We understand the process, the timelines and the critical decisions that have to be made by congressional offices to prioritize financial support. More, we know how to provide the information and messages about projects in ways that elected officials and their staff can – and do – use. This proven approach has resulted in more than $15 million in federal funds secured for Washington State clients in the past five years. • We operate where the decisions are made. The Forum will need to travel to Washington, D.C. to meet with members of Congress and their staff to discuss the requests they intend to make. Those meetings are foundational elements of any successful federal funding strategy. However, decisions about which projects deserve federal funding are increasingly being Packet 32 of 156 Page 5 of 10 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com made in Washington State and not in Washington, D.C. In fact, each delegation office requires a strong community voice to supplement an appropriations request. Some require district presentations and meetings with regional congressional staff to be considered for federal funding. The Johnston Group knows the district staff as well as we know the D.C. staff - and both are critical to a successful funding strategy. • The Johnston Group combines the benefits of a small firm with the resources of a large agency. As a sole consultancy, Jake Johnston will provide experienced and seasoned counsel to the Lake Ballinger/McAleer Creek Watershed Forum. Work will not be given to less experienced staff to complete. From developing strategy and examining capital project infrastructure plans to communicating complex policy and lobbying Congress, the Forum will have the complete benefit of Jake Johnston’s experience and counsel as their day-to-day strategist. If the Forum requires additional support and counsel, the Johnston Group maintains a formal relationship with APCO Worldwide and can draw on APCO’s resources in Seattle or in Washington, D.C. • We have experience positioning local governments with the federal delegation. Jake Johnston has represented Washington state cities before the federal delegation to achieve funding and policy goals for nearly a decade. This experience gives us a deep appreciation for the role of locally elected officials in the development and execution of the community’s vision. We know what messages the delegation responds to and how cities can utilize their strengths to compete for federal funds and leverage state and regional funds through a successful federal strategy. • We take on a limited number of clients. Unlike large lobbying firms that may represent dozens of clients before Congress, the Johnston Group serves a limited number of clients each year. This approach allows us to invest more time and emphasis to enhance our client’s opportunities for success. • We are accessible and accountable. Since we’re based in Seattle, the Johnston Group is available to the Forum upon request during its meetings and work sessions. The Johnston Group can participate in district-based meetings with the congressional offices and work face-to-face with the Forum on strategic planning and direction. This allows the best collaboration between the Forum and its professional federal lobbyist. • We have the right relationships but, more importantly, we help our clients build their own. The Johnston Group has working relationships throughout the Northwest Congressional Delegation. However, we believe that our clients are the best spokespeople for their interests and that successful long-term funding and policy partnerships work best when the client is actively involved. This means that our clients do not “trade” on our relationships, but instead utilize them to guide and facilitate the development of their own. III. Scope of Services Although a refined set of activities will be developed if engaged by the Lake Ballinger/McAleer Creek Watershed Forum, below is a brief description of the major activities that would likely be part of the Johnston Group’s scope of services based on experience with similar clients. Packet 33 of 156 Page 6 of 10 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com Develop Federal Funding Agenda for the Lake Ballinger/McAleer Creek Watershed Forum • Work with the Lake Ballinger/McAleer Creek Watershed Forum to identify the funding needs and get detailed information about priority projects like the FEMA floodplain mapping needs for the Lower McAleer Creek and Upper McAleer Creek watersheds. • Review Forum planning documents and budget to ascertain the full range of Forum initiatives and determine which Forum projects are eligible for support through the existing federal funding programs. • Advise the Lake Ballinger/McAleer Creek Watershed Forum about which projects ought to be prioritized for federal grants, directed federal spending via appropriations and authorization bills. Prepare and Support the Lake Ballinger/McAleer Creek Watershed Forum FY’12 Federal Funding Requests • Advise the Forum about the creation of collateral materials for federal funding requests. • Work with the Forum to identify potential supporters for project requests and secure letters of endorsement. • Coordinate formal submission of appropriations requests and ensure compliance with all deadlines. • Determine legislative tactics Congress may utilize to enact federal appropriations bills and implement a strategy to preserve funds targeted for the Lake Ballinger Watershed Forum. • Contact key congressional staff to obtain support for the Forum’s federal funding requests and respond to any questions or concerns as appropriate. • Assist congressional staff in the preparation of letters of request to relevant House and Senate oversight, authorization and appropriations committees and subcommittees. • Monitor the budget and appropriations process throughout the year with regular legislative updates provided to the Forum. D.C. Lobbying Meetings • Schedule meetings in Washington, D.C. with Lake Ballinger/McAleer Creek Watershed Forum representatives and Congressmen Inslee, Congressman McDermott and Senators Murray and Cantwell. We also may schedule meetings with Congressman Dicks and his staff given his position as the ranking member of the House Appropriations Committee. • Include the D.C.-based liaison for Washington Governor Christine Gregoire as a part of our D.C. meetings and outreach strategy if appropriate to do so. • Identify and prepare key congressional staff for appropriations requests and meetings with Forum representatives and elected officials. • Attend and facilitate meetings in Washington, D.C. • Prepare Lake Ballinger/McAleer Creek Watershed Forum officials for congressional meetings. • Follow up to all meetings as appropriate. • Ensure that district and D.C. based key staff in each delegation office are aligned in support of Forum’s goals. • Maintain regular communication with key legislative staff and elected officials throughout the year in support of the Forum’s funding and policy agenda. • This proposal includes two distinct trips to Washington, D.C. for the Lake Ballinger/McAleer Creek Watershed Forum, one before March 31, 2011 and the other at a time to be Packet 34 of 156 Page 7 of 10 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com determined, likely in September 2011. Involvement of Lake Ballinger/McAleer Creek Watershed Forum Member Staff and Elected Officials • Issue monthly activity reports to Forum representatives detailing specific actions taken on the Forum’s behalf. • Engage the Forum’s elected officials and staff as necessary to contact Members of Congress and their staff as appropriate in support of the funding requests. • Counsel the Forum about locally-based lobbying activities to further the Forum’s legislative and federal funding priorities, potentially including meeting in North King County / South Snohomish County with members of the federal delegation, participation in congressional sponsored events in Washington State and the continued involvement of district based congressional staff in Forum meetings. • Draft correspondence as appropriate for the Forum to send to Congress on policy issues and other legislative concerns. • Work to include Forum elected leadership in delegation based policy discussions as they develop and as appropriate. Delegation Engagement with the Lake Ballinger/McAleer Creek Watershed Forum • Solicit support from each Member of Congress that we are seeking support from (i.e. Congressman Jay Inslee, Congressman Jim McDermott, Senator Patty Murray and Senator Maria Cantwell) for our appropriations requests. • Maintain year-long direct engagement with targeted Members of Congress and their staff. • Prioritize a visit to the Watershed by district congressional staff to get a firsthand look at the Forum’s projects and have an in-depth discussion about the Forum’s funding needs. Grant Funding Strategy • Solicit support from Governor Christine Gregoire, Congressman Jay Inslee, Congressman Jim McDermott, Senator Patty Murray and Senator Maria Cantwell for the relevant Forum grant applications. Prepare and Support FY’12 Federal Water Redevelopment Act Reauthorization Requests • Advise the Forum about the creation of collateral materials for federal funding requests through this federal funding instrument. • Work with the Forum to identify potential supporters for project requests and secure letters of endorsement. • Coordinate formal submission of authorization requests and ensure compliance with all deadlines. • Determine legislative tactics Congress may utilize to enact federal water reauthorization bills and implement a strategy to preserve funds targeted for the Lake Ballinger/McAleer Creek Watershed Forum. • Contact key congressional staff to obtain support for the Forum’s federal funding requests and respond to any questions or concerns as appropriate. • Assist congressional staff in the preparation of letters of request to relevant House and Senate oversight, authorization and appropriations committees and subcommittees. Packet 35 of 156 Page 8 of 10 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com • Monitor the budget and authorization process throughout the year with regular legislative updates provided to the Forum. IV. Timeline The federal appropriations process requires a year-long effort for maximum impact. The time and work required is very intensive in the first part of the year but can be significantly reduced after the end of June depending on the appropriations / authorization process and the status of the Forum’s requests. Below is a brief timeline of the major activities that are likely to happen. January 2011 • Meet with Forum staff and officials to review funding opportunities and prioritize federal funding agenda for 2011. • Determine specific project requests for FY’12 (2011). • Begin to create supporting materials for project requests. • Advise about additional supporters for each project request and solicit letters of endorsement. • Ascertain appropriations timelines and Water Resources Development Act timelines. • Obtain appropriations and authorization request forms from all congressional offices. • Review federal grant programs that the Forum may be eligible to compete within. • Provide first draft of appropriations / authorization forms to Forum for edits and feedback. February – March 2011 • Draft formal authorization funding applications for Forum approval. • Schedule and attend first set of meetings in Washington, D.C. with congressional delegation to request support for Lake Ballinger/McAleer Creek Watershed Forum projects. • Outreach to district staff for congressional offices to explain projects and solicit support. • Finalize collateral materials and prep Forum delegation for D.C. trip. • Draft, edit, finalize and submit all appropriations forms to all relevant congressional offices for all projects. • Track other policy proposals of interest to the Lake Ballinger/McAleer Creek Watershed Forum. Draft correspondence and opinion papers as appropriate. April – June 2011 • Follow up to D.C. visits. • Lobby delegation to include our requests as a part of the appropriations bills. • Monitor budget process and report to Lake Ballinger/McAleer Creek Watershed Forum. • Begin district-based meetings with congressional staff and/or schedule visits for the summer. • Potentially schedule and attend second set of meetings in Washington, D.C. on behalf of the Lake Ballinger/McAleer Creek Watershed Forum. • Monitor and lobby for Forum projects in any Water Authorization bills that have funding opportunities for the Lake Ballinger/McAleer Creek Watershed Forum. • Continue to track all funding bills, developments and opportunities as appropriate. Packet 36 of 156 Page 9 of 10 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com • Continue to track other policy programs of interest to the Forum. Draft correspondence and opinion papers as appropriate. July – December 2011 • Monitor and report on budget, authorization and appropriations bills to the Lake Ballinger/McAleer Creek Watershed Forum. • Monitor and lobby for Forum projects in any Water Authorization bills that have funding opportunities for the Lake Ballinger/McAleer Creek Watershed Forum. • Continue to track all funding bills, developments and opportunities as appropriate. • Continue to track other policy programs of interest to the Forum. Draft correspondence and opinion papers as appropriate. • Conduct district based tours and meetings with the Forum. • Potentially conduct second round of meetings in Washington, D.C. if not already completed. V. Budget The Johnston Group proposes to complete the scope of services outlined in this proposal for a fixed monthly retainer of $2,500 from January 2011 through December 2011. This retainer includes all expenses with the exception of airfare and lodging connected to Forum trips to Washington, D.C. Expenses will be billed to the Forum at cost and in arrears. Whenever possible, the Johnston Group will combine client travel to D.C. to further reduce costs. This proposal includes two lobbying trips to Washington, D.C., one before the end of March 2011 and another to be scheduled – likely in September/October 2011. The opportunity to work with the Lake Ballinger/McAleer Creek Watershed Forum is an exciting one for the Johnston Group, and we are wiling to structure the relationship in a way that works for both organizations. If necessary, we would be pleased to modify this proposal to meet the specific project or budget needs of the Forum. VI. About The Johnston Group The Johnston Group was formed in 2009 to provide substantive government relations services to those clients who might not ordinarily seek out a D.C.-based lobbying firm but want to build partnerships and relationships with their congressional delegation. Jake Johnston, the Johnston Group’s founder and principal, helps clients position their issues and priorities with the federal government in the most compelling and timely way to ensure long-term success. Prior to forming the Johnston Group, Jake spent five years as a Vice President at APCO Worldwide, the global Public Affairs Agency of the Decade (Holmes Report 2010) headquartered in Washington, D.C. with offices in Seattle and around the globe. At APCO, Jake built a government relations practice that was integrated into the consultancy’s offerings to clients. Before APCO, Jake was the Manager of Government Affairs for Immunex Corporation, a Seattle-based Fortune 500 biopharmaceutical company. At Immunex, Jake led the company’s government affairs and public affairs strategy and worked on a successful strategy to gain Medicare coverage for Packet 37 of 156 Page 10 of 10 2400 NW 80th Street, # 191, Seattle, WA 98117 | (206) 240-3133 | www.johnstongr.com certain self-injected biopharmaceutical therapies. Jake also led two Congressional Biotechnology Staff Trips that brought leading biotechnology thought leaders into collaborative discussion with top policy and political aides to Members of Congress from Washington, D.C. For the seven years prior to Immunex, Jake worked for the U.S. House of Representatives in Washington, D.C., most recently as the Legislative Director for Congressman Jay Inslee (WA). Jake also worked for Congresswoman Nancy Pelosi (CA), Congressman Pete Stark (CA) and Speaker Thomas Foley (WA). From his time on Capitol Hill, Jake understands the difficult choices that Members of Congress and their staff must make when prioritizing their requests and support. Jake has served in the positions that his clients seek to influence and understands the dynamics and challenges of the relationship from both sides of the desk. With this background on Capitol Hill combined with his experience at APCO Worldwide as a senior consultant, Jake has assisted companies and organizations develop effective communications and government relations strategies that have resulted in targeted media placement, direct government funding, positive policy decisions and strong relationships with key decision-makers. The Johnston Group maintains a formal relationship with APCO Worldwide as an “of counsel” senior counselor supporting the government relations service offering and renewable energy policy practice at APCO. This relationship with APCO provides the Johnston Group’s clients with access to one of the world’s leading public affairs consultancies if needed. The Johnston Group is committed to environmentally sustainable business practices and strives to operate itself as a climate-neutral business. Packet 38 of 156 AM-3657 Item #: 1. C. City Council Committee Meetings Date: 01/11/2011 Time:5 Minutes Submitted For:Mike De Lilla Submitted By:Megan Cruz Department:Engineering Committee:Community/Development Services Type:Action Information Subject Title Authorization for the Mayor to sign the Professional Services Agreement with Murray, Smith & Associates for engineering services on the 2011 Waterline Project. Recommendation from Mayor and Staff Forward item to the consent agenda for approval. Previous Council Action On October 26, 2010, Council authorized staff to advertise for Request for Qualifications for design and construction support services for the 2011 Waterline Project. Narrative Using the selection process outlined in the City’s purchasing policy, City Staff has selected Murray, Smith & Associates to provide engineered drawings for the 2011 Waterline Replacement Project. The design engineering is expected to be complete by June 2011, with construction expected to begin in late summer of 2011. The 2011 Waterline Replacement Project will upgrade/replace portions of the City’s potable water network by replacing over 7,000 linear feet of existing waterlines and associated appurtenances at various locations within the City. The selection of the sites was determined using the data supplied in the 2010 Comprehensive Water System Plan, coordinating with upcoming road, sanitary sewer, and storm drain projects, and input from Public Works. Upgrade projects will focus on upsizing and/or looping portions of the existing network to improve flow and pressure. Replacement projects will remove and replace pipes that are near the end of their life cycle and are requiring additional maintenance. The total estimated cost for this project is $1.98M. Attachments 1 and 2 are a draft scope of work for the consultant. City staff is negotiating with the consultant on the fee to complete the scope of work and will provided this information at the committee meeting. Attachments Attachment 1-Scope (Dayton) Attachment 2-Scope (Multiple Sites) Form Review Inbox Reviewed By Date Engineering Robert English 01/06/2011 07:43 AM Public Works Phil Williams 01/06/2011 02:02 PM City Clerk Sandy Chase 01/06/2011 03:37 PM Mayor Mike Cooper 01/07/2011 09:44 AM Final Approval Sandy Chase 01/07/2011 10:14 AM Form Started By: Megan Cruz Started On: 01/05/2011 07:38 AM Final Approval Date: 01/07/2011 Packet 39 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 1 EXHIBIT A SCOPE OF WORK CITY OF EDMONDS 2011 WATERLINE REPLACEMENT PROGRAM (DAYTON STREET) BACKGROUND Murray, Smith & Associates, Inc. (MSA) has developed the following scope of work and fee estimate to provide engineering services for the City of Edmonds 2011 Waterline Replacement Program. Services under this scope include water line improvements and full street restoration (curb to curb) along Dayton Street between the New Sound Transit Station and State Route 104. The proposed water line improvements currently consist of replacing approximately 700 feet of existing 12-inch diameter water main with ductile iron piping and necessary appurtenances including, but not limited to, fire hydrants, isolation valves, tie-in connections and services. In addition, the full street restoration will include asphalt removal and overlay, limited sidewalk ramp and curb improvements, limited storm drainage lines/structures improvements, and permanent pavement striping, markings and signage. Based on our understanding of the project and discussions with City staff, MSA will provide design, bidding, and construction phase services to be completed by September 31, 2011. SCOPE OF WORK MSA’s proposed work program for the design, bidding and construction services of the Dayton Street waterline replacement and street restoration is detailed below. Task 1 - Project Management and Coordination This task provides for management of the project and coordination with the project team. Elements of this task will include: 1.1 Correspondence and Coordination with City of Edmonds - All communication will be coordinated through the City’s Project Manager. Correspondence with the City Project Manager via phone conversations and e-mail will include the communication of project decisions, project status, work activities, and issue requiring City input. 1.2 Staff and Subconsultant Management - MSA’s Project Manager will manage project staff and subconsultants (Associated Earth Sciences, Inc. and Applied Professional Services, Inc.) to ensure all work is in conformance with the scope of work, fee estimate, and project schedule. 1.3 Budget Review, Invoices and Progress Reports - MSA’s Project Manager will monitor project costs and manage budget and billing tasks, including preparation and submission of monthly invoices and progress reports. Packet 40 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 2 1.4 Kick-off and Project Coordination Meetings - Prepare for and conduct project kick-off meeting with City staff and key team members to discuss project, review project schedule and discuss key elements of the project. Prepare meeting agenda and minutes documenting discussions. Prepare for and conduct project coordination meeting with City staff to discuss project status during design on a monthly basis. Prepare meeting agenda and minutes documenting discussions. 1.5 Quality Assurance/Quality Control (QA/QC) – Perform in-house quality assurance reviews of all deliverables. Assumptions: • MSA will conduct up to 1 kick-off meeting and 5 project coordination meetings during the design phase City Responsibilities: • Attend kick-off and project coordination meetings MSA Deliverables to City: • Correspondence, e-mails and other documentation • Monthly billing statements and activity reports • Kick-off meeting agenda and minutes • Project coordination meeting agenda and minutes Task 2 – Field Investigation and Data Gathering This task consists of field investigation and data gathering services. Elements of this task will include: 2.1 Data Collection and Review - Work under this subtask includes gathering and reviewing all relevant data to complete the preliminary engineering tasks. A number of documents and reports will be requested and reviewed as part of this task. MSA will develop a formal “Request for Information” and coordinate with the City during data collection to ensure all necessary information is gathered for the project. 2.2 Utility Coordination - Acquire utility system mapping, perform a utility conflict analysis and identify potential utility conflicts. Develop a list of conflict locations to obtain specific utility information utilizing potholing techniques, as detailed in a subsequent task. 2.3 Potholing - MSA will coordinate with Applied Professional Services, Inc. to conduct potholing services. It is anticipated that services under this subtask include up to two (2) air-vacuum excavated test-holes with restoration to locate, verify and document depth, material and size of existing utilities. MSA will coordinate the proposed test-hole locations and review the results. Packet 41 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 3 2.4 Geotechnical Engineering - This task will execute the geotechnical engineering work for the project, which includes field investigations (borings), laboratory testing, technical evaluation, and design recommendations. The geotechnical engineering tasks will be conducted by MSA’s subconsultant Associated Earth Sciences, Inc. (AESI). MSA will coordinate proposed exploration boring locations and review and provide comment on the Geotechnical Report. This subtask includes the following elements: A. Preliminary Site Assessment - Review geologic maps, soil surveys, and available geotechnical reports in the vicinity regarding subsurface soil and groundwater conditions. Prepare traffic control plan and obtain right-of-way permitting for geotechnical investigation field work. Obtain utility clearance and perform utility locate to identify existing utilities onsite. Perform site visit and assessment. B. Geotechnical Field Study - Explore subsurface soil and groundwater conditions along the proposed alignment by drilling up to two (2) exploration borings approximately 10 feet below ground surface. Borings will be located in close proximity to the proposed water alignment. It is anticipated that traffic control equipment and flaggers will be necessary for this work. The drilling, sampling, and groundwater observations will be accomplished under the direction of an experienced geotechnical engineer or engineering geologist from AESI. A detailed log of materials and conditions uncovered during the course of the work will be maintained. Field testing shall be according appropriate ASTM Standards and soil samples will be collected and transported to a laboratory for further testing. Once the samples are collected, each boring will be backfilled with imported materials and patched with concrete as applicable. C. Data Reduction and Laboratory Analysis - Laboratory tests will be conducted to provide data on the important physical characteristics of the soils for engineering studies and analyses. The laboratory tests will include standard classification tests, such as moisture content, particle size distribution and triaxial strength tests, as appropriate, and corrosion potential screening, such as pH, resistivity, reduction-oxidation potential and sulfide screens. D. Geotechnical Report - Engineering analysis and evaluation of data obtained in prior subtasks will be performed and documented in a Geotechnical Report. A draft and final report will be prepared to document subsurface condition encountered at each exploration boring and provide recommendations for installation techniques for the proposed waterline improvements. Assumptions: • Right-of-way limits will be shown using available GIS and AutoCAD information • No temporary or permanent easements will be required • Field investigation services will be scheduled to allow City to provide adequate notification to public Packet 42 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 4 City Responsibilities: • City will provide base mapping that includes topographic contours in AutoCAD format • City to provide all available as-built documents for City facilities • City crews to locate and surface mark all water service connections and sewer laterals in advance of field surveys • Review electronic copy of base map and provide written comments • Provide right-of-way use permit and City owned utility locates for exploration program • Review proposed boring locations and make site visit to confirm proposed exploration program • Provide available existing geotechnical investigations from the project vicinity MSA Deliverables to City: • One PDF copy of potholing results • Two bound copies and one PDF file of the final Geotechnical Report Task 3 – Preliminary Design This task provides for preliminary engineering design services for the proposed waterline improvements and the full (curb to curb) roadway restoration. These services include preparing a preliminary design memorandum to summarize the work, conclusions and recommendations associated with the preliminary design of the proposed improvements. Elements of this task will include: 3.1 Engineering Analysis - Perform engineering analyses to evaluate system hydraulics, confirm size of improvements, establish design parameters for the proposed water line, and identify construction sequencing to minimize service disruptions and maintain fire flow during construction. 3.2 Roadway Conceptual Design - Evaluate roadway alternatives for Dayton Street and prepare up to three (3) conceptual plan view alternatives. Conceptual cross sections will include sidewalk, parking, travel lanes, right-of-way lines and other relevant information. 3.3 30% Drawings - Using the project information developed in the previous tasks, preliminary design drawings will be prepared to 30% design completion level. Preliminary drawings will show plan and profile views and major project elements. Plans will be developed at 1” = 20’ scale in AutoCAD electronic format. Four (4) half-size hard copies, one (1) full-size hard copy and one (1) electronic copy in PDF format of the 30% complete plans will be prepared and submitted to the City for review and comment. 3.4 Engineer’s Opinion of Probable Construction Cost - A preliminary engineer’s opinion of probable construction cost will be developed and will include a schedule of estimated quantities, unit prices, and total preliminary opinion of construction cost for the project. 3.5 Preliminary Design Memorandum – A Preliminary Design Memorandum will be prepared to summarize the work, conclusions and recommendations associated with the preliminary design of the proposed improvements. The memorandum will be a stand- Packet 43 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 5 alone document that will define the project and provide sufficient information to proceed with final design. The memorandum will be developed for City review and will include the pertinent design elements prepared in subsequent tasks. These design elements consist of: • Project background and data collected • Inventory of utility conflicts • Geotechnical considerations • Design objectives and criteria • Review of conceptual alignment and roadway cross-section alternatives • Preferred water main alignment and roadway cross-section • Design plans (30% completion level) • Engineer's Opinion of Probable Construction Cost • Preliminary project schedule • Proposed construction methods, materials options and sequencing • Traffic and local impacts • Permitting and environmental requirements • Agency coordination 3.6 City Review - Six (6) copies of the draft memorandum will be submitted to the City for review and comment. A meeting will be conducted with the City to review the draft memorandum and discuss comments. The memorandum will be revised based on comments and discussions with City and final copies of the memorandum and an electronic copy (PDF file) will be submitted to the City. Assumptions: • The complete contract document package (front end, technical specifications, appendices, etc.) will not be prepared for the preliminary design phase. • MSA will proceed with final design services during the City’s review period to help expedite the project schedule. City Responsibilities: • Complete review of the Preliminary Design Memorandum and all supporting documentation with verbal or written comments. City review period is 3 weeks. MSA Deliverables to City: • Four (4) half-size hard copies, one (1) full-size hard copy, and one (1) electronic copy in PDF format of the 30% complete plans • Six (6) copies of the draft Preliminary Design Memorandum for the City’s review • Six (6) copies and 1 electronic copy (PDF file) of the final Preliminary Design Memorandum Packet 44 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 6 Task 4 – Final Design This task will produce plans and specifications for the project per the Preliminary Design Memorandum recommendations. With direction from the preliminary design work task, the final plans and specifications will be completed. Final design plans and specifications will be presented at the 60% and 90% completion levels for technical review by the City. Final bid ready plans and specifications will incorporate all prior review comments and will be suitable for bidding. Elements of this task will include: 4.1 Plans, Technical Specifications and Opinion of Cost (60% Design Completion Level) A. The preliminary design drawings included with the Preliminary Design Memorandum will be further developed to approximately 60% completion level. A preliminary list of drawings anticipated to be included in the complete plan set is shown below: Drawing No. Description General G1 Cover Sheet, Vicinity Map, List of Drawings G2 General Notes G3 Legend and Abbreviations Civil C1 through C4 Roadway Plan C5 through C6 Roadway Cross Sections C7 through C8 Waterline Plan and Profile C9 through C12 General Civil Details Miscellaneous TC1 through TC4 Traffic Control Plan EC1 Erosion Control Details and Notes EC2 Erosion Control Plan B. Prepare technical specifications and appendices to support the design and to be included in the Project Contract Documents. Specifications will be prepared in WSDOT 2010 standard format. Review City’s front end to maintain consistency between technical specifications and contractual documents. C. An engineer's opinion of probable construction cost will be developed and will include a schedule of estimated quantities, unit prices, and total construction cost for the project. D. Submit 60% design package, including complete plans, specifications and engineer's opinion of probable construction cost, to the City for review and comment. Meet with City to review 60% design package and discuss review Packet 45 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 7 comments. Record meeting minutes to document items discussed and transmit to City. 4.2 Plans, Technical Specifications and Opinion of Cost (90% Design Completion Level) A. The 60% design package will be revised and further developed to incorporate comments from the City’s review of the 60% design package. Develop design plans, specifications and engineer’s opinion of probable construction cost to approximately 90% completion level. B. Submit 90% design package, including complete plans, specifications and engineer’s opinion of probable construction cost, to the City for review and comment. Meet with City to review 90% design package and discuss review comments. Record meeting minutes to document items discussed and transmit to City. 4.3 Final Bid Ready Plans and Specifications A. The 90% design will be revised and further developed to incorporate comments from the City’s review of the 90% design. Develop design plans, specifications and engineer’s opinion of probable construction cost that are ready for bidding. Revise bid proposal quantities to reflect the bid ready design. B. Submit stamped and signed bid ready contract documents to City for distribution. 4.4 Permitting Assistance - Provide assistance as required in developing figures, preliminary plans, information and supporting graphic documentation for permits prepared and submitted by the City. Provide the City necessary support for processing project permits and other regulatory reviews, including temporary erosion and sedimentation control plans, supporting figures and maps, etc. 4.5 Utility Coordination - Design development will include collaboration with utility companies that are affected by the project. Initial collaboration with utility companies will occur during the preliminary design and they will be asked to review the 60% completion plans for coordination and technical input. Coordinate meeting with utilities and distribute plans. Keep a written record of all communication with utility providers. 4.6 Coordination with other Regulatory Agencies - Design development will include collaboration with other regulatory agencies, including WSDOT. It is anticipated that the proposed improvements will not require formal review processes with these agencies. 60% design plans will be submitted to these agencies for their review and comment. Written record of all communication with these agencies will be maintained. 4.7 Constructability Review - Provide a constructability review of the proposed improvements and identify issues that could affect the construction of the improvements as designed or the construction schedule. Packet 46 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 8 Assumptions: • City review period for each design package is 3 weeks. • MSA shall apply a Washington Professional Engineer’s stamp with signature and date on the final edition of the contract document. • It is anticipated that the improvements will require coordination with WSDOT. • Permitting anticipated for these improvements include City of Edmonds and potentially WSDOT and SEPA checklist. City Responsibilities: • Complete technical review of the documents at 60% and 90% design completion levels with verbal or written comments. • Participate in 60% and 90% design review meeting conducted by MSA • Provide electronic files, and periodic updates, of text, forms, schedules and other components of the contract documents, including preferred front-end sections • City to provide CAD drawings of standard details to be incorporated into the contract documents • City will take the lead in processing and submitting all permits. City will be the single point of contact with regulatory agencies. MSA Deliverables to City: • Submission for 60% and 90% design package include: 1. Four (4) half-size (11”x17”) hard copy plans sets 2. One (1) full-size (22”x34”) hard copy plan set 3. Four (4) hard copies of specifications and engineer’s opinion of probable construction cost 4. An electronic copy in PDF format of plan set, specifications and engineer’s opinion of probable construction cost on CD • One (1) copy of signed and stamped original final bid ready contract documents for bid advertisement • Miscellaneous graphic exhibits, reference plans and technical support for permits. Task 5 – Public Awareness This task includes supporting the City in providing project awareness to the general public (including local businesses and residences) during the project. Elements of this task will include: 5.1 Notification Letters - Develop draft letter providing notification to property owners of proposed project improvements and upcoming field investigations, including supporting graphics. Submit to City to finalize and distribute to affected property owners. 5.2 Open Houses - Prepare supporting materials (graphics, presentation, etc.) for neighborhood open house meetings at approximately 60% design completion level and prior to construction. Attend and assist City in conducting meeting. Packet 47 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 9 Assumptions: • MSA will attend two (2) open houses. • City will take the lead in conducting public involvement activities, mailing etc. City Responsibilities: • City will distribute all communication regarding the project to property owners directly. MSA Deliverables to City: • Miscellaneous graphic materials, reference plans and technical support for public involvement activities. Task 6 – Bidding Assistance This task provides assistance to the City during bidding and award of the project. Elements of this task will include: 6.1 Bidder Inquiries and Addenda - Respond to questions from bidders, subcontractors, equipment suppliers and other vendors regarding the project, plans and specifications. Maintain a written record of communications during the bidding process and prepare and issue any addenda as necessary to clarify the contract documents. 6.2 Pre-bid Conference - Attend a pre-bid meeting, if necessary, for the project and provide support to the City for specific agenda items. 6.3 Bid Review - Provide supplemental support in reviewing bids, checking references and selecting the apparent low bidder. Assumptions: • The City will take the lead in tasks associated with printing bid documents, document distribution, bid advertisement, addenda distribution, plan holder administration, bid evaluation, bid tabulation etc. City Responsibilities: • The City will provide two (2) sets of reference documents to MSA for use during the bidding period. MSA Deliverables to City: • Draft addenda as required for the City to distribute to plan holders. Task 7 – Construction Management Support This task represents minimal involvement by MSA during construction in support of the City’s on-site inspector and construction management group. MSA’s services will be limited to incidental support and periodic collaboration with the City, the construction contractor, permitting agencies and others, all at the direction of the City. Elements of this task will include: Packet 48 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 10 7.1 Meetings - Attend a pre-construction meeting with City, construction contractor, invited regulatory agencies and other utility representatives. MSA will be available to answer questions. Attend project progress meetings with City and contractor, as necessary throughout the project. 7.2 Shop Drawings and Submittals - Review construction submittals, as directed by the City, for conformance with project documents. 7.3 Site Visits – Conduct periodic site visits, as necessary, to support the City’s on-site inspector. Attend project walk-through for final inspection of the project and assist City with development of construction punch list. Attend testing and start-up of the completed improvements and assist City with substantial completion determination. 7.4 Clarifications and Changes - MSA will assist with issuing clarifications to the construction contractor and producing design changes if necessary. 7.5 Record Plans (As-built Drawings) - Prepare record drawings in AutoCAD to indicate changes made during construction, based on notes and sketches provided by the construction contractor and inspector. Using the record plans, update the City’s hydraulic model to reflect the completed improvements. Assumptions: • MSA will attend pre-construction meeting and up to six (6) project meetings as requested. • MSA will review up to 32 construction submittals and requests for information as requested. • A part-time on-site inspector will be provided to perform geotechnical monitoring services. • Site visits and clarifications will be performed up to the extent of the budget for the individual subtasks. • The City will provide full-time on-site inspection and will take the lead in administrating and managing the construction contract and communicating with the construction contractor. City Responsibilities: • City will provide a single copy of complete and fully-coordinated construction markups for production of as-built plans. MSA Deliverables to City: • Submittal review comments and/or approval responses • Written clarifications and design plans, as requested • One (1) hard copy and electronic copy in PDF format of as-built drawings Packet 49 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program (Dayton) January 5, 2011 Engineers/Planners 11 Task 8 – Unanticipated Tasks Reserve This task will include additional unanticipated labor or expenses not specifically identified in the scope of work tasks defined above. Such work items will be implemented on a work order basis and will be undertaken only after written authorization from the City. ESTIMATED SCHEDULE MSA shall begin work immediately upon receipt of Notice to Proceed from the City and proceed according to the proposed schedule presented below. It is anticipated that the work program will take approximately 10 months to complete this scope of work. However, factors beyond MSA’s control such as approval by the City’s Council and the City’s review periods may extend this estimated project schedule. The following proposed schedule highlights key milestones and the expected timeline for complete these tasks. Notice to Proceed January 25, 2011 Kick-off Meeting End January 2011 Field Investigation and Data Gathering February 2011 Preliminary Design Memorandum & 30% Submittal March 2011 90% Design Package April 2011 Bid Ready Documents May 2011 Bidding & Award June - July 2011 Construction Begins July 2011 Construction Ends September 2011 Packet 50 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 1 EXHIBIT A SCOPE OF WORK CITY OF EDMONDS 2011 WATERLINE REPLACEMENT PROGRAM (MULTIPLE SITES) BACKGROUND Murray, Smith & Associates, Inc. (MSA) has developed the following scope of work to provide engineering services for the City of Edmonds 2011 Waterline Replacement Program. Services under this scope include water line improvements along Main Street, 5th Avenue S, Holly Drive, Homeland Drive, Howell Way, Forsyth Lane, 4th Avenue S, Erben Drive and Fir Place. The proposed improvements consist of replacing approximately 7,100 feet of existing water main with new 8-inch and 12- inch diameter ductile iron water main and appurtenances including, but not limited to, fire hydrants, isolation valves, tie-in connections and water services. Based on our understanding of the project and discussions with City staff, MSA will provide preliminary and final design services, including support services to assist the City during bidding and construction. The estimated project schedule included near the end of this scope of work reflects the City’s desire to complete all design and construction work by the end of this year. SCOPE OF WORK MSA’s proposed work program for the design, bidding and construction services of the waterline replacement program is detailed below. Task 1 - Project Management and Coordination This task provides for management of the project and coordination with the project team. Elements of this task will include: 1.1 Correspondence and Coordination with City of Edmonds - All communication will be coordinated through the City’s Project Manager. Correspondence with the City Project Manager via phone conversations and e-mail will include the communication of project decisions, project status, work activities, and issues requiring City input. 1.2 Staff and Subconsultant Management - MSA’s Project Manager will manage project staff and subconsultants (Associated Earth Sciences, Inc., Touma Engineers and Land Surveyors, Applied Professional Services, Inc. and GeoRadar Imaging LLC) to ensure all work is in conformance with the scope of work, fee estimate, and project schedule. 1.3 Budget Review, Invoices and Progress Reports - MSA’s Project Manager will monitor project costs and manage budget and billing tasks, including preparation and submission of monthly invoices and progress reports. Packet 51 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 2 1.4 Kick-off and Project Coordination Meetings - Prepare for and conduct project kick-off meeting with City staff and key team members to discuss project, review project schedule and discuss key elements of the project. Prepare for and conduct project coordination meetings with City staff to discuss project elements during design on a monthly basis. Prepare meeting agenda and summary of meeting discussions. 1.5 Quality Assurance/Quality Control (QA/QC) – Perform in-house quality assurance reviews of all deliverables. Assumptions: • MSA will prepare for and attend one (1) kick-off meeting and up to six (6) project coordination meetings during the design phase. City Responsibilities: • Attend kick-off meeting and project coordination meetings MSA Deliverables to City: • Correspondence, e-mails and other documentation • Monthly billing statements and activity reports • Kick-off meeting agenda and minutes • Project coordination meeting agenda and minutes Task 2 – Field Investigation and Data Gathering This task consists of field investigation and data gathering services, which includes utility locating, site surveying, geotechnical investigation and data collection work. Elements of this task will include: 2.1 Data Collection and Review - Work under this subtask includes gathering and reviewing all relevant data to complete the preliminary engineering tasks. A number of documents and reports will be requested and reviewed as part of this task. MSA will develop a formal “Request for Information” process and coordinate with the City during data collection to ensure all necessary information is gathered for the project. 2.2 Utility Coordination - Acquire utility system mapping, perform a utility conflict analysis and identify potential utility conflicts. Develop a list of potential conflict locations to obtain specific utility information utilizing ground penetrating radar (GPR) or potholing techniques, as detailed in subsequent tasks. 2.3 Ground Penetrating Radar - MSA will coordinate with GeoRadar Imaging LLC to conduct GPR services on an as-needed basis. It is anticipated that services under this subtask will include conducting field investigations utilizing subsurface radar imaging, defining existing utility locations and sizes, documenting findings in base mapping. GeoRadar will provide the appropriate traffic control measures. MSA will coordinate the extent of the GPR investigation and will review and provide comment on the report. Packet 52 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 3 2.4 Potholing - MSA will coordinate with Applied Professional Services, Inc. to conduct potholing services on an as-needed basis. For budgeting purposes, it is anticipated that services under this subtask will include up to 12 air-vacuum excavated test-holes with restoration to locate, verify and document depth, material and size of existing utilities. MSA will identify the proposed test-hole locations and review the results. 2.5 Surveying Services - This subtask will provide surveying and base mapping services prepared by a licensed professional surveyor, which will be used to produce the design plans. Surveying will be conducted by MSA’s subconsultant Touma Engineers and Land Surveyors (Touma), and will include property boundaries, right-of-ways, existing utility locations and topographic information. MSA will coordinate the extent of the survey and review and provide comment on the base mapping to the surveyor. This subtask includes the following elements: A. Horizontal control (NAD 83/91) and vertical control (NAVD 88) shall be established from the nearest approved City control monument for each of the various project sites. Control monument selection and survey methodology to be used shall be coordinated with and approved by the City prior to beginning the control survey. All survey control work shall be recorded in a field book. B. Order and perform design locates (surface markings) of all known underground conductible utilities and coordinate with City crews to physically locate all water service and sewer connections in the field, and incorporate those locations into the base maps. All other underground utility lines and services to be approximated based on painted surface markings and/or existing record as-built drawings obtained. C. Show all known utilities including individual service lines, water meters, curb stops, water and gas valves, manholes, catch basins, power poles, buried power lines, etc. Survey the painted utility locate marks and coordinate the survey with utility locate personnel. Provide invert elevations of pipes, swales, ditches, or other conveyances for surface runoff, including Shelleberger Creek, and lid elevations for catch basins and manholes. D. Show right-of-way, centerline, property boundaries and easements on plans. Locate and map all private structures within City right-of-way and easements. Show property lines and field check street addresses. E. The preliminary survey base map will be submitted electronically for review in PDF format. Base mapping will be provided at a scale of 1-inch = 20-feet and topographic contours at 2-foot intervals. Provide full-size hard copies of the final survey control drawing for project use. 2.6 Geotechnical Engineering - This task will execute the geotechnical engineering work for the project, which includes field investigations (borings), laboratory testing, technical evaluation, and design recommendations. The geotechnical engineering tasks will be Packet 53 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 4 conducted by MSA’s subconsultant Associated Earth Sciences, Inc. (AESI). MSA will coordinate proposed exploration boring locations and review and provide comment on the Geotechnical Report. This subtask includes the following elements: A. Preliminary Site Assessment - Review geologic maps, soil surveys, and available geotechnical reports in the vicinity regarding subsurface soil and groundwater conditions. Prepare traffic control plan and obtain right-of-way permitting for geotechnical investigation field work. Obtain utility clearance and perform utility locate to identify existing utilities onsite. Perform site visit and assessment. B. Geotechnical Field Study - Explore subsurface soil and groundwater conditions along the proposed alignment by drilling up to 14 exploration borings approximately 10 feet below ground surface. Borings will be located in close proximity to the proposed water alignment. It is anticipated that traffic control equipment and flaggers will be necessary for this work. The drilling, sampling, and groundwater observations will be accomplished under the direction of an experienced geotechnical engineer or engineering geologist from AESI. A detailed log of materials and conditions uncovered during the course of the work will be maintained. Field testing shall be according appropriate ASTM Standards and soil samples will be collected and transported to a laboratory for further testing. Once the samples are collected, each boring will be backfilled with imported materials and patched with concrete as applicable. C. Data Reduction and Laboratory Analysis - Laboratory tests will be conducted to provide data on the important physical characteristics of the soils for engineering studies and analyses. The laboratory tests will be limited to standard classification tests, such as moisture content, particle size distribution and triaxial strength tests, as appropriate. D. Geotechnical Report - Engineering analysis and evaluation of data obtained in prior subtasks will be performed and documented in a Geotechnical Report. A draft and final report will be prepared to document subsurface condition encountered at each exploration boring and provide recommendations for installation techniques for the proposed waterline improvements. Assumptions: • Right-of-way limits will be shown using available GIS and AutoCAD information • Surveyor will provide private utility locator to perform locating services. • No temporary or permanent easements will be required • Field investigation services will be scheduled to allow City to provide adequate notification to public City Responsibilities: • City to provide all available as-built documents for City facilities Packet 54 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 5 • City crews to locate and surface mark all water service connections and sewer laterals in advance of field surveys • Review electronic copy of base map and provide written comments • Provide right-of-way use permit and City owned utility locates for exploration program • Review proposed boring locations and make site visit to confirm proposed exploration program • Provide available existing geotechnical investigations from the project vicinity MSA Deliverables to City: • Base mapping at scale of 1”=20’ and topographic contours at 2-foot intervals • One PDF copy of GPR report • One PDF copy of potholing results • Copies of field notes, field book with survey control data, computer listings and computer readable files of the survey data points • Survey control drawing that is stamped and signed by a professional land surveyor • Two bound copies and one PDF file of the final Geotechnical Report Task 3 – Preliminary Design This task provides for preliminary engineering design services for the proposed waterline improvements. These services include preparing a preliminary design memorandum to summarize the work, conclusions and recommendations associated with the preliminary design of the proposed improvements. Elements of this task will include: 3.1 Engineering Analysis - Perform engineering analysis to establish design parameters, evaluate trenchless construction techniques, and identify construction sequencing to minimize service disruptions and maintain fire flow during construction. 3.2 30% Drawings - Using the project information developed in the previous tasks, preliminary design drawings will be prepared to 30% design completion level. Preliminary drawings will show plan and profile views and major project elements. Plans will be developed at 1” = 20’ scale in AutoCAD electronic format. Four (4) half-size hard copies, one (1) full-size hard copy and one (1) electronic copy in PDF format of the 30% complete plans will be prepared and submitted to the City for review and comment. 3.3 Engineer’s Opinion of Probable Construction Cost - A preliminary engineer’s opinion of probable construction cost will be developed and will include a schedule of estimated quantities, unit prices, and total preliminary cost for the project. 3.4 Preliminary Design Memorandum – A Preliminary Design Memorandum will be prepared to summarize the work, conclusions and recommendations associated with the preliminary design of the proposed improvements. The memorandum will be a stand- alone document that will define the project and provide sufficient information to proceed with final design. The memorandum will be developed for City review and will include the pertinent design elements prepared in subsequent tasks. These design elements Packet 55 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 6 consist of: • Project background and data collected • Inventory of utility conflicts • Geotechnical considerations • Design objectives and criteria • Review of conceptual alignment alternatives • Preferred water main alignments • Design plans (30% completion level) • Engineer’s opinion of probable construction cost • Preliminary project schedule • Proposed construction methods, pipe materials options and sequencing • Traffic and local impacts • Permitting and environmental requirements • Agency coordination 3.5 City Review - Six (6) copies of the draft memorandum will be submitted to the City for review and comment. A meeting will be conducted with the City to review the draft memorandum and discuss comments. The memorandum will be revised based on comments and discussions with City and final copies of the memorandum and an electronic copy (PDF file) will be submitted to the City. Assumptions: • The complete contract document package (front end, technical specifications, appendices, etc.) will not be prepared for the preliminary design phase. • MSA will proceed with final design services during the City’s review period to help expedite the project schedule. City Responsibilities: • Complete review of the Preliminary Design Memorandum and all supporting documentation with verbal or written comments. City review period is 3 weeks. MSA Deliverables to City: • Four (4) half-size hard copies, one (1) full-size hard copy, and one (1) electronic copy in PDF format of the 30% complete plans • Six (6) copies of the draft Preliminary Design Memorandum for the City’s review • Six (6) copies and one (1) electronic copy (PDF file) of the final Preliminary Design Memorandum Task 4 – Final Design This task will produce final plans and specifications for the project with direction from the preliminary design work task. Final design plans and specifications will be presented at the 60% and 90% completion levels for technical review by the City. Final bid ready plans and Packet 56 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 7 specifications at the 100% completion level will incorporate all prior review comments and will be suitable for bidding. Elements of this task will include: 4.1 Plans, Technical Specifications and Opinion of Cost (60% Design Completion Level) A. The preliminary design drawings included with the Preliminary Design Memorandum will be further developed to approximately 60% design completion level. A preliminary list of drawings anticipated to be included in the complete plan set is shown below: Drawing No. Description General G1 Cover Sheet, Vicinity Map, List of Drawings G2 General Notes G3 Legend and Abbreviations Civil C1 through C14 Waterline Plan and Profile C15 through C20 General Civil Details Miscellaneous TC1 through TC4 Traffic Control Plan EC1 Erosion Control Details and Notes EC2 Erosion Control Plan B. Prepare technical specifications and appendices to support the design and to be included in the Project Contract Documents. Specifications will be prepared in WSDOT 2010 standard format. Review City’s front end specifications to maintain consistency between technical specifications and contractual documents. C. An engineer’s opinion of probable construction cost will be developed and will include a schedule of estimated quantities, unit prices, and total construction cost for the project. D. Submit 60% design package, including complete plan set, specifications, project schedule and engineer’s opinion of probable construction cost, to the City for review and comment. Meet with City to review 60% design package and discuss review comments. Record meeting minutes to document items discussed and transmit to City. 4.2 Plans, Technical Specifications and Opinion of Cost (90% Design Completion Level) A. The 60% design package will be revised and further developed to incorporate comments from the City’s review of the 60% design. Develop design plans, specifications and engineer’s opinion of probable construction cost to approximately 90% design completion level. Packet 57 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 8 B. Submit 90% design package, including complete plan set, specifications, project schedule and engineer’s opinion of probable construction cost, to the City for review and comment. Meet with City to review 90% design package and discuss review comments. Record meeting minutes to document items discussed and transmit to City. 4.3 Final Bid Ready Plans and Specifications A. The 90% design package will be revised and further developed to incorporate comments from the City’s review of the 90% design. Develop design plans, specifications and engineer’s opinion of probable construction cost that are ready for bidding. Revise bid proposal quantities to reflect a bid-ready design package. B. Submit stamped and signed bid-ready contract documents to City for distribution. 4.4 Permitting Assistance - Provide assistance as required in developing figures, preliminary plans, information and supporting graphic documentation for permits prepared and submitted by the City. Provide the City necessary support for processing project permits and other regulatory reviews, including temporary erosion and sedimentation control plans, supporting figures and maps, etc. 4.5 Utility Coordination - Design development will include collaboration with utility companies that are affected by the project. Initial collaboration with utility companies will occur during the preliminary design and they will be asked to review the 60% completion plans for coordination and technical input. Coordinate meeting with utilities and distribute plans. Keep a written record of all communication with utility providers. 4.6 Coordination with other Regulatory Agencies - Design development will include collaboration with other regulatory agencies, including WSDOT and WDFW. It is anticipated that the proposed improvements will not require formal review processes with these agencies. The 60% design plans will be submitted to these agencies for their review and comment. Written record of all communication with these agencies will be maintained. 4.7 Constructability Review - Provide a constructability review of the proposed improvements and identify issues that could affect the construction of the improvements as designed or the construction schedule. Assumptions: • There are no design or construction issues associated with contaminated soils. • City review period for each technical submittal is 3 weeks. • City will prepare and apply for all permits, which may include City of Edmonds permits, SEPA Checklist, and JARPA. Packet 58 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 9 City Responsibilities: • Complete technical review of the documents at 60% and 90% design completion levels with verbal or written comments. • Participate in 60% and 90% review meeting with MSA. • Provide electronic files, and periodic updates, of text, forms, schedules and other components of the contract documents, including preferred front-end sections. • City to provide CAD drawings of standard details to be incorporated into the contract documents • City will take the lead in preparing, processing and submitting all permits. City will be the single point of contact with regulatory agencies. • City to coordinate and submit bid-ready contract documents to Builders Exchange MSA Deliverables to City: • Submission for 60% and 90% design packages include: 1. Four (4) half-size (11”x17”) hard copy plans sets 2. One (1) full-size (22”x34”) hard copy plan set 3. Four (4) hard copies of specifications and engineer’s opinion of probable construction cost 4. An electronic copy in PDF format of plan set, specifications and engineer’s opinion of probable construction cost on CD • One (1) hard copy of signed and stamped original bid-ready contract documents for bid advertisement • Miscellaneous graphic exhibits, reference plans and technical support for permits. Task 5 – Public Awareness Assistance This task includes supporting the City in providing project awareness information to the general public (including local businesses and residences) during the project. Anticipated elements of this task include: 5.1 Notification Letters - Develop draft letter providing notification to property owners of proposed project improvements and upcoming field investigations, including supporting graphics. Submit to City to finalize and distribute to affected property owners. 5.2 Open Houses - Prepare supporting materials (graphics, presentation, etc.) for neighborhood open house meetings at approximately 60% progress and prior to construction. Attend and assist City in conducting meeting. Assumptions: • MSA will attend up to two (2) open houses. • City will take the lead in conducting public involvement activities, mailings, etc. City Responsibilities: • City will distribute all communication regarding the project to property owners directly. Packet 59 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 10 MSA Deliverables to City: • Miscellaneous graphic materials, reference plans and technical support for public involvement activities. Task 6 – Bidding Assistance This task includes supporting the City in providing assistance during bidding and award of the project. Anticipated elements of this task include: 6.1 Bidder Inquiries and Addenda - Respond to questions from bidders, subcontractors, equipment suppliers and other vendors regarding the project, plans and specifications. Maintain a written record of communications during the bidding process and prepare and issue any addenda as necessary to clarify the contract documents. 6.2 Pre-bid Conference - Attend a pre-bid meeting, if necessary, for the project and provide support to the City for specific agenda items. 6.3 Bid Review - Provide supplemental support in reviewing bids, checking references and selecting the apparent low bidder. Assumptions: • The City will take the lead in tasks associated with printing bid documents, document distribution, bid advertisement, addenda distribution, plan holder administration, bid evaluation, bid tabulation etc. MSA Deliverables to City: • Draft addenda as required for the City to distribute to plan holders. Task 7 – Construction Management Support This task represents minimal involvement by MSA during construction in support of the City’s on-site inspector and construction management staff. MSA’s services will be limited to incidental support and periodic collaboration with the City, the construction contractor, permitting agencies and others, all at the direction of the City. Elements of this task will include: 7.1 Meetings - Attend a pre-construction meeting with City, construction contractor, invited regulatory agencies and other utility representatives. MSA will be available to answer questions. Attend project progress meetings with City and contractor, as necessary throughout the project. 7.2 Shop Drawings and Submittals - Review construction submittals, as directed by the City, for conformance with project documents. 7.3 Site Visits – Conduct periodic site visits, as necessary, to support the City’s on-site inspector. Attend project walk-through for final inspection of the project and assist City Packet 60 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 11 with development of the construction punch list. Attend testing and start-up of the completed improvements and assist City with substantial completion determination. 7.4 Clarifications and Changes - MSA will assist with issuing clarifications to the construction contractor and producing design changes if necessary. 7.5 Record Plans (As-built Drawings) - Prepare record drawings in AutoCAD to indicate changes made during construction, based on notes and sketches provided by the construction contractor and inspector. Using the record plans, update the City’s hydraulic model to reflect the completed improvements. Assumptions: • MSA will attend pre-construction meeting and up to eight (8) project meetings as requested. • MSA will review up to 20 construction submittals and requests for information as requested. • Site visits and clarifications will be performed up to the extent of the budget for the individual subtasks. • The City will provide full-time on-site inspection and will take the lead in administrating and managing the construction contract and communicating with the construction contractor. • Geotechnical monitoring and compaction testing services will be provided by a firm retained by the City. City Responsibilities: • City will provide a single copy of complete and fully-coordinated construction markups for production of as-built plans. MSA Deliverables to City: • Submittal review comments and/or approval responses • Written clarifications and design plan modifications, as required • One (1) hard copy and electronic copy in PDF format of as-built drawings Task 8 – Unanticipated Tasks Reserve A reserve budget amount has been included in the fee estimate for work under this task, which may include additional unanticipated labor or expenses not specifically identified in the scope of work tasks defined above. Such work items will be undertaken only after written authorization from the City. Packet 61 of 156 DRAFT City of Edmonds MURRAY, SMITH & ASSOCIATES, INC. 2011 Waterline Program January 4, 2011 Engineers/Planners 12 ESTIMATED SCHEDULE MSA shall begin work immediately upon receipt of Notice to Proceed from the City and proceed according to the estimated schedule presented below. This schedule has been developed so that all work will be completed by the end of 2011. However, factors beyond MSA’s control may result in the schedule being extended. The following schedule highlights key milestones and the expected timeline for each. Notice to Proceed January 25, 2011 Kick-off Meeting End January 2011 Field Investigation and Data Gathering February 2011 Preliminary Design Memorandum & 30% Submittal March 2011 Final Design 60% Submittal April 2011 Final Design 90% Submittal May 2011 Final Design Bid-Ready Documents June 2011 Bidding & Award June - July 2011 Construction Begins August 2011 Construction Ends November 2011 As-built Plans & Project Closeout December 2011 Packet 62 of 156 AM-3662 Item #: 1. D. City Council Committee Meetings Date: 01/11/2011 Time:5 Minutes Submitted For:Ed Sibrel Submitted By:Megan Cruz Department:Engineering Committee:Community/Development Services Type:Action Information Subject Title Authorization for the Mayor to sign an Addendum to the Professional Services Agreement with Perteet, Inc. for the Shell Valley Emergency Access project. Recommendation from Mayor and Staff Forward the item to the consent agenda for approval at the January 18, 2010 Council meeting. Previous Council Action On October 16, 2007, Council approved the professional services agreement with Perteet, Inc. for the Shell Valley Emergency Access project. On February 19, 2008, Council authorized the Mayor to sign Addendum No. 1 to the professional services agreement. On June 15, 2010, Council authorized the Mayor to sign Addendum No. 3 to update the environmental documentation required for regulatory permitting. Narrative The state legislature approved $250,000 in funding for the Shell Valley Emergency Access project as part of the 2010 Transportation Budget. The project will provide an emergency access route to the Shell Valley area since the current access (Pioneer Way) is very steep and can become impassable during periods of ice and snow. Emergency responders and the public will be able to use this new route during times when Pioneer Way is closed due to ice and snow. The improvements will also serve as a recreational path to improve pedestrian access between Pine Ridge and Yost parks. The City was awarded a stormwater grant from the State Department of Ecology (DOE) in fall 2010 and $100,000 of this grant was allocated to this project. The new grant requires the project design to be approved by DOE and several design modifications are needed to make the project eligible for funding. Staff is also recommending the following changes to the current design: • Add an alternative design to provide a street width of 22 feet. The original access route was designed at 15 feet wide and staff is recommending a wider street to improve access and safety. The 22 ft wide design will be a bid alternative to the construction contract and may be awarded if the bid is within the project budget. • Change the pavement type from porous concrete to porous hot-mix asphalt. The cost for hot-mix asphalt pavement will be less than concrete and will provide a more uniform surface for both pedestrians and vehicles. The scope of services for this Addendum includes the design modifications to comply with the DOE requirements, design and permitting work for a 22 ft wide street alternative, changing the pavement material and support services during construction. The consultant’s fee for this addendum is $65,035. The costs will be funded by the following sources: • $15,000 DOE grant • $15,000 Stormwater Utility Fund • $35,035 WSDOT State grant Attachments Attachment 1-Addendum No. 4 Form Review Packet 63 of 156 Inbox Reviewed By Date Engineering Robert English 01/06/2011 02:36 PM Public Works Sandy Chase 01/06/2011 03:32 PM City Clerk Sandy Chase 01/06/2011 03:37 PM Mayor Mike Cooper 01/07/2011 09:44 AM Final Approval Sandy Chase 01/07/2011 10:14 AM Form Started By: Megan Cruz Started On: 01/05/2011 12:18 PM Final Approval Date: 01/07/2011 Packet 64 of 156 P a c k e t 6 5 o f 1 5 6 P a c k e t 6 6 o f 1 5 6 P a c k e t 6 7 o f 1 5 6 P a c k e t 6 8 o f 1 5 6 P a c k e t 6 9 o f 1 5 6 P a c k e t 7 0 o f 1 5 6 P a c k e t 7 1 o f 1 5 6 P a c k e t 7 2 o f 1 5 6 P a c k e t 7 3 o f 1 5 6 P a c k e t 7 4 o f 1 5 6 AM-3659 Item #: 1. E. City Council Committee Meetings Date: 01/11/2011 Time:5 Minutes Submitted For:Jaime Hawkins Submitted By:Megan Cruz Department:Engineering Committee:Community/Development Services Type:Action Information Subject Title Report on final construction costs for Talbot Road Emergency Culvert Repair Project and Council acceptance of project. Recommendation from Mayor and Staff Forward item to the consent agenda for approval. Previous Council Action On November 3, 2008 Council approved a Resolution authorizing the Mayor and staff to dispense with competitive bidding requirements in order to restore a failing roadway embankment and storm culvert on Talbot Road. Narrative The Talbot Road Emergency Culvert Repair project is complete. The failing culvert was replaced and the road was successfully stabilized. The field design, contract administration and inspection were completed by City staff with support from the engineering consultants CHS Engineering and HWA Geosciences. The project was funded by the Stormwater Utility Fund. Construction Cost Contractor (Interwest Construction, Inc)$484,967 Testing & Engineering (HWA Geosciences) $29,566 Engineering (CHS Engineering) City Staff $29,639 $25,014 Total Construction Cost $569,186 Form Review Inbox Reviewed By Date Engineering Robert English 01/06/2011 02:59 PM Public Works Sandy Chase 01/06/2011 03:32 PM City Clerk Sandy Chase 01/06/2011 03:37 PM Mayor Mike Cooper 01/07/2011 09:44 AM Final Approval Sandy Chase 01/07/2011 10:14 AM Form Started By: Megan Cruz Started On: 01/05/2011 08:55 AM Final Approval Date: 01/07/2011 Packet 75 of 156 AM-3661 Item #: 1. F. City Council Committee Meetings Date: 01/11/2011 Time:5 Minutes Submitted For:Jaime Hawkins Submitted By:Megan Cruz Department:Engineering Committee:Community/Development Services Type:Action Information Subject Title Report on final construction cost for the 2009 Asphalt Overlay Project and Council acceptance of project. Recommendation from Mayor and Staff Forward item to the consent agenda for approval. Previous Council Action On June 23, 2009, Council authorized Staff to advertise for bids on the 2009 Asphalt Overlay Project. On August 17, 2009, Council awarded a contract to Cemex Construction Materials Pacific LLC for the 2009 Asphalt Overlay Project. On October 19, 2010, Council authorized $82,415 in funding from the Street Construction/Improvement Fund for the 2009 Asphalt Overlay Project. Narrative The 2009 Asphalt Overlay project is complete. The project improved Dayton St. between SR104 and 5th Ave, 212th St. between 84th Ave and 72nd Ave and replaced the decorative crosswalks at the intersection of Dayton St. and 5th Ave. The contract administration and inspections during construction were completed by Perteet Engineering with support from City staff. A summary of the construction costs are shown below: Construction Cost Contractor (CEMEX Construction)$952,007 Testing (HWA Geosciences) $12,095 Construction Management (Perteet Engineering)$107,280 City Staff $11,000 Total Construction Cost $1,082,382 A federal grant through the American Recovery and Reinvestment Act (ARRA) provided $999,985 in funding and the balance was paid from local funds. Form Review Inbox Reviewed By Date Engineering Robert English 01/05/2011 05:53 PM Public Works Phil Williams 01/06/2011 02:03 PM City Clerk Sandy Chase 01/06/2011 03:37 PM Mayor Mike Cooper 01/07/2011 09:44 AM Final Approval Sandy Chase 01/07/2011 10:14 AM Form Started By: Megan Cruz Started On: 01/05/2011 12:00 PM Final Approval Date: 01/07/2011 Packet 76 of 156 Packet 77 of 156 AM-3654 Item #: 1. G. City Council Committee Meetings Date: 01/11/2011 Time:10 Minutes Submitted By:Jim Stevens Department:Public Works Committee:Community/Development Services Type:Action Information Subject Title Community Solar Agreements. Recommendation from Mayor and Staff Approval of these contracts with the Edmonds Community Solar Cooperative by the Community/Development Services Committee for action next week by the full City Council. Previous Council Action Following a presentation from representaives of Sustainable Edmonds, on October 5, 2010, the City Council voted to endorse in principle the idea of letting people use city rooftops with solar exposure for solar electric generation installations. Narrative Community Solar projects represent a unique opportunity for citizens to participate in the generation of electricity from solar energy without having to construct this capability on their own. The City of Edmonds owns several buildings with rooftops that are large enough to permit installation of solar panels to generate significant quantities of electricity. Information provided as part of this agenda item includes a site lease agreement with the Edmonds Community Solar Cooperative for space on the roof of the Frances Anderson Center and an agreement for the purchase of power generated through the installation of solar panels at this location by the cooperative. These documents have been vetted through a process of extensive review and revision by City Attorney Scott Snyder and representatives of the cooperative and are now at a point that the Council should understand and approve the contents before proceeding. Attachments Solar Lease Energy Services Agreement Solar Installation Photo Form Review Inbox Reviewed By Date Public Works Phil Williams 01/04/2011 07:24 AM City Clerk Sandy Chase 01/04/2011 01:32 PM Mayor Mike Cooper 01/07/2011 09:42 AM Final Approval Sandy Chase 01/07/2011 10:14 AM Form Started By: Jim Stevens Started On: 12/29/2010 03:37 PM Final Approval Date: 01/07/2011 Packet 78 of 156 {WSS840944.DOC;1\00006.900000\ } 1 SOLAR ENERGY FACILITY SITE LEASE AGREEMENT (Frances Anderson Center Project) This SOLAR ENERGY FACILITY SITE LEASE AGREEMENT (this “Agreement”) is made as of December 6th, 2010 (the “Effective Date”) by and between the CITY OF EDMONDS, WASHINGTON, an optional code City, organized under and by virtue of the laws of the State of Washington, whose address is 121 - 5th Avenue North, Edmonds, Washington 98020 (“Lessor”), and EDMONDS COMMUNITY SO LAR COOPERATIVE, a Washington Cooperative Association, located at 999 Northlake Way #301, Seattle, WA 98103 (“Lessee”). Each of Lessee and Lessor are sometimes individually referred to as “Party” and collectively as the “Parties.” RECITALS A. Lessor is the owner of certain real property located in Snohomish County, Washington, together with certain improvements, buildings, and other structures, commonly known as “Anderson Center,” as more particularly described and depicted on the attached Exhibit A and incorporated herein by this reference (the “Property”). B. Lessee is the developer, owner, and operator of photovoltaic solar energy generation equipment and facilities suitable for delivery of electrical energy to be used on the Premises. C. Lessor and Lessee are parties to that certain Solar Power Energy Services Agreement dated of even date herewith (the “Solar Services Agreement”), pursuant to which Lessee (as Seller) has agreed to sell to Lessor, and Lessor (as Customer) has agreed to purchase from Lessee, all of the electrical energy produced by a Solar Energy Facility (or “SEF,” as defined in the Solar Services Agreement) to be installed and operated on the Premises by Lessee. D. In furtherance of the Solar Services Agreement, Lessee desires to obtain from Lessor, and Lessor desires to grant to Lessee, a lease of the rooftop of the Anderson Center (the “Premises”) and related access and use rights on, over, and across the Property for purposes of (i) constructing, installing, owning, and operating the SEF on the Premises, (ii) transmitting electrical energy to, on, over, and across the Anderson Center, and (iii) access to and egress from the Premises for the installation, operation, maintenance, and removal of the SEF. NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and agreements herein contained, and intending to be legally bound hereby, Lessor and Lessee hereby agree as follows: Packet 79 of 156 {WSS840944.DOC;1\00006.900000\ } 2 AGREEMENT 1. Definitions and Interpretations. Capitalized terms not otherwise defined herein shall have the meanings assigned to them in the Solar Services Agreement or in this Section 1 “Business Day” means any day that is not a Saturday, Sunday, or national holiday recognized by Lessor by ordinance. . Titles and headings are included in this Agreement for convenience only, and shall not be used for the purpose of construing and interpreting this Agreement. Words in the singular also include the plural and vice versa where the context requires. “Hazardous Material” means any substance, material, or waste that is now or hereafter classified as hazardous or toxic, or which is regulated under current or future federal, State, or local laws or regulations. “Payment Schedule” means that schedule attached to this Agreement and incorporated herein by this reference setting forth the consideration to be paid by Lessee to Lessor for the rights and easements set forth in this Agreement. “State” means the State of Washington. 2. Grant of Lease; Purpose of Lease; Permitted Uses 2.1 . Lease and Confirmation 2.2 . For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Lessor, Lessor hereby leases the Premises to Lessee. Purpose of Lease. The lease created by this Agreement is solely and exclusively for solar energy–generation purposes, and throughout the Term (as defined in Section 3 2.3 ), Lessee shall have the exclusive right to use the Premises for solar energy generation purposes Permitted Uses and Activities 2.3.1 Use the Premises and such other areas in and around the Premises as identified and depicted on the attached . The rights granted to Lessee in this Agreement permit Lessee to do the following: Exhibit A-2 Comment [A1]: ok , incorporated herein by this reference (collectively, the “Project Area”) for solar energy conversion, the collection and transmission of electrical energy to and from the SEF, and for related and incidental purposes and activities, including but not limited to locating, installing, operating, maintaining, improving, repairing, relocating, and removing the SEF on and from the Premises and to make such limited penetrations in the roof and roof structure (excluding any penetrations that would compromise the structural integrity or watertight character of the Premises) as needed to run wires and conduit from the SEF to the electrical panel and other areas on and within the Premises, in Comment [A2]: ok Packet 80 of 156 {WSS840944.DOC;1\00006.900000\ } 3 accordance with Lessee’s plans and design pre-approved by Lessor in accordance with the Solar Services Agreement (collectively, “Operations”). 2.3.2 Park in designated areas on the Property; 2.3.3 Access the Project Area (including but not limited to access for lifting, rigging, and material-handling equipment), and access the SEF on, over, and across the Project Area; and 2.3.4 Construct, install, maintain, repair, and remove the SEF on the Premises in the manner specifically set forth in the Solar Services Agreement; provided, however, that Lessee will not unreasonably interfere with Lessor’s use, operation, or maintenance of the Property, the Premises, or any portion thereof. 2.4 Solar Covenant. Lessor hereby covenants to provide for the free passage of solar radiation to the SEF. Any obstruction to the passage of direct solar radiation across the Premises to the SEF by Lessor or a tenant or assignee of Lessor is prohibited. Trees, structures, and improvements located on the Property as of the Effective Date shall be allowed to remain, and Lessee may not require their removal. Lessor shall not place or plant any trees, structures, or improvements on the Property after the Effective Date that may, in Lessee’s sole judgment, impede or interfere with the passage of direct solar radiation to the SEF, unless Lessor has received prior written approval from Lessee for any such trees, structures, or improvements. Lessee and Lessor further agree to execute and record such instruments or addenda to this Agreement as may be required under applicable State or local law to evidence the solar covenant made in this Section 2.4 3. . Term; Termination. The term of this Agreement shall commence on the Effective Date and shall expire on July 1, 2020 (the “Term”); provided however, unless Lessor has exercised its Buyout Option under Section 7.6 4. of the Solar Services Agreement, Lessee’s right to access the Premises shall survive for a period of sixty (60) days following the expiration or earlier termination of this Agreement for the sole purpose of removing the SEF from the Premises. Without limiting the generality of the foregoing, if construction of the SEF does not commence within one (1) year of the Effective Date, this Agreement shall terminate by its terms and shall be of no further force or effect, unless otherwise agreed in writing by the Parties. Upon the expiration or earlier termination of the Solar Services Agreement, Lessee shall quitclaim and surrender to Lessor all of Lessee’s right, title, and interest in and to the Premises by executing and recording a quitclaim deed or other instrument evidencing the termination of this Agreement. Rent and Leasehold Excise Tax The Lessee shall also pay leasehold excise tax ifas required by Chapter 82.29A RCW as now stated or hereafter amended. For purposes of leasehold excise tax, taxable rent for the lease . As consideration for the rights and interests granted by Lessor under this Agreement, Lessee shall pay Lessor the amounts set forth on the rent schedule attached to this Agreement and incorporated herein by this reference (the “Rent Schedule”). Lessor and Lessee agree that the Rent Schedule shall be redacted for purposes of recording this Agreement in the real property records of Snohomish County, Washington. Comment [A3]: ok Comment [A4]: http://apps.leg.wa.gov/rcw/defau lt.aspx?cite=82.29A.130 (8) states that rents under $250/year are exempt from leasehold excise tax. Additional support in the WAC: http://apps.leg.wa.gov/wac/default.aspx?cite=458- 29A-400. We propose adjusting the rent rate to meet the threshold for exemption and thereby streamline administration for both parties. I adjusted this section and the Rent Schedule accordingly. Packet 81 of 156 {WSS840944.DOC;1\00006.900000\ } 4 space/area has been determined to be $XX.XX3 per kW of solar capacity installed per monthyear. The leasehold excise tax rate at the time of execution of this agreement is 12.84%. The maximum rent Lessor may pay for a 75kW solar power system is $225 per year. 82.29A.130 (8) states that leasehold interests for which annual taxable rent is less than two hundred fifty dollars per year are exempt from Leasehold Exchise Tax As a result, Lessee shall also pay the Lessor $YY.YY0.00 per monthyear in leasehold excise tax during the duration of the lease. Both taxable rent and leasehold excise tax rate shall be revised accordingly, if necessary, as a result of any amendment to Chapter 82.29A RCW and/or determination by any agency collecting or enforcing leasehold excise tax that additional amounts are owed. Lessee shall be responsible for and pay all past due leasehold excise tax, plus interest and penalties, if any, and all future leasehold excise tax owed under this agreement as determined by said agency pursuant to Chapter 82.29A RCW. 5. Additional Rights of Lessee 5.1 . Temporary Construction Laydown Area. 5.2 Lessor shall make available within the Project Area a temporary location for the assemblage of materials to construct, erect, and install the SEF (such area, a “Laydown Area”) for a period not to exceed twenty (20) business days. Upon completion of construction and installation of the SEF, Lessee will remove all materials from the Laydown Area and will restore the Laydown Area to substantially the same condition in which it existed immediately prior to Lessee’s use. Signage. Lessee shall have the right to erect, modify, and maintain signage on the Premises with respect to the Solar Energy Facility and to Lessee’s interests therein. Such signage shall be in the form, placed in the location, and according to the design set forth on the attached Exhibit C 6. and incorporated herein by this reference. Design and Construction of Solar Energy Facility; Acknowledgment of Lessor 6.1 . Design and Construction 6.2 . Lessee shall mount the solar panelsSEF on ballast trays with concrete blocks sand bags and shall not physically attach the SEF solar panels to the Premises; provided, however, Lessee may make limited penetrations of the Premises, as described in the Solar Services Agreement, to install, route, and maintain electrical wiring from the SEF to the Property. Structural evaluation will be provided by a licensed engineer. Any and all changes or deviations from approved plans and specifications set forth in the Solar Services Agreement shall require written notification to Lessor and Lessor’s written prior approval, which approval shall not be unreasonably withheld. Lessee shall provide to Lessor a construction schedule, and Lessee and Lessor shall coordinate construction of the SEF so as to minimize disruption to the Property, the Premises, and Lessor’s activities thereon. Acknowledgment of Lessor. Lessor hereby consents to the construction of the SEF solely in accordance with the plans and specifications set forth on the attached Exhibit B Comment [A5]: Note new language . Lessor acknowledges that the SEF may weigh more than up to [_____] pounds in the aggregate. Lessor has provided data to Lessee concerning the construction, specifications, and condition of the Premises, and warrants that the data is accurate to the best of Lessor’s knowledge. Formatted: Font: (Default) Times New Roman, 12 pt Comment [A6]: ok Packet 82 of 156 {WSS840944.DOC;1\00006.900000\ } 5 7. Maintenance of the Premises; Security 7.1 . Maintenance 7.2 . During the Term, Lessee shall, at Lessee’s sole cost and expense, maintain the SEF and the Project Area in accordance with all applicable laws, rules, ordinances, orders, and regulations of all governmental agencies. Clean Condition 7.3 . Lessee shall not unreasonably clutter the Premises or the Project Area, and shall collect and dispose of any and all of Lessee’s refuse and trash. Security 8. . Lessee shall provide all security measures that Lessee determines are or may be reasonably necessary for the SEF. Such measures may, but will not necessarily, include warning signs, closed and locked doors or gates, and other measures appropriate and reasonable to protect against damage or destruction of the SEF or injury or damage to persons or property resulting from the SEF and Operations. Lessee acknowledges that the Premises are part of a public building complex and no security measure taken by Lessee to secure the SEF on the Premises shall restrict public access to public areas or services on the Property. Lessor’s Representations and Warranties 8.1 . Authority; No Third-Party Rights 8.2 . Lessor represents and warrants to Lessee that there are no circumstances known to Lessor and no commitments to third parties that may damage, impair, or otherwise adversely affect the SEF or its function by blocking sunlight to the SEF. Lessor covenants that Lessor has lawful title to the Property and full right to enter into this Agreement. No Interference 8.3 . Lessor hereby agrees, for itself, its agents, employees, representatives, successors, and assigns, that it will not initiate or conduct activities that it knows or reasonably should know may damage, impair, or otherwise adversely affect the SEF or its functions, including without limitation activities that may adversely affect the SEF’s exposure to sunlight. Lessor further covenants for itself and its agents, employees, representatives, successors, and assigns that it will not (i) materially interfere with or prohibit the free and complete use and enjoyment by Lessee of its rights granted under this Agreement; (ii) take any action that will materially interfere with the availability and accessibility of solar radiation over and above the Premises; (iii) take any action that will or may materially interfere with the transmission of electrical energy to or from the Premises; (iv) take any action that may impair Lessee’s access to the Premises for the purposes specified in this Agreement; (v) plant or maintain any vegetation or erect or maintain any structure that will, during daylight, cast a shadow on the SEF; or (vi) take any action that may impair Lessee’s access to any portion of the SEF. SEF Property of Lessee; Transfer of the Property. Lessor acknowledges and agrees that Lessee is the exclusive owner and operator of the SEF, that no portion or component of the SEF is a fixture, and that the SEF may not be sold, leased, assigned, mortgaged, pledged, or otherwise alienated or encumbered with the conveyance of any fee or leasehold interest in or to the Property (any such conveyance, a “Transfer”). Lessor shall give Lessee at least ten (10) Business Days’ written notice prior to any Transfer of all or any portion of the Property. Any Packet 83 of 156 {WSS840944.DOC;1\00006.900000\ } 6 such notice shall identify the transferee, the portion of the Property to be transferred, and the proposed date of the Transfer. This Agreement and the lease and rights granted to Lessee herein shall survive any Transfer. Packet 84 of 156 {WSS840944.DOC;1\00006.900000\ } 7 9. Default; Remedies 9.1 . Lessee Default 9.1.1 Lessee breaches any material term of this Agreement, and (A) if such breach is capable of being cured within thirty (30) days after notice from Lessor of such breach, Lessee has failed to cure the breach within such thirty (30) day period, or (B) if Lessee has diligently commenced work to cure such breach during such thirty (30) day period but such breach is not capable of cure within such period, Lessee has failed to cure the breach within a further thirty (30) day period (such aggregate period not to exceed sixty (60) days from the date of Lessor’s notice). Lessor shall give notice of a Lessee Default to any Lender (as defined in the Solar Services Agreement) of which Lessor has notice, and the rights of any such Lender as provided in . The following events shall be defaults with respect to Lessee (each, a “Lessee Default”): Section 12 9.1.2 Lessee makes an unauthorized roof penetration; of the Solar Services Agreement shall apply without limitation to any Lessee Default under this Agreement. 9.1.3 (A) Lessee commences a voluntary case under any bankruptcy law; (B) Lessee fails to controvert in a timely and appropriate manner, or acquiesces in writing to, any petition filed against Lessee in an involuntary case under any bankruptcy law; or (C) any involuntary bankruptcy proceeding commenced against Lessee remains undismissed or undischarged for a period of sixty (60) days. 9.2 Lessor’s Remedies. If a Lessee Default described in Section 9.1.2 has occurred, this Agreement shall terminate automatically (without requirement of notice). Subject to the rights of any Lender of which Lessor has notice, as set forth in the Solar Services Agreement, if a Lessee Default described in Section 9.1.1 9.3 has occurred and is continuing, Lessor may terminate this Agreement by written notice to Lessee following the expiration of the applicable cure period. In the event of a Lessee Default, Lessor may also exercise any other remedy it may have at law or equity. Lessor Defaults 9.3.1 Lessor breaches any material term of this Agreement, and (A) if such breach is capable of being cured within thirty (30) days after Lessee’s notice of such breach, Lessor has failed to cure the breach within such thirty (30) day period, or (B) if Lessor has diligently commenced work to cure such breach during such thirty (30) day period but such breach is not capable of cure within such period, Lessor has failed to cure the breach within a further thirty (30) day period (such aggregate period not to exceed sixty (60) days from the date of Lessee’s notice); . The following events shall be defaults with respect to Lessor (each, a “Lessor Default”): 9.3.2 (A) Lessor commences a voluntary case under any bankruptcy law; (B) Lessor fails to controvert in a timely and appropriate manner, or acquiesces in writing to, any petition filed against Lessor in an involuntary case under any bankruptcy law; or (C) any Packet 85 of 156 {WSS840944.DOC;1\00006.900000\ } 8 involuntary bankruptcy proceeding commenced against Lessor remains undismissed or undischarged for a period of sixty (60) days. 9.4 Lessee’s Remedies. If a Lessor Default described in Section 9.3.1 or 9.3.2 10. has occurred and is continuing, Lessee may terminate this Agreement immediately upon the expiration of the respective cure periods set forth in such provisions, and in addition to any other remedy hereunder, Lessee may terminate the Solar Services Agreement and pursue all available remedies thereunder. In addition, upon a Lessor Default, Lessee may pursue any other remedy given under this Agreement or now or hereafter existing at law or in equity or otherwise. Insurance 11. . At all times during the term of this Agreement, Lessee and Lessor shall each, at its own respective cost and expense, obtain and maintain in effect the insurance policies and limits set forth in the Solar Services Agreement. Liability; Indemnity 12. . The Parties agree to indemnify and hold each other harmless from any claim, loss or litigation of any kind or nature arising from or out of the performance or execution of any term of this Agreement. The “Parties” shall mean the officers, agents, and employees of each party. This right of indemnification shall include any tortious or criminal act as well as acts of negligence committed by a party, its officers, agents, or employees. To the extent necessary to fully enforce this Agreement, each party waives any immunity which it may have under Title 51 RCW. NO CONSEQUENTIAL DAMAGES 13. . NOTWITHSTANDING ANY PROVISION IN THIS AGREEMENT TO THE CONTRARY, NEITHER LESSEE NOR LESSOR SHALL BE LIABLE TO THE OTHER FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR INDIRECT DAMAGES, ARISING OUT OF THIS AGREEMENT. THE FOREGOING PROVISION SHALL NOT PROHIBIT LESSEE OR LESSOR FROM SEEKING AND OBTAINING GENERAL CONTRACT DAMAGES OR EQUITABLE RELIEF FOR A BREACH OF THIS AGREEMENT. Hazardous Materials 13.1 Lessor shall not violate, and shall indemnify Lessee for, from, and against, any claims, costs, damages, fees, or penalties arising from a violation (past, present, or future) by Lessor or Lessor’s agents or contractors of any federal, State, or local law, ordinance, order, or regulation relating to the generation, manufacture, production, use, storage, release or threatened release, discharge, disposal, transportation, or presence of any Hazardous Material on or under the Property. . 13.2 Lessee shall not violate, and shall indemnify Lessor against, any claims, costs, damages, fees, or penalties arising from a violation by Lessee or Lessee’s agents or contractors of any federal, State, or local law, ordinance, order, or regulation relating to the generation, manufacture, production, use, storage, release or threatened release, discharge, disposal, transportation, or presence of any Hazardous Material on or under the Property. Packet 86 of 156 {WSS840944.DOC;1\00006.900000\ } 9 14. Estoppel Certificate 15. . From time to time, upon written request by Lessee, Lessor shall provide within seven (7) days thereafter an estoppel certificate attesting, to the knowledge of Lessor, of Lessee’s compliance with the terms of this Agreement, or detailing any known issues of noncompliance. Assignment; Successors and Assigns; Agreement to Run With Property. Except as provided in this Section 15, neither Party shall have the right to assign any of its rights, duties, or obligations under this Agreement without the prior written consent of the other Party, which consent may not be unreasonably withheld or delayed. Lessee may assign any of its rights, duties, or obligations under this Agreement, without the consent of Lessor, (i) to one or more third parties in connection with a financing transaction or (ii) to any Person succeeding to all or substantially all of the assets of Lessee. Lessor agrees that this Agreement and the lease and rights granted to Lessee in Section 2 16. shall run with the land and survive any transfer or conveyance of the Property. Notice and Notices 16.1 . Notice 16.2 . Except as may be required by an emergency, Lessee will give Lessor reasonable written or telephonic noticed before any entry onto the Premises by Lessee’s employees, agents, or contractors. In the event of Lessee’s entry due to an emergency, Lessee will promptly notify Lessor of its entry and the nature of the emergency. Addresses for the Delivery of Notices Notice to Lessor: Notice to Lessee: . Any notice required, permitted, or contemplated hereunder shall be in writing, shall be addressed to the Party to be notified at the address set forth below or at such other address or addresses as a Party may designate for itself from time to time by notice hereunder. Such notices may also be sent by fax transmission: City Clerk Sandra S. Chase Chris Herman CITY OF EDMONDS EDMONDS COMMUNITY SOLAR COOPERATIVE 121 - 5th Avenue North 999 Northlake Way #301 Edmonds WA 98020 Seattle, WA 98103 425-775-2525 Ph: (425) 891-4001 Fax: 425-771-0252 Fax: (206) 973-5385 With a copy to: With a copy to: W. Scott Snyder Chris Herman OGDEN MURPHY WALLACE, PLLC 19420 84th Av. W. 1601 Fifth Avenue North, Suite 2100 Edmonds, WA 98026 Seattle WA 98101 206-447-7000 Ph: (206) 525-3969 Formatted: No underline Formatted: Font: (Default) Times New Roman, 12 pt, Font color: Auto Formatted: No underline Formatted: No underline Packet 87 of 156 {WSS840944.DOC;1\00006.900000\ } 10 Fax: 206-447-0215 Fax: 16.3 Change of Recipient or Address 17. . Either Party may, by notice given at any time or from time to time, require subsequent notices to be given to another individual Person, whether a party or an officer or representative, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change. Miscellaneous 17.1 . Further Assurances. Upon the receipt of a written request from the other Party, each Party shall execute such additional documents, instruments, and assurances and take such additional actions as are reasonably necessary and desirable to carry out the terms and intent hereof. Neither Party shall unreasonably withhold, condition, or delay its compliance with any reasonable request made pursuant to this Section 17.1 17.2 . Quiet Enjoyment 17.3 . Lessor covenants and warrants that Lessee shall peacefully hold and enjoy all of the rights granted by this Agreement for its entire Term without hindrance or interruption by Lessor or any person lawfully or equitably claiming by, through, under or superior to Lessor subject to the terms of this Agreement. No Partnership or Sale 17.4 . Nothing contained in this Agreement shall be deemed or construed by the Parties or by any third person to create the relationship of principal and agent, partnership, joint venture, buyer and seller of electrical energy, or any other association between Lessor and Lessee, other than the relationship of Lessor and Lessee. Severability 17.5 . In the event that any provisions of this Agreement are held to be unenforceable or invalid by any court or regulatory agency of competent jurisdiction, Lessor and Lessee shall negotiate an equitable adjustment in the provisions of this Agreement with a view toward effecting the purposes of this Agreement, and the validity and enforceability of the remaining provisions shall not be affected by it. Headings 17.6 . The headings in this Agreement are solely for convenience and ease of reference and shall have no effect on interpreting the meaning of any provision of this Agreement. Recordation 17.7 . Lessee may, at its sole cost and expense, record in the real property records of Snohomish County, Washington, this Agreement provided that all payment terms shall be redacted for such recording purposes. Amendments. This Agreement may be amended only in writing signed by Lessee and Lessor, or their respective successors in interest. Packet 88 of 156 {WSS840944.DOC;1\00006.900000\ } 11 17.8 Counterparts 17.9 . This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement. Binding Effect 17.10 . This Agreement and the rights, privileges, duties, and obligations of the Parties as set forth herein shall inure to the benefit of and be binding upon each of the Parties, together with their respective successors and assigns. Entire Agreement; Waivers [SIGNATURE PAGES FOLLOW] . This Agreement constitutes the entire agreement between the Parties and supersedes the terms of any previous agreements or understandings, oral or written. Any waiver of this Agreement must be in writing. Either Party's waiver of any breach or failure to enforce any of the terms of this Agreement shall not affect or waive that Party's right to enforce any other term of this Agreement. Packet 89 of 156 {WSS840944.DOC;1\00006.900000\ } 12 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. LESSOR: LESSEE: CITY OF EDMONDS EDMONDS COMMUNITY SOLAR COOPERATIVE, a Washington Cooperative Association By: [__________________________] By:[_____________________________________] Mayor Mike Cooper Chris Herman Its: [_____________________________________]President & Chairperson ATTEST/AUTHENTICATED: By: [__________________________] Sandra S. Chase, City Clerk APPROVED AS TO FORM: Office of the City Attorney By: [__________________________] W. Scott Snyder Packet 90 of 156 {WSS840944.DOC;1\00006.900000\ } Exhibit A EXHIBIT A DESCRIPTION OF PROPERTY Packet 91 of 156 {WSS840944.DOC;1\00006.900000\ } Exhibit A-1 EXHIBIT A-1 DEPICTION OF PREMISES Packet 92 of 156 {WSS840944.DOC;1\00006.900000\ } Exhibit A-2 EXHIBIT A-2 DESCRIPTION AND DEPICTION OF THE PROJECT AREA Frances Anderson Center, 700 Main Street, Edmonds WA, 98020 Potential locations of solar equipment highlighted in Red Squares Packet 93 of 156 {WSS840944.DOC;1\00006.900000\ } Exhibit A-2 Comment [A7]: Adjusted expected areas to remove the central building from consideration, it is a historical structure and as such cannot host solar equipment. Also added front section facing Main Street for consideration. Packet 94 of 156 {WSS840944.DOC;1\00006.900000\ } Exhibit B EXHIBIT B SOLAR ENERGY FACILITY SPECIFICATIONS To be Provided by the Cooperative’s designated Solar Power System Designer Packet 95 of 156 {WSS840944.DOC;1\00006.900000\ } Exhibit C EXHIBIT C FORM AND DESIGN OF LESSEE’S SIGNAGE To be provided by the Cooperative after Solar Site Design is Delivered. City of Edmonds will have prior approval of format, content and location of all signage. Packet 96 of 156 {WSS840944.DOC;1\00006.900000\ } RENT SCHEDULE Edmonds Community Power Cooperative shall pay to the City of Edmonds an annual lease payment of $310 per kilowatt of nameplate solar power capacity the Cooperative places on City property for the current year. The lease payment will be due within 10 days of the beginning of each year this contract is in force. For example, if the cooperative installs 7550 kilowatts of solar power capacity the cooperative will pay $310 x 50 75 kilowatts = $225500 per year. Comment [A8]: http://apps.leg.wa.gov/rcw/defau lt.aspx?cite=82.29A.130 (8) states that rents under $250/year are exempt from leasehold excise tax. Additional support in the WAC: http://apps.leg.wa.gov/wac/default.aspx?cite=458- 29A-400. We propose adjusting the rent rate to meet the threshold for exemption and thereby streamline administration for both parties. Packet 97 of 156 SOLAR POWER ENERGY SERVICES AGREEMENT COVER SHEET OF TERMS {WSS840942.DOC;1\00006.900000\ } Seller: Edmonds Community Solar Cooperative a Washington Cooperative Association Address: C/O Tangerine Power 999 Northlake Way #301 Seattle, WA 98103 Contact: Stanley Florek Tel. (425) 891-4001 Customer: City of Edmonds Address: 121 5th Ave No Edmonds, WA 98020 Contact: [__________________] Premises: As described on the attached Exhibit A. Type of Structure (if applicable): Frances Anderson Center Roof Owner of Premises: City of Edmonds Estimated Construction Commencement Date: March 1, 2011 Agreement Termination Date: Feb 28, 2021 Solar Energy Facility: Specifications: Up to 375 –Silicon-Energy Cascade Series 200w PV modules (WA) or equivalent products Up to 18 – Silicon-Energy SIE-4.2 Commercial Inverters or equivalent products Fixed roof mounted ballast trays As more particularly set forth on Exhibit A. Estimated Annual Output: As set forth on Exhibit B. Energy Price: As set forth on Exhibit B. Delivery Point: As set forth on Exhibit A. Net Metering Agreement: Attached as Exhibit E. Packet 98 of 156 {WSS840942.DOC;1\00006.900000\ } 1 SOLAR POWER ENERGY SERVICES AGREEMENT This SOLAR ENERGY SERVICES AGREEMENT (this “Agreement”) is made and entered into as of [_____________________] (the “Effective Date”) by and between EDMONDS COMMUNITY SOLAR COOPERATIVE, a Washington cooperative association (“Seller”) and the CITY OF EDMONDS, a Washington State Municipal Corporation (“Customer”) for the installation of a Solar Energy Facility (defined below) on certain real property owned by Customer (the “Premises”) as more particularly described on the attached Exhibit A, and the production and sale of solar electricity therefrom (all as more particularly described herein). Seller and Customer hereby agree as follows: 1. DEFINITIONS. Capitalized terms used but not otherwise defined in this Agreement shall have the meanings assigned to them in this Section 1 “Business Day” means any day except a Saturday, Sunday, or a Federal Reserve Bank holiday recognized by Customer by ordinance. : “Contract Term” means, collectively, the Initial Term and each Extension Term, as applicable. “Day” means a calendar day unless clearly indicated otherwise. “Delivery Point” means that point at which Energy from the Solar Energy Facility is delivered to Customer, as more particularly described and depicted on the attached Exhibit A. “Energy” means electrical energy, measured in kilowatt-hours (“kWh”) that is produced by the Solar Energy Facility. “Energy Price” means, as of the Effective Date, $.05/kWh, escalating annually by three percent (3%) as set forth on Exhibit B. “Environmental Attributes” means any and all environmental benefits, air quality credits, emissions reductions, offsets, and allowances, howsoever entitled, directly attributable to the energy generated from the Solar Energy Facility and its displacement of energy generation by conventional nonrenewable, and/or carbon based fuel sources. Environmental Attributes include but are not limited to: (1) any benefit accruing from the renewable nature of the generation’s motive source, (2) any avoided emissions of pollutants to the air, soil or water (such as sulfur oxides (SOx), nitrogen oxides (NOx), carbon monoxide (CO), and other pollutants other than those that are regulated pursuant to state or federal law); (3) any avoided emissions of carbon dioxide (CO2), methane (CH4) and other greenhouse gases (GHGs) that have been determined by the United Nations Intergovernmental Panel on Climate Change to contribute to the actual or potential threat of altering the Earth’s climate by trapping heat in the atmosphere; (4) any property rights that may exist with respect to the foregoing attributes howsoever entitled, and (5) any reporting rights to these avoided emissions such as Green Tag Reporting Rights (as defined below). Environmental Attributes do not include (i) any energy, capacity, reliability or other Comment [A1]: ok Packet 99 of 156 {WSS840942.DOC;1\00006.900000\ } 2 power attributes from the SEF, (ii) federal, state or local investment tax credits associated with the construction or operation of the energy projects; (iii) any other financial incentives in the form of credits, reductions, or allowances associated with the Solar Energy Facility that are applicable to a local, state or federal income taxation obligation, (iv) grants or subsidies in support of renewable energy, or (v) emission reduction credits encumbered or used by the Solar Energy Facility for compliance with local, state, or federal operating and/or air quality permits. “Environmental Incentives” include, but are not limited to, (i) federal, state, or local tax credits associated with the construction, ownership, or production of electricity from the Solar Energy Facility; (ii) any other financial incentives in the form of credits, reductions, or allowances associated with the Solar Energy Facility that are applicable to a local, state, or federal income taxation obligation; and (iii) grants or subsidies for which the Solar Energy Facility may be eligible. Environmental Incentives do not include Environmental Attributes or Green Tag Reporting Rights. “Estimated Annual Production” means the anticipated Energy output of the Solar Energy Facility as set forth on the attached Exhibit B. “Extension Term(s)” means up to two (2) consecutive period(s) of two (2) years immediately following the Initial Term, each, upon mutual agreement of Seller and Customer delivered in writing not less than 180 days prior to expiration of Initial Term or the applicable Extension Term. “Force Majeure” means any act or event that delays or prevents a Party from timely performing its obligations under this Agreement or from complying with conditions required under this Agreement if such act or event, despite the exercise of reasonable efforts, cannot be avoided or mitigated by, and is beyond the reasonable control of and without the fault or negligence of the Party relying thereon as justification for such delay, nonperformance, or noncompliance. Without limiting the generality of the foregoing, so long as the following events, despite the exercise of reasonable efforts, cannot be avoided or mitigated by, and are beyond the reasonable control of and without the fault or negligence of the Party relying thereon as justification for such delay, nonperformance or noncompliance, then Force Majeure may include without limitation: an act of God or the elements, site conditions, extreme or severe weather conditions, explosion, fire, epidemic, landslide, mudslide, sabotage, terrorism, lightning, earthquake, flood or similar cataclysmic event, an act of public enemy, war, blockade, civil insurrection, riot, civil disturbance or strike or other labor difficulty caused or suffered by a Party or any third party beyond the reasonable control of such Party. However, financial cost alone or as the principal factor shall not constitute grounds for a claim of Force Majeure. “Green Tag” means a commercially recognized unit representing the value or amounts of Environmental Attributes. “Green Tag Reporting Rights” means the right of a green tag buyer to report the ownership of accumulated green tags in compliance with federal or state law, if applicable, to a federal or state buyer or any other party at the green tag buyer’s discretion. Such rights include without limitation those green tag reporting rights accruing under Section 1605(b) of The Energy Packet 100 of 156 {WSS840942.DOC;1\00006.900000\ } 3 Policy Act of 1992 and any present or future federal, state, or local law, regulation or bill, and international or foreign emissions trading program. “Governmental Authorities” means the United States of America, the State, and any political subdivision thereof and any agency, department, commission, board, court or instrumentality thereof. “Initial Term” means a period of ten (10) years commencing on the Commercial Operation Date (as defined in Section 5.1) and expiring on the 10th anniversary thereof. “Interest Rate” means an annual rate equal to: (a) the rate published in The Wall Street Journal as the “Prime Rate” (or, if more than one rate is published, the arithmetic mean of such rates) as of the date payment is due; plus (b) five percentage points (5%); provided, however, that in no event shall the Interest Rate exceed the maximum interest rate permitted by Law. “Law” means any applicable law, statute, regulation, rule, regulation, decision, writ, order, decree or judgment, or any interpretation thereof, promulgated or issued by federal, State, municipal, local and administrative authorities. “Lien” means any mortgage, pledge, lien (including mechanics’, labor or materialmen’s liens), charge, security interest, encumbrance or claim of any nature. “Net Metering Agreement” means that agreement between Seller and Utility dated [________________] for the interconnection and net metering of the Solar Energy Facility to the electrical grid of the Utility, which agreement is attached as Exhibit E and incorporated herein by this reference. “Person” means any individual, corporation (including, without limitation, any non-stock or non-profit corporation), limited liability company, partnership, joint venture, association, joint-stock company, trust, unincorporated organization or governmental body. “Project Areas” means those portions of the Premises to be used by Seller for the installation, construction, access to and egress from, maintenance, repair, and removal of the SEF, as described and depicted on the attached Exhibit A-1 and incorporated herein by this reference. “Prudent Operating Practice” means the practices, methods and standards of professional care, skill and diligence engaged in or approved by a significant portion of the electric power industry for facilities of similar size, type, and design, that, in the exercise of reasonable judgment, in light of the facts known at the time, would have been expected to accomplish results consistent with Law, reliability, safety, environmental protection, applicable codes, and standards of economy and expedition. “Qualified Assignee” means any person or entity that has competent experience in the operation and maintenance of solar photovoltaic systems and is financially capable of performing Packet 101 of 156 {WSS840942.DOC;1\00006.900000\ } 4 Seller’s obligations under this Agreement and agrees in writing to assume Seller’s duties and obligations under this Agreement. “Renewable Energy Credit” or “REC” represents the Environmental Attributes associated with the energy produced by the SEF. Renewable Energy Credits are accumulated and reported on a MWh basis. “Replacement Energy Cost” means the difference, if any, between (1) the cost of Customer’s purchases of substitute energy at normal tariff rates from Utility, minus (2) the cost Customer would otherwise then have paid for an equivalent amount of Energy under this Agreement. “Solar Energy Facility” or “SEF” means that system for the generation and sale of solar photovoltaic–generated electrical energy described on the attached Exhibit A and incorporated herein by this reference. “State” means the State of Washington. “Utility” means Snohomish County PUD #1. 2. GRANT OF USE RIGHTS; CONSTRUCTION LAYDOWN AREA 2.1 . Premises Utilities 2.2 . Customer agrees to provide certain specified utilities to the Project Areas in connection with Seller’s construction, start-up, maintenance, repair, replacement and operation of the SEF. Customer acknowledges and agrees that Seller’s use of the Project Areas includes the nonexclusive appurtenant right to the use of such water lines, sewer lines, storm water lines, power lines, and telephone and communication lines as are reasonably necessary may be needed or desirable for installation and operation of the SEF. The specifications and their locations shall be specifically designated by mutual agreement of the parties following preliminary site review. The lines designated for use shall be agreed on in writing and that writing shall become incorporated by reference into this Lease Agreement. Construction Laydown Area 2.32.2 . Customer will use commercially reasonable efforts to provide Seller sufficient space on the Premises for the temporary storage and staging of tools, materials and equipment reasonably necessary during installation and any maintenance, repair, replacement or removal of the SEF provided that Seller will use commercially reasonable efforts to minimize disruption to Customer’s operations, and provided further that Seller understands and acknowledges that space is limited at the Premises. Customer and Seller will coordinate and cooperate in determining the amount of space and specific portion of the Premises necessary for such purposes. Solar Energy Facility Site Lease Agreement. Concurrently with the execution and delivery of this Agreement, Seller, as Lessee, and Customer, as Lessor, have entered into that certain Solar Energy Facility Site Lease Agreement (the “Lease Agreement Comment [A2]: ok with language as is and leaving specific access to after the site evaluation is completed. FYI, as discussed in email, here is what we think is needed by this project: ”), pursuant to which Customer has granted to Seller certain rights on, over, and across the Premises for the installation, maintenance, and operation of the SEF for the Contract Term on the terms and · Access to Power Lines will be required to connect the Solar power system to the building’s electrical system via and interconnect it with Snohomish PUD. Access point between the Solar array and the facility will likely be at the Utility meter but MAY be at a junction box, utility room, or other sub-network within the building. We will run conduit from the array to the interconnection point both inside and outside the building, seeking existing building penetrations and conduit where feasible. · Access to one of: telephone, cable, internet, or wireless communication from onsite sources will be required to activate remote monitoring and metering equipment on the solar array. This ensures uptime and shows community members the value of their financial contribution. We will have a tighter definition over our timing & locations of need once a preliminary site evaluation has been completed. Comment [A3]: The need to stage equipment during construction appears to be satisfied by section 5.1 of the Site Lease agreement. Packet 102 of 156 {WSS840942.DOC;1\00006.900000\ } 5 conditions set forth in the Lease Agreement. The Lease Agreement is incorporated herein by this reference. 3. SELLER’S RIGHTS, DUTIES AND OBLIGATIONS 3.1 . Sale of Energy. Seller will sell to Customer, and Customer will purchase from Seller, all of the Energy produced by the SEF, as and when the same is produced, at the Energy Price set forth on Exhibit B 3.2 as in effect at the time of delivery. Seller will deliver the Energy to the Delivery Point, and Customer will accept the Energy delivered for the full Contract Term. Monitoring, Metering and Billing 3.3 . Seller will provide all monitoring, metering, billing, invoicing and administrative services necessary to fulfill Seller’s duties under this Agreement. Ownership of RECs, Environmental Incentives, and Environmental Attributes 3.4 . During the Contract Term, the rights to all RECs relating to the SEF shall belong to the Seller, unless otherwise negotiated. Seller shall have all right, title and interest in and to all other credits relating to the Environmental Attributes of the SEF, all Green Tag Reporting Rights, and Environmental Incentives available under applicable law. Title to SEF 3.5 . Seller is the sole legal and beneficial owner of the SEF and all equipment (including, but not limited to, photovoltaic modules or panels, inverters, meters, wire, data monitoring equipment, and cabling) and all moveable property of Seller attached to or used in the operation of the SEF. Customer acknowledges that the SEF (i) is the personal property of Seller as defined under Article 9 of the Uniform Commercial Code as in effect in the State and (ii) shall not be deemed a part of, or fixture to, the Premises. Installation, Operation, and Maintenance of the SEF 3.6 . Seller will be responsible for the installation, operation, and maintenance of the SEF in a manner consistent with Prudent Operating Practices. If the supply of Energy from the SEF in interrupted as a result of malfunction or other shutdown, Seller shall use commercially reasonable efforts to remedy such interruption. Seller will comply with all applicable laws and regulations relating to the operation of the SEF and the generation and sale of Energy, including obtaining and maintaining in effect all relevant approvals and permits. Installation and Maintenance of the Utility Interconnection 3.7 . Seller shall comply at Seller’s sole cost with all applicable operational standards and requirements imposed by the Utility, including interconnection requirements, as stated in the Net Metering Agreement. Maintenance of Health and Safety. Seller will take all reasonable safety precautions with respect to the operation, maintenance, repair and replacement of the SEF and will comply with all applicable health and safety Laws, rules, regulations, and permit requirements. If Seller becomes aware of any circumstance relating to the Premises or the SEF that creates an imminent risk of damage or injury to any Person or any Person’s property, Seller shall take prompt action to prevent such damage or injury and will give notice of such condition to Customer’s emergency contact identified on Exhibit C. Such action may include disconnecting and removing all or a portion of the SEF, or suspending the supply of Energy to Customer. If Seller determines that the SEF should be removed to avoid an imminent risk of Packet 103 of 156 {WSS840942.DOC;1\00006.900000\ } 6 damage or injury to any Person or any Person’s property, Seller will comply with the same conditions and requirements that apply to a removal of the SEF at the expiration of the Contract Term as detailed in Section 7.5 3.8 . If the cause of the threat relates to the SEF itself or the actions of Seller or other Persons for whom Seller is legally responsible, such remedial action will be at Seller’s sole cost and expense. If the cause of the threat is unrelated to the SEF or the actions of Customer or other Persons for whom Customer is legally responsible, such remedial action will be at Customer’s sole cost and expense. Avoidance of Liens on the Premises; Obligation to Cure Liens 3.9 . Seller will not directly or indirectly allow any Lien by, through or under Seller, on or with respect to the Premises or any interest therein or any other asset of Customer, including, without limitation, any Lien arising from or relating to the construction, ownership, maintenance or operation of the SEF by Seller. Seller will defend and indemnify Customer against all costs and expenses (including reasonable attorneys’ fees and court costs at trial and on appeal) incurred in discharging and releasing any such Lien. Payment of Taxes and Assessments. Subject to Section 4.7 3.10 , Seller is solely responsible for all income, gross receipts, ad valorem, personal property or real property, or other similar tax relating to Seller’s ownership of the SEF. Consultation with Customer; Roof Penetrations; Cooperation. Seller will provide Customer with plans and specifications for installation of the SEF before commencing any work on the Premises, and such plans shall be subject to Customer’s approval. Section 2.3.1 of the Lease Agreement governs any roof penetration. Seller will cooperate with Customer in temporarily relocating the SEF during any periods in which roof is being repaired or replaced, subject to Section 7.4 3.11 . No Infringement 4. . Seller is responsible for ensuring that neither the SEF nor any of Seller’s services provided to Customer pursuant to this Agreement infringes on any third party’s intellectual property or other proprietary rights. 4.1 BUYER’S RIGHTS, DUTIES AND OBLIGATIONS Accept Energy. Customer shall accept at the Delivery Point all Energy produced by the SEF at the then-applicable Energy Price set forth on Exhibit B 4.2 . Assistance with Net Metering Applications, Permits and Licenses 4.3 . At Seller’s sole cost, Customer will use commercially reasonable efforts to assist Seller and cooperate with Seller, as necessary, to acquire and maintain approvals, permits, and authorizations related to the construction, operation, maintenance and repair of the SEF, including providing any building owner or occupant authorizations, and signing any applications for permits, Utility interconnection and net metering applications, and rebate applications as are required by law to be signed by Customer. Customer will deliver to Seller copies of any necessary approvals, permits, rebates or other financial incentives that are required by law in the name or physical control of Customer. Maintenance of Premises Comment [A4]: ok . Customer will maintain the roof and the Premises in good condition and repair, and will use commercially reasonable efforts to maintain Customer’s Packet 104 of 156 {WSS840942.DOC;1\00006.900000\ } 7 electrical energy equipment located on the Premises in good condition and repair so as to be able to receive and use the Energy generated by the SEF. Customer’s obligations are based on the estimates of the weight of the SEF provided by Seller in Sectioin 6.2 of the Lease Agreement. Customer will maintain its connection and service contract(s) with the Utility, or any successors thereto, so that Customer can, upon any suspension or interruption of delivery of Energy from the SEF, provide the Premises with its full requirements for electricity. 4.4 Rebates Belong to Seller. Any grant, rebate, incentive payment or credit paid by the Utility or any other entity resulting from or relating to the design, construction, and operation of the SEF at the Premises (a “System Rebate 4.5 ”) shall be the sole property of Seller. Any System Rebate which is initially credited or paid to Customer will be assigned by Customer to Seller without delay. At Seller’s expense, Customer agrees to cooperate with Seller in any applications for System Rebates; provided, however, Customer is not required to disclose proprietary information in connection with completing such applications. Liens 4.5.1 . Notice to Premises Lienholders and Release 4.5.2 . Customer will use reasonable commercial efforts to give effective notice of Seller’s ownership of the SEF and the SEF’s status as personal property to all parties having an interest in or Lien upon the real property and fixtures that are part of the Premises. If there is any Lien against the Premises that could reasonably be construed as prospectively attaching to the SEF as a fixture of the Premises, Customer shall use commercially reasonable efforts to obtain a disclaimer or release of such Lien. If Customer is the fee owner of the Premises, Customer consents to the filing of a disclaimer of the SEF as a fixture of the Premises in the office where real estate records are customarily filed in the jurisdiction of the Premises. Avoidance of Liens on the SEF 4.6 . Customer will not directly or indirectly allow any Lien on or with respect to the SEF by, through or under Customer. If Customer becomes aware of a Lien on the SEF by, through or under Customer, Customer will promptly give Seller written notice of such Lien and will take such action as is necessary or appropriate to have such Lien discharged and removed. Customer will indemnify Seller against all reasonable costs and expenses (including reasonable attorneys’ fees) incurred in discharging and releasing such Lien. Seller Failure to Pay Taxes and Charges 4.7 . If Customer, either directly or as a levy against the Premises, is assessed any taxes or fees that are the responsibility of Seller under this Agreement, Customer will promptly give Seller written notice of such imposition and Seller will promptly pay such taxes to avoid penalties and interest accruing on such assessments. Customer’s Taxes, Fees and Charges Comment [A5]: ok . Customer is responsible for paying all taxes, charges, levies and assessments against the Premises except to the extent such taxes, charges, levies and assessments arise directly from the installation of the SEF on the Premises. Customer is also responsible for paying all sales, use and other taxes, and any and all franchise fees or similar fees assessed against Customer as a result of Customer’s purchase of the Energy and, in the event that Customer exercises its purchase option, its purchase of the SEF, which fees are not otherwise the obligation of Seller. Packet 105 of 156 {WSS840942.DOC;1\00006.900000\ } 8 4.8 Security, Health and Safety. Customer will provide reasonable measures for the security of the Premises, including restricting access to the area on which the SEF is located and providing commercially reasonable monitoring of the Premises’ security alarms. Customer will use commercially reasonable efforts to maintain the Premises in a structurally sound and safe condition consistent with all applicable Laws. If Customer becomes aware of any circumstances relating to the SEF that creates an imminent risk of damage or injury to the SEF or any employee of Seller, Customer will promptly notify Seller's emergency contact identified on Exhibit C 4.9 of such threat. Notice of Damage. If Customer becomes aware of any physical conditions or other circumstances that indicate there has been or might be damage to or loss of the use of the SEF or that could reasonably be expected to adversely affect the SEF, Customer will promptly notify Seller’s emergency contact identified on Exhibit C 5. . 5.1 ACCEPTANCE TESTING, METERING, INVOICING AND PAYMENT SEF Acceptance Testing. Seller will conduct one or more tests on the SEF during installation to confirm the operation of the installed capacity of the SEF. Commercial operation will begin on the date that: (i) one hundred percent (100%) of the nameplate capacity has been installed; (ii) testing indicates that the SEF is producing Energy at no less than the nameplate capacity; (iii) the SEF has operated for a period of not fewer than five (5) hours at capacity without experiencing any abnormal or unsafe operating conditions; and (iv) Seller has acquired all permits necessary to authorize the production, sale and delivery of Energy in the intended amounts (such date, the “Commercial Operation Date 5.2 ”). Customer may attend the testing session at Customer’s own cost. Estimated Annual Production. The expected annual output of the SEF for each year of the Contract Term is set forth on Exhibit B. Customer acknowledges that the Estimated Annual Production amounts shown on Exhibit B 5.3 are estimates for planning purposes only and do not represent guaranteed levels of the delivery of Energy. Metering of Delivery 5.4 . Seller shall measure the amount of Energy supplied to Customer at the Delivery Point using a commercially available, revenue-grade metering system. Such meter shall be installed and maintained at Seller’s cost. Customer shall cooperate with Seller to enable Seller to have reasonable access to the meter as needed to inspect, repair and maintain such meter. At Seller’s option, the meter may have standard industry telemetry and/or automated meter reading capabilities to allow Seller to read the meter remotely. If Seller elects to install telemetry allowing for remote reading, Customer shall allow for the installation of necessary communication lines and shall reasonably cooperate in providing access for such installation. The meter shall be kept under seal, such seals to be broken only when the meter is to be tested, adjusted, modified or relocated. In the event that Seller breaks a seal, Seller shall notify Customer as soon as practicable. Seller shall provide Customer, for information purposes only, a monthly summary of Energy delivered to the Delivery Point. Consideration for Energy Delivered. For each year of the Contract Term, as consideration for the delivery of Energy by Seller, Customer shall pay the Energy Price set forth on Exhibit B. Packet 106 of 156 {WSS840942.DOC;1\00006.900000\ } 9 5.5 Invoicing 5.6 . Seller shall invoice Customer for Energy delivered within ten (10) Business Days after the end of the prior quarterly billing period. Each invoice will set out the amount of Energy delivered in kWh during the prior billing period, the then-applicable Energy Price, and the amount then due, including any taxes assessed on the delivery and sale of Energy to Customer at the Delivery Point. Such invoice shall include sufficient details so that Customer can reasonably confirm the accuracy of the invoice including, among other details, beginning and ending meter readings. Payment 5.7 . Customer shall make payment to Seller for Energy at the address specified by Seller in this Agreement. If made by mail, payment shall be posted within thirty (30) Business Days following the date Customer receives the applicable invoice. If such due date falls on a weekend or legal holiday, the due date shall be the next Business Day. Payments posted after the due date shall be considered late and shall bear Interest on the unpaid balance. Meter Verification 5.8 . Annually, or earlier if Seller has reason to believe there may be a meter malfunction, Seller will test the meter and provide copies of such tests to Customer. Each test shall be conducted by an independent third-party qualified to conduct such tests. Customer shall be notified seven (7) days in advance of each such test and have a right to be present during such test. If a meter is inaccurate, it shall be promptly repaired or replaced. If a meter is inaccurate by more than two percent (2%) and it is not known when the meter inaccuracy commenced (if such evidence exists, such date will be used to adjust prior invoices), then the invoices covering the period of time since the last meter test shall be adjusted for the amount of the inaccuracy on the assumption that the inaccuracy persisted during one-half of such period. Books and Records 5.9 . To facilitate payment and verification, Seller shall maintain all books and records necessary for billing and payments, including copies of all invoices under this Agreement, for a period of at least five (5) years, and Seller shall grant Customer reasonable access to those books, records and data at the principal place of business of Seller. Customer may examine such books and records relating to transactions under, and administration of, this Agreement, at any time during the period the records are required to be maintained, upon request with reasonable notice and during normal business hours. Payment Adjustments: Billing Errors. Payment adjustments will be made if Customer or Seller discovers any inaccuracy in invoicing, or if, pursuant to Section 5.7 6. above, there is determined to have been a meter inaccuracy sufficient to require a payment adjustment. If the required adjustment is in favor of Customer, Customer’s monthly payment shall be credited in an amount equal to the adjustment. If the required adjustment is in favor of Seller, Seller will add the adjustment amount to Customer’s next monthly invoice. Adjustments in favor of either Customer or Seller shall bear Interest until settled in full. 6.1 NOTICES Addresses for the Delivery of Notices. Any notice required, permitted, or contemplated hereunder shall be in writing, shall be addressed to the Party to be notified at the address set forth below or at such other address or addresses as a Party may designate for itself from time to time by notice hereunder. Such notices may also be sent by fax transmission: Packet 107 of 156 {WSS840942.DOC;1\00006.900000\ } 10 To Seller: Edmonds Community Solar Cooperative C/O Tangerine Power Corporation 999 Northlake Way, Suite 301 Seattle, WA 98103 Attention: Stanley Florek Fax No.: (206) 973-.5385 Phone No.: (425206) 425.8901891-4001 With a copy to: [________________________]Chris Herman 19420_84th Av. W[________________________] [________________________]Edmonds, WA 98026 [________________________] Fax No.: [(___)__________] Phone No.: [(___)__________](206) 525-3969 To Customer: City of Edmonds 121 5th Ave No Edmonds, WA 98020 Facsimile No.: [________________] Attn: [________________________] To Customer (invoices): City of Edmonds 121 5th Ave No Edmonds, WA 98020 Attn: [________________________] 6.2 Acceptable Means of Delivering Notice 7. . Each notice required, permitted, or contemplated hereunder shall be deemed to have been validly served, given or delivered as follows: (a) if sent by United States mail with proper first class postage prepaid, three (3) calendar days following the date of the postmark on the envelop in which such notice was deposited in the United States mail; (b) if sent by a regularly scheduled overnight delivery carrier with delivery fees either prepaid or an arrangement with such carrier made for the payment of such fees, the next Business Day after the same is delivered by the sending Party to such carrier; (c) if sent by fax and if concurrently with the transmittal of such fax the sending Party contacts the receiving Party at the phone number set forth above to indicate such fax has been sent (which indication by phone may be done by leaving a voicemail for the receiving Party at such phone number), at the time such fax is transmitted by the sending Party as shown by the fax transmittal confirmation of the sending Party; or (d) if delivered in person, upon receipt by the receiving Party. 7.1 CHANGES IN CIRCUMSTANCE; TERMINATION; PURCHASE OPTION Change in Circumstances. Packet 108 of 156 {WSS840942.DOC;1\00006.900000\ } 11 7.1.1 Substitution of Premises. Except to the extent this Agreement is assigned by Customer as permitted by Section 11 7.1.2 or as excused by Force Majeure, if Customer vacates the Premises prior to the expiration of this Agreement, Customer may provide Seller a mutually agreeable substitute location on which Seller may operate the SEF. The substitute location must be (a) acceptable to Seller in its reasonable discretion and (b) serviced by the same Utility as the Premises or have similar solar characteristics and local utility rates as the Premises. Customer will provide Seller not fewer than one hundred and eighty days (180) days’ written notice prior to the date on which it desires to effect such substitution. Amendment to Agreement Upon Substitution of Premises 7.1.3 . In connection with any location substitution, Customer and Seller shall amend this Agreement to identify the substitute location and set forth any modifications to the commercial terms of this Agreement. The Contract Term of any amendment will be equal to the remaining Contract Term of this Agreement. The execution and delivery of any amendment will not be deemed a termination of this Agreement triggering any Early Termination Fee. Customer will provide Seller any and all consents or releases from any owner, lessor, or mortgagee of the substituted location as may be required by Seller or Seller’s Lender in connection with the substitute location. Customer will pay all costs associated with relocation of the SEF, including all costs and expenses incurred by or on behalf of Seller in connection with: (i) removal of the SEF from the Premises; (ii) installation and testing of the SEF at the substitute location; (iii) applicable interconnection fees, permit fees, and expenses at the substitute location; (iv) new title search; and (iv) other reasonable and documented out of pocket expenses of Seller connected to preserving and re- filing any security interest in the SEF held by Seller’s Lender. Removal of SEF Upon Substitution 7.2 . If Seller and Customer have agreed upon a substitute location for the SEF, Seller will remove the SEF from the Premises within one hundred and eighty (180) days after execution of the amendment to this Agreement. Seller will restore the Premises to its original condition, except for SEF mounting pads or other support structures,weatherheads and ordinary wear and tear. Seller will take care to assure that the removal of the SEF will not affect the integrity of the Premises, which will be as leak-proof as it was prior to removal of SEF. Early Termination Rights 7.2.1 . Seller’s Early Termination Rights. In addition to any other rights to terminate under other provisions of this Agreement, Seller may terminate this Agreement at any time prior to Commercial Operation Date upon thirty (30) days written notice to Customer, without further liability except as provided herein, if Seller (a) determines that the SEF cannot be built as planned or that its construction and operation would not be economically viable for Seller; or (b) Seller in unable, after diligent efforts, to obtain or maintain required approvals from Governmental Authorities for the installation and operation of the SEF. If Seller exercises its early termination right under this Section 7.2.1 7.2.2 , Seller will reimburse Customer for any costs incurred by Customer in connection with the planned installation of the SEF and will remove, at Seller’s sole cost and expense, any portion of the SEF already installed at the Premises. Customer’s Early Termination Rights. In addition to any other rights to terminate under other provisions of this Agreement, Customer may terminate this Agreement at Packet 109 of 156 {WSS840942.DOC;1\00006.900000\ } 12 any time on thirty (30) days written notice to Seller, without further liability except as provided herein. In the event of termination by Customer, Customer shall pay Seller the amounts set forth below: (a) If Customer elects to terminate this Agreement pursuant to this Section 7.2.2 (b) If Customer terminates this Agreement pursuant to this prior to the commencement of physical installation of the SEF on the Premises, Customer shall pay or reimburse Seller for all reasonable and documented time and materials expenses incurred by Seller relating to the planned installation and operation of the SEF on the Premises arising on or after the Commercial Operation Date until the date of Customer’s notice of termination of this Agreement. Section 7.2.2 Customer shall pay Seller any and all amounts due under this Section 7.2.2 within fifteen (15) Business Days of being invoiced therefore by Seller. after the Commercial Operation Date, Customer will pay an amount TO BE NEGOTIATEDto be negotiated Seventy Five Thousand Dollars ($75,000) for each remaining year under the agreement as of the date the notice to terminate is received, and Customer will reimburse Seller for Seller’s reasonable and documented costs and expenses of removing the SEF. Customer understands that if the system ceases operation in the first 5 years after construction. Seller may be required under Internal Revenue Service rules to repay certain Tax Credits, Grants, and Depreciation allowances that Seller accepted under expectations of this contract.under expectation that the systemSolar Energy Facility will be in operation in its original location for at least 5 years after commissioning. 7.3 Early Termination Fee 7.3.1 . Liquidated Damages Not Penalty 7.3.2 . Customer acknowledges that the Early Termination Fee constitutes liquidated damages, and not penalties, payable in lieu of Seller’s actual damages resulting from the early termination of this Agreement. Customer further acknowledges that Seller’s actual damages may be impractical and difficult to accurately ascertain, and in accordance with Customer’s rights and obligations under this Agreement, the Early Termination Fee constitutes fair and reasonable damages to be borne by Customer in lieu of Seller’s actual damages. Termination After An Event of Default. Section 9.3 provides that Seller may terminate this Agreement if Customer is the defaulting party, and Section 9.1 7.4 provides that Customer may terminate this Agreement if Seller is the defaulting party. If Seller terminates this Agreement due to a Customer Default, Seller is entitled to receive the Early Termination Fee upon such termination. If Customer terminates this Agreement due to a Seller Default, Seller shall not be entitled to the Early Termination Fee. Temporary Closure of the Premises Comment [A6]: Our primary concern in this section for protectin g cooperative members’ and officers’ interests is IRS rules governing incentives for solar power. The solar power system must remain in place and in operation on the same property for a minimum 5 years. If the system is shut down and/or removed for any reason prior to the 6th year the IRS may “recapture” certain tax benefits from the cooperative. This recapture takes the form of a collectible obligation of the US Treasury. I am optimistic that the attached language will allow for enough certainty on both of our parts to proceed as planned. . If Customer desires or needs to conduct any type of work on the roof areas or supporting structures of the Premises, or incurs a power outage in excess of forty-eight (48) hours that will require Seller to cease making deliveries of Energy, Seller may adjust Customer’s payments to reflect Seller’s losses of income and additional Formatted: Font: Bold Packet 110 of 156 {WSS840942.DOC;1\00006.900000\ } 13 expenses during the period in which Energy could not be generated and delivered to Customer. The payment adjustment shall be equal to the sum of (a) Seller’s lost revenue from Energy sales based on the estimated or historical output of the SEF, as applicable; plus (b) Seller’s costs of making the required roof area available to Customer by moving, disassembling, removing, storage, re-assembling, and re-commissioning the SEF, as required; plus, (c) Seller’s lost income from any sale of Environmental Attributes. Seller will provide Customer with a calculation of the anticipated lost revenues and additional costs to be incurred by Seller. Customer will have twenty (20) calendar days to review the calculation and make, in writing, any objections to the calculation. Absent plain error, the calculation shall be binding as to the payment adjustment to be made by Customer. Customer will make a reasonable commercial effort to give Seller as much advance notice as possible, but in no event fewer than thirty (30) calendar days notice of Seller’s need to move or relocate the SEF. Customer will keep Seller notified of the anticipated date on which Seller can start reinstalling the SEF in fully functional form. Once the work is completed and the SEF is fully functional, Customer will promptly pay to Seller the full amount of the adjustment upon being invoiced by Seller. 7.5 Removal of SEF at Expiration, Early Termination or Event of Default 7.6 . Seller will remove the SEF from the Premises at the end of the Contract Term or upon any early termination of this Agreement, unless a replacement agreement is in place or being negotiated. Seller will pay all costs and expenses of removal except where Seller has terminated this Agreement due to a Customer Default. Customer shall be responsible for the costs and expenses of removal if the termination is due to a Customer Default. Removal will occur within sixty (60) days of termination, and the Premises will be returned to its original condition, except for SEF mounting pads or other support structures weatherheads and ordinary wear and tear. Seller will take commercially reasonable steps to ensure the removal of the SEF does not affect the integrity of the Premises, which will be as leak proof as it was prior to removal of SEF. If Seller fails to remove or commence substantial efforts to remove the SEF within the sixty (60)-day period, Customer has the right, at its option, to have the SEF removed and stored in a public warehouse at Seller’s cost. Customer may also undertake the restoration of the Premises to its original condition (other than SEF mounting pads or other support structuresweatherheads and ordinary wear and tear) at Seller’s cost; provided, however that Customer may not undertake any improvements or betterments to the condition of the Premises at Seller’s cost. Customer’s Purchase Option. Customer shall have the option at the end of the Initial Term and any applicable Extension Term to purchase the SEF at the Buy Out Price. Customer may exercise its purchase option by giving Seller no fewer than ninety (90) calendar days’ written notice prior to the expiration of the Initial Term or any applicable Extension Term of its interest in exercising the purchase option. If Customer provides such timely notice, the Parties shall attempt to agree on a fair market price for the SEF. If the Parties cannot agree on a value within thirty (30) calendar days after the date of Customer’s notice to Seller, fair market value shall be determined by an independent energy appraiser mutually acceptable to the Parties. In any case, ‘fair market value’ shall mean the price that would be established in an arm’s-length transaction between an informed and willing buyer and an informed and willing seller for the equipment that comprises the SEF as installed at the Premises. However, the determination of fair market value will not take into account the value of this Agreement or the Easement Agreement. Customer acknowledges that Seller makes no representation or promise as to the fair market value of the SEF at any future time. After having been informed in writing of the fair Packet 111 of 156 {WSS840942.DOC;1\00006.900000\ } 14 market value of the SEF for purposes of exercising its option, if Customer chooses to commit to such exercise, (i) Customer shall notify Seller in writing delivered not fewer than thirty (30) days prior to the expiration of the Initial Term or any Extension Term (as applicable), and (ii) Customer and Seller will promptly execute all documents necessary to (A) pass title to the SEF to Customer, free and clear of any Liens (except those Liens that will be paid and removed by Seller upon receipt of the Buy Out Price), (B) assign all license and other rights to Customer necessary for Customer to own, operate and maintain the SEF and (C) assign all valid and existing warranties for the SEF to Customer. Customer will pay the Buy Out Price to Seller concurrently with the passage of title to the SEF. Customer waives it right to exercise the purchase option if Customer does not give Seller timely written notice of Customer’s intent to exercise. 8. FORCE MAJEURE 8.1 No Liability If a Force Majeure Event Occurs 8.2 . Neither Seller nor Customer will liable to the other in the event it is prevented from performing its obligations hereunder in whole or in part due to an event of Force Majeure. The Party unable to fulfill any obligation by reason of a Force Majeure shall take all action necessary to remove such inability with all due speed and diligence. The nonperforming party will be prompt and diligent in attempting to remove the cause of its failure to perform, and nothing herein shall be construed as permitting such Party to continue to fail to perform after said cause has been removed; provided, however, the obligation to use due diligence shall not be interpreted to require resolution of labor disputes by acceding to demands of the opposition when such course is inadvisable in the discretion of the party having such difficulty. The occurrence and continuation of an event of Force Majeure shall not suspend or excuse the obligation of a party to make any payments due hereunder. Notice 9. DEFAULTS/REMEDIES . In the event of any delay or nonperformance resulting from an event of Force Majeure, the party suffering the event of Force Majeure shall, as soon as practicable, notify the other party in writing of the nature, cause, date of commencement thereof and the anticipated extent of any delay or interruption in performance; provided, however, that a party’s failure to give timely notice shall not affect such party’s ability to assert Force Majeure unless the delay in giving notice prejudices the other party. 9.1 Seller Defaults. The following events shall be defaults with respect to Seller (each, a “Seller Default 9.1.1 Seller fails to pay any undisputed amounts due Customer pursuant to this Agreement or the incorporated Lease Agreement, and such breach remains uncured for fifteen (15) Business Days following notice of such breach to Seller; ”): 9.1.2 Seller breaches any material term of this Agreement, or the Lease Agreement, and (A) if such breach is capable of being cured within thirty (30) days after Customer’s notice of such breach, Seller has failed to cure the breach within such thirty (30) day period, or (B) if Seller has diligently commenced work to cure such breach during such thirty (30) day period but such breach is not capable of cure within such period, Seller has failed to Comment [A7]: ok Comment [A8]: ok Packet 112 of 156 {WSS840942.DOC;1\00006.900000\ } 15 cure the breach within a further thirty (30) day period (such aggregate period not to exceed sixty (60) days from the date of Customer’s notice; or 9.1.3 (A) Seller commences a voluntary case under any bankruptcy law; (B) Seller fails to controvert in a timely and appropriate manner, or acquiesces in writing to, any petition filed against Seller in an involuntary case under any bankruptcy law; or (C) any involuntary bankruptcy proceeding commenced against Seller remains undismissed or undischarged for a period of sixty (60) days. 9.2 Customer’s Remedies. If a Seller Default described in Section 9.1.3 has occurred, this Agreement shall terminate automatically (without requirement of notice). If a Seller Default described in Sections 9.1.1 or 9.1.2 9.3 has occurred and is continuing, Customer may terminate this Agreement by written notice to Seller following the expiration of the applicable cure period. In the event of a Seller Default, Customer may also exercise any other remedy it may have at law or equity. Customer Defaults. The following events shall be defaults with respect to Customer (each, a “Customer Default 9.3.1 Customer fails to pay any undisputed amounts due Seller pursuant to this Agreement and such breach remains uncured for fifteen (15) Business Days following notice of such breach to Seller; ”): 9.3.2 Customer breaches any material term of this Agreement, and (A) if such breach is capable of being cured within thirty (30) days after Seller’s notice of such breach, Customer has failed to cure the breach within such thirty (30) day period, or (B) if Customer has diligently commenced work to cure such breach during such thirty (30) day period but such breach is not capable of cure within such period, Customer has failed to cure the breach within a further thirty (30) day period (such aggregate period not to exceed sixty (60) days from the date of Seller’s notice); 9.3.3 (A) Customer commences a voluntary case under any bankruptcy law; (B) Customer fails to controvert in a timely and appropriate manner, or acquiesces in writing to, any petition filed against Customer in an involuntary case under any bankruptcy law; or (C) any involuntary bankruptcy proceeding commenced against Customer remains undismissed or undischarged for a period of sixty (60) days; 9.3.4 Customer (A) refuses to sign authorizations needed to obtain any Environmental Attributes or Environmental Incentives, (B) causes any material change to the condition of the Premises that has a material adverse effect on the SEF, or (C) purposefully causes a breach of any term of the Net Metering Agreement. 9.4 Seller’s Remedies. If a Customer Default described in Sections 9.3.1, 9.3.2 or 9.3.4 has occurred and is continuing, Seller may terminate this Agreement immediately upon the expiration of the respective cure periods set forth in such provisions; and in addition to any other remedy hereunder, Seller may (i) discontinue delivering Energy from the SEF to the Premises, (ii) remove the SEF from the Premises in compliance with the terms of this Agreement, and (iii) invoice Customer for the Early Termination Fee pursuant to Section 7.3.2. If a Customer Packet 113 of 156 {WSS840942.DOC;1\00006.900000\ } 16 Default described in Section 9.3.3 10. LIMITATION OF LIABILITY AND EXCLUSION OF WARRANTIES has occurred and is continuing, Seller may terminate this Agreement upon fifteen (15) calendar days’ prior notice to Customer. Following the occurrence of a Customer Default, Seller shall use commercially reasonable efforts to redeploy the SEF in another location in order to mitigate its damages but shall be under no obligation to redeploy the SEF on terms that Seller, in its own commercially reasonable discretion, determines to be commercially unacceptable. In addition, upon a Customer Default, Seller may pursue any other remedy given under this Agreement or now or hereafter existing at law or in equity or otherwise. 10.1 LIMITATION OF LIABILITY. EXCEPT AS EXPRESSLY PROVIDED FOR IN SECTIONS 14.1 AND 14.2 10.2 OF THIS AGREEMENT RELATING TO INDEMNIFICATION OBLIGATIONS OF SELLER AND CUSTOMER, NEITHER SELLER, BUYER CUSTOMER OR ANY OF THEIR RESPECTIVE INDEMNIFIED PERSONS SHALL BE LIABLE TO THE OTHER OR ITS INDEMNIFIED PERSONS FOR ANY SPECIAL, PUNITIVE, EXEMPLARY, INDIRECT, OR CONSEQUENTIAL DAMAGES, OR LOSSES OR DAMAGES FOR LOST REVENUE OR LOST PROFITS, WHETHER FORESEEABLE OR NOT, ARISING OUT OF, OR IN CONNECTION WITH THIS AGREEMENT, OTHER THAN INDEMNITY OBLIGATIONS WITH RESPECT TO THIRD-PARTY CLAIMS. NOTWITHSTANDING ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY, SELLER’S AND BUYER’S CUSTOMER’S MAXIMUM LIABILITY TO THE OTHER PARTY, EXCEPT INDEMNITY OBLIGATIONS IN RESPECT OF PERSONAL INJURY, PROPERTY DAMAGE AND INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS, UNDER THIS AGREEMENT SHALL BE LIMITED, IN THE AGGREGATE, TO THE DIFFERENCE BETWEEN THE ENERGY PRICE CUSTOMER WOULD PAY UNDER THIS AGREEMENT AND CUSTOMER'S REPLACEMENT ENERGY COST DURING THE INITIAL TERM. EXCLUSION OF WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH IN SECTIONS 3.5, 3.6, AND 3.7 11. ASSIGNMENT , THE INSTALLATION WORK, SEF OPERATIONS, AND MAINTENANCE SERVICES PROVIDED BY SELLER TO CUSTOMER PURSUANT TO THIS AGREEMENT SHALL BE “AS-IS WHERE-IS.” NO OTHER WARRANTY TO CUSTOMER OR ANY OTHER PERSON, WHETHER EXPRESS, IMPLIED OR STATUTORY, IS MADE AS TO THE INSTALLATION, DESIGN, DESCRIPTION, QUALITY, MERCHANTABILITY, COMPLETENESS, USEFUL LIFE, FUTURE ECONOMIC VIABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE SOLAR ENERGY FACILITY OR AS TO ANY OTHER MATTER, ALL OF WHICH ARE EXPRESSLY DISCLAIMED BY SELLER. 11.1 General Prohibition on Assignments. Except as provided in this Section 11 and Section 12, neither party shall have the right to assign any of its rights, duties or obligations under this Agreement without the prior written consent of the other party, which consent may not be unreasonably withheld or delayed. Seller may assign any of its rights, duties or obligations under this Agreement, without the consent of Customer, (i) to one or more of its affiliates, (ii) to Packet 114 of 156 {WSS840942.DOC;1\00006.900000\ } 17 one or more third parties in connection with a financing transaction, (iii) to any Person succeeding to all or substantially all of the assets of Seller, or (v) to a successor entity in a merger or acquisition transaction. 11.2 Change of Control of Seller 11.3 . Any direct or indirect change of control of Seller (whether voluntary or by operation of law) shall be deemed an assignment that shall not require the prior written consent of Customer. Change of Control of Customer; Sale of Premises 12. LENDER ACCOMMODATIONS . Upon ten (10) Business Days’ prior written notice to Seller but without Seller’s consent, Customer may assign its interests in this Agreement to any Person that has acquired title to the Premises or any Person that has acquired title to all or substantially all of Customer’s assets or business, whether by merger, acquisition or otherwise. Customer will be released from all obligations and liabilities under this Agreement only to the extent the proposed assignee assumes in writing, prior to such assignment purporting to become effective, all of Customer’s obligations and liabilities under this Agreement and delivers to Seller evidence satisfactory to Seller demonstrating such Person’s financial capability to perform all of Customer’s obligations under this Agreement. In the event of a transfer or sale of the Premises that does not result in the assumption of this Agreement by a Person meeting the qualifications set forth above, Customer shall not be so released. 12.1 Customer Acknowledgment. Customer acknowledges that Seller may finance the SEF with financing accommodations from one or more financial institutions and that if financed, Seller’s obligations will be secured by, among other collateral, a pledge or collateral assignment of this Agreement and a first security interest in the SEF. In order to facilitate such financing, and with respect to any such financial institutions of which Seller has notified Customer in writing (each, a “Lender 12.1.1 ”), Customer agrees as follows: Consent to Collateral Assignment 12.1.2 . Seller shall have the right to assign this Agreement as collateral for financing or refinancing of the SEF, and Customer hereby consents to the collateral assignment by Seller to any Lender of Seller’s right, title and interest in and to this Agreement. Lender’s Rights Following an Event of Default (a) Lender, as collateral assignee, shall be entitled to exercise, in the place and stead of Seller, any and all rights and remedies of Seller under this Agreement in accordance with the terms of this Agreement. Lender shall also be entitled to exercise all rights and remedies of secured parties generally with respect to this Agreement and the SEF. . Notwithstanding any contrary term of this Agreement: (b) Lender shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Seller hereunder or cause to be cured any default or event of default of Seller in the time and manner provided by the terms of this Agreement. Nothing herein requires Lender to cure any default of Seller (unless Lender has succeeded to Seller’s interests) to perform Packet 115 of 156 {WSS840942.DOC;1\00006.900000\ } 18 any act, duty or obligation of Seller, but Customer hereby gives Lender the option to do so. (c) Upon the exercise of remedies under its security interest in the SEF, including any sale thereof by Lender, whether by judicial proceeding or under any power of sale, or any conveyance from Seller to Lender, Lender will give notice to Customer of the transferee or assignee of this Agreement; provided however, that any sale, transfer or other disposition of the SEF by Lender, whether by judicial proceeding or otherwise, shall be made to a Qualified Assignee. Any such exercise of remedies shall not constitute a Seller Default. (d) Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Seller under the United States Bankruptcy Code, at the request of Lender made within ninety (90) days of such termination or rejection, Customer will enter into a new power purchase and use agreement with Lender or its Qualified Assignee on substantially the same terms as this Agreement. 12.1.3 Customer will not exercise any right to terminate or suspend this Agreement unless Customer has given each Lender of which Customer has notice prior written notice. Customer’s notice of intent to terminate or suspend must specify the condition giving rise to such right. Lender has the longer of thirty (30) Business Days or the cure period allowed for a default of that type under this Agreement to cure the condition; provided that if the condition cannot be cured within such time but can be cured within the extended period, Lender may have up to an additional ninety thirty (9030) days to cure if Lender commence to cure the condition within the thirty Business Day cure period and diligently pursues the cure thereafter. Customer’s and Seller’s obligations under this Agreement will otherwise remain in effect and required to be fully performed during any cure period. 12.1.4 If Lender or its Qualified Assignee (including any purchaser that meets the definition of a Qualified Assignee) will acquire title to or control of Seller’s assets and cures all defaults existing as of the date of such change in title or control within the time allowed by Section 12.1.3 12.2 , then this Agreement will continue in full force and effect. Notice of Defaults and Events of Default 13. GOVERNING LAW; DISPUTE RESOLUTION . Customer agrees to deliver to Lender a copy of any notice of a default or event of default that Customer delivers to Seller. 13.1 Governing Law; Jurisdiction; Venue 13.2 . This Agreement is governed by and shall be interpreted in accordance with the laws of the State, without regard to principles of conflicts of law. EACH PARTY WAIVES ITS RESPECTIVE RIGHT TO ANY JURY TRIAL WITH RESPECT TO ANY LITIGATION ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT. Dispute Resolution Comment [A9]: ok . In the event of any dispute between the Parties arising out of or relating to this Agreement, or the breach thereof, and in the event said dispute cannot be settled through negotiation, the Parties agree to use good faith efforts to settle the dispute by Packet 116 of 156 {WSS840942.DOC;1\00006.900000\ } 19 mediation with a mutually agreed upon mediator administered by the American Arbitration Association under its Commercial Mediation Rules, before resorting to arbitration, litigation, or some other dispute resolution procedure. Any mediation or litigation arising from or relating to this Agreement shall take place in Seattle, Washington. The prevailing party in any proceeding under this Section 13.2 14. INDEMNIFICATION shall be entitled to recover its reasonable costs and expenses incurred in connection with such action, including reasonable attorneys’ fees. 14.1 Seller’s Indemnity to Customer. Seller agrees that it will indemnify, defend and hold harmless Customer and Customer’s permitted successors and assigns and each of their its respective subsidiaries, directors, officers, members, shareholders and employees (collectively, “Customer Indemnified Parties”) from and against any and all claims, losses, costs, damages and expenses, including reasonable attorneys’ fees, incurred by Customer Indemnified Parties arising from or out of the following: (a) any injury or death, or a loss or damage to property was caused by Seller, or any agent, subcontractor or component supplier of Seller (“Seller’s Agents 14.2 ”) relating to the installation or operation of the SEF or otherwise caused by the activities or conduct of Seller or Seller’s Agents at the Premises, or (b) any claim that the SEF infringes on patents or improperly uses proprietary rights. Seller is excused from any indemnity obligation to Customer Indemnified Parties and is not required to reimburse or indemnify any Customer Indemnified Party for any claim to the extent such claim is due to the gross negligence or willful misconduct of any Customer Indemnified Party. Customer’s Indemnity to Seller. Customer agrees that it will indemnify and hold harmless Seller and Seller’s permitted successors and assigns and each of their respective subsidiaries, directors, officers, members, shareholders and employees (collectively, “Seller Indemnified Parties 15. INSURANCE ”) from and against any and all damages and expenses incurred by Seller Indemnified Parties arising from or out of a claim against Seller by any third person that an injury or death, or a loss or damage to property was caused by the activities or conduct of Customer at the Premises. Customer is excused from any indemnity obligation to Customer Indemnified Parties and is not required to reimburse or indemnify any Seller Indemnified Party for any claim to the extent such claim is due to the gross negligence or willful misconduct of any Seller Indemnified Party. 15.1 Obligation to Maintain Coverage Comment [A10]: ok . Customer and Seller shall each maintain in full force and effect the insurance coverages usual and typical for their respective types of businesses throughout the Contract Term. In addition, Customer and Seller each shall maintain Commercial General Liability Insurance having limits of not less than $1,000,000 general aggregate, $1,000,000 per occurrence. Participation in a governmental insurance pool qualifies as insurance coverage usual and typical for the Customer. In addition, Seller will carry adequate property loss insurance on the SEF. Seller and Customer agree that the SEF need not be covered by Customer’s property coverage. The amount and terms of the SEF insurance coverage will be determined at Seller’s sole discretion. Comment [A11]: ok Comment [A12]: ok Packet 117 of 156 {WSS840942.DOC;1\00006.900000\ } 20 15.2 Certificates of Insurance. Seller will furnish to Customer and Customer will furnish to Seller current certificates evidencing that the insurance required under Section 15.1 15.3 is being maintained. Each of Seller’s and Customer’s insurance policies provided hereunder shall contain a provision whereby the insurer agrees to give the other Party thirty (30) days’ written notice before the insurance is cancelled or materially altered. Additional Insureds 16. CONFIDENTIAL INFORMATION . To the extent deemed necessary or appropriate by Seller, Lender or Customer, Seller’s insurance policy will include Customer as an additional insured as Customer’s interest may appear to the extent commercially reasonable; and Customer’s insurance policy will include Seller as an additional insured as Seller’s interest may appear to the extent commercially reasonable. 16.1 Definition of Confidential Information 16.2 . “Confidential Information” means any written information that either Seller or Customer stamps or otherwise identifies as “confidential” or “proprietary” before disclosing it to the other. Confidential Information does not include (a) information that was publicly available at the time of the disclosure, other than as a result of a disclosure in breach of this Agreement; (b) information that becomes publicly available through no fault of the recipient after the time of the delivery; (c) information that was rightfully in the possession of the recipient (without confidential or proprietary restriction) at the time of delivery or that becomes available to the recipient from a source not subject to any restriction against disclosing such information to the recipient; and (d) information that the recipient independently developed without violating this Agreement. Duty to Maintain Confidentiality. Customer and Seller agree not to disclose Confidential Information received from the other to anyone (other than Customer’s and Seller’s affiliates, counsel, consultants, Lenders, prospective Lenders, purchasers, prospective purchasers, investors, prospective investors, contractors constructing or providing services to the SEF (including but not limited to suppliers), employees, officers and directors who agree to be bound by the provisions of this Section 16.2 16.315.4 ) for any purpose (except as necessary to perform this Agreement), without the deliverers prior written consent. Confidential Information will retain its character as Confidential Information but may be disclosed by the recipient if and to the extent such disclosure is required (i) to be made to Governmental Authorities by any requirements of law, (ii) pursuant to an order of a court or (iii) in order to enforce this Agreement. With the exception of the terms of this Agreement and monthly invoices, the originator or generator of Confidential Information may use such information for its own uses and purposes, including the public disclosure of such information at its own discretion. In the event a recipient is required by law or by a court or regulatory agency to disclose Confidential Information, the recipient will, to the extent possible, notify the deliverer at least five (5) Days in advance of such disclosure. Irreparable Injury; Remedies. Customer and Seller each agree that disclosing Confidential Information of the other in violation of the terms of this Section 16 may cause irreparable harm, and that, notwithstanding Section 13.2 Comment [A13]: ok , the harmed party may seek any and all remedies available to it at law or in equity, including but not limited to injunctive relief. Packet 118 of 156 {WSS840942.DOC;1\00006.900000\ } 21 17.16. MISCELLANEOUS 17.116.1 Tax and Regulatory Compliance; Seller Tax Benefits 17.216.2 . Seller is the owner of the SEF for all purposes, including in respect of any federal, State or local income or property taxes. The Parties agree to reasonably cooperate to structure the transactions contemplated by this Agreement to address, to the mutual benefit of the Parties, the various tax and regulatory compliance issues associated with the SEF, so long as neither Party incurs additional costs or expenses, or suffers adverse economic effects as a result. Entire Agreement; Integration; Exhibits 17.316.3 . This Agreement, together with the Exhibits attached hereto, constitutes the entire agreement and understanding between Seller and Customer with respect to the subject matter hereof and supersedes all prior agreements relating to the subject matter hereof, which are of no further force or effect. The Exhibits attached hereto are integral parts hereof and are made a part of this Agreement by reference. In the event of a conflict between the provisions of this Agreement and those of any Exhibit, the provisions of this Agreement shall prevail, and such Exhibit shall be corrected accordingly. Amendments 17.416.4 . This Agreement may only be amended, modified or supplemented by an instrument in writing executed by duly authorized representatives of Seller and Customer. Prudent Operating Practices 17.516.5 . Except where a higher standard may be expressly required by the terms of this Agreement, for the purpose of this Agreement, Prudent Operating Practices shall be the measure of whether Seller’s performance is reasonable and timely. Unless expressly defined herein, words having well-known technical or trade meanings shall be so construed. No Partnership or Joint Venture 17.616.6 . Seller and Seller’s Agents, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of Customer. This Agreement shall not impart any rights enforceable by any third party (other than a permitted successor or assignee bound to this Agreement). Time 17.716.7 . Time is of the essence in this Agreement. Unenforceable Provision 17.816.8 . In the event that any provision of this Agreement is unenforceable or held to be unenforceable, the Parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby. The Parties will, however, use their best endeavors to agree on the replacement of the void, illegal or unenforceable provision(s) with legally acceptable clauses which correspond as closely as possible to the sense and purpose of the affected provision and this Agreement as a whole. Counterparts 17.916.9 . This Agreement may be executed in one or more counterparts, all of which taken together shall constitute one and the same instrument and each of which shall be deemed an original. Facsimile Delivery. This Agreement may be duly executed and delivered by a Party by execution and facsimile delivery of the signature page of a counterpart to the other Party, and, if delivery is made by facsimile, the executing Party shall promptly deliver, via Packet 119 of 156 {WSS840942.DOC;1\00006.900000\ } 22 overnight delivery, a complete original counterpart that it has executed to the other Party, but this Agreement shall be binding on and enforceable against the executing Party whether or not it delivers such original counterpart. [SIGNATURE PAGES FOLLOW] Packet 120 of 156 {WSS840942.DOC;1\00006.900000\ } 23 IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly executed as of the Effective Date. SELLER: EDMONDS COMMUNITY SOLAR COOPERATIVE, a Washington Cooperative Association By: [____________________________] Name: [__________________________] Title:[___________________________] CUSTOMER: CITY OF EDMONDS By: [____________________________] Name: [__________________________] Title: [___________________________] Packet 121 of 156 {WSS840942.DOC;1\00006.900000\ } Exhibit A - 1 EXHIBIT A DESCRIPTION OF THE PREMISES AND SOLAR ENERGY FACILITY Address: Frances Anderson Center, 700 Main Street, Edmonds WA 98020 Common and/or adjoining rooftops of the following buildings: None Solar Energy Facility: Up to 375 –Silicon-Energy Cascade Series 200w PV module (WA) or equivalent products Up to 18 – Silicon-Energy SIE-4.2 Commercial Inverter or equivalent products Fixed roof mount with ballast tray racks . Packet 122 of 156 {WSS840942.DOC;1\00006.900000\ } Exhibit B - 1 EXHIBIT B ESTIMATED ANNUAL PRODUCTION AND YEARLY ENERGY PRICE Year Annual Production in KWH Average Energy Price 1 72,041 0.051 2 71,682 0.052 3 71,324 0.054 4 70,969 0.055 5 70,615 0.057 6 70,262 0.061 7 69,912 0.063 8 69,563 0.064 9 69,216 0.066 10 68,871 0.068 1. Reflects 0.5% annual panel production degradation. 2. Reflects 3% annual kWh rate escalation. Packet 123 of 156 {WSS840942.DOC;1\00006.900000\ } Exhibit C - 1 EXHIBIT C EMERGENCY CONTACT INFORMATION CUSTOMER: SELLER: [_____________________] [_____________________] [_____________________] Attention: [__________________] Phone No.: [(___) _____________] Email: [_______________________] [_____________________] [_____________________] Attention: [__________________] Phone No.: [(___) _____________] Email: [_______________________] [_____________________] [_____________________] Attention: [__________________] Phone No.: [(____) _____________] Email: [_______________________] Packet 124 of 156 {WSS840942.DOC;1\00006.900000\ } EXHIBIT D NET METERING AGREEMENT ATTACHED IN: http://www.snopud.com/Site/Content/Documents/solarexp/NetMeterAgrmt609web.pdf Packet 125 of 156 {WSS840942.DOC;1\00006.900000\ } EXHIBIT E LENDER AGREEMENT OWNER ACKNOWLEDGEMENT AND CONFIRMATION This Owner Acknowledgement and Confirmation, dated as of [___________], [_____] (this “Acknowledgement”), is made by City of Edmonds (“Owner”). Owner is the owner of real property situated in the County of Snohomish and State of Washington having a street address of 700 Main Street, Edmonds WA 98020 (the “Premises”). Owner is party to that certain Solar Energy services agreement dated [_________], 2011 (the “Agreement”) between Owner and Edmonds Community Solar Cooperative, (“Provider”) pursuant to which a solar photovoltaic system (the “System”) is to be installed, operated and maintained by Provider on the Premises. The System will be connected to the electrical system of the Premises as a supplemental source of electrical power. This Acknowledgement is provided to [___TBD____] (“Lender”) pursuant to Section 12 of the Agreement. Owner has been advised that part of the collateral securing such financial accommodations is the granting by Provider of a first priority security interest (the “Security Interest”) in the System to Lender to be perfected by the filing of a Financing Statement (Form UCC-1) under the Uniform Commercial Code. The Security Interest will cover the System as personal property only, and not as a fixture. Owner hereby acknowledges and confirms to Lender the following matters with respect to the Premises: (a) Provider has the right to install, operate, and maintain the System on the Premises and to grant the Security Interest. (b) To the best of Owner’s knowledge, the granting of the Security Interest will not violate any term or condition of any covenant, restriction, lien, financing agreement, or security agreement affecting the Premises. (c) Owner acknowledges that Lender has relied upon the characterization of the System as being and remaining at all times personal property, as agreed in the Agreement, in accepting the Security Interest as collateral for its financing of the System. (d) Owner is aware of no existing lease, mortgage, security interest or other interest in or lien upon the Premises that could attach to the System as an interest adverse to Lender’s Security Interest therein. (e) Owner will use commercially reasonable efforts to place its successors, assigns, and lienors on notice of Provider’s title to the System, the existence of the Security Interest, and the System’s status as personal property and not a part of the Premises or a fixture thereof, as necessary and appropriate to avoid confusion or adverse claims. (f) Owner disclaims any right to receive any rebate, subsidy, tax credit, or renewable energy credits or other environmental attributes based upon the installation of the System at the Premises, except as otherwise expressly provided in the Agreement. Formatted: Justified Formatted: Justified Formatted: Justified Packet 126 of 156 {WSS840942.DOC;1\00006.900000\ } OWNER: By: [_____________________________] Name: [___________________________] Its: [_____________________________] Packet 127 of 156 Packet 128 of 156 AM-3655 Item #: 1. H. City Council Committee Meetings Date: 01/11/2011 Time:10 Minutes Submitted For:Steve Fisher Submitted By:Kim Karas Department:Public Works Committee:Community/Development Services Type:Action Information Subject Title Interlocal Agreement with the City of Lynnwood to fund the Recycling Coordinator for 2011 and 2012. Recommendation from Mayor and Staff Authorize the Mayor to sign an Interlocal Agreement between Lynnwood and Edmonds to jointly fund the Recycling Coordinator position and implement their respective 2011 and 2012 Waste Prevention and Recycling Programs. Previous Council Action Since 1995, City Council and staff have agreed to pursue a cooperative agreement with the City of Lynnwood to share resources, which would ensure continuation of their respective waste prevention and recycling programs. The original draft interlocal agreement was produced and approved on March 28, 1995. Narrative A provision of the agreement allowed extension of the agreement upon mutual consent of both cities. An updated interlocal agreement has been reviewed and approved by the City Attorney, with this agreement covering the upcoming two-year period of 2011 and 2012. Lynnwood will provide 26 percent (26%) funding of the City of Edmonds Recycling Coordinator position. The cost for the Recycling Coordinator position is funded as follows: 2-Year Amount Funding Source $ 42,300. Department of Ecology Grant $ 49,400. City of Lynnwood $ 95,130. Edmonds Utility Fund (including City match to Department of Ecology Grant - $14,100.) $186,830.00 Total Besides providing education on recycling and other solid waste issues, this position provides public education outreach for the protection of City streams and water courses as required under the Federal Clean Water Act and water conservation information. The Lynnwood City Council has sought authorization from the Mayor of Lynnwood to sign this agreement at an upcoming Council Meeting. Fiscal Impact Fiscal Year:2011 Revenue:$45,850 Expenditure:$93,415 Fiscal Impact: 2-Year Cost $ 42,300. Department of Ecology Grant $ 49,400. City of Lynnwood $ 95,130. Edmonds Utility Fund (including City match to Department of Ecology Grant - $14,100.) $186,830.00 Total Attachments Recycling Coordinator ILA Form Review Packet 129 of 156 Form Review Inbox Reviewed By Date Final Approval Sandy Chase 01/04/2011 08:39 AM Public Works Phil Williams 01/04/2011 10:22 AM Mayor Mike Cooper 01/07/2011 09:44 AM Form Started By: Kim Karas Started On: 12/30/2010 10:57 AM Final Approval Date: 01/07/2011 Packet 130 of 156 330936.01|360099|0009|73c_01!.DOC (1/7/11) -1- AN INTERLOCAL AGREEMENT 1 BETWEEN THE CITY OF LYNNWOOD 2 AND THE CITY OF EDMONDS FOR 3 JOINT FUNDING OF A RECYCLING COORDINATOR 4 5 THIS AGREEMENT between the City of Lynnwood (“Lynnwood”) and the City of Edmonds 6 (“Edmonds”), each a municipal corporation under the laws of the State of Washington, is dated 7 this______ day of ____________ 2011. 8 9 WHEREAS, Chapter 39.34 RCW (Interlocal Cooperation Act) permits local government units to 10 make the most efficient use of their powers by enabling them to cooperate with other localities 11 on the basis of mutual advantage; and 12 13 WHEREAS, Edmonds and Lynnwood each presently staff and operate a solid waste program 14 partially funded by a Department of Ecology grant; and 15 16 WHEREAS, the Department of Ecology has funds available to partially fund a continuation of 17 the program; and 18 19 WHEREAS both Edmonds and Lynnwood have partially funded their respective programs for 20 2011 and 2012, yet do not have full funding capability; and 21 22 WHEREAS, Edmonds and Lynnwood have concluded that it would be in their best interests for 23 Edmonds and Lynnwood to jointly fund their solid waste efforts as provided herein. 24 25 NOW, THEREFORE, the parties agree as follows: 26 27 1. Edmonds employs Steve Fisher as Recycling Coordinator, and Lynnwood has approved 28 service provision to Mr. Fisher. Should the position of Recycling Coordinator become 29 vacant during the term of this Agreement, Edmonds shall employ a Recycling coordinator 30 with appropriate qualifications. The selection of the replacement Recycling Coordinator 31 shall be subject to the approval of Lynnwood, which shall not be unreasonably withheld. 32 33 2. The Recycling Coordinator shall provide Edmonds and Lynnwood with a recycling program 34 during 2011 and 2012 to provide for the activities and services described in exhibit A, which 35 is incorporated herein by reference. 36 37 3. The Edmonds Recycling Coordinator will document actual activities and contacts in meeting 38 the Lynnwood recycling program, and will provide verification of time spent on Lynnwood 39 activities. 40 41 4. For services provided by the Recycling Coordinator, Lynnwood will reimburse Edmonds an 42 amount not to exceed $31,500.00 in the year 2011 and $31,500.00 in 2012. Reimbursement 43 shall be paid quarterly at a rate of $46.50 per hour in the year 2011 and $46.50 in the year 44 2012, plus Lynnwood’s fair share of direct charges of labor, benefits, and material costs, 45 without the inclusion of overhead or general administrative charges, incurred in 46 administering the Lynnwood recycling program. Edmonds shall notify Lynnwood when 47 Packet 131 of 156 330936.01|360099|0009|73c_01!.DOC (1/7/11) -2- Edmonds has been reimbursed $20,000.00 in either year at which time the parties shall meet 1 to determine whether to amend the agreement to provide for further work and compensation. 2 3 5. The term of this agreement shall be effective as of January 1, 2011 and will expire December 4 31, 2012. This agreement may be extended by mutual agreement of both parties and upon 5 specific approval of the respective recycling programs for future budget years. 6 7 6. This agreement may be terminated by either party upon sixty (60) days notice. 8 Reconciliation of costs, payment, transfer of developed materials, and a current report of 9 completed activities will be completed within the sixty (60) day period following notice by 10 either party. 11 12 7. Lynnwood agrees to indemnify and hold harmless the City of Edmonds from any claims 13 arising as a result of the administration of Lynnwood’s program under this agreement, and 14 Lynnwood and Edmonds agree to bear respective liability for any acts or omissions resulting 15 from this agreement as the same shall be determined under the laws of the State of 16 Washington or a mutually approved settlement agreement. 17 18 8. This agreement incorporates all the understanding between Edmonds and Lynnwood and 19 may only be modified in a writing signed by the parties hereto. It shall be filed with the 20 Department of Ecology and the Snohomish County Auditor as required by law. 21 22 9. In addition to the provisions previously stated regarding duration, organization and purpose, 23 the following provisions are included pursuant to the requirements of RCW 39.34.030. 24 25 9.1 No joint or cooperative undertaking is required by this agreement. 26 Therefore, no provision is made for the financing of any joint or cooperative 27 undertaking. 28 29 9.2 No joint property ownership is contemplated under the terms of this 30 provision. To the extent title to the right of way exists, it shall remain in the 31 ownership of the party which acquires it. In the event, at the termination of this 32 agreement, any personal property is jointly owned by the parties, either party 33 may purchase the interest of the other, with the other party’s permission, at fair 34 market value, as such value is determined by the parties. In the event that neither 35 party wishes to retain jointly obtained property, it shall be surplussed and the 36 proceeds divided pro-rata based upon the party’s initial contribution to the 37 purchase of such property. If both parties seek ownership of the property, value 38 shall be determined as herein provided and the right of the parties to purchase 39 the property or properties determined by the drawing of lots. 40 41 9.3 Because no joint or cooperative undertaking is contemplated by this 42 agreement, no provision has been made for an administrator or joint board. 43 44 9.4 This agreement shall be effective when listed by subject on the City of 45 Edmonds’ web site, Lynnwood’s web site or another electronically retrievable 46 public source, whichever shall first occur. 47 48 Packet 132 of 156 330936.01|360099|0009|73c_01!.DOC (1/7/11) -3- 1 2 IN WITNESS WHEREOF, the parties hereto have executed this agreement as of this 3 _____ day of ________________, 2011. 4 5 CITY OF LYNNWOOD CITY OF EDMONDS 6 7 8 ___________________________ ___________________________ 9 Don Gough, Mayor Mike Cooper, Mayor 10 11 ATTEST ATTEST 12 13 14 ___________________________ ___________________________ 15 Pat Dugan, Finance Director Sandra Chase, City Clerk 16 17 APPROVED AS TO FORM APPROVED AS TO FORM 18 19 20 ___________________________ ___________________________ 21 Rosemary Larson, City Attorney W. Scott Snyder, City Attorney 22 23 Packet 133 of 156 330936.01|360099|0009|73c_01!.DOC (1/7/11) -4- EXHIBIT A 1 2 3 Waste Reduction and Recycling Programs 4 Cities of Edmonds and Lynnwood 5 6 7 CONTINUED PUBLIC EDUCATIONAL MESSAGES & OUTREACH: 8 Messages on public access cable channels. 9 Newsletter articles. 10 Program information section for city Internet web sites. 11 Presentations and assistance to schools and businesses. 12 Educational outreach at local events. 13 Maintain Recycle Cart (Edmonds) and Recycle/Compost information racks (Lynnwood). 14 Distribution of brochures and flyers, and creation of educational displays. 15 Publicity, coordination and assistance with local scout troops with Christmas tree recycling. 16 17 ASSISTANCE to MULTI-FAMILY PROPERTIES with RECYCLING EFFORTS: 18 Continues to supply information and assistance to managers and tenants. 19 Expansion of available recycling to non-participating properties. 20 Contamination issues, illegal dumping, Christmas tree collection, multi-lingual information. 21 22 EXPANSION & MAINTENANCE of SINGLE-FAMILY RECYCLING PROGRAMS: 23 Cooperation with the municipal waste collection companies in identifying non-customers for use in a campaign to 24 increase single family participation. 25 Publicity, information and management for special recycling collection and clean-up events (Lynnwood). 26 27 ASSISTANCE to the COMMERCIAL SECTOR with WASTE PREVENTION & RECYCLING EFFORTS 28 and SOLID WASTE ISSUES & MANAGEMENT: 29 Contacts, site visits, waste assessments to retail/office/manufacturers/schools/institutions. 30 Presentations of options and opportunities for businesses such as construction and demolition debris recycling, 31 material exchanges and reuse opportunities, and issues affecting water quality. 32 Continuation of promotion outreach and maintenance of the Compost Collection Project – involving collecting 33 organics from restaurants and other food service businesses. 34 Small Quantity Generator educational outreach (special & hazardous wastes). 35 36 CONTINUED CITY IN-HOUSE WASTE PREVENTION & RECYCLING PROGRAM: 37 Keep employees updated on recycling information and opportunities. 38 Expand and evaluate recycling, reuse, and solid waste generation and disposal. 39 Coordinate proper recycling of unwanted electronics. 40 41 ADMINISTRATIVE DUTIES: 42 Grant administration: Quarterly and final reports for Department of Ecology. 43 Program evaluation and ordinance research and writing. 44 Planning stages for proposed new and remodeled commercial and multi-family properties to help site enclosures and 45 containers for garbage and recycling. 46 Continued liaison with the municipal solid waste collection companies. 47 48 CONTINUED LIAISON with COUNTY SOLID WASTE DEPARTMENT: 49 Meetings and assistance with County programs: 50 -Household Hazardous Waste Drop-Off Station. 51 -County solid waste and recycling facilities. 52 -Used oil, oil filters, and antifreeze collection sites. 53 -“Take It Back” Network for proper electronics recycling. 54 Representative on Solid Waste Advisory Committee (SWAC) (Edmonds) 55 56 Packet 134 of 156 AM-3664 Item #: 2. A. City Council Committee Meetings Date: 01/11/2011 Time:15 Minutes Submitted For:Councilmember Steve Bernheim Submitted By:Jana Spellman Department:City Council Committee:Finance Type: Information Subject Title Ordinance amending the provisions of Edmonds City Code Section 2.05.010, Legal Counsel, Professional Services Contract. Recommendation from Mayor and Staff Previous Council Action Narrative Councilmember Bernheim submits the attached material related to this item. Attachments Bernheim Ord - Memo Re City Attorney Form Review Inbox Reviewed By Date City Clerk Sandy Chase 01/06/2011 10:13 AM Mayor Mike Cooper 01/07/2011 09:44 AM Final Approval Sandy Chase 01/07/2011 10:14 AM Form Started By: Jana Spellman Started On: 01/06/2011 09:41 AM Final Approval Date: 01/07/2011 Packet 135 of 156 TO: Edmonds City Council FROM: Steve Bernheim DATE: January 5, 2011 RE: ECC 2.05 CITY ATTORNEY Background and Suggestion. 1. The Ordinance Describing the Selection of the City Attorney Relies on a Selection Procedure that the City Council Repealed more than ten years ago. As you have heard, the Edmonds Ordinance setting for the selection process for City Attorney ECC 2.05.010, el seq. -is flawed in that it identifies the "consultant selection process established by Chapter 2.80" as the process the council should follow when selecting a City Attorney. Exhibit A .... Unfortunately, the City Council repealed Chapter 2.80 on April 25. 2000. Exhibit B (Ordinance 3303). 2. The City Council adopted Purchasing Procedures in 2000, but did not include or refer to them in ECC 2.05, the Ordinance identifying the selection procedure for City Attorney. At the same time it repealed Chapter 2.80 ten years ago, the City Council also adopted separate "Purchasing Policies and Procedures." Exhibit C. Those April 2000 policies provided: • the Mayor must "pre-approve" any professional services contract over $15.000; and • the City Council must "pre-approve" any professional service contracts over $50,000. Exhibit C, 2000 Purchasing Policies p. 7. The City Council did not, however, include or refer to the new purchasing polices in the City Attorney ordinance. ECC 2.05. 3. The City Council adopted new purchasing policies in 2009, but did not include them in the City Attorney ordinance, either. The City adopted new purchasing policies in 2009, Exhibit D, also without including or identifying them in connection with the City Attorney selection ordinance. Under the 2009 purchasing policies, any contract with an estimated cost of over $100,000 must meet at least two requirements: • the city council must approve the public solicitation "prior to advertisement. " and • the city council must approve the contract with a value over $100,000. Exhibit D, page 2 of 10. In a major change from the 2000 Purchasing Policies, under the 2009 Purchasing Policies, the Mayor no longer preapproves contracts for services costing more than $]00,000. Exhibit D, page 2 of 10. Bernheim Memo re: City Attorney Selection Ordinance ECC 2.05.010 PAGE Packet 136 of 156 4. The existing ordinance refers to a repealed process, and city purchasing procedures (if they apply) have not been followed. The current code refers to a selection procedure which has been repealed .... The substitute procedure that might apply provides that the public solicitation must be pre-approved by the City Council (which did not happen) .... And it also says that the Mayor has no role in approving contracts over $100.000. So, since the ordinance that we need does not provide any specific answer (which is a very bad situation) where does that leave us ? l. The current ordinance ECC 2.05.010 refers to a purchasing procedure that has been repealed. In my opinion, we must therefore strike out from the current ordinance all of the material relating to the repealed purchasing process, and live with what's left. as follows: 2.05.010 Legal counsel -Professional services contract. Legal counsel services for the city of Edmonds. Snohomish County, Washington pursuant to the provisions of RCW 35A.12.020 shall be provided through a professional services contract. The professional services contract shall be let on such basis as a majority of the Edmonds city council shall determine. The city council shall utilize the consultant selection process established by Chapter 2.Jill EGG provided that the mayor shall participate with the city council consultant selection committee in the selection of up to three candidates for presentation to the city council for its final approval. A. By its contract the city council shall approve an individual or firm to be designated as city attorney. [Ord. 3000 § I. 1994; Ord. 2996 § 1, 1994; Ord. 926 § 1, 1962]. 2. If you don't like that result, perhaps we can conclude that by unstated implication, the City Council substituted the 2000 Purchasing Policy for the repealed statute ... but the 2000 Purchasing Policy itself has already been superseded and replaced by the 2009 Purchasing Policy .... so .... 3. If you don't like that result, perhaps we can conclude that by unstated implication, the City Council substituted the 2009 Purchasing Policy for the superseded 2000 Purchasing Policy ... but the 2009 Purchasing Policy can't apply here because there was no approval by the City Council of the public solicitation prior to advertisement, as is required by the 2009 policy. Bernheim Memo re: City Attorney Selection Ordinance ECC 2.05.010 PAGE 2 Packet 137 of 156 In other words, if the 2009 Purchasing Guidelines apply (which I believe they don 'f), then we 've done it wrong. I think it's better to conclude that the 2009 Purchasing Guidelines don't apply. rather than concluding that they apply, but that we failed to follow them. I suggest we fix this mistake located in the middle of the City's selection process for City Attorney. I offer the following simple alternative: 2.05.010 Legal counsel-Professional services contract. Legal counsel services for the city of Edmonds. Snohomish County. Washington pursuant to the provisions of RCW 35A.12.020 shall be provided through a professional services contract. The professional services contract shall be let on such basis as a majority of the Edmonds city council shall determine. The city council shall utilize the consultant selection process established by Chapter 2.g0 EGG provided that the mayor shall participate with the city council consultant selection committee in the selection of up to three candidates for presentation to the city council for its final approval. and Ao-Bhy its contract, the city council shall approve an individual or firm to be designated as city attorney. Bernheim Memo re: City Attorney Selection Ordinance ECC 2.05.010 PAGE 3 Packet 138 of 156 Chapter 2.05 CITY ATTORNEY Sections: 2.05.010 Legal counsel -Professional services contract. 2.05.020 Duties. 2.05.030 Compensation. 2.05.010 Legal counsel-Professional services contract. Legal counsel services for the city of Edmonds, Snohomish County, Washington pursuant to the provisions of RCW 35A.12.020 shall be provided through a professional services contract. The professional services contract shall be let on such basis as a majority of the Edmonds city council shall determine. The city council shall utilize the consultant selection process established by Chapter 2.80 ECC provided that the mayor shall participate with the city council consultant selection committee in the selection of up to three candidates for presentation to the city council for its final approval. A. By its contract, the city council shall approve an individual or firm to be designated as city attorney. [Ord. 3000 § 1, 1994; Ord. 2996 § 1, 1994; Ord. 926 § L 1962]. 2.05.020 Duties. A. The city attorney shall advise the city authorities and officers on all legal matters pertaining to the business of the city and shall approve all ordinances as to form. He shall represent the city in all actions brought by or against the city or against city officials in their official capacities. B. In addition to the duties prescribed by the laws of the state of Washington as hereinabove set forth, the city attorney shall: 1. Attend all regular and special council meetings; provided, however, that the city attorney shall be required to attend work meetings of the council only at the request and direction of the council; 2. Draft or approve all ordinances, leases and conveyances, and such other instruments as may be required by the business of the city; 3. Attend all regular and work meetings of the planning advisory board of the city of Edmonds as requested; 4. Attend all sessions of the Edmonds Municipal Court. [Ord. 2430, 1984; Ord. 1107, 1965; Ord. 926 § 2, 1962]. 2.05.030 Compensation. The city attorney shall be paid for services rendered in accordance with an annual authorization for services as contained in the city council's budget. Such authorization shall provide for hourly fees and expenses. The city council may in its discretion contract for the services of more than one firm or individual to provide different legal services to the city and the mayor and city council may assign the duties set forth in the preceding section accordingly. [Ord. 2967 § 1, 1994; Ord. 2319 § 1, 1982]. A Packet 139 of 156 Ordinance No. 3303 -Adopt New Purchasing Policy 0006.900000 WSS/gjz 4/18/00 ORDINANCE NO. 3303 Page 1 of2 AN ORDINANCE OF THE CITY OF EDMONDS, WASHINGTON, AMENDING THE PROVISIONS OF THE EDMONDS CITY CODE BY THE REPEAL OF CHAPTER 2.80, ADOPTING A NEW PURCHASING POLICY IN THE FORM SET FORTH IN THE A TT ACHED EXHIBIT A, AND FIXING A TIME WHEN THE SAME SHALL BECOME EFFECTIVE. WHEREAS, the City of Edmonds has previously adopted an ordinance establishing a process for the selection of professional consultants, and WHEREAS, the City Council finds that the provisions of state law provide adequate direction, protections and limitations on the selection of professional consultants and that the City ordinance is therefore redundant as well as unnecessarily limiting the selection process, and WHEREAS, the City Council finds it to be in the public interest to adopt a policy by reference in order to provide greater flexibility in the administration of its purchasing and consultant selection processes, NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EDMONDS, WASHINGTON, DO ORDAIN AS FOLLOWS: The Edmonds City Code is hereby amended by the repeal of Chapter 2.80 Professional Consultants. Section 2. A purchasing policy in the format established by the attached Exhibit A is hereby adopted, such Exhibit being incorporated by reference as fully as if herein set forth. The City Council reserves the right to approve deviations from said policy when, in its sole discretion, the City Council deems it appropriate or. in such emergency situations or other circumstances as authorized by state law, when the Mayor or his designee deems it appropriate. In the event of deviation by the Mayor in an emergency or other statutorily authorized circumstance, the Mayor or his designee shall promptly report to the City Council regarding such deviations. Section 3. Effective Date. This ordinance, being an exercise of a power specifically delegated to the City legislative body, is not subject to referendum, and shall take effect five (5) days after passage and publication of an approved summary thereof consisting of the title. ATTEST/AUTHENTICATED: CITY CLERK, SANDRA S. CHASE APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY: BY W. SCOTT SNYDER FILED WITH THE CITY CLERK: 04/2112000 PASSED BY THE CITY COUNCIL: 04/25/2000 PUBLISHED: 04/30/2000 http://www.ci.edmonds.wa.us/Ordinances/2000/0rd3303.htm APPROVED: MA YOR, GARY HAAKENSON 115/2011 Packet 140 of 156 2.70.040 2.70.040 Basis for contributions. The basis for contributions shall be estab- lished by and in accordance with the provi- sions of the retirement system. [Ord. 3165 § 3, 1997]. 2.70.050 Basis for contributions. Repealed by Ord. 3165. [Ord. 856 § 6, 1960]. (Revised 5/00) 2-28 Chapter 2.80 PROFESSIONAL CONSUL TANTS* (Repealed by Ord. 3303) "'Code reviser's note: Ordinance 3303, Exhibit A, avail- able in the office of the city clerk, adopts the purchasing policy of the city. Packet 141 of 156 0006.900000 WSS/gjz 4/18/00 ORDINANCE NO. 3303 AN ORDINANCE OF THE CITY OF EDMONDS, WASHINGTON, AMENDING THE PROVISIONS OF THE EDMONDS CITY CODE BY THE REPEAL OF CHAPTER 2.80, ADOPTING A NEW PURCHASING POLICY IN THE FORM SET FORTH IN THE ATTACHED EXHIBIT A, AND FIXING A TIME WHEN THE SAME SHALL BECOME EFFECTIVE. WHEREAS, the City of Edmonds has previously adopted an ordinance establishing a process for the selection of professional consultants, and WHEREAS, the City Council finds that the provisions of state law provide adequate direction, protections and limitations on the selection of professional consultants and that the City ordinance is therefore redundant as well as unnecessarily limiting the selection process, and WHEREAS, the City Council finds it to be in the public interest to adopt a policy by reference in order to provide greater flexibility in the administration of its purchasing and consultant selection processes, NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EDMONDS, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1. The Edmonds City Code is hereby amended by the repeal of Chapter 2.80 Professional Consultants. Section 2. A purchasing policy in the format established by the attached Exhibit A is hereby adopted, such Exhibit being incorporated by reference as fully as if herein set forth. The City Council reserves the right to approve deviations from said policy when, in its sole {WSS433885.DOC;1/OOO06.900000/j - 1 - Packet 142 of 156 EXHIBIT A Packet 143 of 156 Purchase of Professional and Technical Services A. Non-Architectural and Engineering Services 1. Professional and technical services include disciplines such as attorneys, computer programmers, financial analysts, bond counsels, artists, planners, and real estate appraisers. 2. Purchase of professional services require completion of a City professional service contract that describes services to be performed and purchase price. 3. The Mayor or designee must pre-approve purchases of professional services in excess of $15,000. Contracts between $30,000 and $50,000 must satisfy requirements of Item 3 and be placed on Council consent agenda. 4. The Edmonds City Council must pre-approve professional service contracts in excess of $50,000. 5. Prior experience with the City, timeframe for completing projects, and the value of a negotiated agreement (versus the procurement process authorized for securing architectural/engineering services in RCW 39.80.010.60 and/or RCW 39.29) will be considered when choosing a consultanUfirm to perform professional services, as defined in this section. B. Architectural and Engineering (AlE) Services 1. Procurement of AlE services will be in accordance with RCW 39.80.010.60. The statute requires advance notice of the requirement for professional services (39.80.030), evaluation of firms' qualifications and performance (39.80.040), and negotiation with firms in accordance with adjudged qualifications (39.80.050). AlE purchases will be coordinated through the Financial Services Division to ensure RCW compliance. 2. The Mayor or designee must pre-approve purchase of AlE services. In addition, contracts between $30,000 and $50,000 must be placed on the Council consent agenda. 3. Purchase of AlE services require completion of a City professional service contract that describes services to be performed and purchase price. 4. The Edmonds City Council must pre-approve AlE service contracts in excess of $50,000. Contracts for services cannot be broken into multiple agreements to avoid compliance with this policy or State statutes. 7 P:Reports:PurPol Packet 144 of 156 City of Edmonds Purchasing Policies and Procedures January 2009 Packet 145 of 156 Procurement of Products Purchasing decisions costing $50,000 or less must be approved by the department director (or designee). Purchases costing between $10,000 and $25,000 require at least three telephone quotes from vendors (unless the items are from a sole source vendor), and completion of the vendor quote form. Purchasing decisions costing more than $25,000 but less than $50,000 must be approved by the department director (or designees). Purchases require written quotations from, if possible, at least three vendors (unless the items are from a sole source vendor). Purchasing decisions costing more than $50,000 but less than $100,000 must be approved by the department director and the Mayor (or their designees). Purchases require written quotations from, if possible, at least three vendors (unless the items are from a sole source vendor). Purchases in excess of $100,000 must be bid competitively (unless the items are from a sole source vendor). See Bidding Requirements below. The City Council must authorize the call for bids for a purchase estimated at $100,000 or more, as well as award the contract. When soliciting quotes, the City will not inform a vendor of other vendors' quotes. All quotes/bids must be awarded to the lowest responsible bidder. Procurement of Professional Services A. Professional, Technical, and Other Services 1. Professional, Technical and Other services include disciplines not specifically related to AlE such as attorneys, computer programmers, financial analysts, bond counsels, artists, planners, real estate appraisers, landscapers, etc. 2. Purchase of professional services requires completion of a City professional service contract that describes services to be performed and purchase price. 3. The department director (or designee) must approve purchases of professional services costing $50,000 or less, and provided funds have been budgeted is authorized to sign the contract. 4. The department director and the Mayor (or their designees) must approve purchases of professional services costing more than $50,000 but less than $100,000. The Mayor is authorized to sign the contract provided funds have been budgeted. 5. Professional services with an estimated consultant fee of $100,000 or greater, require a focused public solicitation to ensure the consultant has the necessary expertise. A summary of the public solicitation must be put on the City Council agenda for approval prior to advertisement. The City Council must approve Professional Service contracts costing more than $100,000, and authorize the Mayor to sign the contract. 6. Expertise, experience, including prior experience with the City, timeframe for completing projects, and the value of a negotiated agreement will be considered when choosing a consultanUfirm to perform professional services. City of Edmonds Purchasing Policy January 2009 Page 2 of 10 Packet 146 of 156 AM-3665 Item #: 2. B. City Council Committee Meetings Date: 01/11/2011 Time:5 Minutes Submitted By:Carl Nelson Department:Finance Committee:Finance Type:Information Information Subject Title First quarterly report per Resolution 1234 - Fiber Optic Opportunities. Recommendation from Mayor and Staff Previous Council Action Resolution 1234 - Support of Continued Development of Fiber Optic Opportunities as a Source of City Revenue. Narrative The August 24th 2010 presentation of "Edmonds Fiber Optic Broadband Initiative - Background and Update" resulted in Resolution 1234 - setting the policy to review Fiber Optic "opportunity that serves the interest of the citizenry of Edmonds" and requiring quarterly reports to the Finance Committee. In the subsequent four months, some progress has been made, i.e. , a local private business is considering using City of Edmonds Fiber for a portion of its business needs, and SNOCOM has been presented with a contract for provision of internet services. Attachment 1 shows a Dec 31st snapshot of expenditures to date (minor changes may occur due to year end postings) and, using these numbers, Attachment 2 shows the estimated break even date of April 2015 remains reasonable. It should be noted that either the SNOCOM service provision or the potential local business partner will move up the estimated break even date. The arguments before the State Court of Appeals are scheduled for the morning of January 10th 2011. The City of Seattle has followed thru on their support of the appeal effort and to date, has reimbursed $20,874.08 of legal fees (thus reducing the 2010 Professional Services expenditures). For the coming year, the Fiber Optic Budget has been reduced from 2010's orginal $113,600 to $25,700. The bulk of that amount will cover ISP charges (approx $13,200), equipment maintenance ($2,500), lease/rental of network software and PUD poles ($4,000). $5,000 has been set aside for Professional Services for specialized network configuration should the need arise in 2011. Attachments Attachment 1 Attachment 2 Form Review Inbox Reviewed By Date Community Services/Economic Dev.Stephen Clifton 01/06/2011 04:15 PM Finance Lorenzo Hines 01/07/2011 11:02 AM Mayor Mike Cooper 01/07/2011 11:25 AM City Clerk Sandy Chase 01/07/2011 11:34 AM Mayor Sandy Chase 01/07/2011 11:35 AM Final Approval Sandy Chase 01/07/2011 11:35 AM Form Started By: Carl Nelson Started On: 01/06/2011 02:02 PM Final Approval Date: 01/07/2011 Packet 147 of 156 Attachment 1 2006 2007 2008 2009 2010 ( as of July 28) 2010 2010 (as of Dec 31) Title/Object Actuals Actuals Actuals Actuals Actuals Total as of 7/28/2010 Budgeted Preliminary Actuals Total as of 12/31/2010 310 SUPPLIES -$ -$ -$ 7,888.99$ -$ 7,888.99$ 1,000.00 0.00 7,888.99$ 350 SMALL EQUIPMENT - - - 17,336.17 - 17,336.17 reimbursement(a)0.00 1,463.62 18,799.79$ 410 PROFESSIONAL SERVICES 7,795.68 34,886.87 76,370.39 93,116.02 24,270.15 236,439.11 (20,874.08) 54,000.00 25,894.78 238,063.74$ 420 COMMUNICATIONS - - 34,186.06 43,932.95 14,783.81 92,902.82 25,000.00 21,109.44 99,228.45$ 450 RENTAL/LEASE - - - 4,552.93 3,454.50 8,007.43 0.00 3,948.00 8,500.93$ 480 REPAIRS & MAINTENANCE - - - 2,456.39 114.46 2,570.85 3,600.00 114.46 2,570.85$ 490 MISCELLANEOUS - - 6.05 600.00 22.47 628.52 0.00 22.47 628.52$ 640 EQUIPMENT - 126,248.00 - - - 126,248.00 0.00 126,248.00$ Total 7,795.68 161,134.87 110,562.50 169,883.45 42,645.39 492,021.89$ 83,600.00$ 52,552.77$ 501,929.27$ Fiber Optic Budget (Page 31 of 2009/2010 Budget)292,062.00 197,200.00 113,600.00 after budget adj 83,600.00 Difference between budget and expenditures (181,499.50)$ (27,316.55)$ (70,954.61)$ (279,770.66)$ (31,047.23)$ (239,863.28)$ a)2010 Professional Services figures take into consideration reimbursement by project partners totaling $20,874.08 through 12/31/2010. City of Edmonds Fiber Project Costs FY 2006 - 2010 Packet 148 of 156 ATTACHMENT 2 Costs incurred to date: Description 7/28/2010 12/31/2010 $7,888.99 $7,888.99 Small Equipment:Small scale purchases for switching and routing equipment (accessories) necessary to expand the networks ability to accommodate additional partners. $17,336.17 $18,799.79 Professional Svc:Consulting for Configuration, Design, Install, Legal fees and consulting fees for the Program Director. (July 22nd MOU with City of Seattle will reduce this by $20,245.38) $236,439.11 $ 238,063.74 Communications:Fees paid to the regional fiber consortium for shared costs of certain assets and fees paid for Internet access. $92,902.82 $99,228.45 Rental & Lease:Pole rental $8,007.43 $8,500.93 Repair & Maintenance:Fees paid to the regional fiber consortium for shared Maintenance of certain assets as well as repairs to wholly owned fiber assets. $2,570.85 $2,570.85 Miscellaneous $628.52 $628.52 Equipment:Fiber construction & Equipment costs associated with establishing service and connection of new partners to the network. $126,248.00 $ 126,248.00 TOTAL Costs to Date $492,021.89 $501,929.27 Estimated Ongoing Expenditures: Per Month 7/28/2010 12/31/2010 Per Year Ongoing costs of $196/month for pole rental and consortium dues $196 $2,352 $3,332 $2,352 Internet Service Provider $1,000 $12,000 $17,000 $12,000 Cisco Maintenance $2,000 $2,000 $2,000 TOTALS $16,352 $16,352 $16,352 Recurring savings or revenues implemented: Item Total Revenue Per Month 7/28/2010 12/31/2010 Per Year Replacement of (2) T-1's to City Offices Began 1/2007 $1,100 $34,100 $39,600 $13,200 Video Arraignment - reduction transportation (Feb 2010 estimate)$2,750 $16,500 $30,250 $33,000 Video Arraignment – reduction in Jail Days $2,769 $16,614 $30,459 $33,228 TOTAL SAVINGS $6,619 $67,214 $100,309 $79,428 NetRiver (starting Jan 2007, increa $48,500 $1,500 $48,500 $56,000 $18,000 TOTAL BENEFIT TO CITY $48,500 $8,119 $115,714 $156,309 $97,428 BALANCE ($376,307.89)($345,620.27)$81,076 Year to pay off:4.6 4.3 Likely pay off date:3/18/2015 4/11/2015 Costs as of: Costs as of: Savings/Revenues as of Item Item Supplies:Miscellaneous publishing of plans, documents and drawings in support of the projects major directives. Packet 149 of 156 AM-3667 Item #: 2. C. City Council Committee Meetings Date: 01/11/2011 Time:5 Minutes Submitted By:Lorenzo Hines Department:Finance Committee:Finance Type:Information Information Subject Title Monthly General Fund Update. Recommendation from Mayor and Staff None Previous Council Action None Narrative General Fund Overview – December 2010 As of December 31, 2010, General Fund receipts are 95.64% of the annual revenue budget. General Fund expenditures are 93.70% of budgeted expenditures. As a result, General Fund revenues exceed related expenditures by $547,191. While we have accounted for the majority of December’s financial activity, we consider these figures preliminary because we will not close the December accounting period until 01/19/2011. Therefore, additional financial activity will modify these figures. Attachments December 2010 report Form Review Inbox Reviewed By Date City Clerk Sandy Chase 01/07/2011 11:17 AM Mayor Mike Cooper 01/07/2011 11:25 AM Final Approval Sandy Chase 01/07/2011 11:33 AM Form Started By: Lorenzo Hines Started On: 01/07/2011 Final Approval Date: 01/07/2011 Packet 150 of 156 City of Edmonds  Finance and Information Systems DATE: January 11, 2011 TO: City of Edmonds, City Council FROM: Lorenzo Hines Jr., Director of Finance and Information Services SUBJECT: General Fund Report for the month ending December 2010 Honorable Members, The attached charts contain revenue receipts/projections for major General Fund sources with the exception of Property taxes. Significant revenues from Property taxes are received in April, May, October, and November. Given the uneven receipt of these funds, they are not included in the forecast. REET receipts are received into two stand- alone funds and are not part of the General Fund. General Fund Overview – December 2010 As of December 31, 2010, General Fund receipts are 95.64% of the annual revenue budget. General Fund expenditures are 93.70% of budgeted expenditures. As a result, General Fund revenues exceed related expenditures by $547,191. While we have accounted for the majority of December’s financial activity, we consider these figures preliminary because we will not close the December accounting period until 01/19/2011. Therefore, additional financial activity will modify these figures. Amended Revenue Budget Revenues Over/Under % Received $35,567,644 $34,015,750 ($1,551,894) 95.64% Amended Expenditure Budget Expenditures Over/Under % Received $35,718,909 $33,468,559 ($2,250,350) 93.70% Please feel free to contact me if you have any questions. CITY OF EDMONDS MIKE COOPER CITY HALL FIRST FLOOR MAYOR EDMONDS, WA 98020 (425)771-0240 FAX (425)771-0265 LORENZO HINES JR. DIRECTOR FINANCE AND INFORMATION SYSTEMS DEPARTMENT Packet 151 of 156 20 1 0 O U T L O O K 61 4 , 7 4 3 20 1 0 B U D G E T 7 5 0 , 0 0 0 TOTAL JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C Mo n t h l y F o r e c a s t % 6 . 9 8 % 5 . 2 1 % 7 . 5 1 % 8 . 1 3 % 7 . 7 8 % 1 0 . 5 3 % 1 0 . 7 4 % 8 . 9 0 % 1 0 . 2 3 % 9 . 3 7 % 7 . 7 5 % 6 . 8 6 % Cu m u l a t i v e F o r e c a s t % 6 . 9 8 % 1 2 . 2 0 % 1 9 . 7 0 % 2 7 . 8 3 % 3 5 . 6 1 % 4 6 . 1 4 % 5 6 . 8 8 % 6 5 . 7 8 % 7 6 . 0 1 % 8 5 . 3 9 % 9 3 . 1 4 % 1 0 0 . 0 0 % Mo n t h l y F o r e c a s t $ 5 2 , 3 7 8 3 9 , 0 8 7 5 6 , 3 0 0 6 0 , 9 4 5 5 8 , 3 5 1 7 8 , 9 9 2 8 0 , 5 8 5 6 6 , 7 2 8 7 6 , 7 2 7 7 0 , 3 0 9 5 8 , 1 2 1 51,478 Cu m u l a t i v e F o r e c a s t $ 5 2 , 3 7 8 9 1 , 4 6 5 1 4 7 , 7 6 5 2 0 8 , 7 1 0 2 6 7 , 0 6 0 3 4 6 , 0 5 2 4 2 6 , 6 3 7 4 9 3 , 3 6 6 5 7 0 , 0 9 3 6 4 0 , 4 0 1 6 9 8 , 5 2 2 750,000 Ac t u a l C o l l e c t e d $ 5 0 , 0 6 8 2 7 , 2 3 5 2 7 , 3 9 4 6 7 , 3 2 2 5 0 , 6 8 0 5 0 , 7 5 3 4 8 , 8 4 7 1 0 1 , 6 3 0 4 7 , 7 1 1 6 2 , 4 9 9 3 8 , 0 6 3 42,542 Cu m u l a t i v e C o l l e c t i o n $ 5 0 , 0 6 8 7 7 , 3 0 4 1 0 4 , 6 9 7 1 7 2 , 0 1 9 2 2 2 , 6 9 9 2 7 3 , 4 5 2 3 2 2 , 2 9 9 4 2 3 , 9 2 8 4 7 1 , 6 3 9 5 3 4 , 1 3 8 5 7 2 , 2 0 1 614,743 YE A R E N D F O R E C A S T 7 1 6 , 9 3 0 6 3 3 , 8 8 1 5 3 1 , 4 0 7 6 1 8 , 1 5 2 6 2 5 , 4 1 7 5 9 2 , 6 5 4 5 6 6 , 5 8 0 6 4 4 , 4 4 4 6 2 0 , 4 7 7 6 2 5 , 5 5 1 6 1 4 , 3 7 0 614,743 Pr o j e c t e d Y E V a r i a n c e ( 3 3 , 0 7 0 ) ( 1 1 6 , 1 1 9 ) ( 2 1 8 , 5 9 3 ) ( 1 3 1 , 8 4 8 ) ( 1 2 4 , 5 8 3 ) ( 1 5 7 , 3 4 6 ) ( 1 8 3 , 4 2 0 ) ( 1 0 5 , 5 5 6 ) ( 1 2 9 , 5 2 3 ) ( 1 2 4 , 4 4 9 ) ( 1 3 5 , 6 3 0 ) (135,257) Bu d g e t V a r i a n c e % - 4 . 4 1 % - 1 5 . 4 8 % - 2 9 . 1 5 % - 1 7 . 5 8 % - 1 6 . 6 1 % - 2 0 . 9 8 % - 2 4 . 4 6 % - 1 4 . 0 7 % - 1 7 . 2 7 % - 1 6 . 5 9 % - 1 8 . 0 8 % - 1 8 . 0 3 % Ci t y o f E d m o n d s 20 1 0 M o n t h l y R e v e n u e F o r e c a s t i n g M o d e l RE A L E S T A T E E X C I S E T A X - 20 0 , 0 0 0 40 0 , 0 0 0 60 0 , 0 0 0 80 0 , 0 0 0 JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C 20 1 0 C U M U L A T I V E CO L L E C T I O N S R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 1 o f 5 1/7/2011 10:10 AM - 20 0 , 0 0 0 40 0 , 0 0 0 60 0 , 0 0 0 80 0 , 0 0 0 JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C 20 1 0 C U M U L A T I V E CO L L E C T I O N S Ac t u a l s / T r e n d Bu d g e t R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 1 o f 5 1/7/2011 10:10 AM Pa c k e t 15 2 of 15 6 20 1 0 O U T L O O K 4, 4 4 6 , 1 1 1 20 1 0 B U D G E T 4 , 5 1 9 , 9 4 9 TOTAL JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C Mo n t h l y F o r e c a s t % 7 . 9 3 % 1 0 . 1 4 % 7 . 0 9 % 7 . 3 2 % 8 . 7 3 % 7 . 6 4 % 8 . 0 2 % 9 . 2 7 % 8 . 1 8 % 8 . 5 6 % 9 . 2 2 % 7 . 9 0 % Cu m u l a t i v e F o r e c a s t % 7 . 9 3 % 1 8 . 0 8 % 2 5 . 1 7 % 3 2 . 4 8 % 4 1 . 2 1 % 4 8 . 8 5 % 5 6 . 8 7 % 6 6 . 1 4 % 7 4 . 3 2 % 8 2 . 8 8 % 9 2 . 1 0 % 1 0 0 . 0 0 % Mo n t h l y F o r e c a s t $ 3 5 8 , 6 5 4 4 5 8 , 3 9 7 3 2 0 , 5 0 7 3 3 0 , 6 8 1 3 9 4 , 6 0 5 3 4 5 , 2 4 7 3 6 2 , 5 2 2 4 1 9 , 0 4 5 3 6 9 , 5 4 5 3 8 7 , 0 3 7 4 1 6 , 8 2 7 356,882 Cu m u l a t i v e F o r e c a s t $ 3 5 8 , 6 5 4 8 1 7 , 0 5 1 1 , 1 3 7 , 5 5 7 1 , 4 6 8 , 2 3 9 1 , 8 6 2 , 8 4 4 2 , 2 0 8 , 0 9 1 2 , 5 7 0 , 6 1 3 2 , 9 8 9 , 6 5 8 3 , 3 5 9 , 2 0 3 3 , 7 4 6 , 2 4 0 4 , 1 6 3 , 0 6 7 4,519,949 Ac t u a l C o l l e c t e d $ 3 4 5 , 3 1 0 4 4 0 , 7 6 9 3 1 6 , 9 0 8 3 1 8 , 0 9 3 3 7 9 , 9 0 1 3 6 0 , 2 2 4 3 3 7 , 9 9 8 3 9 5 , 2 6 2 3 9 0 , 9 6 4 3 5 3 , 8 6 8 4 5 5 , 7 2 9 351,085 Cu m u l a t i v e C o l l e c t i o n $ 3 4 5 , 3 1 0 7 8 6 , 0 7 9 1 , 1 0 2 , 9 8 7 1 , 4 2 1 , 0 8 0 1 , 8 0 0 , 9 8 1 2 , 1 6 1 , 2 0 5 2 , 4 9 9 , 2 0 3 2 , 8 9 4 , 4 6 5 3 , 2 8 5 , 4 2 9 3 , 6 3 9 , 2 9 7 4 , 0 9 5 , 0 2 6 4,446,111 YE A R E N D F O R E C A S T 4 , 3 5 1 , 7 8 0 4 , 3 4 8 , 6 1 2 4 , 3 8 2 , 5 8 6 4 , 3 7 4 , 7 7 1 4 , 3 6 9 , 8 4 7 4 , 4 2 3 , 9 7 5 4 , 3 9 4 , 3 8 8 4 , 3 7 6 , 0 3 0 4 , 4 2 0 , 6 8 2 4 , 3 9 0 , 9 1 9 4 , 4 4 6 , 0 7 5 4,446,111 Pr o j e c t e d Y E V a r i a n c e ( 1 6 8 , 1 6 9 ) ( 1 7 1 , 3 3 7 ) ( 1 3 7 , 3 6 3 ) ( 1 4 5 , 1 7 8 ) ( 1 5 0 , 1 0 2 ) ( 9 5 , 9 7 4 ) ( 1 2 5 , 5 6 1 ) ( 1 4 3 , 9 1 9 ) ( 9 9 , 2 6 7 ) ( 1 2 9 , 0 3 0 ) ( 7 3 , 8 7 4 ) (73,838) Bu d g e t V a r i a n c e % -3 . 7 2 % -3 . 7 9 % -3 . 0 4 % -3 . 2 1 % -3 . 3 2 % -2 . 1 2 % -2 . 7 8 % -3 . 1 8 % -2 . 2 0 % -2.85%-1.63%-1.63% Ci t y o f E d m o n d s 20 1 0 M o n t h l y R e v e n u e F o r e c a s t i n g M o d e l SA L E S A N D U S E T A X - 1, 0 0 0 , 0 0 0 2, 0 0 0 , 0 0 0 3, 0 0 0 , 0 0 0 4, 0 0 0 , 0 0 0 5, 0 0 0 , 0 0 0 6, 0 0 0 , 0 0 0 20 1 0 C U M U L A T I V E CO L L E C T I O N S R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 2 o f 5 1/7/2011 10:10 AM - 1, 0 0 0 , 0 0 0 2, 0 0 0 , 0 0 0 3, 0 0 0 , 0 0 0 4, 0 0 0 , 0 0 0 5, 0 0 0 , 0 0 0 6, 0 0 0 , 0 0 0 JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C 20 1 0 C U M U L A T I V E CO L L E C T I O N S Ac t u a l s / T r e n d Bu d g e t R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 2 o f 5 1/7/2011 10:10 AM Pa c k e t 15 3 of 15 6 20 1 0 O U T L O O K 75 2 , 9 9 5 20 1 0 B U D G E T 9 2 4 , 5 5 0 TOTAL JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C Mo n t h l y F o r e c a s t % 1 3 . 8 0 % 1 4 . 8 5 % 1 3 . 6 2 % 1 1 . 1 7 % 9 . 3 0 % 6 . 3 7 % 4 . 6 2 % 3 . 4 4 % 3 . 2 5 % 3 . 6 2 % 6 . 4 0 % 9 . 5 7 % Cu m u l a t i v e F o r e c a s t % 1 3 . 8 0 % 2 8 . 6 5 % 4 2 . 2 7 % 5 3 . 4 3 % 6 2 . 7 3 % 6 9 . 1 0 % 7 3 . 7 2 % 7 7 . 1 6 % 8 0 . 4 1 % 8 4 . 0 3 % 9 0 . 4 3 % 1 0 0 . 0 0 % Mo n t h l y F o r e c a s t $ 1 2 7 , 5 6 7 1 3 7 , 2 8 3 1 2 5 , 9 1 5 1 0 3 , 2 3 6 8 5 , 9 5 3 5 8 , 9 2 7 4 2 , 7 1 9 3 1 , 8 0 5 3 0 , 0 3 2 3 3 , 4 6 7 5 9 , 1 7 8 88,469 Cu m u l a t i v e F o r e c a s t $ 1 2 7 , 5 6 7 2 6 4 , 8 5 0 3 9 0 , 7 6 5 4 9 4 , 0 0 1 5 7 9 , 9 5 4 6 3 8 , 8 8 1 6 8 1 , 6 0 0 7 1 3 , 4 0 5 7 4 3 , 4 3 7 7 7 6 , 9 0 4 8 3 6 , 0 8 1 924,550 Ac t u a l C o l l e c t e d $ 1 1 3 , 8 7 1 9 8 , 4 7 2 8 9 , 9 3 1 7 3 , 7 0 3 6 7 , 4 9 0 5 4 , 0 1 8 4 9 , 5 8 5 2 9 , 8 5 2 2 7 , 9 7 6 3 1 , 8 8 9 4 2 , 9 0 2 73,307 Cu m u l a t i v e C o l l e c t i o n $ 1 1 3 , 8 7 1 2 1 2 , 3 4 3 3 0 2 , 2 7 4 3 7 5 , 9 7 6 4 4 3 , 4 6 6 4 9 7 , 4 8 5 5 4 7 , 0 7 0 5 7 6 , 9 2 2 6 0 4 , 8 9 8 6 3 6 , 7 8 6 6 7 9 , 6 8 8 752,995 YE A R E N D F O R E C A S T 8 2 5 , 2 8 8 7 4 1 , 2 5 6 7 1 5 , 1 8 0 7 0 3 , 6 6 0 7 0 6 , 9 6 4 7 1 9 , 9 3 0 7 4 2 , 0 6 7 7 4 7 , 6 7 2 7 5 2 , 2 6 0 7 5 7 , 8 0 4 7 5 1 , 6 0 8 752,995 Pr o j e c t e d Y E V a r i a n c e ( 9 9 , 2 6 2 ) ( 1 8 3 , 2 9 4 ) ( 2 0 9 , 3 7 0 ) ( 2 2 0 , 8 9 0 ) ( 2 1 7 , 5 8 6 ) ( 2 0 4 , 6 2 0 ) ( 1 8 2 , 4 8 3 ) ( 1 7 6 , 8 7 8 ) ( 1 7 2 , 2 9 0 ) ( 1 6 6 , 7 4 6 ) ( 1 7 2 , 9 4 2 ) (171,555) Bu d g e t V a r i a n c e % - 1 0 . 7 4 % - 1 9 . 8 3 % - 2 2 . 6 5 % - 2 3 . 8 9 % - 2 3 . 5 3 % - 2 2 . 1 3 % - 1 9 . 7 4 % - 1 9 . 1 3 % - 1 8 . 6 3 % - 1 8 . 0 4 % - 1 8 . 7 1 % - 1 8 . 5 6 % Ci t y o f E d m o n d s 20 1 0 M o n t h l y R e v e n u e F o r e c a s t i n g M o d e l GA S U T I L I T Y T A X - 20 0 , 0 0 0 40 0 , 0 0 0 60 0 , 0 0 0 80 0 , 0 0 0 1, 0 0 0 , 0 0 0 JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C 20 1 0 C U M U L A T I V E CO L L E C T I O N S R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 3 o f 5 1/7/2011 10:10 AM - 20 0 , 0 0 0 40 0 , 0 0 0 60 0 , 0 0 0 80 0 , 0 0 0 1, 0 0 0 , 0 0 0 JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C 20 1 0 C U M U L A T I V E CO L L E C T I O N S Ac t u a l s / T r e n d Bu d g e t R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 3 o f 5 1/7/2011 10:10 AM Pa c k e t 15 4 of 15 6 20 1 0 O U T L O O K 1, 4 8 4 , 9 3 9 20 1 0 B U D G E T 1 , 3 8 7 , 7 4 4 TOTAL JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C Mo n t h l y F o r e c a s t % 5 . 9 8 % 8 . 5 9 % 9 . 7 3 % 6 . 7 3 % 8 . 3 8 % 6 . 6 6 % 9 . 5 0 % 8 . 8 6 % 6 . 8 4 % 1 1 . 0 4 % 5 . 8 9 % 1 1 . 8 1 % Cu m u l a t i v e F o r e c a s t % 5 . 9 8 % 1 4 . 5 7 % 2 4 . 3 0 % 3 1 . 0 3 % 3 9 . 4 1 % 4 6 . 0 7 % 5 5 . 5 7 % 6 4 . 4 2 % 7 1 . 2 6 % 8 2 . 3 1 % 8 8 . 1 9 % 1 0 0 . 0 0 % Mo n t h l y F o r e c a s t $ 8 2 , 9 6 4 1 1 9 , 2 7 2 1 3 4 , 9 7 8 9 3 , 3 8 5 1 1 6 , 3 0 8 9 2 , 4 1 8 1 3 1 , 8 0 7 1 2 2 , 8 9 6 9 4 , 9 4 4 1 5 3 , 2 5 7 8 1 , 6 6 9 163,845 Cu m u l a t i v e F o r e c a s t $ 8 2 , 9 6 4 2 0 2 , 2 3 6 3 3 7 , 2 1 4 4 3 0 , 5 9 9 5 4 6 , 9 0 7 6 3 9 , 3 2 5 7 7 1 , 1 3 2 8 9 4 , 0 2 8 9 8 8 , 9 7 3 1 , 1 4 2 , 2 2 9 1 , 2 2 3 , 8 9 9 1,387,744 Ac t u a l C o l l e c t e d $ 1 3 6 , 1 8 5 1 0 5 , 1 8 4 1 4 3 , 2 2 5 1 3 6 , 6 7 8 1 3 0 , 7 4 7 1 3 2 , 1 7 8 1 2 0 , 7 8 3 1 1 6 , 6 8 3 1 0 5 , 4 6 0 9 8 , 6 2 0 9 2 , 2 4 7 166,948 Cu m u l a t i v e C o l l e c t i o n $ 1 3 6 , 1 8 5 2 4 1 , 3 6 9 3 8 4 , 5 9 4 5 2 1 , 2 7 2 6 5 2 , 0 1 9 7 8 4 , 1 9 7 9 0 4 , 9 8 0 1 , 0 2 1 , 6 6 3 1 , 1 2 7 , 1 2 4 1 , 2 2 5 , 7 4 4 1 , 3 1 7 , 9 9 1 1,484,939 YE A R E N D F O R E C A S T 2 , 2 7 7 , 9 6 5 1 , 6 5 6 , 2 7 3 1 , 5 8 2 , 7 2 6 1 , 6 7 9 , 9 6 7 1 , 6 5 4 , 4 6 0 1 , 7 0 2 , 2 0 7 1 , 6 2 8 , 6 1 9 1 , 5 8 5 , 8 6 4 1 , 5 8 1 , 6 0 0 1 , 4 8 9 , 2 0 9 1 , 4 9 4 , 4 3 3 1,484,939 Pr o j e c t e d Y E V a r i a n c e 8 9 0 , 2 2 1 2 6 8 , 5 2 9 1 9 4 , 9 8 2 2 9 2 , 2 2 3 2 6 6 , 7 1 6 3 1 4 , 4 6 3 2 4 0 , 8 7 5 1 9 8 , 1 2 0 1 9 3 , 8 5 6 1 0 1 , 4 6 5 1 0 6 , 6 8 9 97,195 Bu d g e t V a r i a n c e % 6 4 . 1 5 % 1 9 . 3 5 % 1 4 . 0 5 % 2 1 . 0 6 % 1 9 . 2 2 % 2 2 . 6 6 % 1 7 . 3 6 % 1 4 . 2 8 % 1 3 . 9 7 % 7 . 3 1 % 7 . 6 9 % 7 . 0 0 % Ci t y o f E d m o n d s 20 1 0 M o n t h l y R e v e n u e F o r e c a s t i n g M o d e l TE L E P H O N E U T I L I T Y T A X 25 0 , 0 0 0 50 0 , 0 0 0 75 0 , 0 0 0 1, 0 0 0 , 0 0 0 1, 2 5 0 , 0 0 0 1, 5 0 0 , 0 0 0 1, 7 5 0 , 0 0 0 20 1 0 C U M U L A T I V E CO L L E C T I O N S R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 4 o f 5 1/7/2011 10:10 AM - 25 0 , 0 0 0 50 0 , 0 0 0 75 0 , 0 0 0 1, 0 0 0 , 0 0 0 1, 2 5 0 , 0 0 0 1, 5 0 0 , 0 0 0 1, 7 5 0 , 0 0 0 JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C 20 1 0 C U M U L A T I V E CO L L E C T I O N S Ac t u a l s / T r e n d Bu d g e t R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 4 o f 5 1/7/2011 10:10 AM Pa c k e t 15 5 of 15 6 20 1 0 O U T L O O K 1, 4 5 4 , 4 3 5 20 1 0 B U D G E T 1 , 5 2 9 , 7 1 0 TOTAL JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C Mo n t h l y F o r e c a s t % 9 . 8 9 % 1 1 . 7 7 % 1 0 . 4 1 % 1 0 . 6 9 % 9 . 1 9 % 7 . 6 8 % 7 . 2 2 % 6 . 2 8 % 6 . 6 2 % 5 . 8 5 % 7 . 4 2 % 6 . 9 8 % Cu m u l a t i v e F o r e c a s t % 9 . 8 9 % 2 1 . 6 6 % 3 2 . 0 7 % 4 2 . 7 6 % 5 1 . 9 5 % 5 9 . 6 3 % 6 6 . 8 5 % 7 3 . 1 3 % 7 9 . 7 5 % 8 5 . 6 0 % 9 3 . 0 2 % 1 0 0 . 0 0 % Mo n t h l y F o r e c a s t $ 1 5 1 , 2 9 7 1 8 0 , 0 1 8 1 5 9 , 2 2 9 1 6 3 , 5 6 4 1 4 0 , 6 4 5 1 1 7 , 4 7 1 1 1 0 , 4 4 8 9 6 , 0 5 8 1 0 1 , 2 8 2 8 9 , 4 1 7 1 1 3 , 5 6 3 106,719 Cu m u l a t i v e F o r e c a s t $ 1 5 1 , 2 9 7 3 3 1 , 3 1 5 4 9 0 , 5 4 4 6 5 4 , 1 0 7 7 9 4 , 7 5 2 9 1 2 , 2 2 3 1 , 0 2 2 , 6 7 1 1 , 1 1 8 , 7 2 9 1 , 2 2 0 , 0 1 1 1 , 3 0 9 , 4 2 8 1 , 4 2 2 , 9 9 1 1,529,710 Ac t u a l C o l l e c t e d $ 1 6 4 , 5 9 4 1 6 2 , 1 1 6 1 3 8 , 8 5 9 1 5 2 , 4 8 9 1 3 3 , 2 2 3 1 1 0 , 1 2 8 1 0 4 , 3 6 2 9 2 , 8 2 1 1 0 0 , 8 4 6 8 5 , 7 5 6 1 0 1 , 0 4 9 108,193 Cu m u l a t i v e C o l l e c t i o n $ 1 6 4 , 5 9 4 3 2 6 , 7 1 0 4 6 5 , 5 6 9 6 1 8 , 0 5 8 7 5 1 , 2 8 0 8 6 1 , 4 0 8 9 6 5 , 7 7 0 1 , 0 5 8 , 5 9 1 1 , 1 5 9 , 4 3 7 1 , 2 4 5 , 1 9 3 1 , 3 4 6 , 2 4 2 1,454,435 YE A R E N D F O R E C A S T 1 , 6 6 4 , 1 5 1 1 , 5 0 8 , 4 4 9 1 , 4 5 1 , 8 2 8 1 , 4 4 5 , 4 0 4 1 , 4 4 6 , 0 3 7 1 , 4 4 4 , 4 9 8 1 , 4 4 4 , 5 9 7 1 , 4 4 7 , 4 8 0 1 , 4 5 3 , 7 6 0 1 , 4 5 4 , 6 6 9 1 , 4 4 7 , 2 0 5 1,454,435 Pr o j e c t e d Y E V a r i a n c e 1 3 4 , 4 4 1 ( 2 1 , 2 6 1 ) ( 7 7 , 8 8 2 ) ( 8 4 , 3 0 6 ) ( 8 3 , 6 7 3 ) ( 8 5 , 2 1 2 ) ( 8 5 , 1 1 3 ) ( 8 2 , 2 3 0 ) ( 7 5 , 9 5 0 ) ( 7 5 , 0 4 1 ) ( 8 2 , 5 0 5 ) (75,275) Bu d g e t V a r i a n c e % 8 . 7 9 % - 1 . 3 9 % - 5 . 0 9 % - 5 . 5 1 % - 5 . 4 7 % - 5 . 5 7 % - 5 . 5 6 % - 5 . 3 8 % - 4 . 9 6 % - 4 . 9 1 % - 5 . 3 9 % - 4 . 9 2 % Ci t y o f E d m o n d s 20 1 0 M o n t h l y R e v e n u e F o r e c a s t i n g M o d e l EL E C T R I C U T I L I T Y T A X 25 0 , 0 0 0 50 0 , 0 0 0 75 0 , 0 0 0 1, 0 0 0 , 0 0 0 1, 2 5 0 , 0 0 0 1, 5 0 0 , 0 0 0 1, 7 5 0 , 0 0 0 20 1 0 C U M U L A T I V E CO L L E C T I O N S R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 5 o f 5 1/7/2011 10:10 AM - 25 0 , 0 0 0 50 0 , 0 0 0 75 0 , 0 0 0 1, 0 0 0 , 0 0 0 1, 2 5 0 , 0 0 0 1, 5 0 0 , 0 0 0 1, 7 5 0 , 0 0 0 JA N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C 20 1 0 C U M U L A T I V E CO L L E C T I O N S Ac t u a l s / T r e n d Bu d g e t R: \ T a x e s \ M a j o r R e v e n u e P r o j e c t i o n s 1 0 C H A R T S Pa g e 5 o f 5 1/7/2011 10:10 AM Pa c k e t 15 6 of 15 6