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City of Lynnwood 2026 ILA for Jail ServicesHas the original contract boilerplate language been modified? Yes No If yes, specify which sections have been modified: Description of Services: Type of Contract: (GR) Grants (I) Intergovernmental Agreement (L) Lease Agreement Project/Bid/RFP No: (S) Purchase of Services (W) Public Works (O) Other Effective Date: Completion Date: Originator: Routed by: Department/Division: Date: Name of Consultant/Contractor: CONTRACT TITLE: Total Amount of Contract: Budget # Amount: Budget # Amount: Budget # Amount: Budget # Amount: Budget # Amount: Budget # Amount: Are there sufficient funds in the current budget to cover this contract? Yes No Remarks: Authorization Level: Project Manager Risk Management/Budget City Attorney Consultant/Contractor Other City Council Approval Date (if applicable) Mayor City Clerk SI G N A T U R E FI N A N C I A L DE T A I L S CO N T R A C T CO N T E N T DE S C R I P T I O N CONTRACT ROUTING FORM No. (City Clerk Use Only) Chief Loi Dawkins Alexandra Ehlert Police Department 1/29/26 City of Lynnwood Interlocal Agreement for Jail Services 1/9/26 1/1/26 12/31/27 1/27/26 4 4 Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 1 of 17 INTERLOCAL AGREEMENT FOR JAIL SERVICES BETWEEN THE CITY OF LYNNWOOD and CITY OF EDMONDS This INTERLOCAL AGREEMENT IS FOR JAIL SERVICES BETWEEN THE CITY OF LYNNWOOD and the CITY OF EDMONDS. This "Agreement", is made and entered into this 1st day of January 2026, by the City of LYNNWOOD, a municipal corporation of the State of Washington ("Lynnwood"), and the CITY OF EDMONDS, a municipal corporation of the State of Washington (individually, a "Party" and collectively, the "Parties"). RECITALS A. Lynnwood, through the Lynnwood Police Department Detention Division ("Corrections") currently maintains and operates a correctional facility known as the Lynnwood Jail (the "Jail"). In order to assist other jurisdictions, the Lynnwood Jail, from time to time, will enter into interlocal agreements to confine in the Jail persons from other jurisdictions. B. The Lynnwood Jail has the statutory power and authority to maintain and operate a correctional facility and to confine inmates therein. C. A participating jurisdiction who desires to confine, in the Jail, persons who have been arrested, detained, or convicted by that municipality for a criminal offenses, and the Lynnwood Jail is willing to furnish its Jail facilities and personnel in exchange for payment from said Party for fees and costs, all as more fully described in this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the respective agreements set forth below and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Lynnwood Jail and the CITY OF EDMONDS agree as follows: ARTICLE 1 - PURPOSE This Agreement is authorized by and entered into pursuant to Chapter 39.34 RCW and Chapter 70.48 RCW. The purpose and intent of this Agreement is for the CITY OF LYNNWOOD and CITY OF EDMONDS, to work together efficiently and effectively in order that the Lynnwood Jail may provide the CITY OF EDMONDS, with Jail Services (the "Services"), as defined in Section 4 below, based on the rules and conditions set forth in the Jail's policies, procedures, rules and regulations and in this Agreement and any attachments hereto. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 2 of 17 ARTICLE 2 - EFFECTIVE DATE AND DURATION 2.1 This Agreement shall govern jail services beginning on January 1st, 2026 (hereafter “Effective Date”), through December 31, 2027, unless earlier terminated pursuant to the provisions of Section 12 or 13, PROVIDED HOWEVER, that the term of this Agreement may be extended or renewed annually by written notification from the City of Lynnwood to the Party no later than ninety (90) days prior to the expiration of the applicable contract Term. 2.2 This Agreement shall be filed with Lynnwood’s Procurement Office or listed on either Party's website or other electronically retrievable public source, as provided by RCW 39.34.040. ARTICLE 3 - ADMINISTRATORS 3.1 Each Party to this Agreement shall designate an individual (an "Administrator"), who may be designated by title or position, to oversee and administer such Party's participation in this Agreement. The Parties' initial Administrators shall be the following individuals: Lynnwood Police Administrator: City of EDMONDS Administrator Lynnwood Jail Manager Name: Josh McClure City of Lynnwood Police Department Title: Assistant Chief of Police 19321 44th Ave W Lynnwood, WA 98036 Address:250 5th Avenue N., Edmonds, WA 98020 Either Party may change its Administrator at any time by delivering written notice of such Party's new Administrator to the other Party within 45 days of designation. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 3 of 17 ARTICLE 4 – LYNNWOOD’S ACCEPTANCE OF INMATES, MEDICAL TREATMENT, JAIL SERVICES, AND REMOVAL OF INMATES 4.1 Acceptance of Inmates As described in this section and subject to the conditions set forth in Section 4 below, Lynnwood will accept contract agency Inmates for purposes of confinement and hold such inmates until such time as they are lawfully discharged from custody pursuant to law, the terms of a judicial Order of Commitment, and/or returned to the custody of the responsible city. Upon Lynnwood’s request, the CITY OF EDMONDS shall, at its expense, retake any of their inmates within twelve (12) hours after receipt of such request. In the event the confinement of any contracted agency inmate is terminated for any reason, the CITY OF EDMONDS shall, at its expense, retake such inmate from Lynnwood Jail. 4.2 Jail Services Lynnwood agrees to provide the CITY OF EDMONDS with jail services, including the confinement of that agency’s inmates in the Lynnwood Jail, as specified in this Agreement. The CITY OF EDMONDS acknowledges that these services will be provided under the operational management of the Lynnwood Jail. 4.3 CITY OF EDMONDS Inmates The CITY OF EDMONDS shall be responsible for delivering their Inmates to the Jail, ensuring compliance with applicable laws and regulations regarding the transport and transfer of inmates fit for incarceration. Lynnwood, in turn, shall accept and confine that agency’s Inmates in accordance with the terms outlined herein. 4.4 Effect of Ordinance, Policies, Procedures, Rules, and Regulations The Jail will be administered by the Lynnwood Police Department in accordance with the ordinances, policies, procedures, rules and regulations of the Lynnwood Police Department and Lynnwood Jail and in accordance with the rules and regulations of any agency of the State of Washington empowered to make rules governing the administration of municipal jails. The CITY OF EDMONDS and its inmates shall be subject to Lynnwood ordinances, policies, procedures, rules and regulations relating to Jail operations, including any emergency security rules imposed by the Jail Manager, or their designee as identified by the Chief of Police, PROVIDED, HOWEVER, that nothing in this Agreement shall be construed as creating, modifying, or expanding any duty on the part of Lynnwood except as specifically provided herein. Nothing in this Agreement shall be interpreted as a delegation by Lynnwood, or its judicial and law enforcement agencies, to the CITY OF EDMONDS, of Lynnwood’s duty to supervise Lynnwood Inmates. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 4 of 17 4.5 Access to contracted bed Inmates The CITY OF EDMONDS, its officers, employees, or agents, may interview its inmates inside the confines of the Jail subject to necessary operational and security rules and regulations. Interview rooms will be made available on an equivalent basis to all jurisdictions with inmates confined in the Jail. 4.6 Transport of contracted bed Inmates The CITY OF EDMONDS shall provide or arrange for transportation and security of its inmates to and from the Lynnwood Jail, including to and from in-person court appearances, except when (a) Lynnwood determines, in its sole discretion, that emergency transportation is necessary in order to secure medical and/or psychiatric evaluation or treatment, or (b) Lynnwood determines, in its sole discretion, that transportation is required to support the orderly operation of the Jail. The CITY OF EDMONDS shall attempt to provide the Lynnwood Jail with at least twenty-four (24) hours' notice prior to transporting a contracted agency Inmate from the Jail. In any case in which Lynnwood is required to transport the inmate pursuant to subsection (a) or (b) of this paragraph, Lynnwood shall be reimbursed by the contracting agency for any actual expense incurred in transport of an inmate if, in fact, transportation of an inmate by Lynnwood becomes necessary. Such transportation shall be calculated based upon the time required for transport at the correction officer over time rate of $70.00 per hour. 4.7 Video Court For the fee set forth in Section 10.5, Lynnwood will provide the CITY OF EDMONDS with use of the Jail's "Video Court" services, which include, by way of example but not by way of limitation, the following types of services: use of Lynnwood’s video camera(s), audio technology, and the video courtroom facility; scheduling inmates for appearances by video; and escorting of inmates to and from the video courtroom. The City shall have the discretion to set the date, time, and duration of the contracting city's Video Court proceedings. The Lynnwood Jail, in its sole discretion, will establish a maximum number of contracted Inmates for each video courtroom calendar based upon operational limitations. The CITY OF EDMONDS will provide the Lynnwood Jail with a proposed Video Court Schedule no later than ten (10) days after execution of this Agreement. The Lynnwood Jail may change or cancel the agency's Video Court Schedule by providing them with at least seven (7) calendar days' written notice. Lynnwood will deliver contracted Inmate(s) to a video courtroom prior to the Inmate(s) hearing time so that the contracted jurisdiction Inmate(s) may prepare for the hearing and meet with his or her respective legal counsel. The CITY OF EDMONDS shall provide the Lynnwood Jail with all paperwork requiring the signature of that agency’s Inmate(s) at least thirty (30) minutes before the start of the jurisdiction's scheduled Video Court time. In the event of a technical problem that the Parties are unable to repair in a timely manner, the Parties shall work together to reschedule the impacted hearings to be reheard as soon as practicable and at minimum, within two (2) judicial days. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 5 of 17 4.8 Medical Treatment (A) Inmates shall receive medical, behavioral health counseling, and dental treatment when emergent and necessary to safeguard their health while housed in the Jail. Lynnwood shall provide routine medical services in the Lynnwood Jail. The CITY OF EDMONDS shall be responsible for any and all medical, dental, or mental health costs including but not limited to prescriptions, appliances, supplies, emergency transport associated with the delivery of any emergency and/or medical service provider to the contracted agency inmates. (B) If Lynnwood becomes aware that a contract agency inmate is in need of medical health care requiring the assistance of a medical health care services provider, then Lynnwood shall make reasonable efforts to notify the CITY OF EDMONDS prior to obtaining said service. If the CITY OF EDMONDS is contacted and does not authorize Lynnwood to obtain the service, then they shall, within one hour, pick up the inmate from the Jail. Provided, in the case of emergency, Lynnwood may notify the CITY OF EDMONDS after the service has been provided. (C) An adequate record of all such services shall be kept by Lynnwood in accordance with HIPPAA regulations for the contract agency to review at its request. Any medical or dental services of major consequence shall be reported to the CITY OF EDMONDS as soon as time permits. (D) The CITY OF EDMONDS shall be responsible for any and all costs incurred by or on behalf of a CITY OF EDMONDS inmate requiring hospitalization. If necessary, the CITY OF EDMONDS shall reimburse Lynnwood the dollar-for-dollar amount expended, or cost incurred by Lynnwood in providing the same. Upon payment from the contracted agency for the inmate’s health care expense, Lynnwood will assign to the CITY OF EDMONDS, if requested, any and all right to reimbursement for medical expenses authorized under RCW 70.48.130. Except in emergencies, the CITY OF EDMONDS will be notified by a duty supervisor at the Lynnwood Police Department prior to the inmate’s transfer to a hospital and nothing herein shall preclude the CITY OF EDMONDS from retaking the ill or injured inmate. In the event a contracting agency inmate is taken by emergency to a hospital, Lynnwood shall notify the CITY OF EDMONDS designee as soon as possible of transport, the contracting agency is responsible for providing security during any time of hospitalization. 4.9 Community Corrections Lynnwood does not offer a contracted Community Corrections Program or alternatives to confinement. The term "Community Corrections Program" and "alternatives to confinement" includes but is not limited to: Electronic Home Detention, Work Education Release, and Work Crew. If the CITY OF EDMONDS wishes to provide a Community Corrections Program and/or "alternatives to confinement" options for contracted agency Inmates, they shall not book such Inmates into the Lynnwood Jail. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 6 of 17 4.10 Administrative Booking Upon request by the arresting officer, and when not otherwise prohibited by statute, court rule or court order, the CITY OF EDMONDS may administratively book and immediately release that Inmate. The CITY OF EDMONDS shall have the option of completing an administrative book and release at the Lynnwood Jail or transporting their inmate to another jail. Lynnwood further reserves the right to administratively book and immediately release a contracting agency Inmate when, in the sole discretion of the Lynnwood jail Manager, or their designee, the Lynnwood Jail is unable to accept that agency’s Inmate for housing and when such action is not otherwise prohibited by statute, court rule or court order. 4.11 Removal of contracting Inmate from Jail An inmate from the CITY OF EDMONDS, legally confined in the Lynnwood Jail, shall not be removed from the Jail by any person except: (A) When requested by that Contracted Agency’s Police Department in writing authorizing such release; or (B) Upon court order in those matters in which said court has jurisdiction over such inmate; (C) For appearance in the court in which a Contracted Agency’s inmate is charged; (D) In compliance with a Writ of Habeas Corpus; (E) For interviews by Contracted Agency’s attorney or member of that agency’s Police Department; or (F) If the inmate has served their sentence, or the charge pending against said inmate has been dismissed, or bail or other recognizance has been posted as required by the courts; or (G) For other scheduled court appearance, including those for which they are not being held; or (H) For medical care and court ordered evaluations. ARTICLE 5 - PAYMENT PROCEDURES 5.1 Invoice Submission Lynnwood shall submit monthly invoices to the CITY OF EDMONDS for jail services rendered. Invoices shall include the number of contracted Inmates, the duration of their stay, medical services, and any corresponding charges or fees. 5.2 Payment Terms Payments for jail services provided under this Agreement shall be due within thirty (30) calendar days of issuance of the monthly electronic invoice. Late payments may accrue interest at a rate of 3% per month. 5.3 Records Each Party may request verification of records to validate charges. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 7 of 17 ARTICLE 6 - INSURANCE 6.1 Liability Insurance Lynnwood shall maintain appropriate liability insurance coverage to protect against claims arising out of the provision of jail services. The Agency shall maintain liability insurance covering its employees and agents involved in the transportation and transfer of Agency Inmates. ARTICLE 7 - INDEMNIFICATION 7.1 Defense and Indemnification Lynnwood shall indemnify and hold harmless the CITY OF EDMONDS and its officers, agents, and employees, or any of them from any and all claims, actions, suits, liabilities, losses, costs, expenses, and damages of any nature whatsoever, by any reason of or arising out of any negligent act or omission of Lynnwood its officers, agents, and employees, or any of them relating to or arising out of services performed pursuant to this Agreement. In the event any such suit based upon such a claim, action, loss, or damages is brought against the contracting agency. Lynnwood shall defend the same at its sole cost and expense; provided that Lynnwood reserves the right to participate in said suit if any principle of governmental or public law is involved; and if final judgment in said suit be rendered against the CITY OF EDMONDS, and its officers, agents, and employees, or any of them, or jointly against that jurisdiction and Lynnwood and their respective officers, agents, and employees, or any of them, the CITY OF EDMONDS shall satisfy the same. The CITY OF EDMONDS shall indemnify and hold harmless Lynnwood and its officers, agents, and employees, or any of them from any and all claims, actions, suits, liabilities, losses, costs, expenses, and damages of any nature whatsoever, by any reason of or arising out of any negligent act or omission CITY OF EDMONDS, its officers, agents, and employees, or any of them relating to or arising out this Agreement. In the event that any suit based upon such a claim, action, loss, or damages is brought against Lynnwood, the CITY OF EDMONDS shall defend the same at its sole cost and expense; provided that Lynnwood reserves the right to participate in said suit if any principle of governmental or public law is involved; and if final judgment be rendered against Lynnwood, and its officers, agents, and employees, or any of them, or jointly against the City and the CITY OF EDMONDS and their respective officers, agents, and employees, or any of them, Lynnwood shall satisfy the same. Waiver Under Washington Industrial Insurance Act. The foregoing indemnity is specifically intended to constitute a waiver of each Party's immunity under Washington's Industrial Insurance Act, Chapter 51 RCW, as respects the other Party only, and only to the extent necessary to provide the indemnified Party with a full and complete indemnity of claims made by the indemnitor's employees. The Parties acknowledge that these provisions were specifically negotiated and agreed upon by them. Liability Related to Lynnwood Ordinances, Policies, Rules, and Regulations Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 8 of 17 In executing this Agreement, the CITY OF LYNNWOOD does not assume liability or responsibility for or in any way release the CITY OF EDMONDS from any liability or responsibility which arises in whole or in part from the existence or effect of that jurisdiction’s ordinances, policies, rules, or regulations. If any cause, claim, suit, action or administrative proceeding is commenced in which the enforceability and/or validity of any such, the CITY OF EDMONDS ordinance, policy, rule or regulation is at issue, they shall defend the same at its sole expense and, if judgment is entered or damages are awarded against the CITY OF EDMONDS, Lynnwood or both, shall satisfy the same, including all chargeable costs and reasonable attorney's fees. Article 8 - CONDITIONS OF ACCEPTANCE OF CITY OF EDMONDS INMATES 8.1 Conditions Lynnwood shall provide services to the CITY OF EDMONDS subject to the conditions set forth in this section. Should the Lynnwood Jail, in its sole discretion, decline to accept or retain custody of a contracted agency Inmate for any of the reasons identified in this agreement, the Lynnwood Jail shall notify the arresting officer in person or the contracting city's law enforcement agency of the non-acceptance and the reason for the non-acceptance. Acceptance of a CITY OF EDMONDS Inmate into the Lynnwood Jail shall be conditioned upon the following: 8.2 Obligation to Abide by Policies and Procedures The contracting agency, its officers, employees, and agents shall follow all Lynnwood Jail policies and procedures. 8.3 Documentation for Legal Basis for Confinement Absent proper documentation providing a legal basis for confining the CITY OF EDMONDS‘s Inmate, Lynnwood will have no obligation to receive said Inmate into custody. Proper documentation for purposes of this section means an arrest warrant, judicial Order of Commitment, other order of a court of competent jurisdiction, a probable cause statement from the arresting officer and/or properly completed criminal citation. 8.4 Healthcare Clearance The Lynnwood Jail will have no obligation to receive into custody or retain custody of a contracting agency Inmate absent a determination, on an ongoing basis, by Jail medical staff that the agency’s Inmate (a) is medically and psychiatrically able to be housed in the Jail, and (b) does not need medical and/or psychiatric attention that would require treatment at a hospital or other type of health care facility. At all times, the Lynnwood Jail’s Police Administrator, or their designee, shall have final authority to determine whether a CITY OF EDMONDS’s Inmate is medically and/or psychiatrically fit for Jail. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 9 of 17 8.5 Population Limits The Lynnwood Jail shall have the right to return the contracting agency’s Inmates back to the CITY OF EDMONDS’s custody if the Jail reaches the Maximum Allowable Population Level (the "MAPL"). The MAPL refers to the greatest number of inmates that can be held in the Jail in a safe, secure, and humane manner. The MAPL applies to the overall number of inmates but may also be applied to specific populations of inmates (i.e. security level, medical need, mental health need, etc.). The Lynnwood Chief of Police, or their designee, shall determine, in their sole discretion, the MAPL. Every effort will be made to manage the MAPL, including booking restrictions. In the event that the MAPL is reached, and Lynnwood determines that inmates must be removed from the Jail, priority for removal shall be as follows: (A) Inmates from out-of-County jurisdictions in reverse order from the date of execution of the respective jurisdictions' interlocal agreements with the Lynnwood Jail; then (B) Inmates from out-of-Lynnwood jurisdictions, in reverse order from the date of execution of the respective jurisdictions' interlocal agreements with the Lynnwood; then (C) Inmates confined on Lynnwood charges or commitments. The Lynnwood Jail Manager shall have final authority on MAPL reduction measures, and in the event the Lynnwood Jail determines that the CITY OF EDMONDS Inmate(s) shall be removed from the Jail according to this priority schedule, the Lynnwood jail will provide seventy-two (72) hours' notice to remove contract agency Inmates. 8.6 Earned Early Release Lynnwood will release the CITY OF EDMONDS Inmate(s) in accordance with applicable statutes governing the calculation of jail commitments, including with respect to earned release time pursuant to Chapter 9.94A.729 RCW and Chapter 9.92.151 RCW. ARTICLE 9 – PAYMENT FOR SERVICES 9.1 Proportional Billing Lynnwood employs proportional billing practices when invoicing jurisdictions for Services. Attached hereto as Exhibit A, and incorporated herein by this reference, is an explanation of Lynnwood's proportional billing practices. Commensurate with these practices, the CITY OF EDMONDS shall be invoiced only its proportionate share of the applicable Fees and Costs, as defined in Section 10 below, for a contracted Inmate under either of the following circumstances: (A) The CITY OF EDMONDS Inmate (a) is being held on criminal misdemeanor or gross misdemeanor charge(s) (whether or not formally arraigned) or on a warrant or court order issued by that agency's municipal or district court, (b) is not being held on any active contracting agency felony charge, and (c) cannot be removed by a federal agency without regard to local charges; OR (B) The CITY OF EDMONDS Inmate is being held (a) on criminal misdemeanor or gross misdemeanor charge(s) (whether formally arraigned) or on a warrant or court order Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 10 of 17 issued by that agency's municipal court, and (b) by the State of Washington for violation of the Offender Accountability Act, and the CITY OF EDMONDS has declined to transfer custody to the State of Washington. ARTICLE 10 – FEES AND COSTS 10.1 Definitions Booking: means the act of registering, screening, and examining inmates for confinement in the Jail.; Administrative Booking, pursuant to Section 4.10, means the act of inventorying and safekeeping inmates' personal property, maintaining all computerized records of arrest, performing warrant checks, and all other activities associated with processing an inmate for confinement. The rates and fees are as follows: 10.2 Daily Housing Rate In consideration of the jail services provided by the Lynnwood Jail, the CITY OF EDMONDS agrees to pay a daily housing rate of $203.94 per agency Inmate per day. This rate shall cover the cost of incarceration, including but not limited to accommodation, meals, visitation, electronic media, communication, and basic medical services. 10.3 Booking Fee The CITY OF EDMONDS shall pay a one-time booking fee of $103.00 for each contracting Inmate who undergoes the administrative booking process. This fee is intended to cover the administrative costs associated with intake screening, medical screening, re-entry services, and scheduling wellness exams when admitting contracting Inmates into the Jail. 10.4 Advanced Medical Treatment Advanced Medical Treatment is any treatment requiring additional medical visits beyond screening, medication, or scheduled wellness checks. Each CITY OF EDMONDS Inmate requiring medical care in addition to, or beyond the scope of care provided by in-facility contracted medical services will be contacted and/or billed per section 4.6. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 11 of 17 10.5 Video Court Fee Agencies may elect their inmates to attend court proceedings remotely for an additional $100 fee for each court appearance. This fee shall cover attendance for scheduled video court hearings, inmate movement, and security unless the contracting agency elects to transport their inmates to and from court through scheduled borrow out requests. Agencies transporting their housed inmates to and from court do not incur an additional fee. 10.6 Invoicing and Payment The Lynnwood Jail shall provide the contracting agency with monthly invoices detailing the number of contracted Inmates, the duration of their stay, and the corresponding charges. Payment by the CITY OF EDMONDS for services rendered under this Agreement shall be made within thirty (30) calendar days of issuance of electronic invoice. Should the Parties renew this Agreement beyond December 31, 2026, additional annual increases shall be calculated pursuant to Section 10.7. 10.7 Rate increases Beginning January 1, 2026, the Booking Fees and Daily Housing Rates listed in Sections 10.2 and 10.3 shall increase on January 1st of each proceeding calendar year during the term of this Agreement. The Lynnwood Jail shall provide the contracting agency notice of the Booking Fee and Daily Housing Rate increase by July 1st of each preceding year. ARTICLE 11 – TERMINATION FOR CONVENIENCE, DEFAULT, AND REMEDIES 11.1 Termination for Convenience Either Party may terminate this Agreement for convenience upon providing written notice to the other Party at least thirty (30) calendar days prior to the intended termination date. 11.2 Default If either Lynnwood or the CITY OF EDMONDS fails to perform any act or obligation required to be performed by it hereunder, the other Party shall deliver written notice of such failure to the non- performing Party. The non-performing Party shall have fifteen (15) days after its receipt of such notice in which to correct its failure to perform the act or obligation at issue, after which time it shall be in default ("Default") under this Agreement; provided, however, that if the non-performance is of a type that could not reasonably be cured within said fifteen (15) day period, then the non-performing Party shall not be in Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 12 of 17 Default if it commences cure within said fifteen (15) day period and thereafter diligently pursues cure to completion. 11.3 Remedies In the event of a Party's Default under this Agreement, then after giving notice and an opportunity to cure pursuant to Section 12 above, the non-Defaulting Party shall have the right to exercise any or all rights and remedies available to it in law or equity. In addition, if the CITY OF EDMONDS fails to make payment on an outstanding invoice within the time to cure and the Lynnwood Jail has not disputed the invoice as provided in Section 10.6, the Lynnwood Jail shall have no further right under this Agreement to deliver custody to or otherwise house THE CITY OF EDMONDS Inmates at the Jail and shall, at the Lynnwood Jail's request, remove all contracted agency Inmates from the Jail within seventy two (72) hours . Thereafter, the Lynnwood Jail may, in its sole discretion, accept CITY OF EDMONDS Inmates to the Jail if all outstanding invoices are paid. ARTICLE 12 – EARLY TERMINATION 12.1 Lack of Funding In the event that funding from any source is withdrawn, reduced, limited, or not appropriated after the effective date of this Agreement, this Agreement may be terminated by Lynnwood immediately by delivering written notice to the CITY OF EDMONDS. The termination notice shall specify the date on which the Agreement shall terminate. 12.2 Calculation of Costs Due Upon Early Termination Upon early termination of this Agreement as provided in this Section 12.1, the CITY OF EDMONDS shall pay the Lynnwood Jail for all Services performed up to the date of termination. Lynnwood shall notify the contracting agency within thirty (30) calendar days of the date of termination of all remaining costs. No payment shall be made by the CITY OF EDMONDS for any expense incurred or services performed following the effective date of termination unless authorized in writing by that agency. ARTICLE 13 - DISPUTE RESOLUTION In the event differences between the Parties should arise over the terms and conditions of this Agreement, the Parties shall use their best efforts to resolve those differences through their Administrators on an informal basis. If those differences cannot be resolved informally, the matter shall be referred for mediation to a mediator mutually selected by the Parties. If mediation is not successful, either of the Parties may institute legal action for specific performance of this Agreement or for damages. The prevailing Party in any legal action shall be entitled to a reasonable attorneys' fee and court costs. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 13 of 17 ARTICLE 14 – NOTICES All notices required to be given by any Party to the other Party under this Agreement shall be in writing and shall be delivered either in person, by United States mail, or by electronic mail (email) to the applicable Administrator or the Administrator's designee. Notice delivered in person shall be deemed given when accepted by the recipient. Notice by United States mail shall be deemed given as of the date the same is deposited in the United States mail, postage prepaid, and addressed to the Administrator, or their designee, at the addresses set forth in Section 3 of this Agreement. Notice delivered by email shall be deemed given as of the date and time received by the recipient. ARTICLE 15 - MISCELLANEOUS 15.1 Entire Agreement: Amendment This Agreement constitutes the entire agreement between the Parties regarding the subject matter hereof and supersedes any and all prior oral or written agreements between the Parties regarding the subject matter contained herein. This Agreement may not be modified or amended in any manner except by a written document executed with the same formalities as required for this Agreement and signed by the Party against whom such modification is sought to be enforced. 15.2 Conflicts between Attachments and Text Should any conflicts exist between any attached exhibit or schedule and the text or main body of this Agreement, the text or main body of this Agreement shall prevail. 15.3 Governing Law and Venue This Agreement shall be governed by and enforced in accordance with the laws of the State of Washington. The venue of any action arising out of this Agreement shall be in the Superior Court of the State of Washington, in and for Snohomish County. In the event that a lawsuit is instituted to enforce any provision of this Agreement, the prevailing Party shall be entitled to recover all costs of such a lawsuit, including reasonable attorney's fees. 15.4 Interpretation This Agreement and each of the terms and provisions of it are deemed to have been explicitly negotiated by the Parties, and the language in all parts of this Agreement shall, in all cases, be construed according to its fair meaning and not strictly for or against either of the Parties hereto. The captions and headings in Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 14 of 17 this Agreement are used only for convenience and are not intended to affect the interpretation of the provisions of this Agreement. This Agreement shall be construed so that wherever applicable the use of the singular number shall include the plural number, and vice versa, and the use of any gender shall be applicable to all genders. 15.5 Severability If any provision of this Agreement or the application thereof to any person or circumstance shall, for any reason and to any extent, be found invalid or unenforceable, the remainder of this Agreement and the application of that provision to other persons or circumstances shall not be affected thereby, but shall instead continue in full force and effect, to the extent permitted by law. 15.6 No Waiver A Party's forbearance or delay in exercising any right or remedy with respect to a Default by the other Party under this Agreement shall not constitute a waiver of the Default at issue. Nor shall a waiver by either Party of any particular Default constitute a waiver of any other Default or any similar future Default. 15.7 No Assignment This Agreement shall not be assigned, either in whole or in part, by either Party without the express written consent of the other party, which may be granted or withheld in such Party's sole discretion. Any attempt to assign this Agreement in violation of the preceding sentence shall be null and void and shall constitute a Default under this Agreement. 15.8 Warranty of Authority Each of the signatories hereto warrants and represents that he or she is competent and authorized to enter into this Agreement on behalf of the party for whom he or she purports to sign this Agreement. 15.9 Independent Contractor Lynnwood will perform all Services under this Agreement as an independent contractor and not as an agent, employee, or servant of the CITY OF EDMONDS. Lynnwood shall be solely responsible for control, supervision, direction, and discipline of its personnel, who shall be employees and agents of Lynnwood and not the contracting agency. Lynnwood has the express right to direct and control Lynnwood's activities in providing the Services in accordance with the specifications set out in this Agreement. Lynnwood shall only have the right to ensure performance. 15.10 No Joint Venture Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 15 of 17 Nothing contained in this Agreement shall be construed as creating any type or manner of partnership, joint venture, or other joint enterprise between the Parties. 15.11 No Separate Entity Necessary The Parties agree that no separate legal or administrative entities are necessary to carry out this Agreement. 15.12 Ownership of Property Except as expressly provided to the contrary in this Agreement, any real or personal property used or acquired by either Party in connection with its performance under this Agreement will remain the sole property of such Party, and the other Party shall have no interest therein. 15.13 No Third-Party Beneficiaries This Agreement and each and every provision hereof is for the sole benefit of the CITY OF EDMONDS and Lynnwood. No other persons or Parties shall be deemed to have any rights in, under or to this Agreement. 15.14 Force Majeure In the event either Party's performance of any of the provisions of this Agreement become impossible due to circumstances beyond that Party's control, including without limitation, force majeure, strikes, embargoes, shortages of labor or materials, governmental regulations, acts of God, war or other strife, that Party will be excused from performing such obligations until such time as the Force Majeure event has ended and all facilities and operations have been repaired and/or restored. 15.15 Execution in Counterparts This Agreement may be executed in two or more counterparts, each of which shall constitute an original and all of which shall constitute one and the same agreement. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Page 16 of 17 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written. SIGNATURES City of EDMONDS By: Printed: Title: Date: City of LYNNWOOD By: Printed: George Hurst Title: Mayor Date: January 8, 2026 | 10:54 AM PST Approved as to Form: By: Printed: Title: Date: Approved as to Form: By: Printed: Lisa Marshall Title: City Attorney Date: January 8, 2026 | 9:08 AM PST Attest: By: Printed: Title: Date: Attest: By: Printed: Darcy Kirchner Title: Interim City Clerk Date: January 8, 2026 | 10:38 AM PST Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79 Sharon Cates 1/29/2026 Approved as to Form - City Attorney Mayor Mike Rosen 2/3/2026 Mayor 2/3/2026 Luke Lonie City Clerk Page 17 of 17 EXHIBIT A Proportionate Billing The City uses a proportional billing process to calculate fees and charges for each inmate. As a result, if multiple jurisdictions have an open charge on an individual inmate, the jurisdictions will each share equally the fees and costs as long as an open charge persists for that jurisdiction. When a contracting jurisdiction's charge is closed, that jurisdiction drops from the proportional billing process, and the proportional billing is recalculated without that jurisdiction. Each day the City shall examine the open charges for each active booking and apply uniform rules for determining billable charges and identifying the billable jurisdiction. The procedure employed by the City for determining the billable charges and responsible jurisdictions is outlined below and references the City's billing system. The procedure continues in sequence through the outlined series of steps only so far as needed to isolate a billable charge and determine the jurisdiction responsible for payment. • If there is one confirmed misdemeanor charge from one jurisdiction, invoice 100% of cost to the CITY OF EDMONDS. • If there is more than one confirmed misdemeanor charges from more than one jurisdiction, invoice each jurisdiction in equal shares. • If a jurisdiction has multiple confirmed open misdemeanor charges, the jurisdiction is only invoiced as one element of the proportional billing process. Example: If City A has one confirmed open misdemeanor and City B has two confirmed open misdemeanor charges, all at the same time, each city is billed for fifty percent (50%) of the Fees and Costs for that inmate. Drop jurisdictions with closed charges. Example: The City of X has one open misdemeanor charge, and the City of Y has one open misdemeanor charge. If City Y 's charge is closed, City X is billed for one hundred percent (100%) of the Fees and Costs for that inmate from then on. Docusign Envelope ID: 7970F61D-9AD7-4227-84FE-04646A8A0F79