Edmonds Transportation Benefit District Interlocal Agreement for CooperationAN INTERLOCAL AGREEMENT BETWEEN
THE CITY OF EDMONDS, WASHINGTON, AND
THE EDMONDS TRANSPORTATION BENEFIT DISTRICT
This agreement between the City of Edmonds, Washington ("Edmonds"), and the
Edmonds Transportation Benefit District ("TBD"), each of whom is organized as a Municipal
Corporation under the laws of the state of Washington, is dated this 7"4 day of
2009.
WHEREAS, Chapter 39.34 RCW (Interlocal Cooperation Act) permits local
governmental units to make the most efficient use of their powers by enabling them to cooperate
on the basis of mutual advantage;
WHEREAS, Edmonds is empowered to operate, maintain, construct, and reconstruct,
public street infrastructure within its city limits in accordance with the powers granted pursuant
to RCW 35A.11.020 and Chapter 35A.47 RCW;
WHEREAS, pursuant to Ordinance No. 3707, the TBD was created to provide adequate
funding for ongoing transportation improvements that preserve, maintain and, as appropriate,
construct or reconstruct the existing transportation infrastructure of the City of Edmonds
consistent with Chapter 36.73 RCW;
WHEREAS, Edmonds and the TBD desire to better coordinate their efforts in order to
pursue their individual, joint and mutual rights and obligations to maintain and preserve streets
and related transportation infrastructure within the City of Edmonds; NOW, THEREFORE,
The parties have entered into this agreement in consideration of the mutual benefits to be
derived and to coordinate their efforts through the structure provided by the Interlocal
Cooperation Act.
1. Purpose and Interpretation. The City of Edmonds is empowered by Title 35A to
construct, reconstruct, maintain and preserve City streets and other related public infrastructure
either by contract or through the use of City forces. The TBD has been constituted in accordance
with state law to provide a source of funding for the maintenance and preservation of streets and
related infrastructure within the City limits of the City of Edmonds. The TBD has no employees
and its officers are either City Council Members serving in an ex officio capacity or are City
employees designated to serve under the provisions of state law. In order to make the most
efficient use of public monies, to avoid duplication of effort and to coordinate their efforts, the
parties have entered into this agreement. In the event of ambiguity or the need for guidance
arises, this agreement shall be interpreted in accordance with the provisions of Edmonds City
Ordinance No. 3707, Chapter 36.73 RCW, the Charter of the TBD and the provisions of the
Governmental Accounting Act and RCW 43.09.210 as the same exists or shall hereafter be
amended. In the event that any provision of this agreement is held to be in conflict with existing
state statute or any future amendment thereof, such provisions shall be severable, and the
remaining provisions of this agreement shall remain in full force and effect.
{WSS720895.DOC;1/00006.900000/} J 3oZ�
2. Obligations of tine TBD. In accordance with the requirements of Chapter 36.73 RCW,
Ordinance No. 3707, and its charter, the Transportation Benefit District agrees to:
2.1 Provide to the City of Edmonds all funding received from any and all lawful
sources which the TBD in its sole discretion may levy for the purpose of preserving and
maintaining Edmonds streets and related infrastructure.
2.2 Continue the annual provision of funding for street preservation and maintenance
so long as the TBD remains in existence. Such funding shall be in accordance with and limited
by the provisions of Ordinance No. 3707, the charter of the TBD and Chapter 36.73 RCW. By
way of illustration and not limitation:
2.2.1 The TBD shall hold public hearings as required by its charter prior to
levying any charge, tax or fee and shall levy any charge, tax or fee only in accordance with law
and ordinance.
2.2.2 Develop an annual work plan and designate street maintenance and
preservation projects within Edmonds for funding.
2.2.3 Pursuant to a material change policy adopted pursuant to the requirements
of RCW 36.73.160(l), the TBD shall consider at a minimum the impacts and appropriate
remedies if transportation improvements contained in its annual plan exceed its original cost by
more than 20%. The TBD shall consider the input from public hearings and other sources as it
determines how such cost changes should be resolved. The obligations of this agreement shall
be interpreted and applied in a manner consistent with this adopted policy.
3. Undertakings of Edmonds. Edmonds shall:
3.1 Provide all staff and necessary related support to the TBD. The costs of such
support shall be accounted for as a part of the City's annual report to the District. TBD funding
shall first be applied to the reasonable charges incurred in establishing and staffing the TBD.
Annual services provided may include the services provided by the City Attorney, the City Clerk
when serving as the Clerk of the TBD, the City's Finance Director when serving as its Treasurer,
and any associated costs, including but not limited to the preparation of an annual work plan,
reporting, advertising, design, contracting, construction management, accounting, and any and all
other actual charges associated with the proper application of TBD funding to the preservation
and maintenance of City streets and infrastructure in accordance with law and ordinance. In
consideration of the benefits derived by Edmonds, overhead charges such as utilities, information
technology, office supplies, and equipment shall be a contribution of Edmonds to the parties'
joint goals and objectives and need not be directly charged to the TBD.
3.2 Maintain for the period established by the State Archivist retention schedule,
financial records, kept in accordance with generally accepted accounting practice and
governmental accounting requirements, as necessary to document that any and all funding
{WSS720895.DOC;1/00006.900000/} - 2 -
received through the TBD is used only for the maintenance and preservation of City streets and
infrastructure in accordance with law and ordinance.
3.3 Utilize all funding provided for street maintenance and preservation projects
shown on the TBD's annual work plan in accordance with the TBD's material charge policy law
and ordinance.
4. Ownershipp. Streets and related transportation infrastructure preserved and maintained
with TBD funds are and shall remain the property of the City of Edmonds. No joint property
ownership is contemplated under the terms of this agreement.
5. No Joint Board. No provision is made for a joint board. The TBD shall exercise its
function in accordance with its charter, using staff as provided by the City of Edmonds, pursuant
to this agreement.
6. Insurance, Indemnity.
6.1 The parties agree to participate in the Washington Cities Insurance Authority
(WCIA) insurance pool in accord with their respective interlocal agreements with the WCIA.
The original charge or premium for the TBD will be borne by Edmonds as a cost to be covered
under Section 3.1 and shall be paid for with funds received form or through the TBD. In the
event that either or both cease to participate in the WCIA pool, the party or parties agree to
obtain comparable coverage.
6.2 Edmonds agrees to indemnify and hold harmless the TBD, its officers and agents,
from any claim, loss or liability arising from or out of the expenditure of TBD funds under this
agreement. This promise to indemnify and hold harmless includes the reasonable costs of legal
defense.
6.3 The TBD agrees to indemnify and hold armless Edmonds, its officers, agents and
employees from any claim, loss or liability arising from or out of TBD's negligent, tortious or
illegal actions under this agreement.
7. Termination. This agreement shall terminate or expire as follows:
7.1 This agreement may be terminated by either party upon the provision of three
hundred and sixty-five (365) calendar days notice. A final reconciliation of costs, payment, and
a current report of completed activities shall be completed by Edmonds within such period
following the notice by either party.
7.2 Unless sooner terminated by either party, this agreement shall expire on the date
when the District is automatically dissolved in accordance with provisions of Ordinance No.
3707, as the same exists or is hereafter amended.
IWSS720895.DOC;1/00006.900000/} - 3 -
8. Effective Date. This agreement shall be effective upon the last authorizing signature
affixed hereto and when listed by subject on the City of Edmonds' website or other electronically
retrievable public source as required by RCW 39.34.040.
IN WITNESS WHEREOF, the parties have executed this agreement on the date first
written above.
CITY OF EDMONDS
Gary sake on, Mayor
ATTEST
�
Sandra Chase, City Clerk
APPROVED AS TO FORM
W. Scott Snyder, City Attorney
EDMONDS TRANSPORTATION
BENEFIT DISTRICT
D. J. it , President
ATTEST
APPROVED AS 10 FORM
{WSS720895.DOCJ/00006.900000/} - 4 -