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Department of Transportation Fiber Optic Cable Service Level License AgreementContract No. DP00994 Washington State Department of Transportation Amendment No. 1 This is AMENDMENT No. 1 (Amendment) to that certain agreement entitled FIBER OPTIC CABLE SERVICE LEVEL LICENSE AGREEMENT NO. DP00994, dated April 8, 2005, is entered into by and between Washington State Department of Transportation, an agency of Washington State government (WSDOT) and City of Edmonds, a municipal corporation (City). RECITALS A. WSDOT entered into an agreement with the Public Utility District No. 1 of Snohomish County (PUD) entitled Pole Attachment License Agreement for Municipal Entities, dated October 20, 2004, (PUD License), attached hereto as Exhibit C, and by this reference incorporated herein. The PUD License allows WSDOT to attach communication equipment, including but not limited to fiber optic cable, to PUD-owned utility poles located within City -owned right of way. Section 3.01(a) of the PUD License expressly limits WSDOT's use of the poles at no cost to public safety and other municipal purposes and requires compensation to be paid for any revenue generating attachment to the poles. B. WSDOT and the City entered into an interagency agreement entitled Fiber Optic Cable Service Level License Agreement No. DP00994, dated April 8, 2005 ( Agreement). The Agreement authorizes WSDOT to install, operate, and maintain fiber optic cable within the City -owned right of way (on the PUD-owned poles) in exchange for WSDOT providing the City with 24 strands of fiber along the route identified in Exhibit A of the Agreement. Section 3 of the Agreement expressly prohibits the fiber optic cable from being used or sold for services to entities other than the City or WSDOT without the provision of notice and the payment of a fee. C. The City has entered into revenue generating agreements with public educational and hospital entities to use the fiber optic cable. The City may enter into additional agreements with public and private entities in the future. The PUD License requires compensation for such use. The City and WSDOT desire to amend the Agreement to allow such third party use of the fiber optic cable and to set forth the terms and conditions of such use, including but not limited to compensation to the PUD. D. WSDOT has obtained approval from the PUD to allow the City to enter into revenue generating agreements with third party entities to use the WSDOT fiber optic cable located on the PUD poles on the condition that the City pays the attachment fees required under the PUD License to WSDOT and WSDOT pays these fees to the PUD, all in accordance with the terms of the PUD License, and any amendments thereto. 5a a 7 E. Section 11 of the Agreement provides for written amendments. n®iV - 5---6-i6 DP00994 Page 1 of 5 Amendment 1 r .3D-0 9 -)b 91-9• AGREEMENT NOW, THEREFORE, in consideration of the terms, conditions, and covenants contained herein, IT IS MUTUALLY AGREED AS FOLLOWS: 1) "Section 11, "Term and Termination," is hereby replaced in its entirety with the following: The term of this Agreement shall commence on April 8, 2005 and run for a period of twenty (20) years from that date, unless (a) revoked by the City prior to that date; (b) terminated by WSDOT with thirty (30) days prior written notice to the City; or (c) upon termination of the PUD License, as provided therein. 2) Section 13, "Notices," is hereby replaced in its entirety with the following: 13.1 Legal notices and notices of termination to the City shall be sent to the following address: Administrative Services Director City of Edmonds 121 Fifth Avenue North Edmonds, WA 98020-3145 13.2 Legal notices and notices of termination/revocation to WSDOT shall be sent to the following address: Washington State Department of Transportation Attn: Jaylene Barry, Contracts Administrator P.O. Box 47408 Olympia, WA 98504-7408 13.3. All legal notices and termination/revocation notices shall be served, personally delivered or sent by certified or overnight mail addressed to the parties at the address stated in this Section unless a different address has been designated in writing and delivered to the other party. 3) Section 14, "Third Party Contracts," is hereby added with the following terms and conditions: 14.1 The City is authorized to enter into revenue generating contracts with third party entities to allow said entities to use the 24 strands of the WSDOT fiber optic cable that is installed on the PUD poles located between the Edmonds Ferry Terminal and the City of Edmonds Public Works Facility at 210"' and 76th; roughly Highway 99 and 212'h (Fiber). 14.2 The parties understand and agree that revenue generating use of the Fiber requires a pole rental fee to be paid to the PUD and that said payment is the sole obligation of the City. As such, the City agrees to: DP00994 Page 2 of 5 Amendment 1 14.2.1 pay to WSDOT, concurrent with the execution of this Amendment, a lump sum fee of five hundred forty-nine dollars and seventy-four cents ($549.74) for PUD pole rent due for the period of January 1, 2008 thru June 30, 2008. 14.2.2 pay to WSDOT the PUD pole rental fees assessed semi-annually by the PUD pursuant to the PUD License for the City's use of the WSDOT- owned Fiber located on the PUD poles by the City for the entities identified in Section 1 above; and 14.2.3 pay to WSDOT indirect and overhead costs as set forth in Section 16 herein. 14.3 The City shall be responsible for paying any increases in pole rental fees assessed by the PUD. 14.4 Total costs payable to WSDOT under this Section shall not exceed the total amount assessed by the PUD for pole rental fees, currently $503.33 semi- annually, and the overhead and indirect costs as described in Section 16 "Overhead or Indirect Cost." 4) Section 15, "Contract Compliance", is hereby added with the following terms and conditions: At no time will the City cause WSDOT to be in breach of the License or any other utility or communication service providers. Should such a breach occur, the City shall pay to WSDOT all costs associated with resolving such breach, including but not limited to pole rental fees, penalties, interest, and all legal fees and costs. 5) Section 16, "Overhead or Indirect Cost," is hereby added with the following terms and conditions: WSDOT shall charge the City and the City shall pay to WSDOT, as an administrative overhead fee, an additional percentage, currently 9.22%, of the total cost incurred by WSDOT under the PUD License for the City's use of the WSDOT-owned fiber. Additionally, the City shall be responsible for any increases in the WSDOT overhead or indirect cost fee. 6) Section 17, "Invoicing and Payments," is hereby added with the following terms and conditions: 17.1 WSDOT will submit an invoice to the City for payments due WSDOT under this Amendment. The City shall submit such payments to WSDOT within thirty (30) calendar days of the date of the invoice. Payments may be made electronically by Electronic Funds Transfer (EFT) or may be mailed to: DP00994 Page 3 of 5 Amendment 1 Washington State Department of Transportation Attn: Cashier P.O.Box 47305 Olympia, WA 98504-7305 17.2 If any sums payable to WSDOT under this Agreement are not received by the due date, the City shall pay to WSDOT, in addition to the amount due, for the cost of collecting and handling such payment, an amount equal to the greater of One Hundred and no/100 Dollars ($100.00) or Five Percent (5%) of the delinquent amount. In addition, all delinquent sums payable by the City to WSDOT shall, at WSDOT's option, bear interest at the rate of Twelve Percent (12%) per annum, or the highest rate of interest allowable by law, whichever is greater; provided that if the highest rate allowable by law is less than Twelve Percent (12%), interest charged hereunder shall not exceed that amount. Interest on all delinquent amounts shall be calculated from the original due date to the date of payment. Also there shall be a charge for any check returned uncollectable in accordance with WAC 468-20-900. WSDOT and the City agree that such charges represent a fair and reasonable estimate of the costs incurred by WSDOT by reason of late payments and uncollectable checks. 7) Section 18, "Contract Management," is hereby added with the following terms and conditions: 18.1. The City and WSDOT shall each designate a Contract Manager who will be the primary contact for all communications and billings for the performance of this Agreement. The Contract Managers shall be responsible for the daily performance and oversight of this Agreement on behalf of WSDOT and the City. The WSDOT Contract Manager does not have authority to accept legal notices on behalf of WSDOT or amend this Agreement. 18.2 The City and WSDOT shall each designate a Technical Contract who will be the lead on all technical and troubleshooting issues regarding the performance of this Agreement. The WSDOT Technical Contact does not have authority to accept legal notices on behalf of WSDOT or amend this Agreement. 18.3 The contact information for the Contract Managers and the Technical Contacts is set forth in Exhibit B, attached hereto and by this reference made a part hereof. Exhibit B may be updated by either party for their agency only by written notice to the other party by service, personal delivery, or by certified or overnight mail addressed to the parties at the address listed below unless a different address has been designated in writing and delivered to the other party, or by electronic mail followed by written notice provided by one of the methods stated above. Any update to Exhibit B shall list the effective date of said update. 8) Effective Date. The effective date of this Amendment shall be the date of execution by both parties. DP00994 Page 4 of 5 Amendment 1 9) Affect on Other Provisions. 9.1 All other provisions and exhibits of the Agreement remain in full force and effect and are not altered or affected in any way unless specifically modified herein. 9.2 The provisions of the Agreement, as modified by this Amendment, shall apply equally to any and all other provisions in the Agreement as though the modified provisions were original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the Parties hereto, having read this Amendment in its entirety, including all exhibits and attachments, do agree in each and every particular and intending to be legally bound have executed this Amendment. Washington State Departme t of Transportation Grant Rodeheaver, Director Office of Information Technology ��-f-T-6 Date Accepted as to form: Patricia Nightingale, Asst. A torney General Date City of Edmonds G# a nson, Mayor Date (S4 3� W. Scott Snyder, City Attorn O/-3o - c 7 _ Date DP00994 Page 5 of 5 Amendment I Exhibit B Interagency Agreement Contact Information WSDOT Contract Number: DP00994 City of Edmonds Contract Number: _ Effective Date: 01/12/2009 Washington State Department of Transportation Oniv the Contract Signature Authoritv 1 and 2 identified below are authorized to bind WSDOT. Contract Signature Authority 1: Grant Rodeheaver, Director (under $100,000 and single year) Office of Information Technology P.O. Box 47430 Tumwater, WA 98504-7430 (360) 705-7601 rod e h e gawsd vt. wa. q ov Contract Signature Authority 2: (over Bill Ford, Assistant Secretary $100,000 or multi -year) Finance and Administration P.O. Box 47400 Olympia, WA 98504-7400 (360) 705-7501 ford b wsdot.wa. ov Contract Manager: Randy Baker, Network Services Manager Office of Information Technology P.O. Box 47430 Tumwater, WA 98504-7430 (360) 705-7787 bakerra*wsdot.wa, cLov Technical Contact: Todd Turner, Network Operations Office of Information Technology P.O. Box 47430 Tumwater, WA 98504-7430 (360) 705-7694 t o rn a rt(@ws d ot. wa. g ov Contract Administrator: Jaylene Barry, C.P.M., CPPB Administrative Services Contracts Office P.O. Box 47408 Olympia, WA 98504-7408 (360) 705-7547 barryia _.wsdot.wa.gov DP00994 Page 1 of 3 Amendment 1 Exhibit B e of Information Technology Invoice Processing Business Unit Linderson Way S.W. Box 47430 water, WA 98504-7430 ) 705-7716 )OTOIT-VendorPayments@wsdot.wa.gov preferred method of submittal shall be electronic to imail address above. DP00994 Page 2 of 3 Amendment 1 Exhibit B The City of Edmonds Contract Signature Authority 1: Gary Haakenson, Mayor Edmonds City Hall 121 5th Avenue North Edmonds, WA 98020-3145 (425) 771-0247 (425) 771-0252 FAX haakenson&i.ednnonds.wa_.us Contract Manager: Carl Nelson, Chief Information Officer City of Edmonds 121 5th Avenue North Edmonds, WA 98020-3145 (425) 771-0219 carin -.ci.edmonds.wa.us Technical Lead: Mike Waters, Network Administrator City of Edmonds 121 5th Avenue North Edmonds, WA 98020-3145 (425) 775-2525 Contract Administrator: Carl Nelson, Chief Information Officer City of Edmonds 121 5th Avenue North Edmonds, WA 98020-3145 (425) 771-0219 carin ci.edmonds.wa.us Billing: Fiber Optic Project Manager City of Edmonds 121 5th Avenue North Edmonds, WA 98020-3145 DP00994 Page 3 of 3 Amendment 1 Exhibit B DP00994 Exhibit C Fiber Optic Cable Service Level License Agreement (Washington State Department of Transportation -- City Of Edmonds) THIS LICENSE AGREEMENT is made and entered into this $'A day of V411. 2005 between the City of Edmonds, hereinafter referred to as "City", and the Washington State Department of Transportation, hereinafter referred to as "WSDOT". WHEREAS, WSDOT has a requirement, due to Homeland Security video surveillance and' anti-terrorist and other priority transportation and traffic management high-speed communications needs, for a fiber optic connection fiom State Highway 99, approximately 150 feet south of 212th Street SW, to the Edmonds Ferry Terminal; and WHEREAS, WSDOT desires, due to national security urgency of the project and limitations of grant fiulding available, to install fiber optic cable on existing poles owned by Snohomish County Public Utility District Number 1 (hereinafter "PUD") and/or other utility or communication, service providers located within City right-of- way; and WHEREAS, the City anticipates future needs for fiber optic communication connections along the same route as the WSDOT proposed installation of fiber optic cable; NOW, THEREFORE, in consideration of the terms, conditions, and covenants contained herein, the Parties agree as follows: 1. The City will not require the said fiber optic cable to be installed underground where poles owned by the PUD or other utility or communication companies presently exist along the designated route indicated in Exhibit A, and will allow WSDOT to install the said fiber optic cable above ground on existing poles to accomplish this requirement to have a high-speed fiber connection as proposed in the drawing at the attached Exhibit A. 2. WSDOT shall obtain and pay the associated fees for all required permits, including but not limited to PUD and other utility and conu-nunication providers' pole use permits and City right-of-way permits. 3. WSDOT shall use the fiber optic cables only for Homeland Security video surveillance and anti-terrorist and/or other priority security and transportation and traffic management high-speed comununications purposes. Any use by WSDOT of the fiber optic cable for purposes other than security or traffic control/management is prohibited by this License Agreement. The fiber optic cable shall specifically not be used for providing or selling service for or to entities other than the City or WSDOT. 4. WSDOT will install and provide the City, at no cost to the City and for the City's exclusive use for City purposes, in coordination with the WSDOT fiber optic cable installation, 24 strands of fiber along this route in consideration for allowing said fiber to be installed on poles'currently along the path shown in the attached drawing, Exhibit A. For purposes of this license agreement, the fiber optic cable main trunk line and appurtenances from the Edmonds City limits to the ferry tenninal and to be shared by WSDOT and the City shall hereinafter be referred to as the "System"., In addition, provided that the City provides timely notification to WSDOT of its fiber optic requirements at its City facilities, WSDOT will arrange for installation of, in conjunction with WSDOT's installation of the System, fiber optic cable, splice boxes, patch panels and other appurtenances necessary to connect City facilities to the System, and the costs incurred by WSDOT for such installation shall be paid by the City. 5. All fiber optic cabling, pole attachments, conduits and other appurtenances comprising the trunk line from the Edmonds City limits to the ferry terminal and to be shared by WSDOT and the City (the "System") described in Exhibit A which lies within the city right-of-way shall be owned and managed by WSDOT. Conduit and fiber cabling lying within or upon state-owned property shall be owned by WSDOT. All fiber optic cabling, pole attachments, conduits, and other appurtenances from the main trutik line to City facilities to serve City uses only shall be owned by the City. Both parties agree in the event -of an outage, or degradation in service, to take all actions in as expeditious a manner as possible to repair and restore the System. 6. During the term of this agreement, the City shall be responsible for maintenance, extension, further extended connections or repairs required for the 24 strands of fiber allocated to the City. All requests will be made and coordinated with WSDOT and will be at the City's cost. WSDOT shall obtain prior written approval from the City prior to incurring any costs to be paid by the City. 7. In the event of major repair to the System, WSDOT shall share in the costs on a prorated basis (equal to Repair Cost x WSDOT Fibers/Total Fibers), depending on their share of the fibers in the repaired section of cable. For these purposes, the City will assist and when requested provide monitoring and take necessary precautions and actions within its authority to help assure the availability of the System to the locations on the System and for other locations. 8. The City shall provide to WSDOT 24-hour per day, seven day per week response or access at termination points at City facilities for emergency testing and installation/service of all termination equipment connected to the System. To access a tenmiination point, WSDOT shall first call the -appropriate official at the City who will allow WSDOT/contracted personnel to access the cabinets for the necessary work. After normal working hours, WSDOT shall call the City Police Department to contact the on -call information services technician, who shall provide the necessary access as soon as possible. The City will provide point of contact names and phone numbers for both on and off -hour notification of an emergency outage. For reporting of problems by the City on WSDOT owned facilities, the City shall contact WSDOT at phone numbers, to be provided by WSDOT. 9, WSDOT will provide such technical assistance as is necessary to assure proper labeling and locating of each end of the fiber cabling that they will be connecting to within the City portion of the System. 10. The parties agree that in all ways practical, and to the extent that the effort involved is reasonable, they shall exchange date., technical support, and other goods and services on an equitable basis relating to these facilities and services at Exhibit A. This exchange shall be on a quid pro quo basis and neither party shall be compensated therefore. However, any request for significant levels of data, technical support, or other goods and services not specifically covered under this Agreement shall be by direct invoice of the actual cost in providing said data, support, or other goods and services, to be agreed in advance on a case -by case basis. Either party shall obtain prior written approval from the other party prior to incurring any costs to be paid by the other party. 11. The teini of this Agreement shall commence on the date of its execution and shall run for a period of twenty (20) years from that date, unless revoked by the City prior to that date. It is intended by the parties that, at the end of twenty years, this Agreement may be renewed with any modifications or changes deemed jointly acceptable, by written agreement of the parties . 12. The City may revoke or cancel this license agreement at any time by giving written notice to WSDOT. If directed by the City, WSDOT shall immediately remove all facilities comprising the System from the right of way. All System facilities or components remaining upon the right of way 60 days after written notice of cancellation and City direction to remove may be removed by the City at the expense of WSDOT. 13. Notices to the City of Edmonds shall be sent to the following address: Administrative Services Director City. of Edmonds 121 Fifth Avenue North Edmonds, WA 98020 Notices to WSDOT shall be sent to the following address: Waslungtoii State Department of Transportation G' rc cr"'k r)ue . E &9 �5r.�7q09- CITY OF EDMONDS By: Ag q Gary Ha4en Nfayor ",Vl- Date: ATTEST: andra S. Chase, City Clerk APPRO D TO FORM: W. Scott Sny V , City Attorney WASHINGTON STATE DEPARTMENT OF TRANSPORTATION By: t J (printed name) Date: 3 ; -A STATE OF WASHINGTON) COUNTY OF SNOHOMISH) On this day, personally appeared before me the V & WASHINGTON STATE DEPARTMENT OF TRANSPORTATION and stated that he/she is authorized to sign this instniment on behalf of said company for the uses and proposes therein mentioned. SUBSCRIBED AND SWORN TO before me this 170day of 2005 d&41 � - d & '��w - NO ARY 7�Is'4 .0 ICAels� Print Name JJ My commission expires: �1 J 51 8 Attachment(s): Exhibit A — System Map willir aA csf m J � a 19e C3 � vv ism Z � a � . J �I.ilIYA17L1 �+ yrdf m H! 1s� U INN �[ yy����y J ••t=�. H,I,ps H1B4 _ ..I_• _ ��-7 q9HM F� BQ H .!B '•-' .. - --'�. •�F F7 is HL9A: _ C IT N yy.... aceiir L 77TH - H}'L!- •� N • !-4sf - $ HL8! 19 w V.2 µ LOL s -1i10! i O2 81 HL HL{g. i18. l818 ASl4 N i ia}B� "! . ONiY 3RC e - - & - UND QP2H Ruck v aHL4.N tl p RLA 8 suss Hiss �, .. iYLa- 9�. sine WH . el,,x ►u g NL9v !4 � rr L99 iLlS IfL99 P ry ry OQh537driY TM 7WA-n980?. It1D8 F "a+�is; H100 sib HILI - - 9lF07 CNM a � GaLv' ➢3TH- s w - � ry .� .m •Hl9s •� RUB d � - � 8F11VLSTA Flies ti160 tl it10 , 9FH N c 4' .. H1R fu` foo • Y L •a. 2 ti:+l i� CITY OF EDMONDS By: Gary Haakenson, Mayor Date: ATTEST: Sandra S. Chase, City Clerk APPROVED AS TO FORM: W. Scott Snyder, City Attorney WASHINGTON STATE DEPARTMENT OF TRANSPORTATION By: l O --- L,.. D. e-D23,f.-&,- (printed name) Its: r, Date: +7 STATE OF WASHINGTON) COUNTY OF SNOHOMISH) On this day, ersonally appeared before me W , �7. 0' r6ro e. rlthe �r,-PMS� nk � a b✓� the WASHINGTON STATE DEPARTMENT OF TRANSPORTATION and stated that he/she is authorized to sign this instrument on behalf of said company for the uses and purposes therein mentioned. SUBSCRIBED AND SWORN TO before me this /V1day of 'MomA, , 2005 a-. 'CZC.rif I (CA n'�o N�ARYA .�� �c.�►��s�- _ Print Name J My commission expires: Attachment(s): Exhibit A — System Map Fiber Optic Cable Service Level License Agreement (Washington State Department of Transportation — City Of Edmonds) THIS LICENSE AGREEMENT is made and entered into this F 4 day of p / z_ 2005 between the City of Edmonds, hereinafter referred to as "City", and the Washington State Department of Transportation, hereinafter referred to as "WSDOT". WHEREAS, WSDOT has a requirement, due to Homeland'Security video surveillance and anti-terrorist and other priority transportation and traffic management high-speed communications needs, for a fiber optic connection from State Highway 99, approximately 150 feet south of 212th Street SW, to the Edmonds Ferry Terminal; and WHEREAS, WSDOT desires, due to national security urgency of the project and limitations of grant funding available, to install fiber optic cable on existing poles owned by Snohomish County Public Utility District Number 1 (hereinafter "PUD") and/or other utility or communication service providers located within City right-of- way; and WHEREAS, the City anticipates future needs for fiber optic communication connections along the same route as the WSDOT proposed installation of fiber optic cable; NOW, THEREFORE, in consideration of the terms, conditions, and covenants contained herein, the Parties agree as follows: 1. The City will not require the said fiber optic cable to be installed underground where poles owned by the PUD or other utility or communication companies presently exist along the designated route indicated in Exhibit A, and will allow WSDOT to install the said fiber optic cable above ground on existing poles to accomplish this requirement to have a high-speed fiber connection as proposed in the drawing at the attached Exhibit A. 2. WSDOT shall obtain and pay the associated fees for all required permits, including but not limited to PUD and other utility and communication providers' pole use permits and City right-of-way permits. 3. WSDOT shall use the fiber optic cables only for Homeland Security video surveillance and anti-terrorist and/or other priority security and transportation and traffic management high-speed communications purposes. Any use by WSDOT of the fiber optic cable for purposes other than security or traffic control/management is prohibited by this License Agreement. The fiber optic cable shall specifically not be used for providing or selling service for or to entities other than the City or WSDOT. 4. WSDOT will install and provide the City, at no cost to the City and for the City's exclusive use for City purposes, in coordination with the WSDOT fiber optic cable installation, 24 strands of fiber along this route in consideration for allowing said fiber to be installed on poles currently along the path shown in the attached drawing, Exhibit A. For purposes of this license agreement, the fiber optic cable main trunk line and appurtenances from the Edmonds City limits to the ferry terminal and to be shared by WSDOT and the City shall hereinafter be referred to as the "System". In addition, provided that the City provides timely notification to WSDOT of its fiber optic requirements at its City facilities, WSDOT will arrange for installation of, in conjunction with WSDOT's installation of the System, fiber optic cable, splice boxes, patch panels and other appurtenances necessary to connect City facilities to the System, and the costs incurred by WSDOT for such installation shall be paid by the City. 5. All fiber optic cabling, pole attachments, conduits and other appurtenances comprising the trunk line from the Edmonds City limits to the ferry terminal and to be shared by WSDOT and the City (the "System") described in Exhibit A which lies within the city right-of-way shall be owned and managed by WSDOT. Conduit and fiber cabling lying within or upon state-owned property shall be owned by WSDOT. All fiber optic cabling, pole attachments, conduits, and other appurtenances from the main trunk line to City facilities to serve City uses only shall be owned by the City. Both parties agree in the event of an outage, or degradation in service, to take all actions in as expeditious a manner as possible to repair and restore the System. 6. During the term of this agreement, the City shall be responsible for maintenance, extension, further extended connections or repairs required for the 24 strands of fiber allocated to the City. All requests will be made and coordinated with WSDOT and will be at the City's cost. WSDOT shall obtain prior written approval from the City prior to incurring any costs to be paid by the City. 7. In the event of major repair to the System, WSDOT shall share in the costs on a prorated basis (equal to Repair Cost x WSDOT Fibers/Total Fibers), depending on their share of the fibers in the repaired section of cable. For these purposes, the City will assist and when requested provide monitoring and take necessary precautions and actions within its authority to help assure the availability of the System to the locations on the System and for other locations. 8. The City shall provide to WSDOT 24-hour per day, seven day per week response or access at termination points at City facilities for emergency testing and installation/service of all termination equipment connected to the System. To access a termination point, WSDOT shall first call the -appropriate official at the City who will allow WSDOT/contracted personnel to access the cabinets for the necessary work. After normal working hours, WSDOT shall call the City Police Department to contact the on -call information services technician, who shall provide the necessary access as soon as possible. The City will provide point of contact names and phone numbers for both on and off -hour notification of an emergency outage. For reporting of problems by the City on WSDOT owned facilities,'the City shall contact WSDOT at phone numbers to be provided by WSDOT. 9, WSDOT will provide such technical assistance as is necessary to assure proper labeling and locating of each end of the fiber cabling that they will be connecting to within the City portion of the System. 10. The parties agree that in all ways practical, and to the extent,that the effort involved is reasonable, they shall exchange data, technical support, and other goods and services on an equitable basis relating to these facilities and services at Exhibit A. This exchange shall be on a quid pro quo basis and neither party shall be compensated therefore. However, -any request for significant levels of data, technical support, or other goods and services not specifically covered under this Agreement shall be by direct invoice of the actual cost in providing said data, support, or other goods and services, to be agreed in advance on a case -by case basis. Either party shall obtain prior written approval from the other party prior to incurring any costs to be paid by the other party. 11. The term of this Agreement shall commence on the date of its execution and shall run for period of twenty (20) years from that date, unless revoked by the City prior to that date. It is intended by the parties that, at the end of twenty years, this Agreement may be renewed with any modifications or changes deemed jointly acceptable, by written agreement of the parties.. 12. The City may revoke or cancel this license agreement at any time by giving written notice to WSDOT. If directed by the City, WSDOT shall immediately remove all facilities comprising the System from the right of way. All System facilities or components remaining upon the right of way 60 days after written notice of cancellation and City direction to remove may be removed by the City at the expense of WSDOT. 13. Notices to the City of Edmonds shall be sent to the following address: Administrative Services Director City, of Edmonds 121 Fifth Avenue North Edmonds, WA 98020 Notices to WSDOT shall be sent to the following address: �-1r�Y�i►`r�i5�'i{C�� b��-C' ���'ll)[� S �Jf�T�I��S �T(-�c�' Washington State Department of Transportation M M/094P hlkf K 10 1AW UP 5E .line q 2!5rY�— Z'C_9 CITY 4EDNDS By: 4elg It Gary H Mayor Date: ��� 8, aOOS ATTEST: Sandra S. Chase, City Clerk APP ED S TO FORM: 1� Scott Snyd r, City Attorney WASHINGTON STATE DEPARTMENT OF TRANSPORTATION By: (printed name) Its: Date: STATE OF WASHINGTON) COUNTY OF SNOHOMISH) On tl s day personally appeared before me 1JIi �- �} ei r�� the ,C` rct s of the WASHINGTON STATE DEPARTMENT OF TRANSPORTATION and stated that he/she is authorized to sign this instrument on behalf of said company for the uses and purposes therein mentioned. SUBSCRIBED AND SWORN TO before me this l VfVay of 2005 at _ /&,- NOTARY ES, .6�? rc'ht-�S Print Name r 1 My commission expires: Attachment(s): Exhibit A — System Map O W g R ❑tlE9 i m p p m x HASS yjb KIM FE a W H169 w w ISIL ONCE ix m NZ o ONtL ry w _ w w r MJU Ol16L z ❑LICE �. HIM 6L 14. YR 7i+ Hitt ❑ z = ISo x H29L C 78x t N 7r17i IiL1L $ H21R �v o m c n _m L K Move ti� Ii,L9L > o ? I6L Los H#8C r x v n _ Me ,L 4as ry n N L53882ND 0 Isla WIo LSLB f gN29 L"i 82ND n .LSW � 83R0 NZ8 ❑L!C@ ONEG i I Q6M ^ gNdB Y N2B 83 1 r HS o9 n WOOD r p ALSO H25B z su I .In LL9 ti 8R $ SET" 65iH 258 HRS Ht. J W 1i198 RL" Y 199Im C HUO g � •� ti Icy, H E iIL6 $ g R HL9B S9 K Q ggM31dYW` A-n3HS y� v 410 Q &! Q L HI i h1i91 n 93RD 4) x NRlB L1S6 U cri W G. m HII[ -¢ ,�i595TH RIS HL38 m av I oldRA-10 l] �° p i 01 g N c ` O N o HIM -� W W w ` �. w H l a o V' p a ti0 2 o OI n W g SEA VISTA a ti W m W j .50 0 H.L6 % g w 6 1 H o m m " 0 z 0 5 31A 4 0 m m 1429 no U) Y cwi o w HIB m '� SONO7io3 v c m n GO > Y E ° 0 me 82ND MIEU 95TH I -MN M HI9 HI69 _L—. Item No. 2 (H) -- EDMONDS CITY COUNCIL _ Agenda Memo Originator: Engineering Division For Action: X For Information: Subject: AUTHORIZATION FOR MAYOR TO SIGN FIBER OPTIC CABLE SERVICE LEVEL LICENSE AGREEMENT WITH THE WASHINGTON STATE DEPARTMENT OF TRANSPORTATION (WSDOT) Agenda Time: Consent Agenda Date: April 5, 2005 Exhibits Attached: 1. Proposed License Agreement 2. C3 Clearances: Department/Initials Admin Svcs/Finance City Attorney City Clerk Court Personnel Fire Police Dvlpmnt Svcs Reviewed by Council Committee: Community Svcs Engineering �} Parks & Rec Planning Public Works Treatment Plant City Cv nc Mayo Finance Community Services_ Public Safety _ : __ Approved for Consent Agenda: Recommend Review by Full Council. Expenditure Amount Appropriation Required: $ 0 Budgeted: NA Required: $ 0 Funding Source: NA Previous Council Action: NA Narrative: The Washington State Department of Transportation (WSDOT) has a requirement, due to Homeland Security video surveillance and anti-terrorist and other priority transportation and traffic management high-speed communications needs, for a fiber optic connection through the City of Edmonds, from State Highway 99 to the Edmonds Ferry Terminal. WSDOT desires to install fiber optic cable on existing poles owned by Snohomish County Public Utility District Number 1 (PUD) and/or other utility or communication service providers located within the City right-of-way. WSDOT has offered to install and provide to the City, at no cost to the City and for the City's exclusive use for City purposes, in conjunction with the WSDOT fiber optic cable installation, 24 strands of fiber along the same route. Staff has reviewed the WSDOT proposal, anticipates future needs for fiber optic communication connections along the same route as the WSDOT proposed installation, and agrees that the WSDOT proposal would be beneficial to the City. In order to authorize the WSDOT fiber installation within the City right-of-way and formalize the agreement, a formal license agreement is necessary to define the parties' respective rights, obligations and responsibilities regarding the undertaking. The proposed license agreement (Exhibit 1) has been prepared with input from the Development Services, Community Services, Public Works, Administrative Services, Police, Fire, Economic Development, and Parks and Recreation departments, and reviewed by the City Attorney. The license agreement has been signed by WSDOT. In summary, this agreement provides for: The City authorizes WSDOT to install the fiber optic cable on existing poles within City right-of-way. WSDOT must also obtain permits/approval from the PUD and/or other owners of the existing poles. • WSDOT will install, at no cost to the City, 24 strands of fiber optic cable for the City's exclusive use. Upon the City's timely request, WSDOT will arrange for installation of, in conjunction with WSDOT's installation, fiber optic cable and appurtenances necessary to connect City facilities to the system, with the costs of this work to be paid by the City. • WSDOT and the City shall share the costs of maintenance and repair of the fiber optic cable and appurtenances on a prorata basis. Recommended Action: Council authorize the Mayor to sign the Fiber Optic Cable Service Level License Agreement with the Washington State Department of Transportation. Council Action: Fiber Optic Cable Service Level License Agreement (Washington State Department of Transportation — City Of Edmonds) THIS LICENSE AGREEMENT is made and entered into this day of 2005 between the City of Edmonds, hereinafter referred to as "City", and the Washington State Department of Transportation, hereinafter referred to as "WSDOT". WHEREAS, WSDOT has a requirement, due to Homeland'Security video surveillance and anti-terrorist and other priority transportation and traffic management high-speed communications needs, for a fiber optic connection from State Highway 99, approximately 150 feet south of 212th Street SW, to the Edmonds Ferry Terminal; and WHEREAS, WSDOT desires, due to national security urgency of the project and limitations of grant funding available, to install fiber optic cable on existing poles owned by Snohomish County Public Utility District Number 1 (hereinafter "PUD") and/or other utility or communication service providers located within City right-of- way; and WHEREAS, the City anticipates future needs for fiber optic communication connections along the same route as the WSDOT proposed installation of fiber optic cable; NOW, THEREFORE, in consideration of the terms, conditions, and covenants contained herein, the Parties agree as follows: 1. The City will not require the said fiber optic cable to be installed underground where poles owned by the PUD or other utility or communication companies presently exist along the designated route indicated in Exhibit A, and will allow WSDOT to install the said fiber optic cable above ground on existing poles to accomplish this requirement to have a high-speed fiber connection as proposed in the drawing at the attached Exhibit A. 2. WSDOT shall obtain and pay the associated fees for all required permits, including but not limited to PUD and other utility and communication providers' pole use permits and City right-of-way permits. 3. WSDOT shall use the fiber optic cables only for Homeland Security video surveillance and anti-terrorist and/or other priority security and transportation and traffic management high-speed communications purposes. Any use by WSDOT of the fiber optic cable for purposes other than security or traffic control/management is prohibited by this License Agreement. The fiber optic cable shall specifically not be used for providing or selling service for or to entities other than the City or WSDOT. EXHIBIT 1 4. WSDOT will install and provide the City, at no cost to the City and for the City's exclusive use for City purposes, in coordination with the WSDOT fiber optic cable installation, 24 strands of fiber along this route in consideration for allowing said fiber to be installed on poles currently along the path shown in the attached drawing, Exhibit A. For purposes of this license agreement, the fiber optic cable main trunk line and appurtenances from the Edmonds City limits to the ferry terminal and to be shared by WSDOT and the City shall hereinafter be referred to as the "System". In addition, provided that the City provides timely notification to WSDOT of its fiber optic requirements at its City facilities, WSDOT will arrange for installation of, in conjunction with WSDOT's installation of the System, fiber optic cable, splice boxes, patch panels and other appurtenances necessary to connect City facilities to the System, and the costs incurred by WSDOT for such installation shall be paid by the City. 5. All fiber optic cabling, pole attachments, conduits and other appurtenances comprising the trunk line from the Edmonds City limits to the ferry terminal and to be shared by WSDOT and the City (the "System") described in Exhibit A which lies within the city right-of-way shall be owned and managed by WSDOT. Conduit and fiber cabling lying within or upon state-owned property shall be owned by WSDOT. All fiber optic cabling, pole attachments, conduits, and other appurtenances from the main trunk line to City facilities to serve City uses only shall be owned by the City. Both parties agree in the event of an outage, or degradation in service, to take all actions in as expeditious a manner as possible to repair and restore the System. 6. During the term of this agreement, the City shall be responsible for maintenance, extension, further extended connections or repairs required for the 24 strands of fiber allocated to the City. All requests will be made and coordinated with WSDOT and will be at the City's cost. WSDOT shall obtain prior written approval from the City prior to incurring any costs to be paid by the City. 7. In the event of major repair to the System, WSDOT shall share in the costs on a prorated basis (equal to Repair Cost x WSDOT Fibers/Total Fibers), depending on their share of the fibers in the repaired section of cable. For these purposes, the City will assist and when requested provide monitoring and take necessary precautions and actions within its authority to help assure the availability of the System to the locations on the System and for other locations. 8. The City shall provide to WSDOT 24-hour per day, seven day per week response or access at termination points at City facilities for emergency testing and installation/service of all termination equipment connected to the System. To access a termination point, WSDOT shall first call the -appropriate official at the City who will allow WSDOT/contracted personnel to access the cabinets for the necessary work. After normal working hours, WSDOT shall call the City Police Department to contact the on -call information services technician, who shall provide the necessary access as soon as possible. The City will provide point of contact names and phone numbers for both on and off -hour notification of an emergency outage. For reporting of problems by the City on WSDOT owned facilities, the City shall contact WSDOT at phone numbers to be provided by WSDOT. 9. WSDOT will provide such technical assistance as is necessary to assure proper labeling and locating of each end of the fiber cabling that they will be connecting to within the City portion of the System. 10. The parties agree that in all ways practical, and to the extent that the effort inis reasonable, they shall exchange data, technical support, and other goods and services on an equitable basis relating to these facilities and services at Exhibit A. This exchange shall be on a quid pro quo basis and neither party shall be compensated therefore. However, any request for significant levels of data, technical support, or other goods and services not specifically covered under this Agreement shall be by direct invoice of the actual cost in providing said data, support, or other goods and services, to be agreed in advance on a case -by case basis. Either party shall obtain prior written approval from the other party prior to incurring any costs to be paid by the other party. 11. The term of this Agreement shall commence on the date of its execution and shall run for -a period of twenty (20) years from that date, unless revoked by the City prior to that date. It is intended by the parties that, at the end of twenty years, this Agreement may be renewed with any modifications or changes deemed jointly acceptable, by written agreement of the parties.. 12. The City may revoke or cancel this license agreement at any time by giving written notice to WSDOT. If directed by the City, WSDOT shall immediately remove all facilities comprising the System from the right of way. All System facilities or components remaining upon the right of way 60 days after written notice of cancellation and City direction to remove may be removed by the City at the expense of WSDOT. 13. Notices to the City of Edmonds shall be sent to the following address: Administrative Services Director City. of Edmonds 121 Fifth Avenue North Edmonds, WA 98020 Notices to WSDOT shall be sent to the following address: Washington State Department of Transportation Ae ,41r Y7 ? CITY OF EDMONDS By: Gary Haakenson, Mayor Date: ATTEST: Sandra S. Chase, City Clerk APP E .A.S TO FORM: Scott Sny , City Attorney WASHINGTON STATE DEPARTMENT OF TRANSPORTATION By: _W [ (printed name) Its: ! Date: STATE OF WASHINGTON) COUNTY OF SNOHOMISH) is d�a + �persona"y appeared b efore me 1�1 f • b 9 `17 r" pthe _ r- ❑f the WASHINGTON STATE DEPARTMENT OF TRANS ORTATION and stated that he/she is authorized to sign this instrument on behalf of said company for the uses and purposes therein mentioned. 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