029-18 - West Sound Utility District - ContractINTERLOCAL AGREEMENT
City of Port Orchard Regional Decant Facility Beneficial Use Agreement
THIS INTERLOCAL AGREEMENT is entered into by and between the City of Port
Orchard, Washington (the "City") and West Sound Utility District ("WSUD") (collectively, the
"Parties") as of the date entered below.
WHEREAS, Chapter 39.34 RCW authorizes two or more political subdivisions or units of
local government of the State of Washington to cooperate on a basis of mutual advantage to
provide for services and facilities; and
WHEREAS, WSUD will benefit from use of the City's Regional Decant Facility
(hereinafter "Facility") to process WSUD vacuum eductor truck waste for regulation and
operational purposes; and
WHEREAS, WSUD, as well as the City, will benefit from cooperative use of this facility;
and
WHEREAS, the cooperative provisions of this Interlocal Agreement (hereinafter the
"Agreement") are in the best interests of the public; and
WHEREAS, the Parties mutually desire to establish a formal arrangement under which to
use and operate the Facility and its features; and
WHEREAS, the Parties desire to enter into this Agreement for the purpose of defining their
respective rights, obligations, costs and liabilities regarding this undertaking; and
WHEREAS, the City Council of the City of Port Orchard has taken appropriate action to
approve the City's entry into this Agreement; and
WHEREAS, WSUD has taken appropriate action to approve the Counties' entry into this
Agreement; and
WHEREAS, the acceptance and signature of this document terminates any previous
Agreement relating to Facility usage
NOW, THEREFORE, in consideration of the terms, conditions and covenants contained
herein, the City and WSUD agree as follows:
Port Orchard / WSUD Interlocal Agreement for Decant Facility Use
Page 1 of 5 March 13, 2018
TERMS
Section 1. Purpose.
The purpose of this Agreement is to establish a formal arrangement under which the
Parties will share the use of the Facility to process street wastes as set forth below. The terms,
conditions and covenants of this Agreement shall accordingly be interpreted to advance this
purpose. This Agreement further seeks to allocate and define the Parties' respective rights,
obligations, costs and liabilities concerning the establishment, operation and maintenance of this
undertaking.
A. The Parties individually generate street wastes and have a need for a permanent
facility in which this material can be handled in accordance with environmental regulations.
B. The Facility will be used by the Parties to process street wastes. The Facility will
provide a decant feature for liquids and adequate storage for materials collected that is in
compliance with Federal, State, and Local environmental regulations. The facility will provide
water for cleanup and eductor truck refilling at a per use rate.
Section 2. Term. This Agreement shall be effective upon its execution by the Parties
hereto. Unless terminated in accordance with Section 3, this Agreement shall remain effective
until December 31, 2023 when it shall expire automatically. The Parties may at their option renew
this Agreement for a mutually agreed upon term by a writing signed by both Parties.
Section 3. Termination. Either Party may terminate this Agreement with or without cause
by providing the other Party with thirty (30) days' written notice of its intent to terminate.
Termination or expiration shall not alter WSUD's payment obligations under Section 5 for services
already rendered, and shall not alter the Parties' respective obligations under Section 8 of this
Agreement.
Section 4. Obligations of WSUD. WSUD agrees to:
A. Ensure that all WSUD users of the Facility will be versed in the Standard Operating
Procedures (SOP) for decanting waste at this Facility. Failure to follow the guidelines
specified in the SOP may result in termination of this Agreement.
Section 5. Payment Rate and Schedule. The Parties agree to the following billing and
payment schedule:
A. Rates: The City shall follow the rate schedule determined for Kitsap County Waste
Processing as adopted by County Resolution 174-2014, attached hereto as Attachment
A and incorporated herein by this reference. Rates will be re-evaluated annually and
adjusted as needed by City resolution. Invoices shall be delivered to the WSUD every
other month.
Port Orchard / WSUD Interlocal Agreement for Decant Facility Use
Page 2 of 5 March 13, 2018
B. Within thirty (30) days of receiving any invoice, WSUD shall submit payment to the
City for the invoiced amount.
Section 6. Administration; No Separate Entity Created. The City Public Works Director
shall serve as the administrator of this Agreement. No separate legal entity is formed by this
Agreement.
Section 7. Ownership and Disposition of Property. Each Party shall retain ownership of
all of its real and personal property used in connection with this Agreement. No new real or
personal property will be obtained for use in connection with this Agreement.
Section 8. Release, Indemnification and Hold Harmless Agreement. Each Party to this
Agreement shall be responsible for its own negligent and/or wrongful acts or omissions, and those
of its own agents, employees, representatives, contractors or subcontractors, to the fullest extent
required by the laws of the State of Washington. Each Party agrees to protect, indemnify and save
the other Party harmless from and against any and all such liability for injury or damage to the
other Party or the other Party's property, and also from and against all claims, demands and causes
of action of every kind and character arising directly or indirectly, or in any way incident to, in
connection with, or arising out of work performed under the terms hereof, caused by its own fault
or that of its agents, employees, representatives, contractors or subcontractors.
Each of the Parties specifically promises to indemnify the other Party against claims or
suits brought under Title 51 RCW by its own employees, contractors or subcontractors, and waives
any immunity that that Party may have under that title with respect to, but only to, the limited
extent necessary to indemnify the other Party.
Section 9. Governing Law and Venue. This Agreement shall be governed by the laws of
the State of Washington. Any action arising out of this Agreement shall be brought in Kitsap
County Superior Court.
Section 10. No Employment Relationship Created. The Parties agree that nothing in this
Agreement shall be construed to create an employment relationship between any Party and any
employee, agent, representative or contractor of any other Party.
Section 11. No Third Party Rights. This Agreement is intended for the sole and exclusive
benefit of the Parties hereto and no third party rights are created by this Agreement.
Section 12. Notices. Notices to the Parties shall be sent to the following addresses:
City of Port Orchard
Mark Dorsey, P.E.
Public Works Director/City Engineer
216 Prospect Street
Port Orchard, WA 98366
Port Orchard / WSUD Interlocal Agreement for Decant Facility Use
Page 3 of 5 March 13, 2018
West Sound Utility District
Brent Winters
Operations Manager
360-876-2545
2924 SE Lund Ave.
Port Orchard WA 98366
Section 13. Duty to File Agreement with County Auditor. The City shall, after this
Agreement is executed by both Parties, file this Agreement with the Kitsap County Auditor.
Section 14. Integration. This document constitutes the entire embodiment of the
Agreement between the Parties and, unless modified in writing by an amendment to this Interlocal
Agreement signed by the Parties hereto, shall be implemented as described above.
Section 15. Non -Waiver. Waiver by any Party of any of the provisions contained within
this Agreement, including but not limited to any performance deadline, shall not be construed as a
waiver of any other provision.
CITY OF PORT ORCHARD WEST SOUND UTILITY DISTRICT
: B ' I 1 By: l� /'� (�U�� 3 27/11
Y
ROBERT PPTAANSUU Date BRENT-WfN—T-Eft-S Date
Mayor Operatiens Manager
ATTEST/AUTH04 I ATED:
Brandy Rinearson, CMC, City Clerk
Approved as to form only:
Sh n Cates, City Attorney
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Port Orchard / WSUD Interlocal Agreement for Decant Facility Use
Page 4 of 5 March 13, 2018
Attachment A.
RESOLUTION NO. n -.2014
Re-,oluliur ;adopting New disposal Fees for the lCrtsap County Maintenance yldaste
Processing facility
WHEREASr Kltsap Camty Code Chapter 9.14 established disposal fees'Cir the
K.Isap Coanity Maintenance tnlaste Processing Facilihr through Ord-.nanca 299-2Do3;
WHEREAS, Kitsap County Ordinance 299-2003 has becii arnended allowing
rates to be established by Resolt.ticn and niodif ed through liie re5ululiun pier' as,
may he requires: frarn time to time consistent with ott flr County fees;
HOW THEREFORE, BE IT RESOLVED by the Kitsap County Board of Count;
tsrim mlaclan-ars that the Disposal 12 es for the disposal of xasle generated by
incorporated areas at tte Kksac County Maintenance'Waste Precessing 1726lity stfal!
be:
Small Loads— 500 nalions or less
liquid Waste Only $1;.D.00
Liquid and Sala Waste G150.DD
Medium Loads — 500 to 100tl gallons,
Uquid :"taste Only 5150.00
Liquid and Solid Waste 52DO.DD
Lartre Loads — aver 1000 Gallons
Liquid bWas'e Orly $2DO. 00
Lkjuld and fialid Waste $250.00
Port Orchard / WSUD Intedocal Agreement for Decant Facility Use
Page 5 of 5 March 13, 2018