117-09 - Resolution - Interlocal Agreement with Department of Licensing for Business LicensingIntroduced by:
Requested by:
Drafted by:
Introduced:
Adopted:
RESOLUfiON NO. 117-09
City Treasurer
City Treasurer
City Treasurer
December 8, 2009
December 8, 2009
A RESOLUfiON OF THE CITY OF PORT ORCHARD,
WASHINGTON AUfHORIZING AN INTERLOCAL
AGREEMNT BETWEEN THE STATE OF WASHINGTON
DEPARTMENT OF LICENSING AND THE CITY OF PORT
ORCHARD PURSUANT TO THE AUfHORITY GRANTED BY
CHAPTER 39·34 RCW.
WHEREAS, the Washington State Department of Licensing Master License Service
(MLS) provides a simplified application used to apply for many state licenses, registrations
and permits, and MLS provides a single, centralized, combined licensing process that covers
most State agency licenses and now includes city licensing as well; and
WHEREAS, the City of Port Orchard seeks to partner with the Department of
Licensing to provide an innovative simple process that allows a business applicant to choose
licenses applicable to them and file a Master Application with MLS, select all licenses for
which they are applying, total all the fees due in a single amount, and write a single check;
and allows internet payment capabilities as well as payment at City Hall; and
WHEREAS, the MLS issues a single "Registrations and Licenses" document, called
the "Master License", to the business location on behalf of the City of Port Orchard, and
MLS combined-license record for the business license includes a single expiration date for
that record; all the renewable licenses held by the licensee are set to expire on that common
expiration date; and
WHEREAS, the City of Port Orchard authorizes MLS to act as the City's agent for
business licensing activities, and to ensure that the City retains its full, lawful, regulatory
and approval authority over all business licensing activities within its jurisdiction; now,
therefore;
THE CITY COUNCIL OF THE CITY OF PORT ORCHARD, WASHINGTON, DO
HEREBY RESOLVES AS FOLLOWS:
THAT: The Mayor of the City of Port Orchard is hereby authorized to sign
the Interlocal Agreement between the State of Washington Department of
Licensing and the City of Port Orchard (a copy of said contract is attached and
incorporated herein as Exhibit A) authorizing the Department of Licensing
Resolution No.117-09
Page 2 of2
Master License Service to act as the City's agent for business licensing
activities for a period of five (5) years from the date of final signature
pursuant to the authority granted by Chapter 39.34 RCW.
PASS ED by the City Council of the City of Port Orchard, APPROVED by the Mayor
and attested by the Clerk in authentication of such passage this 8th day of December 2009.
DOL MLS -City Partne ip Agreement No. K1513
INTERLOCAL AGREEMENT
BETWEEN
THE STATE OF WASHINGTON
DEPARMENT OF LICENSING
AND
THE CITY OF PORT ORCHARD
Contract No. COl0-10
This Agreement is made and entered into by and between the State of Washington Department of
Licensing, hereinafter referred to as "DOL," and the City of Port Orchard, hereinafter referred to as "the
City." DOL and the City enter into this Agreement pursuant to the authority granted by Chapter 39.34 RCW.
PURPOSE
It is the purpose of this Agreement to authorize the DOL Master License Service, (hereinafter referred to
as "MLS") to act as the City's agent for business licensing activities, and to ensure that the City retains its
full, lawful, regulatory and approval authority over all business licensing activities within its jurisdiction.
This Agreement may also be referred to as a "MLS City Partnership Agreement".
THEREFORE, IT IS MUTUALLY AGREED THAT:
DEFINITIONS
As used throughout this Agreement, the following terms shall have the meanings set forth below:
"Confidential Information" shall mean information that may be exempt from disclosure to the public or
other unauthorized persons under either chapter 42.17 RCW or other state or federal statutes.
Confidential Information includes, but is not limited to, Personal Information, agency source code or
object code, and agency security data.
"Partner" shall mean any city entering into a MLS City Partnership Agreement with DOL.
"Persona/Information, "shall mean information identifiable to any person, including, but not limited to,
information that relates to a person's name, health, finances, education, business, use or receipt of
governmental services or other activities, addresses, telephone numbers, social security numbers, driver
license numbers, e'mail addresses, credit card information, law enforcement records, financial identifiers,
and other information that may be exempt from disclosure to the public or other unauthorized persons
under either RCW 42.56 or other state and federal statutes.
"RCW' shall mean the Revised Code of Washington.
"Subcontractot' shall mean one not in the employment of a party to this Agreement, who is performing all or
part of those services under this Agreement under a separate contract with a party to this Agreement. The
terms "Third Party" and "Agents" in this Agreement ilicludes subcontractors
STATEMENT OF WORK
The parties to this Agreement shall furnish the necessary personnel, equipment, material and/or service(s)
and otherwise do all things necessary for or incidental to the exchange of data as set forth in the Statement of
Work, Attachment A attached hereto and incorporated herein.
PERIOD OF PERFORMANCE
Subject to its other provisions, the period of performance of this Agreement will begin on the date of final
signature hereto, and end five (5) years thereafter, unless terminated sooner as provided herein.
COMPENSATION
Services identified in this Agreement are provided by DOL at no charge with the exception of the
following:
The City agrees to reimburse DOL for any fees charged by financial institutions and/or credit card
processors to handle the City's license fees collected by credit card and/or other electronic means, for the
internet filing process of the City's licensees.
The City agrees to reimburse DOL the costs of developing and producing ad hoc informational reports if
reports are requested by the City and agreed-upon by DOL.
File Name: K1513 Page 1 of6 9-21-2009
DOL MLS-City Partne, •P Agreement No. K1513
The City shall reimburse DOL expenses for the implementation of changes to the MLS process, if
requested by the City and agreed-upon by DOL.
All project coordination costs, including travel-related expenses, shall be absorbed by the respective
parties for their own staff.
BILLING PROCEDURES
DOL shall submit any invoices as-needed, but in no event more often than monthly. Invoices shall be sent
to the attention of:
Debra Walker
City of Port Orchard
216 Prospect Street
Port Orchard, WA 98366
Payment to DOL shall be made by warrant or account transfer by the City within thirty (30) calendar days of
receipt of the invoice. Upon expiration of this Agreement, any claim for payment not already made shall be
submitted within ninety (90) calendar days after the expiration date or the end of the fiscal year, whichever is
earlier.
RECORDS MAINTENANCE
The parties to this Agreement shall each maintain books, records, documents and other evidence which .
sufficiently and properly reflect all direct and indirect costs expended by either party in the performance of the
service(s) described herein. These records shall be subject to inspection, review or audit by personnel of
each party, other personnel duly authorized by either party, the Office of the State Auditor, and federal
officials so authorized by law. Unless otherwise agreed, all books, records, documents, and other material
relevant to this Agreement will be retained for six years after expiration and the Office of the State Auditor,
federal auditors, DOL Internal Auditors, and any persons duly authorized by the parties shall have full access
and the right to examine any of these materials during this period.
Records and other documents, in any medium, furnished by one party to this Agreement to the other party,
will remain the property of the furnishing party, unless otherwise agreed. The receiving party will not disclose
or make available this material to any third parties without first giving notice to the furnishing party and giving
it a reasonable opportunity to respond. Each party will utilize reasonable security procedures and protections
to assure that records and documents provided by the other party are not erroneously disclosed to third
parties.
CONFIDENTIALITY
DOL maintains data that is required or shared by multiple regulatory agencies and other jurisdictions. This
data is subject to various public disclosure laws regulating its protection and dissemination to third
parties. In particular, much of the Master Application information may not be disclosed under RCW
82.32.330, RCW 51.16.070 and RCW 50.13.020. The Parties agree that all data provided or shared
under this Agreement shall be governed by the public disclosure laws of the Department of Revenue, the
Department of Labor and Industries, the Department of Employment Security and the Office of the
Secretary of State. Information determined to be subject to public disclosure is written in the Washington
State UBI Policies and Procedures Manual (htto:lldor.wa.gov/Docs/Pubs/UBIIUBimanuaiComplete.pdD.
City's public disclosure laws shall also apply.
All requests to City or DOL for public information of data collected by DOL's Master License Service shall
be guided by these laws and policies.
INDEPENDENT CAPACITY
The employees or agents of each party who are engaged in the performance of this Agreement shall
continue to be employees or agents of that party and shall not be considered for any purpose to be
employees or agents of the other party.
AGREEMENT ALTERATIONS AND AMENDMENTS
This Agreement may be amended by mutual agreement of the parties. Such amendments shall not be
binding unless they are in writing and signed by personnel authorized to bind each of the parties.
MEMORANDUM OF UNDERSTANDING (MOU)
Instructions that either Contract Manager determines to address more than day-to-day concerns, but
which do not modify the terms of this contract, shall be documented by a written, numbered Memorandum
of Understanding.
File Name: K1513 Page 2 of 6 9·21-2009
DOL MLS-City Partne, p Agreement No. K1513
TIERMINATION
Either party may terminate this Agreement upon ninety {90) calendar days' prior written notification to the
other party. If this Agreement is so terminated, the parties shall be liable only for performance rendered in
accordance with the terms of this Agreement prior to the effective date of termination.
TERMINA T/ON FOR CAUSE
If for any cause, e~her party does not fulfill in a timely and proper manner its obligations under this
Agreement, or if e~her party violates any of these terms and conditions, the aggrieved party will give the other
party written notice of such failure or violation. The responsible party will be given the opportun~ to correct
the violation or failure within 15 business days. lithe failure or violation is not corrected, this Agreement may
be terminated immediately by written notice of the aggrieved party to the other.
DISPUTES
In the event that a dispute arises under this Agreement, ~shall be determined by a Dispute Board in the
following manner: Each party to this Agreement shall appoint one member to the Dispute Board. The
members so appointed shall jointly appoint two additional members to the Dispute Board. The Dispute Board
shall review the facts, Agreement terms, and applicable statutes and rules and make a determination of the
dispute. The determination of the Dispute Board shall be final and binding on the parties hereto. As an
alternative to this process, any of the parties may request intervention by the Governor, as provided by RCW
43.17.330, in which event the Go\temor's process will control.
GOVERNANCE
This Agreement is entered into pursuant to and under the authority granted by the laws of the state of
Washington and any applicable federal laws. The provisions of this Agreement shall be construed to conform
to those laws.
In the event of an inconsistency in the terms of this Agreement, or between its terms and any applicable
statute or rule, the inconsistency shall be resolved by giving precedence in the following order:
1, Applicable state and federal statutes and rules;
2. The terms of this Agreement;
3. statement of Worl<, Attachment A;
4. Any other provisions of the Agreement, including materials incorporated by reference.
ASSIGNMENT
The work to be provided under this Agreement, and any claim arising from it, is not assignable or delegable
by any party in whole or in part, without the express prior written consent of the other parties.
WAIVER
A failure by any party to exercise its rights under this Agreement shall not preclude that party from
subsequent exercise of such rights and shall not constitute a waiver of any other rights under this Agreement
unless stated to be such in a writing signed by personnel authorized to bind the party and attached to the
original Agreement.
RIGHTS OF INSPECTION
Each party shall provide right of access to the other party, or any of its officers, or to any other authorized
agent or official of the state of Washington or the federal government at all reasonable times, in order to
monitor and evaluate performance, compliance, and/or quality assurance of internal policies and
procedures, and/or records relating to the safeguarding, use, and disclosure of Confidential Information
obtained or used as a result of this Agreement. Each party shall make available information necessary
for the other party to comply with public's right to access, amend, and receive an accounting of any
disclosure of their Confidential Information.
SUBCONTRACTING
With prior written consent, any party may enter into subcontracts for any of the work or services
contemplated under this Agreement. Consent shall not be unreasonably withheld. The party issuing the
subcontract is responsible for ensuring that all terms, conditions, assurances and certifications set forth in
this Agreement are carried forward to any subcontracts.
SEVERABILITY
If any provision of this Agreement or any provision of any document incorporated by reference shall be held
invalid, such invalidity shall not affect the other provisions of this Agreement that can be given effect without
the invalid provision, if such remainder conforms to the requirements of applicable law and the fundamental
purpose of this Agreement. To this end the provisions of this Agreement are declared to be severable.
File Name: K1513 Page 3 of 6 9·21·2009
CONTRACTMANAGEMEN)
DOL MLS -City Partnen;hlp Agreement No. K1513
' The Contract Manager for each of the parties shall be responsible for and shall be the contact person for all
communications regarding the performance of this Agreement. ·
.. ·., ··. :··.-v . ; .. -:-::~ ·-·~:: . , .. '•f ; ;. ..• .. • • ;. • '. (.. • • . • •. . . . -.~.<·:·~·, .. ~:·r~. :::!:.. . .: . Tf{c.e·-'·'ti. ct·,M··: ·'•ai· ·· 1 ·' th ··c1t}r ·1· • · . . . ·::r~b~·;cth1t~ct ·M·a.naget for .. I).OL I$: . , '· .o.n .;l ... •na er . or .. ''· . s.
Alan J. Martin, Treasurer Maria Moore
City of Port Orchard Master Ucense Service
216 Prospect Street Department of Licensing
Port Orchard, WA 98366 POBox9034
Olympia, Washington 98507-9034
Phone 360-876-4407 Phone: 360-664-1419 Fax: 360-895-9029
Email: amartin@cih(ofilortorchard.us Fax:360-570-7875
Email : mmoore@dol.wa .gov
ALL WRITINGS CONTAINED HEREIN
This . Agreement contains all the terms and conditions agreed upon by the parties. No other understandings,
oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind any of
the parties hereto.
IN WITNESS WHEREOF, the parties have executed this Agreement.
File Name: K1513
State of Washington
Department of Licensing
~\..X ; Jl. < \Gci\J i±i >. <'
Julie Knittle . ,
Assistant Director
Approved as to Form
1-! l -I D
Date
Signature on File January 13. 2009
Jerald Anderson, AAG Date
Page4of6 9-21-2009
DOL MLS-City Partne._ .• ip Agreement No. K1513
The City Shall:
ATTACHMENT A
STATEMENT OF WORK
Agree to the exclusive use of the "Master Application" and any required addenda for the process of
applying for a City business license, and the exclusive use of the "MLS Licenses and Registrations"
document for proof of City business licensure. If additional forms are identified as necessary for the
processing of City licensee accounts, their design, creation, or collection will be a cooperative effort
between DOL and the City.
Agree to the exclusive use of the Unified Business Identifier (UBI) number in conjunction with the physical
location identification number used by DOL in the identification of licensees and license accounts in all
communications with DOL.
Maintain remote on-line inquiry and update access to the MLS Database. End-to-end testing will take
place until such time as DOL is satisfied.
Accept responsibility for payment of all equipment, connection, access and maintenance charges related
to the City's access into and use of the MLS Database.
Accommodate requirements for Master Application forms regardless of whether the transaction involves a
City business license.
Ensure the timely availability to DOL of City Licensing and Information Technology staff. Staff will be
knowledgeable of City operations and/or technology and be able to assist DOL staff with process
improvements and/or troubleshooting.
Use commonly accepted security procedures to ensure that confidential information is not improperly
disclosed.
Provide advance notice to DOL of potential changes to City business licensing requirements, fees or
processes to allow DOL the timely implementation of changes into any electronic or automated systems
or procedures related to the administration of City's business licensing.
Upon request by DOL, provide statistical data associated with the MLS City Partnership Agreement such
as Full Time Equivalent (FTE) savings, change in number of City licensees, and change in revenue flow.
OOL Shall:
Create, produce. issue. accept, and process new and renewal applications for City business licenses. In
doing so, DOL will collect, process and disburse the respective City business license fees and licensing
information received from applicants and licensees.
Issue licensing documents (Master Licenses) for City business licensees.
Maintain and update the MLS Database to the best of its ability. DOL shall not be responsible for system
down time or other delays to the receipt of information or errors in the compilation of such information.
Provide informational reports to the City of the City's business licensees. City staff will determine which
reports best suit their needs and the frequency that reports are required. Reports may include but are not
limited to: daily lists of new business applications and renewals, fees processed each day, weekly list of
pending accounts, and lists of businesses for which fees have been transferred.
Provide services through Internet-based or paper-based licensing processes, depending on the needs of
the City and the capability of DOL.
Design and implement modifications to the MLS Database and establish any related procedures and
forms.
Provide technical assistance in establishing and configuring appropriate MLS Database access and
ensuring security of access for City staff.
Provide training to City staff in the use of the MLS Database upon execution of Agreement. Provide
ongoing training to accommodate system or staff changes. Training will be provided on site at City location
or via interneUtelephone, as agreed between both parties.
File Name: K1513 Page 5 of6 9·21·2009
Attachment A, Statement of Work
DOL MLS -City Partnb. -t1ip Agreement No. K1513
Notify the City of any changes anticipated to MLS processes or services as they become known, and
mitigate the impacts that such changes may have upon the services provided.
Prepare any required computer system change request in coordination with the City, and place the
request in a prioritiled work queue for timely completion. DOL staff will be mindful of potential impacts to
DOL and City Partners as a result of any proposed changes to the MLS process. DOL will assist City
Partners in considering possible alternatives and determining the most feasible means of achieving the
objective of a proposed change. DOL will review the proposed change with all City Partners potentially
impacted and will attempt to reach consensus among all affected parties.
Microfilm or electronically image all paper documents submitted and maintain electronic representations
of all filings completed via the Internet. DOL shall not maintain paper copies. The City will have access to
information filed with DOL on paper or via the Internet through electronic access to the MLS Database. If
the City requires a paper document, DOL will produce a copy from microfilm or electronic record. The
copy will be certified, if required by the City.
File Name: K1513 Page 6 of6 9-21-2009
Attachment A, Statement of Work