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HomeMy WebLinkAbout26-050.00 Spokane County Emergency Management - Parking Lot Use AgreementContract No. 26-050.00 PARKING LOT USE AGREEMENT Spokane County Emergency Management Training Exercise THIS AGREEMENT is made by and between the City of Spokane Valley, a code City of the State of Washington, hereinafter "City", and Spokane County Emergency Management, a department of Spokane County, a subdivision of the State of Washington hereinafter "SCEM", jointly referred to as "Parties." WHEREAS, pursuant to Resolution 19-003, the City Council has reserved the use of City Hall grounds for City functions; and WHEREAS, public safety is tire number one goal of the City Council; and WHEREAS, on May 13, 2021, the City entered into an interlocal agreement with Spokane County and other local jurisdictions related to emergency services provided by SCEM; and WHEREAS, SCEM coordinates with Spokane County Amateur Radio Emergency Service and Auxiliary Communication Systems, hereinafter "ARES-ACS," to provide redundant emergency communications services to SCEM, participating jurisdictions, and the American Red Cross; and WHEREAS, this event with the State and SCEM is a covered activity pursuant to RCW 38.52.180 and chapter 118-04 WAC under mission number 26-T-1267; and WHEREAS, this training event provides opportunities to maintain readiness in the event of an emergency in our region. IN CONSIDERATION of the terms and conditions contained herein, the Parties agree as follows: 1. Use of City Facilities. The recitals above are incorporated herein by this reference as though fully stated herein. As an important component of SCEM services in the event of an emergency, the City will provide SCEM use of the City Hall parking lot at 10210 E. Sprague Ave. Spokane Valley, WA for the covered training event registered with the State as part of mission number 26-T-1267 on May 30 and May 31, 2026 (the "Event") in accordance with the terms and conditions contained herein and as described in Exhibit A. SCEM shall utilize cones, tape and signage to designate the areas noted on Exhibit A and ensure through access is maintained in the City parking lot at all times. Set up may begin at 8:00am on Saturday May 30, and tear down and vacation of the premises shall occur no later than 2:00pm on Sunday May 31. A. Administration. For the purposes of this Agreement, the City Manager or designee shall be SCEM's primary contact. Prior to commencement of the Event, SCEM shall contact the City Manager or designee to review the terms, schedule, and operations of the Event. B. Representations. City has relied upon the qualifications of SCEM in entering into this Agreement, By execution of this Agreement, SCEM represents it possesses the ability, skill, and resources necessary to conduct the Event and is familiar with all current laws, rules, and regulations which reasonably relate to the Event. No substitutions of agreed -upon personnel shall be made without the prior written consent of City. C. Standard of Care. SCEM shall exercise the degree of skill and diligence normally employed by similar organization engaged in the same profession, and operating and conducting the same or Parking Lot Use Agreement Page 1 of 6 Contract No. 26-050.00 similar events at the time of the Event. D. Modifications. City may modify this Agreement and order changes in the work whenever necessary or advisable. SCEM shall accept modifications when ordered in writing by the City Manager or designee, so long as reasonable. 2. Term of ConlraM. This Agreement shall be in full force and effect upon execution and shall remain in effect until completion of all contractual requirements have been met as determined by City. SCEM shall complete its work by June 1, 2026, unless the time for performance is extended in writing by the Parties. Either Party may terminate this Agreement for material breach after providing the other Party with at least 10 days' prior notice and an opportunity to cure the breach. City may, in addition, terminate this Agreement for any reason by 10 days' written notice to ARES-ACS. 3. Notice. Notices shall be given in writing as follows: TO THE CITY: Name: Marci Patterson, City Clerk Phone: (509) 720-5000 Address: 10210 East Sprague Avenue Spokane Valley, WA 99206 TO SCEM: Name: Chandra Fox, Deputy Director Phone: (509) 477-7606 Address: 1121 W Gardner, Spokane, WA 99201 Email: cefox@spokanecounty.gov 4. Applicable Laws and Standards. The Parties, in the performance of this Agreement, agree to comply with all applicable federal, state, and local laws and regulations. SCEM states that its operations, activities, documents, and services shall conform to all federal, state, and local statutes and regulations. 5. Relationship of the Parties. it is understood and agreed that SCEM is not and shall not be deemed an agent or employee of City. The right to control the particular manner, method, and means in which the Event is conducted shall be solely within the discretion of SCEM. To the extent allowed by law, SCEM shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 6. Ownership of Documents. All drawings, plans, specifications, and other related documents prepared by SCEM may be subject to disclosure pursuant to chapter 42.56 RCW or other applicable public record laws, and, upon a public records request concerning this Agreement or performance hereunder, the City shall provide notice to SCEM of such request and provide a reasonable time for SCEM to seek an injunction preventing the release of such records. 7. Records. The City or State Auditor or any of their representatives shall have full access to and the right to examine daring normal business hours all of SCEM's records with respect to all matters covered in this Agreement. Such representatives shall be permitted to audit, examine, make excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials, payrolls, and record of matters covered by this Agreement for a period of three years from the date final payment is made hereunder. 8. Indemnification and Hold Harmless. SCEM shall defend, indemnify, and hold harmless the City, its officers, officials, employees and volunteers from and against any and all claims, suits, actions, or liabilities for injury or death of any person, or for loss or damage to property, which arises out of SEM's event, or Parking Lot Use Agreernent Page 2 of 6 Contract No. 26-050.00 from any activity, work or thing done, permitted, or suffered by SCEM which arises out of SCEM's event, except only such injury or damage as shall have been occasioned by the sole negligence of the City. However, should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of SCEM and the City, its officers, officials, employees, and volunteers, SCEM's liability, including the duty and cost to defend, hereunder, shall be only to the extent of SCEM's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes SCEM's waiver of immunity under Industrial Insurance, Title 51, RCW, solely for the purpose of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 9. Waiver. No officer, employee, agent, or other individual acting on behalf of either Party has the power, right, or authority to waive any of the conditions or provisions of this Agreement, A waiver in one instance shall not be held to be a waiver of any other subsequent breach or nonperformance. All remedies afforded in this Agreement or by law shall be taken and construed as cumulative and in addition to every other remedy provided herein or by law. Failure of either Party to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other Party of any provision hereof shall in no way be construed to be a waiver of such provisions nor shall it affect the validity of this Agreement or any part thereof. 10. Assignment and Delegation. Neither Party shall assign, transfer, or delegate any or all of the responsibilities of this Agreement or the benefits received hereunder without prior written consent of the other Party. 11. Subcontracts. Except as otherwise provided herein, SCEM shall not enter into subcontracts for any of the work contemplated under this Agreement without obtaining prior written approval of City. 12. Confidentiality. SCEM may, from time -to -time, receive information which is deemed by City to be confidential. SCEM shall not disclose such information without the prior express written consent of City or upon order of a court of competent jurisdiction. 13. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Disputes between City and SCEM shall be resolved in the Superior Court of the State of Washington in Spokane County. Notwithstanding the foregoing, SCEM agrees that it may, at City's request, be joined as a party in any arbitration proceeding between City and any third party that includes a claim or claims that arise out of, or that are related to SCEM's services under this Agreement. SCEM further agrees that the Arbitrator(s)' decision therein shall be final and binding on SCEM and that judgment may be entered upon it in any court having jurisdiction thereof. 14. Cost and Attorney's Ices. The prevailing party in any litigation or arbitration arising out of this Agreement shall be entitled to its attorney's fees and costs of such litigation or arbitration (including expert witness fees). I5. Entire Agreement. This written Agreement constitutes the entire and complete agreement between the Parties and supersedes any prior oral or written agreements. This Agreement may not be changed, modified, or altered except in writing signed by the Parties hereto. 16. Anti -kickback. No officer or employee of City, having the power or duty to perform an official act or Parking Lot Use Agreement Page 3 or6 Contract No, 26-050.00 action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited, accepted, or granted a present or future gift, favor, service, or other thing of value from any person with an interest in this Agreement. 17. Business Registration. To the extent applicable to SCEM, SCEM shall register with the City as a business prior to commencement of work under this Agreement if it has not already done so. 18. Assurance of Compliance with Applicable Fcderal Law. During the performance of this Agreement, ARES-ACS, for itself, its assignees, and successors in interest agrees as follows: A. C0111J)liance with Regulations. SCEM shall comply with the federal laws set forth in subsection G, below ("PertinentNon-Discrimination Authorities") relative to non-discrimination in federally - assisted programs as adopted or amended from time -to -time, which are herein incorporated by reference and made a part of this Agreement. B. Non-discrimination. SCEM, with regard to the work performed by it during this Agreement, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. SCEM shall not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. C. Solicitations for Subcontracts including Procurements of Materials and Equipment. In all solicitations, either by competitive bidding, or negotiation made by SCEM for work to be performed tinder a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier shall be notified by SCEM of SCEM's obligations under this Agreement and the Acts and the Regulations relative to non-discrimination on the grounds of race, color, or national origin. D. information and Reports. SCEM shall provide all information and reports required by the Acts, the regulations, and directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the City to be pertinent to ascertain compliance with such Acts, regulations, and instructions. Where any information required of SCEM is in tine exclusive possession of another who fails or refuses to furnish the information, SCEM shall so certify to the City, as appropriate, and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance. In the event of SCEM's noncompliance with the non-discrimination provisions of this Agreement, the City will impose such contract sanctions as it may determine to be appropriate, including, but not limited to: 1. Withholding payments to SCEM under the Agreement until SCEM complies; and/or 2. Cancelling, terminating, or suspending the Agreement, in whole or in part. F. Incorporation of Provisions. SCEM shall include the provisions of Section 22 of this Agreement in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, regulations and directives issued pursuant thereto. SCEM shall take action with respect to any subcontract or procurement as the City may direct as a means of enforcing such provisions, Parking Lot Use Agreement Page 4 of 6 Contract No. 26-050.00 including sanctions for noncompliance. Provided, that if SCFM becomes involved in, or is threatened with litigation by a subcontractor or supplier because of such direction, SCEM may request that the City enter into any litigation to protect the interests of the City, In addition, SCEM may request the United States to enter into the litigation to protect the interests of the United States. G. Pertinent Non -Discrimination Authorities: During the performance of this Agreement, SCEM agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21; and 49 Part 26; The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. §4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal -aid programs and projects); Federal -Aid Highway Act of 1973, (23 U.S.C. §324 er seq.), (prohibits discrimination on the basis of sex); Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. §794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; The Age Discrimination Act of 1975, as amended, (42 U.S.C. §6101 et seq.), (prohibits discrimination on the basis of age); Airport and Airway Improvement Act of 1982, (49 U.S.C. §471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); The Civil Rights Restoration Act of 1987, (PI, 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal - aid recipients, sub -recipients and contractors, whether such programs or activities are Federally funded or not); Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131- 12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. §47123) (prohibits discrimination on the basis of race, color, national origin, and sex); Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations, which ensures Non-discrimination against minority populations by discouraging programs, policies, and activities with Parking Lot Ilse Agreement Page 5 or6 Contract No. 26-050.00 disproportionately high and adverse human health or environmental effects on minority and low-income populations; Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); and Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. § 1681 el seg.). 19. Severability. If any section, sentence, clause, or phrase of this Agreement should be held to be invalid for any reason by a court of competent jurisdiction, such invalidity shall not affect the validity of any other section, sentence, clause, or phrase of this Agreement. 20. Authority. By signing below, the individuals certify that they have the necessary authority to enter into this Agreement on behalf of their respective jurisdictions. 21. Exhibits. Exhibits attached and incorporated into this Agreement are: A. Event Specific Terms and Conditions B. Insurance Certificates The Parties have executed this Agreement this day of a , 207 . CITY OF SPOKANE VALLEY / Z_ An Hohman, City Manager APPROVED AS TO FORM: crUn r. Parking Lot Use Agreement Page 6 of 6