HomeMy WebLinkAboutRes-2021-084BOARD OF COUNTY
COMMISSIONERS COUNTY OF
KITTITAS
STATE OF WASHINGTON
A RESOLUTION AUTHORIZING EXECUTION OF AN INTERLOCAL
AGREEMENT BETWEEN KITTITAS COUNTY AND ELLENSBURG
BUSINESS DEVELOPMENT AUTHORITY (DBA CENTERFUSE) FOR
APPLICATION FOR COMMUNITY ECONOMIC REVITALIZATION
BOARD F'UNDING
RESOLUTTON No. 2o2r - os+
WIIEREAS: Kittitas County is leading a local Broadband Action Team focused on improving
broadband access and affordability in Kittitas County; and
WHEREAS: RCW 39.34, the Interlocal Cooperation Act, provides the capability for public
agencies to cooperate by providing services and facilities for mutual advantage; and
WHEREAS: Ellensburg Business Development Authority dba CenterFuse (CenterFuse) is a public
development authority created by the City of Ellensburg under Chapter 35.21 RCW
and Ellensburg Ordinance No. 3895, as amended, and operates under its adopted
Charter and Bylaws; and
WHEREAS: Kittitas County and CenterFuse desire to promote broadband infrastructure
development and secure funding in support of said development; and
WHEREAS: RCW 39.34.080 and other Washington law, as amended, authorizes any city to
contract with any other citylcounty to perform any governmental service, activity or
undertaking which each contracting city/county is authorized by law to perform; and
WHEREAS: The governing bodies of each of the parties hereto have determined to enter into this
Agreement as authorized and provided for by RCW 39.34.080 and other Washington
law, as amended.
WHEREAS: The purpose of this Agreement is for the purposes of preparation of a grant application
for broadband feasibility planning through the Community Economic Revitalization
Board's ("CERB") Planning Program; and
WHEREAS: The County desires obtaining the services of CenterFuse in the preparation of a grant
application for broadband feasibility planning through the Community Economic
Revitalization Board's ("CERB") Planning Program; and
WHEREAS: The County shall commit 25Yo of total project cost if successfully awarded the
$50,000 CERB grant, presumably $16,667.
NOW THEREFORE BE IT RESOLVED that the Board of Commissioners of Kittitas County
hereby authorizes execution of an interlocal agreement between Kittitas County and
CenterFuse to apply for CERB Planning Program funding on behalf of Kittitas County for
the purpose of a broadband feasibility study.
t8fADOPTED this I day of June,202l.
BOARD OF CO COMMISSIONERS
co ,w GTON
Commissioner
APPROVED AS TO FORM
V
Board - Julie Kjorsvik Stephanie Hartung - Kittitas County DPA! Deputy Clerk of the Board - Mandy Buchholz
of
INTERLOCAL AGREEMENT BETWEEN ELLENSBURG BUSINESS DEVELOPMENT
AUTHORITY dba CENTERFUSE AND KITTITAS COUNTY FOR ECONOMIC
DEVELOPMENT SERVICES
This Interlocal Agreement is made and entered into on the first day of June,2027, by and
between the Ellensburg Business Development Authority dba CenterFuse (hereinafter "CenterFuse"),
and Kittitas County (hereinafter the "County"), collectively the "parties."
RECITALS
WHEREAS, CenterFuse is a public development authority created by the City under Chapter
35.21 RCW and Ellensburg Ordinance No. 3895, as amended, and operates under its adopted
Charter and Bylaws; and
WHEREAS, CenterFuse and the County desire to promote broadband infrastructure
development and secure funding in support of said development; and
WHEREAS, RCW 39.34.080 and other Washington law, as amended, authorizes any city to
contract with any other citylcounty to perform any govemmental service, activity or undertaking
which each contractingcitylcounty is authorized by law to perform; and
WHEREAS, the governing bodies of each of the parties hereto have determined to enterinto
this Agreement as authorized and provided for by RCW 39.34.080 and other Washington law, as
amended.
AGREEMENT
NOW, THEREFORE, it is hereby agreed as follows:
1. Services. CenterFuse shall provide assistance to the County in preparation of the County's
grant application under the Communitv Economic Revitalization Board's Plannins Prosram as more
fullv described in the of Work attached hereto as Exhihit 66A"and herein bv this
reference (t'Scone of w k") as well as estahlishins the related ohlioations f the Parties. CenterFuse
shall orovide the Countv with the services described in the Scone of (the "Services"). The
Countv shall coonerate with and orovide such information as mav he to aid Centerfuse's
performance of the Services.
2. Compensation. Grant application research, qualification and writing services willbe
charged at $85.00 per hour, not to exceed 20 hours.
3. Payment. CenterFuse shall bill the County monthly, as needed. The County shall pay to
CenterFuse within 30 days of receipt of invoice.
4. Maintenance of records. CenterFuse shall keep records related to broadband
infrastructure grant development work and provide same to the County.
CenterFuse Interlocal Agreement
5. Indemnification.
(a) CenterFuse shall indemnif' and hold harmless the County and its officers, agents,and
employees, or any of them, from any and all claims, actions, suits, liability, loss, costs, expenses and
damages of any nature whatsoever, by reason of or arising out of any act or omission of CenterFuse,
its officers, agents, and employees, or any of them, in performing economic development services. In
the event that suit based upon such a claim, action, loss or damage is brought against the County,
CenterFuse shall defend the same at its sole cost and expense; provided that the County retains the
right to participate in said suit if any principle of government or public law is involved; and if final
judgment be rendered against the County, and its officers, agents, and employees, or any of them, or
jointly against the County and CenterFuse and its respective officers, agents, employees, or any of
them, CenterFuse shall satisfr the same.
(b) The County shall indemniff and hold harmless CenterFuse and its officers, agents,and
employees, or any of them, from any and all claims, actions, suits, liability, loss, costs, expenses, and
damages of any nature whatsoever, by reason of or arising out of any act or omission of the County, its
officers, agents, and employees, or any of them, in performing economic development services. In the
event that suit based upon such a claim, action, loss or damage is brought against CenterFuse , the
County shall defend the same at its sole cost and expense; provided that CenterFuse retains the right to
participate in said suit if any principle of govemmental or public law is involved; and if final judgment
be rendered against CenterFuse, and its officers, agents, and employees, or any of them , or jointly
against CenterFuse and the County and its respective officers, agents, and employees , or any of them ,
the County shall satisS the same.
6. Duration. The term of this Agreement shall be for two (2) months, from June 1, 2021and
ending on the July 3 7,2021. The amount of compensation set forth in section 2 herein and all actions
taken in pursuance thereof, are hereby ratified and confirmed.,
7. Termination. This Agreement shall remain in full force and effect until terminated by
agreement of the parties, or by written notice of termination given by one party to the other party at
least ten (10) days prior to the date of termination.
8. Assignment. This Agreement cannot be assigned, transferred or any portion subcontracted by
either party hereto without the prior written consent of the other party. Future Support. Neither party
to this Agreement makes any commitment to future support and assumes no obligation for future
support of any activity contracted for herein,except as may be expressly set forth in this Agreement.
9. Compliance with Laws. Each party hereto, in its perforrnance ofthis Agreement, agrees
to comply with all applicable local, State and Federal laws and ordinances.
10. Relationship ofthe Parties.
(a) No agent, employee or representative of CenterFuse shall be deemed to be an agent,
employee or representative ofthe County for any pu{pose, and the employees ofCenterFuse are
not entitled to any ofthe benefits the County provides to County employees. No agent, employee
or representative ofthe County shall be deemed to be an agent, employee or representative of
CenterFuse for any pu{pose, and the employees ofthe County are not entitled to any ofthe
benefits CenterFuse provides to CenterFuse employees.
(b) In the performance ofthe work herein contemplated, the party performing the work is
an independent contractor with the authority to control and direct the performance ofthe details
2
CenterFuse Interlocal Agreement
ofthe work; however, the work contemplated herein shall be subject to the general rights of
inspection and review ofthe party requesting the work be done, to secure the satisfactory
completion thereof.
I 1. Party Representatives and Notices. The representative for each Party shall be responsible for
and shall be the contact person for all communications relating to the performance of this Agreement.
All notices, requests, demands and other communications given by one Party to the other Party in
connection with this Agreement will be in writing and will be deemed to have been duly given (a) on
the date of successful transmission of the entire notice in the case of e-mail transmission; (b) when
delivered personally or delivered by a recognized courier service that provides a receipt of delivery; or
(c) three (3) days after being deposited as certified or registered mail, postage prepaid, into the United
States mail, to the Party representative at the addresses or email addresses identified below
CenterFuse's representative under this Agreement shall be:
Margaret Reich
100 West Third Avenue,#2
Ellensburg,WA 98926
Telephone: (509) 955-3880
Email : director@ellensburgcenterfuse. com
The County's representative under this Agreement shall be
Brett Wachsmith
205 West 5th Avenue, Suite 108
Ellensburg,WA98926
Telephone: (509) 962-7 508
Email: cory.wright@co.kittitas.wa.us
12. Jurisdiction. Any legal dispute between the parties to this Agreement shall be governed
by the laws ofthe State ofWashington, and any action to enforce this Agreementshall be
brought in Kittitas County, Washington.
13. Modification. The provisions of this Agreement may be modified or amended only by
written mutual consent ofthe parties.
14. Waiver. A failure by either party to exercise its iights 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 an
authorized representative ofthe party and attached to the original Agreement.
15. 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 which can be given effect without the invalid provision, if such
remainder conforms to the requirements ofapplicable law and the fundamental purpose ofthis
agreement, and to this end the provisions ofthis Agreement are declared to be severable.
J
CenterFuse Interlocal Agreement
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first
above written.
CENTERFUSE KITTITAS COUNTY
By:th
Its: Chair, Board of Commissioners
4
CenterFuse Interlocal Agreement
EXHIBIT "A"
SCOPE OF WORK
L' The County hereby agrees to engage CenterFuse to provide the County with grant writing and project
management services for the completion of the COMMUNITY ECONOMIC REVITILIZATION
BOARD (CERB) BROADBAND FEASIBILITY Grant on or before the due date of June 1,2021.
2. For the Services provided by the CenterFuse under this Agreement, the County will pay to CenterFuse
the sum of eight five (85) dollars per hour, with a maximum figure of twenty (20) hours allocated for
this service.
5
CenterFuse Interlocal Agreement
INTERLOCAL AGREEMENT BETWEEN ELLENSBURG BUSINESS DEVELOPMENT
AUTHORITY dba CENTERFUSE AND KITTITAS COUNTY FOR ECONOMIC
DEVELOPMENT SERVICES
This Interlocal Agreement is made and entered into on the first day of June,2021, by and
between the Ellensburg Business Development Authority dba CenterFuse (hereinafter "CenterFuse"),
and Kittitas County (hereinafter the "County"), collectively the "parties."
RECITALS
WHEREAS, CenterFuse is a public development authority created by the City under Chapter
35.21 RCW and Ellensburg Ordinance No. 3895, as amended, and operates under its adopted
Charter and Bylaws; and
WHEREAS, CenterFuse and the County desire to promote broadband infrastructure
development and securc funding in support of said development; and
WHEREAS, RCW 39.34.080 and other Washington law, as amended, authorizes any city to
contract with any other city/county to perform any govefirmental service, activity or undertaking
which each contracting city/county is authorized by law to perform; and
WHEREAS, the governing bodies of each of the parties hereto have determined to enterinto
this Agreement as authorized and provided for by RCW 39.34.080 and other Washington law, as
amended.
AGREEMENT
NOW, THEREFORE, it is hereby agreed as follows
1. Services. CenterFuse shall m of the
grant application under the Community Economic Revitalization Board's Planning Program as more
fullv descrihed in the of Work attached hereto as Exhihit 66A tt and herein bv this
reference ("Scooe of as well as establishins the related oblisations the Parties. CenterFuse
shall orovide the Countv with the services described in the Scone of W (the "Services"). The
Countv shall coonerate with and orovide such as mav be necessary to aid Centerfuse's
performance of the Services.
2. Compensation. Grant application research, qualification and writing services willbe
charged at $85.00 per hour, not to exceed 20 hours.
3. Payment. CenterFuse shall bill the County monthly, as needed. The County shall pay to
CenterFuse within 30 days of receipt of invoice.
4. Maintenance of records. CenterFuse shall keep records related to broadband
infrastructure grant development work and provide same to the County.
CenterFuse Interlocal Agreement
5. Indemnification.
(a) CenterFuse shall indemni$, and hold harmless the County and its officers, agents,and
employees, or any of them, from any and all claims, actions, suits, liability, loss, costs, expenses and
damages of any nature whatsoever, by reason of or arising out of any act or omission of CenterFuse,
its officers, agents, and employees, or any of them, in performing economic development services. In
the event that suit based upon such a claim, action, loss or damage is brought against the County,
CenterFuse shall defend the same at its sole cost and expense; provided that the County retains the
right to participate in said suit if any principle of government or public law is involved; and if final
judgment be rendered against the County, and its officers, agents, and employees, or any of them, or
jointly against the County and CenterFuse and its respective officers, agents, employees, or any of
them, CenterFuse shall satisfr the same.
(b) The County shall indemnifl'and hold harmless CenterFuse and its officers, agents,and
employees, or any of them, from any and all claims, actions, suits, liability, loss, costs, expenses, and
damages of any nature whatsoever, by reason of or arising out of any act or omission of the County, its
officers, agents, and employees, or any of them, in performing economic development services. In the
event that suit based upon such a claim, action, loss or damage is brought against CenterFuse , the
County shall defend the same at its sole cost and expense; provided that CenterFuse retains the right to
participate in said suit if any principle of governmental or public law is involved; and if final judgment
be rendered against CenterFuse, and its officers, agents, and employees? or any of them , or jointly
against CenterFuse and the County and its respective officers, agents, and employees , or any of them ,
the County shall satisff the same.
6. Duration. The term of this Agreement shall be for two (2) months, from June 1, 2021and
ending on the July 3I,2021. The amount of compensation set forth in section 2 herein and all actions
taken in pursuance thereof, are hereby ratified and confirmed.,
7. Termination. This Agreement shall remain in full force and effect until terminated by
agreement of the parties, or by written notice of termination given by one party to the other party at
least ten (10) days prior to the date of termination.
8. Assignment. This Agreement cannot be assigned, transferred or any portion subcontracted by
either party hereto without the prior written consent of the other party. Future Support. Neither party
to this Agreement makes any commitment to future support and assumes no obligation for future
support of any activity contracted for herein,except as may be expressly set forth in this Agreement.
9. Compliance with Laws. Each party hereto, in its perforrnance ofthis Agreement, agrees
to comply with all applicable local, State and Federal laws and ordinances.
10. Relationship ofthe Parties.
(a) No agent, employee or representative of CenterFuse shall be deemed to be an agent,
employee or representative ofthe County for any pu{pose, and the employees ofCenterFuse are
not entitled to any ofthe benefits the County provides to County employees. No agent, employee
or representative ofthe County shall be deemed to be an agent, employee or representative of
CenterFuse for any purpose, and the employees ofthe County are not entitled to any ofthe
benefits CenterFuse provides to CenterFuse employees.
(b) In the performance ofthe work herein contemplated, the party performing the work is
an independent contractor with the authority to control and direct the performance ofthe details
2
CenterFuse Interlocal Agreement
ofthe work; however, the work contemplated herein shall be subject to the general rights of
inspection and review ofthe party requesting the work be done, to secure the satisfactory
completion thereof.
1 1. Party Representatives and Notices. The representative for each Party shall be responsible for
and shall be the contact person for all communications relating to the performance of this Agreement.
All notices, requests, demands and other communications given by one Party to the other Party in
connection with this Agreement will be in writing and will be deemed to have been duly given (a) on
the date of successful transmission of the entire notice in the case of e-mail transmission; (b) when
delivered personally or delivered by a recognized courier service that provides a receipt of delivery; or
(c) three (3) days after being deposited as certified or registered mail, postage prepaid, into the United
States mail, to the Party representative at the addresses or email addresses identified below
CenterFuse's representative under this Agreement shall be:
Margaret Reich
100 West Third Avenue,#2
Ellensburg,WA 98926
Telephone: (509) 955-3880
Email : director@ellensburgcenterfuse. com
The County's representative under this Agreement shall be:
Brett Wachsmith
205 West 5th Avenue, Suite 108
Ellensburg, WA 98926
Telephone: (509) 962-7 508
Email: cory.wright@co.kittitas.wa.us
12. Jurisdiction. Any legal dispute between the parties to this Agreement shall be governed
by the laws ofthe State of Washington, and any action to enforce this Agreementshall be
brought in Kittitas County, Washington.
13. Modification. The provisions of this Agreement may be modified or amended only by
written mutual consent ofthe parties.
14. Waiver. A failure by either partyto 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 an
authorized representative ofthe party and attached to the original Agreement.
15. 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 which can be given effect without the invalid provision, if such
remainder conforms to the requirements ofapplicable law and the fundamental purpose ofthis
agreement, and to this end the provisions ofthis Agreement are declared to be severable.
J
CenterFuse Interlocal Agreement
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first
above written.
CENTERFUSE KITTITAS COUNTY
t-
th
Chair, Board of Commissioners
By
Its:
4
CenterFuse Interlocal Agreement
EXHIBIT "A"
SCOPE OF WORK
1. The County hereby agrees to engage CenterFuse to provide the County with grant writing and project
management services for the completion of the COMMUNITY ECONOMIC REVITILIZATION
BOARD (CERB) BROADBAND FEASIBILITY Grant on or before the due date of June 1,2021.
2. For the Services provided by the CenterFuse under this Agreement, the County will pay to CenterFuse
the sum of eight five (85) dollars per hour, with a maximum figure of twenty (20) hours allocated for
this service.
5
CenterFuse Interlocal Agreement
Kittitas County, Washington
BOARD OF COLINTY COMMISSIONERS
District One
Cory Wright
District Two
Laura Osiadacz
District Three
Brett Wachsmith
I have enclosed Kittitas County Resolution No. 2021-84 for you to keep for your information and
records. I have also enclosed two (2) Interlocal Agreements for you to sign.-Please return one
(1) original IA to our office at your earliest convenience. The other IA will be for you to keep
for your records.
If you have any questions regarding this matter please do not hesitate contacting our office at
June2,202l
Margaret Reich
110 West 6th Ave. #238
Ellensburg, WA 98926
Dear Magaret,
On June 1,202 1 the Kittitas county Board of commissioners approved a Resolution Authorizing
an Interlocal Agreement between Kittitas and the Ellensburg Business Development
Authority (DBA CenterFuse) for an Appliation Community Economic Revitalization Board
Funding.
your converuence
Sincerely,
Clerk of the Board
Enclosure-as noted
c: file
Kittitas County Courthouse . 205 West 5,h Avenue, STE 108 . Ellensburg, W A 98926
(s09) 962-7508 FAX (s09) 962_'1679