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HomeMy WebLinkAboutR-2004-184 Information Systems Service Agreement with other Fire Agencies in Yakima CountyRESOLUTION NO. R-2004- 184 A RESOLUTION authorizing the City Manager of the City of Yakima to execute information systems services agreements that are substantially in accord with the attached "City of Yakima Information Systems Services Agreement" with other fire agencies in Yakima County to provide fire records interface system services. WHEREAS, the City of Yakima Fire Department is participating in a regional Fire Records Service (FRS) with other fire agencies in Yakima County; and WHEREAS, the FRS requires an interface to the City of Yakima's Computer Aided Dispatch (CAD) system; and WHEREAS, the City of Yakima is contracting with the CAD and FRS vendors to provide the interface; and WHEREAS, the City Council deems it to be in the best interest of the City to authorize the City Manager to execute agreements that are substantially in accord with the attached "City of Yakima Information Systems Services Agreement" with other fire agencies in Yakima County to provide fire records interface system services, now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is hereby authorized to execute agreements that are substantially in accord with the attached and incorporated "City of Yakima Information Systems Services Agreement" with other fire agencies in Yakima County to provide fire records interface system services. ADOPTED BY THE CITY COUNCIL this 7"' day of December, 2004. ATTEST: Paul P. George, Mayor City Clerk CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT THIS INFORMATION SYSTEMS SERVICES AGREEMENT (hereinafter "Agreement"), is made and entered into by and between the CITY OF YAKIMA, Washington, a municipal corporation (hereinafter "City"), and YAKIMA COUNTY FIRE DISTRICT NO. 5, a Washington municipal corporation (hereinafter the "User Agency"). The purpose of this Agreement is to define the scope of services contracted by the User Agency from the City, set forth the compensation to be paid by the User Agency for such services, and enumerate other related provisions that contribute to the mutual benefit of the parties to this Agreement. WHEREAS, the User Agency desires Information Systems Services as described in the Appendix to this Agreement; and WHEREAS, the City of Yakima possesses the necessary resources to provide the Information Systems Services to the extent described in this Agreement and is willing to do so according to the terms and conditions contained herein; NOW, THEREFORE, in consideration of mutual promises contained herein and the mutual benefits to be derived hereunder, the parties agree as follows: A. THE CITY OF YAKIMA WILL: 1. Implement and maintain the services described in the Appendix to this Agreement. 2. Give the User Agency at least seven (7) days' advance written notice of any change in operation, computer hardware, or software that may foreseeably adversely affect the User Agency, excluding normal upgrades of the operating system or software and excluding emergency operational requirements. 3. Use a reasonable standard of care to insure the security of User Agency data, which shall be no less than the precautions the City of Yakima uses to protect its own confidential information. B. THE USER AGENCY WILL: 1. Provide and maintain any additional computer hardware and/ or software necessary for the operation the system(s) described in the Appendix Page 1 of 7 beyond the hardware explicitly provided by the City of Yakima pursuant to this Agreement. All such equipment and/or software must be approved by the City of Yakima prior to connection to the system, which approval will not be unreasonably withheld. 2. Provide any hardware deemed necessary by the City of Yakima to protect the City of Yakima's computer equipment from potential damage caused by the User Agency's hardware. 3. Provide security for criminal record information and/or private, personal, or confidential information contained in the services being provided. C. EFFECTIVE DATE & TERMINATION 1. The effective date of this Agreement will be January 1, 2005. This Agreement shall continue in duration until terminated by either party in accordance with Section (C)(2) of this Agreement. 2. This Agreement may be terminated by either party, with or without cause, by giving written notice to the other party at least sixty (60) days in advance of the intended date of termination. D. CHARGES & BILLING 1. For the first year of this Agreement, the fees for the Information Systems Services shall be in accordance with the attached Appendix. 2. Prior to October 1St of each year during the term of this Agreement, the City shall provide notice in writing to the User Agency of the fee that will be charged during the subsequent year for the services identified in the Appendix. Fees will be billed on January 1St. The User Agency's fee will equal the number of the User Agency's reporting stations multiplied by the result of the following equation: (Direct Costs + Administrative Fees) / Total Number of Reporting Stations of All Participating Agencies. 3. The User Agency may request additional services beyond those described in the Appendix. In such event, the City Manager (or his designee) is authorized to negotiate a mutually agreeable sum for such additional services. A description of the additional services and consideration shall be reduced to writing in a document signed by the parties. This document shall be made an addendum to this Agreement. Page 2 of 7 4. The User Agency will pay the full amount of the City's invoice within thirty (30) days of receipt. In the event that either party terminates this Agreement under Section C(2), the City shall be compensated on a pro - rata basis for all services provided to the User Agency under this Agreement up to the effective termination date. E. LIABILITY OF THE CITY OF YAKIMA The City • of Yakima shall not be liable to the User Agency, its elected officials, officers, employees, and agents for failure to provide, or delays in providing, services herein, if due to any cause beyond the City of Yakima's control, such as, but not limited to, power outage, fire, water, energy shortages, failure of its communications or computer hardware or operating system, natural disaster, or inability to provide or continue to provide the agreed upon services due to a court ruling or other legal action adverse to the City of Yakima or this Agreement. F. INDEMNIFICATION/PROMISE NOT TO SUE 1. The User Agency agrees to hold harmless, indemnify, protect, and defend the City, its elected officials, officers, employees, and agents from and against any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and disbursements) that result from or arise out of the sole negligence or intentionally wrongful acts or omissions of the User Agency, its elected officials, officers, employees, and agents in connection with or incidental to the performance or non- performance of this Agreement. 2. In the event that the officials, officers, agents, and/or employees of both the City and the User Agency are negligent, each party shall be liable for its contributory share of negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees). 3. Nothing contained in this Section or this Agreement shall be construed to create a liability or right of indemnification in any third party. G. TERMS TO BE EXCLUSIVE The entire agreement between the parties with respect to the subject matter hereunder is contained in this Agreement. In the event the User Agency issues a purchase order, memorandum, specifications, or other instrument covering the services herein provided, such purchase order, memorandum, specifications, or instrument is Page 3 of 7 for the User Agency's internal purposes only and any and all items and conditions contained therein, whether printed or written, shall be of no force or effect. Except as herein expressly provided to the contrary, the provisions of this Agreement are for the benefit of the parties hereto solely and not for the benefit of any other person, persons, or legal entities. H. REPRESENTATIONS & WARRANTIES 1. The User Agency acknowledges that it has not been induced to enter into this Agreement by any representation or statements, oral or written, not expressly contained herein or expressly incorporated by reference. 2. The City of Yakima makes no representations, warranties, or guaranties, express or implied, other than the express representations, warranties, and guaranties contained in this Agreement. I. WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by duly authorized representatives of the City of Yakima and the User Agency. J. ASSIGNMENT This Agreement may not be assigned by either party hereto without the prior written consent of the other party. K. TIME IS OF THE ESSENCE Time and the punctual performance of each and all of the terms, provisions, and conditions of this Agreement are of the essence. L. NON -WAIVER The waiver by the User Agency or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. Page 4 of 7 M. SURVIVAL Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. N. WRITTEN NOTICE All notices required by or sent under this Agreement shall be in writing, shall be delivered personally to the recipient, or sent by means of certified mail with full postage prepaid, return receipt requested. Any written notice hereunder shall become effective as of the date of when mailed or personally delivered. Notices to the City of Yakima shall be delivered to the Yakima Communications Manager at 200 South 3rd Street, Yakima, Washington 98901 and notices to the User Agency shall be delivered to O. SEVERABILITY 1. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. 2. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. P. GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Q. VENUE The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. R. AUTHORITY The person executing this Agreement on behalf of the User Agency represents and warrants that he or she has been fully authorized by the governing body of the Page 5 of 7 User Agency to execute this Agreement on its behalf and to legally bind the User Agency to all the terms, performances and provisions of this Agreement. S. RECORDING OF AGREEMENT A copy of this Agreement shall be recorded with the Yakima County Auditor. CITY OF YAKIMA YAKIMA COUNTY FIRE DISTRICT 4 R. A. Zais, Jr., City Manager Date: (a• — 9 - o `f ATTEST: Print Name: Scott Kokenge Title: Commission Chairman 11/8/04 City Contract No. o?Z)0'1— /3.2 - of '✓ M? e"Loo't ,- ( �f Page 6 of 7 District Secretary CITY OF UNION GAP, WASHINGTON RESOLUTION NO. 552 A RESOLUTION authorizing the Mayor to execute the City of Yakima Information Systems Services Agreement. WHEREAS, The City of Union Gap desires to have a CAD link established between Dispatch and our reporting Software; and WHEREAS, the Union Gap Fire Department is required to report its fire incident data to the state and federal government; and WHEREAS, the City desires to participate in a regional data collection system and collectively share in the costs; and WHEREAS, it is in the best interest of the citizens of Union Gap to share in the cost of development of the software; and WHEREAS, it is in the best interest of the citizens of Union Gap to have the software held in escrow; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF UNION GAP, WASHINGTON, HEREBY RESOLVES as follows: The Mayor is authorized to execute the attached City of Yakima Information Systems Services Agreement. PASSED this 22nd day of November, 2004. ATTEST: APPROVED AS TO FORM: 1-0 Kathryn omps�MC; City Clerk Philip A. Lamb, City Attorney APPENDIX CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT Emergency Reporting Systems Fire Records System The City of Yakima shall provide: 1) An interface to the Computer Aided Dispatch System (CAD) to transfer the incident data from CAD to the ERS records system. 2) An agreement with Hitech Systems, Inc and Emergency Reporting Systems for maintenance of the Interface. 3) An Escrow account to contain the software associated with the RSI Fire Records system. 4) The in-house resources necessary to ensure the system continues to operate within the limitations set forth by the system providers. In consideration of these services the City shall receive compensation in the following amounts: Primary Participating Agencies: Year One of the Agreement: (To be billed January 1, 2005) Fire District # 2, Selah Fire District # 4, East Valley Fire District # 5, Lower Valley Fire District # 12, West Valley Union Gap Fire Department $2361.11 $2361.11 $2361.11 $2361.11 $2361.11 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. Additional Participating User Agencies: Additional User Agencies that wish to enter into an Agreement with the City of Yakima for Emergency Reporting Systems Fire Records Interface will be billed based on the following schedule for the First Year of the Agreement: Number of Incidents per Year First Year of Agreement 1-100 $50 101-500 $100 501-1000 $150 Above 1000 $200 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. Page 7 of 7 CITY OF YAKIMA INFO ATION SYSTEMS SERVICES AGREEMENT THIS INFORMATION SYSTEMS SERVICES AGREEMENT (hereinafter "Agreement"), is made and entered into by and between the CITY OF YAKIMA, Washington, a municipal corporation (hereinafter "City"), and CITY OF UNION GAP, Washington, a Washington municipal corporation (hereinafter the "User Agency"). The purpose of this Agreement is to define the scope of services contracted by the User Agency from the City, set forth the compensation to be paid by the User Agency for such services, and enumerate other related provisions that contribute to the mutual benefit of the parties to this Agreement. WHEREAS, the User Agency desires Information Systems Services as described in the Appendix to this Agreement; and WHEREAS, the City of Yakima ' possesses the necessary resources to provide the Information Systems Services to the extent described in this Agreement and is willing to do so according to the terms and conditions contained herein; NOW, THEREFORE, in consideration of mutual promises contained herein and the mutual benefits to be derived hereunder, the parties agree as follows: A. THE CITY OF YAKIMA WILL: 1. Implement and maintain the services described in the Appendix to this Agreement. 2. Give the User Agency at least seven (7) days' advance written notice of any change in operation, computer hardware, or software that may foreseeably diversely affect the User Agency, excluding normal upgrades of the operating system or software and excluding emergency operational requirements. 3. Use a reasonable standard of care to insure the security of User Agency data, which shall be no less than the precautions the City of Yakima uses to protect its own confidential information. Page 1 of 9 9/26/2007 B. THE USER AGENCY WILL: 1. Provide and maintain any additional computer hardware and/or software necessary for the operation the system(s) described in the Appendix beyond the hardware explicitly provided by the City of Yakima pursuant to this Agreement. All such equipment and/or software must be approved by the City of Yakima prior to connection to the system, which approval will not be unreasonably withheld. 2. Provide any hardware deemed necessary by the City of Yakima to protect the City of Yakima's computer equipment from potential damage caused by the User Agency's hardware. 3. Provide security for criminal record information and/or private, personal, or confidential information contained in the services being provided. C. EFFECTIVE DATE & TERMINATION 1. The effective date of this Agreement will be January 1, 2008. This Agreement shall continue in duration until terminated by either party in accordance with Section C(2) of this Agreement. 2. This Agreement may be terminated by either party, with or without cause, by giving written notice to the other party at least sixty (60) days in advance of the intended date of termination. D. CHARGES & BILLING 1. Implementation costs shall be invoiced immediately upon successful implementation of the system identified in the Appendix if applicable. 2. From the effective date of this Agreement to December 31st of the current year, the fees for the Information Systems Services Annual Maintenance shall be prorated in accordance with the attached Appendix. 3. Prior to October 1St of each year during the term of this Agreement, the City shall provide notice in writing to the User Agency of the fee that Page 2 of 9 9/26/2007 will be charged during the subsequent year for the services identified in the Appendix. Fees will be billed on January 1St 4. The User Agency may request additional services beyond those described in the Appendix. In such event, the City Manager (or his designee) is authorized to negotiate a mutually agreeable sum for such additional services. A description of the additional services and consideration shall be reduced to writing in a document signed by the parties. This document shall be made an addendum to this Agreement. 5. The User Agency will pay the full amount of the City's invoice within thirty (30) days of receipt. In the event that either party terminates this Agreement under Section C(2), the City shall be compensated on a pro - rata basis for all services provided to the User Agency under this Agreement up to the effective termination date. E. LIABILITY OF THE CITY OF YAKIMA The City of Yakima shall not be liable to the User Agency, its elected officials, officers, employees, and agents for failure to provide, or delays in providing, services herein, if due to any cause beyond the City of Yakima's control, such as, but not limited to, power outage, fire, water, energy shortages, failure of its communications or computer hardware or operating system, natural disaster, or inability to provide or continue to provide the agreed upon services due to a court ruling or other legal action adverse to the City of Yakima or this Agreement. F. INDEMNIFICATION/PROMISE NOT TO SUE 1. The User Agency agrees to hold harmless, indemnify, protect, and defend the City, its elected officials, officers, employees, and agents from and against any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and disbursements) that result from or arise out of the sole negligence or intentionally wrongful acts or omissions of the User Agency, its elected officials, officers, employees, and agents in connection with or incidental to the performance or non-performance of this Agreement. Page 3 of 9 9/26/2007 2. In the event that the officials, officers, agents, and/or employees of both the City and the User Agency are negligent, each party shall be liable for its contributory share of negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees). 3. Nothing contained in this Section or this Agreement shall be construed to create a liability or right of indemnification in any third party. G. TERMS TO BE EXCLUSIVE The entire agreement between the parties with respect to the subject matter hereunder is contained in this Agreement. In the event the User Agency issues a purchase order, memorandum, specifications, or other instrument covering the services herein provided, such purchase order, memorandum, specifications, or instrument is for the User Agency's internal purposes only and any and all items and conditions contained therein, whether printed or written, shall be of no force or effect. Except as herein expressly provided to the contrary, the provisions of this Agreement are for the benefit of the parties hereto solely and not for the benefit of any other person, persons, or legal entities. H. REPRESENTATIONS & WARRANTIES 1. The User Agency acknowledges that it has not been induced to enter into this Agreement by any representation or statements, oral or written, not expressly contained herein or expressly incorporated by reference. 2. The City of Yakima makes no representations, warranties, or guaranties, express or implied, other than the express representations, warranties, and guaranties contained in this Agreement. I. WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by duly authorized representatives of the City of Yakima and the User Agency. Page 4 of 9 9/26/2007 J. ASSIGNMENT This Agreement may not be assigned by either party hereto without the prior written consent of the other party. K. TIME IS OF THE ESSENCE Time and the punctual performance of each and all of the terms, provisions, and conditions of this Agreement are of the essence. L. NON -WAIVER The waiver by the User Agency or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. M. SURVIVAL Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. N. WRITTEN NOTICE All notices required by or sent under this Agreement shall be in writing, shall be delivered personally to the recipient, or sent by means of certified mail with full postage prepaid, return receipt requested. Any written notice hereunder shall become effective as of the date of when mailed or personally delivered. Notices to the City of Yakima shall be delivered to the Yakima Communications Manager at 200 South 3rd Street, Yakima, Washington 98901 and notices to the User Agency shall be delivered to City of Union Gap, Police Chief, 1800 Rainier Place, Union Gap, WA 98903. 0. SEVERABILITY 1. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity Page 5 of 9 9/26/2007 of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. 2. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. P. GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Q. VENUE The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. R. AUTHORITY The person executing this Agreement on behalf of the User Agency represents and warrants that he or she has been fully authorized by the governing body of the User Agency to execute this Agreement on its behalf and to legally bind the User Agency to all the terms, performances and provisions of this Agreement. Page 6 of 9 9/26/2007 S. RECORDING OF AGREEMENT A copy of this Agreement shall be recorded with the Yakima County Auditor. CITY OF YAKIMA R. A. Zais, J Managed CITY OF UNION GAP Date: 1 z1/47 /o Title: i ATTEST: City Clerk )r ")cr Yu Contract No. Date: / 2 —//— c T ATTEST: City Clerk 02007-//0 Contract No. Page 7 of 9 9/26/2007 APPENDIX A CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT Mobile Data System Including; Mobile Client, AVL and Mapping (PER UNIT COST) The City of Yakima shall provide: 1) An interface to the Computer Aided Dispatch System (CAD) to transfer the incident data from CAD to the Mobile Data Radio system. 2) An agreement with Hitech Systems, Inc for maintenance of the Interface. 3) Licenses for Mobile Client, AVL and Mapping. 4) Annual Technical Services to ensure User Agency's equipment operates within the parameters of the system providers. Does not include parts replacement. 5) The in-house resources necessary to ensure the system continues to operate within the limitations set forth by the system providers. In consideration of these services the City shall receive compensation in the following amounts on a per unit basis: Software Product Annual Maintenance Map Objects Mobile Client $109 AVL Client $33 Mobile Mapping $30 City Tech Services Charge $124 Initial Per Unit Total $2961 Subsequent years' Annual Costs shall be determined in accordance with Section D (2) of this Agreement. Page 8 of 9 9/26/2007 Desk Top Services (PER UNIT COST) The City of Yakima shall provide: 1) An interface to the Computer Aided Dispatch System (CAD) 2) An iinterface to the BIS Law Enforcement Records System 3) An agreement with Hitech Systems, Inc for maintenance. 4) Licenses for Hiterm, Hiwin, SB Client and Unidata/Universe. 5) Annual Technical Services to ensure User Agency's equipment operates within the parameters of the system providers. Does not include parts or equipment replacement. 6) The in-house resources necessary to ensure the system continues to operate within the limitations set forth by the system providers. 7) Technical Services shall be limited to only this services required to operate the BIS Records system and the CAD system. These technical services do not include maintaining or repairing other resources that operate on the User Agency's desk top computer systems. In consideration of these services the City shall receive compensation in the following amounts: Annual Maintenanc Product Hardware License e SB Runtime $36.00 Unidata/Universe License $50.00 Hiterm $55.00 Tech Support $124.00 Initial Per Unit Total $265.00 Subsequent years' Annual Costs shall be determined in accordance with Section D (2) of this Agreement. Page 9 of 9 9/26/2007 CITY OF UNION GAP, WASHINGTON RESOLUTION NO. 703 A RESOLUTION authorizing the Mayor to sign an Information Systems Services Agreement with the City of Yakima. WHEREAS, the City of Union Gap's Police Department desires to obtain access to criminal record information found in the Computer Aided Dispatch (CAD) and other criminal justice data bases through a Mobile Data Radio system; WHEREAS, the City of Yakima is able to provide the expertise and technical assistance to allow for such interfacing of data bases for access to the records that the Police Department desires: WHEREAS, the City is authorized under the Interlocal Cooperation Act, RCW 39.34, to contract with Yakima for such services; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF UNION GAP, WASHINGTON, HEREBY RESOLVES as follows: The Mayor is authorized to sign an Information Systems Services Agreement with the City of Yakima. PASSED this 10th day of December 2007. Aubrey 'S 'Reeves, Jr., Mayo ATTEST: APPROVED AS TO FORM: Cmc Kathryn ompson, SMC, City Clerk Robert F. Noe, City Attorney CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT THIS INFORMATION SYSTEMS SERVICES AGREEMENT (hereinafter "Agreement"), is made and entered into by and between the CITY OF YAKIMA, Washington, a municipal corporation (hereinafter "City"), and YAKIMA COUNTY FIRE DISTRICT NO. 5, a Washington municipal corporation (hereinafter the "User Agency"). The purpose of this Agreement is to define the scope of services contracted by the User Agency from the City, set forth the compensation to be paid by the User Agency for such services, and enumerate other related provisions that contribute to the mutual benefit of the parties to this Agreement. WHEREAS, the User Agency desires Information Systems Services as described in the Appendix to this Agreement; and WHEREAS, the City of Yakima possesses the necessary resources to provide the Information Systems Services to the extent described in this Agreement and is willing to do so according to the terms and conditions contained herein; NOW, THEREFORE, in consideration of mutual promises contained herein and the mutual benefits to be derived hereunder, the parties agree as follows: A. THE CITY OF YAKIMA WILL: 1. Implement and maintain the services described in the Appendix to this Agreement. 2. Give the User Agency at least seven (7) days' advance written notice of any change in operation, computer hardware, or software that may foreseeably adversely affect the User Agency, excluding normal upgrades of the operating system or software and excluding emergency operational requirements. 3. Use a reasonable standard of care to insure the security of User Agency data, which shall be no less than the precautions the City of Yakima uses to protect its own confidential information. B. THE USER AGENCY WILL: 1. Provide and maintain any additional computer hardware and/ or software necessary for the operation the system(s) described in the Appendix Page 1 of 7 beyond the hardware explicitly provided by the City of Yakima pursuant to this Agreement. All such equipment and/ or software must be approved by the City of Yakima prior to connection to the system, which approval will not be unreasonably withheld. 2. Provide any hardware deemed necessary by the City of Yakima to protect the City of Yakima's computer equipment from potential damage caused by the User Agency's hardware. 3. Provide security for criminal record information and/or private, personal, or confidential information contained in the services being provided. C. EFFECTIVE DATE & TERMINATION 1. The effective date of this Agreement will be January 1, 2005. This Agreement shall continue in duration until terminated by either party in accordance with Section (C)(2) of this Agreement. 2. This Agreement may be terminated by either party, with or without cause, by giving written notice to the other party at least sixty (60) days in advance of the intended date of termination. D. CHARGES & BILLING 1. For the first year of this Agreement, the fees for the Information Systems Services shall be in accordance with the attached Appendix. 2. Prior to October 1St of each year during the term of this Agreement, the City shall provide notice in writing to the User Agency of the fee that will be charged during the subsequent year for the services identified in the Appendix. Fees will be billed on January 1St. The User Agency's fee will equal the number of the User Agency's reporting stations multiplied by the result of the following equation: (Direct Costs + Administrative Fees) / Total Number of Reporting Stations of All Participating Agencies. 3. The User Agency may request additional services beyond those described in the Appendix. In such event, the City Manager (or his designee) is authorized to negotiate a mutually agreeable sum for such additional services. A description of the additional services and consideration shall be reduced to writing in a document signed by the parties. This document shall be made an addendum to this Agreement. Page 2 of 7 4. The User Agency will pay the full amount of the City's invoice within thirty (30) days of receipt. In the event that either party terminates this Agreement under Section C(2), the City shall be compensated on a pro - rata basis for all services provided to the User Agency under this Agreement up to the effective termination date. E. LIABILITY OF THE CITY OF YAKIMA The City • of Yakima shall not be liable to the User Agency, its elected officials, officers, employees, and agents for failure to provide, or delays in providing, services herein, if due to any cause beyond the City of Yakima's control, such as, but not limited to, power outage, fire, water, energy shortages, failure of its communications or computer hardware or operating system, natural disaster, or inability to provide or continue to provide the agreed upon services due to a court ruling or other legal action adverse to the City of Yakima or this Agreement. F. INDEMNIFICATION/PROMISE NOT TO SUE 1. The User Agency agrees to hold harmless, indemnify, protect, and defend the City, its elected officials, officers, employees, and agents from and against any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and disbursements) that result from or arise out of the sole negligence or intentionally wrongful acts or omissions of the User Agency, its elected officials, officers, employees, and agents in connection with or incidental to the performance or non- performance of this Agreement. 2. In the event that the officials, officers, agents, and/or employees of both the City and the User Agency are negligent, each party shall be liable for its contributory share of negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees). 3. Nothing contained in this Section or this Agreement shall be construed to create a liability or right of indemnification in any third party. G. TERMS TO BE EXCLUSIVE The entire agreement between the parties with respect to the subject matter hereunder is contained in this Agreement. In the event the User Agency issues a purchase order, memorandum, specifications, or other instrument covering the services herein provided, such purchase order, memorandum, specifications, or instrument is Page 3 of 7 for the User Agency's internal purposes only and any and all items and conditions contained therein, whether printed or written, shall be of no force or effect. Except as herein expressly provided to the contrary, the provisions of this Agreement are for the benefit of the parties hereto solely and not for the benefit of any other person, persons, or legal entities. H. REPRESENTATIONS & WARRANTIES 1. The User Agency acknowledges that it has not been induced to enter into this Agreement by any representation or statements, oral or written, not expressly contained herein or expressly incorporated by reference. 2. The City of Yakima makes no representations, warranties, or guaranties, express or implied, other than the express representations, warranties, and guaranties contained in this Agreement. I. WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by duly authorized representatives of the City of Yakima and the User Agency. J. ASSIGNMENT This Agreement may not be assigned by either party hereto without the prior written consent of the other party. K. TIME IS OF THE ESSENCE Time and the punctual performance of each and all of the terms, provisions, and conditions of this Agreement are of the essence. L. NON -WAIVER The waiver by the User Agency or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. Page 4 of 7 M. SURVIVAL Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. N. WRITTEN NOTICE All notices required by or sent under this Agreement shall be in writing, shall be delivered personally to the recipient, or sent by means of certified mail with full postage prepaid, return receipt requested. Any written notice hereunder shall become effective as of the date of when mailed or personally delivered. Notices to the City of Yakima shall be delivered to the Yakima Communications Manager at 200 South 3rd Street, Yakima, Washington 98901 and notices to the User Agency shall be delivered to O. SEVERABILITY 1. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. 2. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. P. GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Q. VENUE The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. R. AUTHORITY The person executing this Agreement on behalf of the User Agency represents and warrants that he or she has been fully authorized by the governing body of the Page 5 of 7 User Agency to execute this Agreement on its behalf and to legally bind the User Agency to all the terms, performances and provisions of this Agreement. S. RECORDING OF AGREEMENT A copy of this Agreement shall be recorded with the Yakima County Auditor. CITY OF YAKIMA YAKIMA COUNTY FIRE DIST. NO. 5 R. A. Zais, Jr., City Manager Date: 1 9-050 ATTEST: City Clerk City Contract No. Page 6 of 7 Brian J. V ' el, Fir thief Date: //'4:?ci6�� ao©Y_ 13a ted .1004 IBcf APPENDIX CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT Emergency Reporting Systems Fire Records System The City of Yakima shall provide: 1) An interface to the Computer Aided Dispatch System (CAD) to transfer the incident data from CAD to the ERS records system. 2) An agreement with Hitech Systems, Inc and Emergency Reporting Systems for maintenance of the Interface. 3) An Escrow account to contain the software associated with the RSI Fire Records system. 4) The in-house resources necessary to ensure the system continues to operate within the limitations set forth by the system providers. In consideration of these services the City shall receive compensation in the following amounts: Primary Participating Agencies: Year One of the Agreement: (To be billed April 1, 2005) Fire District # 2, Selah Fire District # 4, East Valley Fire District # 5, Lower Valley Fire District # 12, West Valley Union Gap Fire Department $2361.11 $2361.11 $2361.11 $2361.11 $2361.11 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. Additional Participating User Agencies: Additional User Agencies that wish to enter into an Agreement with the City of Yakima for Emergency Reporting Systems Fire Records Interface will be billed based on the following schedule for the First Year of the Agreement: Number of Incidents per Year First Year of Agreement 1-100 $50 101-500 $100 501-1000 $150 Above 1000 $200 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. Page 7 of 7 CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT THIS INFORMATION SYSTEMS SERVICES AGREEMENT (hereinafter "Agreement"), is made and entered into by and between the CITY OF YAKIMA, Washington, a municipal corporation (hereinafter "City"), and Yakima County Fire District #4 , a Washington municipal corporation (hereinafter the "User Agency"). The purpose of this Agreement is to define the scope of services contracted by the User Agency from the City, set forth the compensation to be paid by the User Agency for such services, and enumerate other related provisions that contribute to the mutual benefit of the parties to this Agreement. WHEREAS, the User Agency desires Information Systems Services as described in the Appendix to this Agreement; and WHEREAS, the City of Yakima possesses the necessary resources to provide the Information Systems Services to the extent described in this Agreement and is willing to do so according to the terms and conditions contained herein; NOW, THEREFORE, in consideration of mutual promises contained herein and the mutual benefits to be derived hereunder, the parties agree as follows: A. THE CITY OF YAKIMA WILL: 1. Implement and maintain the services described in the Appendix to this Agreement. 2. Give the User Agency at least seven (7) days' advance written notice of any change in operation, computer hardware, or software that may foreseeably adversely affect the User Agency, excluding normal upgrades of the operating system or software and excluding emergency operational requirements. 3. Use a reasonable standard of care to insure the security of User Agency data, which shall be no less than the precautions the City of Yakima uses to protect its own confidential information. B. THE USER AGENCY WILL: 1. Provide and maintain any additional computer hardware and/or software necessary for the operation the system(s) described in the Appendix Page 1 of 7 beyond the hardware explicitly provided by the City of Yakima pursuant to this Agreement. All such equipment and/or software must be approved by the City of Yakima prior to connection to the system, which approval will not be unreasonably withheld. 2. Provide any hardware deemed necessary by the City of Yakima to protect the City of Yakima's computer equipment from potential damage caused by the User Agency's hardware. 3. Provide security for criminal record information and/ or private, personal, or confidential information contained in the services being provided. C. EFFECTIVE DATE & TERMINATION 1. The effective date of this Agreement will be January 1, 2005. This Agreement shall continue in duration until terminated by either party in accordance with Section (C)(2) of this Agreement. 2. This Agreement may be terminated by either party, with or without cause, by giving written notice to the other party at least sixty (60) days in advance of the intended date of termination. D. CHARGES & BILLING 1. For the first year of this Agreement, the fees for the Information Systems Services shall be in accordance with the attached Appendix. 2. Prior to October 1St of each year during the term of this Agreement, the City shall provide notice in writing to the User Agency of the fee that will be charged during the subsequent year for the services identified in the Appendix. Fees will be billed on January 1St. The User Agency's fee will equal the number of the User Agency's reporting stations multiplied by the result of the following equation: (Direct Costs + Administrative Fees) / Total Number of Reporting Stations of All Participating Agencies. 3. The User Agency may request additional services beyond those described in the Appendix. In such event, the City Manager (or his designee) is authorized to negotiate a mutually agreeable sum for such additional services. A description of the additional services and consideration shall be reduced to writing in a document signed by the parties. This document shall be made an addendum to this Agreement. Page 2 of 7 4. The User Agency will pay the full amount of the City's invoice within thirty (30) days of receipt. In the event that either party terminates this Agreement under Section C(2), the City shall be compensated on a pro - rata basis for all services provided to the User Agency under this Agreement up to the effective termination date. E. LIABILITY OF THE CITY OF YAKIMA The City of Yakima shall not be liable to the User Agency, its elected officials, officers, employees, and agents for failure to provide, or delays in providing, services herein, if due to any cause beyond the City of Yakima's control, such as, but not limited to, power outage, fire, water, energy shortages, failure of its communications or computer hardware or operating system, natural disaster, or inability to provide or continue to provide the agreed upon services due to a court ruling or other legal action adverse to the City of Yakima or this Agreement. F. INDEMNIFICATION/PROMISE NOT TO SUE 1. The User Agency agrees to hold harmless, indemnify, protect, and defend the City, its elected officials, officers, employees, and agents from and against any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and disbursements) that result from or arise out of the sole negligence or intentionally wrongful acts or omissions of the User Agency, its elected officials, officers, employees, and agents in connection with or incidental to the performance or non- performance of this Agreement. 2. In the event that the officials, officers, agents, and/ or employees of both the City and the User Agency are negligent, each party shall be liable for its contributory share of negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees). 3. Nothing contained in this Section or this Agreement shall be construed to create a liability or right of indemnification in any third party. G. TERMS TO BE EXCLUSIVE The entire agreement between the parties with respect to the subject matter hereunder is contained in this Agreement. In the event the User Agency issues a purchase order, memorandum, specifications, or other instrument covering the services herein provided, such purchase order, memorandum, specifications, or instrument is Page 3 of 7 for the User Agency's internal purposes only and any and all items and conditions contained therein, whether printed or written, shall be of no force or effect. Except as herein expressly provided to the contrary, the provisions of this Agreement are for the benefit of the parties hereto solely and not for the benefit of any other person, persons, or legal entities. H. REPRESENTATIONS & WARRANTIES 1. The User Agency acknowledges that it has not been induced to enter into this Agreement by any representation or statements, oral or written, not expressly contained herein or expressly incorporated by reference. 2. The City of Yakima makes no representations, warranties, or guaranties, express or implied, other than the express representations, warranties, and guaranties contained in this Agreement. I. WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by duly authorized representatives of the City of Yakima and the User Agency. J. ASSIGNMENT This Agreement may not be assigned by either party hereto without the prior written consent of the other party. K. TIME IS OF THE ESSENCE Time and the punctual performance of each and all of the terms, provisions, and conditions of this Agreement are of the essence. L. NON -WAIVER The waiver by the User Agency or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. Page 4 of 7 M. SURVIVAL Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. N. WRITTEN NOTICE All notices required by or sent under this Agreement shall be in writing, shall be delivered personally to the recipient, or sent by means of certified mail with full postage prepaid, return receipt requested. Any written notice hereunder shall become effective as of the date of when mailed or personally delivered. Notices to the City of Yakima shall be delivered to the Yakima Communications Manager at 200 South 3rd Street, Yakima, Washington 98901 and notices to the User Agency shall be delivered to O. SEVERABILITY 1. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. 2. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. P. GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Q. VENUE The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. R. AUTHORITY The person executing this Agreement on behalf of the User Agency represents and warrants that he or she has been fully authorized by the governing body of the Page 5 of 7 User Agency to execute this Agreement on its behalf and to legally bind the User Agency to all the terms, performances and provisions of this Agreement. S. RECORDING OF AGREEMENT A copy of this Agreement shall be recorded with the Yakima County Auditor. CITY OF YAKIMA R. A. Zais, Jr., City Manager Date: —0V ATTEST: YAKIMA COUNTY FIRE DISTRICT 4 Print Name: Scott Kokenge Title: Commission Chairman Date: 11/8/04 LI\ ATTEST: - District Secretary City Contract No. c:,610 keSal D.✓ /"Q. Q.e-LE?al Page 6 of 7 APPENDIX CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT Emergency Reporting Systems Fire Records System The City of Yakima shall provide: 1) An interface to the Computer Aided Dispatch System (CAD) to transfer the incident data from CAD to the ERS records system. 2) An agreement with Hitech Systems, Inc and Emergency Reporting Systems for maintenance of the Interface. 3) An Escrow account to contain the software associated with the RSI Fire Records system. 4) The in-house resources necessary to ensure the system continues to operate within the limitations set forth by the system providers. In consideration of these services the City shall receive compensation in the following amounts: Primary Participating Agencies: Year One of the Agreement: (To be billed January 1, 2005) Fire District # 2, Selah Fire District # 4, East Valley Fire District # 5, Lower Valley Fire District # 12, West Valley Union Gap Fire Department $2361.11 $2361.11 $2361.11 $2361.11 $2361.11 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. Additional Participating User Agencies: Additional User Agencies that wish to enter into an Agreement with the City of Yakima for Emergency Reporting Systems Fire Records Interface will be billed based on the following schedule for the First Year of the Agreement: Number of Incidents per Year First Year of Agreement 1-100 $50 101-500 $100 501-1000 $150 Above 1000 $200 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. Page 7 of 7 CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT THIS INFORMATION SYSTEMS SERVICES AGREEMENT (hereinafter "Agreement"), is made and entered into by and between the CITY OF YAKIMA, Washington, a municipal corporation (hereinafter "City"), and the CITY OF GRANDVIEW, Washington, a Washington municipal corporation (hereinafter the "User Agency"). The purpose of this Agreement is to define the scope of services contracted by the User Agency from the City, set forth the compensation to be paid by the User Agency for such services, and enumerate other related provisions that contribute to the mutual benefit of the parties to this Agreement. WHEREAS, the User Agency desires Information Systems Services as described in the Appendix to this Agreement; and WHEREAS, the City of Yakima possesses the necessary resources to provide the Information Systems Services to the extent described in this Agreement and is willing to do so according to the terms and conditions contained herein; NOW, THEREFORE, in consideration of mutual promises contained herein and the mutual benefits to be derived hereunder, the parties agree as follows: A. THE CITY OF YAKIMA WILL: 1. Implement and maintain the services described in the Appendix to this Agreement. 2. Give the User Agency at least seven (7) days' advance written notice of any change in operation, computer hardware, or software that may foreseeably adversely affect the User Agency, excluding normal upgrades of the operating system or software and excluding emergency operational requirements. 3. Use a reasonable standard of care to insure the security of User Agency data, which shall be no less than the precautions the City of Yakima uses to protect its own confidential information. B. THE USER AGENCY WILL: 1. Provide and maintain any additional computer hardware and/or software necessary for the operation the system(s) described in the Appendix Page 1 of 7 beyond the hardware explicitly provided by the City of Yakima pursuant to this Agreement. All such equipment and/ or software must be approved by the City of Yakima prior to connection to the system, which approval will not be unreasonably withheld. 2. Provide any hardware deemed necessary by the City of Yakima to protect the City of Yakima's computer equipment from potential damage caused by the User Agency's hardware. 3. Provide security for criminal record information and/ or private, personal, or confidential information contained in the services being provided. C. EFFECTIVE DATE & TERMINATION 1. The effective date of this Agreement will be January 1, 2005. This Agreement shall continue in duration until terminated by either party in accordance with Section (C)(2) of this Agreement. 2. This Agreement may be terminated by either party, with or without cause, by giving written notice to the other party at least sixty (60) days in advance of the intended date of termination. D. CHARGES & BILLING 1. For the first year of this Agreement, the fees for the Information Systems Services shall be in accordance with the attached Appendix, subparts A & B. 2. Prior to October 1St of each year during the term of this Agreement, the City shall provide notice in writing to the User Agency of the fee that will be charged during the subsequent year for the services identified in the Appendix. Fees will be billed on January 1St. The User Agency's fee will equal the number of the User Agency's reporting stations multiplied by the result of the following equation: (Direct Costs + Administrative Fees) / Total Number of Reporting Stations of All Participating Agencies. 3. The User Agency may request additional services beyond those described in the Appendix. In such event, the City Manager (or his designee) is authorized to negotiate a mutually agreeable sum for such additional services. A description of the additional services and consideration shall Page 2 of 7 be reduced to writing in a document signed by the parties. This document shall be made an addendum to this Agreement. 4. The User Agency will pay the full amount of the City's invoice within thirty (30) days of receipt. In the event that either party terminates this Agreement under Section C(2), the City shall be compensated on a pro - rata basis for all services provided to the User Agency under this Agreement up to the effective termination date. E. LIABILITY OF THE CITY OF YAKIMA The City of Yakima shall not be liable to the User Agency, its elected officials, officers, employees, and agents for failure to provide, or delays in providing, services herein, if due to any cause beyond the City of Yakima's control, such as, but not limited to, power outage, fire, water, energy shortages, failure of its communications or computer hardware or operating system, natural disaster, or inability to provide or continue to provide the agreed upon services due to a court ruling or other legal action adverse to the City of Yakima or this Agreement. F. INDEMNIFICATION/PROMISE NOT TO SUE 1. The User Agency agrees to hold harmless, indemnify, protect, and defend the City, its elected officials, officers, employees, and agents from and against any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and disbursements) that result from or arise out of the sole negligence or intentionally wrongful acts or omissions of the User Agency, its elected officials, officers, employees, and agents in connection with or incidental to the performance or non- performance of this Agreement. 2. In the event that the officials, officers, agents, and/or employees of both the City and the User Agency are negligent, each party shall be liable for its contributory share of negligence for any resulting suits, actions, claims, liability, damages, -judgments, costs and expenses -(including -reasonable attorney's fees). 3. Nothing contained in this Section or this Agreement shall be construed to create a liability or right of indemnification in any third party. G. TERMS TO BE EXCLUSIVE The entire agreement between the parties with respect to the subject matter hereunder is contained in this Agreement. In the event the User Agency issues a Page 3 of 7 purchase order, memorandum, specifications, or other instrument covering the services herein provided, such purchase order, memorandum, specifications, or instrument is for the User Agency's internal purposes only and any and all items and conditions contained therein, whether printed or written, shall be of no force or effect. Except as herein expressly provided to the contrary, the provisions of this Agreement are for the benefit of the parties hereto solely and not for the benefit of any other person, persons, or legal entities. H. REPRESENTATIONS & WARRANTIES 1. The User Agency acknowledges that it has not been induced to enter into this Agreement by any representation or statements, oral or written, not expressly contained herein or expressly incorporated by reference. 2. The City of Yakima makes no representations, warranties, or guaranties, express or implied, other than the express representations, warranties, and guaranties contained in this Agreement. I. WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by duly authorized representatives of the City of Yakima and the User Agency. J. ASSIGNMENT This Agreement may not be assigned by either party hereto without the prior written consent of the other party. K. TIME IS OF THE ESSENCE Time and the punctual performance of each and all of the terms, provisions, and conditions of this Agreement are of the essence. L. NON -WAIVER The waiver by the User Agency or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. Page 4 of 7 M. SURVIVAL Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. N. WRITTEN NOTICE All notices required by or sent under this Agreement shall be in writing, shall be delivered personally to the recipient, or sent by means of certified mail with full postage prepaid, return receipt requested. Any written notice hereunder shall become effective as of the date of when mailed or personally delivered. Notices to the City of Yakima shall be delivered to the Yakima Communications Manager at 200 South 3rd Street, Yakima, Washington 98901 and notices to the User Agency shall be delivered to Grandview Fire Department, Fire Chief, 207 W. 2nd St. , Grandview. WA 98930 O. SEVERABILITY 1. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. 2. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. P. GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Q. VENUE The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. R. AUTHORITY The person executing this Agreement on behalf of the User Agency represents and warrants that he or she has been fully authorized by the governing body of the Page 5 of 7 User Agency to execute this Agreement on its behalf and to legally bind the User Agency to all the terms, performances and provisions of this Agreement. S. RECORDING OF AGREEMENT A copy of this Agreement shall be recorded with the Yakima County Auditor. CITY OF YAKIMA USER AGENCY R. A. Zais, Jr.; City Manager Print Name: VA T M Date: / VC)7 Title: I:, 'Le C:V1%r-1' ATTEST: City Clerk City Contract No. a200 7— 6/ / Page 6 of 7 Date: 5 - I3 -0 ` 7 APPENDIX CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT Emergency Reporting Systems Fire Records System A. The City of Yakima shall provide: 1) An interface to the Computer Aided Dispatch System (CAD) to transfer the incident data from CAD to the ERS records system. 2) An agreement with Hitech Systems, Inc and Emergency Reporting Systems for maintenance of the Interface. 3) An Escrow account to contain the software associated with the RSI Fire Records system. 4) The in-house resources necessary to ensure the system continues to operate within the limitations set forth by the system providers. In consideration of these services the City shall receive compensation in the following amounts: B. Primary Participating Agencies: Year One of the Agreement: (To be billed January 1, 2005) Fire District # 2, Selah Fire District # 4, East Valley Fire District # 5, Lower Valley Fire District # 12, West Valley Union Gap Fire Department $2361.11 $2361.11 $2361.11 $2361.11 $2361.11 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. C. Additional Participating User Agencies: Additional User Agencies that wish to enter into an Agreement with the City of Yakima for Emergency Reporting Systems Fire Records Interface will be billed based on the following schedule for the First Year of the Agreement: Number of Incidents per Year First Year of Agreement 1-100 $50 101-500 $100 501-1000 $150 Above 1000 $200 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. Page 7 of 7 CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT THIS INFORMATION SYSTEMS SERVICES AGREEMENT (hereinafter "Agreement"), is made and entered into by and between the CITY OF YAKIMA, Washington, a municipal corporation (hereinafter "City"), and the PROSSER PUBLIC HOSPITAL DISTRICT, a Washington municipal corporation (hereinafter the "User Agency"). The purpose of this Agreement is to define the scope of services contracted by the User Agency from the City, set forth the compensation to be paid by the User Agency for such services, and enumerate other related provisions that contribute to the mutual benefit of the parties to this Agreement. WHEREAS, the User Agency desires Information Systems Services as described in the Appendix to this Agreement; and WHEREAS, the City of Yakima possesses the necessary resources to provide the Information Systems Services to the extent described in this Agreement and is willing to do so according to the terms and conditions contained herein; NOW, THEREFORE, in consideration of mutual promises contained herein and the mutual benefits to be derived hereunder, the parties agree as follows: A. THE CITY OF YAKIMA WILL: 1. Implement and maintain the services described in the Appendix to this Agreement. 2. Give the User Agency at least seven (7) days' advance written notice of any change in operation, computer hardware, or software that may foreseeably adversely affect the User Agency, excluding normal upgrades of the operating system or software and excluding emergency operational requirements. 3. Use a reasonable standard of care to insure the security of User Agency data, which shall be no less than the precautions the City of Yakima uses to protect its own confidential information. B. THE USER AGENCY WILL: 1. Provide and maintain any additional computer hardware and/or software necessary for the operation the system(s) described in the Appendix Page 1 of 7 beyond the hardware explicitly provided by the City of Yakima pursuant to this Agreement. All such equipment and/or software must be approved by the City of Yakima prior to connection to the system, which approval will not be unreasonably withheld. 2. Provide any hardware deemed necessary by the City of Yakima to protect the City of Yakima's computer equipment from potential damage caused by the User Agency's hardware. 3. Provide security for criminal record information and/or private, personal, or confidential information contained in the services being provided. C. EFFECTIVE DATE & TERMINATION 1. The effective date of this Agreement will be January 1, 2007. This Agreement shall continue in duration until terminated by either party in accordance with Section (C)(2) of this Agreement. 2. This Agreement may be terminated by either party, with or without cause, by giving written notice to the other party at least sixty (60) days in advance of the intended date of termination. D. CHARGES & BILLING 1. For the first year of this Agreement, the fees for the Information Systems Services shall be in accordance with the attached Appendix, subparts A & B. 2. Prior to October 1St of each year during the term of this Agreement, the City shall provide notice in writing to the User Agency of the fee that will be charged during the subsequent year for the services identified in the Appendix. Fees will be billed on January 1St. The User Agency's fee will equal the number of the User Agency's reporting stations multiplied by the result of the following equation: (Direct Costs + Administrative Fees) / Total Number of Reporting Stations of All Participating Agencies. 3. The User Agency may request additional services beyond those described in the Appendix. In such event, the City Manager (or his designee) is authorized to negotiate a mutually agreeable sum for such additional services. A description of the additional services and consideration shall Page 2 of 7 be reduced to writing in a document signed by the parties. This document shall be made an addendum to this Agreement. 4. The User Agency will pay the full amount of the City's invoice within thirty (30) days of receipt. In the event that either party terminates this Agreement under Section C(2), the City shall be compensated on a pro - rata basis for all services provided to the User Agency under this Agreement up to the effective termination date. E. LIABILITY OF THE CITY OF YAKIMA The City of Yakima shall not be liable to the User Agency, its elected officials, officers, employees, and agents for failure to provide, or delays in providing, services herein, if due to any cause beyond the City of Yakima's control, such as, but not limited to, power outage, fire, water, energy shortages, failure of its communications or computer hardware or operating system, natural disaster, or inability to provide or continue to provide the agreed upon services due to a court ruling or other legal action adverse to the City of Yakima or this Agreement. F. INDEMNIFICATION/PROMISE NOT TO SUE 1. The User Agency agrees to hold harmless, indemnify, protect, and defend the City, its elected officials, officers, employees, and agents from and against any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and disbursements) that result from or arise out of the sole negligence or intentionally wrongful acts or omissions of the User Agency, its elected officials, officers, employees, and agents in connection with or incidental to the performance or non- performance of this Agreement. 2. In the event that the officials, officers, agents, and/ or employees of both the City and the User Agency are negligent, each party shall be liable for its contributory share of negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees). 3. Nothing contained in this Section or this Agreement shall be construed to create a liability or right of indemnification in any third party. G. TERMS TO BE EXCLUSIVE The entire agreement between the parties with respect to the subject matter hereunder is contained in this Agreement. In the event the User Agency issues a Page 3 of 7 purchase order, memorandum, specifications, or other instrument covering the services herein provided, such purchase order, memorandum, specifications, or instrument is for the User Agency's internal purposes only and any and all items and conditions contained therein, whether printed or written, shall be of no force or effect. Except as herein expressly provided to the contrary, the provisions of this Agreement are for the benefit of the parties hereto solely and not for the benefit of any other person, persons, or legal entities. H. REPRESENTATIONS & WARRANTIES 1. The User Agency acknowledges that it has not been induced to enter into this Agreement by any representation or statements, oral or written, not expressly contained herein or expressly incorporated by reference. 2. The City of Yakima makes no representations, warranties, or guaranties, express or implied, other than the express representations, warranties, and guaranties contained in this Agreement. I. WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by duly authorized representatives of the City of Yakima and the User Agency. J. ASSIGNMENT This Agreement may not be assigned by either party hereto without the prior written consent of the other party. K. TIME IS OF THE ESSENCE Time and the punctual performance of each and all of the terms, provisions, and conditions of this Agreement are of the essence. L. NON -WAIVER The waiver by the User Agency or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. Page 4 of 7 M. SURVIVAL Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. N. WRITTEN NOTICE All notices required by or sent under this Agreement shall be in writing, shall be delivered personally to the recipient, or sent by means of certified mail with full postage prepaid, return receipt requested. Any written notice hereunder shall become effective as of the date of when mailed or personally delivered. Notices to the City of Yakima shall be delivered to the Yakima Communications Manager at 200 South 3rd Street, Yakima, Washington 98901 and notices to the User Agency shall be delivered to Prosser Public Hospital District, , Insert attention to and address. O. SEVERABILITY 1. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. 2. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. P. GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Q. VENUE The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. R. AUTHORITY The person executing this Agreement on behalf of the User Agency represents and warrants that he or she has been fully authorized by the governing body of the Page 5 of 7 User Agency to execute this Agreement on its behalf and to legally bind the User Agency to all the terms, performances and provisions of this Agreement. S. RECORDING OF AGREEMENT A copy of this Agreement shall be recorded with the Yakima County Auditor. CITY OF YAKIMA R. A. Zais, Jr., City Manager Print Name: ( //7/0-7 Date: Title: ATTEST: evno City Clerk City Contract No.,.7G12 %®d 7 iteccieeXo.0 .e5e2e/— / Page 6 of 7 Date: APPENDIX CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT Emergency Reporting Systems Fire Records System A. The City of Yakima shall provide: 1) An interface to the Computer Aided Dispatch System (CAD) to transfer the incident data from CAD to the ERS records system. 2) An agreement with Hitech Systems, Inc and Emergency Reporting Systems for maintenance of the Interface. 3) An Escrow account to contain the software associated with the RSI Fire Records system. 4) The in-house resources necessary to ensure the system continues to operate within the limitations set forth by the system providers. In consideration of these services the City shall receive compensation in the following amounts: B. Participating Agencies: New User Initial licensing Fee (One -Time): 2007 Annual Maintenance: $445.00 $284.46 $729.46 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. Page 7 of 7 CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT THIS INFORMATION SYSTEMS SERVICES AGREEMENT (hereinafter "Agreement"), is made and entered into by and between the CITY OF YAKIMA, Washington, a municipal corporation (hereinafter "City"), and the CITY OF ZILLAH, Washington, a Washington municipal corporation (hereinafter the "User Agency"). The purpose of this Agreement is to define the scope of services contracted by the User Agency from the City, set forth the compensation to be paid by the User Agency for such services, and enumerate other related provisions that contribute to the mutual benefit of the parties to this Agreement. WHEREAS, the User Agency desires Information Systems Services as described in the Appendix to this Agreement; and WHEREAS, the City of Yakima possesses the necessary resources to provide the Information Systems Services to the extent described in this Agreement and is willing to do so according to the terms and conditions contained herein; NOW, THEREFORE, in consideration of mutual promises contained herein and the mutual benefits to be derived hereunder, the parties agree as follows: A. THE CITY OF YAKIMA WILL: 1. Implement and maintain the services described in the Appendix to this Agreement. 2. Give the User Agency at least seven (7) days' advance written notice of any change in operation, computer hardware, or software that may foreseeably adversely affect the User Agency, excluding normal upgrades of the operating system or software and excluding emergency operational requirements. 3. Use a reasonable standard of care to insure the security of User Agency data, which shall be no less than the precautions the City of Yakima uses to protect its own confidential information. B. THE USER AGENCY WILL: 1. Provide and maintain any additional computer hardware and/or software necessary for the operation the system(s) described in the Appendix Page 1 of 7 beyond the hardware explicitly provided by the City of Yakima pursuant to this Agreement. All such equipment and/or software must be approved by the City of Yakima prior to connection to the system, which approval will not be unreasonably withheld. 2. Provide any hardware deemed necessary by the City of Yakima to protect the City of Yakima's computer equipment from potential damage caused by the User Agency's hardware. 3. Provide security for criminal record information and/or private, personal, or confidential information contained in the services being provided. C. EFFECTIVE DATE & TERMINATION 1. The effective date of this Agreement will be August 1, 2006. This Agreement shall continue in duration until terminated by either party in accordance with Section (C)(2) of this Agreement. 2. This Agreement may be terminated by either party, with or without cause, by giving written notice to the other party at least sixty (60) days in advance of the intended date of termination. D. CHARGES & BILLING 1. For the first year of this Agreement, the fees for the Information Systems Services shall be in accordance with the attached Appendix, subparts A & B. 2. Prior to October 1St of each year during the term of this Agreement, the City shall provide notice in writing to the User Agency of the fee that will be charged during the subsequent year for the services identified in the Appendix. Fees will be billed on January 1St. The User Agency's fee will equal the number of the User Agency's reporting stations multiplied by the result of the following equation: (Direct Costs + Administrative Fees) / Total Number of Reporting Stations of All Participating Agencies. 3. The User Agency may request additional services beyond those described in the Appendix. In such event, the City Manager (or his designee) is authorized to negotiate a mutually agreeable sum for such additional services. A description of the additional services and consideration shall Page 2 of 7 be reduced to writing in a document signed by the parties. This document shall be made an addendum to this Agreement. 4. The User Agency will pay the full amount of the City's invoice within thirty (30) days of receipt. In the event that either party terminates this Agreement under Section C(2), the City shall be compensated on a pro - rata basis for all services provided to the User Agency under this Agreement up to the effective termination date. E. LIABILITY OF THE CITY OF YAKIMA The City of Yakima shall not be liable to the User Agency, its elected officials, officers, employees, and agents for failure to provide, or delays in providing, services herein, if due to any cause beyond the City of Yakima's control, such as, but not limited to, power outage, fire, water, energy shortages, failure of its communications or computer hardware or operating system, natural disaster, or inability to provide or continue to provide the agreed upon services due to a court ruling or other legal action adverse to the City of Yakima or this Agreement. F. INDEMNIFICATION/PROMISE NOT TO SUE 1. The User Agency agrees to hold harmless, indemnify, protect, and defend the City, its elected officials, officers, employees, and agents from and against any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and disbursements) that result from or arise out of the sole negligence or intentionally wrongful acts or omissions of the User Agency, its elected officials, officers, employees, and agents in connection with or incidental to the performance or non- performance of this Agreement. 2. In the event that the officials, officers, agents, and/or employees of both the City and the User Agency are negligent, each party shall be liable for its contributory share of negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees). 3. Nothing contained in this Section or this Agreement shall be construed to create a liability or right of indemnification in any third party. G. TERMS TO BE EXCLUSIVE The entire agreement between the parties with respect to the subject matter hereunder is contained in this Agreement. In the event the User Agency issues a Page 3 of 7 purchase order, memorandum, specifications, or other instrument covering the services herein provided, such purchase order, memorandum, specifications, or instrument is for the User Agency's internal purposes only and any and all items and conditions contained therein, whether printed or written, shall be of no force or effect. Except as herein expressly provided to the contrary, the provisions of this Agreement are for the benefit of the parties hereto solely and not for the benefit of any other person, persons, or legal entities. H. REPRESENTATIONS & WARRANTIES 1. The User Agency acknowledges that it has not been induced to enter into this Agreement by any representation or statements, oral or written, not expressly contained herein or expressly incorporated by reference. 2. The City of Yakima makes no representations, warranties, or guaranties, express or implied, other than the express representations, warranties, and guaranties contained in this Agreement. I. WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by duly authorized representatives of the City of Yakima and the User Agency. J. ASSIGNMENT This Agreement may not be assigned by either party hereto without the prior written consent of the other party. K. TIME IS OF THE ESSENCE Time and the punctual performance of each and all of the terms, provisions, and conditions of this Agreement are of the essence. L. NON -WAIVER The waiver by the User Agency or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. Page 4 of 7 M. SURVIVAL Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. N. WRITTEN NOTICE All notices required by or sent under this Agreement shall be in writing, shall be delivered personally to the recipient, or sent by means of certified mail with full postage prepaid, return receipt requested. Any written notice hereunder shall become effective as of the date of when mailed or personally delivered. Notices to the City of Yakima shall be delivered to the Yakima Communications Manager at 200 South 3rd Street, Yakima, Washington 98901 and notices to the User Agency shall be delivered to Zillah Fire Department, Fire Chief, 7171St Ave., PO Box 388, Zillah, WA 98953. O. SEVERABILITY 1. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. 2. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. P. GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Q. VENUE The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. R. AUTHORITY The person executing this Agreement on behalf of the User Agency represents and warrants that he or she has been fully authorized by the governing body of the Page 5 of 7 User Agency to execute this Agreement on its behalf and to legally bind the User Agency to all the terms, performances and provisions of this Agreement. S. RECORDING OF AGREEMENT A copy of this Agreement shall be recorded with the Yakima County Auditor. CITY OF YAKIMA R. A. Zais, Jr., City Manager Date: M + 3 J 1,0 0 4 ATTEST: City Clerk �' 3 City Contract No. ,2,04 --a4r Page 6 of 7 Print Name: gi9/2 Title: /4? YOi Date: 7 // APPENDIX CITY OF YAKIMA INFORMATION SYSTEMS SERVICES AGREEMENT Emergency Reporting Systems Fire Records System A. The City of Yakima shall provide: 1) An interface to the Computer Aided Dispatch System (CAD) to transfer the incident data from CAD to the ERS records system. 2) An agreement with Hitech Systems, Inc and Emergency Reporting Systems for maintenance of the Interface. 3) An Escrow account to contain the software associated with the RSI Fire Records system. 4) The in-house resources necessary to ensure the system continues to operate within the limitations set forth by the system providers. In consideration of these services the City shall receive compensation in the following amounts: B. 2006 Total Costs: Annual Maintenance Services: Hitech interface 1,699 50 PI Open License 936.00 Escrow 350.00 Tech Services 500.00 New User Initial license service 445 00 3,485.50 C. Per Agency 2006 Annual Maintenance Costs (including first yr license service for new agencies): YKFD 4 1,072.46 UGFD 1 268.12 EVFD 1- 268 12 SEFD 1 268.12 WVFD 1 268.12 LVFD 1 268.12 GVFD 1 713 12 new TPFD 1 268.12 NAFD 1 713.12 new ZLFD 1 713.12 new 13.00 4,820.50 Subsequent years shall be determined in accordance with Section D (2) of this Agreement. Page 7 of 7 BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. 7 For Meeting Of 12/07/04 ITEM TITLE: Resolution to Authorize an Information Systems Service Agreement for a Fire Records/Computer Aided Dispatch Interface and related services. SUBMITTED BY: Dennis Mayo, Fire Chief CONTACT PERSON/'TELEPHONE: Brian Schaeffer, Deputy Fire Chief - 575-6079 Rick Pettyjohn, Information Systems Mgr - 575-6098 SUMMARY EXPLANATION: During the October 19, 2004 council meeting, the City Council approved an agreement with Reporting Systems, Inc. to provide regional fire records system services for the fire agencies in Yakima county. As part of that agreement and the fire records project, the City of Yakima will implement an interface between the Computer Aided Dispatch (CAD) system and the Fire Records System (FRS). The City will also contract for ongoing maintenance of the interface and for a source code escrow service for the Fire Records System. The total cost of both the CAD and FRS sides of the interface is approximately $20,000. The annual maintenance and escrow fees are approximately $2,000. The attached agreement(s) is between the City of Yakima and each of the other five participating fire agencies. This agreement provides for each of the agencies to reimburse the City for their share of the interface and maintenance costs based on the number of reporting stations within each agency. As stated in the prior agenda, this project is an excellent example of cooperation among multiple government agencies to the benefit of the county citizens. Resolution XX Ordinance Other (Specify) Contract XX Mail to (name and address): Phone: Funding Source General Fund — APPROVED FOR SUBMITTAL: i\ STAFF RECOMMENDATION: Adopt Resolution BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: City Manager Resolution adopted. RESOLUTION NO. R-2004-184