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HomeMy WebLinkAboutR-2007-061 Tri-County Hazardous Materials Response TEAM Contract Termination & GROUP Contract AmendmentRESOLUTION NO. R-2007- 61 A RESOLUTION authorizing and directing the City Manager to terminate a contract with the Tri -County Hazardous Materials Response Team and execute an amended agreement with the Tri -County Hazardous Materials Response Group including the City of Yakima into the corporation as a voting member. WHEREAS, in November 2004, the City of Yakima, through its Fire Department, desired to immediately improve the hazardous materials response capabilities of the Fire Department; and WHEREAS, the City of Yakima executed an agreement with the Tri -County Hazardous Materials Response Team allowing it to participate in the Team as a contracting agency; and WHEREAS, The Tri -County Materials Response Group has invited the City of Yakima to become a voting member of its corporate entity and has amended its Articles of Incorporation on February 21, 2007, to allow the City to become such a member; and WHEREAS, the City Council has determined that it is in the best interest of the City of Yakima to execute the attached agreement terminating the current contract and executing a new assistance agreement, now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager of the City of Yakima is hereby authorized and directed to execute the attached "Termination of Agreement Between the Tri -County Hazardous Materials Response Team and the City of Yakima" for continued interlocal cooperation in combating hazardous materials incidents. ADOPTED BY THE CITY COUNCIL this 17th day of April, 2007. City Clerk David Edler, Mayor Termination of Agreement Between the Tri -County Hazardous Materials Response Team and the City of Yakima On or about p(c:yzmt'ZDOLi the City of Yakima, a municipal corporation of the State of Washington ("Yakima"), and the Hazardous Materials Response Group, a Washington non-profit corporation formed pursuant to the Interlocal Cooperation Act, and identified as the Tri -County Hazardous Material Response Team ("Haz Mat Group") entered into an agreement in which the Haz Mat Group and Yakima agreed to cooperate in the delivery of various services relating to the response to hazardous materials emergencies. The Haz Mat Group and Yakima have now agreed that Yakima will be afforded the opportunity to participate as a member of the Haz Mat Group. The Articles of Incorporation of the Haz Mat Group have been amended to enable Yakima to join the Haz Mat Group as a member, and Yakima is desirous of becoming a member of the Haz Mat Group, and therefore, there is no need for the aforementioned agreement to continue in effect, NOW, THEREFORE, IT IS AGREED by and between the Haz Mat Group and Yakima that the above described agreement between the parties hereto is hereby terminated, effective Apr l 1 1 , 2007. IT IS FURTHER AGREED that Yakima has satisfied the buy -in requirement for participation in the corporation, and therefore, upon the consent of the corporation for the participation of a new member as provided by the bylaws, Yakima shall become a member of the Haz Mat Group. By execution of this document Yakima and the Haz Mat Group enter into the Amended Hazardous Materials Incident Assistance Agreement, in the form attached hereto. In so doing, Yakima confirms that it has appointed itself as the designated Incident Command Agency within its boundaries under Chapter 70.136 RCW. Cit of Yakima Hazardous Materials Res•onse roup By: A R. A. ibis, ity Manager Dennis Mayo, ire Chief Date: q /24107 CITY CONTRAC r N0: — $0R. RESOLUTION NO: / W:\Dan\HazMat\Termination of Agreement with Yakima.doc By: President Date: L'21'09 • • • BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT ITEM NO. Zi FOR MEETING OF: April 17, 2007 ITEM TITLE: Consideration of a resolution authorizing the City Manager to_terminatea contract with the Tri -County Hazardous Materials Response Team and execute an amended contract with the Tri -County Hazardous Materials Response Group including the City of Yakima into the corporation as a voting member. SUBMITTED BY: Dennis Mayo, Fire Chief CONTACT PERSON/TELEPHONE: Charlie Hines, Deputy Fire Chief 575-6079 SUMMARY EXPLANATION: The proposed resolution authorizes and directs the City Manager to terminate a current contract and execute an amended contract between the City of Yakima and the Tri -County Hazardous Materials Response Group (an interlocal corporate entity consisting fire departments in the counties of Benton, Franklin, and Walla -Walla). Yakima has been a "contracting municipality" with the Ti -County Hazmat Team since 2004. Recently, the group's Articles of Incorporation were amended to allow the City of Yakima to become a "participating municipality" of the corporation with no additional cost to the City. Entering this new agreement will allow us to become a voting member. It affords us a greater opportunity to steer and direct the team. Resolution X Ordinance _ Contract X Other (Specify) Funding Source: Fire Department Professional Services Account (125 522.40 410) APPROVED FOR SUBMITTAL: \ Ths-L-• N City Manager STAFF RECOMMENDATION: Adopt proposed resolution. BOARD RECOMMENDATION: COUNCIL ACTION:. Resolution adopted. RESOLUTION NO. R-2007-61 / .7952 Tri -County Haz Mat Group 1000 George Washington Way Richland, WA 99352 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT This agreement is entered into between the Hazardous Materials Response Group, a Washington non-profit corporation referred to in this agreement as "Corporation", and the undersigned Cities, Towns and Fire Protection Districts, Washington municipal corporations, referred to as "Municipalities". IDENTITY OF PARTIES Corporation. The Corporation is a non-profit corporation formed under Chapter 39.34 RCW, the Interlocal Cooperation Act, to establish a hazardous materials response unit that will be equipped and staffed by trained personnel to provide services required in responding to hazardous materials incidents. The Corporation will have the capability to provide such services within the geographical area serviced by the parties to this agreement. Participating Municipalities. The Participating Municipalities are cities, towns and fire protection districts which each provide emergency fire suppression services within their own geographical boundaries and outside of such boundaries under normal mutual aid agreements. Each of the Participating Municipalities has appointed itself as the designated Incident Command Agency within its boundaries under Chapter 70.136 RCW. Participating Municipalities are members of the Hazardous Materials Response Group. Contracting Municipalities. The Contracting Municipalities are cities, towns and fire protection districts which each provide emergency fire suppression services within their own geographical boundaries and outside of such boundaries under mutual aid agreements. Each of the Contracting Municipalities has appointed itself as the designated Incident Command Agency within its boundaries under Chapter 70.136 RCW. Contracting Municipalities are not members of the Hazardous Materials Response Group. Participating Municipalities and Contracting Municipalities are hereafter some- times collectively referred to as. "Municipalities", and individually as "Municipality". AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT Other Contracting Entities. Other Contracting Entities are non-profit corporations, business corporations or other persons, which are not municipalities as defined hereinabove, and which desire to contract with the Corporation for assistance in regard to hazardous materials incidents. PURPOSE The Participating Municipalities and the Contracting Municipalities have a need for specialized assistance in combating hazardous materials incidents. Since such Municipalities either do not maintain their own hazardous materials response units or maintain only limited capability units,they have the need for assistance from another source. It is the purpose of this agreement to provide the terms and conditions under which the Corporation's Hazardous Materials Response Team will respond to the Municipalities. The parties recognize that the Corporation is not obligated to respond to any particular incident. DEFINITIONS The terms, "hazardous materials", "person", "hazardous materials incident", "governing body", "incident commander", "representative" and "profit", as ? used in this instrument, shall be defined as set forth in RCW 70.136.00. The Host Department referred to in this agreement shall be the fire department of one of the Participating Municipalities to be selected by the Board of Directors of the Corporation. AGREEMENT To accomplish the above purposes and in consideration of the benefits to be received by each party, the parties agree to the following information: 1. Response Plan. The Board of Directors shall from time to time establish a series of response plans. The plans shall contain the following information: 1.1 Identity of the types of incidents subject to the agreement. 1.2 Identity of potential incident locations. 1.3 The nature of the equipment that the Municipality will normally dispatch to the incident. Revised April, 1998 2 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT 1.4 The number and qualifications of the Municipality's personnel who respond to the incidents. 1.5 The identity of the hazardous materials incident representatives of each of the Municipalities served under this agreement. 1.6 Other relevant information. 2. Request for Assistance. The commanding officer of a participating fire department or the incident commander at the scene of an emergency, as the designated representative, is authorized to request assistance from the Corporation if confronted with a hazardous materials emergency situation at which the requesting party has need for specialized equipment or personnel that is not available in the requesting party's fire department. 3: Response to Request. 3.1 Requests for assistance from the Corporation shall be initiated by the Incident Commander of the Municipality in which the incident occurs. 3.2 Each Municipality shall provide a hazardous materials trained Incident Commander as defined in the appropriate WAC. 3.3 Requested resources will be dispatched through the appropriate Dispatch Center in accordance with the operating plans and procedures established by the Corporation. 3.4 In the event the needed equipment and personnel are not available, the Dispatch Agency will immediately advise the requesting party of such fact. 4. Command Responsibility at Emergency Scene. The chief officer or senior officer of the Municipality to which the response is made shall be in command of the overall operations under which the equipment and personnel sent by the Corporation shall serve; provided, that the responding Corporation's equipment and personnel shall be under the immediate supervision of the Haz Mat Team Leader. The overall operational command, however, shall remain with the senior officer of the requesting Municipality as required by WAC 296-62-3110. 5. Withdrawal of Assistance. The Corporation, at the scene of any incident, may withdraw its assistance if it deems the actions or directions of the Municipality to be contrary to accepted hazardous materials response practices. Revised April, 1998 3 AMENDED HAZARDOUS MATERIALS —INCIDENT ASSIS-T-ANeE-AGREEMENT 6. Termination of Service. The equipment and personnel of the Corporation shall be released from service and returned to the Corporation by the Commanding Officer in charge of the operations as soon as conditions may warrant. In the event of multiple haz mat incidents the incidents shall be prioritized in accordance with potential hazards and available resources. 7. Law Enforcement Support. In the event the Corporation shall require law enforcement assistance at the scene of any hazardous materials emergency within a city or town, the city or town agrees to provide such services if available. 8. Standard Operating Procedures. The Board of Directors shall, from time to time, establish written operating procedures for the Hazardous Materials Response Team. At such times as the procedures are issued or amended, copies of the procedures shall be furnished to the Municipalities. 9. Purchase of Equipment. 9.1 From time to time as needed, the Board of Directors shall establish the additional equipment to be provided by the Municipalities and by the Corporation. 9.2 The Board of Directors shall establish procedures to insure that all equipment and supplies purchased for use by the Response Team are compatible. 9.3 All equipment purchased by individual Municipalities shall remain the property of the Municipality purchasing such equipment. 9.4 In the event the Hazardous Materials Response Team is disbanded, all equipment purchased under this agreement shall remain the property of the Municipality purchasing such equipment. 9.5 All equipment purchased under this agreement shall be made available for training purposes. 10. Training 10.1 Training requirements shall be established for members of the Response Team, subject to WAC 296-62-300 to 3180 and other training that may be approved by the Board of Directors. Revised April, 1998 4 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT 10.2 Each Participating Municipality shall be responsible for any and all payments to its employees, including wages, tuition , etc. involved in such training. 10.3 Each Participating Municipality shall contribute annually to the Hazardous Materials Fund for instructor fees and approved associated costs involved in training. The amount thereof shall be established by the Corporation and will be part of the annual assessment. 11. Host Department 11.1 The Host Department shall be designated annually by the Board of Directors. 11.2 The Host Department shall provide administrative and secretarial support for the Hazardous Materials Response Team. 11.3 As part of the annual assessment, each Municipality shall pay the Host Department per year, a sum as determined by the Board of Directors pursuant to this agreement, to be applied toward actual administrative overhead costs. By the 30th of June each year the amount of the annual administrative overhead charge shall be reviewed by the Board of Directors and adjusted as necessary to cover anticipated costs. Overhead costs shall include only the following expenses: clerical and billing services, office material necessary for secretarial services and postage. 12. Budget and Funding. The Board of Directors shall: 12.1 Develop and submit to each Participating Municipality an annual operational budget no later than July 30th of each year provided, however, that the annual budget shall be subject to approval of the governing body of each Municipality. The annual budget shall be funded as follows: 12.1.1 Each Participating Municipality shall pay the regular assessment and any special assessments established by the Board of Directors, together with the training and Host Department fees established hereinafter. Assessments levied against Participating Municipalities shall be equal. 12.1.2 Each Contracting Municipality shall pay annually an amount equal to the amount paid by each Participating Municipality as set forth in Section 12.1.1, plus.a sum equal to 1.5 cents per thousand of assessed valuation the "surcharge" of the city, town or district. Revised April, 1998 5 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT The surcharge shall commence with the first anniversary of the Contracting Municipality's participation in this agreement. 12.2 Determine a "buy -in" assessment for Municipalities desiring to participate in the Hazardous Materials Response Team at a future date. 12.3 Establish a special fund under RCW 30.34.030 (4) (b), with the Host Department's treasurer, designated "Hazardous Materials Fund" for the purpose of depositing all funds received for the joint operation. Funds accumulated in the Hazardous Materials Fund shall be utilized solely for the continued operation of the Hazardous Materials Response Team as determined by the Board of Directors. 12.4 In the event funds or other assistance becomes available to one or more counties, under RCW 38.52.100, in which the Municipalities are located, as a result of an emergency incident covered by this agreement, the Board of Directors shall request the county to provide reimbursement to the Hazardous Materials Fund for expenses incurred in combating such emergency condition. 12.5 Authorize acceptance of "in-kind" contributions from Munic- ipalities for the purpose of funding the Municipality's annual cost. In- kind contributions shall be limited to equipment and materials necessary for the efficient operation of the Hazardous Materials Response Team. 12.6 Establish an annual charge for each Municipality, as determined by the Board of Directors under paragraph 12.1 above, which shall include all costs of operations and maintenance of the Hazardous Materials Response Team other than (1) personnel costs and (2) administrative overhead costs as defined in paragraph 11.3 above. The annual charge shall be due on January 1 of each year' for that year, and be paid within sixty (60) days. J 12.7 Authorize unbudgeted expenditure(s) only with the prior approval of the governing bodies of all the Participating Municipalities. 13. Personnel for Response Team. 13.1 The minimum number of individuals qualified to participate on the Hazardous Materials Response Team shall be determined by the Board of Directors. Revised April, 1998 6 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT 13.1.1 Participating Municipalities shall each provide a minimum of one team member trained to operations level and who has successfully completed Haz Mat I and II or equivalent course study. Participating Muncipalities may provide a team member trained at the operations level only provided that that individual will successfully complete the next available Haz Mat I and II training classes. 13.1.2 Contracting Municipalities shall provide a team liaison trained to operational level. 13.2 The Board of Directors shall select a Coordinator for the Hazardous Materials Response Team, and such other officers as necessary. 13.3 All personnel costs incurred by Municipalities as a result of this agreement, except for secretarial services payable under subparagraph 11.3 above, shall be the sole responsibility of the Municipality employing such personnel. 14. Charges for Service 14.1 The most current rate schedule as published by the Washington State Association of Fire Chiefs shall be utilized by all Municipalities or the Host Department in the event it is determined that a charge for services is to be• made. The Municipality in whose jurisdiction the incident occurred shall be the sole determiner as to whether a fee shall be assessed for the use of its own apparatus and manpower. The Board of Directors shall be the sole determiner as to whether a fee shall be assessed for the use of the Hazardous Materials Response Team's equipment and materials. 14.2 The Host Department shall provide the billing for equipment fees, cost of materials used and personnel costs for both the Hazardous Materials Response Team and the respective Municipalities rendering services or assistance. 14.3 Fees and costs charged and actually received shall be disbursed in the following manner: a. All equipment fees and material costs received for services of the Hazardous Materials Response Team shall be paid to the Host Department and shall be deposited in the Hazardous Materials Fund established under paragraph 12.3 above. Revised April, 1998 7 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT b. All other fees and material costs received for equipment and personnel shall be paid to the respective Municipalities rendering services or assistance. 15. Liability. Except as otherwise provided in RCW 38.52.190, .195, .198 and .200, if the Corporation or Municipalities shall be acting under a county emergency plan as provided under Chapter 70.136 RCW, each party agrees to assume responsibility for all liabilities that occur or arise in any way out of the performance of this agreement by its personnel only, and to save and hold the other party, its employees and officials harmless from all costs, expenses, losses and damages, including cost of defense, incurred as a result of any acts or omissions of the party's employees relating to the per- formance of this agreement. 16. Insurance. Each Municipality agrees to maintain liability insurance coverage for its own personnel and operations in an amount not Tess than $1,000,000.00. 17. Severability. If any provision of this agreement or its applicationis held invalid, the remainder of the agreement or the application of the remainder of the agreement shall not be affected. 18. Benefits. This agreement is entered into for the benefit of the parties to this agreement only and shall confer no benefits, direct or implied, on any third person. 19. Modification. This agreement may only be modified by mutual agreement of all Participating Municipalities executed in the same manner as this agreement. ' 20. Term. This agreement shall become effective as to each Municipality at the time of the execution of the agreement by such Municipality. The Agreement shall be in force from January 1 of the current year to January 1 of the following years and shall be automatically renewed. .A Municipality may withdraw from this agreement by providing 60 days written notice of its intent to withdraw to the Corporation. The Corporation may terminate this agreement in its entirety or with any Municipality by providing 60 days written notice of its intent to terminate to each Municipality. 21. Counterpart Agreements. This agreement may be executed by the Municipalities in multiple counterparts, each of which shall constitute an original. Revised April, 1998 8 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT 22. Profiteering Prohibited. Each Municipality and any other public agency requested to assist with a hazardous materials incident response pursuant to this agreement, shall not profit from the rendering of assistance. 23. Responsibility Party. Any party responsible for causing a hazardous materials incident shall not be covered by the liability standard defined in RCW 70.136.050. 24. Reporting and Record Keeping. A public agency requesting assistance with a hazardous materials incident pursuant to this agreement shall be responsible for recording the name of each person or public agency whose assistance is requested, and the time and date of the request, which record shall be retained for three (3) years by the Incident Command Agency. 25. Non -Exclusive Agreement. The parties to this agreement shall not be precluded from entering into similar agreements or mutual assistance agreements with other municipal corporations. This agreement shall not preclude any Participating Municipality from establishing and operating its own hazardous materials response unit. 26. Contracting Entities. The Corporation may contract to provide assistance to other Contracting Entities regarding hazardous materials under such conditions and provisions as the Corporation may establish. 27. Contracted Areas. The Corporation may extend the area served by the Hazardous Materials Response Team to include areas contracted to by Participating Municipalities but not lying within their geographical boundaries and receiving fire protection services. Such extension of service shall be submitted in writing for the Board's approval subject to the provisions established by the Board. HAZARDOUS MATERIALS RESPONSE GROUP Dated: 0/9$' Revised April, 1998 9 Subscribed to me and sworn to before me this ca?c, of itv us 7 , 1998 -04 G f 1 v272. ----"j Notary Sig ture''�ss�k‘R,, t�1'Moo ... 4044,010Nit IL. */,0 o 0• "'ti'a'r '. �► �18LYG AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT MUNICIPALITY RICHLAN, WASHINGTON Byvj(( �LK 11 Monley, Ci Manager Dated: May 5, 1998 Revised April, 1998 10 Subscribed to me and, sworn to before me this {�t- of , 1998 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT MUNICIPALITY KENNEWICK, WASHINGTON By: Wi. am L. Cameron, City Attorney Dated: June 23, 1998 Revised April, 1998 11 Subscribed to me and sworn to before me this 23rd of June 1998 Notary Signatu e Expiration: 01/09/02 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT MUNICIPALITY PASCO, WASHINGTON 1, By.. By: Dated: f rR \c1\� Revised April, 1998 12 Subscribed to me and sworn to before me this Notary Signature AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT MUNICIPALITY BENTON COUNTY .IRE DrSTRICT #1 By: By: �/-•--e Dated: 777 r Revised April, 1998 13 Subscribed to me and sworn to before me this -(1a of .11/14,/ , 1998 0 AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT MUNICIPALITY BENTON COUNTY FIRE DISTRICT #2 Revised April, 1998 14 Subscribed to me and sworn to before me this of age • 1998 N ary Signatur r ,ovuro 11,, ♦���. . �►_. pion 1o1ARr`' r PUBLIC cb:2•. WA L AMENDED. HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT MUNICIPALITY BENTO OUNTY FIRE DIST r T #4 iBy: /v Subscribed to me an /4 sworn to before me this Date: glY Revised 1-14-98 15 "' wry Signature AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT MUNICIPALITY Subscribed to me and sworn to before me this 2 S FRANKLIN COUNTY FIRE DISTRICT #3 of Apr , 1998 16, By: Dated: 7v, sg' Revised April, 1998 16 F ary Signature AMENDED HAZARDOUS MATERIALS INCIDENT ASSISTANCE AGREEMENT MUNICIPALITY WALLA WALLA COUNTY FIRE DISTRICT #5 Y By: 4a,tei+ 4. : /14 Dated: 4 -r-Y Revised April, 1998 17 Subscribed to me and sworn to before me this S 14t of —47.'Q 1998 Noty Signature • Tri County Hazardous Materials Response Team ARTICLES OF INCORPORATION OF HAZARDOUS MATERIALS RESPONSE GROUP DT I, the undersigned, acting as incorporator of a Corporation under the provisions of the Washington Non-profit Corporation Act adopt the following Articles of incorporation for such Corporation. ARTICLE 1 The name of the Corporation shall be HAZARDOUS MATERIALS RESPONSE GROUP. ARTICLE 2 The duration of the Corporation shall be perpetual. ARTICLE 3 This Corporation is organized in accordance with Chapter 39.34 RCW to permit local governmental units to act together to provide emergency hazardous materials incident response services to persons and properties located within the geographical area under the jurisdiction of the local governmental units that are members of this non-profit Corporation and that contract to receive services from the Corporation. Specifically, the objectives of the Corporation are as follows: 3.1 To provide emergency hazardous materials incident response services including a Hazardous Materials Response Unit for the area subject to the jurisdiction of the local governmental members and the local governmental entities that contract for services with the Corporation. 3.2 To receive gifts, endowments, devices and bequests which will be used to carry out the purposes and objectives of this Corporation. U 3.3 To carry on any activities necessary to carry out the objectives and purposes of this Corporation. ARTICLE 4 The members of the Corporation may consist of cities, towns and fire protection districts located in Benton County, Franklin County and Walla Walla County. Each member shall be entitled to one vote for each membership held on each matter submitted to the vote of the members. Each of the members' delegate to the Corporation the powers conferred on such member, under applicable statutory provisions, that are necessary to carry out the purposes of providing emergency hazardous material incident response services within the area served under this agreement. 4.1 The management of the Corporation shall be vested in a Board of Directors. The Board of Directors shall be composed of one representative of each member of the Corporation who has been elected or appointed as such representative by the legislative body of such member of the Corporation and one representative of each non- member municipal corporation that contracts to receive services from the Corporation. Each director shall hold office until replaced by his or her respective legislative body. 4.2 The Corporation reserves the right to amend, alter, change, or repeal any provision of these Articles of Incorporation in the manner now or hereafter prescribed by Statute, and all rights conferred on the members of the Corporation are granted subject to this reservation. 4.3 No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article 3. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of any candidate for public office. D \V/ ARTICLE 5 5.1 All assets, earnings, and funds of the Corporation shall be subject to audit as provided for and in the manner set forth in the laws of the State of Washington for the auditing of public funds. 5.2 The operation of the Corporation shall be funded from appropriations that may from time to time be received from the United States Government, the State of Washington, the members of the Corporation, and from donations received from private individuals or entities. 5.3 The Board of Directors shall annually establish a budget for the operation of the Corporation and shall be responsible for maintaining such budget during each fiscal year. ARTICLE 6 The Board of Directors of the Corporation shall provide rules and regulations for the termination of the Corporation and for the removal of any member of the Corporation. In the event of the complete termination of the Corporation, all property owned or held by the Corporation shall be returned to the public agency that furnished the funds for the purchase of such property; provided, however, that the Board of Directors shall have the authority to resolve any disputes or controversies over the final disposition of such funds or property; provided further, that the funds and property must be transferred to a public agency as defined in RCW 39.34.020. ARTICLE 7 The location of the registered office of the Corporation is 1000 George Washington Way, Richland, WA 99352 ARTICLE 8 The registered agent of the Corporation shall be Craig E. Williamson, 1000 George Washington Way, Richland, WA 99352 D ARTICLE 9 The initial Board of Directors shall be composed of five (5) members. The names and addresses of persons who are to serve as the initial Directors of the Corporation are as follows: Larry Ayre P.O. Box 6481 Kennewick, WA 99337 Evelyn Walkley Route 6 - Box 9830 Adkins Pasco, WA 99301 Garry McLain Route 1 - Box 51 56 Richland, WA 99352 Kelvin Schuman Route 1 - Box 1 394 Benton City, WA 99320 Roger Nelson Box 1437 Pasco, WA 99301 ARTICLE 10 The name and address of the incorporator of the Corporation is as follows: Craig E. Williamson 1000 George Washington Way, Richland, WA 99352 JANUARY 22, 1998 Tri County Hazardous Materials Response Team BY-LAWS OF HAZARDOUS MATERIALS RESPONSE GROUP ARTICLE I - OFFICERS The corporation may have such offices as the Board of Directors may determine or as the affairs of the corporation may require from time to time. The corporation shall continuously maintain in the State of Washington a registered office and a registered agent whose office is identical with such registered office as required by the Washington Non -Profit Corporation Act. The registered office may be, but need not be, identical with the principal office of the corporation and the address of the registered office may be changed from time to time by the Board of Directors. ARTICLE II - MEMBERS Section 1. Class of members. The corporation shall have one class of members as specified in the Articles of Incorporation. Section 2. Admission of members. An an illative vote of two-thirds of the members of the Corporation shall be required to admit a municipal corporation to membership. Section 3. Withdrawal of members. Subject to the provisions of the Articles of Incorporation, a member may withdraw from the Corporation provided that such withdrawal shall no affect the financial contribution due from or on behalf of such member for the current fiscal year. A member desiring to withdraw from the Corporation shall provide written notice to the Board of Directors of such intent to withdraw. Section 4. Termination of membership. The membership of any member may be terminated as follows: 1. Upon dissolution of the Corporation, the membership of all members is automatically terminated. 2. By majority action of the Board of Directors of the Corporation in the event a member fails to pay all membership fees and assessments within 60 days after written notification by the Corporation cf the amount of such fees and assessments. 3. By the affirmative vote of two-thirds of the membership of the Corporation. ARTICLE III - BOARD OF DIRECTORS Section 1. General Powers. The affairs of the corporation shall be managed by its Board of Directors. Section 2. Number, Term and Qualifications. The number of directors shall be equal to the number of members of the corporation. Each director shall hold office for a term specified by the member of the corporation appointing such director and until a successor shall have been appointed and qualified. Each member may appoint one director and shall notify the Board of the appointment. An alternate may represent the appointed Director if approved by the member. Section 3. Meetings. All meetings of the Board of Directors shall be held in conformity with Chapter 42.30 RCW. Section 3.1. Regular Meetings. The regular annual meeting of the Board of Directors shall be held during January of each year at the designated office of corporation. The Board of Directors may provide by Resolution for the time and place for the holding of additional regular meetings of the Board without other notice than such Resolution. Section 3.2. Special Meetings. Special meetings of the Board of Directors may be called by or at the request of the President or by a majority of the directors. The person or persons authorized to call special meetings of the Board may fix any place as the place for holding any special meeting of the Board called by them. Section 4. Notice. Notice of any special meeting of the Board of Directors shall be given at least seven (7) days previously thereto by written notice delivered personally or sent by mail to each director at the address as shown on the records of the Corporation. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail in a sealed envelope so addressed with postage prepaid. Any director may waive notice of any meeting. The attendance of a director at any meeting shall constitute a waiver of notice of such meeting, except where a director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is unlawfully called or convened. The purpose of the Board meeting must be specified in the notice. Section 5. Quorum. A majority of the Board of Directors shall constitute a quorum for the transaction business at any meeting of the Board. If less than a majority of the directors are present at any meeting, a majority of the directors that are present may adjourn the meeting to a specific time and place and provide notice to the absent directors. Section 6. Manner of Acting. The act of a majority of the directors present at a meeting at which a quorum is present shall be the act of the Board of Directors, unless the act of a greater number is required by law of by these By -Laws. ARTICLE IV - OFFICERS Section 1. Officers. The officers of the Corporation shall be a President and Vice -President. No two offices may be held by the same person. Section 2. Election and Term of Office. The officers of the corporation shall be elected annually by the Board of Directors at the regular annual meeting of the Board of Directors. If the election of officers shall not be held at such meeting, such election shall be held as soon thereafter as may be convenient. The term of office of the officers shall begin the first day of the month following the election. New offices may be created and filled at any meeting of the Board of Directors. Each officer shall hold office until the successor shall have been duly elected and shall have qualified. Section 3. Removal. Any officer elected or appointed by the Board of Directors may be removed by the Board of Directors whenever, in its judgement, the best interest of the Corporation would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the officer so removed. Section 4. Vacancies. A vacancy in any office may be filled by the Board of Directors for the unexpired portion of the term. Section 5. President. The President shall be the principal executive officer of the Corporation and shall in general supervise and control all of the business affairs of the Corporation. The President shall preside at all meetings of the members and of the Board of Directors. The President or Vice -President may sign any other proper officer of the Corporation authorized by the Board of Directors, any deeds, mortgages, bonds, contracts, or other instruments which the Board of Directors has authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Board of Directors or by these By -Laws or by statute to some other officer or agent of the Corporation. The President shall perform all duties incident to the office of the President and such other duties as may be prescribed by the Board of Directors from time to time. Section 6. Vice -President. In the absence of the President, or in the event of the President's inability or refusal to act, the Vice -President shall perform the duties of the President, and when so acting, shall have all the powers of and be subject to all of the restrictions upon the President. The Vice -President shall perform such other duties as may, from time to time, be assigned to the position by the President or by the Board of Directors. ARTICLE V - COMMITTEES Section 1. Committees. Committees not having and exercising the authority of the Board of Directors in the management of the corporation may be appointed in such manner as may be designated by resolution adopted by a majority of the directors present at a meeting at which a quorum is present. Except as otherwise provided in such resolution, members of each committee shall be members of the Corporation and the President of the Corporation shall appoint members. Any member of the committee may be removed by the person authorized to appoint such member whenever the best interest of the Corporation shall be served by such removal. Section 2. Term of Office. Each member of a committee shall continue as such until the committee shall be terminated unless such member be removed from such committee or unless such member shall cease to qualify as a member. Section 3. Chairperson. One member of each committee shall be appointed Chairperson by the person authorized to appoint the members. Section 4. Vacancies. Vacancies in the membership of any committee may be filled by appointments made in the same manner as provided in the case of the original appointments. Section 5. Quorum. Unless otherwise provided in the resolution of the Board of Directors designating a committee, a majority of the whole committee shall constitute a quorum and the act of a majority of the members present at a meeting at which a quorum is present shall be the act of the committee. Section 6. Rules. Each committee may adopt rules for its own government not inconsistent with these By -Laws or with the rules adopted by the Board of Directors. ARTICLE VI - CONTRACTS, CHECKS, DEPOSITS, AND FUNDS Section 1. Contracts. The Board of Directors may authorize any officer of officers, agent or agents of the Corporation, in addition to the officers authorized by these By -Laws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Corporation, and such authority may be general or confined to specific instances. Section 2. Gifts. The Board of Directors may accept on behalf of the Corporation any contribution, gift, bequest or devise for the general purposes or for any special purposes of the Corporation. ARTICLE VII - BOOKS AND RECORDS The Corporation shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its Board of Directors and shall keep at the registered or principal office a record giving the names and addresses of the members entitled to vote. All books and records of the Corporation shall be maintained for municipal corporations, and shall be audited annually. ARTICLE VIII - FISCAL YEAR The fiscal year of the Corporation shall begin on the first day of January and end on the last day of December in each year. ARTICLE IX - WAIVER OF NOTICE Whenever any notice is required to be given under the provisions of the Washington Nonprofit Corporation Act or under the provisions of the Articles of Incorporation or the By -Laws of the Corporation, a waiver of the notice in writing, signed by the person or persons entitle to such notice, whether before or after the time stated in the notice, shall be deemed equivalent to the giving of such notice; except where prohibited by law. ARTICLE X - AMENDMENTS TO BY-LAWS These By -Laws may be altered, amended or repealed and new By -Laws may be adopted by a majority of the directors present at any regular meeting or at a special meeting, if at least seven days written notice is given of intention to alter, amend, repeal, or to adopt new By -Laws at such meeting. Originally adopted at a regular meeting of the Board of Directors on January 19, 1987. Adopted as amended at a regular meeting of the Board of Directors on April 17, 2002. ARTICLES OF FOURTH AMENDMENT TO THE ARTICLES OF INCORPORATION OF HAZARDOUS MATERIALS RESPONSE GROUP Articles of Amendment to the Articles of Incorporation of Hazardous Materials Response Group are adopted by said Corporation as follows: I. The name of the Corporation as shown on the Articles of Incorporation is HAZARDOUS MATERIALS RESPONSE GROUP. II. The amendment to the Articles of Incorporation adopted by the Corporation is as follows: The Introduction of ARTICLE 4 is amended to read as follows: The members of the Corporation may consist of Cities, Towns, Fire Protection Districts and other governing agencies located in Benton County, Franklin County, Walla Walla County and Yakima County which have resources, personnel and equipment to engage in fire suppression. Each member shall be entitled to one vote for each membership held on each matter submitted to the vote of the members. Each of the members delegate to the Corporation the powers conferred on such member, under applicable statutory provisions, that are necessary to carry out the purposes of providing emergency hazardous material incident response services within the areas served under this agreement. III. The date of the adoption of the amendments by the members of the Corporation through its Board of Directors was Fenrunr j Zi , 2007. IV. The number of Directors entitled to vote on the amendment was 8 V. The number of Directors who voted for the measure was LP , and the'number of Directors who voted against the measure was Qr Lg u- .oi_ scat to Sec -re -tar LI of 5tctke.. z12.J j017 _-urtrato ARTICLES OF THIRD AMENDMENT - 1 W:\Dan\HazMat\Articles of Fourth Amendment 2-12-07.doc President w Secretary HAZARDOUS MATERIALS RESPONSE GROUP RESOLUTION OF DIRECTORS REGARDING FOURTH AMENDMENT TO ARTICLES OF INCORPORATION WHEREAS, the Membership of the Corporation acting through the Board df Directors, has reviewed the Articles of Incorporation as amended, hereby adopt the following resolution. BE IT RESOLVED by the Hazardous Materials Response Group that the Articles of Incorporation of the Corporation be amended as follows: The Introduction of ARTICLE 4 is amended to read as follows: The members of the Corporation may consist of Cities, Towns, Fire Protection Districts and other governing agencies located in Benton County, Franklin County, Walla Walla County and Yakima County which have resources, personnel and equipment to engage in fire suppression. Each member shall be entitled to one vote for each membership held on each matter submitted tothe vote of the members. Each of the members delegate to the Corporation the powers conferred on such member, under applicable statutory provisions, that are necessary to carry out the purposes of providing emergency hazardous material incident response services within the areas served under this agreement. BE IT FURTHER RESOLVED that the Corporation restate its Articles of Incorporation, to include this amendment. ADOPTED at a meeting of the Directors of the Corporation held on Fehr War II 2I , 2007. tv Secretary -1- W:\Dan\HazMat\Resolution of Directors 2-12-07.doc Termination of Agreement Between the Tri -County Hazardous Materials Response Team and the City of Yakima On or about Nnvernt .0 2C04 the City of Yakima, a municipal corporation of the State of Washington ("Yakima"), and the Hazardous Materials Response Group, a Washington non-profit corporation formed pursuant to the Interlocal Cooperation Act, and identified as the Tri -County Hazardous Material Response Team ("Haz Mat Group") entered into an agreement in which the Haz Mat Group and Yakima agreed to cooperate in the delivery of various services relating to the response to hazardous materials emergencies. The Haz Mat Group and Yakima have now agreed that Yakima will be afforded the opportunity to participate as a member of the Haz Mat Group. The Articles of Incorporation of the Haz Mat Group have been amended to enable Yakima to join the Haz Mat Group as a member, and Yakima is desirous of becoming a member of the Haz Mat Group, and therefore, there is no need for the aforementioned agreement to continue in effect, NOW, THEREFORE, IT IS AGREED by and between the Haz Mat Group and Yakima that the above described agreement between the parties hereto is hereby terminated, effective /9 pr , 2007. IT IS FURTHER AGREED that Yakima has satisfied the buy -in requirement for participation in the corporation, and therefore, upon the consent of the corporation for the participation of a new member as provided by the bylaws, Yakima shall become a member of the Haz Mat Group. By execution of this document Yakima and the Haz Mat Group enter into the Amended Hazardous Materials Incident Assistance Agreement, in the form attached hereto. In so doing, Yakima confirms that it has appointed itself as the designated Incident Command Agency within its boundaries under Chapter 70.136 RCW. City of Yakima Hazardous Materials spon.e Group By: By: R. A. ibis, Jr. City Manager By: Dennis Mayo, Fire Chief Date: Date: Z- ?I - O1 W\Dan\HazMat\Termination of Agreement with Yakima.doc