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AG 09-159RETURN TO: EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM i. ORIGINATING DEPT./DN: 2. ORIGINATING STAFF PERSON: EXT: 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFF, RFQ) `❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT � FROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG � REAL ESTATE DOCLJMENT 0 SECURITY DOCUMENT (E.G. sorm�Ln�nDOCUn�rrTS> ❑ ORDINANCE � RESOLUTION �CONTRACTAMENDMENT{AG#)�'' �� - �INTERLOCAL ❑ OTHER 5. PROJECT NAME: 6. NAME OF CON'FRACTOR: ADDRESS: E-MAIL: SIGNATURE NAME: C+' �C�� l� _TELEPHONE 1 FAX: TITLE 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE � ALL OTHER REFERENCED EXHIBTTS ❑ PROOF OF AUTHORITY TO SIGN � REQUIRED LICENSES ❑ PRIOR CONTRACT/A �.R�.� 8. TERM: COIvIMENCEMENT DATE: COMPLETION DATEa � r�EY) 5 y 9. TOTAL COMPENSATTON $ (IlVCLUDE ExPENSES AND SAL. s TAx IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑�S � NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS S.4LES TAX OWED O YES ❑ NO IF YES, $ __ ❑ PURCHASING: PLEASE CHARGE TO: 1Q. DOCUMENT/CONTRACT REVIEW � PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENT (�' arnLlCaBi,E) ❑ LAW l 1. COUNCILAPPROVAL (IF �PI.�CABLE) INITIAL / DATE REVIEWED COMMITTEE APPROVAL DATE: PAID BY: ❑ CONTRACTOR � CITY INITIAL / DATE APPROVED COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ LAW DEPARTMENT 0 SIGNATORY (Ctvi ox D1xEC'rOx) ❑ CITY CLERK � ASSIGNED AG# � SIGNED COPY RETURNED COMMENTS: INITIAL / DATE SIGNED AG#� ►��►p► DATE SENT: 11/9 : Re�urn Address: Penny Bartley ; SCC>RE ,� 1a55' �Grady Way r` Rentii>ii, Washinaton 98057 �Phaae ¢rint d� ty'pe iefe,vliisSlus WA��IP . �: , I. Zhter Ic�ca I�.�Xeem�r�fi� - --- 3. ' Reference N�mbep(s) af Do�ume�l Additional reference #'s on.page :�� bf Grantor(s) Exacdy as qame�S) appe8r o� L Cities of Auburn�:�'i]es �inin !: RECORDER'S Cover Sheet (ecwes.oa� (all areas applicable to your document must be filkd in) � , : ;< ` 4_• i�ned or released: Z and SeaT Washington Additional names on page of docum�nt. . Grantee(s) Exactly as namc(s) appear on doceimerit I. Pu61ic`'< - , 2. > � Additional na on ppg of dceument. Legel de3C1't�i�iOrt (abbroviated: i.e. bt, block, plat or section, totit�ship, range) ,: �Edditiorial le¢a) is qq•'pa��� '- :. of document ierty Taa PacceUAccount Number to verifv flie accurd+ ❑ Assessor Taz # not yet 1 rely on the info'mietion provided on this form. The staff will not read the dceument "I Am signing below and�payinp��'addi(iSii1�1 SSO recording Poe (as provided in RCW 36.18.010 and referrcd to ss an cmergency no�hslandqi�d deeum�nt)e tie'eause this document does oot mcet margin and formattirtg requinme�ts. FM�'theFmore, l hertbZ undersiaod that the rceording process may cover up or ot6erwise obscure soa�e p�'rt of the te7it of the origqnal docunwEht u s result of this request." '4 ' "� .�,, Signature of Requesting Party � Nott to s�bmitter: Do not sie� above ooe oav additienal S50 fee d tke Aneue�mf:meeta mar¢ie/form�tties reeuiremeet . ' :., ' •�. . t < :' A�VI�,'1�TI?�D AND ItESTA"�'El ,., C1T' CITX'OF FETIERAL. WA'Y, � `�ITY OF �2ENTON� . �: �.... .; ` CtTY;IOF:DE3 M¢I�iiES, CITY bF 7'UI�.1�?�I.A, .;`' CITY OF �iJRIF,P�fi, ; , ' AND CITY OF SEATAC, WASHINGTON ��''�' Dated as of October 1 2009 INTERLOCAL AGREEMENT , . . .. TABLE OF CONTENTS ` ` :' paee �' :` ` Seetion I. Definitions ...............................................................................................................2 . ; : � , .. ` :: S:ectaon'�. SCORE Facility; Authority ............................................................. ........ 4 : : ; ;. . ...- •:. ' `;.,.: :�Seclion 3, D�uration of Agreement ............................................: � .............................................. 6 :•.. ; , - :. ` ' Section 4s ' :, .......................... 6 <�:.. , � : With�lraa+.�l and Terminauon ........................................................ .. : . ..,,.:.:. , . .. , : �� Section;5. : q�ministrative Bo�rd....... .:........................ ....................................................... .. 7 .., , ., , , , •.,, . .. : , z , . : - .-:,: ��ctiari 6. t�petatio�is B:o�i'd.....,;;..:.... .'...:°,� : ; , ,.. .... ....................................................................... 9 ' ' • :: • .. , . . •:., .. , . ;;...• ; �•;. Section•.�F. ;�acility'Direct : , .: ; ..........................................9 ;• . .,: . : .. .. . � ........�:.�:........•,•cN...r....:a ........................ . . � ; .. . . :. : . _., : . .. r ." •: :: . . .i Section 8. Rersonn Polic '. ' ' , . 41` : `• c:...... � : Y..;.......:>..........• .. .� ...........................................................:........10 :...: : : : . .- �::. Section 9. Budget, Policies::find (�peraUd�§ ....::.....................................................................10 .:: ;: ; : ;• :: ,. ,,.,..:. ..,. Section 10. Contracts arid.,,�uppoit S�.tivic�s ..::....:::........`;............::....;:................................... 11 :• : :• : ,: •, :;. ; Sec6on 11. Policy and System�Evafuafon •` ' '' " '�' 1� � .. .�a'.. . ....................................... : ,. ,. : . ,. .., ; : � .. .. : .: �.: Section 12. Additional Services Autht�rized.:�.....;'..........:�r.. � ' � 1 Section I3. `Inventory and Property ............ ......... . . ...`:... .... ... 11 Section 14. Locaf' Control ............................ .' ' 12 ......:��ar�i .. .. . ..... 'wR�1tR.... .i� . . ...... Section l5. �'�ORE::Facility Financing and Constivction;,S.C�E �a�i#ity Piibl}� : ; ;�evelopznent Authority : •: :: : • � :� ........... 12 •• - <; ; : . Sectifln 16: Prplimir�ary Costs of the SCORE Facility; Bellevue l'xope#�ty ,c ...:::....::............... 15 �' � •' " .� ••� :.. �::. :. . SeC'tion �7. Complian�e wittt.Continuing Disclosure Requirements.....:���'... :.................. 15 <,:.,• :: : . <.:.: Seeiion 18. Filit� of A�ment .......................... :. .� `' ... 15 g ................................................................. Sectioi'r�•1•.•9.,,_. :: ' '..., °. , ty . . ,;. ....... ............................................................................. 16 Section 20. Executioi� aiid A�endm�nt ....::..................................................... ........................ 16 • .. :: : .: :: ; • Section 2L Third P�rty $ :.........::.................................................................. 16 .. ; : . ..; - •. - . .: Section 22. Nold Hazmless ..;.......,_<.,........,r......c. ' ' ............................ 17 Section 23. Counte � � � rParts........ . . .. .,,:, .. ..................................17 . . ..'.�i. . .P.�ZQ36B_DG12005E_01(3 OG2310B . . � . � . . � .. � �+. � AMENDED AND RESTATED SCORE II�iTERLOCAL AGREEMENT `'�HIS AMENDED AND RESTATED SCORE INTERLOCAL AGREEMENT ' atne�ds ai�d:restates the SCORE lnterlocal Agreement, dated as of February 25, 2009 (the , `.'�rigina3'� Inte�rlocal AgreemenY' and as amended and restated hereby, the "SCORE ;�Fofmatican Inte:rlocal Agreement"), and is entered into this October 1, 2009 among the �`' Cities„�'�of �':Auburn, �?es Moines, Federal Way, Renton, Tukwila, Burien and SeaTac, ., �Vaslungttin (the, Cities"),,all of which are municipal corporations under the laws : and:statutes of �he State of. Washitigton;: : ' R���.'f ALS: `'•V�fI-IEREAS,'the,#vleriiber Giti'es� aze„a#itti�oihzed by chapter 70.48 RCW to contract for, establish, and�� mairitait� cori'a'ctional;:�acil�itieS in furtherance of public safety and welfare; and . WHEREAS, the.: Meriiber Gitie.s� �CUitently contract with other local govemments within the State of WasliingEbn fo� correctional;serviees, at a great �x,pense to the City; and WHEREAS, chapter 3,934;'�RCW, .:�'the � InteFlocal Coapetation Act, authorizes municipalities in Washington to:en.fer into agreemeiits..for�.the undertaking of certain projects as provided therein; and �''` WI-I��tEAS, the Member Cities � enterec�.,ipto a SCORE ; :�nterl�al Agreeipent, effective Febriia,ry 25, 2009 (the "Onginal Inferlocal dgreeinec�t'�,'tQ fptm a��ovemat►edtai administrative agency pursuant to RCW 39.3'4,030(3j knovvn as . tli�` Sauth':Correct�+�nal Entity ("SCORE")'; to establish and maintain a' �dnsolidated ¢orrec��sria1 �cik�ty : tio be located,:in th�'City af Des Moines (the "SCORE Facilit�!"} tv serve the..Member:Cirits and federa�"and ; stat� agencies and other local governments tfiat may contract wittt`SC�RE in the future to pravide:conectional services essential to the presexvati'ofi of ttje public health, safety and�wel�are; �d ..,., �dHE�EAS, ,ttie , Member Cities have determi�d that the �S'EDI�E Eacility will provide`irraproved correctional'� facilities within the boundaries of the consoliciated service areas at a low�i total to: the participating Member Cities than curreiitly available alternatives or°ihati the partici�atin�.I1!�ember Cities could individually provide; and WHEREAS, ''.• , ft�iancing . for th�, acquisition, construction, equipping, and improvement of .;#he SCOI�' Faci�if�, will t�., provided by bonds issued by the South Correctional Enti{'}c, Public De�r.e�op;iieni Authority (the "SCORE Facility Public Development Author�t�r'�, a pub#ic devel`tip[nent� authprity chartered by the City of Renton pursuant to RCW 35.2I.730�; thrtiu�,b 35.21:.755:'and; secsured by the full faith and credit of the Cities of Renton, Aubum, Fedetal, Vittay,,.Sea'Fac, :Tukvvila, and Burien (the "Owner Cities"); and WHEREAS, the Member Cities now desire to amend the Original Interlocal ' AgYeement to allocate the proportion of debt service on bonds issued by the SCORE • Facility, Public Development Authority to each of the Owner Cities and to designate the �ity of prs. Moines as the host city; and ��� �'� ,.,WHEREAS, the estabtishment and maintenance of the SCORE Facility will be of �� � substanti�ai benefit to the Member Cities and the pubIic in generai; �10W �'HEREFO#tE, it i� hei�by agreed and covenanted among the undersigned as fotlows• �: Section :` Def'af�ihons � C�p�taliaed terms used in this SCORE Formation Interlbcal t�tgree�metit sh�ll Itave thC fo�low��� r�aeapings: "Ad�inistrafive Boactl" ii�eans tfie board of SCORE created pursuant to Section 5 off�is�SCO�iE Formation Interkoc�l Agreement, "Bonds" mean;;coll'ectively, �ond§, notes,c3r Qther evide#rc�s of borrowing issued by the SCORE Facility P�iblic Deve�opirient "to provjtie zr►terim and permanent financing for the SCORE Facility� anii ttxereafter �nance'•:ot` refinance equipment, completion, expansion and ot}ier c;apital iii'ipx'oveme�ts e§seittial maintain the SCORE Facility's functionality. "Bu�get" means the budget prepazed by<the•,Facilk'ty DireGtor in c'aasultatio�irvvith the Operaiioifs..Boazd, and submitted to ttii� Admin#stratiori� Boa�d:�for its approval in accordan�e with`'�ection 5 and Section 9 of tli'rs,.SCQRE' Fos�nat�a�, Ag�eett►ent, which hudget shalX:.set forth (a) an estimate of the"costs of .cagital improverrienis reijuired to be rmade toethe SGORE Facility within the applicab�e year;�(b) line.rite�i ba'sis, all anticipated:�iev�nues and expenses for the operation ai�ci main;enatice pf : the,'SCORE Facil'i'ty fo,s'the yeaz, and (c) any information required by'�licies adopted by the Adminisb�ative:� Bo�id pursuant to Section 9(b) of this SC� ;.�or�rnation :`Interlocal Agreement. . means, for each Owner City, that Owner•..�ity's Owner Pe't�Gentage mu}#ipiied ;by the principal of and interest on Bonds as the same"shall become due and payabre.::' "Costs o� Maantena�c�e and means all reasonable expenses incurred by SCORE in caWsing the 3GORF,'�acilify to' be operated and maintained in good repair, working order and=�ondition;'and;all costs;of.administering SCORE. �Designated Repreaentetiv�g" mea�is tlie Mayor or the City Manager, as selected by each Member City, or his�or her design�e. ;: � .. �. '.; p:120358_�DGI�I%i.7E_p(S OY/Z3Ki8 2`•. . . .�, ' "Facility Director" means the director of the SCORE Facility selected by the ` Administrative Board pursuant to Section 7 of this SCORE Formation Interlocal q�greement. �"T�ost, City" means the City of Des Moines, Washington. �'� �"Me�ber Cities" mean the Owner Ciries and the Host City. �� • :"Oper.atians B6ard" �xl'eans, the boazd formed pursuant ;�� SEOR� Foniiatio� ��;<: to Section b of this "OwneK�C�t�es".m�an the'�itie� of Aaburn. Renton. Federal Wav_ Tukwii� Aurien and follows: ; Washiiigtor�. vper Per�eakage",:��me�'a {a) �ubyin — t�►ii (b) F'ez�e�l Way assigned to each Owner City, as (c} Renton �:'thirty (36°/a) (d) Tukwila`-.,eight ::' � (e) Burien — fofir (4%).: � :: (� SeaTac — three'(3%n) � "P9i�esiding Officer" means the metnber . of':#he� A�ninis�rativ�e Bqard ..selected pursuant to Secfion 5 of this SCORE Formatio'n:InterkWCal Agteerpe�,nt :; `"SC�'1RE" tpeans the govemmental administratiye:'ag�ncy.esiablish�d pur�uant to RCW.39.34�:03p(3) by the Member Cities. � `"'�CO�#E l�acility" means the consolidated correc4inn�1 4'acility :��acquired, eozistruqfed, itnproped,,�q;►ipped, maintained and operated by SCOR�. _: <: �"�uC� O�`��'scility Public Development Authority" means the Sou#Ix�Correctional Erility Facilit�a' ��ubli�' � Development Authority chartered by the City' of Renton, Wasfiington. :'� "SCORF, Formbtioa� Fnterlocat Agreement" means this Amended and Restated SCORE Interloctt( Agreemeilt.'amqng�`i#�e It?Iem}�er Cities, as amended from time to time. "Subscribing°��•�rYgeqcie�" mean'� tt�e :fede#�al and state agencies, municipa! corporations, and other local;�.�ov�r�►ents, tither thari tlie Member Cities, that contract with SCORE for correctional seryices at`'the to the terms of this SCORE Formation Interlocal �iAgreement.:� 3� � �•: P:120.'{58_DG�30058_q(5 • � ... '� Section 2. SCORE Facilitv: AuthoritY :� (a�,:•.., Administrative Agencv. There is hereby established a governmental �'tl�inisttative` pursuant to RCW 3934.030(3) to be known as the South ;�airec�iq Ertlity ("SCORE"). SCQRE shall initially consist of the Member Cities. , `;(b) ?Pax�+ers'o.f. SCORE. SCORE shatl have the power to acquire, construct, ;bwn, ope;ate; n�aintain, ei}uip, an�i imp�ove a correctional facility known as the "SCORE :�:Fac,ility" ant3 ;to p;ovi,de �ora�tional.; services and functions incidental thereto, for the �'p�.t'pose of �etaini•r►g airresiees and �entenc.ed>.offenders in the furtheranoe of public safety and eijierpencies:;with'in tlie>jurisdiction the �vlember Cities. The SCORE Facility may serve th�:' M�m�r ,Cities ac�d Sub�cri�iing which are in need of correctional facilities. Any ag'reemeiit v�iith a���i�iscribiir►g Agezfcy shall be in writing and approved by BCORE as pro.v,ided I��iein; . (c) Administt'ative� The:;`affairs of SCORE shall be governed by the Administrative $oazd farmezi pur.suar�T to'Section �-ef.this SCOR:� Formation Interlocal Agreement. The Adminis'trative �oard sh�ll hav� �he aut�ority to;' _ 1. Recommend actiqn ta:'the lega5lative .bod,.�es. of the Member Cities; 2. Approve the �`Budget; adopt finat#cial polieie.s and approve expettditures; ' . 3:''<.. Establish policies for investing and incui�ing� of Budget items for the SCOItE°•�'scil3ty; : �°° :`. 4, �. Review and adopt a personnel policy. 5CQ1tE FaciTity, 5. :� Establish a fund, or special funds, as aiiihorized by G�apier 3934 ' RCW for the operation of the SCORE Facilit�;." ,,` 6. :','' �Canduci. regulaz meetings as may be desi�i►ated by the � Ad�inistrative Board; , ;-' 7. : ; betermiihe wti�t�.services shall be offered at the SCORE Facility ;;: pursuarit the powers of SCORE and under what terms they shall `'be off�i'ed; : 8. ''<:. Enter into agree'r�tents' with third parties for goods and services 'necessary �o fully imp3ement th�,purposes of this SCORE Formation Interlo.cal Agreement; . . . . � •. .�' '. P:120ASE_DG120358_OKS . 04231W 4, . s., __—� 9. Establish rates for services provided to members, subscribers or participating agencies; i0. Direct and supervise the activities of the Operations Board and the Facility Director; ; 1 l. Enter into an agreement with a public corporation or otherwise to . ' •.incur debt; :' 12. ,::. M�Ice ,.�urcha�t's or contract for services necessary to fully ': impiern�nt ; ,2t�e purposes of this SCORE Formation Interlceal Agrci'ment;:•,,. • I�3.,:�'� F�►te�r` into, a�`ieem�rits kvitti` and receive and distribute funds from ;any:feder'al;,state or`�tocak.aeencies: T�:'' R�ceive and funds allocated to the SCORE Facility fi''om its membe�s; :: � S. Pl1YC�135Cr' �C¢ r�ceiue, : lease, ta�te by gift,;`or otherwise acquire, own, ho1d, i,tnpriive,.;�use and. `deal in and with real or ,personal `prapert�, or.'a�y interes� thereiii;'in the name of the SCORE Facility; , ;. 16. Sell, convey, mortga�e, :plZdge, ;�ease, �zchange;, trans�er''� and otherwise dispose of property ari2i assets; 1?. ':. Sue and be sued, complairi"and .defe�id, tn , a11 � courts of ,EOmpetent �;: jurisdiction in its name; - � 8. �'. Make and alter bylaws for the adminisiratii'sri` and ,tegulation of its affairs; .,., :` 19. ,:�nter. into contracts with Subscribing Ag�ncies to provide .,, '� correctional services; :�0::' .:�mploy.:employees as necessary to accomplish the terms of this , � SCCSRE�Formatio�n InterlocaI Agreement; 2}:, ��'���tabl�'sh poiicites and procedures for adding new cities as parties to this $C�JRE�'�oi�mation.:In'Eerlocal Agreement; and 22. �'�'°Liigage in:any and ail: other acES�necessary to further the goals of this SCORE Fou�iaiion I�tterl+bcal Agreement. .. � •.•: P:�203SB OG�2IX158_OKS W2�ID8 S'': " .: �� ' '>`• ;` Section 3. Duration of Aereement. ' 3'he initial duration of this SCORE Formation InterIocal Agreement shall be for a '` pe�iq� of:'ten.;(10) yeazs from its effective date and, thereafter, sha11 automatically extend , f�ir �dditinnat �'ive (5) yeaz periods unless terminated as provided in this SCORE Formation cinterlo�al..Agreement. Notwithstanding the foregoing, this SCORE Formation Interlocal ;�'' Agree.�nen; sha11 no�,, terminate until all Bonds issued by the SCORE Facility Public ., ' UeveYopmient.:Au�i'iority' •.as provide„in Section 15 of this SCORE Formation Interlocal ; Agreement are �o longer outstanding. "`,: .:Sec iot� 4.: � Withdiawal:��'d Ter+t�insNon. .(a� Siibjg�t to� Section;'q�`'g) be,lc�w;`'�y Memher City may withdraw its �� :,• membership and terminate if's paxC�i•pation<zn tt�is S:CORE Fotmation Interlocal Agreement by providing vyritten tiiotice and se�ving tl+at., riio•.Ace on the other Member Cities on or before Decembef 33"�in aiiy orie-ye;►r. Af�ec''pr�,�viding appropriate notice as provided in this Section, that Membafi City's membc�is�tii� wk#hdrawal shall become effective on the last day of the year followi�ig d¢liver� and se,r.•'bice of .�ppropriate no�i'a,� to all other Member Cities. {b) Subject to Sectioii3 ubo�+e, f�u��'(4) �air r►iore.��vle�ber Cities may, at any one time, by written notice provided to `all �ti�fendbet Ci�es, cai.l �or teianination of SCORE and this SCORE Farmation Interlocal Ag�einent. : tJpon an �rc�ativ,e•�su,permajority vote (majority p��s, one) by the Administrative Bpazc�,,,SCORE�'shatl b� direc'te�i to ter�itii�ate business, a�d $:�iate will be set for final termination,'whi�h s�all be. �t,.least;. �;f) �reaz from the date of t�ie vote to terminate this SCC)R� Fo�fr►afion.•Interloc2l Agreeiner►ti. i.Fpon the fir►a1.'terminatiain date, this SCORE Formati$h� In�erloGal i�greeiii�nt sFiall,•:� be.,fully termin�ted. ::� .,' (c),�'�� Subject to Section 4(g) below, in the event any Qwner`City.br ttie I�ost City fails: to btidget:for or provide its applicable annual funding requ,i,rer�ent� for S�ORE as praGided. in �ctia�i 1 S-•:h.ereof, the remaining Member Cities may, by : #najority vote, immedi�tely,;zieclare undcrfunding City to be terminated from this SCORE� Formation IiiterlocaF� AgreemGiit and to �'�ave forfeited all its rights under this SC�TtE Formation Intcrl.ocal Agre�ment 1s'�piovided in Section 4(e). The remaining Member Cities may, at their �'option, S�OR�'s conrectional services from that City, or altematively, enter into"a Sub�criUing �gency�`agreeri�ent with that City under terms and conditions as the remaining Memb�r. Cities•`c#�em approRriate. (d) Tim'e.,is of tlie:esse3►ce 'ii�agiving ai�+ termination notice. {e) If an individiial 'Qv�er CiCy withd�raw�: its membership in SCORE, the withdrawing City wil! forfeiE and:all it tnay.�hav�.to SCORE's real or personal .. .. . r�xa�se_o�zoasa_oKs �'� : aert�os ��. ; :property, or any other ownership in SCORE, unless otherwise provided by the Adpiinistrative Boazd. :' (t},:.. Upon termination of this SCORE Formation Interlocal Agreement, all �ropertyacqui�ed during the life of this SCORE Formation Interfocal Agreement shall be ;`dispos�d.,of in the following manner: . ' ' 1.; '� �AII real and ,personal property acquired pursuant to this SCORE :�ormation':Interlacal A�reement shall be distributed to the Owner Ci6es ' , th� O!w,tier Pec�centages; and ' 2. ;:'Al1;�uiiexpecC�d fitt'ids ofi� reserve funds shall be distributed based on .: :. tti'e gerce�itage of a�+etage d�ily .,population at the SCORE Facility for the :. las't'threea`(3��years prior to �e t�rmination date of those Member Cities still ''� existing d,�y p�or to t1ae,:teii�ltination date. (g) Notwithstandi,�ig ac}y o��t'1►� ot�ier rights, duties or obligations of any Member City under this. Seetion 4, tiae wi�fhdrawa�,•o£:any Owner'��ity from this SCORE Formation Interlocal Agteement shall not disck�arge or'•.relieve;the;'Owner City that has withdrawn pursuant to Section'4(a}` or., been .termin�ted':purs�,t.;'to Section 4(c) of its obligation to pay debt service on•.�qnds: issued•'by the SCOlZE P'a�il'ity Public Development Authority. An Owner City may be re�ieved a�' its.�oblig�tion �ndei this SCORE Formation Interlocal Agreement to make paymeatts.''w'rih respect to iEs Gapita]-���ontribution if the Administrati.�±e Board, by supermajority vote (ma,�cuity pliis oiie),•:'authoriZes such'"relief based on a,.fnaia�g that such payments aze not fequired:;o pay d'ebt se�vke�, on`•$onds''issiied by the SCORE Facility Public Development Aut�oritar: ::� .' � ' �i�:.5. ': Administrative Board. ,��� (a),,� ��ormation. An Administrative Board com�ose'd� of the �' Designated Rep�esen;�tive>from:�each Member City shall govern the affairs of.�GQR�: .,•' .�,b) ;'' Alloca6on oF• Votes. Each Board member shall have �a�c►.;�equ,al vote and vqice in`2it'$oard decisions. ' (3) empl�oj�'riment pf the F�ilit't,es Bonds pursuant s to "$e�tion.,�1 d {5) approval of Iabor con�ract (majority plus one} the.lvlem second highest average�daily p� ending June 30 of the prece�ing {2) the addition of additional. s� Interlocal Agreement not direc nt,s. regarding (1) debt; (2) approval of the Budget; E)irectoF; cost allocations made prior to the issuance of of this $CORE Formation Interlocal Agreement; and shaYi reguire an affirmative vote of a supermajority er G'ifi�sx� t�ub (2) of which shall have the highest and the pulation'in.�the;SGORE Facility for the t2-month period !ear. Votes regarding (� ) the conveyance of real property; vices:•..pursuarit to � 1 of this SCORE Formation y incidental;`to c�rrectional''se.�vices (such as providing . •� '; �P:�58_�G�RiS!_ONS �09l3/OB �': <. � coua't services); and (3) matters addressed in Sections 4(b) and (g) of this SCORE ; Fotmation Interlocak Agreement, shall require an�rmative vote of a supermajority �(�a1ority plus one) of the Member Cities. ` {tl) •:. Parliamentary Authoritv. Unless otherwise provided, Robert's Revised � ,�` R#iles, Ordeir (newly revised) shall govern alI procedural matters relating to the business ;�'� qf the A�nini.strative Board. ,. f �� � . .,..... ; � Board shall' �elec "�.s a �ajoritj� of Admi'nisiPat�ve � control• the bu Boazd, the s�gnat �istrative Boazd. Members of the Administra6ve from its members, together with such other officers ��d�.�may determine. Subject to the control of the >ffcer �sh�ll have genera[ supervision, direction and 5C0 ;,�..'(� matters decided by the Administrative �fficer a�one: is su�icient to bind SCORE. (fl ���IV�ecstSngs of th� Ad�aiinistr�tive ��oazd. There shall be a minimum of two (2) meetings each yearb an��' not �ess ;fl��n' fif4�een (15) days notice shall be given to all members prior to any such ta�eetir�g. [�nless otherw�se:•.designated•`by the Presiding Offtcer, the first meeting shall be••held an the seeond`Tuesday of.Februlry ,of each year to review the prior year's service. The second�`meeting sliall b4., on tFie sec�nd Tuesday of September of each yeaz to consider and a$bpt.'a Budge't tbr the failovirin����scal year. Other meetings may be held upon request of the Pres�sling: O�cer' or atiy, iwo`me�nbers. All meetings shall be open to the public to the extent reyi�ir�d bX ch,�pter 42.30 .• Five �(5) of the Administrative Board. must be present=�t any me,eting of the Adm•inistrati'ke Board to comprise a quotum, ,�rid '�'or ,3he .A�riinigtratrtve Boat�d to transact,any busineSs. Proxy voting shall not be alTowed. MerFibers of't`he A�dministtative Boazd may p�:ticip�te in a meeting through the use of. any rrieans-�vf:: com�nunica�ion by which:�alt meml'iiers �r►d members of the public participat'iitg ir�:.suc:h cneeting can heaz each other: during th� mei�ting. Any members of the Administratl�e Boazd p�articipating in a meeting bFq suEh m�ans is deemed to be present in person at tite.nneFtin� foi atl� purposes inetuding, but:not Ixmit�d„t,o, establishing a quorum. ` (�)�' B:'laws. The i�Edministrative Board shall be authorized to'`e�t�blish by[aws that.,�ovem pro�edures,o��t�at �oard and the SCORE Facility's general operations. ��(�ti)'" � Admitiistr, Hoerd .Review. A general or particular authorization or review and conciure'r�ce�of tfie'Administrative Board by majority vote shali be necessary for al1 capital exp�nditures �r'r.�ontcscf� in excass of $50,000. , . .� : :P:170358_DG1lIX35B OKS 8�`.. 0812�09 :� Section 6. Onerations Board. (a) Formation. There is further established an Operations Board which shall '' c�hsist o�' up.to nine (9) members selected as provided in this paragraph. One (1 J member , sfiaU be desigii;ated by each of the Member Cities, and up to two (2j at-large members shall ;�be �'selected, by majority vote, by the Subscribing Agencies to represent the police :�'� depart3nents af' the _S,ubscribing Agencies. At the time set for election of the at-large ., '� riiemEiers,��only tl�e rep�;sentatives of the Subscribing Agencies, then in attendance, will :participate in�the election: : The 14iemtie� Gities' Operations Boazd representatives shall not �:...parxicipate iii the �-large me�akser elections. The at-targe members shall serve one-yeaz fe�ins, .rinIess #ithe�wise deterrnined;�iy majoFity, vote of the Operations Board. The purpose and dWtiesofthe,Opexatioiis:$oard�s�a11.;Iie established by the Administrative Board. {b) �.. Vofin,�an",_d =Mee�i'�t�s of �I►e'��D,peiations Board. Each member of the Operations Baud sha11 h�ve an equal vqrte iit Operations Board decisions. The Operations Boaz`il :be authori•�ed ta�� a$ta�lish bylaws that govem its procedures. Unless otherwise provided, Robert's Revised I�ules of Order shall govern all procedural matters relating to the bt�Siness of Operatio�is Bpar•d., The Ope�ations Board shall elect a presiding officer frorn its��memhers aind,shall'lil�ewise determin� the time and place of its meetings; at least one (1) regu{ar meeting s�iaF1 be held e'ach moi�4'h at a time and place designated by the presiding officer or a;majtlriCy of•its`ir►ert�ber.5::: meetings may be catled by the presiding officer or any �vo (2).ine�ibers �q�tin all other members not less than 24 hours prior written notice�.:(��ectron� or facsir�ile tioti�,e�•�ceptabie). In an emergency Operations Board may' dispense.,,.with wiitteri natice requireme�fs:.for special rn�etings but must, in good faith, �mplemeitt b�st ,effotCS.. to: fair Ac►d reasonable notice' �to all of the members of the< Board meeti�gs,shaF1 be open to fhe public to,the extent required by chapter ��.3Q'RCUV. "�" .� A m�jorily o�'the members of the Operations Boari�'mu'st b� pr4sent;:at any �eeting of the Operations Boazd to comprise a quorum, and for the Oiperations HoarEi to any,�iusiness. Proxy voting shall not be allowed. Members of tt�4„�era�iops &iazd may par•.ficipat'e in.: � meetin�•�rough the use of any means of commur�icatioA by `which all members and mexiib..eis of t#�e public participating in such meering�`�an Aear�each other during tli'e•fneeti�g,•` Any me�bers of the Operations Boazd participating'i� a meeting by such is 4}eemed td tse present in person at the meeting for all purposes iticluding, but not [iii�,ited tg; establishin�•a qqon�n,• �.>,. Section �i '•:;FrtcilitX�Director. ": Not later ti�n one,;kiuctdree#'�eigf'tt�! ��18!�) prior to the completion of the SCORE Facility, the Operatioits $o�d s�all recoinr�ien�i to t3�e Administrative Board a person to act as the Facility Director. 7'he'�t�,�tninistrttive Bo2iid tnay accept or reject the Operations Boazd recommendation. Suc:h Facili{y..Di#ector shail be re�ponsible to the Administrative Board, shall develop the Bui�get in: consulptio� wiEh t.�e C)perations Board and other . v� o�v«�se_oKS oerr.�ae �'••.., :� . • ., ; appropriate means in order to fully implement the purposes of this SCORE Formation ` Interlocal Agreement. The Facility Director shail administer the program in its day-to-day � operafions consistent with the policies adopted by the Administrative Board. Such F�ciiity �uector shall have experience in technical, financial and administrative fields, and .fiuc� appoinfiiient shall be on the basis of inerit only. � � Section g. Personnel Poticv. � �a) :' :The Operations B6ard` ghall submit ta the Administrative Boazd within one ;� huiidred eigt�ty (18fF).. da�s �or to �e completion of the SCORE Facility, a proposed `�personnel policy.for the SCORE F�cflity,.�oa. approval, rejection or modification. All of such.modifiCatiQr►s gr revisi'ions s}ia•�1 �`�subje�t to the final approval of the Administrative Board:�. (b) '<.Such ,persanne�`po2icy sha�l for the initial appointment to the SCORE Facility'•s,sraff ft'om t}ie peFSOnnel��'pi'esexrtly, permanenfly appointed or assigned as corrections o�cers in ti�e M�mbe�'Citi+es:` iAdditional employees shall be appointed by the Facility birector upon �neeting the qu3tifcaticjns �st�b]ished by t�tte.Operations Board and adopted by the Adminish�titive �oarc�. Non� of such employees sfiail be commissioned members of any emergency secvice tie elip�ible for meii��rship under the Public Employees Retirement Systems:.(PER�), ot Public" Safet�: E�p�pyees Retirement System {PSERS), as provided by law. Sec ' n 9. Budeet, Policies . and Oaerations. � (a)� Tfi� Facility Director shall distribute,a' pt�posed ��{� tti� O�ieraCions Board op or befor� August 1 of each yeaz, whic�i' Budget; shafl then' provi�'ed io the Adm'uustrati�c>Boa�d no later than September 1 of snch T�ereaRex, t}ie I�d'ember Cities of the programs and objectives��as �con#ained in;� said gtoposed Budget, and of �e r�quired financial participation for the ensu[pg year. (b) .: �The.;�Administrative Boazd shall develop financial� pvlic'ies ; for SCORE as p�it of 3he b�dget�ry process. Such policies may include, but aze not lim�ted to, (1) items to, be pro�v�ided for.:in the Budget, (2) a minimum contribution amount fiir. �ch Member City to pay fvi ; Cost�s`�of Maintenance and Operation, (3) the process for allocating unexpgnded atnounts. ihe M�xpber Cities for Costs of Maintenance and Operation and asse5�'ing t}ie IY�ember Citi�s in �t�e event of cost overruns, (4) establishing and maintaining reseive `�ccounts,. any, and. (5) the process for adding a new party to this SCORE Formation Interlocal �gr�e'ment. .� : (c) The alT�►catiog of:�rorated`'friane,'i'al participation among the Member Cities shall be calculated as providei�,, i,�. Section .i5 hereof. Each IVlember City shall be unconditionally obligated to provide its. allbcabYe s�Zare of �osts as provided in this SCORE Formation Interlocal Agreemenl, .. • '.. P:1203,58_OG12IXiSE_OKS 09I23A9 1�' � � � . ' :.�� . '" . Section 10. Contracts and Suaport Services. �'(,a).:.• The Administra6ve Board (or the Operations Board or the Facility Director, , if so designated by the Administrative Board) shall, as necessary, contract with local ,;:��go�verc�ents for the use of space for its operations, auxiliary services including but not ,� limitgd to: recards, p,�xroll, accounting, purchasing, and data processing, and for staff prior ., � i'o ti�e sel.�ction o�a FaC'tlity Director for the SCORE Facility. :(b).�' ;; �`The;�iv�mber �Yties he.�eby agree to fumish legal assistance, from time to ``time, as appzoved' by,, the Administ'r'ative Braard. T'he Administrative Board may contract with t'he City Aftorney of •a, Mem�er Gity, o�hes local government, or independent legaI counsel�.�s n�ces5ary'. � ,:.�; The Facility Director and opportunities toward the services so as to provide'•�na; public. The Facility Director Board from time to time. A and �ontinualty consider and evaluate all means �t c}f operations effeati�r,gness for correctional �Itit3�ate benefrts to th� members of the general t l�is'or hex, recommeridafions to the Operations ve ehange oi deuiation, from established poticy shall be subject to the prior appmval o,fthe`Admuiistrat#'ve�Bqard,;� Sectioa I2. Additional Services A�utLartiied. Tkie Admii�istrative Board shall evaluate.,and the,,,�ropr�ety;:of i additional correcticinal services for local governments;�whene..�+er so required, determi�ie the'�eans of providing such services, together �vith:its c,c�ts::and effects..:�`T't►ese additiei'nal servi�es rpay include, but shall not be limited��o tl�e fqllovbing;� alEerna�tives to incarceraticsn, irimate transportation systems, and consolidated izourt servic�s. ;' ction 13.;� I►,�u ,ntorv and Propertv. (a�•''� Equjpment for the operation of the SCORfi` facility shall be acquired by S�O as ptovided by law. If any Member City fumishes'ec�uipment or furnisl�ings fpr S�OR;�'s iise, titIe tcr•.t�e same shall remain with the respective local entity unless tliat equipii►enE is acqui;ted'by SCORE. (b) Tlie Facility,p��ectpr s�tall, ,�t t}ie. time of preparing the proposed Budget for the ensuing year;"submit a compiete inventory together with current valuarions of^'�11 eguipinent an� fumi�hings. owned by, leased or temporarily assigned to SCORE. In case•.of cl��plution SCOI2E, `such assigned or loaned items shall be returned to the lending gdvemmerit�al e�itity and•; all Qthei`� items, including real property, .. *; P:�,'9_DG�0358_OKS � 1'. 09/731D9 .4•. or funds derived from the sale thereof, shall be distributed in accordance with Section 4(� above. '(e),:.•: Tide to real property purchased or otherwise acquired shal! be heid in the , nacrte of•5G01�; provided however, that for valuable consideration received, SCORE may ;�o�ivey..�wnership of any real property as may be approved by supermajority vote ;;' (majority plus one) o�'.the Administrative Board. .� Sec�tio�-n .Local Coutt�ol: '''. :�Each �Vtem�'ber' City and S�'bscribicag,,..Agency shall retain the responsibility and autho�ity for;the;operatio�3 af its po�iice.departix►e,.nts, and for snch equipment and services as are rec}uired at`.,its,•piace of operati�atl'�Eo uti�i2e Facility. . �• — -- ;.., ,, ; (a) SCORE Faci}iri. : In order.;'to grovide�•�necessary �exvices for the Member Cities and the Subscribi�ig' Ageiicies; S�OR� stiall ac'quire, cpnst�uct, improve, equip, maintain and operate the SCORE Facility. The SCORE Facility�is:i�xpected to be located in the City of Des Moines, Washingfon.•� � (b) Contracts for the SC�RE �aciEitv. Tfie :��Ad�nin}stratave Board shall authorize, and the Presiding Officer of the .Qidmi�,isstrative:$o�rd, �ir his ar,her applroYed designee, : �vill`'execute contracts for the developmeii� a�' thC SCQI�: ,:'T'hese contracts;`shall ��`�nclude, without limitation;�e fot ar��itectuial :':design ;�and engineering, projeci.management services; reat es#a'fe acquisi�ion; and coYistruetiod. . ;� (c) ;`� SCORE Facilit}+ Public Develooment Auftlorit�. Ii� order to fi,nancae costs of acquiring, constructing, improving and equipping the SG`ORE''Facili�y, of Renlon has chaitered the SCORE Facility Public Development Au�ority:� T►ie piirpose of the.;` SCQRE Facility Publ Development Authority is to issue B;�nd§ in fi#iance and . refinance ttye acguisiiion, � construction, improvement and equippi�g c�f tFie SCORE F"acility. "'�#'lie A�inistrative �$oazd shall serve ex o�cio as the Board of�Dicectors of the SC�RE Facili(y t'ubliE'� T�evekopment Authority as further provided in th'e Authority's orgarii�ational�' cl�arter. ;Upon issuance of Bonds by the SCORE Facility Public Development A��hotity, Bond pzoceeds �shall be deposited on behalf of SCORE and used , for the purposes: herein. SCOI�E shall be obligated to make payments to the SCORE Facility Eublic De�?�lopm�nt''Authori the time and in the amounts required to pay principal of a't�d intexest'� on .;the $nn�is .and;,'•any administrative costs of the SCORE Facility Public Devel�jrtrient,;Authority. �"' . . .. � � . ;. P:V07SB_DG120358_OKS OW2310Y . . 1 �': . � . � .. :.�� � '>`� (d) SCORE Facilitv Financing. (1) Capita/ Contributions. Each Owner City shall be obligated to pay �� �i, amount equal to its Capital Contribution without xegazd to the payment or lack •f�iereof by any other Owner City. No Owner City shall be obligated to pay the � ,,. Contribution of any other Owner City, and each Owner City shall be :' o}�ligated to,budget for and pay its Capital Contribution_ The obligation of each � •:` Q�vnex Gify to''pay its Capital Contribution shall be an irrevocable ful[ faith and c"redit aEiligation of such City, payable from property ta�ces levied within the :�on�ti4Utioq�at°;and statu�ory au;thority provided without a vote of the electors of the .� Ovmei Cify or� all;o�'the t�table gxoperty within the Ovmer City and other sources :� of'revenues ��ailable theref�r. �ach (�wner City has or will set aside and include �`'�:iri its calcy�'atio�i o.t' outst�i�ing , nanvoted general obligation indebtedness an amoiint equal ta� the prinoi�pal compon�nt c�f its Capital Contribution for so long as Bond's• of such payment in accordance with Section`4(.g�:'� Eaeh Owner,City's;obl'i'gation to pay the Capital Contribution shall not Ue contingen# on.ihe receip� o�',any, from otlter sources, including but not limited to Sqbscribinp� Agericies or the �3osL,City. An Owner City,:`may`pr�pay:��it3` Capital Contributipn in a manner that is consistent with the aut}iorizing,:docuttt�nts.:for':the.�Bo�t3s.;�provided, however, that any such prepayment of �one::nr rnore Qv�mer��Cities� shail not affect the Capital Contribution of the remaining�Ow..ner:Cit�ies. Any'O�vner City•th�t elects to �repay its �2pital Contribution shall be'responskb,�e, for p�ying a}i costs'`�8ssociateti'with sucl► piepayment. (2) `�:. Costs ojMaintenance and`"DperQtio�i: Siibject'td' the'terii►s .of the :'financial poY;cies established by the Administra�ive:$o.�rd gvrspant;o Szction 9(b) ::`of tfiis �:�CORE Formation Interlocal Agreemetit, each ., Mepnberr` Crty Shaq be :' obligatet� to pay its allocable portion of Costs of Maintenance and of the •` SCOR� Fac�7ity, including any debt issued to finance suck�„�Qsts in t2us su�isec�ion., .„:,. •� • �:" (i) 'Until the end of the first calendar year of ispex�tions of the �C�7R�,��acilit}i (estimated to be December 31, 2012), the all�cable portion :`that each lviember Gity_ shall be obligated to pay of Costs of Maintenance •�� a�id (�peration.' in such �'y.ear shalI be equal to the Member 'City's 2007 average,, population in all correctional facilities (as pmvided in the S�ORE finaheial poliGies} mnitiplied by the Costs of Maintenance and Op�xation. ; ` � (ii) : Cainmencing' with t}ie �catendar year following the first calendar year' opera�tions, tlie allocabie ; portion that each Iutember City shall be obligaYed to pay.of Costs�of 3GlarntenanGe and Operation shall be . 13: . '. r �zo3se_oa�za+se_aKs • .: , ' >'• o�aaro� based on the Member City's average daily population in the SCORE Facility, as supplemented as necessary with the average daily population allocable to the Member Cities in all conectional faci(ities, for the 12- month period ending June 3Q of the preceding yeaz. �� (iii) Commencing with the third catendar yeaz of operations, the � :allocable portion that each Member City shall be obligated to pay of Costs , ' �'of.:Mairitenance and Qperation shall be based on the Member City's average ; daily popu�ation i�f� ttie :SCORE Faciliry for the 12-month period ending ' ::`Jun�,�3�l..of the ptecedin$ year. �: :(e}' ;' B{ilin�and�Ailocatib;► of''�teve�es. Each Member City shall be billed for its Capi3i�1 �on�rib,utio�;' ant� its �ortion o�` Gosts of Maintenance and Operation, as applicable, op a semiantiva�<'bas$§�:t;r moro; frec};uen#]y as deterntined by the Administrative Board, calculatt.ed as�rovided fOr iri`.Section' 15(c��'above. Revenues received in a calendaz year from Subscrihi�lg Agenci:es or.�rom si�u�ces. other than the contributions described in Section IS(dj above sh.all be allocated`�airi'ong�'the Member Cities as follows: (i) each Member City shall receive a' credit agtiinst•:'its pbli�ateon to pay Cio:gts of Maintenance and Operation based on that Member�ity's pxoportic�nal average daily pq'pulation as calculated in Section 15(dx2) above, and (.ii) e�h �wner City shall receive'a;,ctedit against its Capital Contribution based on that Own'er City's propctttional �wn�r P.e�eritage. (� Host Ci . Pursuant fa•. 35;21.740, the� Ci�y o#:-Des Moines, as the Host City, h�reby authorizes the City of RBntoi� t}fe SCORE'`�acility �blic DevelopmEnt tl�uthority within the corporate �imits of't�e �ity..:of Ues �ine§ in a tz�anner consistent`with ttii� terms of this SCORE Fomiation �nte�locaI Agxgement: The �ost?City shall en#er into a��'.written agreement with SCOIZE arid �r►y of tti'e"'Uwner Cities, as applica�le, tg�'�*stabT}sh a host city fee to be paid in eiichaiiangg for, t�e avai,�abiiity the SCORE Facility. • :` (�r� Tax-�xemption. The Member Cities shatl no[�>l.�).�take�� a�y �se of the proCeeds;`from the 5ale of..$onds or any other money or obligations a#'the SCORE Facility P��lic �evelopmcnt,.Authority or the Member Cities that may be deem�(i tc3 be of tF�e Boncfs �ursuaiit:to Section'.148(a) of the Code that will cause the BondS •xQ tie "azbitrage boi'ids" within �e of said Section and said regulations, or (2) act or fail to act in a manne;. that,:'wi�1 c�use the.� Bouds,,,to be considered obligations not described in Section'1"03(a} oEthe;Cod�. s (h) Additional F3ntincin¢. `•.; Natwith,standing anything to the contrary in this SCORE Formatioti>,Interlocai� Agteemigntx bond�; notes or other evidences of borrowing may be issued from t'iine" to tjme.'by the S��RE Public Development Authority or another issuer pursuant a sepazate,agreement between��:one or more Member Cities and other entities to provide additional fttznc'1ng for tkie SCORE Facility on terms as agreed upon by the parties thereto. � . . � . . � � '. �P:�B_DG1T035E OKS 0973109 1 �': (i) Speciat Facility Designation. The SCORE Facility, including ali ;• equipirient, furnishings, and fixtures is critical to the ability of the Member Cities and the Siib$cribiqg..Agencies to provide necessary and secure conectionai services and assure , �SUb1ic sa�ety:'�. Consequently, the SCORE Facility is essential to the preservation of the , health,;:safety, and weifare. As a resutt, the SCORE Facility's equipment, :' fumisiiings, and fixtures are special facilities subject to unique standards. Accordingly, , � t�ase� on.;the,=fact5�pres�nted in this subsection, it is herby resolved that the established :policy o�'the 1V�ember C'ities is.ttiat�'t#�e SCORE Facility constitutes a"special facitity" :� under KCW 3`9.04,;28A(l�b)a-��nd all`�purchases of any kind or nature for the SCORE "Facility slfal� be� exempt : ;from Coiinpetit�a�e bidding requirements as prescribed by Washingttin State st�iute.:bat shall`�be gdvernet1 by the procurement policy established by the Adin�nisrrative Boarc# as amendd�d"�rom time. 4 The Administr�tive , s}kaIl .°allocate costs associated with the design, acquisition, consq�uctior�,. i�provement and ec}uippjc�g::of the SCO�.E Faciliry prior to the issuance of the Bonds by•�the SCOR� Faciliti}+ I?•ublic Deyelop�iien4:'Authority among the Member Cities by an affirmatiy..e vctfe of a sitp.ermajority (inajori .ty one} of the of the Member Cities, two (2) of whfeh Shal�� haye �he taig}i;test And second highest average daily population in the SCORE Faci�'ity for;the .:t2-mbntfi perio� ending June 30 of the preceding year. Any costs of the SC�iZ�''Facility paid by a:Met�be�.Ei�y pursuant to this section may be reimbursed out of proceeds of:Boii�isto the yicter�i pe�rmitted'�y law. ,: '�e T�Se Memt�r Cities hereby agree that ariy. �'r'oc,�eds'rece,i,v„ei1 frqir► tlie s�e a£ the property located at =1440 116�' Avenue NE, Belleviie, Washington ari�`7�t 12 i' 16'� Avenue NE, Be�levup;��?JVasliington (estimated to be approximat�Iy,:S3;i80,U00} shal� be deposited with SCOI�E and ; used to finance costs associated `=wit� t}fe , desigii, ,�acq�isition, cons�ruction, i�rjprovement and equipping of the SCORE Facility. "' .ection 17.;'� taoliance with Continuin¢ Disclosure Reciuir,�n�nts �� �_ . � T�•the exte;it necessar j! to meet the conditions of paragraph (dX2)'bf �nited States SeCUrides and Rule i5c2-12 (the "Rule"), as appiicable to a partici�ating.tindeiwriier ¢r remazketipg agent for Bonds, each Owner City will enter into an undeit�ing 1n �` fo�1r► aoc�ptable 'at the time to the participating underwriter or remarketing agerit, as�th� cas� �i'iay be. Seetion 18:: Filine.of A¢reeigenY .:' � Upon execution, this SCO,tt� Forchation Iritei'Incal Agreement shall be filed as required in RC W 39.34.040. '; . . . � ;� ' :. P.110358_DG1p35B_p(S .044308 � . 1S: �� Section 19. Severability ;`ff, any part, paragraph, section or provision of this SCORE Formation Interlocal Agreem�'nF• ••is adjudged to be invalid by any court of competent jurisdiction such „ ,�dkadic�tion shall not affect the vaiidity of any remaining section, part or provision of this ; �'SCORE•�ormation Interlocal Agreement. ., � ' Section �►. �Execution and Ame„ ndment :Thi,s� SCOA.��`Forn7iatit�x3 Interl+�cal Agreement shall be executed on behalf of each � �Tv(ember City by:its I�esignated Repteseniat'i.ve, or other authorized officer of the Member City,:�and;`putsu�t►t to' an Ap}'�ropriate• mntion, r�solution or ordinance of each Member City. This S�bR� Fornratiori� Interlocak'�igreeq;�iit be deemed adopted upon the date of execution b}�:,the last sq`be,signateil.'�tepreSeritativ��or other authorized officer. This SCf?� Fnimat;�n Iriterlqc� may not be effectively amended, changed, modified or altere�, except ;#�y an i�strument in writing duly executed by the , Designated Representa'tj.ye otller autharized o��, ; of each N#ember City and pursuant to an appropriate motion;'resol�tioq'or of each Member City, so long as such amendment does not materiall� ad�rerseTy affe,ct the of the �onds or affect the tax- exempt status of the interest p�id or� the�B:onds:�' Ff th� &a►dS issued by the SCORE Facility Public Development Autliority are rated'`by a��r.at'ing ag�ncy, then no amendment that adds or removes an Owner City frgxn this SCORE For}.r►ati0n Ini��local Agreement or revises Se�tion 15 of this SCORE Foiznation iu�erlocal:��Agteereient shall be pei'i�itted unless tlie �S�ORE Facility Public Developmerit Authority°�:: has, rec�ived .;` w�tten confirmition froti� the rating agency that sucfr�amen�ineiit vyFill not r`esu1C in '� rec�ucti+�n or withdrawa} of the'�ting on the Bonds. If the Bonds aie nat rated by "�°rating agency, then no such ameri'timerit as described in the preceding senfgnce will Ue..permitte`d u�'►►less in the opinion of•.the;SCQRE Facility Public Development Aufhority such,;ame�dment:'will not materially'adv�rsely affect the owners of the Bonds. " � ; Secti�on 2 ` ,.'�bi£,d Psrtv Beneficiaries .�. , `. .�`�`he SCOI�E Facility':Public Development Authority and the hoFtlers'from time to tiii^►e of the �ontls sh�ll�;:be Chird party beneficiaries hereof and the commitments made here�i for th�ir f.urther bep�fit, . . .. '� � ' :P:120358_DG120ISGB_OKS �0s29iW . �ib : i :.,, � ��. ' Section 22. Hold Harmless � The parties to this SCORE Formation Interlocal Agreement shall defend, indemnify and sa�e one another harmIess from any and all claims arising out of the performance of ' th�s ; SCORE Formation Interlocal Agreement, except to the extent that the hum complairis�d'•a�f arises from the sole negligence of one of the participating members. Any , los5 or liability resttlting from the negligent acts errors or omissions of the Administrative °'Boarci;'�rations Boatd, Facility Director and or staff, while acting within the scope of �'� tlieir::autl�rity' undei^� .this SCORE Formation Interlocal Agreemenf shall be bome by �� SGORE �xclpsively. :�ec `ioin 2 . �,�odut�ei'Dart�s,.,>' . T�is SCORE`�For�na� , counterparts;. each.,df wl,iom and the same'instrument. : IN WIT'NESS V4�HEREOF.; thc�;,pa'rties� have executed this SCORE Formation Interlceal Agreement as: of tl� day.'and;yesi first written above. C F . . ; GiTY �RENTGkN ; :. � � BY: _/v� ��, '� ,;: ;.#��-L.a 2 CITY O�� MOINES '�. CTl"Yl OF T[7KV�II.� _� �.� i�V� �i . ii�, C�J By: it may be executed in any number af those counterparts will constitute one �.�.�r ' ��, j', �" . ,�' ��� ��� � � �� / ,� %I.: .. . F.�b_DG1Z0358_OKS '08Vm09 �1� ,,. DATE IN: 1. 2. 4. I DATE OUT: I TO: CITY OF FEDERAL WAY LAW DEPARTMENT REQUEST FOR CONTRACT PREPARATIONIDOCUMENT REVIEW/SIGNATURE ROUTING SLIP ORIGINATING DEPT.IDIY: CITY MANGERS OFFICE ORIGINATING STAFF PERSON: BRYANT ENGE EXT: _2510 DATEREQ.BY: TYPE OF DOCUMENT REQUESTED (CHECK ONE) o PROFESSIONAL SERVICE AGREEMENT o MAINTENANCE/LABOR AGREEMENT o PUBLIC WORKS CONTRACT o SMALL PUBLIC WORKS CONTRACT (LESS THAN $200,000) o PURCHASE AGREEMENT) (MATERIALS, SUPPLIES, EQUIPMENT) o REAL ESTATE DOCUMENT o SECURITY DOCUMENT (E.G. AGREEMENT & PERFIMAIN BOND; ASSIGNMENT OF FUNDS IN LIEU OF BOND) o CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) . o CONTRACT AMENDMENT AG#: o CDBG )'.OTHER INTERLOCALAGREEMENT 6. 5. PROJECT NAME: SOUTHCOUNTYCORRECTIONALFACILITY 7. 8. 9. 10. 11. NAME OF CONTRACTOR: SCORE - SOUTH CORRECTIONAL ENTITY ADDRESS: 1055 SOUTH GRADY WAY ,RENTON, WA98057 SIGNATURE NAME: TELEPHONE 425-430-7565 TITLE ATTACH ALL EXHIBITS AND CHECK BOXES 0 SCOPE OF SERVICES 0 ALL EXHIBITS REFERENCED IN DOCUMENT o INSURANCE CERTIFICATE 0 DOCUMENT AUTHORIZING SIGNATURE -.' '0 TERM: COMMENCEMENT DATE: 2/25/09 COMPLETION DATE: :719'<='>:) \q '-y~"f(jrs~1 ." o u~vt; uJl to<:, TOTAL COMPENSATION $ (INCLUDE EXPENSES AND SALES TAX, IF ANY) 4{N' MfVl (J tp J (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) WVl ~ REIMBURSABLE EXPENSE: 0 YES 0 NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED 0 YES 0 NO IF YES, $ PAID BY: 0 CONTRACTOR 0 CITY CONTRACT REVIEW o PROJECT MANAGER o DIRECTOR o RISK MANAGEMENT o LAW INITIALIDATE APPROVED INITIALIDATE APPROVED CONTRACT SIGNATURE ROUTING INITIALIDATE APPROVED o LAW DEPARTMENT c9"'CITY MANAGER ",...- o CITY CLERK o SIGNCOPYBA~CTOORGIN T D PT. o ASSIGNED AG# ' - \ o PURCHASING: PLEASE CHAR E 0: 001-2100-099-523-60-519 INITIALIDATE APPROVED ,....- COMMENTS 10/09/02 SCOREINTERLOCALAGREEMENT among CITY OF AUBURN, CITY OF DES MOINES, CITY OF FEDERAL WAY, CITY OF RENTON, CITY OF TUKWILA, CITY OF BURIEN, AND CITY OF SEAT AC, WASHINGTON Dated as of February 25, 2009 'I ' . T ABLE OF CONTENTS Pae.e Section 1. Definitions...... ..... ............................. ......... ... ... ....... ..... ....... ........... ........ .............. ....2 Section 2. SCORE Facility; Authority... ................ .......... ........ ................... ....... .............. ........3 Section 3. Duration of Agreement.......................... ....................... ..... ...... ............ .............. ......5 Section 4. Withdrawal and Termination............................................. ...................................... 5 Section 5. Administrative Board ......................... .................. ......... ..... ..... ..... .......... ............. ....6 Section 6. Operations Board. .................. ............ ............ .......... ....... ............... ..... ..................... 7 Section 7. Facility Director....... ................. ....... .......... ................. ....... .... ..... ........ ......... ....... ..... 8 Section 8. Personnel Policy......................... ........ ... ............ ............. ..... ........ .................... ........ 8 Section 9. Budget, Policies and Operations ........... ........ ....... ....... .......... ................... ..... ........... 9 Section lO. Contracts and Support Services ............................................................................... 9 Section 11. Policy and System Evaluation ................................................................................. 9 Section 12. Additional Services Authorized..... ..... ............... ...... .... ............... ....... .......... ...... ....10 Section 13. Inventory and Property ..........................................................................................10 Section 14. Local Control.......... ........................ ............... ........................ ......... ............ .... .......10 Section 15. SCORE Facility Financing tmdConstruction; SCORE Facility Public Development Authority........................... .............................................................. 10 Section 16. Preliminary Costs of the SCORE Facility; Bellevue Property.............................. 13 Section 17. Compliance with Continuing Disclosure Requirements .......................................13 Section 18. Filing of Agreement...............................................................................................13 Section 19. Severability... ........ .......... ....... ...... ..................... ....... .............. ......... ...... ................ .13 Section 20. Execution and Amendment ..... ......... ......... ........... ......................... .... .............. ......14 Section 21. Third Party Beneficiaries............................................ .............................. .......... ...14 Section 22. Hol d Harm] ess .......................................................................................... ............. 14 Section 23. Counterparts.. ............. ....... ........ ....................... .............. ....... ................ .................15 -i- SCORE INTERLOCAI.. AGREEMENT THIS SCORE INTERLOCAL AGREEMENT ("Agreement") is entered into this February 25, 2009 by and among the Cities of Auburn, Des Moines, Federal Way, Renton, Tukwila, Burien and SeaTac, Washington (the "Member Cities"), all of which are municipal corporations under the laws and statutes of the State of Washington: RECITALS: WHEREAS, the Member Cities are authorized by chapter 70.48 RCW to contract for, establish and maintain correctional facilities in furtherance of public safety and welfare; and WHEREAS, the Member Cities currently contract with other local governments within the State of Washington for correctional services at a great expense to the City; and WHEREAS, chapter 39.34 RCW, the Interlocal Cooperation Act, authorizes municipalities in Washington to enter into agreements for the joint undertaking of certain projects as provided therein; and WHEREAS, the Member Cities now desire to form a governmental administrative agency pursuant to RCW 39.34.030(3) kndwn as the South Correctional Entity ("SCORE") to establish and maintain a consolidated correctipn~1 fa~ility (the "SCORE Facility") to serve the Member Cities and federal and staie agencies and 'other local governments that may contract with SCORE in the future to provide correctional services essential to the preservation of the public health, safety and welfare; and WHEREAS, the Member Cities have determined that the SCORE Facility will provide improved correctional facilities within the boundaries of the consolidated service areas at a lower total cost to the participating Member Cities than currently available alternatives or than the participating Member Cities could individually provide; and. WHEREAS, financing for the acquisition, construction, equipping, and improvement of the SCORE Facility will be provided by bonds issued by a public corporation created in accordance with this Agreement and pursuant to RCW 35.21.730 through 35.21.755 and secured by the full faith and credit of the Member Cities; and WHEREAS, the City of Renton has agreed to act as the host city for the formation of a public corporation to be known as the South Correctional Entity Facility Public Development Authority (the "SCORE Facility Public Development Authority") subject to the approval of each Member City; and WHEREAS, the establishment artd 'in:airitenance of the SCORE Facility will be of substantial benefit to the Member Cities and the public in general; NOW THEREFORE, it is hereby agreed and covenanted among the undersigned as follows: Section 1. Definitions. Capitalized terms used in this Agreement shall have the following meanings: "Administrative Board" means the governing board of SCORE created pursuant to Section 5 of this Agreement. "Agreement" means this lnterlocal' Agreement among the Member Cities, as amended from time to time. ' " \ t "Base Percentage" means a percentage equal to the 2007 average daily population allocable to the Member Cities in all correctional facilities. Those percentages are as follows: (a) Auburn - twenty-nine (29%) (b) Des Moines - five (5%) (c) Federal Way - seventeen (17%) (d) Renton - thirty~four (34%) (e) Tukwila - eight (8%) (f) Burien - four (4%) (g) SeaTac - three (3%) "Bonds" mean, collectively, bonds, notes or other evidences of borrowing issued by the SCORE Facility Public Development Authority to provide interim and permanent financing for the SCORE Facility and thereafter, to finance or refinance equipment, completion, expansion and other capital improvements essential to maintain the SCORE Facility's functionality. "Budget" means the budget prepar:e.d I~Y the Facility D,irector in consultation with the Operations Board, and submitted to the; Adrriinist~ation Board for its' approval in accordance with Section 5 and Section 9 of this Agreement, which budget shall set forth (a) an estimate of the costs of capital improvements required to be made to the SCORE Facility within the applicable year, (b) on a line item basis, all anticipated revenues and expenses for the operation and maintenance of the SCORE Facility for the applicable year, and (c) any information required by policies adopted by the Administrative Board pursuant to Section 9(b) of this Agreement. "Capital Contribution" means, for each Member City, that Member City's Base Percentage multiplied by the principal of and interest on Bonds as the same shall become due and payable and administrative expenses of the SCORE Facility Public Development Authority with respect to Bonds. "Costs of Maintenance and Operation" means all reasonable expenses incurred by SCORE in causing the SCORE Facility to be operated and maintained in good repair, working order and condition, and all costs of administering SCORE. "Designated Representative" means the Mayor or the City Manager, as selected by each Member City, or his or her designee. ~ , I' 2 "Facility Director" means the director of the SCORE Facility selected by the Administrative Board pursuant to Section 7 of this Agreement. "Member Cities" mean, initially, the Cities of Auburn, Des Moines, Federal Way, Renton, Tukwila, Burien and SeaTac, Washington. "Operations Board" means the board fonned.pursuant to Section 6 of this Agreement. "Presiding Officer" means the member of the Administrative Board selected pursuant to Section 5 of this Agreement. "SCORE" means the governmental administrative agency established pursuant to RCW 39.34.030(3) and this Agreement by the Member Cities. "SCORE Facility" means the consolidated correctional facility acquired, constructed, improved, equipped, maintained and operated by SCORE. "SCORE Facility Public Development Authority" means the South Correctional Entity Facility Public Development Authority chartered by the City of Renton, Washington. "Subscribing Agencies" mean the federal and state agencies, municipal corporations, and other local governments, other than the Member Cities, that contract with SCORE for correctional services at the SCORE Facility pursuant to the terms of this Agreement. Section 2. SCORE Facility; Authority. (a) Administrative Agency. Th~te: is hereby established a governmental administrative agency pursuant to RCW 39.34.030(3) to be known as the South Correctional Entity ("SCORE"). SCORE shall initially consist of the Member Cities. (b) Powers of SCORE. SCORE shall have the power to acquire, construct, own, operate, maintain, equip, and improve a correctional facility known as the "SCORE Facility" and to provide correctional services and functions incidental thereto, for the purpose of detaining arrestees and sentenced offenders in the furtherance of public safety and emergencies within the jurisdiction of the Member Cities. The SCORE Facility may serve Subscribing Agencies which are in need of correctional facilities. Any agreement with a Subscribing Agency shall be in \'.'rHing and approved by SCORE as provided herein. (c) Administrative Board, The affairs of SCORE shall be governed by the Administrative Board formed pursuant to Section 5 of this Agreement. The Administrative Board shall have the authority to: 1. Recommend action to the legislative bodies of the Member Cities; 2. Approve the Budget; adopt financial policies and approve expenditures; ;1 3 3. Establish policies for investing funds and inculTing expenditures of Budget items for the SCORE Facility; 4. Review and adopt a personnel policy for the SCORE Facility; 5. Establish a fund, or special funds, as authorized by chapter 39.34 RCW for the operation of the SCORE Facility; 6. Conduct regular meeting~ .as may be de~ignated by the Administrative Board; . 7. Determine what services shall be offered at the SCORE Facility pursuant to the powers of SCORE and under what terms they shall be offered; 8. Enter into agreements with third parties for goods and services necessary to fully implement the purposes of this Agreement; 9. Establish rates for services provided to members, subscribers or participating agencies; 10. Direct and supervise the activities of the Operations Board and the Facility Director; 11, Enter into an agreement with a public corporation or otherwise to incur debt; 12. Make purchases or contract for services necessary to fully implement the purposes of this Agreement; J.: , 13. Enter into agreements With and receive and distribute funds from any federal, state or local agencies; 14. Receive and account for all funds allocated to the SCORE Facility from its members; 15. Purchase, take, receive, lease, take by gift, or otherwise acquire, own, hold, improve, use and otherwise deal in and with real or personal property, or any interest therein, in the name of the SCORE Facility; 16. Sell, convey, mortgage, pledge, lease, exchange, transfer and otherwise dispose of property and assets; 17. Sue and be sued, complain and defend, in all courts of competent jurisdiction in its name; 18. Make and alter bylaws for the administration and regulation of its affairs; 19. Entel: into contracts with Subscribing Agencies to provide correctional services; , , i ';',' 4 20. Employ employees as necessary to accomplish the terms of this Agreement; 21. Establish policies and procedures for adding new cities as "Member Cities" to this Agreement; and 22. Engage in any and all other acts necessary to further the goals of this Agreement. Section 3. I \ Duration of A2reement. The initial duration of this Agreement shall be for a period of ten (10) years from its effective date and, thereafter, shall automatically extend for additional five (5) year periods unless terminated as provided in this Agreement. Notwithstanding the foregoing, this Agreement shall not tenninate until all Bonds issued by the SCORE Facility Public Development Authority as provide in Section 15 of this Agreement are no longer outstanding. Section 4. Withdrawal and Termination. (a) Subject to Section 4(g) below, any Member City may withdraw its membership and terminate its pa11icipation in this Agreement by providing written notice and serving that notice on the other Member Cities on or before December 31 in anyone-year, After providing appropriate notice as provided in this Section, that Member City's membership withdrawal shall become effective on the last day of the year following delivery and service of appropriate notice to all other Member Cities. (b) Subject to Section 3 above, four (4) or more Member Cities may, at anyone time, by written notice provided to all Member Cit,ies, call for a termination of SCORE and this Agreement. Upon an affirmative supermf,tjbrftyvote (majority plus one) by the Administrative Board, SCORE shall be directed to terminate business, and a date will be set for final termination, which shall be at least one (l) year from the date of the vote to terminate this Agreement. Upon the final termination date, this Agreement shall be fully terminated. (c) Subject to Section 4(g) below, in the event any Member City fails to budget or provide the required annual funding requirements for SCORE as provided in Section 15 hereof, the remaining Member Cities may, by majority vote, immediately declare the underfunding City to be terminated from this Agreement and to have forfeited all its rights under this Agreement" as provided in Section 4(e). The remaining Member Cities may, at their option, withdraw SCORE's correctional services from that City, or alternatively, enter into a Subscribing Agency agreement with that City under terms and conditions as the remaining Member Cities deem appropriate. (d) Time is of the essence in giving any termination notice. (e) If an individual Member City withdraws its membership in SCORE, the withdrawing City will forfeit any and all rights it may have to SCORE's real or personal ! '. 5 property, or any other ownership in SCORE, unless otherwise provided by the Administrative Board. (f) Upon termination of this Agreement, all property acquired during the life of this Agreement shall be disposed of in the following manner; 1 . All real and personal property acquired pursuant to this Agreement shall be distributed to the Member Cities based on the Base Percentages; and 2. All unexpected funds or ,reserve funds shall be distributed based on the percentage of average daily poplJlation at the SCORE Facility for the last three (3) years prior to the termination date of those Member Cities still existing on the day prior to the termination date. (g) Notwithstanding any of the other rights, duties or obligations of any Member City under this Section 4, the withdrawal of any Member City from this Agreement shall not discharge or relieve the Member City that has withdrawn pursuant to Section 4(a) or been terminated pursuant to Section 4(c) of its obligation to pay debt service on Bonds issued by the SCORE Facility Public Development Authority. A Member City may be relieved of its obligation under this Agreement to make payments with respect to its Capital Contribution if the Administrative Board, by supermajority vote (majority plus one), authorizes such relief based on a finding that such payments are not required to pay debt service on Bonds issued by the SCORE Facility Public Development Authority. Section 5. Administrative Board. (a) Formation. An Administrative Board composed of the Designated Representative from each Member City shall govern the affairs of SCORE. ,. t ~ (b) Allocation of Votes. Eachl}oaJ;'d!memper shall pave an equal vote and voice in all Board decisions. " .. . (c) V oting Requirements. V otes regarding (1) debt; (2) approval of the Budget; (3) employment of the Facilities Director; (4) cost allocations made prior to the issuance of Bonds pursuant to Section 16 of this Agreement; and (5) approval of labor contracts, shall require an affirmative vote of a supermajority (majority plus one) of the Member Cities, two (2) of which shall have the highest and the second highest average daily population in the SCORE Facility for the 12-month period ending June 30 of the preceding year. Votes regarding (1) the conveyance of real property; (2) the addition of additional services pursuant to Section II of this Agreement not directly incidental to correctional services (such as providing court services); and (3) matters addressed in Sections 4(b) and (g) of this Agreement, shall require an affirmative vote of a supermajority (majority plus one) of the Member Cities. (d) Parliamentary Authority. Unless otherwise provided, Robert's Revised Rules of Order (newly revised) shall govern all procedural matters relating to the business of the Administrative Board. 'i 6 ( e) Officers of the Administrative Board. Members of the Administrative Board shall select a Presiding Officer from its members, together with such other officers as a majority of the Administrative Board may determine. Subject to the control of the Administrative Board, the Presiding Officer shall have general supervision, direction and control of the business and affairs of SCORE. On matters decided by the Administrative Board, the signature of the Presiding Officer alone is sufficient to bind SCORE. (f) Meetings of the Administrative Board. There shall be a minimum of two (2) meetings each year, and not less than fifteen (15) ,days notice shall.be given to all members prior to any such meeting. Unless otherwise desigriated by the Presiding Officer, the first meeting shall be held on the second Tuesday of February of each year to review the prior year's service. The second meeting shall be on the second Tuesday of September of each year to consider and adopt a Budget for the following fiscal year. Other meetings may be held upon request of the Presiding Officer or any two members. All meetings shall be open to the public to the extent required by chapter 42.30 RCW. Five (5) members of the Administrative Board must be present at any meeting of the Administrative Board to comprise a quorum, and for the Administrative Board to transact any business. Proxy voting shall not be allowed. Members of the Administrative Board may participate in a meeting through the use of any means of communication by which all members and members of the public participating in such meeting can hear each other during the meeting. Any members of the Administrative Board participating in a meeting by such means is deemed to be present in person at the meeting for all purposes including, but not limited to, establishing a quorum. (g) Bylaws. The Administrative Board shall be authorized to establish bylaws that govern procedures of that Board and the SCORE Facility's general operations. (h) Administrative Board Review~, "A gerieral or particular authorization or review and concurrence of the Administrative' Boarclby majority vote shall be necessary for all capital expenditures or contracts in excess of $50,000. Section 6. Operations Board. (a) Formation, There is further established an Operations Board which shall consist of up to nine (9) members selected as provided in this paragraph. One (1) member shall be designated by each of the Member Cities, and up to two (2) at-large members shall be selected, by majority vote, by the Subscribing Agencies to represent the police departments of the Subscribing Agencies. At the time set for election of the at-large members, only the representatives of the Subscribing Agencies, then iI) attendance, will participate in the election. The Member Cities' Operations Board representatives shall not participate in the at-large member elections. The at-large members shall serve one-year terms, unless otherwise determined by majority vote of the Operations Board. The purpose and duties of the Operations Board shall be established by the Administrative Board. 7' (b) V oting and Meetings of the Operations Board. Each member of the Operations Board shall have an equal vote in all Operations Board decisions. The Operations Board shall be authorized to establish bylaws that govern its procedures. Unless otherwise provided, Robert's Revised Rules of Order shall govern all procedural matters relating to the business of the Operations Board. The Operations Board shall elect a presiding officer from its members and shall likewise determine the time and place of its meetings; at least one (1) regular meeting shall be held each month at a time and place designated by the presiding officer or a majority of its members. Special meetings may be called by the presiding officer or any two (2) members upon giving all other members not less than 24 hours prior written notice (electronic or facsimile notice acceptable). In an emergency, the Operations Board may dispense with written notice requirements for special meetings, but must, in good faith, implement best efforts to provide fair and reasonable notice to all of the members of the Operations BQaid. All meetings shall be open to the public to the extent required by chapter 42.30 RCW. ' . A majority of the members of the Operations Board must be present at any meeting of the Operations Board to comprise a quorum, and for the Operations Board to transact any business. Proxy voting shall not be allowed. Members of the Operations Board may participate in a meeting through the use of any means of communication by which all members and members of the public participating in such meeting can hear each other during the meeting. Any members of the Operations Board participating in a meeting by such means is deemed to be present in person at the meeting for all purposes including, but not limited to, establishing a quorum. Section 7. Facility Director. Not later than one hundred eighty (180) days prior to the completion of the SCORE Facility, the Operations Board shall recommend to the Administrative Board a person to act as the Facility Director. The Administrative Board may accept or reject the Operations Board recommendation. Such Facility Director shall be responsible to the Administrative Board, shall develop the Budget in consultation with the Operations Board and other appropriate means in order to fully implement the purposes of this Agreement. The Facility Director shall administer the program in its day-to-day operatiop.s; consistent with. the policies adopted by the Administrative Board. Such Facility ,DirectQr: shall h~lVe experience in technical, financial and administrative fields, and such appointment shall be on the basis of merit only. Section 8. Personnel Policv. (a) The Operations Board shall submit to the Administrative Board within one hundred eighty (180) days prior to the completion of the SCORE Facility, a proposed personnel policy for the SCORE Facility for its approval, rejection or modification. All of such modifications or revisions shall be subject to the final approval of the Administrative Board. (b) Such personnel policy shall provide for the initial appointment to the SCORE Facility's staff from the personnel presently, permanently appointed or assigned as corrections officers in the Member Cities. Additional employees shall be appointed by the Facility Director upon meeting the qualifications established by the Operations Board and adopted by the Administrative Board. None of such employees shall be commissioned members of any 8 . \, t .. ~ I emergency service, but may be eligible for membership under the Public Employees Retirement Systems (PERS), or Public Safety Employees Retirement System (PSERS), as provided by law. Section 9. Budeet, Policies and Operations. (a) The Facility Director shall distribute a proposed Budget to the Operations Board on or before August 1 of each year, which Budget shall then be provided to the Administrative Board no later than September 1 of such year. Thereafter, the Member Cities shall be advised of the programs and objectives as contained in said proposed Budget, and of the required financial participation for the ensuing year. (b) The Administrative Board shal.l d~velop financial policies for SCORE as part of the budgetary process. Such policies may include, but are not limited to, (1) items to be provided for in the Budget, (2) a minimum contribution amount for each Member City to pay for Costs of Maintenance and Operation, (3) the process for allocating unexpended amounts paid by the Member Cities for Costs of Maintenance and Operation and assessing the Member Cities in the event of cost overruns, (4) establishing and maintaining reserve accounts, if any, and (5) the process for adding a new Member City to this Agreement. (c) The allocation of prorated financial participation among the Member Cities shall be calculated as provided in Section 15 hereof. Each Member City shall be unconditionally obligated to provide its allocable share of costs as provided in this Agreement. Section 10. Contracts and Support Services. (a) The Administrative Board (or the Operations Board or the Facility Director, if so designated by the Administrative Board) shall, as necessary, contract with local governments for the use of space for its operations, auxiliary services including but not limited to records, payroll, accounting, purchasing, and data processing, and for staff prior to the selection of a Facility Director for the SCORE Facility. . . '.,'. '. i (b) The Member Cities herebY'ilgree to furnish legal assistance, from time to time, as approved by the Administrative Board. The Adnlinistrative Board may contract with the City Attorney of a Member City, other local government, or independent legal counsel as necessary. Section 11. Policy and System Evaluation. The Facility Director shall actively and continually consider and evaluate all means and opportunities toward the enhancement of operations effectiveness for correctional services so as to provide maximum and ultimate benefits to the members of the general public. The Facility Director shall present his or her recommendations to the Operations Board from time to time. Any substantive change or deviation from established policy shall be subject to the prior approval of the Administrative Board. 9 Section 12. Additional Services Authorized. The Administrative Board shall evaluate and determine the propriety of including additional correctional services for local governments, whenever so required, and shall determine the means of providing such services, together with its costs and effects. These additional services may include, but shall not be limited to the following: alternatives to incarceration, inmate transportation systems, and consolidated court services. Section 13. Inventory and Property. (a) Equipment and furnishings for the operation of the SCORE Facility shall be acquired by SCORE as provided by law. If any Member City furnishes equipment or furnishings for SCORE's use, title to the same shall remain with the respective local entity unless that equipment is acquired by SCORE. (b) The Facility Director shall,' at the;time of preparing the proposed Budget for the ensuing year, submit to the Operations Board a complete inventory together with current valuations of all equipment and furnishings owned by, leased or temporarily assigned to SCORE. In case of dissolution of SCORE, such assigned or loaned items shall be returned to the lending governmental entity and all other items, including real property, or funds derived from the sale thereof, shall be distributed to Member Cities in accordance with Section 4(f) above. (c) Title to real property purchased or otherwise acquired shall be held in the name of SCORE; provided however, that for valuable considerat'ion received, SCORE may convey ownership of any real property as may be approved by supermajority vote (majority plus one) of the Administrative Board. Section 14. Local Control. Each Member City and Subscribing Agency shall retain the responsibility and authority for the operation of its police departments, and for such equipment and services as are required at its place of operation to utilize the SCORE Facility. Section 15. SCORE Facility Financine. and Construction; SCORE Facility Public Development Authority. ; (a) SCORE Facility. In order to provide necessary services for the Member Cities and the Subscribing Agencies, SCORE shall acquire, construct, improve, equip, maintain and operate the SCORE Facility, The SCORE Facility is expected to be located in the City of Des Moines, Washington, Pursuant to RCW 35.21.740, the City of Des Moines hereby authorizes the City of Renton to operate the SCORE Facility Public Development Authority within the corporate limits of the City of Des Moines in a manner consistent with the terms of this Agreement. (b) Contracts for the SCORE Facility. The Administrative Board shall authorize, and the Presiding Officer of the Administrative Board, or his or her approved designee, will execute 10 contracts for the development of the SCORE Facility. These contracts shall include, without limitation, contracts for architectural design and engineering, project management services; real estate acquisition, and construction. (c) SCORE Facility Public Development Authority. In order to finance costs of acquiring, constructing, improving and equipping the SCORE Facility, the City of Renton has agreed to form the SCORE Facility Public Dev"ei6pinent Authori'ty. · The purpose of the SCORE Facility Public Development Authority is to issue Bonds to finance and refinance the acquisition, construction, improvement and equipping of the SCORE Facility, The Administrative Board shall serve ex officio as the Board of Directors of the SCORE Facility Public Development Authority as further provided in the Authority's organizational charter. Upon issuance of Bonds by the SCORE Facility Public Development Authority, Bond proceeds shall be deposited on behalf of SCORE and used for the purposes set forth herein. SCORE shall be obligated to make payments to the SCORE Facility Public Development Authority at the time and in the amounts required to pay principal of and interest on the Bonds and any administrative costs of the SCORE Facility Public Development Authority. (d) SCORE Facility' Financing. Each Member City shall each pay an allocable portion of all aggregate capital and operating costs related to the SCORE Facility, less revenue received from Subscribing Agencies or other sources, as provided in this Agreement. Each Member City shall be billed for its total allocable capital and operating costs on a semiannual basis, or more frequently as determined by the Administrative Board, calculated as provided for in this Section. (l) Capital Contribution. Eacl} Member City shall be obligated to pay an amount equal to its Capital ContributiOl'l,.WithoQt regard ,tp the payment or lack thereof by any other Member City. No Member (~ity shall be obligated to pay the Capital Contribution of any other Member City, and each Member City shall be obligated to budget for and pay its Capital Contribution. The obligation of each Member City to pay its Capital Contribution shall be an irrevocable full faith and credit obligation of such Member City, payable from property taxes levied within the constitutional and statutory authority provided without a vote of the electors of the Member City on all of the taxable property within the Member City and other sources of revenues available therefor. Each Member City has or will set aside and include in its calculation of outstanding nonvoted general obligation indebtedness an amount equal to the principal component of its Capital Contribution for so long as Bonds remain outstanding, unless relieved of such payment in accordance with Section 4(g). A Member City may prepay its Capital Contribution in a manner that is consistent with the authorizing documents' for the Bonds; provided, however, that any such prepayment of one or more Member Cities shall not affect the Capital Contribution of the remaining Member Cities. Any Member City that elects to prepay its Capital Contribution shall be responsible for paying all costs associated with such prepayment. (2) Costs of Maintenanq~: a!}d .Operfltion. SU1:>ject to the terms of the financial policies established by the AdIl)inis'trative Board purs'uant to Section 9(b) of this II Agreement, each Member City shall be obligated to pay its allocable portion of Costs of Maintenance and Operation of the SCORE Facility, .including any debt issued to finance such costs, as determined in this subsection. (i) Until the end of the first calendar year of operations of the SCORE Facility (estimated to be December 31, 2012), the allocable portion that each Member City shall be obligated to pay of Costs of Maintenance and Operation in such year shall be equal to the City's Base Percentage multiplied by the Costs of Maintenance and Operation. (ii) Commencing with the calendar year following the first calendar year of operations, the allocable portion that each Member City shall be obligated to pay of Costs of Mainterlance' ",~d Operation shall be based on the Member City's average daily populatio~in. the SCORE Facility, as supplemented as necessary with the average daily population allocable to the Member Cities in all correctional facilities, for the 12-month period ending June 30 of the preceding year. (iii) Commencing with the third calendar year of operations, the allocable portion that each Member City shall be obligated to pay of Costs of Maintenance and Operation shall be based on the Member City's average daily population in the SCORE Facility for the 12:..month period ending June 30 of the preceding year. (e) Allocation of Revenues. Revenues received in a calendar year from Subscribing Agencies or from sources other than the contributions described in Section 15(d) above shall be used to reduce the Costs of Maintenance and Operation in the subsequent calendar year. Each Member City shall receive credit/benefit of the revenues discussed in this section based on that Member City's proportional average daily population as calculated in Section 15(d)(2) above. (t) Tax-Exemption. The Member Cities shall not (1) make any use of the proceeds from the sale of Bonds or any other money or obligations .of the SCORE Facility Public 'I ',., . . . Development Authority or the Member CitIes that may be deemed to be proceeds of the Bonds pursuant to Section 148( a) of the Code that wiIl cause the Bonds to be "arbitrage bonds" within the meaning of said Section and said regulations, or (2) act or fail to act in a manner that will cause the Bonds to be considered obligations not described in Section 103(a) of the Code. (g) Additional Financing. Notwithstanding anything to the contrary in this Agreement, bonds, notes or other evidences of borrowing may be issued from time to time by the SCORE Facility Public Development Authority or another issuer pursuant a separate agreement between one or more Member Cities and other entities to provide additional financing for the SCORE Facility on terms as agreed upon by the parties thereto. (h) Special Facility Designation. The SCORE Facility, including all equipment, furnishings, and fixtures is critical to the ability of the Member Cities and the Subscribing Agencies to provide necessary and secure correctional services and assure public safety. 12 . I. ., '. Consequently, the SCORE Facility is essential to the preservation of the public health, safety, and welfare. As a result, the SCORE FaciJjty'~ equipment, furnishings, and fixtures are special facilities subject to unique standards. Accordingly, based on the facts presented in this subsection, it is herby resolved that the established policy of the Member Cities is that the SCORE Facility constitutes a "special facility" under RCW 39.04.280(l)(b), and all purchases of any kind or nature for the SCORE Facility shall be exempt from competitive bidding requirements as prescribed by Washington State statute but shall be governed by the procurement policy established by the Administrative Board as amended from time to time. Section 16. Preliminary Costs of the SCORE Facility; BeJlevue Property The Administrative Board shall allocate costs associated with the design, acquisition, construction, improvement and equipping of the SCORE Facility prior to the issuance of the Bonds by the SCORE Facility Public Development Authority among the Member Cities by an affirmative vote of a supermajority (majority plus one) of the of the Member Cities, two (2) of which shall have the highest and the second highest average daily population in the SCORE Facility for the 12-month period ending June 30 of the preceding year. Any costs of the SCORE Facility paid by a Member City pursuant to this section may be reimbursed out of proceeds of Bonds to the extent permitted by law. The Member Cities hereby agree that any net proceeds received from the sale of the property located at 1440 1 16th Avenue Ne,: ~elleyue;W ashingtohand 1412 116th Avenue NE, Bellevue, Washington (estimated to be 'apptoxim~tely $3,180,000) shall be deposited with SCORE and used to finance costs associated with the design, acquisition, construction, improvement and equipping of the SCORE Facility. Section 17. Compliance with Continuine Disclosure Requirements To the extent necessary to meet the conditions of paragraph (d)(2) of United States Securities and Exchange Commission Rule .15c2-12 (the "Rule"), as applicable to a participating underwriter or remarketing agent for Bonds, each Member City will enter into an undertaking in a form acceptable at the time to the participating underwriter or remarketing agent, as the case may be. Section 18. FiJine of Ae.reement Upon execution, this Agreement shall be file~ as required in RCW 39,04.040. Section 19. Severability If any part, paragraph, section or provision of this Agreementis adjudged to be invalid by any court of competent jurisdiction su~h iidjudfcation shan' not affect the validity of any remaining section, part or provision of this' Agreement. 13 Section 20. Execution and Amendment This Agreement shall be executed on behalf of each Member City by its Designated Representative and pursuant to an appropriate motion, resolution or ordinance of each Member City. This Agreement shall be deemed adopted upon the date of execution by the last so Designated Representative. This Agreement may not be effectively amended, changed, modified or altered, except by an instrument in writing duly executed by the Designated Representative of each Member City and pursuant to an appropriate motion, resolution or ordinance of each Member City, so long as such amendment does not materially advers~ly,affect the owners of the Bonds or affect the tax- . ~. ."", l ~ exempt status of the interest paid on the Bondsr If the Bonds' issued by the SCORE Facility Public Development Authority are rated by a rating agency, then no amendment that adds or removes a Member City from this Agreement or revises Section 15 of this Agreement shall be permitted unless the SCORE Facility Public Development Authority has received written confirmation from the rating agency that such amendment will not result in a reduction or withdrawal ofthe rating on the Bonds. If the Bonds are not rated by a rating agency, then no such amendment as described in the preceding sentence will be permitted unless in the opinion of the SCORE Facility Public Development Authority such amendment will not materially adversely affect the owners of the Bonds. Section 21. Third Party Beneficiaries The SCORE Facility Public Development Authority and the holders from time to time of the Bonds shall be third party beneficiaries hereof and the commitments made herein shall be for their further benefit. Section 22. Hold Harmless The parties to this Agreement shall, defend, indemnify anp save one another harmless from any and all claims arising out of the: pet(\>rm,ance of thi~ Agre~ment, except to the extent that the harm complained of arises from ili~ sole !negligence of one or'the participating members, Any loss or liability resulting from the negligent acts errors or omissions of the Administrative Board, Operations Board, Facility Director and or staff, while acting within the scope of their authority under this Agreement shall be borne by SCORE exclusively. .]4 . , Section 23. Counterparts This Agreement may be executed in any number of counterparts, each of whom shall be an original, but those counterparts will constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first written above. By: E::~ By: Denis Law, Mayor .?/.tf//~()09 ATTEST: ~."". t.J~ CITY OF TUKWILA Bonnie. I. Walton, City Clerk CITY OF AUBURN CITY OF DES MOINES By: By: CITY OF FEDERAL WAY CITY OF BURIEN By: CITY OF SEATAC By: By: 15 P:\20358 _ 00\20358 _ OIX Section 23. Counterparts This Agreement may be executed in any number of counterparts, each of whom shall be an original, but those counterparts will constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first written above. CITY OF AUBURN By: CITY OF DES MOINES By: CITY OF FEDERAL WAY By: CITY OF SEAT AC d- ~~~ By: ~~'" ~ " Ity Manager Approved as to Form: ~~/;mhJtv CITY OF RENTON By: CITY OF TUKWILA By: CITY OF BURlEN By: 15 P:120358_OGI20356_0IX Section 23. Counterparts This Agreement may be executed in any number of counterparts, each of whom shall be an original, but those counterparts will constitute one and the same instrument. fN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first written above. CITY OF AUBURN CITY OF RENTON By: CITY OF DES MOINES By: CITY OF TUKWILA By: CITY OF FEDERAL WAY By: CITY OF BURIEN ~~. By: /(,J.e 4,- l,v By: CITY OF SEATAC By: is P:\20358_DGI20358_0IX 'I. : Section 23. Counterparts This Agreement may be executed in any number of counterparts, each of whom shall be an original, but those counterparts will constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year fIrst written above. CITY~ By: ~" ~ ...rt..-- CITY OF RENTON By: CITY OF DES MOINES CITY OF TUKWILA By: By': CITY OF BURIEN CITY OF FEDERAL WAY By: CITY OF SEAT AC By: By: I'.'; 15 P:12035B_DGI20368 _ OIX Section 23. Counterparts This Agreement may be executed in any number of counterparts, each of whom shall be an original, but those counterparts will constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first written above. CITY OF AUBURN CITY OF RENTON By: By: CITY OF DES MOINES CITY OF TUKWILA By: CITY OF FEDERAL WAY 7lW \!3ei;tzv By: Neal Beets, City Manager By: CITY OF BURIEN By: CITY OF SEATAC By: SCORE ILA 15 Section 23. Counterparts This Agreement may be executed in any number of counterparts, each of whom shall be an original, but those counterparts will constitute one and the same instrument. TN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first written above. CITY OF AUBURN CITY OF RENTON By: By: clfy ~4-.H"!J (!r CITY OF FEDERAL WAY By: l05;;t;~ CITY OF BURIEN ; By: CITY OF SEAT AC By: By: . I )5 . Return Address: Penny Bartley Renton Police Department 1 n 55 ~(")lltn Gri1dy 1'\Jay Rpnrnn, WH~hingtnn QRnS7 IIIlllll"'JIII g~l~~01 OF 023 INTERLOCA 64,00 02/25/2009 14:08 KING COUNTY, IJA , '1 Please print or type information WASHINGTON STATE RECORDER'S Cover Sheet (ReW 65,04) Document Title(s) (or transactions contained therein): (all areas applicable to your document mu~t be filled in) I. SCORE Interlocal Agreement 2. 3, 4. -- - Reference Number(s} of Documents assigned or released: Additional reference #'s on page __ of document Grantor(s) Exactly as name(s) appear on document Se.G-~C 'f ec~ \ I. C\.~ ()Q 1\9Jf'1uVl t Au Iov. v-V\ I Wa~ ' \ 2. S)is f\'h;\ (\~.s \' (). 'c. \..v \\ Q O\r,'c:J-. ~ V- \ elf) --I ' Additional names on page _ of document. Grantee(s) Exactly as name(s) appear on document J. VU \0\\"<::... _ , 2. , Additional names on page _ of document. Legal description (abbreviated: i.e. lot, block" plat, or section, township, range) I , Additional legal is on page __ of document. Assessor's Property Tax Parcel/Account Number o Assessor Tax # not yet assigned The Auditor/Recorder will rely on the infonnation provided on this form. The staffwill not read the document to verifV the accuracy or completeness ofthe indexing information Droyided herein. "I am signing below and paying an additional $50 recording fee (as provided in RCW 36.18.010 and referred to as an emergency nonstandard document), because this document does not meet margin and formatting requirements. Furthermore, I hereby understand that the recording process may covel' up or othel'wise obscul'e some part of the text of the original document as a result of this request." Signature of Requesting Party Note to submitter: Do not sign above nor pa)' additional $50 fee if the document meets margin/formatting requirements ,..'