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FEDRAC PKT 5-23-2017 - AMENDED
AMENDED CITY OF -4k Federal Way FINANCE/ECONOMIC DEVELOPMENT/REGIONAL AFFAIRS COMMITTEE [FEDRACI TUESDAY—May 23,2017 FEDERAL WAY CITY HALL 4:30 P.M. AGENDA HYLEBOS ROOM 1. CALL TO ORDER 2. PUBLIC COMMENT: 3. COMMITTEE BUSINESS Page Presenter/ Action or Topic Title/Description # Time Allotted Discussion A. APPROVAL OF SUMMARY MINUTES -APRIL 25,2017 3 R. BUCK ACTION 5 MINUTES 5/23 Committee B. ORDINANCE:ZAYO FRANCHISE ORDINANCE AMENDMENT 7 T.FICHTNER ACTION 10 MINUTES 6/06 First Reading C. ZAYO CONDUIT SPACE LEASE AGREEMENT AMENDMENT 37 T.FICHTNER ACTION 10 MINUTES 6/06 Council Consent D. PAEC MONTHLY REPORT 60 A.ARIWOOLA DISCUSSION 10 MINUTES E. MONTHLY FINANCIAL REPORT- APRIL 2017 63 A.ARIWOOLA ACTION 10 MINUTES 6/06 Council Consent 79 A.ARIWOOLA ACTION F. VOUCHERS—APRIL 2017 5 MINUTES 6/06 Council Consent G. AUTHORIZE PURCHASE OF STAGE DRAPERIES FOR THE WALK- T.YVONNE ACTION PERFORMING ARTS&EVENT CENTER ON 10 MINUTES 6/06 Council Consent AUTHORIZE PURCHASE OF AUDIO VIDEO AND COMMUNICATIONS WALK- T.YVONNE ACTION H. EQUIPMENT FOR THE PERFORMING ARTS&EVENT CENTER ON 10 MINUTES 6/06 Council Consent AUTHORIZE PURCHASE OF PRODUCTION LIGHTING EQUIPMENT WALK- T.YVONNE ACTION I' FOR THE PERFORMING ARTS&EVENT CENTER ON 10 MINUTES 6/06 Council Consent J. UPDATE ON PAEC FFE WALK- T.YVONNEDISCUSSION ON 5 MINUTES K. UPDATE ON PAEC NAMING RIGHTS WALK- T.YVONNE DISCUSSION ON 5 MINUTES L. TOURISM ENHANCEMENT GRANT-CYCLE 2 2017 WALK- T.JOHNSON ACTION ON 10 MINUTES 6/06 Council Consent 4. OTHER: S. FUTURE AGENDA ITEMS: NEXT MEETING: Tuesday,June 27,2017 @ 4:30 City Staff. Dini Duclos, Chair Ade Ariwoola, Finance Director Susan Honda Robyn Buck,Administrative Assistant Martin Moore 253-835-2527 CITY OF Federal Way This page was intentionally left blank. 2 CITY'0i Federal Way City Council Finance/Economic Development/Regional Affairs Committee Tuesday,April 25, 2017 Federal Way City Hall 4:30 p.m. SUMMARY MINUTES Hylebos Conference Room CALL TO ORDER: Committee Chair Duclos called the meeting to order at 4:30 p.m. COMMITTEE MEMBERS IN ATTENDANCE: Councilmember Honda, Councilmember Moore COMMITTEE MEMBER EXCUSED: COUNCILMEMBERS IN ATTENDANCE: Deputy Mayor Burbidge, Councilmember Koppang. STAFF MEMBERS IN ATTENDANCE: Finance Director, Ade Ariwoola; City Attorney, Ryan Call; Deputy Public Works Director/PAEC Project Director, EJ Walsh; PAEC Executive Director, Theresa Yvonne; Accounting Supervisor, Chase Donnelly; Administrative Assistant, Robyn Buck. OTHERS PRESENT: PUBLIC COMMENT: APPROVAL OF SUMMARY MINUTES: Motion to approve the March 28, 2017 minutes as presented; motion seconded and carried 3-0. SUSTAINABLE REVENUE MEETING WITH CHAMBERS: Presented by Committee Chair, Duclos. Mr. Ariwoola and Committee Chair Duclos attended the sustainable revenue meeting with Chambers and it went well. Lakehaven had two Commissioners present at the meeting. They were adamant about not wanting a Utility Tax. There were ideas about working with the community on a LID LIFT. There were also some comments about the Admissions Tax being capped. The next meeting is on Thursday, April 26. Mr. Ariwoola has been asked to present our PAFR to show how we compare with other cities. We currently have the lowest Utility Tax rate. A Levy LID LIFT would not be available for several years. Committee Chair Duclos would like to have a recommendation to take to a Council study session in the fall. Committee Chair Duclos would like to have a lengthier discussion about the possibilities at the next FEDRAC meeting. City Attorney Call will provide information from MRSC regarding lid lifts. Tuesday,April 25, 2017 Page 1 3 CITY'0i Federal Allay No further action. AUTHORIZE FOOD AND BEVERAGE MANAGEMENT AGREEMENT WITH SMG FOOD AND BEVERAGE: Presented by PAEC Executive Director, Theresa Yvonne. The PAEC food and beverage agreement includes a management fee percentage of gross revenues or $50k, whichever is greater. Capital contribution is part of the agreement for kitchen and banquet services and is amortized over 5 years. Motion to forward the bid award for the food and beverage contact to SAVOR to the May 2, 2017 consent agenda for approval; motion seconded and carried 3-0. PAEC AUTHORIZATION TO BID: STAGE DRAPERIES (D): Presented by PAEC Executive Director, Theresa Yvonne. Ms. Yvonne provided a memo that outlined/summarized each of the Authorization to Bid Requests. PAEC AUTHORIZATION TO BID: AUDIO VIDEO AND COMMUNICATIONS EQUIPMENT (E) PAEC AUTHORIZATION TO BID: PRODUCTION LIGHTING EQUIPMENT (F) PAEC AUTHORIZATION TO BID: FACILITY SIGNAGE PACKAGE (G) PAEC AUTHORIZATION TO BID: ORCHESTRA CHAIRS, MUSIC STANDS, AND EQUIPMENT (H) PAEC AUTHORIZATION TO BID: PLATFORMS AND RISER EQUIPMENT (1) PAEC AUTHORIZATION TO BID: FURNITURE (J) PAEC AUTHORIZATION TO BID: SMALL TOOLS AND EQUIPMENT (K) Motion to forward Option 1 for items D-K to the May 2, 2017 consent agenda for approval; motion seconded and carried 3-0. PAEC QUARTERLY REPORT: Presented by Finance Director, Ade Ariwoola. Mr. Ariwoola will provide a monthly report from this point forward. The cash accumulated as of the end of March is $21.82m against the $33.18m. The three items that we need to wrap up are the hotel site, naming rights, Inter-fund New Market bonding. The total of these is $11.28m. The Inter-fund loan was approved for $13m. By the time construction is finished, it is possible to have $6-7m left over from the Inter-fund loan. By Friday we will have borrowed $3.13m from the Inter-fund loan. We will start reporting employment for the section 108 loan as soon as the entire down town construction is complete. No further action. Tuesday,April 25, 2017 Page 2 4 CITY'0i Federal Allay SCORE QUARTERLY REPORT: Presented by Finance Director, Ade Ariwoola. The March 2017 total population is 281. 91 are counted towards the City of Federal Way. We are still doing well in comparison to 2016 despite the fact that the entire system is going up. No further action. MONTHLY FINANCIAL REPORT - MARCH 2017: Presented by Finance Director, Ade Ariwoola. Mr. Ariwoola summarized the Monthly Financial Report for March 2017. Notable areas include: • Dumas Bay — Doing reasonably well and are above 2016 • Sales Tax — Holding steady • REET— We will receive $227k from the sale of The Commons. We received $461k from the sale of the Pavilion Apartments. • Utility Tax — 14% above ytd budget • Fund Balance - reasonably well in all areas The Deputy Mayor would like to know the number of rooms and the frequency of use for Dumas Bay. Motion to forward approval of the March 2017 Monthly Financial Report to the May 2, 2017 consent agenda for approval; motion seconded and carried 3-0. VOUCHERS— MARCH 2017: Presented by Finance Director, Ade Ariwoola. PAEC items are not included in this month, but will be next month. Motion to forward the Vouchers to the May 2, 2017 consent agenda for approval; motion seconded and carried 3-0. OTHER: • Tim Johnson — did not attend, but I distributed the report NEXT MEETING: Tuesday, May 23, 2017 @ 4:30 p.m. MEETING ADJOURNED: 5:45 p.m. Tuesday,April 25, 2017 Page 3 5 CITY OF Federal Way This page was intentionally left blank. 6 COUNCIL MEETING DATE: June 6,2017 ITEM#: CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: ORDINANCE:ZAYO GROUP,L.L.C.FRANCHISE AMENDMENT POLICY QUESTION: Should the City of Federal Way amend the existing Franchise Ordinance#13-738,with Zayo Group,L.L.C.? COMMITTEE: FEDRAC MEETING DATE: May 23,2017 CATEGORY: ❑ Consent ® Ordinance ❑ Public Hearing ❑ City Council Business ❑ Resolution ❑ Other STAFF REPORT BY: Thomas Fichtner, IT Manager DEPT: Information Technology Attachments: Proposed 2nd Amendment to Ordinance 13-738 Ordinance 13-738—original franchise ordinance, Ordinance 14-773 —first amendment to the ordinance, Summary/Background: The City of Federal Way granted a nonexclusive franchise to Zayo Group, L.L.C., to occupy rights-of- way within the City in 2013. The purpose of this amendment is to allow Zayo to request a variance, per Federal Way Revised City Code Section 11.05.080, in order to facilitate installation of aerial facilities in certain areas within the City. Options Considered: 1. Approve the Ordinance and forward to the June 6,2017 City Council meeting for first reading. 2. Modify the Ordinance and forward to the June 6,2017 City Council meeting for first reading. 3. Deny the Ordinance and provide staff with further direction. MAYOR'S RECOMMENDATION: Mayor recommends forwarding Option 1 to the June 6,2017 Council Agenda for first reading. MAYOR APPROVA� Intia[/Date DIRECTOR APPROVAL: s C' ttntiRt .onnc' J'7 InitialR3at iInitial c COMMITTEE RECOMMENDATION:I move to forward the proposed ordinance to First Reading on June 6, 2017. Committee Chair Committee Member Committee Member 7 PROPOSED COUNCIL MOTION(S): 11T READING OF ORDINANCE (DATE): "I move to forward approval of the ordinance to the June 20, 2017 Council Meeting for enactment. " 2ND READING OF ORDINANCE(DATE): "I move approval of the proposed ordinance. " (BELOW TO BE COMPLETED BY CITY CLERKS OFFICE) COUNCIL ACTION: ❑ APPROVED COUNCIL BILL# ❑ DENIED IST reading ❑ TABLED/DEFERRED/NO ACTION Enactment reading ❑ MOVED TO SECOND READING(ordinances only) ORDINANCE# REVISED—11/2016 RESOLUTION# ORDINANCE NO. AN ORDINANCE of the City of Federal Way, Washington, amending the nonexclusive franchise granted to Zayo Group, LLC, to occupy rights-of-way of the City of Federal Way, Washington,within the specified franchise area for the purposes of installing fiber optic network within and through the City of Federal Way(Amending Ordinance Nos.13-738 and No.14-773). WHEREAS,Zayo Group,LLC("Zayo")is the owner of a fiber optic network located within specific public rights-of-way throughout the City of Federal Way("the Franchise Area"); and WHEREAS, on February 19, 2013 the City adopted Ordinance No. 13-738 granting Zayo a franchise for the installation of fiber optic within the Franchise Area; and WHEREAS, Zayo has negotiated a Conduit Space Lease Agreement with the City for installation of additional fiber optic cables that will directly benefit the residents of Federal Way;and WHEREAS, on September 2, 2014 the City adopted Ordinance No. 14-773 modifying Section 2 of Ordinance No. 13-738 to extend the term of the Franchise to coincide with the term of the Conduit Space Lease Agreement; WHEREAS, Zayo and the City wish to amend the franchise adopted in Ordinance No. 13- 738 and modified by Ordinance No. 14-773 to add language to Section 5 regarding variance procedures; WHEREAS,the City Council of Federal Way finds that it is in the public interest to amend such franchise; and Ordinance No. 17- Page I of S 9 WHEREAS, RCW 35A.47.040 permits the City of Federal Way to grant nonexclusive franchises for the use of public streets, bridges or other public ways for, inter alia, conduits,wires and appurtenances for transmission of signals and other methods of communications; and WHEREAS, in granting such a nonexclusive franchise, the City of Federal Way reserves such other powers and authorities granted to Washington code cities by general law; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1. Amendment of Franchise Contained in Ordinance No. 13-738. A. Section 5.1 of Ordinance No. 13-738,as previously modified by Ordinance No. 14-773,is hereby amended as follows: 5.1 Location. The Facilities permitted by this Franchise shall be installed underground,except as approved per the Variance Procedures established in Section 11.05.080 of the Federal Way Revised Code FWRC . The location of the Facilities, including any underground Facilities and appurtenances, their depths below surface of ground or grade of a right-of-way,and any related existing equipment (such as cellular antennae) to which the Facilities are connected shall be depicted on a map and submitted to the City within thirty(3 0)days of the installation of the Facilities.Upon written request of the City, Franchisee shall update such map to reflect actual or anticipated improvements to the system.Any such map(or update thereof)so submitted shall be for informational purposes only and shall not obligate Franchisee to undertake any specific improvements, nor shall such map be construed as a proposal to undertake any specific improvements. Ordinance No. 17- Page 2 of 5 10 Section 2. Remainder of Franchise Ordinance Unaffected. Except as amended in Section 1 above, the remainder of Ordinance No. 13-738, as modified by Ordinance No. 14-773, shall be unaffected,and its provisions shall remain in full force and effect. Section 3. Severability.Should any section,subsection,paragraph,sentence,clause,or phrase of this chapter, or its application to any person or situation, be declared unconstitutional or invalid for any reason, such decision shall not affect the validity of the remaining portions of this chapter or its application to any other person or situation. The City Council of the City of Federal Way hereby declares that it would have adopted this chapter and each section,subsection,sentence, clauses,phrase,or portion thereof,irrespective of the fact that any one or more sections,subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. Section 4. Corrections.The City Clerk and the codifiers of this ordinance are authorized to make necessary corrections to this ordinance including, but not limited to, the correction of scrivener/clerical errors, references, ordinance numbering, section/subsection numbers and any references thereto. Section 5. Ratification.Any act consistent with the authority and prior to the effective date of this ordinance is hereby ratified and affirmed. Section 6. Effective Date. This ordinance shall take effect and be in force thirty (30) days from and after its passage and publication, as provided by law. PASSED by the City Council of the City of Federal Way this day of ) 2017. Signature page follows. Ordinance No. 17- Page 3 of S 11 CITY OF FEDERAL WAY MAYOR, JIM FERRELL ATTEST: CITY CLERK, STEPHANIE COURTNEY, CMC APPROVED AS TO FORM: CITY ATTORNEY, J. RYAN CALL FILED WITH THE CITY CLERK: PASSED BY THE CITY COUNCIL: PUBLISHED: EFFECTIVE DATE: ORDINANCE NO. Ordinance No. 17- Page 4 of S 12 ACCEPTANCE: The undersigned hereby accepts all the rights and privileges of the Franchise as amended above,and acknowledges that such rights and privileges are subj ect to and limited by all of the terms, conditions and obligations contained above and in Ordinance No. 13-738. DATED this day of , 2014. By: Its: Ordinance No. 17- Page 5 of 5 13 ORDINANCE NO. 13-738 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, GRANTING ZAYO GROUP,LLC,A NONEXCLUSIVE FRANCHISE TO OCCUPY RIGHTS-OF-WAY OF THE CITY OF FEDERAL WAY, WASHINGTON, WITHIN THE SPECIFIED FRANCHISE AREA FOR THE PURPOSES OF INSTALLING FIBER OPTIC NETWORK WITHIN AND THROUGH THE CITY OF FEDERAL WAY. WHEREAS,Zayo Group,LLC("Zayo")has requested a franchise from the City of Federal Way, in order to install and maintain fiber optic network in the public rights-of-way; and WHEREAS, the City Council of Federal Way finds that it is in the public interest to grant such a franchise,which will specify the rights and duties of Zayo; and WHEREAS, RCW 35A.47.040 permits the City of Federal Way to grant nonexclusive franchises for the use of public streets,bridges or other public ways for, inter alia, conduits,wires and appurtenances for transmission of signals and other methods of communications; and WHEREAS, in granting such a nonexclusive franchise, the City of Federal Way reserves such other powers and authorities granted to Washington code cities by general law; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS: Section 1. Definitions Where used in this Franchise the following terms shall be defined as follows: 1.1 "City"means the City of Federal Way,Washington, a municipal corporation of the State of Washington, and its respective successors and assigns. Ordinance No. 13-738 Page I of 23 14 1.2 "Council"means the City of Federal Way Council acting in its official capacity. 1.3 "Director"means the Public Works Director,or designee,of the City of Federal Way Public Works Department. 1.4 "Facilities"means Franchisee's equipment to be located within the public right-of- way. 1.5 "FWRC"means the Federal Way Revised Code. 1.6 "Franchise Area"means only that portion of the City public rights-of-way located in the City of Federal Way and shown in Exhibit A attached hereto,and/or any other areas approved by the Federal Way City Council and incorporated into this Ordinance via amendment. 1.7 "Franchisee"means Zayo Group, LLC, and its respective successors and assigns if consented to by the City of Federal Way as provided in Section 24 herein. Section 2. Grant/Acceptance 2.1 Grant of Franchise. The City hereby grants to Franchisee the nonexclusive right to enter upon the Franchise Area for the limited purpose of constructing,excavating,installing,maintaining,restoring,and repairing Facilities within the Franchise Area.This franchise is specifically limited to the right for Franchisee to install Facilities owned and operated by Franchisee. This franchise does not permit Franchisee to lease,rent,or otherwise allow use of conduits, space or capacity provided by the Facilities to other third-party telecommunications providers,and Franchisee covenants and agrees that it will not do so. 2.2 The Franchise may not, in the ordinary course of its business lease or sublease a portion of the Facilities(i.e.,the physical equipment)to other entities until the lessee or sublessee has first obtained a franchise from the City. This provision shall not apply to Franchisee's potential lease of its Ordinance No. 13-738 Page 2 of 23 15 broadband capacity. Franchisee shall at all times retain exclusive control over the Facilities and shall remain responsible for locating,servicing,repairing,relocating,removing or controlling the leased or subleased facilities. 2.3 Franchisee may not provide cable television or open video system services,unless it first obtains a cable television franchise or open video system franchise or agreement from the City. 2.4 Acceptance by Franchisee. Franchisee shall have no rights under this Franchise, nor shall Franchisee be bound by the terms and conditions of this Franchise,unless Franchisee shall,within sixty(60)days after the effective date of this Franchise,file with the City its written acceptance of this Franchise and all of its terms and conditions. Section 3. Non-Franchise Area City Property This Franchise does not and shall not convey any right to Franchisee to install its Facilities on,under,over,across,or to otherwise use City-owned or leased properties of any kind outside the Franchise Area, or to install Facilities on, under, over, across or otherwise use any City owned or leased property within the Franchise Area other than public roads, streets, avenues, alleys and highways. Section 4. Term Subject to Franchisee filing its acceptance pursuant to Subsection 2.2, the term of this Franchise shall be for a period of ten(10)years commencing on the effective date of this Franchise (Term"),unless terminated earlier pursuant to this Franchise or other applicable law. Section 5. Location of Facilities 5.1 Location. The Facilities permitted by this Franchise shall be installed underground. The location of the Facilities,including any underground Facilities and appurtenances,their depths Ordinance No. 13-738 Page 3 of 23 16 below surface of ground or grade of a right-of-way, and any related existing equipment (such as cellular antennae)to which the Facilities are connected shall be depicted on a map and submitted to the City within thirty(30)days of the installation of the Facilities. Upon written request of the City, Franchisee shall update such map to reflect actual or anticipated improvements to the system. Any such map (or update thereof) so submitted shall be for informational purposes only and shall not obligate Franchisee to undertake any specific improvements,nor shall such map be construed as a proposal to undertake any specific improvements. 5.2 GIS Data.At such time as Franchisee develops or employs Geographic Information System ("GIS") technology, Franchisee shall submit the information required in Subsection 5.1 above in digital GIS format, showing the location of its Facilities within the Franchise Area. 5.3 Design Markings. In the event the City desires to design new streets or intersections, renovate existing streets, or make any other public improvements, Franchisee shall at the City of Federal Way's reasonable request,provide the location of Franchisee's underground Facilities within the Franchise Area by either field markings or by locating the Facilities on the City's design drawings, and shall provide all other reasonable cooperation and assistance to the City. Section 6. Noninterference of Facilities Franchisee agrees to maintain its Facilities and perform any and all activities authorized by this Franchise: (1) so as not to unreasonably interfere with the free passage of traffic; (2) in accordance with the laws of the State of Washington and City Code requirements, franchise provisions, regulations, resolutions and rules, as now existing or as hereafter amended; and(3)as required by the Director. This requirement applies whether or not the work is performed by the Franchisee, its agents, employees, subcontractors, or other third parties at Franchisee's direction. Ordinance No. 13-738 Page 4 of 23 17 Section 7. Requirement to Obtain Permits 7.1 Permits and Permit Applications. Franchisee shall,at its expense,obtain all permits,(including rights-of-way permits),and pay all permit fees required by applicable City ordinances, regulations, resolutions and rules prior to commencing any work within the Franchise Area. Franchisee permit applications shall show the position and location of the proposed facilities to be constructed, laid, installed, or erected at that time, show their relative position to existing rights-of-way or property lines upon prints drawn to scale, designate rights-of-way by their names and improvements, such as, but not limited to, sidewalks,curbs,gutters,shoulders of roadway,ditches,paved roadways,roadways to property lines, turnouts, parking strips, telephone or electric distribution poles, and water pipes existing on the ground to be occupied,or as required by the Director. The Franchisee shall specify the class and type of materials to be used,equipment to be used,and mode of safeguarding and facilitating the public traffic during construction. Materials and equipment shall be in new or like-new condition for its type and kind. The manner of excavation, construction, installation, backfill, and temporary structures such as,but not limited to,traffic turnouts and road obstructions shall meet the standards of the FWRC and be satisfactory to the Director. All traffic control shall be in accordance with the right-of-way permit,and shall be in accordance with the Manual on Uniform Traffic Control Devices (MUTCD). The Franchisee shall indicate on any permit application the time needed to complete the work. The time needed to complete the work is subject to approval by the City as a condition of the issuance of the permit or approval. 7.2 Emergency Exception to Permit Requirement. In the event of an emergency in which Franchisee's Facilities within the Franchise Area are in Ordinance No. 13-738 Page S of 23 18 a condition as to immediately endanger the property, life, health or safety of any individual, Franchisee may take action immediately to correct the dangerous condition without first obtaining any required permit so long as:(1)Franchisee informs the City of nature and extent of the emergency,and the work to be performed,prior to commencing the work;and(2)such permit is obtained by Franchisee as soon as practicable following cessation of the emergency. Section 8. Standard of Performance The Franchisee shall not excavate for a distance of more than one hundred feet(100)without immediately backfilling and compacting to surface grade and city standards. Backfilled trench areas within a driving lane must be patched,either temporarily or permanently,before the end of the work day in which they have been opened. Trench areas within the right-of-way,but not with in a driving lane,must also be patched within the time limits specified by the City on the right-of-way use permit. Final surface restoration shall be completed within thirty(30) days and shall be equal to or better than the surface condition prior to permit issuance. Any asphalt overlay completed within the Franchise Area during the five (5) year-period immediately prior to the date of permit application shall not be open cut by Franchisee unless required by an emergency and subject to the provisions of Subsection 7.2 above. Franchisee shall install new asphalt overlay on any street that is open cut,whether in an emergency or otherwise,for a minimum of one(1)block(approximately 500 feet)in length in both directions from the open cut, unless determined otherwise by the Director. Within fifteen(15)days of completion of any installation of Franchisee's Facilities within the Franchise Area,Franchisee shall submit to the Director plans, stamped by a Professional Engineer licensed by the State of Washington, showing the "as-built" location of the Facilities. Ordinance No. 13-738 Page 6 of 23 19 Section 9. Survey Markers and Monuments Franchisee shall,using a licensed surveyor,immediately replace all markers or monuments disturbed during any work by Franchisee within the Franchise Area. Franchisee shall pay all costs associated with such lost, destroyed or disturbed monuments or markers. Section 10. Surface Markings/Stakes Prior to Franchisee commencing any excavation work within the Franchise Area,Franchisee shall reference all monuments and markers relating to subdivisions, plats, highways, and other surveys. The reference points shall be located so that they shall not be disturbed during the Franchisee's operations under this Franchise. The method of referencing these monuments or other points shall be approved by the City before placement. The construction shall be made as expeditiously as conditions permit, and as directed by the City. The cost of monuments or other markers lost, destroyed, or disturbed, and the expense of replacement of the monuments, shall be borne solely by the Franchisee. A complete set of reference notes for monuments and other ties shall be filed with the City. Section 11. Right of City to Complete Work In the event Franchisee fails to comply with any applicable federal, state or City laws, ordinances, rules, regulations or standards or with any of the terms of this Franchise, and such noncompliance continues for a period of ten(10)days after Franchisee receives written notice from the City regarding the noncompliance, the City may, but in no event is the City obligated to, order any work completed, including without limitation Franchisee's obligation to repair pursuant to Section 13 herein and Franchisee's obligation to remove or relocate facilities pursuant to Section 12 herein. If the City causes such work to be done by its own employees or by any person or entity Ordinance No. 13-738 Page 7 of 23 20 other than Franchisee,Franchisee shall,upon the City's written request,immediately reimburse the City for all reasonable costs and expenses incurred by the City in having such work performed, which costs may include the City's reasonable overhead expenses and attorneys fees. However,the City shall not have any electrical work accomplished by any person or entity other than Franchisee or a qualified and licensed electrical contractor. Section 12. Required Relocation of Facilities 12.1 City Reservation of Rights. The City reserves the right to use,occupy and enjoy all or any part of the Franchise Area,either above,below,or adjacent to the Facilities,for any purpose that is not inconsistent with the terms and conditions of this Franchise. The rights reserved herein include,without limitation,the construction,installation,and/or maintenance of any electrical,water, sewer or storm drainage line,traffic signals,street lights,trees,landscaping,bicycle paths and lanes, equestrian trails,sidewalks,other pedestrian amenities,and other public street improvement projects. This Franchise is not an exclusive Franchise shall not be construed to in any manner prohibit the City from granting other and further Franchises in,under,over, upon, and along the Franchise Area,nor from exercising such other powers and authorities granted to the City by the Washington State Constitution and general law. 12.2 City's Duties. In the event the City undertakes any work, including necessary maintenance within a right-of-way in which Franchisee's facilities are located, and such work necessitates the relocation of Franchisee's then existing Facilities within the Franchise Area,the City shall: (a) Provide written notice of the required relocation to Franchisee within a reasonable time prior to the commencement of such City work; and Ordinance No. 13-738 Page 8 of 23 21 (b) Provide Franchisee with copies of pertinent portions of the City's plans and specifications so that Franchisee may relocate its Facilities to accommodate the City work Nothing in this section shall be construed as to relieve Franchisee of its duty and obligation to relocate its Facilities, at Franchisee's sole cost, for any improvement project undertaken by, or on behalf of, the City in the interest of public health, safety, welfare, necessity or convenience, as adjudged in the sole discretion of the City. 12.3 Franchisee's Duties. Within thirty (30) days of receipt of the City notice under Subsection 12.2(a) requiring relocation and receipt of the plans and specifications pursuant to Subsection 12.2(b),Franchisee shall raise,lower,or move such Facilities within the Franchise Area at its sole cost and expense to the location or position directed by the City, to cause the least interference with the improvement,repair,or alteration contemplated by the City and to conform to such new grades as may be established. If the City improves a right-of-way,Franchisee shall,at its sole cost and expense,upon receipt of notice,replace the Facilities located in the improved subgrade of the improvement with substitute Facilities conforming to the specifications for the improvement of the right-of-way. Section 13. Damage Repair In case of damage by the Franchisee, its agents or employees or by the Facilities of the Franchisee to rights-of-way,or to public and private improvements within or adjacent to rights-of- way,the Franchisee agrees to repair the damage at its own cost and expense. The Franchisee shall, upon discovery of any such damage,immediately notify the City. The City will inspect the damage, and set a time limit for completion of the repair. If the City discovers damage caused by the Franchisee to rights-of-way,or to public and private improvements within or adjacent to rights-of- Ordinance No. 13-738 Page 9 of 23 22 way, the City shall give the Franchisee notice of the damage and set a time limit in which the Franchisee must repair the damage. In the event the Franchisee does not repair a right-of-way or an improvement as required in this section, the City may repair the damage pursuant to Section 11 of this Agreement. Section 14. Default 14.1 Notice of Default. In addition to other remedies set forth herein, if Franchisee shall fail to comply with any of the provisions of this Franchise,the City may serve a written notice to Franchisee ordering such compliance and Franchisee shall have sixty(60)days from the receipt of such notice in which to comply. 14.2 Revocation of Franchise.If Franchisee is not in compliance with this Franchise after the expiration of the sixty (60) day period, the City may, by resolution, declare the franchise immediately revoked. Section 15. Limited Rights This Franchise is intended to convey only a limited right and interest to Franchisee in the Franchise Area. This Franchise is not a warranty of title or conveyance of any ownership interest in or to the Franchise Area to Franchisee. Section 16. Eminent Domain The existence of this Franchise shall not preclude the City from acquiring by condemnation, in accordance with applicable law,all or a portion of Franchisees Facilities within the Franchise Area for the fair market value thereof. In determining the value of such Facilities, no value shall be attributed to the right to occupy the Area conferred by this Franchise. Ordinance No. 13-738 Page 10 of 23 23 Section 17. Vacation If at any time the City,by ordinance,vacates all or any portion of the Franchise Area,the City will not be liable for any damages or loss to the Franchisee by reason of such vacation.The City shall notify Franchisee in writing not less than 30 days before vacating all or any portion of the Franchise Area. The City may,after thirty(30)days written notice to Franchisee,terminate this Franchise with respect to any such vacated area. Section 18. Compliance with Laws 18.1 General. Franchisee shall comply with all applicable federal, state and City laws, franchises,resolutions,regulations,standards,policies and procedures,as now existing or hereafter amended or adopted, including without limitation the State Environmental Policy Act; provided, however,that if any term or condition of this Franchise and any term or condition of any City law, code, franchise, resolution, regulation, standard,procedure,permit or approval are in conflict, the term or condition of this Franchise will control. 18.2 Future City of Federal Way Regulation. Franchisee acknowledges that the City may develop rules,regulations,ordinances and specifications for the use of the right-of-way which shall govern Franchisee's Facilities and activities hereunder as if they were in effect at the time this Franchise was executed by the City and Franchisee covenants and agrees to be bound by same. Section 19. Guarantee Franchisee shall guarantee work completed by the Franchisee under this Franchise for a period of 10 years against settlement or repair. Ordinance No. 13-738 Page 11 of 23 24 Section 20. Charge for Administrative Costs Franchisee agrees to pay a fee or a charge of One Thousand and No/100 Dollars($1,000.00) to recover the administrative expenses incurred by the City that are directly related to preparing and approving this Franchise.Nothing herein shall preclude the City from charging administrative fees or recovering any administrative costs incurred by the City in the approval of permits or in the supervision,inspection or examination of all work by Franchisee in the Franchise Area as prescribed in accordance with applicable provisions of the Federal Way Revised Code. Section 21. Indemnification Franchisee agrees to indemnify and hold harmless and defend the City,its elected officials, officers, employees,agents, and volunteers from any and all claims, demands, losses, actions and liabilities(including costs and all attorney fees)to or by any and all persons or entities, including, without limitation,their respective agents,licensees,or representatives,arising from,resulting from, or connected with this Franchise to the extent caused in part or in whole by the acts, errors or omissions of the Franchisee, its officers, partners, shareholders, agents, employees, or by the Franchisee's breach of any provisions of this Franchise;provided,however,that this section shall not be construed as requiring Franchisee to indemnify,hold harmless or defend the City against claims or damages arising from the negligence of the City, its agents or employees. In the event any claim, demand, suit or action is commenced against the City that gives rise to Franchisee's obligation pursuant to this Section 21,the City shall promptly notify Franchisee thereof.Franchisee's selection of an attorney to defend any such claim, demand, suit or action shall be subject to the City's approval,which shall not be unreasonably withheld. Franchisee shall not settle or compromise any such suit or action except with prior written consent of the City,which shall not be unreasonably Ordinance No. 13-738 Page 12 of 23 25 withheld. The City shall have the right at all times to participate through its own attorney in any suit or action which arises pursuant to this Franchise when the City determines that such participation is required to protect the interest of the City or the public. In the event it is determined that RCW 4.24.115 applies to this Franchise, Franchisee agrees to defend, hold harmless and indemnify the City to the maximum extent permitted thereunder,to the full extent of Franchisee's negligence. Section 22. Insurance 22.1 Minimum Limits. The Franchisee agrees to carry as a minimum, the following insurance, in such forms and with such carriers as are satisfactory to the City. (a) Workers compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; (b) Commercial general liability insurance with combined single limits of liability not less than $5,000,000 for bodily injury, including personal injury or death, products liability, contractual coverage, operations, explosion, collapse, underground and property damage; and (c) Automobile liability insurance with combined single limits of liability not less than$5,000,000 for bodily injury,including personal injury or death and property damage. 22.2 Mandatory Insurance Provisions.The comprehensive general liability insurance and automobile liability insurance policies shall be endorsed to contain the following provisions: (a) The City, its officers, elected officials, employees,and volunteers are to be named as additional insured; (b) Coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability; Ordinance No. 13-738 Page 13 of 23 26 Coverage shall not be suspended,canceled,modified or reduced except after thirty(30)days prior written notice to the City delivered by certified mail, return receipt requested; and Coverage shall be primary as to the City, its officers, officials, employees and volunteers. Any insurance or self-insurance by the City, its officers, officials, employees or volunteers shall be in excess of Franchisee's required insurance. 22.3 Verification of Coverage. Franchisee shall furnish the City with certificates of insurance and original endorsements evidencing the coverages required by this Section. The certificates and endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf and must be received and approved by the City prior to the commencement of any work. At the City's request, Franchisee shall deliver certified copies of all required insurance policies. Section 23. Bond Before commencing work within the City, the Franchisee shall post a bond in the form attached as Exhibit B and in the amount of$100,000 to guarantee performance of the construction, performance,maintenance or repair in accordance with any permits required and with any provisions of this franchise. Procedures for submission and release of the bond shall be as provided by City Code. In the event that the Franchisee fails to perform as required herein or by any permits required, the City may perform the work as provided herein,and may have recourse to the bond in addition to or in lieu of the remedies provided herein,at the City's sole discretion. Franchisee shall be entitled to return of the bond,or portion thereof,as remains sixty(60)days after the expiration of the term of the Franchise, provided the City has not notified Franchisee of any actual or potential damages incurred as a result of Franchisee's operations pursuant to the Franchise or as a result of default thereunder. Ordinance No. 13-738 Page 14 of 23 27 Section 24. General Provisions 24.1 Entire Agreement. This Franchise contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Franchise and no prior agreements or understandings pertaining to any such matters shall be effective for any purpose. 24.2 Modification.No provision of this Franchise may be amended or added to except by agreement in writing signed by both of the Parties. 24.3 Assignment. Franchisee shall not have the right to transfer or assign,in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the City. Any assignee shall,within thirty(30)days of the date of any approved assignment,file written notice of the assignment with the City together with its written acceptance of all terms and conditions of this Franchise.Notwithstanding the foregoing,Franchisee shall have the right,without such notice or such written contest,to mortgage its rights,benefits and privileges in and under this Franchise to the Trustee for its bondholders, and to assign to an affiliate as part of a corporate reorganization. 24.4 Attorney Fees. In the event the City or the Franchisee defaults on the performance of any terms in this Franchise,and the Franchisee or the City places the enforcement of the Franchise or any part thereof or for the collection of any monies due,or to become due hereunder,in the hands of an attorney, or files suit upon the same, the prevailing party shall be entitled to an award of all reasonable attorneys' fees, costs and expenses. The venue for any dispute related to this Franchise shall be King County, Washington. 24.5 No Waiver.Failure of either party to declare any breach or default by the other party immediately upon the occurrence thereof,or delay in taking any action in connection therewith,shall not waive such breach or default, but such party shall have the right to declare any such breach or Ordinance No. 13-738 Page 15 of 23 28 default at any time.Failure of either party to declare one breach or default does not act as a waiver of such parry's right to declare another breach or default. 24.6 Governing Law. This Franchise shall be made in and shall be governed by and interpreted in accordance with the laws of the State of Washington. 24.7 Authoriiy. Each individual executing this Franchise on behalf of the City and Franchisee represents and warrants that such individual is duly authorized to execute and deliver this Franchise on behalf of the Franchisee or the City. 24.8 Notices.Any notices required to be given by the City to Franchisee or by Franchisee to the City shall be delivered to the parties at the following addresses: Franchisee: City: Zayo Group, LLC City of Federal Way 400 Centennial Pkwy Attn: City Attorney Suite 200 33325 8th Avenue South Louisville, CO 98117 Federal Way, WA 98003 Attn: General Counsel, ZFTI Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail,postage prepaid,to the address set forth herein. Any notice so posted in the United States mail shall be deemed received three(3)days after the date of mailing. 24.9 Captions. The respective captions of the sections of this Franchise are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect in any respect any of the provisions of this Franchise. 24.10 Remedies Cumulative.Any remedies provided for under the terms of this Franchise are not intended to be exclusive but shall be cumulative with all other remedies available to the City at law, in equity or by statute. Ordinance No. 13-738 Page 16 of 23 29 Section 25. Severability If any section, sentence, clause, or phrase of this Franchise should be held to be invalid or unconstitutional by a court of competent jurisdiction,such invalidity or unconstitutionality shall not affect the validity or constitutionality of any other section, sentence, clause or phrase of this Franchise. Section 26. Ratification Any act consistent with the authority and prior to the effective date of this Franchise is hereby ratified and affirmed. Section 27. Effective Date This Franchise shall take effect and be in full force thirty (30) days after its passage and publication, according to law(see Effective Date below). PASSED by the City Council of the City of Federal Way this 19th day of February, 2013. CITY OF EDERAL WAY '000 MAYOR, SkIP PRIEST ATTEST: ow U 0 01A CITY CLERK,CAROL CNEIL Y, CMC AP OVED AST ORM: FOR- CITY AT EY, PATRICIA A. CHARDSON Ordinance No. 13-738 Page 17 of 23 30 FILED WITH THE CITY CLERK: 1-29-2013 PASSED BY THE CITY COUNCIL:2-19-2013 PUBLISHED: 2-22-2013 EFFECTIVE DATE: 3-25-2013 ORDINANCE NO. 13-738 Ordinance No. 13-738 Page 18 of 23 31 ACCEPTANCE: The undersigned hereby accepts all the rights and privileges of the above granted License and acknowledges that such rights and privileges are subject to and limited by all of the terms,conditions and obligations contained therein. DATED this day of ,2013. By: Its: Ordinance No. 13-738 Page 19 of 23 32 Map Date:1!<2013 City of City of Federal"lay 33325 8h Ave S ZAYO FRANCHSE AREA FederalNay,Na.98003 Federal Way fP)253-835-7000 ON)vnx[dtyoffederalvey.com I I' I Exhibit A +' kart _,S 214edJ1 r I � 3 298t h 31 _ 9• _I j 3 304t h St._ ! I e ads +`r A� .. '., aa� 11� ^�.•II teas 3W312th Sl _'- --r IIS 312th StSW 320t 3261 hat SYV 320th St _ S 324th st `x Teed No it hew Phry ---..1•y II �x;orna-- A�'• -__ SW ca rte 3 336t h9t Ip y .I l `Nti T ! 3 348thai Q 'o �'lti 0 41 -14, 1 a i • , A r SW 3561 h St 41 oe 9Y� _.4 J• B y Legend L _I FRANCHISE AREA CfTY OF VICINITY MAP This map is intended for use Federal wa 0 0.5 1 as a graphical representation- A y Miles The City of Federal Way makes N no warranty as to its accuracy. L11.Is s1DWGlPUBLVKSISTREETSV+RCLIAPIZAYO.mxd Ordinance No. 13-738 Page 20 of 23 33 EXHIBIT B CITY OF FEDERAL WAY PERFORMANCE BOND FOR RIGHT OF WAY FRANCHISE AGREEMENT KNOW ALL PEOPLE BY THESE PRESENTS: We,the undersigned Zayo,("Principal")and ,the undersigned corporation organized and existing under the laws of the State of and legally doing business in the State of Washington as a surety("Surety"),are held and firmly bound unto the City of Federal Way, a Washington municipal corporation, ("City") in the penal sum of One Hundred Thousand Dollars and no/100($100,000.00)for the payment of which we firmly bind ourselves and our legal representatives,heirs, successors and assigns,jointly and severally. This obligation is entered into pursuant to the statutes of the State of Washington and the ordinances, regulations, standards and policies of the City, as now existing or hereafter amended or adopted. The Principal has entered into an Agreement with the City dated to occupy rights-of- way of the City of Federal Way,Washington within the specified Franchise Area for the purposes of installation, operation, maintenance and repair of its Fiber Optic fixtures and related equipment, cables,accessories and improvements in a portion of the rights-of-way within and through the City of Federal Way. NOW, THEREFORE, if the Principal shall perform all the provisions of the Agreement in the manner and within the time period prescribed by the City, or within such extensions of time as may be granted under the Agreement, and shall pay all laborers, mechanics, subcontractors and material men or women, and all persons who shall supply the Principal or subcontractors with provisions and supplies for the carrying on of said work, and shall hold the City,their officials, agents, employees and volunteers harmless from any loss or damage occasioned to any person or property by reason of any carelessness or negligence on the part of the Principal, or any subcontractor in the performance of said work, and shall indemnify and hold the City harmless from any damage or expense by reason of failure of performance as specified in the Agreement, or from defects appearing or developing in the material or workmanship provided or performed under the Agreement within the period not less than the term of the Agreement. And the Surety,for value received,hereby further stipulates and agrees that no change,extension of time,alteration or addition to the terms of the Agreement or to the work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligation on this bond,and it does hereby waive notice of any change,extension of time,alterations or additions to the terms of the Agreement or to the Work. Ordinance No. 13-738 Page 21 of 23 34 Within forty-five (45) days of receiving notice that the Principal has defaulted on all or part of the terms of the Agreement,the Surety shall make a written commitment to the City that it will either: (a) cure the default itself within a reasonable time period, or (b) tender to the City, the amount necessary for the City to remedy the default, including legal fees incurred by the City,or(c) in the event that Surety's evaluation of the dispute is not complete or in the event the Surety disputes the City's claim of default, the Surety shall notify the City of its finding and its intent, if any, to interplead. The Surety shall then fulfill its obligations under this bond,according to the option it has elected. Should Surety elect option (a) to cure the default, the penal sum of the Bond shall be reduced in an amount equal to the costs actually incurred by the Surety in curing the default. If the Surety elects option(b),then upon completion of the necessary work,the City shall notify the Surety of its actual costs. The City shall return,without interest,any overpayment made by the Surety and the Surety shall pay to the City any actual costs which exceed the City estimate,limited to the bond amount. Should the Surety elect option (c), the Parties shall first complete participation in mediation, described in the below paragraph,prior to any interplead action. In the event a dispute should arise between the Parties to this Bond with respect to the City's declaration of default by the Principal, the Parties agree to participate in at least four hours of mediation in accordance with the mediation procedures of United States Arbitration and Mediation ("USA&M"). The Parties shall proportionately share in the cost of the mediation. The mediation shall be administered by the Seattle USA&M office, 4300 Two Union Square, 601 Union Street, Seattle, Washington 98101-2327. The Surety shall not interplead prior to completion of the mediation. DATED this day of , 20_. COMPANY NAME By: (Name of Person Executing Bond) Its: (Title) (Address) (Phone) Ordinance No. 13-738 Page 22 of 23 35 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day personally appeared before me , to me known to be the of that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company,for the uses and purposes therein mentioned,and on oath stated that he/she was authorized to execute said instrument. GIVEN my hand and official seal this day of 920 . (typed/printed name of notary) Notary Public in and for the State of Washington. My commission expires CORPORATE SEAL OF SURETY: SURETY By: Attorney-in-Fact (Attach Power of Attorney) (Name of Person Executing Bond) (Address) (Phone) APPROVED AS TO FORM: Patricia A. Richardson, City Attorney Ordinance No. 13-738 Page 23 of 23 36 COUNCIL MEETING DATE: June 6,2017 ITEM#: CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT:AMENDMENT 1 TO THE ZAYO GROUP,L.L.C.CONDUIT LEASE AGREEMENT POLICY QUESTION: Should the City of Federal Way approve Amendment 1 to the existing Conduit Space Lease Agreement with Zayo Group,L.L.C.? COMMITTEE: FEDRAC MEETING DATE: May 23,2017 CATEGORY: ® Consent F-1 Ordinance ❑ Public Hearing ❑ City Council Business Ll Resolution ❑ Other STAFF REPORT BY: Thomas FichtnerDEPT: Information Technology Attachments: 1. Background Memorandum to the Finance, Economic Development and Regional Affairs Committee dated May 16, 2017. 2. Amendment 1 to Conduit Space Lease Agreement to be provided at tneeting. 3. Existing Conduit Space Lease Agreement(AG 14-136) Options Considered: 1. Approve the Mayor's recommendation and forward to the Council Consent Agenda on June 6, 2017. 2. Deny approval of the Mayor's recommendation and provide staff with further direction. MAYOR'S RECOMMENDATION: Mayor recommends forwarding Amendment 1 to the existing Conduit Space Lease Agreement with Za o Group, L.L.C.to the June 6, 2017 Council Consent Agenda. MAYOR APPROVAL: DIRECTOR APPROVAL: 77T Coi niece .nun � nitialll7atie Initial/Date I n i tial/Date COMMITTEE RECOMMENDATION: I move to forward the proposed Agreement to the June 6, 2017 consent agenda for approval. Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: '7 move approval of Amendment I to the existing Conduit Space Lease Agreement with Zayo Group, L.L.C. (AG 14-136), and authorize the Mayor to sign said agreement." _ (BELOW TO BE COMPLETED BY CITY CLERKS OFFICE) COUNCIL ACTION: ❑ APPROVED COUNCIL BILL# ❑ DENIED 1ST reading ❑ TABLED/DEFERRED/NO ACTION Enactment reading ❑ MOVED TO SECOND READING(ordinances only) ORDINANCE# REVISED—11/2016 RESOLUTION# 37 CITY OF FEDERAL WAY MEMORANDUM TO: FINANCE,ECONOMIC DEVELOPMENT,AND REGIONAL AFFAIRS COMMITTEE VIA: JIM FERRELL,MAYOR FROM: THOMAS FICH NER,IT MANAGER SUBJECT: ZAYO GROUP,L.L.C.,AMENDMENT 1 TO CONDUIT SPACE LEASE AGREEMENT DATE: MAY 16,2017 BACKGROUND In 2014,the City of Federal Way entered into a Conduit Space Lease agreement(AG# 14- 136)with Zayo Group,L.L.C. for them to occupy certain conduit owned by the City. The existing lease agreement was mutually beneficial to both Zayo as well as the City;Zayo was able to complete their work in the City quickly with minimal interruption to traffic and citizens,while at the same time completing several in-kind fiber builds for the City. These fiber builds included connections to the Federal Way Public School District,SCORE Jail,Sabey Data Center in Tukwila,as well as connect certain traffic signal controllers with fiber for enhanced communications and coordination. Zayo approached the City regarding amending the current Conduit Space Lease agreement, in order to lease additional conduit from the City in exchange for Zayo providing more in-kind fiber builds. The City negotiated with Zayo and has come to an agreement on several fiber connections in exchange for seven additional segments of conduit. Specific leased conduit segments are detailed in Exhibit B of the Amendment. Also,specific in-kind services are detailed in Exhibit A of the Amendment. The Amendment will be provided at the meeting for Committee to review. As with the previous agreement,the only cost the City will be responsible for is a portion of maintenance and repair fees should a fiber break occur. These costs will be paid for using existing emergency repair and communications budget within the Information Technology Department. The specifics for maintenance cost sharing are detailed in Section 7 of the Amendment. The above mentioned in-kind services are a huge benefit to the City both in the present and long-term. For the City to build a comparable list of fiber and services,it would be well in excess of $500,000 plus ongoing expenses. 38 CITY O F 3HALL 332 A4S Federa WayFeder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 vvww cityoffederahvay. com RECEIVED AT MEETING AMENDMENT NO. 1 TO CONDUIT SPACE LEASE AGREEMENT Between CITY OF EDERAL WAY and ZAYO GROUP, LLC This Amendment ("Amendment No. I") is made between the City of Federal Way, a Washington municipal corporation ("Federal Way"), and Zayo Group, LLC, a Delaware limited liability corporation ("Zayo"). Federal Way and Zayo (together "Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Conduit Space Lease Agreement ("Agreement") dated effective September 4, 2014, as amended by Amendment No(s). 1, as follows: 1. AMENDED ❑EFITION; NOTICES; EXHIBIT. The Definition, Notices, and Exhibit, as referenced by Section 1.2 and Section 1.3 of the Agreement and any prior amendments thereto, shall be modified to include "Exhibit A-1" and "Exhibit B-1", respectively as identified in this Amendment No. 1. 2. AMENDED CONDUIT USE. The Conduit Use, as referenced by Section 2.1 and Section 2.2 of the Agreement and any prior amendments thereto, shall be modified to include "Exhibit 13-1", as identified in this Amendment No. 1. 3. AMENDED LEASE FEE AND IN HIND CONSIDERATION. The Lease Fee and In Kind Consideration, as referenced by Section 4.1 and 4.2 of the Agreement and any prior amendments thereto, shall be modified to include "Exhibit A-1" and "Exhibit B-1 ", as identified in this Amendment No. 1. 4. MAINTENANCE; UTILITIES. The Maintenance; Utilities, as referenced by Section 7 ofthe Agreement and any prior amendments thereto, shall be modified to include "Exhibit B-1 ", as identified in this Amendment No. 1. Section 7.1 of the Agreement and any prior amendments thereto, shall be modified to include the following segments: (G) Segment 7 — Pacific Highway South from City Fiber vault South of S 304'x' St. to Dash Point Rd - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for sixty-seven percent (67%), and Federal Way shall be responsible for thirty- three percent (33%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. Dash Point Rd from Pacific Highway South to 16th Ave S - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for thirty-three percent (33%), and Federal Way shall be responsible for sixty- seven percent (67%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. (H) Segment 8 —Pacific Hi hWa A South from City Fiber vault South of S 300 St. to S 312`h St. - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for sixty-seven percent (67%), and Federal Way shall be responsible for thirty-three percent (33%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo AMENDMENT - 1 - 1/2010 clrx of CITY HALL Way 33325 8th Avenue South Federal Federal Way, WA 98003-6325 (253) 835-7000 wtivw. cityoffederalway com shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. S 312U' St. fi•oin Pacific Highway South to 14"' Ave. S - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. (I) Segment 9 — S 34$;h St./SW Campus Dr./S 336th St. from Pacific Highway South to 21" Ave SW. - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. 21" Ave SW/Dash Point Rd. from SW 336th St, to SW 312`h St. - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for fifty percent (50%), and' Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall behully responsible for the City Fiber and any other Federal Way -owned cables. (J) Segment 10 — SW 330 St. from 21" Ave SW to 26`' PI SW. - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent _(50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. (K) Segment 11— SW 340th St. from 3 5th Ave SW to Hoyt Rd. SW. - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. (L) Segment 12 —Pete von Rei chbauer Wa S/20`h Ave S. from Pacific I li ghwa S to S 314th St. - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. (M) Segment 13 — Pacific Highway South from City Fiber vault North of S 340'h St. to S 336" St. - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for sixty-seven percent (67%), and Federal Way shall be responsible for thirty-three percent (33%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. S 336th St. from Pacific Highway South to 20th Ave S - Zayo and AMENDMENT - 2 - 1/2010 ` CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 vvww cityoffederatway. corn Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way -owned cables. 5. TERMINATION. The Termination, as referenced by Section 11.2(A) of the Agreement and any prior amendments thereto, shall be modified to include "Exhibit A-1 ", as identified in this Amendment No. 1. 6. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, is hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT -3 - 1/2010 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www. citvoffecler')Iway. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: IC Jim Ferrell, Mayor DATE ZAYO GROUP, LLC: Printed Name: Dylan DeVito Title: Associate General Counsel DATE: STATE OF ) ss. COUNTY OF ATTEST: Stephanie Courtney, CMC, City Clerk APPROVI'[) AS TO FORM: J. Ryaui Call, City Attorney On this day personally appeared before nye , to me known to be the of that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this day of Notary's signature Notary's printed name 2017. Notary Public in and for the State of My commission expires AMENDMENT - 4 - 1/2010 ` Iry OF CITY HALL Federal 1Nay 33325 8th Avenue South Federal Way, WA 98003-6325 ,,� (253) 835-7000 www cityoffederahvoy. corn EXHIBIT A-1 IN HIND SERVICES TO BE PROVIDED BY ZAYO Zayo shall do or provide the following in addition to Services in the previous Exhibit A of the Agreement: M. Internet Service — 200Mbps lit Internet service to be provided via two Zayo on -net fiber strands at the Federal Way City Hall Zayo Fiber patch panel, 33325 8th Ave S, Federal Way, WA. Zayo shall also provide 16 public IPv4 addresses for use by the Federal Way or Federal Way Affiliates. Zayo to provide 16 public IPv6 addresses if requested by Federal Way during the term of this Agreement. Upon Agreement renewal, the bandwidth to be increased to equivalent market rate service at time of such renewal. N. Valley Communications Center — Zayo to provide 6 strands fiber between Federal Way City Hall Datacenter at 33325 8th Ave S'Federal Way, WA to Telco/Fiber Demark inside Valley Communications Center, 27519 108th Ave SE, Kent, WA. O. City of Auburn — Zayo to provide 6 strands fiber between Federal Way City Hall Datacenter at 33325 8th Ave S, Federal Way, WA to City of Auburn Fiber Meet Me Point at the intersection of C St. and Ellingson Rd. P. Federal Way Center Building — Zayo to provide a 24 strand fiber cable spliced into Federal Way's existing 144 Ct. fiber cable in City Fiber vault on South side of S 320th St. (East of 25th Ave S.) that runs inside of the Federal Way Center Building, 2505 S 320th St, Federal Way, WA, up to the roof through existing conduit pathway and terminate six (6) of the twelve (24) strands inside of Equipment Room on roof next to Federal Way's equipment. Q. Cogent Data Center — Zayo to provide 12 strand fiber cable, 6 strands spliced into Federal Way's existing 144 Ct. fiber cable at the intersection of 32"d Ave S and S 320th Street and 6 strands terminated inside Cogent's Meet Me Room, 32275 32nd Avenue South, Federal Way, WA. Six (6) strands to be left for future use. R. Military Rd. S — From S 320th St. to Star Lake Rd. — Zayo to place one (1) 72 Ct. fiber cable in existing Federal Way owned Level 3/ Williams Telecommunications conduit. Zayo to upsize existing vaults to accommodate storage of slack cable, and provide a minimum of 250 feet of slack at each vault. Zayo to label Federal Way cable at each vault location throughout entire route. S. S 288th St. -- From Pacific Hi hwa South to Miiita Rd S — Zayo to place one (1) 48 Ct. fiber cable in existing Federal Way ITS conduit. Zayo to upsize existing vaults as necessary to accommodate storage of slack cable, and provide industry standard amount of slack at industry standard intervals. Zayo to label Federal Way cable at each vault location throughout entire route. T. S 312" St. —From Pacific Highway South to 1" Ave S — Zayo to place one (1) 48 Ct. fiber cable in existing Federal Way ITS conduit from Pacific Highway South to 14th Ave S'then aerial from 14th Ave S to 8th Ave S, then continuing to l st Ave S. Zayo to upsize existing vaults as necessary to accommodate storage of slack cable, and provide industry standard amount of slack at industry standard intervals. Zayo to label Federal Way cable at each vault location throughout entire route. Aerial in-kind fiber segments contingent upon Zayo's installation of Zayo-owned aerial cable. Where Zayo is only permitted to install a single cable, Zayo will provide 48 strands inside Zayo owned cable for the City covered by Indefeasible Right of Use (IRU). AMENDMENT - 5 - 1/2010 CITY OF CITY HALL A% Federal �� Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway. corn U. 23rd Ave S — From S 3201h St. to S 323rd St. — Zayo to place one (1) 24 Ct. fiber cable in existing Federal Way ITS conduit. Zayo to upsize existing vaults as necessary to accommodate storage of slack cable, and provide industry standard amount of slack at industry standard intervals. Zayo to label Federal Way cable at each vault location throughout entire route. V. SW 3361h St./S 3401" St. — From 24`' Place SW to Hoyt Rei. SW — Zayo to place one (1) 48 Ct. fiber cable in existing Federal Way ITS conduit where available. Zayo to build new construction, between 26th PI SW and 35th Ave SW. Zayo to upsize existing vaults as necessary to accommodate storage of slack cable, and provide industry standard amount of slack at industry standard intervals. Zayo to label Federal Way cable at each vault location throughout entire route. W. 21st Ave SW — From SW 336`h St. to SW 3.121h St. — Zayo to place one (1) 48 Ct. fiber cable in existing Federal Way ITS conduit. Zayo to upsize existing vaults as necessary to accommodate storage of slack cable, and provide industry standard amount of slack at industry standard intervals. Zayo to label Federal Way cable at each vault location throughout entire route. X. I Io�j Rd. SW/471" Ave. SW — From SW 340th to SW Dash Point Rd. — Zayo to place one (1) 48 Ct. fiber cable. Zayo to set new splice vault with coil of fiber for future use at the West side of the Intersection of SW 320th as well as on North side of SW Dash Point Rd. next to base of street light pole. Zayo to label Federal Way cable at each vault location throughout entire route. Aerial in-kind fiber segments contingent upon Zayo's installation of Zayo-owned aerial cable. Where Zayo is only permitted to install a single cable, Zayo will provide 48 strands inside Zayo owned cable for the City covered by Indefeasible Right of Use (IRU). Y. S 3121" St. from Pacific Highway South to 23rd Ave S & South to 314`h St. — Zayo to place one (1) 24 Ct. fiber cable in existing Federal Way ITS conduit. Zayo to upsize existing vaults as necessary to accommodate storage of slack cable, and provide industry standard amount of slack at industry standard intervals. Zayo to label Federal Way cable at each vault location throughout entire route. AA. 11th Place S from S 320" St. to S 324th St. — Zayo to place one (1) 24 Ct. fiber cable in existing Federal Way ITS conduit. Zayo to upsize existing vaults as necessary to accommodate storage of slack cable, and provide industry standard amount of slack at industry standard intervals. Zayo to label Federal Way cable at each vault location throughout entire route. AB. S. 320`' St. from Weyerhaeuser Way to S. 321 S1 St. — Zayo to place one (1) 48 Ct. fiber cable in existing Federal Way ITS conduit where available. Zayo to build new construction between Fire Station Signal and Military Rd. S. Zayo to verify existing King County ITS conduit between Military Rd. S and S 321st St. Zayo to label Federal Way cable at each vault location throughout entire route. AC. ITS Cabinet Splicing — Zayo shall provide Federal Way approved termination panel at up to 32 locations and terminate up to 24 fibers per location. Zayo to label each termination panel with description of fiber and direction. Zayo to label Federal Way cable at each vault location throughout entire route. Federal Way shall own facilities in the above items upon completion by Zayo, with the exception of items "M", "N", "O", and "Q" which will be covered by Indefeasible Right of Use (IRU) for the Term of the Agreement. AMENDMENT - 6 - 1/2010 ` Feder c�7v o CITY HALL Federal W8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www. otyotWerel way. com EXHIBIT B-1 FEDERAL WAY CONDUIT Federal Way shall do or provide the following in addition to conduit segments in the previous Exhibit B of the Agreement: (G) Segment 7 — Pacific Highway South from Gity Fiber vault South of S 304th St. to Dash Point Rd and Dash Point Rd from Pacific Highwqy HighwaySouth to 16"' Ave S. Zayo to place Zayo-owned fiber in one (1) microduct only. Zayo to re -weld any vault that was previously welded for security after final inspection. AMENDMENT - 7 - 1/2010 CITY OF CITY HALL � 33325 8th Avenue South Federal Way, WA 98003-6325 Fe d ra ! Way (253) 835-7000 www cityoffederalway. com (H) Segment 8 — Pacific HiIg sway South from City Fiber vault South of S 304"' St. to S 312`x' 312x" St. from Pacific Highway South to 14"' Ave S. Zayo to place Zayo-owned fiber in one (1) microduct only in 4" conduit system. Zayo to place MaxCell 2 -cell innerduct in 2" ITS conduit. Zayo to place Zayo-owned fiber in one (1) cell. Zayo to re -weld any vault that was previously welded for security after final inspection. AMENDMENT - 8 - 1/2010 CITY OF CITY HALL �� Feder Fed a ra 11!1lay 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cltyoffederalway. com (I) Segment 9 — S 348`' St./SW Campus Dr./S 336`h St. from Pacific I -Ii wa South to 21" Ave SW. and 2151 Ave SW/Dash Point Rd. from SW 336th St. to SW 312th St. Zayo to place MaxCell 2 -cell innerduct in 2"/3" Interconnect conduit. Zayo to place Zayo-owned fiber in one (1) cell. Zayo to re -weld any vault that was previously welded for security after final inspection. AMENDMENT - 9 - 1/2010 ,4!CITY OF CITY HALL Federal Way33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 wwwrl"ffedoral way com (J) Segment 10 — S W 33 6"' St. from 21st Ave SW to 26`h P1 SW. Zayo to place MaxCell 2 -cell innerduct in 2" Interconnect conduit. Zayo to place Zayo-owned fiber in one (1) cell. Zayo to re -weld any vault that was previously welded for security after final inspection. AMENDMENT -10- 1 /2010 ` CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway. com (K) Segment 11 — S W 340`" St. from 3 5" Ave S W to Hoyt Rd. S W. Zayo to place MaxCell 2 -cell innerduct in 2" Interconnect conduit. Zayo to place Zayo-owned fiber in one (1) cell. Zayo to re -weld any vault that was previously welded for security after final inspection. AMENDMENT - 11 - 1/2010 [irlr OF CITY HALL AN Federa Way 33325 8th Avenue South Federal Way, WA 980o03-6325 (253) 835-7000 www. cityoffedoiGalway. com (L) Segment 12 — Pete von Reichbauer Way S120"' Ave S. from Pacific l-lighwE S to S 314`x' St. Zayo to place MaxCell 2 -cell innerduct in 2" Interconnect conduit. Zayo to place Zayo-owned fiber in one (1) cell. Zayo to re -weld any vault that was previously welded for security after final inspection. AMENDMENT -12- 1 /2010 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 WWW cityOf odernlway-corn (M) Segment 13 — Pacific Highway South from City Finer vault North of S 340th St. to S 3361" St. and S 336th St. from Pacific Highway South to 20th Ave S. Zayo to place Zayo-owned fiber in one (1) microduct only in 4" conduit system. Zayo to place MaxCell 2 -cell innerduct in 2" Interconnect conduit. Zayo to place Zayo-owned fiber in one (1) cell. Zayo to re -weld any vault that was previously welded for security after final inspection. AMENDMENT - 13 - 1/2010 RETURN TO: Thomas Fichtner EXT:2547 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: IT 2. ORIGINATING STAFF PERSON: Thomas Fichtner EXT: 2547 3. DATE REQ.BY:ASAP 4. TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT • GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT(AG#): ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: Conduit Space Lease Agreement 6. NAME OF CONTRACTOR: Zayo Group,LLC ADDRESS: 1805 29th Street TELEPHONE 303.381.4683 E-MAIL:Dylan.Devito@zayo.com FAX: SIGNATURE NAME: Dylan DeVito TITLE Associate General Counsel 7. EXHIBITS AND ATTACHMENTS:© SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: COMPLETION DATE: 8/31/2024 9. TOTAL COMPENSATION$in-Kind (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE:❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑YES ❑NO IF YES,$ PAID BY:❑CONTRACTOR❑CITY ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT/CONTRACT REVIEW INITI /DATE REVIgWED INITIAL/DATE APPROVED -PROJECT MANAGER ( 4 ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW 40P ( Sr.�(�P ►�l(3 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: ( ( COUNCIL APPROVAL DATE: i 12. CONTRACT SIGNATURE ROUTING �( L El SENT TO VENDOR/CONTRACTOR DATE SENT: U ' DATE REC'D:_ I ❑ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFIC TE, CEN/SIE ,EXHIBITS INT /DATE SIGNED ❑ LAW DEPARTMENT /4- NATORY(MAYOR OR DIRECTOR) l / CITY CLERK ❑ ASSIGNED AG# AG# V4IGNED COPY RETURNED DATE SENT: COMMENTS: 11/9 39 COUNCIL MEETING DATE: August 12h'2014 ITEM#: g CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT:ZAYO GROUP,LLC.CONDUIT LEASE AGREEMENT POLICY QUESTION: Should the City of Federal Way enter into a Conduit Space Lease Agreement with Zayo Group,LLC? COMMITTEE: FEDRAC MEETING DATE: July 22nd, 2014 CATEGORY: ® Consent ❑ Ordinance ❑ Public Hearing ❑ City Council Business ❑ Resolution ❑ Other STAFF REPORT BY: Thomas Fichtner,IT Manager - DEPT: Information Technology -- --..................................._.. _._............._..........._....._..........................__...._....... - '.._._.........__._._..__. _._-.....-----.._.............--------.._..._....-- --_ ._...._................ Attachments: 1. Background Memorandum to the Finance, Economic Development and Regional Affairs Committee dated July 17,2014. 2. Conduit Space Lease Agreement(to be provided at or before the meeting). Options Considered: 1. Approve the Mayor's recommendation and forward to the Council Consent Agenda on August 12,2014. 2. Deny approval of the Mayor's recommendation and provide staff with further direction. MAYOR'S RECOMMENDATION: Mayor recommends forwarding Option 1 to the August 12,2014 Council Consent Agenda. / MAYOR APPROVAL: ,DIRECTOAPPROVAL: 1� OV Coma i to ouncil �14av��z2 Initial / CHIEF OF STAFF: +' Co i Counci COMMITTEE RECOMMENDATION: I move to forward the proposed Option 1 to the August 12, 2014 Council Consent Agenda. Dini Duclos, Bob Celski, Martin Moore, Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: "I move approval of the Conduit Space Lease Agreement with Zayo Group, LLC, and authorize the Mayor to sign said agreement." BELOW TO BE COMPLETED BY CITY CLERKS OFFICE COUNCIL ACTIO /► APPROVED %1'v COUNCIL BILL# DENIED IST reading ❑ TABLED/DEFERRED/NO ACTION Enactment reading ❑ MOVED TO SECOND READING(ordinances only) ORDINANCE# REVISED—08/12/2010 RESOLUTION# 40 CITY OF FEDERAL WAY MEMORANDUM TO: FINANCE,ECONOMIC DEVELOPMENT,AND REGIONAL AFFAIRS COMMITTEE VIA: JIM FERRELL,MAYOR FROM: THOMAS FICHTNER,IT MANAGER SUBJECT: ZAYO GROUP,CONDUIT LEASE AGREEMENT DATE: JULY 17,2014 CC: BRIAN WILSON,CHIEF OF STAFF BACKGROUND Zayo Group,LLC has requested to lease certain empty and occupied conduit owned by the City of Federal Way. The main section of conduit runs along Pacific Highway South from approximately S 272nd Street to 16th Ave S @ S 340th Street. Additional conduit requested exists along S 32011 Street,S 336th Street,S 348th Street,and Enchanted Parkway. Specific segments are detailed in Exhibit B of the Conduit Space Lease Agreement. In exchange for leasing the conduit,Zayo Group,LLC has agreed to provide an extensive list of in-kind services to the City. There are several intersections that Zayo will be providing fiber at that are not currently connected or connected via copper interconnect. These fiber improvements will help the City build its fiber infrastructure to connect additional signals via fiber optic for enhanced signal synchronizations. Zayo will connect the East and West parts of S 320th Street over I5 together with fiber which will greatly enhance the signal coordination along Federal Way's busiest arterial. Zayo will also be connecting a missing piece of fiber between Pacific Highway and S 3481h Street to the new signals at SW 336th and 21St Ave SW. Zayo will make a 1-time payment for upgrading specific signal controllers to make use of the fiber connectivity. Other in-kind services provided by Zayo include;improvements made to existing conduits that allow for additional capacity,City Hall will be connected to the Federal Way School District ESC,City Hall will be connected to the SCORE Jail for enhanced video arraignments,and City Hall will be connected to Sabey Datacenter in Tukwila for future use for disaster recovery services as well as a connection to the regional Community Connectivity Consortium. Specific in-kind services are detailed in Exhibit A of the Conduit Space Lease Agreement. The only cost the City will be responsible for is portion of maintenance and repair fees should a fiber break occur. These costs will be paid for using existing emergency repair and communications budget within the Information Technology Department. The specifics for maintenance cost sharing are detailed in Section 7 of the Conduit Space Lease Agreement. The above mentioned in-kind services are a huge benefit to the City both in the present and long-term. For the City to build a comparable list of fiber and services,it would be well in excess of $500,000 plus ongoing expenses. 41 CITY OF CITY HALL Federal 33325 8th Avenue South Way Federal Way,WA 98003- 6325 (253) 835-7000 www coWffederalway.com CONDUIT SPACE LEASE AGREEMENT Between CITY OF EDERAL WAY and ZAYO GROUP, LLC This Conduit Space Lease Agreement ("Agreement") is effective on the later date executed by both parties ("Effective Date") and is entered into by and between the City of Federal Way ("Federal Way"), a Washington municipal corporation, and Zayo Group, LLC, a Delaware limited liability corporation("Zayo"). Recitals WHEREAS, Zayo is a telecommunications company, as defined in RCW 80.04.010, and WHEREAS, Zayo is a franchised Telecommunications service provider within the City of Federal Way, pursuant to Ordinance No. 13-738, and WHEREAS, Federal Way and Zayo each desire to enter into this Conduit Space Lease Agreement in order to facilitate Zayo's provision of telecommunications services, and WHEREAS, Zayo will provide in-kind services to enhance the current and future fiber optic capabilities for the City and its surroundings in order to provide the best services possible to the citizens of City of Federal Way and connect additional jurisdictions as consideration for such conduit use, and WHEREAS, Federal Way will provide to Zayo the right to place Zayo fiber optic cable within Federal Way- owned conduit paths. NOW, THEREFORE, in consideration of the mutual promises and covenants herein, the parties agree as follows: 1. Definition; Notices; Exhibit As used in this Agreement, the following terms have the following meaning: 1.1 (A) "Zayo Affiliates"means an entity controlling, controlled by, or under common control with Zayo Group, LLC. (B) "Federal Way Affiliates"means any(i)public agency(including any municipal corporation) with which Federal Way has a valid and effective Interlocal Agreement pursuant to and in accordance with RCW 39.34; or(ii)public service nonprofit organization with which Federal Way has a valid and effective fiber use agreement for provision of services. 1.2 "City Fiber"means the fiber optic cable installed by Zayo for the use or ownership of Federal Way pursuant to the terms of this Agreement, as identified in Exhibit A hereto. 1.3 "Conduit" means pre-existing conduit located in and under the public right-of-way in the City of Federal Way, King County, Washington in the specific location described and depicted on Exhibit B to this GOODS AND SERVICES AGREEMENT - 42 4/2011 CITY OF CITY HALL , ., A* Federal Way 33325 8th Way, South Federal Way,,WWA 98003-6325 (253)835-7000 www.cityoflederalway.com Agreement. 1.4 "Zayo Innerduct"means the innerduct within the Conduit into which Zayo may install fiber optic cable. 1.5 "IRU"means an indefeasible right of use pursuant to the terms and conditions of this Agreement. 1.6 "Zayo Fiber"means the fiber optic cable installed by Zayo for the use or ownership of Zayo pursuant to the terms of this Agreement. 1.7 "Notice Addresses"mean: If to Federal Way: IT Manager City of Federal Way 333258 th Ave S. Federal Way, WA 98003 If to Zayo: Zayo Group, LLC 1805 29th Street Boulder, CO 80301 Attn: General Counsel, ZFTI 1.8 "Override" shall mean where one party's fiber optic cable is placed alongside existing fiber optic cable of the other party; i.e., not in a separate innerduct. 2. Conduit Use 2.1 Grant. Subject to the terms and conditions herein, Federal Way hereby leases to Zayo space in Federal Way's Conduit as described in Exhibit B attached hereto and incorporated by this reference. 2.2 Federal Way's Reserved Rights. Zayo's use of the Conduit is limited to the right to occupy and use the space for the installation and maintenance of fiber optic cable to provide telecommunications services, pursuant to its Franchise Agreement with Federal Way, to Federal Way's community as well as communities surrounding Federal Way. Federal Way reserves to itself the sole right to install other facilities in the Conduit so long as such use does not interfere with or impair Zayo's right and ability to use and occupy the Conduit. Additionally, Federal Way reserves the right to control the additional space in the Conduit, the vaults, including but not limited to the right to authorize others to use those facilities, and the right to change, alter, or relocate those facilities so long as such use does not unreasonably interfere with or impair Zayo's right and ability to use, access and occupy the Conduit. Following the installation of fiber optic cable contemplated in this Agreement, Zayo shall have no right to install additional facility within the Conduit with respect to Segment 1 thru Segment 6 (as defined in Exhibit B), and Federal Way shall have no right to install facility within the Zayo Innerduct/microducts with respect to Segment 1 thru Segment 6 (as defined in Exhibit B). 2.3 Condition. (A) Zayo understands and expressly accepts the Conduit in "as-is" condition ("As- Is Condition"), and any and all responsibility that comes with that understanding. City expressly disclaims any GOODS AND SERVICES AGREEMENT - 243 4/2011 CITY OF CITY HALL 8th Avenue South Federal Way,WA 98003-6325 Federal Way (253) 835-7000 www cityoffederahvay com representations regarding the condition of the Conduit for Zayo's intended use and purpose. Zayo may, at its cost, proof the Conduit prior to installation; provided that if Zayo discovers that the Conduit is defective Zayo may cancel this Agreement without penalty. (B) Zayo's installation of its facilities and equipment in the Conduit and use of the Conduit and adjoining vaults is completely at Zayo's sole risk with respect to the As-Is Condition. Zayo hereby fully and completely waives and releases all claims against Federal Way that arise from the As-Is Condition of the Conduit. Federal Way acknowledges that the foregoing is not intended to constitute a waiver or release of Federal Way's liability by Zayo arising out of Federal Way's acts or omissions that are not related to the As-Is Condition. 3. Lease Term. 3.1 The term of the Lease granted herein(the"Term") shall commence upon the Effective Date and shall expire at 11:59 p.m. on August 31St, 2024,unless earlier terminated by either Party in accordance with the provisions herein. 3.2 Only in the event that Zayo is in good standing throughout any Term of this Agreement,Zayo may renew the lease granted herein for successive five(5)year terms (each, a"Renewal Term")upon one-hundred and eighty(180)-day's written notice to the City of its intent to renew;provided that parties reach agreement of lease fee for any renewal term(s)prior to the expiration of the Initial Term or any Renewal Term(s)thereof. If no agreement can be reached,or at either party's sole discretion,either party may terminate this Agreement at the end of the Initial Term or any subsequent renewal term(s)by providing ninety(90)day's prior written notice to the other party of its intention not to renew. Each Renewal Term shall be governed by the same terms and conditions as the Initial Term,subject to revisions or amendments made by the Parties in writing. The Initial Term and the Renewal Term(s) shall be referred to collectively as the"Term". For purposes hereof, "good standing"means that Zayo has not been in Default under Sectionl l of this Agreement. 4. Lease Fee and In Kind Consideration. 4.1 In consideration for the Lease Zayo shall complete the projects identified in Exhibit A attached hereto and incorporated by this reference(each, a"Project" and collectively, the"Projects"); provided that each of the Projects shall be completed within six(6)months after Zayo receives all Federal Way and third party permits required for the completion of each applicable Project. Zayo shall have no obligation to pay to Federal Way any fee during the Initial Term with the exception of Item "J" as defined in Exhibit A. 4.2 Federal Way agrees that Zayo may submit applications for applicable construction, traffic control and other permits ("Permits") required for items in Exhibit B, prior to submitting applications for Permits required for items in Exhibit A, PROVIDED that Zayo submits applications for Permits required for items in Exhibit A no later than 6 (six)months after the Effective Date of this Agreement. 5. Conditions of Use. 5.1 Zayo shall comply with all of the construction, restoration, inspection, and maintenance procedures and requirements set forth in the City's Design and Construction Standards and other City laws pertaining to the use of and work in the public right-of-way. 5.2 Prior to installing fiber in the Conduit, Zayo shall inspect that segment of the Conduit, GOODS AND SERVICES AGREEMENT - 344 4/2011 CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www ci" ederalwey.com document the condition of the segment in a format agreeable to both Parties, and provide such documentation to the City. Such documentation shall include, for each segment in the Conduit: (1) identification of any empty conduits that are not continuous,are obstructed,or are otherwise not usable; (2) physical labeling of the identified bad conduits at the endpoints; (3) identification of the cables installed in non-empty conduits by cable type and owner,based on available labels and markings; (4) confirmation that the segment includes locate wire; (5) GIS coordinates of all access points; (6) identification of any abandoned fiber cables 5.3 Limitation on F ' Federal Way s Use. Federal Way may not resell the City Fiber and/or any other in-kind compensation provided by Zayo, and Federal Way's use of such City Fiber and in kind compensation is expressly limited to non-commercial, public use by Federal Way or Federal Way Affiliates. In the event a Federal Way Affiliate with permitted use of the City Fiber and/or any other in-kind compensation provided by Zayo dissolves or becomes a private for-profit entity, (including the dissolution or privatization of any consortium or other organization comprised of any Federal Way Affiliate), the use of the City Fiber and/or any other in-kind compensation provided by Zayo by such affected Federal Way Affiliate shall be terminated. 6. Compliance with Laws. Zayo shall not use or permit its facilities or any part thereof to be used for any purpose in violation of any local, state or federal law or regulation. 7. Maintenance; Utilities. The parties shall each be responsible for the maintenance obligations as set forth in this Section 7, with respect to the segments as defined in Exhibit B hereto. "Maintenance"includes but is not limited to general upkeep, repair and maintenance, change, alteration, or relocation of the facilities. 7.1 Initial Condition of the Conduit. Zayo shall accept the Conduit and the shared areas of the vaults in as-is condition. Federal Way shall be responsible for performing all maintenance and repairs of the Conduit for the Term. The Parties agree to share the direct costs of such maintenance and repair of the Conduit as follows: (A) Segment 1 — Pacific Highway South from S 283rd St. to 16th Ave S - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit as follows: Zayo shall be responsible for thirty-three percent (33%), and Federal Way shall be responsible for sixty-seven percent (67%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner(i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way-owned cables. (B) Segment 2 - Pacific Highway South from S 283rd St. to S. 272°d St - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit at this segment as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner(i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber GOODS AND SERVICES AGREEMENT - '45 4/2011 CITY OF CITY HALL .: Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway com and any other Federal Way-owned cables. (C) Segment 3 - S 3201h St. from Pacific Highway South to 23d Ave S — Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit at this segment as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner(i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way-owned cables. (D) Segment 4—S 336th St. from 13th PI S to Pacific Highway South—Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit at this segment as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner(i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way-owned cables. (E) Segment 5 - Enchanted Parkway from S 348th St. to WSDOT ROW - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit at this segment as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner(i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way-owned cables. (F) Segment 6 - S 348th St from Pacific Highway South to Enchanted Parkway - Zayo and Federal Way shall each be responsible for the cost of maintenance for the Conduit at this segment as follows: Zayo shall be responsible for fifty percent (50%), and Federal Way shall be responsible for fifty percent (50%). Fiber maintenance within the Conduit shall be the responsibility of the respective owner (i.e., Zayo shall be fully responsible for maintenance of the Zayo Fiber, and Federal Way shall be fully responsible for the City Fiber and any other Federal Way-owned cables. 8. Mutual Indemnification. To the fullest extent allowed by law, each Party shall indemnify, defend, hold harmless and save the other Party (in the case of Federal Way, Party includes the City of Federal Way, Federal Way's elected officials, officers, agents, employees and contractors, and in the case of Zayo, Party includes Zayo Group, LLC, Zayo Affiliates, officers, agents, employees and contractors) from all claims, suits, losses, damages, fines, penalties, liabilities, and expenses (including actual and reasonable personnel and overhead costs and attorneys' fees, litigation costs and fees, and other costs incurred in connection with claims, regardless of whether such claims involve litigation) resulting from any actual or alleged injury (including death) of any person or from any actual or alleged loss of or damage to any tangible property to the extent arising out of or in connection with (i) the indemnifying party's negligent use of the fiber cables installed in the Conduit; (ii) the indemnifying party's breach of its obligations hereunder; or (iii) the indemnifying party's negligence in design, construction, or other modification to the trenches, conduits, fibers, and other associated facilities pursuant to this Agreement. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115 each Party agrees that the foregoing indemnity specifically covers actions brought by its own employees. The foregoing indemnity is specifically and expressly intended to constitute a waiver of each Party's immunity under Washington's Industrial Insurance Act, RCW Title 51, solely for the purposes of this indemnification. In the event of concurrent negligence, this indemnification shall be only to the extent of the indemnifying party's negligence. The indemnifying party shall promptly notify the indemnified party of casualties or accidents occurring in or about the Conduit. FEDERAL WAY AND ZAYO ACKNOWLEDGE GOODS AND SERVICES AGREEMENT - �E 4/2011 CITY OF CITY HALL 33325 8th Avenue South ,.�,,,,,, Federal Way,WA 98003-6325 Federal Way (253) 835-7000 www.cityoflederalway..com THAT THEY SPECIFICALLY NEGOTIATED AND AGREED UPON THE INDEMNIFICATION PROVISIONS OF THIS AGREEMENT AND THESE PROVISIONS SHALL SURVIVE THE TERM OF THE AGREEMENT. 9. Assignment and Subletting. Zayo shall not assign, or encumber the whole or any part of the Conduit, except to a Zayo Affiliate. Prior to any such assignment, sublet or encumbrance, Zayo shall notify Federal Way in writing of proposed assignment, sublet, or encumbrance, identifying the entity and contact information, and obtain Federal Way's written approval. The City's approval shall not be unreasonably withheld, conditioned, or delayed. 10. Modification or Amendment. This Agreement may be modified or amended at any time by mutual written agreement. 11. Termination. In the event a party becomes in Default, the other party may terminate this Agreement upon written notice to the Defaulting party. 11.1 A party is in default ("Default") of this Agreement if: i) it fails to commence to cure a material breach of any terms or conditions of this Agreement within thirty (30) days of receiving written notice of such breach from the other party, or ii) after having commenced to cure, it fails to promptly perform all necessary steps to obtain the required permit, or proceed promptly to complete such cure. For purposes of this provision, a submitted application for a required permit of any kind shall constitute the commencement of a cure. 11.2 If this Agreement is terminated by Federal Way: A. Zayo shall no longer be obliged to provide any project identified in Exhibit A that has not been commenced. For purposes of this Section 11.2 only, in the event an application for a permit of any kind is required, application for or the issuance of a permit for a project shall not constitute commencement. B. Subject to the foregoing limitation, commencement shall mean any step, of any kind, taken in the furtherance of a project. Any project commenced prior to termination must be completed pursuant to the terms and conditions of this Agreement. 11.3 Upon termination or non-renewal of this Agreement by Federal Way for any reason, Zayo's right to use the conduit shall terminate and ownership of the Zayo Fiber shall revert to Federal Way. 12. Attorneys' Fees. If either party retains the services of an attorney in connection with enforcing the terms of this Agreement, each party agrees to bear its own attorneys' fees and costs. 13. Authority and Liability. Zayo and Federal Way each have the requisite power and authority to enter into this Agreement and perform its obligations hereunder. 14. Force Majeure.Neither party shall be liable for any failure of performance(including any delay in restoration of service) hereunder due to causes beyond its reasonable control including any, but not limited to, acts of God, earthquake, flood, volcanic eruption, fire, explosion, vandalism, storm, or other similar catastrophes; any law, order, regulation, direction, decision, action or request of the United States government or the State of Washington; insurrection; riots or other civil disturbances; or wars. 15. Headings. The section headings used in this Agreement are used for purposes of convenience GOODS AND SERVICES AGREEMENT - 64-7 4/2011 CITY OF CITY HALL Fe d e ra I Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www atyoffederatway com and do not alter in any manner the content of the sections. 16. Entire Agreement. This Agreement and the Exhibits attached hereto, which are fully and completely incorporated by reference, set forth the entire agreement of Federal Way and Zayo concerning the Conduit pathway, City Fiber, and Zayo Fiber described herein, and there are no other agreements or understandings, oral or written, between Federal Way and Zayo concerning the Conduit, City Fiber, or Zayo Fiber. Any subsequent modification or amendment of this Agreement shall be binding upon Federal Way and Zayo only if reduced to writing and signed by both parties. 17. Applicable Law; Venue. This Agreement shall be governed by, and construed in accordance with the laws of the State of Washington. Jurisdiction and venue shall lie in the courts of King County, Washington. 18. Dispute Resolution. In the event that one party to this Agreement believes the other party has breached any term of this Agreement, the non-offending party shall notify the other party in writing with specific details regarding the exact nature of the alleged breach. The offending party shall have the opportunity to respond to the accusation or cure the alleged breach within 30 calendar days following the receipt of the notice. If the offending party contests any part of the alleged breach set forth in the notice, the parties shall meet to discuss the dispute or submit the matter to mediation administered by any established arbitration and/or mediation service provided in King County, Washington. The parties shall have 60 calendar days from the last day the offending party has to respond to the accusation(or to cure the alleged breach) to resolve the dispute. In the event that resolution is unsuccessful, the parties may then take any action and be afforded any remedies as allowed under law. 19. Negotiated Agreement. The parties to this Agreement acknowledge that it is a negotiated agreement, that they have had the opportunity to have the Agreement reviewed by their respective legal counsel, and that the terms and conditions of the Agreement are not to be construed against any party on the basis of such party's draftsmanship thereof. 20. Authorized Signatures. Pursuant to Zayo Resolution to Amend and Adopt Signature Authority Policy, attached hereto as Exhibit C, Dylan DeVito, as Associate General Counsel for ZFTI, is authorized to sign this Agreement and bind the corporate entity. 21. Counterparts. This Agreement may be executed in one or more counterparts, and each executed duplicate counterpart of this Agreement shall be deemed to possess the full force and effect of an original. [signature page follows] GOODS AND SERVICES AGREEMENT - 74-8 4/2011 CITY OF CITYHALL 3332 �,'�.... Federal 5 8th Avenue South Way 3332 Federal Way,WA 98003-6325 (253) 835-7000 wwv ci"ffederalway.com IN WITNESS WHEREOF, the parties hereto have executed this instrument the day and year indicated below. CITY OF FEDERAL WAY ATTEST: f Jim Pgf, M or City Clerk DATE: Iql, APPROVED AS TO FORM: I erim C' Attorney, Amy Jo Pearsall ZAYO GROUP, LLC By: W-AA, CA F��— Printed e: Dylan DeVito Title: Associate General Counsel DATE: �L;q / I q VITLDL--o rr4 )v STATE OF ss. COUNTY OF &IA.t On this day personally appeared before me i (�i't I 'V ti to me known to be the of (SrOL.L-0-, that executed the foregoing instrument, and acknowledged the said insitument to bet e free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this�day of t4M CjLt�5� , 20L Notary's signature Notary's printed name MICHELLE SpA r, Notary Public in and for the State of 4..4'T ARLEQGE / C-o/0 t Nitr`s.t My commission expires ! STATE OF NOTARY Ila 20;$4i?1 i•-t [My COMMISSION EXPIRES Ar?i:: GOODS AND SERVICES AGREEMENT - 84-9 4/2011 L CITY OF CITY HALL 33325 8th Avenue South ,QFe d e ra I Way Federal Way,WA 98003-6325 (253) 835-7000 www.cityoffederaiway.com EXHIBIT A IN HIND SERVICES TO BE PROVIDED BY ZAYO Except as expressly provided below, at its sole cost and expense, Zayo will provide all necessary labor,materials, designs, engineering, and permits to perform and complete each of the following Projects for Federal Way,in accordance with the Agreement. A Pacific Highway South from S 283 1 Ave Z b y St. to 6 e S Zayo to install three 3 1.25 Y O Inner duct conduits inside Federal Way-owned 4" conduit. One inner duct reserved for Zayo Use. Two inner ducts reserved for Federal Way use. Zayo to install one(1)2" conduit for Federal Way from Fiber/Utility vault to ITS junction box at the following locations; 288th&Pacific Highway, 320th&Pacific Highway, 336th&Pacific Highway, and 16th Ave S &Pacific Highway. B. S 320th St. from Pacific Highway South to Weyerhaeuser Way S—Zayo to place two (2) micro conduit inside Federal Way ITS/Illumination conduit. One micro conduit reserved for Zayo Use. One micro conduit reserved for Federal Way use. Zayo to place(1)48ct fiber cable in Federal Way conduit. Federal Way Cable shall be terminated at Traffic Control Cabinets located at the following intersections: S 320th St @ Pacific Hwy, S. 320th St @ 32nd Ave S, and S. 320th St @ Weyerhaeuser Way. C. S 348thSt from Pacific Highway South to Enchanted Parkwa —Zayo to lace two 2 11 v X Y p ( ) micro conduit inside Federal Way ITS/Illumination conduit. One micro conduit reserved for Zayo Use. One micro conduit for Federal Way use. Zayo to place (1) 48ct City Fiber cable inside Federal Way micro conduit. Fiber shall be terminated inside Traffic Controller cabinet at S 348th St and Pacific Highway South and spliced into segment"D" at S 348th St and Enchanted Parkway. D. Enchanted Parkway from S 348th St. to Milton Rd. —Zayo to place one(1)micro conduit inside Federal Way ITS/Illumination conduit. Zayo to place new 48ct City Fiber cable inside micro conduit. Fiber shall be spliced with segment"C" at Enchanted Parkway at S 348"St. E. S 336th St. from 13th Pl S to Pacific Highway South—Zayo to place (1)micro conduit inside Federal Way ITS/Illumination conduit. Zayo to place new 48ct City Fiber cable inside micro conduit. Zayo to replace Junction box at Traffic Controller cabinet to 30x48 composite to accommodate splice closure. F. S 336'St. and 13th Pl. S to Federal Way City Hall (33325 8th Ave S, Federal Waw 98003 —Zayo to place(1) new 2" conduit starting at the intersection of S 336th St. and 13th Pl. S and ending at 33325 8th Ave S. (City Hall Data Center). At the intersection of S 336th St. and 91h Ave. S, connect existing Traffic Signal junction box to new conduit run. Zayo to place new 48ct City Fiber cable inside new 2" conduit, that connects City Hall to S 336' St. and 13th Pl. S. Zayo to terminate 48 fibers at City Hall Data Center. G. S 348th St from Pacific Highway South to 9th Ave. S —Zayo to terminate existing 24 count City Fiber cable inside Traffic Signal Controller cabinets between Pacific Highway South and 9th Ave South. z..issc , 2�rzr<�r at( rEcd�c:'.aa:!`A9 't�,ixx;ss(ssz°.zrti,fY,windaw.•[czrk}�zrrt7rysst°anrl Itles�G•F+ku;nt.t�iidlc�k',rcrl�errkb'za}u z-c+txlwt srnicc k i ka,accnu:,nt c oc% Page 9 of 16 50 L CITY OFCITY HALL ,.ANWay Feder 8th Avenue South Federal Way,WA 98003-6325FederaI (253) 835-7000 www.ci"federahvay.com H. City Hall to Federal Way School District Telco Tie—Zayo to place approximately 1200 feet of 144 ct fiber between City Hall Data Center and School District Telco Room in existing Federal Way conduit and terminate 144 fibers at each end. I. ITS Cabinet Splicin&—Zayo shall provide Federal Way approved termination panel at up to 11 locations and terminate up to 24 fibers per location. J. Traffic Signal Controller Upgrades—Zayo to provide a 1-time, non-recurring charge (NRC), payment of$38,000 to the City of Federal Way for Traffic Signal Controller upgrades to fiber communications and related network equipment. K. SCORE Jail—Zayo to Provide 6 strands fiber from Data Center inside Federal Way City Hall, 33325 8th Ave S, Federal Way, WA, to Telco Demark inside SCORE Jail, 20817 17th Ave South Des Moines, WA. L. Sabey Data Center—Zayo to provide 6 strands fiber between Federal Way City Hall Datacenter at 33325 8th Ave S, Federal Way, WA to Sabey Data Center, 3355 S 120th Place, Tukwila, WA. Federal Way shall own facilities in the above items upon completion by Zayo, with the exception of items"K"and"L"which will be covered by Indefeasible Right of Use(IRU) for the Term of the Agreement. :'u4:rnreaatla�t <ai�d=c'u.1'ii;��'�IozI' 2a{;axetialt\winctFrns�t%tttr;iiy inti°t'ta i`alisAcvttent.nutl>;a(,\a_�t?,cx°�f)'z<a} > r»:clwt +,a•:Ie iac tt,7ectnctt Page 10 of 16 51 ` CITY OF CITY HALL Federal Way 33325 8th Avenue South Federal Way,WA 980038003 -6325 ow (253) 835-7000 www cityoffederalway.com EXHIBIT B FEDERAL WAY CONDUIT (A)Segment 1 — Pacific Highway South from S 283rd St. to 16th Ave S; 4" Conduit. Zayo to place three (3) 1.25" innerducts into existing Federal Way 4" conduit. Zayo to place fiber in one (1) innerduct only. 0 I 1 r e 99 Page 11 of 16 52 ` CITY OF CITY HALL �, Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www ciryoffederalway.com (B) Segment 2 - Pacific Highway South from S 283rd St. to S. 272nd St.; 2" Conduit. Federal Way to provide space in one(1) 2" conduit for Zayo to place one (1) 1.25" innerduct and one (1) mule-tape outside of innerduct for future Federal Way use. Zayo to place fiber in one (1) innerduct only. Ai 'H' LT- 99 • • •• Page 12 of 16 53 CITY OF CITY HALL 33325 8th Avenue South ...nm , Federal Way Federal Way,WA 98003-6325 ••• mvw . -.- only.(C) Segment 3 - S 320'h St. from Pacific Highway South to 25h Ave S, ITS Conduit. Zayo to place two (2)microducts in existing ITS conduit. Zayo to place Zayo-owned fiber in one (1)microduct �I � K' ' i i. T. \ •�I 1 Page 13 L1 I' 1- ��'.(hcSl, � t Sim no P•L-q . ( --Y 020,a Goagie.r �hV�k 1� � ♦V. of 1 ` CITY of CITY HALL ,.'�. Fe d e ra I Way 33325 8th Avenue South Federal Way,WA 980o03-6325 (253) 835-7000 www crryoffederalway com (D) Segment 4—S 336th St. from 13th Pl S to Pacific Highway South. Zayo to place two (2) microducts in existing ITS conduit. Zayo to place Zayo-owned fiber in one (1) microduct only. J 99 Page 14 of 16 55 ` CITY OF CITY 8th ,'1.... 33325 8th Avenue South Federal Way,WA 98003-6325 Federal Way (253) 835-7000 www ciryoffederalway com (E) Segment 5 -Enchanted Parkway from S 348th St. to WSDOT ROW ITS Conduit. Zayo to place two (2)microducts in existing ITS conduit. Zayo to place Zayo-owned fiber in one (1)microduct only. 149 zE 18 ,._ e. 1 , n i • f 4" Page 15 of 16 56 ` CITY OF CITY HALL , '�...- 33325 8th Avenue South Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www cayoffederalway com (F) Segment 6 - S 3481h St from Pacific Highway South to Enchanted Parkway. Zayo to place two (2)microducts in existing ITS conduit. Zayo to place Zayo-owned fiber in one (1)microduct only. e e • Q 't. 1 Page 16 of 16 57 EXHIBIT C DELEGATION OF SIGNATURE AUTHORITY FURTHER to Exhibit A (Signature Authority Policy) to the Resolution to Amend and Adopt the Signature Authority Policy, dated August 21, 2013, Gregg Strumberger, General Counsel, ZFTI, hereby delegates authority to the following individuals to execute and deliver,on behalf of Zayo Group, LLC,the below identified agreements, as listed below, with both (i) a total contract value of less than $500,000, and (ii) requiring no Zayo Group DOA approval: Zach Nebergall Metro Dark Fiber Service Orders, Metro Construction Services Orders, and [Vendor] Service Orders for the purchase of third party services to support Metro Dark Fiber Pam Moore Long Haul Dark Fiber Service Orders, ILA Colocation Service Orders,Long Haul Construction Services Orders, and [Vendor] Service Orders for the purchase of third party services to support Long Haul Dark Fiber Sunita Krishna ISP Service Orders, Real Estate [Vendor] Agreements, and [Vendor] Service Orders for the purchase of third party services to support ISP Robert Johnston Professional Services (aka zOne) Service Orders and [Vendor] Service Orders for the purchase of third party services to support zone or Operations David Jones FTT Service Orders and [Vendor] Service Orders for the purchase of third parry services to support FTT Jake Fuller Small Cell Service Orders and [Vendor]Service Orders for the purchase of third parry services to support Small Cell Dan Enright [Vendor] Project Service Agreements, and [Vendor] Service Orders for the purchase of third party services to support OSP Dylan Devito Underlying Rights Agreements[Vendor] The foregoing delegation will be deemed to be automatically withdrawn for that individual if he/she ceases to be the manager of the related service product. Dated this V0 day of 2014 Gregg Strumberger neral Counsel,ZFTI 58 ACKNOWLEDGMENT j STATE OF roI or-OLd o COUNTY OF I o.j Q r BEFORE ME,the undersigned authority,on the c)I day of ,2013, personally appeared c.r who is of 'and-whose name i ubscribed t the foregoing in r o st ument and acknowledged g 8 g to Ae that he/she executed the same as his/her free act and deed and for the purpose and consideration therein expressed. Notary ublic Ito mmisslon Expires NAL ETTH6IAL EWS NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20124070670 MY COMMISSION EXPIRES OCTOBER 29.2016 59 COUNCIL MEETING DATE: ITEM#: CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT:PAEC QUARTERLY REPORT POLICY QUESTION: N/A Information only. COMMITTEE: FEDRAC MEETING DATE: May 23,2017 CATEGORY: ❑ Consent ❑ Ordinance ❑ Public Hearing ❑ City Council Business ❑ Resolution ® Other STAFF REPORT BY: Ade Ariwoola, Finance Director DEPT: Finance Attachments: 1. PAEC Quarterly Report Options Considered: N/A MAYOR'S RECOMMENDATION: N/A MAYOR APPROVAL C + DIRECTOR APPROVAL: —q-716 .J c ainii1w. Cnttutii Initial/Date Initiai[Date Inilial/Date COMMITTEE RECOMMENDATION: N/A N/A N/A Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION:N/A (BELOW TO BE COMPLETED BY CITY CLERKS OFFICE) COUNCIL ACTION: ❑ APPROVED COUNCIL BILL# ❑ DENIED 1ST reading ❑ TABLED/DEFERRED/NO ACTION Enactment reading ❑ MOVED TO SECOND READING(ordinances only) ORDINANCE# REVISED—1/2015 RESOLUTION# 60 PAEC Project Report 04/30/2017 PAEC Project Budget/Report Sources& Expendiutres Project To Date 7TTotal Budget thru April 2017 % Revenues: City's Funds $ 11,530,896 $ 11,508,945 99.81% Hotel Site 1,500,000 - 0.00% 4 Culture 2,000,000 2,000,000 100.00% State 4,000,000 3,900,000 97.50% CDBG Section 108 3,000,000 3,030,000 101.00% 90.00% Other Grants(Bldg 4 Arts, Comm., 4Culture) 369,102 359,102 97.29% Private Company 1,000,000 985,395 98.54% Naming Rights 3,500,000 - 0.00% 85.00% Subtotal Sources $ 26,899,998 $ 21,783,442 80.98% Interest - 39,672 n/a 80.00% Interfund/New Market/Bonding 6,278,902 1 3,238,985 1 51.59% Total Sources $ 33,178,900 $ 25,062,099 75.54% 75.00% Expenditures. Planning, Design, & Design Management 5,220,913 5,272,871 101.00% 70.00% Construction Management 589,000 397,813 67.54% Specialty Consultant 75,942 25,942 34.16% Garco Construction Contract 24,158,160 18,311,849 75.80% 65.00% -r- Time Amount Construction Contigency/FFE 1,780,370 102,739 5.77% Geotech/Testing 213,645 177,227 82.95% Miscellaneous 711,070 711,073 100.00% Subtotal Expenditures $ 32,749,100 $ 24,999,516 76.34% 2%for Arts $ 429,800 $ 62,583 Total Uses $ 33,178,900 $ 25,062,099 Project Balance $ - $ 0 Budget To Date Used Construction Time (months) 20 18 90.00% Construction Budget $ 24,158,160 $ 18,311,849 75.80% * Due to admin fees charged by the State they have deducted $100,000 as admin fees. * Out of$11.36 million left to raise, we have New Market, Naming Rights, and Hotel Pad. * The City accessed the Interfund loan in April in the amount of$3.24M. The Interfund loan is due 3 years from the first draw or the loan can be refinanced. The Council approved $13M for interfund loan, and we have used $3.24M project to date. *The overage in the "Planning, Design, & Design Management" will come from "Construction Contingency/FFE" budget. 61 1 CITY OF Federal Way This page was intentionally left blank. 62 COUNCIL MEETING DATE: June 06,2017 ITEM#: CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: APRIL 2017 MONTHLY FINANCIAL REPORT POLICY QUESTION: Should the Council approve the April 2017 Monthly Financial Report? COMMITTEE: Finance,Economic Development and Regional Affairs Committee MEETING DATE:May 23,2017 CATEGORY: ® Consent ❑ Ordinance ❑ Public Hearing ❑ City Council Business ❑ Resolution [] Other STAFF REPORT BY: Ade Ariwoola,Finance Director DEPT: Finance Attachments: • April 2017 Monthly Financial Report Options Considered: 1. Approve the April 2017 Monthly Financial Report as presented 2. Deny approval of the April 2017 Monthly Financial Report and provide direction to staff. MAYOR'S RECOMMENDATION: Mayor recommends approval of Option 1. MAYOR APPROVAL: DIRECToja APPROVAL: ..nnui [e Cork i III �r �� 1niHal COMMITTEE RECOMMENDATION: I move to forward approval of the April 2017 Monthly Financial Report to the June 06, 2017 consent agenda for approval. Dini Duclos Martin Moore Susan Honda Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: "I move approval of the April 2017 Monthly Financial Report." (BELOW TO BE COMPLETED BY CITY CLERKS OFFICE) COUNCIL ACTION: ❑ APPROVED COUNCIL BILL# ❑ DENIED IST reading ❑ TABLED/DEFERRED/NO ACTION Enactment reading ❑ MOVED TO SECOND READING(ordinances only) ORDINANCE# REVISED—08/12/2010 RESOLUTION# 63 C1WW' Federal way April 2017 Monthly Financial Report -Highlights The following are highlights of the April 2017 Monthly Financial Report. Detailed financial information can be found in the April 2017 Monthly Financial Report detail. Notable Areas I. Sales Tax is 15K or 0.4% above 2017 year-to-date budget and $29K or 0.9% above 2016 year-to-date actual. 2. Community Development Permits and Fees is$22K or 3.0%above 2017 year-to-date budget and$188K or 33.4% above 2016 year-to-date actual due to the increase in permits for St. Francis lab and observation unit, Telecare Residential Treatment facility, South King Fire Station 63, and Cottages West Cluster III apartments. 3. Utility Tax is $710K or 23.8% above 2017 year-to-date budget and $333K or 9.9% above 2016 year-to- date actual primarily due to using more electricity and gas due to the inclement weather. 4. Dumas Bay Center revenue is $31K or 10.2% above 2016 year-to-date collections. There has been an increase in retreat rentals at the facility. General&Street Fund Summary Revenues are above the year-to-date budget by $260K or 2.4%. Property tax, sales tax, criminal justice sales tax, gambling tax, state shared revenue, Community Development permits and fees, Public Works permits and fees, parks and general recreation fees,and franchise fees revenue account for increases in revenue. Leasehold tax,court and probation revenue,business license fees, passport fees, admissions tax, and police contracted services revenue are below year-to-date budget. Total General & Street Fund expenditures are below year-to-date budget by $20K or 0.1%. The following departments are above their projected year-to-date budget: Law and Police. Law is over year-to-date budget by $35K primarily due to an increase in private legal services this year. Police is over year-to-date budget by $218K due to an increase in overtime for extra patrol enforcement and special events, and the payout for PSSA union negotiation agreement. Public Works is under year-to-date budget by$98K primarily due to positions charging time to capital projects outside the Street Fund. Property tax is below 2016 year-to-date actual by$213K or 5.8%but above 2017 year-to-date budget by $248K primarily due to timing differences. Sales tax exceeds 2016 year-to-date actual by$29K or 0.9%and also exceeds 2017 year-to-date budget by $15K or 0.4%. Services sales (increase of $13K or 1.7%), wholesaling (increase of $23K or 18.5%), information(increase of$18K or 10.9%),and Fin/Insurance/Real Estate(increase of$3K or 4.2%)account for the majority of the increase compared to year-to-date 2016. Additionally, criminal justice sales tax collected county-wide also exceeds 2016 year-to-date actual by $22K or 3.7%. Community Development permits and fees are above the 2016 year-to-date actual by $188K or 33.4% and above 2017 year-to-date budget by $22K or 3.0%. Significant permit revenues received year-to-date include St. Francis lab and observation unit, Telecare Residential Treatment facility, South King Fire Station 63,and Cottages West Cluster III apartments. Court revenue is below 2016 year-to-date actual by$102K or 19.0%and below 2017 year-to-date budget by$94K or 17.8%. The Court is under year-to-date budget in traffic and non-parking infractions due to the reallocation of the traffic unit to assist patrol officers in the gun violence initiative. Probation revenue is below 2017 year-to-date budget by 34K or 28.9%. In May 2016 we started receiving probation revenue. As of the end of April probation revenue is$13.5K less than expenditures,although the probation division was intended to be self-sufficient. Park & General Recreation Fees is below 2016 year-to-date actual by $23K or 8.3% but above 2017 year-to-date budget by $8K or 3.1%. This is due to an increase in participation in senior programs and trips,and an increase in registration for preschool. Admissions Tax is a new source of revenue in 2017. It is being paid quarterly and as of the end of April we've collected $49K out of the annual revenue of$400K. This is one of the new sources of revenue for funding new Police Officers and support. 64 Desiznated Operatinz Funds Expenditures are below 2017 year-to-date budget by$539K or 12.1%and are primarily due to timing of payments in Arterial Street Overlay, Solid Waste&Recycling, Performing Arts & Event Center Operations, and Surface Water Management due to vacancies of positions and timing of maintenance service contract payments. Utility tax revenues received year-to-date as reported on the monthly financial report totals $3.7M and is $333K or 9.9%above 2016 year-to-date actual and$710K or 23.8%above 2017 year-to-date budget. The following is the comparison of 2017 year-to-date actual to 2016 year-to-date actual utility taxes by category: Electricity—current YTD increase by$160K or 10.9% Gas—current YTD increase by$155K or 27.7% Cable—current YTD increase by$18K or 4.3% Cellular—current YTD decrease by$32K or 8.7% Real estate excise tax 2017 year-to-date revenues of$1.6M is above 2016 year-to-date actual by $295K or 22.2% and above the 2017 year-to-date budget by $854K or 110.6%. There were 119 taxable residential sales (total sales $37.9M/$188K tax),and three commercial sales (total sales $6.9M/$34K tax). Large commercial sales this year were Evergreen Corporate Center (sale of$15.7M, $77K tax), Red Lion Inn & Suites (sale of$8.6M, $43K tax), Pavilion Apartments(sale of$93.1M,$461K tax),and Commons Mall(sale of$45.9M,$227K tax). Federal Way Community Center 2017 year-to-date operating revenues total $679K, which is above the 2017 year-to-date budget by $56K or 8.9% and above the 2016 year-to-date actual by $47K or 7.4%. Revenues that performed better than year-to-date projections were daily drop-ins, city employee membership program, fitness classes, and pool and facility rentals. Revenues that fell behind year-to-date revenue projections were passes,youth athletic programs, aquatic programs, and towel/equipment rentals. Revenues that have fallen behind 2016 year-to-date actuals are youth athletic programs,and aquatics programs. 2017 year-to-date operating expenditures total $709K, which is above the 2017 year-to-date budget by $20K or 2.9%,and above 2016 year-to-date actuals by$30K or 4.4%. Compared to year-to-date budget,Personnel costs and supplies have increased due to increased service levels to meet higher demands, increased minimum wage for part- time employees, supply needs, inventories, and building repairs. Other Services & Charges are lower due to decreased personal training services, and lower contracted repair and maintenance due to repairs being done in- house. The 2017 year-to-date revenues over/ (under) expenditures of($31K) is performing better than the 2017 year-to- date budget of($66K)by$36K, and is performing better than the 2016 year-to-date actual by $17K. Year-to-date, $20K of operating subsidy has been used to keep the reserve fund balance at$1.5M, compared to $63K at this time last year. The fund balance is at its required level of$1.5 million. The fund balance is set aside for equipment replacement, major building upgrades,and roof replacement of the Community Center Building. Dumas Bay Centre 2017 year-to-date operating revenues total$330K,which is$125K or 61.4%above the 2017 year-to-date budget and above 2016 year-to-date actual by $31K or 10.2%. The increase over 2016 year-to-date actual is due to an increase in rentals as a result of a marketing plan and Google AdWords campaign that started in 2011,and the return of rental groups. 2017 year-to-date operating expenses total$293K,which is $68K or 30.5%above the 2017 year-to-date budget and $18K above 2016 year-to-date actual. The increase in expenses over year-to-date 2017 is due to an increase in goods and services for the operation as well as the increase in rental activity for the first four months. 2017 year-to-date revenues over/(under) expenditures of$37K is above 2016 year-to-date by $13K. Dumas Bay Centre has recovered 112.55%of operating expenditures compared to 108.71%last year. The year-to-date fund balance of$685K is a reserve for future general capital needs of the building. These funds are set aside for equipment replacement,major building upgrades,and roof replacement of the center. Lakehaven Utility District The City signed an agreement with Lakehaven in 2016 for a 3.6%franchise fee,and in exchange the City will pay for the fire hydrant maintenance and street lights that were initially paid for by Lakehaven and charged to the citizens. The franchise fees received thru April are$311K and billing for the fire hydrants and streetlights is$367K. The billings for fire hydrants are quarterly,and streetlights are monthly. Revenue from the franchise agreement is received monthly. 65 CM,w'A Federal Way April 2017 Monthly Financial Report -Detail GENERAL&STREET 2016 2017 YID Budget vs.Actual FUND SUMMARY Annual Annual YID Annual YTD YID Favorable/ nfavorahle Budget Actual Actual Budget Budget Actual $ % Beginning FundBalance $12,006,584 : $12,006,584 $12,006,584 $10,534,953 $ 11,616,780 $11,616,780 n/an/a Revenues: € i Property Taxes 10,486,454 10,358,895 3,651,935 10,512,200 3,191,497 3,439,169 247,672 7.8% ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Sales Tax 14,142,653 14,222,497 3,406,766 14,168,989 3,420,740 3,435,845 15,105'i 0.4% Criminal Justice Sales Tax 2,507,007 2,499,527 603,103 2,458,271 593,149 625,318 32,169 5.4% ..-- ................................---..........................................................................................................................................._; .............................................................................................._; ......................................... Admissions Tax 400,000 66,667? 49,072 (17,594)'',; -26.4% Gambling Taxes 155,000: 190,051 32,848 155,000 28,998 48,762 19,765 68.2% _........................................................................................................................................:.................... ............................................................................_;.................................................._;...... ............................ .......................... o_.. State Shared Revenue 2,483,000 2,878,883 725,126 2,670,000 672,513 713,438 40,925''i 6.1% Leasehold Tax 6,000 3,784 829 6,000 1,314 156 (1,159): 88.2% ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................8............ Court Revenue 1,471,550 1,284,479 534,593 1,471,550 526,788 433,011 (93,777): -17.8% Probation Revenue 354,345: 177,252 354,345; 118,115 83,925 (34,190)1: 28.9% CD Pemrits&Fees 2,572,000 1,766,106 564,097 2,150,500 730,844 752,520 21,675 3.0% ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... PW Permits&Fees 317,000 487,489 101,822 372,728 101,182 161,606 60,423 ''i 59.7% ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Business License Fees 259,000 261,716 57,003 622,000 135,473 85,309 (50,164): -37.0% ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Franchise Fees 1,050,000 1,167,270 300,616 1,143,721 294,551 : 309,483 14,932''i 5.1% Lakehaven Franchise Fees 424,289: 424,289 848,580 282,860 311,371 28,511 10.1% Passport Agency Fees 65,000: 67,800: 28,450 65,000: 27,275: 21,350 (5,925) -21.7% .................................................................................................... ........................................................ _......................................................................._;............................................. ................................... .......................... Park&General Recreation Fees 937,000 1,053,297 283,688 937,000 252,365 260,201 7,835''i 3.1% ....................______............................................................................. ........................................................;................................... _...................................... ..... .................................... Police Services* 1,174,766 1,376,060 189,430 1,174,766 161,719 124,181 (37,538)1: -23.2% .................................................................................................. ........................................................;................................... ........................................................;............................................. ...................... ........... Admin/Cash Management Fees 375,896 375,896 125,299 375,896 125,299: 125,299 0''i 0.0% ........ ........ ........._ ......... ... ........ .. ...................................... .. ............ Interest Earnings 31,000; 55,217 14,620 40,800 10,803 22,305 11,502 106.5% Miscellaneous/Other/Grants 903,002 978,552 223,408 705,859 177,794 177,794 - 0.0% Total Revenues 39,714,962 : 39,629,061 10,843,632 40,633,205 10,919,947 11,180,114 260,167 2.4% Expenditures: .............................................................................................................................................................................................................:.................................................................................................................. ........ .......... City Council 378,928: 373,181 186,246 397,177 198,222 191,745 6,477''i 3.3% 0 Mayor's Office 1,375,288: 1,375,978 506,338 1,351,665 479,615 472,612 7,003 1.5/0 Community Development 2,335,518: 2,212,828 743,280 2,272,364 757,379 743,450 13,929 1.8% .........---..........................................................................................................................................................................................:..............................................._;................. ................................_;......................... _ ......... Economic Development 349,430: 314,647 96,410 237,542 72,735 68,840 3,895''i 5.4/0 .........___..............................................................................................................................................................................................;................................................;...................______.............................................................;........................... ... ................... ........... Human Services 977,464: 867,906 304,095 793,055 273,604 264,407 9,197'i 3.4/0 ..........................................................................................................................................................................................................._l .............................................................................................._; -......... Finance 941,111 : 874,097 276,259 959,590 295,746 277,517 18,229 6.2% ._ -� -..... Human Resources 982,708: 942,757 260,383 963,780 252,289 249,578 2,711 1.1% ............................................................................................................................................................................................................._................................................................................................................................................................................................._,........................................................................................................................... Law 1,316,670: 1,477,034 447,886 1,362,037 454,648 489,717 (35,069) -7.7% Municipal Court 1,365,125 1,329,417: 447,798 1,363,762 444,586 432,881 11,705 2.6% Probation 354,345 197,233 9,733 330,413 110,138 97,381 12,7571 11.6% ..........................................................................................................................................................................................................._; .............................................................................................._; ........ Jail 5,518,134: 5,502,776 1,824,596 5,773,342 1,924,447 1,861,210 63,237 I 3.3% 0 Police 19,673,962: 20,087,648 6,442,331 20,345,896: 6,803,668 : 7,021,317 (217,649)11 -3.2/0 ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Parks&Recreation 3,798 675 3,906,619 1,051,433 3,810 673 1,043,362 1,018,054 25,308 2.4% Lakehaven Fire Hydrant/Street Light 419,120: 444,246 955,947 366,772 366,772 0.0% ........................................................ _..........................................................;.......................... ..;................................................................................................;.................................. ....... ........... Public Works 3,869,332: 3,372,714 819,033 3,884,067: 1,073,556 975,298 98,258'i 9.2% Total Expenditures 43,655,810 '' 43,279,081 13,415,822 44,801,310 14,550,767 14,530,779 19,988 0.1% Revenues over/(under)Expenditures (3,940,848)[ (3,650,021)', (2,572,190) (4,168,105); (3,630,819)', (3,350,665) 280,154 -7.7% Other Sources: Ongoing Transfers In: i i ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Traffic Safety for Operations 1,780,609 1,780,609 1,021,298 1,021,298 1,021,298 0.0% -...........................................................................................__ ; ............-- -.................._ ...........................__............ ..................................... Utility Tax for Designated Programs 916,340: 534,203 368,000: n/a -- UtilityTaxforOperations 7,813,661 € 7,813,661 : 3,932,574 7,552,634: 3,434,584; 3,434,584 0.0% ......... ------- - - ........ ........ ........ Other Transfers In 2,180485 129,382: 129,382 0.0% Total Other Financing Sources 10,510,610 : 10,128,473 : 3,932,574 11,122,417 : 4,585,264 : 4,585 264 - 0.0% Other Uses: ii ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Transfers Out Other 2,727,481 1,969,815 317,347 1,366,579 8,536 8,536 0.0% 3 a Non-Depg artmental Internal Service Char es 5 3 L 909: 4 898 441 ' 1 771 464 5 614 902: 1 871 632 : 1 871 632 0.0/o Total Other Financing Uses 8,041,390 6,868,256 2,088,811 6,981,481 1,880,168 1,880,168 0.0% Total Fading FundBalance $10,534,956 $11,616,780 $11,278,157 $10,507,784 $ 10,691,056 $10,971,210 n/a' n/a 66 DESIGNATED OPERATING 2016 2017 YID Budget".Actual FUNDS SUMMARY Annual Annual YTD Annual YTD YTD Fawrable/([nfawrable) Budget Actual Actual Budget Budget Actual $ Beginning Fund Balance $23,403,005 $23,403,010 $23,403,010 $19,385,555 $23,269,748 $23,269,748 n/a n/a Revenues: .......................................................:................................................ : .......................................... ............................._............ Utility Tax 8,973,923 9,211,905 € 2,602,442 8,912,924: 2,299,386 2,862,743 563,356 24.5% ........----..........................................--- ..........................................................; :.........................._ .........................................................._: ;............................................................................................................................................... Utility Tax-Prop 1 Voter Package 2,694,833 2,690,961 762,811 2,658,616 689,178 835,881 146,703 213% ...........__......................................................... ...........................................................;.................................................._;..............................._---_...............................................................;.................................................... ;.............................................................................................................................................. Hotel/Motel Lodging Tax 200,000 283,220: 51,980 225,000 41,019 53,760 12,741 31.1% i Real Estate Excise Tax 3,399,999 5,265,138 1,331,241 3,200,000 772,253 1,626,161 853,908 110.6% ......... - -- ......... Property Tax-KingCo Expansion Levy 160,000 172,784 160,000 n/a State Shared Revenue 509,000 526,648 123,335 511,410 119,767 121,131 1,364 1.1% Traffic Safety(Red Light/School Zone) 3,275,117 3,192,978 1,157,892 3,136,874 1,137,546 1,039,896 (97,650) -8.6% Federal Way Community Center 1,831,500 1,828,862 631,818 1,806,500 622,894 678,506 55,612 8.9% Dumas Bay Centre Fund 908,792 950,930 298,947 635,251 204,109 329,513 125,405 61.4% ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................. Performing Arts&Event Ctr Operations - - - 365,253 - - - n/a Surface Water Management Fees 3,900,000 3,930,279; 1,406,649 3,958,500 1,416,750 1,303,597 (113,153) -8.0% ....................................................................................... ...............................................................................;....................................................;............ _.._._..........................................;....................................................;.......................................................................................................................................... ._ Refuse Collection Fees 304,517 303,820: 101,067 304,517 101,298 102,880 1,582 1.6% ......... ......... .........- ......... - -.................................. - ........ ......- Interest Earnings 14,800 90,544 24,405 13,200 3,558 38,127 34,570 9716% Miscellaneous/Other/Gants 257,578 277,810 27,210 2,101,246 28,657 28,657 - 0.0% Total Revenues 26,430,059 28,725,879 [ 8,519,797 27,989,291 7,436,415 9,020,853 1,584,438 21.3% Expenditures: ................................................................................................................................................................................................: ...............................................---.--...............................................; .......................................................................................................................................... Arterial Streets Overlay Program 1,713,886 1,652,932: 232,626 1,515,409 213,272 40,640 172,632 80.9% Solid Waste&Recycling 464,622 452,722 130,877 503,121 145,447 124,949 20,498 141% _......................................................................................................................................................................................, ......................................... ................___i ;.......................................................................................................................................... Hotel/Motel Lodging Tax 200,300 49,935 5,586 224,700 25,136 11,038 14,098 56.1% ......................................................................................................................................._;. .............................._................................................._.. :_..............................................._:....................................................................................................... Traffic Safety(Red Light/School Zone) 2,340,253 : 2,276,156: 714,583 2,269,463 : 756,488 : 725,499 30,989 4.1% .............. ...........................................................................................__..............................................................._. ..............................;................................................................................. _;....................................................;..................................................................................................... ................... Utility Tax Proposition 1 2,978,350 2,826,642: 938,299 2,998,943 995,494 973,058 22,436 2.3% Debt Service(Debt&Admin Fee) 815,123 812,422 - 10,082,279 - - - n/a ........................................................____.........................................................._................................. ...........;....______................................;........................................................................................................;.... .;...............................................................____._.................................._.._................. Federal Way Conxminity Center 2,260,641 2,249,626 679,196 2,206,850 689,262 709,343 (20,082) -2.9% Performing Arts&Event Ctr Operations 412,135 234,505 48,131 937,546 192,427 102,125 90,302 46.9% ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Dumas Bay Centre Fund 887,199 917,484: 274,993 751,015 224,337 292,782 (68,445) -30.5% Surface Water Management 3,912,789 3,458,951 : 1,046,985 3,999,914 1,210,728 934,645 276,083 22.8% Total Expenditures 15,985,298 14,931,376 : 4,071,276 25,489,240 4,452,590 3,914,079 538,510 12.1% Revenues over/(under)Expenditures 10,444,761 13,794,503 : 4,448,521 2,500,051 2,983,825 5,106,773 2,122,948 71.1% Other Sources: Ongoing Transfers hi: g g i i .................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Utility Tax for DBCOper/Reserves 112,000 117,875 112,000 112,000 - - - n/a _..............................................................................................................................................................: ;........................................................................................................; ............................................................................................................................................... Utility TaxforFWCCOper/Reserves 447,999 420,302 55,862 393,850 19,939 19,939 - 0.0% ...... _...............................................................................................................................................................:....................................................;........................................................................................................;.................................................... ;............................................................................................................................................... Utility Tax for FWCC Debt 812,123 812,123 - 813,023 - - - n/a _............._.....................................................................................................................................................................; .................................................................................................... .................. ........................................ ..................................... Utility Tax for Arterial Streets Overlay 1,013,000 1,013,000 - - - - - n/a ............................................................ .......................................................................... .................................................................................................. ........................................ ................................ REST for Arterial Streets Overlay - - - 1,013,000 - - Transfers/Proceeds from Sale 4,111,344 3,869,573 [ 1,530,141 9,432,735 - - - n/a Total Other Sources 6,496,466 6,232,873 : 1,698,003 11,764,608 19,939 19,939 - 0.0% Other Uses: Ongoing Transfer Out: .................... ................................................................................................................................................................................................................................................................................................................................................;........................................................................................................................................... Trak Safety(Red Light/School Zone) 1,990,609 1,990,609 1,780,609 1,226,298 1,226,298 1,226,298 - 0.0% Utility Taxto PAEC Oper 376,805 376,581 : 13,000 572,293 - - - n/a Utility Taxto FWCCOper/Reserves 447,999 420,302 55,862 393,850 19,939 19,939 - 0.0% Utility Taxto DBC Oper/Reserves 112,000 117,875 112,000 112,000 - - - n/a Utilit Taxto Arterial Streets Overla 1,013,000 1,013,000 n/a ..............'.....................................................................................................'............................................................... - - - - - Utillity Taxto General/Street Oper 7,331,661 6,929,235 1,151,969 7,920,634 2,434,584 2,434,584 - 0.0% REFI'to Arterial Streets Overlay - - - 1,013,000 - - i REET to FWCC Debt 812,123 812,123 - 813,023 - - - n/a Trans fers/Other/Unalloc IS 8,394,301 8,500,923 : 3,343,966 3,289,865 1,915,148 i 1,915,148 0.0% Total Other Uses 20,478,498 20,160,647 : 6,457,406 15,340,963 5,595,969 : 5,595,969 - 0.0% Ending Fund Balance Arterial Streets Overlay 100,000 245,968 203,426 100,001 - 341,171 n/a n/a _........................................................................................................................................................ ............................................;............................................................................ _... ............................................. ............................... Utility Tax(non-Prop 1) 1,842,718 2,457,684: 5,018,835 1,500,000 - 2,870,710 n/a n/a Utility Tax-Prop 1 VoterPackage 1,077,461 1,290,233 1,000,000 1,000,000 1,155,010 n/a n/a ..................................................... .........................................................................................................;. :......._................................................................................................................................................._......................................................................................................................................... Solid Waste&Recycling 175,352 176,307: 179,734 103,348 - 155,379 n/a n/a Hotel/Motel Lodging Tax 501,765 737,374: 548,755 502,765 - 781,463 n/a n/a ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Federal Way Corxmnrnity Center 1,516,499 1,516,497 1,513,115 1,500,000 - 1,503,737 n/a n/a Traffic Safety Fund 2,558,372 2,551,277: 2,280,692 2,202,984 - 1,643,895 n/a n/a _................................................................................................................................................... _...............;........................---...................._......................................................................................................_;.................................................._;...................--.........._....................................................................................................... Real Estate Excise Tax Fund 3,078,495 4,957,033 : 3,960,309 2,539,473 - 4,679,040 n/a n/a ............................----..................................................................................................................----................; :..............................................................................._ ..........------............. ............................................. ..................................... Performing Arts&Event Ctr Operation (0) 177,413 : 206 (1) - 75,459 n/a n/a Paths&Trails 553,356 568,722 387,100 722,356 - 572,030 n/a n/a ...............................................................................................................................................................................................; .......................................................................................................; ............................................................................................................................................... Strategic Reserve Fund 3,418,340 3,021,716: 3,057,167 3,000,000 - 3,027,298 n/a n/a ......................:.................................................._....................................................................................... _...............................................:....................................................................................................................................... Parks Reserve Fund 750,000 752,652: 750,593 750,000 - 754,042 n/a n/a ...................................................i i Debt Service Fund 2,499,999 2,508,515 : 1,592,288 2,763,646 - 2,513,148 n/a n/a ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Surface Water Management 1,082,868 1,659,675 : 1,865,835 1,153,774 - 2,042,993 n/a n/a Dumas Bay Centre Fund 710,510 j 648,669 734,070 470,905 - 685,119 n/a n/a Total Ending Fund Balance $19,865,735 $23,269,735 $23,092,127 $18,309,251 $ - $22,800,493 n/a n/a 67 Sales Tax Compared to year-to-date 2016 actual,sales tax revenues are up by$29K or 0.9%. Compared to 2017 year-to-date budget, year-to-date sales tax revenues went up by$15K or 0.4%. There is usually a two month lag in sales tax revenue. The sales tax collected for February 2017 is paid to the City in April 2017. LOCAL RETATL SALES TAX ItEVENUES YTD April Favorable/(Unfawrable) 2016 2017 Change from 2016 YTD Actual Ns Budget Month Actual Budget Actual $ % $ % Jan $ Feb 1,407,385 1,411,630 1,427,326 19,941 1.4% 15,697 1.1% ......................................................:.........................................................:......................................_..............;:........................... .........................................__................................... ........................................ .......................................... Mar 967,408 987,229 , 1,023,938 : 56,530: 5.8%', 36,709 3.7% ...............................................................................................................:.................................._____..........::................................................._......................................:................_.....................::..................................................:.......................................... Apr 1,031,972 1,021,881 984,581 (47,391): -4.6%:::: (37,301); -3.7% ...............................................................................................................:....................................._._............,:..................................................._:..�._.....................................:..........................................::..................................................:.......................................... May 1,169,154 1,161,348 - Jun 1,148,897 1,114,628 - ................................. . ..............................................;.........................................................;:........ ................... .................................. ............................. Jul 1,191,650 1,165,572 j'I - - - - ............................... � ..........................................-;.........................................................;:..................... ............... .......................... ......................... Aug 1,308,122 : 1,317,036 - - - - ...-- Sep 1,230,986: 1,227,350 Oct 1,271,590 1,227,226 Nov 1,241 815 1,235,563 ....- Dec 2,253,517 2,299,526 YID Total $ 3,406,765 $ 3,420,740 $ 3,435,845 $ 29,080 : 0.9% $ 15,105 0.4% Annual Total; $ 14,222,496 $ 14,168,989 I', n/a n/a n/a n/a n/a COMPARISON OF SALES TAX COLLECTIONS BYSIC CROUP Favorable/(Unfawrabl e) Component 2016 YID 2017 YID Change from 2016 Croup April April $ % Explanation Retail Trade $ 1,777,839 1 $ 1,748,672 $ (29,167) 1.6%Up$27K-Motor Vehicle&Parts Dealer,Furniture and Home Furnishings,Building Material and Carden,Health and Personal Care Stores,Gasoline Stations Down$56K-Electronics&Appliances,Food and Beverage Stores,and Sporting Goods,Hobby, Books,Clothing and Accessories,and General Merchandise Stores ........................................................................................................................................................................................................................................................................................................................................................................ Services 759,639 772,584 12,945 1.7%Up$27K-Professional,Scientific,Tech,Waste Management Remediation,Food Services& Drinking Places,Personal laundry Services,Hospitals,Religious,Grantmaking,Civic Down$14K-Administrative&Support Services,Ambulatory Health Care Service,Nursing& Residential Care,Armsement,Gambling,Accomodation,Repair&Maintenance ...................................... ..................................................................-............................................................................................................................................................................................................ Construct 414,446 417,273 2,827 0.7/o Up$38K-Heavy&Civil Construction,Specialty Trade Down$35K-Cons tinction of Buildings Wholesaling 121,492 144,020 22,528 18.5%Up$23K-Wholesale Trade Durable&Nondurable goods Transp/Utility 1,124: 1,240 116 10.3%General Increase Information 166,288 184,358 18,070 10.9%Up$24K-Internet Service Providers,Publishing Industries,Telecom nunications,Other Infomuation Services Down$6K-Motion Picture,Sound Record Manufacturing: 33,194 23,484 (9,710) 29.3%Up$2K Furniture&Related Products,Nonmetallic Mineral Products Down$12K-Wood Product Manufacturing,Printing&Related Support,Chemical Manufacturing,Fabricated Metal Manufacturing,&Machinery Manufacturing,Miscellaneous Manufacturing '-....................................... ............................................................... Government 39,912 49,437 9,525 23.9%Up$10K-Nonclassifiable Establishments Down$IK-Economic Programs Admin ............................................:........................................................................................... ° p _...................................................... _................................................................ Fin/Insurance 81,693 85,135 3,442 4.2/°U $4K-Credit Intemrdiation,Real Estate,Insurance Carriers and Related /RealFstate Down$1K-Rental and Leasing Services ...........................:........................................................:............................................................................................................................................................................................. __...................................................................................................................................................................... C>ther 11,140 9,643 (1,497) -13.4%GenemlDecrease YID Total $ 3,406,767 $ 3,435,845 1$ 29,079 0.9% 68 SALES TAX COMPARISON by AREA YTD April Favorable/(Unfavorable) Chg from 2016 Location 2016 2017 $ % Explanation YID Total Sales Tax $ 3,406,765 $ 3,435,845 '', $ 29,080 0.9% S 348th Retail Block 497,051 ''i 511,222 14,171 2.9%Up$21K Retail Automative/Gas,Retail Building Materials, Retail General Merchandise,and Retail Mise Store Down$7K Furniture&Fbdures,and Retail Eating& Drinking The Commons 316,255 307,407„ (8,848), -2.8% Down$9KMise Retail Trade,Retail Eating&Drinking,& Retail General Merchandise S 312th to S 316th 204,098 199,370: (4,728) -2.3%Up$3K Retal Automative/Gas Down$8K Retail General Merchandise Pavilion Center 126,520 120,483 : (6,037) -4.8% Down$6K Electronics and Appliances,Miscelleneous Retail Trade Hotels&Motels 50,503 54,414: 3,911 € 7.7% General increase Gateway Center 53,636 50,695 : (2,941) -5.5% Down$3K Teleconnn unications Utility Tax(Total 7.75%) The utility taxes year-to-date is $333K or 9.9% above 2016 year-to-date actual and $710K or 23.8% above 2017 year-to- date budget. There is usually a two month lag in utility tax revenue. The utility tax collected by utility companies for February 2017 is paid to the City in April 2017. UTILITY TAXES Year-to-late thru April Favorable/(Unfavorable) 2016 2017 Change from 2016 YTD Actual vs Budget Month Actual Budget Actual $Var % Var $Var % Var Jan $ 535 $ 688 $ 464 $ (70): -13.2%� $ (223); -32.5% ............................................................................................................................::............................................................:..........................................................:........................................................:.............................................::....................................................:...__.................................... Feb 1,140,130 967,869 1,207,870 67,740 5.9%'', 240,001 : 24.8% ........................................................._.._.................................................................::.........................................................._:..........................................................:......................................................_:.............................................;:..............................................._�............................. Mar 1,072,515 1,159,999 1,211,046 138,531 12.9%::: 51,047 4.4% ............................................................................................................................::.............................. ;.............................._..........................,................................__............................................................. ...... Apr 1,164,983 876,256 1,282,380 117,398 10.1%:::: 406,124 : 46.3% ............................................................................................................................::.........................................................._:..........................................................:......................................................_:.............................................::................................................._�....... May 289,114 572,897 - T Jun................................................ ...,, 1,536,6271,478,996 ............................................................................................................................:......................................................................................................................:......... Jul 851,015 664,318 - - - - - ......... ...... .. Aug 444,239 587,029 ................................. ......................................................................................,:.............................................................. . . _.......; .................. Sept 1,322,964 1,142,330 - - - - Oct 1,064,509 1,066 825 - - ............................................................................................................................:......................................................................................................................:.................................................................................................................................. Nov 743,017 673,468 -...... - - - - .... ....... Dec 2,287,467 2,400,866 ; - - YTD Subtotal $ 3,378,162 $ 3,004,812 $ 3,701,760 $ 323,598 9.6% $ 696,949 23.2% Rebate (12,909);: (16,247): (3,136): 9,773 ' 0.0% 13,111 -80.7% YTDTotalj $ 3,365,253 $ 2,988,565 $ 3,698,624 $ 333,371 9.9%' $ 710,059 23.8% AnnualTotall $ 11,902,866 $ 11,571,540 n/a n/a n/a n/a n/a The City of Federal Way provides a utility tax rebate for qualifying individuals that have paid for Utility bills within the City of Federal Way,who are 65 years or older,disabled/unable to work,and qualify as low income during the affected calendar year. This is an annual program that opens January 1St and closes April 30th of each year. The City processed 156 rebates at a total cost of $16K in 2015. The City processed 132 rebates at a total cost of$14K in 2016. The City has processed 29 rebates year-to-date at a total cost of$3K in 2017. 69 UTILITY TAXES-by Type Year-to-date thru April Favorable/(Unfavorable) Utility 2016 2017 Change from 2016 Type Actual Actual $ Electric $ 1,474,786 $ 1,635,111 $ 160,326 10.9% Gas 559,107 714,185 155,077 27.7% Solid Waste 229,395 253,233 23,838 10.4% ........................................................................................................... o .............................................. Cable 424,721 442,975 18,254 4.3% ............................................ Phone 176,810 175,127 (1,682); -1.0% ............................................................::..............................................................:................................................. Cellular 366,430 334,386 (32,044); -8.7% ......... ........ ........ Pager37 46 . 9 n/a ....... SWM 146,876 146,697 (180); -0.1% TaxRebate (12,909); (3,136) 9,773 : 0.0% YTD Total $ 3,365,253 $ 3,698,624 $ 333,37199% Proposition I Voter Approved Utility Tax 2017 Year-to-date Prop 1 expenditures total$973K or 32.4%of the$3.OM annual budget. Current life-to-date Prop 1 Utility tax collections and transfer in total$29.8M and expenditures total$28.6M. 2016 2017 Life PROP1 ............................................................................................................................................................................................................................... Budget Actual Budget Actual To Date Beginning Balance: 719,485 719,485 1,077,462 jl 1,290,233 n/a OPERATING REVENUES January 179 121 158 590 1,604,734 February 208628 ; 257,695 221,989 273,162 2,622,317 .................................__ :... - ....................................---------.....................................:....----........................................................................................... March 283,240 251,171 266,055 273,982 3,158,104 ..........................................................:.......................................................................................................................................................................................................................... April 173,885 254,383 200,977 290,101 2,716,714 ........ May 167,057 ; 65,574 131,399 2,311,699 ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... June 342,024 347,323 339,220 2,658,720 ...................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... July 135,464 192,576 152,367 1,952,573 ...................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... August 154,463 100,684 134,640 1,932,000 September 248,795 299,094 262,003 1,966,161 ---- October 251,664 240,747 244,685 2,409,684 November 150,851 168,124 154,465 1,872,377 ........ ......... ......... ......... ......... ......._ ......... ._:.... ......... ......... December 578,584 : 516,876 550,659 - 3,870,019 Total Prop 1 Revenues: 2,694,833 2,694,368 2,658,616 837,834 29,075,103 Transfer in from Utility Tax Fund 641,494 7039022 641,494 - 703,022 OPERATING EXPENDITURES Public Safety Improvement Positions&Costs: ................ ---............... ............................................................... _...... ............................................... Police Services(includes 1 Records Specialist,16 Police Officers,&2lieutenants) 2,333,304 : 2,2.70,637 2.361.295 790.824 2.1_,614,84.6 Court Services(includes.50 Judge,1 Court Clerk,and Pro Tem Pay,Public Defender contract,1.5 Prosecutors) 378,690 338,718 377,810 106,525 3,574,885 Total Public Safety Improvement Costs 29711,994 € 29609,354 297399105 897,349 2591899731 Community Safety Program Costs: 1 Code Enforcement Officer 107,497 47,768 96,308 27,596 472,192 _...................................................................................................... _.................................................................................................................._ _.................................................................................................. .5 Assistant City Attorney 61,391 61,444 63,193 11840 601,270 1 Parks Maintenance Worker I&Security 97,469 108,075 100,337 35,272 1,033,232 Total Community Safety Improvement Costs 266,356 2179287 2599838 759708 2,106,693 Indirect Support-HR Analyst - - - 291,695 --- ---- - - ...... ....... SafeCity M&O - - 245.929 Subtotal Ongoing Expenditures - - - - 537,624 SafeCity Startup - - - 189,066 ................................................................................................................................................... ................................................................. ..... p ................................................. Other Transfer-Pro 1 OT for Police - 600,000 Subtotal Other Expenditures - - - - 7899066 Total Prop 1Expenditures: 2,978,350 298269642 2,998,943 9739057 2896239114 Total Ending Fund Balance: $ 1,077,462 $ 192909233 1 $ 1,378,629 $ 1,155,011 $ 1,155,011 70