HomeMy WebLinkAboutAgreements/Contracts - Development Services (002)INTERGOVERNMENTAL COOPERATION AGREEMV�°f-o"„'�
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BETWEEN GRANT COUNTY AND
GRANT COUNTY CONSERVATION DISTRICT
FOR VOLUNTARY STEWARDSHIP PROGRAM
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91,A4 THIS AGREEMENT is made and entered into this day of
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VJ-![ and the GRANT COUNTY CONSERVATION DISTRICT ("the District"), a political
subdivision of the State of Washington.
WITNESSETH:
WHEREAS, the Interlocal Cooperation Act, as amended, and codified in chapter 39.34
of the Revised Code of Washington ("RCW"), provides for public agencies to enter into
agreements for joint or cooperative action authorized under that chapter;
WHEREAS, the County and the District are public agencies within the meaning of
chapter 39.34 RCW;
WHEREAS, chapter 89.08 RCW specifically provides for the District to enter into
interlocal agreements;
WHEREAS, the District's mission is to provide leadership, technical, educational and
financial assistance to landowners and land users in their utilization and management of natural
resources;
WHEREAS, the District serves the citizens of the community (county, state, country) to
ensure the long term use of natural resources in an economically, socially and environmentally
sustainable manner using non -regulatory, voluntary approaches;
WHEREAS, the Washington State Legislature, through ESHB 1886, created a Voluntary
Stewardship Program ("VSP") for protection of critical areas in areas of agricultural activities;
WHEREAS, the Grant County Board of County Commissioners approved Ordinance
No. 12-008CC, An Ordinance Electing to Participate in the Voluntary Stewardship Program
(RCW 36.70A.705), identifying and nominating the Esquatzel Coulee (WRIA 36), Lower Crab
(WRIA 41), Grand Coulee (WRIA 42), Upper Crab -Wilson (WRIA 43), Moses Coulee (WRIA
44) and Lower Lake Roosevelt (WRIA 53) watersheds as state priority watersheds, and electing
to have Grant County proceed with implementation of the requirements of the Voluntary
Stewardship Program once the Washington State Legislature provides adequate funding for such
activity;
WHEREAS, the District has the technical expertise to lead the Watershed Group and
complete the watershed plans and desires to do so;
WHEREAS, Grant County intends to designate the District as the organization that will
coordinate the Watershed Group (RCW 36.70A.712), after the Washington State Conservation
Commission makes funds available to the County.
NOW, THEREFORE, the parties agree as follows:
1. PURPOSE. The purpose of this Agreement is to acknowledge and facilitate the
parties' mutual interest in implementing the Voluntary Stewardship Program.
2. ADMINISTRATION. No new separate legal or administrative entity is created to
administer the provisions of this Agreement.
a. The District's point or contact for purposes of this Agreement shall be as
follows:
Marie Lotz, District Manager
Grant County Conservation District
1107 S Juniper Drive
Moses Lake, WA 98837
Phone: (509) 765-9618
b. The point of contact for the Grant County shall be as follows:
Damien Hooper
Grant County Development Services Department
264 W Division Ave
PO Box 37
Ephrata, WA 98823
Phone: (509) 754-2011 Ext. 2501
3. SCOPE. This agreement contemplates that the District will:
a. Assume the duties and scope of work contained within the Contract (#K2211)
between the Washington State Conservation Commission and Grant County
as they relate to the administration of the VSP program.
b. Contract with Grant County for Washington State Conservation Commission
funding in an amount not to exceed $235,000 between July 1, 2021 and June
30, 2023;
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c. Lead and facilitate the Watershed Group for the Esquatzel Coulee, Lower
Crab, Grand Coulee, Upper Crab -Wilson, Moses Coulee and Lower Lake
Roosevelt watersheds as state priority watersheds;
d. Write the Work Plan(s) for the Esquatzel Coulee, Lower Crab, Grand Coulee,
Upper Crab -Wilson, Moses Coulee and Lower Lake Roosevelt watersheds as
state priority watersheds.
4. COMPENSATION BY THE COUNTY TO THE DISTRICT
a. The District will bill direct the Washington State Conservation Commission
for all activities on V S P .
b. The District will send all copies of invoices to the County for their records.
5. DURATION OF AGREEMENT —TERMINATION. This agreement shall
remain in force until June 30-2
, ���. ffR agreement may be terminated, in
writing, by either of the Parties with thirty (30) days written notice.
6. RELATIONSHIP OF THE PARTIES. No agent, employee or representative of
the County shall be deemed to .be an agent, employee or representative of the
District for any purpose, and the employees of the County are not entitled to any
of the benefits the District provides to District employees. No agent, employee or
representative of the District shall be deemed to be an agent, employee or
representative of the County for any purpose, and the employees of the District
are not entitled to any of the benefits the County provides to County employees.
7. NON -DELEGATION / NON -ASSIGNMENT. Neither party may delegate the
performance of its contractual obligation hereunder to a third party, unless
mutually agreed in writing. Neither party may assign this Agreement without the
written consent of the other party.
8. COMPLIANCE WITH LEGAL REQUIREMENTS. Each party shall comply
with all federal, state and local laws, rules, regulations and ordinances applicable
to the performance of this Agreement, including without limitation, all those
pertaining to wages and hours, confidentiality, disabilities, and discrimination.
9. HOLD HARMLESS. Each party shall be liable and responsible for the
consequences of any negligent or wrongful act or failure to act on the part of itself
and its employees. Neither party assumes responsibility to the other party for the
consequences of any act or admission of any person, firm or corporation not a
party to this agreement.
10. INDEMNIFICATION. The County and the District shall defend, indemnify and
hold each other harmless from and against any and all claims, demands, losses
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and liabilities to or by third parties arising from, resulting from, or connected
with, services performed or to be performed under this contract to the fullest
extent permitted by law whether arising from contract liability(ies) or otherwise.
This mutual duty to indemnify shall not apply to liability from damages arising
out of bodily injury to persons or damages to the property caused by, or resulting
from, the sole negligence of the either the County or the District, or their
respective officers, agents, and employees.
This mutual duty to indemnify for liability for damages arising out of bodily
injury to persons or damages to property caused by or resulting from the
concurrent negligence of either the County's or the District's agents or
employees, subcontractors and suppliers,- shall apply only to the extent of
negligence of the damages caused by or resulting from the concurrent negligence
of the County's or the District's agents, employees, subcontractors and suppliers.
The County and the District specifically and expressly waive any immunity that
may be granted under the Washington State Industrial Act, Title 51, RCW.
Further, the indemnification obligation under this Contract shall not be limited in
any way by any limitation on the amount of type of damages, compensation,
benefits payable to or by any third party under Worker's Compensation Acts,
Disability Benefits Acts, or other employee benefit acts.
This mutual duty to defend, indemnify, and hold harmless shall include all related
costs, reasonable attorney fees, court costs and related expenses asserted against
or incurred by either party, or their officers, agents and employees.
The parties hereby certify that these indemnification provisions were mutually
negotiated and agreed to by the parties.
11. CHANGES, MODIFICATIONS, AMENDMENTS AND WAIVERS.
a. This Agreement may be changed, modified, amended or waived only by
written agreement signed by the parties and adopted by the Grant County
Board of Commissioners and the District.
b. Any waiver of a term or condition of this Agreement shall apply only to the
specific act, occurrence or omission and shall not constitute a waiver as to any
other term or condition or future act, occurrence or omission.
c. Waiver or breach of any term or condition of this Agreement shall not be
considered a waiver of any prior or subsequent breach.
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12. INTERPRETATION. This Agreement has been submitted to the review of all
parties and their counsel, if desired, and it shall be given a fair and reasonable
interpretation in accord with its words, without consideration or weight given to
its being drafted by any party or its counsel. All words used in the singular shall
include the plural; the present tense shall include the future tense; and the
masculine gender shall include the feminine and neuter gender.
13. GOVERNING LAW AND VENUE.
a. This Agreement shall be governed by the laws of the State of Washington and
any applicable federal laws. The provisions of this Agreement shall be
construed to conform to those laws. The venue of any action brought
hereunder shall be in Grant County, Washington.
b. If any legal action or other proceeding is brought for enforcement of this
Agreement, or because of an alleged dispute, breach, default, or misrepre-
sentation in connection with any of the provisions of this Agreement, each
party shall pay its own attorney fees incurred in that action or proceeding.
14. ORDER OF PRECEDENCE. In the event of an inconsistency in the terms of this
Agreement, or between its terms and any applicable statute or rule, the
inconsistency shall be resolved by giving precedence in the following order:
a. Applicable federal and state of Washington statutes, regulations, and rules.
b. Mutually agreed upon written amendments to this Agreement.
c. This Agreement.
d. Statement of Work and Budget.
e. Any other provisions of this Agreement, including materials incorporated by
reference.
15. FUNDING AVAILABILITY. Grant County's ability to make payments is
contingent on availability of funding. In the event funding from the state is
withdrawn, reduced, or limited in any way after the effective date and prior to
completion or expiration date of this agreement, Grant County, at its sole
discretion, may elect to terminate the Agreement, in whole or part, for
convenience or to renegotiate the agreement subject to new funding limitations
and conditions. Grant County may also elect to suspend performance of the
agreement until Grant County determines the funding insufficiency is resolved.
Grant County may exercise any of these options with no notification restrictions.
16. PROPERTY. Unless otherwise specifically agreed by the parties in writing, all
property, personal or real, utilized by the parties hereto in the execution of this
Agreement shall remain the property of that party initially owning it.
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17. TERMINATION FOR CAUSE. If for any reason, either party does not fulfill in a
timely manner its obligations under this Agreement, or if either party violates any
of these terms and conditions, the aggrieved party will give the other party written
notice of such failure or violation. The responsible party will be given the
opportunity to correct the violation or failure within 15 working days. If failure or
violation is not corrected, this Agreement may be terminated immediately by
written notice of the aggrieved party to the other.
18. SEVERABILITY. Any provision of this Agreement, which is prohibited or
unenforceable, shall be ineffective to the extent of such prohibition or un-
enforceability, without affecting the validity or enforcement of the remaining
provisions.
19. RECORDS MAINTENANCE. The parties to this Agreement shall each maintain
books, records, documents, and other evidence that sufficiently and properly
reflect all direct and indirect costs expended by either party in the performance of
service(s) described herein. These records shall be subject to 'inspection, review,
or audit by personnel of both parties, other personnel duly authorized by both
parties, the Office of the State Auditor, and federal officials so authorized by law.
20. OFFICIAL RECORD-KEEPING. The District will keep the official project
records and make them available to the County for record keeping associated with
the development and approval of the VSP Work Plan(s).
21. ENTIRE AGREEMENT. This Agreement contains all the terms and conditions
agreed upon by the parties. No other understandings, oral or otherwise, regarding
the subject matter of this Agreement shall be deemed to exist or to bind any of the
parties hereto. The signatories to this Agreement represent that they have the
authority to bind their respective organizations to this Agreement.
22. FILING. Executed copies of this Agreement shall be filed as required by RCW
39.34.040 prior to this Agreement becoming effective.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first
written above.
GRANT COUNTY CONSERVATION DISTRICT
1107 S Juniper Drive
Moses Lake, WA 98837
By: � 4�irC � Dated:
Chairman, Board of Supervisors
GRANT COUNTY BOARD OF COMMISSIONERS
PO Box 37
E ra, WA 882--3,-\
Board Chai
Vice Chir
Co loner
ATTEST
Dated: �z
Approved as to Form:
Depu y Prosecuting Attorney
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