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HomeMy WebLinkAboutFS 2012-05-22 COMPLETE AGENDA PACKETCity of Tukwila Distribution: D. Quinn Finance and Safety D. Robertson K. Kruller Committee V. Seal Mayor Haggerton D. Cline O De'Sean Quinn, Chair P. McCarthy O Dennis Robertson C. o'Raherty S. Kerslake O Kate Kruller K. Matej D. Tomaso AGENDA TUESDAY, MAY 22, 2012 CONFERENCE ROOM #3, 5:15 PM Item Recommended Action Page 1. PRESENTATION(S) 2. BUSINESS AGENDA a. Fireworks permit for the Family Fourth at the Fort event. Don Tomaso, Fire Marshal b. Contract for managed print services. Peggy McCarthy, Finance Director c. Reserve policy revisions. Peggy McCarthy, Finance Director d. New position in Mayor's Office. David Cline, CityAdministrator 3. ANNOUNCEMENTS 4. MISCELLANEOUS a. Forward to 6/4 Consent Pg.1 Agenda. b. Forward to 6/4 Consent Pg.17 Agenda. c. Committee approval. Pg.29 d. Forward to 5/29 C.O.W. Pg.41 and 6/4 Regular Mtg. Next Scheduled Meeting: Tuesday, June 5, 2012 S The City of Tukwila strives to accommodate individuals with disabilities. Please contact the City Clerk's Office at 206 433 -1800 or TukwilaCityClerk @TukwilaWA.gov) for assistance. x City of Tukwila Jim Haggerton, Mayor INFORMATIONAL MEMORANDUM TO: Mayor Haggerton Finance and Safety Committee FROM: Nick Olivas, Fire Chief BY: B/C Don Tomaso, Fire Marshal DATE: May 16, 2012 SUBJECT: Fireworks Permit for 4 of July at Starfire ISSUE Require City Council approval for the annual fireworks permit for the Tukwila Parks and Recreation Family 4th at Starfire Sports Complex. BACKGROUND The City of Tukwila has been sponsoring a family oriented 4 of July celebration for the last 11 years. This is one of the most successful City sponsored events in terms of public attendance and participation. This event will draw in excess of 5,000 people to the park to view and participate in the festivities scheduled by Parks and Recreation. DISCUSSION This year Parks and Recreation has selected a new fireworks company, Western Display Fireworks, Ltd., a company with 60 years of experience in public displays. We have changed the location to avoid protecting the sports turf fields in the Northeast corner of the facility. The new fireworks discharge location will be in the Southwest corner of the facility on the natural grass fields. Additionally, the largest aerial shell will be reduced from 6" to 3 this allows for a smaller safety perimeter. Western Display has also proposed several ground displays that the crowd will be able to see when looking south. FINANCIAL IMPACT This event is funded by the Parks and Recreation Department. RECOMMENDATION The Council is being asked to approve the contract and forward this to the June 4, 2012 consent agenda for approval. ATTACHMENTS Chief Olivas Informational Memo Fireworks application and Western Display Fireworks, Ltd paper work Fireworks permit conditions x City of Tukwila Fire Department Date: May 16, 2012 To: Chief Olivas From: B/C Tomaso, Fire Marshal Re: Public Fireworks Display Permit Jim Haggerton, Mayor Nicholas J. Olivas, Fire Chief I have reviewed the permit application information provided by Western Display Fireworks, Ltd. They have applied for the permit for a public fireworks display at the Starfire Sports Complex, 14600 Starfire Way. Western Display is a licensed Pyrotechnic Company with the State of Washington and with the Bureau of Alcohol, Tobacco and Fire Arms. The display will be held in conjunction with the City's planned event on the 4 th of July, "Family Fun at the Fort", being organized by the Parks and Recreation Department. This will be a 30 to 40 minute show starting at approximately 2200 hours. The fireworks will be transported to the site in the AM of July 4 th and will be under the required supervision until they are discharged. The mortar tubes and other equipment will be brought to the location on July 4 th as well. The application was reviewed to WAC 212 -17 and accepted industry standards, and we find everything is within these guidelines. This year the display has been moved from the Northeast corner of the facility, to the Southwest corner of the facility. This change has eliminated the concerns regarding the railroad right of way, Seattle Sounders FC practice fields and the limited access this allows. In addition, we will no longer have a portion of the fallout area within the City of Renton. We will however, have a small portion of the 6720 Fort Dent Way Office building within the South edge of the fallout zone. Crowd control can be a potential issue, as the crowd that assembles to watch the fire works show has increased each and every year. Last year the traffic leaving the site was managed with the available Tukwila Police on site and available patrol units. To mitigate these issues I believe the following measures should be done: Headquarters Station: 444 Andover Park East Tukwila, Washington 98188 Phone: 206 -575 -4404 Fax: 206 -575 -4439 3 City of Tukwila Page 2 Stage two fire apparatus at the site: one apparatus on each side of the river in order to cover the 6720 Fort Dent Office building. Apparatus shall be out of service during the display and for 30 minutes following the display. Have Tukwila Police provide crowd control during the public display. A minimum of 4 officers will be required. Provide traffic control to the Fort Dent Way and Interurban Ave intersection to expedite traffic flow. (2 additional Tukwila Police shall be available to respond to the site if requested.) Comply with Fire Works Permit Conditions attached. Headquarters Station: 444 Andover Park East Tukwila, Washington 98188 Phone: 206 -575 -4404 Fax: 206 -575 -4439 El To From Re Date Citv of Tukwila Jim Haggerton, Mayor Fire Department Nicholas J. Olivas, Fire Chief FIREWORKS PERMIT CONDITIONS Western Display Fireworks, Ltd. B /C. Tomaso, Fire Marshal July 4 th Fireworks display, 14600 Starfire Way, Tukwila, WA 98168 May 16, 2012 1. Notify Washington State Patrol at 425 649 -4658. 2. Notify FAA specialist at 425 227 -2536 or 425 227 -2500. 3. Establish Safety perimeter a minimum of 30 minutes prior to display start. 4. Have Pyrotechnicians in visible uniform clothing. 5. No Pyrotechnics to be brought to site prior to the day of the display. 6. All personnel inside the safety perimeter shall use Personnel Protective equipment as outlined in NFPA 1123. 7. Only Pyrotechnicians, Safety Monitors and Fire Watch personnel will be within the safety perimeter. 8. Portable fire extinguishers shall be in place, prior to unloading of pyrotechnics from transport vehicle. (2A 20 BC Minimum Size) 9. 4 Tukwila Police officers shall be on site a minimum of 30 minutes prior to the start of the display for crowd control and shall remain for a minimum of 30 minutes past the end of the display or the crowd disperses. (2 additional Tukwila Police officers shall be available to respond to the site if requested.) Headquarters Station: 444 Andover Park East Tukwila, Washington 98188 Phone: 206 -575 -4404 Fax: 206 -575 -4439 5 City of Tukwila Page 2 10. Tukwila Fire Department shall inspect mortar racks prior to loading of any pyrotechnic shells. 11. Tukwila Fire Department shall inspect all static displays upon completion of set up. 12. Two Tukwila Fire Department apparatus shall be on location prior to the start of the display. (One will be an overtime staffed Engine) 13. Two additional overtime firefighters will be the designated fire watch personnel assigned to the Starfire turf practice fields. 14. Any breech of the safety perimeter shall suspend the display until the perimeter is cleared and re established. 15. Upon completion of the display, the fallout area shall be checked for unexploded shells. Cleaning of debris, if not practical on the night of the event shall be at first light the next day. 16. No combustible materials shall be stored inside the safety perimeter. Headquarters Station: 444 Andover Park East Tukwila, Washington 98188 Phone: 206 -575 -4404 Fax: 206 -575 -4439 X HISTORY western Display Fireworks is a fourth generation family owned and operated company providing spectacular fireworks productions throughout the Northwest and beyond for over 64 years. Our experience, coupled with our commitment to using the latest technology, has made us the largest aerial display company in the Northwest. SAFETY VVe maintain an unparalleled safety record, accomplished through annual safety training classes offered to our pyrotechnicians, fire departments and law enforcement agencies, Each year classes review changes to Federal DOT and ATF regulations, National Fire Protection Association (NFPA) and state statutes. Strict adherence tothese regulations, |n addition tostate-o[-thm-a,t equipment and firing methods ensures that vvmare providing the safest event possible for our clients. EXPER Western Display Fireworks produces hundreds of shows annually, These displays include some of the largest in the United States. A few of our distinguished events include: x TELES|S CORPORATION Seattle Seahawks and Sounders S3VSE36th Street, Suite 2l0 Mercer Island, VVAg8O4O Bri and John Morrison, Owners 206'940'3071 TACOMA EVENTS COMMISSION Tacoma Freedom Ce 4l0S'E7 Bridgeport Way VV University Place, VVA984h8-4328 Doug Miller, Executive Director 253'759'3340 MACY'S CORPORATE SERY|CEEi|NC. macy^sStad|ghtmg Celebration Third 8 Pine, 7th Floor Seattle, VVA98l8l Denise Hinton, Manager Special Projects 503-248-6489 VANCOUVER NATIONAL HISTORIC RESERVE 4th of July at the Historic Reserve 75O Anderson Street Vancouver, VVA9866l BsonStrahan 360'992-1800 PORTLAND ROSE FESTIVAL ASSOCIATION Portland Rose Festival Opening Night Fireworks 1020 SW Naito Parkway Portland, 0R972O4 Jeff Curtis, Executive Director 503'227-2681 SAFEvV/YVVAJERFRDNT BLUES FESTIVAL Fuller Promotions 7955VV83nd. Portland OR97225 Clay Fuller, Owner 503-297-2700 10 Western Display fireworks Aerial map 12 i ooNvAi a-@"- APPLICATIO PART WASHiNGTCH STITE PART J FOR PUBLIC FIREWORKS DISPLAY PERMIT TO: Governing body of city, town, or county in. which display is to be conducted. APPLICANT Western Display Fireworks, Ltd PO Box 932, Canby, OR 97013 SPONSOR Tukwila Parks Rec. Dept. ADDRESS 12424 42 Ave. South, Tukwila, WA 98168 PYROTECHNIC OPERATOR Philip Howitt 1381170 Ave. East, Puyallup, WA 98373 NAME OF ASSISTANTS (at least one reouired) NAME William Edgington, Sr. ADDRESS 1217 201 St. Ct. E., Spanaway, WA 98387 NAME ADDRESS EXACT LOCATION OF'PROPOSED DISPLAY LOCATION Starfire Sports Complex, 14800 Starfire Wav, Tukwila, WA 98188 DATE TIME 7/4/12 1 10:000m NUMBER AND KINDS OF FIREWORKS TO DE DISPLAYED (2) 1" multi -shot cakes (1) 1.25" multi -shot cake (2) 1.6" multi -shot cakes (1) 1.2" multi -shot cake (2) 1.5" multi -shot cakes (10) 2" multi -shot boxes DATE OF APPLICATION (3) 2.5" multi -shot boxes (76) 2.5" shells (472) 3" shells ,MANNER PLACE OF STORAGE PRIOR TO.0ISPLAY (Scibiec to,approval of Local Fire Authority) Western Display Fireworks, Canby, OR 97013— ATF Approved Magazine SIGNIJ RE OF ICA T FINANCIAL RESPONSIBILITY BONDING OR INSURANCE COMPANY (Mark One) Biggs Insurance Services 91 Bond or certificate of insurance attached ADDRESS Bond or certificate of insurance on file with State Fire Marshal Bond or certificate of insurance shall provide minimum coverage of $50,0001$1,000,000 bodily injury liability for each person and event, PO Box 189, Vancouver, WA 98666 respectively, and $25,000 property damage C PART II 1 PERMIT DATE: In accordance with the provisions of RCW 70.77 and applicable local ordinances, this permit is granted to conduct a fireworks display as per the above application. NAME: (Full name of person, firm, or corporation granted permit) RESTRICTIONS: Permit not valid without verification of (Signature of Official granting permit) the appropriate State Fireworks License (Title) LICENSE NUMBER: C -01316 (Instructions on reverse side) 3000- 420 -050 (R 02105) Distribution: WHITE (A): Local Fire Authority; YELLOW (B) Permit e Washington State Fireworks License pyrotechnic operator license western display fireworks �co CERTIFICATE OF LIABILITY INSURANCE OPID EF DA 05/15/12) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER YIMVI NAME: Biggs Insurance Services PHONE rAA P.O. BOX 18 9 (AIC, No, Ezt): I (AIC, No): -(HAIL 916 Main Street ADDRESS: Vancouver WA 98666 CUSTOMER ID V.. WESTE -5 Phone:360- 695 -3301 FaX:360- 696 -2232 INSURER(S) AFFORDING COVERAGE NAIC# INSURED (INSURER A: Liberty Surplus Insurance Comp Western Dis lay Fireworks,Ltd. P.O. Box 93 Canby OR 97013 INSURER B: James River Insurance Company INSURER C: Praetorian Insurance Company INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: R REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED T TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT O OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IrvJrt MUU au or r rui-iuy crr eUi_IL V Ur' LIMITS GENERAL LIABILITY E EACH OCCURRENCE 1,000,000 A A X] COMMERCIAL GENERAL LIABILITY 100000139708 0 01/15/12 01/15/13 PREMISixcurrence) 50,000 CLAIMS -MADE F_X] OCCUR M MED EXP (Any one person) Excluded PERSONAL 8 ADV INJURY 1,000,000 X X I GENERAL AGGREGATE s s2,000,000 G GEN'L AGGREGATE LIMIT APPLIES PER: P PRODUCTS COMP /OP AGG 1,000,000 P POLICY A JjECT LOC AUTOMOBILE LIABILITY C COMBINED SINGLE LIMIT 5 ,000,000 C C ANY AUTO P000910011007 0 (Ea accident) ALL OWNED AUTOS INCLUDING TRUCKERS B BODILY INJURY (Per accident) SCHEDULED AUTOS PROPERTY DAMAGE X HIRED AUTOS (Per accident) X NON -OWNED AUTOS I I C X Excess Truckers P000990026900 0 01/15/1201/15/13 B U UMBRELLA LIAB X OCCUR 000514650 0 01/15/12 01/15/13 EACH OCCURRENCE 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Show Date: July 4 2012 Site: Grass soccer field loca ed at the Starfire sports Complex 14600 Starfire Way, Tukwila, WA 98188 Additional insureds per CG2010 1) city of Tukwila, i s offers, directors, employees and agents Z) Starfire Sports CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE TUKW001 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Tukwila Parks Recreation Department AUTHORIZED REPRESENTATIVE 12424 42nd Avenue South Tukwila WA 98168 I 1988-2009 ACORD CORPORATION. All rights reserved. ACORD 25 (2009109) The ACORD name and logo are registered marks of ACORD W POLICY NUMBER: 100000139708 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED OWNERS, LESSEES OR CONTRACTORS SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location(s) Of Covered Operations As required by written contract signed by both All locations of covered operations parties prior to any "occurrence" in which coverage is sought under this policy Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II Who Is An Insured is amended to B include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. CG 20 10 07 04 With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor en- gaged in performing operations for a principal as a part of the same project. ISO Properties, Inc., 2004 Page 1 of 1 16 City of Tukwila TO: FROM: DATE: SUBJECT: Jim Haggerton, Mayor Mayor Haggerton Finance Safety Committee Craig Zellerhoff, Fiscal Coordinator Mary Miotke, Information Technology Director May 10, 2012 Managed Print Services ISSUE To initiate a Managed Print Services contract with a single vendor to provide printer supplies, repair services and copier replacements, realizing overall savings to the City. BACKGROUND In 2011, the City printed approximately 839,500 pages on a fleet of 87 printers (49 networked and 38 non networked). Currently, the City purchases toner and provides repairs to the printer fleet on an as- needed basis. Supplies are primarily purchased from our office supply vendor, Complete Office. Printer repairs are first diagnosed by the Information Technology staff and repaired in- house, if possible. If the printer is not repairable by the IT staff the repair is performed by an outside provider. Printer toner and repair costs for 2011 are as follows: Activity Printer Toner In -house Repair Contracted Repair Total I Cost 26,404 5,885 2,080 34,369 DISCUSSION The Finance and Information Technology departments requested a printer fleet analysis to be performed by QBSI, Konica /Minolta and Xerox to evaluate whether or not a reduction in printer and repair costs could be achieved. Each vendor performed a walkthrough of the City and mapped all printer locations by building. Printer page counts were compiled from each of the network printers over a 30 -day period to perform this analysis. A single Managed Print Services provider is desired for both printers and copier replacement citywide. The Xerox Company was selected as the best fit they offered the lowest price quote, are a Tukwila business and provide the best print solution features to reduce the overall printing costs for the City. The solution proposed by each vendor is referred to as "Managed Print Services" and provides printer supplies, repair, fleet monitoring, monthly scats and quarterly reviews. The analysis results confirmed the City's current printing volumes and costs for comparison to the proposed costs. The Managed Print Services solution is charged on a per print basis of 1.2 cents per black and white printed page and 12 cents per color page. The proposed printer and repair costs are as follows: 17 INFORMATIONAL MEMO Page 2 Activity I Pages I Annual'Gharoe based C00", MPS BW Toner @1.2 cents per page 695,000 I 8,340 MPS Color Toner 12 cents per page 96,250 I 11,550 Non networked printer toner 48,250 2,497 Printer Repair BW 1.2¢ Color 12.0¢ 0 Toner Shipping Charge ($38 per month) 456 Total 22,843 FINANCIAL IMPACT The Managed Print Services solution would require a five -year contract with a quarterly minimum amount of $3,420. The beginning minimum amount for the contract is based upon an estimate of 50,000 black and white prints and 4,500 color prints on a monthly basis. The contract minimums are evaluated and adjusted quarterly to ensure the City is not overpaying for services. Below is a five -year comparison of total costs and savings: The aging fleet of copiers used throughout City offices will also be replaced by Xerox on an as- needed basis, which will result in an additional annual savings of $9,500 per year. Total savings do not include the staff time previously spent ordering supplies and paying invoices. Printers are monitored through the network, allowing Xerox to automatically deliver supplies when levels are low and dispatch technicians for repairs and maintenance when needed. Xerox will bill the City quarterly by a single invoice, which shall be paid using a City PCard. The Xerox Managed Print Services contract can be cancelled at any time by written notice to end the contract within 90 days. RECOMMENDATION The Council is being asked to approve the contract and forward this to the June 4, 2012 consent agenda for approval. ATTACHMENTS Xerox Services and Solutions Service Agreement and associated attachments 18 W:12012 Info Memos- CounciAinfo Memo Managed Print Services Rev2.doc Annual'Gharoe based on 791,2160 prints Solution Price Per Page (includes 5 -Year Total' Status Quo BW 2.0¢ Color 21.2¢ 34,369 171,845 Managed Print Solutions BW 1.2¢ Color 12.0¢ 22,843 114,215 Savings 11,536 57,630 The aging fleet of copiers used throughout City offices will also be replaced by Xerox on an as- needed basis, which will result in an additional annual savings of $9,500 per year. Total savings do not include the staff time previously spent ordering supplies and paying invoices. Printers are monitored through the network, allowing Xerox to automatically deliver supplies when levels are low and dispatch technicians for repairs and maintenance when needed. Xerox will bill the City quarterly by a single invoice, which shall be paid using a City PCard. The Xerox Managed Print Services contract can be cancelled at any time by written notice to end the contract within 90 days. RECOMMENDATION The Council is being asked to approve the contract and forward this to the June 4, 2012 consent agenda for approval. ATTACHMENTS Xerox Services and Solutions Service Agreement and associated attachments 18 W:12012 Info Memos- CounciAinfo Memo Managed Print Services Rev2.doc xerox SERVICES AND SOLUTIONS AGREEMENT THIS SERVICES AND SOLUTIONS AGREEMENT Number 7123107 -001 "SSA is between City of Tukwila "Customer and Xerox Corporation "Xerox'). 1. SCOPE AND STRUCTURE. This SSA sets forth the terms and conditions under which Customer may establish one or more Services Contracts for the acquisition in the U.S. of Services, Maintenance Services and Deliverables from Xerox. Each Services Contract under this SSA constitutes a separate contract and will be assigned its own Services Contract Number consisting of the above SSA number followed by a three -digit extension. Each Services Contract will be established when Customer submits and Xerox accepts the first SSO with a new Services Contract Number. Customer may add Services, Maintenance Services, or Deliverables to an existing Services Contract by issuing additional Orders referencing the applicable Services Contract Number. Each Services Contract will consist of the applicable terms and conditions of this SSA, the first SSO and each additional SSO or SOW with the same Services Contract Number. Xerox may provide Services and /or Products through its U.S. affiliates. Capitalized terms are defined in Section 25 unless defined where first used. 2. ORDERS. a. Orders may consist of SSOs, SOWs, and /or POs. Each Order must reference an applicable Services Contract Number. Unless otherwise provided in an SSO, terms and conditions of such SSO are applicable to all Orders constituting the applicable Services Contract. Customer POs are for order entry purposes only and will be subject solely to the terms and conditions of the applicable Services Contract, notwithstanding anything contained in any such PO at variance with or in addition to the applicable Services Contract. b. Xerox may accept an Order either by its signature or by commencing performance. Xerox reserves the right to review and approve Customer's credit prior to acceptance of each Order. Customer authorizes Xerox (or its agent) to obtain credit reports from commercial credit reporting agencies. c. Orders may be submitted by hard copy or, in the case of SSOs or POs, by electronic means, and those submitted electronically will be considered (i) a "writing" or "in writing (ii) "signed (iii) an "original" when printed from electronic records established and maintained in the ordinary course of business; and (iv) a valid and enforceable Order. 3. TERM. a. This SSA is effective when signed by both parties and, unless terminated by either party upon 90 days written notice, continues for 60 months. If this SSA expires or is terminated, each Services Contract will (i) remain in effect until the expiration or termination of all Orders constituting such Services Contract, and (ii) be governed by the terms and conditions of this SSA as if it were still in effect. b. The term of each Order will be set forth in such Order. If an Order is terminated, the term of remaining Orders will continue unaltered. The term for each unit of Equipment will be the same number of months as its Order and will commence on the installation date of said unit. c. Except as otherwise provided in an SOW or unless either party provides notice of termination at least 30 days before the end of its term, an Order will automatically renew on a month -to -month basis. 4. PERSONNEL. Xerox personnel engaged hereunder will comply with Customers internal security and safety policies that (a) are provided to Xerox in writing, (b) are reasonable and customary, and (c) do not conflict with the applicable Services Contract. Customer will provide Xerox with reasonable prior written notice of such policies and any changes thereto. During the term of this SSA and for a period of 1 year thereafter, neither party will, directly or indirectly, actively solicit the employment of the other party's personnel (including their supervisors) and agents engaged under a Services Contract. Employment arising from inquiries received via advertisements in newspapers, job fairs, unsolicited resumes, or applications for employment will not be considered active solicitation. The sole remedy for breach of this restriction is to receive payment, as liquidated damages and not as a penalty, from the breaching party equal to the individual's then current annual salary (or the fees paid to an agent in the previous 12 months), within 30 days of the start date of the individual. Xerox is an independent contractor hereunder. 5. ELIGIBLE AFFILIATES. Customer's Eligible Affiliates may acquire Services, Maintenance Services, and Deliverables under this SSA. If an Eligible Affiliate establishes a Services Contract, it will be the "Customer' for the purposes of such Services Contract. If Customer divests an Eligible Affiliate, such divested entity is no longer eligible to establish any new Services Contracts or to submit any additional Orders under an existing Services Contract. 6. PRICING, PAYMENT, AND TAXES. a. PRICING. Pricing will be as shown in an Order. Services requested and performed outside Customer's standard working hours will be at Xerox's then current overtime rate. b. PAYMENT. Invoices are payable upon receipt and payment must be received within 30 days after the invoice date. For any payment not received within 10 days of its due date, Customer will pay a late interest charge as allowed under the State of Washington prompt pay act, RCW 39.76.011. Restrictive covenants will not reduce Customer's obligations. If an Offering begins partially and /or early, Xerox will bill Customer on a pro rata basis, based on a 30- day billing month. Form 52639 (July 2011) Page 1 of 8 JDB (05/2012) M3A- 66 -7 -11 C -12D -1424 A -26 19 c. TAXES. Customer will be responsible for all Taxes. Taxes will be included in Xerox's invoice unless Customer provides proof of Customer's tax exempt status. 7. DEFAULT AND REMEDIES. Customer will be in default if Xerox does not receive any payment within 15 days after the date it is due, or if Customer breaches any other obligation under this SSA or any SSO hereunder. If Customer defaults, Xerox, in addition to its other remedies (including the cessation of Services), may require immediate payment of (a) all amounts then due, plus interest on all amounts due from the due date until paid as allowed under the State of Washington prompt pay act, RCW 39.76.011, and (b) any applicable ETCs. Customer will pay all reasonable costs, including attorneys' fees, incurred by Xerox to enforce any Services Contract. 8. CONFIDENTIAL INFORMATION. Each party will make reasonable efforts not to disclose the other party's Confidential Information to any third party, except as may be required by law, unless such Confidential Information: (a) was in the public domain before, at the time of, or after the date of disclosure through no fault of the non disclosing party; (b) was rightfully in the non disclosing party's possession or the possession of any third party free of any obligation of confidentiality; or (c) was developed by the non disclosing party's employees or agents independently of and without reference to any of the other party's Confidential Information. Confidentiality obligations set forth herein will expire 1 year after expiration or termination of this SSA or the last effective Services Contract hereunder, whichever is later; provided however, confidentiality obligations with respect to Xerox Work, Xerox Tools and Xerox Client Tools will not expire unless (a), (b) or (c) above become applicable thereto. The parties do not intend for Customer to disclose confidential technical information hereunder, including, but not limited to, computer programs, source code, and algorithms. Customer will only disclose the same pursuant to a separate written agreement. Upon expiration or termination of this SSA or the last effective Services Contract hereunder, whichever is later, each party will return to the other or, if requested, destroy, all Confidential Information of the other in its possession or control, except such Confidential Information as may be reasonably necessary to exercise rights that survive termination of this SSA. 9. INTELLECTUAL PROPERTY. Customer represents and warrants that (a) it owns the Customer Content and Customer Assets or otherwise has the right to authorize Xerox to use same to perform Services, and (b) Customer Content will not contain content that (i) is libelous, defamatory or obscene, (ii) violates any applicable laws, regulations, or (iii) infringes any third party rights. Customer acknowledges and agrees that Xerox does not undertake any obligation or duty whatsoever to determine whether Customer Content may be duplicated without violating a third party's copyright. Xerox, its employees, agents and /or licensors will at all times retain all rights to Xerox Work, Xerox Client Tools and Xerox Tools and, except as expressly set forth herein, no rights to Xerox Work, Xerox Client Tools or Xerox Tools are granted to Customer. If required for royalty reporting purposes, Xerox may disclose Customer's name and address to the third party licensor of certain Xerox Tools. Xerox Tools will be installed and operated only by Xerox. Customer will have access to data and reports generated by the Xerox Tools and stored in a provided database as set forth in the applicable SOW, but Customer will have no rights to use, access or operate the Xerox Tools. Xerox may remove Xerox Tools at any time in Xerox's sole discretion, provided that the removal of Xerox Tools will not affect Xerox's obligations to perform Services. If Xerox Client Tools are included as part of the Services, they may be used by Customer only in conjunction with such Services. Customer agrees not to decompile or reverse engineer any Xerox Work, Xerox Client Tools, or Xerox Tools. Xerox grants Customer a non exclusive, perpetual fully paid -up, worldwide right to use, display and reproduce Xerox Work and Documentation only as required for use of the Services and Deliverables for Customer's customary business purposes, and not for resale, license and /or distribution outside of Customer's organization. Customer may not sublicense any rights granted to Customer hereunder, but may authorize a third party "Designee to use such rights, solely for Customer's benefit and Customer's internal business purposes. Any Designee operating or maintaining the delivered solution must be subject to written confidentiality obligations with respect to Confidential Information that are no less restrictive than those set forth in this SSA. Output of Services is Customer's sole and exclusive property and Xerox will have no rights therein, except as may be required for Xerox to perform Services. Assessments are provided for Customer's internal business use only, and not for resale, license and /or distribution outside of Customer's organization and the implementation of Assessments may not be performed by any third party. Except as expressly set forth in this Section, no other rights or licenses are granted to Customer. Any rights or licenses that are granted to Customer will immediately terminate if Customer defaults with respect to any of Customer's obligations related to such rights or licenses. Xerox reserves the right to terminate such rights or licenses if Customer defaults under any other obligation under a Services Contract. 10. CUSTOMER RESPONSIBILITIES. a. Customer will (i) provide the Customer Assets that Xerox needs to perform the Services and (ii) grant sufficient rights to enable Xerox and its agents to use all Customer Assets and Customer Content. b. During the term of an Order, Customer will permit access to Customer personnel that Xerox needs to perform the Services. c. Equipment prices include standard delivery charges for all Equipment and, for Equipment for which Xerox retains ownership, standard removal charges. Non standard delivery or removal charges will be at Customer's expense. d. Customer will legally dispose of all hazardous wastes generated from use of Third Party Hardware and associated supplies. 11. EARLY TERMINATION. a. Equipment. Equipment included in an Order is being provided for the entire term of the Order. If, prior to the expiration of an Order, Customer terminates Equipment or requires Equipment to be removed or replaced, or Xerox Form 52639 (July 2011) Page 2 of 8 20 JDB (05/2012) MM- 66- 7- 11C -12D -1424 A -26 terminates the applicable Order due to Customer's default, Customer will pay all amounts due as of the termination date and the ETCs set forth in the applicable Services Contract. b. Services. Unless otherwise set forth in an SOW, Customer may terminate or reduce any Services upon 90 days prior written notice without incurring ETCs. Notwithstanding the foregoing, if any Services are terminated (i) by Xerox due to Customer's default, or (ii) by Customer and Customer acquires Services from another supplier within 6 months of the termination of such Services, Customer will pay all amounts due as of the termination date and ETCs equal to the then current MMC for the terminated or reduced Services, multiplied by the number of months remaining in the term of the applicable Order, not to exceed 6 months. c. Amortized Services and Third Party Funds. The cost of certain Services, such as consulting and training, may be amortized over the term of an Order "Amortized Services or Xerox may provide funds to acquire Third Party Hardware, license Third Party Software, or retire debt on existing Third Party Hardware "Third Party Funds Amortized Services and Third Party Funds are collectively referred to as "Funds The Funds amount is included in the MMC. Notwithstanding Section 11.b above, if an Order is terminated prior to expiration for any reason, or if a unit of Third Party Hardware or any Third Party Software for which Third Party Funds have been provided is removed or replaced prior to expiration, Customer agrees to pay to Xerox (i) all amounts due as of the termination date, and (ii) ETCs equal to the remaining principal balance of the Funds, plus a 15% disengagement fee. Customer will be billed the 15% disengagement fee. Upon Customer's written request, Xerox will issue an adjustment invoice credit to be applied only against the 15% disengagement fee included in the 3` party or amortized service order. Customer will maintain the manufacturer's maintenance agreement for any Third Party Hardware and Third Party Software. 12. INDEMNIFICATION. a. Each party, at its expense, if promptly notified by the other and given the right to control the defense, will defend the other from, and pay any settlement agreed to by the indemnifying party or any ultimate judgment for, all claims by third parties for personal injury (including death) or damage to tangible property to the extent proximately caused by the willful misconduct or negligent acts or omissions of the indemnifying party, its employees or agents in connection with this SSA. b. Xerox, at its expense, if promptly notified by Customer and given the right to control the defense, will defend Customer from, and pay any settlement agreed to by Xerox or any ultimate judgment for, any claim not identified in (i) -(vi) below or subject to 12.c. below that any Services or Deliverables (excluding Third Party Products) infringe a third party's U.S. intellectual property rights. Xerox is not responsible for any non -Xerox litigation expenses or settlements unless Xerox pre- approves them in writing. Excluded herein are claims arising from or relating to: (i) Services performed using Customer Assets, Customer Content or other materials provided to Xerox by Customer for which Customer failed to provide sufficient rights to Xerox; (ii) Services performed, or Deliverables provided, to Customer's direction, specification or design, (iii) infringement resulting from or caused by Customer's misuse or unauthorized modification of systems or products; (iv) use of Services or Deliverables in combination with other products, services or data streams not provided by Xerox if such combination forms the basis of such claim; (v) Customer's failure to use corrections or enhancements to the Services or Deliverables provided by Xerox; and (vi) breach of Customer's representations and warranties in Section 9(b). If the use of the Services or Deliverables (excluding Third Party Products) are enjoined as a result of a claim under this Section, or in the reasonable opinion of Xerox are likely to be the subject of such a claim, Xerox will, at its option and sole expense, exercise any or all of following remedies: (w) obtain for Customer the right to continue to use such Services or Deliverables; (x) modify such Services or Deliverables so they are non infringing; (y) replace such Services or Deliverables with non infringing ones; or (z) terminate and /or accept the return of such Deliverables and refund to Customer any amount paid, less the reasonable rental value for the period such Deliverable was available to Customer. c. Customer, at its expense, if promptly notified by Xerox and given the right to control the defense, will defend Xerox from, and pay any settlement agreed to by Customer or any ultimate judgment for, all third party claims arising out of or related to Section 12.b(i) -(vi). d. The indemnifying party is not responsible for any litigation expenses of the indemnified party or any settlements unless it pre- approves them in writing. The indemnifying party shall not unreasonably withhold such pre approval. 13. LIMITATION OF LIABILITY. Xerox will not be liable to Customer, in the aggregate, for any direct damages in excess of the amounts paid by Customer to Xerox during the 12 months prior to the claim or $50,000, whichever is greater; and neither party will be liable to the other for any special, indirect, incidental, consequential or punitive damages arising out of or relating to this SSA or any Order hereunder, whether the claim alleges tortious conduct (including negligence) or any other legal theory. This limitation of liability is not applicable to: (a) any specific indemnification obligations set forth in this SSA; (b) where either party has (i) exceeded the rights to the other party's intellectual property granted to it under this SSA, or (ii) misappropriated or infringed the other party's intellectual property under this SSA. 14. ASSIGNMENT. Customer may not assign any of its rights or obligations hereunder. Xerox may assign this SSA and any Orders hereunder, in whole or in part, without prior notice to Customer. Xerox will not release any credit information about customer to assignee without Customer's prior written approval. Each successive assignee of Xerox will have all of the rights but none of the obligations of Xerox pursuant to this SSA. Customer will continue to look to Xerox for performance of Xerox's obligations hereunder and Customer hereby waives and releases any assignees of Xerox from Form 52639 (July 2011) JDB (05/2012) M3A- 66- 7- 11C -12D -1424 A -26 Page 3 of 8 21 any such claim. Customer will not assert any defense, counterclaim, or setoff that Customer may have or claim against Xerox against any assignee of Xerox. 15. FORCE MAJEURE. Except for payment obligations, neither party will be liable to the other for its failure to perform any of its obligations hereunder during any period in which such performance is delayed by circumstances beyond its reasonable control. The affected party will notify the other party of each such circumstance. 16. MAINTENANCE SERVICES. a. Except for Equipment identified as "No Svc Maintenance Services will be provided for the Equipment during Xerox's standard working hours in areas open for repair service. Maintenance Services excludes repairs due to: (i) misuse, neglect or abuse; (ii) failure of the installation site or the PC or workstation used with the Equipment to comply with Xerox's published specifications; (iii) use of options, accessories or products not serviced by Xerox; (iv) non -Xerox alterations, relocation, service or supplies; or (v) failure to perform operator maintenance procedures identified in operator manuals. Replacement parts may be new, reprocessed or recovered and all replaced parts become Xerox's property. Xerox will, as Customer's exclusive remedy for Xerox's failure to provide Maintenance Services, replace the Equipment with an identical model or, at Xerox's option, another model with comparable features and capabilities. Notwithstanding anything to the contrary herein, Xerox will have no obligation to replace Equipment beyond its end of service date. There will be no additional charge for the replacement Equipment during the initial Term. Unless the applicable Order requires Xerox to provide meter readings, Customer will provide them using the method and frequency identified by Xerox. If Customer does not provide a meter reading, Xerox may reasonably estimate the reading and bill Customer accordingly. b. CARTRIDGES. If Xerox is providing Maintenance Services for Equipment that uses Cartridges, Customer will use only unmodified Cartridges purchased directly from Xerox or its authorized resellers in the U.S. Failure to use such Cartridges will void any warranty applicable to such Equipment. Cartridges packed with Equipment and /or furnished by Xerox as Consumable Supplies will meet Xerox's new Cartridge performance standards and may be new, remanufactured, or reprocessed and contain new and /or reprocessed components. To enhance print quality, Cartridge(s) for many models of Equipment have been designed to cease functioning at a predetermined point. Many Equipment models are designed to function only with Cartridges that are newly manufactured, original Xerox Cartridges or with Cartridges intended for use in the U.S. Equipment configuration that permits use of non -newly manufactured original Xerox Cartridges may be available from Xerox at an additional charge. c. PC/WORKSTATION REQUIREMENTS. For Equipment requiring connection to a PC or workstation, Customer must use a PC or workstation that either (i) has been provided by Xerox, or (ii) meets Xerox's published specifications. 17. CONSUMABLE SUPPLIES INCLUDED. If specified in an Order, Xerox will provide Consumable Supplies for Equipment. Consumable Supplies are Xerox's property until used by Customer, and Customer will (a) use them only with the Equipment included in the applicable Order, (b) return all Cartridges to Xerox as provided herein, and (c) at the end of the term of the applicable Order, return any unused Consumable Supplies to Xerox at Xerox's expense using Xerox supplied shipping labels or destroy them in a manner permitted by applicable law. Should Customer's use of Consumable Supplies exceed Xerox's published yields by more than 10 Xerox will notify Customer of such excess usage. If such excess usage does not cease within 30 days after such notice, Xerox may charge Customer for such excess usage. If Xerox provides paper under a Services Contract, upon 30 days notice, Xerox may adjust paper pricing or either party may terminate the provision of paper. 18. EQUIPMENT STATUS. Unless Customer is acquiring Previously Installed Equipment, Equipment will be either: (a) "Newly Manufactured which may contain some recycled components that are reconditioned; (b) "Factory Produced New Model which is manufactured and newly serialized at a Xerox factory, adds functions and features to a product previously disassembled to a Xerox predetermined standard, and contains both new components and recycled components that are reconditioned; or (c) "Remanufactured which has been factory produced following disassembly to a Xerox predetermined standard and contains both new components and recycled components that are reconditioned. Xerox makes no representations as to the manufactured status of Third Party Hardware. 19. TITLE, RISK OF LOSS AND PROTECTION OF XEROX'S RIGHTS. Title to Equipment and Third Party Hardware will remain with Xerox unless purchased by Customer. Risk of loss for the Products will pass to Customer upon delivery. Customer will keep the Products insured against loss and the policy will name Xerox as Loss Payee. Customer hereby authorizes Xerox or its agents to file financing statements necessary to protect Xerox's rights to Equipment and Third Party Hardware. 20. WARRANTIES AND DISCLAIMERS. a. SERVICES WARRANTY. Xerox warrants to Customer that the Services will be performed in a skillful and workmanlike manner. If the Services do not comply with the service levels in an applicable SOW, Customer will notify Xerox in writing detailing its concerns. Within 10 days following Xerox's receipt of such notice, Xerox and Customer will meet, clarify the Customer's concern, and begin to develop a corrective action plan "Plan As Customer's exclusive remedy for such non compliance Xerox will either modify the Services to comply with the applicable service levels or re -do the work at no additional charge within 60 days of finalizing the Plan or another time period agreed to, in writing, by the parties. b. THIRD PARTY PRODUCT WARRANTY. For Third Party Products selected solely by Xerox for an Order, Xerox warrants they will operate substantially in conformance with applicable service levels in the SOW. If, within a Form 52639 (July 2011) Page 4 of 8 22 JDB (05/2012) M3A-6B- 7- 11C -12D -1424 A -26 reasonable time after provision of such Third Party Products, they cannot be brought into substantial conformance with the services levels in the SOW, and such non- conformance is a result of Xerox's use of such Third Party Products, Customer's exclusive remedy is to receive a refund of any fees paid for the non conforming Third Party Products upon their return to Xerox. Xerox will pass through to Customer any warranties provided to it by the manufacturer or licensor of Third Party Products to the extent permissible. c. WARRANTY DISCLAIMER AND UCC WAIVER. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN THIS SECTION, XEROX MAKES NO OTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED; AND XEROX DISCLAIMS ALL OTHER WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF NON INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE AND MERCHANTABILITY, AND ANY WARRANTIES RELATING TO DESIGN, PERFORMANCE, FUNCTIONALITY, OR COMPATIBILITY WITH CUSTOMER'S SYSTEMS. EXCEPT AS EXPRESSLY PROVIDED HEREIN AND AS PERMITTED BY APPLICABLE LAW, CUSTOMER WAIVES ALL RIGHTS AND REMEDIES CONFERRED UPON A LESSEE BY ARTICLE 2A OF THE UNIFORM COMMERCIAL CODE. d. The warranties set forth in this SSA are expressly conditioned upon the use of the Services and Deliverables for the purposes for which they were intended or designed, and do not apply to Services or Deliverables subjected to misuse, accident, alteration or modification by Customer or any third party (except as specifically authorized in writing by Xerox). In no event will Xerox be responsible for any failure to perform Services caused by: (i) Customer Assets, Customer Content, or services, maintenance, design implementation, supplies or data streams provided by Customer, Customer's agent or service provider to Xerox for use hereunder, (ii) Customer's failure to contract for the minimum types and quantities of Products required by Xerox to perform the Services, or (iii) Customer's failure to perform its obligations under Section 10.a. or b. 21. SOFTWARE TERMS. a. SOFTWARE LICENSE. Xerox grants Customer a non exclusive, non transferable license to use in the U.S.: (i) Base Software only with the Equipment with which it was delivered; and (ii) Application Software only on any single unit of Equipment for as long as Customer is current in the payment of all applicable software license fees. Customer has no other rights to Software. The Base Software license will terminate; (y) if Customer no longer uses or possesses the Equipment; or (z) upon the expiration of any Order under which Customer has rented or leased the Equipment (unless Customer has exercised an option to purchase the Equipment). Neither Xerox nor its licensors warrant that Software will be free from errors or that its operation will be uninterrupted. The foregoing terms do not apply to Diagnostic Software or to software /documentation accompanied by a clickwrap or shrinkwrap license agreement or otherwise made subject to a separate license agreement. Third Party Software is subject to license and support terms provided by the vendor thereof. b. SOFTWARE SUPPORT. For Base Software, Software Support will be provided during the initial term of the applicable Order and any renewal period, but not longer than 5 years after Xerox stops taking customer orders for the subject Equipment model. For Application Software, Software Support will be provided as long as Customer is current in the payment of all applicable software license and support fees. Xerox will maintain a web -based or toll free hotline during Xerox's standard working hours to report Software problems and answer Software related questions. Xerox, either directly or with its vendors, will make reasonable efforts to: (i) assure that Software performs in material conformity with its user documentation; (ii) provide available workarounds or patches to resolve Software performance problems; and (iii) resolve coding errors for the current Release and the previous Release for a period of 6 months after the current Release is made available to Customer. Xerox will not be required to provide Software Support if Customer has modified the Software. Maintenance Releases or Updates that Xerox may make available will be provided at no charge and must be implemented within 6 months. Feature Releases will be subject to additional license fees at Xerox's then current pricing. Each Release will be considered Software governed by the provisions of this Section 21 (unless otherwise noted). Implementation of a Release may require Customer to procure, at Customer's expense, additional hardware and /or software from Xerox or another entity. Upon installation of a Release, Customer will return or destroy all prior Releases. Xerox may annually increase Software license and support fees for Application Software. For State and Local Government Customers, this adjustment will take place at the commencement of each of Customer's annual contract cycles. c. DISABLING CODE. Software may contain code capable of automatically disabling the Equipment. Disabling code may be activated if: (i) Xerox is denied access to periodically reset such code; (ii) Customer is notified of a default under a Services Contract; or (iii) Customer's license is terminated or expires. d. DIAGNOSTIC SOFTWARE. Diagnostic Software is a valuable trade secret of Xerox. Xerox does not grant Customer any right to use Diagnostic Software. Customer will allow Xerox reasonable access to the Equipment during Customer's normal business hours to remove or disable Diagnostic Software if Customer is no longer receiving Maintenance Services from Xerox. e. TITLE AND RIGHTS. Title and all intellectual property rights to Software and Diagnostic Software will reside solely with Xerox and /or its licensors (who will be considered third -party beneficiaries of Section 21.a). Customer will not, and will not allow its employees, agents, contractors or vendors to: (i) distribute, copy, modify, create derivatives of, decompile or reverse engineer Software or Diagnostic Software; (ii) activate Software delivered with the Equipment in an inactivated state; or (iii) access or disclose Diagnostic Software for any purpose. Form 52639 (July 2011) Page 5 of 8 JDB (05/2012) WA- 6B- 7- 11C -12D -1424 A -26 23 22. REMOTE SERVICES. Certain models of Equipment are supported and serviced using data that is automatically collected by Xerox from the Equipment via electronic transmission from the Equipment to a secure off -site location. Examples of automatically transmitted data include product registration, meter read, supply level, Equipment configuration and settings, software version, and problem /fault code data. All such data will be transmitted in a secure manner specified by Xerox. The automatic data transmission capability will not allow Xerox to read, view or download any Customer data, documents or other information residing on or passing through the Equipment or Customer's information management systems. 23. DATA SECURITY. Certain models of Equipment can be configured to include a variety of data security features. There may be an additional cost associated with certain data security features. The selection, suitability and use of data security features are solely Customer's responsibility. Upon request, Xerox will provide additional information to Customer regarding the security features available for particular Equipment models. 24. MISCELLANEOUS. This SSA and the Services Contract(s) hereunder constitute the entire agreement of the parties as to its subject matter, supersede all prior and contemporaneous oral and written agreements, and will be construed under the laws of the State of Washington (without regard to conflict -of -law principles). In the event of any conflict between terms and conditions, the order of precedence will be this SSA, the SSO and the SOW, except where expressly stated otherwise in this SSA. Customer authorizes Xerox or its agents to communicate with Customer by any electronic means (including cellular phone, email, automatic dialing and recorded messages) using any phone number (including cellular) or electronic address that Customer provides to Xerox. In any action to enforce this SSA or any Services Contract hereunder, the parties agree to the jurisdiction and venue of the federal or state courts in Kings County, Washington. If a court finds any term of this SSA or any Services Contract to be unenforceable, the remaining terms of this SSA and the Services Contract will remain in effect. The delay or failure by either Party to enforce any right or remedy under this SSA or any Services Contract will not constitute a waiver or forgiveness of such right or remedy. Xerox may retain a reproduction (e.g., electronic image, photocopy, facsimile) of this SSA or any Order, which will be admissible in any action to enforce it, but only SSA or Order held by Xerox will be considered an original. Except for documentation of Equipment replaced by Xerox for reasons other than trade -in, all changes to this SSA or any Order will be made in an amendment signed by both parties. Customer represents that: (a) it has the lawful power and authority to enter into this SSA, (b) the person signing this SSA or any Order is duly authorized to do so, (c) entering into this SSA will not violate any law or other agreement to which it is a party, (d) it is not aware of anything that will have a material negative effect on its ability to satisfy its payment obligations under this SSA or any Services Contract, and (e) all financial information it has provided, or will provide, to Xerox is true and accurate and provides a good representation of Customers financial condition. Each party will promptly notify the other, in writing, of any change in ownership, or if it relocates its principal place of business or changes the name of its business. The following four clauses will control over every other provision in a Services Contract: (w) Customer and Xerox will comply with all laws applicable to the performance of its obligations hereunder, (x) in no event will Xerox charge or collect any amounts in excess of those allowed by applicable law, (y) any part of a Services Contract that would, but for this Section, be construed to allow for a charge higher than that allowed under any applicable law, is limited and modified by this Section to limit the amounts chargeable under such Services Contract to the maximum amount allowed by law, and (z) if in any circumstances, an amount in excess of that allowed by law is charged or received, such charge will be deemed limited to the amount legally allowed and the amount received by Xerox in excess of that legally allowed will be applied to the payment of amounts owed or refunded to Customer. 25. DEFINITIONS. a. "Application Software" means software and accompanying documentation identified in an Order as "Application Software b. "Assessments" means assessment and recommendation reports created by Xerox in the performance of assessment Services. c. "Base Software" means software and accompanying documentation provided with Equipment. d. "Cartridges" means Equipment components designated by Xerox as customer replaceable units, including copy /print cartridges and xerographic modules or fuser modules. e. "Confidential Information" means this SSA, Orders and certain business information identified as confidential that each party may disclose to the other. Customer Content is considered Customer Confidential Information. Xerox Work, Xerox Tools and Xerox Client Tools are considered Xerox Confidential Information. f. "Consumable Supplies" means black toner (excluding highlight color toner), black developer, Cartridges and, if applicable, fuser agent. For full -color Equipment Orders that include Consumable Supplies, Consumable Supplies also includes, as applicable, color toner and developer. For Equipment identified as "Phaser", Consumable Supplies may also include, if applicable, black solid ink, color solid ink, imaging units, waste cartridges, transfer rolls, transfer belts, transfer units, belt cleaner, maintenance kits, print Cartridges, drum Cartridges, waste trays and cleaning kits. g. "Customer Assets" means all hardware, software and or workspace owned, leased, rented, licensed and /or controlled by Customer, and any services used by Customer that Xerox needs to use or access to enable Xerox to perform the Services. h. "Customer Content" means documents, materials and data provided in hard copy or electronic format by Customer to Xerox containing information about Customer and /or Customer's clients. Form 52639 (July 2011) Page 6 of 8 24 JDB (05/2012) WA- 66 -7 -11 C -12D -1424 A -26 i. "Deliverables" means Products, Output of Services, Assessments and Documentation. j. "Developments" means items created by Xerox and its employees, agents, and /or licensors, including, but not limited to, computer programs, code, reports, operations and procedures manuals, forms, design or other works of authorship or materials, in the course of performing Services. k. "Diagnostic Software" means software used by Xerox to evaluate or maintain the Equipment. I. "Documentation" means all manuals, brochures, specifications, information and software descriptions, in electronic, printed, and /or camera -ready form, and related materials customarily provided by Xerox for Customer's use as part of the Services. m. "Eligible Affiliate" means any domestic entity which controls, is controlled by, or is under common control with Customer. Control (including the terms controls, controlled by and under common control with) means direct or indirect power to direct the management and policies of an entity. n. "Equipment" means Xerox -brand equipment. o. "ETCs° means early termination charges paid by Customer in the event of early termination, for loss of bargain and not as a penalty, as more fully defined in this SSA or the applicable Services Contract. p. "Feature Releases" means new releases of Software that include new content or functionality. q. "Maintenance Releases' or "Updates" means new releases of Software that primarily incorporate compliance updates and coding error fixes. r. "Maintenance Services" means the services provided by Xerox (or a designated servicer) to keep the Equipment in good working order. s. "MMC" means the Monthly Minimum Charge identified in an Order which, along with any Additional Impression Charges, covers the cost for the Services, Products and Maintenance Services. The MMC may also include lease buyout funds, Third Party Funds, supplemental funds, monthly equipment component amounts, remaining Customer obligations from previous contracts, amounts being financed or refinanced, and Amortized Services. One -time items are billed separately from the MMC. t. "Order" means any (i) SSO, (ii) SOW which references an applicable Services Contract Number and is signed by Customer and Xerox, or (iii) PO. u. "Output of Services" means electronic images created by scanning tangible documents containing Customer Content, or the content of any reports and other materials, created by Xerox specific to and for Customer per the applicable Order, but does not include software. v. "PO" means a Customer issued purchase order accepted by Xerox that references an applicable Services Contract Number. w. "Pre- existing Work" means items used or incorporated into the Services or Deliverables, or developed or acquired by Xerox independent of performing the Services. x. "Products" means, collectively, Consumable Supplies, Equipment, Software and Third Party Products. y. "Releases" means, collectively, Maintenance Releases, Updates and Feature Releases. z. "Services" means managed services (e.g. copy center and mailroom services), consultative services, and /or professional services, including, but not limited to, assessment, document management, imaging and language translation services. aa. "Services Contract" means this SSA together with one or more Orders designated by the same Services Contract Number. bb. "Services Contract Number' means a 10 -digit number assigned by Xerox to each Services Contract. cc. "Software" means Application Software and Base Software. dd. "Software Support" means the support and maintenance of software provided by Xerox (or a designated servicer). ee. "SSO" means a Services and Solutions Order issued by Xerox pursuant to this SSA. ff. "SOW' means a statement of work describing Services and Deliverables which (i) is incorporated by reference into an SSO, or (ii) references an applicable Services Contract Number and is signed by Customer and Xerox. gg. "Taxes" means all taxes, fees or charges of any kind (including interest and penalties) assessed by any governmental entity on this SSA or any Order hereunder or the amounts payable to Xerox under this SSA or any Order. Taxes do not include personal property taxes in jurisdictions where Xerox is required to pay personal property taxes, or taxes on Xerox's income. hh. "Third Party Funds" is defined in Section 11.c. ii. "Third Party Hardware" means non -Xerox brand equipment. jj. "Third Party Products" means, collectively, Third Party Hardware and Third Party Software. kk. "Third Party Software" means non -Xerox brand software. II. "U.S." means the United States and its territories and possessions. Form 52639 (July 2011) Page 7 of 8 JDB (05/2012) M3A- 66- 7- 11C -12D -1424 A -26 25 mm. "Xerox Client Tools" means certain Xerox proprietary tools (including any modifications, enhancements, improvements and derivative works) that are owned by Xerox and are licensed to Customer for its use under an accompanying click wrap license agreement. nn. "Xerox Tools" means certain Xerox proprietary tools (including any modifications, enhancements, improvements and derivative works) used by Xerox to provide certain Services. oo. "Xerox Work" means, collectively, Developments and Pre Existing Work. 26. FUNDING. This provision is applicable to governmental entities only. Customer represents and warrants that all payments due and to become due during Customer's current fiscal year are within the fiscal budget of such year and are included within an unrestricted and unencumbered appropriation currently available for the acquisition of the Products, and it is Customer's intent to use the Products for the entire initial term and to make all payments required under the Agreement or an Order. If (a) through no action initiated by Customer, Customers governing body does not appropriate funds for the continuation of the Agreement or an Order for any fiscal year after the first fiscal year and has no funds to do so from other sources, and (b) Customer has made a reasonable but unsuccessful effort to find an assignee within Customer's general organization who can continue the Agreement or an Order, the Agreement or the Order may be terminated. To effect this termination, Customer must, 30 -days prior to the beginning of the fiscal year for which Customer's governing body does not appropriate funds for the upcoming fiscal year, notify Xerox that Customer's governing body failed to appropriate funds and that Customer has made the required effort to find an assignee. Customer's notice must certify that canceled Equipment is not being replaced by equipment performing similar functions during the ensuing fiscal year. Customer agrees to release the Equipment to Xerox and, when returned, the Equipment will be in good condition and free of all liens and encumbrances. Customer will then be released from any further payments obligations beyond those payments due through the end of the funded fiscal year. City of Tukwila Signature Signature Name (please print) Name Title Title Address Address Date Date XEROX CORPORATION Form 52639 (July 2011) Page 8 of 8 26 JDB (05/2012) MM- 6B- 7- 11C -12D -1424 A -26 xe rox; Xerox Print Services Addendum A THIS XEROX PRINT SERVICES ADDENDUM "XPS Addendum amends Services Contract No. 7123107 -001 "XPS Services Contract under Services and Solutions Agreement No. 7123107 "SSA between City of Tukwila "Client and Xerox Corporation "Xerox to add the printers identified in Exhibit B of this XPS Addendum "Managed Devices to the XPS Services Contract. 1. BREAK FIX SERVICES. Except for Other Devices identified as "Supplies Only" in Exhibit A of this XPS Addendum, Xerox will provide Break Fix Services for the Managed Devices. Break Fix Services may be initiated by the Tools for Networked Laser Devices, or by Client calling the Xerox Help Desk. If a Managed Device failure cannot be resolved remotely, Xerox will dispatch a service technician to perform on -site Break Fix Services during the hours identified in the SOW or DOS, as applicable. Break -Fix Services exclude repairs due to: (i) misuse, neglect, abuse or operation of a Managed Device outside of original equipment manufacturer "OEM specifications; (ii) failure of the Client PC to comply with the OEM's published specifications; (iii) act of God or other force majeure event; (iv) relocation, alterations, or use of options, accessories, service or supplies not provided by Xerox; (v) failure to perform any Client responsibilities identified in the SOW or DOS, as applicable; or (vi) acts or omissions of Client or any party not affiliated with Xerox. Technicians are not dispatched for preventative maintenance or cleaning. Replacement parts may be new or used and all removed, replaced parts become Xerox's property. If a maintenance kit or drum is required to repair a Managed Device, the Xerox authorized service representative will order and install the drum or maintenance kit component(s). Maintenance kits and drums may be included in pricing for certain device types as identified in Exhibit A. 2. SUPPLIES. Xerox will furnish toner and ink "Supplies as applicable, for the Managed Devices as identified in Exhibit A. Supplies may be new, remanufactured or reprocessed. Supplies are Xerox's property until used by Client, and Client will use them only with the Managed Devices. Upon request, Client will provide an inventory of Supplies in its possession. Upon expiration or termination of this XPS Addendum Client will, at Xerox's option and expense, return any unused Supplies to Xerox, permit access to its facilities to permit collection, or dispose of them as directed in writing by Xerox. 3. XPS SERVICES. In addition to Break Fix Services and Supplies, Xerox will perform the Xerox Print Services "XPS Services described in the Xerox Print Services Statement of Work "SOW or in the Xerox Print Services Description of Services "DOS attached to the Services Contract, as applicable, for the Managed Devices. 4. CLIENT RESPONSIBILITIES. Client will perform the Client responsibilities identified in the SOW or DOS, as applicable. 5. PRICING. The pricing for XPS Services for the Managed Devices is identified in Exhibit A. Xerox may adjust pricing annually, or as identified in Exhibit A. 6. TERMINATION. Either party may terminate the XPS Services, without penalty, upon not less than 90 days written notice. 7. INVOICE TIMING. Client will be invoiced for XPS Services for the Managed Devices as follows. a. Networked Laser Devices: Except for the partial month following the Services Commencement Date, the Monthly Minimum Charge "MMC identified in Exhibit A is billed monthly in advance, beginning with the first full month following the Services Commencement Date and continuing through the end of the month in which any termination effective date occurs. The table below shows how the MMC is billed for the partial month following the Services Commencement Date. Services Commencement Date: I MMC billed for the partial month: On or before the 15th of the month 150% of MMC After the 15th of the month I No MMC b. Networ :ed Laser Devices: The Excess Charge per Impression "ECI identified in Exhibit A is billed in arrears on a quarterly basis for all impressions in excess of three times the Monthly Minimum Print Volume "MMPV identified in Exhibit A. Color and mono impressions are billed based on color and mono meter data collected. The table below shows how the ECI is billed based on the Services Commencement Date. Services Commencement Date occurs during: I ECI is billed for impressions in excess of: First month of a Quarter Three times the MMPV Second month of a Quarter I Two times the MMPV Third month of a Quarter I The MMPV c. Non Networked Laser and Other Devices: The MMC identified in Exhibit A is billed monthly in advance, beginning the first month following the Services Commencement Date and through the end of the month in which any termination effective date occurs. 8. REMOTE SERVICES. Certain Networked Laser Devices are supported and serviced using data that is automatically collected by Xerox from such devices via electronic transmission to a secure off -site location. Examples of automatically transmitted data include product registration, meter read, supply level, device configuration and settings, software version, and problem /fault code data. All such data will be transmitted in a secure manner specified by Xerox. The automatic data transmission capability will not allow Xerox to read, view or download any Client data, documents or other information residing on or passing through such devices or Client's information management systems. 9. MISCELLANEOUS. The terms and conditions in this XPS Addendum are applicable only to the Managed Devices covered under this XPS Addendum and are not applicable to any other Products under the XPS Services Contract or any other Services Contract under the SSA. Capitalized terms that are not defined in this XPS Addendum have the meaning assigned to them in the SSA, the XPS Services Contract or, as applicable, the SOW or DOS. Except as set forth above, the XPS Services Contract will continue in full force and effect. In the event of a conflict between the terms of the XPS Services Contract and this XPS Addendum, this XPS Addendum will control. IN WITNESS WHEREOF, duly authorized representatives of Client and Xerox have executed this XPS Addendum. City of Tukwila By: Name: Title: Date: Form 52643 XPS 2.0 SSA (4 -1 -12) XEROX CORPORATION By: Name: Title: Date: XEROX CONFIDENTIAL 27 w City of Tukwila Jim Haggerton, Mayor INFORMATIONAL MEMORANDUM TO: Mayor Haggerton Finance and Safety Committee FROM: Peggy McCarthy, Finance Director DATE: May 15, 2012 SUBJECT: Reserve Policy Revision ISSUE Approve revisions to Reserve Policy, 300 -15. BACKGROUND The Reserve Policy was adopted in December 2009 to achieve financial stability and sustainability. It contains several types of reserves including contingency, risk management, and revenue stabilization. The policy was revised on April 17, 2012 to add a section defining the Self- Insured Healthcare plan contingency reserve levels. DISCUSSION The existing reserve policy is complex and quite prescriptive. A revision is proposed to meet the goals of the policy while allowing more flexibility and less complexity. The policy revision is designed to 1) simplify administration 2) address over funding of internal service and governmental funds, and 3) provide an interpretation of Tukwila Municipal Code 3.16.060 regarding allocation of the additional, or second half of, sales tax proceeds. The only change proposed for the Enterprise Fund reserves is to require a minimum fund balance equal to 25% of prior year annual revenues rather than 25% of prior year annual expenditures. No change is proposed to the Self— Insured Healthcare Plan contingency reserve. A comparison of existing reserve policy requirements with proposed reserve policy requirements for sections with significant changes follows: Reserve Type (EXISTING RESERVE POLICY PROPOSED RESERVE POLICY General Fund N/A Not applicable 10% General Fund Revenue $5,013,825 8% (General Fund Revenue I $4,011,060 Contingency o Excess of General Fund expenditure 25 /o $600,574 budget over actual expenditures 25% Sales tax receipts from new $347,750 construction 10% General Fund Revenue $5,013,825 Risk 8 General Fund Revenue $4,011,060 Management 1% (General Fund Revenue I $501,382 Revenue Stabilization 25% Sales and property tax revenue in $286,450 excess of budget TOTAL RESERVE REQUIREMENT based on 2011 financial results $9,758,276 $10,027,650 CONTINGENCY FUND BALANCE I $1,457,728 $1,457,728 GENERAL FUND BALANCE $5,912,116 RESERVE FUNDING DEFICIENCY 1 $8,300,54814 $2,657,806 Under the existing policy the General Fund resources are available for additional funding of the Contingency Fund 29 INFORMATIONAL MEMO Page 2 Under the proposed revision, a reserve of $10 million would be required at the end of 2011 comprised of a $5 million minimum General Fund balance and a $5 million Contingency Fund minimum balance. Under the existing Policy, a Contingency Fund minimum balance of $9.75 million would be required. Under both the existing policy and proposed revised policy, the reserve requirements are targeted to be met by 2014. Section 8 of the revised Policy allows and encourages the reallocation of excess or idle funds from one governmental or internal service fund to another to ensure resources are used to meet City -wide goals and objectives, if such reallocation is approved by Council and not in conflict with State or other regulations. Lastly, an interpretation of Tukwila Municipal Code 3.16.060, "Distribution of Tax Proceeds and Limitation on the Use Thereof', provides that municipal capital improvement funds, into which 90% of the additional, or second half of, sales tax proceeds received by the City shall be placed, shall be defined as any governmental fund other than the General Fund and the Hotel /Motel Fund including such funds as special revenue, debt service and capital project. RECOMMENDATION The Council is being asked to approve the Reserve Policy as revised. ATTACHMENTS Reserve Policy 300 -15. Draft proposed Reserve Policy TMC 3.16.060 30 C:ITemp\ Content .Outlook\CBK0060U11nfoMemo Reserve Policy 5- 17- 12.doc Index: 300 -15 CITY OF TUKWILA ADMINISTRATIVE MANUAL Page 1 of 2 TITLE RESERVE POLICY 1. PURPOSE: 1.1. To ensure the City has sufficient funds to continue operations s`ould an unforeseen event occur that disrupts or negatively impacts the financial stability of the City or the Self- Insured Healthcare Funds. 1.2. To ensure idle or excess funds are reallocated W otherwise use+ and objectives of the City. 1.3. To provide an interpretation of Tukwila Municipal Code (TMC) 3.16 allocating additional sales tax revenue recetuxed by the City. 2. ORGANIZATION AFFECTED: All City funds. 3. REFERENCES: 4. GENERAL FUND MINIMUM FUND BALANCE 4.1. At the close of each" fisc the Ge of the previous fiscal year General Fund` und a 4.2. Deviation from this policy shall be permitt 4.3. Should..,::,a,,,deviatioi W) policy-_.occur, approved by Co to meet the goals purposes of Fund balance shall equal or exceed 10% ual revenues. e;bily as approved by Council. `a plan to reestablish the minimum fund later than the end of the fiscal year following year of devii tion prescribed minimum fund tadlance shall be attained no later than the close of the khvear 2014 s 5. CONTINGENCY FUND 5.1. At o the close�f each' fiscal year, the Contingency Fund balance shall equal or exceed 10% of the prOdus fiscal year General Fund annual revenues. 5.2. Use of Contingency Fund resources shall be permitted only upon Council approval. 5.3. Should a deviation from policy occur, a plan to reestablish the minimum fund balance shall be approved by Council no later than the end of the fiscal year following the year of deviation. 5.4. The prescribed minimum fund balance shall be attained no later than the end of the 2014 fiscal year. 31 Index: 300 -15 TITLE RESERVE POLICY Page 2 of 2 6. ENTERPRISE FUND RESERVE POLICY: 6.1. At the close of each fiscal year, each Enterprise Fund balance shall equal or exceed 25 %of the previous fiscal year annual revenues. 6.2. Deviation from this policy shall be permitted only as approved by Council. 6.3. Should a deviation from policy occur, a plan to reestablish the minimum fund balance shall be approved by Council no later than the end of the fiscal year following the year of deviation. 6.4. The prescribed minimum fund balance shall be attained a ]ater than the close of the 2014 fiscal year. 7. SELF INSURED HEALTHCARE PLAN CONTINGENCY SERVE POLICY: 7.1. The City shall maintain a contingency reserve fjelar ce in each of its self- insured healthcare funds in an amount equal to.25 times, or 250 of the actuarially determined IBNR (incurred but not reported) reserve 7.2. The contingency reserve balance will be con bmed with. the IBNR reservAalance and recorded as one liability in each of the self- insur60 thcare plan funds. 8. REALLOCATION OF EXCESS OR:,.''IDLE GOVERNMENTAL OR INTERNAL SERVICE FUNDS. All governmental and internal service fund balances shall` be reviewed annually to identify excess or idle funds. Should' I be determined that a fund contains resources in excess of amounts needed to meet the and otlectives of the fund, the resources may be used for,purpases outside of the fund to meet City -wide goals and objectives, if such use is approved by the Council and is not in conflict with State or other regulations 9. INTERPRETATION OF T�K °IVQW WILA,C- IP CODE 3.16.060 -DISTRIBUTION OF TAX PROCEEDS AND LIMITATIQN ON THE USE THEREOF The code pres'8 &6s that' of the additional sales tax proceeds received by the City I be placed ii municipal''` capital improvement funds. "Municipal capital improvement funds''^ `shall be interpreted to include any governmental fund other than the General Fund a d the Hotel /Motel Fund, such as special revenue funds, debt servidO,O nd capital pf; ect funds. 10. REVIEW AND REPORTING Annually, but n6l' r than July 1S a Reserve Policy compliance report will be provided to Council. Initiating Department: Finance Department Effective Date: Supercedes: Mayor's Office Approval Signature: 5/21/12 4/17/12 32 Index: 300 -15 CITY OF TUKWILA ADMINISTRATIVE MANUAL Page 1 of 5 TITLE: RESERVE POLICY 1. PURPOSE: To establish a Reserve Policy for the City which is capable of addressing the various types (categories) of the City's operating and restricted use funds. The objectives of this Policy are to (i) provide a clear understanding of the goals and objectives of reserve establishment, (ii) offer guidance and limitations regarding the establishment, use and replenishment of City reserves, and (iii) establish a process for periodic reporting and review of City reserves. 2. ORGANIZATION AFFECTED: All City funds. 3. REFERENCES: 4. GENERAL FUND RESERVE POLICY: 4.1. The General Fund is used to account for all general revenues of the City not specifically levied or collected for other City funds, and for expenditures related to providing general services by the City. For the purpose of this policy and as it applies to the General Fund only, the City will establish a Contingency Reserve Fund with a minimum balance of 8% of annual General Fund revenues. At no time, however, shall the balance in the Contingency Reserve Fund fall below 4% unless specifically waived by the City Council because of an unforeseen emergency. 4.2. The Contingency Reserve Fund shall initially be set at a minimum of 4% of annual General Fund revenues. The City shall reach the targeted minimum of 8% no later than fiscal year 2014 according to the following schedule: 2% by December 31, 2011 4% by December 31, 2012 6% by December 31, 2013 8% by December 31, 2014 4.3. If actual expenditures in the General Fund are less than budgeted expenditures, and the General Fund does not end the year at a deficit, at least 25% of the difference between budgeted and actual expenditures will revert to the Contingency Reserve Fund and may then be re- appropriated in a subsequent year at the discretion of the City Council. 4.4. The City will annually direct a minimum of 25% of sales tax receipts from new construction (NAICS Industry Classification Code 23) to the Contingency Reserve Fund. 33 Index: 300 -15 TITLE: RESERVE POLICY Page 2 of 5 4.5. Use of Contingency Reserve Fund To the extent that there is an imbalance in the General Fund between revenues and budgeted expenditures, City Council and administration will strive to address the imbalance first with revenue increases, expenditure reductions, or a combination of the two. Use of the Contingency Reserve Fund is a one -time, non recurring funding source. If an imbalance in the General Fund occurs that can not be addressed with additional revenues or expenditure reductions, a multi -year plan shall be developed to address the imbalance concurrently with the planned reserve draw down of the Contingency Fund. The implementation of the replenishment plan will be done in accordance with the guidelines below (see "Replenishment of Reserves A planned draw down of the fund's reserves should: a) not exceed 50% of the balance in the Contingency Reserve Fund, and b) not reduce the reserve below 4% of annual General Fund revenues. 4.6. Replenishment of Reserves The following criteria will be used to restore the Contingency Reserve Fund based upon the remaining fund balance compared to the minimum reserve guideline: 1. If the reserves are drawn down by 25 -50% of reserve fund balance, then a budgetary plan shall be implemented to return the reserve level to between 75% and 100% of the minimum balance over a 5 to 7 year period. 2. If the reserves are drawn down by 10 -25% of reserve fund balance, then the budgetary plan to restore the reserve shall be structured over a 3 to 5 year period. 3. If the reserves are drawn down by 0 -10% of reserve fund balance, then a solution to replenish to at least the minimum shall be structured over a 1 to 3 year period. 4.7. Annual Status Reporting and Periodic Review Annually, after presentation of the City's Comprehensive Annual Financial Report, the Finance Director will prepare and present an updated Reserve Level Status report by July 1 St of the following year. At least every five years, the Mayor, based on advice from the Finance Director, will ask the City Council to reaffirm or revise this policy, including the percentages established herein. 5. RISK MANAGEMENT RESERVE POLICY: 5.1. The City shall maintain a Risk Management Reserve Fund dedicated to mitigation of the risk of loss arising from potential claims against the City for general liability purposes as well as claims resulting from natural disasters such as flooding and earthquakes. 34 Index: 300 -15 TITLE: RESERVE POLICY Page 3 of 5 5.2. The Risk Management Reserve Fund shall be set initially at a minimum of 4% of annual General Fund revenues. The City shall reach the targeted minimum of 8% no later than fiscal year 2014 according to the following schedule: 2% by December 31, 2011 4% by December 31, 2012 6% by December 31, 2013 8% by December 31, 2014 5.3. Legal claims expenses incurred below the City's insurance deductible amounts will be paid for out of the Risk Management Reserve Fund. Uninsured legal claim expenses will also be deducted from the Risk Management Reserve Fund. 5.4. Use of the Risk Management Reserve Fund A draw down of the fund's reserves should: a) not exceed 50% of the balance in the Risk Management Reserve Fund, and b) not reduce the reserve below 4% of annual General Fund revenues. 5.5. Replenishment of Reserves The following criteria will be used to restore the Risk Management Reserve Fund based upon the remaining fund balance compared to the minimum reserve guideline: 1. If the reserves are drawn down by 25 -50% of reserve fund balance, then a budgetary plan shall be implemented to return the reserve level to between 75% and 100% of the minimum balance over a 5 to 7 year period. 2. If the reserves are drawn down by 10 -25% of reserve fund balance, then the budgetary plan to restore the reserve shall be structured over a 3 to 5 year period. 3. If the reserves are drawn down by 0 -10% of reserve fund balance, then a solution to replenish to at least the minimum shall be structured over a 1 to 3 year period. 5.6. The City Council may, at their discretion and as necessary, transfer funds between the Contingency Reserve Fund and the Risk Management Reserve Fund. Once the two reserve funds are fully funded up to the minimum levels as established within this policy, at no time will the combined balances of both funds decline below 8% of annual General Fund revenues. 6. REVENUE STABILIZATION FUND POLICY: 6.1. The City shall maintain a Revenue Stabilization Fund dedicated to mitigating the impact of unanticipated revenue declines. 6.2. The City shall appropriate, on an annual basis, a transfer of 1% of General Fund revenue to the Revenue Stabilization Fund beginning with the 2011 -2012 biennial budget. The Revenue Stabilization Fund will not be utilized by the City unless actual General Fund revenue is 5% or more below budgeted revenue after six months through any given calendar year. At no point will the balance in the Revenue Stabilization Fund decline by more than 50 unless actual General Fund revenue is more than 20% below budgeted revenue. 35 Index: 300 -15 TITLE: RESERVE POLICY Page 4 of 5 6.3. In addition to the annual 1% appropriation, the City will transfer a minimum of 25% of the excess of any actual property tax or sales tax collections above the respective budgeted amounts. Such transfer shall take place by March 31 of the following fiscal year. 6.4. Replenishment of Reserves The following criteria will be used to restore the Revenue Stabilization Fund based upon the remaining fund balance compared to the minimum reserve guideline: 1. If the reserves are drawn down by 25 -50% of reserve fund balance, then a budgetary plan shall be implemented to return the reserve level to between 75% and 100% of the minimum balance over a 5 to 7 year period. 2. If the reserves are drawn down by 10 -25% of reserve fund balance, then the budgetary plan to restore the reserve shall be structured over a 3 to 5 year period. 3. If the reserves are drawn down by 0 -10% of reserve fund balance, then a solution to replenish to at least the minimum shall be structured over a 1 to 3 year period. 6.5. If the accumulated balance in the Revenue Stabilization Fund exceeds 10% of annual General Fund revenues, such excess shall be transferred to the Contingency Reserve Fund. 7. ENTERPRISE FUND RESERVE POLICY: 7.1. The City shall maintain an adequate fund balance in each of the City's enterprise funds to provide funding for capital expenses, unanticipated revenue declines, and any other unbudgeted expense. The policy applies to the following funds: Water Fund Sewer Fund Surface Water Fund Foster Golf Course Fund 7.2. The City shall incorporate into its customer rate structure funding for the establishment and maintenance of a Working Capital Reserve Fund. The reserve balance shall be no less than 20% of the previous year operating and capital expenses. The City shall reach the targeted minimum of 20% no later than fiscal year 2014 according to the following schedule: 5% by December 31, 2011 10% by December 31, 2012 15% by December 31, 2013 20% by December 31, 2014 7.3. Use of the Working Capital Reserve Fund A draw down of the fund's reserves should: a) not exceed 50% of the balance in the Working Capital Reserve Fund, and b) not reduce the reserve below 10% of annual operating and capital expenditures within each fund. 36 Index: 300 -15 TITLE: RESERVE POLICY Page 5 of 5 7.4. Replenishment of Reserves The following criteria will be used to restore the Working Capital Reserve Fund based upon the remaining fund balance compared to the minimum reserve guideline: 1. If the reserves are drawn down by 25 -50% of reserve fund balance, then a budgetary plan shall be implemented to return the reserve level to between 75% and 100% of the minimum balance over a 5 to 7 year period. 2. If the reserves are drawn down by 10 -25% of reserve fund balance, then the budgetary plan to restore the reserve shall be structured over a 3 to 5 year period. 3. If the reserves are drawn down by 0 -10% of reserve fund balance, then a solution to replenish to at least the minimum shall be structured over a 1 to 3 year period. 7.5. The Working Capital Reserve fund shall be maintained within each of the Enterprise Funds, but shall be separate from the accumulated fund balance within each fund. 8. SELF INSURED HEALTHCARE PLAN CONTINGENCY RESERVE POLICY: 8.1. The City shall maintain a contingency reserve balance in each of its self- insured healthcare funds in an amount equal to 2.5 times, or 250 of the actuarially determined IBNR (incurred but not reported) reserve. 8.2. The contingency reserve balance will be combined with the IBNR reserve balance and recorded as one liability in each of the self- insured healthcare plan funds. Initiating Department: Finance Department Effective Date: Supercedes: Mayor's Office Approval Signature: 4/17/12 12/11/09 37 gu; 3.16.050 Agreement with Department of Revenue The Mayor is authorized to enter into an agreement with the Department of Revenue for the administration of the tax imposed under this chapter. (Ord. 1551 §5,1989) 3.16.060 Distribution of Tax Proceeds and Limita- tion on the Use Thereof The proceeds of the tax imposed in this chapter shall be placed in municipal capital improvement funds, 80 general fund operations, 10 and general fund designated ending fund balance, 10 The general fund designated ending fund balance portion will be applicable to the 1990, 1991, and 1992 budget years and then revert to capital improvement funds. (Ord. 1551 §6,1989) 3.16.070 Violation Penalties Any seller who fails or refuses to collect the tax as re- quired with the intent to violate the provisions of this chapter or to gain some advantage or benefit, either direct or indirect, and any buyer who refuses to pay any tax due under this chapter shall be guilty of a misdemeanor, and upon conviction thereof, shall be punished by a fine not to exceed $5,000 or by impri- sonment in jail for a term not exceeding one year or by both such fine and imprisonment. (Ord, 1551 §7, 1989) 3.16.080 Severability If any section, sentence, clause or phrase of this chapter 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 sec- tion, sentence, clause or phrase of this chapter. (Ord. 1551 §8,1989) TITLE 3 REVENUE AND FINANCE I) 1. r aL_ilt ADMISSIONS AND ENTERTAINMENT TAX Sections: 3.20.010 Admission Charge Definitions 3.20.020 Admissions Tax Levied 3.20.030 Determination of Amount 3.20.040 Collection Remittance to Finance Director 3.20.050 Application and Reporting 3.20.060 Violations 3.20.010 Admission Charge Definitions A. "Admission charge," in addition to its usual meaning, shall include but not be limited to the following: 1. A cover charge or a charge made for use of seats or tables, reserved or otherwise, and similar accom- modations, 2. A charge made for rental or use of equipment or facilities for purposes of entertainment or amusement and, where the rental of the equipment or facilities is necessary to the enjoyment of the privilege for which general admission is charged, the combined charge shall be considered as the ad- mission charge. 3. A charge made for entertainment activities or admission to any theater, dance hall, cabaret, adult enter- tainment cabaret, private club, auditorium, circus, side show, outdoor amusement park or any similar place; and includes equipment to which persons are admitted for purposes of en- tertainment such as merry-go- rounds, Ferris wheels, dodge 'ems, roller coasters, go -carts and other rides, whether such rides are restricted to tracks or not. 4. A sum or money referred to as "a donation" which must be paid before entrance is allowed. 5. "Admission charge" does not include public school activities and other non profit endeavors. (Ord. 2080 §1, 2004; Ord. 1733 §1, 1995) 3.20.020 Admissions Tax Levied A. There is hereby levied a 5% tax on admissions for en- tertainment purposes in the City of Tukwila. Such tax is to continue indefinitely or until amended or repealed by the City Council. B. Admission tax waived: The City of Tukwila will forego collection of admissions tax from Foster Golf Course for a pe- riod of three years, beginning January 1, 2005. (Ord. 2080 §2, 2004; Ord. 1733 §2, 1995) Produced by the City of Tukwila, City Clerk's Office Page 3 -7 39 .s City of Tukwila Jim Haggerton, Mayor INFORMATIONAL MEMORANDUM TO: Mayor Haggerton Finance and Safety Committee FROM: David Cline, City Administrator DATE: May 15, 2012 SUBJECT: Request to reclassify position in the Mayor's Office ISSUE During the Council Retreat in February, the Mayor and City Administrator discussed the need for a Project Analyst to better support ongoing complex projects such as Strategic Planning, Tukwila Village and organizational goals and objectives. The Mayor's office is supported by a full -time Executive Secretary and an Administrative Secretary/Civil Service Examiner. This position is recommended to be created by reclassifying the currently vacant Administrative Secretary/Civil Service Examiner position to a Project Analyst. The 2012 funding for this position is from salary savings in the Mayor's office. BACKGROUND The Mayor's Office requested the Human Resources Department complete a review and analysis to determine where this new position would be classified within our current system. This new position will serve as liaison between the City Administrator, Mayor, and Economic Development Administrator; will conduct research, gather data, analyze trends, and make recommendations on a broad range of complex issues that may be internal (cross departmental) or external (governmental agencies, business community, residents). This position will also support the development and implementation of goals, objectives, policies and procedures for the City and Mayor's Office and will respond to citizen inquires and /or complaints. Based upon the essential functions listed above, this new position closely matches the essential duties of the Management Analyst classification series for non represented positions. Other internal non represented positions within this classification include: Council Analyst Human Resources Analyst Public Works Analyst The Human Resources Department has recommended that this position be added to the existing classification of "Management Analyst" (DBM /C42), under the title of Project Analyst. Attached is a copy of the classification. 41 INFORMATIONAL MEMO Page 2 FINANCIAL IMPACT The difference between the top salaries of these two positions is approximately $23,000 per year. The current range for the Administrative Secretary/Civil Service Examiner (DBM /B22) is $54,792 to $63,028 per year. The current range for a Management Analyst (DBM /C42) is $71,640 to $86,028 per year. The difference in cost in 2012 will be funded from salary savings in the Mayor's Office. If the addition of this position is approved, the additional salary expense will be incorporated into the Budget Amendment Process scheduled for later this year. RECOMMENDATION The Finance and Safety Committee is being asked to forward this request to the May 29, 2012 Committee of the Whole Meeting and subsequent June 4, 2012 Regular Meeting. ATTACHMENTS Management Analyst Classification Description 42 W.12012 Info Memos Council \ReclassifyPositionMayoesOffice 5- 16- 12.doc CITY OF TUKWILA CLASSIFICATION DESCRIPTION BAND I GRADE I SUBGRADE C I 4 I 2 This position is not responsible for work performed by another banded at the same level. FLSA I APPROVAL I DATE UPDATED Exempt CLASSIFICATION TITLE JOB TITLES Project Analyst Management Analyst Human Resources Analyst Legislative Analyst Public Works Analyst CLASSIFICATION TITLE OF IMMEDIATE SUPERVISOR City Administrator Department Head CLASSIFICATION SUMMARY Under the direction of an immediate supervisor identified above, performs a variety of administrative and managerial work. TASK ESSENTIAL DUTIES FREQUENCY BAND/ NO. GRADE 1. Develops, implements, coordinates, and manages various Daily C4 programs and activities as assigned and performs a variety 25% of confidential administrative work. 2. Facilitates effective communications and information Daily C4 exchanges, to include conducting oral and written briefings 25% on issues and developments affecting assigned areas. 3. Conducts technical research and management analysis and Daily C4 prepares detailed reports and recommendations on issues 15% concerning the functions and operations of assigned C -4 -2 (Management Analyst) Classification Description Page 1 43 MINIMUM QUALIFICATIONS Bachelor's degree in Public Administration or a related field and four years of related experience or an equivalent combination of education and experience to provide sufficient evidence of the successful performance of the essential elements of the job such as those listed above. A valid State of Washington driver's license is also required. KNOWLEDGE: Knowledge o£ General municipal operations and structure; Principles, practices, procedures and theories related to the field; Research methods, report writing, group and meeting facilitation techniques, and the organization and presentation of oral reports; Federal, state and local laws; policies and regulations pertaining to assigned programs; English usage, spelling, grammar and punctuation; Budgeting principles and processes; and Project monitoring techniques. SKILLS Demonstrated skill in Operating personal computers and utilizing computer applications and software; Making and implementing sound decisions and exercising judgment in solving complex problems; Developing and implementing programs, policies, and/or procedures to achieve specific goals and objectives; C -4 -2 (Management Analyst) Classification Description Page 2 ii programs and various confidential issues. TASK ESSENTIAL DUTIES FREQUENCY BAND/ NO. GRADE 4. Recommends, develops, and writes policies and procedures Weekly C4 for assigned programs. 15% 5. Develops and recommends short and long range plans, goals Quarterly C4 and budgets to carry out the programs assigned. 10% 6. Responds to inquiries on program policy and procedural Daily C4 matters as appropriate. 5% 7. Researches current and new developments affecting Weekly C4 assigned programs, evaluates potential impact, coordinates 5% compliance, and develops written policies as necessary. MINIMUM QUALIFICATIONS Bachelor's degree in Public Administration or a related field and four years of related experience or an equivalent combination of education and experience to provide sufficient evidence of the successful performance of the essential elements of the job such as those listed above. A valid State of Washington driver's license is also required. KNOWLEDGE: Knowledge o£ General municipal operations and structure; Principles, practices, procedures and theories related to the field; Research methods, report writing, group and meeting facilitation techniques, and the organization and presentation of oral reports; Federal, state and local laws; policies and regulations pertaining to assigned programs; English usage, spelling, grammar and punctuation; Budgeting principles and processes; and Project monitoring techniques. SKILLS Demonstrated skill in Operating personal computers and utilizing computer applications and software; Making and implementing sound decisions and exercising judgment in solving complex problems; Developing and implementing programs, policies, and/or procedures to achieve specific goals and objectives; C -4 -2 (Management Analyst) Classification Description Page 2 ii Working effectively on several projects concurrently; Establishing and maintaining effective working relationships with City officials, City employees, and the general public; and Communicating effectively, both orally and in writing. PHYSICAL ACTIVITY/REQUIREMENTS: To perform the essential functions of the class, incumbents must be able to perform the physical activities listed on the Physical Checklist. C -4 -2 (Management Analyst) Classification Description Page 3 ER, m