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HomeMy WebLinkAbout000765 Original Contract City of Port Angeles Record # 000765 INTERLOCAL AGREEMENT BETWEEN THE CITY OF PORT ANGELES AND CLALLAM COUNTY PUBLIC HOSPITAL DISTRICT NO. 2, d/b/a Olympic Medical Center REGARDING OWNERSHIP AND MAINTENANCE OF DISTRIBUTION FACILITIES THIS INTERLOCAL AGREEMENT ("Agreement") is entered into between the City of Port Angeles, a non-charter code city of the State of Washington, hereinafter referred to as "the City," and Clallam County Public Hospital District No.2 d/b/a Olympic Medical Center hereinafter referred to as "OMC," which are sometimes collectively referred to as the "Parties." Recitals A. Pursuant to Title 35A RCW, the City owns and operates a retail electric distribution system ("System") located in Port Angeles, Washington. B. Clallam County Public Hospital District No. 2, owns and operates Olympic Memorial Hospital located at 939 Caroline Street, in the City of Port Angeles. Olympic Memorial Hospital is supplied with electric service by multiple transformers through a single service point metered at 12,470 volts from the City distribution system. C. Neither the City nor OMC records are completely clear regarding ownership of much of the 12 kV cable and transformers in the distribution system on the load side of the primary meter. D. OMC does not have adequately trained staff to own, operate, or maintain 12 kV distribution equipment, also referred to as "medium voltage" equipment. E. OMC has long been billed at a rate as though OMC owned the medium voltage distribution equipment, and OMC wishes to maintain that current billing rate classification in the future. F. OMC is willing to pay for all expenses incurred by the City, as further defined herein, for all work and services performed on the medium voltage equipment as tracked by the City. G. The Parties desire to enter into this Agreement pursuant to RCW 39.34, the Interlocal Cooperation Act, to formally define ownership and assist OMC with continued reliable electrical service for the Hospital. NOW, THEREFORE, in light of the foregoing recitals, which are incorporated herein as part of the agreement of the Parties, and the mutual terms, conditions, and covenants set forth below, the Parties agree as follows: 1. OMC Obligations Page 1 of 5 A. OMC shall fully reimburse the City for all costs and expenses to remove and dispose of two existing 2,000 kVA pad mounted transformers and to acquire and install at the Hospital two new 1,500 kVA transformers that comply with City material specification MDUT-301. The costs and expenses include the following elements: • all costs and expenses to remove and dispose of two existing 2,000 kVA pad-mounted transformers, and • all costs and expenses to acquire and install at the Hospital two new 1,500 kVA transformers that comply with City material specification MDUT-301, and • all costs and expenses to install a second primary meter and source of power underground from the east property line on Chambers Street, and • all underground construction costs. The parties anticipate and believe that the total costs and expenses will not exceed One Hundred Thousand Dollars ($100,000). In the event it appears that, for any reason, the costs and expenses will exceed One Hundred Thousand Dollars ($100,000), the City shall cease work and the parties will negotiate in good faith the reimbursement for the costs in excess of One Hundred Thousand Dollars ($100,000). B. City agrees to plan and implement this operation with as little interruption as possible to the provision of electrical power to the Hospital. C. OMC has determined that two 1500 kVA transformers are adequate for the loads currently supplied by the two 2,000 kVA PCB transformers. D. OMC shall fully reimburse the City (within thirty (30) days of receipt of a detailed invoice), for all reasonable costs and expenses for future operation, maintenance, repair, or replacement of the medium voltage equipment. OMC and the City will meet once a year prior to annual expense and capital budgets to go over planned maintenance and any work that is foreseen and will place a budget cost to this, 2. City Obligations A. The City shall remove and dispose of two existing 2,000 kVA pad mounted transformers and simultaneously shall then install at OMC two new 1,500 Page 2 of 5 kVA transformers. OMC has determined two 1,500 kVA transformers are adequate for the loads currently supplied by the two 2,000 kVA PCB transformers. The new transformers shall comply with City material specification MDUT-301 and any other applicable code requirements. B. Upon the completion of the "City and OMC obligations" itemized above, the City will assume permanent ownership and control of all medium voltage equipment from the primary meter to and including the pad-mounted transformers. OMC ownership will begin with the cables on the transformer secondary bushings. C. City will transfer OMC to a primary-metered billing rate that provides for City ownership of the distribution facilities up to and including the pad-mounted transformers, as defined in the Port Angeles Municipal Code (PAMC) Section 13.12.065, or subsequent revisions, currently designated as schedule PS-04. The PS-04 billing rate and subsequent revisions are anticipated and intended in good faith to be consistent with the billing rate charged to customers who own their medium voltage equipment, currently designated as schedule PS-03. The City shall use best efforts to maintain parity between the PS-03 and PS-04 schedules and any variation between the two will only be for good cause. D. City will perform all future operation, maintenance, repair, or replacement of the medium voltage equipment and bill OMC for the costs incurred, including all labor, material, equipment charges, and sales tax at the rates established in PAMC 3.70.105 — Electric Utility Service Fees, or subsequent revisions. E City shall give notice to the OMC Plant Operations Manager at least 1 day prior to coming on site when possible. This to make sure that OMC has clear pathways for the City crews to get where they need to be and none of the man holes are blocked. 3. No Warranties or Guarantees Electric service to the Hospital will be subject to all provisions and conditions of service as defined in Title 13 of the PAMC. The City makes no warranties or guarantees that crews and/or equipment will be available to complete work requested by OMC. The City makes no warranties or guarantees as to the timeliness of the City's ability to respond to a request, the level of service in response to a request, or the ability to restore service within any particular time frame. It is agreed that while there are no warranties, City and OMC will work together toward the goal that OMC will have the most reliable medium voltage system as reasonably possible. City and OMC also understand and agree that keeping and maintaining power to OMC is a number one priority for both City and OMC, to which all reasonable efforts will be devoted, as established by past practice. OMC specifically agrees to this provision and the waiver of all warranties and guarantees set forth herein. Page 3 of 5 4. Term and Effective Date of Agreement This Agreement shall be effective on the date upon which it has been signed by both Parties, and will continue until cancelled or modified by mutual agreement in a written amendment. 5. Attorneys' Fees and Costs In the event it is necessary for either Party to utilize the service of an attorney to enforce any of the terms of this Agreement, such enforcing Party shall be entitled to compensation for reasonable attorneys' fees and costs. In the event of litigation regarding any of the terms of this Agreement, the substantially prevailing Party shall be entitled, in addition to other relief, to such reasonable attorneys' fees and costs as determined by the court. 6. Remedies In the event of default of any provision of this Agreement, the non-defaulting Party shall have all rights and remedies existing at law, including the right to recover monies paid and wrongfully expended, and to seek other damages allowed by law. 7. Notices Any notices shall be effective if personally served upon the other Party, or if mailed by registered or certified mail, return receipt requested, to the following addresses, or such other address as a Party may designate in, writing, and shall be deemed given on the date of mailing: City of Port Angeles c/o City Manager 321 E. Fifth St. Port Angeles, WA 98362 Olympic Medical Center c/o Administrator 939 Caroline St. Port Angeles, WA 98362 8. Entire Agreement This Agreement contains the entire agreement between the Parties with respect to medium voltage equipment ownership, and supersedes all prior Agreements or understandings between the Parties with respect thereto. Page 4 of 5 9. Venue Venue for any action brought on the arbitration award, including enforcement of such award, shall be in the Superior Court of Clallam County, and such action shall be governed by application of the laws of the state of Washington. The prevailing party in any such action on the arbitration award shall be entitled to its reasonable attorney fees and costs associated with such action. IN WITNESS WHEREOF, the Parties have executed this Agreement the day of 2014. 0 Clallam County Public Hospital District No. 2, d/b/a Olympic Medical Center CITY OF PORT ANGELES Eric Lewis,CEO/Administrator City Manager A Date Signed: Date Signed: Approved as to Form City ttorrAey Attest: City le Page 5 of 5