The URL can be used to link to this page

Home My WebLink About2020/01/14 - Regular Packet Ole rK MASON COUNTY TO : BOARD OF MASON COUNTY COMMISSIONERS Reviewed : FROM : Ginger Kenyon Ext. 380 DEPARTMENT : Support Services Action Agenda DATE : January 14, 2020 No . 4 . 1 ITEM : Correspondence 4 . 1 . 1 Washington State Liquor and Cannabis Board sent in a letter approving Canna Lowlife 's license for a Marijuana Processor. 4 . 1 . 2 Mason Web N sent in their 2019 4th Quarter Statistics . 4 . 1 . 3 Washington State Liquor and Cannabis Board sent in a Special Occasion License for Harmony Hill of Union to be held at Harmony Hill Retreat Center . 4 . 1 . 4 Washington State Liquor and Cannabis Board sent a Notice of Marijuana License Application for Francis Bernard Fauls, trade name Evergreen Gropro . Attachments : Originals on file with the Clerk of the Board . cc : CMMRS Neatherlin , Shutty & Trask Clerk U it) Ind &m A , I a4y e K . iZoW@ n Washington State Licensing and Regulation 4� Liquor and Cannabis Board PO Box 98504 � Olympia WA 98504-3098 Phone — ( 360 ) 664 - 1600 Fax — (360 ) 753 -2710 December 30 , 2019 OIL484 B5T INC RECEIVE ® 4844 65TH AVE NE RECEIVED N G OLYMPIA WA 98516 DEC 3 0 2019 Re : CANNA LOWLIFE Mason County 7511 W SHELTON MATLOCK RD # 100 Commissioners SHELTON WA 98584-8914 LICENSE No . : 416358 -7C UBI : 604 -454 -177 - 001 -0002 Your license has been approved for the following : MARIJUANA PROCESSOR This license is valid through May 31 , 2020 . You must post this letter in a public service area as your temporary operating permit . If you do not receive your Business License with marijuana endorsement(s ) within 15 days , please contact Department of Revenue ' s Business Licensing Service/Specialty Licenses at ( 360 ) 705 - 6744 . This license allows you to process , package , and label usable cannabis and cannabis - infused products for sale at wholesale to cannabis retailers . You may only purchase from a licensed cannabis producer . *As of April 1 , 2018 — The WSDA will regulate the processing of all Cannabis - Infused Edibles through an endorsement program . To get more information about the endorsement please call the WSDA at ( 360 ) 902 - 1876 or visit the WSDA' s Cannabis Infused Edible website . The licensee must ensure required information is entered into the traceability system and kept completely up -to-date as stated in WAC 314 -55 -083 (4 ) . Persons under 21 years of age are not permitted on the premises . A sign reading " Persons under twenty-one years of age not permitted on these premises " must be posted in a conspicuous location at each entry to the premises (WAC 314 -55 - 086 ) . Changes in ownership , alterations to your operating and /or floor plan , and business relocation require prior Board approval . If you wish to make such changes , please contact our office for assistance . Page 2 In accordance with WAC 314 -55 -020 ( 15 ) the issuance of a license by the WSLCB shall not be construed as a license for, or an approval of, any violations of local rules or ordinances including , but not limited to : Building and fire codes , zoning ordinances , and business licensing requirements . Your marijuana license can be renewed through the Department of Revenue Business Licensing Service . Information on how to do this will be included on your renewal notice . Your access to the traceability system will begin the first business day after you receive this letter . Visit our website at : https : //Icb . wa . gov/metrace/get started with leaf-article for directions on how to access the traceability system . Sarah ` Worley/els Marijuana Licensing Specialist 360 - 664 - 1610 cc : Enforcement Office Mason County Commissioners File Marijuana 9/4/14 Sz e O 3 U I 70 ` !-� 00 00 0 C O 0 , '� 3 7D C (/1 Q :T , W :3D 00 N p -'' Nl`o 7C in 3 < C w o W CN 00 X • T O = N C a Ln O < rD Z <D W v fv Ir— U n 77 O � rm X N p Q Q X rw W O 1, -< I'D :E �� O- n 0 o O `" A - w A o D O C Dvto sv w sv v n1 av v sv +v a� v a N N 0 En to Vi to to to 0 to to to to to 0 m O m 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Q rt n n n n n n n n n n n n n n n V 3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 rp O m C C C C C C C C C C C C C C C M n D D n p rr rr rr r+ rrt r+ r+ rr r+ r+ r+ r+ r+ rr rr � • w n n n n w n n n n n n n n n n 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 p� 3 3 3 3 x 3 3 3 3 3 3 3 3 3 3 3 3 3 3 CL 3 3 3 3 3 3 3 3 3 3 -I C iy ' v0 tiittnoooNonnNw =r �_ to to 0 0 ' h to to w N N_ to N_ to 0 cn 0 0 0 0 O' = 0 0 0 0 0 O ' O ' O' O ' O rD O = m O = 0 0 0 m 0 = 0 0 = 0rD o v o o N , , z z z z 0 0 0 F ' 0 0 nn n ON S O O O O rni rni en-t rnr rnF Q d m m m O z m (D fD fD O O O 00 0 O fD 3 3 3 w 0 3 3 3 3 m m m '� m m sz ° �• c• a' C < 0- a a- rs -� uo rD 0 (D fD fD Q M M M M N N FA 00 F, O :3 z 04 3 -s - i � �4 lD N In r . r F" w s 0 C V O N = m m lD N N O 0 0 0 0 G Le w Foa 3 N N O m N N N fV 0 F, I�A F1 tD lD (n (p O O F, a) Ql O O O F, W lD W r+ Q- LD lD N w w LD r..1. _ 04 O (D IIIA C r+ tD eNi^ DL A o < mn CL °1 woh (DN. M r+ \ F N w N N N I-ml 1 -' N N F lD lD F a O Ln V i0 � � Ql 01 �D N � lD W V'I o p z z z z z 0 0 0 0 0 0 0 A fD !D n n O O O O < any 0 0 e+ rr+ � � h n < < < < , , , N• 3 Fw, FMI lD W lD 3 Q O lD W W LD lb lD LD to 0 3' cD C (D N c < O ''' p V -P F, P rn rn .p trl 0) N .A '� FD @1-� C� �o MON rn Ln u, N rn p w rn 4�b W ' l0 EA o r+ 0w m i� N F� N iD W w In tD Cn O al m 'A V W LqW � W W W 3 O O "' � w W 0� F� 0*1 W Ln �' Ln Ol V 00 tD �' fD C C hip O M 00 Ol N Ol N lD lD F-� Ol W Cl1 Ol N O Z C C rD fD 3 �^ W M (n m;h In Ln In Un to M 4�* .P N W mp�b lD V W to 00 V O FA 00 W lD N V N p w •P W F N N Ln m O w IN" W m 00 Ln jZo OLn -I O cc : CMMRS Neatherlin , Shutty & Trask Clerk WASHINGTON STATE LIQOUR AND CANNABIS BOARD - License Services 3000 Pacific Ave SE - P O Box 43075 Olympia WA 98504 - 3075 specialoccasions@lcb . wa . gov / Fax : 360 - 753 - 2710 TO : MASON COUNTY COMMISSIONERS DECEMBER 31ST 2019 1: !� y; r LIJSPECIAL OCCASION # : 090957 HARMONY HILL OF UNION J l (i1' G 7362 E STATE ROUTE 106 MaSClil UNION , WA 98592 DATE : MAY 24TH 2020 TIME : 1 : 00 PM TO 5 : 00 PM PLACE : HARMONY HILL RETREAT CENTER - 7362 E STATE ROUTE 106 - UNION CONTACT : TRACY STIRRETT ( DOB 6 . 18 . 68 ) 360 - 898 - 2363 SPECIAL OCCASION LICENSES * _Licenses to sell beer on a specified date for consumption at a specific place . _License to sell wine on a specific date for consumption at a specific place . * _Beer / Wine / Spirits in unopened bottle or package in limited quantity for off premise consumption . _Spirituous liquor by the individual glass for consumption at a specific place . If return of this notice is not received in this office within 20 days from the above date , we will assume you have no objections to the issuance of the license . If additional time is required please advise . 1 . Do you approve of applicant ? YES NO 2 . Do you approve of location ? YES NO 3 . If you disapprove and the Board contemplates issuing a license , do you want a hearing before final action is taken ? YES NO OPTIONAL CHECK LIST EXPLANATION YES NO LAW ENFORCEMENT YES NO HEALTH & SANITATION YES NO FIRE , BUILDING , ZONING YES NO OTHER : YES NO If you have indicated disapproval of the applicant , location or both , please submit a statement of all facts upon which such objections are based . DATE SIGNATURE OF MAYOR , CITY MANAGER , COUNTY COMMIONERS OR DESIGNEE cc : CMMRS Neatherlin, Shutty & Trask Clerk A Payne D. 10 ) ndop 1C . PwPe ;% Washington State ' Liquor and Cannabis Board 16* NOTICE OF MARIJUANA LICENSE APPLICATION WASHINGTON STATE LIQUOR AND CANNABIS BOARD License Division - P . O . Box 43098 Olympia, WA 98504-3098 Customer Service: (360) 664- 1600 Fax : (360) 753 -2710 Website : http :/ilcb .wa. gov RETURN TO : localauthority@sp . lcb .wa . gov DATE : 1 /07/20 TO : MASON COUNTY COMMISSIONERS RE : CHANGE OF CORPORATE OFFICERS/STOCKHOLDERS APPLICATION U B I : 603-354-925-001 -0001 APPLICANTS : License : 416412 - 7B County : 23 EVERGREEN GROPRO LLC Tradename : EVERGREEN GROPRO FAULS , FRANCIS BERNARD Loc Addr: 50 W WESTFIELD CT UNIT C 1954-02- 14 SHELTON , WA 98584 FAULS , LINDA MARIE (Spouse) 1959-12-26 Mail Addr: 1910 4TH AVE E PMB 32 OLYMPIA , WA 98506 -4632 Phone No : 360-280-4085 FRANK FAULS F, vt17EDY E IEU Privileges Applied For: MARIJUANA PRODUCER TIER 2 JAN 0 7 20?0 MARIJUANA PROCESSOR Mason County COMMissioners As required by RCW 69. 50.331 (7) the Liquor and Cannabis Board is notifying you that the above has applied for a marijuana license . You have 20 days from the date of this notice to give your input on this application. If we do not receive this notice back within 20 days , we will assume you have no objection to the issuance of the license . If you need additional time to respond, you must submit a written request for an extension of up to 20 days, with the reason(s) you need more time . If you need information on SSN , contact our Marijuana CHRI desk at (360) 6644704 . YES NO 1 . Do you approve of applicant? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ❑ ❑ 2 . Do you approve of location? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ❑ ❑ 3 . If you disapprove and the Board contemplates issuing a license, do you wish to request an adjudicative hearing before final action is taken? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ❑ ❑ ( See WAC 314 - 55 - 160 for information about this process) 4 . If you disapprove , per RCW 69 . 50 . 331 (7)(c) you MUST attach a letter to the Board detailing the reason(s) for the objection and a statement of all facts on which your objection(s) are based. DATE SIGNATURE OF MAYOR,CITY MANAGER,COUNTY COMMISSIONERS OR DESIGNEE MASON COUNTY AGENDA ITEM SUMMARY FORM TO : BOARD OF MASON COUNTY COMMISSIONERS From : Daniel Goodell , Presiding Judge Action Agenda x Amber Finlay, Judge Public Hearing Monty Cobb, Jude Other DEPARTMENT : Superior Court EXT : DATE : January 14, 2020 Agenda Item # %, t Commissioner staff to complete) BRIEFING DATE : January 6, 2020 BRIEFING PRESENTED BY : [ ] ITEM WAS NOT PREVIOUSLY BRIEFED WITH THE BOARD Please provide explanation of urgency Item : Increase Miscellaneous Court Commissioner hourly rate Background At this time, Superior Court has one miscellaneous commissioner who is used on an as- needed basis to preside over matters the Judges or Commissioner Sauerlender cannot hear and to provide coverage during conferences, vacations or illness . The hourly rate was set by Resolution No . 18 - 15 on April 21 , 2015 at $ 60 . 00 per hour . We are requesting that the hourly rate be increased to $ 75 . 00 per hour to be more in line with the hourly rate set by the Washington Citizens/Commission on Salaries for Elected Officials, Mason County District Court judge pro tems and court commissioners in surrounding counties . WA Citizens' Commission on Salaries 109 . 14 COURT Mason County District Court ( requested increase 2020 75 . 00 COMMISSIONER Jefferson County Superior Court 72 . 00 HOURLY RATES Kitsap County Superior Court 90 % of Judicial sala 82 . 64 Thurston County Superior Court 60 . 00 This request does Lewis County Superior Court 63 . 91 not relate to Gras Harbor County Superior Court 80 . 00 Commissioner Sauerlender, whose salary is set by contract at 85 % of a superior court judge 's salary as set by the Washington Citizens' Commission on Salaries for Elected Officials . Budget Impacts : None . Recommended Action : Adopt a resolution that increases the hourly rate for Superior Court miscellaneous court commissioners from $ 60 . 00 to $ 75 . 00 per hour . Attachment(s) : RCW 2 . 24 Resolution 18- 15 Proposed resolution amending Resolution No . 1845 Unapter Listing Chapter 2 .24 RCW COURT COMMISSIONERS AND REFEREES Sections 2 . 24, 010 Appointment of court commissioners , criminal commissioners—Qualifications—Term of office , 2 . 24. 020 Oath , 2 . 24. 030 Salary. 2 . 24. 040 Powers—Fees . 2 . 24. 050 Revision by court . 2 . 24 . 060 Referees—Definition—Powers , NOTES : Attorney serving as guardian ad litem—Disqualification as court commissioner pro tempore—Circumstances: RCW 2. 08. 185, Court commissioners: State Constitution Art. 4 § 23; RCW 71 . 05, 135 and 71 . 05. 137. Juvenile court, court commissioner powers: RCW 13. 04. 021 . RCW 2 .24 . 010 Appointment of court commissioners , criminal commissioners—Qualifications—Term of office . ( 1 ) There maybe appointed in each county or judicial district, by the judges of the superior court having jurisdiction therein , one or more court commissioners for said county or judicial district . Each such commissioner shall be a citizen of the United States and shall hold the office during the pleasure of the judges making the appointment . (2) (a ) There may be appointed in counties with a population of more than four hundred thousand , by the presiding judge of the superior court having jurisdiction therein , one or more attorneys to act as criminal commissioners to assist the superior court in disposing of adult criminal cases . Such criminal commissioners shall have power, authority, and jurisdiction , concurrent with the superior court and the judges thereof, in adult criminal cases , to preside over arraignments , preliminary appearances , initial extradition hearings , and noncompliance proceedings pursuant to RCW 9 . 94A. 6333 or 9 ,948 , 040 ; accept pleas if authorized by local court rules ; appoint counsel ; make determinations of probable cause ; set, amend , and review conditions of pretrial release ; set bail ; set trial and hearing dates ; authorize continuances ; accept waivers of the right to speedy trial ; and authorize and issue search warrants and orders to intercept, monitor, or record wired or wireless telecommunications or for the installation of electronic taps or other devices to include , but not be limited to , vehicle global positioning system or other mobile tracking devices with all the powers conferred upon the judge of the superior court in such matters . (b) The county legislative authority must approve the creation of criminal commissioner positions . [ 2013 c 27 § 3 ; 2009 c 140 § 1 ; 1990 c 191 § 1 ; 1979 ex .s . c 54 § 1 ; 1967 ex . s . c 87 § 1 ; 1961 c 42 § 1 ; 1909 c 124 § 1 ; RRS § 83 . Prior: •1895 c 83 § 1 .] RCW 214 . 020 Oath . Court commissioners appointed hereunder shall , before entering upon the duties of such office , take and subscribe an oath to support the Constitution of the United States , the Constitution of the state of Washington , and to perform the duties of such office fairly and impartially and to the best of his or her ability. [ 2011 c 336 § 38 ; 1909 c 124 § 5 ; RRS § 88 .1 RCW 2 . 24 . 030 — Salary. Each court commissioner appointed hereunder shall be allowed a salary, in addition to the fees herein provided for, in such sum as the board of county commissioners may designate , said salary to be paid at the time and in the manner as the salary of other county officials . ( 1909 c 124 § 4 ; RRS § 87. Prior: 1895 c 83 § 3 .] 1 % % + Wv L . 494 . V4V Powers—Fees . Such court commissioner shall have power, authority, and jurisdiction , concurrent with the superior court and the judge thereof, in the following particulars : ( 1 ) To hear and determine all matters in probate , to make and issue all proper orders therein , and to issue citations in all cases where same are authorized by the probate statutes of this state . (2) To grant and enter defaults and enter judgment thereon . (3) To issue temporary restraining orders and temporary injunctions , and to fix and approve bonds thereon . (4 ) To act as referee in all matters and actions referred to him or her by the superior court as such , with all the powers now conferred upon referees by law, (5 ) To hear and determine all proceedings supplemental to execution , with all the powers conferred upon the judge of the superior court in such matters , (6 ) To hear and determine all petitions for the adoption of children and for the dissolution of incorporations . (7) To hear and determine all applications for the commitment of any person to the hospital for the insane , with all the powers of the superior court in such matters : PROVIDED , That in cases where a jury is demanded , same shall be referred to the superior court for trial . (8) To hear and determine all complaints for the commitments of minors with all powers conferred upon the superior court in such matters . (9 ) To hear and determine ex parte and uncontested civil matters of any nature . ( 10) To grant adjournments , administer oaths , preserve order, compel attendance of witnesses , and to punish for contempts in the refusal to obey or the neglect of the court commissioner's lawful orders made in any matter before the court commissioner as fully as the judge of the superior court. ( 11 ) To take acknowledgments and proofs of deeds , mortgages and all other instruments requiring acknowledgment under the laws of this state , and to take affidavits and depositions in all cases . ( 12 ) To provide an official seal , upon which shall be engraved the words "Court Commissioner, " and the name of the county for which he or she may be appointed , and to authenticate his official acts therewith in all cases where same is necessary, ( 13) To charge and collect, for his or her own use , the same fees for the official performance of official acts mentioned in subsections (4 ) and ( 11 ) of this section as are provided by law for referees and notaries public . (14) To hear and determine small claims appeals as provided in chapter 12.36 RCW. ( 15) In adult criminal cases , to preside over arraignments , preliminary appearances , initial extradition hearings , and noncompliance proceedings pursuant to RCW 9 . 94A.6333 or 9 . 94B . 040 ; accept pleas if authorized by local court rules ; appoint counsel ; make determinations of probable cause ; set, amend , and review conditions of pretrial release ; set bail ; set trial and hearing dates ; authorize continuances ; and accept waivers of the right to speedy trial . [ 2009 c 28 § 1 ; 2000 c 73 § 1 ; 1997 c 352 § 14 ; 1991 c 33 § 6 ; 1979 ex .s , c 54 § 2 ; 1963 c 188 § 1 ; 1909 c 124 § 2 ; RRS § 85 . Prior: 1895 c 83 § 2 .] NOTES : Effective date-2009 c 28 : "This act takes effect August 1 , 2009 . " [ 2009 c 28 § 43 ] Effective date-1991 c 33 : See note following RCW 3 . 66 . 020 . Powers of commissioner under juvenile court acf.• RCW 1104. 030. RCW 2 .24 . 050 Revision by court . All of the acts and proceedings of court commissioners hereunder shall be subject to revision by the superior court , Any party in interest may have such revision upon demand made by written motion , filed with the clerk of the superior court, within ten days after the entry of any order or judgment of the court commissioner. Such revision shall be upon the records of the case , and the findings of fact and conclusions of law entered by the court commissioner, and unless a demand for revision is made within ten days from the entry of the order or judgment of the court commissioner, the orders and judgments shall be and become the orders and judgments of the superior court, and appellate review thereof may be sought in the same fashion as review of like orders and judgments entered by the judge . [ 1988 c 202 § 1 ; 1971 c 81 § 10 ; 1909 c 124 § 3 ; RRS § 86 .] NOTES : Severabllity-1988 c 202 : " If any provision of this act or its application to any person or circumstance is held invalid , the remainder of the act or the application of the provision to other persons or circumstances is not affected . " [ 1988 c 202 § 97.] RCW 2 .24 . 060 cca—ucnI IILI VII—rpWer5 . A referee is a person appointed by the court or judicial officer with power— ( 1 ) To try an issue of law or of fact in a civil action or proceeding and report thereon . (2 ) To ascertain any other fact in a civil action or proceeding when necessary for the information of the court, and report the fact or to take and report the evidence in an action . (3 ) To execute an order, judgment or decree or to exercise any other power or perform any other duty expressly authorized by law. [ 1891 c 25 § 1 ; RRS § 82 .] NOTES : Referee asking or receiving unlawful compensation: RCW 9A. 68. 020, 9A . 68. 030. Supplemental proceedings: Chapter 6. 32 RCW. Trial before referee: Chapter 4.48 RCW. RESOLUTION NO . � 'D AMENDS RESOLUTION NO , 08 -95 A RESOLUTION SETTING THE SALARY FOR COURT COMMISSIONERS APPOINTED BY THE JUDGES OF SUPERIOR COURT WHEREAS, RCW 2 . 24 . 030 designates that the Board of Mason County Commissioners shall set the salary for the Court Commissioners appointed by the judges of the Superior Courts WHEREAS, the Board of Mason County Commissioners has determined that the salary of $ 50 . 00 per hour as set by the Board in 1995 should be increased to $ 60 . 00 per hours NOW, THEREFORE, BE IT RESOLVED that the hourly salary for Mason County Superior Court Commissioners, excluding any court commissioner position otherwise set by contract, shall be increased from $ 50 . 00 per hour to $ 60 . 00 per hour effective May 1 , 2015 . DATED this - day of April , 2015 , ATTEST: BOARD OF COUNTY COMMISSIONERS MASON COUNTY, WASHINGTON J . Alrrmanzor, Clerk'of/fthe Board Randy; lVeatherlin , Chair i E Tim Sheldon , Commissioner APPROVED AS TO FORM . Tim Whitehead � Terri Jeffreys, r�missioner Chief Deputy Prosecuting Attorney RESOLUTION N0 , AMENDS RESOLUTION N0 , 1815 RESOLUTION AMENDING RESOLUTION N0 , 1845 AND SETTING THE SALARY FOR COURT COMMISSIONERS APPOINTED BY THE JUDGES OF SUPERIOR COURT WHEREAS, RCW 2 . 24 . 030 designates that the Board of Mason County Commissioners shall set the salary for the Court Commissioners appointed by the judges of the Superior Court, WHEREAS, the Board of Mason County Commissioners has determined that the salary of $ 60 per hour as set by the Board in 2015 should be increased to $ 75 . 00 per hours NOW, THEREFORE BE IT RESOLVED by the Board of Mason County Commissioners that the hourly salary for the Mason County Superior Court Commissioners , excluding any court commissioner position otherwise set by contract, shall be increased from $ 60 . 00 per hour to $ 75 . 00 per hour effective January 1 , 2020 . Adopted this of January, 2020 BOARD OF COUNTY COMMISSIONERS ATTEST : MASON COUNTY, WASHINGTON Melissa Drewry, Clerk of the Board Sharon Trask, Chair APPROVED AS TO FORM : Randy Neatherlin , Commissioner Tim Whitehead , Chief DPA Kevin Shutty, Commissioner MASON COUNTY AGENDA ITEM SUMMARY FORM TO : BOARD OF MASON COUNTY COMMISSIONERS From : Kelly Frazier Action Agenda x Public Hearing Other DEPARTMENT : Facilities EXT : DATE : 1 / 14/2020 Agenda Item # (Commissioner staff to complete BRIEFING DATE : 1 /6/2020 BRIEFING PRESENTED BY : Kelly Frazier [ ] ITEM WAS NOT PREVIOUSLY BRIEFED WITH THE BOARD Please provide explanation of urgency ITEM : Extend the contract with Pacific Security for armed and unarmed weapons screening for Courthouses and campus security patrol from August 31 , 2019 through August 31 , 2020 . Background : Pacific Security contract ending August 31 , 2019 has an extension clause allowing mutual agreement to extend the contract for an additional year with both parties agreement . Budget Impacts : Basic services include two (2) Armed Security Officers at the standard rate of $25 . 29 per hour and one ( 1 ) Unarmed Security Officers at the standard rate of $21 . 24 per hour Monday through Friday from 8 : 00 am to 5 : 30 pm except for holidays and other times COUNTY' s offices may be closed . Any services cancelled with less than 12 - hour notice will be subject to a four- hour minimum charge per security officer . The estimated one-year cost for basic services is $ 160 , 903 from August 31 , 2019 through August 31 , 2020 . This includes the annual rate increase of 12 . 5 % for the 2019 to 2020 contract . The County may require additional coverage . The cost impact of the provision of additional services is not known at this time . If the County requests "emergency services " defined as less than 24 hours , in advance the rates will be billed at time and a half for both Armed and Unarmed Security Officers . RECOMMENDED ACTION : Approve the signing of the amended contract by the Chair . Attachment( s ) : Pacific Security Letter and waiting for contract events , ond govefnment agencies since 19172 . SECURITY December 2, 2019 Mason County Attn : Frank Pinter PO Box 340 Shelton, WA 98584 . Re : Contract for Courthouse Security Services Pacific Security has worked diligently to keep our costs down while maintaining a high level . of service . We continue to add additional supervision, focus on client communication and increase employee training . However, over the past few years, we have experienced increased costs which has necessitated that we increase our guard rates. We are requesting that effective 1/1/2020, the hourly rate for service increase by 12 . 5 % . This will bring the standard guard rate from $ 18 . 88 per hour to $ 21 . 24 per hour and the armed guard rate from $ 22 .48 per hour to $ 25 . 29 per hour. This increase is. to assist us in covering the following costs : I . Mandatory minimum wage increases: a 5 . 75 % increase in 2019 and a 12 .5 % increase effective Jan 15t, 2020 2 . New PTO law requirements 3 . New FMIA law requirements This rate increase is solely to cover the costs of these new requirements . We appreciate your attention to this matter and if you have any questions or need any additional clarification please feel free to contact me any time . Thank you, Bud Tweten Pacific 5ecurity4ice President 2009 lron Street Bellingham, WA 98225 800443-2737 bud (@.Pacecurity. com . Locations Contact Bellingham Everett Wenatchee www.pacseturity.com 2009 iron Street 2929 Bond Street 23 South Mission Street, Suite A P: (800) 743-2737 Bellingham, WA 98225 Everett, VJA 98201 Wenatchee WA 98801 F: (350)071 -9184 AAA rr All X01 L� [�� Z" � Y ' � tii10 '� a > ' Y` i Contract for Security Services Client Site Information Name: Mason County Project: Mason County 1 /1 /2020-10/31 /2020 Address: 411 N 5th Street City: Shelton State & Zip: WA 98584 Contact : Kelly Frazier Title: Facilities Manager Phone: (360) 427-9670 Email' kellyf@co ,mason.wa . us Fax: Cell: (360) 5074779 Billing Information Address : PO Box 340 City: Shelton State & Zip: WA 98584 Contact: Mason County Phone: PO M Invoice Email Address: Parent Account: Agreement Client desires to have Pacific Security provide security services as described below for those premises indicated in this agreement. It is hereby agreed that Pacific Security will provide services under the following terms. of this contract and per any attached addendum . Further, Pacific Security is a division of Parker Corporate Services, Inc. (PCS), and any reference in Contract for Security Services of Pacific Security is a reference to PCS . Pacific Security agrees to provide the following security services to Client as specified below: Two (2) Armed Security Officers; $25 ,29 per hour, per Officer One (1 ) Unarmed Security Officer: $21 .24 per hour, per Officer Less than 24 hours notice to scheduling additional coverage will be billed at 1 .5X hourly rate as specified by position . All hours requested over 40 hours per week for a specific position will be billed at 1 .5X hourly rate. 1 . Any security services, in addition to those set forth above, will be provided upon Client's written request and incorporated into this Agreement. 2. Scheduling changes with less than 24 hour notice will be billed at time and a half rate. 3. Paymentsshall be made payable to Pacific Security, sent to: 2009 Iron Street, Bellingham, WA 98225 . 4 . All payments for security services by the Client are due and payable upon receipt of invoice and past due 30 days thereafter, 5. Should either patty wish to terminate this Agreement, they may do so by giving the other party at least 30 days advance written notice of the date desired for termination of security services. 6. There is a four hour minimum charge -for all hourly services. 7. Any services cancelled with less than 12 hour notice will be subject to a four hour minimum charge per security officer, 8. Requested overtime and federal holiday coverage will be billed at time and a half rate . 9. Client will be billed an additional 1 %2% service charge per month on the balance of all past due accounts . Client further agrees to pay attorney fees and other collection costs if incurred . Pacific Security's corporate headquarters is located in Whatcom County, Washington. It is understood that in the event of suit or action , all litigation will take place in Bellingham, Whatcom County, Washington. The Client understands that they are waiving their right to litigate outside of Whatcom County, Washington; Client gives their permission to Pacific Security and/or its agents to verify and or supplement the information stated hereon . 10. There will be an annual 3% rate increase. Records will be maintained regarding the contracted security services, indicating the dates and times. Remarks will be made for those things which appear to require Client's attention or incidents of interest which may have occurred, but did not warrant notifying the Client or law enforcement . Pacific Security retains records of service for a period of one year and such records are available to Client upon request. Ciient Representative The undersigned agrees to make payment of all sums owed pursuant of this Agreement and further agrees to all additional terms of service. Client Signature : Date: Signature indicates Client has read and accepts terms of pages 1-3 of Contract Client Name: Title/Position : r VP of Development Date: January 9. 2020wAAAAAAI Pacifc SecurityRep: BudTeten ' . Agreement page 1 of 3 Contract for Security Services Pacific Security A division of Parker Coiporate Services, Inc. Pacific Security is a division of Parker Corporate Services, Inc. (PCs) . Any directors or employees, then this indemnity provision shall be valid and reference in Contract for Services of Pacific Security is a reference to Parker enforceable only to the extent of that particular party's negligence, or that of its Corporate Services, Inc. officers, agents, elected officials, directors or employees. The obligations set forth in this section shall survive the expiration or earlier termination of this 1 . Billing & Payment Agreement. Client agrees to pay a service charge of 1 .5% per month on the balance due of all past due accounts, plus all collection and attorney fees, which may be 9. Agreement Legality incurred by PCS in the collection of any invoice(s), not paid pursuant to It is agreed by and between the Client and PCS, that if any terms or provisions the forms of this Agreement, Client agrees to 3% processing charge for credit of this Agreement and attached addendum(s ) shall be determined to be invalid card payments or other payment methods that charge PCS a fee to process, or illegal, all the remaining terms and provisions shall remain in full force and 2. Cancellation Due to Non-Payment effect. Notwithstanding anything to the contrary herein, PCS may terminate this 10. Client Will Not Hire PCs Employees Agreement at any time after written notice to Client's last known address Except as provided, in this Agreement, Client agrees that it will not directly hire effective on date of mailing, due to Client's failure to - pay any Monies due or employ a PCS employee currently employed by PCS within one (1 ) year hereunder, or if at any time during the term of this Agreement there shall be filed following the termination of this agreement, by or against Client in any court pursuant to any statute, a petition in bankruptcy, insolvency, reorganization or the appointment of a receiver to 11 . Client Assumes Responsibility, If Client Gives Instruction receive all or a portion of the Client's property. The security officers furnished by PCS will perform such services as agreed upon by PCS and Client. The security services shall be performed in 3. Agreement Term and Renewal accordance with PCS policy and procedures and general industry standards . If Both parties agree that this Agreement shall commence on start of service and the Client alters any instructions or directions given by PCS to any security be in full force and effect for a period of one year (the "Initial Term"), The officers and such direction or supervision is inconsistent with applicable policies Agreement will automatically renew for one year periods (the "Renewal Term") and procedures or industry standards, or if the Client assumes any direct unless terminated pursuant to Section 2 above, The Initial Term and Renewal supervision or direction .of the security officers, the Client shall be solely liable Term shall be collectively referred to herein as the "Term". for any and all losses, claims, expenses or damages arising from or relative to the negligent actions or omissions of such security officers. 4. Termination without Cause. Either party may terminate this Agreement at any time by giving thirty (30) days 12. PCS Allowed Access to PCS Equipment advance written notice to the other party. Any and all property, equipment, supplies and materials furnished by PCS hereunder and places at or on any of the Agreement, shall remain the property 5. PCS is not an Insurer of PCS, and PCS shall at all times during and after the term of this Agreement The nature and level of security services provided were determined solely by have the sole and exclusive right to install, maintain , replace and remove such the Client and Client acknowledges that additional security services were property, equipment, supplies and materials. available to Client at an additional cost. PCs's liability exposure shall be limited to an amount not to exceed $ 1 ,000,000.00. PCS will add client as an 13. Client Emergency Phone Number List Additionally Insured to its General Liability Policy and provide a copy of that Client agrees to provide PCS with the names and phone numbers of persons to certificate when requested in writing by client . be contacted in case of an emergency. It is the responsibility of the Client to update the emergency information and to keep it current. Further, it is the 6. Client Alarm Systems Client's responsibility to inform PCs of any changes affecting the protected In the event customer's premises are protected by an alarm system: A). If premises. Client agrees that PCS shall not be responsible for any loss or Client contacts PCS to respond to an alarm, PCS cannot guarantee any damage, which is caused, by Client's failure or inability to notify PCS of changes minimum response time, but will respond in a reasonable and efficient manner concerning the Client's premises or to update emergency information . when notified; B). In checking or inspecting the Clients premises after responding to an alarm PCS , its agents or employees will take whatever actions 14. Client Is Responsible For Insurance of Their Own Vehicles that would be taken by a reasonable person, under similar circumstances, and it In the event PCS employees are requested or required to use client vehicles in will be judged by that standard; and C). PCS shall not be responsible for the performance of their duties, such vehicles shall be fully insured by the Client payment of any charges assessed by law enforcement agencies for responding and Client assumes any and all liability for any injury to person or damage to to false alarms, property resulting from the use of Client vehicles , unless other arrangements have been made in writing and are agreed upon by Client in writing . 7. Liability for Loss of Keys PCS will endeavor to maintain key control, within industry standards. If Client's 15. This Agreement Supersedes Prior Agreements keys are, lost or stolen; the limit of liability payable to the Client by PCS shall not This Agreement supersedes any and all prior Agreements , oral or written, exceed $500.00. between the parties. No other Agreement or representations, oral or written, have been made by PCs. Any alteration, modification or amendment of this 8. Client Indemnity Agreement Agreement must be in writing containing the signature of an authorized Each party agrees to defend and hold the other party and its respective officers, representative of each party. The parties agree that there are no third party agents, elected officials, directors and employees harmless from any and all beneficiaries to this Agreement, damages , costs, expenses and fees, including reasonable attorney's fees, and from any judgments and suits at law, or equity of whatsoever nature (hereinafter 16, Agreement to Correspondence "actions") brought against the other party directly or indirectly arising from, or in Client and PCs agree that all contacts, correspondence, addendum, and other connection with, or incident to . (i) a breach of the provisions of this Agreement by written material transmitted by mail, fax, e-mail, and/or any other means of the party or (ii) the negligent or intentional acts or omissions of that party or its commonly accepted communications shall be legally binding upon both parties. officers, agents, directors or employees in connection with this Agreement; provided that nothing herein shall require either party to hold the other party 17, Acceptance of Service Is an Acceptance of Agreement harmless from actions caused by or resulting from the sole negligence of said In the event this Agreement is submitted to the Client for the Client's signature, party, its officers, agents, elected officials, directors or employees, and provided and service is accepted and being provided, this Agreement will , in its entirety, further, that if any such actions are caused by or result from the concurrent be binding and in full force unless otherwise expressed in writing. negligence of the parties or their respective officers , agents, elected officials, Client Signature: Date Client: Mason County 411 N 5th Street Agreement page 2 of 3 MASON COUNTY AGENDA ITEM SUMMARY FORM TO : BOARD OF MASON COUNTY COMMISSIONERS From : Frank Pinter/ Kelly Frazier Action Agenda x Public Hearing Other DEPARTMENT : Support Services EXT : 530 / 519 DATE , January 14, 2020 Agenda Item # � Commissioner staff to complete) BRIEFING DATE : January 6, 2020 BRIEFING PRESENTED BY : Support Services [ ] ITEM WAS NOT PREVIOUSLY BRIEFED WITH THE BOARD Please provide explanation of urgency ITEM : Approval for the Chair to sign the Enterprise Fleet Management Lease Agreements Background . A Request for Proposals ( RFP ) was issued on October 1, 2019 for County Fleet Leasing and Maintenance Services . One proposal was received from Enterprise Fleet Management . Staff has provided detailed information for leasing vehicles and for staying with the current ER & R program . Master Lease Agreement — allows the County to order any vehicle from any manufacturer and pay for it in cash , finance or leasing terms Maintenance Agreement — Enterprise ' s fixed and guaranteed maintenance program allowing them to streamline that portion of the County' s new vehicles Maintenance Management/ Rental Agreement — Enterprise ' s maintenance audit program both in - house and outside shops can use . Allows Enterprise to fully audit County jobs moving forward Power of Attorney — allows Enterprise to process licensing, titling and all DMV work on behalf of County WSDOT fleet code and place vehicle orders with dealers on County' s behalf. Consignment Agreements — allows Enterprise to sell both leased and "company-owned vehicles" on County' s behalf per each state' s requirements in the USA . Gas Card Application — this will need to be processed through WEX directly . Insurance Application — will be coming from Enterprise ' s insurance department . BUDGET IMPACTS : Replaces ER& R program for Current Expense & Public Health Fund vehicles . RECOMMENDED ACTION : Approval of the Enterprise Fleet Management Lease Agreements Attachment ( s) : Agreements - FLEET MAM : GEMEN MASTER EQUITY LEASE AGREEMENT This Master Equity Lease Agreement is entered into this day of , by and between Enterprise FM Trust, a Delaware statutory trust (" Lessor"), and the lessee whose name and address is set forth on the signature page below (" Lessee") . I . LEASE OF VEHICLES: Lessor hereby leases to .Lessee and Lessee hereby leases from Lessor the vehicles (individually, a "Vehicle" and collectively, the "Vehicles") described in the schedules from time to time delivered by Lessor to Lessee as set forth below ("Schedule(s)") for the rentals and on the terms set forth in this Agreement and in the applicable Schedule. References to this "Agreement" shall include this Master Equity Lease Agreement and the various Schedules and addenda to this Master Equity Lease Agreement. Lessor will, on or about the date of delivery of each Vehicle to Lessee, send Lessee a Schedule covering the Vehicle, which will include, among other things, a description of the Vehicle, the lease term and the monthly rental and other payments due with respect to the Vehicle. The terms contained in each such Schedule will be binding on Lessee unless Lessee objects in writing to such Schedule within ten (10) days after the date of delivery of the Vehicle covered by such Schedule. Lessor is the sole legal owner of each Vehicle. This Agreement is a lease only and Lessee will have no right, title or interest in or to the Vehicles except for the use of the Vehicles as described in this Agreement. This Agreement shall be treated as a true lease for federal and applicable state income tax purposes with Lessor having all benefits of ownership of the Vehicles. It is understood and agreed that Enterprise Fleet Management, Inc. or an affiliate thereof (together with any subservicer, agent, successor or assign as servicer on behalf of Lessor, "Servicer") may administer this Agreement on behalf of Lessor and may perform the service functions herein provided to be performed by Lessor. 2. TERM: The term of this Agreement ("Term") for each Vehicle begins on the date such Vehicle is delivered to Lessee (the "Delivery Date") and, unless terminated earlier in accordance with the terms of this Agreement, continues for the " Lease Term" as described in the applicable Schedule. 3. RENT AND OTHER CHARGES. (a) Lessee agrees to pay Lessor monthly rental and other payments according to the Schedules and this Agreement. The monthly payments will be in the amount listed as the "Total Monthly Rental Including Additional Services" on the applicable Schedule (with any portion of such amount identified as a charge for maintenance services under Section 4 of the applicable Schedule being payable to Lessor as agent for Enterprise Fleet Management, Inc.) and will be due and payable in advance on the first day of each month. If a Vehicle is delivered to Lessee on any day other than the first day of a month , monthly rental payments will �egin on the first day of the next month . In addition to the monthly rental payments, Lessee agrees to pay Lessor a pro -rated rental charge for the number of days gat the Delivery Date precedes the first monthly rental payment date. A portion of each monthly rental payment, being the amount designated as " Depreciation Reserve" on the applicable Schedule , will be considered as a reserve for depreciation and will be credited against the Delivered Price of the Vehicle for purposes of computing the Book Value of the Vehicle under Section 3 (c) . Lessee agrees to pay Lessor the "Total Initial Charges" set forth in each Schedule on the due date of the first monthly rental payment under such Schedule. Lessee agrees to pay Lessor the "Service Charge Due at Lease Termination" set forth in each Schedule at the end of the applicable Term (whether by reason of expiration , early termination or otherwise). (b) In the event the Term for any Vehicle ends prior to the last day of the scheduled Term , whether as a result of a-default by Lessee, a Casualty Occurrence or any other reason, the rentals and management fees paid by Lessee will be recalculated in accordance with the rule of 78's and the adjusted amount will be payable by Lessee to Lessor on the termination date. (c) Lessee agrees to pay Lessor within thirty (30) days after the end of the Term for each Vehicle, additional rent equal to the excess, if any, of the Book Value of such Vehicle over the greater of ( i) the wholesale value of such Vehicle as determined by Lessor in good faith or (ii) except as provided below, twenty percent (20 %) of the Delivered Price of such Vehicle as set forth in the applicable Schedule . If the Book Value of such Vehicle is less than the greater of (i) the wholesale value of such Vehicle as determined by Lessor in good faith or (ii) except as provided below, twenty percent (20 %) of the Delivered Price of such Vehicle as set forth in the applicable Schedule, Lessor agrees to pay such deficiency to Lessee as a terminal rental adjustment within thirty (30) days after the and of the applicable Term . Notwithstanding the foregoing, if (i) the Term for a Vehicle is greater than forty-eight (48) months (including any extension of the Term for such Vehicle) , (ii) the mileage on a Vehicle at the and of the Term is greater than 15, 000 miles per year on average (prorated on a daily basis) (i.e . , if the mileage on a Vehicle with a Term of thirty-six (36) months is greater than 45, 000 miles) or (iii) in the sole judgment of Lessor, a Vehicle has been subject to damage or any abnormal or excessive wear and tear, the calculations described in the two immediately preceding sentences shall be made without giving effect to clause (ii) in each such sentence. The " Book Value" of a Vehicle means the sum of (i) the " Delivered Price" of the Vehicle as set forth in the applicable Schedule minus (ii) the total Depreciation Reserve paid by Lessee to Lessor with respect to such Vehicle plus (iii) all accrued and unpaid rent and/or other amounts owed by Lessee with respect to such Vehicle . (d) Any security deposit of Lessee will be returned to Lessee at the end of the applicable Term , except that the deposit will first be applied to any losses and/ or damages suffered by Lessor as a result of Lessee's breach of or default under this Agreement and/or to any other amounts then owed by Lessee to Lessor. (e) Any rental payment or other amount owed by Lessee to Lessor which is not paid within twenty (20) days after its due date will accrue interest, payable on demand of Lessor, from the date due until paid in full at a rate per annum equal to the lesser of (i) Eighteen Percent (18 %) per annum or (ii) the highest rate permitted by applicable law (the " Default Rate") . (f) If Lessee fails to pay .any amount due under this Agreement or to comply with any of the covenants contained in this Agreement, Lessor, Servicer or any other agent of Lessor may, at its option , pay such amounts or perform such covenants and all sums paid or incurred by Lessor in connection therewith will be repayable by Lessee to Lessor upon demand together with interest thereon at the Default Rate, Initials : EFM Customer 11� 4 non In - - ` _ . (g) Lessee's obligations to make all payments of rent and other amounts under this Agreement are absolute and unconditional and such payments shall b, made in immediately available funds without setoff, counterclaim or deduction of any kind . Lessee acknowledges and agrees that neither any Casualty Occurrence to any Vehicle nor any defect, unfitness or lack of governmental approval in, of, or with respect to, any Vehicle regardless of the cause or consequence nor any breach by Enterprise Fleet Management, Inc. of any maintenance agreement between Enterprise Fleet Management, Inc. and Lessee covering any Vehicle regardless of the cause or consequence will relieve Lessee from the performance of any of its obligations under this Agreement, including , without limitation , the payment of rent and other amounts under this Agreement. 4. USE AND SURRENDER OF VEHICLES: Lessee agrees to allow only duly authorized, licensed and insured drivers to use and operate the Vehicles. Lessee agrees to comply with, and cause its drivers to comply with , all laws, statutes , rules, regulations and ordinances and the provisions of all insurance policies affecting or covering the Vehicles or their use or operation . Lessee agrees to keep the Vehicles free of all liens, charges and encumbrances. Lessee agrees that in no event will any Vehicle be used or operated for transporting hazardous substances or persons for hire, for any illegal purpose or to pull trailers that exceed the manufacturer's trailer towing recommendations . Lessee agrees that no Vehicle is intended to be or will be utilized as a "school bus" as defined in the Code of Federal Regulations or any applicable state or municipal statute or regulation . Lessee agrees not to remove any Vehicle from the continental United States without first obtaining Lessor's written consent. At the expiration or earlier termination of this Agreement with respect to each Vehicle, or upon demand by Lessor made pursuant to Section 14, Lessee at its risk and expense agrees to return such Vehicle to Lessor at such place and by such reasonable means as may be designated by Lessor. If for any reason Lessee fails to return any Vehicle to Lessor as and when required in accordance with this Section, Lessee agrees to pay Lessor additional rent for such Vehicle at twice the normal pro-rated daily rent. Acceptance of such additional rent by Lessor will in no way limit Lessor's remedies with respect to Lessee's failure to return any Vehicle as required hereunder. 5 . COSTS, EXPENSES, FEES AND CHARGES: Lessee agrees to pay all costs, expenses, fees , charges , fines , tickets, penalties and taxes (other than federal and state income taxes on the income of Lessor) incurred in connection with the titling, registration, delivery, purchase, sale, rental , use or operation of the Vehicles during the Term. If Lessor, Servicer or any other agent of Lessor incurs any such costs or expenses, Lessee agrees to promptly reimburse Lessor for the same. 6 . LICENSE AND CHARGES: Each Vehicle will be titled and licensed in the name designated by Lessor at Lessee's expense. Certain other charges relating to the acquisition of each Vehicle and paid or satisfied by Lessor have been capitalized in determining the monthly rental , treated as an initial charge or otherwise charged to Lessee. Such charges have been determined without reduction for trade-in , exchange allowance or other credit attributable to any Lessor-owned vehicle. 7. REGISTRATION PLATES, ETC . : Lessee agrees , at its expense , to obtain in the name designated by Lessor all registration plates and other plates, permits , inspections and/or licenses required in connection with the Vehicles, except for the initial registration plates which Lessor will obtain at Lessee's expense. The - parties agree to cooperate and to furnish any and all information or documentation , which may be reasonably necessary for compliance with the provisions o' this Section or any federal, state or local law, rule, regulation or ordinance. Lessee agrees that it will not permit any Vehicle to be located in a state other than the state in which such Vehicle is then titled for any continuous period of time that would require such Vehicle to become subject to the titling and/or registration laws of such other state. S . MAINTENANCE OF AND IMPROVEMENTS TO VEHICLES: (a) Lessee agrees, at its expense, to (1) maintain the Vehicles in good condition , repair, maintenance and running order and in accordance with all manufacturer's instructions and warranty requirements and all legal requirements and (ii) furnish all labor, materials, parts and other essentials required for the proper operation and maintenance of the Vehicles. Any alterations , additions , replacement parts or improvements to a Vehicle will become and remain the property of Lessor and will be returned with such Vehicle upon such Vehicle's return pursuant to Section 4. Notwithstanding the foregoing, so long as no Event of Default has occurred and is continuing , Lessee shall have the right to remove any additional equipment installed by Lessee on a Vehicle prior to returning such Vehicle to Lessor under Section 4. The value of such alterations, additions, replacement parts and improvements will in no instance be regarded as rent. Without the prior written consent of Lessor, Lessee will not make any alterations, additions , replacement parts or improvements to any Vehicle which detract from its economic value or functional utility. Lessor will not be required to make any repairs or replacements of any nature or description with respect to any Vehicle, to maintain or repair any Vehicle or to make any expenditure whatsoever in connection with any Vehicle or this Agreement. (b) Lessor and Lessee acknowledge and agree that if Section 4 of a Schedule includes a charge for maintenance, (i) the Vehicle (s) covered by such Schedule are subject to a separate maintenance agreement between Enterprise Fleet Management, Inc. and Lessee and (ii) Lessor shall have no liability or responsibility for any failure of Enterprise Fleet Management, Inc. to perform any of its obligations thereunder or to pay or reimburse Lessee for its payment of any costs and expenses incurred in connection with the maintenance or repair of any such Vehicle(s) . 9. SELECTION OF VEHICLES AND DISCLAIMER OF IARRANTIES: (a) LESSEE ACCEPTANCE OF DELIVERY AND USE OF EACH VEHICLE WILL CONCLUSIVELY ESTABLISH THAT SUCH VEHICLE IS OF A SIZE, DESIGN, CAPACITY, TYPE AND MANUFACTURE SELECTED BY LESSEE AND THAT SUCH VEHICLE IS IN GOOD CONDITION AND REPAIR AND IS SATISFACTORY IN ALL RESPECTS AND IS SUITABLE FOR LESSEE'S PURPOSE , LESSEE ACKNOWLEDGES THAT LESSOR IS NOT A MANUFACTURER OF ANY VEHICLE OR AN AGENT OF A MANUFACTURER OF ANY VEHICLE. ( b) LESSOR MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANYVEHICLE , INCLUDING, WITHOUT LIMITATION , ANY REPRESENTATION OR WARRANTYAS TO CONDITION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, IT BEING AGREED THAT ALL SUCH RISKS ARE TO BE BORNE BY LESSEE . THE VEHICLES ARE LEASED "AS IS ," "WITH ALL FAULTS ." All warranties made by any supplier, vendor and/or manufacturer of a Vehicle are hereby assigned by Lessor to Lessee for the applicable Term and Lessee's only remedy, if any, is against the supplier, vendor no or manufacturer of the Vehicle. Initials: EFM Customer •' .`.yt . . _ max` Y` _ _ _ �.��h, (c) None of Lessor, Servicer or any other agent of Lessor will be liable to Lessee for any liability, claim, loss, damage (direct, incidental or consequential) or expense of any kind or nature, caused directly or indirectly, by any Vehicle or any inadequacy of any Vehicle for any purpose or any defect (latent or patent) in any Vehicle or the use or maintenance of any Vehicle or any repair, servicing or adjustment of or to any Vehicle, or any delay in providing or failure to provide any Vehicle, or any interruption or loss of service or use of any Vehicle, or any loss of business or any damage whatsoever and however caused . In addition , none of Lessor, Servicer or any other agent of Lessor will have any liability to Lessee under this Agreement or under any order authorization form executed by Lessee if Lessor is unable to locate or purchase a Vehicle ordered by Lessee or for any delay in delivery of any Vehicle ordered by Lessee. 10. RISK OF LOSS: Lessee assumes and agrees to bear the entire risk of loss of, theft of, damage to or destruction of any Vehicle from any cause whatsoever ("Casualty Occurrence") . In the event of a Casualty Occurrence to a Vehicle, Lessee shall give Lessor prompt notice of the Casualty Occurrence and thereafter will place the applicable Vehicle in good repair, condition and working order; provided , however, that if the applicable Vehicle is determined by Lessor to be lost, stolen , destroyed or damaged beyond repair (a "Totaled Vehicle"), Lessee agrees to pay Lessor no later than the date thirty (30) days after the date of the Casualty Occurrence the amounts owed under Sections 3 (b) and 3 (c) with respect to such Totaled Vehicle . Upon such payment, this Agreement will terminate with respect to such Totaled Vehicle, 11 , INSURANCE: (a) Lessee agrees to purchase and maintain in force during the Term , insurance policies in at least the amounts listed below covering each Vehicle, to be written by an insurance company or companies satisfactory to Lessor, insuring Lessee, Lessor and any other person or entity designated by Lessor against any damage, claim, suit, action or liability: (i) Commercial Automobile Liability Insurance (including Uninsured/Underinsured Motorist Coverage and No-Fault Protection where required by law) for the limits listed below (Note - $2,000,000 Combined Single Limit Bodily Injury and Property Damage with No Deductible is required for each Vehicle capable of transporting more than 8 passengers) : State of Vehicle Registration Coverage Connecticut, Massachusetts, Maine, New Hampshire, New Jersey, $ 1 , 000 , 000 Combined Single Limit Bodily Injury and Property Damage New York, Pennsylvania , Rhode Island , and Vermont - No Deductible Florida $500 ,000 Combined Single Limit Bodily Injury and Property Damage or $ 100,000 Bodily Injury Per Person , $300, 000 Per Occurrence and $50, 000 Property Damage (100/300/50) - No Deductible All Other States $300, 000 Combined Single Limit Bodily Injury and Property Damage or $ 100,000 Bodily Injury Per Person, $300, 000 Per Occurrence and $50 ,000 Property Damage (100/300/50) - No Deductible (ii) Physical Damage Insurance (Collision & Comprehensive) : Actual cash value of the applicable Vehicle. Maximum deductible of $500 per occurrence - Collision and $250 per occurrence - Comprehensive). If the requirements of any governmental or regulatory agency exceed the minimums stated in this Agreement, Lessee must obtain and maintain the higher insurance requirements. Lessee agrees that each required policy of insurance will by appropriate endorsement or otherwise name Lessor and any other person or entity designated by Lessor as additional insureds and loss payees, as their respective interests may appear. Further, each such insurance policy must provide the following : (i) that the same may not be cancelled , changed or modified until after the insurer has given to Lessor, Servicer and any other person or entity designated by Lessor at least thirty (30) days prior written notice of such proposed cancellation , change or modification , (ii) that no act or default of Lessee or any other person or entity shall affect the right of Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns to recover under such policy or policies of insurance in the event of any loss of or damage to any Vehicle and (iii) that the coverage is "primary coverage" for the protection of Lessee, Lessor, Servicer, any other agent of Lessor and their respective successors and assigns notwithstanding any other coverage carried by Lessee, Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns protecting against similar risks , Original certificates evidencing such coverage and naming Lessor, Servicer, any other agent of Lessor and any other person or entity designated by Lessor as additional insureds and loss payees shall be furnished to Lessor prior to the Delivery Date, and annually thereafter and/or as reasonably requested by Lessor from time to time. In the event of default, Lessee hereby appoints Lessor, Servicer and any other agent of Lessor as Lessee's attorney-in-fact to receive payment of, to endorse all checks and other documents and to take any other actions necessary to pursue insurance claims and recover payments if Lessee fails to do so. Any expense of Lessor, Servicer or any other agent of Lessor in adjusting or collecting insurance shall be borne by Lessee. Lessee, its drivers, servants and agents agree to cooperate fully with Lessor, Servicer, any other agent of Lessor and any insurance carriers in the investigation , defense and prosecution of all claims or suits arising from the use or operation of any Vehicle. If any claim is made or action commenced for death , personal injury or property damage resulting from the ownership, maintenance, use or operation of any Vehicle, Lessee will promptly notify Lessor of such action or claim and forward to Lessor a copy of every demand , notice, summons or other process received in connection with such claim or action . (b) Notwithstanding the provisions of Section 11 (a) above: (i) if Section 4 of a Schedule includes a charge for physical damage waiver, Lessor agrees that ;) Lessee will not be required to obtain or maintain the minimum physical damage insurance (collision and comprehensive) required under Section 11 (a) for ane Vehicle (s) covered by such Schedule and (B) Lessor will assume the risk of physical damage (collision and comprehensive) to the Vehicle(s) covered by such Schedule; provided, however, that such physical damage waiver shall not apply to, and Lessee shall be and remain liable and responsible for, damage to a covered Vehicle caused by wear and tear or mechanical breakdown or failure, damage to or loss of any parts, accessories or components added to a covered Initials: EFM Customer i Vehicle by Lessee without the prior written consent of Lessor and/or damage to or loss of any property and/or personal effects contained in a covered Vehicle In the event of a Casualty Occurrence to a covered Vehicle, Lessor may, at its option, replace, rather than repair, the damaged Vehicle with an equivalent vehicle; which replacement vehicle will then constitute the "Vehicle" for purposes of this Agreement; and (ii) if Section 4 of a Schedule includes a charge for commercial automobile liability enrollment, Lessor agrees that it will, at its expense, obtain for and on behalf of Lessee, by adding Lessee as an additional insured under a commercial automobile liability insurance policy issued by an insurance company selected by Lessor, commercial automobile liability insurance satisfying the minimum commercial automobile liability insurance required under Section 11 (a) for the Vehicle(s) covered by such Schedule. Lessor may at any time during the applicable Term terminate said obligation to provide physical damage waiver and/or commercial automobile liability enrollment and cancel such physical damage waiver and/or commercial automobile liability enrollment upon giving Lessee at least ten (10) days prior written notice. Upon such cancellation, insurance in the minimum amounts as set forth in 11 (a) shall be obtained and maintained by Lessee at Lessee's expense. An adjustment will be made in monthly rental charges payable by Lessee to reflect any such change and Lessee agrees to furnish Lessor with satisfactory proof of insurance coverage within ten (10) days after mailing of the notice. In addition, Lessor may change the rates charged by Lessor under this Section 11 (b) for physical damage waiver and/or commercial automobile liability enrollment upon giving Lessee at least thirty (30) days prior written notice. 12. INDEMNITY To the extent permitted by state law, Lessee agrees to defend and indemnify Lessor, Servicer, any other agent of Lessor and their respective successors and assigns from and against any and all losses, damages, liabilities, suits, claims, demands, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) which Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns may incur by reason of Lessee's breach or violation of, or failure to observe or perform, any term, provision or covenant of this Agreement, or as a result of any loss, damage, theft or destruction of any Vehicle or related to or arising out of or in connection with the use, operation or condition of any Vehicle. The provisions of this Section 12 shall survive any expiration or termination of this Agreement. Nothing herein shall be deemed to affect the rights, privileges, and immunities of Lessee and the foregoing indemnity provision is not intended to be a waiver of any sovereign immunity afforded to Lessee pursuant to the law. 13. INSPECTION OF VEHICLES; ODOMETER DISCLOSURE; FINANCIAL STATEMENTS: Lessee agrees to accomplish , at its expense, all inspections of the Vehicles required by any governmental authority during the Term . Lessor, Servicer, any other agent of Lessor and any of their respective successors or assigns will have the right to inspect any Vehicle at any reasonable time(s) during the Term and for this purpose to enter into or upon any building or place where any Vehicle is located . Lessee agrees to comply with all odometer disclosure laws, rules and regulations and to provide such written and signed disclosure information on such forms and in such manner as directed by Lessor. Providing false information or failure to complete the odometer disclosure form as required by law may result in fines and/or imprisonment. Lessee hereby agrees to promptly deliver to Lessor such financial statements and other financial information regarding Lessee as Lessor may from time to time reasonably request. 14. DEFAULT; REMEDIES: The following shall constitute events of default ("Events of Default") by Lessee under this Agreement: (a) if Lessee fails to pay when due any rent or other amount due under this Agreement and any such failure shall remain unremedied for ten (10) days; (b) if Lessee fails to perform, keep or observe any term, provision or covenant contained in Section 11 of this Agreement; (c) if Lessee fails to perform, keep or observe any other term, provision or covenant contained in this Agreement and any such failure shall remain unremedied for thirty (30) days after written notice thereof is given by Lessor, Servicer or any other agent of Lessor to Lessee; (d) any seizure or confiscation of any Vehicle or any other act (other than a Casualty Occurrence) otherwise rendering any Vehicle unsuitable for use (as determined by Lessor); (e) if any present orfuture guaranty in favor of Lessor of all or any portion of the obligations of Lessee under this Agreement shall at any time for any reason cease to be in full force and effect or shall be declared to be null and void by a court of competent jurisdiction, or if the validity or enforceability of any such guaranty shall be contested or denied by any guarantor, or if any guarantor shall deny that it, he or she has any further liability or obligation under any such guaranty or if any guarantor shall fail to comply with or observe any of the terms, provisions or conditions contained in any such guaranty; (f) the occurrence of a material adverse change in the financial condition or business of Lessee or any guarantor; or (g) if Lessee or any guarantor is in default under or fails to comply with any other present or future agreement with or in favor of Lessor, The Crawford Group, Inc, or any direct or indirect subsidiary of The Crawford Group, Inc.. For purposes of this Section 14, the term "guarantor" shall- mean any present or future guarantor of all or any portion of the obligations of Lessee under this Agreement. Upon the occurrence of any Event of Default, Lessor, without notice to Lessee, will have the right to exercise concurrently or separately (and without any election of remedies being deemed made), the following remedies: (a) Lessor may demand and receive immediate possession of any or all of the Vehicles from Lessee, without releasing Lessee from its obligations under this Agreement; if Lessee fails to surrender possession of the Vehicles to Lessor on default (or termination or expiration of the Term), Lessor, Servicer, any other agent of Lessor and any of Lessor's independent contractors shall have the right to enter upon any premises where the Vehicles may be located and to remove and repossess the Vehicles; (b) Lessor may enforce performance by Lessee of its obligations under this Agreement; (c) Lessor may recover damages and expenses sustained by Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns by reason of Lessee's default including, to the extent permitted by applicable law, all costs and expenses, including court costs and reasonable attorneys' fees and expenses, incurred by Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns in attempting or effecting enforcement of Lessor's rights under this Agreement (whether or not litigation is commenced) and/or in connection with bankruptcy or insolvency proceedings; (d) upon written notice to Lessee, Lessor may terminate Lessee's rights under this Agreement; (e) with respect to each Vehicle, Lessor may recover from Lessee all amounts owed by Lessee under Sections 3(b) and 3(c) of this Agreement (and, if Lessor does not recover possession of a Vehicle, (i) the estimated wholesale value of such Vehicle for purposes of Section 3(c) shall be deemed to be $0.00 and (ii) the calculations described in the first two sentences of Section 3 (c) shall be made without giving effect to clause (ii) in each such sentence); and/or ( Lessor may exercise any other right or remedy which maybe available to Lessor under the Uniform Commercial Code, any other applicable law or in equity. A termination of this Agreement shall occur only upon written notice by Lessor to Lessee. Any termination shall not affect Lessee's obligation to pay all amounts due for periods prior to the effective date of such termination or Lessee's obligation to pay any indemnities under this Agreement. All remedies of Lessor under this Agreement or at law or in equity are cumulative. 15. ASSIGNMENTS: Lessor may from time to time assign, pledge or transfer this Agreement and/or any or all of its rights and obligations under this Agreement to any person or entity. Lessee agrees, upon notice of any such assignment, pledge or transfer of any amounts due or to become due to Lessor under this Agreement to pay all such amounts to such assignee, pledgee or transferee. Any such assignee, pledgee or transferee of any rights or obligations of Lessor under this Agreement will have all of the rights and obligations that have been assigned to it. Lessee's rights and interest in and to the Vehicles are and will continue Initials: EFM Customer. ( it all times to be subject and subordinate In all respects to any assignment, pledge or transfer now or hereafter executed by Lessor with or in favor of any such assignee, pledgee or transferee, provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has occurred and is continuing. Lessee acknowledges and agrees that the rights of any assignee, pledgee or transferee in and to any amounts payable by the Lessee under any provisions of this Agreement shall be absolute and unconditional and shall not be subject to any abatement whatsoever, or to any defense, setoff, counterclaim or recoupment whatsoever, whether by reason of any damage to or loss or destruction of any Vehicle or by reason of any defect in or failure of title of the Lessor or interruption from whatsoever cause in the use, operation or possession of any Vehicle, or by reason of any indebtedness or liability howsoever and whenever arising of the Lessor or any of its affiliates to the Lessee or to any other person or entity, or for any other reason . Without the prior written consent of Lessor, Lessee may not assign, sublease, transfer or pledge this Agreement, any Vehicle, or any interest in this Agreement or in and to any Vehicle, or permit its rights under this Agreement or any Vehicle to be subject to any lien, charge or encumbrance. Lessee's interest in this Agreement is not assignable and cannot be assigned or transferred by operation of law. Lessee will not transfer or relinquish possession of any Vehicle (except for the sole purpose of repair or service of such Vehicle) without the prior written consent of Lessor. 16. MISCELLANEOUS: This Agreement contains the entire understanding of the parties . This Agreement may only be amended or modified by an instrument in writing executed by both parties. Lessor shall not by any act, delay, omission or otherwise be deemed to have waived any of its rights or remedies under this Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then only to the extent therein set forth . A waiver by Lessor of any right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or remedy, which Lessor would otherwise have on any future occasion. If any term or provision of this Agreement or any application of any such term or provision is invalid or unenforceable, the remainder of this Agreement and any other application of such term or provision will not be affected thereby. Giving of all notices under this Agreement will be sufficient if mailed by certified mail to a party at its address set forth below or at such other address as such party may provide in writing from time to time. Any such notice mailed to such address will be effective one (1) day after deposit in the United States mail, duly addressed, with certified mail, postage prepaid. Lessee will promptly notify Lessor of any change in Lessee's address. This Agreement may be executed in multiple counterparts (including facsimile and pdf counterparts), but the counterpart marked "ORIGINAL" by Lessor will be the original lease for purposes of applicable law. All of the representations, warranties, covenants, agreements and obligations of each Lessee under this Agreement (if more than one) are joint and several. 17. SUCCESSORS AND ASSIGNS; GOVERNING LAW, Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its heirs, executors, personal representatives , successors and assigns, and will inure to the benefit of Lessor, Servicer, any other agent of Lessor and their respective successors and assigns. This Agreement will be governed by and construed in accordance with the substantive laws of the State of Missouri (determined without reference to conflict of law principles). '8. NON=PETITION : Each party hereto hereby covenants and agrees that, prior to the date which is one year and one day after payment in full of all indebtedness � . if Lessor, it shall not institute against, or join any other person in instituting against, Lessor any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceeding under the laws of the United States or any state of the United States. The provisions of this Section 18 shall survive termination of this Master Equity Lease Agreement. 19, NON-APPROPRIATION : Lessee's funding of this Agreement shall be on a Fiscal Year basis and is subject to annual appropriations. Lessor acknowledges that Lessee Is a municipal corporation, is precluded by the County or State Constitution and other laws from entering into obligations that financially bind future governing bodies, and that, therefore, nothing in this Agreement shall constitute an obligation of future legislative bodies of the County or State to appropriate funds for purposes of this Agreement. Accordingly, the parties agree that the lease terms within this Agreement or any Schedules relating hereto are contingent upon appropriation of funds. The parties further agree that should the County or State fail to appropriate such funds, the Lessor shall be paid all rentals due and owing hereunder up until the actual day of termination . In addition , Lessor reserves the right to be paid for any reasonable damages. These reasonable damages will be limited to the losses incurred by the Lessor for having to sell the vehicles on the open used car market prior to the end of the scheduled term (as determined in Section 3 and Section 14 of this Agreement) . IN WITNESS WHEREOF, Lessor and Lessee have duly executed this Master Equity Lease Agreement as of the day and year first above written . LESSEE: LESSOR: Enterprise FM Trust By: Enterprise Fleet Management, Inc. its attorney in fact Signature: Signature: By: By: Title : Title : Address : Address: Date Signed : Date Signed : Initials : EFM Customer. r5C•.13IJiJ%Ltir-0'L61F]tn1] l�l'.I - ,;1�(i!-=! X97:- �•ryJii: FLEET NIAHIA GE MEN MAINTENANCE AGREEMENT This Maintenance Agreement (this "Agreement") is made and entered into this day of by Enterprise Fleet Management, Inc. , a Missouri corporation ("EFM"), and ("Lessee") . WITNESSETH 1 . LEASE. Reference is hereby made to that certain Master Lease Agreement dated as of the day of by and between Enterprise FM Trust, a Delaware statutory trust, as lessor ("Lessor"), and Lessee, as lessee (as the same may from time to time be amended , modified , extended, renewed, supplemented or restated, the "Lease"). All capitalized terms used and not otherwise defined in this Agreement shall have the respective meanings ascribed to them in the Lease. 2. COVERED VEHICLES. This Agreement shall only apply to those vehicles leased by Lessor to Lessee pursuant to the Lease to the extent Section 4 of the Schedule for such vehicle includes a charge for maintenance (the "Covered Vehicles)") . 1 TERM AND TERMINATION, The term of this Agreement ("Term") for each Covered Vehicle shall begin on the Delivery Date of such Covered Vehicle and shall continue until the last day of the "Term" (as defined in the Lease) for such Covered Vehicle unless earlier terminated as set forth below. Each of EFM and Lessee shall each have the right to terminate this Agreement effective as of the last day of any calendar month with respect to any or all of the Covered Vehicles upon not less than sixty (60) days prior written notice to the other party. The termination of this Agreement with respect to any or all of the Covered Vehicles shall not affect any rights or obligations under this Agreement which shall have previously accrued or shall thereafter arise with respect to any occurrence prior to termination, and such rights and obligations shall continue to be governed by the terms of this Agreement. 4. VEHICLE REPAIRS AND SERVICE. EFM agrees that, during the Term for the applicable Covered Vehicle and subject to the terms and conditions of this Agreement, it will pay for, or reimburse Lessee for its payment of, all costs and expenses incurred in connection with the maintenance or repair of a Covered Vehicle. This Agreement does not cover, and Lessee will remain responsible for and pay for, (a) fuel, (b) oil and other fluids between changes, (c) tire repair and ;placement, (d) washing, (e) repair of damage due to lack of maintenance by Lessee between scheduled services (including, without limitation, failure to maintain fluid levels), (f) maintenance or repair of any alterations to a Covered Vehicle or of any after-market components (this Agreement covers maintenance and repair only of the Covered Vehicles themselves and any factory-installed components and does not cover maintenance or repair of chassis alterations, add-on bodies (including, without limitation , step vans) or other equipment (including, without limitation, lift gates and PTO controls) which is installed or modified by a dealer, body shop, upfifter or anyone else other than the manufacturer of the Covered Vehicle, (g) any service and/or damage resulting from, related to or arising out of an accident, a collision, theft, fire, freezing, vandalism , riot, explosion, other Acts of God, an object striking the Covered Vehicle, improper use of the Covered Vehicle (including, without limitation, driving over curbs, overloading, racing or other competition) or Lessee's failure to maintain the Covered Vehicle as required by the Lease, (h) roadside assistance or towing for vehicle maintenance purposes, (i) mobile services, 0) the cost of loaner or rental vehicles or (k) if the Covered Vehicle is a truck, (1) manual transmission clutch adjustment or replacement, (ii) brake adjustment or replacement or (iii) front axle alignment. Whenever it is necessary to have a Covered Vehicle serviced, Lessee agrees to have the necessary work performed by an authorized dealer of such Covered Vehicle or by a service facility acceptable to EFM . In every case, if the cost of such service will exceed $50.00, Lessee must notify EFM and obtain EFM's authorization for such service and EFM's instructions as to where such service shall be made and the extent of service to be obtained. Lessee agrees to fumish an invoice for all service to a Covered Vehicle, accompanied by a copy of the shop or service order (odometer mileage must be shown on each shop or service order) . EFM will not be obligated to pay for any unauthorized charges or those exceeding $50.00 for one service on any Covered Vehicle unless Lessee has complied with the above terms and conditions. EFM will not have any responsibility to pay for any services in excess of the services recommended by the manufacturer, unless otherwise agreed to by EFM. Notwithstanding any other provision of this Agreement to the contrary, (a) all service performed within one hundred twenty (120) days prior to the last day of the scheduled "Term" (as defined in the Lease) for the applicable Covered Vehicle must be authorized by and have the prior consent and approval of EFM and any service not so authorized will be the responsibility of and be paid for by Lessee and (b) EFM is not required to provide or pay for any service to any Covered Vehicle after 100,000 miles. 6. ENTERPRISE CARDS: EFM may, at its option, provide Lessee with an authorization card (the "EFM Card") for use in authorizing the payment of charges incurred in connection with the maintenance of the Covered Vehicles. Lessee agrees to be liable to EFM for, and upon receipt of a monthly or other statement from EFM, Lessee agrees to promptly pay to EFM, all charges made by or for the account of Lessee with the EFM Card (other than any charges which are the responsibility of EFM under the terms of this Agreement) . EFM reserves the right to change the terms and conditions for the use of the EFM Card at any time. The EFM Card remains the property of EFM and EFM may revoke Lessee's right to possess or use the EFM Card at any time, Upon the termination of this Agreement or upon the demand of EFM, Lessee must return the EFM Card to EFM. The EFM Card is nontransferable. 6. PAYMENT TERMS. The amount of the monthly maintenance fee will be listed on the applicable Schedule and will be due and payable in advance on the first day rif each month . If the first day of the Term for a Covered Vehicle is other than the first day of a calendar month, Lessee will pay EFM, on the first day of the Term it such Covered Vehicle, a pro-rated maintenance fee for the number of days that the Delivery Date precedes the first monthly maintenance fee payment date. Any monthly maintenance fee or other amount owed by Lessee to EFM under this Agreement which is not paid within twenty (20) days after its due date will accrue interest, payable upon demand of EFM, from the date due until paid in full at a rate per annum equal to the lesser of (1) Eighteen Percent (18 %) per annum or (ii) the highest rate allowed by applicable law. The monthly maintenance fee set forth on each applicable Schedule allows the number of miles per month as set forth Initials: EFM Customer in such Schedule. Lessee agrees to pay EFM at the end of the applicable Term (whether by reason of termination of this Agreement or otherwise) an overmileage maintenance fee for any miles in excess of this average amount per month at the rate set forth in the applicable Schedule. EFM may, at its option, permit Lessor, as an agent for EFM, to bill and collect amounts due to EFM under this Agreement from Lessee on behalf of EFM . 7 , NO WARRANTIES . Lessee acknowledges that EFM does not perform maintenance or repair services on the Covered Vehicles but rather EFM arranges for maintenance and/or repair services on the Covered Vehicles to be performed by third parties. EFM MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY PRODUCTS, REPAIRS OR SERVICES PROVIDED FOR UNDER THIS AGREEMENT BY THIRD PARTIES, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATION OR WARRANTY AS TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, COMPLIANCE WITH SPECIFICATIONS, OPERATION, CONDITION , SUITABILITY, PERFORMANCE OR QUALITY, ANY DEFECT IN THE PERFORMANCE OF ANY PRODUCT, REPAIR OR SERVICE WILL NOT RELIEVE LESSEE OF ITS OBLIGATIONS UNDER THIS AGREEMENT, INCLUDING THE PAYMENT TO EFM OF THE MONTHLY MAINTENANCE FEES AND OTHER CHARGES DUE UNDER THIS AGREEMENT, B . LESSOR NOT A PARTY. Lessor is not a party to, and shall have no rights, obligations or duties under or in respect of, this Agreement. 9 , NOTICES . Any notice or other communication under this Agreement shall be in writing and delivered in person or sent by facsimile, recognized overnight courier or registered or certified mail , return receipt requested and postage prepaid, to the applicable party at its address or facsimile number set forth on the signature page of this Agreement, or at such other address or facsimile number as any party hereto may designate as its address or facsimile number for communications under this Agreement by notice so given . Such notices shall be deemed effective on the day on which delivered or sent if delivered in person or sent by facsimile, on the first ( 1st) business day after the day on which sent, if sent by recognized overnight courier or on the third (3rd) business day after the day on which mailed , if sent -by registered or certified mail . 10. MISCELLANEOUS. This Agreement embodies the entire Agreement between the parties relating to the subject matter hereof. This Agreement maybe amended only by an agreement in writing signed by EFM and Lessee. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction , be ineffective only to the extent of such prohibition or unenforceability without invalidating the remaining provisions of this Agreement or affecting the validity or enforceability of such provisions in any other jurisdiction. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, except that Lessee may not assign , transfer or delegate any of its rights or obligations under this Agreement without the prior written consent of EFM . This Agreement shall be governed by and construed in accordance with the substantive laws of the State of Missouri (without reference to conflict of law principles) . IN WITNESS WHEREOF, EFM and Lessee have executed this Maintenance Agreement as of the day and year first above written . LESSEE: EFM : Enterprise Fleet Management, Inc. Signature: Signature: By: By: Fiona Watson Title: Title: Finance Director Address: Address : 1119 SW 7th St . Renton , WA 98057 Attention : Attention : Fax #: Fax #: Date Signed: Date Signed : Initials: EFM Customer __.i�' +A;rf6;_ '`LJtloil _ -rl Jnr.,. __'l 'l_ .S Jflc.--' _; yp FLEET MANAGE MV ENT MAINTENANCE MANAGEMENT AND FLEET RENTAL AGREEMENT This Agreement is entered into as of the day of by and between Enterprise Fleet Management, Inc. , a Missouri corporation , doing business as "Enterprise Fleet Management" ("EFM ") , and (the "Company") . WITNESSETH : 1 . ENTERPRISE CARDS: Upon request from the Company, EFM will provide a driver information packet outlining its vehicle maintenance program (the " Program ") and a card ("Card") for each Company vehicle included in the Company's request. All drivers of vehicles subject to this Agreement must be a representative of the Company, its subsidiaries or affiliates. All Cards issued by EFM upon request of the Company shall be subject to the terms of this Agreement and the responsibility of the Company. All Cards shall bear an expiration date. Cards issued to the Company shall be used by the Company in accordance with this Agreement and limited solely to purchases of certain products and services for Company vehicles, which are included in the Program . The Program is subject to all other EFM instructions, rules and regulations which may be revised from time to time by EFM . Cards shall remain the property of EFM and returned to EFM upon expiration or cancellation . 2. VEHICLE REPAIRS AND SERVICE: EFM will provide purchase order control by phone or in writing authorizing charges for repairs and service over $75, or such other amount as may be established by EFM from time to time under the Program. All charges for repairs and services will be invoiced to EFM . Invoices will be reviewed by EFM for accuracy, proper application of potential manufacturer's warranties, application of potential discounts and unnecessary, unauthorized repairs. Notwithstanding the above, in the event the repairs and service are the result of damage from an accident or other non-maintenance related cause (including glass claims), these matters will be referred to the Company's Fleet Manager. If the Company prefers that EFM handle the damage repair, the Company agrees to assign the administration of the matter to EFM . EFM will administer such claims in its discretion . The fees for this service will be up to $ 125.00 per claim and the Company agrees to reimburse for repairs as outlined in this agreement. If the Company desires the assistance of EFM in recovering damage amounts from at fault third parties, a Vehicle Risk Management Agreement must be on file for the Company. BILLING AND PAYMENT: All audited invoices paid by EFM on behalf of the Company will be consolidated and submitted to the Company on a single monthly invoice for the entire Company fleet covered under this Agreement. The Company is liable for, and will pay EFM within ten ( 10) days after receipt of an invoice or statement for, all purchases invoiced to the Company by EFM, which were paid by EFM for or on behalf of the Company. EFM will be entitled to retain for its own account, and treat as being paid by EFM for purposes of this Agreement, any discounts it receives from a supplier with respect to such purchases which are based on the overall volume of business EFM provides to such supplier and not solely the Company's business. EFM will exercise due care to prevent additional charges from being incurred once the Company has notified EFM of its desire to cancel any outstanding Card under this Agreement, The Company will use its best efforts to obtain and return any such cancelled Card. 4. RENTAL VEHICLES: The Card will authorize the Company's representative to arrange for rental vehicles with a subsidiary of Enterprise Rent-A-Car Company for a maximum of two (2) days without prior authorization . Extensions beyond two (2) days must be granted by an EFM representative. The Company assumes all responsibility for all rental agreements arranged by EFM with a subsidiary of Enterprise Rent-A-Car Company through an EFM representative or through the use of the Card . All drivers must be at least 21 years of age, hold a valid driver's license, be an employee of the Company or authorized by the Company through established reservation procedures and meet other applicable requirements of the applicable subsidiary of Enterprise Rent-A-Car Company. 5, NO WARRANTY: EFM MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO PRODUCTS, REPAIRS OR SERVICES PROVIDED FOR UNDER THIS AGREEMENT BY THIRD PARTIES, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATION OR WARRANTY AS TO MERCHANTABILITY, COMPLIANCE WITH SPECIFICATIONS, OPERATION , CONDITION, SUITABILITY, PERFORMANCE, QUALITY OR FITNESS FOR USE, Any defect in the performance of any product, repair or service will not relieve the Company from its obligations under this Agreement, including without limitation the payment to EFM of monthly invoices. G. CANCELLATION: Either party may cancel any Card under this Agreement or this Agreement in its entirety at any time by giving written notice to the other party. The cancellation of any Card or termination of this Agreement will not affect any rights or obligations under this Agreement, which shall have previously accrued or shall thereafter arise with respect to any occurrence prior to such cancellation or termination . A Card shall be immediately returned to EFM upon cancellation to : Enterprise Fleet Management, 600 Corporate Park Drive, St. Louis, MO 63105, Attention : Enterprise Card Department. Notice to EFM regarding the cancellation of any Card shall specify the Card number and identify the Company's representative. In the case of a terminated representative, such notice shall include a brief description of the efforts made to reclaim the Card . 74 NOTICES: All notices of cancellation or termination under this Agreement shall be mailed postage prepaid by registered or certified mail , or sent by express Jernight delivery service, to the other party at its address set forth on the signature page of this Agreement or at such other address as such party may provide . n writing from time to time. Any such notice sent by mail will be effective three (3) days after deposit in the United States mail , duly addressed, with registered or certified mail postage prepaid . Any such notice sent by express overnight delivery service will be effective one ( 1 ) day after deposit with such delivery service, duly addressed, with delivery fees prepaid . The Company will promptly notify EFM of any change in the Company's address. Initials: EFM Customer 8 . FEES : EFM will charge the Company for the service under this Agreement $ 10 per month per Card, plus a one time set-up fee of $ o 9 . MISCELLANEOUS: This Agreement may be amended only by an agreement in writing signed by EFM and the Company. This Agreement is governed by the substantive laws of the State of Missouri (determined without reference to conflict of law principles) . IN WITNESS WHEREOF, EFM and the Company have executed this Maintenance Management and Fleet Rental Agreement as of the day and year first above written . Company: EFM : Enterprise Fleet Management, Inc. Signature : Signature: By: By: Fiona Watson Title: Title: Finance D i re cto r Address: Address: 1119 SW 7th St . Renton , WA 98057 Date Signed : Date Signed : Initials: EFM Customer pe : ._—_� - :yvUqr�cr�f�; !rEalf=__ =4rmtsFTgt-r:- i . FLEET MANAGEMENT 1119 SW 7th Street, Renton, WA 98057 POWER OF ATTORNEY Mason County appoints to act as its agent to sign all papers and documents that may be necessary in order to title and/or license vehicles for the above mentioned company. This Power of Attorney does not allow the agent to sign for the transfer of ownership to vehicles . Mason County agrees to guarantee and save the State from all responsibility for any legal action, which might arise from the issuance of a certificate of title, and/or registration for any vehicle licensed by the agent. Mason County Signature/Title : Printed Name: Notary: State/County: Signed or Attested before me on: By: Signature of Notary: Printed Name of Notary: Notary Expiration Date : - FLEET MANAGEMEMT CONSIGNMENT AUCTION AGREEMENT THIS AGREEMENT is entered into by and between Enterprise Fleet Management, Inc. a Missouri Corporation ( hereinafter referred to as " Enterprise" ) and (hereinafter referred to as " CUSTOMER") on this day of (hereinafter referred to as the " Execution Date") . RECITALS A. Enterprise is in the business of selling previous leased and rental vehicles at wholelsale auctions; and B. The CUSTOMER is in the business of C. The CUSTOMER and Enterprise wish to enter into an agreement whereby Enterprise will sell at wholesale auction , CUSTOMER's vehicles set forth on Exhibit A, attached hereto and incorporated herein , as supplemented from time to time (collectively, the "Vehicles ") . NOW, THEREFORE, for and in consideration of the mutual promises and covenants hereinafter set forth, the parties agree as follows: TERMS AND CONDITIONS 1 . Right to Sell : Enterprise shall have the non-exclusive right to sell any Vehicles consigned to Enterprise by a CUSTOMER within the Geographic Territory, 2 . Power of Attorney: CUSTOMER appoints Enterprise as its true and lawful attorney-in-fact to sign Vehicle titles on behalf of CUSTOMER for transfer of same and hereby grant it power in any and all matters pertaining to the transfer of Vehicle titles and any papers necessary thereto on behalf of CUSTOMER. The rights, powers and authorities of said attorney-in-fact granted in this instrument shall commence and be in full force and effect on the Execution Date, and such rights, powers and authority shall remain in full force and effect thereafter until terminated as set forth herein . 3 . Assignments : Vehicle assignments may be issued to Enterprise by phone, fax, or electronically. 4. Service Fee: For each Vehicle sold , the CUSTOMER shall pay Enterprise a fee of $ 400 ("Service Fee") plus towing at prevailing rates. 5 . Sales Process : Enterprise shall use reasonable efforts sell each Vehicle. CUSTOMER may, at its discretion , place a Minimum Bid or Bid to be Approved (BTBA) on any Vehicle by providing prior written notification to Enterprise. 6. Time for Payment: (a) No later than ten ( 10) business days after the collection of funds for the sale of a Vehicle, Enterprise will remit to the CUSTOMER an amount equal to the Vehicle sale price minus any seller fees, auction fees, Service Fees, towing costs, title service fees, enhancement fees and any expenses incurred by Enterprise while selling Vehicle, regardless of whether the purchaser pays for the Vehicle. (b) Enterprise's obligations pursuant to Section 6 (a) shall not apply to Vehicle sales involving mistakes or inadvertences in the sales process where Enterprise reasonably believes that fairness to the buyer or seller justifies the cancellation or reversal of the sale. If Enterprise has already remitted payment to CUSTOMER pursuant to Section 6 (a) prior to the sale being reversed or cancelled , CUSTOMER agrees to reimburse Enterprise said payment in full . Enterprise will then re-list the Vehicle and pay CUSTOMER in accordance with this Section 6. Examples of mistakes or inadvertences include, but are not limited , to Vehicles sold using inaccurate or incomplete vehicle or title descriptions and bids entered erroneously. 7. Indemnification and Hold Harmless : Enterprise and CUSTOMER agree to indemnify, defend and hold each other and its parent, employees and agents harmless to the extent any loss, damage, or liability arises from the negligence or willful misconduct of the other, its agents or employees, and for its breach of any term of this Agreement. The parties' obligations under this section shall survive termination of this Agreement. 8 . Liens, Judgments. Titles and Defects: CUSTOMER shall defend , indemnify and hold Enterprise its parent, employees and agents harmless from and against any and all claims, expenses (including reasonable attorney's fees) , suits and demands arising out of, based upon , or resulting from any judgments, liens or citations that were placed on the Vehicle, defects in the Vehicle 's title, or mechanical or design defects in the Vehicle. 9 . Odometer: Enterprise assumes no responsibility for the correctness of the odometer reading on any Vehicle and the CUSTOMER shall defend , indemnify and hold Enterprise its parent, employees and agents harmless from and against any and all claims, expenses (including reasonable attorney's fees) , suits and demands arising out of, based upon or resulting from inaccuracy of the odometer reading on any Vehicle or any odometer statement prepared in connection with the sale of any Vehicle, unless such inaccuracy is caused by an employee, Enterprise, or officer of Enterprise. 10 , Bankruptcy: Subject to applicable law, in the event of the filing by CUSTOMER of a petition in bankruptcy or an involuntary assignment of its assets for the benefit of creditors, Enterprise may accumulate sales proceeds from the sale of all Vehicles and deduct seller fees, auction fees, Service Fees, towing costs, title service fees, enhancement fees and any expenses incurred by Enterprise while selling Vehicle from said funds. Enterprise will thereafter remit to CUSTOMER the net proceeds of said accumulated sales proceeds, if any. 11 . Compliance with Laws : Enterprise shall comply with all federal , state, and local laws, regulations, ordinances, and statutes, including those of any state motor vehicle departments, department of insurance, and the Federal Odometer Act. 12 . Insurance: CUSTOMER shall obtain and maintain in force at all times during the term of this Agreement and keep in place until each Vehicle is sold and title is transferred on each Vehicle, automobile third party liability of $ 1 , 000 . 000 per occurrence and physical damage coverage on all Vehicles. This insurance shall be written as a primary policy and not contributing with any insurance coverage or self-insurance applicable to Enterprise. 13. Term : This agreement is effective on the Execution Date and shall continue until such time as either party shall notify the other party with thirty (30) days prior written notice to terminate the Agreement with or without cause. 14. Modification : No modification, amendment or waiver of this Agreement or any of its provisions shall be binding unless in writing and duly signed by the parties hereto. 15. Entire Agreement: This Agreement constitutes the entire Agreement between the parties and supersedes all previous agreements, promises, representations, understandings, and negotiations, whether written or oral , with respect to the subject matter hereto. 16 . Liability Limit: In the event Enterprise is responsible for any damage to a Vehicle, Enterprise's liability for damage to a Vehicle in its possession shall be limited to the lesser of: ( 1 ) the actual cost to repair the damage to such vehicle suffered while in Enterprise 's possession ; or (2) the negative impact to the salvage value of such vehicle. Enterprise shall not be liable for any other damages to a Vehicle of any kind , including but not limited to special , incidental , consequential or other damages. 17. Attorney's Fees : In the event that a party hereto institutes any action or proceeding to enforce the provisions of this Agreement, the prevailing party shall be entitled to receive from the losing party reasonable attorney's fees and costs for legal services rendered to the prevailing party. 18. Authorization : Each party represents and warrants to the other party that the person signing this Agreement on behalf of such party is duly authorized to bind such party. " ENTERPRISE" " CUSTOMER" Signature: Signature: Printed Name: Fiona Watson Printed Name: Finance Director Title: Title ; Date Signed: Date Signed : - FLEET VIANAGEMEMT AGREEMENT TO SELL CUSTOMER VEHICLES THIS AGREEMENT is entered into by and among the entities set forth on the attached Schedule 1 (hereinafter each an " Enterprise Entity" and collectively the " Enterprise Entities") and Enterprise Fleet Management, Inc. (hereinafter referred to as " EFM ") (the " Enterprise Entities" and " EFM " shall collectively be referred to as " Enterprise") on the one hand and (hereinafter referred to as " CUSTOMER") , on the other hand on this day of (hereinafter referred to as the " Execution Date") . RECITALS A. Enterprise FM Trust and CUSTOMER have entered into an agreement whereby Customer has agreed to lease certain vehicles set forth in the agreement between Customer and Enterprise FM Trust; B. EFM is the servicer of the lease agreement between Enterprise FM Trust and Customer; C. Enterprise, from time to time, sells vehicles at wholesale auctions and other outlets ; and D. The CUSTOMER and Enterprise wish to enter into an agreement whereby Enterprise will sell at wholesale, CUSTOMER's vehicles set forth on Exhibit A, attached hereto and incorporated herein , as supplemented from time to time (collectively, the "Vehicles") . NOW, THEREFORE, for and in consideration of the mutual promises and covenants hereinafter set forth , the parties agree as follows: TERMS AND CONDITIONS 1 . Right to Sell : Enterprise shall have the non-exclusive right to sell any Vehicles assigned to Enterprise by CUSTOMER, or under consignment from Customer to Enterprise, as the case may be dependent upon applicable law in the jurisdiction in which the Vehicle is to be sold . For Vehicles to be sold under assignment, Customer shall assign the title to Enterprise and deliver the assigned title to Enterprise with the Vehicle. For Vehicles to be sold under consignment, Customer shall execute a consignment agreement granting Enterprise power in any and all matters pertaining to the transfer of Vehicle titles and any papers necessary thereto on behalf of CUSTOMER. 2 . Additional Documentation : Where necessary, CUSTOMER shall execute any and all additional documentation , required to effectuate the sale of Vehicle(s) . 3 . Service Fee: For each Vehicle sold , the CUSTOMER shall pay Enterprise an administrative fee of the lesser of $ 400 or the maximum permitted by law ("Service Fee") . 4. Sales Process: Enterprise shall use reasonable efforts in its sole discretion to sell each Vehicle. CUSTOMER may, at its discretion ,, place a Minimum Bid or Bid to be Approved (BTBA) on any Vehicle by providing prior written notification to Enterprise . Enterprise shall have full discretion to accept any bid at or above the designated minimum bid or BTBA. Absent any such minimum bid or BTBA, Enterprise shall have full discretion to accept any bid on a Vehicle. 5. Time for Payment: (a) No later than twenty-one (21 ) business days after the collection of funds by Enterprise for the sale of a Vehicle; Enterprise will remit to the CUSTOMER an amount equal to the Vehicle sale price minus any seller fees, auction fees, Service Fees, towing costs, title service fees, enhancement fees and any expenses incurred by Enterprise while selling Vehicle, regardless of whether the purchaser pays for the Vehicle. (b) Enterprise's obligations pursuant to Section 6 (a) shall not apply to Vehicle sales involving mistakes or inadvertences in the sales process where Enterprise reasonably believes in its sole discretion that fairness to the buyer or seller justifies the cancellation or reversal of the sale. If Enterprise has already remitted payment to CUSTOMER pursuant to Section 6 (a) prior to the sale being reversed or cancelled , CUSTOMER agrees to reimburse Enterprise said payment in full . Enterprise will then re-list the Vehicle and pay CUSTOMER in accordance with this Section 6 . Examples of mistakes or inadvertences include, but are not limited , to Vehicles sold using inaccurate or incomplete vehicle or title descriptions and bids entered erroneously. 6 . Indemnification and Hold Harmless: Except as otherwise provided herein , CUSTOMER agrees to indemnify, defend and hold EFM and each Enterprise Entity and their parents and affiliated entities, employees and agents harmless to the extent any loss, damage, or liability arises from EFM or any Enterprise Entity's use or operation of a vehicle and for the negligence or willful misconduct of Customer, its agents or employees, and for its breach of any term of this Agreement. The parties ' obligations under this section shall survive termination of this Agreement. 7. Risk of Loss: Notwithstanding anything to the contrary hereunder, CUSTOMER shall assume all risk of loss for damage to or loss of any Vehicle or any part or accessory regardless of fault or negligence of CUSTOMER, Enterprise, EFM or any other person or entity or act of God . 8. Liens, Judgments, Titles and Defects: CUSTOMER represents and warrants it holds full legal title to each such Vehicle, title to each such Vehicle is clean and not subject to being branded for any reason , or requires any form of additional disclosure to a purchaser and that there are no open recalls on each such Vehicle. CUSTOMER shall defend , indemnify and hold Enterprise, EFM , their parents, employees and agents harmless from and against any and all claims, expenses (including reasonable attorney's fees) , suits and demands arising out of, based upon , or resulting from any judgments, liens or citations that were placed on the Vehicle, defects in the Vehicle's title, or mechanical or design defects in the Vehicle. 9 . Odometer: Neither EFM nor Enterprise assume responsibility for the correctness of the odometer reading on any Vehicle and the CUSTOMER shall defend , indemnify and hold EFM , Enterprise, their parents, employees and agents harmless from and against any and all claims, expenses ( including reasonable attorney's fees) , suits and demands arising out of, based upon or resulting from inaccuracy of the odometer reading on any Vehicle or any odometer statement prepared in connection with the sale of any Vehicle, unless such inaccuracy is caused by EFM , Enterprise, their employees or officers. 10 . Bankruptcy: Subject to applicable law, in the event of the filing by CUSTOMER of a petition in bankruptcy or an involuntary assignment of its assets for the benefit of creditors, EFM or Enterprise may accumulate sales proceeds from the sale of all Vehicles and deduct seller fees, auction fees, Service Fees, towing costs, title service fees, enhancement fees and any expenses incurred by EFM or Enterprise while selling Vehicle from said funds. EFM or Enterprise will thereafter remit to CUSTOMER the net proceeds of said accumulated sales proceeds, if any. 11 . Compliance with Laws : EFM , Enterprise and CUSTOMER shall comply with all federal , state, and local laws, regulations, ordinances, and statutes, including those of any state motor vehicle departments, department of insurance, and the Federal Odometer Act, 12 . Insurance: CUSTOMER shall maintain and provide proof of Automobile Liability Insurance until the later of title transfer to purchaser of Vehicle or transfer of sales proceeds to Customer covering liability arising out of maintenance, use or operation of any Vehicle (owned , hired and non-owned) under this Agreement, with limits of not less than one million dollars ($ 1 , 000 , 000) per occurrence for bodily injury and property damage. EFM , Enterprise, and their subsidiaries and affiliates are to be named as Additional Insureds. This insurance shall be written as a primary policy and not contributing with any insurance coverage or self-insurance or other means of owner's financial responsibility applicable to EFM or Enterprise. CUSTOMER must waive and must require that its insurer waive its right of subrogation against EFM and Enterprise and their affiliates, employees, successors and permitted assigns on account of any and all claims CUSTOMER may have against EFM or Enterprise with respect to insurance actually carried or required to be carried pursuant to this Agreement. 13 . Term : This agreement is effective on the Execution Date and shall continue until such time as either party shall notify the other party with thirty (30) days prior written notice to terminate the Agreement with or without cause. 14, Modification : No modification , amendment or waiver of this Agreement or any of its provisions shall be binding unless in writing and duly signed by the parties hereto. 15. Entire Agreement: This Agreement constitutes the entire Agreement between the parties and supersedes all previous agreements, promises, representations, understandings, and negotiations, whether written or oral , with respect to the subject matter hereto. 16 . Liability Limit: EXCEPT TO THE EXTENT A PARTY HERETO BECOMES LIABLE FOR ANY DAMAGES OF THE TYPES DESCRIBED BELOW TO A THIRD PARTY AS A RESULT OF A THIRD PARTY CLAIM AND SUCH PARTY IS ENTITLED TO INDEMNIFICATION WITH RESPECT THERETO UNDER THE PROVISIONS OF THIS AGREEMENT, IN NO EVENT SHALL EITHER PARTY HEREUNDER BE LIABLE TO OTHER PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE , EXEMPLARY, OR INDIRECT DAMAGES ( INCLUDING WITHOUT LIMITATION , LOSS OF GOODWILL, LOSS OF PROFITS OR REVENUES, LOSS OF SAVINGS AND/OR INTERRUPTIONS OF BUSINESS) , EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 17. Attorney's Fees: In the event that a party hereto institutes any action or proceeding to enforce the provisions of this Agreement, the prevailing party shall be entitled to receive from the losing party reasonable attorney's fees and costs for legal services rendered to the prevailing party. F � 18 . Authorization : Each party represents and warrants to the other party that the person signing this Agreement on behalf of such party is duly authorized to bind such party. 19 . Independent Contractor: EFM and Enterprise shall perform the services hereunder as an independent contractor of Customer and no term of this Agreement shall be deemed or construed to render CUSTOMER and EFM or Enterprise as joint venturers or partners. 20 . Unsold Vehicles : Should such Vehicle not sell , Customer shall pick up Vehicle within five (5) business days of being provided notice that the Vehicle has not been sold and , for Vehicles assigned to Enterprise by Customer, Enterprise shall assign title back to CUSTOMER. "ENTERPRISE" " CUSTOMER" Signature: Watson Signature: /� ' Printed Name: Fiona V V ats o n Printed Name: Finance Director Title: Title: Date Signed: Date Signed: Schedule 1 Enterprise Leasing Company of STL, LLC Enterprise Rent-A-Car Company of Sacramento, LLC Enterprise Leasing Company of Georgia , LLC Enterprise Rent-A-Car Company of Los Angeles, LLC Enterprise Leasing Company of Florida, LLC Enterprise RAC Company of Cincinnati , LLC Enterprise Leasing Company of KS LLC CLERAC, LLC EAN Holdings, LLC Enterprise Rent-A- Car Company of Pittsburgh , LLC Enterprise Leasing Company of Orlando, LLC Enterprise Rent-A-Car Company of Wisconsin , LLC Enterprise Leasing Company of Indianapolis, LLC Enterprise Rent-A- Car Company of UT, LLC Enterprise Rent-A-Car Company of Boston , LLC CAMRAC, LLC Enterprise Leasing Company of Denver, LLC Enterprise Rent-A- Car Company of Rhode Island , LLC Enterprise Leasing Company of Chicago, LLC Enterprise Leasing Company of Phoenix, LLC Enterprise RAC Company of Maryland, LLC Enterprise Leasing Company- Southeast, LLC Enterprise Leasing Company of Philadelphia , LLC Enterprise Leasing Company- West, LLC Enterprise RAC Company of Baltimore, LLC Enterprise Leasing Company- South Central , LLC Enterprise Leasing Company of Minnesota, LLC PENRAC, LLC Enterprise Leasing Company of Detroit, LLC Enterprise Rent-A-Car Company of KY, LLC Enterprise Leasing Co of Norfolk/ Richmond , LLC Enterprise Rent-A- Car Company - Midwest, LLC Enterprise Rent-A-Car Co of San Francisco, LLC Enterprise RAC Company of Montana/Wyoming, LLC ELRAC, LLC ` SNORAC, LLC FLEET MANAGEMENT SELF-INSURANCE ADDENDUM TO MASTER EQUITY LEASE AGREEMENT (Physical Damage Only) This Addendum is made to the Master Equity Lease Agreement dated day of as amended (the "Agreement"), by and between Enterprise FM Trust, a Delaware statutory trust ("Lessor") , and the lessee whose name is set forth on the signature line below (" Lessee") . This Addendum is attached to and made a part of the Agreement (including each Schedule to the Agreement) . All capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Agreement. Notwithstanding the provisions of Section 11 of the Agreement, Lessee shall be permitted to assume and selfinsure the risks covered by the Physical Damage insurance policy set forth in Section 11 of the Agreement and shall not be required to purchase or maintain any Physical Damage insurance policy of any kind with respect to any Vehicle; provided, however, that if any Federal, state, local or other law, statute, rule, regulation or ordinance requires Lessee to maintain any amount of Physical Damage insurance with respect to any Vehicle, Lessee shall purchase and maintain such amount of Physical Damage insurance in the form of a Physical Damage insurance policy which complies in all respects, other than the amount of Physical Damage insurance required , with Section 11 of the Agreement. Notwithstanding the foregoing, if (1 ) Lessor, at any time in its good faith judgment, is not satisfied with the condition , prospects or performances, financial or otherwise, of Lessee or (2) any default or event of default occurs under the Agreement, than Lessor may, at its option , revoke this Addendum and terminate Lessee's right to self4sure by providing Lessee with at least thirty (30) days prior written notice thereof. Upon the termination of Lessee's right to selfinsure, Lessee shall comply in all respects with Section 11 of the Agreement. Except as amended hereby, all the terms and provisions of the Agreement shall remain in full force and effect. In the event of any conflict between this Addendum and the Agreement or. any of the Schedules, the terms and provisions of this Addendum will govern and control . LESSEE : LESSOR: Enterprise FM Trust By: Enterprise Fleet Management, Inc. its attorney in fact By: By: Title : Title: Date Signed : Date Signed : Cv 2017 Enterprise Fleet Management. Ino, I02096_Self-Insurance Addendum (Equity. Physical Damage) der)L MASON COUNTY AGENDA ITEM SUMMARY FORM TO : BOARD OF MASON COUNTY COMMISSIONERS From : Ginger Kenyon Action Agenda X. Public Hearing Other DEPARTMENT : Support Services EXT : 380 DATE : January 14, 2020 Agenda Item # (Commissioner staff to complete) BRIEFING DATE : BRIEFING PRESENTED BY : [X ] ITEM WAS NOT PREVIOUSLY BRIEFED WITH THE BOARD Please provide explanation of urgency ITEM : Approval of Warrants & Treasure Electronic Remittances Claims Clearing Fund Warrant # s 8069743 -8069774 $ 11616 , 819 . 36 Direct Deposit Fund Warrant #s 64944 -65319 $ 7091473 . 26 Salary Clearing Fund Warrant #s 7004916 -7004952 $ 995 , 827 . 44 Treasurer Electronic Remittance for December 2019 $ 1 , 042 , 433 . 86 Electronic Remittance Detail Macecom 12/4/2019 $ 132 , 196 . 28 Mental Health 12/ 10/ 2019 $ 14, 878 . 17 Reserve for Technology to Information Technology fund 12/ 31/ 2019 $ 68, 247 . 31 Beards Cove Water Meters # 91 -07 to Beards Cove Water Meters # 91 -07 12/ 16/2019 $ 3 ,435 . 00 Road Diversion —Current Exp to County Road 12/ 11/ 2019 $ 236 , 034 . 60 Mental Health - Budgeted Transfer to Clerk 12/ 27/ 2019 $ 41112 . 50 Mental Health - Budgeted Transfer to Prosecutor 12/ 27/ 19 $ 10, 865 . 78 Mental Health — Budgeted Transfer to Therapeutic Court 12/27/ 2019 $ 86, 877 . 12 Mental Health — Budgeted Transfer to Juvenile Probation 12/ 27/ 2019 $ 12 , 405 . 05 Mental Health —Budgeted Transfer 3 `d Qtr to Public Defense 12/ 5/ 2019 $ 45 . 678 . 00 North Bay/Case Inlet Bond Fund to North Bay/Case Inlet LTGO ref ND 17 12/ 12/ 2019 $ 195, 712 . 50 Mental Health Transfer Out to Jail 12/ 27/ 2019 $ 31 , 464 . 00 Mental Health to Public Health 12/ 20/ 2019 $ 60, 000 . 00 Community Health to Public Health 12/ 19/ 2019 $ 14, 999 . 80 Current Expense to Public Health 12/ 11/ 2019 $ 94, 063 . 75 Mental Health to MCSO -Jail 12/ 5/ 2019 $ 31 , 464 . 00 Refund Interest Earned 12/ 31/ 2019 $ 177 . 10 Background : The Board approved Resolution No . 80 -00 Payment of Claims Against County : Procedure Authorizing Warrant Issue and Release Prior to Board Claim Approval . Mason County Code 3 . 32 . 060 (a ) requires that the board enter into the minutes of the County Commissioners the approval of claims listing warrant numbers . Claims Clearing YTD Total $ 11616 , 819 . 36 Direct Deposit YTD Total $ 709 , 473 . 26 Salary Clearing YTD Total $ 995 , 827 . 44 Approval of Treasure Electronic Remittances YTD Total $ 91913, 768 . 45 RECOMMENDED ACTION : Approval to : Move to approve the following warrants . Claims Clearing Fund Warrant # s 8069571 -8069774 $ 1 , 616, 819 . 36 Direct Deposit Fund Warrant # s 64944 - 65319 $ 709 , 473 . 26 Salary Clearing Fund Warrant # s 7004916 -7004952 $ 995 , 827 . 44 Treasurer Electronic Remittance for December 2019 $ 1 , 042, 433 . 86 Attachment(s ) : Originals on file with Auditor/ Financial Services ( Copies on file with Clerk of the Board ) N Q,ci NCo0 Office of the Treasurer 411 N . 5th , Bldg . 1 � � �? W P. O . Box 429 Shelton , Washington 98584 =0429 ( 360 ) 427 - 9670 , ext . 475 • Fax ( 360 ) 427 -7267 JAN O l 20 ? 9 °�N P Belfair ( 360 ) 2754467 • Elma ( 360 ) 482 - 5269 s Elisabeth ( Lisa ) Frazier, Treasurer Mason County Payment approval of Macecom : TUrr j , ► , 0 (4) 14 ; FUND Account # Remittance RECEIPT # Macecom j001o000000o300m300 $ 1323196 . 28 M - 60586 $ No 12/10/2019 Payment approval of Mental Health : FUND Account # Remittance RECEIPT # MENTAL HEALTH 1164000000000008000 $ 143878 . 17 M - 60732 $ IN M - 12/31 /2019 FUND Account # Remittance RECEIPT # Reserve for Technology 1119900000050006000 $ 68 , 247 . 31 W61417 INFORMATION TECHNOLOGY FUND 150000000000000M000 $ 683247 . 31 M - 61418 12/16/2019 FUND Account # Remittance RECEIPT # BEARDS COVE WATER METER' S (#91 -07 ) 412 . 000000 . 000 . 000 $ 21266 . 00 M - 60932 BEARDS COVE WATER METERS #91 =07 412 . 000000 . 000 . 000 $ 1 , 169 . 00 M - 60932 $ - M - 11 = Dec -19 FUND Account # Remittance RECEIPT # Road Diversion -Current Exp ==001 . 000000 . 300 . 000 $ 236 , 034 . 60 W60806 County Road 1105000000060000000 $ 236 , 034 . 60 M - 60806 12/27/2019 FUND Account # Remiittance RECEIPT # Mental Health - Budgeted Transfer 1164 . 000000 . 1000000 $ 4 , 112 . 50 M -61331 Clerk 1001 . 000000 . 0706000 1 $ 41112 . 50 M - 61332 27 - Dec- 19 FUND Account # Remittance RECEIPT # Mental Health - Budgeted Transfer 1164mO00000m1005000 $ 10 , 865 . 78 M - 61347 Prosecutor 1001 . 000000 . 180A64 $ 10, 865 . 78 M - 61335 27 -Dec - 19 FUND Account # Remittance RECEIPT # Mental Health - Budgeted Transfer 1164 . 000000 . 100 . 000 $ 869877 . 12 M -61336 Therapeutic Court 001 . 000000 . 256 . 100 $ 86, 877 . 12 M - 61337 12/27/2019 FUND Account # Remiittance RECEIPT # Mental Health - Budgeted Transfer 164 . 000000 . 100 . 000 $ 121405 . 05 M - 60153 Juvenile Probation 1001mO00000m1700000 $ 12 , 405 . 05 M - 60154 12/5/2019 FUND Account # Remiittance RECEIPT # Mental Health = Budgeted Transfer 3RD QTR 164 . 000000 . 100 . 000 $ 45 , 678 . 00 M - 60604 Public Defense 001 . 000000 . 240 . 000 $ 45, 678 . 00 M - 60605 12 - Dec- 19 FUND Account # Remiittance RECEIPT # North Bay/ Case Inlet BOND FUND 1210 . 000000 . 000 . 000 $ 1959712 . 50 M - 60822 North Bay/ Case Inlet LTGO Ref Bd ' 17 1403 . 000000 . 100mO20 $ 195 , 712 . 50 M - 60824 27- Dec- 19 FUND Account # Remiittance RECEIPT # Mental Health Transfer Out 164 . 000000 . 100 . 000 $ 31 , 464 . 00 M - 61343 Jail 1001 . 000000 . 205m270 $ 31, 464 . 00 M - 61344 20- Dec- 19 FUND Account # Remiittance RECEIPT # Mental Health 164 . 000000 . 100 . 000 $ 60 , 000 . 00 M -61133 Public Health 150 . 000000 . 100 . 000 $ 60, 000 . 00 M - 61134 19 - Dec- 19 FUND Account # Remiittance RECEIPT # �d COMMUNITY HEALTH 117 . 000000 . 000 . 200 $ 14 , 999 . 80 M - 61086 PUBLIC HEALTH 150 . 000000 . 100 . 000 $ 14, 999 . 80 M - 61087 12/ 31/2019 REFUND INTEREST EARNED I J / . 10 FUND Account # Remiittance RECEIPT # CURRENT EXPENSE 001 . 000000 . 260 . 000 $ 70 . 63 Multiple Rec ROAD DIV-CURRENT EXPENSE 001 . 000000 . 260 . 010 $ 6 . 73 Multiple Rec Veterans Assistance 190 . 000000 . 000 . 000 $ 0 . 63 Multiple Rec COUNTY ROAD 105 . 000000 . 000 . 000 $ 97 . 67 Multiple Rec MENTAL HEALTH 164 . 000000 . 000 . 000 $ 1 . 441 Multiple Rec 12/ 11/2019 FUND Account # Remiittance RECEIPT # Current Expense 001 . 000000 . 310 . 000 $ 949063 . 75 M - 60792 Public Health 1150 . 000000 . 0000000 $ 94, 063 . 75 M -60793 12/ 5/ 2019 MENTAL HEALTH 1164MOOM1000000 $ 31 , 464 . 00 M - 60606 MCSO - JAIL 1001 . 000000 . 205m270 $ 311464 . 00 1 M - 60607 Respectfully submitted by Julie Richert, Chief Deputy Treasurer 12/ 31/ 2019 MASON COUNTY AGENDA ITEM SUMMARY FORM TO : BOARD OF MASON COUNTY COMMISSIONERS From : Patsy Robinson, District Court Administratre ction Agenda _xx G orge A . Steele, District Court Judge Public Hearing Other I ITME T : District Court EXT : DATE : i Agenda Item #00;s Commissioner staff to complete) BRIEFING DATE : 1 / 6 / 20 BRIEFING PRESENTED BY : Patsy Robinson [ ] ITEM WAS NOT PREVIOUSLY BRIEFED WITH THE BOARD Please provide explanation of urgency ITEM : Increase District Court Judge Pro tempore and District Court Commissioner hourly rates. Background . In 1993, the Board of County Commissioners approved a part time position for a District Court Commissioner . Per RCW 3 . 34 . 130 states that each district court shall designate one or more persons as judge pro tempore who shall serve during the temporary absence , disqualification , or incapacity of a district court judge or to serve as an additional judge for excess caseload or special set cases, and Per RCW 3 . 34 . 130, A Judge Pro tempore shall be paid the salary authorized by the county legislative authority . The current hourly rate is $ 60 . 00 per hours as set on 7/ 15/2015 . Listed below are supporting issues for increasing the current hourly rate : • The cost of living has increased since 2015 . • Superior Court 2020 requested increase from $ 60 . 00 to $ 75 . 00 per hour • An average of the comparable counties for Judge Pro tempore is $ 80 . 86 per hour. (see attached spreadsheet) • RCW 3 . 34 . 130 (2) - For each day that a judge pro tempore serves in excess of thirty days during any calendar year, the annual salary of the district judge in whose place the judge pro tempore serves shall be reduced by an amount equal to one-two hundred fiftieth of such salary : PROVIDED, that each full time district judge shall have up to fifteen days' annual leave without reduction for service on 1/6/2020 judicial commissions established by the legislature or the chief justice of the supreme court . No reduction in salary shall occur when a judge pro tempore serves : (a ) While a district judge is using sick leave granted in accordance with RCW 3 . 34 . 100; ( b) While a district court judge is disqualified from serving following the filing of an affidavit of prejudice ; (c) As an additional judge for excess case load or special set cases; or (d ) While a district judge is otherwise involved in administrative, educational , or judicial functions related to the performance of the judge's duties ; PROVIDED, That the appointment of judge pro tempore authorized under subsection ( 2) (c) and ( d) of this section is subject to an appropriation for this purpose by the county legislative authority. RECOMMENDED ACTION : Approval to Increase the District Court Judge Pro tempore and District Court Commissioners hourly rate to $ 75 . 00 per hour. Attachment(s) : RCW 3 . 34 . 130 2015 Judge Pro tempore rates for Mason County and Comparable Counties Resolution amending resolution 32-96 1/6/2020 RESOLUTION NO . AMENDING RESOLUTION 07- 15 A RESOLUTION SETTING the salary for District Court Commissioner and District Court Judge Pro tempore appointed by the District Court Judge . WHEREAS, Per RCW 13 , 34 , 130 states that each district court shall designate one or more persons as judge pro tempore, who shall serve during the temporary absence, disqualification, or incapacity of a district court judge or to serve as an additional judge for excess caseload or special set cases, and WHEREAS, Per RCW 3 . 34 . 130, A Judge Pro tempore shall be paid the salary authorized by the county legislative authority : AND WHEREAS, • The cost of living has increased significantly since 2015 . • An .average of the comparable counties for Judge Pro tempore as of 2019 is $ 80 . 86 per hour. • RCW 3 . 34 . 130 ( 2 ) = For each day that a judge pro tempore serves in excess of thirty days during any calendar year, the annual salary of the district judge in whose place the judge pro tempore serves shall be reduced by an amount equal to one-two hundred fiftieth of such salary : PROVIDED, That each full time district judge shall have up to fifteen days annual leave without reduction for service on judicial commissions established by the legislature or the chief justice of the supreme court . No reduction in salary shall occur when a judge pro tempore serves : ( a ) While a district judge is using sick leave granted in accordance with RCW 3 . 34. 100 ; ( b ) While a district court judge is disqualified from serving following the filing of an affidavit of prejudice; ( c ) Asan additional judge for excess case load or special set cases, or (d ) While a district judge is otherwise involved in administrative, educational, orjudicial functions related to the performance of the judge ' s duties : PROVIDED, That the appointment of judge pro tempore authorized under subsection ( 2 ) ( c) and ( d ) of this section is subject to an appropriation for this purpose by the county legislative authority . WHEREAS, the District Court submitted the 2020 budget reflecting the increase to $ 75 .00 THEREFORE, it is hereby resolved that effective on January 1, 2020; increase the hourly rate for District Court Commissioner and District Court Judge Pro tempore to $ 75 .00 per hour . ADOPTED this day of , 2&194 ZOZ-U ) ATTEST: BOARD OF COUNT COMMISSIONERS MASON COUNTY, WASHINGTON Melissa Drewry, Clerk of the Board APPROVE AS TO FORM : Kevin Shutty, Commissioner � . . . Sharon Trask, Commissioner Tim Whitehead , Chief Deputy Randy Neatherlin, Commissioner MASON COUNTY AGENDA ITEM SUMMARY FORM TO : BOARD OF MASON COUNTY COMMISSIONERS From : Diane Sheesley, County Engineer Action Agenda DEPARTMENT : Public Works EXT : 450 COMMISSION MEETING DATE : January 14 , 2020 Agenda Item # BRIEFING DATE : January 6 , 2020 BRIEFING PRESENTED BY : Loretta Swanson and Diane Sheesley [ ] ITEM WAS NOT PREVIOUSLY BRIEFED WITH THE BOARD Please provide explanation of urgency : ITEM : Letters of Interest for 2020 BACKGROUND : The Public Works Department would like to advertise for Letters of Interest to be submitted for Construction Project Inspector, Contract and Fee Appraisers, Construction Materials Testing and Timber Management Services for the 2020 calendar year . This " short list" can be used throughout the year without having to re- advertise each time the services arise . The upcoming construction season will require Public Works to use these services to support the work schedule . RECOMMENDED ACTION : Recommend the Board authorize Public Works to advertise for Construction Project Inspector, Contract and Fee Appraisers, Construction Materials Testing and Timber Management Services for the 2020 calendar year and authorize the County Engineer to enter into agreements for these services . Attachment : Advertisement Briefmg Summary MASON COUNTY DEPARTMENT OF PUBLIC WORKS REQUEST FOR LETTERS OF INTEREST NOTICE IS HEREBY GIVEN that Letters of Interest for calendar year 2020 will be accepted by the Mason County Department of Public Works for the following services : * * * * CONSTRUCTION PROJECT INSPECTOR SERVICES for calendar year 2020 Letters of interest SHALL INCLUDE A STATEMENT OF COSTS. THE CONSTRUCTION PROJECT INSPECTOR shall be familiar with all phases of road and bridge construction; have detailed knowledge of the Standard Specifications for Road, Bridge and Municipal Construction, and have had at least five (5 ) years of experience as a highway/bridge inspector. * Y * CONTRACT and FEE APPRAISER SERVICES (State Certified Review Appraisers, Negotiators and Title Research services) for calendar year 2020 Letters of interest SHALL INCLUDE A STATEMENT OF COSTS. Scope of Work: Appraisals (before and after narrative form), appraisal reviews, negotiating services and limited liability title certificates (title reports). * * * * CONSTRUCTION MATERIALS TESTING SERVICES for calendar year 2020 Letters of interest SHALL INCLUDE A STATEMENT OF COSTS. Scope of Work: shall include testing and exploratory capabilities including, but not limited to, the following: Proctor tests, nuclear density gauge testing for soil and asphalt, soils boring and analysis and other related work. Because of the nature and need for the work, it is important for Mason County to receive prompt, reliable service on short notice. * * * * TI IBER MANAGEMENT SERVICES for calendar year 2020 Letters of interest SHALL INCLUDE A STATEMENT OF COSTS. Scope of Work: Shall include technical services, guidance, recommendations for County owned forested properties, including but not limited to, appraisals, land planning and scaling. LETTERS OF INTEREST will be accepted by the Department of Public Works office at any time during the 2020 year. Address : 100 W Public Works Drive, Shelton, WA 98584 MASON COUNTY RESERVES THE RIGHT to reject any or all Letters of Interest, waive informalities and accept the Letters of Interest that are in the best interest of Mason County. Dated this 14 day of January 2020 . ----------------------------------------------------------------------------------------------------------------------- PUBLISH: 2t: The Shelton-Mason County Journal 1/23/20 & 1 /30/20 Bill: Mason County Dept. of Public Works 2t: Sun Newspaper — Daily 1/23/20 & 1/30/20 100 W Public Works Drive Shelton, WA 98584