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INTERGOVERNMENTAL AGREEMENT TO PROVIDE MUTUAL ASSISTANCE FOR INFORMATION SYSTEMS SERVICES BETWEEN CITY OF MOSCOW, IDAHO AND CITY OF PULLMAN, WASHINGTON THIS INTERGOVERNMENTAL AGREEMENT TO PROVIDE MUTUAL ASSISTANCE TO INFORMATION SYSTEMS SERVICES (hereinafter "AGREEMENT"), is entered into between the City of Moscow, Idaho, a municipal corporation of the State of Idaho, 206 East Third Street, Moscow, Idaho, 83843 (hereinafter "MOSCOW"), and the City of Pullman, Washington, a municipal corporation of the State of Washington, 325 SE Paradise Street, Pullman, Washington, 99163 (hereinafter "PULLMAN'") W I T N E S S E T H: WHEREAS, each Party hereto is legally authorized to enter into this Intergovernmental Agreement to Provide Mutual Assistance for Informations Systems Services (AGREEMENT), pursuant to Idaho Code§ 67-2337(4) and RCW § 39.34.080; and WHEREAS, each Party hereto has an interest in providing quality Information Systems Services; and WHEREAS, each Party owns and maintains equipment and employs personnel who are employed to provide technical services; and WHEREAS, in the event of a service outage, or based upon a particular situation or need, one of the Parties may provide assistance to the other Party to resolve technical problems or provide services, including, but not limited to, co-location of equipment, support services such as remote monitoring, failover recovery of services, shared services, and technical assistance; and WHEREAS, each Party has sufficient equipment and personnel to enable it to provide such assisting Information Systems Services to the other Party; NOW, THEREFORE, subject to the limitations of this AGREEMENT and in order to provide the above assistance between Parties, it is hereby agreed as follows: 1. DURATION OF AGREEMENT: This AGREEMENT becomes effective when it is approved by each City and shall continue in full force and effect for a period of five years and thereafter, year to year, from the effective date of this AGREEMENT or until either Party at any time terminates this AGREEMENT by providing thirty (30) days' written notice to the other Party. Thereafter, this AGREEMENT shall automatically renew for an additional five year term unless either Party gives written notice of intent not to renew no later than ninety (90) days prior to the expiration date of the initial term. 2. PURPOSE ASSISTANCE: The purpose of this AGREEMENT is to permit the Parties to cooperate to their mutual advantage, utilizing services and equipment to provide assistance to the other Party where one of the Parties may need the assistance of another Party. The MEMORANDUM OF UNDERSTANDING - INFORMATION SYSTEMS SERVICES (2016) CITY OF PULLMAN, w ASIDNGTON, AND CITY OF Moscow, IDAHO PAGE l OF3 2.D \ '1-00 2. ---PAGE BREAK--- duty of each Party under this AGREEMENT is wholly discretionary, but each Party agrees that it will provide such assistance to the extent it determines that it has sufficient equipment and personnel to provide such assistance. Both Parties agree that it is not the purpose of this AGREEMENT to provide the normal operations and technical support. Each Party acknowledges that it has no right to demand of the other Party that it provide any specific assistance under any circumstances. 3. MANNER OF FINANCING AND BUDGET: There shall be no joint financing of activities under this AGREEMENT. No compensation shall be due and owing for services rendered and equipment furnished by a Party under this AGREEMENT. Each Party agrees to be responsible for the payment of compensation and benefits, including workers' compensation, for its employees who provide assistance under this AGREEMENT for the other Party. Each Party shall independently budget for expected expenses under this AGREEMENT. 4. REQUEST FOR ASSISTANCE: Any request for assistance under this AGREEMENT by a Party shall be made to the other Party's Information System department head. The request may be oral, which shall be confirmed in writing, and shall specify the time and place and the nature of the requested assistance, the equipment and the personnel requested. 6. RESPONSE TO REQUEST: Only the Information Systems department head of a responding Party may determine whether or not to respond to a request for assistance under this AGREEMENT and may convey that determination orally, which shall subsequently be confirmed in writing. 7. RESPONSIBILITIES OF THE PARTIES: Each Party shall be responsible for ensuring their own network security between other agencies, as deemed necessary by each Party. This requirement extends to protect confidentiality of the other connected party from any others outside this AGREEMENT, to the extent permitted by Idaho and Washington laws. Each Party will also assign a contact person to be available when addressing these issues. 8. LIABILITY: The original employing Party of any personnel who respond pursuant to this AGREEMENT shall have and assume complete liability for all of the acts of its personnel and of the operation of its equipment under this AGREEMENT. 9. MUTUAL HOLD HARMLESS: Each Party to this AGREEMENT agrees to indemnify and hold harmless the other from any injury, damage, or claim suffered by any person or property caused by the Party or its employee while performing under this AGREEMENT arising out of its sole negligence. 10. RETURN OF EQUIPMENT AND PERSONNEL: When the assistance requested is no longer required, the requesting Party shall notify the responding Party of the release of its equipment and personnel and such shall be returned to their normal place of operation. 11. PRE-PLANNING: The departments may, from time to time, mutually establish pre-incident plans which shall indicate the types and locations of potential problem areas where assistance may be needed. This AGREEMENT may be supplemented by lists of types of equipment MEMORANDUM OF UNDERSTANDING- INFORMATION SYSTEMS SERVICES (2016) CITY OF PULLMAN, w ASHINGTON, AND CITY OF Moscow, IDAHO PAGE20F3 ---PAGE BREAK--- and personnel that would be available under certain circumstances. In addition, the Parties may engage in mutual training sessions to ensure the efficient operation of this AGREEMENT. The Parties agree to take such steps as are feasible to standardize the equipment and procedures used to provide assistant under this AGREEMENT. 12. SEVERABILITY: If any part of this AGREEMENT is held unenforceable, the remaining portions of this AGREEMENT will nevertheless remain in full force and effect. 13. PAR TIES: The cities of Moscow, Idaho and Pullman, Washington hereby designate their authorized representatives and their respective successors to act on their behalf with respect to the services and responsibilities under this AGREEMENT. The following designated representatives are authorized to receive notices, transmit information and make decisions regarding Services on behalf of their respective Parties, except as expressly limited herein. PULLMAN City of Pullman, Washington Wayne Brannock, IS Manager 325 SE Paradise Street Pullman, WA 99163 (509} 338-3210 MOSCOW City of Moscow, Idaho Jesse Flowers, IS Director 206 East Third Street Moscow, ID 83843 (208) 883-7121 TNESS WHEREOF, the Parties hereto have set their hand this 9 day of 201{>.7 GTON CITY OF MOSCOW, IDAHO ATTEST: Leann L. Hubbard, Finance Director APPROVED AS TO FORM: MEMORANDUM OF UNDERSTANDING - INFORMATION SYSTEMS SERVICES (2016) CITY OF PULLMAN, w ASIDNGTON, AND CITY OF Moscow, IDAHO PAGE3 OF 3