HomeMy WebLinkAboutResolution 2025-34, SAGE Advocacy Center Vehicle LeaseCity of East Wenatchee, Washington
Resolution No. 2025-34
A Resolution of the City of East Wenatchee authorizing the Mayor to execute a Vehicle Lease Agreement between SAGE Advocacy Center and City of East Wenatchee for the leasing of a vehicle.
1.Alternate Format.a.Para leer este documento en un formato alternativo (español,Braille, leer en voz alta, etc.), comuníquese con laadministradora municipal alalternateformat@eastwenatcheewa.gov, al (509) 884-9515 o al711 (TTY).b.To read this document in an alternate format (Spanish, Braille,read aloud, etc.), please contact the City Clerk atalternateformat@eastwenatcheewa.gov, at (509) 884-9515, or at711 (TTY).
2.Authoritya.RCW 35A.11.020 and RCW 35A.12.190 authorize the CityCouncil to organize and regulate its internal affairs and todefine the powers, functions and duties of its officers andemployees.
THE CITY COUNCIL OF THE CITY OF EAST WENATCHEE DO RESOLVE AS FOLLOWS:
3.Authorization. The City Council authorizes the Mayor to executea vehicle lease Agreement that conforms to the language set forthin Exhibit A.
4. Severability. If a court of competent jurisdiction declares anyprovision in this resolution to be contrary to law, such declarationshall not affect the validity of the other provisions of thisResolution.
5. Effective date. This Resolution becomes effective immediately.
Passed by the City Council of East Wenatchee, at a regular meeting thereof on this 17th day of June, 2025.
CITY OF EAST WENATCHEE, WASHINGTON
By _________________________________ Jerrilea Crawford, Mayor
ATTEST:
___________________________ Anna Laura Leon, City Clerk
Approved as to form only:
___________________________ Bob Siderius, City Attorney
Filed with the City Clerk: Passed by the City Council: Effective Date:
06-09-2025 06-11-2025 06-17-2025
Jerrilea Crawford (Jun 20, 2025 11:39 PDT)
Jerrilea Crawford
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4GR4850-Vehicle Lease SAGE.docx
VEHICLE LEASE
THIS LEASE is entered by and between the City of East Wenatchee (“Lessor”), a
Washington municipal entity, and SAGE Advocacy Center, a Washington non-profit company (“Lessee”).
RECITALS
A.Lessor is the owner of a certain vehicle which is designated for sale as a surplus
vehicle. Lessor desires to have the vehicle available for temporary use when needed, and desires to have
the vehicle maintained and insured for that purpose.
B.Lessee is willing to maintain and ensure the vehicle and have it available for use by
Lessor.
C.Lessee wishes to lease from Lessor and Lessor wishes to provide to Lessee the vehicle
under the terms and conditions of this Agreement.
NOW, THEREFORE, the parties agree as follows:
AGREEMENT
1.Lease and Rental. Lessor hereby leases to Lessee a 2015 Ford Explorer VIN#
1FM5K8AR9FGC67757 with mileage at the time of this lease of 107361, for the monthly rental amount of
Twenty-five and No/100 Dollars ($25.00) (the “Rent Amount”) which shall be due and payable on or before
the 15th day of each month. The Rent Amount shall be prorated to take into consideration the first day of
the term, as described in Paragraph 2 below. This Rent Amount reflects the fair market value of the vehicle
and the value to the East Wenatchee Police Department of having the vehicle used, maintained and insured
at no cost to the East Wenatchee Police Department and available for the East Wenatchee Police
Department's use pursuant to paragraph 3 below.
2.Term. This Agreement shall begin on the day that Lessee receives possession of
the Vehicle and shall continue until such time as a party provides the other party with notice of termination,
which shall occur no sooner than thirty (30) days after receipt of notice of termination.
3.Immediate Return. Lessor shall have the right to immediate return of the vehicle,
and a suspension of this Agreement, in the event a need arises, in Lessor's sole opinion, for use of the
vehicle for City of East Wenatchee Police Department purposes. The Vehicle shall be returned to Lessee,
and this Agreement reinstated, when the city of East Wenatchee Police Department no longer has a need
for the vehicle.
4.Licenses. Lessor shall obtain and maintain, at his sole cost and expense, any and
all licensing and registration of the Vehicle as is required by law. All such licensing and registration shall
show that Lessor is the owner of the Vehicle.
5.Ownership; Condition. The Vehicle is, and shall at all times remain, the sole and
exclusive property of Lessor, and Lessee shall have no right, title, or interest in the Vehicle except as
expressly set forth in this Agreement. Except as otherwise provided herein, Lessee shall take the Vehicle
in its “as-is” condition and Lessor makes no representations or warranties of any kind as to the Vehicle.
Lessor represents and warrants that the Vehicle is in mechanically sound condition. The Vehicle has been
used for a law enforcement patrol activities in the past and has been regularly maintained for that purpose.
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6.Maintenance and Repair. Lessee shall be responsible for all regular maintenance
and repair of the Vehicle, and such repairs and maintenance shall be done in a timely manner. Lessee shall
not be responsible for repairs for conditions that are beyond the control of Lessee. Lessor shall be
responsible for all costs and expenses related to any failure of the Vehicle that renders it unusable, in
Lessor’s sole discretion, for more than five (5) days (a “Large Repair”). A prorated portion of the Rent
Amount shall be abated until the Vehicle can be used by Lessee. Provided, however, that Lessee shall be
responsible for any Large Repairs that result from Lessee's negligent use of the vehicle.
7.Loss and Damage. During the term of this Agreement, Lessee assumes and shall
bear the entire risk of loss, damage to, theft, or destruction of any item of the Vehicle. Lessee agrees to
notify Lessor within a reasonable amount of time (forty-eight (48) hours if possible) of any accident or
event of loss or damage involving the Vehicle where the damages are estimated to be $250 or more. Such
notification shall include any information as may be pertinent to Lessor’s investigation of such accident,
loss, or damage, or which Lessor may reasonably require. In the event of loss or damage to Vehicle of
which the replacement or repair is not dictated by insurance, Lessee shall:
a.At Lessee’s sole cost and expense, repair or restore the Vehicle to good
working condition and order so as to remove the effects of any damage to the Vehicle, normal wear and
tear excluded; or
b.Pay the fair market value of the vehicle as of the time of the damage.
8. Insurance. Lessee, at its sole cost and expense, shall procure and maintain
insurance covering the risk of physical damage to the Vehicle in an amount not less than the cost to replace
the Vehicle. In addition, Lessee shall maintain liability insurance in an amount of not less than $500,000
per person and $1 million per occurrence. All such insurance policies shall name Lessor as an additional
insured.
9.Encumbrances by Lessee. Lessee agrees to keep the Vehicle free and clear of all
levies, liens, and encumbrances, whether voluntary or involuntary, and to notify Lessor in writing within
five (5) days after any such levy, lien, or encumbrance shall attach to any item of the Vehicle or the Vehicle
itself. In the event Lessee shall default in its obligations, Lessor, in addition to exercising any other right it
may have under this Lease Agreement, and at its sole option, may discharge any such levy, lien, or
encumbrance, and Lessee, on demand, shall reimburse Lessor for the full amount of any payment made for
this purpose, plus interest at the rate of six percent (6%) per annum, unless otherwise prohibited by law.
10. Indemnity. Lessee agrees to defend, at its sole cost and expense, and to indemnify
and hold harmless, Lessor, its agents and employees, from and against any and all loss, claims, actions,
suits, damages (including attorneys’ fees), however caused, resulting directly or indirectly from or
pertaining to the possession, use, lease, or operation of the Vehicle, including, without limitation, such loss,
claims, costs, expenses, damages, or liabilities arising from the death or injury of any agent or employee of
Lessor or Lessee, or any third person, or damage to the property of Lessor or Lessee, their agents or
employees, or any third person, which shall include, without limitation, any damage caused by the
negligence of Lessee or its agents, employees, officers, directors, or owners. Lessee shall give Lessor
prompt written notice of any matter indemnified against and agrees that, on written notice by Lessor of the
assertion of such a loss, claim, action, damage, or liability, Lessee shall assume full responsibility for the
defense of the action. Lessor, at its option, may participate in such defense and Lessor shall bear the cost
on a pro-rata basis. This Paragraph shall survive termination of the Agreement.
11.Notifications. Any notifications required under this agreement may be delivered
to the following:
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To Lessee: Bethany Alhaidari
bethanya@findsafety.org
Or such other email or contact as provided by Lessee.
To Lessor: Chief Rick Johnson
RJohnson@eastwenatcheewa.gov
With a copy sent to: Jillian Simmons
JSimmons@eastwenatcheewa.gov
12. Governing Law; Venue. This Agreement shall be governed by and construed in
accordance with the laws of the state of Washington. Venue for any action or proceeding arising from this
Agreement shall be in Chelan County, Washington. The parties irrevocably and completely waive any
right or ability each may have at any time to file or bring any action in any federal court, which shall have
no jurisdiction to hear any case, claim, matter or argument made in connection with this Agreement.
13. Entire Agreement. This Agreement and the documents executed in connection
herewith reflect the entire understanding of the parties with respect to their subject matter and supersede all
other prior written or oral agreements. All the provisions of this Agreement shall be binding on the
successors, heirs, administrators and assigns of the parties hereto.
14. Severability. The parties again acknowledge that the Washington cannabis laws
are subject to frequent changes. If any provision of this Agreement or any of the documents attached or
referred to herein is held to be illegal, invalid, otherwise unenforceable for any reason, such legality,
invalidity or unenforceability shall not affect any of the other terms or provisions of this Agreement or the
other Agreements executed in connection herewith and all such documents shall be construed and enforced
to the fullest extent possible so as to accomplish the original intent of the parties as reflected by the
documents as drafted. The parties waive the defense of illegality against enforcement of this Lease
Agreement and/or any provision hereof due to the fact that the subject matter involves cannabis and/or its
status under federal law.
15. Dispute Resolution. The parties agree to attempt to resolve any disputes relating to
this Agreement by negotiation and/or with a mutually agreed-upon mediator. However, if after thirty (30)
days these attempts are unsuccessful, upon demand by either party, any dispute, claim, or controversy arising
out of or relating to this Agreement or the breach, termination, enforcement, interpretation, legality, issues of
public policy or validity thereof, including the determination of the scope of applicability of this Agreement
to arbitrate, between the parties shall be referred for binding arbitration in accordance with the Washington
Uniform Arbitration Act (RCW 7.04A et seq.) to be held in Wenatchee, Washington. The parties submit and
consent to the exclusive jurisdiction of the Washington State Superior Court of Chelan County to compel
arbitration, to confirm an arbitration award, or order or to handle other court functions exclusively in
accordance with the Washington Uniform Arbitration Act (RCW 7.04A et seq.). There shall be one arbitrator,
whose decision shall be final and binding, and judgment may be entered thereon. The arbitrator shall be
selected by agreement of the parties, but if the parties cannot agree on an arbitrator within seven (7) days, the
arbitrator shall be selected by the Superior Court for the County of Chelan. The arbitrator is authorized to
restrict and/or limit discovery in the arbitrator’s discretion, to that discovery reasonable under the
circumstances considering the complexity of the matter and the amount in controversy.
16. No joint venture. This agreement shall not establish any form of partnership, joint
venture or common ownership of the Vehicle. Lessee’s use of the Vehicle under this Agreement is as a
lessee and not under any form of joint operating agreement with the Lessor.
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16. Amendment. Any term of this Agreement may only be amended by the written
agreement of Lessor and Lessee.
17. Waiver of Breach. The waiver, by a party of a breach of any provision of this
Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach. No
waiver shall be valid unless in writing and signed by the party to be bound.
18. Counterparts. This Agreement may be signed in counterparts, each of which shall
be deemed an original and all of which together shall constitute one and the same instrument. Copies of
signatures delivered by facsimile, e-mail PDF or similar electronic format shall be accepted and enforceable
as originals.
19. Joint Representation. This Agreement was drafted by Jeffers, Danielson, Sonn &
Aylward, P.S., a Washington professional Services Corporation (“JDSA Law”) on behalf of the parties,
who have asked JDSA Law to jointly represent them. JDSA Law has discussed with the parties the potential
risks and consequences of joint representation and the parties hereby waive any conflict and request and
agree to joint representation.
“LESSOR”
CITY OF EAST WENATCHEE
A Washington Municipal Entity
By
Jerrilea Crawford, Mayor
Date
“LESSEE”
SAGE Advocacy Center
A Washington Nonprofit Company
By
Bethany Alhaidari, Executive Director
Date
RRS signed Resolution 2025-34, SAGE
Advocacy Center (1)
Final Audit Report 2025-06-20
Created:2025-06-18
By:City Clerk (cityclerk@eastwenatcheewa.gov)
Status:Signed
Transaction ID:CBJCHBCAABAAyBfaaT9QrlKYzcscZDA3kmWWfOgBL0ZU
"RRS signed Resolution 2025-34, SAGE Advocacy Center (1)"
History
Document created by City Clerk (cityclerk@eastwenatcheewa.gov)
2025-06-18 - 8:19:06 PM GMT
Document emailed to Jerrilea Crawford (jcrawford@eastwenatcheewa.gov) for signature
2025-06-18 - 8:19:10 PM GMT
Email viewed by Jerrilea Crawford (jcrawford@eastwenatcheewa.gov)
2025-06-18 - 11:55:11 PM GMT
Document e-signed by Jerrilea Crawford (jcrawford@eastwenatcheewa.gov)
Signature Date: 2025-06-20 - 6:39:01 PM GMT - Time Source: server
Agreement completed.
2025-06-20 - 6:39:01 PM GMT