Regular Meeting Agenda 03/04/25

Steve Rader, Commissioner District 1

Steven L. Ferrell, Commissioner District 2

Richard R. Dahl, Commissioner District 3

Kelly Grayson, Clerk of the Board

Regular Public Meeting

March 4 , 202 5 , 9:00 a.m.

Board Meeting Convenes at 9:00 a.m.

 Invocation by Invitation

 Pledge of Allegiance

 Minutes of February 24-26, 2025

 Consent Agenda of March 4, 2025

 Motion Items

 Public Comments

Citizen Participation may be anonymous. See RCW 42.30.040

Consent Agenda

Call for Hearings

1. Call for Public Hearing for proposed amendments to the Short Subdivision ordinance under 18.34 of County Code scheduled for March 25, 2025, at 9:30 a.m. (14044)

Agreements/Contracts/Bid Awards

2. Second Amendment to the Interlocal Agreement Regarding Design, Development, Financing, Construction and Operation of the Regional Conference and Special Events Center with the Cowlitz Public Facilities District. (14054)

Board Correspondence

3. Letters/Notices

a. Letter dated 3/4/2025 to Rex Ogden reappointing him to the Mosquito Control District representing District 3. This is a 2-year term that expires on February 28, 2027. (14048)

b. Letter dated 3/4/2025 to Jacob Nichols appointing him to the Rodeo Board. This is a 4-year term that expires October 31, 2028. (14049)

Regular Public Meeting

March 4, 2025, 9:00 a.m.

c. Letter dated 3/4/2025 to John Brugman reappointing him to the Solid Waste Advisory Committee representing Citizens. This is a 2-year term that expires March 31, 2027. (14050)

d. Letter dated 3/4/2025 to Sesiley Hector thanking her for her application to the Fair and Rodeo Board. The position has been filled. (14051)

e. Letter dated 2/13/2025 to Corey Balkan appointing him to the Workforce Southwest Washington representing the Private Sector, Cowlitz County. This is a 3-year term that expires December 31, 2027. (14053)

f. Federal Energy Regulatory Commission (FERC) Notice dated 2/20/2025 regarding the Supporting Technical Information Document (STID) Update, Merwin Project. (14055)

Vouchers

The following vouchers/warrants are approved for payment:

Regular Public Meeting

March 4, 2025, 9:00 a.m.

Motion Items

Information Technology

4. Granicus End User License Agreement for Public Records Intake, Document Collection, Responses, and Tracking from December 7, 2024, until December 6, 2025, and adding 3 additional Redaction Licenses. The total cost is $29,141.75. (14043)

Updates

Chairman Updates

Upcoming Events:

 Wednesday, March 19th @ 2:30 p.m. – District Court Billing Rates

 Wednesday, April 2nd @ 2:30 p.m. – Rural Public Facilities Applications

 Wednesday, April 16th @ 2:30 p.m. – Rural Public Facilities Presentations

 Wednesday, April 23rd @ 2:30 p.m. – Department of Fish & Wildlife

 Wednesday, April 30th @ 2:30 p.m. – Department of Ecology

Citizen Comments – Citizen participation may be anonymous. See RCW 42.30.040

RCW 42.30.040 - Conditions of attendance not to be required. A member of the public shall not be required, as a condition to attendance at a meeting of a governing body, to register his or her name and other information, to complete a questionnaire, or otherwise to fulfill any condition precedent to his or her attendance. People may remain anonymous when logging on to Zoom by creating any name and email of their choosing. In a meeting, public comment will be received, either or both, orally (raise hand in Zoom or use *9 on phone) and by writing. Note: Written comments may be sent to the Board at any time. For oral presentations, the Board may set a time for comments and speakers.

All matters listed with the Consent Agenda were previously distributed to each Board Member for reading and study, were available for public viewing, are considered items of regular County business, and will be approved, without separate discussion, by one motion of the Board of County Commissioners. An item may be removed from the Consent Agenda and placed on the Regular Agenda for separate discussion and voting at the request of any Board Member.

The Board of Commissioners may add and take action on other items not listed on this Agenda.

 Agenda Online Address: https://www.co.cowlitz.wa.us/535/Agendas Regular-Public-Meetings

 ZOOM Invitation Address (for all meeting days):

o https://us06web.zoom.us/j/82019613917

 KLTV Live Feed Address: http://www.kltv.org

Meeting Date: 03/04/2025

CALL FOR PUBLIC HEARING- Proposed Amendments to Short Subdivision Ordiance CCC 18.34

Submitted For: Adam Trimble

Submitted By: Adam Trimble Department:

Building & Planning

Subject and Summary Statement

Information

Attached is a Call for Public Hearing Resolution and Legal Notice for March 25, 2025, for proposed amendments to the Short Subdivision ordinance under 18.34 of County Code. The Planning Commission considered the proposed amendments at the February 19, 2025 regular meeting during a public hearing and voted unanimously to recommend the Board of County Commissioners adopt the proposed amendments. The staff report and proposed amendments are available for review online at: https://www.co.cowlitz.wa.us/DocumentCenter/Index/5035 and will be included in the agenda of the public hearing item.

Will Staff Attend - NAME OF STAFF

Adam Trimble, Planning Manager

Department Recommendation

It is the recommendation of the Department of Building and Planning that the Board adopt said resolution, set the date and time of the hearing for March 25, 2025 and publish the Notice of Hearing in the usual manner.

Attachments

Legal Notice  Resolution

Form Review

Inbox Reviewed By Date Traci Jackson Traci Jackson

Form Started By: Adam Trimble

02/25/2025 06:53 AM

Started On: 02/24/2025 12:13 PM

Please publish legal notice of public hearing as shown below.

NOTICE OF PUBLIC HEARING

NOTICE IS HEREBY GIVEN that a public hearing will be held on 3/25/25, at 9:30 a.m. in the Commissioners' Hearing Room, County Admin Bldg, Kelso, WA to consider Amendments to Chapter 18.34 Short Subdivision of County Code; and amending content and code references therein to reflect this adoption and recodification.

The Clerk of the Board will accept written testimony concerning the proposed Land Use Ordinance update until 3/13/25 at 4:30 p.m.

The Cowlitz County Administration Building is accessible for persons with disabilities Details on the type of meeting will be posted on the BOCC website: https://www.co.cowlitz.wa.us/166/Board-of-Commissioners.

BOARD OF COUNTY COMMISSIONERS

OF COWLITZ COUNTY, WASHINGTON

Published: _________

PUBLICATION REQUIREMENT: To be published in one (1) issue

BILLING INFORMATION:

1) AFFIDAVITS TO: Cowlitz County Commissioners ATTN: Clerk of the Board 207 Fourth Avenue North, Room 305 Kelso, WA 98626

2) BILL TO: Cowlitz County Building and Planning Department Attn: Meghan Stump 207 4th Ave N Kelso, WA. 98626

BEFORE THE BOARD OF COMMISSIONERS OF COWLITZ COUNTY, STATE OF WASHINGTON

A Resolution in the Matter of Setting a Public Hearing

X

X to consider amendments to Section 18.34 Short Subdi-

X vision; and amending Content and code references

X therein to reflect this adoption and recodification

IT IS HEREBY RESOLVED by the Board of Commissioners of Cowlitz County, Washington, in a meeting assembled in the Administration Building of said county, that a hearing be held on the 25th day of March 2025, at the hour of 9:30 a.m. to consider adopting amendments to Chapter 18.34, Short Subdivision of Cowlitz County Code; and amending content and code references therein to reflect this adoption and recodification.

IT IS FURTHER RESOLVED, that the Clerk of said Board forthwith give at least ten (10) days’ notice of said hearing as required by law.

DATED THIS 4th day of March 2025.

BOARD OF COUNTY COMMISSIONERS OF COWLITZ COUNTY, WASHINGTON

Richard R. Dahl, Chairman

Steven L. Ferrell, Commissioner

Steve Rader, Commissioner

ATTEST:

Clerk of the Board

BOCC Agenda

Meeting Date: 03/04/2025

Second Amendment to Interlocal Agreement Regarding the Design, Development, Financing, Construction and Operation of the Regional Conference and Special Events Center between CCPFD and Cowlitz County

Submitted For: Kathy Funk-Baxter

Department: Office of Financial Management

Subject and Summary Statement

Submitted By: Kathy Funk-Baxter

Information

The Interlocal agreement between the Cowlitz County Public Facilities District (PFD) and Cowlitz County requires an amendment for a refunding bond  that will be issued to replace the Limited Tax Obligation Refunding Bonds, 2012B ('the 2012B Bonds").  The refunding was approved by the Commissioners on January 31, 2025 by resolution.  The refunding bond will modify the debt service requirements and other terms of the 2012B Bonds to allow the PFD to effect debt service savings and  to collect the sales and use tax of .033% imposed by the PFD pursuant to RCW 82.14.390 for additional years.

Will Staff Attend - NAME OF STAFF

Kathy Funk-Baxter, Finance Director

Department Recommendation

Staff recommend the approval of the Second Amendment to the Interlocal Agreement Regarding Design, Development, Financing, Construction and Operation of the Regional Conference and Special Events Center Between the Cowlitz Public Facilities District and Cowlitz County.

Attachments

Interlocal agreement

First Amendment interlocal agreement  2nd Amendment to Interlocal Agreement  Resolution approval of Refunding 2012B Bond

Form Review

Form Started By: Kathy Funk-Baxter

Started On: 02/25/2025 02:42 PM

BEFORE THE BOARD OF COUNTY COMMISSIONERS COWLITZ COUNTY, WASHINGTON

A RESOLUTION of the Board of County Commissioners of Cowlitz County, Washington, relating to contracting indebtedness; providing for the issuance, sale, and delivery of a limited tax general obligation refunding bond of the County to provide funds to pay the cost of refunding certain outstanding limited tax general obligation refunding bonds of the County and the costs of issuing the bond; fixing or setting parameters with respect to certain terms of the bond; appointing the County’s designated representative to approve the final terms of the sale of the bond; providing for the call, payment, and redemption of the outstanding bonds to be refunded; providing for the delivery of the bond to the purchaser identified by the designated representative; authorizing a related amendment to the interlocal agreement with the Cowlitz County Public Facilities District; and providing for other related matters.

WHEREAS,

RESOLUTION NO. _____

1.Effective June 17, 2003, Cowlitz County, Washington (the “County”), and the Cowlitz County Public Facilities District (the “PFD”) entered into an interlocal agreement (as amended by the First Amendment thereto dated November 26, 2024, the “Interlocal Agreement”) for the acquisition, construction, and equipping of the regional center currently known as the Cowlitz County Event Center (the “Regional Center Project”).

2.Pursuant to Resolution No. 03086, adopted by the Board of County Commissioners of the County (the “Board”) on June 23, 2003, the County issued its Limited Tax General Obligation Improvement and Refunding Bonds, 2003 (the “2003 Bonds”), in part, for the purpose of paying a portion of the cost of the Regional Center Project.

3.Pursuant to the Interlocal Agreement, the PFD is obligated to make certain payments to the County to be used to pay principal of and interest on general obligation bonds issued by the County allocated to the Regional Center Project, from proceeds of the sales and use

No. _____

tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 and the voter-approved lodging tax imposed by the PFD pursuant to RCW 36.100.040.

4.Pursuant to Resolution No. 12048 adopted by the Board on April 3, 2012 (the “Refunded Bond Resolution”), the County issued its $4,880,000 aggregate principal amount of Limited Tax General Obligation Refunding Bonds, 2012B (the “2012B Bonds”), for the purpose of advance refunding a portion of the then-outstanding 2003 Bonds.

5.By the Refunded Bond Resolution, the County reserved the right to redeem the 2012B Bonds maturing on or after April 1, 2023, prior to their stated maturity dates at any time on or after October 1, 2022, at par plus accrued interest to the date fixed for redemption.

6.There is currently outstanding $1,170,000 aggregate principal amount of 2012B Bonds maturing on April 1 in the years 2025 through 2027, inclusive, and bearing interest at the rate of 4.00% per annum.

7.At the time of issuance of the 2003 Bonds and the 2012B Bonds, the sales and use tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 and pledged by the County to the payment of the principal of and interest on the 2003 Bonds and the 2012B Bonds was to expire when the bonds issued for the construction of the Regional Center Project are retired, but not more than 25 years after the tax was first collected. In 2017, the State Legislature amended RCW 82.14.390 to provide that the sales and use tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 expires when bonds issued to finance or refinance the construction, improvement, rehabilitation, or expansion of the Regional Center Project are retired, but not more than 40 years after the tax was first collected.

8.Pursuant to chapter 39.53 RCW, the County is authorized to issue refunding bonds when necessary or in the best interest of the County to modify debt service requirements or other terms of the bonds to be refunded.

9.The PFD has determined that it is necessary and in the best interest of the PFD to modify debt service requirements and other terms of the 2012B Bonds to allow the PFD to

collect the sales and use tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 for additional years.

10.The PFD has requested the Board to find that it is necessary and in the best interest of the County to modify debt service requirements and other terms of the 2012B Bonds and to authorize and direct the refunding of the 2012B Bonds for the purpose of allowing the PFD to collect the sales and use tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 for additional years.

11.The assessed valuation of the taxable property within the County as ascertained by the last preceding assessment for collection in calendar year 2024 is $19,061,401,147, and the timber assessed value is $840,716,225. The maximum amount of indebtedness authorized by this resolution, specified in Exhibit A, is within the amount permitted to be issued by the County without voter approval, namely, 1.50% of the combined value of the taxable property and timber assessed value in the County, or $298,531,760.

12.RCW 39.46.040 provides that a resolution authorizing the issuance of bonds may authorize an officer or employee of the County to serve as the County’s designated representative (the “Designated Representative”) and to accept, on behalf of the County, an offer to purchase the bonds so long as the acceptance of such offer is consistent with terms established by a resolution that establishes the following terms for the bonds (or parameters with respect thereto): the amount, date, denominations and designations, interest rates, payment dates, final maturity, redemption rights, price, and any other terms and conditions deemed appropriate by the Board.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF COWLITZ COUNTY, as follows:

Section 1 . Definitions. As used in this resolution, the following words shall have the following meanings:

“2012B Bonds” means the Limited Tax General Obligation Refunding Bonds, 2012B, authorized by the Refunded Bond Resolution in the original principal amount of $4,880,000.

“Acquired Obligations” means the Government Obligations purchased to accomplish the refunding of the Refunded Bonds as authorized by this resolution and in accordance with the Refunded Bond Resolution.

“Board” means the Board of County Commissioners of the County.

“Bond” means the Limited Tax General Obligation Refunding Bond, 2025, authorized to be issued by this resolution.

“Bond Counsel” means the firm of Foster Garvey PC, its successor, or any other attorney or firm of attorneys selected by the County with a nationally recognized standing as bond counsel in the field of municipal finance.

“Bond Fund” means the debt service fund of the County authorized to be created by this resolution.

“Bond Purchase Contract” means an offer to purchase the Bond.

“Bond Register” means the books or records maintained by the Registrar for the purpose of identifying ownership of the Bond.

“Code” means the United States Internal Revenue Code of 1986, as amended, and applicable rules and regulations promulgated thereunder.

“County” means Cowlitz County, Washington.

“Designated Representative” means the officer of the County appointed in Section 4 of this resolution to serve as the County’s designated representative in accordance with RCW 39.46.040 for purposes of accepting, on behalf of the County, an offer to purchase the Bond on terms consistent with this resolution and the parameters set forth herein.

“Final Terms” means the terms and conditions for the sale of the Bond, including the amount, date, denomination, interest rate or rates (or mechanism for determining interest rate or rates), payment dates, final maturity, prepayment rights, price, and other terms or covenants.

“Fiscal Agent” means the fiscal agent of the State, as the same may be designated by the State Finance Committee from time to time.

“Government Obligations” means direct, noncallable obligations of the United States of America or obligations the payment of principal of and interest on which are unconditionally guaranteed by, the United States of America.

“Issue Date” means the date of initial issuance and delivery of the Bond to the Purchaser in exchange for the purchase price of the Bond.

“Interlocal Agreement” means the agreement between the County and the PFD dated June 17, 2003, relating to the Regional Center Project, as amended by the First Amendment thereto dated November 26, 2024.

“PFD” means the Cowlitz County Public Facilities District, Cowlitz County, Washington.

“PFD Debt Service Payments” means the proceeds of PFD Taxes necessary for the payment of debt service on general obligations of the County issued to finance the Regional Center Project, which proceeds the PFD has agreed to transfer to the County under the Interlocal Agreement.

“PFD Taxes” means, together, the sales and use tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 and the voter-approved lodging tax imposed by the PFD pursuant to RCW 36.100.040.

“Purchaser” means the financial institution specified by the Designated Representative to purchase the Bond.

“Redemption Date” means the date specified by the Designated Representative for the redemption of the Refunded Bonds.

“Refunded Bond Resolution” means Resolution No. 12048, adopted by the Board on April 3, 2012.

“Refunded Bonds” means the Refunding Candidates specified by the Designated Representative to be refunded with the proceeds of the Bond.

“Refunding Candidates” means the 2012B Bonds outstanding in the principal amount of $1,170,000 that mature in the years 2025 through 2027, inclusive.

No. _____

“Refunding Plan” means the following:

(i)the deposit with the registrar for the Refunded Bonds of an amount of proceeds of the Bond sufficient (together with other money of the County, if necessary) to call, pay, and redeem the Refunded Bonds on the Redemption Date at a price of par plus accrued interest; and

(iii)the payment of the costs of issuing the Bond and the costs of carrying out the foregoing elements of the Refunding Plan.

“Regional Center Project” means the regional center of the PFD (within the meaning of RCW 35.57.020), which regional center is currently known as the Cowlitz County Event Center.

“Registered Owner” means the person in whose name the Bond is registered on the Bond Register.

“Registrar” means the Fiscal Agent or any other bond registrar specified by the Designated Representative for the Bond.

“Registration Resolution” means Resolution No. 87-030 establishing a system of registration for the County’s bonds and other obligations.

“State” means the State of Washington.

“Treasurer” means the Treasurer of the County.

Section 2 . Findings. The Board finds and determines that the issuance, sale, and delivery of the Bond and carrying out the Refunding Plan approved by the Designated Representative in accordance with this resolution to modify debt service requirements or other terms of the Refunded Bonds is necessary and in the best interest of the County.

The Board further finds and determines that the Refunding Plan approved by the Designated Representative in accordance with this resolution will discharge and satisfy the obligations of the County under the Refunded Bond Resolution with respect to the Refunded Bonds, and the pledges, charges, trusts, covenants, and agreements of the County therein made or provided for as to the Refunded Bonds, and that the Refunded Bonds shall no longer be

deemed to be outstanding under the Refunded Bond Resolution immediately upon the deposit with the registrar for the Refunded Bonds of the money specified in the Refunding Plan.

Section 3 . Authorization of Bond. The County is authorized to borrow money on the credit of the County and issue its limited tax general obligation refunding bond evidencing that indebtedness in the aggregate principal amount necessary to carry out the Refunding Plan.

Section 4 . Description of Bond; Appointment of Designated Representative. The Treasurer is appointed as the County’s Designated Representative and is authorized and directed to conduct the sale of the Bond in the manner and upon the terms deemed most advantageous to the County, and to approve the Final Terms, with such additional terms and covenants as the Designated Representative deems advisable, within the parameters set forth in Exhibit A, which is attached to this resolution and incorporated by this reference. The Board finds that the foregoing appointment of the Designated Representative is consistent with the approved debt policy of the County adopted in accordance with RCW 36.48.070.

Section 5 . Registrar; Registration and Transfer of Bond.

(a) Registration of Bond. The Bond shall be issued only in registered form as to both principal and interest and shall be recorded on the Bond Register.

(b) Registrar. The Fiscal Agent is appointed as initial Registrar for the Bond. The Registrar shall keep, or cause to be kept, sufficient books for the registration and transfer of the Bond, which shall be open to inspection by the County at all times. The Registrar is authorized, on behalf of the County, to authenticate and deliver the Bond when transferred or exchanged in accordance with the provisions of the Bond and this resolution, to serve as the County’s paying agent for the Bond, and to carry out all of the Registrar’s powers and duties under this resolution and the Registration Resolution (as they pertain to the Bond). The Registrar shall be responsible for its representations contained in the Registrar’s Certificate of Authentication on the Bond. The Registrar may become the Registered Owner with the same rights it would have if it were not the Registrar.

The Bond, when surrendered to the Registrar, may be exchanged for another Bond in the same principal amount, maturity, and interest rate. The Bond may be transferred only in whole and only if endorsed in the manner provided thereon and surrendered to the Registrar, accompanied by a letter of representation in the form attached thereto. Any exchange or transfer shall be without cost to the Registered Owner or transferee.

Section 6 . Form and Execution of Bond. The Bond shall be prepared in a form consistent with the provisions of this resolution and State law and shall be signed by the Chair and Clerk of the Board, either or both of whose signatures may be manual or in facsimile, and the seal of the County or a facsimile reproduction thereof shall be impressed or printed thereon. If any officer whose manual or facsimile signature appears on the Bond ceases to be an officer of the County authorized to sign bonds before the Bond bearing the manual or facsimile signature of the officer is authenticated or delivered by the Registrar or issued or delivered by the County, the Bond nevertheless may be authenticated, issued, and delivered and, when authenticated, issued, and delivered, shall be as binding on the County as though that person had continued to be an officer of the County authorized to sign bonds. The Bond also may be signed on behalf of the County by any person who, on the actual date of signing of the Bond, is an officer of the County authorized to sign bonds, although the person did not hold the required office on the Issue Date.

Only if the Bond bears a Certificate of Authentication in the following form, manually signed by the Registrar, shall the Bond be valid or obligatory for any purpose or entitled to the benefits of this resolution: “Certificate of Authentication. This Bond is the fully registered Cowlitz County, Washington, Limited Tax General Obligation Refunding Bond, 2025, described in Resolution No. _____.” The authorized signing of a Certificate of Authentication shall be conclusive evidence that the Bond so authenticated has been duly executed, authenticated, and delivered and is entitled to the benefits of this resolution.

Section 7 . Payment of Bond. Principal of and interest on the Bond shall be payable in lawful money of the United States of America. Principal of and interest on the Bond

No. _____

are payable by electronic transfer on the payment date to the Registered Owner. The final principal installment of the Bond is payable only upon presentation and surrender of the Bond by the Registered Owner to the Registrar.

Section 8 . Prepayment of Bond. The Bond shall be subject to prepayment at the option of the County on terms specified by the Designated Representative, as set forth in the Bond Purchase Contract, consistent with the parameters set forth in Exhibit A.

Section 9 . Failure to Pay Bond. Except as otherwise provided in the Bond Purchase Contract, if any principal installment of the Bond is not paid when due, the County shall be obligated to pay interest on the principal installment at the same rate provided in the Bond from and after its due date until the principal installment, together with interest thereon, is paid in full. The Bond is not subject to acceleration under any circumstances.

Section 10 . Pledge of Taxes and Revenues.

(a) General Obligation. The Bond constitutes a general indebtedness of the County.

(b) Property Taxes. For as long as the Bond is outstanding, the County irrevocably pledges that it shall, in the manner provided by law within the constitutional and statutory limitations provided by law without the assent of the voters, include in its annual property tax levy amounts sufficient, together with other money that is lawfully available, to pay principal of and interest on the Bond as the same become due. The full faith, credit, and resources of the County are pledged irrevocably for the prompt payment of the principal of and interest on the Bond and such pledge shall be enforceable in mandamus against the County.

(c) Debt Service Payments. The County irrevocably pledges to the payment of the principal of and interest on the Bond the PFD Debt Service Payments received by the County.

(d) Limited Liability. The Bond does not constitute a debt or obligation of the State or any political subdivision of the State other than the County.

Section 11 . Bond Fund. The Bond Fund is authorized to be created and established as a special fund in the office of the Treasurer for the purpose of paying principal of and interest on the Bond. All property taxes collected for and allocated to the payment of the

principal of and interest on the Bond shall be deposited in the Bond Fund or as otherwise specified by the Treasurer. All PFD Debt Service Payments received by the County shall be deposited in the Bond Fund (or in an appropriate account within the Bond Fund) and used solely for payment of principal of and interest on the Bond.

Section 12 . Federal Income Tax Matters.

(a) Preservation of Tax Exemption for Interest on Bond. The County covenants that it will take all actions necessary to prevent interest on the Bond from being included in gross income for federal income tax purposes, and it will neither take any action nor make or permit any use of proceeds of the Bond or other funds of the County treated as proceeds of the Bond at any time during the term of the Bond that will cause interest on the Bond to be included in gross income for federal income tax purposes. The County also covenants that it will, to the extent the arbitrage rebate requirement of section 148 of the Code is applicable to the Bond, take all actions necessary to comply (or to be treated as having complied) with that requirement in connection with the Bond, including the calculation and payment of any penalties that the County has elected to pay as an alternative to calculating rebatable arbitrage, and the payment of any other penalties if required under section 148 of the Code to prevent interest on the Bond from being included in gross income for federal income tax purposes.

(b) Designation of Bond as “Qualified Tax-Exempt Obligation.” The Designated Representative may designate the Bond as a “qualified tax-exempt obligation” for the purposes of section 265(b)(3) of the Code, if the following conditions are satisfied: (a) the Bond is not a “private activity bond” within the meaning of section 141 of the Code; (b) the reasonably anticipated amount of tax-exempt obligations (other than private activity bonds and other obligations not required to be included in such calculation) that the County and any entity subordinate to the County (including any entity that the County controls, that derives its authority to issue tax-exempt obligations from the County, or that issues tax-exempt obligations on behalf of the County) will issue during the calendar year in which the Bond is issued will not exceed $10,000,000; and (c) the amount of tax-exempt obligations, including the Bond,

designated by the County as “qualified tax-exempt obligations” for the purposes of section 265(b)(3) of the Code during the calendar year in which the Bond is issued does not exceed $10,000,000.

(c) Written Policies and Procedures Authorized. The County hereby authorizes and directs the Treasurer or other proper County officials to establish written policies and procedures to (i) ensure that any portion of the Bond that becomes nonqualified is remediated in accordance with the requirements under Treasury Regulations section 1.14112 and (ii) monitor the requirements of section 148 of the Code with respect to the Bond.

Section 13 . Refunding Plan.

(a) Designation of Refunded Bonds. The Designated Representative is authorized to specify the Refunding Candidates to be refunded by the Bond. The Designated Representative may specify fewer than all of the Refunding Candidates as Refunded Bonds.

(b) Use of Bond Proceeds. On the Issue Date, the proceeds from the sale of the Bond shall be deposited upon the receipt thereof with the registrar for the Refunded Bonds and used to discharge the obligations of the County relating to the Refunded Bonds under the Refunded Bond Resolution by carrying out the Refunding Plan.

(c) Call for Redemption of the Refunded Bonds. The County calls the Refunded Bonds for redemption on the Redemption Date at the price of par plus accrued interest. Such call for redemption shall become irrevocable upon delivery of the Bond to the Purchaser. The Treasurer is authorized and directed to give or cause to be given such notices as required, at the times and in the manner required, pursuant to the Refunded Bond Resolution in order to effect the redemption of the Refunded Bonds on the Redemption Date.

Section 14 . Sale of Bond. The County authorizes the sale of the Bond to the Purchaser. The Bond Purchase Contract shall set forth the Final Terms. The Designated Representative is authorized to execute and deliver the Bond Purchase Contract on behalf of the County, so long as the terms provided therein are consistent with the terms of this resolution. In accepting the Final Terms, the Designated Representative shall take into account the factors that,

in the judgment of the Designated Representative, may be expected to result in the lowest true interest cost to the County. The Bond will be prepared at County expense and will be delivered to the Purchaser in accordance with the Bond Purchase Contract, together with the approving legal opinion of Bond Counsel regarding the Bond. The proper County officials are authorized and directed to do everything necessary for the prompt delivery of the Bond to the Purchaser and for the proper application and use of the proceeds of the sale thereof.

Section 15 . Amendment of Interlocal Agreement. The Chair of the Board is authorized and directed to execute and deliver an amendment to the Interlocal Agreement in substantially the form attached to this resolution as Exhibit B to reflect the obligation of the PFD to make PFD Debt Service Payments with respect to the Bond.

Section 16 . General Authorization and Ratification. The Chair of the Board, the Clerk of the Board, the Treasurer, the Finance Director, and each other appropriate officer of the County are each individually authorized and directed to take any actions and to execute any documents as in their judgment may be necessary or desirable to carry out the terms of, and complete the transactions contemplated by, this resolution and the Bond Purchase Contract (including everything necessary for the prompt delivery of the Bond to the Purchaser and for the proper application, use, and investment of the proceeds of the sale thereof), and all actions heretofore taken in furtherance thereof and not inconsistent with the terms of this resolution are ratified and confirmed in all respects.

Section 17 . Severability. If any one or more of the covenants or agreements provided in this resolution to be performed on the part of the County shall be declared by any court of competent jurisdiction to be contrary to law, then each such covenant or agreement shall be null and void and shall be deemed separable from the remaining covenants and agreements in this resolution and shall in no way affect the validity of the other provisions of this resolution or of the Bond.

Section 18 . Effective Date. This resolution shall take effect and be in full force from and after its adoption.

ADOPTED by the Board of County Commissioners of Cowlitz County, Washington, at a regular open public meeting thereof this 21st day of January, 2025.

Richard R. Dahl, Chairman

Steve Rader, Commissioner District 1

ATTEST:

Kelly Grayson, Clerk of the Board

APPROVED AS TO FORM:

Marc Greenough, Foster Garvey PC

Steve L. Ferrell, Commissioner District 2

EXHIBIT A

PARAMETERS FOR FINAL TERMS

(a) Principal Amount.

(b) Date.

The aggregate principal amount of the Bond shall not exceed the amount specified by the Designated Representative as necessary to carry out the Refunding Plan.

The Bond shall be dated the Issue Date, which date may not be later than one year after the effective date of this resolution.

(c) Denominations, Name. The bond shall be issued in the denomination of its principal amount and shall be numbered in the manner and shall bear any name and additional designation as deemed necessary or appropriate by the Designated Representative.

(d) Interest Rates.

(e) Payment Dates.

(f) Final Maturity.

The Bond shall bear interest at one or more fixed rates per annum (computed, unless otherwise specified in the Bond Purchase Contract, on the basis of a 360day year of twelve 30day months) from the Issue Date or from the most recent date for which interest has been paid or duly provided for, whichever is later. No rate of interest for the Bond (other than interest borne by the Bond while an event of default has occurred and is continuing) may exceed 6.00%, and the true interest cost to the County for the Bond may not exceed 6.00%.

Interest shall be payable at fixed rates on dates specified by the Designated Representative, commencing no later than one year following the Issue Date. Principal payments shall commence on a date specified by the Designated Representative and shall be payable at maturity or in mandatory prepayment installments annually thereafter, on dates specified by the Designated Representative.

The Bond shall mature no later than April 1, 2042.

(g) Prepayment Rights.

(h) Price.

(1) Optional Prepayment. Any principal installment of the Bond may be designated as being (A) subject to prepayment at the option of the County prior to scheduled payment date on the dates and at the prices set forth in the Bond Purchase Contract; or (B) not subject to prepayment at the option of the County prior to its scheduled payment date. If the principal installment of the Bond is subject to optional prepayment prior to its scheduled payment date, it must be subject to such prepayment on one or more dates occurring not more than 10½ years after the Issue Date.

(2) Mandatory Prepayment. Any principal installment of the Bond may be subject to mandatory prepayment prior to maturity on the dates and in the amounts set forth in the Bond Purchase Contract.

The purchase price for the Bond may not be less than 98% or more than 105% of the stated principal amount of the Bond.

EXHIBIT B

FORM OF AMENDMENT TO INTERLOCAL AGREEMENT

Second Amendment to Interlocal Agreement Regarding the Design, Development, Financing, Construction and Operation of the Regional Conference and Special Events Center Between the Cowlitz County Public Facilities District and Cowlitz County

This Second Amendment to Interlocal Agreement Regarding the Design, Development, Financing, Construction and Operation of the Regional Conference and Special Events Center Between the Cowlitz County Public Facilities District and Cowlitz County (this “Second Amendment”) is made and entered into as of _______________, 2025, between the Cowlitz County Public Facilities District, a municipal corporation duly organized and existing under the laws of the State of Washington (the “PFD”), and Cowlitz County, Washington, a political subdivision of and duly organized and existing under the laws of the State of Washington (the “County”).

WITNESSETH:

WHEREAS, effective June 17, 2003, the PFD and the County entered into the Interlocal Agreement Regarding the Design, Development, Financing, Construction and Operation of the Regional Conference and Special Events Center Between the Cowlitz County Public Facilities District and Cowlitz County (as amended by the First Amendment thereto dated November 26, 2024, the “Interlocal Agreement”) for the acquisition, construction, and equipping of the regional center currently known as the Cowlitz County Event Center (the “Regional Center Project”);

WHEREAS, pursuant to Resolution No. 03086, adopted by the Board of County Commissioners of the County (the “BOCC”) on June 23, 2003, the County issued its Limited Tax General Obligation Improvement and Refunding Bonds, 2003 (the “2003 Bonds”), in part, for the purpose of paying a portion of the cost of the Regional Center Project;

WHEREAS, pursuant to the Interlocal Agreement, the PFD is obligated to make certain payments to the County to be used to pay principal of and interest on general obligation bonds issued by the County allocated to the Regional Center Project, from proceeds of the sales and use tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 and the voter-approved lodging tax imposed by the PFD pursuant to RCW 36.100.040;

WHEREAS, pursuant to Resolution No. 12048 adopted by the BOCC on April 3, 2012, the County issued its Limited Tax General Obligation Refunding Bonds, 2012B (the “2012B Bonds”), for the purpose of advance refunding a portion of the thenoutstanding 2003 Bonds to effect a debt service savings;

WHEREAS, the County reserved the right to redeem the 2012B Bonds maturing on or after April 1, 2023, prior to their stated maturity dates at any time on or after October 1, 2022, at par plus accrued interest to the date fixed for redemption;

WHEREAS, at the time of issuance of the 2003 Bonds and the 2012B Bonds, the sales and use tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 and pledged by the County to the payment of the principal of and interest on the 2003 Bonds and the 2012B Bonds was to expire when the bonds issued for the construction of the Regional Center Project are retired, but not more than 25 years after the tax was first collected;

WHEREAS, in 2017, the State Legislature amended RCW 82.14.390 to provide that the sales and use tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 expires when bonds issued to finance or refinance the construction, improvement, rehabilitation, or expansion of the Regional Center Project are retired, but not more than 40 years after the tax was first collected;

WHEREAS, the PFD has requested, and the County has agreed, that the County issue a refunding bond to modify debt service requirements and other terms of the

2012B Bonds to allow the PFD to collect the sales and use tax of 0.033% imposed by the PFD pursuant to RCW 82.14.390 for additional years;

WHEREAS, the Board of Directors of the PFD and the BOCC have each duly authorized the execution and delivery of this Second Amendment;

NOW, THEREFORE, the PFD and the County, in consideration of the mutual covenants defined in this Second Amendment, do now covenant and agree as follows:

1. Amendment of Paragraph 3.1 C of the Interlocal Agreement

Paragraph 3.1 C of the Interlocal Agreement is hereby amended as follows (deletions are struck through and additions are double underlined):

The PFD confirms the provisions of its Resolution No. 0202, which imposes a sales and use tax in accordance with RCW 82.14.390 (the “Retained Sales Tax”) in the amount of 0.033% of the selling price or value of articles sold in Cowlitz County, the collection of which commenced effective May 1, 2002. PFD further covenants that such Retained Sales Tax shall be maintained and continued at the maximum rate authorized by law until the General Obligation Bonds to be issued by County in connection with the development of the Project (or bonds issued to refund such bonds) are fully paid and retired or until 25 40 years from the date that the Retained Sales Tax was first collected, whichever is earlier.

2. Amendment of Paragraph 3.3 A of the Interlocal Agreement

Paragraph 3.3 A of the Interlocal Agreement is hereby amended as follows (deletions are struck through and additions are double underlined):

PFD – President, Administrator and Project Manager

3. Amendment of Section 5.1 of the Interlocal Agreement. Section 5.1 of the Interlocal Agreement is hereby amended as follows (deletions are struck through and additions are double underlined):

The Financing Plan. The County shall borrow funds as described in paragraph 3.2 D above through the issuance of the Bonds to finance the construction, acquisition, remodeling, maintenance, equipping or reequipping, repair and/or operation of the Regional Center Project. The total term of the financing shall not exceed twenty-five (25) years from the date of issuance of the Bonds. The total term of any refunding shall not exceed forty (40) years from the date that the Retained Sales Tax was first collected. The original total project construction budget will be an estimated

$7,000,000, including bond proceeds and a cash contribution of $600,000 from the County, described in paragraph 3.2 E above. The original portion of debt service on the Regional Center Project allocation of the Bonds attributable to interest is estimated to be approximately $3,956,895, and the portion of debt service attributable to costs of issuance is estimated to be approximately $160,000. See Exhibit D. Therefore, the total project construction budget ($7,000,000) plus the total estimated debt service ($4,116,895) is expected to be $11,116,895, which is the cost of the Regional Center Project and complies with the requirements for a “regional center under RCW 35.57.020.

4. Second Amendment Supersedes Inconsistent Provisions; Ratification. This Second Amendment supersedes and controls any inconsistent provisions in the Interlocal Agreement. Except as otherwise amended as provided herein, the remaining terms of the Interlocal Agreement are hereby ratified and confirmed.

IN WITNESS WHEREOF, the PFD and the County have executed this Second Amendment as of the date first written above.

COWLITZ COUNTY PUBLIC FACILITIES DISTRICT, a municipal corporation of the State of Washington

President, Board of Directors

COWLITZ COUNTY, a political subdivision of the State of Washington

Richard R. Dahl, Chairman

CERTIFICATION

I, the undersigned, Clerk of the Board of County Commissioners of Cowlitz County, Washington (the “County”), hereby certify as follows:

1. The attached copy of Resolution No. _____ (the “Resolution”) is a full, true and correct copy of a resolution duly adopted at a regular meeting of the Board of County Commissioners (the “Board”) of the County held at the regular meeting place thereof on January _____, 2025, as that resolution appears on the minute book of the County; and the Resolution is now in full force and effect; and

2. A quorum of the members of the Board was present throughout the meeting and a majority of those members present voted in the proper manner for the adoption of the Resolution.

IN WITNESS WHEREOF, I have hereunto set my hand this _____ day of January, 2025.

Kelly Grayson, Clerk of the Board

BOCC Agenda

Meeting Date: 03/04/2025

Letter dated 3/4/25 Rex Ogden reappoint to Mosquito Control District

Submitted For: Kelly Grayson, Clerk of the Board

Submitted By: Kelly Grayson, Clerk of the Board

Department: Commissioners Office

Subject and Summary Statement

Information

Letter dated 3/4/2025 to Rex Ogden reappointing him to the Mosquito Control District representing District 3. This is a 2-year term that expires on February 28, 2027.

Will Staff Attend - NAME OF STAFF Department Recommendation

Letter

Form Started By: Kelly Grayson

Attachments

Form Review

Started On: 02/24/2025 01:56 PM Final Approval Date: 02/24/2025

Board of Cowlitz County Commissioners

March 4, 2025

Rex Ogden

Dear Mr. Ogden ,

Richard R. Dahl, Chairman District 3

Steve Rader, Commissioner District 1

Steven L. Ferrell, Commissioner District 2

Kelly Grayson, Clerk of the Board

The Cowlitz County Board of Commissioners is pleased to reappoint you to the Mosquito Control District representing District 3 for a 2-year term, expiring on February 28, 2027.

We sincerely appreciate your willingness to serve in this important role and are delighted by your commitment. Please also the Completion Certificate for the Open Public Meetings Act (OPMA) and Public Records Act (PRA) Training, either by mail or via email at cowlitz@cowlitzwa.gov. As a reminder, as part of your new role, any records created or maintained in relation to your government duties, including through personal email or phone, are subject to the Public Records Act. Should you have any questions regarding this, feel free to contact our Public Records Department at 360-577-3020.

Sincerely,

Board of County Commissioners of Cowlitz County, Washington

Richard R. Dahl, Chairman

Steve Rader, Commissioner

Steven L. Ferrell, Commissioner

cc: Commissioner’s Record

Cowlitz County Mosquito Control District

Cowlitz County Board of Commissioners (360)577-3020 Fax (360) 423-9987

207 North 4th Avenue

cowlitz@cowlitzwa.gov

Kelso, WA 98626

www.co.cowlitz.wa.us

BOCC Agenda

Meeting Date: 03/04/2025

Letter 3/4/2025 Jacob Nichols appointing to Rodeo Board.

Submitted For: Kelly Grayson, Clerk of the Board

Submitted By: Kelly Grayson, Clerk of the Board

Department: Commissioners Office

Subject and Summary Statement

Information

Letter dated 3/4/2025 to Jacob Nichols appointing him to the Rodeo Board. This is a 4-year term that expires October 31, 2028.

Will Staff Attend - NAME OF STAFF

Department Recommendation

Letter

Form Started By: Kelly Grayson

Attachments

Form Review

Started On: 02/24/2025 01:58 PM Final Approval Date: 02/24/2025

March 4, 2025

Jacob Nichols

Board of Cowlitz County Commissioners

Richard R. Dahl, Chairman District 3

Steve Rader, Commissioner District 1

Steven L. Ferrell, Commissioner District 2

Kelly Grayson, Clerk of the Board

Dear Mr. Nichols ,

The Cowlitz County Board of Commissioners is pleased to appoint you to the Rodeo Board for a 4-year term, expiring on October 31, 2028.

We sincerely appreciate your willingness to serve in this important role and are delighted by your commitment. The Rodeo Board meets the last Tuesday of the month at 6:00 p.m. at the Cowlitz Regional Conference Center, 1900 7th Ave., Longview. If you have any questions, please don't hesitate to contact us at 360-577-3020.

Please also return a signed copy of the Code of Ethics and the Completion Certificate for the Open Public Meetings Act (OPMA) and Public Records Act (PRA) Training, either by mail or via email at cowlitz@cowlitzwa.gov. Additionally, as part of your new role, any records created or maintained in relation to your government duties, including through personal email or phone, are subject to the Public Records Act. Should you have any questions regarding this, feel free to contact our Public Records Department at 360-577-3020.

Sincerely,

Board of County Commissioners of Cowlitz County, Washington

Richard R. Dahl, Chairman

Steve Rader, Commissioner

Steven L. Ferrell, Commissioner

cc: Commissioner’s Record Event Center

Cowlitz County Board of Commissioners (360)577-3020 Fax (360) 423-9987

207 North 4th Avenue

cowlitz@cowlitzwa.gov

Kelso, WA 98626

www.co.cowlitz.wa.us

BOCC Agenda

Meeting Date: 03/04/2025

Letter 3/4/2025 John Brugman reappoint Solid Waste Advisory Committee

Submitted For: Kelly Grayson, Clerk of the Board

Submitted By: Kelly Grayson, Clerk of the Board

Department: Commissioners Office

Subject and Summary Statement

Information

Letter dated 3/4/2025 to John Brugman reappointing him to the Solid Waste Advisory Committee representing Citizens. This is a 2-year term that expires March 31, 2027.

Will Staff Attend - NAME OF STAFF Department Recommendation

Letter

Form Started By: Kelly Grayson

Final Approval Date: 02/24/2025

Attachments

Form Review

Started On: 02/24/2025 02:05 PM

March 4, 2025

John Brugman

Board of Cowlitz County Commissioners

Richard R. Dahl, Chairman District 3

Steve Rader, Commissioner District 1

Steven L. Ferrell, Commissioner District 2

Kelly Grayson, Clerk of the Board

Dear Mr. Brugman ,

The Cowlitz County Board of Commissioners is pleased to reappoint you to the Solid Waste Advisory Committee representing Citizens for a 2-year term, expiring on March 31, 2027.

We sincerely appreciate your willingness to serve in this important role and are delighted by your commitment. Please also the Completion Certificate for the Open Public Meetings Act (OPMA) and Public Records Act (PRA) Training, either by mail or via email at cowlitz@cowlitzwa.gov. As a reminder, as part of your new role, any records created or maintained in relation to your government duties, including through personal email or phone, are subject to the Public Records Act. Should you have any questions regarding this, feel free to contact our Public Records Department at 360-577-3020.

Sincerely,

Board of County Commissioners of Cowlitz County, Washington

Richard R. Dahl, Chairman

Steve Rader, Commissioner

Steven L. Ferrell, Commissioner

cc: Commissioner’s Record Public Works

Cowlitz County Board of Commissioners (360)577-3020 Fax (360) 423-9987

207 North 4th Avenue

cowlitz@cowlitzwa.gov

Kelso, WA 98626

www.co.cowlitz.wa.us

BOCC Agenda

Meeting Date: 03/04/2025

Letter 3/4/25 Sesiley Hector thanking for application to Rodeo Board

Submitted For: Kelly Grayson, Clerk of the Board

Submitted By: Kelly Grayson, Clerk of the Board

Department: Commissioners Office

Subject and Summary Statement

Information

Letter dated 3/4/2025 to Sesiley Hector thanking her for her application to the Fair and Rodeo Board. The position has been filled.

Will Staff Attend - NAME OF STAFF

Department Recommendation

Letter

Form Started By: Kelly Grayson

Attachments

Form Review

Started On: 02/24/2025 02:07 PM Final Approval Date: 02/24/2025

March 4, 2025

Sesiley Hector

Board of Cowlitz County Commissioners

Richard R. Dahl, Chairman District 3

Steve Rader, Commissioner District 1

Steven L. Ferrell, Commissioner District 2

Kelly Grayson, Clerk of the Board

Dear Ms. Hector ,

Thank you for your application for the Fair and Rodeo Board board. At this time, this position has been filled. Frequently, opportunities on advisory boards become available, so we encourage you to keep an eye on the postings in the county website.

Good government starts with public participation in the many citizen volunteer boards. To promote that policy of participation and to get more citizens to learn more about their government, when there is an opportunity to appoint a new member, even if it replaces a current member, the board may choose to appoint the new member.

Sincerely,

Board of County Commissioners of Cowlitz County, Washington

Richard R. Dahl, Chairman

Steve Rader, Commissioner

Steven L. Ferrell, Commissioner

cc: Commissioner’s Record Event Center

Cowlitz County Board of Commissioners (360)577-3020 Fax (360) 423-9987

207 North 4th Avenue

cowlitz@cowlitzwa.gov

Kelso, WA 98626

www.co.cowlitz.wa.us

BOCC Agenda

Meeting Date: 03/04/2025

Letter 2/13/25 Corey Balkan appointing to Workforce Southwest WA Private Sector

Submitted For: Kelly Grayson, Clerk of the Board

Submitted By: Kelly Grayson, Clerk of the Board

Department: Commissioners Office

Subject and Summary Statement

Information

Letter dated 2/13/2025 to Corey Balkan appointing him to the Workforce Southwest Washington representing the Private Sector, Cowlitz County. This is a 3-year term that expires December 31, 2027.

Will Staff Attend - NAME OF STAFF

Department Recommendation

Letter

Form Started By: Kelly Grayson

Final Approval Date: 02/25/2025

Attachments

Form Review

Started On: 02/25/2025 01:33 PM

BOCC Agenda

Meeting Date: 03/04/2025

FERC Notice 2/20/25 STID Update, Merwin Project

Submitted For: Kelly Grayson, Clerk of the Board

Submitted By: Kelly Grayson, Clerk of the Board

Department: Commissioners Office

Subject and Summary Statement

Information

Federal Energy Regulatory Commission (FERC) Notice dated 2/20/2025 regarding the Supporting Technical Information Document (STID) for the Merwin Project.

Will Staff Attend - NAME OF STAFF

Department Recommendation

Notice

Form Started By: Kelly Grayson

Final Approval Date: 02/26/2025

Attachments

Form Review

Started On: 02/26/2025 08:37 AM

BOCC Agenda

Meeting Date: 03/04/2025

Granicus End User License Agreement for Public Records Intake, Document Collection, Responses, and Tracking

Submitted For: Travis Foschini, IT Director

Submitted By: Kelly Grayson, Clerk of the Board Department: Information Technology

Information

Subject and Summary Statement

Granicus End User License Agreement for Public Records Intake, Document Collection, Responses, and Tracking from December 7, 2024, until December 6, 2025, and adding 3 additional Redaction Licenses. The total cost is $29,141.75.

Will Staff Attend - NAME OF STAFF

Department Recommendation

SHI Quote  End User Agreement  Order Form

Form Started By: Kelly Grayson

Attachments

Form Review

Started On: 02/24/2025 11:27 AM Final Approval Date: 02/24/2025

WA-County of Cowlitz

Travis Foschini

207 4TH AVE. NORTH ATTN:ACCTS PAYABLE Kelso, WA 98626

United States

Phone: 360-577-3024 ext.6720

Fax:

Email: FoschiniT@cowlitzwa.gov

All Prices are in US Dollar (USD)

1 PST Email Extractor - LEGACY     Granicus - Part#:

Contract Name: NASPO SOFTWARE VALUE ADDED RESELLER (SVAR)     Contract #: CTR060028     Subcontract #: 14922     Coverage Term: 12/7/2024 – 12/6/2025

2 FOIA Module Non Enterprise     Granicus - Part#:

Contract Name: NASPO SOFTWARE VALUE ADDED RESELLER (SVAR)     Contract #: CTR060028     Subcontract #: 14922     Coverage Term: 12/7/2024 – 12/6/2025

3 Redaction License (per named user)     Granicus - Part#:

Contract Name: NASPO SOFTWARE VALUE ADDED RESELLER (SVAR)     Contract #: CTR060028

Subcontract #: 14922

Coverage Term: 12/7/2024 – 12/6/2025

Note: Renewal of Redaction Licenses

4 Hosted Data Storage (TB)     Granicus - Part#:

Contract Name: NASPO SOFTWARE VALUE ADDED RESELLER (SVAR)     Contract #: CTR060028     Subcontract #: 14922     Coverage Term: 12/7/2024 – 12/6/2025

5 Redaction License (per named user)     Granicus - Part#:

Contract Name: NASPO SOFTWARE VALUE ADDED RESELLER (SVAR)     Contract #: CTR060028     Subcontract #: 14922

Coverage Term: 12/7/2024 – 12/6/2025

Pricing Proposal

Quotation #:  25872498

Created On:  2/21/2025

Valid Until:   3/7/2025

Iman Elgabrowny 290 Davidson Ave

Somerset, NJ 08873

Phone: 800-527-6389 ext. 5553573

Fax:

Email: Iman_Elgabrowny@shi.com

Note: Add-on Licensing for Redaction Licenses

6 Redaction Setup and Configuration     Granicus - Part#:

Contract Name: NASPO SOFTWARE VALUE ADDED RESELLER (SVAR)     Contract #: CTR060028

Subcontract #: 14922     Coverage Term: 12/7/2024 – 12/6/2025

Note: One-Time Fee

Additional Comments

SHI SPIN: #143012572

SHI-GS SPIN (For Texas customers ONLY): #143028315

$26,958.14 *Tax $2,183.61 Total $29,141.75

*Tax is estimated. Invoice will include the full and final tax due.

For E-rate SPI orders, applicant shall be responsible for payment of any outstanding or ineligible costs if USAC rejects reimbursement claim in whole or in part.

Thank you for choosing SHI International Corp! The pricing offered on this quote proposal is valid through the expiration date listed above. To ensure the best level of service, please provide End User Name, Phone Number, Email Address and applicable Contract Number when submitting a Purchase Order. For any additional information including Hardware, Software and Services Contracts, please contact an SHI Inside Sales Representative at (888) 744-4084. SHI International Corp. is 100% Minority Owned, Woman Owned Business. TAX ID# 22-3009648; DUNS# 61-1429481; CCR# 61-243957G; CAGE 1HTF0

Hardware items on this quote may be updated to reflect changes due to industry wide constraints and fluctuations.

Thank you for choosing SHI International Corp! The pricing offered on this quote proposal is valid through the expiration date set above. To ensure the best level of service, please provide End User Name, Phone Number, Email Address and applicable Contract Number when submitting a Purchase Order.

SHI International Corp. is 100% Minority Owned, Woman Owned Business.

TAX ID# 22-3009648; DUNS# 61-1429481; CCR# 61-243957G; CAGE 1HTF0

The products offered under this proposal are resold in accordance with the terms and conditions of the Contract referenced under that applicable line item.

End User License Agreement

This End User License Agreement (“ Agreement”) is made and entered into as of the latter date of the signatures below (the “Effective Date”) by and between Cowlitz County WA (“Client”) and Granicus, LLC, a Minnesota Limited Liability Company d/b/a Granicus (“Granicus”). Client and Granicus may each be referred to herein as “Party” or collectively as “Parties”.

Whereas Client has entered into an agreement with a third party to purchase Granicus Products and Services (“Reseller”), by accessing the Granicus Products and Services, Client accepts this Agreement. This Agreement may only be amended upon mutual agreement of both Parties.

1. Definitions. In addition to terms defined elsewhere in this Agreement, the following terms shall have the meaning specified:

“Granicus Products and Services” means the products and services made available to Client pursuant to this Agreement, which may include Granicus products and services accessible for use by Client on a subscription basis (“Software-as-a-Service” or “SaaS”), Granicus professional services, content from any professional services or other required equipment components or other required hardware, as specified in each Order.

“Order” means a written order, proposal, or purchase document in which Granicus agrees to provide and Client agrees to purchase specific Granicus Products and Services via Reseller. “Order Term” means the then-current duration of performance identified on each Order, for which Granicus has committed to provide, and Client has committed to pay for via Reseller, Granicus Products and Services.

2. Use of Granicus Products and Services and Proprietary Rights

2.1. Granicus Products and Services. The Granicus Products and Services are purchased by Client, via a Reseller, as subscriptions during an Order Term specified in each Order.

2.2. Permitted Use. Subject to the terms and conditions of this Agreement, Granicus hereby grants during each Order Term, and Client hereby accepts, solely for its internal use, a worldwide, revocable, non-exclusive, non-transferrable right to use the Granicus Products and Services to the extent allowed in the relevant Order (collectively the “Permitted Use”). The Permitted Use shall also include the right, subject to the conditions and restrictions set forth herein, to use the Granicus Products and Services up to the levels limited in the applicable Order.

2.2.1. Data Sources. Data uploaded into Granicus Products and Services must be brought in from Client sources (interactions with end users and opt-in contact lists). Client cannot upload purchased contact information into Granicus Products and Services without Granicus’ written permission and professional services support for list cleansing.

2.2.2. Passwords. Passwords are not transferable to any third party. Client is responsible for keeping all passwords secure and all use of the Granicus Products and Services accessed through Client’s passwords.

2.2.3. Content. Client can only use Granicus Products and Services to share content that is created by and owned by Client and/or content for related organizations provided that it is in support of other organizations but not as a primary communication vehicle for other organizations that do not have a Granicus subscription. Any content deemed inappropriate for a public audience or in

support of programs or topics that are unrelated to Client, can be removed or limited by Granicus.

2.2.3.1. Disclaimers. Any text, data, graphics, or any other material displayed or published on Client’s website must be free from violation of or infringement of copyright, trademark, service mark, patent, trade secret, statutory, common law or proprietary or intellectual property rights of others. Granicus is not responsible for content migrated by Client or any third party.

2.2.4. Advertising. Granicus Products and Services shall not be used to promote products or services available for sale through Client or any third party unless approved in writing, in advance, by Granicus. Granicus reserves the right to request and review the details of any agreement between Client and a third party that compensates Client for the right to have information included in Content distributed or made available through Granicus Products and Services prior to approving the presence of Advertising within Granicus Products and Services.

2.3.

Restrictions.

Client shall not:

2.3.1. Misuse any Granicus resources or cause any disruption, including but not limited to, the display of pornography or linking to pornographic material, advertisements, solicitations, or mass mailings to individuals who have not agreed to be contacted;

2.3.2. Use any process, program, or tool for gaining unauthorized access to the systems, networks, or accounts of other parties, including but not limited to, other Granicus Clients;

2.3.3. Client must not use the Granicus Products and Services in a manner in which system or network resources are unreasonably denied to other Granicus clients;

2.3.4. Client must not use the Services as a door or signpost to another server.

2.3.5. Access or use any portion of Granicus Products and Services, except as expressly allowed by this Agreement or each Order placed hereunder;

2.3.6. Disassemble, decompile, or otherwise reverse engineer all or any portion of the Granicus Products and Services;

2.3.7. Use the Granicus Products and Services for any unlawful purposes;

2.3.8. Export or allow access to the Granicus Products and Services in violation of U.S. laws or regulations;

2.3.9. Except as expressly permitted in this Agreement, subcontract, disclose, rent, or lease the Granicus Products and Services, or any portion thereof, for third party use; or

2.3.10. Modify, adapt, or use the Granicus Products and Services to develop any software application intended for resale which uses the Granicus Products and Services in whole or in part.

2.4. Client Feedback. Client assigns to Granicus any suggestion, enhancement, request, recommendation, correction or other feedback provided by Client relating to the use of the Granicus Products and Services. Granicus may use such submissions as it deems appropriate in its sole discretion.

2.5. Reservation of Rights. Subject to the limited rights expressly granted hereunder, Granicus and/or its licensors reserve all right, title and interest in the Granicus Products and Services, the documentation and resulting product including all related intellectual property rights. Further, no implied licenses are granted to Client. The Granicus name, the Granicus logo, and the product names associated with the services are trademarks of Granicus or its suppliers, and no right or license is granted to use them.

3. Representations, Warranties and Disclaimers

3.1. Representations. Each Party represents that it has validly entered into this Agreement and has the legal power to do so.

3.2. Warranties. Granicus warrants that it takes all precautions that are standard in the industry to increase the likelihood of a successful performance for the Granicus Products and Services; however, the Granicus Products and Services are provided “AS IS” and as available.

3.3. Disclaimers. EXCEPT AS PROVIDED IN SECTIONS 3.2 ABOVE, EACH PARTY HEREBY DISCLAIMS ANY AND ALL OTHER WARRANTIES OF ANY NATURE WHATSOEVER WHETHERORAL AND WRITTEN, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. GRANICUS DOES NOT WARRANT THAT GRANICUS PRODUCTS AND SERVICES WILL MEET CLIENT’S REQUIREMENTS OR THAT THE OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR FREE.

4. Confidential Information

4.1. Confidential Information. It is expected that one Party (Disclosing Party) may disclose to the other Party (Receiving Party) certain information which may be considered confidential and/or trade secret information (“Confidential Information”). Confidential Information shall include: (i) Granicus’ Products and Services, (ii) nonpublic information if it is clearly and conspicuously marked as “confidential” or with a similar designation at the time of disclosure; (iii) non-public information of the Disclosing Party if it is identified as confidential and/or proprietary before, during, or promptly after presentation or communication and (iv) any information that should be reasonably understood to be confidential or proprietary to the Receiving Party, given the nature of the information and the context in which disclosed.

Each Receiving Party agrees to receive and hold any Confidential Information in strict confidence. Without limiting the scope of the foregoing, each Receiving Party also agrees: (a) to protect and safeguard the Confidential Information against unauthorized use, publication or disclosure; (b) not to reveal, report, publish, disclose, transfer, copy or otherwise use any Confidential Information except as specifically authorized by the Disclosing Party; (c) not to use any Confidential Information for any purpose other than as stated above; (d) to restrict access to Confidential Information to those of its advisors, officers, directors, employees, agents, consultants, contractors and lobbyists who have a need to know, who have been advised of the confidential nature thereof, and who are under express written obligations of confidentiality or under obligations of confidentiality imposed by law or rule; and (e) to exercise at least the same standard of care and security to protect the confidentiality of the Confidential Information received by it as it protects its own confidential information.

Notwithstanding the above, if a Receiving Party is required by law to disclose any Confidential Information, it will notify the Disclosing Party as promptly as practicable so that the Disclosing Party may seek an appropriate protective order or waiver for that instance.

4.2. Exceptions. Confidential Information shall not include information which: (i) is or becomes public knowledge through no fault of the Receiving Party; (ii) was in the Receiving Party’s possession before receipt from the Disclosing Party; (iii) is rightfully received by the Receiving party from a third party without any duty of confidentiality; (iv) is disclosed by the Disclosing Party without any duty of confidentiality on the third party; (v) is independently developed by the Receiving Party without use or reference to the Disclosing Party’s Confidential Information; or (vi) is disclosed with the prior written approval of the Disclosing Party.

4.3. Storage and Sending. In the event that Granicus Products and Services will be used to store and/or send Confidential Information, Granicus must be notified in writing, in advance of the storage or sending. Should Client provide such notice, Client must ensure that Confidential Information or sensitive information is stored behind a

secure interface and that Granicus Products and Services be used only to notify people of updates to the information that can be accessed after authentication against a secure interface managed by Client. Client is ultimately accountable for the security and privacy of data held by Granicus on its behalf.

4.4. Return of Confidential Information. Each Receiving Party shall return or destroy the Confidential Information immediately upon written request by the Disclosing Party; provided, however, that each Receiving Party may retain one copy of the Confidential Information in order to comply with applicable laws and the terms of this Agreement. Client understands and agrees that it may not always be possible to completely remove or delete all personal data from Granicus’ databases without some residual data because of backups and for other reasons.

5. Term and Termination

5.1. Agreement Term. The Agreement Term shall begin on the Effective Date of the Agreement and continue for twelve (12) months. Unless a Party has given written notice to the other Party at least ninety (90) days prior to the end of the then-current annual term, the Granicus Products and Services will automatically renew at the end of each annual term for one (1) year.

5.2. Effect of Termination. If the Parties agree to terminate this Agreement and an Order is still in effect at the time of termination, then the terms and conditions contained in this Agreement shall continue to govern the outstanding Order until termination or expiration thereof. If the Agreement is terminated for breach, then unless otherwise agreed to in writing, all outstanding Orders shall immediately terminate as of the Agreement termination date.

5.3. Termination for Cause. The non-breaching Party may terminate this Agreement upon written notice if the other Party is in material breach of this Agreement and fails to cure such breach within thirty (30) days after the non-breaching Party provides written notice of the breach. A Party may also terminate this Agreement immediately upon notice if the other Party: (a) is liquidated, dissolved, or adjudged to be in a state of bankruptcy or receivership; (b) is insolvent, unable to pay its debts as they become due, makes an assignment for the benefit of creditors or takes advantage or any law for the benefit of debtors; or (c) ceases to conduct business for any reason on an ongoing basis leaving no successor in interest.

5.4. Termination for Convenience. Either Party may terminate this Agreement or any Order or SOW for convenience upon giving the other Party at least 30 days’ advance written notice. In that event, Granicus will be entitled to payment only for those expenses and costs reasonably and actually incurred prior to the effective date of termination.

5.5. Survival. All rights granted hereunder shall terminate upon the latter of the termination or expiration date of this Agreement, or each Order. The provisions of this Agreement with respect to warranties, liability, choice of law and jurisdiction, and confidentiality shall survive termination of this Agreement and continue in full force and effect.

6. Limitation of Liability

6.1. EXCLUSION OF CONSEQUENTIAL AND RELATED DAMAGES. UNDER NO CIRCUMSTANCES SHALL GRANICUS BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, GRANICUS SHALL NOT BE LIABLE FOR: (A) ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF CLIENT DATA; (B) COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY;(C) LOSS OF BUSINESS; (D) DAMAGES ARISING OUT OF ACCESS TO OR INABILITY TO ACCESS THE SERVICES, SOFTWARE, CONTENT, OR RELATED TECHNICAL SUPPORT; OR (E) FOR ANY MATTER BEYOND GRANICUS’ REASONABLE CONTROL, EVEN IF GRANICUS HAS BEEN ADVISED OF THE POSSIBILITY OF ANY OF THE FOREGOING LOSSES OR DAMAGES.

6.2. LIMITATION OF LIABILITY. EXCEPT FOR CLIENT’S BREACH OF SECTION 2.3, IN NO INSTANCE SHALL EITHER PARTY’S LIABILITY TO THE OTHER PARTY FOR DIRECT DAMAGES UNDER THIS AGREEMENT (WHETHER IN CONTRACT OR TORT OR OTHERWISE) EXCEED THE FEES PAID BY CLIENT FOR THE GRANICUS PRODUCTS AND SERVICES DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE DATE THE DAMAGED PARTY NOTIFIES THE OTHER PARTY IN WRITING OF THE CLAIM FOR DIRECT DAMAGES. GRANICUS SHALL NOT BE RESPONSIBLE FORANY LOST PROFITS OR OTHER DAMAGES, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR ANY OTHER DAMAGES, HOWEVER CAUSED. NEITHER PARTY MAY INSTITUTE AN ACTION IN ANY FORM ARISING OUT OF NOR IN CONNECTION WITH THIS AGREEMENT MORE THAN TWO (2) YEARS AFTER THE CAUSE OF ACTION HAS ARISEN.

7. General

7.1. Relationship of the Parties. Granicus and Client acknowledge that they operate independent of each other. Nothing in this Agreement shall be deemed or construed to create a joint venture, partnership, agency, or employee/employer relationship between the Parties for any purpose, including, but not limited to, taxes or employee benefits. Each Party will be solely responsible for the payment of all taxes and insurance for its employees and business operations.

7.2. Headings. The various section headings of this Agreement are inserted only for convenience of reference and are not intended, nor shall they be construed to modify, define, limit, or expand the intent of the Parties.

7.3. Severability. To the extent permitted by applicable law, the Parties hereby waive any provision of law that would render any clause of this Agreement invalid or otherwise unenforceable in any respect. In the event that a provision of this Agreement is held to be invalid or otherwise unenforceable, such provision will be interpreted to fulfill its intended purpose to the maximum extent permitted by applicable law, and the remaining provisions of this Agreement will continue in full force and effect.

7.4. Assignment. Neither Party may assign, delegate, or otherwise transfer this Agreement or any of its rights or obligations hereunder, either voluntarily or by operation of law, without the prior written consent of the other Party (such consent not to be unreasonably withheld); provided, however, that either Party may assign this Agreement without the other Party’s consent in the event of any successor or assign that has acquired all, or substantially all, of the assigning Party’s business by means of merger, stock purchase, asset purchase, or otherwise. Any assignment or attempted assignment in violation of this Agreement shall be null and void.

7.5. Force Majeure. Any delay in the performance by either Party hereto of its obligations hereunder shall be excused when such delay in performance is due to any cause or event of any nature whatsoever beyond the reasonable control of such Party, including, without limitation, any act of God; any fire, flood, or weather condition; any computer virus, worm, denial of service attack; any earthquake; any act of a public enemy, war, insurrection, riot, explosion or strike; provided, that written notice thereof must be given by such Party to the other Party within twenty (20) days after occurrence of such cause or event.

7.6. Choice of Law and Jurisdiction. This Agreement shall be governed by and interpreted under the laws of the state in which the Client is located, without reference to the State’s principles of conflicts of law. The Parties expressly consent and submit to the exclusive jurisdiction of the state and federal courts of the state in which the Client is located.

7.7. Entire Agreement. This Agreement, together with all Orders referenced herein, sets forth the entire understanding of the Parties with respect to the subject matter of this Agreement, and supersedes any and all prior oral and written understandings, quotations, communications, and agreements. Granicus and Client agree that any and all Orders are incorporated herein by this reference. In the event of possible conflict or inconsistency between such documents, the conflict or inconsistency shall be resolved by giving precedence in the following order: (1) the terms of this Agreement; (2) Orders; (3) all other SOWs or other purchase documents; (4) Granicus

response to Client’s request for RFI, RFP, RFQ; and (5) Client’s RFI, RFP, RFQ. If Client issues a purchase order, Granicus hereby rejects any additional or conflicting terms appearing on the purchase order or any other ordering materials submitted by Client.

7.8. Reference. Notwithstanding any other terms to the contrary contained herein. Client grants Granicus the right to use Client’s name and logo in Client lists and marketing materials.

7.9. Injunctive Relief. Granicus is entitled to obtain injunctive relief in Client’s use of Granicus Products and Services is in violation of any restrictions set forth in this Agreement.

8. Copy of Client Data. Notwithstanding other terms to the contrary contained herein, upon written request from the Client, Granicus shall provide to Client within 30 days from the receipt of such request a digital copy of all Client data in a commercially reasonable format acceptable to Client, such as a database dump (full export), a bulk file, and metadata extraction, for a fee not to exceed $1,500.

Accepted on this _________ day of ___________________, 2025.

ATTEST:

Kelly Grayson, Clerk of the Board

BOARD OF COUNTY COMMISSIONERS COWLITZ COUNTY, WASHINGTON

Richard R. Dahl, Chairman

Steve Rader, Commissioner District 1

Steven L. Ferrell, Commissioner District 2

Reseller: SHI International In Support of: Cowlitz County WA

ORDER DETAILS

Prepared By: Esteban

Bonilla

Phone:

Email: esteban.bonilla@granicus.com

Order #: Q-427223

Prepared On: 21 Feb 2025

Expires On: 07 Mar 2025

ORDER TERMS

Currency: USD

Payment Terms: Net 30 (Payments for subscriptions are due at the beginning of the period of performance.)

Current Subscription End Date: 06 Dec 2024

Period of Performance: 07 Dec 2024 - 06 Dec 2025

It is the responsibility of the reseller or distributor to provide the End User with the Granicus Order Form and any attached terms and conditions. Any pricing contained herein is the amount due to Granicus and must be removed prior to submission to the End User. This quote is exclusive of applicable state, local, and federal taxes, which, if any, will be included in the invoice.

RESELLER IS NOT PERMITTED TO ENTER INTO AN AGREEMENT WITH AN END USER FOR GRANICUS PRODUCTS OR SERVICES ABSENT LEGALLY BINDING TERMS SUBSTANTIALLY SIMILAR TO THOSE SET FORTH IN THE GRANICUS MASTER SUBSCRIPTION AGREEMENT FOUND AT: www.granicus.com/Master_Subscription_Agreement

Order #: Q-427223 Prepared: 21 Feb 2025

1

PRICING SUMMARY

County WA

The pricing and terms within this Proposal are specific to the products and volumes contained within this Proposal.

 Once purchased data storage has been exceeded, data storage is billed in increments of 1TB over the purchased data storage amounts herein and will be assessed an additional annual fee of $1,200.00 and billed in arrears. Storage is reviewed annually and is adjusted at the next annual renewal. Throughout the term of the contract Cowlitz County WA is able to contact Granicus for a report on how much storage has been used.

* The pricing and products shall be in accordance with Pricing Proposal Quotation #25872498 dated 2/21/2025.

Cowlitz

Granicus Order Form for Cowlitz County WA

ORDER DETAILS

Granicus Contact: Esteban Bonilla

Email: esteban.bonilla@granicus.com

Order #: Q-427223

Prepared On: 21 Feb 2025

ORDER TERMS

Currency: USD

Payment Terms:

All fees set forth in the Quote from reseller/distributor to Client are due and payable in accordance with those terms. Use of the Products is governed by the terms of the Granicus Master Subscription Agreement or such other Agreement as agreed to by the parties.

Current Subscription End Date: 06 Dec 2024

Period of Performance: 07 Dec 2024 - 06 Dec 2025

Order #: Q-427223 Prepared: 21 Feb 2025

PRODUCT SUMMARY

The specifications and terms within this Order Form are specific to the products and volumes contained herein.

NOTE: Fees for the below Products will be as set forth in the quote from an authorized reseller.

One-Time Services

Subscriptions

 Once purchased data storage has been exceeded, data storage is billed in increments of 1TB over the purchased data storage amounts herein and will be assessed an additional annual fee of $1,200.00 and billed in arrears. Storage is reviewed annually and is adjusted at the next annual renewal. Throughout the term of the contract Cowlitz County WA is able to contact Granicus for a report on how much storage has been used.

Renewing Subscriptions

PRODUCT DESCRIPTIONS

PST Email Extractor - LEGACY

FOIA Module Non Enterprise

Redaction License (per named user)

Hosted Data Storage (TB)

Redaction License (per named user)

PST Email Extractor

FOIA Module Non Enterprise

Redaction License (per named user)

Order #: Q-427223 Prepared: 21 Feb 2025

Hosted Data Storage (TB)

Redaction License (per named user)

TERMS & CONDITIONS

County WA

 This quote, and all products and services delivered hereunder are governed by the terms located at https://granicus.com/legal/licensing, including any product-specific terms included therein (the “License Agreement”). If your organization and Granicus has entered into a separate agreement or is utilizing a contract vehicle for this transaction, the terms of the License Agreement are incorporated into such separate agreement or contract vehicle by reference, with any directly conflicting terms and conditions being resolved in favor of the separate agreement or contract vehicle to the extent applicable.

 If submitting a Purchase Order, please include the following language: The pricing, terms and conditions of quote Q-427223 dated 21 Feb 2025 are incorporated into this Purchase Order by reference and shall take precedence over any terms and conditions included in this Purchase Order.

 This quote is exclusive of applicable state, local, and federal taxes, which, if any, will be included in the invoice. It is the responsibility of Cowlitz County WA to provide applicable exemption certificate(s).

 Any lapse in payment may result in suspension of service and will require the payment of a setup fee to reinstate the subscription.

 The attached End User Licensing Agreement must be signed and returned with all necessary order documents.

Client will be renewed in the ARV tiers specified in the table above for use of Records Requests products (i.e., GovQA) based on the actual Request Volumes available in the Client's production environment from beginning of the current Term up to the provision of a renewal quote projected as an ARV.

If less than six (6) months of Request Volume data is available, client will be renewed at the same tier as the previous Term.

Order #: Q-427223 Prepared: 21 Feb 2025

Cowlitz

BILLING INFORMATION

Billing Contact:

Purchase Order Required? [ ] - No [ ] - Yes

Billing Address: PO Number: If PO required

Billing Email:

Billing Phone:

If submitting a Purchase Order, please include the following language: The pricing, terms, and conditions of quote Q-427223 dated 21 Feb 2025 are incorporated into this Purchase Order by reference and shall take precedence over any terms and conditions included in this Purchase Order.

AGREEMENT AND ACCEPTANCE

By signing this document, the undersigned certifies they have authority to enter the agreement. The undersigned also understands the services and terms.

Accepted on this ______ day of __________________, 2025.

Attest:

Kelly Grayson, Clerk of the Board

BOARD OF COUNTY COMMISSIONER COWLITZ COUNTY, WASHINGTON

Richard R. Dahl, Chairman

Steve Rader, Commissioner District 1

Steven L. Ferrell, Commissioner District 2

Order #: Q-427223

Prepared: 21 Feb 2025