TAHLEQUAH FERRY TERMINAL

FIRE PROTECTION AGREEMENT NO. GCA 5142

This Agreement is made and entered into this _____ day of July, 2009, between WASHINGTON STATE FERRIES, a division of the Washington State Department of Transportation ("WSF") and VASHON ISLAND FIRE & RESCUE (“VIFR").

WHEREAS, VIFR is organized and equipped to provide fire protection services within and in the vicinity of its boundaries, and WSF desires that VIFR provide such services to its property located within those boundaries;

NOW THEREFORE, in consideration of the terms, conditions, covenants and performance contained herein, the parties agree as follows:

1.Property.For the term of this Agreement, VIFR shall provide fire protection services to certain property owned by WSF lying within the boundaries of the VIFR, identified as the Tahlequah Ferry Terminal on south Vashon Island,King County, Washington(hereinafter called the “Terminal”). The itemized and total square footage of theTerminal is shown on Exhibit “A” attached hereto and by this reference incorporated herein.

2.Fire Protection Service Fee.In consideration for receiving fire protection services, WSF shall pay to VIFRan annual fire protection service fee equal to: ten cents ($0.10) per square foot for the buildings; six cents ($0.06) per square foot for the trestle(s) and transfer span(s); three cents ($0.03) per square foot for the upland (including the vehicle holding area at the Terminal); and a $500 total modifier if the primary composition of the Terminal is concrete structures or $1,000 total modifier if the primary composition of the Terminal is wood structures, all as itemized on Exhibit A.

The total amount payable under this Agreement per year and for the five (5) year term of this Agreement is shown on Exhibit A. On or after February 1st of each year, VIFRmayinvoiceWSF for services performed during the preceding calendar year according to the effective service fee shown on Exhibit A.

3.Changes to Property.If, during the term of this Agreement, WSF either: (i) materially increases or decreases the square footage of any component (i.e., buildings, trestle & transfer span and/or upland) of the Terminal; and/or (ii) materially changes the primary composition of the Terminal from wood to concrete (or vice versa), all as shown on Exhibit A, then WSFshall issue a revised Exhibit A at the end of the construction project to reflect the revised square footage and/or primary composition. The revised Exhibit A shall become effective the calendar year following the completion of the construction project.

4.Term.This Agreement shall be for an initial term of five (5) years. The Agreement shall be retroactively effective January 1, 2006 and expire on December 31, 2010. The parties may mutually agree to extend the Agreement for additional period(s)of time. The terms of any such extension shall be the same as for the initial term, except as otherwise agreed between the parties. Either WSF or VIFR may cancel this Agreement upon giving thirty (30) days written notice of intent to cancel.

5.No Agency.This Agreement is made pursuant to RCW 39.34.080. WSF and VIFR shall each perform all services and carry out all responsibilities under the terms of this Agreement as independent agencies and neither shall by virtue of this Agreement be considered an agent or an agency of the other.

6.Amendments.It is mutually understood and agreed that no alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties.

IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have executed this Agreement as of the day and year first written above.

WASHINGTON STATE

DEPARTMENT OF TRANSPORTATION

FERRIES DIVISION

By:______

David H. Moseley

Assistant Secretary For

WashingtonState Ferries

VASHON ISLAND FIRE & RESCUE

By:______

Henry Lipe

Fire Chief

Federal Tax I.D. No.:91-084-993

Approved as to Form For WSDOT Ferries Division:

By:______

Assistant Attorney General

Date:______

______

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EXHIBIT A

TAHLEQUAH FERRY TERMINAL

FIRE PROTECTION AGREEMENT NO. GCA 5142

FIRE PROTECTION SERVICE FEE

(Effective January 1, 2006)

Square Footage2006 -2010 Cost *

Building: 0 sq.ft.$ 0.00

Trestle & Transfer Span:10,550 sq.ft.$ 633.00

Upland: 0 sq.ft.$ 0.00

Subtotal:10,550 sq.ft.$ 633.00

Modifier for wood structures:$1,000.00

TOTAL PER YEAR:$1,633.00

TOTAL FOR ALL FIVE YEARS:$ 8,165.00

*2006-2010 Table of Costs:

High Matrix

Buildings:$ 0.100 / sq.ft.

Trestle & Transfer Span:$ 0.060 / sq.ft.

Upland:$ 0.030 / sq.ft.

Modifier

(select one, based on primary composition of Terminal)

Concrete:$ 500 total

Wood:$1,000 total

NOTE:The Parties may periodically update this Exhibit to reflect changes to the Terminal. Each updated Exhibit shall be attached to the Agreement and shall replace / supersede the prior Exhibit, without a formal Agreement supplement.

______

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