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HomeMy WebLinkAboutEC18-285 - Original - WA State Dept of Ecology - Shoreline Master Program Periodic Review - 07/01/2017 + dtfµ r�P WTE O: WASIMNG110N IDIEPAizTmcV:.NT OF EC OILOGY Po Box 47600 - Olympia, WA 98504-7600 - 360-407-6000 711 box Washington Relay Service * Paersorrs with a speech disability cater c•a/I U77-83'3-6341 .July 30, 2018 Danielle Butsick Sr. Long Range Plarmer/GIS Coordinator City of Kent-Economic & Community Development 220 4`£' Avenue South Kent, WA 98002 Dear Ms. Butsick: Enclosed is your signed copy of EAGL grant agreement SEASMP-1719-KentPW-OOO47 for Shoreline 1llaster Program—Periodic Review. The effective date of the grant is July 1, 20M the completion date is June 30, 2019. A scanned copy of the signed agreement can also be found inside of EAGL on the Agreement Signed Documents and Dates fonn located on the Application Menu-Forms page. Please review the terms and conditions of your grant agreement before you begin. Ensure that you assign each member of your organization working in the system to the appropriate role on the grant agreement, also known as the "parent document." Ensuring that role assignments are accurate prior to initiating a Payment Request/Progress Report (PRPR)—will help to make the process significantly easier. To initiate a PRPR your role must either be an Authorized Official, Recipient Project Manager or Recipient Financial Officer. Please reference the EAGL—External Users' Manual (December 2017) Publication no. 17- 01-015 at: Jilt s://f'oi•lless.Nva 6,q /ccyhtylhlictttioiis/doe>umeiits/1701015.iidt', for detailed instructions on how EAGL works, EAGL tenninology, and EAGL role permissions overview and matrix. Please note that although you can fill out your PRPR while in "Agreement Executed" status, you can only submit it after Ecology moves the agreement status to "Agreement Active." You will receive a system generated email alerting you that the status of the grant agreement has changed to Agreement Active. Danielle Butsick July 30, 2018 Page 2 Please reference the Administration Requirements for Recipients of Ecology Grants and Loans (Yellow Book) (August 2017) Publication no. 17-01-004 at: https.d lc+�ttCsy wa c>vJucy rd,licationslSl..nunaiyl''agc�/1701004.fi Li , to help you manage your Ecology grant. If you have any questions please contact Misty Blair, Project Manager, at 425-649-4309, or you may contact meat 11an;,y„ Krause@ec3 wa, ,ov or 360-407-7107. We look forward to working with you on this project. Sincerely, Amy Kraus Financial Manager Enclosures cc: Misty Blair, Project Manager, SEA-NWRO Fiscal Office DEPARTMENT OF ECOLOGY State of Washington Agreement No. SEASMP-1719-KentPW-00047 SHORELANDS SHORELINE MASTER PROGRAM (1719) AGREEMENT BETWEEN THE STATE OF WASHINGTON DEPARTMENT OF ECOLOGY AND CITY OF KENT-ECO. & COMM. DEVELOPMENT This is a binding Agreement entered into by and between the state of Washington, Department of Ecology, hereinafter referred to as"ECOLOGY," and City of Kent-Eco. &Comm. Development, hereinafter referred to as the "RECIPIENT,"to carry out with the provided funds activities described herein. GENERAL INFORMATION Project Title: Shoreline Master Program Periodic Review Total Cost: $30,000.00 Total Eligible Cost: $30,000.00 Ecology Share: $30,000.00 Recipient Share: $0.00 The Effective Date of this Agreement is: 07/01/2017 The Expiration Date of this Agreement is no later than: 06/30/2019 Project Type: Periodic Review of the Shoreline Master Program I'rttj c uC_va",It��rt_f)ttc riptnunw:; The RECIPIEN' will complete a periodic review of the Shoreline Master Program(SMP)that is developed and adopted in a manner consistent with requirements of the Shoreline Management Act(SMA),RCW 90.58, and its implementing rules, WAC 173-26, including the Shoreline Master Program Guidelines (Guidelines). Proiect LaElt Descrimion: I he purpose of the SMP periodic review is (a) To assure that the master program complies with applicable law and guidelines in effect at the time of the review, and(b) To assure consistency of the master program with the local government's comprehensive plan and development regulations adopted under RCW 36.70A, if applicable. Local governments should also consider amendments needed to address changed circumstances, new information or improved data. Overall Goal: Periodic Review Checklist and draft SMP amendment or Findings of Adequacy. State M Washington Department 01 Fwlogy Page 2 of23 Agreement No SEAS MP-1719-Kcnu'W-00047 Project 11de Shoreline Master Program—Periodic Review Recipient Name. City of Kent-Hon-&Comm.Development RECIPIENT INFORMATION Organization Name: City of Kent-Eco. & Comm. Development Federal Tax ID: 91-6001254 DUNS Number: 000000000 Mailing Address: 220 Fourth Ave S Kent, WA 98032 Physical Address: 220 Fourth Ave S Kent, Washington 98032 Organization Email: tdonati@kentwa.gov Contacts Project Manager Danielle Rutsick Sr. Long Range PlannertGIS Coordinator 220 4th Avenue S Kent, Washington 98002 Email: dbutsick@kcntwa.gov Phone: (253) 856-5443 Billing Contact Danielle Butsick Sr. Long Range Planner/GIS Coordinator 220 4th Avenue S Kent, Washington 98002 Email: dbutsick@kentwa.gov Phone: (253) 856-5443 Authorized Dana Ralph Signatory Mayor 220 Fourth Ave S Kent, Washington 98032 Email: dralph@kentwa.gov Phone: (253) 856-5589 Version 10/30/2015 Star.of Wttslxington Department of Ecology Page 3 of 23 Agreement No: Si ASMP-1719-KcntPW-00047 Project-title Shoreline Master Program Periodic Review Recipient Name: City ofKent-reo.&Comm,Development ECOLOGY INFORMATION Mailing Address: Department of Ecology Shorelands PO BOX 47600 Olympia, WA 99504-7600 Physical Address: Shorelands 300 Desmond Drive SE Lacey, WA 98503 Contacts Misty Blair Project Manager 3190- 160th Ave SE Bellevue, Washington 98008-5452 Email: mbla461@eey.wa.gov Phone: (425) 649-4309 Amy Krause Financial Manager PO Box 47600 Olympia, Washington 98504-7600 Email: amkr461@ecy.wa.gov Phone: (360)407-7107 Version 10/30/2015 Slate of Washington Department of Ecology Page 4 of 23 Agoeement No SEAS MP-1719-KentPW-00047 Prnicet title Shoreline Master Program—Periodic Review Rceipient Name City ofKent-Eco.&Comm Development AUTHORIZING SIGNATURES RECIPIENT agrees to furnish the necessary personnel, equipment,materials, services, and otherwise do all things necessary for or incidental to the performance of work as set forth in this Agreement. RECIPIENT acknowledges that they had the opportunity to review the entire Agreement, including all the terns and conditions of this Agreement, Scope of Work,attachments, and incorporated or referenced documents, as well as all applicable laws, statutes, rules, regulations, and guidelines mentioned in this Agreement. Furthermore, the RECIPIENT has read, understood, and accepts all requirements contained within this Agreement. This Agreement contains the entire understanding between the parties, and there are no other understandings or representations other than as set forth,or incorporated by reference, herein. No subsequent modifications or amendments to this agreement will be of any force or effect unless in writing, signed by authorized representatives of the RECIPIENT and ECOLOGY and made a part of this agreement. ECOLOGY and RECIPIENT may change their respective staff contacts without the concurrence of either party. This Agreement shall be subject to the written approval of Ecology's authorized representative and shall not be binding until so approved. The signatories to this Agreement represent that they have the authority to execute this Agreement and hind their respective organizations to this Agreement. IN WITNESS WHEREOF:the parties hereto, having read this Agreement in its entirety, including all attachments, do agree in each and every particular and have thus set their hands hereunto. Washington State City of Kent-Eco.&Comm. Development Department of Ecology " ter ,,,✓ By: Gordon White Date Dana Ralph Date Shorelands Mayor Program Manager lemptate Approved to Form by Attomcy Ccncrak Olilce Version 10/30/2015 Stateof Washington Department of Ecology Page of23 Agreement No SEASMP-1719-IientPW-000Y7 Project'I ide Shnrclinc Mnater Program—Periodic Review Recipient Name CityofKcnt-Eco.&Comm Development SCOPE OF WORK Task Number: I Task Cost: $2,500.00 Task Title: Project Oversight: Coordination, Management, and Administration )Ogri ticalf: Project Oversight The RECIPIENT shall provide services necessary to complete the scope of work in compliance with this ECOLOGY grant. Oversight services include 1)project coordination, 2) project management, and 3) project administration. 1.1 Project Coordination: A. The RECIPIENT shall coordinate throughout the SMP review process with ECOLOGY. The RECIPIENT will provide ECOLOGY opportunities to review draft deliverables at appropriate intervals. ECOLOGY will provide ongoing technical assistance,and will evaluate consistency of deliverables with the Shoreline Management Act and applicable guidelines throughout the review process. B. The RECIPIENT shall coordinate with other applicable federal, state and local agencies, neighboring jurisdictions, and Indian tribes as provided in the Guidelines and SMA procedural rules. In addition,the RECIPIENT will consult with other appropriate entities which may have useful information if necessary. 2 Project Management: A. The RECIPIENT shall conduct activities including compliance with state statutes and rules,project scheduling, adherence to the scope of work, timelines,and due dates;request for,and if applicable, conducting the competitive procurement process including preparation of contractor bidding documents, advertisements, and grant monitoring, 1.3 Project Administration: A. The RECIPIENT shall submit quarterly progress reports and payment requests(PRPRs) with supporting documentation; maintain project records, and be in compliance of deliverables on content and established due dates. Task Goal Statement: Property managed and fully documented project that meets ECOLOGY's grant administration requirements. Task Expected Outcome: * 'Timely and complete submittal of requests for reimbursement, quarterly progress reports and recipient closeout report. * Properly maintained project documentation. Version t0/30/2015 State of Washington Department of Gcology 1 Page6a123, Agreernent No SEASMP-1719-KetOW-00047 Pmject'I itle_ Shoreline Master Program—Periodw Review Recipient Name_ Cityof'Kent-Eco-&.Comm.Development Recirricnt'I'ask Ccrt)ydinataxr: DaniclIe Sutsick Project Oversight: Coordination, Management, and Administration Deliverables Number Description Due Date 1 1 Progress Reports 1 2 Recipient Closeout Report 06/30/2019 Version 10/30/201 v Slate of Washington Department ofEcology Page 7 or23 Agreement No SEAS MP-1714-KentPW-00047 Project-1 ide_ Shoreline Maater Program Periodic Kevicm Recipient Name'. City ofKent-Eco.&Comm,Development SCOPE OF WORK Task Number: 2 Task Cost: $800.00 Task Title: Secure Consultant Services Task Description: If applicable, the RECIPIENT will: A. Secure qualified consultant services: In accordance with the RECIPIENT procurement procedures, (if none, then State procurement procedures), the RECIPIENT will enter into a contract with the selected consultant(s)and prepare a sub agreement in accordance with the scope of work in this agreement. Task Goal Statement: ._._...... To Iensure the RECIPIENT has qualified personnel to conduct the scope of this project. Outcon7C: Contract and sub-agreement with consultant(s)(if applicable). Rl�ciprowgt `['ask Coordinator: Danielle Butsick Secure Consultant Services Deliverables Number Description Due Date 2-1 Final signed consulting contract. Upload to EAGL. 22 Update in progress report. Version 10/30/2015 slate or Washington Department of Lcolop Page&b12.$ Agreement No_ SP.ASMP-1719-KentPW-00047 Projc ( Talc: Shoreline Master Program Periodic Review kccipienl Name City of Kent-Eeo &.Comin Development SCOPE OF WORK Task Number: 3 Task Cost: $4,000.00 Task Title: Public Participation Y�tati«� De�Sti'�Y1(n1; The RECIPIENT will: A. Develop Public Participation Plan: Prepare and disseminate a public participation plan to invite and encourage public involvement in the SMP periodic review consistent with WAC 173-26-090. The public participation plan should include applicable local requirements such as planning commission review and formal hearings, as well as applicable state notice requirements. B. Conduct public participation activities: Implement the public participation plan throughout the course of the SMP periodic review process. Task Goat Statement: To inform and involve all stakeholders in the SMP periodic review process. Task Expected Outcome: Continuous public participation activities throughout the SMP periodic review process. Recipient Task Coordinator: Danielle Butsick Public Participation Deliverables Number Description Due Date 39 Public Participation Plan. Upload to EAGL. 3,2 Updates of public involvement activities in progress report. vereion 10/302015 Stain of Washington Department of eologv Page 9 of 23 Agreement No SHASMP-1719-KciiWW-00047 Projeo I'uo Shoreline Master Program Periodic Review Recipient Name City ofkent-F:co,&Comm,Development SCOPE OF WORK Task Number: 4 Task Cost: $16,700.00 Task Title: Review Shoreline Master Program and draft revisions, if needed °LLIs_k Dgscri,puiA.n: The RECIPIENT will: A. Review the SMP to determine if revisions are needed 1. Review amendments to RCW 90.58 and Ecology rules that have occurred since the Shoreline Master Program was last amended, and determine if local amendments are needed to maintain compliance. Ecology will provide a checklist of legislative and rule amendments to assist local governments with this review. 2. Review changes to the comprehensive plan and development regulations to determine if the Shoreline Master Program policies and regulations remain consistent with them. Document the consistency analysis to support proposed changes to the Shoreline Master Program. 3. Conduct additional analysis deemed necessary to address changing local circumstances, new information or improved data. B. Draft revised SMP goals, policies and regulations, or prepare Finding of Adequacy 1. Prepare amended goals and policies or regulations identified through the review process. Use the checklist to identify where in the SMP changes are made to address applicable statutory or regulatory changes. 2. Where the review conducted under Task TA concludes no changes are necessary, prepare draft Findings of Adequacy. Task Goal Statement: To review the SMP to determine if changes are necessary, and revise the SMP if changes are deemed necessary, p'a, LxpeetedOutcome: A completed Periodic Review Checklist documenting the public review of the SMP, and either initial draft SMP amendments or draft Findings of Adequacy, Izecinient;FaskCoordinator: DanielleBulsick Review Shoreline Master Program and draft revisions, if needed Deliverables Number Description Due Date 4,1 A Periodic Review Checklist documenting consideration of statutory amendments, and internal consistency review. Upload to EAGL. 4,2 Draft SMP amendments or Findings of Adequacy and supporting documentation. Upload to EAGL. Version to/30/2015 State of Washington Department aCI C010gy Page 10 trf23 Agreement Na_ SEAS MP-1719-KentPW-00047 Projec C hide Shoreline Master Program—Periodic Review Focipieot Name_ City of Kent-Eco &Comm.Development SCOPE OF WORK Task N umber: 5 Task Cost: $6,000.00 Task Title: Local SMP or Findings of Adequacy Adoption Process 1.asOk_� ..g!,iptiiorrw The RECIPIENT will: Conduct a local review and adoption process for the proposed Shoreline Master Program as provided in the SMA, WAC 173-26, and the State Environmental Policy Act(SEPA). Where amendments to the SMP are proposed they shall contain applicable shoreline goals, policies or regulations together with copies of any provisions adopted by reference. Where no changes are needed, the local process will include formal Findings of Adequacy. A. Assemble complete Final Draft SMP amendment or Findings of Adequacy Assemble a complete SMP amendment for review and approval by the local jurisdictional governing body. Where the review determined that no changes are needed, prepare formal Findings of Adequacy. B. Complete SF.PA review and documentation Conduct SEPA review pursuant to the State Environmental Policy Act(RCW 43.21 Q. C. Provide GMA 60-day notice of intent to adopt For local governments planning under the Growth Management Act, notify ECOLOGY and the Department of Commerce of intent to adopt the SMP amendment at least 60 days in advance of final local approval, pursuant to RCW 36.70A.106. D. Hold public hearing I told at least one public hearing prior to local adoption of the draft SMP or Findings of Adequacy, consistent with the requirements of WAC 173-26-100 or WAC 173-26-104. E. Prepare a responsiveness summary Prepare a summary responding to all comments received during the public hearing and the public comment period. The names and mailing addresses of all interested parties providing comment shall be compiled. F. Adopt SMP and submit to ECOLOGY Complete the adoption process for the SMP update under either WAC 173-26-100 or WAC 173-26-104 and submit the locally-adopted Draft SMP amendment or Findings of Adequacy and Periodic Review Checklist to ECOLOGY under WAC 173-26-110. Task Goal Statement: To complete a locally adopted Shoreline Master Program amendment or Findings of Adequacy. jaskI;_xpgcterl_Outcome:, A locally adopted Shoreline Master Program amendment or Findings of Adequacy. Wrsioo 10/10/2015 5tatn of Washington Dapxrtmcm of Ecology Page I I of 23 AgrccmenL N. SEASNIP-1719-KentPW-00047 Project Title. shorchne Master Program—Periodic Review Ke.pienL Nnmc: Ciryof Kent-Cco-&Comm-Development Recunclft_I,al k Coordinator Danielle Butsick Local SMP or Findings of Adequacy Adoption Process Deliverables Number Description Due Date 5 1 A draft SMP amendment or Findings of Adequacy, with relevant supporting documentation, and a complete Periodic Review checklist. (Task 5.A). Upload to EAGL. 5-2 SEPA products: Checklist; Threshold Determination; SEPA notice. (Task 5.13). Upload to EAGL. 5,3 Evidence of compliance with GMA notice requirements. (Task 5.C). Upload to EAGL. 5.4 Public hearing record. (Task 5.1)). Upload to EAGL. 5.5 Response to comments received. Task 5.13). Upload to EAGL. 5.6 Locally adopted draft SMP amendment or Findings of Adequacy and Periodic Review Checklist. (Task 5.F). Upload to EAGL. version 10/30/2015 State of Washington Depamnent of Fcolog, Page 12 6f23 Agreement No SLASMP-1719-KentPW-00047 Pmjcet'ritic. Sho,ekne N[uster Program—Periodic Review Rceipicnt Neme. City of Kent-1 co.k Comm Development BUDGET Funding Distribution EGIS0568 NOTE: The above landing distribution numher is used to identify this specific agu-cement and budget on payment remittances and may he referenced on other communications from ECOLOGY. Your agreemew may have multiple Jimding distribution:numbers to identify each budget. Funding Title: Environmental Legacy Stewardship Account(Funding Type: Grant Funding Effective Date: 07/01/2017 Funding Expiration Date: 06/30/2019 Funding Source: Title: Environmental Legacy Stewardship Account(EL.SA) Type: State Funding Source%: 100% Description: Shorelands Periodic Review of Shoreline Master Program Approved Indirect Costs Rate: Approved State Indirect Rate:30% Recipient Match %: 0% InKind Interlocal Allowed: No InKind Other Allowed: No Is this Funding Distribution used to match a federal grant? No Environmental Legacy Stewardship Account(ELSA) Task Total Project Oversight: Coordination, Management, and $ 2,500.00 Administration Secure Consultant Services $ 800.00 Public Participation $ 4,000.00 Review Shoreline Master Program and draft revisions, if $ 16,700.00 needed Local SMP or Findings of Adequacy Adoption Process $ 6,000.00 Total: S 30,000.00 Vermon 10/30/2015 Stuta of Washington I)cpartment orEcology Page 13 n1'23 Agreement Na- SEASMP-1719-KtntPW-00047 Prajcct'I i la Shoreline Master Prograin Periodic Review Kecipiant Nana_ ULNofKcnt-Fco &Comm.Development Funding Distribution Srunmar Recipient/ Ecology Share Funding Distribution Name Recipient Match % Recipient Share Ecology Share Total Environmental Legacy 0.00 % $ 0.00 $ 30,000.00 $ 30,000.00 Stewardship Account(ELSA) Total $ 0.00 $ 30,000.00 S 30,000.00 AGREEMENT SPECIFIC TERMS AND CONDITIONS N/A SPECIAL TERMS AND CONDITIONS The RFCIPIFNT will negotiate the task deliverable due dates with ECOLOGY's Project Manager. The task deliverable due dates will be managed by and through the Deliverable Due Date form located on the Application Menu —Forms page in FACE. (Note: This form does not automatically print out with the agreement). I he RECIPIENT will coordinate and keep track of these dates with ECOLOGY's Project Manager and will note any changes on the quarterly progress reports. GENERAL FEDERAL CONDITIONS If a portion or all of the funds for this agreement are provided through federal funding sources or this agreement is used to match a federal grant award,the following terms and conditions apply to you. A. CERTIF.I.CATION REGARDING SIJSPFNS10N. DEBARMENT_ INELIGIBILFIY OR VOLUN"FARY EXCLUSION: _._. 1. The RECIPIENT/CONTRACTOR, by signing this agreement,certifies that it is not suspended, debarred, proposed for debarment, declared ineligible or otherwise excluded from contracting with the federal government,or from receiving contracts paid for with federal funds. If the RECIPIENT/CONTRACTOR is unable to certify to the statements contained in the certification, they must provide an explanation as to why they cannot. 2. The RECIPIENT/CON"TRACTOR shall provide immediate written notice to ECOLOGY if at any time the RECIPIEN"F/CONTRACTOR learns that its certification was erroneous when submitted or had become erroneous by reason of changed circumstances. 3. The terms covered transaction,debarred, suspended, ineligible, lower tier covered transaction, participant, person, primary covered transaction, principal, proposal, and voluntarily excluded, as used in this clause, have the meaning set out in the Definitions and Coverage sections of rules implementing Executive Order t2549. You may contact ECOLOGY for assistance in obtaining a copy of those regulations. 4. the RFCIPIENT/CONTRACTOR agrees it shall not knowingly enter into any lower tier covered transaction with a person who is proposed Cor debarment under the applicable Code of Federal Regulations,debarred, suspended, declared ineligible,or voluntarily excluded from participation in this covered transaction. 5. The RECIPIENT/CONTRACTOR further agrees by signing this agreement, that it will include this clause titled Vcrslon 10/10/2015 State of Was hirggon Department oFFcology Page 14 of23 Agrcement No. SEASMP-1719-kcntPW-00047 rmice['rite'. 9horcline Master Program—Periodic Rmew Recipient Name Ciry ofKenhCeo.&Comm.Development "CERTIFICATION REGARDING SUSPENSION, DEBARMENT, INELIGIBILITY OR VOLUNTARY EXCLUSION"without modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 6. Pursuant to 2CFRI80.330,the RECIPIENT/CONTRACTOR is responsible for ensuring that any lower tier covered transaction complies with certification of suspension and debarment requirements. 7. RECIPIENT/CONTRACTOR acknowledges that failing to disclose the information required in the Code of Federal Regulations may result in the delay or negation of this funding agreement, or pursuance of legal remedies, including suspension and debarment. 8. RECIPIENT/CONTRACTOR agrees to keep proof in its agreement file,that it,and all lower tier recipients or contractors, are not suspended or debarred, and will make this proof available to ECOLOGY before requests for reimbursements will be approved for payment. RECIPIENT/CONTRACTOR must run a search in htq,}w//www fir.-guw s and print a copy of completed searches to document proof of compliance. .R. FFDFRAL FUNDING ACCOUNI_ABILI]Y AND TRANSPARENCY ACT(I f A(, w}wwl1l PC)I i 1 VE:i RLQLJIRI MINTS: CONTRACTOR/RECIPIEN I must complete the FFATA Data Collection Form (ECY 070-395) and return it with the signed agreement to ECOLOGY. Any CONTRACTOR/RECIPIENT that meets each of the criteria below must report compensation for its five top executives using the FFATA Data Collection Form. Receives more than $25,000 in federal funds under this award. • Receives more than 80 percent of its annual gross revenues from federal funds. • Receives more than $25,000,000 in annual federal funds. Ecology will not pay any invoices until it has received a completed and signed FFATA Data Collection Form. Ecology is required to report the FFATA information for federally funded agreements, including the required DUNS number,at,wvww.fsrs.W(% �,Imp.Nvy.w w fyr5„T,oa/-'within 30 days of agreement signature.The FFATA information will be available to the public at wwdv_Il,%a f wyvdulp ,&Iv http,,llwtww uwas, tm ov/�-- For more details on FFATA requirements, see ewwty„M1INs ggy h,tIj//wwwv,t;�ts;oy/x. Verxion I0/302013 S(utc of Wa5hingmn Department 0i Eatlogy Pagc 15 of23 Agrccmcnt 2lo. SFASMP-1719-Ken(PW-00047 Proje,t I'ne Shorcl ine Matwr Pmgram Periodic Review Recipient Maine_ City of KcnFtia, K Comm Development GENERAL TERMS AND CONDITIONS Pertaining to Grant and Loan Agreements With the state of Washington, Department of Ecology GENERAL TERMS AND CONDITIONS AS OF LAST UPDATED 1/22/2018 VERSION I. ADMINISTRATIVE REQUIREMENTS a) RECIPIENT shall follow the "Administrative Requirements for Recipients of Ecology Grants and Loans—EAGL Edition." (https://fortress.wa.gov/ecy/publications/SummaryPages/1701004.Find) b) RECIPIENT shall complete all activities funded by this Agreement and be fully responsible for the proper management of all funds and resources made available under this Agreement. c) RECIPIENT agrees to take complete responsibility for all actions taken under this Agreement, including ensuring all subgrantees and contractors comply with the terms and conditions of this Agreement. ECOLOGY reserves the right to request proof of compliance by subgrantees and contractors. d) RECIPIENT's activities under this Agreement shall be subject to the review and approval by ECOLOGY for the extent and character of all work and services. 2. AML'.NDMEN7'S AND MODIFICATIONS This Agreement may be altered, amended, or waived only by a written amendment executed by both parties. No subsequent modification(s) or amendments) of this Agreement will be ofany force or effect unless in writing and signed by authorized representatives of both parties. ECOLOGY and the RECIPIENT may change their respective staff contacts and administrative information without the concurrence of either party. 3. ARCHAEOLOGICAL AND CUL'I URAL RESOURCES RECIPIENT shall take reasonable action to avoid, minimize, or mitigate adverse effects to archeological and historic resources. The RECIPIENT must agree to hold harmless the State of Washington in relation to any claim related to historical or cultural artifacts discovered, disturbed, or damaged due to the RECIPIENT's project funded under this Agreement. RECIPIENT shall: a) Contact the ECOLOGY Program issuing the grant or loan to discuss any Cultural Resources requirements for their project: • For capital construction projects or land acquisitions for capital construction projects, if required, comply with Governor Executive Order 05-05,Archaeology and Cultural Resources. • For projects with any federal involvement, if required,comply with the National Historic Preservation Act. • Any cultural resources federal or state requirements must be completed prior to the start of any work on the project site. b) If required by the ECOLOGY Program, submit an Inadvertent Discovery Plan (IDP) to ECOLOGY prior to implementing any project that involves ground disturbing activities. ECOLOGY wit] provide the IDP form. RECIPIENT shall: • Keep the IDP at the project site. • Make the IDP readily available to anyone working at the project site. • Discuss the IDP with staff and contractors working at the project site. • Implement the IDP when cultural resources or human remains are found at the project site. c) If any archeological or historic resources are found while conducting work under this Agreement: • Immediately stop work and notify the ECOLOGY Program, the Department of Archaeology and Historic Preservation at(360) 586-3064, any affected Tribe, and the local government. d) If-,my human remains are found while conducting work under this Agreement: Version 10/30/2015 Slate of Washington DepartmeIIt ofEcoIngy Page t6 of Agreement No. SF.ASMP-1719-Kenl'W-00047 Protect'title shoreline Master Program—Periodic Review Recipient Name. City of Kent-11co.&Comm Development • Immediately stop work and notify the local Law Enforcement Agency or Medical Examiner/Coroner's Office, and then the ECOLOGY Program. e) Comply with RCW 27.53, RCW 27.44.055, and RCW 68.50.645, and all other applicable local, state, and Icderal laws protecting cultural resources and human remains. 4. ASSIGNMENT No right or claim of the RECIPIENT arising under this Agreement shall be transferred or assigned by the RECIPIENT. 5. COMMUNICATION RECIPIENT shall make every effort to maintain effective communications with the RECIPIENT's designees, ECOLOGY,all affected local, state, or federal jurisdictions, and any interested individuals or groups. 6. COMPENSATION a) Any work performed prior to effective date of this Agreement will be at the sole expense and risk of the RECIPIENT. ECOLOGY must sign the Agreement before any payment requests can be submitted. b) Payments will be made on a reimbursable basis for approved and completed work as specified in this Agreement. e) RECIPIENT is responsible to determine if costs are eligible. Any questions regarding eligibility should be clarified with ECOLOGY prior to incurring costs. Costs that are conditionally eligible require approval by ECOLOGY prior to expenditure. d) RECIPIENT shall not invoice more than once per month unless agreed on by ECOLOGY. e) ECOLOGY will not process payment requests without the proper reimbursement forms, Progress Report and supporting documentation. ECOLOGY will provide instructions for submitting payment requests. I) ECOLOGY will pay the RECIPIENT thirty (30)days after receipt of a properly completed request for payment. g) RECIPIENT will receive payment through Washington State Department of Enterprise Services' Statewide Payee Desk. RL:CIPILN I must register as a payee by submitting a Statewide Payee Registration form and an IRS W-9 form atthe website,http://www.des.wa.gov/services/ContractingPurchasiiig/Business/VendorPay/Pages/default.aspx. For any questions about the vendor registration process contact the Statewide Payee help Desk at(360)407-8180 or email payeehelpdesk(niwatech.wa.gov. h) ECOLOGY may, at its sole discretion,withhold payments claimed by the RECIPIENT if the RECIPIENT fails to satisfactorily comply with any tern or condition of this Agreement. i) Monies withheld by ECOLOGY maybe paid to the RECIPIENT when the work described herein, or a portion thereof, has been completed if, at ECOLOGY's sole discretion,such payment is reasonable and approved according to this Agreement, as appropriate,or upon completion of an audit as specified herein. j) RECIPIENT must submit within thirty (30)days alter the expiration date of this Agreement, all financial, performance,and other reports required by this agreement. Failure to comply may result in delayed reimbursement. 7. COMPLIANCE WITH ALL LAWS RECIPIENT agrees to comply fully with all applicable federal, state and local laws, orders, regulations, and permits related to this Agreement, including but not limited to: a) RECIPIENT agrees to comply with all applicable laws, regulations, and policies of the United Stales and the State of Washington which affect wages and job safety. b) RECIPIENT agrees to be bound by all applicable federal and state laws, regulations, and policies against discrimination. e) RECIPIENT certifies full compliance with all applicable state industrial insurance requirements. d) RECIPIENT agrees to secure and provide assurance to ECOLOGY that all the necessary approvals and permits required by authorities having jurisdiction over the project are obtained. RECIPIENT must include time in their project timeline for the permit and approval processes. Version 10/3012015 State of Washington Department of Rcoli)gv Page 17 o1 23 Agreement No SEASMP-1719-KentPW-00047 Project'1'itle'. Shomline Master Program—Periodic Review Recipient Name City(if Kcnt-Rco.&Comm Development ECOLOGY shall have the right to immediately terminate for cause this Agreement as provided herein if the RECIPIENT' fails to comply with above requirements. If any provision of this Agreement violates any statute or rule of law of the state of Washington, it is considered modified to conform to that statute or rule of law. 8. CONFLICT OF INTEREST' RECIPIENT and ECOLOGY agree that any officer, member, agent,or employee, who exercises any function or responsibility in the review, approval,or carrying out of this Agreement, shall not have any personal or financial interest,direct or indirect, nor affect the interest of any corporation, partnership, or association in which he/she is a part, in this Agreement or the proceeds thereof. 9. CONTRACTING FOR GOODS AND SERVICES RECIPIENT may contract to buy goods or services related to its performance under this Agreement. RECIPIENT shall award all contracts for construction, purchase of goods, equipment, services, and professional architectural and engineering services through a competitive process, if required by Stale law. RECIPIENT is required to follow procurement procedures that ensure legal, fair, and open competition. RECIPIENT must have a standard procurement process or follow current state procurement procedures. RECIPIENT may be required to provide written certification that they have followed their standard procurement procedures and applicable state law in awarding contracts under this Agreement. ECOLOGY reserves the right to inspect and request copies of all procurement documentation, and review procurement practices related to this Agreement. Any costs incurred as a result of procurement practices not in compliance with state procurement law or the RECIPIENT's normal procedures may be disallowed at ECOLOGY's sole discretion. 10. DISPUTES When there is a dispute with regard to the extent and character of the work, or any other matter related to this Agreement the determination of ECOLOGY will govern, although the RECIPIENT shall have the right to appeal decisions as provided for below: a) RECIPIENT notifies the funding program of an appeal request. b) Appeal request must be in writing and state the disputed issue(s). c) RECIPIENT has the opportunity to be heard and offer evidence in support of its appeal. d) ECOLOGY reviews the RECIPIENT's appeal. e) ECOLOGY sends a written answer within ten(10) business days, unless more time is needed, after concluding the review. The decision of ECOLOGY from an appeal will be final and conclusive, unless within thirty(30) days from the date of such decision, the RECIPIENT furnishes to the Director of ECOLOGY a written appeal. The decision of the Director or duly authorized representative will be final and conclusive. The parties agree that this dispute process will precede any action in ajudicial of quasi-judicial tribunal. Appeals of the Director's decision will be brought in the Superior Court of Thurston County. Review of the Director's decision will not be taken to Environmental and Land Use I learings Office. Pending final decision of a dispute,the RECIPIENT agrees to proceed diligently with the performance of this Agreement and in accordance with the decision rendered. Nothing in this Agreement will be construed to limit the parties' choice of another mutually acceptable method,in addition to the dispute resolution procedure outlined above. 11. ENVIRONMENT AL DATA STANDARDS a) RECIPIENT shall prepare a Quality Assurance Project Plan (QAPP) for a project that collects or uses environmental measurement data. RECIPIENTS unsure about whether a QAPP is required for their project shall contact version 10/30/2015 State of Washington Department ul Liwlogy Page 18 of 23 AgroementNo SeASMP-1719-KentPW-U0047 [,reject Title- Shorclina Matter Program Periodic Review Recipient Name'. Ciry ofKent-Gw.&Comm Development the ECOLOGY Program issuing the grant or loan. If a QAPP is required, the RECIPIENT shall: Use ECOLOGY's QAPP Template/Checklist provided by the ECOLOGY, unless ECOLOGY Quality Assurance (QA)officer or the Program QA coordinator instructs otherwise. • Follow ECOLOGY's Guidelines for Preparing Quality Assurance Project Plans for Environmental Studies, July 2004(Ecology Publication No. 04-03-030). • Submit the QAPP to ECOLOGY for review and approval before the start of the work. b) RECIPIENT shall submit environmental data that was collected on a project to ECOLOGY using the Environmental Information Management system (EIM), unless the ECOLOGY Program instructs otherwise. The RECIPIENT must confirm with ECOLOGY that complete and correct data was successfully loaded into EIM, find instructions at: http://www.ecy.wa.gov/eim. e) RECIPIENT shall follow ECOLOGY'S data standards when Geographic Information System (GIS)data is collected and processed. Guidelines for Creating and Accessing GIS Data are available at: https://ecology.wa.gov/Research-Data/Data-resources/Geographic-Information-Systems-GIS/Standards. RECIPIENT, when requested by ECOLOGY, shall provide copies to ECOLOGY of all final GIS data layers, imagery, related tables, raw data collection tiles, map products, and all metadata and project documentation. 12. GOVERNING LAW This Agreement will be governed by the laws of the State of Washington, and the venue of any action brought hereunder will be in the Superior Court of Thurston County. 13. INDEMNIFICATION ECOLOGY will in no way be held responsible for payment of salaries, consultant's fees, and other costs related to the project described herein, except as provided in the Scope of Work. To the extent that the Constitution and laws of the Slate of Washington permit, each party will indemnify and hold the other harmless from and against any liability for any or all injuries to persons or property arising from the negligent act or omission of that party or that party's agents or employees arising out of this Agreement. 14. INDEPENDFNT STATUS The employees, volunteers, or agents of each party who are engaged in the performance of this Agreement will continue to be employees, volunteers, or agents of that party and will not for any purpose be employees, volunteers, or agents of the other party. 15. KICKBACKS RECIPIENT is prohibited from inducing by any means any person employed or otherwise involved in this Agreement to give up any part of the compensation to which he/she is otherwise entitled to or receive any fee, commission, or gift in return for award of a subcontract hereunder. 16. MINORITY AND WOMEN'S BUSINESS ENTERPRISES (MWBE) RECIPIENT is encouraged to solicit and recruit, to the extent possible,certified minority-owned(MBE) and women-owned(WBE) businesses in purchases and contracts initiated under this Agreement. Contract awards or rejections cannot be made based on MWBE,participation; however,the RECIPIENT is encouraged to take the following actions, when possible, in any procurement under this Agreement: a) Include qualified minority and women's businesses on solicitation lists whenever they are potential Sources of goods or services. b) Divide the total requirements,when economically feasible, into smaller tasks or quantities, to permit maximum participation by qualified minority and women's businesses. c) Establish delivery schedules, where work requirements permit, which will encourage participation of qualified Version 1000/21015 State of Washington Dcpamncnt of EcaIogy Page 19 of?3 Agreement No SEASMP-1719 KentPW-00047 Project Title shoreline Master Pro@ram—Periodic Review Recipicat Name CityolKent-Eco &Comm Development minority and wornen's businesses. d) Use the services and assistance of the Washington State Office of Minority and Women's Business Enterprises (OM WBE)(866-208-1064)and the Office of Minority Business Enterprises of the U.S. Department of Commerce, as appropriate. 17. ORDER OF PRECEDENCE In the event of inconsistency in this Agreement, unless otherwise provided herein,the inconsistency shall be resolved by giving precedence in the following order: (a) applicable federal and state statutes and regulations; (b)The Agreement (c) Scope of Work; (d) Special Terms and Conditions; (e) Any provisions or terms incorporated herein by reference,including the "Administrative Requirements for Recipients of Ecology Grants and Loans'; and(f)the General Terms and Conditions. 18. PRESENTATION AND PROMOTIONAL MATERIALS ECOLOGY reserves the right to approve RECIPIENT's communication documents and materials related to the fulfillment of this Agreement: a) If requested, RECIPIENT shall provide a draft copy to ECOLOGY for review and approval ten(10) business days prior to production and distribution. b) RECIPIENT shall include time for ECOLOGY's review and approval process in their project timeline. c) If requested, RECIPIENT shall provide ECOLOGY two(2) final copies and an electronic copy of any tangible products developed. Copies include any printed materials, and all tangible products developed such as brochures, manuals, pamphlets, videos, audio tapes, CDs, curriculum, posters, media announcements, or gadgets with a message, such as a refrigerator magnet, and any online communications, such as web pages,blogs,and twitter campaigns. If it is not practical to provide a copy,then the RECIPIENT shall provide a description (photographs, drawings, printouts, etc.)that best represents the itein. Any communications intended for public distribution that uses ECOLOGY's logo shall comply with ECOLOGY's graphic requirements and any additional requirements specified in this Agreement. Before the use of ECOLOGY'S logo contact ECOLOGY for guidelines. RECIPIENT shall acknowledge in the communications that funding was provided by ECOLOGY. 19. PROGRESS REPORTING a) RECIPIENT must satisfactorily demonstrate the timely use of funds by submitting payment requests and progress reports to ECOLOGY. ECOLOGY reserves the right to amend or terminate this Agreement if the RECIPIENT does not document timely use of funds. b) RECIPIENT must submit a progress report with each payment request. Payment requests will not be processed without a progress report. ECOLOGY will define the elements and frequency of progress reports. c) RECIPIENT shall use ECOLOGY's provided progress report format. d) Quarterly progress reports will cover the periods from January I through March 31, April 1 through June 30, July 1 through September 30, and October I through December 31, Reports shall be submitted within thirty(30) days after the end of the quarter being reported. c) RECIPIENT must submit within thirty(30) days of the expiration date of the project, unless an extension has been approved by ECOLOGY, all financial, performance, and other reports required by the agreement and funding program guidelines. RECIPIENI shall use the ECOLOGY provided closeout report for im. 20. PROPERTY RIG14I'S a) Copyrights and Patents. When the RECIPIENT creates any copyrightable materials or invents any patentable property under this Agreement, the RECIPIENT may copyright or patent the same but ECOLOGY retains a royalty free, nonexclusive, and irrevocable license to reproduce, publish, recover, or otherwise use the material(s) or property,and to Vcrs;ion 1013020E State of Wash ington Depflrhn ell t o f Hcology Page 20 of 23 Agreement No SF,ASMP-1719-KcntPW-00037 Project Title'. Shorolinc Mes[crProgram—Penodie Rcvicw Recipient Namc: City of Kent-1 co &Cnmm Dcvclopmcot authorize others to use the same for federal, state, or local government purposes. b) Publications. When the RECIPIENT m persons employed by the RECIPIENT use or publish ECOLOGY information; present papers, lectures, or seminars involving information supplied by ECOLOGY; or use logos, reports, maps, or other data in printed reports, signs, brochures, pamphlets,etc., appropriate credit shall be given to F,COLOGY. c) Presentation and Promotional Materials. ECOLOGY shall have the right to use or reproduce any printed or graphic materials produced in fulfillment of this Agreement, in any manner ECOLOGY deems appropriate. ECOLOGY shall acknowledge the RECIPIENT as the sole copyright owner in every use or reproduction of the materials. d) Tangible Property Rights. ECOLOGY's current edition of"Administrative Requirements for Recipients of Ecology Grants and Loans," shall control the use and disposition of all real and personal property purchased wholly or in part with funds furnished by ECOLOGY in the absence of state and federal statutes,regulations, or policies to the contrary, or upon specific instructions with respect thereto in this Agreement. e) Personal Property Furnished by ECOLOGY. When ECOLOGY provides personal property directly to the RECIPIENT for use in performance of the project, it shall be returned to ECOLOGY prior to final payment by ECOLOGY. If said property is lost, stolen, or damaged while in the RECIPIENT's possession, then ECOLOGY shall be reimbursed in cash or by setof I by the RECIPIENT for the fair market value of such property. f) Acquisition Projects. The following provisions shall apply if the project covered by this Agreement includes funds for the acquisition of land or facilities: 1. RECIPIENT shall establish that the cost is fair value and reasonable prior to disbursement of funds provided for in this Agreement. 2. RECIPIENT shall provide satisfactory evidence of title or ability to acquire title for each parcel prior to disbursement of funds provided by this Agreement. Such evidence may include title insurance policies,Torrens certificates, m abstracts,and attorney's opinions establishing that the land is free from any impediment, lien, or claim which would impair the uses intended by this Agreement. g) Conversions. Regardless of the Agreement expiration date, the RECIPIENT shall not at any time convert any equipment, property, or facility acquired or developed under this Agreement to uses other than those for which assistance was originally approved without prior written approval of ECOLOGY. Such approval may be conditioned upon payment to ECOLOGY of that portion of the proceeds of the sale, lease, or other conversion or encumbrance which monies granted pursuant to this Agreement bear to the total acquisition, purchase,or construction costs of such property. 21. RECORDS, AUDITS, AND INSPECTIONS RECIPIENT shall maintain complete program and financial records relating to this Agreement, including any engineering documentation and field inspection reports of all construction work accomplished. All records shall: a) Be kept in a manner which provides an audit trail for all expenditures. b) Be kept in a common File to facilitate audits and inspections. c) Clearly indicate total receipts and expenditures related to this Agreement. d) Be open for audit or inspection by ECOLOGY, or by any duly authorized audit representative of the State of Washington, for a period of at least three(3)years after the final grant payment or loan repayment, or any dispute resolution hereunder. RECIPIENT shall provide clarification and make necessary adjustments if any audits or inspections identify discrepancies in the records. ECOLOGY reserves the right to audit,or have a designated third party audit, applicable records to ensure that the state has been properly invoiced. Any remedies and penalties allowed by law to recover monies determined owed will be enforced. Repetitive instances of incorrect invoicing or inadequate records may be considered cause for termination. All work performed under this Agreement and any property and equipment purchased shall be made available to ECOLOGY and to any authorized state, federal or local representative for inspection at any time during the course of Version 10/30R015 State or Washingtm)Department oI EcoIogy Page 21 of23 Agreement No. SFASN11a 719-KentPW-00047 Project Iitic Shoreline Masser Program -Periodic Review Recipient Name City ofKcnt-Fco.&Comm. Development this Agreement and for at least three(3)years following grant or loan termination or dispute resolution hereunder. RECIPIENT shall provide right of access to ECOLOGY,or any other authorized representative, at all reasonable times, in order to monitor and evaluate performance,compliance,and any other conditions under this Agreement. 22. RECOVERY OF FUNDS The right of the RECIPIENT to retain monies received as reimbursement payments is contingent upon satisfactory performance of this Agreement and completion of the work described in the Scope of Work. All payments to the RECIPIENT are subject to approval and audit by ECOLOGY, and any unauthorized expenditure(s) or unallowable cost charged to this Agreement shall be refunded to ECOLOGY by the RECIPIENT. RECIPIENT shall refund to ECOLOGY the full amount of any erroneous payment or overpayment under this Agreement. RECIPIENT shall refund by check payable to ECOLOGY the amount of any such reduction of payments or repayments within thirty(30) days of a written notice. Interest will accrue at the rate of twelve percent(12%) per year from the time ECOLOGY demands repayment of funds. Any property acquired under this Agreement, at the option of ECOLOGY, may become ECOLOGY's property and the RECIPIENT's liability to repay monies will be reduced by an amount reflecting the fair value ofsuch property. 23. SEVERABILITY If any provision of this Agreement or any provision of any document incorporated by reference shall be held invalid, such invalidity shall not affect the other provisions of this Agreement which can be given effect without the invalid provision, and to this end the provisions of this Agreement are declared to be severable. 24. STATE ENVIRONMENTAL POLICY ACT(SEPA) RECIPIENT must demonstrate to ECOLOGY's satisfaction that compliance with the requirements of the State Environmental Policy Act(Chapter 43.21C RCW and Chapter 197-11 WAC) have been or will be met. Any reimbursements are subject to this provision. 25. SUSPENSION When in the best interest of ECOLOGY, ECOLOGY may at any time,and without cause, suspend this Agreement or any portion thereof for a temporary period by written notice from ECOLOGY to the RECIPIENT. RECIPIENT shall resume performance on the next business day following the suspension period unless another day is specified by ECOLOGY. 26. SUS'lAINABLE, PRACTICES In order to sustain Washington's natural resources and ecosystems, the RECIPIENT is fully encouraged to implement sustainable practices and to purchase environmentally preferable products under this Agreement. a) Sustainable practices may include such activities as: use of clean energy, use of double-sided printing, hosting low impact meetings, and setting up recycling and composting programs. b) Purchasing may include such items as: sustainably produced products and services, EPEAT registered computers and imaging equipment, independently certified green cleaning products, remanufactured toner cartridges, products with reduced packaging, office products that are refillable, rechargeable,and recyclable, and 1009'0 post-consumer recycled paper. For more suggestions visit ECOLOGY's web page: Green Purchasing, , https://eco logy.wa.gov/Regulations-Perm its/Gui dance-tech nical-assi stance/Sustainable-purchasing. 27. 1 ERMINATION a) For Cause ECOLOGY may terminate for cause this Agreement with a seven(7) calendar days prior written notification to the Version 10/30/2015 State of Washingtum Department of Ecology Page 22 of 23 Agrcancnt No SG AS N411-1719-KentPW-00047 Project Title Shoreline Nhvter Program Periodic Revim ncciplcnt Namc. Cip orKen6Lco.&Comm Development RECIPIENT, at the sole discretion of ECOLOGY,for failing to perform an Agreement requirement or for a material breach of any term or condition. If this Agreement is so terminated,the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination. Failure to Commence Work. ECOLOGY reserves the right to terminate this Agreement if RECIPIEN"f fails to commence work on the project funded within four(4)months after the effective date of this Agreement, or by any date mutually agreed upon in writing for commencement of work, or the time period defined within the Scope of Work. Non-Performance. The obligation of ECOLOGY to the RECIPIENT is contingent upon satisfactory performance by the RECIPIENT of all of its obligations under this Agreement. In the event the RECIPIENT unjustifiably fails, in the opinion of ECOLOGY, to perform any obligation required of it by this Agreement, ECOLOGY may refuse to pay any further funds, terminate in whole or in part this Agreement, and exercise any other rights under this Agreement. Despite the above,the RECIPIENT shall not be relieved of any liability to ECOLOGY for damages sustained by ECOLOGY and the State of Washington because of any breach of this Agreement by the RECIPIENT. ECOLOGY may withhold payments for the purpose of setoff until such time as the exact amount of damages due ECOLOGY from the RECIPIENT is determined. b) For Convenience ECOLOGY may terminate for convenience this Agreement, in whole or in part,for any reason when it is the best interest of ECOLOGY, with a thirty (30) calendar days prior written notification to the RECIPIENT, except as noted below. If this Agreement is so terminated,the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination. Non-Allocation of Funds. ECOLOGY's ability to make payments is contingent on availability of funding. In the event funding from state, federal or other sources is withdrawn,reduced, or limited in any way after the effective date and prior to the completion or expiration date of this Agreement, ECOLOGY,at its sole discretion, may elect to terminate the Agreement, in whole or part, or renegotiate the Agreement, subject to new funding limitations or conditions. ECOLOGY may also elect to suspend performance of the Agreement until ECOLOGY determines the finding insufficiency is resolved. ECOLOGY may exercise any of these options with no notification or restrictions, although ECOLOGY will make a reasonable attempt to provide notice. In the event of termination or suspension, ECOLOGY will reimburse eligible costs incurred by the recipient/contractor through the effective date of termination or suspension. Reimbursed costs must be agreed to by ECOLOGY and the recipient/contractor. In no event shall ECOLOGY's reimbursement exceed ECOLOGY's total responsibility under the agreement and any amendments. If payments have been discontinued by ECOLOGY due to unavailable funds,the RECIPIENT shall not be obligated to repay monies which had been paid to the RECIPIENT prior to such termination. RECIPIENT's obligation to continue or complete the work described in this Agreement shall be contingent upon availability of funds by the RECIPIEN I"s governing body. c) By Mutual Agreement ECOLOGY and the RECIPIEN"f may terminate this Agreement, in whole or in part, at any time, by mutual written agreement. d) In Event of Termination All finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports or other materials prepared by the RECIPIENT under this Agreement,at the option of ECOLOGY, will become property of ECOLOGY and the RECIPIENT shall be entitled to receivejust and equitable compensation for any satisfactory work Version I0/30/201) State of Washington 13oparhncnt of Ecology Page 23 of 23 Agreement No .Sf.ASMP-1719-KentPW-00047 Project"title. Shoreline Master Program—Periodic RevieW Recipient Name. City of Kent-loo.&Comm,Devclapincnt completed on such documents and other materials. Nothing contained herein shall preclude ECOLOGY from demanding repayment of all funds paid to the RECIPIENT in accordance with Recovery of Funds,identified herein. 28. THIRD PARTY BENEFICIARY RECIPIENT shall ensure that in all subcontracts entered into by the RECIPIENT pursuant to this Agreement, the state of Washington is named as an express third party beneficiary of such subcontracts with full rights as such. 29. WAIVER Waiver of a default or breach of any provision of this Agreement is not a waiver of any subsequent default or breach, and will not be construed as a modification of the terms of this Agreement unless stated as such in writing by the authorized representative of ECOLOGY. VC11rLm 10/30/20U