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PW12-087 - Original - Public Works Board - Public Works Trust Fund DM11-952-019 - 02/16/2012
O Records Man-ageme KENT Document WASHINOTON CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor Name: Washington State Public Works Board Vendor Number: JD Edwards Number Contract Number: eW olol-© o 7 This Is assigned by City Clerk's Office Project Name: Green River Water Treatment Plant Filtratoin Facility Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ® Contract ❑ Other: Contract Effective Date: 2/9/12 Termination Date: Contract Renewal Notice (Days): N/A Number of days required notice for termination or renewal or amendment Contract Manager: Brad Lake Department: PW Operations Detail: (i.e. address, location, parcel number, tax id, etc.): Drinking Water State Revolving Fun Loan #MD11-952-019. Contract for Green River Water Treatment Plant Filtration Facility. CM 9/7 L2 S•Publlc\RecordsManagement\Forms\ContractCover\adcc7832 1 11/08 �a2 srnrg a� o � m STATE OF WASHINGTON DEPARTMENT OF COMMERCE 1011 Plum Street SE• PO Box 42525 • Olympia, Washington 98504-2525• (360)725-4000 www.commerce.wa.gov February 23,2012 Brad Lake City of Kent 220 4th Avenue South Kent, WA 98032 RE: Drinking Water State Revolving Fund Loan Number DM11-952-019 Dear Mr. Brad Lake: Enclosed is a fully executed contract for your Drinking Water State Revolving Fund Loan Number DM11-952-019 This contract is for Green River Water Treatment Plant Filtration Facility. Please keep this original document with other local records related to your project. We are also enclosing instruction and A19 vouchers for requesting funds and will email the electronic version, (if needed), for your completion once funds are ready to be expended Please send A19 invoices to. Denise Fry Community Trade and Economic Development Arm Contracts Admmistration Unit P O Box 42525 Olympia, WA 98504-2525 1 will be your project manager and look forward to working with you and your staff on this If you have an questions or need additional information, lease do not hesitate project. Y yq p to call me at (360) 725-2741 or email me at demse.fry@Commerce.wa.gov. Sincerely, Denise Fry Contracts Administration Unit Pro_lect Manager Enclosures „ es, Commerce Contract Information Sheet (CIS) Contract Number- DM11-952-019 Amendment Number(if applicable): Contract Basics Contract# DM11-952-019 COM Rep Name Denise Fry Start 2/16/2012 Contract Id 26004 Phone# 3607252741 End Date 10/1/2035 Amendment# Acct Staff Name Arlene Escobar DocDate 2/16/2012 Status Executed Phone# 3607252725 Amend Eff Date Contract Type Loan OFM Purpose CFDA# 66 468 Division Local Government& Other Contract# Match Amount Infrastructure Division Program Drinking Water State Revolving Fund Hard ❑ ARRA Project Soft ❑ AG Billing Code Project Name Green River Water Treatment Plant Filtration Facil Contract I Contract Project Description Amendment Tacoma Water and its partner utilities will construct a filter treatment plant with a peak capacity of 150 Description million gallons per day(MGD)on the Green River, with sedimentation sized flows of 90 MGD under worst case winter water quality conditions This protect will also include construction of clear well reservoirs, a pump station, power system improvements, facilities for processing filter backwash water residuals, and related piping and site work Large diameter transmission mains, valves, and related infrastructure to connect the new treatment facilities,the new clear well reservoirs, and the existing transmission mains will also be constructed Contractor Vendor#/Suffix SWV0000552 00 Contact Name Brad Lake Contractor Type Local Government Contact Phone 2538565610 FY End (mm/dd) 12/31 Contract Fax Legal Name KENT CITY OF Contact Email tlaporte@ci kent wa us DBAI IAddress 220 4TH AVE S TIN 916001254 CitylState/Zip KENT, WA 98032 U BI#/Suffix Original Contract Total $2,020,000 00 Current Contract Total $2,020,000 00 Contract Expenditure Coding Amend Bien Master JSub Grant/Loan Amount Fund Source Fund Appn Project Sub Index JObjectl Project 2013 653781Z0 NR Loan 1 $2,020,000 00 1 OTHER 001 Z30 6537 81 Total $2,020,000 00 Print Time. 2123120 12 4 25-23 PM Page 1 of 3 Y • • Commerce Contract Information Sheet (CIS) Contract Number DM11-952-019 Amendment Number(if applicable): Commodity Code Commodity Code 968 00 Public Works And Related Services Purposes Commerce Purpose Primary? Support community health and safety ❑x Jobs Created/Retained Job Type Green Above Average Estimation Method Estimate Actual Job County Wage Construction ❑X ❑ Formula 456300 Infrastructure Is this an Infrastructure Contract? ❑X Infrastructure Type Utilities Project Site Physical Location Site Name Physical Address Zip Code Jurisdiction Latitude Longitude Green River Water 220 4th Avenue South 98032 Kent Treatment Plant Filtration Facd Contract/Amendments Notes Print Time 212312012 4 25 23 PM Page 3 of 3 0 CONTRACTS ADMINISTRATION UNIT NOTIFICATION OF CONTRACT AWARD AND START OF CONSTRUCTION CONTRACT AGENCY: NUMBER DATE OF NOTICE TO PROCEED CONTRACT AWARD DATE: CONTRACT PROJECT NAME: AMOUNT $ PROJECT LOCATION: GENERAL CONTRACTOR: DATE BID SOLICITATION PUBLISHED*: BID OPENING DATE- / / NUMBER OF BIDS RECEIVED: NAMES/ADDRESSES OF DISADVANTAGED BUSINESS ENTERPRISE SOLICITED APPLICABLE FEDERAL WAGE DECISION NUMBER**: MODIFICATIONS**:: PRECONSTRUCTION CONFERENCE DATE: CONSTRUCTION START DATE: SUBMITTED BY SIGNATURE: TITLE: PRINTED NAME: ADDRESS: *Please attach copy of published bid solicitation advertisement.* **Federal Funded Contracts (CDBG & DWSRF)** PLEASE NOTE: Federally funded projects are subject to paying the higher of Federal Davis Bacon or State prevailing wages. Washington State j Public Works Board 8 1011 Plum Street SE Post Office Box 42525 Oly mpia,NN ashmgton 98504-2525 DWSRF PROJECT STATUS REPORT This form must be completed each time you submit a reimt7ursement request. Reimbursem`ent ' requests will not be processed unless accompanied by a current Project Status Report. Client Name. City of Kent Contract Number DM11-952-019 Project Name, Green River Water Treatment Plant Filtration Facility Scheduled Project 2/23116 Completion Date 1) Project Progress Please describe the progress you have made to date on your project's scope of work (see Attachment A in your contract) } Approximately, what percentage of the project is complete? % When do you expect the protect to be completed (month/day/year)? if the anticipated completion date is different from the one above, what factors led to the change in the completion date? 2011 DWSRF MUNICIPAL BORROWERS IMPORTANT INFORMATION MUST READ INSTRUCTIONS FOR COMPLETING DRINKING WATER STATE REVOLVING LOAN FUND VOUCHERS General Information The Loan Agreement describes the points at which your loan funds maybe disbursed to you This is referenced in your loan agreement, Section 1 9 Reimbursement Procedures and Payment • Disbursements are initiated by the BORROWER on the attached Invoice Vouchers. • Funds will be disbursed on a reimbursement-basis only Expenses incurred after August 3. 2011, are eligible for reimbursement • Disbursement requests must include documentation that supports evidence of costs incurred. Documentation may include bills or receipts from contractors • Each disbursement request may include costs incurred over an extended period • The loan agreement places conditions on the loan disbursements • A non-refundable loan fee of 1% of the loan will be assessed on your first draw request (voucher#1) • 10% of your loan will be withheld until project completion Disbursements for non-construction activities will be allowed after the contract execution. Disbursements for construction activities are not allowed until documentation has been received by the Contracts Administration Unit (CAU) indicating that the following conditions have been met • A Notice to Proceed has been issued to the selected contractor(s), showing evidence that the competitive bid process has been followed, • The State Environmental Review Process (SERP) has been completed, • Davis Bacon Prevailing Wage has been complied with, • All provisions of Section 106 of the National Historic Preservation Act of 1966 have been complied with, • Approval has been obtained from Washington State Department of Health for the project report and related construction documents for all applicable activities described in ATTACHMENT I SCOPE OF WORK, • Other conditions as required If you have any questions regarding these loan conditions, please contact your CAU Regional Project Manager, Denise Fry at (360) 725-2741 or denise fry@commerce wa gov First Invoice Voucher and Subsequent Invoice Vouchers • Your first voucher or Al includes an assessment of the 1% loan fee and is non-refundable • The first total disbursement request is the loan fee assessment plus the amount requested for reimbursement • Indicate the disbursement request amount on the appropriate line. • Place the disbursement request amount on the appropriate line • Include the voucher number in the blank space on the `REPORT PERIOD" line. • Attach supporting documentation Please make sure the conditions listed above are met, otherwise the loan disbursement may be delayed WASHINGTON STATE { DEPARTMENT OF COMMERCE ACExa xwieER Short Code Commerce Contract Number Form19-LA VOUCHER DISTRIBUTION 1030 DM11-952-019 DEPARTMENT OF COMMERCE INSTRUCTION TO VENDOR CRT CLAMINK CONTRACTS ADMINISTRATION UNIT(CAU) PO BOX 42525 Submit this form to claim payment for materials merehandlae or services OLYMPIA,WA 985048300 Show Complete detail for each Item VENDOR OR CLAMANT(Warrant Is to ba payable W I Vendors ComricaW I hereby cram y under penury that the items and totals listed harem am City of Kent propercha Mes for materials,merchaiMiseor services furnished to the State of Washington,and Mat all goods fumahed andlor services rendered have been provided w UbcAt discrimination 400 W Gowe because of age,sex,marital status,race,creed,color,national origin,handicap,rellgron or Kent,WA 98032 Vlemam era or disabled veterans status Contact Person By Phone (SIGN IN BLUE INK) Email Contract Period VOUCHER NUMBER t _ (TITLE) (DATE) DATE DESCRIPTION BUDGET PREVIOUSLY AMOUNT THIS INVOICE (refer to Attachment 1 of your executed Contract) REQUESTED AWARD REMAINING BALANCE LOAN AMOUNT AT CONTRACT EXECUTION $2,020,000 00 DWSRF Loan Fee $20,000 00 50 00 $20,000 00 $2,000 000 00 Protect Cost $2,000,000 00 $0 00 $0 00 $2,000,000 00 TOTALS $2,020,000 00 $0 00 $20,000.00 $2,000,000 00 FOR COMMERCE USE ONLY Allowable Costs S Reimbursement $ Advance § Apply to Advance $ Match Year l Dollars l Coding PROGRAM APPROVAL DATE DGC GAif CURRENT COC NQ REFERENCE DOC NO MH NUM�rd SUMX ACCOUNT NO ASDNUMBER VENDOR MESSAGE SUB TRANS MASTER SUB COU Sue DL SUBSO AMOUNT INVOICE COCE Intl OR] ACCT MGWTURE OF ACCOUNTING PREPARER FOR PAYMENT DATE WARRANT TOTAL ACCOUNTING APPROVAL FOR PAYMENT DATE Revised 214111 At 9-la basic form with advance block WASHINGTON STATE DEPARTMENT OF COMMERCE AG NUMSER Short Code Commerce Contract Number VOUCHER DISTRIBUTION 1030 Form 194A DM11-952-019 DEPARTMENT OF COMMERCE ixsTiM:crax ro vsxoox Darx.taiAxr CONTRACTS ADMINISTRATION UNIT(CAU) PO BOX 42525 Submit this form to dean payment for matedeb,merchandise or services OLYMPIA,WA 98504-8300 Show complete detail far each Item VENDOR OR CLAIMANT(warrant Is to bat payable W) Vendors CeHiticate I hereby country under pe0ury that the items And totals listed herein are City ofKent '4 ito Proper charges for matenals,merchandise or services furnished to the State of Washington,and that all goods furnished ark/or services Tendered have been provided without discrimination 400 W GOWe because of age,sex,mantal status,race,creed,color,national origin,handicap,religion or Kent,WA 98032 , Vietnam era or disabled veterans states Contact Parson By _— Phone (SIGN IN BLUE INK) Email Contract Penod VOUCHER NUMBER - 2+ (TITLE) (DATE) DATE DESCRIPTION BUDGET PREVIOUSLY AMOUNT THIS INVOICE a (refer to Attachment 1 of your executed Contractl REQUESTED AWARD REMAINING BALANCE LOAN AMOUNT AT CONTRACT EXECUTION $2,020,000 OO Project Cost $20,000 00 $0 00 $2,000,000 00 $2,000,000 00 TOTALS $0 00 $20,000 DO $0 00 $2,000,000 00 FOR COMMERCE USE ONLY Allowable Costa S Reimbursement $ Advance $ Apply to Advance $ Match Year I Dollars I Coding PROGRAM APPROVu GATE OOC DATE CURRENTCOCNG REFERENCEGOCNO VBIWRNUUNRrnd GUFFM ACCOUNTNG ASONUMaet VENDOR MESSAGE SUB TRANS RASTER mm SIID GL 1UBMD ARWxt INVOICE CODE INDEX ow ACCT SIGNATURE OF ACCOUNTING PREPARER FOR PAYMENT DATE WARRANT TOT& ACCOUNTING APPROVAL FOR PAYMENT DATE Revised 214111 A19&1a basic form with advance block Washington State Public Works Board Post Office Box 48319 Olympia,Washington 98504-8319 ( www.pwb.wa.gov Capital Agreement between: City of Kent and Public Works Board For: Project Name: Green River Water Treatment Plant Filtration Facil Loan Number: DM11-952-019 Loan Type: Drinking Water State Revolving Fund (DWSRF) 2011 New Traditional (Municipal) Contract Start Date: Contract Execution Date Department of Commerce Innovation is in our nature. Washington State Department of Commerce www.commerce.wa.gov TABLE OF CONTENTS CONTRACTFACE SHEET.......................................................................................................1 CONTRACT TERMS AND CONDITIONS .................................................................................2 Part 1. SPECIAL TERMS AND CONDITIONS........................................................................ 2 PREAMBLE.....................................................................................................................................2 11 Definitions 2 12 Authority 2 13 Purpose 2 14 Order of Precedence. . . 2 PROGRAM SPECIAL TERMS AND CONDITIONS .......................................................................3 1 5 AMOUNT OF LOAN 3 1 6 LOAN FEE 3 1 7 Term OF LOAN 3 18 RATE AND LOAN FORGIVENESS 3 1 9 DISBURSEMENT OF LOAN PROCEEDS AND REQUIRED DOCUMENTATION 3 110 TIME OF PERFORMANCE 4 1 11 PROJECT COMPLETION AMENDMENT AND THE CERTIFIED PROJECT COMPLETION REPORT 5 112 REPAYMENT 5 113 DEFAULT IN REPAYMENT 5 114 LOAN SECURITY 6 1 15 HISTORICAL AND CULTURAL ARTIFACTS 6 116 FEDERAL AND STATE REQUIREMENTS 7 117 COMPETITIVE BIDDING REQUIREMENTS 7 118 ELIGIBLE PROJECT COSTS 7 119 PREVAILING WAGE 7 1 20 SUSPENSION AND DEBARMENT 8 121 REGISTRATION WITH CENTRAL CONTRACTOR REGISTRATION (CCR) 8 1 22 RECORDKEEPING AND ACCESS TO RECORDS 8 123 REPORTS 8 124 AMENDMENTS, MODIFICATIONS, ASSIGNMENTS, AND WAIVERS 9 125 TERMINATION FOR CONVENIENCE 9 126 TERMINATION FOR CAUSE 9 127 AUDIT 10 128 PROJECT SIGNS 10 129 DISADVANTAGED BUSINESS ENTERPRISE REQUIREMENTS 10 1 30 NONDISCRIMINATION PROVISION 11 131 PROHIBITION STATEMENT 11 1 32 FALSE, INCORRECT, OR INCOMPLETE INFORMATION OR CLAIM 11 1 33 Litigation . . ....... ... . 12 1 34 ESTABLISHMENT OF ADEQUATE RATES AND RESERVES 12 135 SPECIAL CONDITIONS 12 Part 2. GENERAL TERMS AND CONDITIONS.....................................................................13 21. DEFINITIONS . . 1 13 22 Administrative Cost Allocation 13 f Contents City o Kent Page i Table of Conte s DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) t 23 AIIoWable Costs 13 24. ALL WRITINGS CONTAINED HEREIN 13 25 AMENDMENTS ...... . .. ... .. .. . 13 26. AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, also referred to as the"ADA" 28 CFR Part 35 13 27. APPROVAL 13 2.8 ASSIGNMENT . 14 29 ATTORNEYS' FEES 14 210 AUDIT . . . 14 2.11 CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR INELIGIBILITY AND VOLUNTARY EXCLUSION—PRIMARY AND LOWER TIER COVERED TRANSACTIONS 15 212 CODE REQUIREMENTS . ........ ... . 16 213 CONFIDENTIALITY/SAFEGUARDING OF INFORMATION 16 214 CONFORMANCE 16 215 COPYRIGHT PROVISIONS 16 216 DISALLOWED COSTS 17 217 DISPUTES 17 218 DUPLICATE PAYMENT 17 219 ETHICS/CONFLICTS OF INTEREST 17 220 GOVERNING LAW AND VENUE 17 221 INDEMNIFICATION 18 222 INDEPENDENT CAPACITY OF THE CONTRACTOR 18 223 INDUSTRIAL INSURANCE COVERAGE 18 224 LAWS 18 225 LICENSING, ACCREDITATION AND REGISTRATION 20 226 LIMITATION OF AUTHORITY 20 227 Local Public Transportation Coordination 21 228 NONCOMPLIANCE WITH NONDISCRIMINATION LAWS 21 229 NOTIFICATION OF TENANT RIGHTS/RESPONSIBILITIES 21 230 POLITICAL ACTIVITIES 21 231 PREVAILING WAGE LAWS 21 232 PROCUREMENT STANDARDS FOR FEDERALLY FUNDED PROGRAMS 21 233 Prohibition Against Payment of Bonus or Commission 22 234 PUBLICITY 22 235 RECAPTURE 22 236 RECORDS MAINTENANCE 23 237 REGISTRATION WITH DEPARTMENT OF REVENUE 23 238 RIGHT OF INSPECTION 23 239 SAVINGS 23 240 SEVERABILITY 23 241 SUBCONTRACTING 23 242 SURVIVAL 24 243 TAXES 24 244 TERMINATION FOR CAUSE/ SUSPENSION .. . 24 245 TERMINATION FOR CONVENIENCE 24 246 TERMINATION PROCEDURES 24 247 WAIVER 25 248 WORK HOURS AND SAFETY STANDARDS 25 City of Kent Page a Table of Contents DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) ATTACHMENT I: SCOPE OF WORK.....................................................................................26 A. PROJECT'S SCOPE OF WORK..........................................................................................26 B. ESTIMATED PROJECT COSTS..........................................................................................27 C. ANTICIPATED PROJECT FUNDING...................................................................................28 ATTACHMENT II: ATTORNEY'S CERTIFICATION ..............................................................29 ATTACHMENT III: FEDERAL AND STATE REQUIREMENTS..............................................30 ATTACHMENT IV: DISADVANTAGED BUSINESS ENTERPRISE REQUIREMENTS .........31 ATTACHMENT V: CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS ................................................................................... 33 ATTACHMENT VI: DWSRF ELIGIBLE PROJECT COSTS....................................................34 ATTACHMENT VII: LABOR STANDARD PROVISIONS FOR SUBRECIPIENTS THAT ARE GOVERNMENTAL ENTITIES .................................................................................................36 City of Kent Page m Table of Contents DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) CONTRACT FACE SHEET Contract Number: DM11-952-019 Washington State Department of Commerce PUBLIC WORKS BOARD DRINKING WATER STATE REVOLVING FUND NEW TRADITIONAL (MUNICIPAL) 1. Contractor 2. Contractor Doing Business As(optional) City of Kent N/A 220 4th Avenue South Kent, WA 98032 3. Contractor Representative 4. Public Works Board Representative NIA NIA 5. Contract Amount 6. Funding Source 7.Start Date 8. End Date $2,020,000.00 Federal: ® State: ❑ Other: ❑ N/A: ❑ Contract Execution Date October 1, 2035 9. Federal Funds (as applicable) Federal Agency CFDA Number EPA 66 468 10. Tax ID# 11. SWV# 12. UBI # 13. DUNS# 916001254 SWV000055200 � 20253613 14. Contract Purpose The purpose of this Contract is to provide funding for a project of a local government that furthers the goals and objectives of the Drinking Water State Revolving Fund Loan Program The project will be undertaken by the Contractor and will include the activities described in Attachment I Scope of Work The Board, defined as the Washington State Public Works Board, and Contractor acknowledge and accept the terms of this Contract and attachments and have executed this Contract on the date below to start as of the date and year last written below The rights and obligations of both parties to this Contract are governed by this Contract and the following other documents incorporated by reference Contractor Terms and Conditions including Attachment I Scope of Work, Attachment 11 Attorney's Certification, Attachment III Federal and State Requirements, Attachment IV Disadvantaged Business Enterprise Requirements, Attachment V Certification Regarding Debarment, Suspension, and Other Responsibility Matters, Attachment VI DWSRF Eligible Project Costs, and Attachment VII Labor Standard Provisions for Subreci cents that are not Governmental Entities FOR THE CO 1 ACTOR F PUBLIC WORK D Signa e i Jo LaRocq xec ive Director Print Name ate APPROVED AS TO FORM ONLY Title a This 10'"day of October, 2011 9 �a Rob McKenna Date Attorney General Signature on File Kathryn Wyatt Assistant Attorney General City of Kent Page 1 Contract Face Sheet DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) CONTRACT TERMS AND CONDITIONS DRINKING WATER STATE REVOLVING FUND NEW TRADITIONAL (MUNICIPAL) Part 1. SPECIAL TERMS AND CONDITIONS PREAMBLE 1.1. Definitions As used throughout this Drinking Water State Revolving Fund Loan Contract, the following terms shall have the meaning set forth below A "Contract" shall mean this Drinking Water State Revolving Fund Loan B "Contractor' shall mean the Local Government identified on the Contract Face Sheet performing service(s) under this Contract and who is a Party to the Contract, and shall include all employees and agents of the Contractor C. "The Board" shall mean the Washington State Public Works Board created in Revised Code of Washington (RCW) 43 155 030, and who is a Party to the Contract D "Department of Health"shall mean the Washington State Department of Health, Office of Drinking Water, who is the recipient of the Drinking Water State Revolving Fund grant and regulates drinking water systems in the State of Washington 1.2. Authority Acting under the authority of RCW 70 119A 170 and RCW 43 155 040, the Board has awarded the Contractor a Drinking Water State Revolving Fund loan for an approved project The Contractor will be a sub-recipient of funds provided by the United States Environmental Protection Agency, CFDA Number 66 468, Title Safe Drinking Water State Revolving Fund, award year 2011 1.3. Purpose The Board and the Contractor have entered into this Contract to undertake a local project that furthers the goals and objectives of the Drinking Water State Revolving Fund Loan Program The protect will be undertaken by the Contractor and will include the activities described in Attachment I Scope of Work The project must be undertaken in accordance with the following Program Special Terms and Conditions and all applicable federal, state and local laws and ordinances, including but not limited to those specifically enumerated in Attachment III 1.4. Order of Precedence In the event of an inconsistency in this Contract, the inconsistency shall be resolved by giving precedence in the following order A Applicable federal and State of Washington statutes and regulations B Special Terms and Conditions including attachments C General Terms and Conditions City of Kent Page 2 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) PROGRAM SPECIAL TERMS AND CONDITIONS 1.5. AMOUNT OF LOAN The Board, using funds appropriated from the Dunking Water Assistance Account, shall loan the Contractor a sum not to exceed $2,020,000.00, which includes a loan fee of$20,000.00 1.6. LOAN FEE The loan fee of$20,000.00 represents one percent (1%)of the loan request and shall not be reduced, regardless of the actual final loan amount at project completion If the total loan amount is increased through an amendment, an additional loan fee equal to one percent(1%)of the additional loan amount will be assessed at amendment execution 1.7. TERM OF LOAN The term of the loan shall not exceed 24 years, beginning at contract execution with the final payment due October 1, 2035 1.8. RATE AND LOAN FORGIVENESS The interest rate shall be 1 50%per annum on the outstanding principal balance, based on a three hundred and sixty(360) day year composed of twelve (12) thirty(30) day months There shall be no loan forgiveness 1.9. DISBURSEMENT OF LOAN PROCEEDS AND REQUIRED DOCUMENTATION If funding or appropriation is not available at the time the Contractor submits a request for a loan disbursement, the issuance of a warrant will be delayed or suspended until such time funds become available Therefore, subject to availability of funds, warrants shall be issued to the Contractor for payment of allowable expenses incurred by the Contractor while undertaking and administering approved protect activities in accordance with Attachment I Scope of Work The loan funds will be disbursed to the Contractor as follows Upon formal execution of this Contract, the disbursement of loan proceeds up to ninety percent(90%) of the loan amount may be requested Ten percent (10%) of loan proceeds will be held until project completion The total Drinking Water State Revolving Fund Loan shall not exceed one hundred percent (100%) of the actual eligible project costs When requesting reimbursement for costs incurred, the Contractor shall submit a signed and completed Invoice Voucher(Form A19), referencing the ATTACHMENT I SCOPE OF WORK project activity performed, and any appropriate documentation such as bills, invoices, and receipts The purchase of any land necessary and integral to the protect must be included in the Attachment I Scope of Work and be documented with an appraisal or other market valuation and a valid purchase and sale agreement The Invoice Voucher must be certified by an official of the Contractor with authority to bind the Contractor The first Invoice Voucher(A19) request shall be for the loan fee of$20,000.00 The loan fee will be assessed at contract execution. Each succeeding Invoice Voucher(Form A19) must be accompanied by a Protect Status Report, which describes, in narrative form, the progress made on the project since the last invoice was submitted, as well as a report of project status to date The Board will not release payment for any reimbursement request received unless and until the Protect Status Report is received After approving the Invoice Voucher and the Project Status Report, the Board shall promptly remit a warrant to the Contractor City of Kent Page 3 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) Construction expenses incurred after August 3, 2011, are eligible for reimbursement Requests for reimbursements for costs related to construction activities will not be accepted until the Contractor has met the following conditions A Issued a Notice to Proceed which follows the formal award of a construction contract, B Completed the State Environmental Review Process; C Complied with all provisions of Section 106 of the National Historic Preservation Act of 1966, D Complied with Section 1 19 Prevailing Wage, E. Obtained approval from the Department of Health of the project report and related construction documents for all applicable activities described in Attachment I Scope of Work, and F Complied with any other loan conditions required by Department of Health or the Board The Contractor shall submit all Invoice Vouchers and all required documentation to Contracts Administration Unit Department of Commerce PO Box 42525 Olympia, WA 98504-2525 The Board will pay the Contractor upon acceptance of the work performed and receipt of properly completed invoices Invoices may be submitted to the Board not more often than monthly Payment shall be considered timely if made by the Board within thirty(30) calendar days after receipt of properly completed invoices. Payment shall be sent to the address designated by the Contractor The Board may, at its sole discretion, terminate the contract or withhold payments claimed by the Contractor for services rendered if the Contractor fails to satisfactorily comply with any term or condition of this contract No payments in advance or in anticipation of services or supplies to be provided under this contract shall be made by the Board In the event that the Contractor receives reimbursement for costs that are later determined by the Board to be ineligible, these funds shall be repaid to the Drinking Water Assistance Account by payment to the Department of Commerce, or its successor, together with the submission of the Protect Completion Amendment At the time of project completion, the Contractor shall submit to the Board a Certified Project Completion Report certifying the total actual protect costs, and a final voucher for the remaining eligible funds The Certified Project Completion Report shall include a copy of the Construction Completion Report as submitted to Department of Health 1.10. TIME OF PERFORMANCE The Contractor shall begin the activities identified within Attachment I Scope of Work no later than thirty (30) days after Contract execution No later than forty-eight(48) months after the date of Contract execution, the Contractor must reach project completion In no case shall construction activities begin until the Contractor complied with all provisions of Section 106 of the National Historic Preservation Act of 1966 City of Kent Page 4 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) Failure to meet Time of Performance within the time frame described in this section shall constitute default under this Contract, and as a result, this Contract may be terminated In the event of extenuating circumstances, the Contractor may request, in writing, at least 60 days prior to the expiration of project completion date that the Board extend the deadline for project completion The Board may, by a two-thirds vote, extend the time of project completion The term of this Contract shall be for the entire term of the loan, regardless of actual protect completion, unless terminated sooner as provided herein 1.11. PROJECT COMPLETION AMENDMENT AND THE CERTIFIED PROJECT COMPLETION REPORT The Contractor shall initiate a Project Completion Amendment by submitting a Certified Project Completion Report when activities identified in Attachment I Scope of Work are complete and the Contractor agrees that no additional eligible costs will be reimbursed The Board will supply the Contractor with the Certified Project Completion Report documents upon request In the Project Completion Amendment, the Contractor will provide the following information to the Board A. A certified statement of the actual dollar amounts spent, from all fund sources, in completing the project as described in Attachment I Scope of Work B Certification that all costs associated with the project have been incurred Costs are incurred when goods and services are received and/or contract work is performed C. A copy of the Department of Health Construction Completion Report as submitted to Department of Health D Evidence documenting compliance with audit requirements as referenced in Section 1 27 E A final voucher for the remaining eligible funds The Project Completion Amendment shall serve as an amendment to this Contract determining the final loan amount and term of the loan 1.12. REPAYMENT Pursuant to 40 CFR, Section 35 3525 (a)(1)(i), an assistance recipient begins annual repayment of principal and interest no later than one year after project completion The first repayment installment of principal and any interest accrued to date under this Contract is due on October 1 St of the first twelve (12) months following project completion All subsequent payments shall consist of principal and accrued interest due on October 1 s'of each year during the remaining term of the loan Repayment of the loan under this Contract shall include an interest rate of 1.50% per annum. Interest will begin to accrue from the date each warrant is issued to the Contractor The final payment shall be on or before October 1,2035 of an amount sufficient to bring the loan balance to zero The Contractor has the right to repay the unpaid balance of the loan in full at any time or make accelerated payments without penalty The Contractor will repay the loan in accordance with the preceding conditions through the use of a check, money order, or equivalent means made payable to the Washington State Department of Commerce, or its successor 1.13. DEFAULT IN REPAYMENT Loan repayments shall be made in accordance with Section 1 12 of this Contract A payment not received within thirty(30) days of the due date shall be declared delinquent Delinquent payments shall be assessed a monthly penalty beginning on the first(1s)day past the due date The penalty will be one City of Kent Page 5 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) percent(1%) per month or twelve percent(12%) per annum of the delinquent payment amount These same penalty terms shall apply if the repayment of loan funds determined to be ineligible costs are not repaid within thirty(30) days as provided for in Section 1 9 The Contractor acknowledges and agrees to the Board's right, upon delinquency in the payment of any annual installment, to notify any other entity, creditors, or potential creditors of the Contractor of such delinquency Contractor shall be responsible for all legal fees incurred by the Board in any action undertaken to enforce its rights under this section 1.14. LOAN SECURITY This Contract is a revenue obligation of the CONTRACTOR payable solely from the net revenue of the Water system Payments shall be made from the net revenue of the utility after the payment of the principal and interest on any revenue bonds, notes, warrants or other obligations of the utility having a lien on that net revenue As used here, "net revenue" means gross revenue minus expenses of maintenance and operations This option may be used only if the entire project is a domestic water, sanitary sewer, storm sewer or solid waste utility project The BOARD grants the Contractor the right to issue future bonds and notes that constitute a lien and charge on the revenue source superior to the lien and charge of this Loan Contract Nothing in this section shall absolve the Contractor of its obligation to make loan repayments when due, and to adjust rates, fees, or surcharges, if necessary, to meet its obligations under this Contract 1.15 HISTORICAL AND CULTURAL ARTIFACTS The Contractor acknowledges that the project funded by this Contract is subject to Section 106 of the National Historic Preservation Act of 1966 Contractor agrees that Contractor is legally and financially responsible for compliance with all laws, regulations, and agreements related to the preservation of historical or cultural artifacts and agrees to hold harmless the State of Washington in relation to any claim related to such historical or cultural artifacts discovered, disturbed, or damaged as a result of Contractor's public works project funded under this Contract The Contractor agrees that, in no case shall construction activities, ground disturbance, or excavation of any sort, begin until the Contractor has complied with all provisions of Section 106 of the National Historic Preservation Act of 1966, as amended through 2000 In addition, the Contractor shall not conduct or authorize destructive project planning activities before completing compliance with Section 106 of the National Historic Preservation Act of 1966, as amended through 2000, If historical or cultural artifacts are discovered during construction, the Contractor shall immediately stop construction and implement reasonable measures to protect the discovery site from further disturbance, take reasonable steps to ensure confidentiality of the discovery site, restrict access to the site, and notify the concerned tribe's cultural staff or committee, Tribal Historical Preservation Officer(THPO), Cultural Resources Program Manager at Washington State Department of Health, and the State's Historical Preservation Officer(SHPO)at the Washington State Department of Archaeology and Historic Preservation (DAHP) If human remains are uncovered, the Contractor shall report the presence and location of the remains to the coroner and local enforcement immediately, then contact DAHP and the concerned tribe's cultural staff or committee The Contractor shall require the above provisions to be contained in all contracts for work or services related to Attachment I Scope of Work In no case shall construction activities begin until the Contractor has complied with all provisions of Section 106 of the National Historic Preservation Act of 1966 In addition to the requirements set forth in this Contract, the Contractor agrees to comply with Native American Graves Protection and Repatriation Act, Archaeological Resources Protection Act, Revised Code City of Kent Page 6 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) of Washington(RCW)27 44 regarding Indian Graves and Records, RCW 27 53 regarding Archaeological Sites and Resources, RCW 68 60 regarding Abandoned and Historic Cemeteries and Historic Graves, and Washington Administrative Code(WAC)25-48 regarding Archaeological Excavation and Removal Permits 1.16. FEDERAL AND STATE REQUIREMENTS The Contractor assures compliance with all applicable federal, state and local laws, requirements, and ordinances as they pertain to the design, implementation, and administration of the approved project, including but not limited to those listed in Attachments III, IV and V 1.17. COMPETITIVE BIDDING REQUIREMENTS Pursuant to 40 CFR, Section 33 501(b) and (c), the Contractor also agrees to create and maintain a bidders list for both Disadvantaged Business Enterprises (DBE) and Non-Disadvantaged Business Enterprises (non-DBE) The purpose of a bidders list is to provide the recipient and entities receiving identified loans who conduct competitive bidding with as accurate a database as possible about the universe of DBE and non-DBE prime and subcontractors The list must include all firms that bid or quote on prime contracts, or bid or quote subcontracts on Environmental Protection Agency assisted projects, including both DBE and non-DBE The bidders list must only be kept until the grant project period has expired and the recipient is no longer receiving Environmental Protection Agency funding under the grant For entities receiving identified loans, the bidders list must only be kept until the project period for the identified loan has ended The following information must be obtained from all prime and subcontractors entity's name with point of contact, entity's mailing address, telephone number, and e-mail address,the procurement on which the entity bid or quoted, and when, and entity's status as a DBE or non-DBE The Contractor agrees to provide Environmental Protection Agency Form 6100-2 DBE Subcontractor Participation and Environmental Protection Agency Form 6100-3 DBE Subcontractor Performance to all its Disadvantaged Business Enterprise subcontractors The Contractor shall require Disadvantaged Business Enterprise provisions are contained in all contracts with any subcontractors for work or services related to Attachment I Scope of Work The Contractor shall comply with the provisions of RCW 43 155 060 regarding competitive bidding requirements for projects assisted in whole or in part with money from the Drinking Water State Revolving Fund program. 1.18. ELIGIBLE PROJECT COSTS The Contractor assures compliance with Attachment VI DWSRF Eligible Project Costs, which identifies eligible costs for projects funded by Drinking Water State Revolving Fund loans 1.19. PREVAILING WAGE These terms supersede the terms in Section 2 31 Prevailing Wage Laws in General Terms and Conditions All contractors and subcontractors performing work on a construction project funded through this Contract shall comply with prevailing wage laws by paying the higher of state or federal prevailing wages according to State Prevailing Wages on Public Works, Chapter 39 12 RCW, as applicable to the Project funded by this contract, including but not limited to the filing of the"Statement of Intent to Pay Prevailing Wages" and "Affidavit of Wages Paid" as required by RCW 39 12 040 The Contractor shall maintain records sufficient to evidence compliance with Chapter 39 12 RCW, and shall make such records available for Board's review upon request, or The Davis Bacon Act, 40 U S C 276a-276a-5 and related federal acts provide that all laborers and mechanics employed by contractors or subcontractors in the performance shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined by the Secretary of Labor City of Kent Page 7 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) i The Contractor agrees that the Contractor is legally and financially responsible for compliance with the prevailing wage requirements Contractor is advised to consult the United States Department of Labor and Washington State Department of Labor and Industries websites to determine the federal and State prevailing wages that must be paid The Contractor shall ensure that all contractors, subcontractors, engineers, vendors, and any other entity for work or services listed in Attachment I Scope of Work shall insert in full, in any contract, the labor standards provisions listed in ATTACHMENT VII LABOR STANDARD PROVISIONS FOR SUBRECIPIENTS THAT ARE GOVERNMENTAL ENTITIES Contractor shall report to the Board and/or the Department of Health that this requirement has been met as stated in this Contract 1.20. SUSPENSION AND DEBARMENT These Terms add to the terms in Section 2 11 Certification Regarding Debarment, Suspension or Ineligibility and Voluntary Exclusion— Primary and Lower Tier Covered Transactions in General Terms and Conditions The Contractor also agrees to access the Excluded Parties List System at www eels gov and provide debarment and suspension documentation to the Board and to keep a copy on file with the Contractor's project records 1.21. REGISTRATION WITH CENTRAL CONTRACTOR REGISTRATION (CCR) By signing this Contract, the Contractor accepts the requirements stated in 48 CFR 52 204-7 to register with the Central Contractor Registration (CCR)database at www ccr gov To register in CCR, a valid Data Universal Numbering System (DUNS) Number is required The Contractor is responsible for the accuracy and completeness of the data within the CCR database and for any liability resulting from the Government's reliance on inaccurate or incomplete data The Contractor must remain registered in the CCR database after the initial registration The Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the CCR database to ensure it is current, accurate and complete The Contractor shall provide evidence documenting registration and renewal of CCR registration to the Board In the event of the Contractor's noncompliance or refusal to comply with the requirement stated above, the Board reserves the right to suspend payment until the Contractor cures this noncompliance. 1.22. RECORDKEEPING AND ACCESS TO RECORDS These terms supersede the terms in Section 2 36 Records Maintenance in General Terms and Conditions The Board, the Board's agents, and duly authorized officials of the state and federal governments shall have full access and the right to examine, copy, excerpt, or transcribe any pertinent documents, papers, records, and books of the Contractor and of persons, firms, or organizations with which the Contractor may contract, involving transactions related to this project and this Contract The Contractor agrees to retain these records for a period of six(6)years from the date that the debt is retired This includes but is not limited to financial reports If any litigation, claim or audit is started before the expiration of the six(6) year period, the records shall be retained until all litigation, claims or audit findings involving the records have been resolved 1.23. REPORTS The Contractor, at such times and on such forms as the Board may require, shall furnish the Board with such periodic reports as it may request pertaining to the activities undertaken pursuant to this Contract including, but not limited to A Prevailing Wage decisions and/or changes; B Disadvantaged Business Enterprises utilization, City of Kent Page 8 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) C Project Status Reports with each Invoice Voucher, D Certified Project Completion Report at project completion (as described in Section 1 11), and E. Other reports as the Board may require In the event of the Contractor's noncompliance or refusal to comply with the requirement stated above, the Board reserves the right to suspend payment until the Contractor cures this noncompliance 1.24. AMENDMENTS, MODIFICATIONS, ASSIGNMENTS,AND WAIVERS These terms supersede the terms in Section 2 5 Amendments in General Terms and Conditions The Contractor may request an amendment of this Contract for the purpose of modifying the Attachment I: Scope of Work or for extending the time of performance as provided for in Section 1 10 Any revision to the scope of work or location of the project must be approved by the Department of Health No modification or amendment resulting in an extension of time shall take effect until a request has been received and approved by the Board in accordance with Section 1 10 During the term of this loan, any change in ownership of the water system(s) improved with funds received by the Contractor under this Contract must be approved in writing by the Board As a condition of approval, the Board reserves the right to demand payment in full of the outstanding principal balance of the loan No conditions or provisions of this Contract maybe waived unless approved by the Board in writing No waiver of any default or breach by any party shall be implied from any failure to take action upon such default or breach, if the default of breach persists or repeats 1.25. TERMINATION FOR CONVENIENCE These terms supersede the terms in Section 2 45 Termination for Convenience in General Terms and Conditions The Board may terminate this Contract in the event that federal or state funds are no longer available to the Board, or are not appropriated for the purpose of meeting the Board's obligations under this Contract The Board shall notify the Contractor in writing of its determination to terminate and the reason for such termination The effective date of the termination will be determined by the Board If this Contract is so terminated, the Board shall be liable only for payment required under the terms of this Contract for services rendered or goods delivered prior to the effective date of termination Nothing in this section shall affect Contractor's obligations to repay the unpaid balance of the loan 1.26. TERMINATION FOR CAUSE These terms supersede the terms in Section 2 44 Termination for Cause/Suspension in General Terms and Conditions If the Board concludes that the Contractor has faded to comply with the terms and conditions of this Contract, or has failed to use the loan proceeds only for those activities identified in Attachment I Scope of Work, or has otherwise materially breached one or more of the covenants in this Contract, the Board may at any time, at its discretion, upon notice to the Contractor, terminate the Contract and/or its attached agreements in whole or in part, and declare the entire remaining balance of the loan, together with any interest accrued, immediately due and payable in full Such Notice of Termination for Cause shall be in writing, shall state the reason(s)for such termination, and shall specify the effective date of the termination The effective date of the termination will be determined by the Board Such notice shall inform the Contractor of the breach of the relevant covenant and shall allow the Contractor at least thirty (30) business days to cure such breach, if curable The notice shall instruct the Contractor that, if the breach is not cured or cannot be cured within thirty (30) business days, the outstanding balance of the loan shall be due and payable If this Contract is so terminated, the Board shall be liable only for payment City of Kent Page 9 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) required under the terms of this Contract for services rendered or goods delivered prior to the effective date of termination Nothing in this section shall affect the Contractor's obligations to immediately repay the unpaid balance of the loan as prescribed in the Washington Administrative Code (WAC) 246-296-150 (5) 1.27. AUDIT These terms supersede the terms in Section 2.10 Audit in General Terms and Conditions Audits of the Contractor's project activities may be conducted by the State Auditor Office (SAO) Audit costs are eligible protect costs The Contractor shall maintain its records and accounts so as to facilitate the audit requirements of the Board or its successor The Contractor is responsible for any audit findings incurred by its own organization The Board reserves the right to recover from the Contractor all disallowed costs resulting from the audit In addition, Contractor's expending $500,000 or more in any fiscal year in federal funds from all sources, direct and indirect, are required to have an audit conducted in accordance with Office of Management and Budget(OMB) Revised Circular A-133 "Audits of States, Local Governments, and Non-Profit Organizations" The Contractor must send a copy of any required audit Reporting Package as described in OMB Circular A-133, Part C, Section 320(c) no later than nine (9) months after the end of the Contractor's fiscal year(s) to Department of Commerce ATTN Audit Review and Resolution Office 1011 Plum Street SE Olympia WA 98504-2525 In addition to sending a copy of the audit, when applicable, the Contractor must include- ■ Corrective action plan for audit findings within three (3) months of the audit being received by the Board ■ Copy of the Management Letter 1.28. PROJECT SIGNS If the Contractor displays, during the period covered by this Contract, any signs or markers identifying those entities participating financially in the approved protect, the sign or marker must identify the Washington State Public Works Board Drinking Water State Revolving Fund, and the Washington State Department of Health, as participants in the protect 1.29. DISADVANTAGED BUSINESS ENTERPRISE REQUIREMENTS As mandated by the Environmental Protection Agency, the Contractor agrees to comply with the requirements of the Environmental Protection Agency's Program for Utilization of Small, Minority, and Women's Business Enterprises in procurement under this Contract The Contractor is required to follow the requirements identified in Attachment IV Disadvantaged Business Enterprise Requirements By signing this Contract, the Contractor accepts the applicable MBE/WBE fair share objectives/goals negotiated with Environmental Protection Agency by the Washington State Office of Minority and Women's Business Enterprises The Contractor attests to the fact that it is purchasing the same or similar construction, supplies, services and equipment, in the same or similar relevant geographic buying market as Washington State Office of Minority and Women's Business Enterprises The goals for the utilization of disadvantaged businesses are stated below Purchased Goods 8% MBE 4%WBE Purchased Services 10% MBE 4%WBE Professional Services 10% MBE 4%WBE City of Kent Page 10 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) The Contractor is required to furnish the Board and the Department of Health with such periodic reports as the Department may request pertaining to the utilization of disadvantaged businesses 1.30. NONDISCRIMINATION PROVISION During the performance of this contract, the Contractor shall comply with all federal and state nondiscrimination laws, including, but not limited to Chapter 49 60 RCW, Washington's Law Against Discrimination, and 42 U S C 12101 et seq, the Americans with Disabilities Act(ADA) In the event of the Contractor's noncompliance or refusal to comply with any applicable nondiscrimination law, regulation, or policy, this contract may be rescinded, canceled, or terminated in whole or in part, and the Contractor may be declared ineligible for further contracts with the Board The Contractor shall, however, be given a reasonable time in which to cure this noncompliance The Contractor must also include the following terms and conditions in contracts with all contractors, subcontractors, engineers, vendors, and any other entity for work or services listed in Attachment I Scope of Work "The Contractor shall not discriminate on the basis of race, color, national origin or sex in the performance of this Contract The Contractor shall carry out applicable requirements of 40 CFR part 33 in the award and administration of contracts awarded under Environmental Protection Agency financial agreements Failure by the Contractor to carry out these requirements is a material breach of this Contract which may result in termination of this Contract" 1.31. PROHIBITION STATEMENT Pursuant to Section 106 of the Trafficking Victims Protection Act of 2000, as amended, the Contractor's contractors, subcontractors, engineers, vendors, and any other entity for work or services listed in Attachment I Scope of Work may not engage in severe forms of trafficking in persons during the period of time the Contract is in effect, procure a commercial sex act during the period of time the Contract is in effect, or use forced labor during the performance of this Contract The Contractor shall require this prohibition statement in contracts with all contractors, subcontractors, engineers, vendors, and any other entity for work or services listed in Attachment I Scope of Work The Contractor must also include the following terms and conditions in contracts with all contractors, subcontractors, engineers, vendors, and any other entity for work or services listed in Attachment Scope of Work "Prohibition Statement-You as the recipient, your employees, subreapients under this award, and subrecipients' employees may not engage in severe forms of trafficking in persons during the period of time that the award is in effect, procure a commercial sex act during the period of time that the awards is in effect, or use forced labor in the performance of the award or subawards under the award " In the event that the Contractor or any of its employees is determined to have violated the terms of this section, this Contract may be terminated 1.32. FALSE, INCORRECT, OR INCOMPLETE INFORMATION OR CLAIM The Contractor warrants that the Contractor neither has submitted nor shall submit any information that is materially false, incorrect, or incomplete to the Board The Contractor is advised that providing false, fictitious, or misleading information with respect to the receipt and disbursements of Environmental Protection Agency funds is basis for criminal, civil, or administrative fines and/or penalties City of Kent Page 11 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) 1.33. Litigation The Contractor warrants that there is no threatened or pending litigation, investigation, or legal action before any court, arbitrator, or administrative agency that, if adversely determined, would have a materially adverse effect on the Contractor's ability to repay the loan 1.34. ESTABLISHMENT OF ADEQUATE RATES AND RESERVES The Contractor agrees to provide a resolution adopting rate increases, capital assessments, or both, for the services of the system that shall be sufficient to provide funds which, along with other revenues of the system, will pay all operating expenses and debt repayments during the term of the loan In addition, the Contractor shall create, fund and maintain reserves at least as required by the Water System Plan or Small Water System Management Plan The Board reserves the right, at anytime, to request proof of compliance of these requirements from the Contractor 1.35. SPECIAL CONDITIONS None City of Kent Page 12 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) Part 2. GENERAL TERMS AND CONDITIONS 2.1. DEFINITIONS As used throughout this Contract, the following terms shall have the meaning set forth below A. "Authorized Representative" shall mean the Public Works Board Chair and/or the designee authorized in writing to act on the Chair's behalf B. "Contractor" shall mean the entity identified on the face sheet performing service(s) under this Contract, and shall include all employees and agents of the Contractor C. "BOARD" shall mean the Washington State Public Works Board created in Revised Code of Washington (RCW) 43 155 030, and which is a Party to the Contract D. "Personal Information" shall mean information identifiable to any person, including, but not limited to, information that relates to a person's name, health, finances, education, business, use or receipt of governmental services or other activities, addresses, telephone numbers, social security numbers, driver license numbers, other identifying numbers, and any financial identifiers E. "State" shall mean the state of Washington F. "Subcontractor" shall mean one not in the employment of the Contractor, who is performing all or part of those services under this Contract under a separate contract with the Contractor The terms "subcontractor" and "subcontractors" mean subcontractor(s) in any tier 2.2. ADMINISTRATIVE COST ALLOCATION Administrative costs that may be allowed are set forth in the Specific Terms and Conditions Administrative services shared by other programs shall be assigned to this Contract based on an allocation plan that reflects allowable administrative costs that support services provided under each Contract administered by the Contractor An approved current federal indirect cost rate may be applied up to the maximum administrative budget allowed 2.3. ALLOWABLE COSTS Costs allowable under this Contract are actual expenditures according to an approved budget up to the maximum amount stated on the Contract Award or Amendment Face Sheet 2.4. ALL WRITINGS CONTAINED HEREIN This Contract contains all the terms and conditions agreed upon by the parties No other understandings, oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind any of the parties hereto 2.5. AMENDMENTS This Contract may be amended by mutual agreement of the parties Such amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties 2.6. AMERICANS WITH DISABILITIES ACT(ADA) OF 1990, PUBLIC LAW 101-336, ALSO REFERRED TO AS THE "ADA" 28 CFR PART 35 The Contractor must coin with the which ply wi e ADA, whi provides comprehensive civil rights protection to individuals with disabilities in the areas of employment, public accommodations, state and local government services, and telecommunications 2.7. APPROVAL This contract shall be subject to the written approval of the BOARD's Authorized Representative and shall not be binding until so approved The contract may be altered, amended, or waived only by a written amendment executed by both parties City of Kent Page 13 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) 2.8. ASSIGNMENT Neither this Contract, nor any claim arising under this Contract, shall be transferred or assigned by the Contractor without prior written consent of the BOARD 2.9. ATTORNEYS' FEES Unless expressly permitted under another provision of the Contract, in the event of litigation or other action brought to enforce Contract terms, each party agrees to bear its own attorneys fees and costs 2.10. AUDIT A. General Requirements Contractors are to procure audit services based on the following guidelines The Contractor shall maintain its records and accounts so as to facilitate the audit requirement and shall ensure that Subcontractors also maintain auditable records The Contractor is responsible for any audit exceptions incurred by its own organization or that of its Subcontractors THE BOARD reserves the right to recover from the Contractor all disallowed costs resulting from the audit As applicable, Contractors required to have an audit must ensure the audits are performed in accordance with Generally Accepted Auditing Standards (GAAS), Government Auditing Standards (the Revised Yellow Book) developed by the Comptroller General Responses to any unresolved management findings and disallowed or questioned costs shall be included with the audit report The Contractor must respond to the BOARD requests for information or corrective action concerning audit issues within thirty (30) days of the date of request B. Federal Funds Requirements -OMB Circular A-133 Audits of States. Local Governments and Non-Profit Organizations Contractors expending $500,000 or more in a fiscal year in federal funds from all sources, direct and indirect, are required to have an audit conducted in accordance with Office of Management and Budget (OMB) Revised Circular A-133 "Audits of States, Local Governments, and Non-Profit Organizations " Revised OMB A-133 requires the Contractor to provide the auditor with a schedule of Federal Expenditure for the fiscal year(s) being audited When state funds are also to be paid under this Agreement a Schedule of State Financial Assistance must also be included Both schedules include Grantor agency name Federal agency Federal program name Other identifying contract numbers Catalog of Federal Domestic Assistance (CFDA) number(if applicable) Grantor contract number Total award amount including amendments (total grant award) Current year expenditures If the Contractor is a state or local government entity, the Office of the State Auditor shall conduct the audit Audits of non-profit organizations are to be conducted by a certified public accountant selected by the Contractor in accordance with OMB Circular A-110 "Uniform Administrative Requirements for Grants and Agreements with Institutions of Higher Education, Hospitals, and Other Non-Profit Organizations " The Contractor shall include the above audit requirements in any subcontracts In any case, the Contractor's financial records must be available for review by the BOARD City of Kent Page 14 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NIT Loan Contract(Municipal) C. Documentation Requirements The Contractor must send a copy of any required audit Reporting Package as described in OMB Circular A-133, Part C, Section 320(c) no later than nine (9) months after the end of the Contractor's fiscal year(s) by sending a scanned copy to auditreview(o)commerce wa -go v or by sending a hard copy to Department of Commerce ATTN Audit Review and Resolution Office 1011 Plum Street PO Box 42525 Olympia WA 98504-2525 In addition to sending a copy of the audit, when applicable, the Contractor must include' • Corrective action plan for audit findings within three (3) months of the audit being received by the BOARD • Copy of the Management Letter 2.11. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR INELIGIBILITY AND VOLUNTARY EXCLUSION—PRIMARY AND LOWER TIER COVERED TRANSACTIONS A Contractor, defined as the primary participant and it principals, certifies by signing these General Terms and Conditions that to the best of its knowledge and belief that they 1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency. 2. Have not within a three-year period preceding this contract, been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public or private agreement or transaction, violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, receiving stolen property, making false claims, or obstruction of justice, 3. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local)with commission of any of the offenses enumerated in paragraph (1)(b) of this section, and 4. Have not within a three-year period preceding the signing of this contract had one or more public transactions (federal, state, or local) terminated for cause of default B Where the Contractor is unable to certify to any of the statements in this contract, the Contractor shall attach an explanation to this contract C The Contractor agrees by signing this contract that it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the BOARD D The Contractor further agrees by signing this contract that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction," as follows, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions LOWER TIER COVERED TRANSACTIONS a) The lower tier contractor certifies, by signing this contract that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency b) Where the lower tier contractor is unable to certify to any of the statements in this contract, such contractor shall attach an explanation to this contract E The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, person, primary covered transaction, principal, and voluntarily excluded, as used in this section, have the City of Kent Page 15 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 12549 You may contact the BOARD for assistance in obtaining a copy of these regulations 2.12. CODE REQUIREMENTS All construction and rehabilitation projects must satisfy the requirements of applicable local, state, and federal building, mechanical, plumbing, fire, energy and barrier-free codes Compliance with the Americans with Disabilities Act of 1990, 28 C F R Part 35 will be required, as specified by the local building Department 2.13. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION A. "Confidential Information" as used in this section includes 2. All material provided to the Contractor by the BOARD that is designated as"confidential"by the BOARD, 3. All material produced by the Contractor that is designated as"confidential" by the BOARD, and 4. All personal information in the possession of the Contractor that may not be disclosed under state or federal law "Personal information" includes but is not limited to information related to a person's name, health, finances, education, business, use of government services, addresses, telephone numbers, social security number, driver's license number and other identifying numbers, and "Protected Health Information" under the federal Health Insurance Portability and Accountability Act of 1996 (HIPAA) B. The Contractor shall comply with all state and federal laws related to the use, sharing, transfer, sale, or disclosure of Confidential Information The Contractor shall use Confidential Information solely for the purposes of this Contract and shall not use, share, transfer, sell or disclose any Confidential Information to any third party except with the prior written consent of the BOARD or as may be required by law The Contractor shall take all necessary steps to assure that Confidential Information is safeguarded to prevent unauthorized use, sharing, transfer, sale or disclosure of Confidential Information or violation of any state or federal laws related thereto Upon request, the Contractor shall provide the BOARD with its policies and procedures on confidentiality The BOARD may require changes to such policies and procedures as they apply to this Contract whenever the BOARD reasonably determines that changes are necessary to prevent unauthorized disclosures The Contractor shall make the changes within the time period specified by the BOARD Upon request, the Contractor shall immediately return to the BOARD any Confidential Information that the BOARD reasonably determines has not been adequately protected by the Contractor against unauthorized disclosure C. Unauthorized Use or Disclosure The Contractor shall notify the BOARD within five (5)working days of any unauthorized use or disclosure of any confidential information, and shall take necessary steps to mitigate the harmful effects of such use or disclosure 2.14. CONFORMANCE If any provision of this contract 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 2.15. COPYRIGHT PROVISIONS Unless otherwise provided, all Materials produced under this Contract shall be considered "works for hire" as defined by the U S Copyright Act and shall be owned by the BOARD The BOARD shall be considered the author of such Materials In the event the Materials are not considered `works for hire" under the U S Copyright laws, the Contractor hereby irrevocably assigns all right, title, and interest in all Materials, including all intellectual property rights, moral rights, and rights of publicity to the BOARD effective from the moment of creation of such Materials "Materials" means all items in any format and includes, but is not limited to, data, reports, documents, pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes, and/or sound reproductions "Ownership' includes the right to copyright, patent, register and the ability to transfer these rights City of Kent Page 16 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) For Materials that are delivered under the Contract, but that incorporate pre-existing materials not produced under the Contract, the Contractor hereby grants to the BOARD a nonexclusive, royalty-free, irrevocable license (with rights to sublicense to others) in such Materials to translate, reproduce, distribute, prepare derivative works, publicly perform, and publicly display The Contractor warrants and represents that the Contractor has all rights and permissions, including intellectual property rights, moral rights and rights of publicity, necessary to grant such a license to the BOARD The Contractor shall exert all reasonable effort to advise the BOARD, at the time of delivery of Materials furnished under this Contract, of all known or potential invasions of privacy contained therein and of any portion of such document which was not produced in the performance of this Contract The Contractor shall provide the BOARD with prompt written notice of each notice or claim of infringement received by the Contractor with respect to any Materials delivered under this Contract The BOARD shall have the right to modify or remove any restrictive markings placed upon the Materials by the Contractor 2.16. DISALLOWED COSTS The Contractor is responsible for any audit exceptions or disallowed costs incurred by its own organization or that of its Subcontractors 2.17. DISPUTES Except as otherwise provided in this Contract, when a dispute arises between the parties and it cannot be resolved by direct negotiation, either party may request a dispute hearing with the Director of the the BOARD, who may designate a neutral person to decide the dispute The request for a dispute hearing must • be in writing, • state the disputed issues, • state the relative positions of the parties, • state the Contractor's name, address, and Contract number, and • be mailed to the Director and the other party's (respondent's) Contract Representative within three (3)working days after the parties agree that they cannot resolve the dispute The respondent shall send a written answer to the requestor's statement to both the Director or the Director's designee and the requestor within five (5) working days The Director or designee shall review the written statements and reply in writing to both parties within ten (10) working days The Director or designee may extend this period if necessary by notifying the parties The decision shall not be admissible in any succeeding judicial or quasi-judicial proceeding The parties agree that this dispute process shall precede any action in a judicial or quasi-judicial tribunal Nothing in this Contract shall be construed to limit the parties' choice of a mutually acceptable alternate dispute resolution (ADR) method in addition to the dispute hearing procedure outlined above 2.18. DUPLICATE PAYMENT The Contractor certifies that work to be performed under this contract does not duplicate any work to be charged against any other contract, subcontract, or other source 2.19. ETHICSICONFLICTS OF INTEREST In performing under this Contract, the Contractor shall assure compliance with the Ethics in Public Service Act (Chapter 42 52 RCW) and any other applicable state or federal law related to ethics or conflicts of interest 2.20. GOVERNING LAW AND VENUE This Contract shall be construed and interpreted in accordance with the laws of the state of Washington, and the venue of any action brought hereunder shall be in the Superior Court for Thurston County City of Kent Page 17 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) 2.21. INDEMNIFICATION To the fullest extent permitted by law, the Contractor shall indemnify, defend, and hold harmless the state of Washington, the BOARD, all other agencies of the state and all officers, agents and employees of the state, from and against all claims or damages for injuries to persons or property or death arising out of or incident to the Contractor's performance or failure to perform the Contract The Contractor's obligation to indemnify, defend, and hold harmless includes any claim by the Contractor's agents, employees, representatives, or any Subcontractor or its agents, employees, or representatives The Contractor's obligation to indemnify, defend, and hold harmless shall not be eliminated by any actual or alleged concurrent negligence of the state or its agents, agencies, employees and officers Subcontracts shall include a comprehensive indemnification clause holding harmless the Contractor, THE BOARD, the state of Washington, its officers, employees and authorized agents The Contractor waives its immunity under Title 51 RCW to the extent it is required to indemnify, defend and hold harmless the state and its agencies, officers, agents or employees 2.22. INDEPENDENT CAPACITY OF THE CONTRACTOR The parties intend that an independent contractor relationship will be created by this Contract The Contractor and its employees or agents performing under this Contract are not employees or agents of the state of Washington or the BOARD The Contractor will not hold itself out as or claim to be an officer or employee of the BOARD or of the state of Washington by reason hereof, nor will the Contractor make any claim of right, privilege or benefit which would accrue to such officer or employee under law Conduct and control of the work will be solely with the Contractor 2.23. INDUSTRIAL INSURANCE COVERAGE The Contractor shall comply with all applicable provisions of Title 51 RCW, Industrial Insurance If the Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may be required by law, The BOARD may collect from the Contractor the full amount payable to the Industrial Insurance Accident Fund The BOARD may deduct the amount owed by the Contractor to the accident fund from the amount payable to the Contractor by the BOARD under this Contract, and transmit the deducted amount to the Department of Labor and Industries, (L&I) Division of Insurance Services This provision does not waive any of L&I's rights to collect from the Contractor 2.24. LAWS The Contractor shall comply with all applicable laws, ordinances, codes, regulations, and policies of local, state, and federal governments, as now or hereafter amended, including, but not limited to United States Laws. Regulations and Circulars (Federal) A Audits Office of Management and Budget(OMB) Revised Circular A-133 "Audits of States, Local Governments, and Non-Profit Organizations " B Environmental Protection and Review Coastal Barrier Resources Act of 1982, 16 U S C 3501 et seq HUD's implementing regulations at 24 CFR parts 50 or 58, as appropriate Lead Based Paint Poisoning Prevention Act, 42 U S C 4821-4846 also 24 CFR 982 4010) National Environmental Policy Act of 1969, 42 U S C 4321 et seq and the Implementing Regulations of 24 CFR 58 (HUD) and 40 CFR 1500-1508 (Council on Environmental Quality) Residential Lead-Based Paint Hazard Reduction Act of 1992, 42 USC 4851-4856 C Flood Plains Flood Disaster Protection Act of 1973, 42 USC 4001-4128 D Labor and Safety Standards All Rental Units Assisted with Federal Funds Must Meet the Section 8 Housing Quality Standards (HQS) and Local Housing Code Requirements for the duration of the Affordability Period City of Kent Page 18 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NIT Loan Contract(Municipal) Convict Labor, 18 U S C 751, 752, 4081, 4082 Davis Bacon Act, 40 U S C 276a-276a-5 Drug-Free Workplace Act of 1988, 41 USC 701 et seq Federal Fair Labor Standards Act, 29 U S C 201 et seq Work Hours and Safety Act of 1962, 40 U S C 327-330 and Department of Labor Regulations, 29 CFR Part 5 Title IV of the Lead Based Paint Poisoning Prevention Act, 42 U S C 4831, 24 CFR Part 35 E Laws against Discrimination Age Discrimination Act of 1975, Public Law 94-135, 42 U S C 6101-07, 45 CFR Part 90 Nondiscrimination in Federally Assisted Programs Americans with Disabilities Act of 1990, Public Law 101-336 Equal Employment Opportunity, Executive Order 11246, as amended by Executive Order 11375 and supplemented in U S Department of Labor Regulations, 41 CFR Chapter 60 Executive Order 11246, as amended by EO 11375, 11478, 12086 and 12102 Fair Housing Act(42 U S C 3601-19) and implementing regulations at 24 CFR part 100 Section 504 of the Rehabilitation Act of 1973 and implementing regulations at 24 CFR part 8 Fair Housing, Title VIII of the Civil Rights Act of 1968, Public Law 90-284, 42 U.S C 3601-19 Handicapped Employees of Government Contractors, Rehabilitation Act of 1973, Section 503, 29 US C 793 Handicapped Recipients of Federal Financial Assistance, Rehabilitation Act of 1973, Section 504, 29 USC 794 Minority Business Enterprises, Executive Order 11625, 15 U S C 631 Minority Business Enterprise Development, Executive Order 12432, 48 FIR 32551 Nondiscrimination and Equal Opportunity, 24 CFR 5 105(a) Nondiscrimination in benefits, Title VI of the Civil Rights Act of 1964, Public Law 88-352, 42 U S C. 2002d et seq, 24 CFR Part 1 Nondiscrimination in employment, Title VII of the Civil Rights Act of 1964, Public Law 88-352 Nondiscrimination in Federal) Assisted Programs Y 9 Nondiscrimination in Federally Assisted Construction Contracts, Executive Order 11246, 42 U S C 2000e, as amended by Executive Order 11375, 41 CFR Chapter60 Section 3, Housing and Urban Development Act of 1968, 12 USC 1701 u (See 24 CFR 570 607(b)) F Office of Management and Budget Circulars Cost Principles for State, Local and Indian Tribal Governments, OMB Circular A-87, 2 CFR, Part 226. Cost Principles for Nonprofit Organizations, OMB Circular A-122, (if the Contractor is a nonprofit organization) Grants and Cooperative Agreements with State and Local Governments, OMB Circular A-102, (if the Contractor is a local government or federally recognized Indian tribal government) Uniform Administrative Requirements for Grants and Other Agreements with Institutions of Higher Education, Hospitals and Other Nonprofit Organizations, OMB Circular A-110 G Other Anti-Kickback Act, 18 U S C 874, 40 U S C 276b, 276c, 41 U S C 51-54 Governmental Guidance for New Restrictions on Lobbying, Interim Final Guidance, Federal Register 1, Vol 54, No 243\Wednesday, December 20, 1989 City of Kent Page 19 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) Hatch Political Activity Act, 5 U S C 1501-8 Lobbying and Disclosure, 42 USC 3537a and 3545 and 31 USC 1352 (Byrd Anti-Lobbying Amendment) 31 U S C 1352 provides that Contractors who apply or bid for an award of$100,000 or more must file the required certification Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or other award covered by 31 U S C 1352 Each tier must disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award Such disclosures are forwarded from tier to tier up to the recipient Non-Supplanting Federal Funds Section 8 Housing Assistance Payments Program H Privacy Privacy Act of 1974, 5 U S C 522a I. Relocation Uniform Relocation Assistance and Real Property Acquisition Policy Act of 1970 and implementing regulations at 49 CFR part 24 Section 104(d) of the Housing and Community Development Act of 1974 and the implementing regulations at 24 CRF part 570 Washington State Laws and Regulations A Affirmative action, RCW 41 06 020 (11) B Boards of directors or officers of non-profit corporations—Liability- Limitations RCW 4 24 264. p P tY , C Disclosure-campaign finances-lobbying, Chapter 42 17 RCW D Discrimination-human rights commission, Chapter 49 60 RCW E Ethics in public service, Chapter 42 52 RCW F Housing assistance program, Chapter 43 185 RCW G Interlocal cooperation act, Chapter 39 34 RCW H Noise control, Chapter 70 107 RCW I Office of minority and women's business enterprises, Chapter 39 19 RCW and Chapter 326-02 WAC J Open public meetings act, Chapter 42 30 RCW K Prevailing wages on public works, Chapter 39 12 RCW L Public records act, Chapter 42 56 RCW M Relocation assistance-real property acquisition policy, Chapter 8 26 RCW N Shoreline management act of 1971, Chapter 90 58 RCW O State budgeting, accounting, and reporting system, Chapter 43 88 RCW P State building code, Chapter 19 27 RCW and Energy-related building standards, Chapter 19 27A RCW, and Provisions in buildings foraged and handicapped persons, Chapter 70 92 RCW Q State Coastal Zone Management Program, Publication 01-06-003, Shorelands and Environmental Assistance Program, Washington State Department of Ecology R State environmental policy, Chapter 43 21C RCW S State Executive Order 05-05 Archeological and Cultural Resources 2.25. LICENSING, ACCREDITATION AND REGISTRATION The Contractor shall comply with all applicable local, state, and federal licensing, accreditation and registration requirements or standards necessary for the performance of this Contract 2.26. LIMITATION OF AUTHORITY Only the Authorized Representative or Authorized Representative's designee by writing (designation to be made prior to action) shall have the express, implied, or apparent authority to alter, amend, modify, or waive any clause or condition of this Contract City of Kent Page 20 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) 2.27. LOCAL PUBLIC TRANSPORTATION COORDINATION Where applicable, Contractor shall participate in local public transportation forums and implement strategies designed to ensure access to services 2.28. NONCOMPLIANCE WITH NONDISCRIMINATION LAWS During the performance of this Contract, the Contractor shall comply with all federal, state, and local nondiscrimination laws, regulations and policies In the event of the Contractor's non-compliance or refusal to comply with any nondiscrimination law, regulation or policy, this contract may be rescinded, canceled or terminated in whole or in part, and the Contractor may be'declared ineligible for further contracts with the BOARD The Contractor shall, however, be given a reasonable time in which to cure this noncompliance Any dispute may be resolved in accordance with the"Disputes" procedure set forth herein 2.29. NOTIFICATION OF TENANT RIGHTS/RESPONSIBILITIES The Contractor shall provide all tenants, if any, with information outlining tenant rights and responsibilities under the Washington State Landlord Tenant laws, Title 59, Revised Code of Washington The Contractor shall also provide all occupants of property acquired with U S Department of Housing and Urban Development(HUD) funds notice regarding their eligibility for relocation assistance Such notices will be provided as required by the Uniform Relocation Assistance and Real Property Acquisition Act of 1970, as amended and referenced in 49 CFR part 24 and Section 104(d) of the Housing and Community Development Act of 1974, as amended and referenced in 24 CFR 570 and noted in HUD's Handbook No 1378 Notifications will include but not be limited to • General Information Notice • Notice of Displacement/Non-Displacement 2.30. POLITICAL ACTIVITIES Political activity of Contractor employees and officers are limited by the State Campaign Finances and Lobbying provisions of Chapter 42 17 RCW and the Federal Hatch Act, 5 USC 1501 - 1508 No funds may be used for working for or against ballot measures or for or against the candidacy of any person for public office 2.31. PREVAILING WAGE LAWS All contractors and subcontractors performing work on a construction project funded through this agreement shall comply with prevailing wage laws by paying the higher of state or federal prevailing wages according to State Prevailing Wages on Public Works, Chapter 39 12 RCW, as applicable to the Project funded by this contract, including but not limited to the filing of the"Statement of Intent to Pay Prevailing Wages" and "Affidavit of Wages Paid" as required by RCW 39 12 040 The Contractor shall maintain records sufficient to evidence compliance with Chapter 39 12 RCW, and shall make such records available for THE BOARD's review upon request, or The Davis Bacon Act, 40 U S C 276a-276a-5 and related federal acts provide that all laborers and mechanics employed by contractors or subcontractors in the performance shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined by the Secretary of Labor 2.32. PROCUREMENT STANDARDS FOR FEDERALLY FUNDED PROGRAMS A Contractor which is a local government or Indian Tribal government must establish procurement policies and procedures in accordance with OMB Circulars A-102, Uniform Administrative Requirements for Grants in Aid for State and Local Governments, for all purchases funded by this Contract A Contractor which is a nonprofit organization shall establish procurement policies in accordance with OMB Circular A-110, Uniform Administrative Requirements for Grants and Agreements with Nonprofit Agencies, for all purchases funded by this Contract The Contractor's procurement system should include at least the following City of Kent Page 21 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract (Municipal) 1. A code or standard of conduct that shall govern the performance of its officers, employees, or agents engaged in the awarding of contracts using federal funds 2. Procedures that ensure all procurement transactions shall be conducted in a manner to provide, to the maximum extent practical, open and free competition 3. Minimum procedural requirements, as follows a. Follow a procedure to assure the avoidance of purchasing unnecessary or duplicative items b. Solicitations shall be based upon a clear and accurate description of the technical requirements of the procured items c. Positive efforts shall be made to use small and minority-owned businesses d. The type of procuring instrument(fixed price, cost reimbursement) shall be determined by the Contractor, but must be appropriate for the particular procurement and for promoting the best interest of the program involved e. Contracts shall be made only with reasonable subcontractors who possess the potential ability to perform successfully under the terms and conditions of the proposed procurement f. Some form of price or cost analysis should be performed in connection with every procurement action g. Procurement records and files for purchases shall include all of the following 1) Contractor selection or rejection 2) The basis for the cost or price 3) Justification for lack of competitive bids if offers are not obtained h. A system for contract administration to ensure Contractor conformance with terms, conditions and specifications of this Contract, and to ensure adequate and timely follow-up of all purchases 4. Contractor and Subcontractor must receive prior approval from the BOARD for using funds from this Contract to enter into a sole source contract or a contract where only one bid or proposal is received when value of this contract is expected to exceed $5,000 Prior approval requests shall include a copy of proposed contracts and any related procurement documents and justification for non-competitive procurement, if applicable 2.33. PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION The funds provided under this Contract shall not be used in payment of any bonus or commission for the purpose of obtaining approval of the application for such funds or any other approval or concurrence under this Contract provided, however, that reasonable fees or bona fide technical consultant, managerial, or other such services, other than actual solicitation, are not hereby prohibited if otherwise eligible as project costs 2.34. PUBLICITY The Contractor agrees not to publish or use any advertising or publicity materials in which the state of Washington or the BOARD's name is mentioned, or language used from which the connection with the state of Washington's or the BOARD's name may reasonably be inferred or implied, without the prior written consent of the BOARD 2.35. RECAPTURE In the event that the Contractor fads to perform this contract in accordance with state laws, federal laws, and/or the provisions of this contract, The BOARD reserves the right to recapture funds in an amount to compensate the BOARD for the noncompliance in addition to any other remedies available at law or in equity City of Kent Page 22 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) Repayment by the Contractor of funds under this recapture provision shall occur within the time period specified by the BOARD In the alternative, The BOARD may recapture such funds from payments due under this contract 2.36. RECORDS MAINTENANCE The Contractor shall maintain all books, records, documents, data and other evidence relating to this Contract and performance of the services described herein, including but not limited to accounting procedures and practices which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this Contract Contractor shall retain such records for a period of six years following the date of final payment If any litigation, claim or audit is started before the expiration of the six(6)year period, the records shall be retained until all litigation, claims, or audit findings involving the records have been finally resolved 2.37. REGISTRATION WITH DEPARTMENT OF REVENUE If required by law, the Contractor shall complete registration with the Washington State Department of Revenue 2.38. RIGHT OF INSPECTION At no additional cost all records relating to the Contractor's performance under this Contract shall be subject at all reasonable times to inspection, review, and audit by the BOARD, the Office of the State Auditor, and federal and state officials so authorized by law, in order to monitor and evaluate performance, compliance, and quality assurance under this Contract The Contractor shall provide access to its facilities for this purpose 2.39. SAVINGS In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way after the effective date of this Contract and prior to normal completion, The BOARD may terminate the Contract under the "Termination for Convenience" clause, without the ten business day notice requirement In lieu of termination, the Contract may be amended to reflect the new funding limitations and conditions 2.40. SEVERABILITY If any provision of this Contract or any provision of any document incorporated by reference shall be held invalid, such invalidity shall not affect the other provisions of this Contract that can be given effect without the invalid provision, if such remainder conforms to the requirements of law and the fundamental purpose of this Contract and to this end the provisions of this Contact are declared to be severable 2.41. SUBCONTRACTING The Contractor may only subcontract work contemplated under this Contract if it obtains the prior written approval of the BOARD If THE BOARD approves subcontracting, the Contractor shall maintain written procedures related to subcontracting, as well as copies of all subcontracts and records related to subcontracts For cause, the BOARD in writing may (a) require the Contractor to amend its subcontracting procedures as they relate to this Contract, (b) prohibit the Contractor from subcontracting with a particular person or entity, or (c) require the Contractor to rescind or amend a subcontract Every subcontract shall bind the Subcontractor to follow all applicable terms of this Contract The Contractor is responsible to the BOARD if the Subcontractor fads to comply with any applicable term or condition of this Contract The Contractor shall appropriately monitor the activities of the Subcontractor to assure fiscal conditions of this Contract In no event shall the existence of a subcontract operate to release or reduce the liability of the Contractor to the BOARD for any breach in the performance of the Contractor's duties Every subcontract shall include a term that the BOARD and the State of Washington are not liable for claims or damages arising from a Subcontractor's performance of the subcontract City of Kent Page 23 Contract Terms and Conditions DM11-952-019 12/16/2011 DWSRF NT Loan Contract(Municipal) 2.42. SURVIVAL The terms, conditions, and warranties contained in this Contract that by their sense and context are intended to survive the completion of the performance, cancellation or termination of this Contract shall so survive. 2.43. TAXES All payments accrued on account of payroll taxes, unemployment contributions, the Contractor's income or gross receipts, any other taxes, insurance or expenses for the Contractor or its staff shall be the sole responsibility of the Contractor 2.44. TERMINATION FOR CAUSE/SUSPENSION In event the BOARD determines that the Contractor failed to comply with any term or condition of this Contract, the BOARD may terminate the Contract in whole or in part upon written notice to the Contractor. Such termination shall be deemed"for cause"Termination shall take effect on the date specified in the notice In the alternative, the BOARD upon written notice may allow the Contractor a specific period of time in which to correct the non-compliance During the corrective-action time period, the BOARD may suspend further payment to the Contractor in whole or in part, or may restrict the Contractor's right to perform duties under this Contract Failure by the Contractor to take timely corrective action shall allow the BOARD to terminate the Contract upon written notice to the Contractor "Termination for Cause" shall be deemed a "Termination for Convenience"when the BOARD determines that the Contractor did not fail to comply with the terms of the Contract or when the BOARD determines the failure was not caused by the Contractor's actions or negligence If the Contract is terminated for cause, the Contractor shall be liable for damages as authorized by law, including, but not limited to, any cost difference between the original contract and the replacement contract, as well as all costs associated with entering into the replacement contract(i e , competitive bidding, mailing, advertising, and staff time) 2.45. TERMINATION FOR CONVENIENCE Except as otherwise provided in this Contract, the BOARD may, by ten (10) business days written notice, beginning on the second day after the mailing, terminate this Contract, in whole or in part If this Contract is so terminated, the BOARD shall be liable only for payment required under the terms of this Contract for services rendered or goods delivered prior to the effective date of termination 2.46. TERMINATION PROCEDURES After receipt of a notice of termination, except as otherwise directed by the BOARD, the Contractor shall A. Stop work under the Contract on the date, and to the extent specified, in the notice, B. Place no further orders or subcontracts for materials, services, or facilities related to the Contract; C. Assign to the BOARD all of the rights, title, and interest of the Contractor under the orders and subcontracts so terminated, in which case the BOARD has the right, at its discretion, to settle or pay any or all claims arising out of the termination of such orders and subcontracts Any attempt by the Contractor to settle such claims must have the prior written approval of the BOARD, and D. Preserve and transfer any materials, contract deliverables and/or the BOARD property in the Contractor's possession as directed by the BOARD Upon termination of the Contract, the BOARD shall pay the Contractor for any service provided by the Contractor under the Contract prior to the date of termination The BOARD may withhold any amount due as the BOARD reasonably determines is necessary to protect the BOARD against potential loss or liability resulting from the termination The BOARD shall pay any withheld amount to the Contractor if the BOARD later determines that loss or liability will not occur The rights and remedies of the BOARD under this section are in addition to any other rights and remedies provided under this Contract or otherwise provided under law City of Kent Page 24 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) 2.47.WAIVER Waiver of any default or breach shall not be deemed to be a waiver of any subsequent default or breach Any waiver shall not be construed to be a modification of the terms of this Contract unless stated to be such in writing and signed by Authorized Representative of THE BOARD 2.48. WORK HOURS AND SAFETY STANDARDS The Contract Work Hours and Safety Standards Act(40 U S C 327-333)-Where applicable, all contracts awarded by recipients in excess of$100,000 for construction and other purposes that involve the employment of mechanics or laborers must include a provision for compliance with Section 102 and 107 of the Contract Work Hours Safety Standards Act(40 U S C 327-333), as supplemented by Department of Labor regulations (29 CFR part 5) Under Section 102 of the Act, each subcontractor is required to compute the wages of every mechanic and laborer on the basis of a standard workweek of 40 hours Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than 1 %times the basic rate of pay for all hours worked in excess of 40 hours in the work week Section 107 of the Act is applicable to construction work and provides that no laborer or mechanic is required to work in surroundings or under working conditions which are unsanitary, hazardous, or dangerous These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence City of Kent Page 25 Contract Terms and Conditions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) ATTACHMENT I: SCOPE OF WORK DRINKING WATER STATE REVOLVING FUND NEW TRADITIONAL (MUNICIPAL) City of Kent DM11-952-019 Project Title: Green River Water Treatment Plant Filtration Facil A. PROJECT'S SCOPE OF WORK The project involves the construction of a water filtration plant capable of meeting the federal Long Term 2 Enhanced Surface Water Treatment Rule (LT2ESWTR) requirements of 99% cryptospondium removal from the Green River water supply The elements of the project include Engineering design for a plant capacity of approximately 150 mgd, Cultural, Historic, Environmental, and Public review, Permitting approvals, Construction bid document preparation, Award of construction contracts, Construction of sedimentation/filtration basins, clearwells, chemical and pumping facilities, necessary water mains and equipment to integrate the new filtration plant with the existing water system, facilities to process backwash water and residuals, stormwater systems, and general site improvements including grading, access, and security, Startup and testing of new facilities City of Kent Page 26 Attachment I Scope of Work DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) B. ESTIMATED PROJECT COSTS Cost Category Amount Engineering Report $1,300,000 00 Cultural and Historical Resources Review $25,000 00 (Section 106) _ Environmental Review $150,000 00 Land/Right-of-Way Acquisition $0 00 Permits $2,000,000 00 Public Involvement/►nfoimatioh $100,000 00 Bid Documents $9,000,000 00 Construction $134,000,000 00 Other Fees (Sales or Use Taxes) $15,000,000 00 Contingency 15 00% $23,500,000 00 Other DOH Review/Approval Fees $0 00 Other. Contract Admin/Legal $7,625,000.00 Other Start-up $900,000 00 Other. CM Services $6,400,000.00 TOTAL ESTIMATED PROJECT COSTS $200,000,000.00 (before Loan Fee) Loan Fee (1 % of the D oan 0 Request) City of Kent Page 27 Attachment I Scope of Work DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) C. ANTICIPATED PROJECT FUNDING „,Type of Funding Source Description Amount ,Grants Grant #1 $0 00 Grant#2 $0 00 Grant#3 $0 00 Grant#4 $0 00 Total Grants 1 $0.00 Loans _ Public Works Board(DWSRF This Loan Request o $2,02q 000 00 /o with 1 Loan Fee) Other Loan #1 2012 PWTF $8,000,000 00 Other Loan #2 $0 00 Other Loan #3 $0 00 Other Loan #4 $0 00 Total Loans $10,020,000.00 :`Local Reverse i Source #1 Kent 2010 Bonds $10,570,000 00 Source#2 SS Partners (Tacoma, $178,000,000 00 Lakehaven, Covington) Source#3 Kent Bonds / Internal Funds $1,430,000 00 Source #4 $0 00 Source #5 _ $0 00 Total Local Revenue $190,000,000.00 Qther Funds - Source #1 $0 00 Source #2 $0 00 Total Other Funds $0.00 TOTAL PROJECT FUNDING $200,020,000.00 City of Kent Page 28 Attachment I Scope of Work DM11-952-019 12/15/2011 DWSRF NIT Loan Contract(Municipal) ATTACHMENT II: ATTORNEY'S CERTIFICATION DRINKING WATER STATE REVOLVING FUND NEW TRADITIONAL (MUNICIPAL) City of Kent DM11-952-019 I, hereby certify I am an attorney at law admitted to practice in the State of Washington and the duly appointed attorney of the City of Kent (the Contractor), and I have also examined any and all documents and records, which are pertinent to the Contract, including the application requesting this financial assistance Based on the foregoing, it is my opinion that- 1 The Contractor is a public body, properly constituted and operating under the laws of the State of Washington, empowered to receive and expend federal, state and local funds, to contract with the State of Washington, and to receive and expend the funds involved to accomplish the objectives set forth in their application 2. The Contractor is empowered to accept the Drinking Water State Revolving Fund financial assistance and to provide for repayment of the loan as set forth in the loan agreement 3 There is currently no litigation in existence seeking to enjoin the commencement or completion of the above-described public facilities project or to enjoin the Contractor from repaying the Drinking Water State Revolving Fund loan extended by the Public Works Board with respect to such project The Contractor is not a party to litigation, which will materially affect its ability to repay such loan on the terms contained in the loan agreement 4. Assumption of this obligation would not exceed statutory and administrative rule debt limitations applicable to the Contractor Sign ture of Attorney Date Name 10-TO 4�w Mlrb . S I ft u ��032 Address City of Kent Page 29 Attachment II Attorney's Certification DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) ATTACHMENT III: FEDERAL AND STATE REQUIREMENTS 1) Environmental Authorities a) Archeological and Historic Preservation Act of 1974,Public Law 86-523 as amended b) Clean Air Act,Public Law 84-159 as amended c) Coastal Barrier Resources Act,Public Law 92-583 as amended d) Endangered Species Act,Public Law 93-205 as amended e) Environmental Justice, Executive Order 12898 f) Floodplam Management,Executive Order 11934 as amended by Executive Order 12148 g) Protection of Wetlands,Executive Order 11990 h) Farmland Protection Policy Act, Public Law 97-98 i) Fish and Wildlife Coordination Act,Public Law 85-624 as amended j) National Historic Preservation Act of 1966,Public Law 89-665 as amended k) Safe Drinking Water Act,Public Law 93-523 as amended 1) Wild and Scenic rivers Act,Public Law 90-542 as amended 2) Economic and Miscellaneous Authorities a) Demonstration Cities and Metropolitan Development Act of 1996,Public Law 89-754 as amended,Executive Order 12372 b) Procurement Prohibitions under Section 306 of the Clean air Act and Section 508 of the Clean Water Act,including Executive Order 11738,Administration of the Clean Air Act and the Federal Water Pollution Control Ac with Respect to Federal Contracts,Grants, or Loans c) Uniform Relocation and Real Property Policies Act,Public Law 91-646 as amended d) Debannent and Suspension,Executive Order 12549 3) Social Policy Authorities a) Age Discrimination Act of 1975,Public Law 94-135 b) Title VI of the Civil Rights Act of 1964,Public Law 88-352 c) Section 13 of the Federal Water Pollution Control Act Amendments of 1972, Public Law 92-500 (the Clean Water Act) d) Section 504 of the Rehabilitation Act of 1973,Public Law 93-112 (including Executive Orders 11914 and 11250) e) Equal Employment Opportunity, Executive Order 11246 f) Disadvantaged Business Enterprise,Public Law 101-549(the Clean Air Act), and Public Law 102-389(the Clean Water Act) g) Section 129 of the Small Business Administration Reauthorization and Amendment Act of 1988, Public Law 100-590 4) State Laws a) Chapter 36.70A RCW,Growth Management Act b) Chapter 39 80 RCW,Contracts for Architectural and Engineering Services c) Chapter 39 12 RCW, Washington State Public Works Act d) Chapter 43 20 RCW, State Board of Health e) Chapter 43 70 RCW, Department of Health f) Chapter 43 155 RCW,Public Works Project g) Chapter 70 116 RCW, Public Water Systems Coordination Act of 1977 h) Chapter 70 119 RCW,Public Water Supply Systems Certification and Regulation of Operations i) Chapter 70 119A RCW,Public Water Systems,Penalties&Compliances j) Chapter 246-290 WAC,Group A Public Water Systems k) Chapter 246-291 WAC,Group B Public Water Systems 1) Chapter 246-292 WAC, Waterworks Operator Certification Regulations m) Chapter 246-293 WAC,Water Systems Coordination Act n) Chapter 246-294 WAC,Drinking Water Operating Permits o) Chapter 246-295 WAC, Satellite System Management Agencies o) Chapter 246-296 WAC Drinking Water State Revolving Fund Loan Program p) Chapter 173-160 WAC,Minimum Standards for Construction&Maintenance of Wells q) Title 173 WAC,Department of Ecology Rules r) Title 40 Part 141 Code of Federal Regulations, Federal National Primary Drinking Water Regulations(Section Adopted by Reference) City of Kent Page 30 Attachment III Federal and State Requirements DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) ATTACHMENT IV: DISADVANTAGED BUSINESS ENTERPRISE REQUIREMENTS GENERAL COMPLIANCE,40 CFR, Part 33 The Contractor agrees to comply with the requirements of Environmental Protection Agency's Program for Utilization of Small, Minority and Women's Business Enterprises (MBE/WBE) in procurement under this Contract, contained in 40 CFR, Part 33 FAIR SHARE OBJECTIVES,40 CFR, Part 33, Subpart D The following are exemptions from the fair share objective Requirements• • Grant and loan recipients receiving a total of$250K or less in EPA financial assistance in a given fiscal year • Tribal recipients of Performance Partnership Eligible grants under 40 CFR Part 35, Subpart B o There is a 3-year phase in period for the requirement to negotiate fair share goals for Tribal and Insular Area recipients • Recipients of Technical Assistance Grants The Fair Share Objectives or goals for the utilization of disadvantaged businesses negotiated with EPA by the WA Office of Minority Women Business are stated below Construction 10% MBE 6%WBE Supplies 8% MBE 4%WBE Equipment 8% MBE 4%WBE Purchased Services 10% MBE 4%WBE By signing this Contract, the Contractor is accepting the fair share objectives/goals stated above and attests to the fact that it is purchasing the same or similar construction, supplies, services and equipment, in the same or similar relevant geographic buying market as WA Office of Minority Women Business goal is being adopted SIX GOOD FAITH EFFORTS,40 CFR, Part 33, Subpart C Pursuant to 40 CFR, Section 33 301, the Contractor agrees to make the following good faith efforts whenever procuring construction, equipment, services and supplies under an EPA financial assistance agreement, and to ensure that sub-recipients, loan recipients, and prime contractors also comply Records documenting compliance with the six good faith efforts shall be retained The six good faith efforts shall include A Ensure Disadvantaged Business Enterprises are made aware of contracting opportunities to the fullest extent practicable through outreach and recruitment activities For Indian Tribal, State and Local Government recipients, this will include placing the Disadvantaged Business Enterprises on solicitation lists and soliciting them whenever they are potential sources B Make information on forthcoming opportunities available to Disadvantaged Business Enterprises and arrange time frames for contracts and establish delivery schedules, where the requirements permit, in a way that encourages and facilitates participation by Disadvantaged Business Enterprises in the competitive process This includes, whenever possible, posting solicitations for bids or proposals for a minimum of thirty(30) calendar days before the bid or proposal closing date C Consider in the contracting process whether firms competing for large contracts could subcontract with Disadvantaged Business Enterprises For Indian Tribal, State and Local Government recipients, this will include dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by Disadvantaged Business Enterprises in the competitive process D Encourage contracting with a consortium of Disadvantaged Business Enterprises when a contract is too large for one of these firms to handle individually E Use the services and assistance of the Small Business Administration and the Minority Business Development Agency of the Department of Commerce City of Kent Page 31 Attachment IV DBE Requirements DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) i F If the prime contractor awards subcontracts, also require the prime contractor to take the five good faith efforts in paragraphs A through E above MBE/WBE REPORTING, 40 CFR, Part 33, Sections 33.502 and 33.503 Contractor Is required to submit MBEMBE participation reports to the Board and/or the Department of Health, on a quarterly basis, beginning with the Federal fiscal year reporting period the Contractor receives the award and continuing until the project is completed CONTRACT ADMINISTRATION PROVISIONS,40 CFR, Section 33.302 The Contractor agrees to comply with the contract administration provisions of 40 CFR, Section 33 302 The Contractor agrees to require all general contractors to provide forms EPA Form 6100-2 DBE Subcontractor Participation Form and EPA Form 6100-3 DBE Subcontractor Performance Form to all Its Disadvantaged Business Enterprise subcontractors, engineers, vendors, and any other entity for work or services listed in Attachment I Scope of Work These two (2)forms may be obtained from the EPA Office of Small Business Program's website on the Internet at http//www epa gov/osbp/grants htm The Contractor agrees to require all general contractors to complete and submit to the Contractor and Environmental Protection Agency EPA Form 6100-4 DBE Subcontractor Utilization Form beginning with the Federal fiscal year reporting period the Contractor receives the award and continuing until the project is completed Only procurements with certified MBENVBEs are counted toward a Contractor's MBE NVBE accomplishments BIDDERS LIST,40 CFR, Section 33.501(b) and (c) The Contractor is also required to create and maintain a bidders list if the Contractor of the loan is subject to, or chooses to follow, competitive bidding requirements Please see 40 CFR, Section 33 501 (b) and (c) for specific requirements and exemptions Section 33 501(b) of the rule is as follows. A recipient of a Continuing Environmental Program Grant or other annual grant must create and maintain a bidders list In addition, a recipient of an EPA financial assistance agreement to capitalize a revolving loan fund also must require entities receiving identified loans to create and maintain a bidders list if the recipient of the loan is subject to, or chooses to follow, competitive bidding requirements The purpose of a bidders list Is to provide the recipient and entitles receiving identified loans who conduct competitive bidding with as accurate a database as possible about the universe of MBENVBE and non-MBE/WBE prime and subcontractors The list must include all firms that bid or quote on prime contracts or bid or quote on subcontracts under EPA assisted projects, including both MBENVBEs The bidders list must be kept until the grant project period has expired and the recipient is no longer receiving EPA funding under the grant For entities receiving identified loans, the bidders list must be kept until the project period for the Identified loan has ended The following information must be obtained from all prime and subcontractors (1) Entity's name with point of contact, (2) Entity's mailing address, telephone number, and e-mail address, (3) The procurement on which the entity bid or quoted, and when, and (4) Entity's status as a MBENVBE' or non-MBENVBE The exemption found at§ 33 501(c) is as follows A recipient of an EPA financial assistance agreement in the amount of$250,000 or less for any single assistance agreement, or of more than one financial assistance agreement with a combined total of$250,000 or less in any one fiscal year, is exempt from the paragraph (b) of this section requirement to create and maintain a bidders list Also, a recipient under the CWSRF, DWSRF, or BCRLF Program is not required to apply the paragraph (b) of this section bidders list requirement of this subpart to an entity receiving an identified loan in an amount of$250,000 or less, or to an entity receiving more than one Identified loan with a combined total of$250,000 or less in any one fiscal year This exemption is limited to the paragraph (b) of this section bidders list requirements of this subpart Qualified Women and Minority business enterprises may be found on the Internet at www omwbe wa ov or contacting the Washington State P Y 9 Y 9 Office of Minority and Women's Enterprises at 360-704-1181 City of Kent Page 32 Attachment IV DBE Requirements DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) ATTACHMENT V: CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS PA United States t Environmental Protection Agency EPA Project Control Number United States Environmental Protection Agency Washington,DC 20460 The prospective participant certifies to the best of its knowledge and belief that it and the principals: (a) Are not presently debarred,suspended,proposed for debarment,declared ineligible,or voluntarily excluded from covered transactions by any Federal department or agency, (b) Have not within a three year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain,or performing a public(Federal, State, or local)transaction or contract under a public transaction violation of Federal or State antitrust statutes or commission of embezzlement,theft,forgery,bribery,falsification or destruction of records,making false statements,or receiving stolen property, (c) Are not presently indicted for otherwise criminally or civilly charged by a government entity(Federal, State, or local)with commission of any of the offenses enumerated in paragraph(1)(b)of this certification, and (d) Have not within a three-year period preceding this application/proposal had one or more public transactions(Federal, State,or local)terminated for cause or default I understand that a false statement on this certification may be ground for rejection of this proposal or termination of the award.In addition,under 18 USC Sec 1001, a false statement may result in a fine of up to$10,000 or imprisonment for up to 5 years,or both Typed Name& !�of Authorized Repr5ntatrve S atu e uthorrzed Representative ate I am unable to certify to the above statements. My explanation is attached. EPA Form 5700-49(11-88) City of Kent Page 33 Attachment V Certification Regarding Debarment DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) ATTACHMENT VI: DWSRF ELIGIBLE PROJECT COSTS Must be directly attributable to the project. Industrial and medical insurance. • Vacation. 1 The costs for complying with the Uniform Relocation • Holiday Assistance and Real Property Acquisition Policies Act • Sick leave of 1970. • Military leave and jury duty 2. DWSRF loan fees Employee benefits must be calculated as a percentage of direct labor dollars The computation 3. The purchase of a portion of another system's capacity, of predetermined percentage rates to be applied to if it is the most cost effective solution(limited to current labor costs must be based on the average of publicly owned(municipal)systems) total employee benefits and total labor costs for the prior fiscal year and adjusted by known current 4 Construction of reservoirs(clear wells)that are part of year variations. the treatment process and are collocated with the treatment facility c. Other than work identified in Number 9 a,no costs associated with labor performed by the borrower's 5. Construction of distribution reservoirs(finished water). employees,including force account work,are 6 Cost associated with restructuring or consolidation of eligible for financing assistance. existing water systems by publicly owned water 10 Contract engineering,planning,design, legal,and systems financial planning services The Board reserves the right to declare ineligible legal costs that are 7 Main extensions to connect to safe and reliable sources unreasonable and disproportionate to the project of drinking water 11. Contract construction work 8. Cost associated with collecting and preparing environmental assessment documents to obtain local 12 Direct vehicle and equipment charges at the actual permits rental cost paid for the equipment or,in the case of city or county-owned equipment,at the rental rates 9. Direct labor including related employee benefits- established by the local government's"equipment rental and revolving fund"following the methods a. Salaries and wages(at actual or average rates) prescribed by the division of municipal corporations. covering productive labor hours of employees of However,such costs must be charged on a uniform the borrower(excluding the administrative basis to equipment used for all projects regardless of organization of the operating unit involved)for the source of funding Cities with a population of eight periods of time actively or incidentally engaged in thousand or less not using this type of fund are allowed pre-design engineering,design engineering, the same rates as used by the State Department of construction engineering,acquisition of rights of Transportation. way, and the cleaning, sterilization or bacteriological testing of water system components 13 Direct materials and supplies prior to public use The costs of services rendered by employees generally classified as 14. Other direct costs incurred for materials or services administration/project management of the loan are acquired for a specific project are eligible costs and considered a direct cost only when such employees may include,but are not limited to such items as are assigned the types of services described above and shall be limited to 3%or less of the project a Telephone charges. loan amount b Reproduction and photograinmetry costs b. Employee benefits relating to labor are considered c. Video and photography for project documentation. a direct cost of construction projects The d Computer usage following items may be included as employee e Printing and advertising. benefits 15. Other project related costs include. • F I C A.(Social Security)—employer's share. . Competitive Bidding. • Retirement benefits • Audit • Hospital,health,dental, and other welfare . Insurance insurance • Prevailing wages. • Life insurance. • Attorney fees City of Kent Page 34 Attachment Vil Labor Standard Provisions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) • Environmental Review. • Archaeological Survey. Projects may be designed to accommodate reasonable Water system plan costs are not eligible for reimbursement. growth This is generally the 20-year projection included in Small water system management program and plan the system's water system plan or small water system amendments costs are eligible for reimbursement management program. City of Kent Page 35 Attachment VII Labor Standard Provisions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) ATTACHMENT VII: LABOR STANDARD PROVISIONS FOR SUBRECIPIENTS THAT ARE GOVERNMENTAL ENTITIES Contract and Subcontract provisions. (a) The Recipient shall insure that the subrecipient(s) shall insert in full in any contract in excess of$2,000 which is entered into for the actual construction, alteration and/or repair, including painting and decorating, of a treatment work under the CWSRF or a construction project under the DWSRF financed in whole or in part from Federal funds or in accordance with guarantees of a Federal agency or financed from funds obtained by pledge of any contract of a Federal agency to make a loan, grant or annual contribution (except where a different meaning is expressly indicated), and which is subject to the labor standards provisions of any of the acts listed in § 5 1 or the FY 2011 appropriation , the following clauses (1) Minimum wages (i) All laborers and mechanics employed or working upon the site of the work will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR part 3)), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor and such laborers and mechanics Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (a)(1)(iv) of this section, also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in § 5 5(a)(4) Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein Provided, That the employer's payroll records accurately set forth the time spent in each classification in which work is performed The wage determination (including any additional classification and wage rates conformed under paragraph (a)(1)(n) of this section) and the Davis-Bacon poster (WH- 1321) shall be posted at all times by the contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers Subrecipients may obtain wage determinations from the U.S Department of Labor's web site, www dol gov (ii)(A) The subrecipient(s), on behalf of EPA, shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination The State award official shall approve a request for an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met (1) The work to be performed by the classification requested is not performed by a classification in the wage determination, and (2) The classification is utilized in the area by the construction Industry; and City of Kent Page 36 Attachment VII Labor Standard Provisions DM11-952-019 12/15/2011 DWSRF NT Loan Contract (Municipal) (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination (B) If the contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the subrecipient(s) agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), documentation of the action taken and the request, including the local wage determination shall be sent by the subrecipient (s) to the State award official The State award official will transmit the request, to the Administrator of the Wage and Hour Division, Employment Standards Administration, U S Department of Labor, Washington, DC 20210 and to the EPA DB Regional Coordinator concurrently The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification request within 30 days of receipt and so advise the State award official or will notify the State award official within the 30-day period that additional time is necessary (C) In the event the contractor, the laborers or mechanics to be employed in the classification or their representatives, and the subrecipient(s) do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the award official shall refer the request and the local wage determination, including the views of all interested parties and the recommendation of the State award official, to the Administrator for determination The request shall be sent to the EPA DB Regional Coordinator concurrently The Administrator, or an authorized representative, will issue a determination within 30 days of receipt of the request and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary (D) The wage rate (including fringe benefits where appropriate) determined pursuant to paragraphs (a)(1)(n)(B) or(C) of this section, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification (ui) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof (iv) If the contractor does not make payments to a trustee or other third person, the contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the Secretary of Labor has found, upon the written request of the contractor, that the applicable standards of the Davis-Bacon Act have been met The Secretary of Labor may require the contractor to set aside in a separate account assets for the meeting of obligations under the plan or program (2) Withholding The subrecipient(s), shall upon written request of the EPA Award Official or an authorized representative of the Department of Labor, withhold or cause to be withheld from the contractor under this contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to Davis-Bacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the contractor or any subcontractor the full amount of wages required by the contract In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages required by the contract, the (Agency) may, after written notice to the contractor, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased (3) Payrolls and basic records (l) Payrolls and basic records relating thereto shall be maintained by the contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site City of Kent Page 37 Attachment VII Labor Standard Provisions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) of the work Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b)(2)(B) of the Davis-Bacon Act), daily and weekly number of hours worked, deductions made and actual wages paid Whenever the Secretary of Labor has found under 29 CFR 5 5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program Is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs (ii)(A) The contractor shall submit weekly, for each week in which any contract work is performed, a copy of all payrolls to the subrecipient, that is, the entity that receives the sub-grant or loan from the State capitalization grant recipient Such documentation shall be available on request of the State recipient or EPA As to each payroll copy received, the subrecipient shall provide written confirmation in a form satisfactory to the State indicating whether or not the protect is in compliance with the requirements of 29 CFR 5 5(a)(1) based on the most recent payroll copies for the specified week The payrolls shall set out accurately and completely all of the information required to be maintained under 29 CFR 5 5(a)(3)(i), except that full social security numbers and home addresses shall not be included on the weekly payrolls Instead the payrolls shall only need to include an individually identifying number for each employee (e g , the last four digits of the employee's social security number) The required weekly payroll information may be submitted in any form desired Optional Form WH-347 is available for this purpose from the Wage and Hour Division Web site at http//www dol qov/esa/whd/forms/wh3471nstr htm or its successor site The prime contractor is responsible for the submission of copies of payrolls by all subcontractors Contractors and subcontractors shall maintain the full social security number and current address of each covered worker, and shall provide them upon request to the subrecipient(s) for transmission to the State or EPA if requested by EPA , the State, the contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the subrecipient(s). (B) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following (1) That the payroll for the payroll period contains the information required to be provided under § 5 5 (a)(3)(u) of Regulations, 29 CFR part 5, the appropriate information is being maintained under§ 5 5 (a)(3)(i) of Regulations, 29 CFR part 5, and that such information is correct and complete, (2) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in Regulations, 29 CFR part 3, (3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract (C) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH-347 shall satisfy the requirement for submission of the "Statement of Compliance" required by paragraph (a)(3)(ii)(B) of this section City of Kent Page 38 Attachment VII Labor Standard Provisions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) (D) The falsification of any of the above certifications may subject the contractor or subcontractor to civil or criminal prosecution under section 1001 of title 18 and section 231 of title 31 of the United States Code (iii) The contractor or subcontractor shall make the records required under paragraph (a)(3)(i) of this section available for inspection, copying, or transcription by authorized representatives of the State, EPA or the Department of Labor, and shall permit such representatives to interview employees during working hours on the job If the contractor or subcontractor fails to submit the required records or to make them available, the Federal agency or State may, after written notice to the contractor, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5 12 (4) Apprentices and trainees— (i) Apprentices Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U S Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to journeymen on the lob site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the contractor's or subcontractor's registered program shall be observed Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved (ii) Trainees Except as provided in 29 CFR 5 16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U S Department of Labor, Employment and Training Administration The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman City of Kent Page 39 Attachment VII Labor Standard Provisions DM11-952-019 12115/2011 DWSRF NT Loan Contract(Municipal) wage rate on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed In addition, any trainee performing work on the lob site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed In the event the Employment and Training Administration withdraws approval of a training program, the contractor will no longer be permitted to utilize trainees at less than the applicable redetermined rate for the work 9 P pP P performed until an acceptable program is P ram P P 9 approved (ui) Equal employment opportunity The utilization of apprentices, trainees and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR part 30 5 Compliance with Copeland Act requirements The contractor shall comply with the requirements of 29 O P P q PY q CFR part 3, which are incorporated by reference in this contract (6) Subcontracts The contractor or subcontractor shall insert in any subcontracts the clauses contained to 29 CFR 5 5(a)(1) through (10) and such other clauses as the EPA determines may by appropriate, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in 29 CFR 5 5 (7) Contract termination, debarment A breach of the contract clauses in 29 CFR 5 5 may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 512 (8) Compliance with Davis-Bacon and Related Act requirements All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by reference in this contract (9) Disputes concerning labor standards Disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5, 6, and 7 Disputes within the meaning of this clause include disputes between the contractor (or any of its subcontractors) and Subrecipient(s), State, EPA, the U S Department of Labor, or the employees or their representatives (10) Certification of eligibility. (i) By entering into this contract, the contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5 12(a)(1). (ii) No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5 12(a)(1) (iii) The penalty for making false statements is prescribed in the U S Criminal Code, 18 U S C 1001 4 Contract Provision for Contracts in Excess of$100,000. (a) Contract Work Hours and Safety Standards Act The subrecipient shall insert the following clauses set forth in paragraphs (a)(1), (2), (3), and (4) of this section in full in any contract in an amount in excess of $100,000 and subject to the overtime provisions of the Contract Work Hours and Safety Standards Act City of Kent Page 40 Attachment VII Labor Standard Provisions DM11-952-019 12/15/2011 DWSRF NT Loan Contract (Municipal) These clauses shall be inserted in addition to the clauses required by Item 3, above or 29 CFR 4 6 As used in this paragraph, the terms laborers and mechanics include watchmen and guards (1) Overtime requirements No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic In any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked In excess of forty hours In such workweek (2) Violation; liability for unpaid wages, liquidated damages In the event of any violation of the clause set forth in paragraph (a)(1) of this section the contractor and any subcontractor responsible therefore shall be liable for the unpaid wages In addition, such contractor and subcontractor shall be liable to the United States (In the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (a)(1) of this section, In the sum of$10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (a)(1) of this section (3) Withholding for unpaid wages and liquidated damages The subrecipient, upon written request of the EPA Award Official or an authorized representative of the Department of Labor, shall withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section (4) Subcontracts The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (a)(1) through (4) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (a)(1) through (4) of this section (b) In addition to the clauses contained in Item 3, above, in any contract subject only to the Contract Work Hours and Safety Standards Act and not to any of the other statutes cited in 29 CFR 5 1, the Subrecipient shall Insert a clause requiring that the contractor or subcontractor shall maintain payrolls and basic payroll records during the course of the work and shall preserve them for a period of three years from the completion of the contract for all laborers and mechanics, Including guards and watchmen, working on the contract Such records shall contain the name and address of each such employee, social security number, correct classifications, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid Further, the Subrecipient shall Insert In any such contract a clause providing hat the records to be maintained under this paragraph shall be made available by the contractor or subcontractor for inspection, copying, or transcription by authorized representatives of the (write the name of agency) and the Department of Labor, and the contractor or subcontractor will permit such representatives to interview employees during working hours on the job 5 Compliance Verification (a) The subrecipient shall periodically interview a sufficient number of employees entitled to DB prevailing wages (covered employees) to verify that contractors or subcontractors are paying the appropriate wage rates. As provided in 29 CFR 5 6(a)(6), all interviews must be conducted in confidence The subrecipient City of Kent Page 41 Attachment VII Labor Standard Provisions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) must use Standard Form 1445 (SF 1445) or equivalent documentation to memorialize the interviews Copies of the SF 1445 are available from EPA on request. (b) The subrecipient shall establish and follow an interview schedule based on its assessment of the risks of noncompliance with DB posed by contractors or subcontractors and the duration of the contract or subcontract At a minimum, the subrecipient should conduct interviews with a representative group of covered employees within two weeks of each contractor or subcontractor's submission of its initial weekly payroll data and two weeks prior to the estimated completion date for the contract or subcontract Subrecipients must conduct more frequent interviews if the initial interviews or other information indicates that there is a risk that the contractor or subcontractor is not complying with DB Subrecipients shall immediately conduct necessary interviews in response to an alleged violation of the prevailing wage requirements All interviews shall be conducted in confidence (c) The subrecipient shall periodically conduct spot checks of a representative sample of weekly payroll data to verify that contractors or subcontractors are paying the appropriate wage rates The subrecipient shall establish and follow a spot check schedule based on its assessment of the risks of noncompliance with DB posed by contractors or subcontractors and the duration of the contract or subcontract At a minimum, if practicable, the subrecipient should spot check payroll data within two weeks of each contractor or subcontractor's submission of its initial payroll data and two weeks prior to the completion date the contract or subcontract Subrecipients must conduct more frequent spot checks if the initial spot check or other information indicates that there is a risk that the contractor or subcontractor is not complying with DB In addition, during the examinations the subrecipient shall verify evidence of fringe benefit plans and payments thereunder by contractors and subcontractors who claim credit for fringe benefit contributions (d) The subrecipient shall periodically review contractors and subcontractors use of apprentices and trainees to verify registration and certification with respect to apprenticeship and training programs approved by either the U S Department of Labor or a state, as appropriate, and that contractors and subcontractors are not using disproportionate numbers of, laborers, trainees and apprentices These reviews shall be conducted in accordance with the schedules for spot checks and interviews described in Item 5(b) and (c) above (e) Subrecipients must immediately report potential violations of the DB prevailing wage requirements to the EPA DB contact listed above and to the appropriate DOL Wage and Hour District Office listed at http//www dol gov/esa/contacts/whd/america2 htm. City of Kent Page 42 Attachment VII Labor Standard Provisions DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) FORM Approved By OMB:No.2030-0020 Expires 12-31-2011. United States Environmental Protection Agency Washington, DC 20460 Preaward Compliance Review Report for All Applicants and Recipients Requesting EPA Financial Assistance Note Read instructions on other side before coin letin farm I Applicant/Recipient(Name,Address, State,Zip Code) DUNS No II Is the applicant currently receiving EPA assistance9 III List all civil rights lawsuits and administrative complaints pending against the applicant/recipient that allege discrimination based on race, color, national origin,sex, age,or disability (Do not include employment complaints not covered by 40 C F R Parts 5 and 7 See instructions on reverse side) List all civil rights lawsuits and administrative complaints decided against the applicant/recipient within the last year that allege discrimination based on race,color, national origin, sex, age, or disability and enclose a copy of all decisions Please describe all corrective action taken (Do not include employment complaints not covered by 40 C F R Parts 5 and 7 See instructions on reverse side) V List all civil rights compliance reviews of the applicant/recipient conducted by any agency within the last two years and enclose a copy of the review and any decisions, orders,or agreements based on the review Please describe any corrective action taken (40 C F R § 7 80(c)(3)) VI Is the applicant requesting EPA assistance for new construction'? If no, proceed to VII, if yes, answer(a)and/or(b) below YES NO a If the grant is for new construction,will all new facilities or alterations to existing facilities be designed and constructed to be readily accessible to and usable by persons with disabilities? If yes, proceed to VII, if no, proceed to VI(b) Yes No b If the grant is for new construction and the new facilities or alterations to existing facilities will not be readily accessible to and usable by persons with disabilities, explain how a regulatory exception 40 C F R §7 70 applies Yes No VII *Does the applicant/recipient provide initial and continuing notice that it does not discriminate on the basis of race, color, national origin, sex,age, or disability in its programs or activities?(40 C F R § 5 140 and §7 95) Yes No a Do the methods of notice accommodate those with impaired vision or hearing? Yes No b Is the notice posted in a prominent place in the applicant's offices or facilities or,for education programs and activities, in appropriate periodicals and other written communications? Yes No c Does the notice identify a designated civil rights coordinator? Yes No VIII*Does the applicant/recipient maintain demographic data on the race,color, national origin, sex,age, or handicap of the population it serves? (40 C F R §7 85(a)) IX* Does the applicant/recipient have a policy/procedure for providing access to services for persons with limited English proficiency? (40 C F R Part 7, E O 13166) X* If the applicant/recipient is an education program or activity, or has 15 or more employees, has it designated an employee to coordinate its compliance with 40 C F R Parts 5 and 7?Provide the name, title, position, mailing address, e-mail address,fax number, and telephone number of the designated coordinator XI* If the applicant/recipient is an education program or activity, or has 15 or more employees, has it adopted grievance procedures that assure the prompt and fair resolution of complaints that allege a violation of 40 C F R Parts 5 and 7? Provide a legal citation or Internet address for, or a copy of, the procedures For the Applicant/Recipient I certify that the statements I have made on this form and all attachments thereto are true,accurate and complete I acknowledge that any knowingly false or misleading statement may be punishable by fine or imprisonment or both under applicable law I assure that I will fully comply with all applicable civil rights statutes and EPA regulations A Sin Authorzed Offia B Title of Auth zed Official ate For the U.S. Environmental Protection Agency have v)ewd the information provided by the applicant/recipientcind hereby certify that the applicant recipient has submitted all andpliance information required by 40 C F R Parts 5 and 7,that based on the information submitted,this application satisfies the preaward provisions of 40 C F R Parts 5 and 7,and that the applicant has given assurance that it will fully comply with all applicable civil rights statutes and EPA regulations A Signature of Authorized EPA Official See**note on reverse B Title of Authorized EPA Official C Date side EPA Form 4700-4(Rev 03/2008) Previous editions are obsolete City of Kent Page 43 EPA Form 4700-4 DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) Instructions for EPA FORM 4700-4 (Rev. 0312008) General Items Recipients of Federal financial assistance from the U S. "Applicant"means any entity that files an application or unsolicited Environmental Protection Agency must comply with the proposal or otherwise requests EPA assistance 40 C F R §§ 5 105, following statutes and regulations 725 Title VI of the Civil Rights Acts of 1964 provides that no person "Recipient"means any entity, other than applicant,which will in the United States shall, on the grounds of race, color,or actually receive EPA assistance 40 C F R §§5 105, 7 25 "Civil national origin, be excluded from participation in, be denied the rights lawsuits and administrative complaints"means any lawsuit or benefits of, or be subjected to discrimination under any program administrative complaint alleging discrimination on the basis of race, or activity receiving Federal financial assistance The Act goes color, national ongin,sex, age, or disability pending or decided on to explain that the statute shall not be construed to authorize against the applicant and/or entity which actually benefits from the action with respect to any employment practice of any grant, but excluding employment complaints not covered by40 employer, employment agency, or labor organization (except C F R Parts 5 and 7 For example, if a city is the named applicant where the primary objective of the Federal financial assistance but the grant will actually benefit the Department of Sewage,civil is to provide employment) Section 13 of the 1972 Amendments rights lawsuits involving both the city and the Department of Sewage to the Federal Water Pollution Control Act provides that no should be listed "Civil rights compliance review" means any review person in the United States shall on the ground of sex, be assessing the applicant's and/or recipient's compliance with laws excluded from participation in, be denied the benefits of, or be prohibiting discrimination on the basis of race, color, national origin, subjected to discrimination under the Federal Water Pollution sex, age, or disability Submit this form with the original and required Control Act, as amended Employment discrimination on the copies of applications, requests for extensions, requests for basis of sex is prohibited in all such programs or activities increase of funds, etc Updates of information are all that are Section 504 of the Rehabilitation Act of 1973 provides that no required after the initial application submission If any item is not otherwise qualified individual with a disability in the United relevant to the project for which assistance is requested,write"NA" States shall solely by reason of disability be excluded from for"Not Applicable" In the event applicant is uncertain about how to participation in, be denied the benefits of, or be subjected to answer any questions, EPA program officials should be contacted discrimination under any program or activity receiving Federal for clarification * Questions VII—XI are for informational use only financial assistance Employment discrimination on the basis of and will not affect an applicant's grant status However, applicants disability is prohibited in all such programs or activities The should answer all questions on this form (40 C F R Parts 5 and 7) Age Discrimination Act of 1975 provides that no person on the ** Note Signature appears in the Approval Section of the EPA basis of age shall be excluded from participation under any Comprehensive Administrative Review For Grants/Cooperative program or activity receiving Federal financial assistance Agreements & Continuation/Supplemental Awards form Approval Employment discrimination is not covered Age discrimination in indicates, in the reviewer's opinion, questions I—VI of Form 4700-4 employment is prohibited by the Age Discrimination in comply with the preaward administrative requirements for EPA Employment Act administered by the Equal Employment assistance Opportunity Commission Title IX of the Education Amendments of 1972 provides that no person in the United States on the basis of sex shall be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any education program or activity receiving Federal financial assistance Employment discrimination on the basis of sex is prohibited in all such education programs or activities Note an education program or activity is not limited to only those conducted by a formal institution 40 C F R Part 5 implements Title IX of the Education "Burden Disclosure Statement" Amendments of 1972 40 C F R Part 7 implements Title VI of the Civil Rights Act of EPA estimates public reporting burden for the preparation of this 1964, Section 13 of the 1972 Amendments to the Federal form to average 30 minutes per response This estimate includes Water Pollution Control Act, and Section 504 of The the time for reviewing instructions, gathering and maintaining the Rehabilitation Act of 1973 The Executive Order 13166 (E 0 data needed and completing and reviewing the form Send 13166) entitled, "Improving Access to Services for Persons with comments regarding the burden estimate, including suggestions for Limited English Proficiency" requires Federal agencies work to reducing this burden,to U S EPA,Attn Collection Strategies ensure that recipients of Federal financial assistance provide Division (MC 2822T), Office of Information Collection, 1200 meaningful access to their LEP applicants and beneficiaries Pennsylvania Ave , NW,Washington, D C 20460, and to the Office of Information and Regulatory Affairs, Office of Management and Budget,Washington, D C 20503 The information on this form is required to enable the U S Environmental Protection Agency to determine whether applicants and prospective recipients are developing projects, programs and activities on a nondiscriminatory basis as required by the above statutes and regulations City of Kent Page 44 EPA Form 4700-4 DM11-952-019 12/15/2011 DWSRF NT Loan Contract(Municipal) - -- -- J C G'L, a/-7lra-Z., REQUEST FOR MAYOR'S SIGNATURE KENT Please Fill in All Applicable Boxes Routing Information (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) Originator � 1 �( j�� Phone (Originator): 5S-C) Date Sent Date Required - 2 — 1 Z Return Signed Document to Lc'kE( CONTRACT TERMINATION DATE: �p-1-2o3j VENDOR NAME:�ftn �e,� �,5s skcnc, DATE OF COUNCIL APPROVAL: FL1,1 Brief Explanation of Document. Ln Vo� vl, te\,5 �7uy)j L-0a V-) 'A� Cl s S5 `f o ConS-1' h S u5+ c k - a t3ira � 8o� a-� Ge)n c�( r F'I�ss,b r All Contracts Must Be Routed Through the Law Department (Th,s Arvot�ompleted By the Law Department) . Received. [f` ; Approval of Law Dept . Vvk, Law Dept. Comments: . LANDEP Date Forwarded to Mayor: Shaded Areas to Be Completed by dministration Staff Received: Recommendations & Comments: Disposition: � �, LW Date Returned. C ry V KENT i