HomeMy WebLinkAboutCity Council Meeting - Council - Agenda - 3/1/2016adccW11411
Mayor Suzette Cooke
Council President Bill Boyce
Councilmembers
Jim Berrios
Tina Budell
Brenda Fincher
Dennis Higgins
Dana Ralph
Les Thomas
City of Kent
Council MeetingAgenda
March 1, 2016
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KENT CITY COUNCIL AGENDAS
March 1, 2016
Council Chambers
Mayor Suzette Cooke
Council President Bill Boyce
Councilmember Jim Berrios Councilmember Tina Budell
Councilmember Brenda Fincher Councilmember Dennis Higgins
Councilmember Dana Ralph Councilmember Les Thomas
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COUNCIL WORKSHOP AGENDA
5 p.m.
Subject Speaker Time
Vegetation Work Plan Heather McIntosh 45 min
Port of Seattle Economic Development Plan Dave McFadden 45 min
COUNCIL MEETING AGENDA
7 p.m.
1. CALL TO ORDER/FLAG SALUTE
2. ROLL CALL
3. CHANGES TO AGENDA FROM COUNCIL, ADMINISTRATION, OR STAFF
4. PUBLIC COMMUNICATIONS
A. Historical Note from Kent’s 125th Anniversary
B. Public Recognition
C. Community Events
D. Introduction of East Pointe Neighborhood Council
E. Economic and Community Development Report
F. Intergovernmental Reports
5. PUBLIC HEARING
6. PUBLIC COMMENT - Please state your name and address for the record. You
will have up to three (3) minutes to provide comment. Please address all
comments to the Mayor or the Council as a whole. The Mayor and Council
may not be in a position to answer questions during the meeting. For more
details regarding the public comment process, please refer to the section
titled, “Public Comments,” on the reverse side.
7. CONSENT CALENDAR
A. Minutes of Previous Meetings and Workshops – Approve
B. Payment of Bills – Approve
C. Consultant Services Agreement with Visual Pavement Rating Services,
Inc. for Visual Pavement Condition Survey – Authorize
D. Consultant Services Agreement with Tetra Tech, Inc. for 80th Avenue S.
Pavement Rehabilitation – Authorize
(Continued)
COUNCIL MEETING AGENDA CONTINUED
E. Emergency Management Performance Grant Memorandum of
Understanding – Authorize
F. Lease Agreement with Scotch and Vine for the Riverbend Golf Complex
Restaurant – Authorize
G. 2015 Consolidated Annual Performance Evaluation Report – Approve
H. Consultant Services Agreement with the Housing Development
Consortium for Sub-regional Planning Efforts – Authorize
I. Consultant Services Agreement with Reid Middleton for the Lake Meridian
Dock Replacement Project – Authorize
J. Consultant Services Agreement with D.A. Hogan for Synthetic Turf
Conversion Project at Hogan Park Field #1 – Authorize
K. Recognition of East Pointe Neighborhood Council – Resolution – Adopt
L. Leber Homestead Soil Preparation Project – Accept as Complete
M. Hawkesbury Division 2 Final Plat - Approve
8. OTHER BUSINESS
A. Regional Fire Authority Fire Benefit Charge – Resolution in Support –
Adopt
9. BIDS
A. Asphalt Overlays Project – Award
10. REPORTS FROM STANDING COMMITTEES, COUNCIL, AND STAFF
11. EXECUTIVE SESSION AND ACTION AFTER EXECUTIVE SESSION
A. Property Negotiations, as per RCW 42.30.110(1)(b)
12. ADJOURNMENT
NOTE: A copy of the full agenda packet is available for perusal in the City Clerk's
Office. The Agenda Summary page and complete packet are on the website at
KentWA.gov
An explanation of the agenda format is given on the back of this page.
Any person requiring a disability accommodation should contact the City Clerk's Office
in advance at 253.856.5725. For TDD relay service, call the Washington
Telecommunications Relay Service at 1.800.833.6388.
COUNCIL WORKSHOP
1) Vegetation Work Plan, Heather McIntosh
2) Port of Seattle economic Development Plan, Dave McFadden
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CHANGES TO THE AGENDA FROM COUNCIL, ADMINISTRATION, OR STAFF
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PUBLIC COMMUNICATIONS
A) Historical Note from Kent’s 125th Anniversary
B) Public Recognition
C) Community Events
D) Introduction of East Pointe Neighborhood Council
PUBLIC COMMUNICATIONS CONT.
E) Economic and Community Development Report
F) Intergovernmental Reports
PUBLIC HEARING
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PUBLIC COMMENT
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Agenda Item: Consent Calendar 7A – 7B_
CONSENT CALENDAR
7. City Council Action:
Councilmember moves, Councilmember
seconds to approve Consent Calendar Items A through M.
Discussion
Action
7A. Approval of Minutes.
Approval of the minutes of the workshop meeting of February 2 and special
meetings of February 5 and February 6, 2016.
7B. Approval of Bills:
Approval of payment of the bills received through January 31 and paid on
January 31 after auditing by the Operations Committee on February 16, 2016.
Approval of checks issued for vouchers:
Date Check Numbers Amount
1/31/2016 Wire Transfers 6536 - 6551 $1,873,035.29
1/31/2016 Regular Checks 700403 - 700803 $5,328,882.39
Void Checks ($0.00)
1/31/2016 Use Tax Payable $402.50
$7,202,320.18
Approval of checks issued for payroll for January 16 through January 31 and paid
on February 5, 2016:
Date Check Numbers Amount
2/5/2016 Checks $0.00
Voids and Reissues
2/5/2016 Advices 360857 - 361685 $1,479,747.40
$1,479,747.40
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Kent City Council Workshop Minutes
February 2, 2016
The workshop meeting was called to order at 5:02 p.m. by Council President Boyce.
Councilmembers present: Berrios, Budell, Fincher, Higgins, Ralph and Thomas
Quiet Zone –City Engineer Chad Bieren discussed quiet zones in the City of Kent. He
communicated that in the past the estimate for a quiet zone was $2 to $4 million and
now, based on a determination of the railroads having better equipment, the
estimation will be less than $2 million. The railroads, he said, would like to add some
safety items such as fencing to the length of the downtown core, but the question is
who is going to pay for it. He reviewed the process of implementing a quiet zone and
the application process with the Federal Railway Administration (FRA) and the site visit
the City did with Burlington Northern.
Councilmember Budell highlighted that people still illegally cross at the fence between
James and Smith Streets.
Tim LaPorte, Public Works Director mentioned that LED lighting is proposed to be
installed at the Willis Street railroad intersection.
Bieren continued and stated that the Titus intersection causes an issue because there
is a driveway west of the crossing which causes problems. He noted that based on the
diagnostic study no horn is needed and only a medium treatment is necessary at this
intersection.
LaPorte added that once a month, when a locomotive delivers to the business at that
intersection it is required that it sound its horn.
Bieren added that medium treatments would be needed at Gowe and Meeker Streets
and pedestrian gates are needed at Smith Street.
Councilmember Berrios verified that treating the Smith Street crossing will cost about
$250,000 to $300,000.
Bieren communicated the revisions that would be done on James Street including
crossing arms needing to be 4 feet longer. He confirmed with Councilmember Budell
that a fence needs to be put up in order to keep pedestrians on Smith Street and
Central Avenue and discussed the Union Pacific line at Willis Street and stated that
they have installed a constant warning system on their main line tracks. He also noted
that there are few treatments on Meeker Street and the City will get a very good credit
for the 228th project.
Council President Boyce stated that this is about safety for the residents
February 2, 2016 Kent City Council Workshop Meeting Minutes
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Councilmember Thomas communicated that there used to be $1 million available for
this and LaPorte noted that funds were set aside years ago. However, because of the
recession the money was used for other purposes.
Councilmember Ralph stated that the horn will go away in 90 percent of the cases. She
added that there is a large amount of support for this from downtown and from Scenic
Hill. She highlighted the draft diagnostic report process and concluded that it should be
done in April or May 2016.
Councilmember Higgins noted that the train noise has affected commercial
development and apartment rentals at the Kent Station Apartments.
Councilmember Berrios noted that safety is an issue and his concern is paying for it.
Councilmember Thomas confirmed that the total cost to upgrade the ten crossings
should be less than $2 million.
Bond Financing Update - Aaron BeMiller, Finance Director highlighted the potential
2016 bond refunding. He described what a bond refunding is, why it is done, and when
organizations normally refund bonds. He explained what advanced refunding was and
that it can only be done once. He noted that this process lowers the interest rate which
lowers the amount the City has to pay back on the bond. He reviewed the bonds that
the City can refund at the present time and the items the Council would have to
consider when addressing these bond refundings. He also reviewed what the Public
Facilities District Board would have to do for the refunding of the Public Facilities
District Special Events Center Sales Tax Bonds, 2008 and recommended applying the
savings to the 2020 debt service.
Councilmember Budell verified with BeMiller that the City would still be paying on the
principal of the ShoWare Center in 2026.
Councilmember Berrios thanked BeMiller and his team for helping the Council to
prepare for some tough times in the future.
Councilmember Higgins also thanked BeMiller and his staff for this report. He inquired
if the numbers from the refunding would be better next year and BeMiller stated that
he was unsure as things do change.
Council President Boyce thanked BeMiller for the report and said he and his staff did a
great job with this.
Meeting adjourned at 6:15 p.m.
Ronald F. Moore, MMC
City Clerk
CITY OF KENT CITY COUNCIL
ANNUAL STRATEGIC PLANNING MEETING
FRIDAY-SATURDAY, 5-6 FEBRUARY 2016
Meridian Valley Country Club, 24830 136th Ave. SE, Kent
SUMMARY
OF THE MEETING’S KEY DISCUSSIONS, DECISIONS, AND AGREEMENTS
Attendees: Mayor Suzette Cooke; Council President Bill Boyce; Councilmembers Jim Berrios, Tina
Budell, Brenda Fincher, Dennis Higgins, Dana Ralph, and Les Thomas; Chief Administrative Officer
Derek Matheson; Mayor’s Leadership Team (MLT) members Aaron BeMiller, Tom Brubaker, Mike
Carrington, Marty Fisher, Tim LaPorte, Ronald Moore, Ken Thomas, Jeff Watling, Michelle Wilmot,
Ben Wolters, and Margaret Yetter; Assistant Police Chief Jon Straus; Human Services Manager
Merina Hanson; special guests Mike McCarty, former CEO of the Association of Washington Cities
(AWC), and Jerry Coupe, chair, City of Kent Financial Sustainability Task Force; and facilitator Jim
Reid.
MAJOR DISCUSSIONS AND AGREEMENTS OF THE MEETING
These are the major agreements from the Kent City Council’s annual strategic planning retreat
on Friday and Saturday, February 5th and 6th:
1. COUNCIL AND ADMINISTRATION RECOMMIT TO WORKING AS A TEAM
The Council, Mayor Cooke, and MLT recommitted to “come from a place of great intent;”
i.e., assume that everyone is well intended and wants to do what is best for Kent.
Throughout the retreat everyone expressed an interest in working collaboratively to advance
the strategic plan’s vision and goals. Council President Bill Boyce likened our relationships to
“swimmers swimming in their appropriate lanes.” By each person playing their assigned role,
and not someone else’s (“swimming in someone else’s lane”), we complement one another
to form a strong and effective team.
Guided by a presentation from Mike McCarty, we agreed that Councilmembers’ inquiries
about citywide policy issues should be directed to the Council President, administrative or
departmental issues should be directed to the Mayor or Chief Administrative Officer, and
simple operational issues should be directed to Department Directors. Before the
Administration can act on Council requests or proposals, the Mayor and MLT need to know
that a request is coming from the full Council, not just one member.
The Council reiterated that workshops and committees provide forums to discuss potential
policy issues to determine if there is sufficient interest among the Council to pursue an
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initiative. The Council also agreed that to ensure that they speak with one voice, the Council
President is the appropriate spokesperson to the Administration, particularly on policy issues.
In light of the positive relationships and between the Council and Administration, everyone
agreed that additional protocols or operating procedures are not needed.
2. COUNCIL AND ADMINISTRATION AGREE TO ENHANCE THE STRATEGIC PLAN
After discussing the 2012 strategic plan, everyone agreed it should be “enhanced but not
significantly changed.”
Councilmembers decided the plan will be more meaningful to employees if they were
recognized and included in its goals and objectives. A suggestion was made to develop a
new goal stating the employees are an asset and addressing organizational performance
and employee development. Because the Council favors keeping the number of goals at
five, two existing goals may be combined. Councilmember Dennis Higgins suggested Goal #5
(Beautify Kent) could be combined with one of the others.
Councilmembers also agreed that: a) the objectives under each goal should be updated
and made more specific, measurable, and attainable; and b) performance measures should
be added to the plan to help the Council track and demonstrate the City’s progress in
advancing or achieving the goals. Council authorized the Mayor and MLT to propose a
process to enhance the strategic plan, including a role for employees and the public to help
update it. A neutral, independent consultant may be retained to facilitate this process.
Mayor Cooke suggested that once the plan is revised, the vision, mission, and goals should be
visible at Council meetings so that City officials are reminded of what the City is striving to
achieve. Councilmembers said that the strategic plan must be “a living document.” To that
end, some suggested that the Council needs to frequently reference the vision and goals,
and each quarter should discuss progress in advancing the plan.
3. COUNCIL HEARS UPDATE ON STATUS OF FINANCIAL SUSTAINABILITY TASK FORCE
This discussion was not intended to result in new direction from or a consensus agreement by
the Council. It was an opportunity for Councilmembers to hear an update on the progress of
the Financial Sustainability Task Force.
Task Force Chairman Jerry Coupe, supported by Finance Director Aaron BeMiller, led the
briefing. The Task Force is working to reach agreement on a set of recommendations. The
members expect to present them to the Council in early May. Mr. Coupe reported that as a
result of the first phase of the Task Force’s discussions, the members reached consensus that
the departments, and the City in general, are well run. He also stated that the 16-member
committee is highly engaged and being well served by the Finance Department staff.
A few Councilmembers asked if the Task Force is comparing Kent to peer cities in the amount
of revenue generated by the sales tax and how it is used, and the costs of living and
conducting business. Mr. Coupe said the Task Force believes this would be useful but may not
be able to get into this level of detail. Councilmember Higgins said he is doing such research,
using information provided by the Municipal Research Services Center (MRSC). He will soon
share it with the Council and Administration.
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4. COUNCIL RECEIVES UPDATE ON SOUND TRANSIT EXPANSION
Public Works Director Tim LaPorte briefed the Council on how the City is working with Sound
Transit to implement Sound Transit 2 (ST2). He and Mayor Cooke stated that a lesson learned
from working with that agency is to first form partnerships with neighboring cities before taking
a position and recommending it to Sound Transit’s Board and staff. Kent has worked closely
and positively with south County cities to fashion a collective position. Then the cities have
made joint recommendations to Sound Transit, which Sound Transit has adopted.
Kent is coordinating with Des Moines on a Letter of Intent related to ST2. The City is also
working with Sound Transit on a design and development agreement for implementing ST2.
Sound Transit would like this agreement finalized by the end of 2016. Kent may bring in other
cities to be parties to the agreement.
Sound Transit’s Board is also developing a proposal to extend service in the future. Sound
Transit 3 (ST3) is expected to be on the ballot for voter approval next November. By 1 April
2016, the Board should have tentatively approved a system plan, and during that month
public meetings across the region will be held. In June, the Board will finalize and adopt the
plan. The South County Area Transit Board is drafting a letter supporting ST3. A key question for
Kent is for how long ST3 should be financed.
Councilmember Higgins asked if now is the time to advocate that Sound Transit locate the
new garage that will serve commuters on part of the library parking lot. The Council asked if
the search area for the garage could be expanded. Staff said that they would approach
Sound Transit to see if this is possible.
5. COUNCIL AGREES TO HOLD A RETREAT ABOUT HOMELESSNESS
Following a briefing by Human Services Manager Merina Hanson, the Council agreed to hold
a half-day retreat this year on homelessness in Kent and South King County. Merina
commented that many strategies are being implemented to address homelessness, and Kent
is a leader. Evidence of Kent’s commitment and leadership is the fact that 45% of the City’s
human services budget is spent on efforts to combat homelessness. But, she said, the
problem continues to grow throughout the region.
Councilmembers agreed that one of their priorities is developing specific strategies in the
upcoming strategic planning process to solidify the importance of the issue and enable the
Council to identify the outcomes that the City should achieve. The primary interests of the
Council are: a) prevent homelessness; and b) take a holistic approach by integrating
services that address homelessness with other human services. Councilmember Brenda
Fincher also advocated for “removing the stigma of homelessness” by mixing low and higher
income housing to create neighborhoods with a diversity of income levels and cultures.
Derek, Merina, and other members of MLT will develop a proposal for the half-day retreat and
submit it to the Council for review and comment. As the discussion drew to an end, a few
people suggested that the retreat include representatives of agencies involved in the issue to
provide additional insights into the problem and how they are addressing it. Daniel Malone,
Executive Director of the Downtown (Seattle) Emergency Service Center, might be one such
resource.
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6. COUNCIL EXPRESSES AN INTEREST IN BALANCING THE RIGHTS OF TENANTS AND PROPERTY OWNERS
With a group of Kent residents advocating more strongly for the rights of tenants, the City
Council discussed their interests and those of property owners. Council acknowledged that
State law provides protections to tenants that the City must enforce. The Council is not
interested in restricting the rights of property owners to evict tenants who are a menace to
others or who are destroying property. Council is interested in ensuring that law-abiding
tenants who pay their rent on time and given sufficient notice of rent increases.
Councilmembers requested the Administration monitor and keep them apprised of proposed
State legislation giving cities authority to require property owners to provide 90 days’ notice
when rents are increasing by a certain percentage or more. Councilmembers also expressed
an interest in education; they would like to be educated, and want the public to be better
educated, about the current laws that protect tenants’ and property owners’ rights.
Merina suggested that this topic would be appropriate to weave into the agenda of the
retreat on homelessness.
7. COUNCIL AND ADMINISTRATION SHARE INTEREST IN BEAUTIFYING KENT THROUGH STRONGER CODE ENFORCEMENT
The Council and Administration share an interest in beautifying Kent. One way to achieve this
interest is through existing codes. This discussion also illuminated an interest in getting
residents to share the responsibility for maintaining buildings and yards so that the community
is beautiful, healthy, and safe.
Ben Wolters summarized what has been done to enforce existing codes to achieve these
interests. The Council has provided the Administration with additional resources to enforce
existing codes. Administration is working to derive greater benefits from the use of those
resources. It has also restructured the Code Enforcement division to provide stronger
management oversight. Finally, the City is targeting the worst 1-3 offenders by taking actions
to get them to clean up their properties.
Some Councilmembers voiced support for funding additional staff in Code Enforcement,
including hiring additional employees to pick up litter and trash. Some also suggested the City
should deal with repeat offenders more vigorously. No effort was made to reach consensus
among the Council. Code enforcement is likely to be an issue addressed in both the future
strategic plan and future City budgets.
8. COUNCIL DECIDES NOT TO CHANGE EXISTING POLICY ON MARIJUANA
Councilmembers voiced a variety of opinions about whether or not the City should change its
policies about commercial selling, warehousing, and/or distributing marijuana within Kent. At
this time the Council decided to not change existing policy.
COUNCIL AND MAYOR IDENTIFY MAJOR SUCCESSES OF 2015
At the end of the first day of the retreat, the Councilmembers and Mayor Cooke identified what
they believe were the City’s most significant accomplishments in 2015.
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The City paid down its debt.
The Public Works Department “undergrounded” utility wires at the southern end of Central
Avenue.
“We effectively leveraged regional partnerships to benefit the City.”
The establishment of the Financial Sustainability Task Force.
The launch of the Parks and Recreation Commission.
“Quiet zones” and repaving Central Avenue.
Ben Wolters’ economic development team’s efforts to strengthen the City’s economy,
including attracting Trader Joe’s and Amazon to Kent.
How well the Council is working together.
Kent’s visibility on and strong connections to regional boards and committees.
The high quality of City employees, as exemplified by the recognition received by the
Finance Department (CAFR Award).
The Public Works Department’s quick response to the needs of the Mexican restaurant
owner whose building was threatened by tree trunks uprooting not only the sidewalk, but
interior floors and plumbing.
The Council is working well with the Administration.
“We have great department leaders, like Jeff, whose Parks Department kept playfields
open, cut back blackberry bushes that were encroaching on parks, and adroitly
addressed residents’ concerns and complaints.”
“Our staff is achieving a lot with a little.”
The effective use of the utility tax to repair roads, and the staff’s work to beautify medians,
streets, and sidewalks.
Tina: “All of you on the Council have been so generous to me as I begin my term.”
Bill: “It starts and ends with us. The Council, Mayor, and MLT are great leaders.”
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CITY OF KENT CITY COUNCIL
ANNUAL STRATEGIC PLANNING MEETING
SATURDAY AFTERNOON, 6 FEBRUARY 2016, 1:00 – 2: 45 P.M.
Meridian Valley Country Club, 24830 136th Ave. SE, Kent
SUMMARY
OF THE COUNCIL’S AGREEMENTS FROM THE SATURDAY AFTERNOON SESSION
Attendees: Council President Bill Boyce; Councilmembers Jim Berrios, Tina Budell, Brenda Fincher,
Dennis Higgins, and Dana Ralph.
COUNCIL AGREEMENTS FROM ITS SATURDAY AFTERNOON DISCUSSION
This is a brief summary of the discussion among the City Councilmembers on the afternoon of
Saturday, February 6th, following the annual strategic planning meeting that included the Mayor
and MLT. During the discussion, the Council agreed to:
1. Put in writing protocols to help the Council understand what members can and cannot
be reimbursed for, including:
Whether or not the City reimburses Councilmembers for mileage, parking, etc. when
we officially represent Kent at meetings.
No reimbursement for copies made at home using your own computer (toner) and
other similar expenditures.
2. Empower staff to speak out more at future retreats.
Next year’s retreat agenda could include: a) overviews of what department heads
believe are the departments’ upcoming opportunities and challenges; and b) give
MLT the opportunity to also identify issues on the Council’s and City’s horizon.
3. Hold two retreats per year.
Starting this year, hold a mid-year retreat. Mid-year retreats could be half-day sessions
or both the February and mid-year retreats could be one full day. Follow-up the
retreats with an evening dinner for all the participants.
At the mid-year retreat or next year, everyone should read Tom Rath’s “Strengths
Finder” to identify the various strengths that are represented among all our team.
4. Work with the Administration to ensure that the City’s public relations and marketing are
more proactive than reactive.
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Council’s interests are: a) create positive perceptions of Kent; b) trumpet the City’s
accomplishments; c) communicate consistent messages; d) communicate frequently;
and e) strengthen internal and external communications.
Council needs to be given information about Neighborhood Council so that
members are not “blindsided” in the community.
o Derek could include this information in his CAO’s Weekly Report.
Derek’s reports are “must reading” for the Council. The City should try to get them
printed verbatim in the Kent Reporter.
Some communications should demonstrate that the expenditure of funds is resulting in
specific accomplishments. Tie strategic plan vision and goals to specific expenditures.
Use all social media to communicate with public, business, and other interested or
affected parties.
5. The Council should host the public to “Coffee with the Council.”
Could be held each month. To avoid “quorum” issues, two or three Councilmembers
would attend, rotating each month so that all Councilmembers get to participate
over time.
Derek should attend, too.
6. Ensure that the Council looks professional in the eyes of our guest.
At Council meetings, highlight the most important items or issues that are in the
minutes of Committee meetings.
At workshops, press the button to ensure the Council President hears and sees you
and to notify him that you want to speak.
7. If possible, periodically host field trips for citizens to parks and other City facilities so the
public can see our City the way we do.
At the end of the Council discussion, we thanked one another for being supportive and
caring of each other. Bill summarized our feeling that we are a great team and are working
well together.
Agenda Item: Consent Calendar – 7C_
TO: City Council
DATE: March 1, 2016
SUBJECT: Consultant Services Agreement with Visual Pavement Rating Services,
Inc. for Visual Pavement Condition Survey – Authorize
SUMMARY: The City of Kent maintains approximately 310 centerline miles
(equivalent to nearly 800 lane miles) of streets. As a result, grading and prioritization
of street projects and repairs are a necessity.
Assessing current pavement conditions helps determine project selection and
prioritization. A pavement condition survey is also a necessity when competing for any
regional grant funds, as it complies with requirements of the Federal Highway
Administration.
EXHIBITS: Consultant Services Agreement – Visual Pavement Ratings Services, Inc.
RECOMMENDED BY: Public Works Committee
YEA: Budell, Fincher NAY: N/A
BUDGET IMPACTS: $45K will be charged to an existing Pavement Rating capital fund
(which will exhaust the fund). The remaining balance charged to 2016 Business &
Occupation tax revenue.
MOTION: Authorize the Mayor to sign a consultant services agreement
with Visual Pavement Rating Services, Inc., in an amount not to exceed
$65,000, to perform visual pavement condition surveys for all City of Kent
streets, subject to final terms and conditions acceptable to the City
Attorney and Public Works Director.
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CONSULTANT SERVICES AGREEMENT - 1
(Over $20,000)
CONSULTANT SERVICES AGREEMENT
between the City of Kent and
Visual Pavement Rating Services, Inc.
THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation
(hereinafter the "City"), and Visual Pavement Rating Services, Inc. organized under the laws of the State
of Washington, located and doing business at 3116 N. Pine Court, Spokane, WA 99205, Phone: (509)
496-7950, Contact: Rebecca McConnaughey (hereinafter the "Consultant").
I. DESCRIPTION OF WORK.
Consultant shall perform the following services for the City in accordance with the following
described plans and/or specifications:
The Consultant shall collect pavement condition data for the City's streets. For a
description, see the Consultant's Scope of Work which is attached as Exhibit A and
incorporated by this reference.
Consultant further represents that the services furnished under this Agreement will be performed in
accordance with generally accepted professional practices within the Puget Sound region in effect at the
time those services are performed.
II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in
Section I above immediately upon the effective date of this Agreement. Consultant shall complete the
work described in Section I by June 30, 2016.
III. COMPENSATION.
A. The City shall pay the Consultant, based on time and materials, an amount not to exceed
Sixty Five Thousand Dollars ($65,000.00), for the services described in this Agreement.
This is the maximum amount to be paid under this Agreement for the work described in
Section I above, and shall not be exceeded without the prior written authorization of the
City in the form of a negotiated and executed amendment to this agreement. The
Consultant agrees that the hourly or flat rate charged by it for its services contracted for
herein shall remain locked at the negotiated rate(s) for a period of one (1) year from the
effective date of this Agreement. The Consultant's billing rates shall be as delineated in
Exhibit A.
B. The Consultant shall submit monthly payment invoices to the City for work performed, and
a final bill upon completion of all services described in this Agreement. The City shall
provide payment within forty-five (45) days of receipt of an invoice. If the City objects to
all or any portion of an invoice, it shall notify the Consultant and reserves the option to only
pay that portion of the invoice not in dispute. In that event, the parties will immediately
make every effort to settle the disputed portion.
IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-
Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in
accordance with Ch. 51.08 RCW, the parties make the following representations:
CONSULTANT SERVICES AGREEMENT - 2
(Over $20,000)
A. The Consultant has the ability to control and direct the performance and details of its
work, the City being interested only in the results obtained under this Agreement.
B. The Consultant maintains and pays for its own place of business from which
Consultant’s services under this Agreement will be performed.
C. The Consultant has an established and independent business that is eligible for a
business deduction for federal income tax purposes that existed before the City
retained Consultant’s services, or the Consultant is engaged in an independently
established trade, occupation, profession, or business of the same nature as that
involved under this Agreement.
D. The Consultant is responsible for filing as they become due all necessary tax
documents with appropriate federal and state agencies, including the Internal
Revenue Service and the state Department of Revenue.
E. The Consultant has registered its business and established an account with the state
Department of Revenue and other state agencies as may be required by Consultant’s
business, and has obtained a Unified Business Identifier (UBI) number from the
State of Washington.
F. The Consultant maintains a set of books dedicated to the expenses and earnings of
its business.
V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon
providing the other party thirty (30) days written notice at its address set forth on the signature block of
this Agreement. After termination, the City may take possession of all records and data within the
Consultant’s possession pertaining to this project, which may be used by the City without restriction. If
the City’s use of Consultant’s records or data is not related to this project, it shall be without liability or
legal exposure to the Consultant.
VI. DISCRIMINATION. In the hiring of employees for the performance of work under this
Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the
Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation,
national origin, or the presence of any sensory, mental, or physical disability, discriminate against any
person who is qualified and available to perform the work to which the employment relates. Consultant
shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with
City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance
Statement.
VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers,
officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or
suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's
performance of this Agreement, except for that portion of the injuries and damages caused by the City's
negligence.
The City's inspection or acceptance of any of Consultant's work when completed shall not be
grounds to avoid any of these covenants of indemnification.
Should a court of competent jurisdiction determine that this Agreement is subject to RCW
4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to
property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers,
officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent
of the Consultant's negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION
PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL
CONSULTANT SERVICES AGREEMENT - 3
(Over $20,000)
INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES
FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER.
In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made
pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having
jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant’s part, then
Consultant shall pay all the City’s costs for defense, including all reasonable expert witness fees and
reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful
refusal on the Consultant’s part.
The provisions of this section shall survive the expiration or termination of this Agreement.
VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the
Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by
this reference.
IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide
reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the
work under this Agreement.
X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings,
designs, reports, or any other records developed or created under this Agreement shall belong to and
become the property of the City. All records submitted by the City to the Consultant will be safeguarded
by the Consultant. Consultant shall make such data, documents, and files available to the City upon the
City’s request. The Consultant acknowledges that the City is a public agency subject to the Public Records
Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to
cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act.
The City’s use or reuse of any of the documents, data, and files created by Consultant for this project by
anyone other than Consultant on any other project shall be without liability or legal exposure to
Consultant.
XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor
with the authority to control and direct the performance and details of the work authorized under this
Agreement, the work must meet the approval of the City and shall be subject to the City's general right of
inspection to secure satisfactory completion.
XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary
precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the
performance of the contract work and shall utilize all protection necessary for that purpose. All work shall
be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to
materials, tools, or other articles used or held for use in connection with the work.
XIII. MISCELLANEOUS PROVISIONS.
A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its
contractors and consultants to use recycled and recyclable products whenever practicable. A price
preference may be available for any designated recycled product.
B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the
covenants and agreements contained in this Agreement, or to exercise any option conferred by this
Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those
covenants, agreements or options, and the same shall be and remain in full force and effect.
C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. If the parties are unable to settle any
dispute, difference or claim arising from the parties’ performance of this Agreement, the exclusive means
of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules
and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in
CONSULTANT SERVICES AGREEMENT - 4
(Over $20,000)
writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the
parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred
in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or
award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's
right to indemnification under Section VII of this Agreement.
D. Written Notice. All communications regarding this Agreement shall be sent to the parties at
the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written
notice hereunder shall become effective three (3) business days after the date of mailing by registered or
certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this
Agreement or such other address as may be hereafter specified in writing.
E. Assignment. Any assignment of this Agreement by either party without the written consent
of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment,
the terms of this Agreement shall continue in full force and effect and no further assignment shall be
made without additional written consent.
F. Modification. No waiver, alteration, or modification of any of the provisions of this
Agreement shall be binding unless in writing and signed by a duly authorized representative of the City
and Consultant.
G. Entire Agreement. The written provisions and terms of this Agreement, together with any
Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative
of the City, and such statements shall not be effective or be construed as entering into or forming a part
of or altering in any manner this Agreement. All of the above documents are hereby made a part of this
Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any
language contained in this Agreement, the terms of this Agreement shall prevail.
H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and
municipal laws, rules, and regulations that are now effective or in the future become applicable to
Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or
accruing out of the performance of those operations.
I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to
the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents,
notes, emails, and other records prepared or gathered by the Consultant in its performance of this
Agreement may be subject to public review and disclosure, even if those records are not produced to or
possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying
the City’s duties and obligations under the Public Records Act.
J. City Business License Required. Prior to commencing the tasks described in Section I,
Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of
the Kent City Code.
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CONSULTANT SERVICES AGREEMENT - 5
(Over $20,000)
K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any
number of counterparts, each of which shall constitute an original, and all of which will together constitute
this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page
to the other by fax or email and that signature shall have the same force and effect as if the Agreement
bearing the original signature was received in person.
IN WITNESS, the parties below execute this Agreement, which shall become effective on
the last date entered below.
CONSULTANT:
By:
(signature)
Print Name:
Its
(title)
DATE:
CITY OF KENT:
By:
(signature)
Print Name: Suzette Cooke
Its Mayor
DATE:
NOTICES TO BE SENT TO:
CONSULTANT:
Rebecca McConnaughey
Visual Pavement Rating Services, Inc.
3116 N. Pine Court
Spokane, WA 99205
(509) 496-7950 (telephone)
NOTICES TO BE SENT TO:
CITY OF KENT:
Timothy J. LaPorte, P.E.
City of Kent
220 Fourth Avenue South
Kent, WA 98032
(253) 856-5500 (telephone)
(253) 856-6500 (facsimile)
APPROVED AS TO FORM:
Kent Law Department
Visual Pavement Rating Serv - Visual Pvmt Survey/Araucto
EEO COMPLIANCE DOCUMENTS - 1
DECLARATION
CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY
The City of Kent is committed to conform to Federal and State laws regarding equal opportunity.
As such all contractors, subcontractors and suppliers who perform work with relation to this
Agreement shall comply with the regulations of the City’s equal employment opportunity
policies.
The following questions specifically identify the requirements the City deems necessary for any
contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative
response is required on all of the following questions for this Agreement to be valid and binding.
If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the
directives outlines, it will be considered a breach of contract and it will be at the City’s sole
determination regarding suspension or termination for all or part of the Agreement;
The questions are as follows:
1. I have read the attached City of Kent administrative policy number 1.2.
2. During the time of this Agreement I will not discriminate in employment on the basis of
sex, race, color, national origin, age, or the presence of all sensory, mental or physical
disability.
3. During the time of this Agreement the prime contractor will provide a written statement to
all new employees and subcontractors indicating commitment as an equal opportunity
employer.
4. During the time of the Agreement I, the prime contractor, will actively consider hiring and
promotion of women and minorities.
5. Before acceptance of this Agreement, an adherence statement will be signed by me, the
Prime Contractor, that the Prime Contractor complied with the requirements as set forth
above.
By signing below, I agree to fulfill the five requirements referenced above.
By: ___________________________________________
For: __________________________________________
Title: _________________________________________
Date: _________________________________________
EEO COMPLIANCE DOCUMENTS - 2
CITY OF KENT
ADMINISTRATIVE POLICY
NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998
SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996
CONTRACTORS APPROVED BY Jim White, Mayor
POLICY:
Equal employment opportunity requirements for the City of Kent will conform to federal and
state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee
equal employment opportunity within their organization and, if holding Agreements with the City
amounting to $10,000 or more within any given year, must take the following affirmative steps:
1. Provide a written statement to all new employees and subcontractors indicating
commitment as an equal opportunity employer.
2. Actively consider for promotion and advancement available minorities and women.
Any contractor, subcontractor, consultant or supplier who willfully disregards the City’s
nondiscrimination and equal opportunity requirements shall be considered in breach of contract
and subject to suspension or termination for all or part of the Agreement.
Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public
Works Departments to assume the following duties for their respective departments.
1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these
regulations are familiar with the regulations and the City’s equal employment opportunity
policy.
2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines.
EEO COMPLIANCE DOCUMENTS - 3
CITY OF KENT
EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT
This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the
Agreement.
I, the undersigned, a duly represented agent of
Company, hereby acknowledge and declare that the before-mentioned company was the prime
contractor for the Agreement known as that was entered
into on the (date), between the firm I represent and the City of
Kent.
I declare that I complied fully with all of the requirements and obligations as outlined in the City
of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity
Policy that was part of the before-mentioned Agreement.
By: ___________________________________________
For: __________________________________________
Title: _________________________________________
Date: _________________________________________
EXHIBIT A
EXHIBIT B INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS
Insurance
The Consultant shall procure and maintain for the duration of the Agreement,
insurance against claims for injuries to persons or damage to property which
may arise from or in connection with the performance of the work hereunder
by the Consultant, their agents, representatives, employees or
subcontractors.
A. Minimum Scope of Insurance
Consultant shall obtain insurance of the types described below:
1. Automobile Liability insurance covering all owned, non-owned,
hired and leased vehicles. Coverage shall be written on Insurance
Services Office (ISO) form CA 00 01 or a substitute form providing
equivalent liability coverage. If necessary, the policy shall be
endorsed to provide contractual liability coverage.
2. Commercial General Liability insurance shall be written on ISO
occurrence form CG 00 01. The City shall be named as an
Additional Insured under the Consultant’s Commercial General
Liability insurance policy with respect to the work performed for the
City using ISO additional insured endorsement CG 20 10 11 85 or a
substitute endorsement providing equivalent coverage.
3. Workers’ Compensation coverage as required by the Industrial
Insurance laws of the State of Washington.
B. Minimum Amounts of Insurance
Consultant shall maintain the following insurance limits:
1. Automobile Liability insurance with a minimum combined single
limit for bodily injury and property damage of $1,000,000 per
accident.
2. Commercial General Liability insurance shall be written with limits
no less than $1,000,000 each occurrence, $2,000,000 general
aggregate.
EXHIBIT B (Continued)
C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant’s insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant’s insurance and shall not contribute with it. 2. The Consultant’s insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant’s
Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer’s liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. F. Subcontractors
Consultant shall include all subcontractors as insureds under its policies or
shall furnish separate certificates and endorsements for each subcontractor.
All coverages for subcontractors shall be subject to all of the same insurance
requirements as stated herein for the Consultant.
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Agenda Item: Consent Calendar – 7D_
TO: City Council
DATE: March 1, 2016
SUBJECT: Consultant Services Agreement with Tetra Tech, Inc. for 80th Avenue S.
Pavement Rehabilitation – Authorize
SUMMARY: In October, 2015, the City Council allocated $1M of Business &
Occupation tax revenue to rehabilitate the pavement on 80th Avenue South between
South 194th Street and South 192nd Street. The existing zoning and land use of the
adjacent properties in the project area is Industrial. High volumes of heavy truck use
accelerate the degradation of asphalt roadways. The existing asphalt roadway will be
replaced with concrete. Concrete roadways have a longer life span which supports
sustainability.
EXHIBITS: Consultant Services Contract – Tetra Tech, Inc.
RECOMMENDED BY: Public Works Committee
YEA: Budell, Fincher NAY: N/A
BUDGET IMPACTS: Project is funded from 2016 Business & Occupation tax revenue.
MOTION: Authorize the Mayor to sign a consultant services agreement
with Tetra Tech, Inc., in an amount not to exceed $46,712.28, for the
purpose of providing engineering services for the 80th Avenue South
pavement rehabilitation project, subject to final terms and conditions
acceptable to the City Attorney and Public Works Director.
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CONSULTANT SERVICES AGREEMENT - 1
(Over $20,000)
CONSULTANT SERVICES AGREEMENT
between the City of Kent and
Tetra Tech, Inc.
THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation
(hereinafter the "City"), and Tetra Tech, Inc. organized under the laws of the State of Washington, located
and doing business at 400 112th Ave. NE, Suite 400, Bellevue, WA 98004, Phone: (425) 732-5693/Fax:
(425) 635-1150, Contact: Steve Olling (hereinafter the "Consultant").
I. DESCRIPTION OF WORK.
Consultant shall perform the following services for the City in accordance with the following
described plans and/or specifications:
The Consultant shall provide support to the City for design, plans, specifications, and
engineer's estimate for the 80th Ave. S. Pavement Rehabilitation project. For a description,
see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this
reference.
Consultant further represents that the services furnished under this Agreement will be performed in
accordance with generally accepted professional practices within the Puget Sound region in effect at the
time those services are performed.
II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in
Section I above immediately upon the effective date of this Agreement. Consultant shall complete the
work described in Section I by July 31, 2016.
III. COMPENSATION.
A. The City shall pay the Consultant, based on time and materials, an amount not to exceed
Forty Six Thousand, Seven Hundred Twelve Dollars and twenty eight cents ($46,712.28),
for the services described in this Agreement. This is the maximum amount to be paid under
this Agreement for the work described in Section I above, and shall not be exceeded without
the prior written authorization of the City in the form of a negotiated and executed
amendment to this agreement. The Consultant agrees that the hourly or flat rate charged
by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a
period of one (1) year from the effective date of this Agreement. The Consultant's billing
rates shall be as delineated in Exhibit B.
B. The Consultant shall submit monthly payment invoices to the City for work performed, and
a final bill upon completion of all services described in this Agreement. The City shall
provide payment within forty-five (45) days of receipt of an invoice. If the City objects to
all or any portion of an invoice, it shall notify the Consultant and reserves the option to only
pay that portion of the invoice not in dispute. In that event, the parties will immediately
make every effort to settle the disputed portion.
IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-
Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in
accordance with Ch. 51.08 RCW, the parties make the following representations:
CONSULTANT SERVICES AGREEMENT - 2
(Over $20,000)
A. The Consultant has the ability to control and direct the performance and details of its
work, the City being interested only in the results obtained under this Agreement.
B. The Consultant maintains and pays for its own place of business from which
Consultant’s services under this Agreement will be performed.
C. The Consultant has an established and independent business that is eligible for a
business deduction for federal income tax purposes that existed before the City
retained Consultant’s services, or the Consultant is engaged in an independently
established trade, occupation, profession, or business of the same nature as that
involved under this Agreement.
D. The Consultant is responsible for filing as they become due all necessary tax
documents with appropriate federal and state agencies, including the Internal
Revenue Service and the state Department of Revenue.
E. The Consultant has registered its business and established an account with the state
Department of Revenue and other state agencies as may be required by Consultant’s
business, and has obtained a Unified Business Identifier (UBI) number from the
State of Washington.
F. The Consultant maintains a set of books dedicated to the expenses and earnings of
its business.
V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon
providing the other party thirty (30) days written notice at its address set forth on the signature block of
this Agreement. After termination, the City may take possession of all records and data within the
Consultant’s possession pertaining to this project, which may be used by the City without restriction. If
the City’s use of Consultant’s records or data is not related to this project, it shall be without liability or
legal exposure to the Consultant.
VI. DISCRIMINATION. In the hiring of employees for the performance of work under this
Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the
Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation,
national origin, or the presence of any sensory, mental, or physical disability, discriminate against any
person who is qualified and available to perform the work to which the employment relates. Consultant
shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with
City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance
Statement.
VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers,
officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or
suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's
performance of this Agreement, except for that portion of the injuries and damages caused by the City's
negligence.
The City's inspection or acceptance of any of Consultant's work when completed shall not be
grounds to avoid any of these covenants of indemnification.
Should a court of competent jurisdiction determine that this Agreement is subject to RCW
4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to
property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers,
officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent
of the Consultant's negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION
PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL
CONSULTANT SERVICES AGREEMENT - 3
(Over $20,000)
INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES
FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER.
In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made
pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having
jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant’s part, then
Consultant shall pay all the City’s costs for defense, including all reasonable expert witness fees and
reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful
refusal on the Consultant’s part.
The provisions of this section shall survive the expiration or termination of this Agreement.
VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the
Agreement, insurance of the types and in the amounts described in Exhibit C attached and incorporated by
this reference.
IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide
reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the
work under this Agreement.
X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings,
designs, reports, or any other records developed or created under this Agreement shall belong to and
become the property of the City. All records submitted by the City to the Consultant will be safeguarded
by the Consultant. Consultant shall make such data, documents, and files available to the City upon the
City’s request. The Consultant acknowledges that the City is a public agency subject to the Public Records
Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to
cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act.
The City’s use or reuse of any of the documents, data, and files created by Consultant for this project by
anyone other than Consultant on any other project shall be without liability or legal exposure to
Consultant.
XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor
with the authority to control and direct the performance and details of the work authorized under this
Agreement, the work must meet the approval of the City and shall be subject to the City's general right of
inspection to secure satisfactory completion.
XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary
precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the
performance of the contract work and shall utilize all protection necessary for that purpose. All work shall
be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to
materials, tools, or other articles used or held for use in connection with the work.
XIII. MISCELLANEOUS PROVISIONS.
A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its
contractors and consultants to use recycled and recyclable products whenever practicable. A price
preference may be available for any designated recycled product.
B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the
covenants and agreements contained in this Agreement, or to exercise any option conferred by this
Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those
covenants, agreements or options, and the same shall be and remain in full force and effect.
C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. If the parties are unable to settle any
dispute, difference or claim arising from the parties’ performance of this Agreement, the exclusive means
of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules
and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in
CONSULTANT SERVICES AGREEMENT - 4
(Over $20,000)
writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the
parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred
in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or
award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's
right to indemnification under Section VII of this Agreement.
D. Written Notice. All communications regarding this Agreement shall be sent to the parties at
the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written
notice hereunder shall become effective three (3) business days after the date of mailing by registered or
certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this
Agreement or such other address as may be hereafter specified in writing.
E. Assignment. Any assignment of this Agreement by either party without the written consent
of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment,
the terms of this Agreement shall continue in full force and effect and no further assignment shall be
made without additional written consent.
F. Modification. No waiver, alteration, or modification of any of the provisions of this
Agreement shall be binding unless in writing and signed by a duly authorized representative of the City
and Consultant.
G. Entire Agreement. The written provisions and terms of this Agreement, together with any
Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative
of the City, and such statements shall not be effective or be construed as entering into or forming a part
of or altering in any manner this Agreement. All of the above documents are hereby made a part of this
Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any
language contained in this Agreement, the terms of this Agreement shall prevail.
H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and
municipal laws, rules, and regulations that are now effective or in the future become applicable to
Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or
accruing out of the performance of those operations.
I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to
the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents,
notes, emails, and other records prepared or gathered by the Consultant in its performance of this
Agreement may be subject to public review and disclosure, even if those records are not produced to or
possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying
the City’s duties and obligations under the Public Records Act.
J. City Business License Required. Prior to commencing the tasks described in Section I,
Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of
the Kent City Code.
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CONSULTANT SERVICES AGREEMENT - 5
(Over $20,000)
K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any
number of counterparts, each of which shall constitute an original, and all of which will together constitute
this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page
to the other by fax or email and that signature shall have the same force and effect as if the Agreement
bearing the original signature was received in person.
IN WITNESS, the parties below execute this Agreement, which shall become effective on
the last date entered below.
CONSULTANT:
By:
(signature)
Print Name:
Its
(title)
DATE:
CITY OF KENT:
By:
(signature)
Print Name: Suzette Cooke
Its Mayor
DATE:
NOTICES TO BE SENT TO:
CONSULTANT:
Steve Olling
Tetra Tech, Inc.
400 112th Ave. NE, Suite 400
Bellevue, WA 98004
(425) 732-5693 (telephone)
(425) 635-1150 (facsimile)
NOTICES TO BE SENT TO:
CITY OF KENT:
Timothy J. LaPorte, P.E.
City of Kent
220 Fourth Avenue South
Kent, WA 98032
(253) 856-5500 (telephone)
(253) 856-6500 (facsimile)
APPROVED AS TO FORM:
Kent Law Department
Tetra Tech - 80th Pavement Rehab/Araucto
EEO COMPLIANCE DOCUMENTS - 1
DECLARATION
CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY
The City of Kent is committed to conform to Federal and State laws regarding equal opportunity.
As such all contractors, subcontractors and suppliers who perform work with relation to this
Agreement shall comply with the regulations of the City’s equal employment opportunity
policies.
The following questions specifically identify the requirements the City deems necessary for any
contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative
response is required on all of the following questions for this Agreement to be valid and binding.
If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the
directives outlines, it will be considered a breach of contract and it will be at the City’s sole
determination regarding suspension or termination for all or part of the Agreement;
The questions are as follows:
1. I have read the attached City of Kent administrative policy number 1.2.
2. During the time of this Agreement I will not discriminate in employment on the basis of
sex, race, color, national origin, age, or the presence of all sensory, mental or physical
disability.
3. During the time of this Agreement the prime contractor will provide a written statement to
all new employees and subcontractors indicating commitment as an equal opportunity
employer.
4. During the time of the Agreement I, the prime contractor, will actively consider hiring and
promotion of women and minorities.
5. Before acceptance of this Agreement, an adherence statement will be signed by me, the
Prime Contractor, that the Prime Contractor complied with the requirements as set forth
above.
By signing below, I agree to fulfill the five requirements referenced above.
By: ___________________________________________
For: __________________________________________
Title: _________________________________________
Date: _________________________________________
EEO COMPLIANCE DOCUMENTS - 2
CITY OF KENT
ADMINISTRATIVE POLICY
NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998
SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996
CONTRACTORS APPROVED BY Jim White, Mayor
POLICY:
Equal employment opportunity requirements for the City of Kent will conform to federal and
state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee
equal employment opportunity within their organization and, if holding Agreements with the City
amounting to $10,000 or more within any given year, must take the following affirmative steps:
1. Provide a written statement to all new employees and subcontractors indicating
commitment as an equal opportunity employer.
2. Actively consider for promotion and advancement available minorities and women.
Any contractor, subcontractor, consultant or supplier who willfully disregards the City’s
nondiscrimination and equal opportunity requirements shall be considered in breach of contract
and subject to suspension or termination for all or part of the Agreement.
Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public
Works Departments to assume the following duties for their respective departments.
1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these
regulations are familiar with the regulations and the City’s equal employment opportunity
policy.
2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines.
EEO COMPLIANCE DOCUMENTS - 3
CITY OF KENT
EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT
This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the
Agreement.
I, the undersigned, a duly represented agent of
Company, hereby acknowledge and declare that the before-mentioned company was the prime
contractor for the Agreement known as that was entered
into on the (date), between the firm I represent and the City of
Kent.
I declare that I complied fully with all of the requirements and obligations as outlined in the City
of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity
Policy that was part of the before-mentioned Agreement.
By: ___________________________________________
For: __________________________________________
Title: _________________________________________
Date: _________________________________________
EXHIBIT C INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS Insurance
The Consultant shall procure and maintain for the duration of the Agreement,
insurance against claims for injuries to persons or damage to property which
may arise from or in connection with the performance of the work hereunder
by the Consultant, their agents, representatives, employees or
subcontractors.
A. Minimum Scope of Insurance
Consultant shall obtain insurance of the types described below:
1. Automobile Liability insurance covering all owned, non-owned,
hired and leased vehicles. Coverage shall be written on Insurance
Services Office (ISO) form CA 00 01 or a substitute form providing
equivalent liability coverage. If necessary, the policy shall be
endorsed to provide contractual liability coverage.
2. Commercial General Liability insurance shall be written on ISO
occurrence form CG 00 01 and shall cover liability arising from
premises, operations, independent contractors, products-completed
operations, personal injury and advertising injury, and liability
assumed under an insured contract. The City shall be named as an
insured under the Consultant’s Commercial General Liability
insurance policy with respect to the work performed for the City
using ISO additional insured endorsement CG 20 10 11 85 or a
substitute endorsement providing equivalent coverage.
3. Workers’ Compensation coverage as required by the Industrial
Insurance laws of the State of Washington.
4. Professional Liability insurance appropriate to the Consultant’s
profession.
B. Minimum Amounts of Insurance
Consultant shall maintain the following insurance limits:
1. Automobile Liability insurance with a minimum combined single
limit for bodily injury and property damage of $1,000,000 per
accident.
2. Commercial General Liability insurance shall be written with limits
no less than $2,000,000 each occurrence, $2,000,000 general
aggregate and a $1,000,000 products-completed operations
aggregate limit.
EXHIBIT C (Continued)
3. Professional Liability insurance shall be written with limits no less
than $2,000,000 per claim and $2,000,000 policy aggregate limit.
C. Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant’s insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant’s insurance and shall not contribute with it. 2. The Consultant’s insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant’s
Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer’s liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the
additional insured endorsement, evidencing the insurance requirements of
the Contractor before commencement of the work.
F. Subcontractors
Consultant shall include all subcontractors as insureds under its policies or
shall furnish separate certificates and endorsements for each subcontractor.
All coverages for subcontractors shall be subject to all of the same insurance
requirements as stated herein for the Consultant.
Agenda Item: Consent Calendar – 7E_
TO: City Council
DATE: March 1, 2016
SUBJECT: Emergency Management Performance Grant Memorandum of
Understanding – Authorize
SUMMARY: On December 8, 2015 the City Council authorized acceptance of a federal
Emergency Management Performance Grant from the Washington Military Department
in the amount of $81,876 for the period of June 1, 2015 through August 31, 2016.
The purpose of this grant is to assist with the enhancement, sustainment and
improvement of state, local, and tribal emergency management programs. Regional
fire authorities and fire protection districts are not eligible to receive these grants
directly from the Washington Military Department. Accordingly, these grants are
awarded directly to the City and are then passed-through to the Kent Fire Department
RFA.
The City is required under federal grant requirements to enter into separate grant
agreements with the Kent Fire Department RFA for each award. Subsequent to the
execution of this MOU, it may be amended in recognition of EMPG grant agreements
accepted by the City. These amendments, if any, would be routed to the Mayor and
Fire Chief for approval and would not require approval of either the Kent City Council
or the Kent Fire Department Regional Fire Authority Governance Board.
EXHIBITS: Memorandum of Understanding
RECOMMENDED BY: Operations Committee
YEA: Boyce, Ralph NAY: N/A
BUDGET IMPACTS: N/A
MOTION: Authorize the Mayor to sign the Memorandum of Understanding
with the Kent Fire Department Regional Fire Authority regarding the
administration of an Emergency Management Performance Grant, subject
to final terms and conditions acceptable to the Finance Director and City
Attorney.
This page intentionally left blank.
MOU, Kent & RFA
EMPG E16-108 i
HOMELAND SECURITY AWARD
MEMORANDUM OF UNDERSTANDING
BETWEEN THE CITY OF KENT
AND
KENT FIRE DEPARTMENT REGIONAL FIRE AUTHORITY
EMERGENCY MANAGEMENT PERFORMANCE GRANT
GRANT AGREEMENT NUMBER E16-108
This Memorandum of Understanding (MOU), entered into this day of , between
the City of Kent, a Washington municipal corporation (hereinafter the "City") and the Kent
Fire Department Regional Fire Authority (hereinafter the "RFA"), a Washington municipal
corporation formed in accordance with Chapter 52.26 RCW.
RECITALS
WHEREAS, the City is an applicant for Emergency Management Performance Grant
(“EMPG”) funds (Catalogue of Federal Domestic Assistance-CFDA 97.042) under Public
Law 113-76, as amended by Post-Katrina Emergency Management Reforms Act of
2006 (PKEMRA), as amended, (Pub. L. No. 109-295) (Title 6 U.S.C Chapter 762,
Section 662, Public Law 109-295, Title 6 U.S.C. 762, as amended by Earthquake
Hazards Reduction Act of 1977, Public Law 95-124, Title 42 U.S.C 7701, as amended
by Robert T. Stafford Disaster Relief and Emergency Assistance Act, Public Law 93-
288, Title 42 U.S.C 5121, as amended by National Flood Insurance Act of 1968, Public
Law 90-448, Title 42 U.S.C 4001; and
WHEREAS, the City desires to contract with the RFA for the performance of certain eligible
activities described within this MOU; and
WHEREAS, it is appropriate and mutually desirable that the RFA be designated by the City
to undertake the aforementioned eligible activities, so long as the requirements of the
EMPG award, Homeland Security regulations, and state and local laws are adhered to,
as provided for herein; and
WHEREAS, the purpose of this MOU is to provide for cooperation between the City and the
RFA, as the parties to this MOU, in the provision of such eligible activities; and
WHEREAS, the parties are authorized and empowered to enter into this MOU pursuant to
the OMB Circular A-133, Chapter 39.34 RCW, and/or by the Constitution and the
enabling laws of the State of Washington; NOW THEREFORE,
For and in consideration of the terms and conditions provided in this MOU, the parties
mutually covenant and agree as follows:
MOU, Kent & RFA
EMPG E16-108 ii
INDEX TO MOU
PART I - GENERAL CONDITIONS ..............................................................................................................
1. Scope Of MOU .......................................................................................................................... 1
2. Scope Of Project....................................................................................................................... 1
3. Purpose And Primary Objective .................................................................................................. 1
4. Commencement And Termination Of MOU ................................................................................... 2
5. Administration ......................................................................................................................... 2
6. Compensation And Method Of Payment ....................................................................................... 2
7. Eligible Costs ........................................................................................................................... 3
8. Operating Budget ..................................................................................................................... 3
9. Amendments ........................................................................................................................... 3
10. Assignment And Subcontracting ................................................................................................. 3
11. Hold Harmless And Indemnification............................................................................................. 4
12. Project Close-Out ..................................................................................................................... 4
13. Insurance ................................................................................................................................ 4
14. Conflict Of Interest ................................................................................................................... 5
15. Suspension And Termination Of MOU .......................................................................................... 5
PART II - FEDERAL, STATE, AND LOCAL PROGRAM REQUIREMENTS .............................................................
1. Nondiscrimination ..................................................................................................................... 6
2. Procurement Standards ............................................................................................................. 8
3. Uniform Administrative Requirements And Cost Principles.. ........................................................... 8
4. Labor Standards ....................................................................................................................... 8
5. Data Universal Numbering System.............................................................................................. 9
6. Administrative And/Or Financial Requirements ............................................................................. 9
7. Reimbursement/Invoicing Procedures ......................................................................................... 9
8. Reporting Requirements ............................................................................................................ 9
9. Equipment Management ........................................................................................................... 9
10. Environmental and Historical Preservation ................................................................................... 9
11. Procurement ............................................................................................................................ 9
12. NIMS Compliancy ................................................................................................................... 10
13. EMPG Program Specific Requirements ....................................................................................... 10
14. General Terms And Conditions................................................................................................ 10
15. EMPG Work Plan.. ................................................................................................................... 10
16. Public Information .................................................................................................................. 10
17. Other Federal And State Requirements ..................................................................................... 10
18. Local Requirements ................................................................................................................ 11
PART III - MONITORING AND REPORTING REQUIREMENTS .........................................................................
1. Monitoring ............................................................................................................................. 11
2. Fiscal Reporting Responsibilities………………………………………………………………….…………………………………………..11
3. Audits ................................................................................................................................... 11
PART IV – RECORDKEEPING REQUIREMENTS ............................................................................................
1. Program Records and Inspections ............................................................................................. 12
2. Financial Records ................................................................................................................... 13
3. Records Of Program Operations, Management And Evaluation ...................................................... 13
4. Procurement Records .............................................................................................................. 13
5. Nondiscrimination And Equal-Opportunity Records ..................................................................... 13
6. Conflict Of Interest ................................................................................................................. 14
7. Verification Of Subcontractor’s Eligibility .................................................................................... 14
MOU, Kent & RFA
EMPG E16-108
1
PART I - GENERAL CONDITIONS
1. SCOPE OF MOU
The agreement between the parties shall consist of this MOU and its signature
page; the recitals page; the general conditions and any special conditions; the
federal, state and local program requirements; the monitoring and reporting
requirements; the recordkeeping requirements; each and every project exhibit,
appendix, and attachment incorporated into the MOU; all matters and laws
incorporated by reference herein; and any written amendments made according to
the general conditions. This MOU supersedes any and all former agreements
applicable to projects attached as Exhibits to this MOU.
2. SCOPE OF PROJECT
The RFA shall use the funds provided herein only to perform the activities
authorized by this MOU and as set forth in the Washington State Military
Department Grant Agreement No. E16-108 (Grant Agreement), which is attached
as Exhibit A and incorporated by this reference. This MOU may be amended in
writing from time to time, in accordance with the general conditions, for the
purpose of adding new projects, amending the scope of work, or for any other
lawful purpose.
3. PURPOSE AND PRIMARY OBJECTIVE
The purpose of the Grant Agreement (Exhibit A) is to provide U.S. Department of
Homeland Security (DHS) Emergency Management Performance Grant (EMPG)
funds to local jurisdictions and tribes with emergency management programs to
support and enhance those programs as described in the 15EMPG Work Plan
(Exhibit C of the Grant Agreement).
Pursuant to Section III Purpose of the Interlocal Agreement for the Division of
Services Resulting from the Formation of the Kent Fire Department Regional Fire
Authority, the RFA performs the following services on behalf of the City: Fire
Prevention, Emergency Management, and Fire Investigation Services. Further,
Exhibit C Office of Emergency Management of the Interlocal Agreement requires the
RFA to apply for and manage all disaster recovery grants, Emergency Performance
Grants, and other public assistance grants.
Emergency Management Performance Grants (EMPG) can only be awarded to cities,
counties and tribes with emergency management programs. Therefore, the RFA is
not eligible to receive Emergency Performance Grants (EMPG) directly from the
Washington State Military Department. Because the RFA administers the City’s
emergency management program, the City is providing the EMPG funds received
pursuant to the Grant Agreement to the RFA.
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EMPG E16-108
2
4. COMMENCEMENT AND TERMINATION OF MOU
This MOU will commence on June 1, 2015 1 and will terminate on August 31, 2016,
unless otherwise extended in writing through an amendment to the Grant
Agreement. No work on a project funded by this MOU shall occur prior to June 1,
2015. The RFA shall take all necessary precautions and shall be responsible for the
safety of its employees, agents, and subcontractors in the performance of the
contract work and shall utilize all protection necessary for that purpose. Costs
incurred prior to start date of this MOU will not be reimbursed.
This MOU is contingent upon the availability of funds to be allocated through federal
appropriations. Therefore, should funds to support RFA’s services not be made
available through anticipated federal appropriations, this MOU shall immediately
terminate without risk or liability to the City and without obligation to disburse
funds or to reimburse RFA any funds expended in anticipation of funding
availability. All work shall be done at RFA’s own risk, and RFA shall be responsible
for all losses associated with services provided before the City issues its written
notice to proceed. All acts consistent with the authority of the MOU and prior to the
date of the MOU’s execution are hereby ratified and affirmed, and the terms of this
MOU shall be deemed to have applied.
5. ADMINISTRATION
A. The RFA shall appoint a liaison person who shall be responsible for overall
administration of EMPG funded project(s) and coordination with the City's
Finance Department. The person appointed shall be designated in Exhibit B,
which is attached and incorporated by this reference. The RFA shall also
designate one or more representatives who shall be authorized to submit the A-
19 Invoice Form and completed Reimbursement Spreadsheet (in the format
provided by the Washington State Military Department) detailing the
expenditures for which reimbursement is sought, which are established through
the Grant Agreement.
B. The RFA shall provide ten (10) days written notice to the City of any changes in
program personnel as established through this MOU and Article I Key Personnel
of the Grant Agreement.
6. COMPENSATION AND METHOD OF PAYMENT
A. The City shall reimburse the RFA only for eligible costs allowed pursuant to, and
in an amount not to exceed the amount specified, in the Grant Agreement, and
according to the procedures developed by the City of Kent. Reimbursement
1 Any work performed in conformance with this MOU prior to the date of signing, but no earlier than June 1, 2015,
is hereby ratified.
MOU, Kent & RFA
EMPG E16-108
3
shall be based on the A-19 Invoice Form, and completed Reimbursement
Spreadsheet, which shall be submitted to the Military Department by the RFA's
authorized representative.
B. The RFA shall submit an A-19 Invoice Form and completed reimbursement no
later than the due dates listed within the Timeline (Exhibit D of the Grant
Agreement), but not more frequently than monthly. The City reserves the right
to demand and recover reimbursements made for ineligible costs.
7. ELIGIBLE COSTS
A. All costs incurred must be reasonable, necessary and of a nature which clearly
relate to the specific purposes and end product of the Grant Agreement under
which the services are being performed. Care must be taken by all concerned in
incurring costs to assure that expenditures conform to these general standards
and the following criteria for eligibility of costs.
B. To be eligible for reimbursement, costs must:
(1) Conform to the terms and conditions of the Grant Agreement;
(2) Be necessary and reasonable for proper and efficient execution of the
contractual requirements and in accordance with an approved budget;
(3) Be no more liberal than policies, procedures, and practices applied
uniformly to other activities of the RFA;
(4) Be accorded consistent treatment through application of account policy
and procedures approved and/or prescribed herein;
(5) Not be allowable under or included as costs of any other federal, state,
local or other RFA-financed programs in either prior or current periods;
(6) Be net of all applicable credits such as purchase discounts, rebates or
allowances, sales of publication or materials, or other income or
refunds; and
(7) Be fully documented.
8. OPERATING BUDGET
The RFA shall apply the funds received from the City under this MOU in accordance
with Exhibit E Budget of the Grant Agreement.
9. AMENDMENTS
Either party may request modifications in the scope of permissible activities, terms,
or conditions of this MOU. Proposed modifications which are mutually agreed upon
shall be incorporated by a written amendment to this MOU.
Subsequent to the execution of this MOU, it may be amended in recognition of
EMPG grant agreements accepted by the City. These amendments, if any, will be
routed to the Mayor and Fire Chief for approval and do not require approval by
either the Kent City Council or the Kent Fire Department Regional Fire Authority
Governance Board.
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EMPG E16-108
4
10. ASSIGNMENT AND SUBCONTRACTING
A. The RFA shall not assign any portion of this MOU without the written consent of
the City, and it is further agreed that said consent must be sought by the RFA
not less than fifteen (15) days prior to the date of any proposed assignment.
B. Any work or services assigned or subcontracted hereunder shall be subject to
each provision of this MOU and proper bidding procedures to the extent herein.
11. HOLD HARMLESS AND INDEMNIFICATION
A. The RFA agrees that it is financially responsible and liable to the City for any
audit exception or other financial loss to the City which occurs due to the RFA's
negligence or failure to comply with the terms of this MOU unless such audit
exception or other financial loss is the result of the City’s negligence or failure to
comply with the terms of this MOU in which case the City shall be financially
responsible for such audit exception or other financial loss.
B. The RFA further agrees to defend, indemnify, and hold the City, its elected and
appointed officials, agents, and employees, while acting within the scope of their
duties as such, harmless from and against all claims, demands, and causes of
action of any kind or character, including the cost of defense thereof, arising in
favor of any person(s), including RFA's employees or third parties on account of
personal injuries, death, or damage to property arising out of services
performed or omissions of services or in any way resulting from the acts or
omissions of the RFA and/or its agents, employees, volunteers, subcontractors,
or representatives under this MOU.
C. The City further agrees to defend, indemnify, and hold the RFA, its elected and
appointed officials, agents, and employees, while acting within the scope of their
duties as such, harmless from and against all claims, demands, and causes of
action of any kind or character, including the cost of defense thereof, arising in
favor of any person(s), including City’s employees or third parties on account of
personal injuries, death, or damage to property arising out of services
performed or omissions of services or in any way resulting from the acts or
omissions of the City and/or its agents, employees, volunteers, subcontractors,
or representatives under this MOU.
12. PROJECT CLOSE-OUT
The RFA acknowledges and agrees that the amounts set forth in the Grant
Agreement shall be used only to reimburse the RFA for eligible costs incurred by the
RFA during the period set forth in said Grant Agreement and that upon expiration of
such period, or upon earlier termination pursuant to this MOU, the RFA shall have
no interest in any said amount which is not required to reimburse the Agency for
eligible costs incurred before such expiration or earlier termination.
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EMPG E16-108
5
13. INSURANCE
The RFA shall maintain insurance in the types and amounts set forth in Exhibit C,
which is attached and incorporated by this reference.
14. CONFLICT OF INTEREST
A. Interest of Officers, Employees, or Agents - No officer, employee, or agent of
the City or RFA who exercises any functions or responsibilities in connection with
the planning and carrying out of the City EMPG program or the RFA's project, or
any other person who exercises any functions or responsibilities in connection
with the City’s Finance Department, shall have any personal financial interest,
direct or indirect, in the MOU, and the City and RFA shall take appropriate steps
to assure compliance.
B. Interest of Subcontractor and Their Employees - The RFA agrees that it will
incorporate into every contract or subcontract, which is required to be in writing
and made pursuant to this MOU, the following provisions:
The Contractor covenants that no person who presently
exercises any functions or responsibilities in connection with the
City EMPG program has any personal financial interest, direct or
indirect, in this MOU. The Contractor further covenants that
he/she presently has no interest and shall not acquire any
interest, direct or indirect, which would conflict in any manner or
degree with the performance of his/her services hereunder. The
Contractor further covenants that in the performance of this
MOU, no person having any conflict of interest shall be
employed. Any actual or potential conflict of interest on the
part of the Contractor or his/her employees must be disclosed to
the RFA and the City.
15. SUSPENSION AND TERMINATION OF MOU
A. Suspension for Failure to Perform - In the event of a failure to comply with any
terms or conditions of this MOU or failure to provide in any manner the activities
or other performance as agreed to herein, the City reserves the right to withhold
all or any part of payment, suspend all or any part of the MOU, or prohibit the
RFA from incurring additional obligations of funds until the City is satisfied that
corrective action has been taken or completed. The option to withhold funds is,
in addition to and not in lieu of, the City's right to terminate the MOU pursuant
to Paragraph (B) of this Section 15.
B. Termination of MOU by the City - This MOU is subject to termination upon thirty
(30) days written notice by the City to the Agency in the event that:
(1) The RFA mismanages or makes improper or unlawful use of EMPG
funds;
(2) The RFA fails to comply with any term or condition expressed herein or
any applicable federal, state, or local regulations or ordinances;
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EMPG E16-108
6
(3) EMPG funds no longer become available from the federal government or
through the City;
(4) The RFA fails to carry out activities required by this MOU; or
(5) The RFA fails to submit reports or submits incomplete or inaccurate
reports in any material respect.
C. Termination of MOU by the RFA - This MOU is subject to termination upon thirty
(30) days written notice by the RFA to the City in the event that:
(1) The City fails in its commitment under this MOU to provide funding for
services rendered, as herein provided; or
(2) EMPG funds no longer become available from the federal government or
through the City.
D. Unless otherwise terminated pursuant to Paragraphs (B) and (C) of this Section
15, this MOU shall terminate on the termination date specified in Part 1 Section
1 of the MOU and shall be subject to extension only by mutual agreement and
amendment in accordance with Part I, Section 9 of this MOU.
E. Upon termination of this MOU, any unexpended balance of Grant Agreement
funds shall remain with the City.
F. In the event termination occurs under Paragraph (B) of this Section 15, the RFA
shall return to the City all funds that were expended in violation of the terms of
this MOU, if any, including, but not limited to, any unexpended EMPG funds
distributed to the RFA under this MOU, any accounts receivable, or any assets or
interests therein of any type and in any form acquired, leased, or rehabilitated
with EMPG monies.
PART II - FEDERAL, STATE, AND LOCAL PROGRAM REQUIREMENTS
1. NONDISCRIMINATION
A. General – The RFA shall comply with all federal, state, and local laws,
regulations, and policies. No person shall, on the grounds of age, race, creed,
color, sex, sexual orientation, religion, national origin, marital status, honorably
discharged veteran or military status, or disability (physical, mental, or sensory)
be denied the benefits of, or otherwise be subjected to discrimination under any
project, program, or activity, funded, in whole or in part, under the Grant
Agreement.
B. Specific Discriminatory Actions Prohibited:
(1) The RFA shall not, under any program or activity to which this MOU may
apply, directly or through contractual or other arrangements, on the
grounds of age, sex, marital status, race, creed, religion, color, national
origin, or the presence of any sensory, mental, or physical handicap:
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EMPG E16-108
7
i. Deny any person facilities, services, financial aid, or other benefits
provided under the program or activity.
ii. Provide any person with facilities, services, financial aid, or other
benefits which are different, or are provided in a form different,
from that provided to others under the program or activity.
iii. Subject any person to segregated or separate treatment in any
facility or in any matter or process related to receipt of any service
or benefit under the program or activity.
iv. Restrict in any way access to or enjoyment of any advantage or
privilege enjoyed by others in connection with facilities, services,
financial aid, or other benefits under the program or activity.
v. Treat any person differently from others in determining whether the
person satisfies any admission, enrollment, eligibility, membership,
or other requirement or condition which individuals must meet in
order to be provided facilities, services, or other benefits provided
under the program or activity.
vi. Deny any person any opportunity to participate in a program or
activity as an employee.
(2) The RFA shall not utilize criteria or methods of administration which
have the effect of subjecting individuals to unlawful discrimination on
the basis of age, race, creed, color, sex, sexual orientation, religion,
national origin, marital status, honorably discharged veteran or military
status, or disability (physical, mental, or sensory).
C. Employment:
(1) In all solicitations under this MOU, the RFA shall state that all qualified
applicants will be considered for employment. The words "equal
opportunity employer" in advertisements shall constitute compliance
with this section.
(2) The RFA shall not unlawfully discriminate against any employee or
applicant for employment in connection with the MOU because of age,
sex, marital status, race, creed, religion, color, national origin, or the
presence of any sensory, mental, or physical handicap, except when
there is a bona fide occupational limitation. Such action shall include,
but not be limited to the following: employment, upgrading, demotion
or transfer, recruitment or recruitment advertising, layoff or
termination, rates of pay or other forms of compensation, and selection
for training (Chapter 49.46 RCW, Executive Order 11246, as amended).
(3) The RFA shall not unlawfully discriminate against any employee or
applicant for employment in connection with the MOU because of age,
race, creed, color, sex, sexual orientation, religion, national origin,
marital status, honorably discharged veteran or military status, or
disability (physical, mental, or sensory).
D. Contractors and Suppliers:
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EMPG E16-108
8
(1) No contractor, subcontractor, union, or vendor engaged in any activity
under this MOU shall engage in any unlawful discrimination as defined in
any federal, state, or local law.
(2) EMPG funds shall not be used directly or indirectly to employ, award
contracts to, or otherwise engage the services of, or fund any contractor
or sub-recipient during any period of debarment, suspension, or
placement in ineligibility status. 2 CFR Part 180 and Federal Executive
Orders 12549 and 12689.
E. Notice:
The RFA shall include the provisions of the appropriate subsections A, B, C, D,
and E of this Part II, Section 1 in every contract or purchase order for goods and
services under this MOU, and shall send to each labor union or representative of
workers with which it has a collective bargaining agreement or other contract or
understanding, a notice advising the said labor union or worker's representative
of the commitments made in these subsections.
2. PROCUREMENT STANDARDS
In awarding contracts pursuant to this MOU, the RFA shall comply with all
applicable requirements of local and state law for awarding contracts, including but
not limited to procedures for competitive bidding, contractor's bonds, and retained
percentages (Ch. 60.28 RCW, Ch. 39.12 RCW, and Ch. 39.04 RCW). In addition,
the RFA shall comply with the requirements of 44 CFR Part 13 Uniform
Administrative Requirements for Grants and Cooperative Agreements to State and
Local Governments. Where federal standards differ from local or state standards,
the stricter standards shall apply.
3. UNIFORM ADMINISTRATIVE REQUIREMENTS AND COST PRINCIPLES
The RFA shall comply with the policies, guidelines, and requirements of OMB
Circular Nos. A-102, Uniform Administrative Requirements for Grants and
Cooperative Agreements to State and Local Governments (also known as “A-102
Common Rule” and are also located within Title 44 CFR Part 13), and OMB Circular
A-87 Cost Principles for State, Local, and Indian Tribal Governments relocated to 2
CFR Part 225.
4. LABOR STANDARDS
A. The RFA shall require that project construction contractors and subcontractors
for contracts exceeding $2,000 awarded by the RFA pay their laborers and
mechanics at wage rates in accordance with the Davis-Bacon Act, as amended
(40 U.S.C. 276a through 276a-7), as supplemented by Department of Labor
regulations (29 CFR Part 5). In addition to complying with these federal labor
standards, the RFA shall further require that all project construction contractors
comply with all applicable state and local public works bidding and contracting
regulations, specifically including, without limitation, the prevailing wage
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EMPG E16-108
9
provisions set forth in Ch. 39.12 RCW and all regulations adopted by the State
of Washington Department of Labor and Industries.
B. The RFA shall require that project construction contractors and subcontractors
comply with Federal Labor Standards Provisions and the Davis-Bacon wage
determinations. For construction contracts, a copy of the Federal Labor
Standards Provisions and the current Davis-Bacon wage determinations must be
included in all construction bid specs and/or contracts over $2,000.
5. DATA UNIVERSAL NUMBERING SYSTEM
Pursuant to 2 C.F.R. §25.100(a), the City is required to establish a Dun and
Bradstreet (D & B) Data Universal Numbering System (DUNS) as a universal
identifier in order to receive federal financial assistance. In addition, programs or
subrecipients receiving subawards from the City shall establish a DUNS. 2 C.F.R. §
25.200(c)(1). The RFA shall provide its DUNS to the City.
6. ADMINISTRATIVE AND/OR FINANCIAL REQUIREMENTS
The RFA will comply with all requirements as reflected in Article II Administrative
And/Or Financial Requirements of the Grant Agreement.
7. REIMBURSEMENT/INVOICING PROCEDURES
The RFA will comply with all requirements as reflected in Article II Administrative
And/Or Financial Requirements of the Grant Agreement and Part I Section
6 Compensation And Method of Payment of the MOU.
8. REPORTING REQUIREMENTS
The RFA will comply with all requirements as reflected in Article II Administrative
And/Or Financial Requirements of the Grant Agreement and Part I Section
6 Compensation And Method of Payment of the MOU.
9. EQUIPMENT MANAGEMENT
The RFA will comply with all requirements as reflected in Article II Administrative
And/Or Financial Requirements of the Grant Agreement.
10. ENVIRONMENTAL AND HISTORICAL PRESERVATION
The RFA will comply with all requirements as reflected in Article II Administrative
And/Or Financial Requirements of the Grant Agreement.
11. PROCUREMENT
The RFA will comply with all requirements as reflected in Article II Administrative
And/Or Financial Requirements of the Grant Agreement.
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EMPG E16-108
10
12. NIMS COMPLIANCY
The RFA will comply with all National Incident Management System (NIMS)
requirements as reflected in Article II Administrative And/Or Financial Requirements
of the Grant Agreement.
13. EMPG PROGRAM SPECIFIC REQUIREMENTS
The RFA will comply with all requirements as reflected in Article II Administrative
And/Or Financial Requirements of the Grant Agreement.
14. GENERAL TERMS AND CONDITIONS
The RFA will comply with all General Terms and Conditions established through
Exhibit B General Terms and Conditions of the Grant Agreement.
15. EMPG WORK PLAN
The RFA will administer the EMPG award in accordance with the Work Plan
established through Exhibit C 15EMPG Work Plan of the Grant Agreement.
16. PUBLIC INFORMATION
A. In all news releases and other public notices related to projects funded under
this MOU, the RFA shall include information identifying the source of funds as
the City of Kent EMPG program.
B. Pursuant to Exhibit B Part A.23 of the Grant Agreement, the RFA agrees to
submit to the Washington Military Department prior to issuance all advertising
and publicity matters relating to the Grant Agreement wherein the Department’s
name is mentioned or language used from which the connection of the
Department’s name may, in the Department’s judgment, be inferred or implied.
The RFA agrees not to publish or use such advertising and publicity matters
without the prior written consent of the Department.
C. The RFA acknowledges that this MOU and any other information provided by it
to the City and/or relevant to the project(s) described in the Exhibit(s), are
subject to the Washington State Public Disclosure Act, Chapter 42.56 RCW,
except to the extent specifically exempted from disclosure therein.
17. OTHER FEDERAL AND STATE REQUIREMENTS
The absence of mention in this MOU of any other federal or state requirements,
which apply to the award and expenditure of federal funds made available by this
MOU, is not intended to indicate that those federal or state requirements are not
applicable to RFA activities. The RFA shall comply with all other federal and state
requirements relating to the expenditure of federal funds, including but not limited
to the Hatch Act (5 U.S.C. § 15) regarding political activities and the Architectural
Barrier Act of 1968 (42 U.S.C. § 4151, et seq.).
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11
18. LOCAL REQUIREMENTS
The activities performed under this MOU are for the purposes of serving residents of
the RFA service area and the RFA shall, to the extent reasonably possible, not use
said funds to provide services outside the RFA service area, or for any other
purpose, except as specifically authorized by this MOU.
III - MONITORING AND REPORTING REQUIREMENTS
1. MONITORING
Article II Administrative And/Or Financial Requirements Part 7 Subrecipient
Monitoring of the Grant Agreement reflects that the Military Department will
monitor the activities of the Sub-grantee from award to close-out.
The RFA understands and agrees that it will be monitored by the City and the
Military Department from time to time to assure compliance with all terms and
conditions of this MOU and all applicable local, state, and federal laws, regulations,
and promulgated policies. Monitoring by the City under this MOU may include, but
not be limited to on-site inspections by City staff. The City reserves the right to
contract with another local government or other contracting party to perform this
service.
The RFA shall provide to the City a copy of any Military Department monitoring
report no later than thirty (30) days after the issuance of the report to the RFA.
The RFA shall provide to the City its response and corrective action plan for all
areas of concern contained in the monitoring report.
2. FISCAL REPORTING RESPONSIBILITIES
The RFA shall provide fiscal statements or reports as may be required from time to
time by the City, which statements or reports, or both, must indicate the status of all
accounts and funds being used to perform under this MOU. The RFA shall maintain
proper documentation and records of all expenditures incurred pursuant to the terms
of this MOU in a manner as will facilitate auditing by the Department of Homeland
Security, the Washington Military Department, and/or the City.
3. AUDITS
A. If the RFA expends a total of $500,000 or more in federal financial assistance
and has received federal financial assistance from the City during its fiscal year,
it shall have an independent audit conducted of its financial statement and
conditions, which shall comply with the requirements of generally accepted
auditing standards (GAAS); General Accounting Office (GAO’s) Standards for
Audits of Governmental Organizations, Programs, Activities, and Functions; and
OMB Circular A-133, as amended, and as applicable. Such audits are to be
performed by the Washington State Auditor’s Office (SAO).
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12
The RFA shall provide a copy of the audit report to the City no later than thirty
(30) days after the audit’s completion or six (6) months subsequent to the end
of the RFA’s fiscal year, whichever date is sooner. The RFA shall provide to the
City its response and corrective action plan for all findings and reportable
conditions contained in its audit. When reference is made in its audit to a
Management Letter or other correspondence made by the auditor, the RFA shall
provide copies of those communications and the RFA’s response and corrective
actions plan.
B. The Catalog of Federal Domestic Assistance (CFDA) number for the EMPG
program is 97.042.
PART IV – RECORDKEEPING REQUIREMENTS
1. PROGRAM RECORDS AND INSPECTIONS
The RFA shall make, maintain, and preserve books and records, of whatever form,
detailing all EMPG-related expenditures and costs incurred by the RFA. All such
books and records shall be made available to representatives of the City or the
Military Department, or both, for formal inspection and, where necessary, copying.
Intentional noncompliance with this provision shall constitute a material breach of
this MOU.
Throughout the term of this MOU, the RFA shall establish and maintain current the
records described in this Section. These records shall conform to the requirements
and specifications of their individual source authorities, which are cited herein. Be
advised that the listing in this Section is intended only to assist the RFA in
identifying the required records and their respective authorities, and is not all
inclusive.
A. Time for Retention of Records - Except where otherwise specifically provided,
all records as of the end of the term of this MOU shall be kept in an accessible
file for at least six (6) years following final payment and closure of the grant
under the Grant Agreement.
B. Contract and Amendments - A complete copy of this MOU and all amendments
thereto and notices there under.
C. Records of City Approvals - Copies of all requests for amendments or revisions
to this MOU and the City’s subsequent approval or denial of such requests as
are required under this MOU.
D. Subcontracts and Agreements - Complete copies of all contracts, subcontracts,
and agreements with third parties into which the RFA enters in the
performance under this MOU; and all correspondence, reports, and other
documentation pertaining to such contracts, subcontracts, and agreements.
E. Additional Contract Requirements - The RFA shall submit to the City a copy of
the most recent independent financial audit and a current list of the RFA’s
board of directors.
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EMPG E16-108
13
2. FINANCIAL RECORDS
The RFA shall maintain all accounting records that accurately record the source and
application of all funds; and recording funds received under this MOU, all other
receipts, assets, authorizations and appropriations, obligations, disbursements and
unobligated balances. The records must:
A. Permit comparison of actual outlays with budgeted amounts;
B. Permit reporting of financial data on the accrual basis;
C. Be supported by source documentation;
D. Be independently audited usually annually, but not less frequently than every
two years.
3. RECORDS OF PROGRAM OPERATIONS, MANAGEMENT AND EVALUATION
The RFA shall maintain all records of:
A. Operating policies and procedures;
B. Employee qualifications, training, and evaluation;
C. Principal operations data: work units completed; clients served, classified by
client and service characteristics; staff hours utilized; etc.
D. Self-evaluation of services, programs, and employment practices for
compliance with 504 and ADA requirements.
4. PROCUREMENT RECORDS
The RFA shall maintain all records of:
A. RFA's adopted code of conduct governing officers' and employees' actions in
contracting and purchasing;
B. RFA's standard operating procedures for authorizing and executing purchases
and contract procurements of various sizes and types.
C. RFA’s individual purchases or contracts over $10,000 as required by 44 CFR
Part 13, Uniform Administrative Requirements for Grants and Cooperative
Agreements to State and Local Governments.
D. RFA’s procurement procedures utilized and the bases for supplier
selection/contract award, for individual purchases or contracts over $10,000.
5. NONDISCRIMINATION AND EQUAL-OPPORTUNITY RECORDS
The RFA shall maintain:
A. A tabulation of all RFA employees classified by race, position, and salary in the
format of the U.S. Equal Employment Opportunity Commission Form EEO-4.
B. Data identical to that required under A. and B. above for any subcontractor or
agent employed in the performance under this MOU.
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14
C. Documentation of all substantive actions taken to assure that no prohibited
discrimination occurs in the conduct of any of the RFA's operations.
D. Documentation of all actions taken to make minority residents aware of the
RFA's services and provide them with equal access to benefits.
E. Record of the racial classification and gender of the majority owners of each
private for-profit business with which the RFA contracts with any funds
provided under this MOU.
6. CONFLICT OF INTEREST
A. The RFA shall maintain records documenting that all RFA board members,
officers, employees and consultants have been informed of the conflict of
interest provisions of Exhibit B Part A.9 of the Grant Agreement and have
acknowledged understanding those provisions.
B. The RFA shall maintain a complete record of all requests for exceptions
submitted under the Grant Agreement.
7. VERIFICATION OF SUBCONTRACTOR’S ELIGIBILITY
The RFA shall maintain records documenting that the RFA, all subcontractors, and
consultants have been determined not to be currently debarred, suspended, denied
participation or declared ineligible to participate in federal government funded
programs.
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15
KENT FIRE DEPARTMENT REGIONAL FIRE
AUTHORITY:
Sign in blue or black ink only
__________
Print Name: Jim Schneider ______
Title: Fire Chief _____________
DATE: _____
CITY OF KENT:
_____
Print Name: Suzette Cooke
Title: Mayor _____
DATE: _____
APPROVED AS TO FORM:
Kent Law Department
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EMPG E15-135
EXHIBIT A
MEMORANDUM OF UNDERSTANDING
Grant Agreement
EMPG Grant Agreement Number E16-108
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EMPG E16-108
EXHIBIT B
MEMORANDUM OF UNDERSTANDING
Appointment of Liaison
EMPG Grant Agreement Number E16-108
The Kent Fire Department Regional Fire Authority appoints the following
person as the liaison for the Memorandum of Understanding between the City
and the Kent Fire Department Regional Fire Authority; this person shall be
responsible for overall administration of the EMPG funded program:
Liaison: _Jennifer Keizer Emergency Management Specialist
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EMPG E16-108
EXHIBIT C INSURANCE REQUIREMENTS FOR EPMG SUB-AWARD AGREEMENT Insurance
The RFA shall procure and maintain for the duration of the Agreement, insurance
against claims for injuries to persons or damage to property which may arise from
or in connection with the performance of the work hereunder by the RFA, their
agents, representatives, employees or subcontractors.
A. Minimum Scope of Insurance
RFA shall obtain insurance of the types described below:
1. Commercial General Liability insurance shall be written on ISO
occurrence form CG 00 01 or its equivalent, with minimum limits of
$3,000,000 per occurrence and in the aggregate for each 1 year
policy period. This coverage may be any combination of primary,
umbrella or excess liability coverage affording total liability limits of
not less than $3,000,000 per occurrence and in the aggregate.
Products and Completed Operations coverage shall be provided for
a period of 3 years following Substantial Completion of the work.
The Commercial General Liability insurance shall be endorsed to
provide the Aggregate per Project Endorsement ISO form CG 25 03
11 85. The City shall be named as an Additional Insured under the Contactor’s Commercial General Liability insurance policy with respect to the work performed for the City. All endorsements adding Additional Insureds shall be issued on form CG 20 10 11 85 or a form deemed equivalent, providing the Additional Insureds with all policies and endorsements set forth in this section.
2. Automobile Liability insurance covering all owned, non-owned,
hired and leased vehicles. Coverage shall be written on Insurance
Services Office (ISO) form CA 00 01 or a substitute form providing
equivalent liability coverage. If necessary, the policy shall be
endorsed to provide contractual liability coverage.
3. Workers’ Compensation coverage as required by the Industrial
Insurance laws of the State of Washington.
B. Minimum Amounts of Insurance
RFA shall maintain the following insurance limits:
1. Commercial General Liability insurance shall be written with
minimum limits of $3,000,000 per occurrence and in the aggregate
for each 1 year policy period. This coverage may be any
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EXHIBIT C (Continued)
combination of primary, umbrella or excess liability coverage
affording total liability limits of not less than $3,000,000 per
occurrence and in the aggregate. Products and Completed
Operations coverage shall be provided for a period of 3 years
following Substantial Completion of the work.
2. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident.
C. Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following
provisions for Automobile Liability and Commercial General Liability:
1. The RFA’s insurance coverage shall be primary insurance as respect
the City. Any insurance, self-insurance, or insurance pool coverage
maintained by the City shall be excess of the RFA’s insurance and
shall not contribute with it.
2. The RFA’s insurance shall be endorsed to state that coverage shall
not be cancelled by either party, except after thirty (30) days prior
written notice by certified mail, return receipt requested, has been
given to the City.
3. The City of Kent shall be named as an additional insured on all
policies (except Professional Liability) as respects work performed
by or on behalf of the RFA and a copy of the endorsement naming
the City as additional insured shall be attached to the Certificate of
Insurance. The City reserves the right to receive a certified copy
of all required insurance policies. The RFA’s Commercial General
Liability insurance shall also contain a clause stating that coverage
shall apply separately to each insured against whom claim is made
or suit is brought, except with respects to the limits of the insurer’s
liability.
D. RFA’s Insurance for Other Losses The RFA shall assume full responsibility for all loss or damage from any cause whatsoever to any tools, RFA’s employee owned tools, machinery, equipment, or motor vehicles owned or rented by the RFA, or the RFA’s agents, suppliers or contractors as well as to any temporary structures, scaffolding and protective fences.
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EXHIBIT C (Continued)
E. Waiver of Subrogation
The RFA and the City waive all rights against each other any of their
Subcontractors, Sub-subcontractors, agents and employees, each of the other, for
damages caused by fire or other perils to the extend covered by Builders Risk
insurance or other property insurance obtained pursuant to the Insurance
Requirements Section of this Contract or other property insurance applicable to the
work. The policies shall provide such waivers by endorsement or otherwise.
F. Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of not less
than A:VII.
G. Verification of Coverage
RFA shall furnish the City with original certificates and a copy of the amendatory
endorsements, including but not necessarily limited to the additional insured
endorsement, evidencing the Automobile Liability and Commercial General Liability
insurance of the RFA before commencement of the work.
H. Subcontractors
RFA shall include all subcontractors as insureds under its policies or shall furnish
separate certificates and endorsements for each subcontractor. All coverages for
subcontractors shall be subject to all of the same insurance requirements as stated
herein for the RFA.
Agenda Item: Consent Calendar – 7F_
TO: City Council
DATE: March 1, 2016
SUBJECT: Lease Agreement with Scotch and Vine for the Riverbend Golf Complex
Restaurant – Authorize
SUMMARY: The city and Arnold Shain, consultant with Restaurant Group Inc.,
researched and negotiated with a small group of potential restauranteurs to operate
the restaurant facility at the Riverbend Golf Complex. They determined that RL Kids,
LLC, d/b/a Scotch and Vine, was best positioned to successfully operate the
restaurant.
The city then began lease negotiations with Scotch and Vine and recently agreed to
final terms. The attached lease provides for a ten-year lease with one five-year
option to renew. The lease requires payment of 8% of gross monthly revenues from
restaurant operations, with an established minimum rent. The restaurant will be
open for breakfast, lunch, and dinner 365 days a year, with some modifications to
times of operation during the off-season. The restauranteur will also provide cart
services out on the course during peak golf seasons.
EXHIBIT: Draft Lease Agreement
RECOMMENDED BY: Parks and Human Services Committee
YEA: Budell, Higgins, Fincher NAY:
BUDGET IMPACT: The Riverbend Golf Fund
MOTION: Authorize the Mayor to sign all documents necessary to enter
into a lease agreement with RL Kids LLC, d/b/a Scotch and Vine, for the
restaurant at Riverbend Golf Complex, subject to terms and conditions
acceptable to the Parks Director and the City Attorney.
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RIVERBEND GOLF COMPLEX
RESTAURANT LEASE
Between
THE CITY OF KENT,
a Washington Municipal Corporation
as Landlord,
and
RLKids LLC,
d/b/a The Scotch and Vine,
a Washington Limited Liability Company
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TABLE OF CONTENTS
SECTION 1 - BASIC LEASE PROVISIONS AND ENUMERATION OF EXHIBITS ..................................... 1
1.1 Basic Lease Provisions. ...................................................................................................... 1
1.2 Significance of Basic Lease Provisions. .............................................................................. 3
1.3 Enumeration of Exhibits. ..................................................................................................... 4
SECTION 2 - PREMISES ............................................................................................................................. 4
2.1 Premises and Demise-Generally......................................................................................... 4
2.2 Patio Area—Revocable License. ........................................................................................ 4
SECTION 3 – TERM: LANDLORD’S AND TENANT’S WORK .................................................................... 5
3.1 Lease Term ......................................................................................................................... 5
3.2 Landlord’s and Tenant’s Work............................................................................................. 6
3.3 Statement as to Lease Term. .............................................................................................. 7
SECTION 4 - RENT ...................................................................................................................................... 7
4.1 Minimum Rent. .................................................................................................................... 7
4.2 Security Deposit. ................................................................................................................. 7
4.3 Percentage Rent. ................................................................................................................ 7
4.4 Adjustments. ........................................................................................................................ 8
4.5 No Offsets or Deductions/Place of Payment. .................................................................... 10
4.6 Late Charges. .................................................................................................................... 10
4.7 Interest; Insufficient Funds. ............................................................................................... 10
SECTION 5 - USE ....................................................................................................................................... 11
5.1 Permitted Uses. ................................................................................................................. 11
5.2 Uses Prohibited. ................................................................................................................ 11
5.3 Operation of Business. ...................................................................................................... 12
5.4 Compliance with Laws. ...................................................................................................... 12
5.5 Hazardous Material. .......................................................................................................... 13
5.6 Representation and Warranty of Tenant. ........................................................................... 13
SECTION 6 – UTILITIES AND HVAC ......................................................................................................... 15
6.1 Utilities. .............................................................................................................................. 15
6.2 Non-Liability of Landlord..................................................................................................... 15
SECTION 7 – LEASEHOLD AND PERSONAL PROPERTY TAXES .......................................................... 15
7.1 Tenant’s Obligations. ......................................................................................................... 15
SECTION 8 - LICENSE AND TAXES .......................................................................................................... 16
8.1 Tenant’s Obligations. ......................................................................................................... 16
SECTION 9 - ALTERATIONS ...................................................................................................................... 16
9.1 Acceptance of Premises. ................................................................................................... 16
9.2 Alterations by Tenant. ........................................................................................................ 16
9.3 Disability Laws. .................................................................................................................. 17
SECTION 10 - MAINTENANCE OF PREMISES ........................................................................................ 17
10.1 Maintenance and Repair by Tenant. ................................................................................. 17
10.2 Failure to Maintain. ............................................................................................................ 18
10.3 Repairs by Landlord. ......................................................................................................... 18
10.4 Surrender of Premises. ..................................................................................................... 18
10.5 Entry. ................................................................................................................................. 18
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SECTION 11 - LIENS AND ENCUMBRANCES ......................................................................................... 18
11.1 Liens. ................................................................................................................................. 18
11.2 Encumbrances. ................................................................................................................. 19
SECTION 12 - ASSIGNMENT AND SUBLETTING .................................................................................... 19
12.1 Assignment or Sublease. .................................................................................................. 19
12.2 Assignee Obligations. ........................................................................................................ 19
12.3 Sublessee Obligations. ...................................................................................................... 20
12.4 Conditional Consents. ....................................................................................................... 20
12.5 Attorneys’ Fees and Costs. ............................................................................................... 20
12.6 Excess Rent. ..................................................................................................................... 20
12.7 Transfer of Landlord’s Interest. ......................................................................................... 20
SECTION 13 - COMMON AREAS .............................................................................................................. 20
13.1 Control of Common Areas. ................................................................................................ 20
SECTION 14 - INSURANCE AND INDEMNITY ......................................................................................... 21
14.1 Indemnification. ................................................................................................................. 21
14.2 Insurance. ......................................................................................................................... 22
14.3 Mutual Release and Waiver of Subrogation. ...................................................................... 22
14.4 Acts of Others. ................................................................................................................... 23
14.5 Evidence of Coverage Prior to Entry. ................................................................................. 23
SECTION 15 - EMINENT DOMAIN ............................................................................................................. 23
SECTION 16 - TENANT’S DEFAULT ......................................................................................................... 24
16.1 Default. .............................................................................................................................. 24
16.2 Remedies in Default. ......................................................................................................... 24
16.3 Remedies Cumulative-Waiver. .......................................................................................... 25
16.4 Acceptance of Payment. ................................................................................................... 25
16.5 Waiver of Rights of Redemption. ...................................................................................... 25
16.6 Application of Rents. ......................................................................................................... 25
16.7 Bankruptcy......................................................................................................................... 26
SECTION 17 - DEFAULT BY LANDLORD ................................................................................................. 27
17.1 Default by Landlord. .......................................................................................................... 27
17.2 Tenant’s Right to Damages. .............................................................................................. 27
SECTION 18 - DESTRUCTION .................................................................................................................. 27
18.1 Damage or Destruction. .................................................................................................... 27
SECTION 19 - ACCESS BY LANDLORD ................................................................................................... 28
19.1 Right of Entry. .................................................................................................................... 28
19.2 Excavation. ........................................................................................................................ 28
SECTION 20 - SURRENDER OR ABANDONMENT OF PREMISES ........................................................ 28
20.1 Surrender of Possession. .................................................................................................. 28
20.2 Holding Over. .................................................................................................................... 28
20.3 Voluntary Surrender. ......................................................................................................... 29
SECTION 21 - QUIET ENJOYMENT .......................................................................................................... 29
21.1 Landlord Covenant. ........................................................................................................... 29
SECTION 22 - AUTHORITY OF PARTIES ................................................................................................. 29
22.1 Authority. ........................................................................................................................... 29
SECTION 23 - SIGNS ................................................................................................................................. 29
23.1 General. ............................................................................................................................. 29
23.2 Tenant’s Interior Signs. ..................................................................................................... 29
23.3 Sign Requirements. ........................................................................................................... 30
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease iii
S:\PUBLIC\City Clerk's Office\City Council\Cit y Council Meetings\2016\Council Packets\03.01\7F EXHIBIT Lease Agreement with Scotch and Vine for Riverbend Restaurant DRAFT.docx
SECTION 24 – DISPLAYS: AUCTIONS AND SALES ............................................................................... 30
24.1 General. ............................................................................................................................. 30
SECTION 25 - MISCELLANEOUS ............................................................................................................. 30
25.1 Successors or Assigns. ..................................................................................................... 30
25.2 Tenant Defined. ................................................................................................................. 30
25.3 Broker’s Commission. ....................................................................................................... 30
25.4 Partial Invalidity. ................................................................................................................ 30
25.5 Recording. ......................................................................................................................... 31
25.6 Notices. .............................................................................................................................. 31
25.7 Plats and Riders; Marginal Headings; Captions. .............................................................. 31
25.8 Waiver. .............................................................................................................................. 31
25.9 Joint Obligations. ............................................................................................................... 31
25.10 Time. .................................................................................................................................. 31
25.11 Inability to Perform. ........................................................................................................... 32
25.12 Choice of Law; Venue. ...................................................................................................... 32
25.13 Legal Expenses. ................................................................................................................ 32
25.14 Competition. ...................................................................................................................... 32
25.15 Acceptance of Keys. .......................................................................................................... 32
25.16 Landlord’s Consent. .......................................................................................................... 32
25.17 No Light, Air or View Easement. ....................................................................................... 32
25.18 Name. ................................................................................................................................ 33
25.19 Submission of Lease. ........................................................................................................ 33
25.20 Prior Agreements. ............................................................................................................. 33
25.21 Construction. ..................................................................................................................... 33
25.22 Financial Statements. ........................................................................................................ 33
25.23 Effective Date. ................................................................................................................... 34
EXHIBITS
Exhibit A Premises
Exhibit A-1 Depiction of Premises
Exhibit B Landlord Improvements
Exhibit B-1 Landlord’s Improvement Work Schedule
Exhibit C Tenant Improvements
Exhibit C-1 Tenant’s Improvement Work Schedule
Exhibit D Minimum Rent for Extension Period
Exhibit E Insurance Requirements
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 1
RETAIL LEASE
THIS RETAIL LEASE is made by and between the city of Kent, a Washington municipal
corporation (hereinafter referred to as the “Landlord”), and RL Kids LLC, d/b/a Scotch and Vine, a
Washington limited liability corporation (hereinafter referred to as the “Tenant”):
WHEREAS, the Landlord is the owner of certain real property and improvements at the
Riverbend Clubhouse, located at 2019 W. Meeker St., Kent, Washington, 98032, and Landlord intends to
lease a portion of that property, including generally a restaurant dining area, banquet area, kitchen, walk-
in coolers, back offices, and dry storage (the “Leased Premises” or the “Premises”). The Premises are
more particularly described on Exhibit A, attached, and shown on the drawing in Exhibit A-1, attached;
WHEREAS, Landlord desires to lease the Premises to Tenant under the terms of this Lease
agreement and Tenant desires and agrees to take and lease the Premises;
NOW THEREFORE, for and in consideration of the rents reserved and the terms and conditions
in this Lease, the Landlord does rent, demise and lease to Tenant, and Tenant takes and leases from
Landlord the Premises:
SECTION 1 - BASIC LEASE PROVISIONS AND ENUMERATION OF EXHIBITS
1.1 Basic Lease Provisions.
Landlord: The City of Kent, Washington
Landlord’s Address: 220 4th Ave. S.
Kent, WA 98032
Phone: 253-856-5100
Fax: 253-856-6050
Email:
Tenant: RLKids LLC, d/b/a Scotch and Vine
Tenant’s Address:
(For Notice Purposes)
XXX
Tenant’s Address:
(At Leased Premises)
Scotch and Vine at Riverbend
2019 W. Meeker St.
Kent, WA 98032
Tenant’s Permitted
Trade Name:
XXX
Leased Premises:
See Exhibit A and Exhibit A-1, attached
Lease Term:
Ten years plus one five-year option
Possession Date:
Commencement Date:
_____________________, 2016
May 1, 2016
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Termination Date:
Rent Abatement:
Ten years after the Commencement Date, unless the Lease
Term is extended pursuant to Section 3.1(c) below.
Free Rent first 3 months from Rent Commencement
Monthly Rent:
(including escalators;
commencing at end of
90-day Abatement
Period)
Month Minimum
Monthly Rent
Maximum
Monthly Rent
1-3 $0 $0
4-12 $5000.00 $9000.00
13-24 $5000.00 $12,000.00
25-120 $5000.00 Established by
Percentage Rent
Percentage Rent:
Utilities:
Eight percent (8%) of gross sales (as defined in
Subsection 4.3(c)) composed of:
• 4% true rent
• 2.5% utilities
• 1.5% triple net
Included in Rent, in part consideration of 8% Percentage Rent
Leasehold Tax:
Number of Days for Completion of
Landlord’s Work:
Number of Days for Completion of
Tenant’s Work:
Tenant to pay all leasehold tax due under state law, currently
Estimated at 12.84%
_______________
_______________
Security Deposit: $7000.00, to be paid upon Lease execution.
First Month’s Rent: $5000.00, to be paid upon Lease execution and applied to
Minimum Rent for Month four of the Lease Term.
Landlord Improvements:
Tenant Improvement:
Landlord will repair, refurbish, install or construct the items
listed on the Landlord Work List attached as Exhibit B.
Tenant will install or construct improvements generally in
accordance with the plan attached as Exhibit C at an
estimated build-out cost of $300,000 to $350,000.
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 3
Permitted Uses:
Outdoor Seating:
The Tenant will operate the Premises to complement and
enhance the Riverbend Golf Complex golfer and client
experience. Tenant will use the Premises for the operation
of a casual sit down full service restaurant with a Class H
liquor license and full bar serving breakfast, lunch, and
dinner seven (7) days a week. Tenant will provide catering
for golf tournaments and special events, and will provide a
food and beverage cart service at a location and at times as
required and approved by Landlord, which will be expanded
during peak months of the golfing season so as to exceed
golfer’s expectations.
Tenant may, at no additional rent, establish outdoor seating
on the patio area shown on Exhibit A-1 that is adjacent to
the Premises, after first obtaining applicable federal, state,
and local permits or approvals. Excluding any patio
planters, Tenant, at its sole expense, will maintain the patio
in clean, usable condition before, during, and after its use.
Tenant will provide all restaurant amenities, including
without limitation, tables, chairs, waste receptacles, wait
stations, etc.
Exclusive Use: During the initial Lease Term so long as Tenant is not in
default under the Lease, and subject to Section 5.1(b)
below, Landlord agrees that from and after that date
Landlord will not enter into any future lease within the
Riverbend Golf Complex with a tenant whose primary use
is for food or restaurant services.as a full-service sit down
restaurant or for on-site catering. “Full-service sit down” is
defined as a sit down restaurant with table service and wait
staff. Tenant acknowledges and agrees that the Exclusive
Use will automatically term inate and be of no further effect
without notice from Landlord in the event that (i) Tenant
remains in default of the Lease beyond any applicable cure
period, and Tenant is not allowed subsequently to cure the
default; (ii) Tenant discontinues its operations in the
Premises for more than thirty (30) consecutive days (except
in connection with casualty, condemnation, force majeure,
permitted assignment or subletting, periodic remodeling, or
national holidays (collectively, “permitted closures”); or (iii)
subject to the exceptions set forth in subsection (ii) hereof,
Tenant does not operate the Premises for the use
specifically set forth in Section 1.1.
1.2 Significance of Basic Lease Provisions.
Paragraph 1.1 represents a summary of the basic terms of this Lease. In the event of any
inconsistency between the terms contained in Paragraph 1.1 and any specific provision in this Lease, the
terms of the more specific provision will prevail.
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1.3 Enumeration of Exhibits.
The exhibits enumerated in this Section 1.3 and attached to this Lease are incorporated herein by
reference and are to be construed as a part of this Lease. Each party agrees to perform any obligation on
its part stated in any and all exhibits:
Exhibit A Premises
Exhibit A-1 Depiction of Premises
Exhibit B Landlord Improvements
Exhibit B-1 Landlord’s Improvement Work Schedule
Exhibit C Tenant Improvements
Exhibit C-1 Tenant’s Improvement Work Schedule
Exhibit D Minimum Rent for Extension Period
Exhibit E Insurance Requirements
SECTION 2 - PREMISES
2.1 Premises and Demise-Generally.
Landlord hereby leases, rents and demises to Tenant, and Tenant hereby accepts from Landlord, subject
to and with the benefit of the terms and provisions of this Lease, the Premises described in Section 1.1
and generally depicted in Exhibit A-1. The Premises, and the Furniture, Fixtures & Equipment (FF&E)
located therein on the date that the Premises are delivered to Tenant are delivered AS IS WHERE IS.
Landlord warrants it is the owner of the FF&E, free of any claims of third parties. Tenant will pay all
personal property taxes due going forward from the date of this Lease. In addition, Tenant will be
required, at the end of the Lease Term, to leave any affixed FF&E in place (limited to 2 walk-in coolers, 1
walk-in freezer system, and all hoods and venting within the Premises) in the Premises at no cost to
Landlord and in the same condition as at the time of delivery, reasonable wear and tear excepted. The
Premises does not include the space above the suspended ceiling or below the surface of the floor slab;
provided, however, commencing 60 days after the Commencement Date, Tenant will be solely
responsible for the cost of maintaining all systems (such as electrical, lighting, heating and plumbing) or
portions thereof that exclusively serve the Premises, but are located outside the Premises. Landlord
warrants that those systems are in good working condition as of the Commencement Date.
2.2 Patio Area—Revocable License.
Tenant is granted a revocable license to use an area identified as the crosshatched area on Exhibit A-1
(the “Patio Area”) for the purpose of an outdoor seating area, provided that the Tenant’s use does not
violate any governmental rule or restriction, and provided further that Landlord will have the right to
approve the location and design of the Patio Area (including but limited to the partitioning of the Patio
Area), which approval will not be unreasonably withheld. Tenant will, at its sole cost and expense,
comply with all relevant governmental rules, regulations or ordinances and obtain all necessary permits or
licenses for the same. Tenant’s use and occupancy of the Patio Area will be subject to all of the terms
and provisions of this Lease as if the Patio Area were part of the Premises, including without limitation all
of the insurance and indemnification provisions of the Lease; provided, however, Tenant will not be
obligated to pay any additional Minimum Rent for the Patio Area (but all Gross Sales made from the Patio
Area used by Tenant will be included in determining Tenant’s Percentage Rent obligation under the
Lease). Tenant will at all times when Tenant is using the Patio Area keep the Patio Area in a clean and
neat condition consistent with the standards that would be expected in a first class golf complex.
Landlord, however, will be responsible for landscaping and planters on the patio area, if any. Tenant will
not allow any music or other noise or any odors to emanate from the Patio Area that would unreasonably
disturb any users of the Riverbend Golf Complex or their clients or customers. If Tenant fails to comply
with the requirements of this Section 2.2 after a reasonable written notice and opportunity to cure,
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 5
Landlord will have the right to cure Tenant’s default, and Tenant will reimburse Landlord for any costs
incurred by Landlord as additional rent. Notwithstanding anything to the contrary set forth in this Section
2.2, in the event that Landlord provides Tenant with more than 2 notices of default, and those defaults are
uncured under this Section 2.2 in any calendar year, Landlord will have the right to revoke this revocable
license on written notice to Tenant, which notice will be effective when received by Tenant.
SECTION 3 – TERM, LANDLORD’S AND TENANT’S WORK
3.1 Lease Term
(a) Possession Date. The “Possession Date” will be the date Landlord delivers the
Premises to Tenant with substantial completion of Landlord’s Work (as defined in Section 3.2(a) below),
which will be no earlier than _________________________, 2016.
(b) Commencement and Termination Date. This Lease will be for the term set forth
in Section 1.1 above (hereinafter referred to as the “Term” or “Lease Term “) and will commence April 1,
2016, and the Lease Term will terminate at midnight of the Termination Date set forth in Section 1.1
above (hereinafter referred to as the “Termination Date”). If the Commencement Date occurs on any other
day other than the 1st day of a calendar month, then the Lease Term will be extended to include that portion
of the calendar month necessary for the Termination Date to occur on the last day of that calendar month. If
Tenant fails to surrender the Premises at the end of the Lease Term, or any renewal or extension, Tenant
will be liable for, and will indemnify Landlord against, all claims and demands made by any succeeding
tenants against Landlord founded upon delay by Landlord in delivering possession of the Premises to the
succeeding tenant.
(c) Option to Extend. Provided that no Event of Default exists at the time Tenant
elects to exercise an option, Tenant may extend the Term of this Lease for one (1) period of five years.
Tenant must exercise this right by delivering written notice of Tenant's exercise at least six, but not more
than nine months prior to the expiration of the Term. The extension of the Term will be on the same
terms, covenants and conditions as in this Lease, other than Minimum Rent. Minimum Rent for the
extension period will be as set forth in Exhibit D.
(d) Landlord’s Redevelopment Option. Tenant acknowledges and agrees that,
beginning April 1, 2026, Landlord will have the right at any time upon twelve (12) months’ prior written notice
from Landlord to Tenant during the Option Period (i.e., notice may be given as early as April 1, 2025) to
redevelop all or any part of the Riverbend Golf Complex, which may include demolishing the Building and/or
Premises and rearranging, contracting or expanding the location, size, dimensions and appearance of the
Riverbend Golf Complex, including without limitation, the buildings, structures, other improvement areas and
facilities, and the common areas (and their entranceways and exits), and/or combine the Premises with
space adjacent to the Premises. If Landlord elects to redevelop the Riverbend Golf Complex that results in
the demolition of Tenant’s Premises, then Landlord or Tenant will have the right to terminate this Lease
upon six (6) months written notice.
(1) No Liability for Landlord. Notwithstanding anything contained in this Lease
to the contrary, Tenant agrees that:
(i) Landlord will have no liability, and Tenant will not be entitled to
any compensation or a reduction or abate of Rent prior to termination, as a result of Landlord’s exercise of
its rights under Section 3.1(d) above;
(ii) Tenant will not commence any action or proceeding seeking
injunctive or declaratory relief in connection with any of the rights reserved to Landlord under Section 3.1(c)
above. If Tenant intends to commence any action or proceeding, it will only seek monetary relief, provided
that in no way will this be deemed a waiver or modification of subsection 3.1(d)(1)(i) above; and
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 6
(iii) If Landlord will prevail in any action or proceeding taken by
Tenant, Tenant will pay to Landlord, as Additional Rent, a sum equal to all legal fees, costs and
disbursements, incurred by Landlord in any way related to, or arising out of, that action or proceeding.
3.2 Landlord’s and Tenant’s Work.
(a) Landlord’s Work. Landlord will, at its sole cost and expense as soon as is
reasonably possible, commence and pursue to completion the improvements to be constructed by
Landlord to the extent shown on the attached Exhibit B (“Landlord’s Work”). The term “substantial
completion of the Landlord’s Work” is defined as the date on which Landlord notifies Tenant in writing that
the Premises are substantially complete to the extent of Landlord’s Work, except work that Landlord
cannot complete until Tenant performs necessary portions of its work. The work schedule for Landlord's
Work is set forth in Exhibit B-1 and Tenant's Work is set forth in Exhibit C-1. In addition, Landlord will
deliver the Premises to Tenant with all utilities (i.e. water, plumbing/sewer, electrical, grease interceptor,
hood system, and all refrigeration/freezers in good working condition). Tenant will notify Landlord within
60 days of the Possession Date if any of these items are not in good working order and Landlord will be
obligated to repair the same.
(b) Tenant’s Work. Tenant will commence the installation of fixtures, equipment and
any other Tenant’s Work promptly following the Possession Date and Tenant will diligently pursue its
installation and work completion within the period set forth in Section 1.1 above. Tenant will pursue
issuance of permits with due diligence and will pick up all permits within five days after receipt of
notification from the Landlord that the permits are ready. Tenant’s failure to complete Tenant’s Work
within the period set forth in Section 1.1 will be a material breach of this Lease. All of Tenant’s Work will
be at Tenant’s sole cost and expense and will be pursuant to plans and specifications approved, in
writing, by Landlord. Tenant’s contractor will name Landlord as an additional insured on contractor’s
insurance policies. All Tenant’s Work will be undertaken and completed in a good, workmanlike manner
and Tenant will obtain all necessary governmental permits, licenses and approvals and will fully comply
with all governmental statutes, ordinances, rules and regulations. Tenant covenants that no work by
Tenant or Tenant’s employees, agents or contractors will disrupt or cause a slowdown or stoppage of any
work conducted by Landlord on the Premises or the Riverbend Golf Complex. Tenant’s failure to comply
with the terms and conditions of this provision will be a material breach of this Lease. If required by
Landlord, Tenant will provide its own trash container(s) as needed for containment and removal of
construction debris from Tenant’s Work, and Tenant will remove the trash containers prior to opening for
business. The Landlord must first approve the location of the trash containers. Tenant and its contractor, if
any, will keep adjoining Complex areas free of all construction and related debris. Prior to opening for
business, Tenant will remove all construction and related debris from the Premises and adjacent areas, and
all those areas will be clean and the adjacent areas will be returned to the condition they were in prior to
commencement of Tenant’s Work.
(c) Delay. Tenant will have no claim whatsoever against Landlord for any damages
arising out of Landlord’s failure to achieve substantial completion of the Premises by the Possession
Date; provided, however, if substantial completion is not achieved by , 2016,
then both Landlord and Tenant will have the right to terminate this Lease as their sole and exclusive
remedy for Landlord not achieving substantial completion by sending 30 days prior written notice of its
election hereunder to the other party However, if Tenant gives this termination notice to Landlord, the
notice will be automatically deemed rescinded if Landlord achieves substantial completion prior to the
expiration of the 30 day period.
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3.3 Statement as to Lease Term.
When the Commencement Date and Termination Date of the Lease Term have been determined
as provided in Section 3.1, at Landlord’s request, the Tenant will execute, acknowledge and deliver to the
Landlord, a written statement in recordable form specifying the Commencement Date and Termination
Date of the Lease Term, and those dates will be deemed inserted in Section 1.1 and 3.1 above.
SECTION 4 - RENT
4.1 Minimum Rent.
Tenant will pay to Landlord, without notice or demand and without any set-off deduction
whatsoever, as fixed Minimum Rent the monthly sums set forth in Section 1.1 above (the “Minimum
Rent”). Tenant will pay the Minimum Rent in advance on or before the first day of each calendar month of
the Lease Term commencing with the Commencement Date of this Lease. The Minimum Rent will be
delinquent if not paid on or before the first day of each month. If the Lease Term commences or expires
on a day other than the last day of a calendar month, the Minimum Rent for that month will be a prorated
portion of the monthly Minimum Rent, based upon a 30 day month. The Tenant must have deposited
with Landlord the first month’s Minimum Rent upon the execution of this Lease.
4.2 Security Deposit.
Upon the execution of this Lease, Tenant must have deposited with Landlord as a “Security
Deposit” the sum shown in Section 1.1 above. The Landlord will hold this sum as security for the faithful
performance by Tenant of all the terms, covenants and conditions of this Lease during the entire Term . If
Tenant defaults with respect to any provision of this Lease, including, but not limited to, the provisions
relating to the payment of Minimum Rent, Percentage Rent, Adjustments or other charges or sums due
under this Lease, Landlord may (but will not be required to) use, apply or retain all or any part of the
Security Deposit for (a) the payment of any Minimum Rent, Percentage Rent, Adjustment or other
charges or sums due under this Lease or any sum in default, (b) for the payment of any amount that
Landlord may spend or become obligated to spend by reason of Tenant’s default, or (c) to compensate
Landlord for any other loss, damage, cost or expense (including attorneys’ fees) that Landlord may suffer
or incur by reasons of Tenant’s default. If any portion of the Security Deposit is so used or applied,
Tenant will, within five days after receiving Landlord’s written demand, deposit a certified or cashier’s
check with Landlord in an amount sufficient to restore the Security Deposit. If Tenant fails to restore the
Security Deposit within this five day time period or if Tenant makes at least three consecutive late
payments of any sum required under this Lease, Landlord will have the option to require Tenant to
increase the amount of the Security Deposit by one hundred percent (100%), which increased sum will be
retained by Landlord and may be applied by Landlord as provided in this section. If Tenant fully and
faithfully performs every provision of this Lease, the Security Deposit or any balance remaining after
deduction by Landlord will be returned to Tenant (or, at Landlord’s option to the last assignee of Tenant’s
interest) within 30 days following expiration of the Lease Term; provided, that in the event this Lease is
terminated by or upon the default of the Tenant, the Landlord will retain the Security Deposit and all of
Tenant’s interest in the Security Deposit will terminate. In the event of termination of Landlord’s interest
in this Lease, Landlord will transfer the Security Deposit to Landlord’s successor in interest.
4.3 Percentage Rent.
(a) Tenant’s Obligation. Tenant will pay to Landlord additional percentage rent in an
amount equal to eight percent (8%) per month, comprised of four percent (4%) true rent, two and one-half
percent (2.5%) to pay for Tenant’s share of utilities, and one and one-half percent (1.5%) triple net,
(“Percentage Rent”). The Percentage Rent will be calculated on the Tenant’s gross sales made in, upon
and/or from the Premises, less Minimum Rent paid by Tenant, all as more fully set forth below.
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 8
(b) Monthly Statements. Within 30 days after the end of each calendar month of the
Lease Term, commencing with the 30th day of the month following the month in which the Commencement
Date commences, and ending with the 30th day of the month next succeeding the last month of the Lease
Term, Tenant will furnish to Landlord a written statement certified by Tenant to be correct, showing the total
gross sales made in, upon and/or from the Premises during the preceding calendar month. Tenant will
include with each statement a payment to Landlord equal to the stated percentage of the total monthly gross
sales made in, upon, or from the Premises during that calendar month, less the Minimum Rent for that
calendar month, if previously paid. Notwithstanding any other provision of this Lease, if the Tenant fails or
refuses to submit the monthly statement within the 30 day time period, and Tenant’s failure continues for ten
days after written demand by Landlord to Tenant, then it will be deemed that the gross sales for that month
are double that necessary for the payment of the Minimum Rent, and that amount will be immediately due
and payable.
(c) Definition. The term “gross sales”, as used herein, means the same as Gross
Sales reported by Tenant to the State of Washington, Department of Revenue, for purposes of sales, use
and excise tax reporting.
(d) Records. The Tenant will keep full, complete and proper books, records and
accounts in accord with generally accepted accounting principles of its daily gross sales, both for cash and
on credit, of each separate department, subtenant, and concessionaire at any time operated in the
Premises. The Landlord and its agents and employees will have the right at any reasonable time during
regular business hours to examine and inspect all Tenant’s books and records, including any sales tax
reports, pertaining to the business of the Tenant conducted in, upon, and/or from the Premises, for the
purpose of investigating and verifying the accuracy of any statement of gross sales. Tenant will keep all
these records for at least three years. Tenant will maintain all records on the Premises, or otherwise keep
them readily available. Once in any calendar year, Landlord may cause an audit of the business of Tenant
for any or all years for which records are retained, which audit will be made by an accountant of Landlord’s
selection, and if the statement of gross sales previously made to Landlord is found to be inaccurate, then
there will be an adjustment and the Tenant will pay the Landlord on demand the sums necessary to settle in
full the accurate amount of Percentage Rent that should have been paid to Landlord for the period or
periods covered by the inaccurate statement or statements. If the audit discloses an inaccuracy of greater
than a three percent (3%) error with respect to the amount of gross sales reported by Tenant for the
reporting period, then, in addition to any adjustment, the Tenant will immediately pay the Landlord’s
reasonable cost of the audit; otherwise, the Landlord will pay the audit cost.
(e) No Partnership. It is understood that the fixing of a portion of the rental on a
percentage of the gross sales of the business does not create a partnership or joint venture relationship
between the parties, that Landlord assumes no liability for the Tenant’s business operation, and that these
rent provisions are for the sole purpose of fixing and determining the total rents to be paid by Tenant to
Landlord.
(f) Waiver. The acceptance by Landlord of any monies paid to Landlord by Tenant
pursuant to this Section 4.3 will not be deemed an admission by Landlord of the accuracy of any monthly
statement furnished by Tenant during the time period reported or of the sufficiency of the amount of any
payment, and without impairing the Landlord’s right to inspect the books and records of Tenant and receive
any additional sums due from Tenant disclosed by any audit or inspection, as described above.
4.4 Adjustments.
(a) Taxes, Assessments, and Insurance.
(1) In addition to the Minimum Rent provided in Section 4.1 above, and
commencing on the Commencement Date, Tenant will pay to Landlord in monthly installments, the
Tenant’s pro rata share for all leasehold taxes, if required by law, at the rate established by the State of
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 9
Washington. The current rate is 12.84% as established by Chapter 82.29A, Revised Code of
Washington.
(2) The Tenant will pay its proportionate share of all assessments, whether
special or general and including any road improvement districts, local improvement districts, water
improvement districts, if any, and any other utility installation hookup, connection, tie in or similar charges
or assessments that are levied upon and/or assessed against the Premises or the Riverbend Golf
Complex that become payable during the Lease Term , plus the cost of professional consultants and/or
counsel to analyze tax bills and prosecute any protest, refunds and appeals
(3) The Tenant will obtain all types of insurance with limits as referenced in
Section 1.1 and as more particularly described in Exhibit E.
(b) Common Area Maintenance and Charges.
(1) The terms “common areas” or “Common Areas” refer to all areas within
the exterior boundaries of the Riverbend Golf Complex and all internal areas within the Riverbend Golf
Complex that are not included as part of the Premises that are now or subsequently become available for
general use, convenience and benefit of Landlord and other persons entitled to occupy space in the
Riverbend Golf Complex, which areas will include but not be limited to, parking areas, roofs (including
roof structures and membranes), driveways, sidewalks, cart paths, landscaped and planted areas
(including tees, fairways, greens, and other golf course amenities), streets or roadways, passageways,
service corridors, loading platforms, delivery areas, public bathrooms, directory and wayfinding signage,
common lighting facilities, drainage areas, drinking fountains, public meeting rooms, and all furniture,
decorations and fixtures.
(2) In consideration of the Landlord not imposing a common area
maintenance charge, Landlord reserves the right to:
(i) change the name of the Riverbend Golf Complex, and its
subsidiary parts,
(ii) install, maintain, alter and remove signs on, in or about the
Riverbend Golf Complex, except Tenant’s signage, without Tenant’s prior written consent,
(iii) add land, easements or other interests to or eliminate the same
from the Riverbend Golf Complex, and grant easements and other interests and rights in the Riverbend
Golf Complex to other parties,
(iv) add, alter, expand, reduce, eliminate, relocate or change the
shape, size, location, character, design, appearance, use, number or height of any permanent or
temporary buildings, structures, improvements, surface parking, kiosks, carts, planters, pools, waterfalls,
parking areas, driveways, landscaped areas (including tees, fairways, greens, and other golf course
amenities), and other Common Areas, change the striping of parking areas and direction and flow of
traffic, and convert Common Areas to leasable areas and leasable areas to Common Areas; provided,
that Landlord will not change the size, layout or dimensions of the Premises, nor materially alter the
existing access or visibility of the Premises, to the general public,
(v) grant licenses for use of portions of the Common Areas,
(vi) enclose any other area, or remove any enclosure, or add one or
more additional levels or stories to all or part of any building in the Riverbend Golf Complex, whether or
not the Premises are part of the affected structure, and add structural support columns that may be
required, and
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(vii) in connection with the foregoing matters outlined in Subsections
(i) – (vi) above, or with any other inspections, repairs, maintenance, improvements or alterations in or
about the Riverbend Golf Complex, or as a result of any casualty, incident, strike, condemnation, act of
God, law or governmental requirement or request, or any other cause, erect scaffolding, barricades, and
other structures reasonably required in, or otherwise close to, Common Areas or portions thereof,
including but not limited to public walkways and areas, restrooms, and stairways.
However, in connection with exercising these section 4.4(b) rights, Landlord will insure that: (A)
reasonable steps are taken to minimize or avoid any denial of access to the Premises except when
necessary on a temporary basis, (B) reasonable steps are taken to avoid materially changing the
configuration or reducing the square footage of the Premises, unless required by laws or other causes
beyond Landlord's reasonable control (and in the event of any permanent material reduction, the Rent,
breakpoint, and taxes charge will be proportionately reduced), and (C) at Landlord's expense, move
Tenant's entrance doorway if access is materially impaired.
(3) Landlord will keep the Common Areas in a neat, clean, and orderly
condition, properly lighted and landscaped, and will repair any damage to the facilities.
4.5 No Offsets or Deductions/Place of Payment.
All Minimum Rent, Percentage Rent, other charges will be paid in lawful money of the United
States of America and will be paid without offset or deduction. Landlord will have the right to designate,
from time to time, the place or places at which Tenant will tender all Minimum Rent, Percentage Rent, and
other charge payments.
4.6 Late Charges.
Tenant hereby acknowledges that late payment by Tenant to Landlord in rent or other sums due
will cause Landlord to incur costs not contemplated by this Lease, the exact amount of which will be
extremely difficult to ascertain. These costs include, but are not limited to, processing and accounting
charges, and late charges that may be imposed upon Landlord by terms of any bond or loan covering the
Premises or Riverbend Golf Complex. Accordingly, if the Landlord does not receive from Tenant any
installment of Minimum Rent, Percentage Rent, or other charge that becomes due on within five days of
the due date (for Minimum Rent and Percentage Rent, the 5th day of each month), then Tenant will pay to
Landlord a late charge equal to the greater of three percent (3%) of the amount past due or One Hundred
Fifty and No/100 Dollars ($150.00), plus any attorneys’ fees that may be incurred by Landlord. The
parties have reviewed this amount and acknowledge that these late charges represent a fair and
reasonable estimate of the cost that Landlord will incur by reason of the late payment by Tenant.
Landlord’s acceptance of this late charge will in no event constitute a waiver of Tenant’s default with
respect to the overdue amount, nor prevent Landlord from exercising any of the other rights and remedies
granted in this Lease. This late charge will apply individually to each payment past due without any daily
pro rata adjustment to any charge.
4.7 Interest; Insufficient Funds.
Whenever in this Lease any sum (except late charges imposed pursuant to Section 4.6) payable
to Landlord is not paid when due, the same will, at Landlord’s option, bear interest from the date due until
paid at the rate of eight percent (8%) per annum. Any payment of any kind returned for insufficient funds
will be subject to a handling fee of $50.00 in addition to any late charge or interest.
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SECTION 5 - USE
5.1 Permitted Uses.
(a) General Use. Tenant will not use, permit or suffer the use of the Premises for
any business or purpose other than those specifically set forth in Section 1.1 above and will not engage in
any use that violates or interferes with Riverbend Golf Complex operations or any other exclusive use
granted by Landlord to other tenants. Landlord warrants that the use set forth in Section 1.1 does not
violate any other exclusive use granted by Landlord within the Riverbend Golf Complex. Further, Tenant
will not conduct any business in the Premises under any trade name other than the Permitted Trade
Name set forth in Section 1.1 above. Landlord makes no representation or warranty and has given no
assurance, express or implied, as to the availability or continued availability of Tenant’s Permitted Trade
Name. Tenant will indemnify, defend and hold Landlord harmless from any and all losses, claims, causes
of action, judgments and liabilities (including but not limited to attorneys’ fees and costs) arising out of or
relating to Tenant’s use of its Permitted Trade Name, including but not limited to trademark and service
mark infringement and dilution claims.
(b) Exclusive Use. Notwithstanding anything to the contrary set forth herein—but
with the exception of any portion of the Riverbend Golf Complex that is sold or leased for redevelopment,
so long as Tenant is not in default under the Lease, Landlord agrees that from and after the date hereof
Landlord will not enter into any future lease within the Riverbend Golf Complex with a tenant whose
primary use is as a full service sit down restaurant with on-site catering services. For purposes of this
Section, “primary use” is defined as activities that generate at least 20% or more of the tenant’s gross
sales. “Full service sit down” is defined as a sit down restaurant with table service and wait staff. Tenant
acknowledges and agrees that this Exclusive Use will automatically terminate and be of no further force
and effect without further notice from Landlord in the event that (i) Tenant remains in default of the Lease
beyond any applicable cure period; or (ii) Tenant discontinues its operations in the Premises for more
than 30 consecutive days (except in connection with casualty, condemnation, force majeure, permitted
assignment or subletting, periodic remodeling, periodic taking of inventory, or national holidays;
collectively, “permitted closures”), Tenant does not operate the Premises for the use specifically set forth
in Section 1.1.
5.2 Uses Prohibited.
(a) Generally. Tenant will not do or permit anything to be done in or about the
Premises nor bring or keep anything there that will in any way increase the existing rate of, or affect any,
fire or other insurance upon the Premises, the building (the “Building”) of which the Premises is a part, or
the Riverbend Golf Complex, nor will Tenant cause a cancellation of any insurance policy covering all or
any part of the Premises, Building, Riverbend Golf Complex, or any of its contents. Tenant will take all
reasonably necessary action to prevent excessive odors, emissions, fumes, liquids or other substances or
excessive noise from escaping or extending beyond the Premises, and Tenant will not use or allow the
Premises to be used for any improper, immoral, unlawful or objectionable or offensive purpose, nor will
Tenant cause, maintain, or suffer or permit any nuisance in, on or about the Premises. Tenant will not
commit or allow to be committed any waste in or upon the Premises and will refrain from using or
permitting the use of the Premises or any portion thereof as living quarters, sleeping quarters or for
lodging purposes. If the Landlord reasonably determines that the Tenant is creating or causing any of
these prohibited uses, then Tenant will be responsible for installing, providing for and maintaining, at
Tenant’s sole cost and expense, measures to mitigate the nuisance or potential nuisance. The Landlord
must first approve the Tenant’s type and adequacy of mitigating measures as well as the time allowed to
complete the measures. The construction, installation, maintenance and repair of the mitigating measures
will be accomplished in accordance with the requirements set forth in Sections 9 and 10 below. If Tenant
fails to complete the mitigating measures as required by Landlord or if Tenant fails to complete the
mitigating measures within the time allowed, Landlord may terminate the Lease upon giving 30 days prior
written notice. Notwithstanding anything to the contrary herein and in addition to all other remedies
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available to Landlord, Tenant will indemnify Landlord for all damages, costs and fees (including attorney’s
fees and costs) incurred by Landlord as a result of Tenant’s breach of this Section 5.2.
5.3 Operation of Business.
(a) General.
(1) Conduct of Business. Tenant will conduct its business on the Premises
during the entire Lease Term with diligence and efficiency to produce all of the Gross Sales that may be
produced by Tenant’s operation, unless prevented from doing so by causes beyond Tenant’s control.
Tenant will keep in stock on the Premises a full and ample line of cookware, serving ware, and food stuffs
for the purpose of operating its business and will maintain staffing sufficient to maximize Tenant’s
operations. Subject to the provisions of this Lease, Tenant will continuously conduct and carry on
Tenant’s business in the Premises without interruption and will keep the Premises open for business and
cause Tenant’s business to be conducted during the days and hours designated from time to time by
Landlord, which at the time of the execution of this Lease Landlord designates to be:
Landlord and Tenant will determine from time to time, in writing, the schedule for
Tenant’s operating hours. If no written schedule is in effect or if Landlord and Tenant cannot agree on an
operating schedule, Monday through Sunday minimum hours of operation will be as follows:
Breakfast
Lunch
Dinner
Cart service on golf course
6:30 a.m. to 10:30 a.m.
11:30 a.m. to 3:00 p.m.
4:30 p.m. to 10:00 p.m.
10:00 a.m. to 4:00 p.m.,
March – October (unless
otherwise agreed between
Landlord and Tenant)
This provision will not apply if the business of Tenant is temporarily discontinued on account of
strikes, lockouts or similar causes beyond Tenant’s reasonable control.
(b) Failure to Operate. If Tenant should fail to be open to the public on a fully-
operational basis during all hours required under this Lease, in addition to being in material breach of this
Lease, Tenant will immediately pay to Landlord, for each day or portion of any day that Tenant fails to
open a “Failure to Open” charge of Two Hundred Dollars ($200.00).
5.4 Compliance with Laws.
Tenant will, at its sole cost and expense, promptly comply with all local, state or federal laws,
statutes, ordinances and governmental rules, regulations or requirements now in force or that may
subsequently be in force with respect to Tenant’s use and occupancy of the Premises and Tenant’s
business. Tenant will also, at its sole cost and expense, comply with the requirements of any board of fire
underwriters or other similar bodies now or hereafter constituted relating to or affecting the condition, use
or occupancy of the Premises (excluding structural changes not related to or affected by Tenant’s
improvements or acts). Landlord represents that the Premises comply with all local, state or federal laws,
statutes, ordinances and governmental rules, regulations or requirements now in force as of the
Possession Date. The judgment of any court of competent jurisdiction or the admission of Tenant in any
action against Tenant, whether or not Landlord is a party, that Tenant has violated any law, statute,
ordinance or governmental rule, regulation or requirement, will be conclusive of that fact as between the
Landlord and Tenant. The Tenant will be solely responsible for and pay, and will indemnify and hold
Landlord harmless from and against all costs, expenses (including attorneys’ fees), fines, damages,
penalties, and surcharges incurred or arising by reason of Tenant’s failure to promptly and completely
perform the Tenant’s obligations under this Section 5.4.
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5.5 Hazardous Material.
Tenant will not cause or permit any Hazardous Material, as defined below, to be brought upon,
kept or used in or about the Premises by Tenant, its agents, employees, contractors or invitees, except in
accordance with all applicable laws, rules and regulations. If Tenant breaches the obligations stated in
the preceding sentence, or if the presence of any Hazardous Material caused or permitted by Tenant
results in contamination of the Premises or any part of the Riverbed Golf complex or any other property,
or if contamination of the Premises or any part of the Riverbend Golf Complex or other property by any
Hazardous Material otherwise occurs for which Tenant may be legally liable to Landlord for the resulting
damage, then Tenant will indemnify, defend and hold Landlord harmless from any and all claims,
judgments, damages, penalties, fines, costs, liabilities or losses (including without limitation, diminution in
value of the property, damages for the loss or restriction on use of rentable or usable space, damages
arising from any adverse impact on marketing or use of the Riverbend Golf Complex, damages to any
other property, and amounts paid in settlement of claims, attorneys’ fees, consultant fees and expert fees)
that arise during or after the Lease Term as a result of the contamination.
Without limiting the foregoing, this indemnification includes, without limitation, costs incurred in
connection with any investigation of site conditions or any cleanup, remedial, removal or restoration work
required by any federal, state or local governmental agency or political subdivision because of Hazardous
Material present in the soil or ground water on or under the Premises or any part of the Riverbend Golf
Complex or other property, if the presence of any Hazardous Material caused or permitted by Tenant
results in any contamination of the Premises or any part of the Riverbend Golf Complex or other property.
Tenant will promptly take all actions at its sole expense as are necessary to return the Premises or the
Riverbend Golf Complex or other property to the condition existing prior to the introduction of any
Hazardous Material; provided that Tenant will first obtain Landlord’s approval of that action, which
approval will not be unreasonably withheld so long as Tenant’s actions would not potentially have any
material adverse long-term or short-term effect on the Premises or the Riverbend Golf Complex or other
property.
As used in this Section 5.5, the term “Hazardous Material” means any hazardous, dangerous,
toxic or harmful substance, material or waste which is or becomes regulated by any local governmental
authority, the State of Washington or the United States Government, but will not mean minimal amounts
of cleaning supplies customary for the restaurant industry.
To the best of Landlord’s knowledge, Landlord has not used, generated, manufactured,
produced, stored, released, discharged or disposed of on, under, or about the Premises (or off-site of the
Premises that might affect the Premises) or transferred to or from the Premises, any Hazardous Material
or allowed any other person or entity to do so.
5.6 Representation and Warranty of Tenant.
Tenant (and, if Tenant is a corporation, partnership, limited liability company or other legal entity, that
corporation, partnership, limited liability company or entity) makes the following representations and
warranties, each of which is material and relied upon by Landlord, is true in all respects as of the date of
this Lease, and will survive the expiration or termination of the Lease. Tenant will re-certify these
representations to Landlord periodically, upon Landlord’s reasonable request:
(a) to the best of its knowledge, Tenant is not in violation of any Anti-Terrorism Law;
(b) to the best of its knowledge, Tenant is not, as of the date hereof;
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(1) conducting any business or engaging in any transaction or dealing with
any Prohibited Person, including the making or receiving of any contribution of funds, goods or services to
or for the benefit of any Prohibited Person;
(2) dealing in, or otherwise engaging in any transaction relating to, any
property or interests in property blocked pursuant to Executive Order No. 13224; or
(3) engaging in or conspiring to engage in any transaction that evades or
avoids, or has the purpose of evading or avoiding, or attempts to violate any of the prohibitions set forth in,
any Anti-Terrorism Law; and
(c) to the best of its knowledge, neither Tenant nor any of its affiliates, officers,
directors, shareholders, members or lease guarantor, as applicable, is a Prohibited Person.
If at any time any of these representations become false, then it will be considered a material
default under this Lease.
As used herein, “Anti-Terrorism Law” is defined as any law relating to terrorism, anti-terrorism,
money-laundering or anti-money laundering activities, including without limitation the United States Bank
Secrecy Act, the United States Money Laundering Control Act of 1986, Executive Order No. 13224, and
Title 3 of the USA Patriot Act, and any regulations promulgated under any of them. As used herein
“Executive Order No. 13224” is defined as Executive Order No. 13224 on Terrorist Financing effective
September 24, 2001, and relating to “Blocking Property and Prohibiting Transactions With Persons Who
Commit, Threaten to Commit, or Support Terrorism”, as may be amended from time to time. “Prohibited
Person” is defined as (i) a person or entity that is listed in the Annex to Executive Order No. 13224, or a
person or entity owned or controlled by an entity that is listed in the Annex to Executive Order No. 13224; (ii)
a person or entity with whom Landlord is prohibited from dealing or otherwise engaging in any transaction
by any Anti-Terrorism Law; or (iii) a person or entity that is named as a “specially designated national and
blocked person” on the most current list published by the U.S. Treasury Department Office of Foreign
Assets Control at its official website, http://www.treas.gov/ofac/t11sdn.pdf or at any replacement website or
other official publication of this list. “USA Patriot Act” is defined as the “Uniting and Strengthening America
by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001” (Public Law 107-
56), as may be amended from time to time.
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SECTION 6 – UTILITIES AND HVAC
6.1 Utilities.
(a) City water, sewer, and storm water use charges, electricity use charges, and gas
use charges are included in Tenant’s monthly rent, in part consideration (two and one-half percent
(2.5%)) of the 8% Percentage Rent.
(b) Tenant is responsible for all telephone, data, and cable TV costs.
(c) Tenant is responsible to pay any change in size or location to meters, piping, or
other utility facilities, if caused or required by Tenant.
(d) Tenant is responsible to pay Landlord _________ percent ( %) of Landlord’s
solid waste utility charges incurred for all solid waste receptacles used for the Premises and the building
of which the Premises is a part.
(e) Landlord will pay to operate and maintain the existing alarm system in the
building, but Tenant will be responsible for all costs incurred to modify that system to the extent caused or
required by Tenant’s operations or by Tenant’s alterations, additions, or improvements.
(f) Landlord will pay to operate and maintain the existing heating, ventilation, and air
conditioning (HVAC) system in the building, but Tenant will be responsible for all costs incurred to modify
that system to the extent caused or required by Tenant’s alterations, additions, or improvements.
6.2 Non-Liability of Landlord.
Landlord will not be liable or deemed to be in default, nor will there be any abatement of Rent for
any interruption, reduction or failure in the supply of any utilities (including telephone service) to the
Premises or the Riverbend Golf Complex unless caused by the gross negligence or willful act of Landlord.
No interruption or failure in the supply of any utilities or services will be deemed an eviction or disturbance of
Tenant or relieve Tenant from the full and complete performance of all of Tenant’s obligations under this
Lease.
SECTION 7 – LEASEHOLD AND PERSONAL PROPERTY TAXES
7.1 Tenant’s Obligations.
Tenant will pay, or cause to be paid, effective as of the Commencement Date, and before
delinquency, all leasehold tax if required by law, at a rate established by the State of Washington,
currently estimated at 12.84%. Tenant will also pay, or cause to be paid, effective as of the Possession
Date, and before delinquency, any and all taxes levied, assessed and/or that become payable during the
Lease Term upon all or any part of Tenant’s leasehold improvements, equipment, furniture, fixtures, and
any other personal property located in the Premises. In the event any or all of the Tenant’s leasehold
improvements, equipment, furniture, fixtures and other personal property will be assessed and taxed with
the real property, Tenant will pay to Landlord its share of those taxes within ten days after delivery to Tenant
by Landlord of a statement in writing setting forth the amount of those taxes applicable to Tenant’s property.
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SECTION 8 - LICENSE AND TAXES
8.1 Tenant’s Obligations.
Tenant will be liable for, effective as of the date of full execution of this Lease, and will pay
throughout the Lease Term, all license and excise fees and occupation taxes covering the business
conducted on the Premises. If any governmental authority or unit under any present or future law effective
at any time during the Lease Term will in any manner levy a tax on Rents payable under Lease or rents
accruing from use of the Premises or a tax in any form against Landlord because of, or measured by,
income derived from the leasing or rental of the Premises, Tenant will pay that tax, either directly or through
Landlord, and upon Tenant’s default, Landlord will have the same remedies as upon failure to pay Minimum
Rent.
SECTION 9 - ALTERATIONS
9.1 Acceptance of Premises.
Upon delivery of the Premises to Tenant, Tenant will acknowledge to Landlord in writing within three
days of delivery of possession of the Premises to Tenant that Tenant has inspected the Premises and
accepts it in its then condition or else, within that three day period, will notify Landlord in writing of any
patent deficiencies then apparent; provided, that a failure by Tenant to provide the above written notices to
Landlord within the three day period will be deemed acceptance of the Premises in their then condition,
except for latent defects. The Landlord’s obligation and/or liability to Tenant for deficiencies will be strictly
limited to the correction of the noted deficiencies, which correction will be made only to the extent of
compliance with the Landlord’s Work as set forth herein and in “Exhibit B.”
9.2 Alterations by Tenant.
Tenant will not make any alterations, additions or improvements in or to the Premises, including
without limitation any penetration to the roof, without the prior written consent of Landlord, which consent
to nonstructural alterations will not be unreasonably withheld, conditioned or delayed, and as to structural
alterations may be conditioned by Landlord as Landlord may deem appropriate; provided, that Tenant
may make minor non-structural alterations, additions or improvements to the Premises that in the
aggregate do not exceed a cost of $5,000 per calendar year without the Landlord’s prior written consent.
Any alterations, additions or improvements consented to by Landlord, including roof penetration, will be
made at Tenant’s sole cost and expense. Tenant will provide its own trash container and/or container for
construction debris; will provide its own portable toilets; will promptly remove all construction and related
debris from all Common Areas; will return the Common Areas to the condition they were in immediately prior
to construction immediately following completion of construction; will repair and restore any portions of the
Common Areas harmed as result of the construction activities to the condition they were in immediately prior
to construction; will use service entrances to the Premises, if any; will conduct no core drillings during
business hours; and will disrupt Riverbend Golf Complex users as little as possible, and will pay to
Landlord the amount of any and all damage to the roof caused by Tenant’s penetration, and the amount of
any and all damages to the Riverbend Golf Complex as a result of roof leaks caused by the penetration.
Tenant will secure any and all governmental permits, approvals, or authorizations required in connection
with this work, and will hold Landlord harmless from any and all liability, costs, damages, expenses
(including attorneys’ fees) and any and all liens resulting therefrom. Except trade fixtures, appliances and
equipment that do not become a part of the Premises, all alterations, additions and improvements
(expressly including all light fixtures and floor covering), will immediately become the property of the
Landlord without any obligation to pay for them. Upon completion of Tenant’s alterations, additions, or
improvements, Tenant will provide Landlord a complete and accurate set of as-built drawings showing, in
detail, the exact location and extent of each of Tenants alterations, additions, and improvements. By way
of explanation and without limitation, these drawings would include location of wiring, conduit, and other
facilities installed within the roofs, walls, and floors.
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9.3 Disability Laws.
Notwithstanding anything in this Lease to the contrary, if Tenant constructs, makes or installs or
causes to be constructed, made or installed any alteration, addition, or improvement in or to the Premises
or surrounding areas, Tenant will be solely responsible for ensuring that those alterations, additions, or
improvements do not violate any provision in any local, state or federal law or regulation relating to
accessibility for handicapped persons or the removal of architectural or communication barriers to
accessibility (“Disability Law”), including but not limited to RCW Chapter 70.92 and The Americans with
Disabilities Act. Any approval by Landlord of Tenant’s plans or specifications for any alterations,
additions or improvements will not be a representation or warranty, express or implied, by Landlord that
the plans will comply with any Disability Law. If any claim under any Disability Law relates directly or
indirectly to any alterations, additions, or improvements installed, made, or constructed, directly or
indirectly, by or for Tenant in or to the Premises or relates directly or indirectly to any trade fixture or
personal property item used by Tenant in the Premises, Tenant will defend, indemnify and hold Landlord
harmless from and against the claim and any and all charges, liabilities, obligations, penalties, damages,
judgments, costs and expenses (including attorneys’ fees) arising or incurred against or suffered, directly
or indirectly, by Landlord relating to those claims. If it should be determined that any alterations, additions,
or improvements constructed, made or installed in or to the Prem ises, directly or indirectly, by or for
Tenant or any trade fixture or personal property item used by Tenant in the Premises is an illegal
architectural or communication barrier under any Disability Law, Tenant will immediately, at its sole cost
and expense, remove the barrier or, to the extent allowed by the Disability Law, provide alternatives to the
barrier to make the Premises accessible to disabled persons. No alteration or improvement in the
Premises will be approved by Landlord if it will require that barriers outside the Premises be removed
under any Disability Law. Tenant will not have any basis for objecting to Landlord’s judgment regarding
the probable application of any Disability Law, provided Landlord does not act arbitrarily.
SECTION 10 - MAINTENANCE OF PREMISES
10.1 Maintenance and Repair by Tenant.
Tenant will at all times throughout the Lease Term at its sole cost and expense keep the
Premises (including exterior doors and entrances, all windows, moldings and trim of all doors and
windows, and the Patio Area, if applicable) and all partitions, door surfaces, fixtures, grease receptacles,
equipment and appurtenances (including lighting, heating and plumbing fixtures and any air conditioning
system) in good order, condition and repair (including damage from burglary or attempted burglary of the
Premises). The costs of these repairs will be billed directly to, and paid by, Tenant. Landlord will operate,
maintain and pay for the system used for heating, ventilating and air conditioning (“HVAC”) serving the
Premises, but Tenant agrees to pay for any modifications to the system caused or required by Tenant’s
alterations, additions, or improvements to the Premises during the Lease term. Tenant will keep the glass
of all windows, doors, and showcases clean and presentable; immediately replace all broken glass in the
Premises; at reasonable intervals paint or refinish the interior of the Premises, including entrances as
determined by Landlord; make any necessary repairs to, or replacements of, all door closure apparatuses
and mechanisms; keep all plumbing clean and in good state of repair including pipes, drains, toilets,
basins and those portions of the heating system within the walls of the Premises; keep sidewalks and
service areas adjacent to the Premises clear of dirt, rubbish, snow, ice and excess moisture or water;
store all trash, refuse and recyclable materials in appropriate containers within the Premises or the
Riverbend Golf Complex, as applicable, and attend to the daily disposal in a manner approved by
Landlord (and if Tenant fails to do so, Landlord may arrange for disposal, and Tenant will reimburse the
cost for that disposal upon demand, plus a handling charge of Fifty Dollars ($50.00) per invoice, all of
which will be additional rent under this Lease); and keep all utilities within the Premises in a good state of
repair.
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10.2 Failure to Maintain.
If Tenant fails to keep and preserve the Premises as set forth in Section 10.1 above, Landlord
may, at its option, upon reasonable notice to Tenant and opportunity to cure, put or cause the same to be
put in the condition and state of repair agreed upon, and in that case, upon receipt of written statements
from Landlord, Tenant will promptly pay the entire cost as additional rent. Landlord will have the right,
without liability, to enter the Premises for the purpose of making those repairs upon Tenant’s failure to do
so.
10.3 Repairs by Landlord.
Landlord will keep the structure of the roof, exterior walls, foundations and building structure of
the Premises in a good state of repair, and will accomplish those repairs as may be needed promptly after
receipt of written notice from Tenant and said repairs will be at the sole cost of Landlord. Landlord will
replace the roof when Landlord determines in its reasonable discretion that replacement is necessary.
Landlord will also paint the exterior portion of the Premises as reasonably needed. Should any painting
or repairs be required by reason of Tenant’s negligent acts or failure to act, Tenant will promptly pay
Landlord for that cost as additional rent. Tenant will immediately inform Landlord of any necessary repairs
and Tenant will make none of those repairs without Landlord’s prior written consent. Landlord will not be
liable for any failure to make any repairs or to perform any maintenance required of Landlord unless the
failure persists for an unreasonable time after Tenant has given written notice of the need for those
repairs to Landlord. Except as otherwise specifically provided in this Lease, there will be no abatement of
rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business arising
from the making of any repairs, alterations or improvements in or to any portion of the Premises or
Premises building or in or to their fixtures, appurtenances and equipment.
10.4 Surrender of Premises.
At the expiration or sooner termination of this Lease, Tenant will return the Premises to Landlord
in the same condition in which received (or, if altered by Landlord or by Tenant with the Landlord’s
consent, then the Premises will be returned in the altered condition), reasonable wear and tear and
damage by casualty excepted. Tenant will remove all trade fixtures, appliances and equipment (where
removal will not require structural changes to the Premises) which do not become a part of the Premises
and alterations which Landlord designates to be removed pursuant to Section 9.2 above, and will restore
the Premises to the condition they were in prior to the installation of said items. In addition, Tenant will be
required, at the end of the Lease Term, to leave any affixed FF&E in place (including, but not limited to, two
walk-in coolers, one walk-in freezer system, and all hoods and venting within the Premises) in the
Premises at no cost to Landlord and in the same condition as originally delivered by Landlord, reasonable
wear and tear excepted. Tenant’s obligation to perform this covenant will survive the expiration or
termination of this Lease.
10.5 Entry.
By entry on the Possession Date, Tenant will be deemed to have accepted the Premises as being
in good and sanitary order, condition and repair.
SECTION 11 - LIENS AND ENCUMBRANCES
11.1 Liens.
Tenant will promptly file and/or record, as applicable, all notices of completion provided for by
law, and will pay and discharge all claims for work or labor done, supplies furnished or services rendered
at the request of Tenant or at the request of Landlord on behalf of Tenant, and will keep the Premises and
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Riverbend Golf Complex free and clear of all mechanics’ and materialmen’s liens in connection with that
work, labor, supplies, or services. In the event any material or labor lien is recorded, Tenant will cause
the lien to be removed within ten days after receipt of written notice from Landlord, or will provide a bond
or other security in the amount of 150% of the lien within that ten day period.
11.2 Encumbrances.
The Tenant will not cause or suffer to be placed, filed or recorded against the title to the
Premises, the Premises building, the Riverbend Golf Complex, or any part thereof, any mortgage, deed of
trust, security agreement, financing statement, or other encumbrance. The form of any mortgage, deed
of trust or other security agreement or financing statement that includes a legal description of the
Premises, or the Premises building, or the Riverbend Golf Complex or its address, or any part thereof, will
be subject to Landlord’s prior written approval, which approval may be conditioned as the Landlord
deems appropriate.
SECTION 12 - ASSIGNMENT AND SUBLETTING
12.1 Assignment or Sublease.
Tenant will not assign, transfer, mortgage, pledge, hypothecate or encumber this Lease or any
interest in this Lease, nor sublet the whole or any part of the Premises, nor will this Lease or any interest
in this Lease be assignable or transferable by operation of law or by any process or proceeding of any
court, or otherwise, without the prior written consent of Landlord, which consent will not be unreasonably
withheld, conditioned or delayed. Any of these transactions undertaken without Landlord’s prior written
consent will be null and void.
(a) Change in Ownership. No assignment, sublease or other transfer will relieve
Tenant of any liability under this Lease. The prohibition set forth in this Section 12 includes, without
limitation (and the following will be deemed to be “assignments”): (1) a consolidation or merger of Tenant;
(2) a change in the ownership or voting rights of more than fifty percent (50%) of the issued and
outstanding stock, units or membership interest of any corporate or limited liability company tenant; (3)
any sublease, assignment or transfer which would otherwise occur by operation of law, merger,
consolidation, reorganization, transfer or other significant change in corporate, proprietary or limited
liability company structure; (4) the sale, assignment or transfer of all or substantially all of the assets of
Tenant, with or without the specific assignment of this Lease; and (5) a change in control in any Tenant.
(b) No Waiver. The acceptance by Landlord of any amounts following any
transaction prohibited in this Section 12.1 will not be deemed to be consent by Landlord nor will it be
deemed a waiver of any right or remedy by Landlord. Consent to any assignment, sublease or other
transfer will not operate as a waiver of the necessity for consent to any subsequent assignment, sublease
or transfer.
(c) Documentation. In connection with any approved sublease, assignment or
transfer, Tenant will promptly provide Landlord with fully executed copies of all assignment, sublease,
transfer and assumption instruments.
12.2 Assignee Obligations.
As a condition to Landlord’s consent, any potential assignee or transferee otherwise approved by
Landlord will expressly assume all existing and future obligations of Tenant under this Lease and will be
jointly and severally liable with Tenant for the payment of Minimum Rent, Percentage Rent, Adjustments,
additional rent, and the performance of all terms, covenants and conditions of this Lease. Tenant will not
be relieved from any liability under the Lease.
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12.3 Sublessee Obligations.
As a condition to Landlord’s consent, any potential sublessee otherwise approved by Landlord
will expressly assume all existing and future obligations of Tenant under the Lease during the term of the
sublease and will be jointly and severally liable with Tenant for the payment of Minimum Rent,
Percentage Rent, Adjustments, additional rent, and the performance of all terms, covenants, and
conditions of this Lease. Tenant will not be relieved from any liability under the Lease.
12.4 Conditional Consents.
Any consent by Landlord to any assignment, sublease or other transfer may be subject to any
terms or conditions as Landlord will reasonably determine appropriate (including but not limited to
requiring that any and all guarantors of the Lease agree to continue to guarantee the Lease obligations
after the assignment) and those terms and conditions will be binding upon any person holding by, under
or through Tenant.
12.5 Attorneys’ Fees and Costs.
Tenant and any assignee, sublessee or transferee will reimburse Landlord for Landlord’s
reasonable attorneys’ fees and costs incurred in conjunction with the processing and documentation of
any requested transfer, assignment, sublease or similar encumbrance. Notwithstanding the foregoing,
the maximum charge to Tenant in connection with that assignment, sublease or transfer will be One
Thousand Five Hundred Dollars ($1,500.00).
12.6 Excess Rent.
As a condition to Landlord’s consent, Tenant will deliver to Landlord any “excess rent” within 30
days of Tenant’s receipt pursuant to that assignment, sublease or transfer. As used herein, “excess rent”
will mean any sums or economic consideration received by Tenant pursuant to an assignment, sublease
or transfer in excess of the amount of the Minimum Rent of the Premises (or the applicable portion
thereof) payable by Tenant under the Lease.
12.7 Transfer of Landlord’s Interest.
In the event of any transfers of Landlord’s interest in the Premises or the Premises building, other
than a transfer for security purposes only, the transferor will be automatically relieved of any and all
obligations and liabilities on the part of Landlord accruing from and after the date of the transfer and
Tenant agrees to attorn to the transferee.
SECTION 13 - COMMON AREAS
13.1 Control of Common Areas.
The Landlord will manage the Common Areas of the Riverbend Golf Complex. The Common
Areas will include but not be limited to all automobile parking areas, access roads, driveways, entrances,
retaining walls and exits, truck ways, loading docks or loading areas, package pick-up stations,
washrooms, courts, sidewalks and ramps, landscaped areas, exterior stairways, and other areas,
improvements, facilities and special services provided by Landlord for the general use of all employees,
invitees and customers of the Riverbend Golf Complex. With respect to the Common Areas, Landlord will
have the right to cause from time to time to establish, modify and enforce reasonable rules and
regulations; construct, maintain and operate lighting facilities; police the Common Areas and facilities;
from time to time to change the area, level, location and arrangement of parking areas and other facilities
within the Common Areas; and to do, perform or cause to be performed other acts in and to the Common
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Areas as, in the use of good business judgment, Landlord determines to be advisable with a view to the
improvement of the convenience and use of the Riverbend Golf Complex by its employees, invitees and
customers.
SECTION 14 - INSURANCE AND INDEMNITY
14.1 Indemnification.
(a) Generally. Landlord will not be liable for the loss of or damage to any property
(including property of Tenant and others) occurring in or about the Premises or for injury to any person
occurring in or about the Premises except and to the extent the damage or injury is caused by Landlord’s
negligence. Except to the extent an injury to any person is caused by Landlord’s negligence, Tenant will
defend, indemnify and hold Landlord harmless from and against any and all claims, charges, liabilities,
obligations, penalties, damages, costs and expenses (including attorneys’ fees) arising, claimed, charged
or incurred against or suffered, directly or indirectly, by Landlord from any matter or thing arising from
Tenant’s use of the Premises, the conduct of its business or from any activity, work, or other things done
or permitted by Tenant in or about the Premises, and Tenant will further defend, indemnify and hold
Landlord harmless from and against any and all claims arising, directly or indirectly, from any breach or
default in the performance of any obligation of or to be performed by Tenant under the terms of this
Lease, or arising from any act or omission of Tenant, or any officer, agent, employee, guest, or invitee of
Tenant, and from all costs, attorneys’ fees, and liabilities incurred in or about the defense of any claim or
any action or proceeding brought on that basis. If any action or proceeding is brought against Landlord
by reason of a claim, Tenant, upon notice from Landlord, will defend the same at Tenant’s expense by
legal counsel reasonably satisfactory to Landlord.
(b) Concurrent Negligence of Landlord and Tenant Relating to Construction, Repair
and Maintenance Activities. Notwithstanding Section 14.1 (a) above, in the event of the concurrent
negligence of Tenant, its agents, employees, sublessees, invitees, licensees or contractors on the one
hand, and that of Landlord, its agents, employees or contractors on the other hand, which concurrent
negligence results in injury or damage to persons or property and relates to the construction, alteration,
repair, addition to, subtraction from, improvement to or maintenance of the Premises or the Riverbend
Golf Complex, Tenant’s obligation to indemnify Landlord as set forth in this Section 14.1 will be limited to
the extent of Tenant’s negligence, and that of its agents, employees, sublessees, invitees, licensees or
contractors, including Tenant’s proportional share of costs, and attorneys’ fees and expenses incurred in
connection with any claim, action or proceeding brought with respect to that injury or damage.
(c) Waiver of Workers’ Compensation Immunity. THE LANDLORD AND TENANT
SPECIFICALLY AGREE THAT THE PROVISIONS OF THIS SECTION 14 ALSO APPLY TO ANY CLAIM
OF INJURY OR DAMAGE TO THE PERSONS OR PROPERTY OF THE TENANT’S EMPLOYEES, AND
TENANT ACKNOWLEDGES AND AGREES THAT AS TO THOSE CLAIMS, TENANT, WITH RESPECT
TO LANDLORD, DOES HEREBY WAIVE ANY RIGHT OF IMMUNITY WHICH TENANT MAY HAVE
UNDER INDUSTRIAL INSURANCE (TITLE 51 RCW AS AMENDED AND UNDER ANY SUBSTITUTE OR
REPLACEMENT STATUTE). THIS WAIVER AND AGREEMENT WAS SPECIFICALLY NEGOTIATED BY
LANDLORD AND TENANT AND IS SOLELY FOR THE BENEFIT OF LANDLORD AND TENANT AND
THEIR SUCCESSORS AND ASSIGNS AND IS NOT INTENDED AS A WAIVER OF TENANT’S RIGHTS
OF IMMUNITY UNDER SAID INDUSTRIAL INSURANCE FOR ANY OTHER PURPOSE.
Date: _________________________, 2016
_____________________________Landlord
Date: _________________________, 2016
_____________________________Tenant
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14.2 Insurance.
(a) Tenant will, as of the date of full execution of this Lease and at its own cost and
expense, keep and maintain in full force and effect during the Lease Term, insurance policies of the types
and in the amounts required as described in Exhibit E.
(b) Tenant will immediately notify Landlord if claims made against Tenant and covered
by any single policy exceed fifty percent (50%) or more of the aggregate limit. Notwithstanding the
foregoing, if during the Lease Term, in Landlord’s reasonable judgment, the Exhibit E policy limits are no
longer adequate to provide reasonable protection to Landlord, Landlord may notify Tenant of the
inadequacy and Tenant, within 30 days of receiving the notice, will obtain and provide Landlord with
evidence of additional amounts of insurance.
(c) Tenant will deliver to Landlord upon the Commencement Date and from time to
time thereafter as requested by Landlord copies of all policies of these insurance or certificates thereof
showing the parties named above as a primary additional insureds and the applicable policy limits
thereof. In no event will the limits of these policies be considered as limiting the liability of Tenant under
this Lease.
(d) Service of Alcoholic Beverages. The insurance to be carried by Tenant pursuant
to Section 14.2(a) above will not exclude liability for violation of any governmental statute, ordinance,
regulation or rule pertaining to the sale, gift, distribution or use of any alcoholic beverages, or liability by
reason of the selling, serving, or giving of any alcoholic beverage to a minor or to a person under the
influence of alcohol or any other person, or which causes or contributes to the intoxication of any persons.
Accordingly, the indemnification obligations in Section 14.1 of this Lease will extend, as well, to damages
occurring at locations other than the Premises and resulting from risks insurable by any of the following
(1) so-called dram shop liability insurance; (2) host liquor liability insurance; (3) liquor legal liability
insurance; or (4) insurance otherwise related to the sale, gift, distribution or use of alcoholic beverages.
(e) Failure to Maintain. If Tenant fails or refuses to maintain any insurance required by
this Section 14, Landlord, at its discretion, may obtain and maintain insurance for those items and interests
to protect Landlord in amounts as Landlord may determine to be appropriate, and any and all premiums
paid or payable by Landlord will be deemed to be additional rent and will be due on the payment date of the
next installment of Rent. The failure to obtain or maintain any insurance required by this Section 14 will
constitute a material breach of this Lease.
(f) Increase in Insurance Premium. Notwithstanding anything in this Lease to the
contrary, Tenant will not keep, use, sell or offer for sale in or upon the Premises any article, nor conduct any
activities or operations, which are or may be prohibited by Landlord’s insurance carriers. Tenant will pay
any increase in premiums for property or liability insurance maintained by Landlord resulting from Tenant’s
use or occupancy of the Premises, whether or not Landlord has consented to the increase. In the event of
Landlord’s increased insurance premiums, Tenant also will pay immediately to Landlord an amount equal to
any additional premium on the insurance policy or policies that Landlord may carry for its protection against
loss resulting from any insured event. In determining whether increased premiums are the result of
Tenant’s use or occupancy of the Premises, the rates and premiums determined by the organization setting
the insurance premiums will be conclusive evidence of the several items and charges which make up the
insurance premiums. Landlord will deliver bills for these additional amounts to Tenant, and Tenant will
immediately pay Landlord.
14.3 Mutual Release and Waiver of Subrogation.
Landlord and Tenant hereby mutually release each other from liability, and waive all right of
recovery against each other, for any injury, loss or damage to any building, structure, inventory or other
tangible property and any revenues, profit and rents to be generated therefrom, whether due to negligence
or any other insured cause, if the injury, loss or damage is caused by any of the perils that are covered by a
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first-party insurance policy benefiting the party suffering the injury, loss or damage or if the injury, loss or
damage was required to be covered by insurance pursuant to this Lease; provided that this Section 14.3 will
be inapplicable if it would have the effect, but only to the extent it would have the effect, of invalidating any
insurance coverage of Landlord or Tenant. Landlord and Tenant acknowledge that their current insurance
policies, as of the date of this Lease, will not be invalidated. In the future, if avoiding any invalidation can be
effected by the payment of money to an insurer, the other party may elect to pay that amount to obtain a
waiver of subrogation for its benefit. Landlord and Tenant, respectively, will promptly notify the other if its
insurance will be invalidated by the foregoing release and waiver or if any payment is required to avoid
invalidation. Notwithstanding anything to the contrary, this Section will not apply to any claim by Landlord for
any Minimum Rent, Percentage Rent, Adjustments and additional rent payable under this Lease. Landlord
and Tenant specifically intend, however, that this Section will apply to any potential claim that could
otherwise be made by Landlord for any rents to be paid by other occupants of the Project or any claim that
could potentially be made by Tenant for any lost sales, profits or revenues that could have been generated
from or operating expenses related to the Premises or elsewhere.
14.4 Acts of Others.
Landlord will not be responsible or liable to Tenant, or to those claiming by, through or under
Tenant, for any loss or damage which may be occasioned by or through the acts or omissions of third
parties or persons occupying space adjoining the Premises, any part of the Premises, the Premises
building, or any other part of the Riverbend Golf Complex. In addition, Landlord will not be responsible or
liable to Tenant for any loss or damage resulting to Tenant, or those claiming by, through or under
Tenant, or any of its property, from fire; explosion; falling plaster; the breaking, bursting, stoppage or
leaking of water, gas, sewer, electrical cables, wires or steam pipes; or from water, rain or other
substances leaking or coming from the roof, street, subsurface or from any other place or from dampness
or from any similar risks or causes. Landlord will not be liable for any loss or damage to any person or
property sustained by Tenant or any other persons, which may be caused by theft, or by any act or
neglect of any tenant or occupant of the Project, or of any other third parties.
14.5 Evidence of Coverage Prior to Entry.
Notwithstanding the foregoing, prior to entry upon the Premises, Tenant will provide Landlord with
written evidence of the required insurance coverage in the form of a certificate of insurance with the
applicable endorsements attached or, at Landlord’s request, a copy of the policy. With respect to industrial
labor and industry insurance, this requirement will be satisfied by a letter from the appropriate state agency
confirming participation in accordance with statutory requirements. Tenant will submit all accurate and
complete certifications and endorsements required under this Section 14 no later than five days prior to
opening for business. All corrections and/or modifications to the certifications and endorsements requested
by Landlord must be completed to Landlord’s satisfaction prior to Tenant’s opening for business.
SECTION 15 - EMINENT DOMAIN
If all or part of the Premises are taken by the power of eminent domain exercised by any
governmental or quasi-governmental authority, this Lease will terminate as of the date Tenant is required to
vacate the Premises and all Minimum Rent, Percentage Rent, Adjustments and other rentals and charges
due hereunder will be paid to that date. The term “eminent domain” will include the taking or damaging of
property by, through or under any governmental or quasi-governmental authority, and any purchase or
acquisition in lieu thereof, whether or not the damaging or taking is by the government or any other person.
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SECTION 16 - TENANT’S DEFAULT
16.1 Default.
The occurrence of any one or more of the following events will constitute a default and breach of
this Lease by Tenant:
(a) Vacating the Premises. The vacating or abandonment of the Premises by
Tenant or the violation of the operating covenant in Section 5.3. Vacation or abandonment of the
Premises will be deemed to exist if Tenant’s business in the Premises remains closed to the public for
more than five consecutive days.
(b) Failure to Pay Rent. The failure by Tenant to make any payment of Minimum
Rent, Adjustments, additional rent or any other payment required to be made by Tenant, as and when
due.
(c) Failure to Perform. The failure by Tenant to observe or perform any of the
covenants, conditions or provisions of this Lease, other than described in Section 16.1 (b) above, where
Tenant’s failure continues for a period of at least 30 days after the Landlord provides written notice
(unless a shorter period is specifically provided for in this Lease with respect to any covenant, condition or
provision); provided, however, that if the nature of Tenant’s default is such that more than 30 days are
reasonably required for its cure, then Tenant will not be deemed to be in default if Tenant commences the
cure within 30 days and diligently prosecutes the cure to completion.
(d) Bankruptcy. The making by Tenant or Guarantor, if any, of any general
assignment or general arrangement for the benefit of creditors, or by the filing by or against Tenant of a
petition to have Tenant adjudged a bankrupt, or a petition or reorganization or arrangement under any law
relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within
60 days of filing); or the appointment of a trustee or a receiver to take possession of substantially all of
Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where that seizure is not
discharged within 30 days after appointment of a trustee or receiver, or the filing of a petition for the
appointment of a trustee or receiver, whichever occurs first.
(e) Repeated Defaults. Tenant’s third failure to perform or observe any of Tenant’s
obligations under the Lease during any calendar year (despite the fact Tenant may have cured the
previous failures after notice from Landlord and within the notice period).
(f) Default by Guarantor. A default by Guarantor, if any, in its obligations under its
guaranty in favor of Landlord.
16.2 Remedies in Default.
In the event of any of these defaults or breaches by Tenant, Landlord may at any time with or
without notice of demand and without limiting Landlord in the exercise of a right or remedy which Landlord
may have by reason of the default or breach:
(a) Terminate Lease. Terminate Tenant’s right to possession of the Premises by
any lawful means, in which case this Lease will terminate and Tenant will immediately surrender
possession of the Premises to Landlord. In this event Landlord will be entitled to recover from Tenant (1)
any unpaid rent which has been earned at the time of termination plus interest at the rates contemplated
by this Lease; plus (2) the amount by which the unpaid rent which would have been earned after
termination until the time of award exceeds the amount of that rental loss that Tenant proves could have
been reasonably avoided plus interest at the rates contemplated by this Lease; plus (3) any other amount
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necessary to compensate Landlord for all the damage proximately caused by Tenant’s failure to perform
under this Lease;
(b) Continue the Lease. Maintain Tenant’s right to possession, in which case this
Lease will continue in effect whether or not Tenant has abandoned the Premises. In this event Landlord
will be entitled to enforce all Landlord’s rights and remedies under this Lease, including the right to
recover the Minimum Rent, damages from Tenant’s breach or default and any other charges and
Adjustm ents as may become due, and to specifically enforce Tenant’s obligations and obtain injunctive
relief from further defaults or breaches;
(c) Remove Persons and Property. Landlord will also have the right with or without
terminating this Lease, to re-enter the Premises and remove all persons and property from the Premises;
property may be removed and stored in a public warehouse or elsewhere at the cost of and for the
account of the Tenant. No re-entry or taking possession of the Premises by Landlord pursuant to this
subsection (c) will be construed as an acceptance of a surrender of the Premises or an election to
terminate this Lease unless Landlord gives a written notice of that intention or unless a court decrees
termination; and
(d) Other Remedies. Landlord may also pursue any other remedy available to
Landlord under the laws or judicial decisions of the State of Washington, including but not limited to
specific performance, injunctive relief or any other equitable remedy, and/or the right to assess against
Tenant an amount equal to the attorneys’ fees incurred by Landlord in collecting any rent or other
payment due, which amount will be due in full within ten days of Tenant’s receipt of the assessment by
Landlord.
16.3 Remedies Cumulative-Waiver.
It is understood and agreed that the Landlord’s exercise of any right or remedy due to a default or
breach by Tenant will not be deemed a waiver and will not alter, affect or prejudice any right or remedy
that Landlord may have under this Lease or by law or in equity. Neither the acceptance of Minimum or
Percentage Rent nor any other acts or omission of Landlord at any time or times after the happening of
any event authorizing the cancellation or forfeiture of this Lease, will operate as a waiver of any past or
future violation, breach or failure to keep or perform any covenant, agreement, term, or condition or to
deprive Landlord of its right to cancel or to forfeit this Lease.
16.4 Acceptance of Payment.
It is specifically understood and agreed that Landlord’s acceptance of any sum, whether as
Minimum Rent, Percentage Rent, Adjustments or otherwise, which is less than the amount claimed as
due by the Landlord, will not act as, or be deemed to be, a waiver of the claimed amount or a compromise
or accord and satisfaction of the amount due Landlord.
16.5 Waiver of Rights of Redemption.
Tenant hereby expressly waives any and all rights of redemption granted by or under any present
or future laws in the event of Tenant being evicted or dispossessed for any cause, or in the event of
Landlord obtaining possession of the Premises, by reason of the violation by Tenant of any of the
covenants or conditions of this Lease, or otherwise.
16.6 Application of Rents.
In the event that Landlord elects to re-let, the rents received by Landlord from that re-letting may,
in Landlord’s sole subjective discretion, be applied as follows: first to the payment of any indebtedness
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other than rent due from Tenant; second to the payment of any costs of re-letting; third, to the payment of
the cost of any alterations and repairs to the Premises; fourth, to the payment of rent due and unpaid; and
the residual, if any, held by Landlord and applied to payment of future rent as it will become due. Should
that portion of rents received from re-letting during the month which is applied to the payment of rent be
less than the rent payable during that month, then Tenant will pay any deficiency immediately upon
Landlord’s demand. The deficiency will be calculated and paid monthly. Tenant will also pay Landlord,
as soon as is certain, any of the costs and expenses incurred by Landlord in re-letting or in making any
alterations and repairs not covered by the rents received from re-letting.
16.7 Bankruptcy.
Landlord and Tenant (as either debtor or debtor-in-possession) agree that if a petition (“Petition”)
is filed by or against tenant under any chapter of Title 11 of the United States Code (the “Bankruptcy
Code”), the following provisions will apply:
(a) Adequate Protection. Adequate protection for Tenant’s obligations accruing after
filing of the Petition and before this Lease is rejected or assumed will be provided within 15 days after
filing in the form of a security deposit equal to three months’ Minimum Rent and Adjustments and other
Lease charges, to be held by the court or an escrow agent approved by Landlord and the court.
(b) Reasonable Compensation. The sum of all amounts payable by Tenant to
Landlord under this Lease constitutes reasonable compensation for the occupancy of the Premises by
Tenant.
(c) Abandonment. Tenant or Trustee will give Landlord at least 30 days written
notice of any abandonment of the Premises or any proceeding relating to administrative claims. If Tenant
abandons without notice, Tenant or Trustee will stipulate to entry of an order for relief from stay to permit
Landlord to re-enter and re-let the Premises.
(d) Timely Performance. If Tenant failed to timely and fully perform any of its
obligations under this Lease before the filing of the Petition, whether or not Landlord has given Tenant
written notice of that failure and whether or not any time period for cure expired before the filing of the
Petition, Tenant will be deemed to have been in default on the date the Petition was filed for all purposes
under the Bankruptcy Code.
(e) Prompt Cure. For the purposes of Section 365(b)(1) of the Bankruptcy Code,
prompt cure of defaults will mean cure within 30 days after assumption.
(f) Adequate Assurance of Future Performance. For the purposes of Section
365(b)(1) and 365(f)(2) of the Bankruptcy Code, adequate assurance of future performance of this Lease
by Tenant, Trustee or any proposed assignee will require that Tenant, Trustee or the proposed assignee
deposit three months of Minimum Rent, Adjustments and other Lease charges into an escrow fund (to be
held by the court or an escrow agent approved by Landlord and the court) as security for future
performance. In addition, if this Lease is to be assigned, adequate assurance of future performance by
the proposed assignee will require that: (1) the assignee have a tangible net worth not less than the net
worth of Tenant as of the Commencement Date or that the assignee’s performance be unconditionally
guaranteed by a person or entity that has a tangible net worth not less than the net worth of Tenant as of
the Commencement Date; (2) the assignee demonstrate that it possesses a history of success in
operating a business of similar size and complexity in a similar market as Tenant’s business; and (3) the
assignee assumes in writing all of Tenant’s obligations relating to the Premises or this Lease.
(g) Assignment/ Assumption. If Tenant or Trustee intends to assume and/or assign
this Lease, Tenant or Trustee will provide Landlord with 30 days written notice of the proposed action,
separate from and in addition to any notice provided to all creditors. Notice of a proposed assumption will
state the assurance of prompt cure, compensation for loss and assurance of future performance to be
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provided to Landlord. Notice of a proposed assignment will state: (1) the name, address, and federal tax
identification and registration numbers of the proposed assignee; (2) all of the terms and conditions of the
proposed assignment, and (3) the assignee’s proposed adequate assurance of future performance to be
provided to Landlord.
(h) No Obligation. If Tenant is in default under this Lease when the Petition is filed,
Landlord will not be required to provide Tenant or Trustee with services or supplies under this Lease or
otherwise before Tenant assumes this Lease, unless Tenant compensates Landlord for those services
and supplies in advance.
SECTION 17 - DEFAULT BY LANDLORD
17.1 Default by Landlord.
Landlord will not be in default unless Landlord fails to perform obligations required of Landlord
within a reasonable time, but in no event later than 30 days after written notice by Tenant to Landlord.
The notice will specify how Landlord has failed to perform its obligation; provided, however, that if the
nature of Landlord’s obligation requires more than 30 days for performance, then Landlord will not be in
default if Landlord commences performance within 30 days and diligently prosecutes remedying the
default obligation to completion. Tenant further agrees not to invoke any of its remedies under this Lease
until 30 days (or longer as provided in this section) have elapsed. In no event will Tenant have the right
to terminate this Lease as a result of Landlord’s default, and Tenant’s remedies will be limited to damages
and/or an injunction.
17.2 Tenant’s Right to Damages.
Tenant’s right to seek damages from Landlord as a result of a default by Landlord under this
Lease will be conditioned on Tenant taking all actions reasonably required, under the circumstances, to
minimize any loss or damage to Tenant’s property or business, or to any of Tenant’s officers, employees,
agents, invitees, or other third parties that may be caused by any Landlord default.
SECTION 18 - DESTRUCTION
18.1 Damage or Destruction.
If during the Term of this Lease, any portion of the Premises, access to the Premises or any part
of the Riverbend Golf Complex that is economically and physically essential to the use of the Premises is
damaged or destroyed and that damage or destruction can, in Landlord’s reasonable estimation, be
repaired within 240 days following the damage or destruction, this Lease will remain in full force and
effect, and Landlord promptly will begin repairs and restore the damage or destruction to substantially the
same condition as existed prior to the damage event and then diligently complete the repair and
restoration in compliance with all then existing laws. Landlord will give Tenant written notice of this
determination within 60 days after the date of the damage event. If the damage or destruction cannot, in
Landlord’s reasonable estimation, be repaired within 240 days from the date the damage occurs, then
either party may, in its sole discretion, terminate this Lease by delivery of written notice to the other party
at least 30 days prior to the termination date. In addition, if (i) more than forty percent (40%) of the
Riverbend Golf Complex is damaged or destroyed (regardless of its impact on the Premises); or (iii) the
damage or destruction is not covered in full by Landlord’s insurance required by this Lease, or Tenant’s
insurance by this Lease (or combination of both policies), or (iv) the damage or destruction occurs within
the last 12 months of the Term of this Lease or any extensions, then Landlord may, in its sole discretion,
terminate this Lease by delivery of notice to Tenant within 60 days of the date Landlord learns of the
damage.
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(a) Rent Abatement. In the event of repair, reconstruction and restoration by
Landlord as described in this Section 18.1, the Minimum Rent payable under this Lease will be abated
proportionately with the degree to which Tenant’s use of the Premises is economically or physically
impaired during the repair, reconstruction, or restoration period. Tenant will not be entitled to any
compensation or damages for loss of the use of the whole or any part of the Premises, damage to
Tenant’s personal property, and/or any inconvenience or annoyance occasioned by the repair,
reconstruction, or restoration.
(b) Tenant’s Obligation to Repair. If Landlord is obligated to or elects to repair or
restore under this Section 18.1, Landlord will be obligated to make repair or restoration only to those
portions of the Riverbend Golf Complex and the Premises that were originally provided at Landlord’s
expense, and the Tenant will be responsible for the repair and restoration of items not provided at
Landlord’s expense. Tenant agrees to coordinate the restoration and repair of those items it is required
to restore or repair with Landlord’s repair and restoration work . Further, Tenant’s work will be performed
in accordance with the terms, standards and conditions contained in Section 10 above.
SECTION 19 - ACCESS BY LANDLORD
19.1 Right of Entry.
Landlord or Landlord’s employees, agents and/or contractors will have the right to enter the
Premises at any time to examine the Premises, to show them to prospective purchasers or tenants, and,
after giving reasonable notice (except in emergencies) to make repairs, alterations, improvements or
additions as Landlord may deem necessary or desirable. If Tenant is not personally present to permit
entry and an entry is necessary, Landlord or its agents may forcibly enter, without rendering Landlord
liable for that entry.
19.2 Excavation.
If an excavation is made upon property adjacent to the Premises, Tenant will afford to the person
authorized to cause the excavation, license to enter the Premises for the purpose of doing necessary
work to preserve the wall of the Premises Building from injury or damage or to support the foundations,
without any claim for damages or indemnification against Landlord for diminution or abatement of Rent.
SECTION 20 - SURRENDER OR ABANDONMENT OF PREMISES
20.1 Surrender of Possession.
Tenant will promptly yield and deliver to Landlord possession of the Premises at the expiration or
prior termination of this Lease. Landlord may place and maintain a “For Lease” sign in conspicuous
places on the Premises for 60 days prior to the expiration or prior termination of this Lease.
20.2 Holding Over.
Any holding over by Tenant after the expiration or termination of the Lease Term, with or without
Landlord’s consent, will be construed to be a tenancy from month-to-month on all of the terms and
conditions set forth in this Lease, to the extent not inconsistent with a month-to-month tenancy; provided,
that the Minimum Rent for this hold-over period will be an amount equal to one hundred twenty five
percent (125%) of the Minimum Rent due for the last month of the Lease Term.
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20.3 Voluntary Surrender.
Tenant’s voluntary or other surrender of this Lease will not work a merger, and Landlord’s
removal of Tenant’s personal property will not be construed or deemed to be a termination of this Lease
or an actual or constructive eviction of Tenant, nor will it relieve Tenant of its obligations under this Lease.
Landlord will have rights of entry and removal in order to attempt to mitigate Landlord’s damages in the
event of Tenant’s abandonment of the Premises.
SECTION 21 - QUIET ENJOYMENT
21.1 Landlord Covenant.
Tenant, upon fully complying with and promptly performing all of the terms, covenants and
conditions of this Lease, and upon the prompt and timely payment of all sums due, will have and quietly
enjoy the Premises for the Lease Term.
SECTION 22 - AUTHORITY OF PARTIES
22.1 Authority.
Each individual executing this Lease on behalf of Tenant personally represents and warrants that
he or she is duly authorized to execute and deliver this Lease on behalf of Tenant, and that this Lease is
binding upon Tenant in accordance with its terms. Tenant will, within 30 days after execution of this
Lease, deliver to Landlord a certified copy of a resolution of the board of directors, members, or partners
(as applicable) of Tenant authorizing or ratifying the execution of this Lease.
SECTION 23 - SIGNS
23.1 General.
Tenant will not place or suffer to be placed on the exterior walls of the Premises or upon the roof
or any exterior door or wall or on the exterior or interior of any window any sign, awning, canopy,
marquee, advertising matter, decoration, letter or other thing of any kind (exclusive of the signs, if any,
which may be provided for in the original construction or improvement plans and specifications approved
by the Landlord) without the prior written consent of Landlord, which consent may be withheld in
Landlord’s sole subjective discretion. Landlord reserves the exclusive right to the use for any purpose the
roof and exterior of the walls of the Premises or the Premises building. In the event Tenant installs any
sign without the Landlord’s prior written approval, Landlord will have the right and authority without liability
to Tenant to enter upon the Premises, remove and store the sign and repair all damage caused by the
removal of the sign. All costs and expenses incurred by Landlord will be immediately paid by Tenant as
additional rent. Tenant will be responsible for all maintenance and repair costs for its signs and awnings
(if any). The Landlord reserves the right to remove the Tenant’s signs or awnings during any period that
Landlord repairs, restores, constructs or renovates the Premises or the Premises building.
23.2 Tenant’s Interior Signs.
Except as otherwise herein provided, Tenant will have the right, at its sole cost and expense, to
erect and maintain within the interior of the Premises all signs and advertising matter customary and
appropriate in the conduct of Tenant’s business; so long as the signage complies with the provisions set
forth in Landlord’s sign criteria; provided, however, that Tenant will upon demand of the Landlord
immediately remove any sign, advertisement, decoration, lettering or notice which Tenant has placed or
permitted to be placed in, upon or about the Premises and which Landlord deems objectionable or
offensive, and if Tenant fails or refuses so to do, the Landlord may enter upon the Premises and remove
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 30
the same at Tenant’s cost and expense. In this connection, Tenant acknowledges that the Premises are
a part of an integrated Project, and agrees that control of all signs by Landlord is essential to the
maintenance of uniformity, propriety and the aesthetic values in or pertaining to the Project.
23.3 Sign Requirements.
Notwithstanding anything to the contrary provided for in this Lease, Tenant will be obligated, at its
sole cost and expense and on or before the date Tenant opens its doors for business, to design, fabricate
and install a primary storefront sign on the Premises (“Storefront Sign”); provided further that the
Storefront Sign will remain subject to Landlord’s approval prior to installation with respect to and without
limitation, design, method of attachment, location or other conditions.
SECTION 24 – DISPLAYS, AUCTIONS AND SALES
24.1 General.
Tenant agrees not to install any exterior lighting, amplifiers or similar devices or use in or about
the Premises, such as flashing lights, searchlights, loudspeakers (although Tenant may play music at a
reasonable level in the outdoor seating areas), phonographs or radio broadcasts, nor to make, or allow to
be made, any excessive noise in or around the Premises. No advertisement or sound of advertising will
be heard outside the Premises, unless Tenant first receives Landlord’s prior written approval. If music or
any other audio transmission emanating from within the Premises is objectionable or offensive (in the
reasonable judgment of Landlord), Landlord may require Tenant to stop or decrease the volume of those
sounds to a reasonable level, as determined by Landlord, and Tenant will immediately comply. The
Tenant may not display, sell or store merchandise outside the defined exterior walls and permanent
doorways of the Premises.
SECTION 25 - MISCELLANEOUS
25.1 Successors or Assigns.
All the terms, conditions, covenants and agreements of this Lease will extend to and be binding
upon Landlord, Tenant and their respective heirs, administrators, executors, successors, subtenants,
subleases, concessionaires, assigns and marital communities, if any, and upon any person or person
coming into ownership or possession of any interest in the Premises by operation of law or otherwise.
25.2 Tenant Defined.
The word “Tenant” will mean each and every person, partnership or corporation who is mentioned
as a Tenant or who executes this Lease as Tenant.
25.3 Broker’s Commission.
Tenant represents and warrants that it has incurred no liabilities or claims for brokerage
commissions or finder’s fees in connection with the execution of this Lease.
25.4 Partial Invalidity.
If any term, covenant, or condition of this Lease or its application to any person or circumstance
is, to any extent, determined to be invalid or unenforceable, the remainder of this Lease, or the
application of that term, covenant or condition to persons or circumstances other than those as to which it
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 31
is held invalid or unenforceable, will not be affected and each term, covenant or condition of this Lease
will be valid and be enforced to the fullest extent permitted by law.
25.5 Recording.
Tenant will not record or file this Lease, or any assignment or security document pertaining to this
Lease or all or any part of Tenant’s interest in this Lease without the prior written consent of Landlord,
which consent may be withheld or granted in Landlord’s sole discretion.
25.6 Notices.
Any notice, demand, request, consent, approval or communication that either party desires or is
required to give to the other party or any other person will be in writing and either served personally or
sent by registered or certified United States mail, or by overnight courier (collectively, “Notice”). Any
Notice will be addressed to the other party at the address appearing in Section 1.1. Notice will be
deemed communicated within three business days from the time of deposit in the United States mail if
mailed as provided in this section, or upon delivery or refusal of delivery if delivered personally or by
overnight courier. Although either party will have the right to change its address for notice purposes from
time to time, any notice delivered pursuant to this Section to the address set forth in Section 1.1. of this
Lease or to other addresses as may be specified in writing in accordance with this Section will be
effective even if actual delivery cannot be made as a result of a change in the address of the recipient if
the party delivering the notice has not received actual written notice in accordance with the provis ions of
this Section of the current address to which notices are sent.
25.7 Plats and Riders; Marginal Headings; Captions.
Clauses, plats, riders, exhibits and addendums, if any, affixed to this Lease are incorporated
herein by reference. To the extent any Exhibits conflict with the terms of this Lease, the terms of this
Lease will control. Except to the extent any Addendum specifically modifies terms of this Lease, the
terms of this Lease otherwise will control. Any section or paragraph titles or captions are for convenience
only and will not be deemed to define, limit or otherwise modify the scope and intent of this Lease or any
provision thereof.
25.8 Waiver.
The waiver by Landlord of any term, covenant or condition will not be deemed to be a waiver of
that term, covenant or condition or any subsequent breach of that or any other term, covenant or
condition. Landlord’s subsequent acceptance of Minimum or Percentage Rate or any other Adjustment or
sum will not be deemed to be a waiver of any preceding default by Tenant, other than the failure of the
Tenant to pay the particular sum so accepted, regardless of Landlord’s knowledge of the preceding
default at the time of the acceptance of that sum.
25.9 Joint Obligations.
If there be more than one Tenant the obligations hereunder imposed will be joint and several.
25.10 Time.
Time is of the essence of this Lease.
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25.11 Inability to Perform.
In the event that either party will be delayed or hindered in or prevented from the performance of
any covenant, agreement, work, service, or other act required under this Lease (other than monetary
obligations), and that delay or hindrance is due to causes entirely beyond its control, such as riots,
insurrections, martial law, lawsuits, court orders or injunctions, civil commotion, war, fire, flood,
earthquake, or other casualty or acts of God, the performance of the covenant, agreement, work, service,
or other act will be excused for the period of delay and the time period for performance will be extended
by the same number of days in the period of delay.
25.12 Choice of Law; Venue.
This Lease will be governed by the laws of the State of Washington. The venue for any action to
enforce the terms of this Lease or collect any amounts owing by Tenant to Landlord will be in the Superior
Court for King County, Washington.
25.13 Legal Expenses.
If either party is required to bring or maintain any action (including assertion of any counterclaim
or cross-claim, or claim in a proceeding in bankruptcy, receivership or any other proceeding instituted by
a party hereto or by others), or otherwise refers this Lease to an attorney for the enforcement of any of
the covenants, terms or conditions of this Lease, each party will be responsible to pay all its costs and
attorneys’ fees incurred as a result.
25.14 Competition.
During the Lease Term, and any extensions, and for a period of one year from the date of Lease
termination (as may be shortened or extended),Tenant will not directly or indirectly engage in any similar
or competing business within a radius of three miles from the property line of the Riverbend Golf Complex
closest to the location of the proposed competing business location, unless the Landlord first provides its
prior written approval; provided, that if Tenant does directly or indirectly engage in any similar or
competing business within this radius during the Lease Term (as may be shortened or extended), then
the Gross Sales by Tenant (as defined above) from the competing location will be added to Gross Sales
from the Premises for the computation of Percentage Rent due under this Lease.
25.15 Acceptance of Keys.
The acceptance of keys to the Premises by the Landlord, its agents, employees, contractors or
any other person on Landlord’s behalf will not be deemed or constitute a termination of this Lease unless
termination is evidenced in writing signed by the Landlord.
25.16 Landlord’s Consent.
Unless otherwise specifically stated, whenever Landlord’s consent is required, Landlord’s consent
may be withheld in Landlord’s sole subjective discretion.
25.17 No Light, Air or View Easement.
Any diminution or shutting off of light, air or view by any structure that may be erected on or
adjacent to the Premises will not affect this Lease or Tenant’s obligations under the Lease, and will not
impose any liability on Landlord.
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25.18 Name.
Tenant will not, without the prior written consent of Landlord, use the name of the building or
project for any purpose other than as the address of the Premises, and in any event, Tenant will not
acquire any rights in or to those names.
25.19 Submission of Lease.
This Lease will not bind Landlord in any way until (a) Tenant has executed and delivered at least
one original copy of the Lease to Landlord, and (b) Landlord has executed and delivered at least one
fully-signed copy to Tenant.
25.20 Prior Agreements.
It is understood that there are no oral or written agreements or representations between Landlord
and Tenant affecting this Lease and that this Lease supersedes and cancels any and all previous
negotiations, arrangements, representations, brochures, displays, projections, estimates, agreements and
understandings, if any, made by or between Landlord and Tenant, nor will they be used to interpret,
construe, supplement or contradict this Lease. This Lease, and all mutually-executed, written
amendments, is and will be considered to be the only agreement between Landlord and Tenant and their
representatives and agents. All negotiations and oral agreements acceptable to Landlord and Tenant
have been merged into and are included in this Lease. There are no other representations, covenants or
warranties between Landlord and Tenant and all reliance with respect to representations is solely upon
the express representations, covenants and warranties contained in this Lease. Landlord and Tenant
agree that the interlineation, obliteration or deletion of language from this Lease prior to its mutual
execution by Landlord and Tenant will not be construed to have any particular meaning or to raise any
presumption, canon of construction, or implication, including, without limitation, any implication that
Landlord or Tenant intended to state the converse, obverse or opposite of the deleted language. This
Lease will be read as if the obliterated or deleted language had never existed and the interlineated
language had always existed.
25.21 Construction.
Each party acknowledges and agrees that it has participated in the drafting and the negotiation of
this Lease and has been afforded a full and fair opportunity to seek advice from legal counsel. Tenant
acknowledges that Landlord’s attorney represents Landlord and not Tenant. Although the printed
provisions of this Lease were drawn by Landlord, Landlord and Tenant agree that this circumstance will
not create any presumption, canon of construction, or implication favoring the position of either Landlord
or Tenant. Accordingly, in the event of a dispute with respect to the interpretation or enforcement of this
Lease, no provision will be construed so as to favor or disfavor either party.
25.22 Financial Statements.
Tenant will, prior to Tenant’s execution of this Lease and within 10 days after Landlord’s request
at any time of Tenant’s default hereunder during the Term, deliver to Landlord complete, accurate and up-
to-date financial statements with respect to Tenant and any Guarantor(s) or other parties obligated upon
this Lease, which financial statements must be (a) prepared according to generally accepted accounting
principles consistently applied, and (b) certified by an independent certified public accountant or by
Tenant’s (or Guarantor’s, as the case may be) chief financial officer, or Guarantor if Guarantor is an
individual, that the same are a true, complete and correct statement of Tenant’s (or Guarantor’s) financial
condition as of the date of those financial statements.
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25.23 Effective Date.
This Lease will take effect on the last date provided below.
LANDLORD:
THE CITY OF KENT,
a Washington municipal corporation
By: Suzette Cooke
Its: Mayor
Date:
TENANT:
RL KIDS, L.L.C., d/b/a SCOTCH AND VINE
a Washington Limited Liability Company
By:
Its:
Date:
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 35
TENANT:
in his/her individual capacity and for his/her
marital community
by
(print name)
Date:
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 36
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
I certify that I know or have satisfactory evidence that Suzette Cooke is the person who appeared
before me, and said person acknowledged that she signed this instrument, on oath stated that she was
authorized to execute the instrument and acknowledged it as the Mayor of the City of Kent to be the free
and voluntary act of such party for the uses and purposes mentioned in the instrument.
Dated:
-Notary Seal Must Appear Within This Box-
IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year
first above written.
(Signature)
NOTARY PUBLIC, in and for the State
of Washington, residing at
My appointment expires
RL Kids, LLC d/b/a Scotch and Vine Riverbend Restaurant Lease Page | 37
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
I certify that I know or have satisfactory evidence that
is the person who appeared before me, and said person acknowledged that (he/she) signed this
instrument, on oath stated that (he/she) was authorized to execute the instrument and acknowledged it as
the of to be the free and
voluntary act of such party for the uses and purposes mentioned in the instrument.
Dated:
p:\civil\files\open files\0463-riverbend\scotch and vine\riverbendscotchvinelease022316kakrevdtcb.docx
-Notary Seal Must Appear Within This Box-
IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year
first above written.
(Signature)
NOTARY PUBLIC, in and for the State
of Washington, residing at
My appointment expires
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Agenda Item: Consent Calendar – 7G_
TO: City Council
DATE: March 1, 2016
SUBJECT: 2015 Consolidated Annual Performance Evaluation Report – Approve
SUMMARY: The 2015 Consolidated Annual Performance and Evaluation Report
(CAPER) for the City of Kent, Washington is a report to the U.S. Department of
Housing and Urban Development (HUD) on the City’s activities and
accomplishments using Community Development Block Grant (CDBG) and other
funds. The report is required by HUD annually and must be submitted by March
31st. The report includes information on how CDBG funds were used to further
the goals and strategies of the Consolidated Plan, as well as other activities
executed by the city.
EXHIBITS: The 2015 CAPER
RECOMMENDED BY: Parks and Human Services Committee
YEA: Budell, Higgins, Fincher NAY: N/A
IMPACT TO BUDGET: N/A
MOTION: Approve the 2015 Consolidated Annual Performance and
Evaluation Report and authorize the Mayor to submit the report to HUD.
This page intentionally left blank.
CAPER 1
OMB Control No: 2506-0117 (exp. 07/31/2015)
CITY OF KENT
CDBG
CONSOLIDATED ANNUAL PERFORMANCE
AND EVALUATION REPORT (CAPER)
2015
First Year Action Plan
Of the 2015 – 2019
Consolidated Plan for Housing and Community Development
CAPER 2
OMB Control No: 2506-0117 (exp. 07/31/2015)
CR-05 - Goals and Outcomes
Progress the jurisdiction has made in carrying out its strategic plan and its action plan. 91.520(a)
This could be an overview that includes major initiatives and highlights that were proposed and executed throughout the program year.
The purpose of this report, which is called the Consolidated Annual Performance and Evaluation Report (CAPER), is to inform the U.S.
Department of Housing and Urban Development (HUD) and the community of the activities and accomplishments derived from the investment
of CDBG and other resources for the 2015 program year, which covers the period January 1, 2015 to December 31, 2015. In 2015, HUD allocated
$969,886 in CDBG funds to the City. (An additional $869,528 in funds allocated from the City's General Fund budget was used in conjunction
with CDBG funds to provide for a wide range of human services and affordable housing needs.) The City successfully executed the activities
outlined in this report.
Comparison of the proposed versus actual outcomes for each outcome measure submitted with the consolidated plan and
explain, if applicable, why progress was not made toward meeting goals and objectives. 91.520(g)
Categories, priority levels, funding sources and amounts, outcomes/objectives, goal outcome indicators, units of measure, targets, actual
outcomes/outputs, and percentage completed for each of the grantee’s program year goals.
Goal Category Source /
Amount
Indicator Unit of
Measure
Expected
–
Strategic
Plan
Actual –
Strategic
Plan
Percent
Complete
Expected
–
Program
Year
Actual –
Program
Year
Percent
Complete
Affordable
Housing to
homeless and
those at risk
Affordable
Housing
Homeless
CDBG:
$
Public service
activities for
Low/Moderate
Income Housing
Benefit
Households
Assisted 0 40 132
330.00%
Affordable
Housing to
homeless and
those at risk
Affordable
Housing
Homeless
CDBG:
$
Homeowner
Housing
Rehabilitated
Household
Housing
Unit
450 116
25.78% 90 116
128.89%
CAPER 3
OMB Control No: 2506-0117 (exp. 07/31/2015)
Affordable
Housing to
homeless and
those at risk
Affordable
Housing
Homeless
CDBG:
$
Homeless Person
Overnight Shelter
Persons
Assisted 200 132
66.00%
Basic Needs
Homeless
Non-Housing
Community
Development
CDBG:
$
Public service
activities other
than
Low/Moderate
Income Housing
Benefit
Persons
Assisted 110 40
36.36% 74 230
310.81%
Basic Needs
Homeless
Non-Housing
Community
Development
CDBG:
$
Tenant-based
rental assistance /
Rapid Rehousing
Households
Assisted 260 190
73.08%
Decrease
isolation of at-
risk seniors
Non-Homeless
Special Needs
CDBG:
$
Public service
activities other
than
Low/Moderate
Income Housing
Benefit
Persons
Assisted 120 82
68.33% 24 82
341.67%
Increase Self
Sufficiency
Non-Housing
Community
Development
CDBG:
$ Businesses assisted Businesses
Assisted 155 26
16.77%
Increase Self
Sufficiency
Non-Housing
Community
Development
CDBG:
$ Other Other 0 0 35 26
74.29%
Planning and
Administration
Planning and
Administration
CDBG:
$ Other Other 0 0
Table 1 - Accomplishments – Program Year & Strategic Plan to Date
CAPER 4
OMB Control No: 2506-0117 (exp. 07/31/2015)
Assess how the jurisdiction’s use of funds, particularly CDBG, addresses the priorities and specific objectives identified in the plan,
giving special attention to the highest priority activities identified.
As explained in the preceding tables, the City successfully addressed the goals and objectives of meeting basic needs, affordable housing to
homeless and at-risk persons, increasing self-sufficiency, decreasing isolation of seniors and planning and administration by providing the
following services:
• Case management services to youth with intellectual disabilities and their families
• Rent and utility assistance
• Home repair assistance
• Shelter
• Transitional housing
• Business training classes for business development and expansion
• Planning and administration activities
One outcome was unmet-the City initially allocated $122,193 to an Energy Efficiency Rehabilitation Project; however this project was not
launched. Instead the money will be recaptured and reallocated to the Home Repair Program in 2016. We will re-visit the possibility of launching
an Energy Efficiency Program in 2017 or 2018. (Because of increased Home Repair Programt costs, we moved 10% of the amount that was
scheduled to go to Energy Efficiency to HRP. It is permissible to move 10% between line items without a budget amendment.)
CAPER 5
OMB Control No: 2506-0117 (exp. 07/31/2015)
CR-10 - Racial and Ethnic composition of families assisted
Describe the families assisted (including the racial and ethnic status of families assisted).
91.520(a)
CDBG
White 223
Black or African American 173
Asian 113
American Indian or American Native 3
Native Hawaiian or Other Pacific Islander 42
Total 554
Hispanic 65
Not Hispanic 489
Table 2 – Table of assistance to racial and ethnic populations by source of funds
Narrative
Demographic breakdown is listed below:
• 40% of the population served was White
• 31% of the population served was Black or African American
• 20% of the population served was Asian
• 1% of the population served was American Indian or American Native
• 8% of the population served was Native Hawaiian or Other Pacific Islander
• 12% of the population served was ethnic Hispanic
The racial categories listed above do not include all of the racial categories that are tracked by sub-
recipients in compliance with the racial categories that HUD requires programs to track. For example,
programs track Other/Multi-racial and two households identified as ethnic Hispanic and Other/Multi-
racial. Additionally, 17 individuals identified as Black/African American and White.
CAPER 6
OMB Control No: 2506-0117 (exp. 07/31/2015)
CR-15 - Resources and Investments 91.520(a)
Identify the resources made available
Source of Funds Source Resources Made
Available
Amount Expended
During Program Year
CDBG 3,879,544
Table 3 – Resources Made Available
Narrative
The City invested the full allotment of its CDBG budget into public services, capital projects, and
planning and administration in accordance with the strategies outlined in the Consolidated Plan for
Housing and Community Development.
Identify the geographic distribution and location of investments
Target Area Planned Percentage of
Allocation
Actual Percentage of
Allocation
Narrative Description
Table 4 – Identify the geographic distribution and location of investments
Narrative
The city distributed 100% CDBG funds to programs serving Kent residents throughout all geographic
regions of the city. The majority of funds were invested in programs serving low/moderate-income
individuals and families.
CAPER 7
OMB Control No: 2506-0117 (exp. 07/31/2015)
Leveraging
Explain how federal funds leveraged additional resources (private, state and local funds),
including a description of how matching requirements were satisfied, as well as how any
publicly owned land or property located within the jurisdiction that were used to address the
needs identified in the plan.
In addition to allocating $969,866 in CDBG funds, the City leveraged $869,528 in resources from General
Funds to fund additional human services programs.
Under the leadership of Coalition for Refugees from Burma, the Kent Cultural Diversity Initiative Group
(KC-DIG) and the city partnered with several nonprofits and received a $50,000 Boeing Grant to create a
culturally responsive workforce development strategy for refugees and immigrants to secure entry level
employment and careers within the manufacturing sector.
Under the leadership of Centro Rendu (a program of St. Vincent de Paul), the Kent School District and
the City partnered with a network of community-based organizations and received a $250,000 Puget
Sound Educational Service District-Deep Drive Grant to improve a set of established goals; thereby,
increasing opportunities for elementary school students of racially and ethnically diverse backgrounds in
targeted elementary schools.
The City received a total of $800 from King County and The Seattle Foundation for participation on
application review panels and meeting facilitation. These funds were used for the Housing and Human
Services Emergency Fund and for KC-DIG meeting support.
The City does not allocate HOME funds.
CAPER 8
OMB Control No: 2506-0117 (exp. 07/31/2015)
CR-20 - Affordable Housing 91.520(b)
Evaluation of the jurisdiction's progress in providing affordable housing, including the
number and types of families served, the number of extremely low-income, low-income,
moderate-income, and middle-income persons served.
One-Year Goal Actual
Number of homeless households to be
provided affordable housing units
Number of non-homeless households to
be provided affordable housing units
Number of special-needs households to
be provided affordable housing units
Total
Table 5 – Number of Households
One-Year Goal Actual
Number of households supported
through rental assistance
Number of households supported
through the production of new units
Number of households supported
through the rehab of existing units
Number of households supported
through the acquisition of existing units
Total
Table 6 – Number of Households Supported
Discuss the difference between goals and outcomes and problems encountered in meeting
these goals.
Outcomes exceeded goals; the City was extremely pleased with the performance of its sub-recipients
(organizations that the City contracted with to provide services), as funding was stretched to prevent
eviction and keep families in their homes. One organization decided to adjust its budget and tranfer
money from administration to rental assistance; therefore, the actual served was much higher than the
one-year goal.
Discuss how these outcomes will impact future annual action plans.
The City estimates that it will receive level funding in 2016; therefore, it will negotiate similar outcomes
with organizations delivering services after factoring in cost of living adjustments. Rental and utility
assitance are in high demand due to the increase in the cost of rent. Funding to support this outcome
will continue to be a high priority for the City.
CAPER 9
OMB Control No: 2506-0117 (exp. 07/31/2015)
Include the number of extremely low-income, low-income, and moderate-income persons
served by each activity where information on income by family size is required to determine
the eligibility of the activity.
Number of Persons Served CDBG Actual HOME Actual
Extremely Low-income 316 0
Low-income 92 0
Moderate-income 42 0
Total 450 0
Table 7 – Number of Persons Served
Narrative Information
The City met the national objective of activities benefitting low/moderate-income persons; these totals
are only for projects counted in the preceding categories. The projects are: Home Repair Program,
Catholic Community Services-Katherin's House, ReWA-Case Management & Emergency Assistance,
Multi-service Center-Housing Stability Program, St. Stephen Housing Association, and the YWCA-Anita
Vista Transitional Housing. A newly funded rehabilitation program, City of Kent Energy Efficient Housing
Program, is not include in the number served. Funds will be recapatured and reallocated to the Home
Repair Program in 2016.
CAPER 10
OMB Control No: 2506-0117 (exp. 07/31/2015)
CR-25 - Homeless and Other Special Needs 91.220(d, e); 91.320(d, e); 91.520(c)
Evaluate the jurisdiction’s progress in meeting its specific objectives for reducing and ending
homelessness through:
Reaching out to homeless persons (especially unsheltered persons) and assessing their
individual needs
The City invested in outreach to the homeless through General Fund-supported projects, including
street outreach by mental health professionals and a newly launched community engagement day
center. In addition, the City's police officer's bike unit outreaches to unsheltered persons they interact
with on the streets by connecting them to Housing and Human Services staff and providing information
on organizations that provide assistance to homeless individuals. The City provides information on its
cold weather shelter through organizations that work with the homeless and in locations where
homeless individuals assemble; e.g, the library, hot meal programs, etc.
In addition, a number of homeless individuals received telephone assistance and visited the City’s
Housing and Human Services Office to request food, housing and other services. City staff assessed their
needs and provided referrals to nonprofits in the area.
Addressing the emergency shelter and transitional housing needs of homeless persons
Three programs funded by the City addressed emergency shelter and transitional housing needs of
homeless persons: YWCA: Anita Vista Transitional Housing Program (housing for domestic violence
survivors and their families); St. Stephen Housing Association Transitional Housing Program (housing for
families); and Catholic Community Services-Katherine's House (shelter and case management services to
single women in recovery).
Helping low-income individuals and families avoid becoming homeless, especially extremely
low-income individuals and families and those who are: likely to become homeless after
being discharged from publicly funded institutions and systems of care (such as health care
facilities, mental health facilities, foster care and other youth facilities, and corrections
programs and institutions); and, receiving assistance from public or private agencies that
address housing, health, social services, employment, education, or youth needs
Through its homeless continuum; which was funded by General Funds and CDBG, MSC provided
responsive services to target the needs of homeless individuals. Services provided along the continuum
consisted of shelter with supportive services, hotel vouchers, referrals to permanent housing, etc.
The YWCA and ReWA provided case management services and helped homeless individuals find
permanent housing.
CAPER 11
OMB Control No: 2506-0117 (exp. 07/31/2015)
Helping homeless persons (especially chronically homeless individuals and families, families
with children, veterans and their families, and unaccompanied youth) make the transition to
permanent housing and independent living, including shortening the period of time that
individuals and families experience homelessness, facilitating access for homeless individuals
and families to affordable housing units, and preventing individuals and families who were
recently homeless from becoming homeless again
Rental assistance to prevent homelessness was provided by Multi-service Center (MSC) and Refugee
Women's Alliance (ReWA). Most of the women that received shelter through CCS were women who
were released from the King County Regional Justice Center.
General Fund dollars support The Watson Manor Transitional Living Program, which provides up to 18
months of transitional housing and support services to single, homeless, and extremely low-income
teenage and young adult mothers and their children. Each young mother is parenting one to two
children or at least six months pregnant. Program participants receive a furnished apartment in Watson
Manor, a small apartment complex. Services include case management, parent education, life skills
training, counseling, substance abuse services, and referral to childcare and educational/vocational
programs. The overall program goal is to increase self-sufficiency among homeless young mothers and
equip them with the skills necessary to obtain and retain permanent housing.
Additionally, Emergency Feeding Program (a project funded with General Funds) provided food packs to
homeless individuals and those at-risk for homelessness.
CAPER 12
OMB Control No: 2506-0117 (exp. 07/31/2015)
CR-30 - Public Housing 91.220(h); 91.320(j)
Actions taken to address the needs of public housing
The City worked collaboratively to address the needs of public housing by advocating for and investing
in affordable housing stock, providing supportive services to prevent homelessness (keeping additional
people off the King County Housing Authority waitlist), and staffing a number of committees and
application review teams that directed funds to organizations managing affordable housing stock.
Staff participated in a workforce workgroup, which includes representatives from the cities of Kent,
Tukwila, and Renton; as well as personnel of Tukwila and King County Housing Authority. The focus of
this group is to identify specific programs and services that strengthen residents access to good
employment aligned with available jobs and the pathway to continue to build skills and move up the
wage ladder.
Actions taken to encourage public housing residents to become more involved in
management and participate in homeownership
The King County Housing Authority (KCHA) increased resident involvement through a number of
mechanisms; e.g., the Resident Advisory Council was created as a forum for residents to provide
feedback to assist KCHA with the development of policies and procedures that impact Housing Authority
residents, etc. The City was rarely in a position to have direct impact on resident involvement.
Actions taken to provide assistance to troubled PHAs
The KCHA is not considered a troubled PHA.
CAPER 13
OMB Control No: 2506-0117 (exp. 07/31/2015)
CR-35 - Other Actions 91.220(j)-(k); 91.320(i)-(j)
Actions taken to remove or ameliorate the negative effects of public policies that serve as
barriers to affordable housing such as land use controls, tax policies affecting land, zoning
ordinances, building codes, fees and charges, growth limitations, and policies affecting the
return on residential investment. 91.220 (j); 91.320 (i)
The City approved an enhanced enforcement tool for code violations involving houses, buildings, and
other properties in poor condition. The ordinance allows the City to take advantage of a state law which
authorizes cities to fix problems that create a dangerous condition, and then recoup abatement costs by
adding them to annual property tax bills. Unpaid abatement costs are prioritized for payment like
unpaid taxes. The new enforcement tool includes a process to ensure that every reasonable step is
taken to achieve voluntary compliance before abatement costs are added to property tax bills.
Actions taken to address obstacles to meeting underserved needs. 91.220(k); 91.320(j)
The City staffs the Kent Cultural Diversity Initiative Group (KC-DIG). KC-DIG consists of provider
agencies, public sector organizations, businesses, and community members that specialize in providing
services and resources to refugee communities residing in Kent. It is an opportunity for continuing
education, networking, collaboration, and understanding and sharing across cultures.
The following are highlights of the work and continuing education provided through KC-DIG:
• In March 2015, KC-DIG collaborated with St. Vincent de Paul-Centro Rendu to provide a
workshop at the third annual Green River College Office of Diversity, Equity & Inclusion
Conference; the workshop was entitled: Proactively Leading to Increase Diversity in
Organizations
• KC-DIG and the Green River College Office of Diversity, Equity & Inclusion Conference joined
together to host a March 2015 KC-DIG meeting at the GRC Kent Station campus
• CDBG Coordinator/KC-DIG facilitator attended the Governing for Racial Equity Network annual
conference in June 2015 and was a panelist in a workshop entitled Towards a Regional Equity
Compact? Engaging King County Cities and Jurisdictions in a New Collaborative
• In April 2015, the agenda included a presentation on Culturally Responsive Case Management:
Strategies to Help Position Individuals toward Transformative Change
• In May 2015, the agenda included a presentation on Community Engagement between the City
and the Racial, Ethnic and Cultural Communities in Kent
• City of Kent Home Repair Program staff spoke to KC-DIG about minor home repair services
available to Kent homeowners to keep people in their homes
• In July 2015, the agenda included a presentation on the Neighbor to Neighbor Small Grants
Program of The Seattle Foundation; Neighbor to Neighbor provides grants to small, grassroots
organizations that provide assistance to Ethnic Community-Based Organizations
• In October 2015, King County staff shared information and received comments from KC-DIG on
CAPER 14
OMB Control No: 2506-0117 (exp. 07/31/2015)
the King County Equity and Social Justice Strategic Plan and staff also attended the PolicyLink
Equity Summit in Los Angeles
• In November 2015, the new superintendent of The Kent School District hosted a Conversation
about the Vision for the KSD and the Opportunity Gap Facing Some of our Under-Served
Students
• KC-DIG convened three Putting the "C" in Culture Presentations in 2015-the first was on
Mexican culture, the second on Iraqi culture, and the third on Jewish culture
• In November 2015, CDBG Coordinator/KC-DIG facilitator moderated an event sponsored by
Mother Africa that focused on the projects created by African women to address the issues
identified by women in several African populations
• In December 2015, CDBG Coordinator/KC-DIG facilitator facilitated The Seattle Foundation,
Neighbor to Neighbor Small Grants Fund Grantee Convening
Other Initiatives
• In December 2015, the Kent City Council passed a Cultural Communities Board Ordinance,
authorizing the mayor to appoint an 18-member Board to provide input to the mayor and city
council on policy and process that seek to promote and facilitate civic engagement, integration,
and access to city services by all cultural communities within Kent (City Council must approve
the Board)
• CDBG Coordinator/KC-DIG facilitator was appointed by the King County Executive to serve on
the Immigrant and Refugee Task Force; the Task Force will make recommendations on the
composition and the work of an Immigrant and Refugee Commission
• The City leveraged funds through the Refugee Support Network to place an AmeriCorps VISTA
volunteer in the City to improve integration and services (RSN is managed by Jewish Family
Service)
• The City is included in a PRIME grant consortium led by Jewish Family Service & Coalition for
Refugees from Burma. The Consortium provides promoting refugee integration, mobility and
empowerment PRIME services to refugee communities in the City of Kent. Services focus on
self-sufficiency education, case management, and immigration and a new service called “My City
Kent,” a civic engagement program.
Actions taken to reduce lead-based paint hazards. 91.220(k); 91.320(j)
None
Actions taken to reduce the number of poverty-level families. 91.220(k); 91.320(j)
Under the leadership of Coalition for Refugees from Burma, The Kent Cultural Diversity Initiative Group
(KC-DIG) and the City partnered with several nonprofits and received a $50,000 Boeing Grant to create a
culturally responsive workforce development strategy for refugees and immigrants to secure entry level
employment and careers within the manufacturing sector. This is a one-year grant, and the City will
CAPER 15
OMB Control No: 2506-0117 (exp. 07/31/2015)
seek funding to extend its work for additional years.
The City continues to look for opportunities to partner with nonprofits and other community
organizations to apply for planning and implementation grants to increase economic opportunity for its
residents.
Actions taken to develop institutional structure. 91.220(k); 91.320(j)
• City staff chairs a regional committee (includes cities of Tukwila and Federal Way, as well as
United Way of King County and The Seattle Foundation Neighbor to Neighbor Small Grants
Fund) that is developing a parallel human services application process for the 2017-2018 funding
cycle. The goal of the parallel application process is to provide small grants to grassroots and
emerging Ethnic Community-Based Organizations that may not have the staff capacity or
experience and knowledge of the mainstream institutional structure to secure large grants
within the Share1App multi-city application process.
• City staff chairs a regional systems workgroup (includes cities of Kent, Tukwila, SeaTac, Federal
Way, Bellevue, Shoreline, and the South King Council of Human Services). The group is
identifying strategies to build capacity within organizations to increase and improve availability
of linguistically and culturally responsive services across South King County. In addition, the
group is searching for new revenue sources and how to support collaborations across the non-
profits, education, government and the business community.
Actions taken to enhance coordination between public and private housing and social service
agencies. 91.220(k); 91.320(j)
The City funds several organizations providing housing and rental assistance: Multi-Service Center,
Catholic Community Services, DAWN, Refugee Women's Alliance, St. Stephen Housing Association and
Mercy Housing. The City coordinates housing services through its investment, communication, and
networking with these organizations. Additionally, the City sits on a number of committees that
coordinate services to homeless individuals. Homeless coordination is led by All Home, formerly known
as the King County Committee to End Homelessness (KCCTEH).
Kent staff and other South King County stakeholders continue to meet to deepen cross-jurisdictional
coordination, create a common understanding for housing and homelessness needs and strategies for
South King County, and move forward strategies in the South King County Response to Homelessness.
Two separate groups currently meet – the South King County Homeless Action Committee and the South
King County Joint Planners.
South King County Joint Planners Convening
Human services, land use, and other staff members meet every other month with Housing Development
Consortium staff to promote regional dialogue and collaboration and provide support and technical
CAPER 16
OMB Control No: 2506-0117 (exp. 07/31/2015)
assistance on comprehensive plan policies and assessments. This group, the SKC Joint Planners,
continues to meet bimonthly to address regional needs related to housing and the suburbanization of
poverty in general.
South King County Homeless Action Committee
The Homeless Action Committee meets monthly and its focus is to keep stakeholders up to speed on
regional work, such as the All Home Strategic Plan update and One Night Count facilitation. However, in
the absence of dedicated staff capacity, South King County lost momentum toward achieving local goals
and lost connection to countywide priorities and planning. While South King County representatives
participate in regional committees, these individuals often lack the time and capacity to coordinate
across jurisdictions and; without the appropriate outreach, are reluctant or unable to speak on behalf of
the entire region. In 2016, the City of Kent joined with other cities, agencies, and funders in South King
County to work with Housing Development Consortium to hire a South King County Housing Planner to
help manage the coordination of a network of South King County stakeholders on issues related to
affordable housing and homelessness. This partnership is now known as the South King Housing &
Homelessness Partnership (SKHHP). This position will disseminate information about regional funding
and comment opportunities and catalyze progress on the implementation of local comprehensive plans
and the South King County Response to Homelessness. Support for this work will help align South King
County interests with needed homeless and affordable housing interventions, resources, and promising
practices. As a result, South King County communities will be able to speak with a united voice to attract
resources for locally supported housing solutions.
Identify actions taken to overcome the effects of any impediments identified in the
jurisdictions analysis of impediments to fair housing choice. 91.520(a)
Recommendations from the City's Analysis of Impediments to Fair Housing Choice included:
Recommendation I: Expand current education and outreach efforts
The City continued to work on this recommendation by: (1) Posting fair housing materials on its website;
(2) Providing fair housing articles/information/notices in electronic communications to the Kent Cultural
Diversity Initiative Group; (3) Providing fair housing materials to apartment complexes through its police
department; and (4) Distributing a Fair Housing Equity Assessment Survey to protected groups.
Recommendation II: Continue ongoing enforcement activities
The City does not have enforcement authority; the Washington State Human Rights Commission and the
King County Office of Civil Rights investigates complaints.
Recommendation III: Target home ownership and lending marketing to African Americans and Hispanics
households
CAPER 17
OMB Control No: 2506-0117 (exp. 07/31/2015)
When the City received stimulus funds through the Neighborhood Stabilization Program, the funds were
used to purchase and rehabilitate three foreclosed homes, which were then sold to income-eligible
homebuyers. The homebuyers were families of African descent that had been on the Habitat for
Humanity waitlist for an extended period of time; the families received zero-interest loans. A fifteen-
year covenant of affordability was signed by each homebuyer. Mortgage payments received from the
homebuyers were entered into a fund that will allow Habitat for Humanity to purchase, rehabilitate, and
sell additional houses. (Habitat for Humanity provides an annual accounting to the City on the amount
of these funds.) The mortgage payments will allow the City and Habitat for Humanity to target
additional home ownership to African American and Hispanic households that are on the waitlist.
CAPER 18
OMB Control No: 2506-0117 (exp. 07/31/2015)
CR-40 - Monitoring 91.220 and 91.230
Describe the standards and procedures used to monitor activities carried out in furtherance
of the plan and used to ensure long-term compliance with requirements of the programs
involved, including minority business outreach and the comprehensive planning
requirements
The City monitored its CDBG projects throughout the year. The CDBG Coordinator will conduct an on-
site monitoring visit of a new program and will visit at least one of its longstanding programs for an
indepth review of work completed in 2015. The CDBG Program Coordinator also plans to meet with all
of its programs in 2016 to share information and expectations based on concerns identified in 2015.
The following standards and procedures were used to monitor CDBG-funded agencies:
• Programs funded by the City must maintain high standards. Organizations are informed via the
CDBG Agreement that the failure to comply with contractual requirements and regulations
could result in remedial actions and/or the termination of funding.
• Backup reports to support costs are required; and if adequate documentation is not submitted,
payment is reduced or denied.
• Projects received quarterly monitoring. Programs that needed guidance in achieving
performance measures or adhering to contractual requirements received technical assistance,
were required to attend a meeting with City staff, and/or received an on-site monitoring visit.
Quarterly performance reports were reviewed by the Human Services Commission.
• Monitoring concerns/finding were reviewed with agency staff and documented in writing. When
applicable, timely corrective action was required.
Agencies were required to provide supporting documentation or written communication verifying that
deficiencies were corrected.
Citizen Participation Plan 91.105(d); 91.115(d)
Describe the efforts to provide citizens with reasonable notice and an opportunity to
comment on performance reports.
• A Public Notice was posted on the City of Kent website on Thursday, February 4, 2016. A link to
the website was provided to non-profits, South King County Planners, and stakeholders in the
Kent area. In addition, a link to the electronic notice was provided to participants of the Kent
Cultural Diversity Initiative Group and other organizations that have contacts with ethnic/racial
minorities, non-English speaking persons, and people with disabilities.
• A copy of the Public Notice and the CAPER were posted in the Housing and Human Services
Office and at City Hall.
• The Kent community and stakeholders were also invited to provide comments at a public
CAPER 19
OMB Control No: 2506-0117 (exp. 07/31/2015)
hearing held at the Kent Human Services Commission meeting on February 18, 2016.
CAPER 20
OMB Control No: 2506-0117 (exp. 07/31/2015)
CR-45 - CDBG 91.520(c)
Specify the nature of, and reasons for, any changes in the jurisdiction’s program objectives
and indications of how the jurisdiction would change its programs as a result of its
experiences.
There were no changes in the City's program objectives. The City does not anticipate major changes in
programs.
Does this Jurisdiction have any open Brownfields Economic Development Initiative (BEDI)
grants?
No
[BEDI grantees] Describe accomplishments and program outcomes during the last year.
CAPER 21
OMB Control No: 2506-0117 (exp. 07/31/2015)
Submitted to:
US DEPARTMENT OF HOUSING & URBAN DEVELOPMENT
Office of Community Planning and Development
Seattle Federal Office Building
909 First Avenue, Suite 300
Seattle, WA 98104-1000
Prepared by:
CITY OF KENT
Parks, Recreation & Community Services Department
Housing and Human Services Division
220 Fourth Avenue South
Kent, WA 98032
Staff:
Housing & Human Services Manager, Merina Hanson
Lead CDBG Staff: Dinah R. Wilson
March 2016
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Agenda Item: Consent Calendar – 7H_
TO: City Council
DATE: March 1, 2016
SUBJECT: Consultant Services Agreement with the Housing Development
Consortium for Sub-regional Planning Efforts – Authorize
SUMMARY: City of Kent has joined with other cities, agencies, and funders in South
King County to work with the Housing Development Consortium to hire a South King
County Housing Planner to help coordinate a network of South King County
stakeholders on issues related to affordable housing and homelessness. This
partnership is known as the South King Housing & Homelessness Partnership
(SKHHP). This position will disseminate information about regional funding
opportunities and catalyze progress on the implementation of local comprehensive
plans and the South King County Response to Homelessness. Support for this work
will help align South King County interests with needed homeless and affordable
housing interventions, resources, and practices. As a result, South King County
communities will be able to speak with a united voice to attract resources for locally
supported housing solutions.
This contract will be for $10,000/year for a total of $20,000 which will be funded with
2015 year-end savings in Human Services General Fund operating account.
EXHIBITS: Human Services Staff Report
RECOMMENDED BY: Parks and Human Services Committee
YEA: Budell, Higgins, Fincher NAY: N/A
BUDGET IMPACT: Revenue and Expense impact to the SKC-Regional Planner budget.
MOTION: Amend the budget to move $20,000 in year-end savings from the
2015 biennium budget to the 2016 biennium budget, authorize the
expenditure of those funds, and authorize the Mayor to sign a Consultant
Services Agreement with the Housing Development Consortium of Seattle—
King County, in an amount not to exceed $20,000, for sub-regional
planning efforts, subject to final agreement terms and conditions
acceptable to the Parks Director and the City Attorney.
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PARKS, RECREATION AND COMMUNITY SERVICES
Jeff Watling, Director
Phone: 253-856-5100
Fax: 253-856-6050
Address: 220 Fourth Avenue S.
Kent, WA. 98032-5895
DATE: February 25, 2016
TO: Kent City Council Parks and Human Services Committee
FROM: Merina Hanson, Human Services Manager
SUBJECT: South King Housing & Homelessness Partnership (SKHHP)
STAFF REPORT
__________________________________________________________
Over the past seven years, South King County stakeholders have met to deepen
cross-jurisdictional coordination, create a common understanding for housing and
homelessness needs and strategies for South King County, and move forward
strategies in the South King County Response to Homelessness. Two separate
groups currently meet – the South King County Homeless Action Committee and
the South King County Joint Planners.
The Homeless Action Committee meets monthly and has worked to keep
stakeholders up to speed on regional work, such as the All Home Strategic Plan
update and One Night Count facilitation. However, in the absence of dedicated staff
capacity, South King County lost momentum toward achieving local goals and
connection to countywide priorities and planning. While South King County
representatives do participate in regional committees, these individuals often lack
the time and capacity to coordinate across jurisdictions and, without the
appropriate outreach, are unable to speak on behalf of the entire region. For 2016
City of Kent has joined with other cities, agencies, and funders in South King
County to work with Housing Development Consortium to hire a South King County
Housing Planner to help manage the coordination of a network of South King
County stakeholders on issues related to affordable housing and homelessness.
This partnership is now known as the South King Housing & Homelessness
Partnership (SKHHP). This position will disseminate information about regional
funding and comment opportunities and catalyze progress on the implementation of
local comprehensive plans and the South King County Response to Homelessness.
Support for this work will help align South King County interests with needed
homeless and affordable housing interventions, resources, and promising practices.
As a result, South King County communities will be able to speak with a united
voice to attract resources for locally supported housing solutions.
South King Housing & Homeless Partnership Staff Report
February 25, 2016
Page 2
The SKHHP Model for Change includes:
• Regularly convene and organize a network of local stakeholders, including
new partners, working to end homelessness and address affordable
housing needs.
• Improve alignment of county and state homeless and affordable housing
interventions and funding opportunities with South King County interests.
• Provide technical assistance to support implementation of comprehensive
plan policies.
• Renew attention and mobilize stakeholders to implement the “South King
County Response.”
• Improve South King County stakeholders’ understanding of promising
practices and their potential for local impact.
• Improve and streamline services for homeless and poorly housed
individuals and families in South King County.
• Determine and implement strategies that achieve program sustainability.
Project Results
• County and state decision makers receive input from South King County
stakeholders early in the decision-making process to ensure a more
effective and efficient public engagement process.
• South King County stakeholders are better informed of opportunities to
impact regional and state housing programs and policies including
regional plans, state legislative proposals and funding opportunities.
• South King County stakeholders are better able to speak with a united
voice to ensure external programs and policies address local community
needs.
• South King County stakeholders, including those in the education,
employment and health sector, are more engaged in housing and
homelessness activities.
Current Funding Partners
• Cities of Auburn, Burien, Kent, Renton, SeaTac and Tukwila, King County
Housing Authority, Renton Housing Authority, Seattle Foundation, Kent Youth
& Family Services, All Home, Catholic Community Services, King County,
Valley Cities, and Multi-Service Center
For more information and to keep up to date on the project:
• http://www.housingconsortium.org/skhhp/
Agenda Item: Consent Calendar – 7I_
TO: City Council
DATE: March 1, 2016
SUBJECT: Consultant Services Agreement with Reid Middleton for the Lake
Meridian Dock Replacement Project – Authorize
SUMMARY: Lake Meridian dock, one of the park system’s most popular amenities, is
near the end of its useful life. The deck is deteriorated, several floats are listing, and
some of the piles anchoring the floats are loose.
The city was recently awarded a grant from the Washington Recreation and
Conservation Office to augment the costs associated with building a new dock. The
new dock will be built within the existing dock’s footprint.
This contract enlists the services of the engineering firm, Reid Middleton, to help
insure a successful project, by providing project design, engineering and permitting
services, plan drawings, and construction oversight of the new dock.
EXHIBITS: Draft Consultant Services Agreement
RECOMMENDED BY: Parks and Human Services Committee
YEA: Budell, Higgins, Fincher NAY: N/A
BUDGET IMPACTS: Revenue and Expense impact to the Lake Meridian Dock budgets.
MOTION: Authorize the Mayor to sign a consultant services agreement with
Reid Middleton Inc., in an amount not to exceed $197,660 for the Lake
Meridian Floating Dock Replacement Project, subject to final terms and
conditions acceptable to the Parks Director and the City Attorney.
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CONSULTANT SERVICES AGREEMENT
between the City of Kent and
Reid Middleton, Inc.
THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation
(hereinafter the "City"), and Reid Middleton organized under the laws of the State of Washington, located
and doing business at 728 134th Street SW, Suite 200, Everett, WA 98204; Shannon Kinsella (hereinafter
the "Consultant").
I. DESCRIPTION OF WORK.
Consultant shall perform the following services for the City in accordance with the following
described plans and/or specifications:
As described in Exhibit A, hereto attached:
Provide project design, permitting services, and construction oversight for the replacement
of the floating fishing dock at Lake Meridian Park.
Consultant further represents that the services furnished under this Agreement will be performed in
accordance with generally accepted professional practices within the Puget Sound region in effect at the
time those services are performed.
II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in
Section I above immediately upon the effective date of this Agreement. Consultant shall complete the
work described in Section I within one year from latest signature.
III. COMPENSATION.
A. The City shall pay the Consultant, based on time and materials, an amount not to exceed
$197,660.00, for the services described in this Agreement. This is the maximum amount to
be paid under this Agreement for the work described in Section I above, and shall not be
exceeded without the prior written authorization of the City in the form of a negotiated and
executed amendment to this agreement. The Consultant agrees that the hourly or flat rate
charged by it for its services contracted for herein shall remain locked at the negotiated
rate(s) for a period of one (1) year from the effective date of this Agreement. The
Consultant's billing rates shall be as delineated in Exhibit A.
B. The Consultant shall submit monthly payment invoices to the City for work performed, and
a final bill upon completion of all services described in this Agreement. The City shall
provide payment within forty-five (45) days of receipt of an invoice. If the City objects to
all or any portion of an invoice, it shall notify the Consultant and reserves the option to only
pay that portion of the invoice not in dispute. In that event, the parties will immediately
make every effort to settle the disputed portion.
IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-
Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in
accordance with Ch. 51.08 RCW, the parties make the following representations:
CONSULTANT SERVICES AGREEMENT - 1
(Over $20,000)
A. The Consultant has the ability to control and direct the performance and details of its
work, the City being interested only in the results obtained under this Agreement.
B. The Consultant maintains and pays for its own place of business from which
Consultant’s services under this Agreement will be performed.
C. The Consultant has an established and independent business that is eligible for a
business deduction for federal income tax purposes that existed before the City
retained Consultant’s services, or the Consultant is engaged in an independently
established trade, occupation, profession, or business of the same nature as that
involved under this Agreement.
D. The Consultant is responsible for filing as they become due all necessary tax
documents with appropriate federal and state agencies, including the Internal
Revenue Service and the state Department of Revenue.
E. The Consultant has registered its business and established an account with the state
Department of Revenue and other state agencies as may be required by Consultant’s
business, and has obtained a Unified Business Identifier (UBI) number from the
State of Washington.
F. The Consultant maintains a set of books dedicated to the expenses and earnings of
its business.
V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon
providing the other party thirty (30) days written notice at its address set forth on the signature block of
this Agreement. After termination, the City may take possession of all records and data within the
Consultant’s possession pertaining to this project, which may be used by the City without restriction. If
the City’s use of Consultant’s records or data is not related to this project, it shall be without liability or
legal exposure to the Consultant.
VI. DISCRIMINATION. In the hiring of employees for the performance of work under this
Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the
Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation,
national origin, or the presence of any sensory, mental, or physical disability, discriminate against any
person who is qualified and available to perform the work to which the employment relates. Consultant
shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with
City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance
Statement.
VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers,
officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or
suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's
negligent performance of this Agreement, except for that portion of the injuries and damages caused by
the City's negligence.
The City's inspection or acceptance of any of Consultant's work when completed shall not be
grounds to avoid any of these covenants of indemnification.
Should a court of competent jurisdiction determine that this Agreement is subject to RCW
4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to
property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers,
officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent
of the Consultant's negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION
PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL
CONSULTANT SERVICES AGREEMENT - 2
(Over $20,000)
INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES
FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER.
In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made
pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having
jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant’s part, then
Consultant shall pay all the City’s costs for defense, including all reasonable expert witness fees and
reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful
refusal on the Consultant’s part.
The provisions of this section shall survive the expiration or termination of this Agreement.
VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the
Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by
this reference.
IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide
reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the
work under this Agreement.
X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings,
designs, reports, or any other records developed or created under this Agreement shall belong to and
become the property of the City. All records submitted by the City to the Consultant will be safeguarded
by the Consultant. Consultant shall make such data, documents, and files available to the City upon the
City’s request. The Consultant acknowledges that the City is a public agency subject to the Public Records
Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to
cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act.
The City’s use or reuse of any of the documents, data, and files created by Consultant for this project by
anyone other than Consultant on any other project shall be without liability or legal exposure to
Consultant.
XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor
with the authority to control and direct the performance and details of the work authorized under this
Agreement, the work must meet the approval of the City and shall be subject to the City's general right of
inspection to secure satisfactory completion.
XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary
precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the
performance of the contract work and shall utilize all protection necessary for that purpose. All work shall
be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to
materials, tools, or other articles used or held for use in connection with the work.
XIII. MISCELLANEOUS PROVISIONS.
A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its
contractors and consultants to use recycled and recyclable products whenever practicable. A price
preference may be available for any designated recycled product.
B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the
covenants and agreements contained in this Agreement, or to exercise any option conferred by this
Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those
covenants, agreements or options, and the same shall be and remain in full force and effect.
C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. If the parties are unable to settle any
dispute, difference or claim arising from the parties’ performance of this Agreement, the exclusive means
of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules
and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in
CONSULTANT SERVICES AGREEMENT - 3
(Over $20,000)
writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the
parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred
in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or
award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's
right to indemnification under Section VII of this Agreement.
D. Written Notice. All communications regarding this Agreement shall be sent to the parties at
the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written
notice hereunder shall become effective three (3) business days after the date of mailing by registered or
certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this
Agreement or such other address as may be hereafter specified in writing.
E. Assignment. Any assignment of this Agreement by either party without the written consent
of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment,
the terms of this Agreement shall continue in full force and effect and no further assignment shall be
made without additional written consent.
F. Modification. No waiver, alteration, or modification of any of the provisions of this
Agreement shall be binding unless in writing and signed by a duly authorized representative of the City
and Consultant.
G. Entire Agreement. The written provisions and terms of this Agreement, together with any
Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative
of the City, and such statements shall not be effective or be construed as entering into or forming a part
of or altering in any manner this Agreement. All of the above documents are hereby made a part of this
Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any
language contained in this Agreement, the terms of this Agreement shall prevail.
H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and
municipal laws, rules, and regulations that are now effective or in the future become applicable to
Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or
accruing out of the performance of those operations.
I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to
the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents,
notes, emails, and other records prepared or gathered by the Consultant in its performance of this
Agreement may be subject to public review and disclosure, even if those records are not produced to or
possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying
the City’s duties and obligations under the Public Records Act.
J. City Business License Required. Prior to commencing the tasks described in Section I,
Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of
the Kent City Code.
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K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any
number of counterparts, each of which shall constitute an original, and all of which will together constitute
this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page
CONSULTANT SERVICES AGREEMENT - 4
(Over $20,000)
to the other by fax or email and that signature shall have the same force and effect as if the Agreement
bearing the original signature was received in person.
IN WITNESS, the parties below execute this Agreement, which shall become effective on
the last date entered below.
CONSULTANT:
By:
(signature)
Print Name:
Its
(title)
DATE:
CITY OF KENT:
By:
(signature)
Print Name: Suzette Cooke
Its Mayor
DATE:
NOTICES TO BE SENT TO:
CONSULTANT:
Shannon Kinsella
Reid Middleton
728 134th St. SW, Ste 200
Everett, WA 98204
(425) 741-5012 (telephone)
skinsella@reidmiddleton.com
NOTICES TO BE SENT TO:
CITY OF KENT:
Hope Gibson
City of Kent
220 Fourth Avenue South
Kent, WA 98032
(253) 856-5112 (telephone)
hgibson@kentwa.gov
APPROVED AS TO FORM:
Kent Law Department
P:\Planning\Lake Meridian\Dock\Dock Replacement-Reid Middleton-CONTRACT.docx
CONSULTANT SERVICES AGREEMENT - 5
(Over $20,000)
DECLARATION
CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY
The City of Kent is committed to conform to Federal and State laws regarding equal opportunity.
As such all contractors, subcontractors and suppliers who perform work with relation to this
Agreement shall comply with the regulations of the City’s equal employment opportunity
policies.
The following questions specifically identify the requirements the City deems necessary for any
contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative
response is required on all of the following questions for this Agreement to be valid and binding.
If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the
directives outlines, it will be considered a breach of contract and it will be at the City’s sole
determination regarding suspension or termination for all or part of the Agreement;
The questions are as follows:
1. I have read the attached City of Kent administrative policy number 1.2.
2. During the time of this Agreement I will not discriminate in employment on the basis of
sex, race, color, national origin, age, or the presence of all sensory, mental or physical
disability.
3. During the time of this Agreement the prime contractor will provide a written statement to
all new employees and subcontractors indicating commitment as an equal opportunity
employer.
4. During the time of the Agreement I, the prime contractor, will actively consider hiring and
promotion of women and minorities.
5. Before acceptance of this Agreement, an adherence statement will be signed by me, the
Prime Contractor, that the Prime Contractor complied with the requirements as set forth
above.
By signing below, I agree to fulfill the five requirements referenced above.
By: ___________________________________________
For: __________________________________________
Title: _________________________________________
Date: _________________________________________
EEO COMPLIANCE DOCUMENTS - 1
CITY OF KENT
ADMINISTRATIVE POLICY
NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998
SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996
CONTRACTORS APPROVED BY Jim White, Mayor
POLICY:
Equal employment opportunity requirements for the City of Kent will conform to federal and
state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee
equal employment opportunity within their organization and, if holding Agreements with the City
amounting to $10,000 or more within any given year, must take the following affirmative steps:
1. Provide a written statement to all new employees and subcontractors indicating
commitment as an equal opportunity employer.
2. Actively consider for promotion and advancement available minorities and women.
Any contractor, subcontractor, consultant or supplier who willfully disregards the City’s
nondiscrimination and equal opportunity requirements shall be considered in breach of contract
and subject to suspension or termination for all or part of the Agreement.
Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public
Works Departments to assume the following duties for their respective departments.
1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these
regulations are familiar with the regulations and the City’s equal employment opportunity
policy.
2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines.
EEO COMPLIANCE DOCUMENTS - 2
CITY OF KENT
EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT
This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the
Agreement.
I, the undersigned, a duly represented agent of
Company, hereby acknowledge and declare that the before-mentioned company was the prime
contractor for the Agreement known as that was entered
into on the (date), between the firm I represent and the City of
Kent.
I declare that I complied fully with all of the requirements and obligations as outlined in the City
of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity
Policy that was part of the before-mentioned Agreement.
By: ___________________________________________
For: __________________________________________
Title: _________________________________________
Date: _________________________________________
EEO COMPLIANCE DOCUMENTS - 3
SCOPE OF SERVICES
City of Kent
Lake Meridian Dock Replacement
A. PROJECT UNDERSTANDING
The City of Kent (City) owns and operates Lake Meridian Park in Kent,
Washington. The park includes an existing H-shaped public floating concrete
dock that is used for swimming and fishing. The dock is nearing the end of its
useful life. The City of Kent Park’s and Recreation Department is planning on
replacing the existing public dock at Lake Meridian Park in its existing
footprint.
The following is the scope of services for the design, permitting, bid, and
construction phase services for the project. The Consultant will provide the
following services:
B. SCOPE OF SERVICES
1. 45 Percent Design Phase
The Consultant will perform the design and prepare design documents
for the project. These services will include preparation of a base map
including a topographic survey of the existing shoreline abutments,
transition ramps, docks, and piling and water depths at the dock location.
These services will also include design, and preparation of drawings and
outline of technical specifications in Construction Specifier Institute
(CSI) format to an approximately 45 percent level of completion for the
dock replacement. The design and drawings will show the pile
anchoring system, float system, and approach abutments and ramps for
the floating dock and dock appurtenances such as ladders, new lifeguard
towers, leaning rail, and amenities.
The design of the piling will be based on general published soils
information available for the area and review of the general site
conditions by the geotechnical engineer. Surface soil conditions will be
determined at the dock location using hand held equipment. This scope
excludes any geotechnical borings. Geotechnical services will include
recommendations on depth of embedment and soil pile interaction
parameters that will be used in the design of the pile system. A
geotechnical report will be prepared for the project.
The proposed floats will be concrete pontoon systems. It should be
noted that the regulatory agencies may request a partially grated float
deck be used for a portion of the floating dock system. Preliminary
discussions will be made with the Washington Department of Fish and
Wildlife to determine if grated floats will be required for permitting for
the project. If required by the regulatory agencies, a float system with
grating will be utilized for the design. Information on grated float
systems will be provided to the City as part of the initial design process
so that the City can select a preferred grated float system if required by
the agencies prior to the 45% design completion.
The 45 percent documents will be used as the basis for the permitting of
the project.
Deliverables for the 45 percent design will be a pdf set of drawings, three
sets of drawings for the dock system, an outline table of contents of
technical specifications sections and an opinion of probable construction
costs. Drawings will be provided in 11 x 17 inch format.
The City will review the submitted 45 percent documents and provide
comments for incorporation into the 90 percent documents.
2. Permitting
The Consultant will assist the City in permitting the project including
State and Local permits for the work. Because the lake is not navigable
waters and as long as there is no discharge of fill or dredge material into
the lake, the project will likely not require a Corps of Engineers Permit.
The project will require a Washington Department of Fish and Wildlife
Hydraulic Project Approval (HPA) permit. The project will require a
SEPA review and shoreline permit process. The project may be exempt
from a shoreline permit.
It is assumed that DNR does not own any submerged lands in the lake
and a lease or permission from DNR is not required for the project. This
scope excludes any discussion or negotiation with DNR.
For permitting assistance services, the Consultant will prepare a project
description and the Joint Aquatic Resource Application for submission to
the WDFW and the City. The 11”x17” drawings will be used for
submission for the HPA and shoreline permit processes.
The Consultant will submit the application and drawings to WDFW and
the City for the SEPA and Shoreline Permit process and will track the
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permit progress. The City will pay the HPA application fee. The
Consultant will provide assistance including response to questions and
preparation of one revision to the permit drawings if requested.
The Consultant will be responsible for the SEPA and Shoreline Permit
process for the project including the Environmental Checklist, submittal
of the JARPA application for the SEPA process and Shoreline Permit,
and tracking of the Shoreline permit. The Consultant will provide
technical input into the SEPA checklist and answer technical questions
from the City permitting staff.
This work includes other permitting associated with the project including
a single pre-application meeting with WDFW and the City permitting
staff at the project site. Because this project is a repair and maintenance
type project it is unlikely that additional mitigation will be required for
the project, therefore this scope excludes any mitigation design. If
required by the agencies, mitigation services can be provided as
additional services.
The Consultant will be responsible for the application and submittal for
the Building Permit for the project, if required. The Consultant will
prepare the Building Permit application, submit the application materials,
and track the Building Permit process. The Consultant will provide the
geotechnical report, final sealed calculations, drawings, and
specifications for the Building Permit submittal and will answer
technical questions that arise during the Building Permit process related
to the dock replacement. This scope is based on one set of revisions to
the Building permit documents if requested by the City Building
Department.
3. 90 Percent Design Phase
The Consultant will prepare design, drawings, and technical
specifications in CSI format to an approximately 90 percent level of
completion for the dock replacement project. The design and drawings
will show the pile anchoring system, float system, and a new transition
ramps for the floating docks and all amenities and appurtenances.
Deliverables for the 90 percent design will be three sets of drawings for
the floating dock systems, Division 1 and technical specifications
sections for the dock system, and an opinion of probable construction
costs. The drawings will be in 22" x 34" format.
3
The City will review the 90 percent design documents and provide
comments for incorporation into the final bid set of documents.
This work excludes any Division 0 contract documents but includes the
Division 1 front end specifications. It is assumed that the City will be
preparing the Division 0 front end documents for the project.
4. Bid Documents
Following completion of the 90 percent design phase, receipt of
comments from the City on the 90 percent submittal, and receipt of
permits, the Consultant will finalize the design, drawings, and Division 1
and technical specifications and prepare documents suitable for
incorporation into the bid set for the project.
The final documents will include drawings and specifications sealed by a
licensed professional engineer in the State of Washington, and an
opinion of probable construction costs. A single full-size sealed original
set of the drawings and a clean copy of the technical specifications, as
well as the electronic files in their original file format, will be provided
to the City. A sealed set of calculations will be provided.
5. Bid Process
It is assumed that the City shall be responsible for final assembly,
posting, and distribution of the bid documents and administration of the
bid process.
The Consultant will provide technical assistance during the bid process
including attendance at the prebid meeting, answering technical
questions during bid, and preparation of addendum for the project.
6. Construction Administration Services
The Consultant will lead the construction administration for the contract.
This will include attendance at the preconstruction meeting, answering
Requests for Information, and review of technical submittals.
The scope of services will include a minimum of two site visits to the
float manufacturing plant and is based on the assumption that the floats
will be manufactured in Washington. The scope will also include site
visits to the project site during pile and float installation and a site visit
for final punch list preparation. This scope is based on a total of ten site
4
visits during the course of construction by the civil engineer and two site
visits by the geotechnical engineer.
The City shall prepare and issue contract documents, process pay
applications, process prevailing wage paperwork and other non-technical
contractual documentation with the Contractor.
7. Exclusions
This scope of services excludes the following services. These can be
done as additional services under an amendment if required by the
agencies and requested by the City.
• Geotechnical borings
• Habitat surveys and biological evaluation
• HPA fee, Building Permit fee, and all other permit fees
• Cultural Resource investigation and report
• Mitigation design and documents
• Discussion, negotiations, or documents for DNR
clw\H:\24Wf\2014\009 Lake Meridian Dock City of Kent\Contracts\Draft Design Phase
Contract\Meridian Lake Scope Letter.doc\smk
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Agenda Item: Consent Calendar – 7J_
TO: City Council
DATE: March 1, 2016
SUBJECT: Consultant Services Agreement with D.A. Hogan for Synthetic Turf
Conversion Project at Hogan Park Field #1 – Authorize
SUMMARY: The Parks Department is making a significant reinvestment into Field 1 at
Hogan Park to expand its functionality beyond the current single-activity baseball field
available only in the summer months, to a year round multi-use synthetic turf field.
The anticipated total cost of converting the field from natural grass to synthetic turf is
$2,103,436 including design, permitting, construction, tax and contingency. Parks has
been awarded $750,000 in state grant funding towards this project.
This agreement in the amount of $136,195.00, if approved, will procure the needed
design and construction observation work to make this a successful field conversion
project. D.A. Hogan is a nationally esteemed firm specializing in artificial turf
construction and replacement design, who recently worked with the city on the
synthetic turf replacement project at Wilson Playfields.
Construction is anticipated to take place in 2017. Approval for construction in the form
of a bid award will likely come before City Council in early 2017.
EXHIBITS: Draft Consultant Services Agreement
RECOMMENDED BY: Parks and Human Services Committee
YEA: Budell, Higgins, Fincher NAY: N/A
BUDGET IMPACTS: Revenue and Expense will impact the Hogan Park at Russell Road
Field Conversion Budget.
MOTION: Authorize the Mayor to sign a consultant services agreement
with D. A. Hogan & Associates, in an amount not to exceed $136,195.00,
for conversion of Field #1 at Hogan Park to synthetic turf, subject to final
terms and conditions acceptable to the Parks Director and the City
Attorney.
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CONSULTANT SERVICES AGREEMENT
between the City of Kent and
D.A. Hogan & Associates, Inc.
THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation
(hereinafter the "City"), and D.A. Hogan & Associates organized under the laws of the State of
Washington, located and doing business at 119 First Avenue South, Suite 110, Seattle, WA 98104; David
Anderson (hereinafter the "Consultant").
I. DESCRIPTION OF WORK.
Consultant shall perform the following services for the City in accordance with the following
described plans and/or specifications:
As described in Exhibit A, hereto attached:
Provide project design, construction drawings, plans and specifications, permitting services,
and construction oversight at Hogan Park at Russell Road for the conversion of Field #1
from natural to synthetic turf.
Consultant further represents that the services furnished under this Agreement will be performed in
accordance with generally accepted professional practices within the Puget Sound region in effect at the
time those services are performed.
II.TIME OF COMPLETION. The parties agree that work will begin on the tasks described in
Section I above immediately upon the effective date of this Agreement. Consultant shall complete the
work described in Section I by March 15, 2017.
III.COMPENSATION.
A. The City shall pay the Consultant, based on time and materials, an amount not to exceed
$136,195.00, for the services described in this Agreement. This is the maximum amount to
be paid under this Agreement for the work described in Section I above, and shall not be
exceeded without the prior written authorization of the City in the form of a negotiated and
executed amendment to this agreement. The Consultant agrees that the hourly or flat rate
charged by it for its services contracted for herein shall remain locked at the negotiated
rate(s) for a period of one (1) year from the effective date of this Agreement. The
Consultant's billing rates shall be as delineated in Exhibit A.
B. The Consultant shall submit monthly payment invoices to the City for work performed, and
a final bill upon completion of all services described in this Agreement. The City shall
provide payment within forty-five (45) days of receipt of an invoice. If the City objects to
all or any portion of an invoice, it shall notify the Consultant and reserves the option to only
pay that portion of the invoice not in dispute. In that event, the parties will immediately
make every effort to settle the disputed portion.
IV.INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-
Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in
accordance with Ch. 51.08 RCW, the parties make the following representations:
CONSULTANT SERVICES AGREEMENT - 1
(Over $20,000)
A. The Consultant has the ability to control and direct the performance and details of its
work, the City being interested only in the results obtained under this Agreement.
B. The Consultant maintains and pays for its own place of business from which
Consultant’s services under this Agreement will be performed.
C. The Consultant has an established and independent business that is eligible for a
business deduction for federal income tax purposes that existed before the City
retained Consultant’s services, or the Consultant is engaged in an independently
established trade, occupation, profession, or business of the same nature as that
involved under this Agreement.
D. The Consultant is responsible for filing as they become due all necessary tax
documents with appropriate federal and state agencies, including the Internal
Revenue Service and the state Department of Revenue.
E. The Consultant has registered its business and established an account with the state
Department of Revenue and other state agencies as may be required by Consultant’s
business, and has obtained a Unified Business Identifier (UBI) number from the
State of Washington.
F. The Consultant maintains a set of books dedicated to the expenses and earnings of
its business.
V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon
providing the other party thirty (30) days written notice at its address set forth on the signature block of
this Agreement. After termination, the City may take possession of all records and data within the
Consultant’s possession pertaining to this project, which may be used by the City without restriction. If
the City’s use of Consultant’s records or data is not related to this project, it shall be without liability or
legal exposure to the Consultant.
VI. DISCRIMINATION. In the hiring of employees for the performance of work under this
Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the
Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation,
national origin, or the presence of any sensory, mental, or physical disability, discriminate against any
person who is qualified and available to perform the work to which the employment relates. Consultant
shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with
City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance
Statement.
VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers,
officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or
suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's
performance of this Agreement, except for that portion of the injuries and damages caused by the City's
negligence.
The City's inspection or acceptance of any of Consultant's work when completed shall not be
grounds to avoid any of these covenants of indemnification.
Should a court of competent jurisdiction determine that this Agreement is subject to RCW
4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to
property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers,
officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent
of the Consultant's negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION
PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL
CONSULTANT SERVICES AGREEMENT - 2
(Over $20,000)
INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES
FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER.
In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made
pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having
jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant’s part, then
Consultant shall pay all the City’s costs for defense, including all reasonable expert witness fees and
reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful
refusal on the Consultant’s part.
The provisions of this section shall survive the expiration or termination of this Agreement.
VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the
Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by
this reference.
IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide
reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the
work under this Agreement.
X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings,
designs, reports, or any other records developed or created under this Agreement shall belong to and
become the property of the City. All records submitted by the City to the Consultant will be safeguarded
by the Consultant. Consultant shall make such data, documents, and files available to the City upon the
City’s request. The Consultant acknowledges that the City is a public agency subject to the Public Records
Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to
cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act.
The City’s use or reuse of any of the documents, data, and files created by Consultant for this project by
anyone other than Consultant on any other project shall be without liability or legal exposure to
Consultant.
XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor
with the authority to control and direct the performance and details of the work authorized under this
Agreement, the work must meet the approval of the City and shall be subject to the City's general right of
inspection to secure satisfactory completion.
XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary
precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the
performance of the contract work and shall utilize all protection necessary for that purpose. All work shall
be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to
materials, tools, or other articles used or held for use in connection with the work.
XIII. MISCELLANEOUS PROVISIONS.
A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its
contractors and consultants to use recycled and recyclable products whenever practicable. A price
preference may be available for any designated recycled product.
B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the
covenants and agreements contained in this Agreement, or to exercise any option conferred by this
Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those
covenants, agreements or options, and the same shall be and remain in full force and effect.
C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. If the parties are unable to settle any
dispute, difference or claim arising from the parties’ performance of this Agreement, the exclusive means
of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules
and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in
CONSULTANT SERVICES AGREEMENT - 3
(Over $20,000)
writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the
parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred
in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or
award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's
right to indemnification under Section VII of this Agreement.
D. Written Notice. All communications regarding this Agreement shall be sent to the parties at
the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written
notice hereunder shall become effective three (3) business days after the date of mailing by registered or
certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this
Agreement or such other address as may be hereafter specified in writing.
E. Assignment. Any assignment of this Agreement by either party without the written consent
of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment,
the terms of this Agreement shall continue in full force and effect and no further assignment shall be
made without additional written consent.
F. Modification. No waiver, alteration, or modification of any of the provisions of this
Agreement shall be binding unless in writing and signed by a duly authorized representative of the City
and Consultant.
G. Entire Agreement. The written provisions and terms of this Agreement, together with any
Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative
of the City, and such statements shall not be effective or be construed as entering into or forming a part
of or altering in any manner this Agreement. All of the above documents are hereby made a part of this
Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any
language contained in this Agreement, the terms of this Agreement shall prevail.
H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and
municipal laws, rules, and regulations that are now effective or in the future become applicable to
Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or
accruing out of the performance of those operations.
I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to
the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents,
notes, emails, and other records prepared or gathered by the Consultant in its performance of this
Agreement may be subject to public review and disclosure, even if those records are not produced to or
possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying
the City’s duties and obligations under the Public Records Act.
J. City Business License Required. Prior to commencing the tasks described in Section I,
Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of
the Kent City Code.
/ /
/ /
/ /
/ /
/ /
/ /
CONSULTANT SERVICES AGREEMENT - 4
(Over $20,000)
K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any
number of counterparts, each of which shall constitute an original, and all of which will together constitute
this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page
to the other by fax or email and that signature shall have the same force and effect as if the Agreement
bearing the original signature was received in person.
IN WITNESS, the parties below execute this Agreement, which shall become effective on
the last date entered below.
CONSULTANT:
By:
(signature)
Print Name:
Its
(title)
DATE:
CITY OF KENT:
By:
(signature)
Print Name: Suzette Cooke
Its Mayor
DATE:
NOTICES TO BE SENT TO:
CONSULTANT:
David Anderson
D.A. Hogan
119 1st Ave South, Ste 110
Seattle, WA 98104
(206) 285-0400 (telephone)
davea@dahogan.com
NOTICES TO BE SENT TO:
CITY OF KENT:
Brian Levenhagen
City of Kent
220 Fourth Avenue South
Kent, WA 98032
(253) 856-5116 (telephone)
bjlevenhagen@kentwa.gov
APPROVED AS TO FORM:
Kent Law Department
P:\Planning\Russell Road-Hogan Park @ RR\Field #1 Turf Conversion-CONTRACT.docx
CONSULTANT SERVICES AGREEMENT - 5
(Over $20,000)
DECLARATION
CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY
The City of Kent is committed to conform to Federal and State laws regarding equal opportunity.
As such all contractors, subcontractors and suppliers who perform work with relation to this
Agreement shall comply with the regulations of the City’s equal employment opportunity
policies.
The following questions specifically identify the requirements the City deems necessary for any
contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative
response is required on all of the following questions for this Agreement to be valid and binding.
If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the
directives outlines, it will be considered a breach of contract and it will be at the City’s sole
determination regarding suspension or termination for all or part of the Agreement;
The questions are as follows:
1. I have read the attached City of Kent administrative policy number 1.2.
2. During the time of this Agreement I will not discriminate in employment on the basis of
sex, race, color, national origin, age, or the presence of all sensory, mental or physical
disability.
3. During the time of this Agreement the prime contractor will provide a written statement to
all new employees and subcontractors indicating commitment as an equal opportunity
employer.
4. During the time of the Agreement I, the prime contractor, will actively consider hiring and
promotion of women and minorities.
5. Before acceptance of this Agreement, an adherence statement will be signed by me, the
Prime Contractor, that the Prime Contractor complied with the requirements as set forth
above.
By signing below, I agree to fulfill the five requirements referenced above.
By: ___________________________________________
For: __________________________________________
Title: _________________________________________
Date: _________________________________________
EEO COMPLIANCE DOCUMENTS - 1
CITY OF KENT
ADMINISTRATIVE POLICY
NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998
SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996
CONTRACTORS APPROVED BY Jim White, Mayor
POLICY:
Equal employment opportunity requirements for the City of Kent will conform to federal and
state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee
equal employment opportunity within their organization and, if holding Agreements with the City
amounting to $10,000 or more within any given year, must take the following affirmative steps:
1. Provide a written statement to all new employees and subcontractors indicating
commitment as an equal opportunity employer.
2. Actively consider for promotion and advancement available minorities and women.
Any contractor, subcontractor, consultant or supplier who willfully disregards the City’s
nondiscrimination and equal opportunity requirements shall be considered in breach of contract
and subject to suspension or termination for all or part of the Agreement.
Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public
Works Departments to assume the following duties for their respective departments.
1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these
regulations are familiar with the regulations and the City’s equal employment opportunity
policy.
2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines.
EEO COMPLIANCE DOCUMENTS - 2
CITY OF KENT
EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT
This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the
Agreement.
I, the undersigned, a duly represented agent of
Company, hereby acknowledge and declare that the before-mentioned company was the prime
contractor for the Agreement known as that was entered
into on the (date), between the firm I represent and the City of
Kent.
I declare that I complied fully with all of the requirements and obligations as outlined in the City
of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity
Policy that was part of the before-mentioned Agreement.
By: ___________________________________________
For: __________________________________________
Title: _________________________________________
Date: _________________________________________
EEO COMPLIANCE DOCUMENTS - 3
D.A. Hogan & Associates, Inc. (206) 285-0400 Tel
119 1st Avenue South, Suite 110 (206) 285-0480 Fax
Seattle, WA 98104
January 28, 2016 February 11, 2016
Brian Levenhagen, Park Planner
City of Kent
220 Fourth Avenue South
Kent, WA 98032
Re: Professional Consulting Services for
Hogan Park at Russell Road, Field 1 Improvements
Dear Brian,
D.A. Hogan & Associates, Inc. is pleased to submit this scope of services and fee proposal for the Hogan
Park at Russell Road Field 1 Improvements project in Kent. We have prepared a design fee estimate
based upon our understanding of the work items we will be responsible for including:
Remove existing natural turf softball/baseball field surfaces and construct a new synthetic turf
field generally in the location of the natural turf existing baseball field. Perimeter modifications
will be required to facilitate construction of a soccer field within the same general existing field
footprint.
Field improvements will include subsurface drainage, permeable aggregate, perimeter
anchors/nailers and the synthetic turf potentially including an elastic layer pad with markings for
soccer and baseball. We are approaching this as a permeable base, so that storm water detention
can be incorporated within the aggregate section, helping to mitigate storm drainage issues
anticipated to be required as part of the project permitting. Field surface is anticipated to be
approximately 125,000 SF, depending upon the perimeter extents and pathways eventually
developed.
Ancillary perimeter/adjacent improvements including washwater irrigation system at field, field
equipment such as bases, etc.
Miscellaneous adjacent pedestrian and vehicular access and ADA/Path of Travel connections to
adjacent facilities.
Field perimeter fencing, netting and gates at the field perimeter.
Evaluation of existing field lighting, including viability of existing equipment for ongoing use.
Depending upon the evaluation, either modifications to the existing system or an entire new
system may be required to facilitate revised field perimeters, limits and uses.
Evaluate existing scoreboard and facilitate option for replacement with a multi-sport scoreboard if
required.
Included within our proposal please find the following:
Schedule A - Scope of Services
Schedule B - Fee Proposal
We will include sub-consultant professional services for Civil Engineering including preparation of Storm
Water Technical Information Report, SWPPP plan and NOI for storm drainage (LPD Engineering);
Electrical Engineering including lighting and electrical systems (Stantec Engineers); and Geotechnical
Engineering and Investigation (Associated Earth Sciences); and if required, topographical surveying
EXHIBIT A
City of Kent
Hogan Park at Russell Road Field 1
Scope of Services and Fee Proposal
February 11, 2016
Page 2 of 8
(CentrePointe Consulting). The jurisdictional authority is the City of Kent, within King County and while
we have successfully navigated the current (and previous versions) of the storm water code and
application with other jurisdictions, there may be specific issues to address as currently, a facility with a
subsurface drainage system will be typically considered to be at least partially an impervious surface,
potentially requiring detention and/or water quality. Based upon other projects in King County, at this
time we will assume water quality treatment will be required for the project, and will likely be addressed
in a cartridge type system just before discharge from the site.
Certificates of Insurance and Confirmation of Coverage/Additional Insured will be forwarded directly to
you from our insurance carrier upon and concurrent with execution of a contract.
Our Taxpayer Identification Number is 91-2022262
Our UBI Number is 602-017-296
Please do not hesitate to contact me if you need further information. On behalf of D.A. Hogan &
Associates, we look forward to working on another project with the City of Kent.
Sincerely,
David L. Anderson PE, Principal
D.A. Hogan & Associates, Inc.
EXHIBIT A (Continued)
City of Kent
Hogan Park at Russell Road Field 1
Scope of Services and Fee Proposal
February 11, 2016
Page 3 of 8
SCHEDULE A
Professional Consulting Services for
Hogan Park at Russell Road Field 1 Improvements
SCOPE OF SERVICES
1.1 PHASE 1 – GENERAL SERVICE AND DESIGN DEVELOPMENT PHASE
A. Prepare a proposed design and construction schedule.
B. Confirm design program elements and areas of responsibility with Owner.
C. Provide one (1) complete set of documents upon completion of phase 1 the work.
D. Participate in Design Team, City Staff, Project Manager, and Field Committee planning
meetings if required to establish final scope and quality standards for the proposed
improvements. The following program elements are anticipated to be included as part of
the site development:
Remove existing natural turf softball/baseball field surfaces and construct a new
synthetic turf field generally in the location of the natural turf existing baseball field.
Perimeter modifications will be required to facilitate construction of a soccer field
within the same general existing field footprint.
Field improvements will include subsurface drainage, permeable aggregate, perimeter
anchors/nailers and the synthetic turf potentially including an elastic layer pad with
markings for soccer and baseball. We are approaching this as a permeable base, so that
storm water detention can be incorporated within the aggregate section, helping to
mitigate storm drainage issues anticipated to be required as part of the project
permitting. Field surface is anticipated to be approximately 125,000 SF, depending
upon the perimeter extents and pathways eventually developed.
Ancillary perimeter/adjacent improvements including wash water irrigation system at
field, field equipment such as bases, etc.
Miscellaneous adjacent pedestrian and vehicular access and ADA/Path of Travel
connections to adjacent facilities.
Field perimeter fencing, netting and gates at the field perimeter.
Evaluation of existing field lighting, including viability of existing equipment for ongoing
use. Depending upon the evaluation, either modifications to the existing system or an
entire new system may be required to facilitate revised field perimeters, limits and uses.
E. Coordinate and obtain site topographical survey, geotechnical investigation and storm
drainage technical information report specific to the project site.
F. Prepare a preliminary site plan, identifying proposed improvements. Design will coordinate
with other site design issues including construction access to the site; pedestrian, vehicular
and maintenance access routes and areas; ADA accessible pedestrian routes; pedestrian
connections to adjacent facilities; spectator and bleacher areas;
G. Facilitate synthetic turf surfacing workshops and technical presentations for selection of
field surfaces if requested. This will include at least one (1) field tour to review local
installations of similar facilities.
H. Preliminary design and drawing preparation including field grading, field subsurface
drainage, field wash water / irrigation system, edge transitions, permeable field structure
EXHIBIT A (Continued)
City of Kent
Hogan Park at Russell Road Field 1
Scope of Services and Fee Proposal
February 11, 2016
Page 4 of 8
materials, and paving associated with warning track surfaces. Drawings and details to be
prepared completed to approximate 30% completion level.
I. Provide Civil Engineering Services specifically related to current adopted City of Kent
requirements of the King County Storm Water Design Manual, Western Washington (DOE
Manual), NPDES and the City of Kent.
J. Complete evaluation of existing lighting system and prepare cost estimates identifying
potential improvements.
K. Prepare preliminary construction specifications for all applicable work items.
L. Calculation of initial construction cost estimates for applicable items
M. Attend/Present at one public meeting at Owner’s request.
N. Consultation to Owner as requested
O. Prepare SEPA check list, assuming the City will take Lead Agency.
P. Complete Pre-Application meeting with City of Kent.
Q. Obtain Owner’s written approval of the Schematic Design before proceeding with the
Construction Document Phase.
R. Coordinate with other design team members.
1.2 PHASE II – CONSTRUCTION DOCUMENT DESIGN PHASE
A. Final design of all systems and components including:
1. Field Site Plan and Layout Plan
2. Detailed Field Grading Plan
3. Field Drainage Plan
4. Field Layout and Synthetic Surfaces Composite Plans
5. Washwater/Irrigation System Plan
6. Depending upon budget, prepare lighting plans and details suitable for a complete
lighting system.
7. Field equipment for Baseball and Soccer.
B. Working drawings and construction details
C. Prepare Technical Construction Specifications including Divisions 2-33 and prepare Division
1 specification sections in coordination with the City. Coordinate documents with City
furnished Division 0 specification sections.
D. Submit for required permits from/through City of Kent and modify documents in response
to review comments and permit conditions.
E. Update construction estimates as appropriate. Prepare and configure the bid documents to
include alternates of appropriate infrastructure for future improvements, particularly
related to lighting improvements. Provide three (3) complete sets of documents upon
completion of Phase.
1.3 PHASE III – BIDDING PHASE
A. Coordinate plans and specifications with other bid documents including City standard
provisions and bidding procedures.
B. Attend pre-bid conference.
C. Respond to questions by prospective bidders and subcontractors.
D. Issue information to the Owner for inclusion with addendum(s) as may be appropriate.
E. Assist in review of bids received if requested; consultation and recommendations to Owner
for award of applicable items.
EXHIBIT A (Continued)
City of Kent
Hogan Park at Russell Road Field 1
Scope of Services and Fee Proposal
February 11, 2016
Page 5 of 8
1.4 PHASE IV – CONSTRUCTION PHASE
A. Attend pre-construction conference.
B. Endorse for approval or disapproval all materials and equipment submitted by the
Contractor.
C. Attend weekly construction progress meetings with the Contractor and Owner. Take
meeting minutes and distribute as appropriate.
D. Conduct surveillance of construction to include visits to the site to observe the progress and
quality of the work. Inspections to be coordinated and will occur concurrent with weekly
construction meetings.
E. Monitor construction progress and quality with decisions relative to contract performance.
Document all progress with reports as appropriate.
F. Issue instructions for and of the Owner to the Contractor and prepare RFI, field directives
and changes orders, if applicable.
G. Guard the Owner against deficiencies in the work and approve or disapprove work in
conformance with the contract documents.
H. Keep the Owner advised as to the progress of the work.
I. Assure for the Owner that the completed project will conform to the requirements of the
contract documents.
J. Complete substantial completion inspection and generate and distribute discrepancy (punch
list) items.
K. Review for accuracy Contractor progress payment requests.
L. Final inspection and certification of completion of improvements.
M. Process Contractor/vendor operating and maintenance manuals as required.
N. Furnish to the Owner Construction Record Drawings based upon contractor provided mark-
ups of the drawings for the completed work, along with maintenance and operating
instruction where applicable.
O. Complete warranty and guarantee inspections at the completion of one year following
completion of construction. Issue directions to contractor for repair of defective work
items.
1.5 WORK NOT INCLUDED
A. Full-time, on-site inspection
B. Construction site survey and construction control bench marks. Existing bench marks will be
identified on the survey drawings which the construction contractor may utilize.
C. Wetlands investigation (to be completed by City of Kent)
D. Subsurface exploration and excavations for verification of existing utilities
E. Traffic Study
F. Cost of printing of review, permit application, bidding, distribution costs and construction
record documents in excess of those identified in the contract (1 copy each review). City of
Kent shall electronically distribute documents.
G. Permit and Plan Check fees assessed by permit authorities.
H. Laboratory charges for construction testing
EXHIBIT A (Continued)
City of Kent
Hogan Park at Russell Road Field 1
Scope of Services and Fee Proposal
February 11, 2016
Page 6 of 8
1.6 OWNER’S RESPONSIBILITIES
A. Assist the Consultant by placing at his disposal all available information pertinent to the site.
B. Advertise for proposals from bidders and administer the opening of bids.
C. Prepare such legal, accounting and auditing services as may be required by the Owner.
D. With the assistance of the Consultant, obtain approval of all governmental authorities that
have jurisdiction over the project.
E. Designate a person to act as Owner’s Representative.
F. Provide for an inspector providing periodic observations of the work to assist in the
coordination and observation of construction activities.
EXHIBIT A (Continued)
City of Kent
Hogan Park at Russell Road Field 1
Scope of Services and Fee Proposal
February 11, 2016
Page 7 of 8
SCHEDULE B
1.7 COMPENSATION AND PAYMENT TO CONSULTANT
A. We offer a not to exceed fee to be invoiced on a time and expenses basis for all basic scope
work as follows:
1. Schematic Design through Closeout $96,470
B. Additional Services during design will include lump sum totals for
sub-consulting services including :
2. Civil Engineering related to TIR, SWPP and Permitting $25,000
3. Electrical Engineering (Basic Evaluation of Existing System) $3,850
4. Geotechnical Investigation $8,500
5. Mark up of Consultants (5%) $1,868
6. Expenses $507
Total Basic and Additional Services $136,195
C. A separate proposal will be developed, depending upon evaluation of existing electrical
systems. Full design for a new system will likely be approximately $20,000.
D. All Contractor construction negotiations and change order processing within original scope
of project are included in the lump sum fee amount.
E. Progress payment for Basic Services consulting work shall be as prescribed by the owner as
follows:
Completion of Phase I 30% of Design Fee
Completion of Phase II 30% of Design Fee
Completion of Phase III 5% of Design Fee
Completion of Phase IV 32% of Design Fee
Close Out 3% of total fee
Total 100%
Civil Engineering / Storm Water Engineering, Electrical Engineering, Topographical Survey
and Geotechnical Investigation will be invoiced as an Additional Service. Expenses shall be
invoiced at actual invoice cost plus 10%.
F. Compensation for additional services that may be requested by the Owner, including expert
witness in the event of any litigation, shall be as follows:
Principal Engineer/Landscape Architect $175.00 per hour
Project Engineer/Landscape Architect $150.00 per hour
Staff Engineer/ Landscape Architect $90.00 per hour
Technical Staff/CAD Drafting $ 85.00 per hour
Landscape Designer $80.00 per hour
Administrative $50.00 per hour
Expenses, outlined in paragraph 1.5 plus contracting, laboratory testing for construction quality
control, etc., as requested and authorized by Owner to be paid by our firm shall be reimbursed at
actual cost plus 10% administrative fee.
ACCEPTED BY:
By: By:
David L. Anderson, P.E.
Title: Principal Civil Engineer
Date: Date: February 4, 2016
EXHIBIT A (Continued)
City of Kent
Hogan Park at Russell Road Field 1
Scope of Services and Fee Proposal
February 11, 2016
Page 8 of 8
LPD Billing Hourly Rates
Principal Senior Engineer/ Project Manager V $175.00
Senior Engineer/Project Manager IV $170.00
Senior Engineer/ Project Manager III / IV $165.00
Senior Engineer/Project Manager III $145.00
Project Manager I/Engineer III $120.00
Engineer II $115.00
Engineer I $105.00
Design Engineer III $85.00
Design Engineer II $75.00
Design Engineer I $70.00
CAD Drafter IV / CAD Manager $125.00
CAD Drafter III $95.00
CAD Drafter II $75.00
CAD Drafter I $60.00
Project Administrator / Technical Editor $125.00
Project Administrator $90.00
Project Administrator I $80.00
Administrative Assistant $45.00
Project Assistant / Intern $45.00
VE – Principal $175.00
VE – Senior Engineer $145.00-175.00
Stantec Billing Hourly Rates
Project Manager $170.00
Project Engineer $142.00
Production $95.00
Associated Earth Sciences Hourly Billing Rates
Sr. Principal $210.00
Principal $180.00
Sr. Associate $160.00
Associate $150.00
Senior $130.00
Sr. Project $130.00
Project $115.00
Sr. Staff $100.00
Staff $85.00
Legal Testimony (4 hour minimum) $400.00/hr.
Cad Operator and Workstation $95.00
Project Assistant $75.00
Laboratory Technician $75.00
Clerical, Word Processing, etc. $60.00
Computer Services (GIS) $85.00
EXHIBIT A (Continued)
Agenda Item: Consent Calendar – 7K_
TO: City Council
DATE: March 1, 2016
SUBJECT: Recognition of East Pointe Neighborhood Council – Resolution – Adopt
SUMMARY: The East Pointe neighborhood has completed the process to be
recognized as a neighborhood council.
The City’s Neighborhood Program is an initiative designed to foster better
communication among residents in a geographic area with city government. The
underlying objective of the program is to provide an avenue for residents to work
together to enhance the livability of their neighborhoods.
The program encourages organization of neighborhood councils, which serve as
independent, non-profit organizations to promote resident-based efforts for
neighborhood improvements while also establishing a partnership between City
government and the neighborhoods it serves.
EXHIBITS: Resolution
RECOMMENDED BY: Economic and Community Development Committee
YEA: Boyce, Berrios, Budell NAY: N/A
BUDGET IMPACTS: None
MOTION: Adopt Resolution No. , recognizing the East Pointe
Neighborhood Council, supporting its community building efforts, and
conferring all opportunities offered by the City’s Neighborhood Program.
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RESOLUTION NO. ___________
A RESOLUTION of the city council of the
city of Kent, Washington, recognizing East Pointe
Neighborhood Council.
RECITALS
A. The city of Kent has developed a Neighborhood Program to
promote and sustain an environment that responds to residents by building
partnerships between the City and its residents. In addition, the city of
Kent encourages residents to work together to form geographically distinct
neighborhood councils as a means to foster communication among
residents and to enhance their sense of community.
B. The city of Kent recognizes and supports neighborhood
councils by endorsing a process to establish neighborhood boundaries,
approve neighborhood councils, and provide neighborhood grant matching
program opportunities to make improvements in defined neighborhoods.
C. The East Pointe neighborhood consists of ninety-seven
households.
D. The East Pointe neighborhood is located on Kent’s East Hill
and is situated generally to the east of 116th Avenue S.E., to the north of
S.E. 240th Street, to the west of 120th Avenue S.E. and to the south of S.E.
1 East Pointe
Neighborhood Council Resolution
236th Street. The Neighborhood is shown on Exhibit A, attached and
incorporated by this reference.
E. On January 28, 2016, the East Pointe Neighborhood submitted
an official registration form to request that the City recognize the East
Pointe Neighborhood Council and to allow the Neighborhood to take part in
the City’s Neighborhood Program.
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF KENT,
WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS:
RESOLUTION
SECTION 1. – Recognition of Neighborhood Council. – The City
Council for the city of Kent hereby acknowledges the effort and
commitment of the East Pointe neighborhood and all those who participated
in forming the East Pointe Neighborhood Council. The Kent City Council
hereby recognizes East Pointe Neighborhood Council as an official
Neighborhood Council of the city of Kent, supports East Pointe
Neighborhood Council community building efforts, and confers on the East
Pointe Neighborhood Council all opportunities offered by the City’s
Neighborhood Program.
SECTION 2. – Severability. If any section, subsection, paragraph,
sentence, clause or phrase of this resolution is declared unconstitutional or
invalid for any reason, such decision shall not affect the validity of the
remaining portions of this resolution.
SECTION 3. – Ratification. Any act consistent with the authority
and prior to the effective date of this resolution is hereby ratified and
affirmed.
2 East Pointe
Neighborhood Council Resolution
SECTION 4. – Effective Date. This resolution shall take effect and
be in force immediately upon its passage.
PASSED at a regular open public meeting by the city council of the city
of Kent, Washington, this day of , 2016.
CONCURRED in by the mayor of the city of Kent this ______ day of
, 2016.
SUZETTE COOKE, MAYOR
ATTEST:
RONALD F. MOORE, CITY CLERK
APPROVED AS TO FORM:
TOM BRUBAKER, CITY ATTORNEY
I hereby certify that this is a true and correct copy of Resolution
No. passed by the city council of the city of Kent, Washington, the
day of , 2016.
RONALD F. MOORE, CITY CLERK
P:\Civil\Resolution\Neighborhoodcouncileastpointe 2-08-16.Docx
3 East Pointe
Neighborhood Council Resolution
Exhibit A
4 East Pointe
Neighborhood Council Resolution
Agenda Item: Consent Calendar – 7L_
TO: City Council
DATE: March 1, 2016
SUBJECT: Leber Homestead Soil Preparation Project – Accept as Complete
SUMMARY: The awarded amount for this project was $123,277.84. The total paid to
Buckley Nursery Co. was $106,292.20. This project removed invasive vegetation and
prepared the soil for under-planting of native trees and shrubs on the Leber
Homestead site. This project constitutes Phase I of construction of the larger back-
water channel for salmon restoration which will be completed in 2016-2017. This
contract was grant-funded by the Salmon Recovery Funding Board.
EXHIBITS: None
RECOMMENDED BY: Public Works Director
YEA: N/A NAY: N/A
BUDGET IMPACTS: This contract was grant-funded by the Salmon Recovery Funding
Board. Requests for reimbursement of all funds are currently pending and expected to
be approved shortly by the Washington State Recreation and Conservation Office.
MOTION: Authorize the Mayor to accept the Leber Homestead Soil
Preparation project as complete and release retainage to Buckley Nursery
Co., upon receipt of standard releases from the state and the release of
any liens.
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Agenda Item: Consent Calendar – 7M_
TO: City Council
DATE: March 1, 2016
SUBJECT: Hawkesbury Division 2 Final Plat – Approve
SUMMARY: On September 13, 2007 the Hearing Examiner recommended approval to
subdivide a 15.2 acre site (consisting of nine existing tax lots) into 81 single-family
residential lots, a storm water detention pond, a new public street system and four
private access tracts located at the northwest corner of the intersection of 156th
Avenue SE, SR 18 and SE 280th Street in Kent, Washington. The project was
subsequently separated into two divisions. Division 1, consisting of 34 lots, was
recorded in 2012. Division 2, consisting of 47 lots is now ready to be recorded. The
applicant has complied with the conditions required prior to recordation.
EXHIBITS: Map and Conditions
RECOMMENDED BY: Economic & Community Development & Public Works
Department
BUDGET IMPACTS: None
MOTION: Approve the final plat mylar for Hawkesbury Division 2 Final Plat
and authorize the Mayor to sign the mylar.
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Agenda Item: Other Business – 8A_
TO: City Council
DATE: March 1, 2016
SUBJECT: Regional Fire Authority Fire Benefit Charge – Resolution in Support –
Adopt
SUMMARY: The Kent Fire Department Regional Fire Authority (RFA) has, since its
inception, established a fire benefit charge against properties within its boundaries, to
help pay for the cost of providing fire and life safety services. This charge is allowed as
provided by state law and must be renewed every six years. The RFA will ask the
voters to renew its fire benefit charge authority for another six-year period at the April
26, 2016, special election.
This resolution expresses support for the RFA’s ballot proposition.
EXHIBITS: Resolution, with attachments
RECOMMENDED BY: Kent Fire Department Regional Fire Authority, councilmembers
Boyce, Higgins, Thomas
BUDGET IMPACTS: None
MOTION: Adopt Resolution No. in support of the Kent Fire
Department Regional Fire Authority’s April 26, 2016, ballot proposition on
the continuation of the RFA’s fire benefit charge.
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RESOLUTION NO. ___________
A RESOLUTION of the City Council of the
City of Kent, Washington, expressing support for
the continuation of the Kent Fire Department
Regional Fire Authority’s benefit charge and for the
Authority’s ballot proposition entitled, “Kent Fire
Department Regional Fire Authority Continuation of
Benefit Charge.”
RECITALS
A. The Kent Fire Department Regional Fire Authority (“RFA”) has
adopted Resolution No. 97, calling for a special election on April 26, 2016,
providing for the continuation of a benefit charge on personal property and
improvements to real property within the RFA for up to six years.
B. The RFA is authorized by its plan and by Chapter 52.26 RCW to
establish, impose and collect a benefit charge on personal property and
improvements to real property located within the RFA’s boundaries.
C. The RFA’s Governing Board determined that the benefit charge
provides the most stable, reliable and cost effective method for financing
the services the RFA provides to its citizens.
1 Resolution
Support – Kent Fire Department Regional Fire Authority Proposition 1
Kent Fire Department Regional Fire Authority Continuation of Benefit Charge
D. In its Resolution No. 97, the RFA states the total benefit charge
authorized by the resolution shall be reasonably apportioned among the
affected parcels of property initially by the general method on the
resolution’s referenced Exhibit.
E. RCW 42.17A.555 authorizes city councils to take collective action
regarding ballot measures appearing before the voters so long as the
action is taken at a public meeting, the intended action is identified on the
agenda and the opportunity for opposing views is given to attendees at the
public meeting.
F. It is appropriate that the city council support this ballot measure as
permitted pursuant to RCW 42.17A.555.
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF KENT,
WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS:
RESOLUTION
SECTION 1. - The Kent City Council supports the Kent Fire
Department Regional Fire Authority’s Resolution No. 97, attached as
Exhibit A to this resolution, and the RFA’s ballot Proposition 1 – “Kent Fire
Department Regional Fire Authority Continuation of Benefit Charge,” which
the Kent Fire Department Regional Fire Authority will submit to the voters
at the April 26, 2016, special election. The Proposition 1 ballot title and
ballot statement are as follows:
Proposition No. 1
Kent Fire Department Regional Fire Authority Continuation of
Benefit Charge
2 Resolution
Support – Kent Fire Department Regional Fire Authority Proposition 1
Kent Fire Department Regional Fire Authority Continuation of Benefit Charge
Shall the Kent Fire Department Regional Fire Authority be authorized
to continue voter-authorized benefit charges each year for six years,
not to exceed an amount equal to sixty percent of its operating
budget, and be prohibited from imposing an additional property tax
under RCW 52.26.140(1(c)?
☐ Yes ☐ No
SECTION 2. - The mayor is authorized to take action as necessary
and appropriate to implement the directives of this legislation, including
forwarding copies of this resolution to the Kent fire Department Regional
Fire Authority, and others as warranted.
SECTION 3. - Effective Date. This resolution shall take effect and
be in force immediately upon its passage.
PASSED at a regular open public meeting by the City Council of the
City of Kent, Washington, this day of , 2016.
CONCURRED in by the Mayor of the City of Kent this day of
, 2016.
SUZETTE COOKE, MAYOR
ATTEST:
RONALD F. MOORE, CITY CLERK
APPROVED AS TO FORM:
TOM BRUBAKER, CITY ATTORNEY
3 Resolution
Support – Kent Fire Department Regional Fire Authority Proposition 1
Kent Fire Department Regional Fire Authority Continuation of Benefit Charge
I hereby certify that this is a true and correct copy of Resolution No.
______ passed by the City Council of the City of Kent, Washington, the
________ day of ____________________, 2016.
RONALD F. MOORE, CITY CLERK
p:\civil\resolution\intent to continue benefit charge.docx
4 Resolution
Support – Kent Fire Department Regional Fire Authority Proposition 1
Kent Fire Department Regional Fire Authority Continuation of Benefit Charge
EXHIBIT A
APPENDIX A
Fire Benefit Charge
Fire Benefit Charge
Fire benefit charges were authorized by the State legislature in 1987 in exchange for a
reduction in levy capacity. This two part funding system consists of a maximum tax levy of
$1.00 per thousand of taxable value ($0.91 in 2016) and; a fire benefit charge that is
limited to 60% (46% in 2016) of the annual operating budget. The fire benefit charge is
variable based upon square footage and the amount of resources needed to provide
emergency services to each house or business. Exemptions from the fire benefit charge are
limited to property used for religious worship or education.
Fire Benefit Charge (FBC) - Formula
When approved by voters the FBC formula must reasonably apportion cost to the services
afforded to the property. Therefore, assessed value is not used in determining the FBC,
instead the KRFA uses property type, property use, and associated risk increasers (see
definition of hazard factors) or risk reducers (see sprinkler and alarm discount) in
determining the FBC amount for each structure.
The primary factors of the formula are based upon the amount of “required fire flow” or
water needed to extinguish a fire, and the number of firefighters and equipment needed to
effectively deliver the required fire flow and their associated cost for fighting a fire in the
type and size of structure being assessed. As structure size or fire loading within a
structure increases, the need for required fire flow, firefighters, and equipment also
increases. The benefit charge formula is in part, based upon the Insurance Services Office
(ISO) fire flow formula (square root of area * 18) and considers these factors. The Kent
Fire Authority Governance Board has adopted the following formulas for the benefit charge
and reserves the right to change the formula on a periodic basis to meet statutory
requirements:
One and two family buildings
√Area * 18 * CF * ERF * CPG * Sprinkler Discount = FBC
Manufactured home
√Area * 18 * CF * ERF * CPG * Sprinkler Discount = FBC
Multi Family buildings
√Area * 18 * CF * ERF * CPG * Sprinkler and Alarm Discount = FBC
Commercial buildings
√Area * 18 * CF * ERF * HF * CPG * Sprinkler and Alarm Discount = FBC
Definitions:
√Area = The square root of the total square feet of the buildings over 400 square
feet located upon the property.
APPENDIX A
Fire Benefit Charge
CF = Category Factor: The category factor is based upon building type and size. This
information is obtained from the King County Assessor database for each building
subject to the FBC. The major categories are:
One and two family buildings
Multi-family buildings
Commercial buildings
Manufactured homes
ERF = Effective Response Force. The effective response force factor is relational
to the size of force in firefighters and equipment needed to sustain delivery of the
required fire flow.
HF = Hazard Factor: The hazard factor represents the degree of risk caused by the
use, processing, or storage of hazardous materials within a building. The hazard
factor reflects the need for larger and/or more specialized effective response forces.
Hazard factors are determined from use and risk classifications found in the National
Fire Protection Association’s (NFPA) Standard 13 (Standards for the Installation of
Sprinkler Systems).
CPG = Cost Per Gallon: Is the relative cost of providing the required fire flow per
gallon during a fire incident. CPG is a balancing factor used as an adjustable
multiplier to finely tune the FBC calculation across all properties to reach precisely
the desired target FBC amount.
Senior Citizen Discount: By State law, the FBC provides senior and disabled persons
exemptions to the FBC for property they own based upon age , income and disability. King
County processes and approves these discounts in three categories:
Full exemption 75% discounted rate
Partial exemption 50% discounted rate
Standard exemption 25% discounted rate
Sprinkler and Alarm System Discount:
Fire sprinkler systems in combination with alarm systems will receive a reduction
depending upon system capability. Partial coverage systems may not qualify for a
discount.
Manufactured Homes: King County does not adequately maintain square feet data
for mobile homes. Where complete data is missing, the manufactured home size has
been determined to be 1075 square feet.
Minimum Square Footage: The FBC will not be applied to parcels with a total
improvement square footage of less than 400 sq. ft.
APPENDIX A
Fire Benefit Charge
Formula Factors:
To reasonably apportion total cost of maintaining fire service capacity to the services that
may be afforded to the property, factors used in the formula may be adjusted each year as
approved by the Governance Board. The following factors were used for the 2016
assessment year.
Agenda Item: Bids – 9A_
TO: City Council
DATE: March 1, 2016
SUBJECT: Asphalt Overlays Project – Award
SUMMARY: The project consists of overlaying various City of Kent streets by installing
approximately 17,000 tons of hot mix asphalt, 70,000 square yards of planning
pavement, 37,000 square yard of pavement reinforcement, 33 cement sidewalk
ramps, 2,000 tons of crushed surfacing, 100 each 6 ft. diameter traffic loops, and
permanent plastic and paint pavement markings.
EXHIBITS: Memo dated February 17, 2016
RECOMMENDED BY: Public Works Director
YEA: N/A NAY: N/A
BUDGET IMPACTS: Funded from the Business and Occupation and Solid Waste Utility
tax.
MOTION: Move to award the 2016 Asphalt Overlays Project to
ICON Materials in the amount of $ 3,489,528.50 and authorize the Mayor
to sign all necessary documents, subject to final terms and conditions
acceptable to the City Attorney and Public Works Director.
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PUBLIC WORKS DEPARTMENT
Timothy J. LaPorte, P.E.,
Public Works Director
Address: 400 West Gowe Street
Kent, WA. 98032-5895
Phone: 253-856-5500
Fax: 253-856-6500
DATE: February 17, 2016
TO: Mayor Cooke and Kent City Council
FROM: Timothy J. LaPorte, P.E. Public Works Director
RE: 2016 Asphalt Overlays - Award
Bid opening for this project was held on Wednesday February 17, 2016 with four (4)
bids received. The lowest responsible and responsive bid was submitted by ICON
Materials in the amount of $3,489,528.50. The Engineer's estimate was
$4,394,985.00. The Public Works Director recommends awarding this contract to
ICON Materials.
Bid Summary
01. ICON Materials $3,489,528.50
02. Miles Resources, LLC $3,649,719.30
03. Lakeside Industries $3,655,950.25
04. Watson Asphalt Paving Co. Inc. $4,198,712.70
Engineer's Estimate $4,394,985.00
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REPORTS FROM STANDING COMMITTEES, COUNCIL, AND STAFF
A. Council President
B. Mayor
C. Administration
D. Economic & Community Development
E. Operations
F. Parks & Human Services
G. Public Safety
H. Public Works
I. Regional Fire Authority
J. Other
K. Other
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Page 7 of 7
OFFICE OF THE MAYOR
Derek Matheson, Chief Administrative Officer
Phone: 253-856-5700
Fax: 253-856-6700
Address: 220 Fourth Avenue S.
Kent, WA. 98032-5895
DATE: 03/01/16
TO: Mayor Cooke
Councilmembers
FROM: Derek Matheson, Chief Administrative Officer
SUBJECT: CAO Report for Tuesday, March 01, 2016
The Chief Administrative Officer’s report is intended to provide Council, staff and
community an update on the activities of the City of Kent.
ADMINISTRATION
• The Mayor’s Leadership Team will hold its annual retreat on Friday, March 11, at Lake
Wilderness Lodge in Maple Valley. While the agenda is still being finalized, Chief
Administrative Officer Derek Matheson expects topics will include council retreat
implementation (especially strategic planning, financial sustainability, and
homelessness), the 2017-18 budget, leadership development, and working
relationships.
• Community and Public Affairs Manager Michelle Wilmot has prepared a request for
proposals for a resident survey. It will be the first comprehensive resident survey in
about 10 years. The survey is a key aspect of the Kent Performance Project (KPP),
which is intended to strengthen the organization’s focus on performance and tie
together strategic planning, performance measurement, Lean process improvement,
leadership development, Respect, and resident/customer voices. On a related note,
Human Resources Department staff have prepared a draft job description for a
performance management analyst who will lead the KPP. The Operations Committee
and City Council will need to approve the new classification.
• Derek, along with Parks Director Jeff Watling and Economic and Community
Development Director Ben Wolters, continue to work on Pine Tree Park issues.
• Three weeks remain in the short, 60-day legislative session. The Legislature’s emphasis
has shifted to budgets.
ECONOMIC AND COMMUNITY DEVELOPMENT
• Staff met with the Director of New Market Development for Berkshire Hathaway’s
Northwest Real Estate office to discuss EB-5 investment opportunities in Kent for one of
his several investor clients.
• Staff met with the newest KimCo representative to discuss strategies for the Canyon
Ridge Shopping Plaza. Staff also talked prospective tenanting and redevelopment
Page 7 of 7
options for the Panther Lake Shopping Center, under the new ownership of US Realty
Partners. Meanwhile, several regional and national restaurant chains are actively
looking in Kent for development sites.
• Staff accompanied Mayor Cooke on a tour of Blue Origin headquarters with the
President of the company, Rob Meyerson on Wednesday, February 24 to learn more
about the company’s expansion plans.
• Code Enforcement News
o With assistance from the Law Department and City Administration, Economic and
Community Development recently completed a LEAN workshop review of its Code
Enforcement function. This LEAN team conducted a critical examination of why
Code Enforcement is valuable to the community, how Code Enforcement provides
value to customers, the effectiveness of enforcement tools and processes, how
complaints are prioritized, how performance is measured, how we identify and
adapt to new challenges, and how staff works together every day. To better
understand community concerns regarding Code Enforcement, members of the
LEAN team convened focus groups with residents and business owners. The
results of these meetings will be brought to council in the near future, along with
a full report on changes to the Code Enforcement process so far.
FINANCE
• Finance is continuing to work through our 2015 year-end processes and have already
had several meetings with the new SAO (State Auditor’s Office) audit manager to
discuss operational and financial issues. As part of the continuous improvement
process, finance has re-engineered their internal year-end procedures and are
delegating assignments to help smooth the workload on any one person as well as to
increase overall knowledge of the year-end process and requirements in the finance
department.
HUMAN RESOURCES
• Labor, Classification and Compensation
o We are working on the AFSCME Salary Survey, getting job descriptions updated with
city management. We hope to have all job description updates finalized by Mid-
March to begin the benchmarking process and external survey work.
o Staff is gearing up to implement background checks on existing full time employees
that belong to the Teamsters’ union. A memo on this topic was shared with the
management team to begin formal communication with staff.
• Recruitment
o A number of seasonal/limited hour positions have opened up for the Adaptive
Recreation division of the Parks department. We are using a staggered advertising
approach to fill these tough-to-fill spots, coordinating with Johnetta Rowsey to utilize
her distribution lists and school contacts to get the word out for these positions.
• Risk Management
o We welcome Jennifer Davidson who began her employment as a Risk Management
Analyst on February 16.
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LAW
• Deputy city attorney Pat Fitzpatrick and assistant city attorney Tammy White are
presenting four trainings to police officers regarding police liability issues.
• Assistant city attorney Michele Walker trained Kent police officers on methodology to
conduct domestic violence investigations.
• Chief prosecutor Tami Perdue trained the Auburn police department on methods to
testify successfully in court.
• Assistant City Attorney Tammy White spent considerable time responding to a very
large document request on a subpoena from private defense counsel in a $1.5 million
embezzlement case criminally investigated by the Kent Police Department.
• Assistant City Attorney, David Galazin hosted a meeting of government attorneys to
discuss current issues in state and local tax law.
• Assistant City Attorney David Galazin finalized the sale of an orphaned strip of land
between Mill Creek Park and the American Legion property, correcting an error dating
back to the early 60’s. King County paid for the cost to make the correction, recognizing
that the City had previously paid the county for the transfer.
• Assistant city attorney Ben Milgrom successfully argued against a motion to dismiss a
number of crimes allegedly committed by a bail bond recovery agent who appears to
have exceeded his authority by repeatedly breaking into a house to recover bail
jumpers.
• Our prosecutors assisted an 18 year old sexual abuse victim to navigate her way
through our criminal justice system in order to hold her offender accountable and get
resources.
PARKS, RECREATION, AND COMMUNITY SERVICES
• Parks
o Picnic shelter reservations for 2016 are underway. Residents and businesses are
booking their favorite park in preparation for spring and summer. Annually, there
are over 1,000 reservations in city parks that are booked as private rentals. This
year, we are expecting to exceed 1,000 reservations that will directly serve over
80,000 customers. Picnic shelters within our beautiful city parks create connections
for people and places.
• Recreation - Spotlight Series
o International Guitar Night brought four acclaimed acoustic guitarists to Kent-Meridian
Performing Arts Center on Friday, January 29. An enthusiastic crowd of 270
attended the performance and gave the performers multiple standing ovations.
o Antics, a hip hop dance company based out of Los Angeles, performed at Kent-
Meridian Performing Arts Center on Friday, February 5. Nearly 200 people attended
the performance, including approximately 60 youth whose tickets were covered by a
private family foundation associated with Antics. In addition to the show, antics
dancers led a packed street dance workshop at Allegro Performing Arts Academy on
February 4. Sixty-five dancers, ages 10 to adult, participated.
• Parks Planning and Development
o As the Parks and Open Space Plan is working towards completion, staff is preparing
the SEPA checklist so that Kent SEPA review can parallel the adoption process.
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POLICE
• Staff Changes - Hiring/Retirement/Recruitment/ Leaves/Promotions
o Assistant Chief Straus announced his retirement, effective March 31, 2016.
o The Recruiting Unit attended the Public Safety Testing event on Saturday, February
20 at the Criminal Justice Training Commission. They made contact with
approximately 160 perspective police officer candidates.
o Ashley Orlowski was selected to be the new Evidence Custodian. She will change
assignments, effective March 1. This will leave a vacant position in the Records Unit.
o Corrections Officer Oral Boards are being conducted this week, February 23-25.
• Significant Crime Activities/Arrests/Investigations
o A report of shots fired on February 23 in the 10100 block of SE 240th, in front of Fred
Meyer were possibly connected to a hit and run. The hit and run was the victims
fleeing from the shooters. The victims know who the suspects are but were not
cooperative. Bullet holes were found in the victim’s vehicle. One casing was located
on the street near Fred Meyer. Detectives are investigating.
o There was a shooting at El Habenero on February 2 at 2:15am. An adult male shot
another adult male in the parking lot over a dispute. The victim will survive. The
suspect was arrested in the Buckley area by Valley SWAT the next day.
o A bar fight broke out at the Central Ave Pub on February 20 around 2:00am where
participants assaulted officers. Four suspects were arrested.
o A gun was displayed and a wallet was stolen in the area of 236th and 108th on
February 19at 8:49pm. A group of three teenagers were seen running to nearby
apartments.
• Major Emphasis Patrol
o Emphasis continues in the area of Kent-Meridian high school and McDonalds in the
afternoons/evenings.
o Patrol emphasis on 240th from 104-108th and the McChevron.
o DUI emphasis resulted in three arrests this month.
o Extra patrols continue at the Great Wall mall. Commander Kasner met with
management this week to discuss concerns.
o Traffic Unit worked the Data Driven Approaches to Crime and Traffic Safety
(DDACTS) emphasis. They worked 28.5 hours, made 76 contacts and issued 77
tickets. One officer got into a pursuit with a violator that resulted in both felony and
misdemeanor charges. A second officer got into a foot pursuit that resulted in
misdemeanor drug and driving charges as well as multiple warrants.
• School Issues
o Patrol received information from parents and social media of threats to Kentridge
High School and Kent-Meridian High School on February 23. Patrol worked with
school security and the threats were not creditable. The suspect was contacted as it
appears his social media was hacked. School resources officers as well as patrol
officers were at the school on 24.
Page 7 of 7
• Events and awards
o “Of The Year Awards” announced
Patrol – Wayne Graff
Corrections – Chris Ward
Civilian – Andrew Rosenthal
o A community meeting was held on Wednesday, February 24 at 7 p.m. at Meridian
Elementary school.
PUBLIC WORKS
• Street concrete crews are blading the alleys in the Mill Creek area and filling potholes
and permanent asphalt repairs where potholes are significant.
• Signs and markings crews are changing out signs on the East Hill as well as Scenic Hill.
• Vegetation crews are rehabilitating the planted traffic island on S 204th St east of 68th
Ave South and spreading gravel and pruning along the trail at Kentview on Frager Rd.
• Water mains and services crews are continuing with maintenance activities in the
northeast section of the valley consisting of water main cleaning and water hydrant
exercising.
• Storm crews are Vector cleaning storm systems on Temperance to Hazel, Walnut to
Woodland and will be finishing a line and catch basin install in North Park.
• Sewer crews are cleaning sewers on Kent Kangley to 280th, 132nd to 135th and 124th
to 132nd.
• Fleet crews are working with SIR (Statistical Inventory Reconciliation) vendor on fuel
system data collection and DOE (Department of Ecology) on inspection requirements.
• Warehouse crews are preparing annual Dangerous Waste Generators report for the
Department of Ecology.
• Operations Personnel
o Interviews were held on February 22 for the Maintenance Worker 2, Signs and
Markings position. Reference checks are in process.
o Chris Menaul was selected to fill the vacant Water Maintenance Worker 2 position in
Water Distribution, Mains and Services.
• Design
o James St. Planting & Water Main – Project is now out to bid.
o 224th St. Phase 1 – HyTek property survey has been completed. AMEC has been
given a Notice To Proceed (NTP) for environmental services due to the oil spill. 60%
plans will be sent out for internal review this week.
o 108th/208th – Plans are being finalized. WSDOT is requiring that KSP Division 1
boilerplate be updated to include 2016 GSPs and amendments and submit for
approval. Once Division 1 is approved, we need to resubmit project PS&E for review.
o 228th/UPRR Grade Separation – Working with HDR on structural design and
GeoEngineers on geotechnical issues. Working on right-of-way acquisition.
Page 7 of 7
• Land Survey
o Construction Surveying: Central Ave. South Improvements
o Design Surveying: 80th Ave., James St., 228th/UPRR Grade Separation, 224th Phase
1A.
• Construction
o Central Ave S. Pavement Preservation and Utility Improvements: Installation of the
remaining water appurtenances and services is ongoing during nighttime work hours
(7:00 PM to 5:00 AM) and will continue for the following 3 weeks. Traffic at the
intersection of Willis St and Central Ave will be impacted during the week of February
29.
o SR 516 to S 231st Way Levee Improvements, Russell Rd Upper Levee – South
Reach: The contractor is preparing to proceed with the restoration and landscape
work in the vicinity of the Neely House in the following weeks.
o Guiberson Reservoir Joint Sealing Project: The contractor will complete the
installation of the lining this week.
o 2016 Asphalt Overlays: The bid opening for this project took place on February 17,
with the apparent low bidder being Icon Materials of Pacific, WA.
• Transportation
o The Federal Way Link Extension Interim Preliminary Plans will be submitted on March
4 from the Angle Lake station to Federal Way. Kent will have two stations, one is the
Kent/Highline Station on 30th and the second is the South 272nd Station at the Star
Lake Park and Ride.
o The six-year Transportation Improvement Program (TIP) update process for 2016
has commenced.
• Environmental
o Meeting with Parks on the Frager Road/trail configuration at the Downey Project.
o Scheduling interviews on the Environmental Tech II position.
o Coordinating permit requirements at South 212th/WinCo erosion site.
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EXECUTIVE SESSION
A. Property Negotiations, as per RCW 42.30.110(1)(b)
ACTION AFTER EXECUTIVE SESSION