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HomeMy WebLinkAboutCity Council Committees - Committee of the Whole - 08/24/2021 KENT CITY COUNCIL COMMITTEE OF THE WHOLE Tuesday, August 24, 2021 4:00 PM Chambers Masks are required regardless of vaccination status. A live broadcast is available on Kent TV21, www.facebook.com/CityofKent, and www.youtube.com/user/KentTV21 To listen to this meeting, call 1-888-475-4499 or 1-877-853-5257 and enter Meeting ID 884 0500 0462 Mayor Dana Ralph Council President Toni Troutner Councilmember Bill Boyce Councilmember Marli Larimer Councilmember Brenda Fincher Councilmember Zandria Michaud Councilmember Satwinder Kaur Councilmember Les Thomas ************************************************************** Item Description Speaker 1. CALL TO ORDER 2. ROLL CALL 3. AGENDA APPROVAL Changes from Council, Administration, or Staff. 4. DEPARTMENT PRESENTATIONS A. Payment of Bills - Authorize Paula Painter B. Authorize the Use of accessoShoWare Center Operating Tim Higgins Fund Balance for Capital Repair and Replacement - Authorize C. INFO ONLY: FLEXFund ARPA Request Bill Ellis Chuck DePew D. INFO ONLY: Equity Update Uriel Varela E. Nate Harper Roof of Kent Police Station Authorize F. First Addendum to Lease with Half Lion Public House, LLC Julie Parascondola at the Riverbend Golf Complex - Authorize Committee of the Whole Committee of the Whole - August 24, 2021 Regular Meeting G. Supplemental Parks Property Levy Agreement - Authorize Terry Jungman H. Interagency Agreement with the Washington Traffic Safety Sara Wood Commission for 2021-2022 Walker/Roller Safety Program Pacific Highway South - Authorize I. Downey Side Channel Restoration RCO Grant Resolution Melissa Dahl Adopt J. Amendments to Consultant Services Agreements for IT Brian Rambonga Temporary Staff - Authorize K. Consultant Services Agreement with TEKsystems, Inc. for Brian Rambonga Temporary IT Staff - Authorize L. First Amendment to Master License and Services Mike Carrington Agreement for Amanda Platform Authorize M. Amanda (KIVA Replacement) Permitting System Mike Carrington Deployment Project Amend Budget and Approve Contract Kurt Hanson Amendment - Authorize 5. ADJOURNMENT NOTE: A copy of the full agenda is available in the City Clerk's Office and at KentWA.gov. 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 7-1-1. 5/B FINANCE DEPARTMENT Paula Painter, CPA 220 Fourth Avenue South Kent, WA 98032 253-856-5264 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: Payment of Bills - Authorize MOTION: I move to authorize the payment of bills. SUMMARY: BUDGET IMPACT: Qbdlfu!Qh/!4 5/C FINANCE DEPARTMENT Paula Painter, CPA 220 Fourth Avenue South Kent, WA 98032 253-856-5264 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: Authorize the Use of accessoShoWare Center Operating Fund Balance for Capital Repair and Replacement - Authorize MOTION: I move to authorize the use of $338,925 of the accessoShoWare operating fund balance for the repair and replacement of capital assets, to include the scoreboard, arc flash test, administration carpet and transformer for fiscal year 2021. SUMMARY: During the Committee of the Whole meeting on February 9th, 2021, balance to pay for the remaining cost of the scoreboard. The Finance Department pledged to come back to Council in the future with a proposal for the use of the accessoShoWare operating fund balance. Since the accessoShoWare Center opened in 2009, admissions tax for the accessoShoWare Center and the Thunderbirds have been transferred from the these funds have been accumulating in fund balance which currently nears $3 million. Of that current balance, $545,000 is CARES funding reserved for reopening expenses, which leaves approximately $2.4 million in fund balance. In addition to the transfer of admissions tax to the accessoShoWare Center operating fund, the maintenance. In addition to the already approved capital expenditures for 2021, a Capital Improvement Plan has been established proposing the use of approximately $2,946,075 for the repair and replacement of capital assets for fiscal years 2021 through 2025. This Capital Plan will be funded by using a combination of the accessoShoWare operating fund balance, both current and future, and annual lifecycle maintenance funds. The following capital repairs and replacements are proposed the next four years: scoreboard, arc flash test, administration carpet, transformer for show power, chain motors, ice deck covering, concession stand branding, marquee, basketball court restoration, new building for storage, gate and fence repair, television units, stage and blackout curtains, kitchen/concession equipment, folding chairs for floor seating, suite furniture, heat exchange ice plant, and ribbon boards. Qbdlfu!Qh/!5 5/C In 2021, the additional capital asset repair and replacements of the scoreboard, arc flash test, administration carpet and transformer total $338,925. The remainder of the Capital Plan which totals $2,607,150 will be included as part of the proposed budget each year in the accessoShoWare operating fund. BUDGET IMPACT: Use of $338,925 of accessoShoWare operating fund balance for capital asset repair and maintenance for fiscal year 2021. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. ShoWare Capital Repair-Replacement Plan (PDF) Qbdlfu!Qh/!6 Qbdlfu!Qh/!8 ...... 3.5%2.2% 14.1%13.5%16.8%18.7%12.5%18.7% 211/1& Qfsdfoubhf 3136 %3-:57-186! ...... 65,100 101,850 399,000 494,550 551,250 367,500 551,250 Upubm %!!!!!3-:57-186! $ 415,575 - ----- 42,000 399,000 157,500 3136 3135 $ %!!!!!!!!6:9-611!%!!!!!!!!6:9-611!%!!!!!3-:57-186! %3-458-686! $ - ------ 65,100 157,500 3135 $ %!!!!!!!!333-711!%!!!!!!!!333-711!%!!!!!3-458-686! $ - ---- 3134 65,100 %3-235-:86! 157,500 346,500 3134 $ %!!!!!!!!911-211!%!!!!!!!!911-211!%!!!!!3-235-:86! $ 231,000 - --- Cumulative Requirements bddfttp!Tipxbsf!Dfoufs Capital Repair & Replacement 78,750 65,100 322,350 315,000 204,750 3133 $ %!!!!!!!!:96-:61!%!!!!!!!!:96-:61!%!!!!!2-435-986! $ Dbqjubm!Sfqbjs!'!Sfqmbdfnfou!Tdifevmf 3133 - %2-435-986! ----- 52,500 101,850 3132 $ %!!!!!!!!449-:36!%!!!!!!!!449-:36!%!!!!!!!!449-:36! $ 184,575 3132 %449-:36! 6&!Dpoujohfodjft (Kitchen/Concession eqpt. e Hsptt!Qspkfdu!Dptut Qspkfdu!Uzqf !%. Dvnvmbujwf!Qspkfdu!Dptut (Chairs,BB Court,Ice Deck, furniture) Bekvtufe!Upubm!Qspkfdu!Dptut !%611-111 !%4-611-111!%4-111-111!%3-611-111!%3-111-111!%2-611-111!%2-111-111 Audio/Visual(Ribbon Board,Scoreboard,TVs) Electrical(arc Flash Test, Transformer)HVAC Mechanical( Heat Exchanger)FFE Food&Beverag General Building(Carpet concessions,Storage)Site (gate repair)Specialty Item(chain motor,Marquee,Curtain) 5/D ECONOMIC AND COMMUNITY DEVELOPMENT DEPARTMENT Kurt Hanson, AICP, EDFP 220 Fourth Avenue South Kent, WA 98032 253-856-5454 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: INFO ONLY: FLEXFund ARPA Request SUMMARY: Chief Economic Development Officer, Bill Ellis and Chuck DePew from the National Development Council will present information on the FLEXFund ARPA request. Qbdlfu!Qh/!9 5/E OFFICE OF THE MAYOR Mayor Dana Ralph 220 Fourth Avenue South Kent, WA 98032 253-856-5710 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: INFO ONLY: Equity Update SUMMARY: Race and Equity Manager, Uriel Varela will present the Council with an Equity update. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. Inclusive Community - Embracing our diversity and advancing equity through genuine community engagement. Qbdlfu!Qh/!: 5/F PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT Julie Parascondola, CPRO 220 Fourth Avenue South Kent, WA 98032 253-856-5100 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: ion, Inc to Replace Roof of Kent Police Station Authorize MOTION: I move to authorize the Mayor to enter into an agreement with Station, in an amount not to exceed $189,922.50, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: This project is a lifecycle replacement of the roof on the Kent Police th Ave S, Kent, WA 98032. The roof of the building was last replaced in 2001, and it's reaching its end-of-life. This project will include removal and proper disposal of all roofing material, replacement of faulty plywood if needed, installation of ice and water shield, synthetic underlayment, installation of new composition shingles, installation of new vent boxes, new plumbing flashings and caps, and other work as required. This project was first advertised in early 2020 but was put on hold due to the -advertised to six vendors through the MRSC Small Works responded out of the six vendors. BUDGET IMPACT: Project funded through Facilities Lifecycle fund, roof repairs. SUPPORTS STRATEGIC PLAN GOAL: Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. Agreement (DOCX) Qbdlfu!Qh/!21 5/F/b PUBLIC WORKS AGREEMENT between City of Kent and CHET'S ROOFING & CONSTRUCTION, INC THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Chet's Roofing & Construction, Inc, organized under the laws of the State of th Washington, located and doing business at 26301 79 AVE S, Kent, WA 98032, Chester T. Chmielinkski, (253) 887-0194, (hereinafter the "Contractor"). AGREEMENT The parties agree as follows: I. DESCRIPTION OF WORK. Contractor shall perform the following services for the City in accordance with the following described plans and/or specifications: ruction, Inc shall provide all labor and material to remove and replace the roof, do siding repair and asbestos removal at the City of Kent Police Station,located at th 220 4 Ave S, Kent, WA 98032, in accordance with the proposal which is attached and incorporated as Exhibit A. The Contractor 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 such services are performed. II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above within 10 calendar days after the City issues its Notice to Proceed. Upon the effective date of this Agreement, all physical work shall thereafter be completed within 90 working days. The term of this Agreement shall continue until all work has been completed, final acceptance has occurred, and all Contractor obligations have been fulfilled. III. COMPENSATION. The City shall pay the Contractor a total amount not to exceed $189,922.50, including any applicable Washington State Sales Tax, for the work and services contemplated in this Agreement. The Contractor shall invoice the City monthly. The City will pay for the portion of the work described in the invoice that has been completed by the Contractor and approved by the City. The project. Card Payment Program. The Contractor may elect to participate in automated credit card payments provided for by the City and its financial institution. This Program is provided as an alternative to payment by check and is available for the convenience of the Contractor. If the Contractor voluntarily participates in this Program, the Contractor will be solely responsible for any fees imposed by financial institutions or credit card companies. The Contractor shall not charge those fees back to the City. Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* PUBLIC WORKS AGREEMENT - 1 Qbdlfu!Qh/!22 (Over $20K with Performance Bond) 5/F/b A. Payment and Performance Bond. Pursuant to Chapter 39.08 RCW, the Contractor, shall provide the City a payment and performance bond for the full contract amount. B. Retainage. The City shall hold back a retainage in the amount of five percent (5%) of any and all payments made to the Contractor for a period of sixty (60) days after the date of final acceptance, or until receipt of all necessary releases from the State Department of Revenue, the State Department of Labor & Industries, and the State Employment Security Department, and until settlement of any liens filed under Chapter 60.28 RCW, whichever is later. The amount retained shall be placed in a fund by the City pursuant to RCW 60.28.011(4)(a), unless otherwise instructed by the Contractor within fourteen (14) calendar days of the Agreement. C. Defective or Unauthorized Work. The City reserves its right to withhold payment from the Contractor for any defective or unauthorized work. Defective or unauthorized work includes, without limitation: work and materials that do not conform to the requirements of this Agreement; and extra work and materials furnished without the the Contractor is unable, for any reason, to satisfactorily complete any portion of the work, the City may complete the work by contract or otherwise, and the Contractor shall be liable to the City for any additional costs costs and attorney fees, incurred by the City beyond the maximum Contract price specified above. The City further reserves its right to deduct the cost to complete the Contract work, including any Additional Costs, from any and all amounts due or to become due the Contractor. D. Final Payment: Waiver of Claims PAYMENT (EXCLUDING WITHHELD RETAINAGE) SHALL CONSTITUTE A WAIVER OF IDENTIFIED BY CONTRACTOR AS UNSETTLED AT THE TIME FINAL PAYMENT IS MADE AND ACCEPTED. 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: A. The Contractor 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 Contractor maintains and pays for its own place of business from which the C. The Contractor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained the City, or the Contractor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Contractor 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 Contractor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by the from the State of Washington. Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* PUBLIC WORKS AGREEMENT - 2 Qbdlfu!Qh/!23 (Over $20K with Performance Bond) 5/F/b F. The Contractor has a valid contractor registration pursuant to Ch. 18.27 RCW or an electrical contractor license pursuant to Ch. 19.28 RCW. G. The Contractor maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. include, without limitation, any one or more of the following events: A. workers or proper materials for completion of the Contract work. B. Agreement. C. material or labor. D. regulations. E. F. If the City terminates this Agreement for good cause, the Contractor shall not receive any further money due under this Agreement until the Contract work is completed. After termination, the City may ertaining to this project which may be used by the City without restriction. VI. PREVAILING WAGES. The g the Contract work. The Contractor shall pay prevailing wages in effect on the date the bid is accepted or executed by the Contractor, and comply with Chapter 39.12 of the Revised Code of Washington, as well as any other applicable prevailing wage rate provisions. The latest prevailing wage rate revision issued by the Department of Labor and Industries is attached. VII. CHANGES. The City may issue a written change order for any change in the Contract work during the performance of this Agreement. If the Contractor determines, for any reason, that a change order is necessary, the Contractor must submit a written change order request to the person listed in the notice provision section of this Agreement, Section XVI(D), within fourteen (14) calendar days of the date the Contractor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Contractor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Contractor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Contractor shall proceed with the change order work upon receiving either a written change order from the City or an oral order from the City before actually receiving the written change order. If the Contractor fails to require a change order within the time specified in this paragraph, the Contractor waives its right to make any claim or submit subsequent change order requests for that portion of the contract work. If the Contractor disagrees with the equitable adjustment, the Contractor must complete the change order work; however, the Contractor may elect to protest the adjustment as provided in subsections A through E of Section IX, Claims, below. The Contractor accepts all requirements of a change order by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. A change order that is accepted by the Contractor as provided in this section shall constitute full payment and final settlement of all claims for Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. PUBLIC WORKS AGREEMENT - 3 Qbdlfu!Qh/!24 (Over $20K with Performance Bond) 5/F/b VIII. FORCE MAJEURE. Neither party shall be liable to the other for breach due to delay or failure in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, or other natural disaster or acts of government . Performance that is prevented or delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent to the other that at the time of signing this Agreement, they are able to perform as required and their performance will not be prevented, hindered, or delayed by the current COVID-19 pandemic, any existing state or national declarations of emergency, or any current social distancing restrictions or personal protective equipment requirements that may be required under federal, state, or local law in response to the current pandemic. If any future performance is prevented or delayed by a force majeure event, the party whose performance is prevented or delayed shall promptly notify the other party of the existence and nature of the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be effective only to the extent and duration of the force majeure event causing the prevention or delay in performance and, provided, that the party prevented or delayed has not caused such event to occur and continues to use diligent, good faith efforts to avoid the effects of such event and to perform the obligation. Notwithstanding other provisions of this section, the Contractor shall not be entitled to, and the City shall not be liable for, the payment of any part of the contract price during a force majeure event, or any costs, losses, expenses, damages, or delay costs incurred by the Contractor due to a force majeure event. Performance that is more costly due to a force majeure event is not included within the scope of this Force Majeure provision. If a force majeure event occurs, the City may direct the Contractor to restart any work or performance that may have ceased, to change the work, or to take other action to secure the work or the project site during the force majeure event. The cost to restart, change, or secure the work or project site arising from a direction by the City under this clause will be dealt with as a change order, except to the extent that the loss or damage has been caused or exacerbated by the failure of the Contractor to fulfill its obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be borne by the Contractor, IX. CLAIMS. If the Contractor disagrees with anything required by a change order, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Contractor may file a claim as provided in this section. The Contractor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events giving rise to the claims, or within fourteen (14) calendar days of the date the Contractor knew or should have known of the facts or events giving rise to the claim, whichever occurs first . Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Contractor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Contractor's written claim shall include the information set forth in subsections A, items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: 1. The date of the Contractor's claim; 2. The nature and circumstances that caused the claim; 3. The provisions in this Agreement that support the claim; Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and PUBLIC WORKS AGREEMENT - 4 Qbdlfu!Qh/!25 (Over $20K with Performance Bond) 5/F/b 5. An analysis of the progress schedule showing the schedule change or disruption if the Contractor is asserting a schedule change or disruption. B. Records. The Contractor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim. The City shall have access to any of the Contractor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. C. Contractor's Duty to Complete Protested Work. In spite of any claim, the Contractor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Contractor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Contractor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). X. LIMITATION OF ACTIONS. CONTRACTOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. XI. WARRANTY. The Contractor warrants that it will faithfully and satisfactorily perform all work provided under this Agreement in accordance with the provisions of this Agreement. The Contractor shall promptly correct all defects in workmanship and materials: (1) when the Contractor knows or should have known of the defect, or (2) upon the discovery of the defect. In the event any parts are repaired or replaced, only original replacement parts shall be usedrebuilt or used parts will not be acceptable. When defects are corrected, the warranty for that portion of the work shall extend for an additional year beyond the original warranty period applicable to the overall work. The Contractor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Contractor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Contractor shall pay all costs incurred by the City in order to accomplish the correction. XII. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Contractor, its sub-contractors, or any person acting on behalf of the Contractor or sub-contractor 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. The Contractor 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. XIII. INDEMNIFICATION. The Contractor 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 Contractor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* PUBLIC WORKS AGREEMENT - 5 Qbdlfu!Qh/!26 (Over $20K with Performance Bond) 5/F/b The City's inspection or acceptance of any of the Contractor'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 Contractor and the City, its officers, officials, employees, agents and volunteers, the Contractor's duty to defend, indemnify, and hold the City harmless, and the of the Contractor's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONTRACTOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL 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 the Contractor 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 the fees and The provisions of this section shall survive the expiration or termination of this Agreement. XIV. INSURANCE. The Contractor 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. XV. WORK PERFORMED AT CONTRACTOR'S RISK. The Contractor 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 the Contractor's own risk, and the Contractor 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. XVI. 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 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 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 XIII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* 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 PUBLIC WORKS AGREEMENT - 6 Qbdlfu!Qh/!27 (Over $20K with Performance Bond) 5/F/b 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 the Contractor. 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 Contractor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to the Contractor'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 Contractor 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 Contractor 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 Contractor and obligations under the Public Records Act. J. City Business License Required. Prior to commencing the tasks described in Section I, the Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. 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. All acts consistent with the authority of this Agreement and prior Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* PUBLIC WORKS AGREEMENT - 7 Qbdlfu!Qh/!28 (Over $20K with Performance Bond) 5/F/b to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. CONTRACTOR: CITY OF KENT: By: By: Print Name: Print Name: Dana Ralph Its Its Mayor (title) DATE: DATE: NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONTRACTOR: CITY OF KENT: Chester T. Chmielinski Diana Lazouski CHET'S ROOFING & CONSTRUCTION, INC th City of Kent 26301 79 Ave S 220 Fourth Avenue South Kent, WA 98032 Kent, WA 98032 (253) 887-0194(telephone) (253) 856-5083(telephone) (253) 854-4516(facsimile) (253) 856-6080(facsimile) APPROVED AS TO FORM: Kent Law Department ATTEST: Kent City Clerk Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* PUBLIC WORKS AGREEMENT - 8 Qbdlfu!Qh/!29 (Over $20K with Performance Bond) 5/F/b 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 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 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: ________________________________________ Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* EEO COMPLIANCE DOCUMENTS - 1 Qbdlfu!Qh/!2: 5/F/b 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. 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 policy. 2.Monitoring to assure adherence to federal, state and local laws, policies and guidelines. ! Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* EEO COMPLIANCE DOCUMENTS - 2 Qbdlfu!Qh/!31 5/F/b 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: ________________________________________ Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* EEO COMPLIANCE DOCUMENTS - 3 Qbdlfu!Qh/!32 5/F/b BIDDER RESPONSIBILITY CRITERIA Certification of Compliance with Wage Payment Statutes This certification is required by state law (RCW 39.04.350(2)) to be submitted to the City before the contract can be awarded. The bidder hereby certifies that, within the three-year period immediately preceding the bid solicitation date (Insert Date of any provision of chapters 49.46, 49.48, or 49.52 RCW, as determined by a final and binding citation and notice of assessment issued by the Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction. I certify under penalty of perjury under the laws of the State of Washington that the foregoing is true and correct. Insert Bidder's Business Name By: __________________________________________ Signature of Authorized Official* Printed Name: _________________________________ Title: ________________________________________ Date: ________________________________________ City and State: _________________________________ *If a corporation, proposal must be executed in the corporate name by the president or vice- president (or any other corporate officer accompanied by evidence of authority to sign). If a co- partnership, proposal must be executed by a partner. Buubdinfou;!Bhsffnfou!!)3938!;!Dpousbdu!xjui!Difu“t!Sppgjoh!'!Dpotusvdujpo-!Jod!up!Sfqmbdf!Sppg!pg!Lfou!Qpmjdf!Tubujpo!—!Bvuipsj{f* BIDDER RESPONSIBILITY CRITERIA - 1 Qbdlfu!Qh/!33 5/G PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT Julie Parascondola, CPRO 220 Fourth Avenue South Kent, WA 98032 253-856-5100 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: First Addendum to Lease with Half Lion Public House, LLC at the Riverbend Golf Complex - Authorize MOTION: I move to authorize the Mayor to execute the first addendum to the Retail Lease with Half Lion Public House, LLC at the Riverbend Golf Complex, as presented by staff, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: COVID-19 has, and continues to have, profound affects on local businesses, specifically those in the food and beverage industry. Since March 11, 2020, the State of Washington has imposed very strict regulations when it comes to holding large events, social gatherings, and indoor dining; up to and including income. Together, City staff and Half Lion Public House have negotiated an amendment to addressed a few emerging, non-COVID related items. BUDGET IMPACT: Loss to the Golf fund. SUPPORTS STRATEGIC PLAN GOAL: Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. Half_ Lion_ Lease-Addendum_1 (DOCX) Qbdlfu!Qh/!34 5/G/b RIVERBEND GOLF COMPLEX FIRST ADDENDUM TO RETAIL LEASE THIS FIRST ADDENDUM is made to the RETAIL LEASE by and between the city of and Half Lion Public House, L.L.C., d/b/a Half Lion Public House, a Washington limited liability corporation (hereinaftcertain real property and improvements at the Riverbend Clubhouse, located at 2019 W. Meeker St., Kent, Washington, 98032. This First Addendum alters the terms of the Retail Lease entered into between Landlord and Tenant on or about February 22, 2019 . I. RECITALS 1.1 - 05, proclaiming a State of Emergency for all counties throughout the state of Washington as a result of the coronavirus disease 2019 (COVID-19) outbreak in the United States. On March 23, 2020, the Governor issued a - Stay Healthy order through Proclamation 20-25, which generally prohibited all people in Washington State from leaving their homes, except for essential activities, prohibited all public and private gatherings, and mandated closure of all non-essential businesses, including golf courses and associated bars and restaurants. 1.2 On May 4, 2020, the Governor issued Proclamation 20-25.3, which Stay Healthy, which included a plan for a county-by-county phased reopening. This Proclamation, together with all subsequent amendments and iteration Home -by-County Phased Reopening, are hereinafter referred . The lan provided for four phases of reopening, each with specific restrictions on businesses and public gatherings that affected the operations of the Riverbend Clubhouse. Only Phases 2 through 4 allowed bars and restaurants to operate dine-in services, and some of those phases had specific requirements and significant restrictions on dining and levels of service. 1.3 However, on November 15, 2020, due to a large surge of new cases of COVID-19, increased hospitalizations, and ongoing COVID-19 related deaths in Washington State, the Governor issued Proclamation 20-25.8, which rolled-back the county-by-county phased reopening and closed all indoor dine-in service and limited outdoor dining. 1.4 During 2020, indoor dining was completely prohibited in the months of March through May, and golf courses were not permitted to operate until May. Although golf course operations were allowed, indoor dining was only permitted, on a reduced basis, beginning in June of 2020. Between June and October, indoor dining was permitted at 25% capacity, with reduced hours and table size limits. Between Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy Qbdlfu!Qh/!35 5/G/b November of 2020 and January of 2021, indoor dining was again completely prohibited. 1.5 On January 11, 2021, the Governor issued Proclamation 20-25.12, Under Phase 1, indoor dining was prohibited and limited outdoor dining was permitted, with restrictions. Shortly thereafter, on February 1, 2021, King County moved into Phase 2 of the Roadmap to Recovery, which allowed indoor dining at 25% capacity, but with restricted hours, table size limits, and other safety precautions. On March 22, 2021, King County moved into Phase 3, which increased indoor dining to 50% capacity or 400 people, whichever capacity is less. As of June 30, 2021, bars and restaurants were permitted to return to normal capacity and operations without restriction. 1.6 During the times in which Tenant was permitted to operate the restaurant at reduced capacity, additional limitations and challenges on its operations included: Limited operating hours; Table limits; Household limits per table; Required limits on customer alcohol consumption; Number of times a table can be turned; Inability to use bar areas; Forced single use menus or other electronic menu apps/QR codes; Forced administrative burdens, including contact tracing, address collection, plan development; Delays and additional cost in product or food manufacturing or delivery; Consumer fears and behaviors, including lag when changing phases; Constantly changing start up and shut down costs; Indirect impact to employees, such as issues with day care, unemployment, etc.; Increased cleaning protocols and mandates; Restrictions on live entertainment or gathering in general; Loss of customers due to other restrictions (no sports at Hogan Field, no events at ShoWare, etc.); Space limitations due to capacity of restaurant and need to maintain social distancing; Increased cost for packaging and presenting food differently; Inability to buy bulk or discounted supplies/food due to decreased capacity; Costs of social distancing protections on site, including outdoor tents, outdoor heaters, dividers, etc.; and High cost of food delivery services to both the restaurant and consumer. Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy FIRST ADDENDUM TO RETAIL LEASE Page 3 of 21 Qbdlfu!Qh/!36 5/G/b 1.7 Landlord believes the benefit of having a restaurant on-site at the golf course -term viability. It is clear from golfer surveys that the continued operation of the restaurant is a significant golf course. Currently, there is no competitive market for restaurant/bar leases due to unprecedented business closures brought on by the catastrophic and immediate revenue losses experienced by the food service industry due to COVID-19. Should usiness within the golf course no longer remain viable, the ability of Landlord to replace Tenant in a commercially reasonable timeframe is unlikely. As such, Landlord believes it is in its best interests to reasonably help Tenant, an established entity within the region, maintain a viable restaurant business at Riverbend as indoor dining returns to normal capacity and operations. 1.8 It is clear from discussions between Landlord and Tenant that Tenant has experienced significant financial burdens operating the restaurant as a direct result from the operational limitations imposed by the State to address the COVID- obligations to Landlord pursuant to the Retail Lease that any continued operation of the restaurant by Tenant may not be sustainable. 1.9 In consideration of the unprecedented restrictions on service provided at the Riverbend Clubhouse, and the waiver of potential legal avenues Tenant may have been able to explore to rescind or terminate the Retail Lease due to the occurrence of the COVID-19 pandemic, Landlord and Tenant have agreed that the Retail Lease will continue through its remaining term, subject to the terms and provisions in this First Addendum. II. ADDENDUM For the reasons stated above, the Landlord and Tenant agree and covenant that the following provisions shall govern and supersede any contradictory terms of the Retail Lease: 2.1 Monthly Rent Waiver. From March 1, 2020 and until August 31, 2021 , Monthly Rent in the amount of $3,000 shall be waived, and Tenant shall not be assessed any late charges on Monthly Rent. Tenant shall be responsible for 100% of all leasehold excise tax accrued up to the effective date of this First Addendum, as well as that which will become due going forward. During the Rent Waiver Period, leasehold excise tax shall be based on the $3,000 Monthly Rent. Tenant shall pay the total past due leasehold excise tax to the City either in a lump sum within 30 days following the effective date of this First Addendum, or may elect to pay the total past due amount in equal monthly installments along with current monthly payments. Such past due amounts shall not be subject to any late charges. Provided, however, if Tenant elects to pay in monthly installments, the total amount past due when this First Addendum becomes effective shall be paid in full no later than March 1, 2022, and if Tenant fails to pay such amounts in full by this date, late charges shall begin to accrue on any remaining past due amounts thereafter. Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy FIRST ADDENDUM TO RETAIL LEASE Page 4 of 21 Qbdlfu!Qh/!37 5/G/b ollowing the Rent Waiver Period shall be made on September 1, 2021. Tenant shall pay 100% of the Monthly Rent and leasehold excise tax, and the parties shall fully comply with all other provisions of the Retail Lease consistent with this First Addendum. The amount of Monthly Rent due at the end of the Rent Waiver Period shall be that amount reflected within Exhibit E, as amended by this First Addendum. While the City believes its waiver of Monthly Rent and basis for calculating ongoing leasehold excise tax amounts during the Rent Waiver Period are permissible, Tenant shall be ultimately responsible for any leasehold excise tax that the State deems to be due based on the Retail Lease and this First Addendum, including any assessed penalties, interest, and late fees. 2.2 Payment of Utilities. A. 2020-2021 Zero Occupancy Months. During the months in which indoor dining was prohibited, operation of its golf course represented the large majority of minimal utilities during these months, Tenant shall pay 13.5% of the utility charges for the months of March, April, and May of 2020, and 12% of the utility charges for the months of November and December of 2020 and January 2021. B. Utility Usage Audit. Landlord and Tenant conducted a utility usage audit. As a result of that audit, starting June 1, 2020, Tenant shall be responsible for 40% of all utility charges. As a result, for the months of June 2020 through October 2020, and February 2021 and each month thereafter, Tenant shall pay 40% of the utility charges. Landlord and Tenant agree to conduct another utility audit for the year 2021. Following the 2021 audit, utility consumption may be audited for potential adjustment upon mutual agreement of the parties. C. Payment of Past Due Utilities. Tenant has experienced significant financial burdens operating the restaurant as a direct result from the operational limitations imposed by the State to address the COVID-19 outbreak. Due to these operational limitations, Tenant has been unable to pay its share of the utility charges. In consideration of its strong desire to retain Tenant as the operator of the golf course restaurant, to ensure that the community retains a successful golf course venue, and in recognition of lingness to operate as best as possible during such challenging economic times consistent with public health guidelines, Landlord agrees to a five (5) year payback plan for all past due utility charges in the estimated principal amount of $35,355. At the time this First Addendum was executed, the actual utility charges for the months of July and August of 2021 were not yet known. As such, utility charges for those two months were estimated. Tenant agrees to pay all outstanding utility charges without penalty, consistent with this First Addendum, within five (5) years of September 1, 2021, with such past due charges incurring 8% interest per annum. Tenant shall pay a minimum of $717.00 per month toward these past due charges, which amount may be adjusted once the actual utility charges for the months of July and August of 2021 become known in order to ensure that all Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy FIRST ADDENDUM TO RETAIL LEASE Page 5 of 21 Qbdlfu!Qh/!38 5/G/b outstanding utility charges are paid in full within five (5) years of September 1, 2021. Tenant shall not incur any prepayment penalty or other charge for paying the total past due utility charges prior to end of this five (5) year term. Landlord shall keep a separate accounting of all such payments. A preliminary amortization schedule is attached and incorporated as Exhibit F, however, this preliminary amortization schedule will be updated to reflect the actual utility charges for July 2021 and August 2021 once known. Once the amortization schedule is updated and finalized, it shall replace the preliminary version attached as Exhibit F and become a part of this First Addendum. Landlord will provide an updated amortization schedule no later than 30 days from August 30, 2021, due to the lag time in utility billing from providers. 2.3 Annual Rent Increase Schedule Suspension. Exhibit E to the Retail Lease is amended and replaced with that version attached and incorporated to this First Addendum. As provided therein, annual rent increases shall begin on June 6, 2023. 2.4 Additional Premises. Landlord grants Tenant a revocable license to use ten (10) dedicated parking stalls, the location of which is as depicted in the attached and incorporated Exhibit A-1. Design, purchase, installation, and maintenance of the signage for these dedicated parking stalls shall be the responsibility of Tenant, upon advance notice to and acceptance by the Landlord of and location, which acceptance shall not be unreasonably withheld, conditioned or delayed. Landlord shall also provide approximately 85 square feet of additional space and small storage at the Riverbend Driving Range, as generally depicted in the attached and incorporated Exhibit A-2, for the purpose of providing limited food and beverage service to driving range customers. This space shall be considered part of the Premises, as defined in the Retail Lease. 2.5 Further Considerations. Due to the unprecedented nature of the COVID-19 pandemic, current and potential limitations on restaurant operations, the parties agree to negotiate in good faith if current government restrictions on restaurant operations continue, if additional restrictions are placed on restaurant operations, or if Tenant receives financial relief from federal, state, county, or local government COVID-19 relief programs. Toward that end, Tenant agrees to apply for available COVID-19 relief funds that may be available at the federal, state, or local level and to advise the City of any relief funds awarded to Tenant. 2.6 City Administration of Lease. The City of Kent Mayor or Parks Director (or their designee) shall have all authority necessary to carry out the terms of the Retail Lease, including the terms of this First Addendum, and to make general operating decisions concerning the Riverbend Golf Course, the Clubhouse, and in accordance with the terms of the Retail Lease. Excluding significant amendments to the Retail Lease that affect its Term or Monthly Rent, the authority of the Parks Director or designee shall include the ability to execute on behalf of the Landlord any mutually agreed upon additional amendments or addendums to the Retail Lease necessary to ensure the continued operation of the Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy FIRST ADDENDUM TO RETAIL LEASE Page 6 of 21 Qbdlfu!Qh/!39 5/G/b Riverbend Clubhouse, provided the City Council is informed of the execution of such amendments or addendums as soon as reasonably possible. 2.7 Ratification. All acts consistent with the authority of this First Addendum and prior to its effective date are ratified and affirmed. 2.8 Remaining Provisions. Except as specifically addressed by this First Addendum, all remaining provisions of the Retail Lease shall remain in full force and effect. If any terms or provisions of this First Addendum conflict with those of the Retail Lease, the terms and provisions of this First Addendum shall control. 2.9 Authority. The parties whose names appear below swear and affirm that they are authorized to enter into this First Addendum, which is binding on the parties of the Retail Lease and shall become effective on the last date written below. HALF LION PUBLIC HOUSE, LLC: CITY OF KENT: By: By: (signature) (signature) Print Name: Print Name: Its Its (title) (title) DATE: DATE: Approved as to Form: Attest: Kent City Clerk Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy FIRST ADDENDUM TO RETAIL LEASE Page 7 of 21 Qbdlfu!Qh/!3: 5/G/b EXHIBIT A-1 (NEW) VISUAL REPRESENTATION OF PREMISES - PARKING SPACES AT THE CHAMPIONSHIP 18 GOLF COURSE ! Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy FIRST ADDENDUM TO RETAIL LEASE Page 8 of 21 Qbdlfu!Qh/!41 5/G/b EXHIBIT A-2 (NEW): VISUAL REPRESENTATION OF PREMISES SPACE AT THE DRIVING RANGE Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy FIRST ADDENDUM TO RETAIL LEASE Page 9 of 21 Qbdlfu!Qh/!42 5/G/b EXHIBIT E (REVISED): ANNUAL RENT INCREASE SCHEDULE Rent Formula = Monthly Base Rent + 12.84% Leasehold Tax = Total Monthly Base Rent In addition to total base monthly rent, Tenant will submit reinbursement for identified portion of utility consumption (per 6.0) Minimum of 3.0% CPI Inflation/Growth each year based on Commencement Date. GJSTU!UFO!ZFBS!UFSN!)312:.3139*BOOVBM!CBTF!SFOUNPOUIBOOVBM Year 1$3,00012.84%$3,385$36,000$ Increase from Prior Year-- Year 2*$3,00012.84%$3,385$36,000$ Increase from Prior Year$0$0 Year 3*$3,00012.84%$3,385$36,000$ Increase from Prior Year$0$0 Year 4*$3,00012.84%$3,385$36,000$ Increase from Prior Year$0$0 Year 5$3,09012.84%$3,487$37,080$ Increase from Prior Year$90$1,080 Year 6$3,18312.84%$3,591$38,192$ Increase from Prior Year$93$1,112 Year 7$3,27812.84%$3,699$39,338$ Increase from Prior Year$95$1,146 Year 8$3,37712.84%$3,810$40,518$ Increase from Prior Year$98$1,180 Year 9$3,47812.84%$3,924$41,734$ Increase from Prior Year$101$1,216 Year 10$3,58212.84%$4,042$42,986$ Increase from Prior Year$104$1,252 GJSTU!6.ZFBS!PQUJPO!UP!FYUFOE!)313:.3144*BOOVBM!CBTF!SFOUNPOUIBOOVBM Note: Base rent subject to change beyond 3% minimum (max of 6%) - due to market demand/value. Year 11$3,69012.84%$4,163$44,275$ Increase from Prior Year$107$1,290 Year 12$3,80012.84%$4,288$45,604$ Increase from Prior Year$111$1,328 Year 13$3,91412.84%$4,417$46,972$ Increase from Prior Year$114$1,368 Year 14$4,03212.84%$4,549$48,381$ Increase from Prior Year$117$1,409 Year 15$4,15312.84%$4,686$49,832$ Increase from Prior Year$121$1,451 TFDPOE!6.ZFBS!PQUJPO!UP!FYUFOE!)3145.3149*BOOVBM!CBTF!SFOUNPOUIBOOVBM Note: Base rent subject to change beyond 3% minimum (max of 10%) - due to market demand/value. Year 16$4,27712.84%$4,826$51,327$ Increase from Prior Year$125$1,495 Year 17$4,40612.84%$4,971$52,867$ Increase from Prior Year$128$1,540 Year 18$4,53812.84%$5,120$54,453$ Increase from Prior Year$132$1,586 Year 19$4,67412.84%$5,274$56,087$ Increase from Prior Year$136$1,634 Year 20$4,81412.84%$5,432$57,769$ Increase from Prior Year$140$1,683 UIJSE!6.ZFBS!PQUJPO!UP!FYUFOE!)314:.3154*BOOVBM!CBTF!SFOUNPOUIBOOVBM Note: Base rent subject to change beyond 3% minimum (max of 13%) - due to market demand/value. Year 21$4,95912.84%$5,595$59,503$ Increase from Prior Year$144$1,733 Year 22$5,10712.84%$5,763$61,288$ Increase from Prior Year$149$1,785 Year 23$5,26112.84%$5,936$63,126$ Increase from Prior Year$153$1,839 Year 24$5,41812.84%$6,114$65,020$ Increase from Prior Year$158$1,894 Year 25$5,58112.84%$6,297$66,971$ Increase from Prior Year$163$1,951 *Years 1-4 are modified to reflect no CPI until 2023, per lease amendment No. 1. Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy FIRST ADDENDUM TO RETAIL LEASE Page : of 21 Qbdlfu!Qh/!43 5/G/b EXHIBIT F (NEW): PRELIMINARY AMORTIZATION PAYMENT SCHEDULE ON UTILITY PAY BACK *Subject to change when final July 2021 and August 2021 utilities are finalized and invoiced. Loan InfoLoan Summary Loan Amount 35,355 Scheduled Payment 717 Annual Interest rate8.00%Number of scheduled payments 60 Term5 Number of Payments/Yr12Total Early Payments - Start date9/1/2021Total Interest 7,657 Schedule Payment Beginning d Extra Total Ending Pmt No.Date Balance Payment Paymt Payment Principal Interest Balance 110/1/2021 35,355 717 - 717 481 236 34,874 211/1/2021 34,874 717 - 717 484 232 34,390 312/1/2021 34,390 717 - 717 488 229 33,902 41/1/2022 33,902 717 - 717 491 226 33,411 52/1/2022 33,411 717 - 717 494 223 32,917 63/1/2022 32,917 717 - 717 497 219 32,420 74/1/2022 32,420 717 - 717 501 216 31,919 85/1/2022 31,919 717 - 717 504 213 31,415 96/1/2022 31,415 717 - 717 507 209 30,907 107/1/2022 30,907 717 - 717 511 206 30,396 118/1/2022 30,396 717 - 717 514 203 29,882 129/1/2022 29,882 717 - 717 518 199 29,365 1310/1/2022 29,365 717 - 717 521 196 28,843 1411/1/2022 28,843 717 - 717 525 192 28,319 1512/1/2022 28,319 717 - 717 528 189 27,791 161/1/2023 27,791 717 - 717 532 185 27,259 172/1/2023 27,259 717 - 717 535 182 26,724 183/1/2023 26,724 717 - 717 539 178 26,185 194/1/2023 26,185 717 - 717 542 175 25,643 205/1/2023 25,643 717 - 717 546 171 25,097 216/1/2023 25,097 717 - 717 550 167 24,548 227/1/2023 24,548 717 - 717 553 164 23,994 238/1/2023 23,994 717 - 717 557 160 23,437 249/1/2023 23,437 717 - 717 561 156 22,877 2510/1/2023 22,877 717 - 717 564 153 22,312 2611/1/2023 22,312 717 - 717 568 149 21,744 2712/1/2023 21,744 717 - 717 572 145 21,172 281/1/2024 21,172 717 - 717 576 141 20,597 292/1/2024 20,597 717 - 717 580 137 20,017 303/1/2024 20,017 717 - 717 583 133 19,434 314/1/2024 19,434 717 - 717 587 130 18,846 325/1/2024 18,846 717 - 717 591 126 18,255 336/1/2024 18,255 717 - 717 595 122 17,660 347/1/2024 17,660 717 - 717 599 118 17,061 358/1/2024 17,061 717 - 717 603 114 16,458 369/1/2024 16,458 717 - 717 607 110 15,851 3710/1/2024 15,851 717 - 717 611 106 15,239 3811/1/2024 15,239 717 - 717 615 102 14,624 3912/1/2024 14,624 717 - 717 619 97 14,005 401/1/2025 14,005 717 - 717 624 93 13,381 412/1/2025 13,381 717 - 717 628 89 12,753 423/1/2025 12,753 717 - 717 632 85 12,122 434/1/2025 12,122 717 - 717 636 81 11,486 445/1/2025 11,486 717 - 717 640 77 10,845 456/1/2025 10,845 717 - 717 645 72 10,201 467/1/2025 10,201 717 - 717 649 68 9,552 478/1/2025 9,552 717 - 717 653 64 8,899 489/1/2025 8,899 717 - 717 658 59 8,241 4910/1/2025 8,241 717 - 717 662 55 7,579 5011/1/2025 7,579 717 - 717 666 51 6,913 5112/1/2025 6,913 717 - 717 671 46 6,242 521/1/2026 6,242 717 - 717 675 42 5,567 532/1/2026 5,567 717 - 717 680 37 4,887 543/1/2026 4,887 717 - 717 684 33 4,203 554/1/2026 4,203 717 - 717 689 28 3,514 565/1/2026 3,514 717 - 717 693 23 2,820 576/1/2026 2,820 717 - 717 698 19 2,122 587/1/2026 2,122 717 - 717 703 14 1,420 598/1/2026 1,420 717 - 717 707 9 712 609/1/2026 712 717 - 717 712 5 - Buubdinfou;!Ibmg`!Mjpo`!Mfbtf.Beefoevn`2!!)3927!;!Gjstu!Beefoevn!up!Mfbtf!xjui!Ibmg!Mjpo!Qvcmjd!Ipvtf-!MMD!bu!uif!Sjwfscfoe!Hpmg!Dpnqmfy FIRST ADDENDUM TO RETAIL LEASE Page 21 of 21 Qbdlfu!Qh/!44 5/H PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT Julie Parascondola, CPRO 220 Fourth Avenue South Kent, WA 98032 253-856-5100 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: Supplemental Parks Property Levy Agreement - Authorize MOTION: I move to authorize the Mayor to sign a supplemental property tax levy agreement with King County, and receive funds in the amount of $1,440,000, to help fund improvements to the Green River Trail, subject to final terms and conditions acceptable to the City Attorney and Parks Director. SUMMARY: On August 6, 2019, the King County voters approved Proposition No. 1 Parks Levy that authorized an additional six-year (2020-2025) property tax levy for specified park purposes, including the improvement of parks, development of regional trails, and enhancement of recreation, access, and mobility in King County. This supplemental agreement authorizes and facilitates reimbursement of additional funds by King County to the City of Kent Parks Department, to assist with funding construction of a segment of the Green River Trail. The County will reimburse the City for costs and expenses identified in Exhibit 1 li Foster Park. BUDGET IMPACT: Revenue and expense impact to the King County Levy 2020-2025 capital budget. SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. PK-Supplemental Parks Levy Agmt-EXHIBIT (PDF) Qbdlfu!Qh/!45 5/H/b SUPPLEMENTAL PARKS PROPERTY TAX LEVY AGREEMENT between the Parks and Recreation of the King County Department of Natural Resources and Parks and the City of Kent This AGREEMENT (“Agreement”) is made and entered by and between King County, a home rule charter county, through the Parks and Recreation Division of the Department of Natural Resources and Parks, (hereinafter the "County" or “King County”) and the City of Kent (the “City”), a non-charter code city and municipal corporation organized pursuant to RCW Title 35A. The County and the City are singularly referred to as a “Party” and collectively referred to as the “Parties”. RECITALS A. On August 6, 2019, the King County voters approved Proposition No. 1 Parks Levy that authorized an additional six-year (2020-2025) property tax levy for specified park purposes, including the improvement of parks, development of regional trails, and enhancement of recreation, access, and mobility in King County. B. On February 10, 2021, the Parties executed a Parks Property Tax Levy Agreement (“Levy Agreement”) to establish the terms and conditions governing the distribution of levy proceeds, identified in King County Ordinance 18890, to the cities and towns of King County, Washington. C. King County is a home rule charter county that, among other things, provides regional and rural parks, recreation, and sports facilities for public use. RCW 36.89.030 authorizes King County to establish, acquire, develop, construct, and improve open space, park, recreation, and community facilities, including bicycle trails and bridal paths. D. The City is a non-charter code city and municipal corporation organized pursuant to RCW Title 35A, with all of the applicable rights, powers, privileges, duties, and obligations of a non-charter code city as established by law. E. The City supports the development of public recreational facilities and desires to enhance trail connections between the southerly intersection of the Green River Trail and the rdth Interurban Trail with the intersection of 3 Avenue South 259 Street. F. RCW 36.89.050 authorizes King County to participate with other local governments in the financing, acquisition, construction, development, improvement, use, maintenance and operation of open space, park, recreation, and community facilities. G. Under King County Code, Section 2.16.045.E.1, the duties of King County include providing active recreation facilities by facilitatingagreements with other jurisdictions and entities. Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Page 1 of 9 Qbdlfu!Qh/!46 5/H/b 2020-2025 Parks Levy City of Kent Supplemental Agreement Green River Trail H. The Parties intend by this Agreement to establish their respective rights, roles, and responsibilities regarding the allocated money. NOW, THEREFORE, in consideration of the promises and commitments made herein, the County and the City agree as follows: AGREEMENT 1. PARTIES. The Parties to this Agreement are the County andthe City. There are no other Parties and no third-party beneficiaries. The Parties' representatives are identified below. All communication, notices, coordination, and other aspects of this Agreement shall be managed by the Parties' representatives. Either Party may change or substitute its representative at any time during the term of this Agreement by providing written notice to the other Party. King County's representative is: The City’s representative is: Heidi Kandathil, Spec. Projects Mgr. Terry Jungman, Park Planning and Dev. Mgr. Parks and Recreation Division City of Kent 201 South Jackson Street, #500 220 Fourth Avenue South Seattle, WA 98104-3855 Kent, WA 98032 Mailstop – KSC-NR-5207 Heidi.Kandathil@kingcounty.gov TJungman@KentWA.gov (206) 263-1032 (253) 856-5112 2. TERM. Unless amended pursuant to Section 20, or unless terminated as provided herein, the term of this Agreement shall commence on the date it is fully executed, and end upon the earlier of the conclusion of the project identified in Exhibit 1 or December 31, 2025. Once this Agreement is authorized and signed, amendments to the term of this Agreement or the proposed schedule, tasks, and deliverables provided for in Exhibit 1 may be approved by the City’s Mayor and the Director of the County’s Parks and Recreation Division without further authorization from the Kent City Council or the Metropolitan King County Council. Amendments to the funding provided for through this Agreement shall be authorized as each public agency’s municipal code may require. 3. CONSIDERATION. A. The County will reimburse the City, with the allocated levy funds, for costs and expensesidentified in Exhibit 1 and incurred by the City, up to One-Million-Four- Hundred-Forty-Thousand Dollars ($1,440,000). B. Invoices. The City will submit written invoices to the County, sent no more frequent than monthly, which shall be paid by the County within thirty (30) days of receipt. Invoices will be submitted to the County representative at the address specified in Section 1 of this Agreement. C. Reporting. On or before April 1 each year this Agreement is in effect, the City will Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* provide the County’s representative, identified in Section 1, with a written report detailing the use of the allocated levyfunds in the prior year. Page 2 of 9 Qbdlfu!Qh/!47 5/H/b 2020-2025 Parks Levy City of Kent Supplemental Agreement Green River Trail 4. USE OF FUNDS.All funds remitted hereunder to the City shall be used only and solely for the purpose of reimbursingexpenses incurred by the City for those activities identified in Exhibit 1. 5. METROPOLITAN KING COUNTY COUNCIL APPROPRIATION CONTINGENCY. The County’s performance under this Agreement beyond the 2021-2022 appropriation biennium is contingent on the future appropriation by the Metropolitan King County Council of sufficient funds to carry out the performance contemplated herein. Should such sufficient funding not be approved, as determined by the County in its sole discretion, this Agreement shall terminate on December 31 of the then-applicable biennium for which sufficient funding has been appropriated. 6. DISPUTE RESOLUTION. In the event any dispute regarding this Agreement cannot be resolved by informal methods, then prior to commencing litigation or taking any administrative action, the aggrieved Party shall notify the other in writing of the particulars of the grievance, and the other Party shall reply in writing within ten (10) working days, setting forth its position and stating what, if any, action it will take with respect to the grievance. The aggrieved Party shall respond in writing, indicating its satisfaction or dissatisfaction, as the case may be; in the event the aggrieved Party is dissatisfied, the Parties shall then meet in person and confer in good faith to resolve their differences before litigation is commenced. 6. ANTI-DISCRIMINATION. In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against any employee or applicant for employment because of sex, race, color, marital status, national origin, religious affiliation, disability, sexual orientation, gender identity or expression, age or retirement provisions, unless based upon a bonafide occupational qualification. This requirement shall apply to but not be limited to the following: employment, advertising, lay-off, or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Any violation of this provision shall be considered a violation of a material provision of this Agreement and shall be grounds for termination or suspension in whole or in part of this Agreement by King County and may result in ineligibility for further King County agreements. 7. COMPLIANCE WITH ALL LAWS AND REGULATIONS. The Partiesagree to comply with all applicable laws, ordinances, and regulations from any and all authorities having jurisdiction over the activities contemplated in this Agreement. 8. INSURANCE. No insurance certification is required. The City agrees to maintain premises and vehicle liability insurance in force withcoverages and limits of liability that would generally be maintained by similarly situated agencies, and workers compensation insurance as may be required by Washington state statutes. The County will maintain a fully funded self-insurance program for the protection and handling of its liabilities including injuries to persons and damage to property. Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* 9. NO EMPLOYMENT RELATIONSHIP. There is no employment relationship between the City and King County and neither the City nor its officers, agents, volunteers, employees, Page 3 of 9 Qbdlfu!Qh/!48 5/H/b 2020-2025 Parks Levy City of Kent Supplemental Agreement Green River Trail contractors or subcontractors are employees of the County for any purpose. The City shall be responsible for all federal and/or state tax, industrial insurance, and Social Security liability that may result from the performance of and compensation for these services and shall make no claim of career service or civil service rights which may accrue to a County employee under state or local law. The County assumes no responsibility for the payment of any compensation, wages, benefits, or taxes by, or on behalf of the City, its employees, volunteers, subcontractors, and/or others by reason of this Agreement. The Cityshall protect, indemnify, and save harmless the King County, its officers, agents, and employees from and against any and all claims, costs, and/or losses whatsoever occurring or resulting from the performance of this Agreement. 10. INDEMNIFICATION AND HOLD HARMLESS. The City shall protect, indemnify, and save harmless the County, its elected and appointed officials, officers, agents, and employees from and against any and all claims, costs, and/or losses whatsoever occurring or resulting from (1) the City’s failure to pay any such compensation, wages, benefits, or taxes, and/or (2) work, services, materials, or supplies negligently performed or provided by the City employees, volunteers, or other suppliers in connection with or support of the performance of this Agreement. The City further agrees that it is financially responsible for and will repay the County all indicated amounts following an audit exception which occurs due to the negligence, intentional act, and/or failure, for any reason, to comply with the terms of this Agreement by the City, its elected officials, officers, employees, volunteers, agents, representatives, or subcontractors. This duty to repay the County shall not be diminished or extinguished by the expiration or prior termination of this Agreement. The City expressly agrees to protect, defend, indemnify, and hold harmless King County, its elected and appointed officials, officers, employees, and agents from and against liability for any claims (including all demands, suits, and judgments) for damages arising out of injury to persons or damage to property where such injury or damage is caused by, arises out of, or is incident to the scope of activities under this Agreement. The City’s obligations under this section shall include, but not be limited to: A. The duty to promptly accept tender of defense and provide defense to the County at the City’s own expense; B. Indemnification of claims, including those made by the City’s own employees, volunteers, and/or agents; C. The City, by mutual negotiation, expressly waives, as respects King County only, its statutory immunity under the industrial insurance provisions of Title 51 RCW; D. In the event the County incurs any judgment, award and/or cost arising from this Agreement including attorney's fees to enforce the provisions of this article, all such fees, expenses, and costs shall be recoverable from the City; and E. The City shall protect, defend, indemnify, and hold harmless King County, its officers, employees and agents from any and all costs, claims, judgments, and/or awards of Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* damages arising out of, or in any way resulting from the performance or non- performance of the obligations under this Agreement by the City, its volunteers, Page 4 of 9 Qbdlfu!Qh/!49 5/H/b 2020-2025 Parks Levy City of Kent Supplemental Agreement Green River Trail subcontractors, or the officers, employees, and/or agents of such subcontractors in connection with or in support of this Agreement. A hold harmless provision to protect King County similar to this provision shall be included in all subcontractor agreements entered into by the City in conjunction with this Agreement. 11. ENTIRE AGREEMENT. This Agreement and any and all attachments expressly incorporated herein by reference and attached hereto shall constitute the whole agreement between the Parties. It replaces all other negotiations and agreements. There are no terms, obligations, allowances, covenants, or conditions other than those contained herein. 12. WAIVER. Waiver or breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of the Agreement unless stated to be such through written approval by the Parties, which shall be attached to the original Agreement. 13. POLICE POWERS. Nothing contained in this Agreement shall be considered to diminish the governmental or police powers ofthe County. 14. IMPOSSIBILITY. The performance of this Agreement by either Party is subject to acts of nature, war, government regulation or advisory, disasters, fire, accidents or other casualty, strikes or threat ofstrikes, civil disorder, acts and/or threats of terrorism, or curtailment of transportation services or facilities, cost or availability of power, epidemics or public health emergencies, or similar causes beyond the control of either Party making it illegal, impossible or impracticable to hold, reschedule, or relocate the activitiesas set forthin Exhibit 1. Either Party may terminate or suspend its obligations under this Agreement if such obligations are prevented by any of the above events to the extent such events are beyond the reasonable control of the Party whose reasonable performance is prevented. 15. NO PARTNERSHIP. Nothing contained herein shall make, or be deemed to make, the County and the City a partner of one another, and this Agreement shall not be construed as creating a partnership or joint venture. 16. SINGULAR AND PLURAL. Wherever the context shall so require, the singular shall include the plural and plural shall include the singular. 17. HEADINGS NOT PART OF AGREEMENT. The headings in this Agreement are for convenience only and shall not be deemed to expand, limit, or otherwise affect the substantive terms of this Agreement. 18. GOVERNING LAW. This Agreement is made under and shall be governed by the laws of the State of Washington. 19. JURISDICTION AND VENUE. King County Superior Court shall have jurisdiction over any litigation arising under this Agreement, and the venue for any such litigation shall be the King County Superior Court in Seattle, Washington. Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Page 5 of 9 Qbdlfu!Qh/!4: 5/H/b 2020-2025 Parks Levy City of Kent Supplemental Agreement Green River Trail 20. AMENDMENT. This Agreement may be modified or amended only by a duly authorized and executed written amendment. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the last date set forth below. KING COUNTY CITY OF KENT ______________________________ ___________________________________ Warren Jimenez, Director Dana Ralph, Mayor Parks and Recreation Division ______________________ ______________________ Date Date Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Page 6 of 9 Qbdlfu!Qh/!51 5/H/b EXHIBIT 1 City of Kent 2020-2025 Parks Levy – Supplemental Agreement Green River Trail King County and City of Kent: Green River Trail South at UPRR Crossing Scope of Work 02/01/2021 – 03/01/2024 Project Dates: BACKGROUND & ENGAGEMENT GOALS The City of Kent is working in partnership with King County Parks and King County Flood Control District on a series of projects involving the Green River Levee and Trail system otherwise known as the Milwaukee II Levee. The project location is the missing link of trail between the southerly intersection of rdth the Green River Trail and Interurban Trail and the intersection of 3 Avenue and S 259 St. The project scope will primarily consist of linking the terminus of the Green River Trail at Foster Park through the Union Pacific Railroad (UPRR) right of way to the planned sections of Green River Trail to be constructed as part of the Milwaukee II Levee project. A coordinated design effort is already underway between Parks and Public Works departments in the City of Kent to align the objectives of flood protection and recreation through a combined project. Funding through this agreement would be utilized for three distinct phases: preliminary design and engineering, design and construction drawings, and construction. Goals of the Project - Establish a collaborative project team with representation from King County Parks, King County Flood Control District, City of Kent Parks, and City of Kent Public Works - Receive acceptance from UPRR on a preferred alternative for crossing their ROW - Acquire required easements (or other property interests) from the UPRR. - Develop design documents and construction drawings based on the preferred alternative - Construct the UPRR crossing of the Green River Trail as part of the Milwaukee II Levee project Task 1: Preliminary Design and Engineering 02/01/2021 – 12/01/2021 Task Outline: Budget: $125,000 (Includes project administration and coordination, planning, consultant fees, and personnel hours) Activities Park Planning and Development staff will be responsible for project administration and management through all phases of design and construction Coordination with internal and external stakeholders, including but not limited to: o King County Parks o King County Flood Control District o City of Kent Public Works Department o Union Pacific Railroad Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Page 7 of 9 Qbdlfu!Qh/!52 5/H/b EXHIBIT 1 City of Kent 2020-2025 Parks Levy – Supplemental Agreement Green River Trail Hire a team of consultants, including but not limited to landscape architect and structural engineer, that will provide preliminary design, engineering and cost estimation of the preferred alternative that is accepted by UPRR as an allowable crossing of their ROW Deliverables Green River Trail Undercrossing Alternatives Report for the UPRR $16,000 UPRR contract for review and approval $25,000 Preliminary design and engineering with cost estimate $75,000 City of Kent staff time $9,000 Task 2: Design Documents and Construction Drawings 12/01/2021 – 08/01/2022 Task Outline: Budget: $250,000 (Includes project administration and coordination, planning, consultant fees, and personnel hours) Activities Park Planning and Development staff will be responsible for project administration and management through all phases of design and construction Based on the selected preferred alternative, consultant team will begin work on full design documents and construction drawings to incorporate into the Milwaukee II Levee project. Assuming no performance issues, this will be an amendment to the existing contract for preliminary design. Ongoing stakeholder engagement to review and comment on 30/60/90% plans. Deliverables 30/60/90% design deliverables 100% construction drawings Task 3: Construction 08/01/2022 – 03/01/2024 Task Outline: Budget: $1,065,000 (Includes project administration and coordination, planning, consultant fees, personnel hours, and construction costs) Activities Park Planning and Development staff will be responsible for project administration and management through all phases of design and construction Construction will be managed by the City of Kent team including both Parks and Public Works staff as part of the Milwaukee II Levee project Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Construction administration of trail and recreation scope will be managed by Kent Parks staff. Design consultant team will provide support through construction administration. Page 8 of 9 Qbdlfu!Qh/!53 5/H/b EXHIBIT 1 City of Kent 2020-2025 Parks Levy – Supplemental Agreement Green River Trail Deliverables Completed section of Green River Trail connecting Foster Park to the McCoy Levee through the UPRR ROW. Total Project Budget The total budget for this project shall not exceed $1,440,000. Assumptions Up to $1,440,000 is the understood amount of funding the City of Kent will receive from the King County Parks Levy for this effort. It is very unlikely that this funding will be sufficient to fund both design and construction phases and that supplemental funding for construction will need to be identified to bring this project to completion. The total budget for this project will be established once the preferred alternative is selected through the UPRR and a design consultant is able to work through early design phases. This information will be communicated to King County Parks throughout the process. The schedule shown in the tasks above is an approximation or “best guess” as to the timeline of the project. There are many variables that could cause this timeline to extend further, including but not limited to: UPRR approval, funding constraints, floodway review, tribal review, permitting, etc. There will be periodic check-ins with the stakeholder group to review schedule and it is anticipated that this agreement may need to be extended in the case of major delays. Representatives of the UPRR have stated that obtaining approval and property interests for the levee and trail improvements across their right-of-way will be treated as separate process by the UPRR. City Staff will approach the UPRR approval processes as a single process wherever possible. However, If approval for the trail connection through UPRR right-of-way can be obtained ahead of the overall Milwaukee II levee improvements, this portion of the work will be bid and constructed ahead of the larger project. Project Contacts King County Parks City of Kent –Parks Heidi Kandathil Terry Jungman Special Projects Manager Park Planning and Development Manager (206) 263-1032 253-856-5112 Heidi.Kandathil@kingcounty.gov tjungman@kentwa.gov Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Page 9 of 9 Qbdlfu!Qh/!54 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!55 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!56 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!57 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!58 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!59 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!5: 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!61 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!62 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!63 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!64 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!65 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!66 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!67 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!68 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!69 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!6: 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!71 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!72 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!73 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!74 5/H/b Buubdinfou;!QL.Tvqqmfnfoubm!Qbslt!Mfwz!Bhnu.FYIJCJU!!!)3935!;!Tvqqmfnfoubm!Qbslt!Qspqfsuz!Mfwz!Bhsffnfou!.!Bvuipsj{f* Qbdlfu!Qh/!75 5/I POLICE DEPARTMENT Rafael Padilla, Police Chief 220 Fourth Avenue South Kent, WA 98032 253-852-2121 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: Interagency Agreement with the Washington Traffic Safety Commission for 2021-2022 Walker/Roller Safety Program Pacific Highway South - Authorize MOTION: I move to authorize the Mayor to sign the 2021-2022 Pacific Highway South (SR Hwy 99) Walker and Roller Safety Program grant in the amount of $117,968, amend the budget, and authorize expenditure of the grant funds, subject to final grant terms and conditions acceptable to the Police Chief and City Attorney. SUMMARY: The Kent Police Department houses the Target Zero Manager for South King County whose salary and benefits are 50% funded by the Washington Traffic Safety Commission to coordinate Target Zero traffic safety work across King County and for the King County Target Zero Task Force. In the spring of 2021, the King County Target Zero Task Force analyzed pedestrian and bicycle data, which showed a high number of serious injury and fatal crashes along Pacific Highway South from Federal Way north to Burien. The King County Target Zero Task Force applied for grant funds from the Washington Traffic Safety Commission to coordinate enforcement, walker/roller education and outreach with an emphasis on diverse populations, and to develop a walker/roller training curriculum for law enforcement to reduce the number of serious injury/fatal crashes along this long stretch of roadway. The Kent Police Department will serve as the fiscal agent and the Target Zero Manager will coordinate this work in partnership with the North King County Target Zero Manager. Funding for this program will begin October 1, 2021 and run through September 30, 2022. BUDGET IMPACT: Unanticipated revenue and expense. SUPPORTS STRATEGIC PLAN GOAL: Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Inclusive Community - Embracing our diversity and advancing equity through genuine community engagement. Qbdlfu!Qh/!76 5/I ATTACHMENTS: 1. Interagency Agreement-2022-AG-4301-Pacific Highway (SR 99) South Walker and Roller Safety Program (PDF) Qbdlfu!Qh/!77 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!78 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!79 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!7: 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!81 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!82 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!83 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!84 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!85 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!86 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!87 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!88 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!89 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!8: 5/I/b Buubdinfou;!Joufsbhfodz!Bhsffnfou.3133.BH.5412.Qbdjgjd!Ijhixbz!)TS!::*!Tpvui!Xbmlfs!boe!Spmmfs!Tbgfuz!Qsphsbn!!)3926!;!Joufsbhfodz Qbdlfu!Qh/!91 5/J PUBLIC WORKS DEPARTMENT Chad Bieren, P.E. 220 Fourth Avenue South Kent, WA 98032 253-856-5600 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: Downey Side Channel Restoration RCO Grant Resolution Adopt MOTION: I m application for Grant #20-1067 to the Washington Recreation and Conservation Office to assist with funding for completion of the Downey Side Channel Restoration Project. SUMMARY: The Downey Farmstead Side Channel Restoration Project (Project) will construct a multi-stem 2,000 linear foot side channel tributary to the Green River to provide rearing and refuge habitat for threatened Chinook and other salmon species and will provide approximately 130 acre-feet of floodplain storage to reduce flood risk in the area. To date, the Project has relocated utilities, cleared and grubbed the former tree farm, excavated roughly 152,000 cubic yards of material, installed six habitat structures, installed roughly 10,000 native plants with city crews, relocated 2,100 linear feet of Frager Road, and constructed a separate pedestrian/cyclist trail. Construction of Phase 4 was recently completed in 2021. The final phase of work is anticipated to begin early summer 2022. Under the provisions of the Salmon Recovery Act, the City is requesting state grant assistance administered by the Washington State Recreation and Conservation Office (RCO) to aid in financing the Project. The RCO, which administers the Salmon Recovery Funding Board grants for the state, requires that an authorization resolution be signed before a project agreement can be finalized. This resolution provides the required authorization to the RCO for future grant agreements. This grant will support the completion of the Downey Side Channel Restoration project. BUDGET IMPACT: None. SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Qbdlfu!Qh/!92 5/J Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. Downey Application Resolution+Authorization (PDF) Qbdlfu!Qh/!93 5/J/b RESOLUTION NO. 2031 A RESOLUTION of the City Council of the City of Kent, Washington, that: (1) authorizes the submission of applications for grant funding assistance through the Recreation and Conservation Office as provided for in Chapter 77.85 of the Revised Code of Washington, and Chapter 420 of the Washington Administrative Code and other applicable authorities; and (2) identifies the Public Works Director and/or Mayor as the City's authorized representatives for purposes of securing the grant and binding the City to the grant's terms and conditions. RECITALS A. The City of Kent is working on the Downey Farmstead Side Channel Restoration Phase II, number 20-1067, as part of the Downey Side Channel salmon habitat restoration project. B. The City of Kent considers it in the best public interest to complete the projects described in the applications and to seek grant assistance through the Recreation and Conservation Office to aid in financing the cost of those projects. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF KENT, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: 1 Recreation & Conservation Office Grants 20-1067 Downey Farmstead Side Channel II Buubdinfou;!Epxofz!Bqqmjdbujpo!Sftpmvujpo,Bvuipsj{bujpo!!)3928!;!Epxofz!Tjef!Diboofm!Sftupsbujpo!—!SDP!Hsbou!Sftpmvujpo!—!Bepqu* Qbdlfu!Qh/!94 5/J/b RESOLUTION SECTION 1. – Intent to Apply. The City has applied for or intends to apply for funding assistance managed by the Washington Recreation and Conservation Office (“Office”) for the Downey Farmstead Side Channel Restoration Phase II, number 20-1067, as part of the Downey Side Channel salmon habitat restoration project (“Project”). SECTION 2. – Authorized Representative. The City authorizes the following person or persons holding specified titles/positions (and subsequent holders of those titles/positions) to execute the following documents binding the City on the above projects: Name of Signatory or Title of Grant Document Person Authorized to Sign Grant application (submission thereof) Melissa Dahl, Environmental Engineer II Project contact (day-to-day administering of Melissa Dahl, Environmental Engineer II the grant and communicating with the RCO) Office Grant Agreement (Agreement)Dana Ralph, Mayor Agreement amendments Dana Ralph, Mayor Authorizing property and real estate Dana Ralph, Mayor documents (Notice of Grant, Deed of Right or Assignment of Rights if applicable). These are items that are typical recorded on the property with the county. The above persons are considered an “authorized representative(s)/agent(s)” for purposes of the documents indicated. The City shall comply with a request from the Office to provide documentation of persons who may be authorized to execute documents related to the grant. SECTION 3. – Grant Agreement. The City has reviewed the sample Grant Agreement on the Office’s website at: https://rco.wa.gov/wp- content/uploads/2019/06/SampleProjAgreement.pdf. The City understands and acknowledges that if offered an agreement to sign in the future, it will 2 Recreation & Conservation Office Grants 20-1067 Downey Farmstead Side Channel II Buubdinfou;!Epxofz!Bqqmjdbujpo!Sftpmvujpo,Bvuipsj{bujpo!!)3928!;!Epxofz!Tjef!Diboofm!Sftupsbujpo!—!SDP!Hsbou!Sftpmvujpo!—!Bepqu* Qbdlfu!Qh/!95 5/J/b contain an indemnification and legal venue stipulation and other terms and conditions substantially in the form contained in the sample Agreement and that such terms and conditions of any signed Agreement shall be legally binding on the sponsor if the representative/agent enters into an Agreement on the City’s behalf. The Office reserves the right to revise the Agreement prior to execution. SECTION 4. – Legal Authority. The City acknowledges and warrants, after conferring with its legal counsel, that its authorized representative(s)/agent(s) identified above have full legal authority to act and sign on behalf of the City for their assigned role/document. SECTION 5. – Contingent Funding. Grant assistance is contingent on a signed agreement. Entering into any agreement with the Office is purely voluntary on the City’s part. SECTION 6. – Varying Policies and Requirements. The City understands that grant policies and requirements vary depending on the grant program applied to, the grant program and source of funding in the agreement, the characteristics of the project, and the characteristics of the City. SECTION 7. – Revisions to Agreement. The City further understands that prior to the City’s authorized representative(s)/agent(s) executing any of the documents listed above, the Office may make revisions to its sample Agreement and that such revisions could include the indemnification and the legal venue stipulation. The City accepts the legal obligation that the City shall, prior to execution of the Agreement(s), confer with the City’s authorized representative(s)/agent(s) as to any revisions to the project Agreement from that of the sample Agreement. The City also acknowledges and accepts that if the City’s authorized representative(s)/agent(s) executes 3 Recreation & Conservation Office Grants 20-1067 Downey Farmstead Side Channel II Buubdinfou;!Epxofz!Bqqmjdbujpo!Sftpmvujpo,Bvuipsj{bujpo!!)3928!;!Epxofz!Tjef!Diboofm!Sftupsbujpo!—!SDP!Hsbou!Sftpmvujpo!—!Bepqu* Qbdlfu!Qh/!96 5/J/b the Agreement(s) with any such revisions, all terms and conditions of the executed Agreement shall be conclusively deemed to be executed with the City’s authorization. SECTION 8. – Allowable Costs. Any grant assistance received will be used for only direct eligible and allowable costs that are reasonable and necessary to implement the project(s) referenced above. SECTION 9. –Matching Funds Availability. If match is required for the grant, the City understands it must certify the availability of match at least one month before funding approval. In addition, The City understands it is responsible for supporting all non-cash matching share commitments to these projects should they not materialize. SECTION 10. – Reimbursement Basis. The City acknowledges that if it receives grant funds managed by the Office, the Office will pay the City on only a reimbursement basis. The City understands reimbursement basis means that the City will only request payment from the Office after the City incurs grant eligible and allowable costs and pays them. The Office may also determine an amount of retainage and hold that amount until all project deliverables, grant reports, or other responsibilities are complete. SECTION 11. – Property Dedication for Development, Renovation, Enhancement, and Restoration Projects. The City acknowledges that any property owned by the City that is developed, renovated, enhanced, or restored with grant assistance must be dedicated for the purpose of the grant in perpetuity unless otherwise allowed by grant program policy, or Office in writing and per the Agreement or an amendment thereto. 4 Recreation & Conservation Office Grants 20-1067 Downey Farmstead Side Channel II Buubdinfou;!Epxofz!Bqqmjdbujpo!Sftpmvujpo,Bvuipsj{bujpo!!)3928!;!Epxofz!Tjef!Diboofm!Sftupsbujpo!—!SDP!Hsbou!Sftpmvujpo!—!Bepqu* Qbdlfu!Qh/!97 5/J/b Section 12. – Conflicts. The City certifies the following: the Project does not conflict with the Puget Sound Action Agenda developed by the Puget Sound Partnership under RCW 90.71.310. SECTION 13. - Resolution a Part of Application. This resolution is deemed to be part of the formal grant application to the Office. SECTION 14. – Certification. The City warrants and certifies that this resolution was properly and lawfully adopted following the requirements of the City and applicable laws and policies, and that the City has full legal authority to commit itself to the warranties, certifications, promises and obligations set forth herein. SECTION 15. - Effective Date and Approval. This resolution will take effect immediately and is signed and approved by the Mayor through a majority vote of the City Council for the City of Kent. A copy of this resolution is on file with the Kent City Clerk at 220 Fourth Avenue South, Kent, WA. September 7, 2021 DANA RALPH, MAYOR Date Approved ATTEST: September 7, 2021 KIMBERLEY A. KOMOTO, CITY CLERK Date Adopted APPROVED AS TO FORM: ARTHUR “PAT” FITZPATRICK, CITY ATTORNEY 5 Recreation & Conservation Office Grants 20-1067 Downey Farmstead Side Channel II Buubdinfou;!Epxofz!Bqqmjdbujpo!Sftpmvujpo,Bvuipsj{bujpo!!)3928!;!Epxofz!Tjef!Diboofm!Sftupsbujpo!—!SDP!Hsbou!Sftpmvujpo!—!Bepqu* Qbdlfu!Qh/!98 5/J/b This agreement template is used by the Recreation and Conservation Office (RCO) for the management of the grant and other programs it administers. This example is provided for review by applicants’ and their counsel as they seek grant funding managed by RCO. This grant agreement will contain changes at issuance based on the specifics of each funded project. For instance, changes will occur based on the applicant, funding program, fund source, project type, rule or law changes, and other factors. Applicants that receive funding from RCO are encouraged to thoroughly review their customized grant agreement prior to final signature. RCO reserves the right to make updates to this template. RCO GRANT AGREEMENT Project Name: __________________________ Project Number: ________________________ Issuance Date: ________________________ A. PARTIES OF THE GRANT AGREEMENT. 1. This Recreation and Conservation Office Grant Agreement (Agreement) is entered into between the State of Washington {FundingAgency} Recreation and Conservation Office (RCO), P.O. Box 40917, Olympia, Washington 98504-0917 and {PrimarySponsorNameAddress} {SecondarySponsorNameAddress}, and shall be binding on the agents and all persons acting by or through the parties. 2. The Sponsor’s Data Universal Numbering System (DUNS) Number is {DUNNSNumber}. 3. All Sponsors are equally and independently subject to all the conditions of this Agreement except those conditions that expressly apply only to the primary Sponsor. 4. Prior to and During the Period of Performance, Per the Applicant Resolution/Authorizations submitted by all sponsors (and on file with the RCO), the identified Authorized Representative(s)/Agent(s) have full authority to legally bind the Sponsor(s) regarding all matters related to the project, including but not limited to, full authority to: (1) sign a grant application for grant assistance, (2) enter into this project agreement on behalf of the Sponsor(s) including indemnification, as provided therein, (3) enter any amendments thereto on behalf of Sponsor(s), and (4) make any decisions and submissions required with respect to the project. Agreements and amendments must be signed by the Authorized Representative/Agent(s) of all Sponsors, unless otherwise allowed in the AMENDMENTS TO AGREEMENT Section. a. During the Period of Performance, in order for a Sponsor to change its Authorized Representative/Agent as identified on the original signed Applicant Resolution/Authorization the Sponsor must provide the RCO a new Applicant Page 1 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!99 5/J/b Resolution/Authorization signed by its governing body. Unless a new Applicant Resolution/Authorization has been provided, the RCO shall proceed on the basis that the person who is listed as the Authorized Representative in the last Resolution/Authorization that RCO has received is the person with authority to bind the Sponsor to the Agreement (including any amendments thereto) and decisions related to implementation of the Agreement. b. Amendments After the Period of Performance. RCO reserves the right to request and Sponsor has the obligation to provide, authorizations and documents that demonstrate any signatory to an amendment has the authority to legally bind the Sponsor as described in the above Sections A and J. 5. For the purposes of this Agreement, as well as for grant management purposes with RCO, only the primary Sponsor may act as a fiscal agent to obtain reimbursements (See PROJECT REIMBURSEMENTS Section). B. PURPOSE OF AGREEMENT. This Agreement sets out the terms and conditions by which a grant is made from the {AccountName} of the State of Washington. The grant is administered by the RCO. C. DESCRIPTION OF PROJECT. {ProjectDescription} D. PERIOD OF PERFORMANCE. 1. The period of performance begins on {StartDate} (project start date) and ends on {EndDate} (project end date). No allowable cost incurred before or after this period is eligible for reimbursement unless specifically provided for by written amendment or addendum to this Agreement, or specifically provided for by applicable RCWs, WACs, and any applicable RCO manuals as of the effective date of this Agreement. 2. The RCO reserves the right to summarily dismiss any request to amend this Agreement if not made at least 60 days before the project end date. E. STANDARD TERMS AND CONDITIONS INCORPORATED. The RCO Standard Terms and Conditions of the Agreement are hereby incorporated by reference as part of this Agreement. F. LONG-TERM OBLIGATIONS. (This is a custom section based on project, program, and sponsor type. See attached spreadsheet of those that may apply.) G. PROJECT FUNDING. Page 2 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!9: 5/J/b The total grant award provided for this project shall not exceed {RCOAmount}. The RCO shall not pay any amount beyond that approved for grant funding of the project and within the percentage as identified below. The Sponsor shall be responsible for all total project costs that exceed this amount. The minimum matching share provided by the Sponsor shall be as indicated below: {FundingTable} H. FEDERAL FUND INFORMATION. (This section only appears if there is federal funding nexus) {FederalFundingInfo} This funding is not research and development (R&D). If the Sponsor’s total federal expenditures are $750,000 or more during the Sponsor’s fiscal-year, the Sponsor is required to have a federal single audit conducted for that year in compliance with 2 C.F.R. Part 200, Sub Part F–Audit Requirements, Section 500 (2013). The Sponsor must provide a copy of the final audit report to RCO within nine months of the end of the Sponsor’s fiscal year, unless a longer period is agreed to in advance by the federal agency identified in this section. Sponsor shall comply with the federal “Omni-circular” (2 C.F.R. Part 200). RCO may suspend all reimbursements if the Sponsor fails to timely provide a single federal audit; further the RCO reserves the right to suspend any and all RCO Agreement(s) with the Sponsor if such noncompliance is not promptly cured. I. RIGHTS AND OBLIGATIONS INTERPRETED IN LIGHT OF RELATED DOCUMENTS. All rights and obligations of the parties under this Agreement are further specified in and shall be interpreted in light of the Sponsor’s application and the project summary and eligible scope activities under which the Agreement has been approved and/or amended as well as documents produced in the course of administering the Agreement, including the eligible scope activities, the milestones report, progress reports, and the final report. Provided, to the extent that information contained in such documents is irreconcilably in conflict with this Agreement, it shall not be used to vary the terms of the Agreement, unless the terms in the Agreement are shown to be subject to an unintended error or omission. This “Agreement” as used here and elsewhere in this document, unless otherwise specifically stated, has the meaning set forth in the definitions of the Standard Terms and Conditions. The following Exhibits are attached as part of this Agreement: (This is a custom section listing things like “Expanded Scope of Work,” “Milestones,” and “Eligible Scope Items,”which become part of this agreement.) If an exhibit is referenced in this Agreement as an exhibit or attached to this Agreement, regardless whether it is on this list, it shall still be considered part of this Agreement. J. AMENDMENTS TO AGREEMENT. 1. Except as provided herein, no amendment (including without limitation, deletions) of this Agreement will be effective unless set forth in writing signed by all parties. Exception: extensions of the Period of Performance and minor scope adjustments need only be signed by Page 3 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:1 5/J/b RCO’s director or designee and consented to in writing (including email) by the Sponsor’s Authorized Representative/Agent or Sponsor’s designated point of contact for the implementation of the Agreement (who may be a person other than the Authorized Agent/Representative), unless otherwise provided for in an amendment. This exception does not apply to a federal government Sponsor or a Sponsor that requests and enters into a formal amendment for extensions or minor scope adjustments. 2. It is the responsibility of a Sponsor to ensure that any person who signs an amendment on its behalf is duly authorized to do so. 3. Unless otherwise expressly stated in an amendment, any amendment to this Agreement shall be deemed to include all current federal, state, and local government laws and rules, and policies applicable and active and published in the applicable RCO manuals or on the RCO website in effect as of the effective date of the amendment, without limitation to the subject matter of the amendment. Provided, any update in law, rule, policy or a manual that is incorporated as a result of an amendment shall apply only prospectively and shall not require that an act previously done in compliance with existing requirements be redone. However, any such amendment, unless expressly stated, shall not extend or reduce the long-term obligation term. K. COMPLIANCE WITH APPLICABLE STATUTES, RULES, AND POLICIES. 1. This Agreement is governed by, and the sponsor shall comply with, all applicable state and federal laws and regulations, applicable RCO manuals as identified below, Exhibits, and any applicable federal program and accounting rules effective as of the date of this Agreement or as of the effective date of an amendment, unless otherwise provided in the amendment. Provided, any update in law, rule, policy or a manual that is incorporated as a result of an amendment shall apply only prospectively and shall not require that an act previously done in compliance with existing requirements be redone unless otherwise expressly stated in the amendment. 2. For the purpose of this Agreement, {WAC…} shall apply as terms of this Agreement. 3. For the purpose of this Agreement, the following RCO manuals are deemed applicable and shall apply as terms of this Agreement: {CustomApplicableManuals} Provided, where a manual refers to a funding board’s responsibility and/or authority but the funding board is not involved with the grant or successor to an entity that was involved, the RCO director shall have that responsibility and/or authority if such responsibilities and/or authority falls within the RCO’s statutory responsibilities and/or authority or within a lawful delegation by the board to the RCO. L. SPECIAL CONDITIONS. {CustomSpecialConditionsAsMayApply} M. AGREEMENT CONTACTS. The parties will provide all written communications and notices under this Agreement to either or both the mail address and/or the email address listed below: Page 4 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:2 5/J/b {CustomProjectContacts} These addresses and contacts shall be effective until receipt by one party from the other of a written notice of any change. Unless otherwise provided for in this Agreement, decisions relating to the Agreement must be made by the Authorized Representative/Agent, who may or may not be the Project Contact for purposes of notices and communications. N. ENTIRE AGREEMENT. This Agreement, with all amendments and attachments, constitutes the entire Agreement of the parties. No other understandings, oral or otherwise, regarding this Agreement shall exist or bind any of the parties. O. EFFECTIVE DATE. 1. Unless otherwise provided for in this Agreement, this Agreement, for project {ProjectNumber}, shall not be effective and binding until the date signed by both the sponsor and the RCO’s authorized representative, whichever is later (Effective Date). Reimbursements for eligible and allowable costs incurred within the period of performance identified in the PERIOD OF PERFORMANCE Section are allowed only when this Agreement is fully executed and an original is received by RCO. 2. The Sponsor has read, fully understands, and agrees to be bound by all terms and conditions as set forth in this Agreement and the STANDARD TERMS AND CONDITIONS OF THE RCO GRANT AGREEMENT. The signators listed below represent and warrant their authority to bind the parties to this Agreement. Signatures: Sponsor/Date Recreation and Conservation Office/Date Page 5 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:3 5/J/b Standard Terms and Conditions of the RCO Grant Agreement Table of Contents 1. CITATIONS, HEADINGS AND DEFINITIONS. ........................................................................................... 8 2. PERFORMANCE BY THE SPONSOR. ..................................................................................................... 13 3. ASSIGNMENT. ..................................................................................................................................... 14 4. RESPONSIBILITY FOR PROJECT. ........................................................................................................... 14 5. INDEMNIFICATION. ............................................................................................................................. 14 6. INDEPENDENT CAPACITY OF THE SPONSOR. ...................................................................................... 16 7. CONFLICT OF INTEREST. ...................................................................................................................... 16 8. COMPLIANCE WITH APPLICABLE LAW. ............................................................................................... 16 9. ARCHAEOLOGICAL AND CULTURAL RESOURCES RESPONSIBILITIES ................................................... 18 10. RECORDS. ............................................................................................................................................ 23 11. PROJECT FUNDING. ............................................................................................................................. 24 12. PROJECT REIMBURSEMENTS. ............................................................................................................. 25 13. ADVANCE PAYMENTS. ........................................................................................................................ 27 14. RECOVERY OF PAYMENTS. .................................................................................................................. 27 15. COVENANT AGAINST CONTINGENT FEES. .......................................................................................... 27 16. INCOME (AND FEES) AND USE OF INCOME. ....................................................................................... 27 17. PROCUREMENT REQUIREMENTS. ....................................................................................................... 28 18. TREATMENT OF EQUIPMENT AND ASSETS. ........................................................................................ 29 19. RIGHT OF INSPECTION. ....................................................................................................................... 30 20. STEWARDSHIP AND MONITORING. .................................................................................................... 30 21. PREFERENCES FOR RESIDENTS. ........................................................................................................... 30 22. ACKNOWLEDGMENT AND SIGNS. ....................................................................................................... 30 23. PROVISIONS APPLYING TO DEVELOPMENT, MAINTENANCE, RENOVATION, AND RESTORATION PROJECTS. ........................................................................................................................................... 31 24. PROVISIONS APPLYING TO ACQUISITION PROJECTS. ......................................................................... 32 25. LONG-TERM OBLIGATIONS OF THE PROJECTS AND SPONSORS. ........................................................ 34 26. CONSTRUCTION, OPERATION, USE, AND MAINTENANCE OF ASSISTED PROJECTS. ........................... 35 27. RECORDED NOTICE OF GRANT. ........................................................................................................... 36 28. PROVISIONS RELATED TO CORPORATE (INCLUDING NONPROFIT) SPONSORS.................................. 36 29. PROVISIONS FOR FEDERAL SUBAWARDS............................................................................................ 36 30. PROVISIONS FOR BOATING INFRASTRUCTURE GRANTS..................................................................... 39 31. PROVISIONS FOR FIREARMS AND ARCHERY RANGE RECREATION PROJECTS. ................................... 39 Page 6 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:4 5/J/b 32. PROVISIONS FOR LAND AND WATER CONSERVATION FUND PROJECTS. ........................................... 40 33. PROVISIONS FOR FARMLAND AND FORESTLAND PRESERVATION PROJECTS. ................................... 41 34. PROVISIONS FOR SALMON RECOVERY FUNDING BOARD PROJECTS. ................................................ 41 35. PROVISIONS FOR PUGET SOUND ACQUISITION AND RESTORATION PROJECTS. ............................... 41 36. ORDER OF PRECEDENCE. .................................................................................................................... 46 37. LIMITATION OF AUTHORITY. ............................................................................................................... 47 38. WAIVER OF DEFAULT. ......................................................................................................................... 47 39. APPLICATION REPRESENTATIONS – MISREPRESENTATIONS OR INACCURACY OR BREACH. ............. 47 40. SPECIFIC PERFORMANCE. ................................................................................................................... 47 41. TERMINATION AND SUSPENSION. ...................................................................................................... 47 42. DISPUTE HEARING. .............................................................................................................................. 49 43. ATTORNEYS’ FEES. ............................................................................................................................... 50 44. GOVERNING LAW/VENUE. .................................................................................................................. 50 45. SEVERABILITY. ..................................................................................................................................... 50 46. END OF AGREEMENT. ......................................................................................................................... 50 Page 7 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:5 5/J/b STANDARD TERMS AND CONDITIONS OF THE RCO GRANT AGREEMENT Last Updated: __February 12, 2020 _ 1. CITATIONS, HEADINGS AND DEFINITIONS. A) Any citations referencing specific documents refer to the current version on the effective date of this Agreement or the effective date of any amendment thereto. B) Headings used in this Agreement are for reference purposes only and shall not be considered a substantive part of this Agreement. C) Definitions. As used throughout this Agreement, the following terms shall have the meaning set forth below: acquisition project – A project that purchases or receives a donation of a right to or in real property including, but not limited to, fee simple land acquisition, conservation easement, access/trail/recreational easements, covenants, leases, water rights, and mineral rights. Agreement, terms of the Agreement, or project agreement – The document entitled “RCO GRANT AGREEMENT” accepted by all parties to the present project and transaction, including without limitation the Standard Terms and Conditions of the RCO Grant Agreement, all exhibits, attachments, addendums, amendments, and applicable manuals, and any intergovernmental agreements, and/or other documents that are incorporated into the Agreement subject to any limitations on their effect under this Agreement. applicable manual(s), manual -- A manual designated in this Agreement to apply as terms of this Agreement, subject (if applicable) to substitution of the “RCO director” for the term “board” in those manuals where the project is not approved by or funded by the referenced board, or a predecessor to the board. applicable WAC(s) -- Designated chapters or provisions of the Washington Administrative Code that apply by their terms to the type of grant in question or are deemed under this Agreement to apply as terms of the Agreement, subject to substitution of the “RCO director” for the term “board” or “agency” in those cases where the RCO has contracted to or been delegated to administer the grant program in question. applicant – Any party, prior to becoming a Sponsor, who meets the qualifying standards/eligibility requirements for the grant application or request for funds in question. application – The documents and other materials that an applicant submits to the RCO to support the applicant’s request for grant funds; this includes materials required for the “Application” in the RCO’s automated project information system, and other documents as noted on the application checklist including but not limited to legal opinions, maps, plans, evaluation presentations and scripts. Page 8 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:6 5/J/b archeological, cultural, and historic resources - Archeological sites and artifacts, and traditional areas or items of religious, ceremonial and/or social (significance to) (uses of) tribes affected by or interested in the project. This also refers to built environments and places with historical significance for the nation, state, or local area. authorized representative/agent – A Sponsor’s agent (employee, political appointee, elected person, etc.) authorized to be the signatory of this Agreement and any amendments requiring a Sponsor’s signature. This person has the signature authority to bind the Sponsor to this Agreement, grant, and project. C.F.R. – Code of Federal Regulations completed project or project completion - The status of a project when all of the following have occurred: 1. The grant funded project has been inspected by the RCO and the RCO has determined that all scopes of work to implement the project have been completed satisfactorily, 2. A final project report is submitted to and accepted by RCO, 3. Any needed amendments to the Agreement have been entered by the Sponsor and RCO and have been delivered to the RCO 4. A final reimbursement request has been paid by RCO. 5. Property rights (including RCO’s as may apply) have been recorded (as may apply) contractor – An entity that receives a contract from a Sponsor related to performance of work or another obligation under this Agreement. compliance period, or long-term compliance period – The term of years, beginning on the end date of the agreement, when long-term obligations exist for the Sponsor. The start date and end date of the compliance period may also be prescribed by RCO per the Agreement. conversion – A conversion occurs 1) when facilities acquired, developed, renovated or restored within the project area are changed to a use other than that for which funds were approved, without obtaining prior written formal RCO or board approval, 2) when property interests are conveyed to a third party not otherwise eligible to receive grants in the program from which funding was approved without obtaining prior written formal RCO or board approval, or 3) when obligations to operate and maintain the funded property are not complied with after reasonable opportunity to cure. development project – A project that results in the construction of, or work resulting in, new elements, including but not limited to structures, facilities, and/or materials to enhance outdoor recreation resources. A development project may also involve activities that redevelop or renovate an existing facility, and these may occur exclusively in the project or in combination with new construction. For projects in the Boating Facilities Program, the term “development project” includes all of the above and may also include those activities that are defined as maintenance in 50 C.F.R 86. director or Director – The chief executive officer of the Recreation and Conservation Office or that person’s designee. Page 9 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:7 5/J/b education project – A project that provides information, education, and outreach programs and/or services for the benefit of outdoor recreationists. This project may involve limited amounts of capital construction or installation of tangible property. education and enforcement project – A project that provides information, education, and outreach programs or services; encourages responsible recreational behavior, and may provide law enforcement for the benefit of outdoor recreationists. This project may involve limited amounts of capital construction or installation of tangible property, and equipment purchases. effective date – The date when the signatures of all parties to this agreement are present in the agreement. enhancement project – A project that (i) supports hatchery reform to improve hatchery effectiveness to minimize impacts to wild fish populations, (ii) ensures compatibility between hatchery production and salmon recovery programs, or (iii) supports sustainable fisheries (WAC 420.04.010). equipment – Tangible personal property (including information technology systems) having a useful service life of more than one year and a per-unit acquisition cost which equals or exceeds the lesser of the capitalization level established by the Sponsor or $5,000 (2 C.F.R. § 200.33 (2013)). funding board or board – The Washington State Recreation and Conservation Funding Board, or the Washington State Salmon Recovery Funding Board. Or both as may apply. Funding Entity – the entity that approves the project that is the subject to this Agreement. grant program – The source of the grant funds received. May be an account in the state treasury, or a grant category within a larger grant program, or a federal source. indirect cost – Costs incurred for a common or joint purpose benefitting more than one cost objective, and not readily assignable to the cost objectives specifically benefitted, without effort disproportionate to the results achieved (2 C.F.R. § 200.56 (2013)). compliance period, or long-term compliance period – The term of years, beginning on the end date of the agreement, when long-term obligations exist for the Sponsor. The start date and end date of the compliance period may also be prescribed by RCO per the Agreement. long-term obligations – Sponsor’s obligations after the project end date, as specified in the Agreement and manuals and other exhibits as may apply. landowner agreement – An agreement that is required between a Sponsor and landowner for projects located on land not owned or otherwise controlled by the Sponsor. maintenance project – A project that maintains existing areas and facilities through repairs and upkeep for the benefit of outdoor recreation. maintenance and operation project – A project that maintains and operates existing areas and facilities through repairs, upkeep, and routine services for the benefit of outdoor recreationists. match or matching share – The portion of the total project cost provided by the Sponsor. Page 10 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:8 5/J/b milestone – An important event with a defined date to track an activity related to implementation of a funded project and monitor significant stages of project accomplishment. monitoring project – Means a project that tracks the effectiveness of salmon recovery restoration actions, or provides data on salmon populations or their habitat conditions. monitoring and research project – Means a project that tracks the effectiveness of salmon recovery restoration actions, or provides data on salmon populations or their habitat conditions. Office – Means the Recreation and Conservation Office or RCO. notice of grant – As required by RCO or another authority, a document that has been legally recorded on the property title of the project area(s) in the county or counties where the project property is located, or with the United States Government, that describes the project area on the property, the funding sources, and agencies responsible for awarding the grant. pass-through entity – A non-Federal entity that provides a subaward to a subrecipient to carry out part of a Federal program (2 C. F. R. § 200.74 (2013)). If this Agreement is a federal subaward, RCO is the pass-through entity. period of performance – The period beginning on the project start date and ending on the project end date. planning project - A project that results in one or more of the following: 1) a study, a plan, assessment, project design, inventory, construction plans and specifications, and permits; or 2) a project that provides money to facilitate the work of an organization engaged in planning and coordination, or resource stewardship. pre-agreement cost – A project cost incurred before the period of performance. primary Sponsor – The Sponsor who is not a secondary Sponsor and who is specifically identified in the Agreement as the entity to which RCO grants funds to and authorizes and requires to administer the grant. Administration includes but is not limited to acting as the fiscal agent for the grant (e.g. requesting and accepting reimbursements, submitting reports). Primary Sponsor includes its officers, employees, agents and successors. project – The undertaking that is funded by this Agreement either in whole or in part with funds administered by RCO. project area - A geographic area that delineates a grant assisted site which is subject to project agreement requirements. project area (for projects where WAC 420 is applied) - The area consistent with the geographic limits of the scope of work of the project and subject to project agreement requirements. For restoration projects, the project area must include the physical limits of the project's final site plans or final design plans. For acquisition projects, the project area must include the area described by the legal description of the properties acquired for or committed to the project (WAC 420.04.010). completed project or project completion - The status of a project when all of the following have occurred: Page 11 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:9 5/J/b 1. The grant funded project has been inspected by the RCO and the RCO has determined that all scopes of work to implement the project have been completed satisfactorily, 2. A final project report is submitted to and accepted by RCO, 3. Any needed amendments to the Agreement have been entered by the Sponsor and RCO and have been delivered to the RCO 4. A final reimbursement request has been paid by RCO. 5. Property rights (including RCO’s as may apply) have been recorded (as may apply) project cost – The total allowable costs incurred under this Agreement and all required match share and voluntary committed matching share, including third-party contributions (see also 2 C.F.R. § 200.83 (2013) for federally funded projects). project end date – The specific date identified in the Agreement on which the period of performance ends, as may be changed by amendment. This date is not the end date for any long- term obligations. project start date – The specific date identified in the Agreement on which the period of performance starts. RCFB – Recreation and Conservation Funding Board RCO – Recreation and Conservation Office – The state agency that administers the grant that is the subject of this Agreement. RCO includes the director and staff. RCW – Revised Code of Washington Recreational Trails Program (RTP) – A Federal Highways Administration grant program. reimbursement – RCO’s payment of funds to the Sponsor for eligible and allowable costs that have already been paid by the Sponsor per the terms of the Agreement. renovation project – A project intended to improve an existing site or structure in order to increase its useful service life beyond current expectations or functions. This does not include maintenance activities to maintain the facility for its originally expected useful service life. research project – Means a project that studies salmon and the effectiveness of recovery restoration efforts on the population or habitat condition. restoration project – A project intended to bring a site back to its historic function as part of a natural ecosystem, or one intended to improve the ecological or habitat functionality or capacity of (or part of) a site, landscape, marine environment, or watershed. restoration and enhancement project – A project intended to bring a site back to its historic function as part of a natural ecosystem or that improves the ecological functionality of a site or a larger ecosystem which improvement may include benefiting (or exclusively benefit) fish stocks. secondary Sponsor – One of two or more Sponsors who is not a primary Sponsor. Only the primary Sponsor may be the fiscal agent for the project. Sponsor – A Sponsor is an organization that is listed in and has signed this Agreement. Page 12 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!:: 5/J/b Sponsor Authorized Representative/Agent – A Sponsor’s agent (employee, political appointee, elected person, etc.) authorized to be the signatory of this Agreement and any amendments requiring a Sponsor signature. This person has the signature authority to bind the Sponsor to this Agreement, grant, and project. SRFB – Salmon Recovery Funding Board State. The funding board and RCO are included within the term State, as are all other agencies, departments, boards, councils, committees, divisions, bureaus, offices, societies, or other entities of Washington state government. subaward – Funds allocated to the RCO from another organization, for which RCO makes available to or assigns to another organization via this Agreement. Also, a subaward may be an award provided by a pass-through entity to a subrecipient for the subrecipient to carry out part of any award received by the pass-through entity. It does not include payments to a contractor or payments to an individual that is a beneficiary of a federal or other program. A subaward may be provided through any form of legal agreement, including an agreement that the pass-through entity considers a contract. Also see 2 C.F.R. § 200.92 (2013). For federal subawards, a subaward is for the purpose of carrying out a portion of a Federal award and creates a federal assistance relationship with the subrecipient (2 C.F.R. § 200.330 (2013)). If this Agreement is a federal subaward, the subaward amount is the grant program amount in the PROJECT FUNDING Section. subrecipient – Subrecipient means an entity that receives a subaward. For non-federal entities receiving federal funds, a subrecipient is an entity that receives a subaward from a pass-through entity to carry out part of a federal program; but does not include an individual that is a beneficiary of such program. A subrecipient may also be a recipient of other federal awards directly from a federal awarding agency (2 C.F.R. § 200.93 (2013)). If this Agreement is a federal subaward, the Sponsor is the subrecipient. tribal consultation – Outreach, and consultation with one or more federally recognized tribes (or a partnership or coalition or consortium of such tribes, or a private tribal enterprise) whose rights will or may be significantly affected by the proposed project. This includes sharing with potentially- affected tribes the scope of work in the grant and potential impacts to natural areas, natural resources, and the built environment by the project. It also includes responding to any tribal request from such tribes and considering tribal recommendations for project implementation which may include not proceeding with parts of the project, altering the project concept and design, or relocating the project or not implementing the project, all of which RCO shall have the final approval of. useful service life – Period during which a built asset, equipment, or fixture is expected to be useable for the purpose it was acquired, installed, developed, and/or renovated, or restored per this Agreement. WAC – Washington Administrative Code. 2. PERFORMANCE BY THE SPONSOR. Page 13 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!211 5/J/b a. The Sponsor shall undertake the project as described in this Agreement, and in accordance with the Sponsor's proposed goals and objectives described in the application or documents submitted with the application, all as finally approved by the RCO (to include any RCO approved changes or amendments thereto). All submitted documents are incorporated by this reference as if fully set forth herein. b. Timely completion of the project and submission of required documents, including progress and final reports, is important. Failure to meet critical milestones or complete the project, as set out in this Agreement, is a material breach of the Agreement. 3. ASSIGNMENT. Neither this Agreement, nor any claim arising under this Agreement, shall be transferred or assigned by the Sponsor without prior written approval of the RCO. 4. RESPONSIBILITY FOR PROJECT. a. While RCO administers the grant that is the subject of this Agreement, the project itself remains the sole responsibility of the Sponsor. The RCO and Funding Entity (if different from the RCO) undertakes no responsibilities to the Sponsor, or to any third party, other than as is expressly set out in this Agreement. b. The responsibility for the implementation of the project is solely that of the Sponsor, as is the responsibility for any claim or suit of any nature by any third party related in any way to the project. When a project has more than one Sponsor, any and all Sponsors are equally responsible for the project and all post-completion stewardship responsibilities and long- term obligations unless otherwise stated in this Agreement. c. The RCO, its employees, assigns, consultants and contractors, and members of any funding board or advisory committee or other RCO grant review individual or body, have no responsibility for reviewing, approving, overseeing or supervising design, construction, or safety of the project and leaves such review, approval, oversight and supervision exclusively to the Sponsor and others with expertise or authority. In this respect, the RCO, its employees, assigns, consultants and contractors, and any funding board or advisory committee or other RCO grant review individual or body will act only to confirm at a general, lay person, and nontechnical level, solely for the purpose of project eligibility and payment and not for safety or suitability, that the project apparently is proceeding or has been completed as per the Agreement. 5. INDEMNIFICATION. a. The Sponsor shall defend, indemnify, and hold the State and its officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the actual or alleged acts, errors, omissions or negligence in connection with this Agreement (including without limitation all work or activities thereunder), or the breach of any obligation under this Agreement by the Sponsor or the Sponsor’s agents, employees, Page 14 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!212 5/J/b contractors, subcontractors, or vendors, of any tier, or any other persons for whom the Sponsor may be legally liable. b. Provided that nothing herein shall require a Sponsor to defend or indemnify the State against and hold harmless the State from claims, demands or suits based solely upon the negligence of the State, its employees and/or agents for whom the State is vicariously liable. c. Provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the Sponsor or the Sponsor’s agents or employees, and (b) the State, or its employees or agents the indemnity obligation shall be valid and enforceable only to the extent of the Sponsor’s negligence or its agents, or employees. d. As part of its obligations provided above, the Sponsor specifically assumes potential liability for actions brought by the Sponsor’s own employees or its agents against the State and, solely for the purpose of this indemnification and defense, the Sponsor specifically waives any immunity under the state industrial insurance law, RCW Title 51. Sponsor’s waiver of immunity under this provision extends only to claims against Sponsor by Indemnitee RCO, and does not include, or extend to, any claims by Sponsor’s employees directly against Sponsor. e. Sponsor shall ensure that any agreement relating to this project involving any contractors, subcontractors and/or vendors of any tier shall require that the contracting entity indemnify, defend, waive RCW 51 immunity, and otherwise protect the State as provided herein as if it were the Sponsor. This shall not apply to a contractor or subcontractor is solely donating its services to the project without compensation or other substantial consideration. f. The Sponsor shall also defend, indemnify, and hold the State and its officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions by the Sponsor or the Sponsor’s agents, employees, contractors, subcontractors or vendors, of any tier, or any other persons for whom the Sponsor may be legally liable, in performance of the work under this Agreement or arising out of any use in connection with the Agreement of methods, processes, designs, information or other items furnished or communicated to the State, its agents, officers and employees pursuant to the Agreement. Provided, this indemnity shall not apply to any alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions resulting from the State’s, its agents’, officers’ and employees’ failure to comply with specific written instructions regarding use provided to the State, its agents, officers and employees by the Sponsor, its agents, employees, contractors, subcontractors or vendors, of any tier, or any other persons for whom the Sponsor may be legally liable. Page 15 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!213 5/J/b g. The funding board and RCO are included within the term State, as are all other agencies, departments, boards, councils, committees, divisions, bureaus, offices, societies, or other entities of state government. 6. INDEPENDENT CAPACITY OF THE SPONSOR. a. The Sponsor and its employees or agents performing under this Agreement are not officers, employees or agents of the RCO or Funding Entity. The Sponsor will not hold itself out as nor claim to be an officer, employee or agent of the RCO or the Funding Entity, or of the state of Washington, nor will the Sponsor make any claim of right, privilege or benefit which would accrue to an employee under RCW 41.06. b. The Sponsor is responsible for withholding and/or paying employment taxes, insurance, or deductions of any kind required by federal, state, and/or local laws. 7. CONFLICT OF INTEREST. a. Notwithstanding any determination by the Executive Ethics Board or other tribunal, RCO may, in its sole discretion, by written notice to the Sponsor terminate this Agreement if it is found after due notice and examination by RCO that there is a violation of the Ethics in Public Service Act, RCW 42.52; or any similar statute involving the Sponsor in the procurement of, or performance under, this Agreement. b. In the event this Agreement is terminated as provided herein, RCO shall be entitled to pursue the same remedies against the Sponsor as it could pursue in the event of a breach of the Agreement by the Sponsor. The rights and remedies of RCO provided for in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law or this Agreement. 8. COMPLIANCE WITH APPLICABLE LAW. a. In implementing the Agreement, the Sponsor shall comply with all applicable federal, state, and local laws (including without limitation all applicable ordinances, codes, rules, and regulations). Such compliance includes, without any limitation as to other applicable laws, the following laws: i. Nondiscrimination Laws. The Sponsor shall comply with all applicable federal, state, and local nondiscrimination laws and/or policies, including but not limited to: the Americans with Disabilities Act; Civil Rights Act; and the Age Discrimination Employment Act (if applicable). In the event of the Sponsor’s noncompliance or refusal to comply with any nondiscrimination law or policy, the Agreement may be rescinded, cancelled, or terminated in whole or in part, and the Sponsor may be declared ineligible for further grant awards from the RCO or Funding Entity. The Sponsor is responsible for any and all costs or liability arising from the Sponsor’s failure to so comply with applicable law. Except where a nondiscrimination clause required by a federal funding agency is used, the Sponsor shall insert the following nondiscrimination clause in each contract for Page 16 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!214 5/J/b construction of this project: "During the performance of this contract, the contractor agrees to comply with all federal and state nondiscrimination laws, regulations and policies.” ii. Secular Use of Funds. No funds awarded under this grant may be used to pay for any religious activities, worship, or instruction, or for lands and facilities for religious activities, worship, or instruction. Religious activities, worship, or instruction may be a minor use of the grant supported recreation and conservation land or facility. iii. Wages and Job Safety. The Sponsor agrees to comply with all applicable laws, regulations, and policies of the United States and the State of Washington or other jurisdiction which affect wages and job safety. The Sponsor agrees when state prevailing wage laws (RCW 39.12) are applicable, to comply with such laws, to pay the prevailing rate of wage to all workers, laborers, or mechanics employed in the performance of any part of this contract, and to file a statement of intent to pay prevailing wage with the Washington State Department of Labor and Industries as required by RCW 39.12.40. The Sponsor also agrees to comply with the provisions of the rules and regulations of the Washington State Department of Labor and Industries. Pursuant to RCW 39.12.040(1)(a), all contractors and subcontractors shall submit to Sponsor a statement of intent to pay prevailing wages if the need to pay prevailing wages is required by law. If a contractor or subcontractor intends to pay other than prevailing wages, it must provide the Sponsor with an affirmative statement of the contractor’s or subcontractor’s intent. Unless required by law, the Sponsor is not required to investigate a statement regarding prevailing wage provided by a contractor or subcontractor. iv. Exception, Service Organizations of Trail and Environmental Projects (RCW 79A.35.130). If allowed by state and federal law and rules, participants in conservation corps programs offered by a nonprofit organization affiliated with a national service organization established under the authority of the national and community service trust act of 1993, P.L. 103-82, are exempt from provisions related to rates of compensation while performing environmental and trail maintenance work provided: (1) The nonprofit organization must be registered as a nonprofit corporation pursuant to RCW 24.03; (2) The nonprofit organization's management and administrative headquarters must be located in Washington; (3) Participants in the program must spend at least fifteen percent of their time in the program on education and training activities; and (4) Participants in the program must receive a stipend or living allowance as authorized by federal or state law. Participants are exempt from provisions related to rates of compensation only for environmental and trail maintenance work conducted pursuant to the conservation corps program. b. Restrictions on Grant Use. No part of any funds provided under this grant shall be used, other than for normal and recognized executive-legislative relationships, for publicity or Page 17 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!215 5/J/b propaganda purposes, or for the preparation, distribution, or use of any kit, pamphlet, booklet, publication, radio, television, or video presentation designed to support or defeat legislation pending before the U.S. Congress or any state legislature. No part of any funds provided under this grant shall be used to pay the salary or expenses of any Sponsor, or agent acting for such Sponsor, related to any activity designed to influence legislation or appropriations pending before the U.S. Congress or any state legislature. c. No part of any funds provided under this grant shall be used to pay the salary or expenses of any Sponsor, or agent acting for such Sponsor, related to any activity designed to influence legislation or appropriations pending before the U.S. Congress or any state legislature. d. Debarment and Certification. By signing the Agreement with RCO, the Sponsor certifies that neither it nor its principals nor any other lower tier participant are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in this transaction by Washington State Labor and Industries. Further, the Sponsor agrees not to enter into any arrangements or contracts related to this Agreement with any party that is on Washington State Department of Labor and Industries’ “Debarred Contractor List.” e. Requirements for RTP Subawards. i. The subrecipient (Sponsor) shall follow such policies and procedures prescribed by and allowed by the State, as well as federal law and federal rules issued by the Federal Highways Administration and 2 CFR 200. ii. Sponsor may be required to pay prevailing wage rates as required by the Davis Bacon Act as amended. 9. ARCHAEOLOGICAL AND CULTURAL RESOURCES RESPONSIBILITIES RCO shall administratively review, and Sponsor shall assist RCO in such review, For all funded projects, including land acquisitions for the purpose of capital construction or renovation, not undergoing Section 106 review under the National Historic Preservation Act of 1966, RCO shall review and, if it deems appropriate, confer with the Washington State Department of Archeology and Historic Preservation, tribes, and with any other party/parties that have an interest in, or responsibility for, Project review and protection of archeological, cultural, and historical resources, to determine potential impacts to archeological, cultural and historic resources and plans for protection of such resources. The Sponsor shall cooperate in all such reviews. 1. Plans. Sponsor shall comply with all plans RCO or another state or federal agency may develop for the protection of archeological, cultural, and historical resources in the project area, and adjacent areas that may be impacted by the project. This subsection also applies to those projects where a categorical exclusion (subsection 5) may apply. Page 18 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!216 5/J/b 2. Authorities. At a minimum, review, management, and protection of archeological, cultural, and historic resources, and tribal consultation, shall be performed in the project area and adjacent areas impacted by the project for compliance with the following authorities (as may apply and as in effect at the time of the review): i. Washington State Department of Archeology and Historic Preservation policies and procedures and rule, ii. Sponsor, RCO, and landowners’ plans, policies and procedures, directives, laws and rules, iii. State Environmental Policy Act, iv. National Environmental Policy Act, v. National Historic Preservation Act of 1966, vi. Governor’s Executive Order 05-05, 3. Scope of Archeological, Cultural, and Historic Resources Review. RCO recognizes that the project area may include multiple parcels with multiple landowners, and additional parties with property rights in the project area. The Sponsor shall apply this section independently to each separately owned property, provided that reviews undertaken must include impacts to individual parcels and cumulative impacts. 4. Compliance. At all times, the Sponsor shall take reasonable action to avoid, minimize, or mitigate adverse effects to archeological, cultural, and historic resources in the project area, and adjacent areas that may be impacted by the project, and comply with any RCO direction for such avoidance, minimization, and mitigation, and reporting and notification thereof. 5. Categorical Exemption. If the Sponsor has reviewed the activities in this grant for impacts to archeological, cultural, and historical resources, and the same for any planned projects in any land acquired with this grant, and determined the project is categorically exempt from further archaeological, historical and cultural resources review, as well as tribal consultation, Sponsor shall notify the RCO in writing prior to beginning the project describing 1) the specific statutory or regulatory exemptions that apply, and 2) their applicability to the specific project. Alternatively, the RCO may determine the project is covered by a categorical exemption, in whole or in part, and notify the Sponsor of such determination. However, any categorical exemption must meet the standards of and be consistent and allowable by ALL of the following: 1. the project area landowner(s) legal documents and governing documents (if applicable, 2. Sponsor’s own policies and procedures and rules, 3. All applicable laws, 4. RCO applicable policies, manuals and/or other guidance, and 5. Washington Department of Archaeology and Historic Preservation’s rules and policies. Alternatively, the RCO may assign a categorical exemption to the project based on its own review. Page 19 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!217 5/J/b Regardless of the applicability of any categorical exemption, the RCO reserves the right at any time to require Sponsor to comply with any and all of the provisions of this section. 6. Project Areas Reviewed by a Permitting Authority. For those project areas where a permitting authority for the project conducts an archeological, cultural, and historical resources review and tribal consultation under section 106 of the Historic Preservation Act, NEPA, SEPA, or Governor’s Executive Order 05-05, such review and consultation shall substitute for the land owner’s, provided that such substitution is allowed only if (a)the permitting authority and landowner are not the same, and (b)the RCO determines that the review and consultation performed by the permitting authority meets RCO standards. When a permitting authority conducts such reviews and tribal consultation, all other subsections herein shall still apply to the Sponsor(s). 7. Project Areas on Sponsor-Owned Property. Unless a categorical exemption applies as stated above, the Sponsor shall perform and be bound by the following: a. Project Review. For project areas not reviewed by a permitting authority (see above), prior to implementing in the project area any ground disturbance, altering or demolishing structures or other property appurtenances, removing or altering vegetation, geologic elements, or waterways, or impacting wildlife, in and adjacent to the project area, areas where project mitigation shall occur, or any other areas that may be affected by project implementation, the Sponsor shall review the project for its potential and actual impacts, including any planned projects on lands acquired as part of the project, to any and all archaeological, cultural and historical resources in and adjacent to the project area, in areas where project mitigation shall occur, or other areas that may be affected by project implementation. In this review, Sponsor shall follow its policies and procedures, plans, guidance, rules, and directives, as well as act in compliance with Governor’s Executive Order 05-05, the National Historic Preservation Act, the State Environmental Policy Act, the National Environmental Policy Act, and any local laws as may apply. If another governmental agency is responsible in whole or in part for this review the Sponsor shall assist with such review. b. Tribal Consultation. For project areas not reviewed by a permitting authority (see above), prior to implementing in the project area any ground disturbance, altering or demolishing structures or other property appurtenances, removing or altering vegetation, geologic elements, or waterways, or impacting wildlife, in and adjacent to the project area, areas where project mitigation shall occur, or any other areas that may be affected by project implementation, Sponsor shall conduct tribal consultation with any interested or affected tribes as defined above. . c. Reporting to RCO and Approval of Project Activities. Sponsor shall provide RCO evidence (which RCO shall prescribe) that it has conducted project review and tribal consultation as described and receive written approval of such review and consultation from RCO prior to Sponsor implementing in the project area any ground disturbance, altering or demolishing structures or other property appurtenances, removing or altering vegetation, geologic elements, or waterways, or impacting wildlife, in and adjacent to the project area, areas Page 20 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!218 5/J/b where project mitigation shall occur, or any other areas that may be affected by project implementation. d. Changes to Project. RCO reserves the right to request Sponsor change its scope of work and project outcomes to avoid, mitigate, or minimize impacts to archeological, cultural, and historic resources. e. Termination. RCO retains the right at any time to terminate a project due to anticipated or actual impacts to archaeology and cultural resources. f. Monitoring. RCO may require on-site monitoring for impacts to archeology, cultural, and historic resources during any demolition, construction, land clearing, restoration, or repair work, and may direct that work stop to minimize, mitigate, or avoid impacts to archaeology, cultural, and historical resource impacts or concerns. g. Inadvertent Discovery Plan. The Sponsor shall request, review, and be bound by the RCO Inadvertent Discovery Plan (IDP), and keep the IDP at the project site, make the IDP readily available to anyone working at the project site, discuss the IDP with staff and contractors working at the project site, and Implement the IDP when cultural resources or human remains are found at the project site. h. Discovery. If any archeological or historic resources are found while conducting work under this Agreement, the Sponsor shall immediately stop work and notify the property owner, RCO, the Department of Archaeology and Historic Preservation at (360) 586-3064, and any affected Tribe, and stop any activity that may cause further disturbance to the archeological or historic resources until such time as the reviewing authority with jurisdiction over the found object(s) and areas notifies Sponsor and RCO that work can resume. i. Human Remains. If any human remains are found while conducting work under this Agreement, Sponsor shall immediately stop work and notify the local Law Enforcement Agency or Medical Examiner/Coroner’s Office, and then RCO, all in the most expeditious manner, and stop any activity that may cause disturbance to the remains. Sponsor shall secure the area of the find will and protect the remains from further disturbance until the RCO provides a new notice to proceed on the project. Any human remains discovered shall not be touched, moved, or further disturbed unless directed by RCO or the Department of Archaeology and Historic Preservation (DAHP). The county medical examiner/coroner will assume jurisdiction over the human skeletal remains and make a determination of whether those remains are forensic or non-forensic. If the county medical examiner/coroner determines the remains are non-forensic, then they will report that finding to the Department of Archaeology and Historic Preservation (DAHP) who will then take jurisdiction over the remains. The DAHP will notify any appropriate cemeteries and all affected tribes of the find. The State Physical Anthropologist will make a determination of whether the remains are Indian or Non-Indian and report that finding to any appropriate cemeteries and the affected tribes. The DAHP will then handle all consultation with Page 21 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!219 5/J/b the affected parties as to the future preservation, excavation, and disposition of the remains and the resumption of work. 8. Project Areas on State or Federal Property Not Owned By Sponsor. Categorical Exemption. For project area(s) owned by a state or federal agency, and not under review via a permitting nexus (see above), the state or federal agency landowner performing archeological, cultural, and historic resources review and tribal consultation shall make the determination that the project, in whole or in part, is covered by a categorical exemption, and may notify and report such to the Sponsor, or to RCO on behalf of Sponsor. Project Review and Tribal Consolation. If the project is not categorical exception to archeological, cultural, and historical resources review and tribal consultation, and the project area is located on property owned by the State of Washington or a federal agency, Sponsor shall: a. Follow its own policies and procedures, rules, and any applicable laws, for the review, protection, and management of archaeological, cultural, and historic resources, and tribal consultation and other consultations as may apply. b. Assist the land owner and other applicable agencies, and the RCO, with its/their review of archaeological, cultural and historic resources, and tribal consultation for the project area. i. RCO may consult directly with the landowner to complete land owner project review and tribal consultation. c. Provide RCO evidence that the landowner has 1) conducted archeological, cultural and historic resources review and tribal consultation according to its policies and procedures and applicable laws, and 2) provided Sponsor with permission to begin project implementation in the project area owned by the state or federal agency. d. Changes to Project. RCO reserves the right to request Sponsor change its scope of work and project outcomes to avoid, mitigate, or minimize impacts to archeological, cultural, and historic resources. e. Termination. RCO retains the right at any time to terminate a project due to anticipated or actual impacts to archaeology and cultural resources. f. Monitoring. RCO or the federal or state landowner may require on-site monitoring for impacts to archeology and cultural resources during any demolition, construction, land clearing, restoration, or repair work, and may direct that work stop to minimize, mitigate, or avoid impacts to archaeology and cultural resource impacts or concerns. g. Inadvertent Discovery Plan. The Sponsor shall request, review, and be bound by the RCO Inadvertent Discovery Plan (IDP), and keep the IDP at the project site, make the IDP readily available to anyone working at the project site, discuss the IDP with staff and contractors Page 22 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!21: 5/J/b working at the project site, and Implement the IDP when cultural resources or human remains are found at the project site. h. Discovery. If any archeological or historic resources are found while conducting work under this Agreement, the Sponsor shall immediately stop work and notify the property owner, RCO, the Department of Archaeology and Historic Preservation at (360) 586-3064, and any affected Tribe, and stop any activity that may cause further disturbance to the archeological or historic resources. i. Human Remains. If any human remains are found while conducting work under this Agreement, Sponsor shall immediately stop work and notify the local Law Enforcement Agency or Medical Examiner/Coroner’s Office, and then RCO, all in the most expeditious manner, and stop any activity that may cause disturbance to the remains. Sponsor shall secure the area of the find will and protect the remains from further disturbance until the RCO provides a new notice to proceed on the project. Any human remains discovered shall not be touched, moved, or further disturbed unless directed by RCO or the Department of Archaeology and Historic Preservation (DAHP). The county medical examiner/coroner will assume jurisdiction over the human skeletal remains and make a determination of whether those remains are forensic or non-forensic. If the county medical examiner/coroner determines the remains are non-forensic, then they will report that finding to the Department of Archaeology and Historic Preservation (DAHP) who will then take jurisdiction over the remains. The DAHP will notify any appropriate cemeteries and all affected tribes of the find. The State Physical Anthropologist will make a determination of whether the remains are Indian or Non-Indian and report that finding to any appropriate cemeteries and the affected tribes. The DAHP will then handle all consultation with the affected parties as to the future preservation, excavation, and disposition of the remains. 9. Costs. Costs associated with Sponsor’s responsibilities under this section of the Agreement are eligible for reimbursement under this Agreement. Costs that exceed the budget grant amount shall be the responsibility of the Sponsor. 10. RECORDS. a. Digital Records. If requested by RCO, the Sponsor must provide a digital file(s) of the project property and funded project site in a format specified by the RCO. b. Maintenance and Retention. The Sponsor shall maintain books, records, documents, data and other evidence relating to this Agreement and performance of the services described herein, including but not limited to accounting procedures and practices which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this Agreement. Sponsor shall retain such records for a period of nine years from the date RCO deems the project complete, as defined in the PROJECT REIMBURSEMENTS Section. If any litigation, claim or audit is started before the expiration of the nine (9) year period, the records Page 23 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!221 5/J/b shall be retained until all litigation, claims, or audit findings involving the records have been resolved. c. In order to satisfy 15 CFR 24.42(b) & (c) and 2 CFR 200.333, for projects that contain Pacific Coast Salmon Recovery Funds or are used as match to Pacific Coast Salmon Recovery Funds the sponsor shall retain records for a period of nine years from the date RCO deems the project complete as defined in the PROJECT REIMBURSEMENTS Section. d. Access to Records and Data. At no additional cost, the records relating to the Agreement, including materials generated under the Agreement, shall be subject at all reasonable times to inspection, review or audit by RCO, personnel duly authorized by RCO, the Office of the State Auditor, and federal and state officials so authorized by law, regulation or agreement. This includes access to all information that supports the costs submitted for payment under the grant and all findings, conclusions, and recommendations of the Sponsor’s reports, including computer models and methodology for those models. e. Public Records. Sponsor acknowledges that the RCO is subject to RCW 42.56 and that this Agreement and any records Sponsor submits or has submitted to the State shall be a public record as defined in RCW 42.56. RCO administers public records requests per WAC 286-06 and 420-04 (which ever applies). Additionally, the Sponsor agrees to disclose any information in regards to the expenditure of that funding as if the project sponsor were subject to the requirements of chapter 42.56 RCW. By submitting any record to the State, Sponsor understands that the State may be requested to disclose or copy that record under the state public records law, currently codified at RCW 42.56. The Sponsor warrants that it possesses such legal rights as are necessary to permit the State to disclose and copy such document to respond to a request under state public records laws. The Sponsor hereby agrees to release the State from any claims arising out of allowing such review or copying pursuant to a public records act request, and to indemnify against any claims arising from allowing such review or copying and pay the reasonable cost of state’s defense of such claims. 11. PROJECT FUNDING. a. Authority. This Agreement and funding is made available to Sponsor through the RCO. b. Additional Amounts. The RCO or Funding Entity shall not be obligated to pay any amount beyond the dollar amount as identified in this Agreement, unless an additional amount has been approved in advance by the RCO director and incorporated by written amendment into this Agreement . c. Before the Agreement. No expenditure made, or obligation incurred, by the Sponsor before the project start date shall be eligible for grant funds, in whole or in part, unless specifically provided for by the RCO director, such as a waiver of retroactivity or program specific eligible pre-Agreement costs. For reimbursements of such costs, this Agreement must be fully executed and an original received by RCO. The dollar amounts identified in this Agreement may be reduced as necessary to exclude any such expenditure from reimbursement. Page 24 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!222 5/J/b d. Requirements for Federal Subawards. Pre-Agreement costs before the federal award date in the FEDERAL FUND INFORMATION Section are ineligible unless approved by the federal award agency (2 C.F.R § 200.458 (2013)). e. After the Period of Performance. No expenditure made, or obligation incurred, following the period of performance shall be eligible, in whole or in part, for grant funds hereunder. In addition to any remedy the RCO or Funding Entity may have under this Agreement, the grant amounts identified in this Agreement shall be reduced to exclude any such expenditure from participation. 12. PROJECT REIMBURSEMENTS. a. Reimbursement Basis. This Agreement is administered on a reimbursement basis per WAC 286- 13 and/or 420-12, whichever has been designated to apply. Only the primary Sponsor may request reimbursement for eligible and allowable costs incurred during the period of performance. The primary Sponsor may only request reimbursement after (1) this Agreement has been fully executed and (2) the Sponsor has remitted payment to its vendors. RCO will authorize disbursement of project funds only on a reimbursable basis at the percentage as defined in the PROJECT FUNDING Section. Reimbursement shall not be approved for any expenditure not incurred by the Sponsor or for a donation used as part of its matching share. RCO does not reimburse for donations. All reimbursement requests must include proper documentation of expenditures as required by RCO. b. Reimbursement Request Frequency. The primary Sponsor is required to submit a reimbursement request to RCO, at a minimum for each project at least once a year for reimbursable activities occurring between July 1 and June 30 or as identified in the milestones. Sponsors must refer to the most recent applicable RCO manuals and this Agreement regarding reimbursement requirements. c. Compliance and Payment. The obligation of RCO to pay any amount(s) under this Agreement is expressly conditioned on strict compliance with the terms of this Agreement and other agreements between RCO and the Sponsor. d. Conditions for Payment of Retainage. RCO reserves the right to withhold disbursement of the total amount of the grant to the Sponsor until the following has occurred: i. RCO has accepted the project as a completed project, which acceptance shall not be unreasonably withheld. ii. On-site signs are in place (if applicable); Any other required documents and media are complete and submitted to RCO;Grant related fiscal transactions are complete, and iii. RCO has accepted a final boundary map of the project area for which the Agreement terms will apply in the future. Page 25 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!223 5/J/b iv. A Notice of Grant for any property rights acquired or donated (if applicable) have been filed with the county lands records office (or United State Government) and a stamped copy received by RCO, and any property rights owned to RCO have been likewise recorded. e. Requirements for Federal Subawards: Match. The Sponsor’s matching share must comply with 2 C.F.R. § 200.306 (2013). Any shared costs or matching funds and all contributions, including cash and third-party in-kind contributions, can be accepted as part of the Sponsor’s matching share when such contributions meet all of the following criteria: i. Are verifiable from the non-Federal entity's (Sponsor’s) records; ii. Are not included as contributions for any other Federal award; iii. Are necessary and reasonable for accomplishment of project or program objectives; iv. Are allowable under 2 C.F.R. Part 200, Subpart E—Cost Principles (2013); v. Are not paid by the Federal Government under another Federal award, except where the Federal statute authorizing a program specifically provides that Federal funds made available for such program can be applied to matching or cost sharing requirements of other Federal programs; vi. Are provided for in the approved budget when required by the Federal awarding agency identified in the FEDERAL FUND INFORMATION Section of this Agreement; and vii. Conform to other provisions of 2 C.F.R. Part 200, Subpart D—Post Federal Award Requirements (2013), as applicable. f. Requirements for Federal Subawards: Close out. Per 2 C.F.R § 200.343 (2013), the non-Federal entity (Sponsor) must: i. Submit, no later than 90 calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of the Federal award. The Federal awarding agency or pass-through entity (RCO) may approve extensions when requested by the Sponsor. ii. Liquidate all obligations incurred under the Federal award not later than 90 calendar days after the end date of the period of performance as specified in the terms and conditions of the Federal award. iii. Refund any balances of unobligated cash that the Federal awarding agency or pass- through entity (RCO) paid in advance or paid and that are not authorized to be retained by the non-Federal entity (Sponsor) for use in other projects. See OMB Circular A-129 and see 2 C.F.R § 200.345 Collection of amounts due (2013), for requirements regarding unreturned amounts that become delinquent debts. iv. Account for any real and personal property acquired with Federal funds or received from the Federal Government in accordance with 2 C.F.R §§ 200.310 Insurance coverage through 200.316 Property rust relationship and 200.329 Reporting on real property (2013). Page 26 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!224 5/J/b 13. ADVANCE PAYMENTS. Advance payments of or in anticipation of goods or services are not allowed unless approved by the RCO director and are consistent with legal requirements and Manual 8: Reimbursements. 14. RECOVERY OF PAYMENTS. a. Recovery for Noncompliance. In the event that the Sponsor fails to expend funds under this Agreement in accordance with state and federal laws, and/or the provisions of the Agreement, or meet its percentage of the project total, RCO reserves the right to recover grant award funds in the amount equivalent to the extent of noncompliance in addition to any other remedies available at law or in equity. b. Return of Overpayments. The Sponsor shall reimburse RCO for any overpayment or erroneous payments made under the Agreement. Repayment by the Sponsor of such funds under this recovery provision shall occur within 30 days of demand by RCO. Interest shall accrue at the rate of twelve percent (12%) per annum from the time the Sponsor received such overpayment. Unless the overpayment is due to an error of RCO, the payment shall be due and owing on the date that the Sponsor receives the overpayment from the RCO. If the payment is due to an error of RCO, it shall be due and owing 30 days after demand by RCO for refund. c. Requirements for Federal Subawards. RCO, acting as a pass-through entity, may impose any of the remedies as authorized in 2 C.F.R §§ 200.207 Specific conditions and/or 200.338 Remedies for noncompliance (2013). 15. COVENANT AGAINST CONTINGENT FEES. The Sponsor warrants that no person or selling agent has been employed or retained to solicit or secure this Agreement on an agreement or understanding for a commission, percentage, brokerage or contingent fee, excepting bona fide employees or bona fide established agents maintained by the Sponsor for the purpose of securing business. RCO shall have the right, in the event of breach of this clause by the Sponsor, to terminate this Agreement without liability or, in its discretion, to deduct from the Agreement grant amount or consideration or recover by other means the full amount of such commission, percentage, brokerage or contingent fee. 16. INCOME (AND FEES) AND USE OF INCOME. See WAC 286-13-110 for additional requirements for projects funded from the RCFB. Income. a. Farm and Forest Account (Farmland and Forestland Preservation Grants). Excepted from this section is income generated and fees paid on/for properties which received funds from the Farm and Forest Account (RCW 79A.15.130). b. Firearms and Archery Range Recreation Projects. Excepted from this section are safety classes (firearm and/or hunter) for which a facility/range fee must not be charged (RCW 79A.25.210). Page 27 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!225 5/J/b c. Compatible source. The source of any income generated in a funded project or project area must be compatible with the funding source and the Agreement and any applicable manuals, RCWs, and WACs. d. Use of Income. Subject to any limitations contained in applicable state or federal law and applicable rules and policies, income or fees generated at a project work site (including entrance, utility corridor permit, cattle grazing, timber harvesting, farming, rent, franchise fees, ecosystem services, etc.) during or after the reimbursement period cited in the Agreement, must be used to offset: i. The Sponsor’s matching resources; ii. The project’s total cost; iii. The expense of operation, maintenance, stewardship, monitoring, and/or repair of the facility or program assisted by the grant funding; iv. The expense of operation, maintenance, stewardship, monitoring, and/or repair of other similar units in the Sponsor’s system; v. Capital expenses for similar acquisition and/or development and renovation; and/or vi. Other purposes explicitly approved by RCO. e. Fees. User and/or other fees may be charged in connection with land acquired or facilities developed, maintained, renovated, or restored and shall be consistent with the: i. Grant program laws, rules, and applicable manuals; ii. Value of any service(s) furnished; iii. Value of any opportunities furnished; and iv. Prevailing range of public fees in the state for the activity involved. f. Requirements for Federal Subawards. Sponsors must also comply with 2 C.F.R. § 200.307 Program income (2013). 17. PROCUREMENT REQUIREMENTS. a. Procurement Requirements. If the Sponsor has, or is required to have, a procurement process that follows applicable state and/or federal law or procurement rules and principles, it must be followed, documented, and retained. If no such process exists the Sponsor must follow these minimum procedures: i. Publish a notice to the public requesting bids/proposals for the project; ii. Specify in the notice the date for submittal of bids/proposals; iii. Specify in the notice the general procedure and criteria for selection; and iv. Sponsor must contract or hire from within its bid pool. If bids are unacceptable the process needs to be repeated until a suitable bid is selected. v. Comply with the same legal standards regarding unlawful discrimination based upon race, gender, ethnicity, sex, or sex-orientation that are applicable to state agencies in selecting a bidder or proposer. Alternatively, Sponsor may choose a bid from a bidding Page 28 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!226 5/J/b cooperative if authorized to do so. This procedure creates no rights for the benefit of third parties, including any proposers, and may not be enforced or subject to review of any kind or manner by any entity other than the RCO. Sponsors may be required to certify to the RCO that they have followed any applicable state and/or federal procedures or the above minimum procedure where state or federal procedures do not apply. b. Requirements for Federal Subawards. i. For all Federal subawards, non-Federal entities (Sponsors) must follow 2 C.F.R §§ 200.318 General procurement standards through 200.326 Contract Provisions (2013). ii. For RTP subawards, Sponsors shall follow such policies and procedures allowed by the State when procuring property and services under a Federal award (2 C.F.R § 1201.317 (2013)). 18. TREATMENT OF EQUIPMENT AND ASSETS. a. Equipment shall be used and managed only for the purpose of this Agreement , unless otherwise provided herein or in the applicable manuals, or approved by RCO in writing. b. Discontinued Use. Equipment obtained under this Agreement shall remain in the possession of the Sponsor for the duration of the project, or RULES of applicable grant assisted program. When the Sponsor discontinues use of the equipment for the purpose for which it was funded, RCO may require the Sponsor to deliver the equipment to RCO, or to dispose of the equipment according to RCO published policies. c. Loss or Damage. The Sponsor shall be responsible for any loss or damage to equipment. d. Requirements for Federal Subawards. Procedures for managing equipment (including replacement equipment), whether acquired in whole or in part under a Federal award or match for the award, until disposition takes place will, at a minimum, meet the following requirements (2 C.F.R § 200.313 (2013)): i. Property records must be maintained that include a description of the property, a serial number or other identification number, the source of funding for the property (including the Federal Award Identification Number), who holds title, the acquisition date, and cost of the property, percentage of Federal participation in the project costs for the Federal award under which the property was acquired, the location, use and condition of the property, and any ultimate disposition data including the date of disposal and sale price of the property. ii. A physical inventory of the property must be taken and the results reconciled with the property records at least once every two years. iii. A control system must be developed to ensure adequate safeguards to prevent loss, damage, or theft of the property. Any loss, damage, or theft must be investigated. iv. Adequate maintenance procedures must be developed to keep the property in good condition. Page 29 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!227 5/J/b v. If the non-Federal entity is authorized or required to sell the property, proper sales procedures must be established to ensure the highest possible return. e. Requirements for RTP Subawards. i. The subrecipient (Sponsor) shall follow such policies and procedures prescribed by and allowed by the State, as well as federal law and federal rules issued by the Federal Highways Administration and 2 CFR 200. 19. RIGHT OF INSPECTION. The Sponsor shall provide right of access to the project to RCO, or any of its officers, or to any other authorized agent or official of the state of Washington or the federal government, at all reasonable times, in order to monitor and evaluate performance, long-term obligations, compliance, and/or quality assurance under this Agreement. If a landowner agreement or other form of control and tenure limits access to the project area, it must include (or be amended to include) the RCO’s right to inspect and access lands acquired or developed with this funding assistance. 20. STEWARDSHIP AND MONITORING. Sponsor agrees to perform monitoring and stewardship functions as stated in the applicable WACs and manuals, this Agreement, or as otherwise directed by RCO consistent with the existing laws and applicable manuals. Sponsor further agrees to utilize, where applicable and financially feasible, any monitoring protocols recommended by the RCO; provided that RCO does not represent that any monitoring it may recommend will be adequate to reasonably assure project performance or safety. It is the sole responsibility of the Sponsor to perform such additional monitoring as may be adequate for such purposes. 21. PREFERENCES FOR RESIDENTS. Sponsors shall not express a preference for users of grant assisted projects on the basis of residence (including preferential reservation, membership, and/or permit systems) except that reasonable differences in admission and other fees may be maintained on the basis of residence. Fees for nonresidents must not exceed twice the fee imposed on residents. Where there is no fee for residents, but a fee is charged to nonresidents, the nonresident fee shall not exceed the amount that would be imposed on residents at comparable state or local public facilities. 22. ACKNOWLEDGMENT AND SIGNS. a. Publications. The Sponsor shall include language which acknowledges the funding contribution of the applicable grant program to this project in any release or other publication developed or modified for, or referring to, the project during the project period and in the future. b. Signs. i. During the period of performance through the period of long-term obligation, the Sponsor shall post openly visible signs or other appropriate media at entrances and other locations on the project area that acknowledge the applicable grant program's funding contribution, unless waived by the director; and Page 30 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!228 5/J/b ii. During the period of long-term obligations, the Sponsor shall post openly visible signs or other appropriate media at entrances and other locations to notify the public of the availability of the site for reasonable public access. c. Ceremonies. The Sponsor shall notify RCO no later than two weeks before a dedication ceremony for this project. The Sponsor shall verbally acknowledge the applicable grant program’s funding contribution at all dedication ceremonies and in all advertisements and mailings thereof, and any and all of its related digital media publications. d. Federally Funded Projects. When issuing statements, press releases, requests for proposals, bid solicitations, and other documents describing a project funded in whole or in part with federal money provided for in this grant, Sponsors shall clearly state: i. The fund source; ii. The percentage of the total costs of the project that is financed with federal money; iii. The dollar amount of federal funds for the project; and iv. The percentage and dollar amount of the total costs of the project that is financed by nongovernmental sources. 23. PROVISIONS APPLYING TO DEVELOPMENT, MAINTENANCE, RENOVATION, AND RESTORATION PROJECTS. a. The following provisions shall be in force: i. Operations and Maintenance. Properties, structures, and facilities developed, maintained, or operated with the assistance of money granted per this Agreement and within the project area shall be built, operated, and maintained according to applicable regulations, laws, building codes, and health and public safety standards to assure a reasonably safe condition and to prevent premature deterioration. It is the Sponsor’s sole responsibility to ensure the same are operated and maintained in a safe and operable condition. The RCO does not conduct safety inspections or employ or train staff for that purpose. ii. Document Review and Approval. Prior to commencing construction or finalizing the design, the Sponsor agrees to submit one copy of all construction and restoration plans and specifications to RCO for review solely for compliance with the scope of work to be identified in the Agreement. RCO does not review for, and disclaims any responsibility to review for safety, suitability, engineering, compliance with code, or any matters other than the scope so identified. Although RCO staff may provide tentative guidance to a Sponsor on matters related to site accessibility by persons with a disability, it is the Sponsor’s responsibility to confirm that all legal requirements for accessibility are met even if the RCO guidance would not meet such requirements. b. Change orders that impact the amount of funding or changes to the scope of the project as described to and approved by the RCO must receive prior written approval of the RCO. Page 31 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!229 5/J/b c. Control and Tenure. The Sponsor must provide documentation that shows appropriate tenure and term (such as long-term lease, perpetual or long-term easement, or perpetual or long-term fee simple ownership, or landowner agreement or interagency agreement for the land proposed for construction, renovation, or restoration. The documentation must meet current RCO requirements identified in this Agreement as of the effective date of this Agreement unless otherwise provided in any applicable manual, RCW, WAC, or as approved by the RCO. d. Use of Best Management Practices. Sponsors are encouraged to use best management practices including those developed as part of the Washington State Aquatic Habitat Guidelines (AHG) Program. AHG documents include “Integrated Streambank Protection Guidelines”, 2002; “Land Use Planning for Salmon, Steelhead and Trout: A land use planner’s guide to salmonid habitat protection and recovery”, 2009”, “Protecting Nearshore Habitat and Functions in Puget Sound”, 2010; “Stream Habitat Restoration Guidelines”, 2012; “Water Crossing Design Guidelines”, 2013; and “Marine Shoreline Design Guidelines”, 2014. These documents, along with new and updated guidance documents, and other information are available on the AHG Web site. Sponsors are also encouraged to use best management practices developed by the Washington Invasive Species Council (WISC) described in “Reducing Accidental Introductions of Invasive Species” which is available on the WISC Web site. e. At no time shall the Sponsor design, construct, or operate this grant funded project in a way that unreasonably puts the public, itself, or others at risk of injury or property damage. The Sponsor agrees and acknowledges that the Sponsor is solely responsible for safety and risk associated with the project, that RCO does not have expertise, capacity, or a mission to review, monitor, or inspect for safety and risk, that no expectation exists that RCO will do so, and that RCO is in no way responsible for any risks associated with the project. 24. PROVISIONS APPLYING TO ACQUISITION PROJECTS. a. The following provisions shall be in force: i. Evidence of Land Value. Before disbursement of funds by RCO as provided under this Agreement, the Sponsor agrees to supply documentation acceptable to RCO that the cost of the property rights acquired has been established according to all applicable manuals and RCWs or WACs. ii. Evidence of Title. The Sponsor agrees to provide documentation that shows the type of ownership interest for the property that has been acquired. This shall be done before any payment of financial assistance. iii. Legal Description of Real Property Rights Acquired. The legal description of any real property rights purchased with funding assistance provided through this Agreement (and protected by a recorded conveyance of rights to the State of Washington) shall be delivered to RCO before final payment. iv. Conveyance of Rights to the State of Washington. When real property rights (both fee simple and lesser interests) are acquired, the Sponsor agrees to execute an appropriate document (provided or approved by RCO) conveying certain rights and responsibilities to RCO or the Funding Entity on behalf of the State of Washington or another agency of the Page 32 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!22: 5/J/b state, or federal agency, or other organization. These documents include a Deed of Right, Assignment of Rights, Easements and/or Leases as described below. The Sponsor agrees to use document language provided by RCO, to record the executed document in the County where the real property lies, and to provide a copy of the recorded document to RCO. The document required will vary depending on the project type, the real property rights being acquired and whether or not those rights are being acquired in perpetuity. v. Deed of Right. The Deed of Right as described in RCO Manual #3 conveys to the people of the state of Washington the right to preserve, protect, access, and/or use the property for public purposes consistent with the funding source and project agreement. Sponsors shall use this document when acquiring real property rights that include the underlying land. This document may also be applicable for those easements where the Sponsor has acquired a perpetual easement for public purposes. vi. Assignment of Rights. The Assignment of Rights as described in RCO Manual #3 document transfers certain rights to RCO and the state such as public access, access for compliance, and enforcement. Sponsors shall use this document when an easement or lease is being acquired under this Agreement. The Assignment of Rights requires the signature of the underlying landowner and must be incorporated by reference in the easement document. vii. Easements and Leases. The Sponsor may incorporate required language from the Deed of Right or Assignment of Rights directly into the easement or lease document, thereby eliminating the requirement for a separate document. Language will depend on the situation; Sponsor must obtain RCO approval on the draft language prior to executing the easement or lease. viii. Real Property Acquisition and Relocation Assistance. In the event that housing and relocation costs and procedures are required by local, state, tribal, or federal law, or rule; the Sponsor agrees to provide such housing and relocation assistance as a condition of the Agreement and receiving grant funds. b. Buildings and Structures. In general, grant funds are to be used for outdoor recreation, conservation, or salmon recovery. Sponsors agree to remove or demolish ineligible structures. Sponsor must consult with RCO regarding treatment of such structures and compliance with COMPLIANCE WITH APPLICABLE LAW SECTION, Archeological and Cultural Resources paragraph. c. Hazardous Substances. i. Certification. The Sponsor shall inspect, investigate, and conduct an environmental audit of the proposed acquisition site for the presence of hazardous substances, as defined in RCW 70.105D.020(13), and certify: ii. No hazardous substances were found on the site, or iii. Any hazardous substances found have been treated and/or disposed of in compliance with applicable state and federal laws, and the site deemed “clean.” iv. Responsibility. Nothing in this provision alters the Sponsor's duties and liabilities regarding hazardous substances as set forth in RCW 70.105D. v. Hold Harmless. The Sponsor will defend, protect and hold harmless the State and any and all of its employees and/or agents, from and against any and all liability, cost (including but not limited to all costs of defense and attorneys' fees) and any and all loss Page 33 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!231 5/J/b of any nature from any and all claims or suits resulting from the presence of, or the release or threatened release of, hazardous substances on the property the Sponsor is acquiring, except to the extent, if any, that the State, its officers and agents caused or contributed to the release . The Funding Entity and RCO are included within the term State, as are all other agencies, departments, boards, councils, committees, divisions, bureaus, offices, societies, or other entities of state government. d. Requirements for Federal Subawards. The non-federal entity (Sponsor) must submit reports the federal funding agency, through RCO, at least annually on the status of real property in which the federal government retains an interest, unless the federal interest in the real property extends 15 years or longer. In those instances where the federal interest attached is for a period of 15 years or more, the federal awarding agency or the pass-through entity (RCO), at its option, may require the Sponsor to report at various multi-year frequencies (e.g., every two years or every three years, not to exceed a five-year reporting period; or a federal awarding agency or RCO may require annual reporting for the first three years of a federal award and thereafter require reporting every five years) (2 C.F.R § 200.329 (2013)). e. Developing and Restoring Purchased Property. If the Sponsor intends to develop or restore the property acquired it shall do so within the timeline and deadline provided by the funding program or board policies that apply to the grant funded project, or as provided for in this Agreement. 25. LONG-TERM OBLIGATIONS OF THE PROJECTS AND SPONSORS. a. Long-Term Obligations. This section applies to completed projects only. b. Perpetuity. For acquisition, development, and restoration projects, or a combination thereof, unless otherwise allowed by applicable manual, policy, program rules, or this Agreement, or approved in writing by RCO. The RCO requires that the project area continue to function for the purposes for which these grant funds were approved, in perpetuity. c. Conversion. The Sponsor shall not at any time convert any real property (including any interest therein) or facility acquired, developed, renovated, and/ or restored pursuant to this Agreement, unless provided for in applicable statutes, rules, and policies. Conversion includes, but is not limited to, putting such property (or a portion of it) to uses other than those purposes for which funds were approved or transferring such property to another entity without prior approval via a written amendment to the Agreement. All real property or facilities acquired, developed, renovated, and/or restored with funding assistance shall remain in the same ownership and in public use/access status in perpetuity unless otherwise expressly provided in the Agreement or applicable policies or unless a transfer or change in use is approved by the RCO through an amendment. Failure to comply with these obligations is a conversion. Further, if the project is subject to operation and or maintenance obligations, the failure to comply with such obligations, without cure after a reasonable period as determined by the RCO, is a conversion. Determination of whether a conversion has occurred shall be based upon all terms of the Agreement, and all applicable state of federal laws or regulation. Page 34 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!232 5/J/b i. For acquisition projects that are expressly term-limited in the Agreement, the restriction on conversion shall apply only for the length of the term, unless otherwise provided by this Agreement and incorporated documents, WACs, or any applicable state or federal law or regulation. ii. When a conversion has been determined to have occurred, the Sponsor shall remedy the conversion as set forth in this Agreement (with incorporated documents) and as required by all applicable policies, manuals, WACs and laws that exist at the time the remedy is implemented or the right to the remedy is established by a court or other decision-making body, and the RCO may pursue all remedies as allowed by the Agreement or law. 26. CONSTRUCTION, OPERATION, USE, AND MAINTENANCE OF ASSISTED PROJECTS. a. The following provisions shall be in force for this agreement: i. Property and facility operation and maintenance. Sponsor must ensure that properties or facilities assisted with the grant funds, including undeveloped sites, are built, operated, used, and maintained: a. According to applicable federal, state, and local laws and regulations, including public health standards and building codes; b. In a reasonably safe condition for the project’s intended use; c. Throughout its estimated useful service life so as to prevent undue deterioration; d. In compliance with all federal and state nondiscrimination laws, regulations and policies. ii. Open to the public. Unless otherwise specifically provided for in the Agreement, and in compliance with applicable statutes, rules, and applicable WACs and manuals, facilities must be open and accessible to the general public, and must: a. Be constructed, maintained, and operated to meet or exceed the minimum requirements of the most current guidelines or rules, local or state codes, Uniform Federal Accessibility Standards, guidelines, or rules, including but not limited to: the International Building Code, the Americans with Disabilities Act, and the Architectural Barriers Act, as amended and updated. b. Appear attractive and inviting to the public except for brief installation, construction, or maintenance periods. c. Be available for appropriate use by the general public at reasonable hours and times of the year, according to the type of area or facility, unless otherwise stated in RCO manuals or, by a decision of the RCO director in writing. Sponsor shall notify the public of the availability for use by posting and updating that information on its website and by maintaining at entrances and/or other locations openly visible signs with such information. Page 35 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!233 5/J/b 27. RECORDED NOTICE OF GRANT. At the request of RCO, another state agency, or a federal agency, Sponsor shall record a notice of grant on property subject to this Agreement and shall submit to the RCO a recorded and registry stamped copy of such notice. The purpose of the notice of grant is to provide constructive notice of the grant and project and to ensure that the present and future use of the project area is and shall remain subject to the terms and conditions described in this Agreement. The notice of grant shall be in a format specified by RCO. 28. PROVISIONS RELATED TO CORPORATE (INCLUDING NONPROFIT) SPONSORS. a. A corporate Sponsor, including any nonprofit Sponsor, shall: i. Maintain corporate status with the state, including registering with the Washington Secretary of State’s office, throughout the Sponsor’s obligation to the project as identified in the Agreement. ii. Notify RCO before corporate dissolution at any time during the period of performance or long-term obligations. Within 30 days of dissolution the Sponsor shall name a qualified successor that will agree in writing to assume any on-going project responsibilities, and transfer all property and assets to the successor. A qualified successor is any party eligible to apply for funds in the subject grant program and capable of complying with the terms and conditions of this Agreement. RCO will process an amendment transferring the Sponsor’s obligation to the qualified successor if requirements are met. iii. Maintain sites or facilities open to the public and may not limit access to members. 29. PROVISIONS FOR FEDERAL SUBAWARDS. The following provisions shall be in force for this agreement: a. Sub-Recipient (Sponsor) must comply with the cost principles of 2 C.F.R. Part 200 Subpart E (2013). Unless otherwise indicated, the cost principles apply to the use of funds provided under this Agreement to include match and any in-kind matching donations. The applicability of the cost principles depends on the type of organization incurring the costs. b. Binding Official. Per 2 CFR 200.415, Sponsor certifies through its actions or those of authorized staff, at the time of a request for reimbursement, the following: “To the best of my knowledge and belief that the report is true, complete, and accurate, and the expenditures, disbursements and cash receipts are for the purposes and objectives set forth in the terms and conditions of the Federal award. I am aware that any false, fictitious, or fraudulent information, or the omission of any material fact, may subject me to criminal, civil or administrative penalties for fraud, false statements, false claims or otherwise. (U.S. Code Title 18, Section 1001 and Title 31, Sections 3729-3730 and 3801-3812).” c. Equal Employment Opportunity. Except as otherwise provided under 41 C.F.R. Part 60, all contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. § 60- 1.4(b), in accordance with Executive Order 11246, Equal Employment Opportunity (30 Fed. Reg. 12319, Page 36 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!234 5/J/b 12935, 3 C.F.R. Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, Amending Executive Order 11246 Relating to Equal Employment Opportunity, and implementing regulations at 41 C.F.R. Part 60 (Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor). See 2 C.F.R. Part 200, Appendix II, paragraph C. d. Federally Assisted Construction Contract. The regulation at 41 C.F.R. § 60-1.3 defines a “federally assisted construction contract” as any agreement or modification thereof between any applicant and a person for construction work which is paid for in whole or in part with funds obtained from the Government or borrowed on the credit of the Government pursuant to any Federal program involving a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, or any application or modification thereof approved by the Government for a grant, contract, loan, insurance, or guarantee under which the applicant itself participates in the construction work. e. Construction Work. The regulation at 41 C.F.R. § 60-1.3 defines “construction work” as the construction, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways, or other changes or improvements to real property, including facilities providing utility services. The term also includes the supervision, inspection, and other onsite functions incidental to the actual construction. f. Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-federal entities (Sponsors) must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141- 3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity (Sponsor) must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity (Sponsor) must report all suspected or reported violations to the federal awarding agency identified in the Federal Fund Information Section. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U. S. C. 3145), as supplemented by Department of Labor regulations (29 C.F.R Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient (Sponsor) must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity (Sponsor) must report all suspected or reported violations to the Federal awarding agency identified in Section H: FEDERAL FUND INFORMATION. Page 37 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!235 5/J/b g. Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the non-federal entity (Sponsor) in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. h. Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under 37 C.F.R § 401.2(a) and the recipient or subrecipient (Sponsor) wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient (Sponsor) must comply with the requirements of 37 C.F.R Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. i. Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as Amended. Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency identified in Section H: FEDERAL FUND INFORMATION and the Regional Office of the Environmental Protection Agency (EPA). j. Byrd Anti-Lobbying Amendment (31 U.S.C. 1352). By signing this Agreement, the Sponsor certifies (per the certification requirements of 31 U.S.C.) that none of the funds that the Sponsor has (directly or indirectly) received or will receive for this project from the United States or any agency thereof, have been used or shall be used to engage in the lobbying of the Federal Government or in litigation against the United States. Such lobbying includes any influence or attempt to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this project. Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying Page 38 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!236 5/J/b with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier-to-tier up to the non-federal award. k. Procurement of Recovered Materials. A non-federal entity (Sponsor) that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. l. Required Insurance. The non-federal entity (Sponsor) must, at a minimum, provide the equivalent insurance coverage for real property and equipment acquired or improved with federal funds as provided to property owned by the non-federal entity. Federally-owned property need not be insured unless required by the terms and conditions of the Federal award (2 C.F.R § 200.310 (2013)). m. Debarment and Suspension (Executive Orders 12549 and 12689). The Sponsor must not award a contract to parties listed on the government-wide exclusions in the System for Award Management (SAM), in accordance with the Office of Management and Budget (OMB) guidelines at 2 C.F.R § 180 that implement Executive Orders 12549 (3 C.F.R part 1986 Comp., p. 189) and 12689 (3 C.F.R part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. n. Conflict of Interest. Sponsor agrees to abide by the conflict of interest policy and requirements of the federal funding agency established pursuant to 2 C.F.R 200. 30. PROVISIONS FOR BOATING INFRASTRUCTURE GRANTS. Use of Sport Fish Restoration Logo. Per 50 CFR 86 Sec 75 and 76, the user of the logo must indemnify and defend the United States and hold it harmless from any claims, suits, losses, and damages from; any allegedly unauthorized use of any patent, process, idea, method, or device by the user in connection with its use of the logo, or any other alleged action of the user; and any claims, suits, losses, and damages arising from alleged defects in the articles or services associated with the logo. No one may use any part of the logo in any other manner unless the United States Fish and Wildlife Service’s Assistant Director for Wildlife and Sport Fish Restoration or Regional Director approves in writing. 31. PROVISIONS FOR FIREARMS AND ARCHERY RANGE RECREATION PROJECTS. The following provisions shall be in force for this agreement: Page 39 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!237 5/J/b a. Liability Insurance. The Sponsor of a firearms or archery range recreation project shall procure an endorsement, or other addition, to liability insurance it carries, or shall procure a new policy of liability insurance, in a total coverage amount the Sponsor deems adequate to ensure it will have resources to pay successful claims of people who may be killed or injured, or suffer damage to property, while present at the range facility to which this grant is related, or by reason of being in the vicinity of that facility; provided that the coverage shall be at least one million dollars ($1,000,000) for the death of, or injury to, each person. b. Insurance Endorsement. The liability insurance policy, including any endorsement or addition, shall name Washington State, the funding board, and RCO as additional insured and shall be in a form approved by the funding board or director. c. Length of Insurance. The policy, endorsement or other addition, or a similar liability insurance policy meeting the requirements of this section, shall be kept in force throughout the Sponsor's obligation to the project as identified in this Agreement. d. Notice of Cancellation. The policy, as modified by any endorsement or other addition, shall provide that the issuing company shall give written notice to RCO not less than thirty (30) calendar days in advance of any cancellation of the policy by the insurer, and within ten (10) calendar days following any termination of the policy by the Sponsor. e. Government Agencies. The requirement of Subsection a through d above shall not apply if the Sponsor is a federal, state, or municipal government which has established an adequate program of self-insurance or a policy of self-insurance with respect to claims arising from its facilities or activities generally, including such facilities as firearms or archery ranges, when the applicant declares and describes that program or policy to the RCO. f. Sole Duty of the Sponsor. By this requirement, the funding board and RCO does undertake to review, approve, or monitor the safety of the design, construction, or operation of the project and does not assume any duty to any individual person with respect to death, injury, or damage to property which that person may suffer as a result of the project which this grant relates. Any such person, or any other person making claims based on such death, injury, or damage, must look to the Sponsor, or others, for any and all remedies that may be available by law. 32. PROVISIONS FOR LAND AND WATER CONSERVATION FUND PROJECTS. This project has been approved by the National Park Service, US Department of the Interior, for funding assistance from the federal Land and Water Conservation Fund (LWCF), therefore the “Land and Water Conservation Fund General Provisions” are made part of this Agreement and incorporated herein. The Sponsor shall abide by these LWCF General Provisions, in addition to this Agreement, as they now exist or are hereafter amended. Further, the Sponsor agrees to provide RCO with reports or documents needed to meet the requirements of the LWCF General Provisions. Page 40 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!238 5/J/b 33. PROVISIONS FOR FARMLAND AND FORESTLAND PRESERVATION PROJECTS. The following sections of this Agreement shall not apply if they are included and covered separately in a recorded RCO-approved Agricultural Conservation Easement, or Forest Conservation Easement (or other method): a. Income and Income Use; Stewardship and Monitoring; Acknowledgement and Signs; Provisions Applying To Acquisition Projects: Conveyance of Rights to the State of Washington, Building and Structures, and Hazardous Substances; Long-Term Obligations of the Projects and Sponsors: Perpetuity; and Construction, Operation, Use and Maintenance of Assisted Projects. 34. PROVISIONS FOR SALMON RECOVERY FUNDING BOARD PROJECTS. For habitat restoration projects funded in part or whole with federal funds administered by the SRFB the Sponsor shall not commence with clearing of riparian trees or in-water work unless either the Sponsor has complied with 50 C.F.R. § 223.203 (b)(8) (2000), limit 8 or until an Endangered Species Act consultation is finalized in writing by the National Oceanic and Atmospheric Administration. Violation of this requirement may be grounds for terminating this Agreement. This section shall not be the basis for any enforcement responsibility by RCO. 35. PROVISIONS FOR PUGET SOUND ACQUISITION AND RESTORATION PROJECTS. The following provisions shall be in force for this Agreement if the project is funded in part or wholly from the Puget Sound Acquisition and Restoration program. The Sponsor agrees to the following terms and conditions: a. Cost Principles/Indirect Costs For State Agencies. GRANT RECIPIENT agrees to comply with the cost principles of 2 CFR 200 Subpart E as appropriate to the award. In addition to the US Environmental Protection Agency’s General Terms and Conditions “Indirect Cost Rate Agreements,” if the recipient does not have a previously established indirect cost rate, it agrees to prepare and submit its indirect cost rate proposal in accordance with 2 CFR 200 Appendix VII. b. Credit and Acknowledgement. In addition to the ACKNOWLEDGEMENT AND SIGNS section, materials produced must display both the Environmental Protection Agency (EPA) and Puget Sound Partnership (PSP) logos and the following credit line: "This project has been funded wholly or in part by the United States Environmental Protection Agency. The contents of this document do not necessarily reflect the views and policies of the Environmental Protection Agency, nor does mention of trade names or commercial products constitute endorsement or recommendation for use.” This requirement is for the life of the product, whether during or after the Agreement period of performance. c. Hotel Motel Fire Safety Act. Sponsor agrees to ensure that all conference, meeting, convention, or training space funded in whole or part with federal funds, complies with the federal Hotel and Motel Fire Safety Act (PL 101-391, as amended). Sponsors may search the Hotel-Motel National Master List @ http://www.usfa.dhs.gov/applications/hotel to see if a property is in compliance or to find other information about the Act. Page 41 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!239 5/J/b d. Drug Free Workplace Certification. Sub-recipient (Sponsor) shall make an ongoing, good faith effort to maintain a drug-free workplace pursuant to the specific requirements set forth in 2 C.F.R. Part 1536 Subpart B. Additionally, in accordance with these regulations, the recipient organization shall identify all known workplaces under its federal awards, and keep this information on file during the performance of the award. Sponsors who are individuals must comply with the drug-free provisions set forth in 2 C.F.R. Part 1536 Subpart C. The consequences for violating this condition are detailed under 2 C.F.R. Part 1536 Subpart E. e. Management Fees. Management fees or similar charges in excess of the direct costs and approved indirect rates are not allowable. The term “management fees or similar charges” refers to the expenses added to direct costs in order to accumulate and reserve funds for ongoing business expenses, unforeseen liabilities or for other similar costs that are not allowable. Management fees or similar charges may not be used to improve or expand the project funded under this Agreement, except for the extent authorized as a direct cost of carrying out the scope of work. f. Trafficking in Persons and Trafficking Victim Protection Act of 2000 (TVPA). This provision applies only to a sub-recipient (Sponsor), and all sub-awardees of sub-recipient (Sponsor), if any. Sub- recipient (Sponsor) shall include the following statement in all sub-awards made to any private entity under this Agreement: “You as the sub-recipient, your employees, sub-awardees under this award, and sub-awardees’ employees may not engage in severe forms of trafficking in persons during the period of time that the award is in effect; procure a commercial sex act during the period of time that the award is in effect; or use forced labor in the performance of the award or sub-awards under this Award.” The sub-recipient (Sponsor), and all sub-awardees of sub-recipient (Sponsor) must inform RCO immediately of any information you receive from any source alleging a violation of this prohibition during the award term. The federal agency funding this Agreement may unilaterally terminate, without penalty, the funding award if this prohibition is violated, Section 106 of the Trafficking Victims Protection Act of 2000, as amended. g. Lobbying. The chief executive officer of this recipient agency (Sponsor) shall ensure that no grant funds awarded under this Agreement are used to engage in lobbying of the Federal Government or in litigation against the United States, unless authorized under existing law. The recipient (Sponsor) shall abide by its respective Cost Principles (OMB Circulars A-21, A-87, and A- 122), which generally prohibits the use of federal grant funds for litigation against the United States, or for lobbying or other political activities. The Sponsor agrees to comply with 40 C.F.R. Part 34, New Restrictions on Lobbying. Sponsor shall include the language of this provision in award documents for all sub-awards exceeding $100,000, and require that sub-awardees submit certification and disclosure forms accordingly. In accordance with the Byrd Anti-Lobbying Amendment, any Sponsor who makes a prohibited expenditure under 40 C.F.R. Part 34 or fails to file the required certification or lobbying forms shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each expenditure. All contracts awarded by Sponsor shall contain, when applicable, the anti-lobbying provisions as stipulated in the Appendix at 40 C.F.R. Part 30. Pursuant to Section 18 of the Lobbying Disclosure Act, Sponsor Page 42 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!23: 5/J/b affirms that it is not a non-profit organization described in Section 501(c)(4) of the Internal Revenue Code of 1986; or that it is a non-profit organization described in Section 501(c)(4) of the code but does not and will not engage in lobbying activities as defined in Section 3 of the Lobbying Disclosure Act. h. Reimbursement Limitation. If the Sponsor expends more than the amount of RCO funding in this Agreement in anticipation of receiving additional funds from the RCO, it does so at its own risk. RCO is not legally obligated to reimburse the Sponsor for costs incurred in excess of the RCO approved budget. i. Disadvantaged Business Enterprise Requirements. The Sponsor agrees to comply with the requirements of EPA’s Utilization of Small, Minority and Women’s Business Enterprises in procurements made under this award. j. Minority and Women’s Business Participation. Sponsor agrees to solicit and recruit, to the maximum extent possible, certified minority owned (MBE) and women owned (WBE) businesses in purchases and contracts initiated after the effective date of this Agreement.<br><br> These goals are expressed as a percentage of the total dollars available for purchase or agreement and are as follows: Purchased Goods 8% MBE 4% WBE; Purchased Services 10% MBE 4% WBE; Professional Services 10% MBE 4% WBE. Meeting these goals is voluntary and no agreement award or rejection shall be made based on achievement or non-achievement of the goals. Achievement of the goals is encouraged, however, and Sponsor and ALL prospective bidders or people submitting qualifications shall take the following affirmative steps in any procurement initiated after the effective date of this Agreement: i. Include qualified minority and women’s businesses on solicitation lists. ii. Assure that qualified minority and women’s business are solicited whenever they are potential sources of services or supplies. iii. Divide the total requirements, when economically feasible, into smaller tasks or quantities, to permit maximum participation by qualified minority and women’s businesses. iv. Establish delivery schedules, where work requirements permit, which will encourage participation of qualified minority and women’s businesses. v. Use the services and assistance of the State Office of Minority and Women’s Business Enterprises (OMWBE) and the Office of Minority Business Enterprises of the U.S. Department of Commerce, as appropriate. k. MBE/WBE Reporting. In accordance with the deviation from 40 C.F.R. §33.502, signed November 8, 2013, DBE reporting is limited to annual reports and only required for assistance agreements where one or more the following conditions are met: l. There are any funds budgeted in the contractual/services, equipment or construction lines of the award; and/or $3,000 or more is included for supplies; or there are funds budgeted for subawards or loans in which the expected budget(s) meet the conditions as described in items Page 43 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!241 5/J/b (a) and (b). When completing the form, recipients (Sponsors) should disregard the quarterly and semi-annual boxes in the reporting period Section 1B of the form. For annual submissions, the reports are due by October 30th of each year or 90 days after the end of the project period, whichever comes first. The reporting requirement is based on planned procurements. Recipients (Sponsors) with funds budgeted for non-supply procurement and/or $3,000 or more in supplies are required to report annually whether the planned procurements take place during the reporting period or not. If no procurements take place during the reporting period, the recipient should check the box in Section 5B when completing the form. MBE/WBE reports should be sent to the DBE Coordinator in the Sponsor’s region. Contact information can be found at http://www.epa.gov/osbp/contactpage.htm. The coordinators also can answer any questions. Final MBE/WBE reports must be submitted within 90 days after the project period of the grant ends. To be in compliance with regulations, the Sponsor must submit a final MBE/WBE report. Non-compliance may impact future competitive grant proposals. The current EPA Form 5700- 52A can be found at the EPA Office of Small Business Program’s Home Page at http://www.epa.gov/osbp/dbe_reporting.htm. m. Procurement involving an EPA Financial Assistance Agreement. Pursuant to 40 C.F.R. § 33.301, the Sponsor agrees to make the following six good faith efforts whenever procuring construction, equipment, services and supplies under an EPA financial assistance agreement, and to require that sub-recipients (Sponsors), and prime contractors also comply. Records documenting compliance with the six good faith efforts shall be retained. n. Ensure Disadvantaged Business Enterprise (DBEs) are made aware of contracting opportunities to the fullest extent practicable through outreach and recruitment activities. For State and Local and Government Sponsors, this will include placing DBEs on solicitation lists and soliciting them whenever they are potential sources. o. Make information on forthcoming opportunities available to DBEs and arrange time frames for contracts and establish delivery schedules, where the requirements permit, in a way that encourages and facilitates participation by DBEs in the competitive process. This includes, whenever possible, posting solicitations for bids or proposals for a minimum of 30 calendar days before the bid or proposal closing date. p. Consider in the contracting process whether firms competing for large contracts could subcontract with DBEs. For State and local Government Sponsors, this will include dividing total requirements when economically feasible into smaller tasks or quantities to permit maximum participation by DBEs in the competitive process. q. Encourage contracting with a consortium of DBEs when an agreement is too large for one of these firms to handle individually. r. Use the services and assistance of the Small Business Administration (SBA) and the Minority Business Development of the Department of Commerce. Page 44 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!242 5/J/b s. If the Sponsor awards subcontracts, require the Sponsor to take the steps in paragraphs (a) through (e) of this section. t. Lobbying & Litigation. By signing this Agreement, the Sponsor certifies that none of the funds received from this Agreement shall be used to engage in the lobbying of the Federal Government or in litigation against the United States unless authorized under existing law. The chief executive officer of this Sponsor agency shall ensure that no grant funds awarded under this Agreement are used to engage in lobbying of the Federal Government or in litigation against the United States unless authorized under existing law. The Sponsor shall abide by its respective Attachment in 2 C.F.R. Part 200, which prohibits the use of federal grant funds for litigation against the United States or for lobbying or other political activities. For subawards exceeding $100,000, EPA requires the following certification and disclosure forms: I. Certification Regarding Lobbying, EPA Form 6600-06: http://www.epa.gov/ogd/AppKit/form/Lobbying_sec.pdf II. Disclosure of Lobbying Activities, SF LLL: http://www.epa.gov/ogd/AppKit/form/sflllin_sec.pdf u. Legal expenses required in the administration of Federal programs are allowable. Legal expenses for prosecution of claims against the Federal Government are unallowable. v. Payment to Consultants. EPA participation in the salary rate (excluding overhead) paid to individual consultants retained by recipients (Sponsors) or by a recipients’ (Sponsor’s) contractors or subcontractors shall be limited to the maximum daily rate for Level IV of the Executive Schedule (formerly GS-18), to be adjusted annually. This limit applies to consultation services of designated individuals with specialized skills who are paid at a daily or hourly rate. This rate does not include transportation and subsistence costs for travel performed (the recipient will pay these in accordance with his/her normal travel reimbursement practices). Subagreements with firms for services that are awarded using the procurement requirements in 40 C.F.R. Parts 30 or 31, are not affected by this limitation unless the terms of the contract provide the recipient (Sponsor) with responsibility for the selection, direction and control of the individual who will be providing services under the contract at an hourly or daily rate of compensation. See 40 C.F.R. § 30.27(b) or 40 C.F.R. § 31.369(j), as applicable, for additional information. As of January 1, 2020, the limit is $654.71 per day $81.83 per hour. w. Peer Review. Where appropriate, prior to finalizing any significant technical products the Principal Investigator (PI) of this project must solicit advice, review, and feedback from a technical review or advisory group consisting of relevant subject matter specialists. A record of comments and a brief description of how respective comments are addressed by the PI will be provided to the Project Monitor prior to releasing any final reports or products resulting from the funded study. x. International Travel (Including Canada). All International Travel must be approved by the US Environmental Protection Agency’s Office of International and Tribal Affairs (OITA) BEFORE Page 45 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!243 5/J/b travel occurs. Even a brief trip to a foreign country, for example to attend a conference, requires OITA approval. Please contact your Partnership Project manager as soon as possible if travel is planned out of the country, including Canada and/or Mexico, so that they can submit a request to the EPA Project Officer if they approve of such travel. y. Unliquidated Obligations (ULO). Sub-recipients, and all sub-awardees of Sub-Recipients, if any, should manage their agreement and subaward funding in ways that reduce the length of time that federal funds obligated and committed to subaward projects are unspent (not yet drawn down through disbursements to sub-recipients and sub-awardees). z. Light Refreshments And/Or Meals. Unless the event(s) and all of its components are described n the approved workplan, the recipient agrees to obtain prior approval from EPA for the use of grant funds for light refreshments and/or meals served at meetings, conferences, training workshops, and outreach activities (events). The recipient must send requests for approval to the EPA Project Officer and include: 1) An estimated budget and description for the light refreshments, meals, and/or beverages to be served at the event(s); 2) A description of the purpose, agenda, location, length and timing for the event; and, 3) An estimated number of participants in the event and a description of their roles. Cost for light refreshments and meals for recipient staff meetings and similar day-to-day activities are not allowable under EPA assistance agreements. aa. State grant cybersecurity. (a) The recipient agrees that when collecting and managing environmental data under this assistance agreement, it will protect the data by following all applicable State law cybersecurity requirements. (b) (1) EPA must ensure that any connections between the recipient’s network or information system and EPA networks used by the recipient to transfer data under this agreement, are secure. (2) The recipient agrees that any subawards it makes under this agreement will require the subrecipient to comply with the requirements in (b)(1) if the subrecipient’ s network or information system is connected to EPA networks to transfer data to the AGecy using systems other than the Environmental Information Exchange Network or EPA’s Central Data Exchange. 36. ORDER OF PRECEDENCE. a. This Agreement is entered into, pursuant to, and under the authority granted by applicable federal and state laws. The provisions of the Agreement shall be construed to conform to those laws. In the event of a direct and irreconcilable conflict between the terms of this Agreement and any applicable statute, rule, or policy or procedure, the conflict shall be resolved by giving precedence in the following order: i. Federal law and binding executive orders; Page 46 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!244 5/J/b ii. Code of federal regulations; iii. Terms and conditions of a grant award to the state from the federal government; iv. Federal grant program policies and procedures adopted by a federal agency that are required to be applied by federal law; v. State Constitution, RCW, and WAC; vi. Agreement Terms and Conditions and Applicable Manuals vii. Applicable deed restrictions, and/or governing documents. 37. LIMITATION OF AUTHORITY. Only RCO’s Director or RCO’s delegate authorized in writing (delegation to be made prior to action) shall have the authority to alter, amend, modify, or waive any clause or condition of this Agreement; provided that any such alteration, amendment, modification, or waiver of any clause or condition of this Agreement is not effective or binding unless made as a written amendment to this Agreement and signed by the RCO Director or delegate. 38. WAIVER OF DEFAULT. Waiver of any default shall not be deemed to be a waiver of any subsequent default. Waiver or breach of any provision of the Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of the Agreement unless stated to be such in writing, signed by the director, or the director’s designee, and attached as an amendment to the original Agreement. 39. APPLICATION REPRESENTATIONS – MISREPRESENTATIONS OR INACCURACY OR BREACH. The Funding Entity (if different from RCO) and RCO rely on the Sponsor’s application in making its determinations as to eligibility for, selection for, and scope of, funding grants. Any misrepresentation, error or inaccuracy in any part of the application may be deemed a breach of this Agreement. 40. SPECIFIC PERFORMANCE. RCO may enforce this Agreement by the remedy of specific performance, which means Sponsors’ completion of the project and/or its completion of long-term obligations as described in this Agreement. However, the remedy of specific performance shall not be the sole or exclusive remedy available to RCO. No remedy available to the RCO shall be deemed exclusive. The RCO may elect to exercise any, a combination of, or all of the remedies available to it under this Agreement, or under any provision of law, common law, or equity, including but not limited to seeking full or partial repayment of the grant amount paid and damages. 41. TERMINATION AND SUSPENSION. a. The RCO requires strict compliance by the Sponsor with all the terms of this Agreement including, but not limited to, the requirements of the applicable statutes, rules, and RCO policies, and with the representations of the Sponsor in its application for a grant as finally approved by RCO. For federal awards, notification of termination will comply with 2 C.F.R. § 200.340. b. For Cause. Page 47 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!245 5/J/b i. The RCO director may suspend or terminate the obligation to provide funding to the Sponsor under this Agreement: a. If the Sponsor breaches any of the Sponsor's obligations under this Agreement; b. If the Sponsor fails to make progress satisfactory to the RCO director toward completion of the project by the completion date set out in this Agreement. Included in progress is adherence to milestones and other defined deadlines; or c. If the primary and secondary Sponsor(s) cannot mutually agree on the process and actions needed to implement the project; d. Prior to termination, the RCO shall notify the Sponsor in writing of the opportunity to cure. If corrective action is not taken within 30 days or such other time period that the director approves in writing, the Agreement may be terminated. In the event of termination, the Sponsor shall be liable for damages or other relief as authorized by law and/or this Agreement. ii. RCO reserves the right to suspend all or part of the Agreement, withhold further payments, or prohibit the Sponsor from incurring additional obligations of funds during the investigation of any alleged breach and pending corrective action by the Sponsor, or a decision by the RCO to terminate the Contract. c. For Convenience. Except as otherwise provided in this Agreement, RCO may, by ten (10) days written notice, beginning on the second day after the mailing, terminate this Agreement, in whole or in part when it is in the best interest of the state. If this Agreement is so terminated, RCO shall be liable only for payment required under the terms of this Agreement prior to the effective date of termination. A claimed termination for cause shall be deemed to be a "Termination for Convenience" if it is determined that: i. The Sponsor was not in default; or ii. Failure to perform was outside Sponsor’s control, fault or negligence. d. Rights of Remedies of the RCO. i. The rights and remedies of RCO provided in this Agreement are not exclusive and are in addition to any other rights and remedies provided by law. ii. In the event this Agreement is terminated by the director, after any portion of the grant amount has been paid to the Sponsor under this Agreement , the director may require that any amount paid be repaid to RCO for redeposit into the account from which the funds were derived. However, any repayment shall be limited to the extent it would be inequitable and represent a manifest injustice in circumstances where the project will fulfill its fundamental purpose for substantially the entire period of performance and of long-term obligation. iii. Non-Availability of Funds. The obligation of the RCO to make payments is contingent on the availability of state and federal funds through legislative appropriation and state allotment. If amounts sufficient to fund the grant made under this Agreement are not appropriated to RCO for expenditure for this Agreement in any biennial fiscal period, RCO shall not be obligated to pay any remaining unpaid portion of this grant unless and until the necessary action by the Legislature or the Office of Financial Management occurs. If RCO participation Page 48 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!246 5/J/b is suspended under this section for a continuous period of one year, RCO’s obligation to provide any future funding under this Agreement shall terminate. Termination of the Agreement under this section is not subject to appeal by the Sponsor. iv. Suspension: The obligation of the RCO to manage contract terms and make payments is contingent upon the state appropriating state and federal funding each biennium. In the event the state is unable to appropriate such funds by the first day of each new biennium RCO reserves the right to suspend the Agreement, with ten (10) days written notice, until such time funds are appropriated. Suspension will mean all work related to the contract must cease until such time funds are obligated to RCO and the RCO provides notice to continue work. v. No Waiver. The failure or neglect of RCO to require strict compliance with any term of this Agreement or to pursue a remedy provided by this Agreement or by law shall not act as or be construed as a waiver of any right to fully enforce all rights and obligations set forth in this Agreement and in applicable state or federal law and regulations. 42. DISPUTE HEARING. a. Except as may otherwise be provided in this Agreement , when a dispute arises between the Sponsor and the RCO, which cannot be resolved, either party may request a dispute hearing according to the process set out in this section. Either party’s request for a dispute hearing must be in writing and clearly state: i. The disputed issues; ii. The relative positions of the parties; iii. The Sponsor’s name, address, project title, and the assigned project number. b. In order for this section to apply to the resolution of any specific dispute or disputes, the other party must agree in writing that the procedure under this section shall be used to resolve those specific issues. The dispute shall be heard by a panel of three persons consisting of one person chosen by the Sponsor, one person chosen by the director, and a third person chosen by the two persons initially appointed. If a third person cannot be agreed on, the persons chosen by the Sponsor and director shall be dismissed and an alternate person chosen by the Sponsor, and one by the director shall be appointed and they shall agree on a third person. This process shall be repeated until a three person panel is established. c. Any hearing under this section shall be informal, with the specific processes to be determined by the disputes panel according to the nature and complexity of the issues involved. The process may be solely based on written material if the parties so agree. The disputes panel shall be governed by the provisions of this Agreement in deciding the disputes. d. The parties shall be bound by the majority decision of the dispute panelists, unless the remedy directed by that panel is beyond the authority of either or both parties to perform, as necessary, or is otherwise unlawful. Page 49 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!247 5/J/b e. Request for a disputes hearing under this section by either party shall be delivered or mailed to the other party. The request shall be delivered or mailed within thirty (30) days of the date the requesting party has received notice of the action or position of the other party which it wishes to dispute. The written agreement to use the process under this section for resolution of those issues shall be delivered or mailed by the receiving party to the requesting party within thirty (30) days of receipt by the receiving party of the request. f. All costs associated with the implementation of this process shall be shared equally by the parties. 43. ATTORNEYS’ FEES. In the event of litigation or other action brought to enforce the terms of this Agreement each party agrees to bear its own attorney fees and costs. 44. GOVERNING LAW/VENUE. This Agreement shall be construed and interpreted in accordance with the laws of the State of Washington. In the event of a lawsuit involving this Agreement, venue shall be in Thurston County Superior Court if legally proper; otherwise venue shall be in the Superior Court of a county where the project is situated, if venue there is legally proper, and if not, in a county where venue is legally proper. The Sponsor, by execution of this Agreement acknowledges the jurisdiction of the courts of the State of Washington. 45. SEVERABILITY. The provisions of this Agreement are intended to be severable. If any term or provision is illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of the Agreement. 46. END OF AGREEMENT. This is the end of the agreement. Page 50 of 50 2020 RCO GRANT AGREEMENT Qbdlfu!Qh/!248 5/K INFORMATION TECHNOLOGY DEPARTMENT Mike Carrington 220 Fourth Avenue South Kent, WA 98032-5895 253-856-4600 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: Amendments to Consultant Services Agreements for IT Temporary Staff - Authorize MOTION: I move to authorize the Mayor to sign contract amendments with Protingent Inc., Robert Half International, Inc., and Viri Technology LLC to increase the available contract funding for all IT temporary service contracts by an additional $1,224,500.00 through December 31, 2021, subject to final contract terms and conditions acceptable to the IT Director and City Attorney. SUMMARY: Protingent Inc., Scion Staffing Inc., and Viri Technology LLC are staffing and recruitment agencies that specialize in placing information technology professionals in project and contract-to- through these Consultants. During the original term of the Agreement from August 14, 2019, through December 31, 2020, the Kent City Council established an overall budget of $2,499,226.49 for all temporary staffing and placement of IT professionals provided by these Consultants. This contract authorized temporary services with a variety of consultants within this same budgetary amount. Each contract also authorized extensions for successive one-year terms through the execution of future contract amendments, subject to budgetary funding allocated by Council. Through Amendment No. 1, the temporary IT staffing budget was increased by an additional $1,250,000.00 through December 31, 2021, for an overall adjusted budget of $3,749,226.49. Through this Amendment No. 2, the City targets an increase to the temporary IT staffing budget by an additional $1,224,500.00 through December 31, 2021, for an adjusted 2021 budget $2,474,500.00, and an overall budget for 2019 - 2021 of $4,973,726.49. IT will continue to monitor fees charged in relation to that collective budgeted amount to ensure the amounts paid under all temporary consultant contracts do not exceed the adjusted budget. If authorized, funding for these contract amendments will be paid from the IT Qbdlfu!Qh/!249 5/K BUDGET IMPACT: SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. 2021_Amendments No 2 to CSAs (PDF) Qbdlfu!Qh/!24: 5/K/b Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* Qbdlfu!Qh/!251 5/K/b Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* Qbdlfu!Qh/!252 5/K/b Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* Qbdlfu!Qh/!253 5/K/b Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* Qbdlfu!Qh/!254 5/K/b Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* Qbdlfu!Qh/!255 5/K/b AMENDMENT NO. 2 NAME OFCONSULTANT: Robert Half International, Inc. CONTRACT NAME & PROJECT NUMBER:Temporary Staffing & Recruitment, #CAG2019-389 ORIGINAL AGREEMENT DATE:August 14, 2019 This Amendment is made between the City and the above-referenced Consultant and amends the original Agreement and all prior Amendments.All other provisions of the original Agreement or prior Amendments not inconsistent with this Amendmentshall remain in full force andeffect. For valuable consideration and by mutual consent of the parties, the Agreement is modified as follows: 1.Introduction.The specific tradenames referred to in the first paragraph of the Agreement are deleted. Instead, introduction is replaced with the following: THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the “City”), and Robert Half International Inc. organized under the laws of the State of Delaware, located and doing business at 600 Union Street, Suite 4300, Seattle, WA 98101, (800) 793-5533 (hereinafter the “Consultant”). 2.Compensation. Section III of the Agreement, entitled “Compensation,” is amended toreplace it with the following: III.COMPENSATION. A.The City shall pay the Consultant, based on time and materials, for services provided under this Agreement during its Initial Term and each Renewal Term exercised by the City and agreed upon by the Consultant. During the original term of the Agreement from August 14, 2019, through December 31, 2020, theKent City Council established an overall budget of$2,499,226.49 for all temporary staffing and placement of IT professionals provided by Consultant, and others retained by the City to provide similar work. Through Amendment No. 1, the temporary IT staffing budget was increased by an additional $1,250,000.00 through December 31, 2021,for an adjusted budget of $3,749,226.49. Through this Amendment No. 2, the Kent City Council increased the temporary IT staffing budget by an additional $1,224,500.00 through December 31, 2021, for an adjusted budget of $4,973,726.49, and City staff is not authorized to approve any work beyond that budgeted amount. The City will monitor fees charged in relation to that collective budgeted amount, and if Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* AMENDMENT NO. 2 -1of3 (Robert Half International, Inc.) Qbdlfu!Qh/!256 5/K/b services provided by Consultant and others will cause the City to exceed that budgeted amount, the City will either seek additional approval through a contract amendment authorized by the Mayor or Council as the Kent City Code may require, or terminate Consultant’s services as provided for in this Agreement. Consultant acknowledges and understands that it is not the City’s exclusive provider of these services, but is instead one of several consultants who have been retained to provide temporary staffing and placement services. The City maintains its unqualified right to obtain these services through other sources. This Agreement is for on-call and as-needed services, the need for which is determined in the City’s sole judgment and discretion. Consultant shall have no obligation to continue performance once the “not to exceed” amount limitation has been attained. The City shall be responsible for all charges for services in the event the City fails to notify Consultant of termination of the assignment or fails to increase of the “not to exceed” amount. The Consultant’s billing rate will be negotiated at the time an Assigned Individual is assigned to perform services for the City. The temporary worker Consultant assigns to perform work under this Agreement (“Assigned Individual”) will submit either an electronic time record or a time sheet for City’s verification and approval at the end of each week. Based upon that approved time record or time sheet, the Consultant will submit weekly payment invoices to the City forpayment, which will reflect the previously agreed and negotiated billing rate. B.The City shall provide payment to Consultant within forty-five (45) days of its receipt of proper invoice from Consultant. If the City objects to all or any portion of an invoice due to billing or invoicing errors, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute until any such dispute is settled by the parties. In that event, the parties will immediately make every effort to settle the disputed portion. 3.Entities Included Within Scope of Agreement. Section XVI of the Agreement is amended to revise subsection L.as follows: XVI.MISCELLANEOUS PROVISIONS. . . . L.Scope of Agreement. This Agreement is only applicable to, and the onlyRobert Half International Inc. divisions and branches obligated under this Agreement is the Accountemps, OfficeTeam, Robert Half Management Resources, Robert Half Technology,The Creative Group,and Enterprise Technology Services divisions of the branch offices located in the State of Washington. Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* AMENDMENT NO. 2 -2of3 (Robert Half International, Inc.) Qbdlfu!Qh/!257 5/K/b 4.Miscellaneous. A.The Consultant accepts all requirements of this Amendment by signing below, andby its signature waivesany protest or claim it may have regarding the Agreement or this Amendment.This Amendment, unless otherwise provided, does not relieve the Consultant from strict compliance with the guarantee and warranty provisions of the original Agreement. B.All acts consistent with the authority of the Agreement, previous Amendments (if any), and this Amendment, prior to the effective date of this Amendment, are hereby ratified and affirmed, and the terms of the Agreement, previous Amendments (if any),and this Amendment shall be deemed to have applied. C.The parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. IN WITNESS, the parties below have executed this Amendment, which will become effective on the last date written below. CONSULTANT/VENDOR:CITY: Robert Half International, Inc.City of Kent By:By: (signature)(signature) Print Name:Megan SlabinskiPrint Name: ItsDistrict DirectorIts (title)(title) DATE:DATE: APPROVED AS TO FORM: Kent Law Department ATTEST: ___________________________ Kent City Clerk Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* AMENDMENT NO. 2 -3of3 (Robert Half International, Inc.) Qbdlfu!Qh/!258 5/K/b Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* Qbdlfu!Qh/!259 5/K/b AMENDMENT NO. 2 NAME OF CONSULTANT: Viri Technology, LLC CONTRACT NAME & PROJECT NUMBER: Temporary Staffing & Recruitment, #CAG2019-496 ORIGINAL AGREEMENT DATE: December 18, 2019 This Amendment is made between the City and the above-referenced Consultant and amends the original Agreement and all prior Amendments. All other provisions of the original Agreement or prior Amendments not inconsistent with this Amendment shall remain in full force and effect. For valuable consideration and by mutual consent of the parties, the Agreement is modified as follows: 1. Introduction. The specific tradenames referred to in the first paragraph of the Agreement are deleted. Instead, introduction is replaced with the following: THIS AGREEMENT is made between the City of Kent, a Viri Technology, LLC, a Washington corporation, located and doing business at 600 Stewart Street Suite 1200 Seattle, WA 98101 (hereinafter the 2. Compensation. Section III of the toreplace it with the following: III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials, for services provided under this Agreement during its Initial Term and each Renewal Term exercised by the City and agreed upon by the Consultant. During the original term of the Agreement from August 14, 2019, through December 31, 2020, the Kent City Council has established an overall budget of $2,499,226.49 $1,250,000.00 for all temporary staffing and placement of IT professionals provided by Consultant, and others retained by the City to provide similar work. Through Amendment No. 1, the temporary IT staffing budget was increased by an additional $1,250,000.00 through December 31, 2021, for an adjusted budget of $3,749,226.49. Through Amendment No. 2, the Kent City Council increased the temporary IT staffing budget by an additional $1,224,500.00 through December 31, 2021, for an adjusted budget of $4,973,726.49, and City staff is not authorized to approve any work beyond that budgeted amount. The City will monitor fees charged in relation to that collective budgeted amount, and if Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* AMENDMENT NO. 2 - 1 of 3 (Viri Technology, LLC) Qbdlfu!Qh/!25: 5/K/b services provided by Consultant and others will cause the City to exceed that budgeted amount, the City will either seek additional approval through a contract amendment authorized by the Mayor or Council as the Kent City Code may require, or terminate Consultant acknowledges and exclusive provider of these services, but is instead one of several Consultants who have been retained to provide temporary staffing and placement services. The City maintains its unqualified right to obtain these services through other sources. This Agreement is for on-call and as-needed services, the need Consultant shall have no obligation to continue performance once tation has been attained. The City shall be responsible for all charges for services in the event the City fails to notify Consultant of termination of the assignment be negotiated at the time an Assigned Individual is assigned to perform services for the City. The temporary worker Consultant assigns to perform work under electronic time record or a time shee approval at the end of each week. Based upon that approved time record or time sheet, the Consultant will submit weekly payment invoices to the City for payment, which will reflect the previously agreed and negotiated billing rate. B. The City shall provide payment to Consultant within forty-five (45) days of its receipt of proper invoice from Consultant. If the City objects to all or any portion of an invoice due to billing or invoicing errors, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute until any such dispute is settled by the parties. In that event, the parties will immediately make every effort to settle the disputed portion. 3. Miscellaneous. A. The Consultant accepts all requirements of this Amendment by signing below, and by its signature waives any protest or claim it may have regarding the Agreement or this Amendment. This Amendment, unless otherwise provided, does not relieve the Consultant from strict compliance with the guarantee and warranty provisions of the original Agreement. B. All acts consistent with the authority of the Agreement, previous Amendments (if any), and this Amendment, prior to the effective date of this Amendment, are hereby ratified and affirmed, and the terms of the Agreement, previous Amendments (if any), and this Amendment shall be deemed to have applied. C. The parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* AMENDMENT NO. 2 - 2 of 3 (Viri Technology, LLC) Qbdlfu!Qh/!261 5/K/b IN WITNESS, the parties below have executed this Amendment, which will become effective on the last date written below. CONSULTANT/VENDOR: CITY: Viri Technology, LLC City of Kent By: Lou Hazim By: (signature) (signature) Print Name: Lou Hazim Print Name: Its SVP Its (title) (title) DATE: 8-10-2021 DATE: APPROVED AS TO FORM: Kent Law Department ATTEST: ___________________________ Kent City Clerk Buubdinfou;!3132`Bnfoenfout!Op!3!up!DTBt!!)392:!;!Bnfoenfout!up!Dpotvmubou!Tfswjdft!Bhsffnfout!gps!JU!Ufnqpsbsz!Tubgg!.!Bvuipsj{f* AMENDMENT NO. 2 - 3 of 3 (Viri Technology, LLC) Qbdlfu!Qh/!262 5/L INFORMATION TECHNOLOGY DEPARTMENT Mike Carrington 220 Fourth Avenue South Kent, WA 98032-5895 253-856-4600 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: Consultant Services Agreement with TEKsystems, Inc. for Temporary IT Staff - Authorize MOTION: I move to authorize the Mayor to sign an agreement with TEKsystems, Inc. to provide temporary IT staff, subject to final contract terms and conditions acceptable to the Information Technology Director and the City Attorney. SUMMARY: TEKsystems, Inc. is a staffing and recruitment agency that specializes in placing information technology professionals in project and contract-to-hire work through this consultant agency. The Information Technology Department maintains an overall budget from which temporary placement agencies are paid to provide temporary employment staff. The current budget authorized for all temporary employment staff is $3,749,226.49. Tonight, the Information Technology Department has also asked Council to increase that authorized contract budget by an additional $1,224,500.00, for an amended overall contract cost of $4,973,726.00. If this contract with TEKsystems, Inc. is authorized by Council, the cost of that contract will be paid from those same budgeted funds. The City will pay the Consultant based on time and materials, for services provided under this agreement during its initial terms and each renewal term exercised by the City. IT will monitor fees charged in relation to this collective budgeted amount. This contract authorizes temporary services with a variety of consultants within this same budgetary amount. Each contract also authorizes extensions for successive one-year terms through the execution of future contract amendments. BUDGET IMPACT: SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Qbdlfu!Qh/!263 5/L Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. 2021_TEKsystems-CSA (PDF) Qbdlfu!Qh/!264 5/L/b Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* Qbdlfu!Qh/!265 5/L/b CONSULTANT SERVICES AGREEMENT between the City of Kent and TEKsystems, Inc. THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and TEKsystems, Inc., a Maryland corporation authorized to conduct business in Washington, and located and doing business at 7437 Race Rd, Hanover, MD 21076 (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: Supplemental staffing and recruiting serviceson a time and material basis,under the technical direction and supervision of City, and talent acquisition and executive search services on an on-call, as-needed basis as determined by the City (“Services”). The specifics of the services provided will be confirmed in a Job Arrangement Letter, in a form substantially similar to that attached and incorporated as Exhibit C, which will confirm details of the assignment of Consultant’s Assigned Individual as further specified herein. The Job Arrangement Letter acknowledges that the assignment is under the terms of a signed agreement between the parties. Consultant represents and warrants that the Services furnished under this Agreement will be performed in a good and workmanlike manner and consistent with generally accepted professional recruiting practices within the Puget Sound region in effect at the time those Services are performed. Consultant further represents and warrants that its representatives assigned to perform Services for City shall be fully qualified, experienced, and technically trained and shall perform the services in a reasonably cost-efficient manner. For any breach of this warranty, Consultant shall not charge the City for the first forty (40) hours worked by Consultant’s Assigned Individual for the unsatisfactory services. Contractor represents and warrants that it has the personnel, expertise and corporate infrastructure available to support the design, delivery, and implementation of each deliverable and meet any milestones and/or deadlines imposed by this Agreement, as well as performing the Services described herein in accordance with the terms and conditions of this Agreement. This provision is intended to provide assurance to the City that Contractor has the talent pool available that is capable of performing as this Agreement requires, and that Contractor will use its best efforts to locate personnel whose skillset—technical, professional, and interpersonal—meet the City’s needs and desires. II. TIME OF COMPLETION. This Agreement will become effective on the date it is fully signed by the parties and will continue through 12/31/2021 (“Initial Term”). The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. The parties may agree to extend this Agreement for successive one (1) year terms, which extensions will be authorized through an Amendment to this Agreement (“Renewal Term”). III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials for Services provided under this Agreement during its Initial Term and each Renewal Term exercised by the City and agreed upon by the Consultant. The Kent City Council has established an overall budget of $4,973,726.49 for all temporary staffing and placement of IT professionals provided by Consultant, and others retained by the City to provide similar work, through the year 2021, Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* and City staff is not authorized to approve any work beyond that budgeted amount. The City CONSULTANT SERVICES AGREEMENT - 1 (Over $20,000) Qbdlfu!Qh/!266 5/L/b will monitor fees charged in relation to that collective budgeted amount, and if Services provided by Consultant and others will cause the City to exceed that budgeted amount, the City will either seek additional approval through a contract amendment authorized by the Mayor or Council as the Kent City Code may require, or terminate Consultant’s services as provided for in this Agreement. Consultant acknowledges and understands that it is not the City’s exclusive provider of these services, but is instead one of several Consultants who have been retained to provide temporary staffing and placement services. The City maintains its unqualified right to obtain these services through other sources. This Agreement is for on-call and as-needed services, the need for which is determined in the City’s sole judgment and discretion. The Consultant’s billing rates will be negotiated at the time an Assigned Individual is assigned and that agreed billing rate will be provided for on the Assigned Individual’s timesheet. If applicable, overtime will be billed at 1.5 times that rate. The temporary worker Consultant assigns to perform work under this Agreement (“Assigned Individual”) will submit either an electronic time record or a time sheet for City’s verification and approval at the end of each week.The signing of a weekly timesheet by an authorized City representative shall constitute acceptance of the hours claimed to have been performed. B. The Consultant shall submit weekly 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 thirty (30) days of receipt of an invoice. If the City objects to all or any portion of an invoice due to billing or invoicing errors, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute until any such dispute is settled by the parties. 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: A. The Consultant has the ability to control and direct the performance and details of its work as a recruiting firm, 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 placement 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 if applicable to Consultant. F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. V. CITY PROPERTY. City and Consultant agree and understand that the work performed Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* hereunder is “Work for Hire.” If for any reason work does not constitute “Work for Hire,” Consultant hereby had been created. assigns all copyrights therein to the City effective as of the date(s) such materials CONSULTANT SERVICES AGREEMENT - 2 Qbdlfu!Qh/!267 (Over $20,000) 5/L/b Consultant agrees to sign and deliver any documentation that may be reasonably required by the Consultant shall at all times protect City’s property from City to effectuate the foregoing assignment. injury or loss arising in connection with this Agreement. If provided access, either locally or via remote access, to City’s network, Consultant shall prevent loss of system files and data on City’s servers due to the negligent, reckless, or willful misconduct of Consultant or its Assigned Individual. Consultant shall treat as confidential all information related to remote access, including instructions, user IDs, and passwords. In no case shall Consultant allow a third party (i.e. not employed by Consultant) to remotely connect to City’s network. VI. SECURITY. Given the nature of the services provided, Consultant must make every reasonable effort to protect City systems and data from improper access. In no case shall any employees. agents, representatives and/or subcontractors of Consultant, including the Assigned Individual, have access to City passwords, accounts, records or data files without prior written approval from the City. For security purposes, Assigned Individuals shall be subject to all lawful background investigations, including without limitation criminal conviction background investigations, as may be reasonably required by the City. At the direction of City, Consultant shall do all things necessary or appropriate to facilitate the background checks including but not limited to obtaining permissions or written waivers from the Assigned Individual, and/or contracting with a third party to perform the background checks per City’s specifications. VII. PROJECT TEAM. A. Assignment of Assigned Individual to Project Team. Consultant understands that the Assigned Individual works as part of the City’s project team, and as such, once assigned, the Assigned Individual is essential to the services offered pursuant to this Agreement. Therefore, the parties agree that: Consultant will not transfer or reassign such Assigned Individual without the express written agreement of City; and should such Assigned Individual no longer be employed during the term of this Agreement by Consultant for whatever reason, City shall have the right to request a specific replacement. In addition, the City reserves the right to request reassignment of any Assigned Individuals if the City, in good faith, believes such individual does not meet performance/qualification standards established by the City. Consultant guarantees the City’s satisfaction with the services provided by the Assigned Individual by extending a one- day (8 hour) guarantee period. If, for any reason, the City is dissatisfied with the services provided by the Assigned Individual, Consultant will not charge for the first 8-hours worked, provided (1) the City contacts Consultant within those first 8 hours to report its dissatisfaction, and (2) the City consents to Consultant replacing the Assigned Individual. B. Right of City To Reject Assigned Individual. City shall have the right to reject any Assigned Individual whose qualifications or performance in the City's good faith and reasonable judgment does not meet the standards established by City as necessary for the performance of the services or does not meet prescribed IT department policy, standards, procedures and guidelines, attached and incorporated as Exhibit A. Such notice shall be provided in writing to the designated location for receipt of notices. Upon receipt of notice, Consultant shall verify receipt of notice and shall meet with City to discuss the problem; and is then responsible for replacing rejected Assigned Individuals, and should do so within ten (10) business days from the date of the meeting unless otherwise agreed upon in writing. VIII. 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. IX. 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. Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* CONSULTANT SERVICES AGREEMENT - 3 Qbdlfu!Qh/!268 (Over $20,000) 5/L/b X. 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 the Services under this Agreement, except for that portion of the injuries and damages caused by the City's negligence, gross negligence, or willful misconduct. 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 duty to defend, indemnify, and hold the City harmless, and Consultant’s liability accruing from that obligation 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 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. Other than when necessary for Consultant to fulfill its indemnification responsibilities with respect to third-parties, under no circumstances shall either party be directly liable to the other for indirect, consequential, or punitive damages whether arising in contract, tort or otherwise. The provisions of this section shall survive the expiration or termination of this Agreement. XI. 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. XII. 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. XIII. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created by the Assigned Individual under this Agreement shall belong to and become the property of the City. 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. XIV. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the performance and details of Consultant’s work as a recruiting firm authorized under this Agreement, the Assigned Individual’s work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. City shall provide the Assigned Individual providing services to City with day-to-day oversight and direction. XV. WORK PERFORMED AT CONSULTANT'S RISK AND JOB LIMITATIONS. The City agrees that it will provide safe on-site working conditions. Consultant shall take all necessary precautions and shall Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* be responsible for the safety of its employees, agents, and subcontractors in the performance of any contract work off-site and shall utilize all protection necessary for that purpose. All off-site work shall be done at CONSULTANT SERVICES AGREEMENT - 4 Qbdlfu!Qh/!269 (Over $20,000) 5/L/b 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. The City agrees that it will not permit or require Consultant’s Assigned Individual: (i) to perform services outside of the scope of his or her assignment; (ii) to sign contracts or statements; (iii) to make any final decisions regarding system design, software development or the acquisition of hardware or software; (iv) to make any management decisions; (v) to sign, endorse, wire, transport or otherwise convey cash, securities, checks or any negotiable instruments or valuables; (vi) to use computers, or other electronic devices, software or network equipment owned or licensed by the Assigned Individual; or (vii) to operate machinery (other than office machines) or automotive equipment. XVI. 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 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 X 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 applicable 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 Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* accruing out of the performance of those operations. CONSULTANT SERVICES AGREEMENT - 5 Qbdlfu!Qh/!26: (Over $20,000) 5/L/b 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. 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. L. Background Checks. If City requires Consultant to perform background checks or other placement screenings of Consultant’s Assigned Individuals, City agrees to notify Consultant prior to the start of services under this Agreement. Consultant will conduct such checks or screenings only if they are described in a signed, written amendment to this Agreement. If City requests a summary copy of the results of any checks conducted on Consultant’s Assigned Individuals, City agrees to keep such summary results strictly confidential and to use such results in accordance with applicable laws and solely for employment purposes. M. Confidentiality to the Extent Allowed by Law. City agrees to hold in confidence the identity of any Assigned Individual and the Assigned Individual’s resume, social security number, and other legally protected personal information, and the City agrees to implement and maintain reasonable security procedures and practices to protect such information from unauthorized access, use, modification or disclosure, unless disclosure is required by law. N. Conversion of Assigned Individual to City Employee. . City may not directly or indirectly, for itself, or on behalf of any other person, firm, corporation or other entity, whether as principal, agent, employee, stockholder, partner, member, officer, director, sole proprietor, or otherwise, solicit, participate in or promote the solicitation of any Assigned Individual to leave the employ of Consultant, or hire or engage any Assigned Individual who has not completed a minimum of six (6) months of continuous assignment to the City under this Agreement. However, if any Assigned Individual has been assigned to the City for at least six (6) months, then City may employ or otherwise professionally engage that Assigned Individual without any financial compensation or liquidated damages owed to Consultant. / / / / / / / / / / / / / / Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* CONSULTANT SERVICES AGREEMENT - 6 Qbdlfu!Qh/!271 (Over $20,000) 5/L/b O.Remote Work. The City may authorize an Assigned Individual to work remotely off-site, away from a City location. City is aware that the remote work location is not a Consultant location and is not a site managed by Consultant. In such event, City shall provide the Assigned Individual with hardware (if applicable), software, and network connectivity (such as a secure Virtual Private Network) to perform the Services remotely and shall be responsible for ensuring any City-provided hardware, software, and network meet City security obligations and measures. At no time will Consultant or its Assigned Individual be storing City’s data on Consultant’s equipment. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. CONSULTANT: CITY: TEKsystems, Inc. City of Kent By: By: (signature) (signature) Print Name: Print Name: Dana Ralph Its Its Mayor (title) DATE: DATE: ATTEST: Kent City Clerk APPROVED AS TO FORM: Kent Law Department NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: TEKSYSTEMS, INC.: CITY OF KENT: 7437 Race Rd, ITA@kentwa.gov Hanover, MD 21076 City of Kent 220 Fourth Avenue South (___) ______________ (telephone) Kent, WA 98032 (___) ______________ (facsimile) (253)856-4600 (telephone) (253)856-4700 (facsimile) CONSULTANT SERVICES AGREEMENT - 7 Qbdlfu!Qh/!272 (Over $20,000) 5/L/b 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 Qbdlfu!Qh/!273 5/L/b 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 assigned by Consultant to perform services to City under the Agreement 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. Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* EEO COMPLIANCE DOCUMENTS - 2 (Over $20,000) Qbdlfu!Qh/!274 5/L/b 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 Section IX of the Agreement and 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: ________________________________________ Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* EEO COMPLIANCE DOCUMENTS - 3 (Over $20,000) Qbdlfu!Qh/!275 5/L/b Exhibit A Number: ITP 3-01 Effective Date: Subject: Supersedes: Previous IT Information Technology Personnel Policies Personnel Policy Approved: 1. Purpose This document describes personnel policies that are specific to IT staff members. City of Kent HR personnel policies are predominant on details that are not addressed on this policy. 2. Scope This policy applies to all IT staff members for whom there are specific department rules not specified in the City of Kent HR Personnel Policy manual. 2.1. Collective Bargaining Agreements Employees covered by collective bargaining agreements or Civil Service Rules will be subject to the specific terms of those agreements and rules. In the event a collective bargaining agreement or the Civil Service Rules do not contain language regarding personnel policies as specified in this document, then those employees will be governed by this policy. 2.2. Authority This policy is written by the Information Technology (IT) Department, under the authority of the IT Director and in compliance with the City’s employment policies, and it supersedes all previous versions of the IT Personnel Policy. The City of Kent Employee policies shall govern all questions concerning the construction, validity and interpretation of this policy. Any exceptions to this policy must be approved in advance by the City IT Director. 2.3. References City of Kent Personnel Policies New IT Employee Cheat Sheet 3. Policy 3.1. Daily Operations 3.1.1. Core Hours Unless covered by collective bargaining agreements, vendor contracts, or otherwise authorized by the IT Director, manager and/or supervisor and documented within a Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* INFORMATION TECHNOLOGY PERSONNEL POLICY- 1 Exhibit A Qbdlfu!Qh/!276 5/L/b personnel file, all IT department personnel must adhere to core working hours, which are 8:00 AM to 5:00 PM Monday through Friday. If an employee anticipates being more than 15 minutes late for work or absent due to sickness they must notify their manager or supervisor using a previously agreed upon method (text message, call, email). 3.1.2. Flexible Working Hours IT Department employees may request alternative work schedules pursuant to the City’s Personnel Policy 2.16, Alternative Work Schedule. Eligibility is determined by the employee’s direct supervisor, IT management, or Human Resources Director based on the department’s needs and its ability to accommodate the alternative schedule. 3.1.3. Telecommuting A temporary telecommuting schedule accommodation can be put into place with the approval of the IT Director, manager and/or supervisor. Additional time reporting requirements may be instituted to ensure proper accountability. 3.1.4. Overtime Any request for overtime hours/work needs to first be approved by an employee's manager or supervisor. Approval must be sought by the employee and provided by the supervisor or manager in writing (email, captured text message, etc.) prior to the overtime work being performed. Managers, supervisors and employees are expected to keep copies of the "in-writing" approvals of overtime for audit, timekeeping, time-entry, and historical purposes. 3.1.5. Vacation Requests Requests for vacation time need to be approved in advance by an employee's manager or supervisor. Approval must be sought by the employee and provided by the supervisor or manager in the JDE system prior to the vacation being taken. Managers and supervisors are responsible for maintaining adequate levels of service and therefore reserve the right to decline vacation requests if needed. 3.1.6. Holiday Observance Unless otherwise authorized by the IT Manager and/or Director, in the event of an emergency, all departmental staff and contractors are required to observe all City established holidays and closed office notices. 3.2. Supplies and Assets Employees shall be provided with the tools required to perform their job duties as specified on their job description, as well as additional tools at the discretion of the IT Director, manager, or supervisor. Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* INFORMATION TECHNOLOGY PERSONNEL POLICY- 2 Exhibit A Qbdlfu!Qh/!277 5/L/b 4. Standards 4.1. Performance The IT Department focuses on delivering services to the City. To provide a reliable, high- quality level of service, IT employees may occasionally be assigned with activities beyond those explicitly stated in job descriptions, contracts, or statements of work. Such activities are defined and delegated at the discretion and interpretation of the IT Director, manager, or supervisor. 4.2. Calendar Usage All IT employees must grant read-only access to their Outlook calendars to all IT divisions. This allows other users to optimally plan out their meetings, improves communication and efficiency, and saves time by eliminating the time spent going back-and-forth with them trying to pick the perfect date and time. Any appointments that contain sensitive or personal information can be marked as “private” by the user. 5. Revision History Date Revision Supersedes Summary of Changes # 11/29/2018 1.0 - Initial creation 1/28/2019 1.1 1.0 Added Collective Bargaining Agreements paragraph 5/16/2019 1.2 1.1 Approved by IT Management Team 6. Inquiries Direct inquiries about this policy to: Information Technology Department City of Kent 220 Fourth Ave S Kent, WA 98032 Voice: 253-856-4601 E-mail: ServiceDesk@kentwa.gov http://servicedesk/ Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* INFORMATION TECHNOLOGY PERSONNEL POLICY- 3 Exhibit A Qbdlfu!Qh/!278 5/L/b 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. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01. The City shall be included 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. 2. 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 occurrence. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. 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 agrees to provide at least 30 days’ notice to the City in the event Consultant’s insurance coverage is being cancelled or substantially modified (e.g. a new carrier). Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* INSURANCE REQUIREMENTS - 1 Exhibit B Qbdlfu!Qh/!279 5/L/b 3. The City of Kent shall be included 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. Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* INSURANCE REQUIREMENTS - 2 Exhibit B Qbdlfu!Qh/!27: 5/L/b EXHIBIT C Date CONTACT NAME Job Order Number: Job Order # COMPANY NAME STREET ADDRESS 1 STREET ADDRESS 2 OR CITY, ST ZIP CITY, ST ZIP OR SPACE IF NOT REQUIRED Dear Contact First Name, Thank you for selecting TEKsystems \[OR OTHER APPLICABLE DIVISION\] to meet your staffing needs. Candidate Name is scheduled to start with Company Name as a Functional Role on _______________. As agreed, we will invoice your firm at the rate of $______ per hour. If applicable, overtime will be billed at 1.50 times such rate. Federal law defines overtime as hours in excess of 40 hours per week, state laws may vary. Applicable sales and service taxes shall be added to all invoices. Our professional will submit either a time sheet or an electronic time record for verification and approval at the end of each week. Your approval thereby will indicate your acceptance of the terms herein. Our accounting and operational procedures require you receive this document. This standard document will be sent with each Job Order you place with TEKsystems. We acknowledge that TEKsystems and Company Name have a signed agreement. The terms of the signed agreement, along with the terms of this letter, shall govern the services provided by such employee or consultant at Company Name. Please do not hesitate to contact us if you have any questions or we can be of additional service. We look forward to working with you. Sincerely, TEKsystems Street Address 1 Street Address 2 or City, St Zip City, ST Zip or Space if not Required (800) 111-2222 Buubdinfou;!3132`UFLtztufnt.DTB!!)3929!;!Dpotvmubou!Tfswjdft!Bhsffnfou!xjui!UFLtztufnt-!Jod/!gps!Ufnqpsbsz!JU!Tubgg!.!Bvuipsj{f* INSURANCE REQUIREMENTS - 3 Exhibit B Qbdlfu!Qh/!281 5/M INFORMATION TECHNOLOGY DEPARTMENT Mike Carrington 220 Fourth Avenue South Kent, WA 98032-5895 253-856-4600 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: First Amendment to Master License and Services Agreement for Amanda Platform Authorize MOTION: I move to authorize the Mayor to sign a First Amendment to the Master License and Services Agreement to authorize the assignment and assumption of the original agreement by Granicus, LLC, the successor to CSDC, Inc. and Calytera US, Inc, subject to final terms and conditions acceptable to the IT Director and City Attorney. SUMMARY: compliance system (KIVA), which has reached end of life, with a more modern, user-friendly platform. Focus has been placed on streamlining ECD/Economic and Community Development permitting processes while enhancing the customer experience through reductions in lead time, review and overall permit lifecycle processing. The new technology platform/system underpinning this work-known as Amanda-is being implemented with Granicus, LLC, the current software vendor and its implementation subcontractor, Vision 33. In October 2019, CSDC Systems Inc. rebranded/changed its corporate name from CSDC, Inc. to Calytera US, Inc., and then the later acquisition of Calytera US, Inc. was executed by Granicus, LLC, which perpetuates the need to formally assign the existing contract to Granicus, LLC. BUDGET IMPACT: None. SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Qbdlfu!Qh/!282 5/M Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. Inclusive Community - Embracing our diversity and advancing equity through genuine community engagement. ATTACHMENTS: 1. 2021_CSDC-Calytera-Granicus-Vendor Name Change (PDF) Qbdlfu!Qh/!283 5/M/b Buubdinfou;!3132`DTED.Dbmzufsb.Hsbojdvt.Wfoeps!Obnf!Dibohf!!)3936!;!Gjstu!Bnfoenfou!up!Nbtufs!Mjdfotf!boe!Tfswjdft!Bhsffnfou!gps Qbdlfu!Qh/!284 5/M/b Granicus 408 St Peter St, Suite 600 Saint Paul, MN 55102 First Amendment to Master License and ServicesAgreement This First Amendment amends theMaster License and Services Agreement originally entered into between the City of Kent and CSDC, Inc. and is effective on the date this document is signed and entered into by and between GranicusLLC, a Minnesota Limited Liability Company d/b/a Granicus(hereinafter referred to as "Granicus"or as “CSDC”as that term is used in the Master License and Services Agreement), and the City of Kent, a Washington municipal corporation \[CLIENT\](hereinafter referred to as "Client"or “Purchaser” as that term is used in the Master License and Services Agreement), with reference to the following: WHEREAS, the Client and CSDC, Inc. entered into a Master License and Services Agreement effective May13, 2019(the "Agreement"); and WHEREAS, in October of 2019, CSDC, Inc. changed its name to Calytera US, Inc.(“Calytera”), and on October 29, 2020,Calyterawas acquired by Granicus; and WHEREAS,the Agreement provides that either party may assign the Agreement to athird-party upon the prior written consent of the other party, unless the assignment is to an affiliate or a successor as part of a corporate reorganization or a sale of some or all ofa party’s business,for which only advance written notice need be given to the other party concerning that assignment or change in control; and WHEREAS, Granicus desires to accept and assume all of the rights, duties, benefits, and obligations of CSDC and Calytera under the Agreement; and WHEREAS, the Client desires to consent to such assumptionunder the terms of this First Amendment;and WHEREAS, in addition to Client's existing solution, Client wishes to add certain products and services as detailed inthe parties’ Change Order No. 18 to the Statement of Work for Phase 2 –Full Implementation, which is executed contemporaneously with this First Amendment.; NOW, THEREFORE, in consideration of the premises, the parties intend that the Agreementbe amended as follows: 1.Granicus accepts and assumes all rights, duties, benefits, and obligations of the Agreement, including all existing and future obligations to perform under the Agreementand all legal and financial responsibility for the prior performance of CSDC and Calytera. 2.All references to CSDCinthe Agreement, shall hereinafter be referred to as Granicus. 3.The Client hereby consents to the foregoing assignment to and assumptionby Granicus. 4.The parties agree that the Agreement is amended to add a new Section 25.10, entitled “Insurance” as follows: Section 25.10. Insurance.Granicusshall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit Eattached and incorporated by this reference. Qbdlfu!Qh/!285 Page 1of 2 5/M/b Order Form Sampleville, CA 5.As provided for by the Agreement, all compensation and work authorized through a Change Order to any previously issued Statement of Work shall be governed by the terms of the Agreement, including Change Order No. 18, which amends the previously authorized Statement of Work for Phase 2 –Full Implementation. 6.Except as amended by this First Amendment, all other terms and conditions of the Agreement shall remain in full force and effect. 7.In the event of any inconsistency between the provisions of this First Amendmentand the documents comprising the Agreement, the provisions of this First Amendmentshall prevail. IN WITNESS WHEREOF, the parties have caused this First Amendmentto be executed by their duly authorized representatives. Agreement and Acceptance By signing this document, the undersigned certifies they have authority to enter the agreement. The undersigned also understands the services and terms. Granicus \[CLIENT\] Signature:Signature: Name:Name: Title:Title: Date:Date: Order #: Q-151375 CONFIDENTIAL Prepared: 7/28/2021 10:57:54 AM Qbdlfu!Qh/!286 Page 2 of 2 5/M/b EXHIBIT E INSURANCE REQUIREMENTS FOR TECHNOLOGY CONSULTANT SERVICES AGREEMENTS Insurance The Consultantshall 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 Consultantshall obtain insurance of the types described below: 1.Commercial General Liabilityinsurance 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 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 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. 2.Technology Errors & Omissions (E&O) 3.Network Security (Cyber) and Privacy Insurance shall include, but not be limited to, coverage, including defense, for the following losses or services: Liability arising from theft, dissemination, and/or use of Public Entity confidential and personally identifiable information, including but not limited to, any information about an individual maintained by the Public Entity, including (i) any information that can be used to distinguish or trace an individual‘s identity, such as name, social security number, date and place of birth, mother’s maiden name, or biometric records; and (ii) any other information that is linked or linkable to an individual, such as medical, educational, financial, and employment information regardless of how or where the information is stored or transmitted. Network security liability arising from (i) the unauthorized access to, use of, or tampering with computer systems, including hacker attacks; or (ii) the inability of an authorized third party to gain access to supplier systems and/or Public Entity data, including denial of service, unless caused by a mechanical or electrical failure; (iii) introduction of any unauthorized software computer code or virus causing damage to the Public Entity or any other third party data. Lawfully insurable fines and penalties resulting or alleging from a data breach. Event management services and first-party loss expenses for a data breach response including crisis management services, credit monitoring for individuals, public relations, legal service advice, notification of affected parties, independent information security forensics firm, and costs to re-secure, re-create and restore data or systems. Buubdinfou;!3132`DTED.Dbmzufsb.Hsbojdvt.Wfoeps!Obnf!Dibohf!!)3936!;!Gjstu!Bnfoenfou!up!Nbtufs!Mjdfotf!boe!Tfswjdft!Bhsffnfou!gps Qbdlfu!Qh/!287 5/M/b 4.Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B.Minimum Amounts of Insurance Consultantshall maintain the following insurance limits: 1.Commercial General Liabilityinsurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate. Coverage may be in the form of an underlying GL policy combined with an Umbrella/Excess policy in order to meet the limits required. 2.Technology Errors & Omissions (E&O)shall be written with limits no less than $1,000,000 per claim and $1,000,000 policyaggregate limit. 3.Network Security (Cyber) and Privacy Insuranceshall be written with limits no less than $2,000.000 per claim $2,000,000 policy aggregate for network security and privacy coverage, $100,000 per claim for regulatory action (fines and penalties), and $100,000 per claim for event management services. 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 notbe 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 Consultantshall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, Buubdinfou;!3132`DTED.Dbmzufsb.Hsbojdvt.Wfoeps!Obnf!Dibohf!!)3936!;!Gjstu!Bnfoenfou!up!Nbtufs!Mjdfotf!boe!Tfswjdft!Bhsffnfou!gps Qbdlfu!Qh/!288 5/M/b evidencing the insurance requirements of the Consultantbefore commencementof the work. F.Subcontractors Consultantshall 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. Buubdinfou;!3132`DTED.Dbmzufsb.Hsbojdvt.Wfoeps!Obnf!Dibohf!!)3936!;!Gjstu!Bnfoenfou!up!Nbtufs!Mjdfotf!boe!Tfswjdft!Bhsffnfou!gps Qbdlfu!Qh/!289 5/M/b Buubdinfou;!3132`DTED.Dbmzufsb.Hsbojdvt.Wfoeps!Obnf!Dibohf!!)3936!;!Gjstu!Bnfoenfou!up!Nbtufs!Mjdfotf!boe!Tfswjdft!Bhsffnfou!gps Qbdlfu!Qh/!28: Qbdlfu!Qh/!291 Support Post Data Migration Start Date TBD Feb Live - Support Post Go Migration of KIVA data in Amanda PROD Jan Conversion Testing & Issue Resolution Go Live Prep Testing (UAT) '21 Live - Dec Finish Data Conversion Mapping and Development TBD Fri 10/8/21 Go - 10/4/21 *In Progress KIVA Records* {ƷğĬźƌźǩğƷźƚƓ tƩƚƆĻĭƷ Λ{ƷğƩƷ ƷźƒĻ ε ƭĭŷĻķǒƌĻ .5Μ Build Mon Fri 9/17/21 Fri 10/1/21 '21 Fri 10/1/21 Fri 8/6/21 Nov Mon 8/16/21 Mon 9/27/21 Production Support Mon 9/20/21 Mon 7/14/21 Live Fri 8/13/21 - Live Prep - Support GoPost Go End User Training Mon 8/9/21 User Acceptance Testing Training End User Go Live Prep OPTION 1: AMANDA Implementation for New Applications Only Testing (UAT) Train the Trainer Sessions Live - Go 10/4/21 Training Complete New Configuration & Interface development *New Applications Only* Build 5/N INFORMATION TECHNOLOGY DEPARTMENT Mike Carrington 220 Fourth Avenue South Kent, WA 98032-5895 253-856-4600 DATE: August 24, 2021 TO: Kent City Council - Committee of the Whole SUBJECT: Amanda (KIVA Replacement) Permitting System Deployment Project Amend Budget and Approve Contract Amendment - Authorize MOTION: I move to authorize establishing a new budget for the Amanda (KIVA Replacement) project at $2,226,483; authorize the Mayor to sign all contract amendments, change orders, and other documents necessary to advance the Amanda project that cumulatively do not exceed the project budget, subject to final terms and conditions acceptable to City Administration and the City Attorney; provide that future change orders beyond the project budget, but within the overall City budget, be authorized according to their amended contract values and in accordance with the Kent City Code; authorize the Mayor to approve subscription or other renewals authorized through previously approved project contracts, and ratify past actions consistent with this motion, subject to final terms and conditions acceptable to the IT Director and City Attorney. SUMMARY: compliance system (KIVA), which has reached end of life, with a more modern, user-friendly platform. Focus has been placed on streamlining ECD/Economic and Community Development permitting processes while enhancing the customer experience through reductions in lead time, review and overall permit lifecycle processing. The new technology platform/system underpinning this work-known as Amanda-is being implemented with Granicus, LLC, the software vendor and its implementation subcontractor, Vision 33. As the situation over the last sixteen or more months would have it, the project has been significantly impacted by COVID-19 and exceptionally high staff turn-over within the ranks of Vision 33 especially. Couple that with data conversion challenges attributed to the complexity of more than 20 years of historical data stored in the current platform KIVA, and the result is we have the need to revise the project implementation strategy as well as the resulting workplan and budget. On April 16, 2019, Council authorized the original project and at that time it was expected not to exceed a budget of $1,679,120. Thus far, 17 change orders have Qbdlfu!Qh/!292 5/N been issued concerning the work Granicus and V33 is performing, at an overall net ty to approve. Staff requests Council authorize Change Order No. 18, at a cost of $345,675, for required data conversion analysis, configuration and scripting work. In addition, our request also includes $201,688 for contingency to support potential cost overruns during the remainder of the implementation effort. -live targeted for late- Q3 2021 based on timeline contingency requirements made by Granicus and Vision 33. BUDGET IMPACT: The new budget for the Amanda project is being reestablished at $2,226,483. Components of that budget include a change order to Granicus, LLC in the amount of $345,675 along with an overall contingency request of $201,688. The total cost increase of the project equates to $547,363. account. SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. Inclusive Community - Embracing our diversity and advancing equity through genuine community engagement. ATTACHMENTS: 1. 2021_Granicus-Change Order (PDF) Qbdlfu!Qh/!293 5/N/b Buubdinfou;!3132`Hsbojdvt.Dibohf!Psefs!!)3937!;!Bnboeb!)LJWB!Sfqmbdfnfou*!Qfsnjuujoh!Tztufn!Efqmpznfou!Qspkfdu!—!Bnfoe!Cvehfu!boe Qbdlfu!Qh/!294 5/N/b CALYTERA PROJECT CHANGE REQUEST ClientCity of Kent Project Name City of Kent –Permitting System - Phase 2 Change requested by: City of Kent Project Manager: Derek McConnery – Calytera Project Manager Change Request # CO-18 (Phase 2) th Urgency: High Date July 27, 2021 Dibohf!Sfrvftu!Jefoujgjdbujpo ChangeTitleProject Schedule Changes & New Scope Dibohf!Sfrvftu!Efubjmt DescriptionThere arethreecategories addressed in this change request: 1.Data Conversion Schedule Extension 2.Project Scope Changes 3.Change in Delivery Approach as Outlined in the SOW 1. Data Conversion Schedule Extension Based on progress to-date and effort remaining on data conversion analysis, the City of Kent Project Schedule has been updated and currently indicates significant extensions to the timelines established in the SOW for data conversion, specifically: th Based on the schedule as of May 26, 2021, the following table articulates the additional effort spent and planned based on the extended timeline for data conversion analysis & mapping. Through this change order we are requesting additional cost be added to account for the additional time spent support this activity. Timeline Established in the SOW 10 days Current Duration107 days Delta 97 days Remove “Non-working time” -32 days True Delta 65 days 2. Project Scope Changes Summary During Data Conversion and Mapping Analysis it was determined that new folders and configuration updates to existing folders are required to support additional business requirements not identified during the Blueprint Stage of the project. This includes automated attachment validation. There are two categories of project scope changes for Amanda configuration… Buubdinfou;!3132`Hsbojdvt.Dibohf!Psefs!!)3937!;!Bnboeb!)LJWB!Sfqmbdfnfou*!Qfsnjuujoh!Tztufn!Efqmpznfou!Qspkfdu!—!Bnfoe!Cvehfu!boe Qbdlfu!Qh/!295 Page 1 of 6 5/N/b CALYTERA PROJECT CHANGE REQUEST CR18#1 Historic, CNST, & OTC folders CR18#2 Automated Attachment Validation These changes also impact the effort identified in the contract for data conversion based on the following reference in the contract. Through this change order we are requesting additional cost be added to account for the additional time spent support execution of data conversion. 3. Change in Delivery Approach as Outlined in the SOW Through discussing the potential schedule impacts based on the new scope and extended time for data conversion, this change order formalizes the collective project goal (City of Kent, Calytera, Vision33) to work towards a “Q3 go-live”. In order to accomplish this goal, all parties agree to pause specific project activities (including the majority of data conversion execution) and going live with a product that allows the City of Kent to use the Amanda application, and supporting components, for new applications only. The remaining in scope work will be handled after the go-live, as a stabilization activity, based on the agreed to timelines as established by all parties. The prioritization of work for the Q3 go-live is as follows. CoK/V33 Pause on Data conversion with the following exceptions: CoK/V33 complete Data Mapping Specification for Historic & CNST Build V33 will pause/hold Historic & CNST configuration until Amanda Stabilization (including in this change) Complete new configuration for functioning systems o Change Order#17: Custom Webservices o Automated Attachment Validation (including in this CR) Complete Interface Development o CoK/SI/V33: Orbi Pay o CoK/SI/V33: iNovah (Amanda Payments) o V33: Bluebeam All previously completed configuration elements are expected to be tested during UAT and promoted to production. Train the Trainer User Acceptance Testing Go Live Prep End User Training (City of Kent lead) Post Go Live/Production Support Buubdinfou;!3132`Hsbojdvt.Dibohf!Psefs!!)3937!;!Bnboeb!)LJWB!Sfqmbdfnfou*!Qfsnjuujoh!Tztufn!Efqmpznfou!Qspkfdu!—!Bnfoe!Cvehfu!boe Qbdlfu!Qh/!296 Page 2 of 6 5/N/b CALYTERA PROJECT CHANGE REQUEST Assumptions 1.Estimated hours for Historic, CNST & OTC analysis and configuration have been calculated based on details provided to Vision33 in May 26th meeting where the business requirements were discussed. Should additional configuration changes be identified during analysis of these folders with the client that require additional or more complex configuration, additional effort and therefore budget may be required. 2.Additional days of schedule extension for data conversion assumes ~2.5 resources are required to support the work, in addition to project management. 3.City of Kent, Calytera and Vision33 agree that Data Conversion Analysis is 95% complete, with the remaining 5% to be completed after go-live during the stabilization period. The remaining 5% to be completed includes: o Mapping of historic OTC data in KIVA o Mapping of KS Long Text Data o Mapping document analysis gaps o Mapping of structures & establishment data stored in KIVA 4.Data Conversion Execution will be postponed until completion of data conversion mapping analysis in the stabilization period. 5.City of Kent, Calytera and Vision33 agree that the analysis and Specification Document for Historic & CNST folders is complete. Configuration will be postponed until the stabilization period. 6.City of Kent, Calytera and Vision33 agree that the analysis and Specification Document for OTC is 25% complete. Completion of the analysis, specification document and configuration will be postponed until the stabilization period. 7.All other project milestones will remain unchanged. 8.City of Kent, Calytera and Vision33 will plan the data conversion analysis completion and execution schedule in line with the effort estimates identified in this change order, to the best of all parties’ abilities. 9.Scope for Automated Attachment Validation is as previously stated in change order #19 – this has been included as an appendix to this change order for reference to the scope and effort identified in that document. Change order #19 as previously submitted will be withdrawn. Justification This change request articulates differences between the SOW and the requested scope/timeline requested City of Kent. PriorityHigh Fwbmvbujpo! Cost The cost increase introduced by this change order is $345,675.00 Here is a breakdown of the cost for the various items referenced in this change order. Cost Summary Item Hours Rate Cost Buubdinfou;!3132`Hsbojdvt.Dibohf!Psefs!!)3937!;!Bnboeb!)LJWB!Sfqmbdfnfou*!Qfsnjuujoh!Tztufn!Efqmpznfou!Qspkfdu!—!Bnfoe!Cvehfu!boe Qbdlfu!Qh/!297 Page 3 of 6 5/N/b CALYTERA PROJECT CHANGE REQUEST Conversion Analysis* (Milestone 7) 1,431 $165 $236,115.00 Project Scope Changes Item Hours Rate Cost 281 $165 $46,365.00 Historic, CNST, & OTC folders Automated Attachment Validation 48 $165 $7,920.00 Conversion Execution (Milestone 13) 335 $165 $55,275.00 Total $345,675.00 Here is the proposed payment structure introduced with this change order. Milestone Cost Updates Cost Milestone 7 Data Conversion Mapping Worksheet – Current Value $30,000.00 + Additional Cost $236,115.00 **Milestone 7 Data Conversion Mapping Worksheet New Value**$266,115.00 Milestone 13 Data Conversion Scripts Executed and QA – Current $60,000.00 Value + Additional Cost $55,275.00 **Milestone 13 Data Conversion Mapping Worksheet New Value** $115,275.00 $46,365.00 CR18#1 - Historic, CNST, & OTC folders CR18#2 - Automated Attachment Validation $7,920.00 Like other change requests, CR18#1 & CR#18#2 will be billed upon completion of successful UAT of the work described. The following updated milestones will be created to recognize work completed to date against milestones that have been paused – this is calculated at approximately 95% completion of the Milestone 7 Data Conversion Mapping Worksheet. new value of Milestone Changes $252,809.25 Milestone 7A Data Conversion Mapping Worksheet - Pre-pause $13,305.75 Milestone 7B Data Conversion Mapping Worksheet -Post-pause Calytera will request sign-off on Milestone 7A Data Conversion Mapping Worksheet - Pre- Pause upon execution of this change order. Schedule This change order supports the new project approach with an October Go-live for new Applications only in Amanda established on July 21, 2021. City of Kent, Calytera and Vision33 will partner on the goal of going live with Amanda for new applications on 10/04/21. Buubdinfou;!3132`Hsbojdvt.Dibohf!Psefs!!)3937!;!Bnboeb!)LJWB!Sfqmbdfnfou*!Qfsnjuujoh!Tztufn!Efqmpznfou!Qspkfdu!—!Bnfoe!Cvehfu!boe Qbdlfu!Qh/!298 Page 4 of 6 5/N/b CALYTERA PROJECT CHANGE REQUEST Removal of data conversion as a pre go-live activity presents an operational risk to the City of Risk Kent. Calytera & Vision33 will partner on providing guidance to Kent staff on how to manage this risk. Alternatives and As work is already in progress towards the scope and goals articulated in this document, recommendation Calytera recommends moving forward with this change order. Jnqmfnfoubujpo!Pqujpot N/A Efdjtjpo Approved Denied Place on Hold Sbujpobmf;)jg!efojfe!ps!po!ipme* Dm; (by signing this form, the client authorizes Calytera to engage Vision33 to implement the changes identified in this Change Order): Tfdujpo!2;!Up!cf!dpnqmfufe!cz!uif!Dmjfou!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!! Obnf!)Qsjou*; Ujumf; Tjhobuvsf; Ebuf; Buubdinfou;!3132`Hsbojdvt.Dibohf!Psefs!!)3937!;!Bnboeb!)LJWB!Sfqmbdfnfou*!Qfsnjuujoh!Tztufn!Efqmpznfou!Qspkfdu!—!Bnfoe!Cvehfu!boe Qbdlfu!Qh/!299 Page 5 of 6 5/N/b CALYTERA PROJECT CHANGE REQUEST Appendix A: Automated Attachment Validation CO-19_Automated Attachment Validation Qbdlfu!Qh/!29: Page 6 of 6 5/N/b Buubdinfou;!3132`Hsbojdvt.Dibohf!Psefs!!)3937!;!Bnboeb!)LJWB!Sfqmbdfnfou*!Qfsnjuujoh!Tztufn!Efqmpznfou!Qspkfdu!—!Bnfoe!Cvehfu!boe Qbdlfu!Qh/!2:1 Qbdlfu!Qh/!2:2 Support Post Data Migration Start Date TBD Feb Live - Support Post Go Migration of KIVA data in Amanda PROD Jan Conversion Testing & Issue Resolution Go Live Prep Testing (UAT) '21 Live - Dec Finish Data Conversion Mapping and Development TBD Fri 10/8/21 Go - 10/4/21 *In Progress KIVA Records* {ƷğĬźƌźǩğƷźƚƓ tƩƚƆĻĭƷ Λ{ƷğƩƷ ƷźƒĻ ε ƭĭŷĻķǒƌĻ .5Μ Build Mon Fri 9/17/21 Fri 10/1/21 '21 Fri 10/1/21 Fri 8/6/21 Nov Mon 8/16/21 Mon 9/27/21 Production Support Mon 9/20/21 Mon 7/14/21 Live Fri 8/13/21 - Live Prep - Support GoPost Go End User Training Mon 8/9/21 User Acceptance Testing Training End User Go Live Prep OPTION 1: AMANDA Implementation for New Applications Only Testing (UAT) Train the Trainer Sessions Live - Go 10/4/21 Training Complete New Configuration & Interface development *New Applications Only* Build