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City Council Committees - Committee of the Whole - 02/06/2024
KENT CITY COUNCIL • COMMITTEE OF THE WHOLE KENT Tuesday, February 6, 2024 W A S H IN G T O N 4:00 PM Chambers A live broadcast is available on Kent TV21, www.facebook.com/CitvofKent, and www.youtube.com/user/KentTV21 To listen to this meeting, dial 1-888-475-4499 or1-877-853-5257 Enter Meeting ID: 847 9840 7522 Passcode: 010128 Join the meeting Mayor Dana Ralph Council President Bill Boyce Councilmember John Boyd Councilmember Marli Larimer Councilmember Brenda Fincher Councilmember Zandria Michaud Councilmember Satwinder Kaur Councilmember Toni Troutner ************************************************************** Item Description Action Speaker Time 1. CALL TO ORDER 2. ROLL CALL 3. AGENDA APPROVAL Changes from Council, Administration, or Staff. 4. DEPARTMENT PRESENTATIONS Operations—Council President Boyce, Subject Matter Chair A. Approval of Minutes YES Committee of the Whole - Committee of the Whole - Regular Meeting - Jan 16, 2024 4:00 PM B. Payment of Bills - Approve YES Paula Painter 01 MIN. Committee of the Whole Committee of the Whole - February 6, 2024 Regular Meeting C. INFO ONLY: 2023-2024 NO Ellaine Wi 10 MIN. Insurance Renewals Economic and Community Development-Councilmember Troutner, Subject Matter Chair D. Lodging Tax Grant Awards for YES Michelle Wilmont 20 MIN. Fall 2023 Application Cycle - Authorize Parks-Councilmember Michaud, Subject Matter Chair E. Resolution Allocating Funds to YES Merina Hanson 10 MIN. Finance Affordable Housing Claire Goodwin Projects in South King County Communities - Adopt F. 2024 Community Development YES Brittney Gaines 10 MIN. Block Grant Annual Action Plan - Approve G. Agreement with Site Workshops YES Terry Jungman 05 MIN. for Uplands Playfield and Spray Park Planning and Design - Authorize H. Purchase of Playground YES Bryan Higgins 05 MIN. Equipment and Safety Surfacing for Lake Meridian Park - Authorize I. King County Conservation YES Bryan Higgins 05 MIN. Futures Amendment - Authorize J. King County Conservation YES Bryan Higgins 05 MIN. Futures Grant - Ruth Property - Authorize K. King County Parks Levy - YES Kerry O'Connor 05 MIN. Springwood Park - Authorize L. King County Parks Levy - East YES Kerry O'Connor 05 MIN. Hill North Community Park - Authorize Public Safety-Council member Kaur, Subject Matter Chair M. Third Amendment to Agreement YES Assistant Chief 05 MIN. with Axon Enterprise, Inc. - Hemmen Authorize N. Cooperative Purchasing YES Commander Phil 05 MIN. Committee of the Whole Committee of the Whole - February 6, 2024 Regular Meeting Agreements for Firearm Johnson Equipment and Supply Needs - Authorize Public Works-CounciImember Fincher, Subject Matter Chair O. Ordinance Dedicating Right of YES Cheryl Rolcik-Wilcox 05 MIN. Way for Kent East Hill Operations Center - Adopt P. Agreement with Keller YES Drew Holcomb 05 MIN. Associates, Inc. - West Hill Booster Pump Station - Authorize Q. Agreement with Herrera YES Rowena Valencia-Gica 05 MIN. Environmental Consultants, Inc. - Lower Russell Levee Habitat A Feasibility Study- Authorize R. INFO ONLY: Lower Russell Levee NO Rowena Valencia-Gica 05 MIN. Habitat Area A (CWM) Grant Application S. ADJOURNMENT Unless otherwise noted, Council will hold Committee of the Whole at 4 p.m. on the first and third Tuesday of each month. Public Comment may be submitted in writing to the City Clerk at the meeting,which will be distributed to each councilmember and admitted into the record, but will not be read aloud at the meeting. In order to be admitted into the record,written comments shall be submitted not less than three hours prior to the start of the Committee of the Whole meeting to Cityclerk@kentwa.gov, unless a person appears in-person, in which case, the written comments will be handed to the City Clerk and will be admitted into the record of the Committee of the Whole meeting. For additional information, please contact Kimberley A. Komoto, City Clerk at 253-856-5725, or email CityClerk@kentwa.gov. Any person requiring a disability accommodation should contact the City Clerk at 253-856-5725 in advance of the meeting. For TDD relay service, call Washington Telecommunications Relay Services at 7-1-1. Pending Approval Kent City Council - Committee • of the Whole KENT Committee of the Whole - WAS M IN G 7 0 N Regular Meeting Minutes January 16, 2024 Date: January 16, 2024 Time: 4:00 p.m. Place: Chambers d 1. CALL TO ORDER c Council President Boyce called the meeting to order. o 2. ROLL CALL ° a CL Attendee Name —itle=J Status Arrived Bill Boyce Council President Present John Boyd Councilmember Excused a 0 Brenda Fincher Councilmember Present Satwinder Kaur Councilmember Present N Marli Larimer Councilmember Present N Zandria Michaud Councilmember Present Toni Troutner Councilmember Present 4- 3. AGENDA APPROVAL as r Chief Administrative Officer Pat Fitzpatrick added an item to introduce the = new Administrative Assistant in the Mayor's Office. a� A. I move to approve the agenda as amended. c a RESULT: MOTION PASSES [UNANIMOUS] MOVER: Toni Troutner, Councilmember a SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner 4. DEPARTMENT PRESENTATIONS Introduction of Administrative 1. Assistant Chief Administrative Officer Pat Fitzpatrick introduced Nicole Williams as the new Administrative Assistant in the Mayor's Office. Packet Pg. 4 Kent City Council - Committee of the Whole January 16, 2024 Committee of the Whole - Regular Meeting Kent, Washington Minutes ......................................................................................................................................................................................................................................................................................................._............................................................................................................................................................................................................... 2. Approval of Minutes YES Committee of the Whole - Committee of the Whole - Regular Meeting - Dec 12, 2023 4:00 PM RESULT: APPROVED [UNANIMOUS] MOVER: Toni Troutner, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner a� r 3. Payment of Bills - Approve MOTION: I move to approve the payment of bills. 0 CE RESULT MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM o MOVER: Toni Troutner, Councilmember a SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner a 0 0 4. Second Amendment to License Agreement with Thunderbird Hockey Enterprises, LLC - Authorize o N Tim Higgins, General Manager for the accesso ShoWare Center, provided the Council with details on the Amendment with Thunderbird Hockey Enterprises, LLC, relating to the scoreboard. 4- 0 W Higgins advised that due to the new scoreboard being all-digital and having 2 no fixed-signage areas, this amendment recognizes the all-digital format, _ acknowledges that final payment from the fixed-signage revenue has been received, and contains additional provisions for additional advertising and fan engagement opportunities available with the new scoreboard. a a� Higgins explained how advertising revenue will be allocated between the City a and the Thunderbirds under this Second Amendment. a� r MOTION: I move to authorize the Mayor to sign the Second Amendment to the License Agreement with Thunderbird Hockey Enterprises, LLC., subject to final terms and conditions acceptable to the City Attorney. RESULT MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM MOVER: Satwinder Kaur, Councilmember SECONDER: Zandria Michaud, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner 5. INFO ONLY: November 2023 Financial Report ......................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Page 2 of 10 Packet Pg. 5 Kent City Council - Committee of the Whole January 16, 2024 Committee of the Whole - Regular Meeting Kent, Washington Minutes Financial Planning Manager Michelle Ferguson presented the November 2023, Monthly Financial Report. Ferguson detailed the General Fund revenues, including property, sales tax, utility taxes, other taxes and other revenue figures. Ferguson explained the 2023-2022 variances for all funds. The changes to the revenues and expenditures for all insurance funds were detailed. 6. Consultant Contract Amendment for 2024 Comprehensive Plan Update — Authorize r Long Range Planning Manager Kristen Holdsworth explained that the original Comprehensive Plan contract was scoped narrowly and assumed substantial 4- input of City staff time and content for completion. Since contract adoption, ° several changes have necessitated a scope change, including most notably o new 2023 State legislation regarding housing policy and SEPA. This has a resulted in substantial data needs and analysis to fully comply with the new a requirement that has a short implementation deadline. a Additionally, after the original contract's adoption, the City learned that the o PSRC Centers Recertification process would start in 2025. Jurisdictions will need to adopt subarea plans that conform to Vision 2050 and Regional o Centers Framework to remain eligible and competitive for PSRC funding. The C4 City's Downtown Subarea Plan was last updated in 2013. Since then, PSRC has adopted new policies and requirements for Centers and the City must M update the DSAP if it wishes to maintain certification and designation as a o Regional Growth Center. r c The Economic and Community Development Department has been anticipating these changes and worked with Finance last year for budgeting purposes to ensure sufficient funds are available in the Project account to cover the cost of this contract amendment. No additional budget is needed. MOTION: I move to authorize the Mayor to sign Amendment a No. 1 to the City's contract with MIG, Inc., subject to final terms and conditions acceptable to the Economic and Community Development Director and City Attorney. RESULT:LTULTU MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM MOVER: Toni Troutner, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner 7. INFO ONLY: Kiwanis 4 Tot Lot Playground Renovation ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................_______.. Page 3 of 10 Packet Pg. 6 Kent City Council - Committee of the Whole January 16, 2024 Committee of the Whole - Regular Meeting Kent, Washington Minutes Parks Capital Facilities Project Planner Kerry O'Conner provided the Council with an overview of the Kiwanis Tot Lot #4 playground purchase, including reviewing the park and playground design. 8. Kherson Property Purchase - Authorize Deputy Parks Director Brian Levenhagen provided an overview of the Kherson Property purchase. The Peyton Property is approximately 5,400 square feet in size and is located at 308 West Meeker Street. This acquisition will allow the City to increase the size of the popular Kherson Park in N downtown. r In the interest of time, the Purchase and Sales Agreement was signed by the 4- seller and Mayor on December 8, 2023, subject to City Council Approval. ° CE 0 If approved by the Committee of the Whole, this Purchase Agreement will a proceed to Council for final action this same night on its Consent Calendar. a MOTION: I move to authorize the Mayor to take all action a necessary and to sign all documents to purchase the Peyton o property for $347,000, plus closing costs, upon terms and conditions acceptable to the Parks Director and City Attorney. CN N 0 RESULT: MOTION PASSES [UNANIMOUS] Next: 1/16/2024 7:00 PM MOVER: Zandria Michaud, Councilmember SECONDER: Satwinder Kaur, Councilmember - AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner r c 9. Grant Acceptance from King County Parks Levy Grant Program - Boeing Rock Recreation/Habitat Enhancement - Authorize Senior Biologist Christina Neff provided the Council with an overview of the Grant from the King County Parks Levy Grant Program for the Boeing Rock Recreation/Habitat Enhancement project. a The Project is located along the east bank of the Green River between South 200th Street and South 212th Street and is approximately 0.8 miles in length and approximately 200 feet in width. T h e Project will be designed to provide multiple benefits, including improving habitat in the Lower Green River, increasing floodplain storage, and adding recreational opportunities. The biggest limiting factor for salmonid productivity and population growth in the Green River is a lack of suitable fry (small salmon) habitat. The lack of habitat pushes fry to migrate to Puget Sound prior to obtaining adequate growth, dramatically reducing the chance of survival. This Project will improve fish habitat and provide a variety of passive recreational experiences along the river as well. ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................_______.. Page 4 of 10 Packet Pg. 7 Kent City Council - Committee of the Whole January 16, 2024 Committee of the Whole - Regular Meeting Kent, Washington Minutes MOTION: I move to authorize the Mayor to accept grant funds from King County in the amount of $200,000 for the Boeing Rock Recreation and Habitat Enhancement project, amend the budget, authorize expenditure of the grant funds, and authorize the Mayor to sign the grant agreement subject to final terms and conditions acceptable to the City Attorney and the Directors of Public Works and Parks. RESULT: MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM N MOVER: Brenda Fincher, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner o CE 10. Grant Acceptance from Salmon Recovery Funding Board - Boeing Rock Recreation/Habitat Enhancement - Authorize a Senior Biologist Christina Neff provided the Council with details on the Grant Acceptance from Salmon Recovery Funding Board - Boeing Rock a Recreation/Habitat Enhancement. The Project is located along the right bank o of the Green River between South 200t" Street and South 2121" Street and is approximately 0.8 miles in length and approximately 200 feet in width. N This Project will be designed to provide multiple benefits, including improving habitat in the Lower Green River, increasing floodplain storage, and adding recreational opportunities. The biggest limiting factor for salmonid o productivity and population growth in the Green River is a lack of suitable fry (small salmon) habitat. The lack of habitat pushes fry to migrate to Puget Sound prior to obtaining adequate growth, dramatically reducing the chance of survival. This Project will improve fish habitat and provide a variety of passive recreational experiences along the river as well MOTION: I move to authorize the Mayor to accept grant funds from the Washington State Salmon Recovery Funding Board in a the amount of $255,319, for the Boeing Rock Recreation and Habitat Enhancement project, amend the budget, authorize expenditure of the grant funds, and authorize the Mayor to sign the grant agreement, subject to final terms and conditions acceptable to the City Attorney and the Directors of Public Works and Parks. ........................................................................................................................................................................................................................................................................................................................................................................................................................................................................................_______.. Page 5 of 10 Packet Pg. 8 Kent City Council - Committee of the Whole January 16, 2024 Committee of the Whole - Regular Meeting Kent, Washington Minutes ......................................................................................................................................................................................................................................................................................................._............................................................................................................................................................................................................... RESULT: MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM MOVER: Brenda Fincher, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner 11. Grant Acceptance - Commute Trip Reduction Program - Authorize Transportation Manager Rob Brown provided an overview of the Commute Trip Reduction Program in addition to details on the Grant. This Agreement allocates $161,600 to the City to provide Transportation Demand Management services used to implement the Commute Trip Reduction o Program for the 2023-2025 project term. 0 MOTION: I move to authorize the Mayor to accept grant funds a from the Washington State Department of Transportation, in a the amount of $161,600 amend the budget, authorize expenditure of the grant funds, and authorize the Mayor to sign a the grant agreement, subject to final terms and conditions o acceptable to the Public Works Director and City Attorney. N O RESULT: MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM C4 MOVER: Brenda Fincher, Councilmember SECONDER: Satwinder Kaur, Councilmember 4- AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner ° a� r 12. Goods & Services Agreement with Olympic Environmental =_ Resources, Inc - Authorize ai Conservation Coordinator Tony Donati provided an overview of the Goods and Services Agreement with Olympic Environmental Resources, Inc and the a work they will do related to the City's recycling events. a The City will host three large and up to six mini residential recycling events at no charge to attendees in 2024. To successfully operate the events, the City uses a consultant with proven experience to staff and contract with recycling vendors for specialty items that are difficult to recycle. These events, which have been and continue to be funded by grants, have been very successful and beneficial for the community and the environment. In December 2023, the City issued a Request for Proposals for a recycling event consultant to run each recycling event in 2024. Two proposals were received and evaluated, and Olympic Environmental Resources, Inc. was selected to perform these duties for the amount of $176,215. ......................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Page 6 of 10 Packet Pg. 9 Kent City Council - Committee of the Whole January 16, 2024 Committee of the Whole - Regular Meeting Kent, Washington Minutes MOTION: I move to authorize the Mayor to sign the Goods & Services Agreement with Olympic Environmental Resources, Inc., subject to final terms and conditions acceptable to the Public Works Director and City Attorney. RESULT: MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM MOVER: Brenda Fincher, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner r c 13. Grant Acceptance - Department of Ecology NPDES Capacity - Authorize o Environmental Supervisor Laura Haren provided an overview of the o Department of Ecology NPDES Capacity Grant. a a a The City has been offered a $130,000 grant from the Department of Ecology Local Government Stormwater Grants Program to assist in the a implementation of NPDES requirements. No match is required for this grant. o Grant funds can be used for labor and materials related to data collection, N updating stormwater regulations, source control, public education and outreach, illegal discharges into the City's stormwater system, and other activities mandated by the NPDES permit. 4- MOTION: I move to authorize the Mayor to accept grant funds from the Washington State Department of Ecology in the 2 amount of $130,000 to help implement the National Pollutant =_ Discharge Elimination System Program, amend the budget, authorize expenditure of the grant funds, and authorize the Mayor to sign the grant agreement, subject to final terms and conditions acceptable to the City Attorney and Public Works Director. a RESULT: MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM MOVER: Brenda Fincher, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner 14. 2024 Sub-Regional Opportunity Fund - Earthworks Canyon Sediment Pond Culvert Replacement — Authorize Environmental Engineer Melissa Dahl detailed the 2024 Sub-Regional Opportunity Fund - Earthworks Canyon Sediment Pond Culvert Replacement Project. ......................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Page 7 of 10 Packet Pg. 10 Kent City Council - Committee of the Whole January 16, 2024 Committee of the Whole - Regular Meeting Kent, Washington Minutes The District's annual reimbursement to Kent for 2024 is $213,858 and was approved to fund the planning, preliminary design, and scoping of a drainage culvert replacement project at the Earthworks Canyon Sediment Pond. The project will include preliminary design and analysis to replace two undersized culverts with a larger and more robust culvert for improved flood storage, drainage conveyance, and fish passage. Replacement of these culverts is critical for continued maintenance access to the sediment pond and for continued trail access through Mill Creek Canyon and Earthworks Pa rk. MOTION: I move to authorize the Mayor to sign all documents necessary to accept funds from the King County Flood Control o District Sub-Regional Opportunity Fund, subject to final terms and conditions acceptable to the Public Works Director and City o Attorney. a RESULT: MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM a MOVER: Brenda Fincher, Councilmember c SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner o N 15. Termination of Easements and Acceptance of New Water Utility Easements — Authorize 4- Property and Acquisition Analyst Cheryl Rolcik-Wilcox provided an overview of the current easements in the area of Clark Springs. c The City has an access easement on private property located in Covington that was granted in 1946, then clarified in 1964. The Property is located on S.E. Wax Road and is adjacent to the City's Armstrong Springs property. A fence and gate easement was later granted to the City in 1993. City staff only uses a small portion of the Access Easement to access stream monitoring equipment in Jenkins Creek from the adjacent City-owned property and no longer needs the Fence and Gate Easement. The owner of the Property has requested that the City terminate the Access Easement and the Fence and Gate Easement so they can develop a portion of the Property. The City has agreed to terminate the old easements, in exchange for the Property owner granting the City a new smaller Access and Utility Easement allowing staff to continue to access and upgrade water monitoring equipment from the adjacent City-owned property. ......................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Page 8 of 10 Packet Pg. 11 Kent City Council - Committee of the Whole January 16, 2024 Committee of the Whole - Regular Meeting Kent, Washington Minutes MOTION: I move to authorize the Mayor to sign all documents necessary to terminate existing easements and to accept new water utility easements in exchange, subject to final terms and conditions acceptable to the Public Works Director and City Attorney. RESULT: MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM MOVER: Brenda Fincher, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner 16. Puget Sound Regional Council's Transportation Alternatives o Grant for the Meet Me on Meeker - Washington to Thompson - Authorize o a Transportation Planner David Paine provided an overview of the grant from a the Puget Sound Regional Council's Transportation Alternatives Grant for the Meet Me on Meeker Project Washington Avenue South to Thompson Avenue a South. o In June 2023, the City applied to PSRC for design and construction funds for N improvements on Meeker Street between Washington Avenue and Thompson Avenue and was recently awarded a $2,500,000 grant. The project will add a two-way bike facility on West Meeker Street and enhanced pedestrian M crossing facilities to be built to the Meet Me on Meeker street design o standards. These improvements will support the link between neighborhoods to the west and downtown Kent and will support transportation users of all modes with pedestrian crossing facilities, lighting, and separated bicycle facilities. MOTION: I move to authorize the Mayor to accept grant funds from the Puget Sound Regional Council in the amount of $2,500,000 for the Meet Me on Meeker - Washington to a Thompson Project, amend the budget, authorize expenditure of the funds and authorize the Mayor to sign the grant agreement, subject to final terms and conditions acceptable to the City Attorney and Public Works Director. R SE ULT: MOTION PASSES [UNANIMOUS] Next: 2/6/2024 7:00 PM MOVER: Brenda Fincher, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Boyce, Fincher, Kaur, Larimer, Michaud, Troutner 5. ADJOURNMENT ......................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Page 9 of 10 Packet Pg. 12 Kent City Council - Committee of the Whole January 16, 2024 Committee of the Whole - Regular Meeting Kent, Washington Minutes ................................................................................................................................................................................................................................................................................................ ._............................................................................................................................................................................................................ Council President Boyce adjourned the meeting. Meeting ended at 4:53 p.m. Ki4�tP.y A. Kot oto- City Clerk d c 0 0 L 0. 0. Q C a 0 0 N O N t0 r C R 4- 0 N N r 7 C O c� C O r.+ N V V Q N d 7 C ......................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Page 10 of 10 Packet Pg. 13 4.B FINANCE DEPARTMENT Paula Painter, CPA 220 Fourth Avenue South \117KENT Kent, WA 98032 WASHINGTON 253-856-5264 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Payment of Bills - Approve MOTION: I move to approve the payment of bills. SUMMARY: SUPPORTS STRATEGIC PLAN GOAL: Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. Packet Pg. 14 4.0 HUMAN RESOURCES DEPARTMENT Holly Harvey-Smith - Human Resources Director 220 Fourth Avenue South KENT Kent, WA 98032 WASHINGTON 253-856-5270 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: INFO ONLY: 2023-2024 Insurance Renewals SUMMARY: Liability The same insurance market volatility the City endured in 2023 continues its upward trend in 2024. For 2024, the City's liability premiums increased by 56% over last year, increasing from $1,377,319 to $2,150,368. Losses due to jury verdicts and lawsuit settlements continue to escalate in both size and volume, contributing to the significant increase in premium costs. Additionally, the City's Self-Insured Retention (i.e., a deductible) increased from $1.25M to $1.625M, per occurrence. The City's total coverage remains at $25M, which is significant, considering ongoing market developments and municipal experience. Workers' Compensation There was a worker's compensation premium increase of 13%, or $20,587. The City's Self-Insured Retention remains the same: police claims at $1M and all other claims at $600K. All other aspects of the policy remain the same. Cyber This policy provides some favorable news in contrast to other recent renewals. The City's insurance broker, Alliant, fully marketed the City's cyber placement considering the softening cyber marketplace. This allowed Alliant to leverage an improved rate with our current insurer, Resilience, and the City's premiums decreased 19%, or $19,399, from $102,100 to $82,701. Additionally, coverage limits related to covered loss such as Extortion and Social Engineering have increased. Budget pacts Both the Liability Fund and the Workers' Compensation Fund are budgeted to receive sufficient internal funding to cover the increased costs in 2024. Risk Management and Finance continue to collaborate to ensure both funds are properly funded for the 2024 fiscal year budget by working with the City's Actuary. SUPPORTS STRATEGIC PLAN GOAL: Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. Packet Pg. 15 4.0 ATTACHMENTS: 1. 2024 Risk Management Insurance Renewal (PDF) Packet Pg. 16 ` ■ N ! nt IC 3 m c m aD U c City L of - 1/1/24-25 Liability N Insurance Proposal N CD J Z O Presented by: Z Brian White, Senior Vice President UL Anne Shackelford, First Vice President Jamie Arnoldi, Account Manager Lead i a Date Presented December 22, 2023 c L E y C Y Alliant Insurance Services, Inc. o 401 Union Street,31st Floor N Seattle,WA 98101 O 206 204 9140 E F 206 204 9205 v R CA License No. OC36861 a www.alliant.com Packet-Pg. 17 4.C.a N f0 3 c Table of Contents YourService Team ........................................................................................................................................................................................................ 2 c NamedInsured............................................................................................................................................................................................................... 3 Premium Summary 4 N Liability Insurance Program Structure: Expiring & Renewal .......................................................................................................................................... 5 0 N Liability Insurance Program: Participating Carriers Financial Ratings.......................................................................................................................... 6 z Disclosures................................................................................................................................................................................................................... 11 O O NYRegulation 194................................................................................................................................................................................................ 12 v_ z Privacy.................................................................................................................................................................................................................. 12 co to 0 FATCA:.................................................................................................................................................................................................................. 12 NR RA:................................................................................................................................................................................................................... 13 3 m GuaranteeFunds.................................................................................................................................................................................................. 13 ClaimsReporting:................................................................................................................................................................................................. 13 ClaimsMade Policy:............................................................................................................................................................................................. 13 c Changesand Developments ................................................................................................................................................................................ 14 c Certificates/ Evidence of Insurance .................................................................................................................................................................... 15 E a� FloodDisclosure .......................................................................................................................................................................................................... 16 c OptionalCoverages ..................................................................................................................................................................................................... 17 Y Glossaryof Insurance Terms....................................................................................................................................................................................... 18 Request to Bind Coverage........................................................................................................................................................................................... 19 N 0 N r C d E t V R a+ r Q Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 1 Packet Pg. 18 4.C.a 3 Your Service Team Brian White bwhite@alliant.com Phone: 206 204 9126 i SeniorCell: 415 203 5983 ' c N O Kevin Miller kamiller@alliant.com Phone: 206 204 9141 N PresidentFirst Vice Cell: 602 300 8468 z 0 0 LL ShackelfordAnne Anne.Shackelford@alliant.com Phone: 206 454 8021 z PresidentFirst Vice Cell: 425 231 4714 00 to 00 M Renee R Judge rjudge@alliant.com Phone: 206 204 9174 m Assistant Vice President Account Executive a� Vicki U C Holaday, CRM, CIC vholaday@alliant.com Phone: 206 204 9138 Assistant Vice President I Account Executive c r c E Jnai.Chatman@alliant.com Phone: 949 660 8179 Account Executive n3 Y N JoyceRoberts jeroberts@alliant.com Phone: 206 204 9175 N Account • • O N r C E Arnold!Jamie Jamie.Arnoldi@alliant.com Phone: 949 627 7000 Account Manager Lead Q Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 2 Packet Pg. 19 4.C.a l _N 3 Named Insured City of Kent L NAMED INSURED DISCLOSURE N O • Name Insured(s)should match State of Incorporation filing. Inform Alliant if there is a difference or change N • The First Named Insured policy status granted includes certain rights and responsibilities.These responsibilities do not apply to other Named Insureds on the policy. Some J examples for First Named Insured status include; (1)being designated to act on behalf of all insureds for making policy changes, (2)receiving of correspondence,(3)distributing OZ claim proceeds,and(4)making premium payments O • Are ALL entities listed as named insureds?Coverage is not automatically afforded to all entities unless specifically named.Confirm with your producer and service team that IL all entities to be protected are on the correct policy. Not all entities may be listed on all policies based on coverage line. Z • Additional named insured is(1)A person or organization,other than the first named insured, identified as an insured in the policy declarations or an addendum to the policy 00 declarations. (2)A person or organization added to a policy after the policy is written with the status of named insured.This entity would have the same rights and responsibilities 00 as an entity named as an insured in the policy declarations(other than those rights and responsibilities reserved to the first named insured). • Applies to Professional Liability, Pollution Liability, Directors&Officers Liability, Employment Practices Liability, Fiduciary Liability policies(this list not all inclusive).Check your is Policy language for applicability.These policies provide protection to the Named Insured for claims made against it alleging a covered wrongful act. c a� a� U c R L E a) 0 M C� G Y N O N C d E L V f0 a+ a Alliant Insurance Services, Inc. www.alliant.com CA License No.OC36861 Page 3 Packet Pg. 20 4.C.a N R 3 c Premium Summary ExpiringCoverage Premium* Renewal Premium c Liability Program $ 1,377,319 $ 2,150,368 N TOTAL $ 1,377,319 $ 2,150,368 (+56%) J z O *Includes Surplus Lines Taxes and Fees where applicable O U- z Payment Terms co to • Premium is due within 30 days of policy inception M • Agency Bill • Payment Plan: Annual c Options • None L) c c r c E a� R c Y N O N r C d E t V f4 r Q Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 4 Packet Pg. 21 4.C.a 3 m Liability Insurance Program Structure: Expiring & Renewal 1/112023-2024 1/1/2024-2025 a c Expiring Renewal f6 (Not to Scale) (Not to Scale) $25M I I I $25M I I I AWAC AWAC N 0 $5M x$20M $5.5M x$19.5M N ($5M Occurrence/$5M Aggregate) ($5M Occurrence/$5M Aggregate) J i i i i i i Z I I I I I I 0 $20M $19.5M p u_ Hallmark Core (Starstone) Z 00 ($5M Occurrence $5M Aggregate) ($5M Occurrence $5M Aggregate) W 00 M $15M I I I $14.5M I I I I I I Upland:$2M x$12.5M m I I I ($2M Occurrence/$2M Aggregate) I I I $12.5M AWAC Occurrence $2.5M Aggregate) U $10M x$5M M R L ($10M Occurrence/$10M Aggregate) $10M I i I AWAC I I I I I I $5M x$5M ($5M Occurrence/$5M Aggregate) i� $5M Safety National $5M Safety National f° c 1 Public I I I Public 1 I Y I Officials/I I Law I Officials I I I Law to Auto 1 1 Gen.Liab.1 Enfor. Auto 1 1 Gen.Liab.1 Enfor. Liability I EmPI. I $5M/$5M I Prof. Liability I EmPI. I $5M/$5M I Prof. $5M 1 Practices I agg. 1 $5M/$5M $5M 1 Practices 1 agg. 1 $5M/$5M N 1 $5M/$5M I I I $5M/$5M 1 1 N I I a99• 1 I 1 a99• a I 99 a I I I 99 C ji d $1,250,000 Self-Insured Retention $1,625,000 Self-Insured Retention E v R Expiring Total Cost: $1,377,319 Renewal Total Cost: $2,150,368 (+56%) a Alliant Insurance Services, Inc. www.alliant.com I CA License No.OC36861 Page 5 Packet Pg. 22 4.C.a l _N 3 m Liability Insurance Program: Participating Carriers Financial Ratings L Market Capacity A.M. Best Ratings S&P Ratings Admitted/Non-Admitted N c A++ (Superior) N Safety National Casualty Corporation A+ (Superior), as of 5M x SIRs Financial Size Category: Admitted J XV(Greater than or Equal to USD Sep 15, 2023 2.00 Z Billion)as of November 15, 2023 0 LL A(Excellent) Z Allied World Assurance Company Financial Size Category: XV(Greater A (Excellent), as of 00 w (U.S.) Inc 5M x 5M than or Equal to USD 2.00 Billion)as of Dec 04, 2023 than M May 03, 2023 �a 3 m A(Excellent) Bowhead: Homesite Insurance Financial Size Category: 2.5M x 10M XV Greater than or Equal to USD 2.00 NSA Non-Admitted U Company of Florida ( q a Billion)as of October 05, 2023 f° L A- (Excellent) r Financial Size Category: Upland Specialty Insurance Company 2M x 12.51VI VIII (USD 100 Million to Less than 250 NSA Non-Admitted E a� Million)as of May 18, 2023 M c ea A- (Excellent) Y Core: StarStone Specialty Insurance Financial Size Category: N Company 5M x 14.5M XII (USD 1.00 Billion to Less than 1.25 NSA Non-Admitted w Billion)as of August 11, 2023 N N A(Excellent) c Allied World Assurance Company A(Excellent), as of E (U.S.) Inc 5.51VI x 19.5M Financial Size Category: XV(Greater Dec 04, 2023 Non-Admitted than or Equal to USD 2.00 Billion)as of May 03, 2023 a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 6 Packet Pg. 23 4.C.a l _N 3 m c m Liability Coverage a L Present Coverage Proposed Coverage N c Policy/Coverage Term January 1, 2023 to January 1, 2024 January 1, 2024 to January 1, 2025 N CD Excess Liability Coverages Including Each Occurrence/Wrongful Act/Accident for Each Occurrence/Wrongful Act/Accident for 04 General Liability, Automobile Liability, Law General Liability, Automobile Liability, Law J Enforcement Liability, Public Officials and Enforcement Liability, Public Officials and Z O Employment Practices Liability, Stop Gap Employment Practices Liability, Stop Gap O (Employer's Liability) (Employer's Liability) Z Policy Form Occurrence Occurrence 00 Limit of Liability $25,000,000 Occurrence $25,000,000 Occurrence 00 $25,000,000 Aggregate, where applicable $25,000,000 Aggregate, where applicable Self-Insured Retention All Coverages, Any One Occurrence or Wrongful Act $1,250,000 Self-Insured Retention $1,625,000 Self-Insured Retention a� U Safety National Forms • Public Entity Excess Retained Limits Liability • Public Entity Excess Retained Limits Liability L Insurance Policy Insurance Policy v c • Washington—Amendatory Endorsement • Washington—Amendatory Endorsement • Washington Disclosure Notice For"Large • Washington Disclosure Notice For"Large Commercial Account" Commercial Account" as rn • Commercial Policy Cover • Commercial Policy Cover • Privacy Statement • Privacy Statement • U.S. Treasury Department's Office of Foreign • U.S. Treasury Department's Office of Foreign N Assets Control ("OFAC")Advisory Notice Assets Control ("OFAC")Advisory Notice • Fraud Statement • Fraud Statement N 0 • Schedule of Forms and Endorsements • Schedule of Forms and Endorsements N • Additional Insured —Scheduled Contracts • Additional Insured —Scheduled Contracts • Clash Coverage • Clash Coverage E • Common Policy Change • Common Policy Change • Employee Benefits Liability Endorsement • Employee Benefits Liability Endorsement a Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 7 Packet Pg. 24 4.C.a l _N 3 m Present Coverage Proposed Coverage • Primary& Non-Contributory (GL/AL only) • Primary& Non-Contributory (GL/AL only) • Scheduled Dams • Scheduled Dams • Scheduled Watercraft • Scheduled Watercraft ' • Waiver of Subrogation (GL/AL only) • Waiver of Subrogation (GL/AL only) • Ca on Losses from Certified Acts of Terrorism N p Cap on Losses from Certified Acts of Terrorism c (if accepted) (if accepted) N • Disclosure of Terrorism premium • Disclosure of Terrorism premium Z • Stop Gap—Employer's Liability Coverage • Stop Gap—Employer's Liability Coverage O • Broadened Named Insured • Broadened Named Insured O U_ z Key Endorsement& Exclusions 00 (including but not limited to) CO M Communicable Disease/Infectious Agents Excluded from $10M x$5M and upwards Excluded from $5M x$5M and upward Perfluoroalkyl and Polyfluoroalkyl Excluded Excluded Substances (PFAS) Failure to Supply Public Utilities Post Not Excluded Not Excluded Sudden/Accidental Physical Damage P L Subsidence Excluded Excluded ' c Dams Excluded, except if endorsed Excluded, except if endorsed m Loss of data, personal records, trade Excluded Excluded E as secrets, health information Aircraft, unmanned aircraft, airport, airfields, Excluded except for access roads to parking Excluded except for access roads to parking runways, hangars, buildings or other lots/garages lots/garages Y properties T) Any criminal, fraudulent, dishonest act by Excluded Excluded N insured N N Electromagnetic fields related claims Excluded Excluded m Claims/suits arising out of eminent domain, Excluded Excluded E condemnation, inverse condemnation, etc. �a a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 8 Packet Pg. 25 4.C.a l _N 3 3 m Present Coverage Proposed Coverage Costs, fines, penalties or expenses arising Excluded Excluded from complaint or action from federal, state L or local gov't. regulatory agency N Claims or suits arising out of hospital, Excluded Excluded emergency room, convalescent home, N nursing home or other healthcare facility N Incidental Medical Services, as defined in Not Excluded from GL only Not Excluded from GL only _J z policy O Insured vs. Insured Not Excluded from EPL Not Excluded from EPL OU_ z Punitive Damages Excluded Excluded 00 Total Pollution Exclusion except for Hostile Not Excluded Not Excluded M Fire Exception Moonlighting (Written approval only) Not Excluded Not Excluded 3 m TCPA, CAN-SPAM, FCRA and FACTA acts Excluded Excluded or omissions violations a� War, warlike action, insurrection Excluded Excluded L Mace, Tear Gas, Pepper Spray or Similar Not Excluded from LEL only Not Excluded from LEL only N used in Law Enforcement Activities r Nuclear Energy Liability Excluded Excluded m E Fungi/Bacteria/Silica/Asbestos/Lead Excluded Excluded �a ERISA Coverage Excluded Excluded Amended Definition of Bodily Injury to Not Excluded Not Excluded N include Mental Anguish, Shock, etc. W Use of Watercraft—Use of onshore only; Not Excluded Not Excluded N less than 26'for non-owned; liability N assumed under an insured contract Medical Expense Coverage Excluded Excluded E Cyber Coverage Excluded Excluded a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 9 Packet Pg. 26 4.C.a l _N 3 m c Present Coverage Proposed Coverage Organic Pathogens Excluded Excluded from $2.5Mx$10M and upward c Biometric Identifiers, Biometric Info and Data Not Excluded Excluded from $5Mx$5M and upward f6 3 Privacy N c Other Terms/Conditions N 0 N Modified SIR—Periodic Claim Reporting Quarterly Reporting Requirement Quarterly Reporting Requirement J Broadened Named Insured ✓ ✓ z Flat Annual Premium—Non-Audit ✓ ✓ 0 z 90 Day Notice of Cancellation; except 10 ✓ ✓ Days for Non-Payment W 00 Risk Management Subsidy $10,000 $10,000 3 m Total Program Premium $ 1,377,319 $ 2,150,368 (+56%) a� U Binding Conditions No Longer Applicable Receipt and favorable review of: L 1. Dam Inspection reports within 30 days v3i c 2. Jail Inspection reports within 30 days c m A written request to bind coverage II Surplus Lines Taxes/Fees are Fully Earned c �a See Disclaimer Page for Important Notices and Acknowledgment N N O N C d E L V f0 a+ a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 10 Packet Pg. 27 4.C.a l _N 3 m Disclosures This proposal of insurance is provided as a matter of convenience and information only. All information included in this proposal, including but not a limited to personal and real property values, locations, operations, products, data, automobile schedules, financial data and loss experience, is based on facts and representations supplied to Alliant Insurance Services, Inc. by you.This proposal does not reflect any independent study or investigation N by Alliant Insurance Services, Inc. or its agents and employees. cE N O Please be advised that this proposal is also expressly conditioned on there being no material change in the risk between the date of this proposal N and the inception date of the proposed policy (including the occurrence of any claim or notice of circumstances that may give rise to a claim under J any policy which the policy being proposed is a renewal or replacement). In the event of such change of risk, the insurer may, at its sole discretion, oz modify, or withdraw this proposal, whether or not this offer has already been accepted. O LL This proposal is not confirmation of insurance and does not add to, extend, amend, change, or alter any coverage in any actual policy of insurance z you may have. All existing policy terms, conditions, exclusions, and limitations apply. For specific information regarding your insurance coverage, eo please refer to the policy itself. Alliant Insurance Services, Inc. will not be liable for any claims arising from or related to information included in or W omitted from this proposal of insurance. Alliant embraces a policy of transparency with respect to its compensation from insurance transactions. Details on our compensation policy, including the types of income that Alliant may earn on a placement, are available on our website at www.alliant.com. For a copy of our policy or for any inquiries regarding compensation issues pertaining to your account you may also contact us at: Alliant Insurance Services, Inc., Attention: General Counsel, o: 701 B Street, 6th Floor, San Diego, CA 92101. c �a Analyzing insurers' over-all performance and financial strength is a task that requires specialized skills and in-depth technical understanding of all aspects of insurance company finances and operations. Insurance brokerages such as Alliant Insurance typically rely upon rating agencies for this type of market analysis. Both A.M. Best and Standard and Poor's have been industry leaders in this area for many decades, utilizing a combination of quantitative and qualitative analysis of the information available in formulating their ratings. a� A.M. Best has an extensive database of nearly 6,000 Life/Health, Property Casualty and International companies. You can visit them at www.ambest.com. For additional information regarding insurer financial strength ratings visit Standard and Poor's website at www.standardandpoors.com. Y N Our goal is to procure insurance for you with underwriters possessing the financial strength to perform. Alliant does not, however, guarantee the solvency of any underwriters with which insurance or reinsurance is placed and maintains no responsibility for any loss or damage arising from the N financial failure or insolvency of any insurer. We encourage you to review the publicly available information collected to enable you to make an N informed decision to accept or reject a particular underwriter. To learn more about companies doing business in your state, visit the Department of Insurance website for that state. m E �a a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 11 Packet Pg. 28 4.C.a l _N 3 NY Regulation 194 o: Alliant Insurance Services, Inc. is an insurance producer licensed by the State of New York. Insurance producers are authorized by their license to U confer with insurance purchasers about the benefits, terms and conditions of insurance contracts; to offer advice concerning the substantive benefits of particular insurance contracts; to sell insurance; and to obtain insurance for purchasers. The role of the producer in any particular transaction N typically involves one or more of these activities. c Compensation will be paid to the producer, based on the insurance contract the producer sells. Depending on the insurer(s)and insurance contract(s) N the purchaser selects, compensation will be paid by the insurer(s) selling the insurance contract or by another third party. Such compensation may vary depending on a number of factors, including the insurance contract(s) and the insurer(s) the purchaser selects. In some cases, other factors such as the volume of business a producer provides to an insurer or the profitability of insurance contracts a producer provides to an insurer also Z may affect compensation. 0 LL The insurance purchaser may obtain information about compensation expected to be received by the producer based in whole or in part on the sale Z of insurance to the purchaser, and (if applicable)compensation expected to be received based in whole or in part on any alternative quotes presented 00 to the purchaser by the producer, by requesting such information from the producer. M Privacy 3 m c At Alliant, one of our top priorities is making sure that the information we have about you is protected and secure. We value our relationship with you and work hard to preserve your privacy and ensure that your preferences are honored. At the same time, the very nature of our relationship may U result in Alliant's collecting or sharing certain types of information about you in order to provide the products and services you expect from us. Please r- M take the time to read our full Privacy Policy posted at www.alliant.com, and contact your Alliant service team should you have any questions. c Other Disclosures / Disclaimers as E as FATCA: M c The Foreign Account Tax Compliance Act (FATCA) requires the notification of certain financial accounts to the United States Internal Revenue Service. Alliant does not provide tax advice so please contact your tax consultant for your obligation regarding FATCA. N N O N C d E L V f0 a+ a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 12 Packet Pg. 29 4.C.a l 3 Other Disclosures / Disclaimers - Continued o: NRRA: U c The Non-Admitted and Reinsurance Reform Act (NRRA) went into effect on July 21, 2011. Accordingly, surplus lines tax rates and regulations are subject to change which could result in an increase or decrease of the total surplus lines taxes and/or fees owed on this placement. If a change is required, we will promptly notify you. Any additional taxes and/or fees must be promptly remitted to Alliant Insurance Services, Inc. N O N Guarantee Funds J Established by law in every state, guaranty funds are maintained by a state's insurance commissioner to protect policyholders in the event that an zz insurer becomes insolvent or is unable to meet its financial obligations. If your insurance carrier is identified as 'Non-Admitted', your policy is not 0 protected by your state's Guaranty Fund. U_ z 00 Claims Reporting: W Your policy will come with specific claim reporting requirements. Please make sure you understand these obligations. Contact your Alliant Service Team with any questions. CD m c Claims Made Policy: W This claims-made policy contains a requirement stating that this policy applies only to any claim first made against the Insured and reported to the c insurer during the policy period or applicable extended reporting period. Claims must be submitted to the insurer during the policy period, or applicable L extended reporting period, as required pursuant to the Claims/Loss Notification Clause within the policy in order for coverage to apply. Late reporting v c or failure to report pursuant to the policy's requirements could result in a disclaimer of coverage by the insurer. c m Any Employment Practices Liability(EPL)or Directors&Officers(D&O)with EPL coverage must give notice to the insurer of any charges/complaints brought by any state / federal agency (i.e. EEOC and similar proceedings) involving an employee. To preserve your rights under the policy, it is important that timely notice be given to the insurer, whether or not a right to sue letter has been issued. Y N O N C d E L V f0 a+ a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 13 Packet Pg. 30 4.C.a l 3 Other Disclosures / Disclaimers - Continued o: Changes and Developments c It is important that we be advised of any changes in your operations, which may have a bearing on the validity and/or adequacy of your insurance. The types of changes that concern us include, but are not limited to, those listed below: • Changes in any operations such as expansion to another state, new products, or new applications of existing products. N ■ Travel to any state not previously disclosed. ■ Permanent operations outside the United States, Canada or Puerto Rico. Z ■ Mergers and/or acquisition of new companies and any change in business ownership, including percentages. O ■ Any newly assumed contractual liability, granting of indemnities or hold harmless agreements. 0 ■ Any changes in existing premises including vacancy, whether temporary or permanent, alterations, demolition, etc. Also, any new premises z either purchased, constructed or occupied 00 ■ Circumstances which may require an increased liability insurance limit. M ■ Any changes in fire or theft protection such as the installation of or disconnection of sprinkler systems, burglar alarms, etc. This includes any alterations to the system. 3 ■ Immediate notification of any changes to a scheduled of equipment, property, vehicles, electronic data processing, etc. c ■ Property of yours that is in transit, unless previously discussed and/or currently insured. a� U c �a L I_ C� G Y N O N C d E L V f0 a+ a Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 14 Packet Pg. 31 4.C.a l 3 Other Disclosures / Disclaimers - Continued Certificates / Evidence of Insurance c A Certificate or Evidence is issued as a matter of information only and confers no rights upon the certificate holder. The certificate does not FO affirmatively or negatively amend, extend or alter the coverage afforded by a policy, nor does it constitute a contract between the issuing insurer(s), c authorized representative, producer or recipient. Iq N O N You may have signed contracts, leases or other agreements requiring you to provide this evidence. In those agreements, you may assume J obligations and/or liability for others (Indemnification, Hold Harmless) and some of the obligations that are not covered by insurance. We Z recommend that you and your legal counsel review these documents. 0 LL z In addition to providing a Certificate or Evident of Insurance, you may be required to name your landlord, client or customer on your policy as a loss 00 payee on property insurance or as an additional insured on liability insurance. This is only possible with permission of the insurance company, W added by endorsement and, in some cases, an additional premium. 3 By naming the certificate holder as additional insured, there are consequences to your risks and insurance policy including: ■ Your policy limits are now shared with other entities; their claims involvement may reduce or exhaust your aggregate limit. ■ Your policy may provide higher limits than required by contract; your full limits can be exposed to the additional insured. ■ There may be conflicts in defense when your insurer has to defend both you and the additional insured. r- ■ An additional insured endorsement will most likely not provide notification of cancellation. Some insurance companies use a "blanket' N additional insured endorsement that provides coverage automatically when it is required in a written contract. Most insurance companies do not want to be notified of all additional insureds when there is a blanket endorsement on the policy. If a notice of cancellation is required for the additional insured party, you must notify us immediately and we will request an endorsement from your insurance company. There may E be an additional premium for adding a notice of cancellation endorsement for an additional insured. c �a See Request to Bind Coverage page for acknowledgement of all disclaimers and disclosures. 2 Y _N W Iq N O N C d E L V f0 a+ a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 15 Packet Pg. 32 4.C.a l _N 3 m Flood Disclosure Flooding is a serious threat to both personal and commercial clients. Flooding can happen anywhere, not just zone referred to as high-risk areas L (Special Flood Hazard Area). Your Alliant team is ready to explain how it works and the associated costs. N Basic Facts Congress created the NFIP in 1968 in response to the rising cost of taxpayer-funded disaster relief for flood victims and the increasing amount of N CD damage caused by floods. The NFIP makes federally backed flood insurance available in communities that agree to adopt and enforce floodplain N management ordinances to reduce future flood damage. The NFIP is self-supporting for the average historical loss year. This means that unless there is a widespread disaster, operating expenses and flood insurance claims are financed through premiums collected. Z O O ILL Commercial buildings or residential dwellings owned by commercial entities are considered commercial property. All others are residential dwellings Z The FEMA Summary for Commercial Property and FEMA Standard Summary of Coverage provides information on the following: W • Types of Flood Insurance Coverage • What is a Flood- "a General and temporary condition of partial or complete inundation of two or more acres of normally dry land area"... 3 • Deductibles—various options to meet your financial needs • What is Covered and What is Not • The valuation of the Property—Actual Cash Value or Replacement Cost Additional Information P • Flood Zones v3, o https://www.fema.gov/flood-zones r • Excess Flood Insurance (contact your Producer for additional information) m o Increased limits over the maximum flood limit provided by NFIP FEMA Glossary of Flood Terms https://www.fema.gov/national-flood-insurance-program/definitions `d Y N Please indicate your selection: M ❑ I would like to receive a flood quote Iq N ❑ I do NOT wish to purchased flood insurance N Signature: Date: m Name Printed/Typed: �a Company Name: a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Packet Pg. 33 4.C.a l _N 3 m Optional Coverages The following represents a list of insurance coverages that may not be included in this proposal but are optional and may be available with further underwriting information. This list is not inclusive of all coverages and if you have questions contact your Alliant representative. If you would like addition quotes please check Yes/No across from the coverage below, sign and return. Target Coverages N Yes No -J Z CRIME 0 0 Employee Dishonesty E] E] ILL z Computer Fraud ❑ ❑ 00 Social Engineering ❑ ❑ 00 M Increased Limits ❑ ❑ .. CYBER RISK ❑ ❑ C FLOODINSURANCE ❑ ❑ MANAGEMENT LIABILITY U C Directors &Officers Liability ❑ ❑ P L Employment Practices Liability ❑ ❑ Fiduciary Liability ❑ ❑ c m E a� rn �a c ❑ Reject All ea Selecting the "Reject All or Accept All"option will override any selections you have made above ❑ Accept All for Consideration �c Signature of Authorized Insurance Representative Date N 0 N Title c m E Printed /Typed Name a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Packet Pg. 34 4.C.a 3 m Optional Coverages - Continued Other Coverage Options a Note some of these coverages may be included with limitations or insured elsewhere. This is a partial listing as you may have additional risks not c contemplated here which are unique to your organization. N 0 N • Business Income/Extra Expense 0 Non-Owned & Hired Automobile Liability • Earthquake 0 Pollution Liability z • Employed Lawyers 0 Owned/Non-Owned Aircraft O • Employee Benefits Liability 0 Owned Watercraft 0 • Equipment Breakdown 0 Professional Liability z_ • Food Borne Illness 0 Property in Transit 00 • Foreign Insurance 0 Property of Others (Clients, Employees, Other) W • Garagekeepers Liability 0 Special Events Liability • Hired Auto Physical Damage 0 Spoilage • Kidnap & Ransom 0 Student Accident • Law Enforcement Liability 0 Volunteer Accidental Death & Dismemberment(AD&D) • Media and Publishers Liability 0 Workers Compensation & Employers Liability • Network Security/ Privacy Liability and Internet Media Liability 0 Workplace Violence c �a L Glossary of Insurance Terms r Below are links to assist you in understanding the insurance terms you may find within your insurance coverages: E a� rn http://insurancecommunityuniversity.com/university-resources/insurance-glossary-free https://consumers.ambest.com/content.aspx?rec=261613 `d http://www.irmi.com/online/insurance-glossary/default.aspx it Iq N O N C d E L V f0 a+ a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Packet Pg. 35 4.C.a N R 3 Request to Bind Coverage W City of Kent We have reviewed the proposal and agree to the terms and conditions of the coverages presented. We are requesting coverage to be bound as outlined by coverage line below: N Coverage Line Bind Coverage for N J Z O O Liability Program - $25,000,000 ElZ CO to CO Did you know that Alliant works with premium financing companies?Are you interested in financing your annual premium? Yes, please provide us with a financing quote. No, we do not wish to finance our premium. m a� a� U C R This Authorization to Bind Coverage also acknowledges receipt and review of all disclaimers and disclosures, including exposures used to develop N insurance terms, contained within this proposal. r c E a� Signature of Authorized Insured Representative Date Y Title N O N r C Printed /Typed Name t This proposal does not constitute a binder of insurance. Binding is subject to the final carrier approval.The actual terms and conditions of the r policy will prevail. a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 19 Packet-Pg. 36 4.C.a a� c A)Affiant W a) c c� City of _ Excess Workers' Compensation N "F4 and Cyber Liability January 1 Renewal Insurance N Proposal J Z O O U- �► Z il I `�Kt:NT wo, ,.a. . CO co UL 0 M Presented by: 3 Brian White, Senior Vice President Anne Shackelford, First Vice President Jamie Arnoldi, Account Manager L Date Presented December 8, 2023 r E a� Alliant Insurance Services, Inc. Y 401 Union Street,31st Floor N Seattle,WA 98101 O 206 204 9140 N 0 F 206 204 9205 N r CA License No. OC36861 www.alliant.com R r a Packet Pg. 37 4.C.a �a 3 a� Table of Contents YourService Team ........................................................................................................................................................................................................ 2 c NamedInsured............................................................................................................................................................................................................... 3 Premium Summary 4 Excess Workers' Compensation and Employers Liability Coverage............................................................................................................................. 5 N ExcessWorkers' Compensation History........................................................................................................................................................................ 7 J z CyberLiability Coverage................................................................................................................................................................................................ 8 O O Disclosures................................................................................................................................................................................................................... 13 ILL z NYRegulation 194................................................................................................................................................................................................ 14 00 Privacy.................................................................................................................................................................................................................. 14 00 FATCA:.................................................................................................................................................................................................................. 14 m NRRA: ................................................................................................................................................................................................................... 15 GuaranteeFunds.................................................................................................................................................................................................. 15 c Claims Reporting:................................................................................................................................................................................................. 15 R Claims Made Policy: 15 Changes and Developments ................................................................................................................................................................................ 16 E E a� Certificates/ Evidence of Insurance .................................................................................................................................................................... 17 c FloodDisclosure .......................................................................................................................................................................................................... 18 Y OptionalCoverages ..................................................................................................................................................................................................... 19 Glossaryof Insurance Terms....................................................................................................................................................................................... 20 c N Requestto Bind Coverage........................................................................................................................................................................................... 21 c Binding Subjectivities Recap 22 E t r a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 1 Packet Pg. 38 4.C.a �a 3 a� Your Service Team Brian White bwhite@alliant.com Phone: 206 204 9126 L SeniorCell: 415 203 5983 N c v N O Kevin Miller, ARM kamiller@alliant.com Phone: 206 204 9141 N PresidentFirst Vice Cell: 602 300 8468 z 0 0 ShackelfordILL Anne Anne.Shackelford@alliant.com Phone: 206 454 8021 ? PresidentFirst Vice Cell: 425 231 4714 co co 00 M Renee R Judge rjudge@alliant.com Phone: 206 204 9174 m Assistant Vice President Account Executive a� Vicki c Holladay, vholaday@alliant.com Phone: 206 204 9138 f° Assistant Vice President Account Executive c r c a� E JoyceRoberts jeroberts@alliant.com Phone: 206 204 9175 a) Account Manager Lead c Jamie Arnoldi Y fA Jamie.Arnoldi@alliant.com Phone: 949 627 7000 N Account • • p N r C d E t V fC rr a Alliant Insurance Services, Inc. www.alliant.com CA License No.OC36861 Page 2 Packet Pg. 39 4.C.a AT 3 Named Insured City of Kent = L NAMED INSURED DISCLOSURE v N O • Name Insured(s)should match State of Incorporation filing. Inform Alliant if there is a difference or change N • The First Named Insured policy status granted includes certain rights and responsibilities.These responsibilities do not apply to other Named Insureds on the policy. Some J examples for First Named Insured status include; (1)being designated to act on behalf of all insureds for making policy changes, (2)receiving of correspondence,(3)distributing Z claim proceeds,and(4)making premium payments O • Are ALL entities listed as named insureds?Coverage is not automatically afforded to all entities unless specifically named.Confirm with your producer and service team that OLL all entities to be protected are on the correct policy.Not all entities may be listed on all policies based on coverage line. Z • Additional named insured is(1)A person or organization,other than the first named insured, identified as an insured in the policy declarations or an addendum to the policy ao declarations. (2)A person or organization added to a policy after the policy is written with the status of named insured.This entity would have the same rights and responsibilities W as an entity named as an insured in the policy declarations(other than those rights and responsibilities reserved to the first named insured). • Applies to Professional Liability, Pollution Liability, Directors&Officers Liability,Employment Practices Liability, Fiduciary Liability policies(this list not all inclusive).Check your Policy language for applicability.These policies provide protection to the Named Insured for claims made against it alleging a covered wrongful act. c m v c ca L r E C� G N R N O N r C N E L V Q Alliant Insurance Services, Inc. www.alliant.com CA License No.OC36861 Page 3 Packet Pg. 40 4.C.a 3 m c Premium Summary Expiring Premium* Renewal Premium* N Excess Workers' Compensation and Employers Liability $ 152,357 $ 172,944 13.5% N O N Cyber Liability— Incumbent: Homeland Ins $ 102,100 $ 82,701 -19% J TOTAL $ 254,457 $ $255,645 .4% z O U- * Includes Surplus Lines Taxes & Fees, where applicable. Z 00 W Payment Terms 00 M • Premium is due within 30 days of policy inception • Agency Bill • Payment Plan: Annual Options c c� L Cyber r Crum and Forster • Option 1 $100K SIR-$84,489 plus T&F • Option 2 $250K SIR-$73,927 plus T&F Coalition Y T • Option 1 $100K SIR-$85,000 plus T&F M N O N r C N E L V Q Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 4 Packet Pg. 41 4.C.a AT 3 Excess Workers' Compensation and Employers Liability Coverage Present Coverage Proposed Coverage i Insurance Company Safety National Casualty Corporation Safety National Casualty Corporation A.M. Best Rating A++ (Superior), Financial Size Category: XV A++ (Superior), Financial Size Category: N ($2 Billion or greater) XV(Greater than or Equal to $2.00 Billion) N as of 11/17/2022 as of November 17, 2022 J Standard & Poor's Rating A+ (Strong) as of September 15, 2023 A+ (Strong) as of September 15, 2023 Z O Washington Status Admitted Admitted 0 Z Policy/Coverage Term January 1, 2023 to January 1, 2024 January 1, 2024 to January 1, 2025 0 Policy# SP 4067921 TBD 00 M Limits 3 m c Workers' Compensation Statutory Per Accident Statutory Per Accident Employers Liability $ 1,000,000 Annual Aggregate $ 1,000,000 Annual Aggregate a� c $ 1,000,000 Per Occurrence $ 1,000,000 Per Occurrence 3 c Estimated Worker Hours 1,320,250 1,454,537 (+10%) c a� E a� a� Rate (per hour) 0.1154 0.1189 (+3%) Self-Insured Retention $ 1,000,000 Law Enforcement $ 1,000,000 Law Enforcement w IX $ 600,000 All Other $ 600,000 All Other cle.i 0 N r C N E L V Q Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 5 Packet Pg. 42 4.C.a Z 3 Excess Workers' Compensation and Employers Liability Coverage - Continued Present Coverage Proposed Coverage Coverage Extensions 0 Law Enforcement/Fire Fighters LEOFF 0 Law Enforcement/Fire Fighters LEOFF Exclusion Exclusion c • USL&H— No Known Exposures 0 USL&H — No Known Exposures N • Incidental Maritime Coverage 0 Incidental Maritime Coverage N • Voluntary Coverage 0 Voluntary Coverage J • Foreign Voluntary Compensation 0 Foreign Voluntary Compensation z • Broad Form All States • Broad Form All States p • Employers Liability Per Occurrence & 0 Employers Liability Per Occurrence & Z Aggregate Max Limits of Liability Aggregate Max Limits of Liability co • Employers Liability Per Occurrence & 0 Employers Liability Per Occurrence& W Aggregate Max Limits of Indemnity Aggregate Max Limits of Indemnity • Self-Insured Retention Per Occurrence-WA 0 Self-Insured Retention Per Occurrence-WA f° 3 Law Enforcement Law Enforcement c m a� Annual Premium $ 152,357 $ 172,944 (+13.51%) c� L Binding Conditions No Longer Applicable See Binding Subjectivities Recap Page r c a� E a� a� c� c See Disclaimer Page for Important Notices and Acknowledgment N IX N O N r C N E L V Q Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 6 Packet Pg. 43 4.C.a 3 Excess Workers' Compensation History YEAR RATE WORKERHOURS PREMIUM EXCESS LOSSES LOSS RATIO SIR c PAID (Losses/ f° Premium 2003/2004 .0319 1,702,945 $51,417 $0 0% $400K Police/Fire $400K All Other � N 2004/2005 .0375 1,666,877 $64,898 $0 0% $400K Police/Fire$400K All Other c N 2005/2006 .0375 1,720,410 $61,013 $0 0% $400KPolice/Fire $400K All Other J 2006/2007 .0391 1,717,540 $63,914 $0 0% $400KPolice/Fire $400K All Other Z O 2007/2008 .0391 1,735,240 $67,848 $0 0% $500K Police/Fire $400K All Other O u_ 2008/2009 .0391 1,821,007 $71,201 $0 0% $500K Police/Fire $400K All Other Z 2009/2010 .0457 1,788,922 $81,812 $0 0% $500KPolice/Fire $400K All Other w $750K USL&H 00 M 2010/2011 .0457 1,820,500 $73,730 $0 0% $500K Police/Fire $400K All Other $750K USL&H m 2011/2012 .0457 1,529,500 $68,828 $0 0% $500KPolice/Fire $400K All Other $750K USL&H a� 2012/2013 .0298 1,454,000 $43,329 $0 0% $500K Police $400K All Other c 2013/2014 .0341 1,467,000 $50,025 $0 0% $500K All 3 2014/2015 .0375 1,468,000 $55,050 $1,350,000 +1,544.05% $500K All r 2015/2016 .0427 1,424,000 $60,876 $0 0% $500K All 2016/2017 .0456 1,424,000 $64,934 $0 0% $500K All a� 2017/2018 .0456 1,506,000 $68,674 $0 0% $500K All 2018/2019 .0456 1,533,000 $68,674 $850,000 +1,965.81% $500K All 2019/2020 .0520 1,542,000 $80,184 $0 0% $600K All N 2020/2021 .0520 1,567,000 $81,484 $0 0% $600K All N 2021/2022 .0820 1,465,454 $120,167 $0 0% $600K All Other, $750K Police N r 2022/2023 .1099 1,365,300 $150,046 $0 0% $600K All Other, $1 M Police a� E 2023/2024 .1154 1,320,250 $152,357 $0 0% $600K All Other, $1M Police 2024/2025 .1189 1,454,537 $172,944 $600K All Other, $1 M Police Q Alliant Insurance Services, Inc. www.alliant.com CA License No.OC36861 Page 7 Packet Pg. 44 4.C.a 3 Cyber Liability Coverage V Option-Proposed Option-Proposed Present Coverage Proposed Coverage Crum&Forster Coalition N Insurance Company Homeland Insurance Company of Homeland Insurance Company of Crum & Forster Specialty Insurance Various New York New York Company c A.M. Best Rating A+(Superior), Financial Size A+(Superior), Financial Size A(Excellent), Financial Size Category: A+(Superior), Financial Sizi N Category: XV($2 Billion or Greater)as Category:XV(Greater than or Equal XV(Greater than or Equal to$2 Billion) Category:XV(Greater than or E i I of May 2, 2022 to$2.00 Billion)as of May 18, 2023 as of August 3, 2023 to$2 Billion)as of March 16,2 p Washington Status Non-Admitted Non-Admitted Non-Admitted Non-Admitted 0 u- Z Policy/Coverage Term January 1, 2023 to January 1,2024 January 1, 2024 to January 1,2025 January 1, 2024 to January 1, 2025 January 1, 2024 to January 1, 00 Policy# 720000602-0001 TBD TBD TBD W M Coverage Form RCP1 RCP1 072023 ed. Cyber and Multimedia Liability C-4LRD-209472-CYBER-202 _ Insurance Policy, SC-POL-002 (01/22) m Retroactive Date Full Prior Acts Full Prior Acts Full Prior Acts Full Prior Acts c c� L Continuity Date January 1, 2022 January 1, 2022 January 1, 2024 January 1, 2024 c r Limits E Aggregate Limit of Liability $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 c� Covered Costs Breach Response $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000* w *$3,000,000 Additional Breach Response Limit available le Data Recovery $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 N r Hardware Replacement $ 1,000,000 $ 1,000,000 $ 3,000,000 $ 3,000,000 E Reward $ 50,000 $ 50,000 N/A N/A Q Alliant Insurance Services, Inc. i www.alliant.com CA License No.OC36861 Page 8 Packet Pg. 45 pli .a 3 Cyber Liability Coverage - Continued Option-Proposed Option-Proposed Present Coverage Proposed Coverage Crum&Forster Coalition N c Limits—Continued — v N Covered Loss c N Insured Interruption from Security Failure $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 z O from System Failure $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 O u_ from Intentional Shutdown $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 Z co Vendor Interruption W 00 from Vendor Security Failure $ 1,000,000 $ 1,000,000 $ 1,500,000 $ 3,000,000 from Vendor System Failure $ 1,000,000 $ 1,000,000 $ 1,500,000 $ 3,000,000 3 m Extortion $ 1,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 m Reputation $ 1,000,000 $ 1,000,000 $ 3,000,000 $ 3,000,000 c Telephone Fraud $ 250,000 $ 250,000 $ 250,000 $ 250,000 L Cryptojacking $ 250,000 $ 250,000 $ 250,000 $ 250,000 c Social Engineering $ 100,000 $ 250,000 $ 250,000 $ 250,000 as Invoice Manipulation $ 250,000 $ 250,000 $ 250,000 $ 250,000 aEi a� Transfer Fraud $ 250,000 $ 250,000 $ 250,000 $ 250,000 Pre-Claim Assistance N/A N/A N/A $ 5,000 N Covered Liability W N Data & Network $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 N Regulatory $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 as Merchant Services $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 Media $ 3,000,000 $ 3,000,000 $ 3,000,000 $ 3,000,000 a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 9 Packet Pg. 46 pli .a 3 Cyber Liability Coverage - Continued Option-Proposed Option-Proposed Present Coverage Proposed Coverage Crum&Forster Coalition N Retentions $ 100,000 $ 100,000 $ 100,000* $ 100,000 v $0 Retention for N O *$250,000 SIR Option Services from Coalition N Incident Response z Waiting Period 10 Hours 10 Hours 12 Hours 8 Hours O O Total Cost $100,000 Premium $ 81,000 Premium $ 84,489 Premium $ 85,000 Premium z $ 2,100 S/L T&F $ 1,701 S/L T&F $ 1,774.27 S/L T&F $ 1,785 S/L T&F co $102,100 $ 82,701 (-19%) $ 86,263.27 (-16%) $ 86,785.00 (-15%) M 3 $250,000 SIR Option: c $73,927 Premium $1,552.46 S/L T&F c $74,849.46 (-26%) Terrorism Included Included Included Included u3i c r c a� E a� a� c� c T w N O N r C N E L V Q Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 10 Packet Pg. 47 pli .a 3 Cyber Liability Coverage - Continued Option-Proposed Option-Proposed Present Coverage Proposed Coverage Crum&Forster Coalition N Endorsement& Exclusions 0 Extortion Event- v (including but not limited to) $1,000,000 0 Cyber and Multimedia Quota share CD N • Territory: Worldwide 0 Territory: Worldwide Liability Insurance Policy Endorsement N • Signature Page (Crum Employee-Owned 0 Employee-Owned Service of Suit and Forster Specialty z Hardware (BYOD) Hardware (BYOD) Insurance Company) Computer O included included U.S. Treasury Replacement u_ • Notice of Terrorism Cap on Losses Arising Department's (OFAC) Endorsement z Insurance Out of Certified Acts of Advisory Notice to Reputation Repair co Coverage- Terrorism Policyholders Endorsement 00 M • Service of Process �- mandatory Sanction Limitation and Clause (C&FS) Reputational Harm - disclosure Exclusion Disclosure Pursuant to Endorsement • Sanction Limitation Terrorism Risk Insurance • Service Fraud m and Exclusion- Act Endorsement mandatory • Cap on Losses from 9 Cap on Losses from endorsement Certified Acts of Terrorism Certified Acts of • Choice of Law Terrorism u3i Endorsement-WA Disclosure Pursuant • Biometric Information to Terrorism Risk Exclusion Endorsement Insurance Act E • Breach Costs Aggregate Regulatory Coverage M Limit Endorsement Enhancement c • Specific Matter Exclusion Endorsement-CCPA Endorsement and GDPR w • AmWins Amendatory Court Attendance IX Endorsement Cost Reimbursement N Endorsement c N • Criminal Reward Coverage 0) • Duty to Cooperate E • Your Obligations as an Insured a Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 11 Packet Pg. 48 pli .a 3 Cyber Liability Coverage - Continued Option-Proposed Option-Proposed Present Coverage Proposed Coverage Crum&Forster Coalition N • Amended Definition of Insured N • Betterment N Endorsement • Consent to z Settlement Change 0 • Enhanced Systems LL Failure Contingent BI z • Enhanced Waiting Period for Denial-of- t° 00 Service Attacks • Invoice Manipulation • Misc Amendments 3 m • MFA Retention m Reduction • Non-IT Vendor Contingent BI i • Phishing N (Impersonation)and proof of loss Preparation Primary E for Breach • State Changes • WOS per contract • Wrongful Collection and Biometric w Privacy Exclusion N O January 1, 2024 January 1, 2024 `" Quote Valid Until No Longer Applicable January 1, 2024 Y rY �.; c Binding Conditions No Longer Applicable See Binding Subjectivities See Binding Subjectivities See Binding Subjectivitie! E See Disclaimer Page for Important Notices and Acknowledgment Q Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 12 Packet Pg. 49 4.C.a AT 3 m Disclosures This proposal of insurance is provided as a matter of convenience and information only. All information included in this proposal, including but not c limited to personal and real property values, locations, operations, products, data, automobile schedules,financial data and loss experience, is based on facts and representations supplied to Alliant Insurance Services, Inc. by you. This proposal does not reflect any independent study or investigation by Alliant Insurance Services, Inc. or its agents and employees. v N O Please be advised that this proposal is also expressly conditioned on there being no material change in the risk between the date of this proposal N and the inception date of the proposed policy (including the occurrence of any claim or notice of circumstances that may give rise to a claim under J any policy which the policy being proposed is a renewal or replacement). In the event of such change of risk, the insurer may, at its sole discretion, Z modify, or withdraw this proposal, whether or not this offer has already been accepted. O O LL This proposal is not confirmation of insurance and does not add to, extend, amend, change, or alter any coverage in any actual policy of insurance Z you may have. All existing policy terms, conditions, exclusions, and limitations apply. For specific information regarding your insurance coverage, co please refer to the policy itself. Alliant Insurance Services, Inc. will not be liable for any claims arising from or related to information included in or W omitted from this proposal of insurance. Alliant embraces a policy of transparency with respect to its compensation from insurance transactions. Details on our compensation policy, including m the types of income that Alliant may earn on a placement, are available on our website at www.alliant.com. For a copy of our policy or for any inquiries regarding compensation issues pertaining to your account you may also contact us at: Alliant Insurance Services, Inc., Attention: General Counsel, 701 B Street, 6th Floor, San Diego, CA 92101. c c� Analyzing insurers' over-all performance and financial strength is a task that requires specialized skills and in-depth technical understanding of all aspects of insurance company finances and operations. Insurance brokerages such as Alliant Insurance typically rely upon rating agencies for this type of market analysis. Both A.M. Best and Standard and Poor's have been industry leaders in this area for many decades, utilizing a combination of quantitative and qualitative analysis of the information available in formulating their ratings. a� E a) A.M. Best has an extensive database of nearly 6,000 Life/Health, Property Casualty and International companies. You can visit them at www.ambest.com. For additional information regarding insurer financial strength ratings visit Standard and Poor's website at ns www.standardandpoors.com. 2 N Our goal is to procure insurance for you with underwriters possessing the financial strength to perform. Alliant does not, however, guarantee the IX solvency of any underwriters with which insurance or reinsurance is placed and maintains no responsibility for any loss or damage arising from the N financial failure or insolvency of any insurer. We encourage you to review the publicly available information collected to enable you to make an N informed decision to accept or reject a particular underwriter. To learn more about companies doing business in your state, visit the Department of Insurance website for that state. E ns Q Alliant Insurance Services, Inc. i www.alliant.com I CA License No.OC36861 Page 13 Packet Pg. 50 4.C.a AT 3 NY Regulation 194 c as Alliant Insurance Services, Inc. is an insurance producer licensed by the State of New York. Insurance producers are authorized by their license to confer with insurance purchasers about the benefits, terms and conditions of insurance contracts; to offer advice concerning the substantive benefits of particular insurance contracts; to sell insurance; and to obtain insurance for purchasers. The role of the producer in any particular transaction typically involves one or more of these activities. c v Compensation will be paid to the producer, based on the insurance contract the producer sells. Depending on the insurer(s)and insurance contract(s) N the purchaser selects, compensation will be paid by the insurer(s) selling the insurance contract or by another third party. Such compensation may vary depending on a number of factors, including the insurance contract(s) and the insurer(s) the purchaser selects. In some cases, other factors such as the volume of business a producer provides to an insurer or the profitability of insurance contracts a producer provides to an insurer also Z may affect compensation. O O LL The insurance purchaser may obtain information about compensation expected to be received by the producer based in whole or in part on the sale Z of insurance to the purchaser, and (if applicable)compensation expected to be received based in whole or in part on any alternative quotes presented co to the purchaser by the producer, by requesting such information from the producer. M Privacy 3 as c At Alliant, one of our top priorities is making sure that the information we have about you is protected and secure. We value our relationship with you and work hard to preserve your privacy and ensure that your preferences are honored. At the same time, the very nature of our relationship may result in Alliant's collecting or sharing certain types of information about you in order to provide the products and services you expect from us. Please take the time to read our full Privacy Policy posted at www.alliant.com, and contact your Alliant service team should you have any questions. c Other Disclosures / Disclaimers as E FATCA: c The Foreign Account Tax Compliance Act (FATCA) requires the notification of certain financial accounts to the United States Internal Revenue Service. Alliant does not provide tax advice so please contact your tax consultant for your obligation regarding FATCA. w M N O N r C N E L V Q Alliant Insurance Services, Inc. www.alliant.com CA License No.OC36861 Page 14 Packet Pg. 51 4.C.a AT 3 Other Disclosures / Disclaimers - Continued c as NRRA: The Non-Admitted and Reinsurance Reform Act (NRRA)went into effect on July 21, 2011. Accordingly, surplus lines tax rates and regulations are subject to change which could result in an increase or decrease of the total surplus lines taxes and/or fees owed on this placement. If a change is required, we will promptly notify you. Any additional taxes and/or fees must be promptly remitted to Alliant Insurance Services, Inc. N O N Guarantee Funds Established by law in every state, guaranty funds are maintained by a state's insurance commissioner to protect policyholders in the event that an z insurer becomes insolvent or is unable to meet its financial obligations. If your insurance carrier is identified as 'Non-Admitted', your policy is not O O protected by your state's Guaranty Fund. LL z Claims Reporting W P g o Your policy will come with specific claim reporting requirements. Please make sure you understand these obligations. Contact your Alliant Service Team with any questions. 3 m c Claims Made Policy: This claims-made policy contains a requirement stating that this policy applies only to any claim first made against the Insured and reported to the insurer during the policy period or applicable extended reporting period. Claims must be submitted to the insurer during the policy period, or applicable i extended reporting period, as required pursuant to the Claims/Loss Notification Clause within the policy in order for coverage to apply. Late reporting N or failure to report pursuant to the policy's requirements could result in a disclaimer of coverage by the insurer. r c a� Any Employment Practices Liability(EPL)or Directors&Officers(D&O)with EPL coverage must give notice to the insurer of any charges/complaints aEi brought by any state / federal agency (i.e. EEOC and similar proceedings) involving an employee. To preserve your rights under the policy, it is c� important that timely notice be given to the insurer, whether or not a right to sue letter has been issued. T W N O N r C N E L V Q Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 15 Packet Pg. 52 4.C.a AT 3 Other Disclosures / Disclaimers - Continued c as Changes and Developments It is important that we be advised of any changes in your operations, which may have a bearing on the validity and/or adequacy of your insurance. The types of changes that concern us include, but are not limited to, those listed below: v • Changes in any operations such as expansion to another state, new products, or new applications of existing products. N ■ Travel to any state not previously disclosed. ■ Permanent operations outside the United States, Canada or Puerto Rico. Z ■ Mergers and/or acquisition of new companies and any change in business ownership, including percentages. O ■ Any newly assumed contractual liability, granting of indemnities or hold harmless agreements. 0 ■ Any changes in existing premises including vacancy, whether temporary or permanent, alterations, demolition, etc. Also, any new premises z either purchased, constructed or occupied co ■ Circumstances which may require an increased liability insurance limit. M ■ Any changes in fire or theft protection such as the installation of or disconnection of sprinkler systems, burglar alarms, etc. This includes any alterations to the system. f° 3 ■ Immediate notification of any changes to a scheduled of equipment, property, vehicles, electronic data processing, etc. ■ Property of yours that is in transit, unless previously discussed and/or currently insured. a� c c� L r I_ C� G T W N O N r C N E L V Q Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 16 Packet Pg. 53 4.C.a AT 3 Other Disclosures / Disclaimers - Continued c as Certificates / Evidence of Insurance A Certificate or Evidence is issued as a matter of information only and confers no rights upon the certificate holder. The certificate does not affirmatively or negatively amend, extend or alter the coverage afforded by a policy, nor does it constitute a contract between the issuing insurer(s), authorized representative, producer or recipient. N 0 N You may have signed contracts, leases or other agreements requiring you to provide this evidence. In those agreements, you may assume J obligations and/or liability for others (Indemnification, Hold Harmless) and some of the obligations that are not covered by insurance. We Z recommend that you and your legal counsel review these documents. 0 LL z In addition to providing a Certificate or Evident of Insurance, you may be required to name your landlord, client or customer on your policy as a loss 0 payee on property insurance or as an additional insured on liability insurance. This is only possible with permission of the insurance company, m 0 added by endorsement and, in some cases, an additional premium. 3 By naming the certificate holder as additional insured, there are consequences to your risks and insurance policy including: c ■ Your policy limits are now shared with other entities; their claims involvement may reduce or exhaust your aggregate limit. ■ Your policy may provide higher limits than required by contract; your full limits can be exposed to the additional insured. ■ There may be conflicts in defense when your insurer has to defend both you and the additional insured. ■ An additional insured endorsement will most likely not provide notification of cancellation. Some insurance companies use a "blanket" additional insured endorsement that provides coverage automatically when it is required in a written contract. Most insurance companies do not want to be notified of all additional insureds when there is a blanket endorsement on the policy. If a notice of cancellation is required for c a� the additional insured party, you must notify us immediately and we will request an endorsement from your insurance company. There may E be an additional premium for adding a notice of cancellation endorsement for an additional insured. c See Request to Bind Coverage page for acknowledgement of all disclaimers and disclosures. N IX N O N r C N E L V Q Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 17 Packet Pg. 54 4.C.a AT 3 m Flood Disclosure Flooding is a serious threat to both personal and commercial clients. Flooding can happen anywhere, not just zone referred to as high-risk areas (Special Flood Hazard Area). Your Alliant team is ready to explain how it works and the associated costs. Basic Facts Congress created the NFIP in 1968 in response to the rising cost of taxpayer-funded disaster relief for flood victims and the increasing amount of N damage caused by floods. The NFIP makes federally backed flood insurance available in communities that agree to adopt and enforce floodplain N management ordinances to reduce future flood damage. The NFIP is self-supporting for the average historical loss year. This means that unless J there is a widespread disaster, operating expenses and flood insurance claims are financed through premiums collected. Z O O LL Commercial buildings or residential dwellings owned by commercial entities are considered commercial property. All others are residential dwellings Z The FEMA Summary for Commercial Property and FEMA Standard Summary of Coverage provides information on the following: co • Types of Flood Insurance Coverage • What is a Flood- "a General and temporary condition of partial or complete inundation of two or more acres of normally dry land area"... 3 • Deductibles—various options to meet your financial needs • What is Covered and What is Not • The valuation of the Property—Actual Cash Value or Replacement Cost Additional Information i • Flood Zones ' o https://www.fema.gov/flood-zones r • Excess Flood Insurance (contact your Producer for additional information) o Increased limits over the maximum flood limit provided by NFIP FEMA Glossary of Flood Terms https://www.fema.gov/national-flood-insurance-program/definitions Please indicate your selection: w ❑ I would like to receive a flood quote N ❑ I do NOT wish to purchased flood insurance N Signature: Date: a� Name Printed/Typed: E Company Name: a Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Packet Pg. 55 4.C.a AT 3 m Optional Coverages The following represents a list of insurance coverages that may not be included in this proposal but are optional and may be available with further = underwriting information. This list is not inclusive of all coverages and if you have questions contact your Alliant representative. If you would like addition quotes please check Yes/No across from the coverage below, sign and return. v Target Coverages N Yes No —J Z CRIME O Employee Dishonesty El E] LL LL Z Computer Fraud ❑ ❑ Social Engineering ❑ ❑ 00 Increased Limits El E] M FLOODINSURANCE ❑ ❑ MANAGEMENT LIABILITY N Directors & Officers Liability ❑ ❑ c Employment Practices Liability ❑ ❑ ca L Fiduciary Liability ❑ ❑ N c r c as E a� ❑ Reject All Selecting the "Reject All or Accept All" option will override any selections you have made above ❑ Accept All for Consideration Signature of Authorized Insurance Representative Date w W N Title N N r C Printed /Typed Name E Q Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Packet Pg. 56 4.C.a AT 3 m Optional Coverages - Continued Other Coverage Options L Note some of these coverages may be included with limitations or insured elsewhere. This is a partial listing as you may have additional risks not c contemplated here which are unique to your organization. N 0 N • Business Income/Extra Expense 0 Non-Owned & Hired Automobile Liability • Earthquake 0 Pollution Liability • Employed Lawyers • Owned/Non-Owned Aircraft O • Employee Benefits Liability • Owned Watercraft O • Equipment Breakdown 0 Professional Liability z_ • Food Borne Illness 0 Property in Transit • Foreign Insurance Property of Others (Clients, Employees, Other) co • Garagekeepers Liability 0 Special Events Liability • Hired Auto Physical Damage 0 Spoilage • Kidnap & Ransom 0 Student Accident • Law Enforcement Liability 0 Volunteer Accidental Death & Dismemberment (AD&D) • Media and Publishers Liability 0 Workers Compensation & Employers Liability • Network Security/ Privacy Liability and Internet Media Liability 0 Workplace Violence c� L Glossary of Insurance Terms Below are links to assist you in understanding the insurance terms you may find within your insurance coverages: E E a� a� http://insurancecommunityuniversity.com/university-resources/insurance-glossary-free f° c https://consumers.ambest.com/content.aspx?rec=261613 http://www.irmi.com/online/insurance-glossarv/default.aspx Y N IX N O N r C N E L V Q Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Packet Pg. 57 4.C.a 3 Request to Bind Coverage City of Kent m c We have reviewed the proposal and agree to the terms and conditions of the coverages presented. We are requesting coverage to be bound as outlined by coverage line below: N c v Coverage • Coverage forN N Excess Workers'Compensation and Employers Liability ❑ _J z Cyber Liability—Homeland Ins Company-Resilience-$100K SIR ❑ O O Cyber Liability—C&F $100K SIR El Cyber Liability—C&F $250K SIR ❑ co W Cyber Liability—Coalition $100K SIR ❑ M Did you know that Alliant works with premium financing companies?Are you interested in financing your annual premium? Yes, please c provide us with a financing . . . not wish to finance our premium. aD ❑ ❑ c R L This Authorization to Bind Coverage also acknowledges receipt and review of all disclaimers and disclosures, including exposures used to develop insurance terms, contained within this proposal. a� E a� a� c Signature of Authorized Insured Representative Date Y fA Title c N r C d Printed /Typed Name E This proposal does not constitute a binder of insurance. Binding is subject to the final carrier approval.The actual terms and conditions of the policy will prevail. Q Alliant Insurance Services, Inc. I www.alliant.com I CA License No.OC36861 Page 21 Packet Pg. 58 4.C.a Binding Subjectivities Recap ALL coverages require a written request to bind coverage. c Additional subjectivities are listed below by Coverage Line. Coverage Line and Description of Subjectivity(ies) fA C Excess Workers' Compensation and Employers Liability N • The Excess Workers Compensation program quoted is contingent upon also binding any other lines quoted with Safety National. SN may J consider providing revised or additional quote options for individual lines of coverage subject to further underwriting review and approval. z0 O U- Cyber Liability z • Resilience: Already satisfied -Confirm Risk Manager and Security(CISO or equivalent) contact 00 co • Resilience: Already satisfied - Insurer's external scan identified potential vulnerabilities that might be associated with insured's network. 00 These findings are based on DNS record(s)for some City of Kent domains. Insurers were not able to verify if these are false positives or not. The attached Security Risk Indicators Report provides details, please review and advise • Crum and Forster: Completion of an onboarding call with the C&F Cyber Solutions Team within 15 days of binding. • Coalition: An authorized representative of the Named Insured signs the Coalition application within thirty (30) days of the issuance of a binder or insurance coverage will not take effect. c R L In order to complete the underwriting process, we require that you send us any additional information requested above. We are not required to bind coverage prior to our receipt and underwriting acceptance of the above information. However, if we do bind coverage prior to such acceptance, the terms and conditions as indicated above may be amended until such receipt and acceptance. Any agreement to bind coverage in connection with this proposal must be in writing from an authorized employee of the Insurer. a� c Y fA N O N r C d E t V fC rr a Alliant Insurance Services, Inc. I www.alliant.com CA License No.OC36861 Page 22 Packet Pg. 59 4.D ECONOMIC AND COMMUNITY DEVELOPMENT COMMITTEE Kurt Hanson, AICP, EDFP 220 Fourth Avenue South KENT Kent, WA 98032 WASHINGTON 253-856-5454 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Lodging Tax Grant Awards for Fall 2023 Application Cycle - Authorize MOTION: I move to award Fall 2023 lodging tax grants to the recipients selected by the Lodging Tax Advisory Committee in the recommended amounts, and authorize the Mayor to sign all agreements, subject to terms acceptable to the City Attorney. SUMMARY: The Lodging Tax and Advisory Committee has recommended seven grant awards totaling $286,460 to support various tourism promotion initiatives designed to attract both business and leisure travelers to Kent. Washington State collects a lodging tax for each hotel/motel stay that is less than 30 days in duration. A portion of this revenue is returned to its origin city and this revenue must be used to fund promotion or sponsorship of attractions and events likely to bring visitors to experience those offerings, stay overnight, dine and shop. A local committee, comprised 50% of representatives from the hospitality industry and 50% from local organization who may stage or sponsor events, make recommendations as to which proposals will best achieve these goals and should receive funding. The attached table summarizes the initiatives and events recommended for grant awards by the Lodging Tax Committee for Council approval. Lodging tax revenues are utilized to increase tourism and promote leisure and business travel to the City. The Fall 2023 funding cycle will support events occurring in late 2023 and 2024, and will also allow the continuance of the City's "Visit Kent" tourism marketing campaign by renewing its contract with JayRay Ads & PR, Inc. for 2024. Individual grant applications and funding levels were discussed by the Lodging Tax Advisory Committee and their recommendations are summarized in the table attached here as an exhibit. BUDGET IMPACT: $286,460 of Lodging Tax Revenues designated for this purpose. SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Packet Pg. 60 4.D 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. LTAC FALL 2023 Awardees (PDF) Packet Pg. 61 4.D.a Fall 2023 Lodging Tax Grant Awards Previous Amount Event/Project Est. Awardee y/n Prior Org Name Contact Address 1 Phone Number email Event requested Budget Dates Event Location attendance Grant Y/N Award year Award $ Gaila Haas yes Spring Kent Downtown 202 W. Gowe Street <GHaas@kentdownt Burlington 2023, and Partnership Gaila Gutierrez Kent, WA 98032 425-381-3697 own.org> Cajun Festival 20,000.00 39,296.00 August 17, 2024 Green Park y 20,000.00 others 10K 50+ people d for tours, L 100,000 r website ' Q hits for East individual >, Christina Hill/Downtown visitors v c In Spice Arokiasamy 10816 SE 271st Street Kent, mfa@malaysiakitche 6 free culinary tours set Kent/Kent wanting Productions, Inc. Clark WA 98030 206-859-9566 n.us Kent Culinary Tourism 25,000.00 37,000.00 for 2024 Museum + info y 12,500.00 yes, Spring 20 10KCL Racetrack+ 35000 in a broadcast person, 1+ M N 31001 144th Ave SE Kent, lohnr@pacificracewa NHRA Northwest media , stay in million TV N Pacific Raceways John Ramsey WA 98042 253-639-5927 sy com Nationals 50,000.00 1,300,000.00 July 19-21, 2024 Kent packages audience y 20,000.00 yes 35K co 3000 fans, c 800 N King Showcase- High players, c� School Boys &Girls coaches a 6426 Radiance Blvd E Fife, sdturcotte@comcast Basketball Talent and their Game Time Events Steve Turcotte Washington 206-240-9029 net Showcase 15,000.00 25,000.00 January 15, 2024 ShoWare families y 20,000.00 yes 10K Gut Check 4250 Martin Way E, Suite X Tournament& 105-223 Olympia, WA marcgloball@yahoo. Gut Check Wrestling CD Events, LLC Marc Kaye 98516 206-300-0706 com Tournament 30,000.00 85,000.00 December 27-30, 2023 ShoWare 3600 y 30,000.00 yes, Spring 20 25K c cn ShoWare- -0 0 accesso ShoWare incentives to J accesso ShoWare 625 W James Street Kent, 15th Anniversary marquee 00 Center Kelly Spreitzer WA 98032 253-856-6705 <KS reitzer accesso branding showcase 30,000.00 60,000.00 January 2, 2024 performers n/a y 30,000.00 yes, 2018 60K w m Digital More big Visit Kent Tourism marketing, shows = `� 3 Michelle 220 4th Ave S Kent, WA Mwilmot@kentwa.g Marketing campaign social media, more heads M City of Kent Wilmot 98032 253-856-5454 ov JayRay Ads and PR 153,964.00 153,964.00 July 1, 2024-TBD website refresh in beds y 153,960.00 yes, 2023 133,500.00 N J J Q LL V Q H J C E L V c0 w w Q Packet Pg. 62 4.E PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT Julie Parascondola, CPRO, Director • KENT 220 Fourth Avenue South WASHINGTON Kent, WA 98032 253-856-5100 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Resolution Allocating Funds to Finance Affordable Housing Projects in South King County Communities — Adopt MOTION: I move to adopt Resolution No. 2069, authorizing allocation to the South King Housing and Homelessness Partnership Housing Capital Fund to finance affordable housing projects. SUMMARY: The South King Housing and Homelessness Partnership (SKHHP) was established in 2019 through an interlocal agreement (Establishing ILA) to address the affordable housing challenges facing the subregion as a coordinated, unified, and collaborative coalition. SKHHP currently has 11 member jurisdictions including the cities of Auburn, Burien, Covington, Des Moines, Federal Way, Kent, Maple Valley, Normandy Park, Renton, and Tukwila, plus King County. In 2019, RCW 82.14.540 (SHB 1406) became law allowing jurisdictions to enact a local sales and use tax for the purpose of supporting affordable housing. In 2021, eight of the nine SKHHP member cities entered into a second interlocal agreement for purposes of pooling sales tax receipts authorized by RCW 82.14.540 with SKHHP to create the Housing Capital Fund (Pooling ILA - SHB 1406). In 2022, during the first annual funding round, SKHHP awarded almost $1.4 million for two projects in South King County. In 2023, two of the four SKHHP member cities who are able to collect RCW 82.14.530 (HB 1590) revenues (Covington and Kent) desired to pool a portion of those funds with SKHHP for the 2023 funding round of the Housing Capital Fund, and entered into an additional interlocal agreement (Pooling ILA - HB 1590). The Establishing ILA and Pooling ILAs established the SKHHP Housing Capital Fund, set parameters for the process for the selection of awards involving pooled funds, and determined the approval process. Pursuant to the ILAs, the SKHHP Executive Board recommends allocations for funding affordable housing projects to the participating City Councils. Even though the Council has already contributed funds to the 2023 Housing Capital Fund funding round, Council approval is needed to authorize the allocation of funds to specific projects. The SKHHP Executive Board adopts annual funding guidelines and priorities for each funding round. The SKHHP Advisory Board subsequently reviewed applications and provided a funding recommendation based on adopted priorities to the SKHHP Packet Pg. 63 4.E Executive Board. The SKHHP Executive Board concurred with the majority of the SKHHP Advisory Board's recommendation and recommends funding four projects totaling $5,747,306 as described in the 2023 SKHHP Housing Capital Fund Recommendation memo dated January 17, 2024 (attached). The SKHHP Executive Board requests approval to use $4,532,015 of the total $4,532,457 HB 1590 contributed funds from 2023 from the City of Kent and $188,422 of the total $212,655 SHB 1406 contributed funds from 2023 from the City of Kent for the following recommended projects: Project Location # of Total Total Total City Sponsor and Units Development SKHHP Contribution Project Cost Contribution Name Mercy Kent 199 $134,323,456 $1,000,000 $911,874 Housing NW - Kent Multicultural Village LIHI - Skyway 55 $36,295,892 $2,800,000 $2,553,248 Skway Affordable Housing and Early Learning Center TWG - Kent 168 $87,149,708 $1,170,000 $1,066,893 Pandion at Star Lake Multi-Service Des 20 $785,125 $777,306 $188,422 Center - Moines Victorian Place II As outlined in the attached memo, sales and use tax receipts from Kent have already been contributed to SKHHP's 2023 Housing Capital Fund, and with this Council approval, $4,720,437 of those funds will be allocated to the specific projects recommended by the SKHHP Executive Board. Detailed descriptions of the projects, funding requests, rationale, and recommended conditions of funding for projects by the SKHHP Executive Board are included in the attached memo. BUDGET IMPACT: $4,720,437 (HB 1590 and SHB 1406 pooled funds) SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. ATTACHMENTS: Packet Pg. 64 4.E 1. SKHHP HCF Allocations - Resolution (PDF) Packet Pg. 65 4.E.a U Y t O c v A) O 2069 a. RESOLUTION NO. a, c .y 7 O 2 N R A RESOLUTION of the City Council of the City of Kent, Washington, authorizing the Q administering agency for the South King Housing and Homelessness Partners (SKHHP) to execute all documents necessary to enter into agreements for the funding of affordable housing projects, as - recommended by the SKHHP Executive Board, N utilizing funds contributed by the City to the SKHHP c Housing Capital Fund. U- a� U 0 RECITALS a c 0 A. On June 19, 2019, the City of Kent ("City") executed an interlocal agreement to form the South King Housing and Homelessness 0 Partners ("SKHHP") to help coordinate the efforts of South King County 00 cities to provide affordable housing. o B. On February 4, 2021, the City executed an interlocal o agreement for the purposes of pooling sales tax receipts sourced from RCW 82.14.540 with SKHHP to administer funds through the SKHHP Housing 0 Capital Fund. C. On September 18, 2023, the City executed another interlocal a agreement for the purposes of pooling sales and use tax receipts sourced x from RCW 82.14.530 with SKHHP to administer funds through the SKHHP a. x Housing Capital Fund. N c a� E 1 SKHHP Housing Capital Funds - Resolution Q Packet Pg. 66 4.E.a D. The SKHHP Executive Board has recommended that the City Y participate in the funding of certain affordable housing projects and o Cn programs hereinafter described. E. The SKHHP Executive Board has developed recommended conditions to ensure that the City's affordable housing funds are used for a their intended purpose and that projects maintain their affordability over .y time. o x F. Pursuant to the SKHHP formation interlocal agreement, each legislative body participating in funding a project or program through 0 SKHHP's Housing Capital Fund must authorize the application of a specific Q amount of the City funds contributed to the SKHHP Housing Capital Fund to a specific project or program. U_ 0 G. The City Council desires to use $4,720,437 from funds N contributed to the SKHHP Housing Capital Fund as designated below to finance the projects recommended by the SKHHP Executive Board. U 0 NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF KENT, a c 0 WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: 0 m RESOLUTION 0 r- 00 M SECTION 1. - Authorization. Pursuant to the SKHHP interlocal o agreement, the City Council authorizes the duly-appointed administering o agency of SKHHP to execute all documents and take all necessary actions to enter into agreements on behalf of the City to fund (1) the construction 0 of Mercy Housing Northwest's Kent Multicultural Village, LIHI's Skyway Affordable Housing and Early Learning Center, and TWG's Pandion at Star c Q Lake; and (2) the rehabilitation of the Multi-Service Center's Victorian Place L) x II. The source of funding shall come through the combined use of a x $4,532,015 of the City's HB 1590 contribution and $188,422 from the City's N SHB 1406 contribution, as proposed in the SKHHP Executive Board's a� E 2 SKHHP Housing Capital Funds 0 - Resolution Q Packet Pg. 67 4.E.a Memorandum dated January 17, 2024, a copy of which is attached and Y incorporated as Exhibit A. o Cn SECTION 2. - Terms and Conditions. The agreements entered into pursuant to Section 1 of this Resolution shall include terms and conditions a to ensure that the City's funds are used for their intended purpose and that .y the projects maintain affordability over time. In determining what o x conditions should be included in the agreements, the duly-appointed administering agency of SKHHP shall be guided by the recommendations o set forth in Exhibit A. Q U SECTION 3. - Severability. If any one or more section, subsection, ii 0 or sentence of this resolution is held to be unconstitutional or invalid, such N decision shall not affect the validity of the remaining portion of this resolution and the same shall remain in full force and effect. 0 U 0 SECTION 4. - Corrections by City Clerk. Upon approval of the city a c attorney, the city clerk is authorized to make necessary corrections to this 3 resolution, including the correction of clerical errors; resolution, section, or subsection numbering; or references to other local, state, or federal laws, 0 codes, rules, or regulations. M c 0 SECTION 5. - Effective Date. This resolution shall take effect and o be in force immediately upon its passage. 0 February 20, 2024 0 DANA RALPH, MAYOR Date Approved U_ U 2 d 2 2 Y N r c m E t 3 SKHHP Housing Capital Funds 0 - Resolution Q Packet Pg. 68 4.E.a ATTEST: Y 0 February 20, 2024 KIMBERLEY A. KOMOTO, CITY CLERK Date Adopted A) 0 L a. APPROVED AS TO FORM: y 0 0 x a� 0 TAMMY WHITE, CITY ATTORNEY 0 Q a� U c c U- O r c U- a� c c� U 0 a c 0 0 m 0 o M C O 7 O N d N C O R v O Q U- U x d x x Y N r c m E t 4 SKHHP Housing Capital Funds - Resolution Q Packet Pg. 69 4.E.a Z EXHIBIT A— SKHHP Memorandum Y SKENINE 3 0 c South King Housing and Homelessness Partners N a� TO: City of Auburn City Council City of Kent City Council 2- City of Burien City Council City of Normandy Park City Council a City of Covington City Council City of Renton City Council City of Des Moines City Council City of Tukwila City Council o City of Federal Way City Council = a� FROM: SKHHP Executive Board -a L 0 DATE: January 17, 2024 Q a� RE: 2023 SKHHP Housing Capital Fund Recommendation c OVERVIEW 0 The 2023 SKHHP Housing Capital Fund was the second funding round made possible by pooling n resources among SKHHP member jurisdictions. 2023 was the first year members pooled funds sourced from HB 1590, which led to quadrupling the amount of funding available over the previous year totaling a� $5,899,297. SKHHP received six applications for funding representing over$8.6 million in requests to develop or preserve 493 units of housing. The SKHHP Executive Board concurred with the majority of o the SKHHP Advisory Board's recommendation and recommends funding four projects totaling a $5,747,306 (see Table 1). Of this total,the Executive Board recommends using$777,306 of the total 0 $928,812 sourced from SHB 1406 revenue contributions for one preservation project; and $4,970,000 sourced from HB 1590 revenue contributions for three new construction projects. This 0 recommendation leaves a balance of$151,506 in SHB 1406 funds and $485 in HB 1590 funds in the Housing Capital Fund that will rollover into the next funding round in 2024 (see Tables 2 and 3). A o summary of the recommended projects, funding rationale, and the conditions for funding are described M in this memo. Included as an attachment are the economic summaries of the recommended projects. 0 Table 1: Recommended Projects and Recommended Funding Level o m Project Location #of Project type Amount Recommended Recommended Sponsor Units requested Funding—HB 1590 Funding—SHB 1406 Mercy Kent 199 New Construction $1,000,000 $1,000,000 -- 0 Housing NW Rental LIHI Skyway 55 New Construction $2,800,000 $2,800,000 -- c IJIL Rental Q u_ TWG Kent 168 New Construction $2,856,000 $1,170,000 -- 2 Rental a _ 2 Multi-Service Des 20 Preservation - $777,306 = Y Center Moines Rental N r TOTAL -- 442 -- $4,970,000 $777,306 m E t v a Page 1 of 22 Packet Pg. 70 4.E.a Table 2: Proposed HB 1590 Allocations by Jurisdiction for Recommended Projects Y z 1. Mercy 3.TWG- Total Contributed o Jurisdiction Housing-KMV 2. LIHI-Skyway Pandion in 2023 Unallocated U) c Covington $ 88,126 $ 246,752 $ 103,107 $ 438,028 $ 43 Kent $ 911,874 $ 2,553,248 $ 1,066,893 $ 4,532,457 $ 442 'o Total $ 1,000,000 $ 2,800,000 $ 1,170,000 $ 4,970,485 $ 485 a c .y 3 O 2 Table 3: Proposed SHB 1406 Allocations by Jurisdiction for Recommended Projects 4. MSC- Total Jurisdiction Victorian Place Contributed in Carry-Over from Unallocated ° II 2023 2022 Q a) U Auburn $ 137,595 $ 152,865 $ 11,548 $ 26,819 Burien $ 63,128 $ 69,897 $ 5,535 $ 12,304 ii Des Moines $ 30,261 $ 34,301 $ 1,858 $ 5,898 $ Federal Way $ 119,468 $ 133,558 $ 9,196 $ 23,286 Kent $ 188,422 $ 212,655 $ 12,493 $ 36,726 LL Normandy Park $ 5,942 $ 6,992 $ 108 $ 1,158 Renton $ 217,088 $ 246,643 $ 12,758 $ 42,313 Tukwila $ 15,402 $ 17,233 $ 1,171 $ 3,002 0 Total $ 777,306 $ 874,145 $ 54,667 $ 151,506 a c 0 0 BACKGROUND aNi The SKHHP Advisory Board met on October 5, 2023 and November 2, 2023 to review project 00 applications and develop a funding recommendation for the SKHHP Executive Board's consideration. The SKHHP Executive Board met on October 20, 2023 and November 17, 2023 to review each project 0 and consider the recommendations of the Advisory Board. The Advisory Board adopted its recommendation on November 2, 2023 and the Executive Board took final action on November 17, 0 2023. PROCESS c r Advisory Board Executive Board finalized Member Councils to approve 0 recommendation recommendation funding recommendation Q (November 2,2023) (November 17,2023 (February-April 2024) Ly U 2 ATTACHMENTS a x x 1. Economic summaires for recommended projects vYj r c m E a Page 2 of 22 Packet Pg. 71 4.E.a 1. Mercy Housing NW- Kent Multicultural Village Y z Funding request: $1,000,000 0 U) Executive Board recommendation: $1,000,000 (forgivable loan) Address: 23446 Pacific Highway South, Kent, WA 98032 aci 0 L PROJECT SUMMARY a c Kent Multicultural Village is a 199-unit multifamily rental project in Kent adjacent to the future Kent Des Moines Link light rail station. The light rail station is scheduled to open in 2026. The project will support = households earning 30%area median income (AMI) to 80%AMI with a 20%set-aside (39 units)for T households with an intellectual and/or developmental disability(I/DD). The I/DD units will benefit from L on-site supportive services. A 30%set-aside (61 units) will be for families with children. The project 0 includes studios, 1-bedrooms, 2-bedrooms, and three-bedroom units. The site is comprised of eight Q as stories and will include a community center, a family resource center, and a licensed early learning facility with six classrooms to accommodate 96 infants and children with a focus on serving children with c M I/DD. The project was awarded the RFP by Sound Transit to be located on surplus land, but the terms of o r development are forthcoming, and the final project may be slightly different than described. 39 units are eligible for SKHHP funds sourced from HB 1590 revenue. u_ The project is a partnership between Mercy Housing NW and Open Doors for Multicultural Families, who will provide support to the I/DD households and will relocate their headquarters to the property. Open Doors for Multicultural Families will also operate the Community Center which will include space ° for recreational activities and community-focused programming. Open Doors for Multicultural Families a c is a non-profit organization dedicated to meeting the needs of persons of color living with I/DD, especially immigrants and refugees. o m PROJECT SCHEDULE 0 Activity Date 00 M Site Control 2024—to be coordinated in Sound Transit negotiations Building Permits Issued 4/2025 0 Begin Construction 6/2025 ' 0 Begin Lease Up 2/2027 Certificate of Occupancy Issued 6/2027 First LIHTC Year Start 6/2027 100% Lease Up 2/2028 U 0 FUNDING RATIONALE Q u_ U The Executive Board supports the intent of this application for the following reasons: _ pp pp g a x • The project has a 20%set-aside for households with an I/DD. Y • The project serves a diverse range of incomes from 30%AMI to 80%AMI. • The project proposal is thorough, well planned, and has funding commitments already m established. a Page 3 of 22 Packet Pg. 72 4.E.a • The project is located adjacent to the future Kent Des Moines Link light rail station and has Y convenient access to transit, schools, medical clinics, grocery stores, and services. • The project strongly aligns with SKHHP Housing Capital Fund adopted priorities including: being ° a transit-oriented development(TOD) project, collaboration with local community-based organizations, addressing the needs of populations most disproportionately impacted by housing costs, advancing economic opportunity due to its proximity to the future Link light rail o L station and other amenities, advancing geographic equity of the Housing Capital Fund, and the a- leverage of private and public investment. .y • Mercy Housing NW is a well-established nonprofit developer in the region. 0 • A third-party construction report found the proposed budget to be appropriate. _ a) PROPOSED CONDITIONS L 0 Standard Conditions Q as 1. Contractor shall provide SKHHP with development and operating budgets based upon c 0 actual funding commitments for approval by SKHHP staff. Contractor must notify ii SKHHP staff immediately if it is unable to adhere to these budgets, and must submit 0 r new budget(s)to SKHHP staff for approval. SKHHP staff shall not unreasonably withhold its approval of these budget(s), so long as they do not materially or adversely change the Project. This shall be a continuing obligation of the Contractor. Contractor's failure a, to adhere to budgets (either original or new/amended) may result in SKHHP's c� withdrawal of its funding commitment. Contractor must prepare and submit final U 0 budgets to SKHHP at the time it starts project construction and at the project's a completion. o 2. Contractor shall submit to SKHHP evidence of funding commitments from all proposed o public and private funding sources. If Contractor cannot secure an identified m commitment within an application's time frame, Contractor shall immediately notify 0 SKHHP staff and describe its anticipated actions and time frame for securing alternative 00 funding. c 0 3. Contractor shall use SKHHP provided funds toward specific project costs as included in the funding agreement and consistent with RCW 82.14.530. Contractor may not use 0 SKHHP funds for any other purpose unless SKHHP staff authorizes such alternate use in writing. If budget line items with unexpended balances exist after completion of the project, SKHHP and other public funders shall approve adjustments to the project o r capital sources (including potential reductions in public fund loan balances). 0 4. Contractor shall evaluate and consider maximizing sustainability features for the Project Q (such as an efficient building envelope and heat pumps) and shall propose a plan to U x maximize the Project's sustainability. a x 5. If Contractor uses federal funds toward the Project, it must meet applicable federal Y guidelines, including but not limited to: contractor solicitation; bidding and selection; wage rates; and federal laws and regulations. m E 0 a Page 4 of 22 Packet Pg. 73 4.E.a 6. Contractor shall maintain documentation of any necessary land use approvals, permits, Y and licenses required by the jurisdiction in which the project is located. 0 7. Quarterly Status Reports. Contractor is required to provide SKHHP with quarterly status U) c reports for projects funded through SKHHP's Housing Capital Fund during the project's development stage (from the time funds are awarded until the project's completion and occupancy).These quarterly reports must include at a minimum the status of funds a expended and progress to date. SKHHP will rely on these quarterly reports to determine 0 whether Contractor is making satisfactory progress on the project. Contractor shall submit a final budget to SKHHP upon project completion. If applicable, Contractor shall 0 x submit initial tenant information as required by SKHHP. a� 0 8. SKHHP will inspect the project site at least once during the project's construction. 0 9. Ongoing Monitoring. After occupancy, Contractor will submit annual reports to SKHHP Q a� summarizing the number of project beneficiaries, housing expenses for the target c population, and the proportion of those beneficiaries that are low-and/or moderate- c income and that meet other eligibility criteria established in the Contract. In addition, 0 for projects with loan payments, Contractor must annually report financial information N to SKHHP that it will use to assess contingent loan payments and project health.These annual reports will be required for the full duration of affordability. SKHHP will also 'l 0 periodically evaluate all projects for long term sustainability. S c� U 10. For rental projects, Contractor shall maintain the project in good and habitable o condition for the duration of its affordability term. a c 0 11. SKHHP shall reimburse the Contractor for satisfactory completion of the requirements specified in the Contract and upon Contractor's submission to SKHHP of invoices and ,°� m supporting documentation of eligible expenses. 0 12. A covenant is recorded ensuring affordability for at least 50 years,with unit size, r- number of units, and affordability distribution established prior to executing Contract. c 0 Special Conditions 0 1. SKHHP will provide project funds to the Contractor in the form of a deferred, contingent,forgivable loan. Loan terms will account for various factors, including loan terms from other fund sources and available cash flow. Final loan terms shall be c 0 determined prior to release of funds and must be approved by SKHHP staff. The loan will be secured by a deed of trust recorded against the development property to ensure c that Contractor maintains the project's affordability and target population. Contractor Q shall not be required to repay the loan so long as it maintains these project v requirements. a x 2. Timeframe for funding commitment.The funding commitment continues for thirty-six Y (36) months from the date of Council approval and shall expire thereafter if all U) r conditions are not satisfied. An extension may be requested to SKHHP staff no later m than sixty (60) days prior to the expiration date. At that time,the Agency will provide a 0 a Page 5 of 22 Packet Pg. 74 4.E.a status report on progress to date and expected schedule for start of construction and Y project completion. The SKHHP Executive Board will consider a twelve-month extension only on the basis of documented, meaningful progress in bringing the project to 0 U) readiness or completion. At a minimum,the Contractor will demonstrate that all capital S funding has been secured or is likely to be secured within a reasonable period of time. U) as 3. At least 39 of the housing units shall be set-aside for households with an I/DD who earn a no more than 60%AMI. Use of funds and population eligibility must be in-alignment with RCW 82.14.530. rn 3 O 4. SKHHP funds shall be used solely for new construction, unless otherwise approved by = a� SKHHP staff. 0 E L 5. Receipt of the documentation of remediation results and Department of Ecology ,o approval of remediation efforts shall be submitted to SKHHP prior to proceeding with Q as construction. U c c ii O r c U_ a� c c� U 0 a c 0 0 m 0 r- CO M C O 7 O N d N C O R v O Q LL U 2 d 2 2 Y N r c m E t tv a Page 6 of 22 Packet Pg. 75 4.E.a 2. Low Income Housing Institute (LIHI)-Skyway Affordable Housing and Early Learning Center Y z Funding request: $2,800,000 0 Executive Board recommendation: $2,800,000 (forgivable loan) Address: 12712-12724& 12742 Renton Ave. South, Seattle, WA 98178 aci 0 L PROJECT SUMMARY a c Skyway Affordable Housing and Early Learning Center is a multifamily rental project in Unincorporated King County.The project will provide 55 housing units for individuals and families, including 12 studios, _ 19 one-bedroom, 13 two-bedroom, and 11 three-bedroom units for households earning between 30% and 50%AMI with a 75%set-aside (42 units)for households transitioning out of homelessness.An early L learning center will be located on the ground floor of the building,featuring four classrooms to 0 accommodate up to 80 children, a parent resource room, and offices. The surrounding community will Q as be prioritized in the early learning center activities. Additional amenities include a community room, case manager offices, and a roof deck for resident use. LIHI will provide on-site case management.This c has been previously awarded redevelo ment and acquisition funds from Kin Count project p Y p p q g Y• o r The project will serve individuals (25 units) and families (17 units) exiting homelessness earning 30% AMI (42 total units) and will support general population households earning up to 50%AMI (12 units). A common room will support all residents (1 unit). 42 units are eligible for SKHHP funds sourced from HB 1590 revenue. a U 0 Childhaven, a nonprofit dedicated to strengthening families and preventing childhood trauma, plans to a lease the early learning center and relocate their program to the site and will assist in applying for local o funding for this portion of the project. The early learning center will be financed separately from the residential space, without using tax credits on the commercial space. PROJECT SCHEDULE 0 r- 00 Activity Date Site Control 1/30/2023 0 Building Permits Issued 1/23/2025 Begin Construction 6/1/2025 ,°� Begin Lease Up 9/15/20,26 Certificate of Occupancy Issued 10/15/2026 c 0 r FUNDING RATIONALE o Q The Executive Board supports the intent of this application for the following reasons: v x • The project has a 75%set-aside for households transitioning out of homelessness. a x • The project brings quality, affordable housing to a historically underserved neighborhood. Y • The project will house Childhaven on-site to run an early learning center. N • The project is located near schools, a library, and a future community center. • The project strongly aligns with SKHHP Housing Capital Fund adopted priorities including: E collaboration with local community-based organizations, addressing the needs of populations a Page 7 of 22 Packet Pg. 76 4.E.a most disproportionately impacted by housing costs, advancing geographic equity of the Housing Y Capital Fund, leverage of private and public investment, and promoting racial equity by prioritizing residents with a connection to the neighborhood. �° • The project will prioritize residents with a connection to the neighborhood. • LIHI is an established developer in the region. 2 • A third-party construction report found the proposed budget to be appropriate. o L a. PROPOSED CONDITIONS .y Standard Conditions 0 0 x 1. Contractor shall provide SKHHP with development and operating budgets based upon actual funding commitments for approval by SKHHP staff. Contractor must notify L SKHHP staff immediately if it is unable to adhere to these budgets, and must submit 0 new budget(s)to SKHHP staff for approval. SKHHP staff shall not unreasonably withhold Q as its approval of these budget(s), so long as they do not materially or adversely change the Project. This shall be a continuing obligation of the Contractor. Contractor's failure ii to adhere to budgets (either original or new/amended) may result in SKHHP's 0 r withdrawal of its funding commitment. Contractor must prepare and submit final budgets to SKHHP at the time it starts project construction and at the project's completion. a� c 2. Contractor shall submit to SKHHP evidence of funding commitments from all proposed public and private funding sources. If Contractor cannot secure an identified ° commitment within an application's time frame, Contractor shall immediately notify a c SKHHP staff and describe its anticipated actions and time frame for securing alternative ° funding. o m 3. Contractor shall use SKHHP provided funds toward specific project costs as included in the funding agreement and consistent with RCW 82.14.530. Contractor may not use oD 00 SKHHP funds for any other purpose unless SKHHP staff authorizes such alternate use in writing. If budget line items with unexpended balances exist after completion of the o project, SKHHP and other public funders shall approve adjustments to the project capital sources (including potential reductions in public fund loan balances). 0 m 4. Contractor shall evaluate and consider maximizing sustainability features for the Project (such as an efficient building envelope and heat pumps) and shall propose a plan to c 0 maximize the Project's sustainability. 5. If Contractor uses federal funds toward the Project, it must meet applicable federal c Q guidelines, including but not limited to: contractor solicitation; bidding and selection; U_ wage rates; and federal laws and regulations. _ (L 6. Contractor shall maintain documentation of any necessary land use approvals, permits, _ and licenses required by the jurisdiction in which the project is located. U) r 7. Quarterly Status Reports. Contractor is required to provide SKHHP with quarterly status reports for projects funded through SKHHP's Housing Capital Fund during the project's ° a Page 8 of 22 Packet Pg. 77 4.E.a development stage (from the time funds are awarded until the project's completion and Y occupancy).These quarterly reports must include at a minimum the status of funds expended and progress to date. SKHHP will rely on these quarterly reports to determine �0 whether Contractor is making satisfactory progress on the project. Contractor shall submit a final budget to SKHHP upon project completion. If applicable, Contractor shall submit initial tenant information as required by SKHHP. •o 0 a- 8. SKHHP will inspect the project site at least once during the project's construction. .y 9. Ongoing Monitoring. After occupancy, Contractor will submit annual reports to SKHHP 0 summarizing the number of project beneficiaries, housing expenses for the target = a� population, and the proportion of those beneficiaries that are low-and/or moderate- income and that meet other eligibility criteria established in the Contract. In addition, 0 for projects with loan payments, Contractor must annually report financial information Q to SKHHP that it will use to assess contingent loan payments and project health.These annual reports will be required for the full duration of affordability. SKHHP will also periodically evaluate all projects for long term sustainabilit p Y p j g Y U_ 0 10. For rental projects, Contractor shall maintain the project in good and habitable N condition for the duration of its affordability term. 11. SKHHP shall reimburse the Contractor for satisfactory completion of the requirements c specified in the Contract and upon Contractor's submission to SKHHP of invoices and U supporting documentation of eligible expenses. o Q 12. A covenant is recorded ensuring affordability for at least 50 years,with unit size, 0 number of units, and affordability distribution established prior to executing Contract. 0 Special Conditions 1. SKHHP will provide project funds to the Contractor in the form of a deferred, o r- 00 contingent,forgivable loan. Loan terms will account for various factors, including loan terms from other fund sources and available cash flow. Final loan terms shall be c 0 determined prior to release of funds and must be approved by SKHHP staff. The loan will be secured by a deed of trust recorded against the development property to ensure 0 that Contractor maintains the project's affordability and target population. Contractor shall not be required to repay the loan so long as it maintains these project requirements. o r 0 2. Timeframe for funding commitment.The funding commitment continues for thirty-six c (36) months from the date of Council approval and shall expire thereafter if all Q conditions are not satisfied. An extension may be requested to SKHHP staff no later v than sixty60 days prior to the expiration date. At that time the Agency will provide a = ( ) Y p p� � g Y p a status report on progress to date and expected schedule for start of construction and = project completion. The SKHHP Executive Board will consider a twelve-month extension y only on the basis of documented, meaningful progress in bringing the project to readiness or completion. At a minimum,the Contractor will demonstrate that all capital E E funding has been secured or is likely to be secured within a reasonable period of time. 0 a Page 9 of 22 Packet Pg. 78 4.E.a IAt least 75%of the housing units shall be set-aside for households transitioning out of Y homelessness and be for an eligible population defined in RCW 82.14.530 and who earn no more than 60%AML �° C 4. SKHHP funds shall be used solely for new construction, unless otherwise approved by SKHHP staff. 0 L 5. LIHI shall reexamine the guest policy allowing only one guest at a time to determine if it a is necessary. .y 7 O 2 N R L O Q V U_ O N C U_ V O Q C O O d 0 r- CO M C O 7 O N d N C O R v O Q LL U 2 d 2 2 Y N r C m E t tv a Page 10 of 22 Packet Pg. 79 4.E.a 3. TWG—Pandion at Star Lake Y z Funding request: $2,856,000 0 U) Executive Board recommendation: $1,170,000 (loan) Address: 2526 S 272nd Street, Kent, WA 98059 a°i 0 L PROJECT SUMMARY a c The South Building (building one of two) of Pandion at Star Lake is a multifamily rental, mixed use project consisting of 168 affordable housing units for households earning between 30% and 60%AMI in = Kent. The project is located adjacent to the Kent/Star Lake Link light rail station. This transit-oriented development(TOD) project will provide a mix of studio, one,two and three-bedroom units. The project L will include ground floor commercial space consisting of an early learning center for low-income children 0 and other non-profit tenants. The property was purchased by the developer in December 2022. The Q as project is a seven-story building with six stories of affordable housing over one story of commercial space, plus basement level parking. c ii The 168 units includes 109 units for the general population, 30 units for families with children, 25 units ° for families with children that require permanent supportive services and who are transitioning out of c homelessness or are at-risk of homelessness, and 4 units supporting households with an intellectual and/or developmental disability(I/DD) requiring supportive services. c� Pandion at Star Lake is a partnership between TWG Development and Vision House, with Vision House U 0 providing on-site supportive serves for 140 units or those receiving 4% LIHTC support. In collaboration Q with the City of Kent, an additional service provider will be selected to serve residents of the remaining o 28 units or those receiving 9% LIHTC support. 0 29 units of the project are eligible for HB 1590 funds which includes 25 units for families with children ° transitioning out of homelessness or are at-risk of homelessness and require permanent supportive o services and the four units set-aside for I/DD households. 00 M PROJECT SCHEDULE 0 Activity Date o Site Control 12/6/2022 Building Permits Issued 10/1/2025 Begin Construction 12/31/2025 c Certificate of Occupancy Issued 12/31/2027 ° Placed in service 1/1/2028 c First LIHTC Year 2028 Q ILL FUNDING RATIONALE _ a x The Executive Board supports the intent of this application for the following reasons: Y • The project is located adjacent to the future Kent/Star Lake Link light rail station and has convenient access to transit, schools,grocery stores, and services. E E ° a Page 11 of 22 Packet Pg. 80 4.E.a • The project strongly aligns with SKHHP Housing Capital Fund adopted priorities including: being Y a transit-oriented development(TOD) project, collaboration with local community-based organizations, addressing the needs of populations most disproportionately impacted by �° housing costs, advancing economic opportunity due to its proximity to the future Link light rail station and other amenities, advancing geographic equity of the Housing Capital Fund, and the leverage of private and public investment. o L • The project construction start date is anticipated by early 2026, six months later than other a- recommended projects. The sponsor may have more time to secure the additional funds than .y other projects prior to beginning construction. 0 • The project has a strong partnership with Vision House who will provide on-site supportive = a� services for 140 households. 0 • A second building supporting 173 units for seniors earning 80%to 100%AMI is part of the E 0 overall project, but is not part of the application to public funders. The overall project supports Q mixed-income housing from 30%AMI-100%AMI. • The project sponsor has been in close communication with the City of Kent on project feasibility c and zoning requirements since the property was purchased in December 2022. U_ • The project sponsor has agreed to voluntarily meet the design standards for properties zoned as 'Midway Transit Community,'which is a higher degree of development than what is required under general mixed-use commercial standards for the City of Kent. Ui • A third-party construction report found the proposed budget to be appropriate. c� PROPOSED CONDITIONS o Standard Conditions a c 0 1. Contractor shall provide SKHHP with development and operating budgets based upon actual funding commitments for approval by SKHHP staff. Contractor must notify SKHHP staff immediately if it is unable to adhere to these budgets, and must submit new budget(s) to SKHHP staff for approval. SKHHP staff shall not unreasonably withhold o 00 its approval of these budget(s), so long as they do not materially or adversely change the Project. This shall be a continuing obligation of the Contractor. Contractor's failure o to adhere to budgets (either original or new/amended) may result in SKHHP's withdrawal of its funding commitment. Contractor must prepare and submit final 0 budgets to SKHHP at the time it starts project construction and at the project's completion. c 0 2. Contractor shall submit to SKHHP evidence of funding commitments from all proposed public and private funding sources. If Contractor cannot secure an identified o commitment within an application's time frame, Contractor shall immediately notify Q SKHHP staff and describe its anticipated actions and time frame for securing alternative U funding. a x 3. Contractor shall use SKHHP provided funds toward specific project costs as included in Y the funding agreement and consistent with RCW 82.14.530. Contractor may not use N r SKHHP funds for any other purpose unless SKHHP staff authorizes such alternate use in m writing. If budget line items with unexpended balances exist after completion of the 0 a Page 12 of 22 Packet Pg. 81 4.E.a project, SKHHP and other public funders shall approve adjustments to the project Y capital sources (including potential reductions in public fund loan balances). 0 4. Contractor shall evaluate and consider maximizing sustainability features for the Project c (such as an efficient building envelope and heat pumps) and shall propose a plan to maximize the Project's sustainability. 0 L 5. If Contractor uses federal funds toward the Project, it must meet applicable federal a- 0 guidelines, including but not limited to: contractor solicitation; bidding and selection; E .y wage rates; and federal laws and regulations. 0 0 x 6. Contractor shall maintain documentation of any necessary land use approvals, permits, 2 a and licenses required by the jurisdiction in which the project is located. L 0 7. Quarterly Status Reports. Contractor is required to provide SKHHP with quarterly status Q reports for projects funded through SKHHP's Housing Capital Fund during the project's development stage (from the time funds are awarded until the project's completion and c occupancy).These quarterly reports must include at a minimum the status of funds ii expended and progress to date. SKHHP will rely on these quarterly reports to determine whether Contractor is making satisfactory progress on the project. Contractor shall submit a final budget to SKHHP upon project completion. If applicable, Contractor shall submit initial tenant information as required by SKHHP. c 8. SKHHP will inspect the project site at least once during the project's construction. o 9. Ongoing Monitoring. After occupancy, Contractor will submit annual reports to SKHHP a c summarizing the number of project beneficiaries, housing expenses for the target ° population, and the proportion of those beneficiaries that are low-and/or moderate- o 0 income and that meet other eligibility criteria established in the Contract. In addition, m for projects with loan payments, Contractor must annually report financial information 0 to SKHHP that it will use to assess contingent loan payments and project health.These r- annual reports will be required for the full duration of affordability. SKHHP will also periodically evaluate all projects for long term sustainability. o 10. For rental projects, Contractor shall maintain the project in good and habitable 0 condition for the duration of its affordability term. 11. SKHHP shall reimburse the Contractor for satisfactory completion of the requirements c 0 specified in the Contract and upon Contractor's submission to SKHHP of invoices and supporting documentation of eligible expenses. c Q 12. A covenant is recorded ensuring affordability for at least 50 years,with unit size, UL number of units, and affordability distribution established prior to executing Contract. _ a Special Conditions = Y 1. SKHHP will provide project funds to the Contractor in the form of a deferred, 1% N r interest, non-forgivable loan to the LIHTC partnership. The form of the funds are subject to change, but shall be agreed upon prior to contract execution. Loan terms will ° a Page 13 of 22 Packet Pg. 82 4.E.a account for various factors, including loan terms from other fund sources and available Y cash flow. Final loan terms shall be determined prior to release of funds and must be approved by SKHHP staff. The loan will be secured by a deed of trust recorded against �° the development property to ensure that Contractor maintains the project's affordability and target population. as 0 L 2. Timeframe for funding commitment.The funding commitment continues for thirty-six a- (36) months from the date of Council approval and shall expire thereafter if all c' conditions are not satisfied. An extension may be requested to SKHHP staff no later o than sixty (60) days prior to the expiration date. At that time,the Agency will provide a = a� status report on progress to date and expected schedule for start of construction and project completion. The SKHHP Executive Board will consider a twelve-month extension only on the basis of documented, meaningful progress in bringing the project to Q readiness or completion. At a minimum,the Contractor will demonstrate that all capital U funding has been secured or is likely to be secured within a reasonable period of time. c ii 3. At least 29 housing units of the total shall be for an eligible population defined in RCW o 82.14.530 including households transitioning out of homelessness or are at-risk of homelessness or households with an I/DD and who also earn no more than 60%AMI. a� c 4. SKHHP funds shall be used solely for new construction of the South Building, unless otherwise approved by SKHHP staff. o Q c 0 0 m 0 r- CO M C O 7 O N d N C O R v O Q LL U 2 d 2 2 Y N r c m E t tv a Page 14 of 22 Packet Pg. 83 4.E.a 4. Multi-Service Center-Victorian Place II Y z Funding request: $500,000 0 U) Executive Board recommendation: $777,306 (grant) Address: 24517 26th Place South, Des Moines, WA 98198 a°i 0 L PROJECT SUMMARY a c Victorian Place II is a multifamily, preservation 20-unit rental project in Des Moines. Since 1996,the nonprofit Multi-Service Center has owned the two adjacent buildings that comprise the project which = includes five units for households earning up to 35%AMI,ten units for households up to 40%AMI, and five units for households up to 50%AMI. The 20 three bedroom/two bath affordable rental units are in L active use and the target population is families with children. 0 Q The original request was for$500,000 in the form of a grant. Initial estimates were based on a 2018 construction estimate. An updated cost estimate of the project received on October 25, 2023 totaled $675,918. The Advisory Board recommended fully funding the project at the revised amount, however, ii after the recommendation was made, it was discovered that the revised estimate did not include ° r contingency funding. The Executive Board recommend funding the project with a 15%contingency which totals$777,306. Ui 0 SKHHP funds are requested to support the rehabilitation of the two buildings including: landscape improvements, staircase repairs, installation of new railings, seal coating the parking lot, upgrading U 0 external lighting, recoating tenant decks, installation of new siding, replacing gutters and downspouts, a replacing windows, replacing sliding glass doors, replacing unit entry doors, and replacing baseboard o heating with energy-efficient heating systems. 0 PROJECT SCHEDULE Activity Date o- 00 Site Control 1/1/2000 Building Permit Issued Mid-2024 0 Begin Rehabilitation and Renovation Mid-late 2024 End Rehabilitation and Renovation Mid-late 2025 ° m FUNDING RATIONALE 0 r The Advisory Board supports the intent of this application for the following reasons: c • There are limited funding sources available for preservation and rehabilitation. The focus for Q U_ larger public funders has historically been on creating new units of affordable housing. Smaller v x preservation projects like this one are not as competitive against larger preservation projects = competing for the same funds. Y • The property is in need of rehabilitation to support the health and safety of residents which are N families with children. c m • Preservation of affordable housing is a high-priority for SKHHP. E • 75% of the households earn no more than 40%AMI. a Page 15 of 22 Packet Pg. 84 4.E.a • The project's proximity to the future Kent Des Moines Link light rail station an asset(1.3 miles). Y • Multi-Service Center is a well-established South Kin County-based nonprofit that owns and g Y p � operates over 650 units of affordable housing. • Multi-Service Center's housing programs have a history of serving BIPOC community members with 72%of clients self-identifying as BIPOC. A) • The project strongly aligns with SKHHP Housing Capital Fund adopted priorities including: the 2- project sponsor's community connection and engagement with the populations they intend to a- serve, advancing racial equity, addressing the needs of populations most disproportionately .y impacted by housing costs, advancing geographic equity of the Housing Capital Fund, and ' 0 preservation. _ a� • Of the two applications submitted by the project sponsor,this project is the higher of the two 0 priorities as the larger housing units are more difficult for families in need to access, and the o current safety concerns at the project site are more immediate. Q as PROPOSED CONDITIONS 0 c Standard Conditions ii 0 r 1. Contractor shall provide SKHHP with development and operating budgets based upon actual funding commitments for approval by SKHHP staff. Contractor must notify SKHHP staff immediate) if it is unable to adhere to these budgets, and must submit Y � g a� new budget(s)to SKHHP staff for approval. SKHHP staff shall not unreasonably withhold its approval of these budget(s), so long as they do not materially or adversely change U 0 the Project. This shall be a continuing obligation of the Contractor. Contractor's failure a to adhere to budgets (either original or new/amended) may result in SKHHP's o withdrawal of its funding commitment. Contractor must prepare and submit final budgets to SKHHP at the time it starts project rehabilitation and at the project's completion. 0 2. Contractor shall submit to SKHHP evidence of funding commitments from all proposed 00 M public and private funding sources. If Contractor cannot secure an identified commitment within an application's time frame, Contractor shall immediately notify o SKHHP staff and describe its anticipated actions and time frame for securing alternative ' 0 funding. 3. Contractor shall use SKHHP provided funds toward specific project costs as included in the funding agreement and consistent with RCW 82.14.540. Contractor may not use c r SKHHP funds for any other purpose unless SKHHP staff authorizes such alternate use in writing. If budget line items with unexpended balances exist after completion of the c Q project, SKHHP shall approve adjustments to the project capital sources (including U_ potential reductions in public fund loan balances). _ a 4. Contractor shall evaluate and consider maximizing sustainability features for the Project = (such as an efficient building envelope and heat pumps) and shall propose a plan to y maximize the Project's sustainability. m E 0 a Page 16 of 22 Packet Pg. 85 4.E.a S. If Contractor uses federal funds toward the Project, it must meet applicable federal Y guidelines, including but not limited to: contractor solicitation; bidding and selection; wage rates; and federal laws and regulations. ° c 6. Contractor shall maintain documentation of any necessary land use approvals, permits, and licenses required by the jurisdiction in which the project is located. 0 L 7. Quarterly Status Reports. Contractor is required to provide SKHHP with quarterly status a reports for projects funded through SKHHP's Housing Capital Fund during the project's E 0 development stage (from the time funds are awarded until the project's completion). ° 0 These quarterly reports must include at a minimum the status of funds expended and = a� progress to date. SKHHP will rely on these quarterly reports to determine whether Contractor is making satisfactory progress on the project. Contractor shall submit a final 0 budget to SKHHP upon project completion. If applicable, Contractor shall submit initial Q tenant information as required by SKHHP. c 8. SKHHP will inspect the project site at least once during the project's rehabilitation. c ii 9. Ongoing Monitoring. After occupancy, Contractor will submit annual reports to SKHHP °0 summarizing the number of project beneficiaries, housing expenses for the target population, and the proportion of those beneficiaries that are low-and/or moderate- income and that meet other eligibility criteria established in the Contract. In addition, c for projects with loan payments, Contractor must annually report financial information U to SKHHP that it will use to assess contingent loan payments and project health.These o annual reports will be required for the full duration of affordability. SKHHP will also a c periodically evaluate all projects for long term sustainability. ° 10. For rental projects, Contractor shall maintain the project in good and habitable �°, m condition for the duration of its affordability term. 0 11. SKHHP shall reimburse the Contractor for satisfactory completion of the requirements r- specified in the Contract and upon Contractor's submission to SKHHP of invoices and supporting documentation of eligible expenses. o 12. A covenant is recorded ensuring affordability for at least 50 years,with unit size, o number of units, and affordability distribution established prior to executing Contract. Special Conditions c 0 r 1. SKHHP will provide project funds to the Contractor in the form of a secured grant with no repayment. Final Contract terms shall be determined prior to release of funds and c Q must be approved by SKHHP staff. The grant will be secured by a deed of trust recorded UL against the property to ensure that Contractor maintains the project's affordability and = target population. Contractor shall not be required to repay the grant so long as it (L maintains these project requirements. Y U) r 2. Timeframe for funding commitment.The funding commitment continues for thirty-six (36) months from the date of Council approval and shall expire thereafter if all 0 a Page 17 of 22 Packet Pg. 86 4.E.a conditions are not satisfied. An extension may be requested to SKHHP staff no later Y than sixty(60) days prior to the expiration date. At that time,the Agency will provide a status report on progress to date and expected schedule for start of construction and in project completion. The SKHHP Executive Board will consider a twelve-month extension S only on the basis of documented, meaningful progress in bringing the project to readiness or completion. At a minimum the Contractor will demonstrate that all capital p p o L funding has been secured or is likely to be secured within a reasonable period of time. a c 3. SKHHP funds shall be used solely for the rehabilitation of the property to include, but o not be limited to,the following, unless otherwise approved by SKHHP staff: _ a� a. landscape improvements b. staircase repairs c. installation of new railings Q d. seal coating the parking lot e. upgrading external lighting f. recoating tenant decks ii g. installation of new siding o h. applying exterior paint i. replacing gutters and downspouts j. replacing windows a, c k. replacing sliding glass doors I. replacing unit entry doors o m. replacing baseboard heating with energy-efficient heating systems a c 0 4. SKHHP and Contractor shall agree to the specifics on what will be funded prior to 0 executing a contract to ensure eligibility of expenses in alignment with RCW 82.14.540 and to mitigate cost-overruns. 0 r- 00 5. Five housing units shall serve households earning up to 35%AMI,ten units for households up to 40%AMI, and five units for households up to 50%AMI for the o duration of the term of affordability. 0 6. Should cost overruns occur that require funds above SKHHP's contribution, sponsor will work towards filling the funding need through their capital budget process or seeking funds through other sources. c r 0 Q U_ U 2 d 2 2 Y N r c m E t tv a Page 18 of 22 Packet Pg. 87 4.E.a ATTACHMENT 1: Economic Summaries of Recommended Projects Y z Project:Mercy Housing NW—Kent Multicultural Village 0 07 Proposed Funding Sources by Amounts and Status E Funding source Proposed Amount Status SKHHP $1,000,000 Applied 0 4%LIHTC Equity $48,849,278 Applied d King County(2022) $5,000,000 Committed 0 c GP Equity $1,000 Self-funded y Permanent Loan $23,500,000 Applied 0 State HTF $8,000,000 Awarded = a� Deferred Fee $4,850,000 Self-funded Amazon Grant $2,000,000 Applied -aL Amazon Loan $11,369,574 Applied 0 Private: Non-Residential $7,841,869 Will Apply Q State: Non-Residential $10,735,000 Will Apply c Federal: Non-Residential $2,552,000 Will Apply c County: Non-Residential $3,150,000 Will Apply ii Debt: Non-Residential $5,474,735 Will Apply 0 r TOTAL $134,323,456 N c Proposed Use of Funds and Total Residential Cost Per Unit u_ a� Proposed use Amount Per Unit Land acquisition $384,504 - o Construction costs $98,698,553 - Q Soft costs $12,761,870 - Development costs $8,372,636 -- o Other development costs $4,002,261 -- 0 Community facility $9,402,356 4%bond issuance $701,276 -- TOTAL $134,323,456 -- o TOTAL NON-RESIDENTIAL $29,753,604 -- 00 M TOTAL RESIDENTIAL(Includes common areas) $104,569,852 $525,476 0 Residential Cost Per Square Foot Item Amount 0 am Residential square footage 246,019 Residential development cost $104,569,852 Cost per square foot $425.05 0 r 0 Residential Cost Per Unit Based on Unit Size c Unit Size Number of Units Unit Square Footage Cost per Unit Q u_ Average Studio 54 392 $166,619 U 2 Average 1-bedroom 40 484 $205,724 d Average 2-bedroom 65 710 $301,785 = 2 Average 3-bedroom 40 982 $417,399 Y N Common area and other residential - 85,700 $36,426,785 spaces, including parking m E t 0 a Page 19 of 22 Packet Pg. 88 4.E.a Project:LIHI—Skyway Affordable Housing and Early Learning Center Y t Proposed Funding Sources bV Amounts and Status o Funding source Proposed Amount Status U) SKHHP $2,800,000 Applied E State HTF $7,465,748 Will apply in fall 2024 U King County 2023 $2,500,000 Awarded $2.1M a) 0 9%LIHTC $13,080,144 Will apply in fall 2024 d King County 2022 (pre-development funds) $2,500,000 Received c Direct Appropriations-Federal $700,000 Received Direct Appropriations-State $3,000,000 Received 0 Wyncote Foundation $1,000,000 Received PSTAA $300,000 Received TOTAL 4F $36,295,892 0 Proposed Use of Funds and Total Residential Cost Per Unit Q a� Proposed use Amount Cost per Unit c 0 Land acquisition $2,041,000 Construction costs $26,761,254 -- u_ 0 Soft costs $4,624,073 - N Development costs $1,737,565 - Other development costs $1,132,000 - Li TOTAL $36,295,892 -- c TOTAL NON-RESIDENTIAL $3,250,000 -- TOTAL RESIDENTIAL(Includes common areas) $33,045,892 $600,834 vp Q c Residential Cost Per Square Foot 0 Item Amount 0 0 Residential square footage 50,608 Residential development cost $33,045,892 Cost per square foot $652.97 0 00 M Residential Cost Per Unit Based on Unit Size o Unit Size Number of Units Unit Square Cost per Unit Footage 0 Average studio square footage 12 400 $261,188 Average 1-bedroom square footage 19 516 $336,932 N Average 2-bedroom square footage 13 816 $532,823 0 0 Average 3-bedroom square footage 11 900 587,673 Common area and other residential spaces, - 12,121 $7,914,649 0 including parking Q u_ U 2 d 2 2 Y N r c m E t 0 a Page 20 of 22 Packet Pg. 89 4.E.a Project:TWG—Pandion at Star Lake Y t Proposed Funding Sources by Amounts and Status c Funding source Proposed Amount Status SKHHP $2,856,000 Applied LIHTC& Energy Credits $31,023,163 Applied U Amazon $22,000,000 Applied ) 0 Permanent Loan $15,340,000 Applied a State HTF $4,218,915 Applied-Not _ awarded in 2023 0 King County $4,500,000 Applied-Not 0 awarded in 2023 a) Deferred Development Fee $2,355,370 Self-funded Z Non-Residential Commercial $4,856,260 -- TOTAL $87,149,708 a Proposed Use of Funds and Total Residential Cost Per Unit Proposed use Amount Per Unit c Land acquisition $3,435,523 - LL 0 Construction costs $63,626,629 -- w Soft costs $9,689,519 - c Development costs $6,902,268 - LL - Other Development costs $3,154,594 - 4%Bond Issuance $341,175 - TOTAL $87,149,708 - 0 0 TOTAL NON-RESIDENTIAL $4,856,260 - Q TOTAL RESIDENTIAL(Includes common areas) $82,293,448 $489,841 C Residential Cost Per Square Foot 0 Item Amount aa) Residential square footage 180,197 Residential development cost $82,293,448 w Cost per square foot $456.68 _ Residential Cost Per Unit Based on Unit Size Unit Size Number of Units Unit Square Cost per Unit 0 Footage 0) Average Studio 30 381 $173,995 Average 1-bedroom 78 615 $280,858 Average 2-bedroom 24 950 $433,846 Average 3-bedroom 36 1,095 $500,064 M Common area and other residential spaces, -- 59,772 $27,296,676 c including parking a u_ U 2 IL x x Y c m E a Page 21 of 22 Packet Pg. 90 4.E.a Project: Multi-Service Center-Victorian Place II Y t Proposed Funding Sources by Amounts and Status o Funding source Proposed Amount Status U) SKHHP $777,306 Applied Multi-Service Center $7,819 Self-Funded U TOTAL $785,125 'o L a. Proposed Use of Funds and Total Residential Cost Per Unit .y Proposed use Amount Per Unit 0 Title document recording fees $5,000 $250 2 Rehabilitation costs $780,125 $39,006 TOTAL $785,125 $39,256 0 Q a) U c 0 c LL O r c 0 LL a� c c� U 0 a c 0 0 0 m 0 r- ao M C O 7 O N d N C O R v O Q LL U 2 d 2 2 Y N r c m E t 0 a Page 22 of 22 Packet Pg. 91 4.F PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT 4^4� Julie Parascondola, CPRO, Director • KENT 220 Fourth Avenue South WASHI NGTON Kent, WA 98032 253-856-5100 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: 2024 Community Development Block Grant Annual Action Plan — Approve MOTION: I move to approve the Community Development Block Grant 2024 Annual Action Plan, including funding allocations and contingency plans, and authorize the Mayor to execute all documents and agreements, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: Human Services is requesting approval of the Community Development Block Grant 2024 Annual Action Plan to receive 2024 HUD allocation for the year. BUDGET IMPACT: It is anticipated that the City will receive the same allocation as fiscal year 2023 which was $1,093,232. Congress has not yet passed the appropriations bill for fiscal year 2024. This means that we may not have the formula allocations announced until late April or May. 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. 2024 CDBG Annual Action Plan (PDF) Packet Pg. 92 4.F.a m 0 L Q Q Q a c 0 K NT U Q WASH IN GTON a m 0 U N O City of Kent "! ti 2024 Annual Action Plan M Community Development Block Grant (CDBG) Program a 0 r a a c� m 0 U N O N r C d t V R r a Annual Action Plan 1 2024 Packet Pg. 93 4.F.a Executive Summary AP-05 Executive Summary - 91.200(c), 91.220(b) 1. Introduction The City of Kent became a Community Block Grant (CDBG) entitlement City in in 2003. Entitlement cities receive a CDBG entitlement grant directly from the U.S. Department of Housing and Urban Development 0 (HUD), managing and staffing their own programs.[1] Cities are eligible to apply for a direct grant only if a CL they have at least 50,000 residents and submit a multi-year Consolidated Plan (CP); the City submits its a plan every five years through the King County Consortium. In addition to King County and Kent,the Consortium includes the cities of Auburn, Bellevue, and Federal Way.The most recent five-year plan was a approved by HUD and is effective for 2020-2024.An Action Plan is submitted each year of the 2020- o 2024 CP; this Annual Action Plan (AAP) is for the 2024 program year,the fifth program year of the CP. U Q M The CP identifies the objectives and outcomes that will guide the city as it determines how to invest its grant.The objective of the CDBG Entitlement Program is to develop urban communities by providing Q decent housing, a suitable living environment, and economic opportunities, principally for o low/moderate-income persons. Low/moderate-income persons are those earning less than 80%of the v area median income (AMI).The 2024 AAP will continue to pursue the objectives outlined in the CP, c N tracking outcomes for each funded project. ti 0 2024 CDBG Allocation: c c� The City of Kent estimates it will receive the CDBG allocation in 2024 from HUD: $1,093,232. Once HUD confirms the City's final allocation,the city will adjust its budget before submitting the 2024 Action Plan 2 to HUD.The city anticipates that HUD will verify the final allocation by March or April 2024.The CDBG Q contract between HUD and the City is usually signed months after HUD provides notice regarding the amount of the City's grant. Consequently, CDBG sub-recipients receive their first payments between late Q spring to late summer. m 0 U 2. Summarize the objectives and outcomes identified in the Plan N 0 N The outcomes and objectives are: E • Accessibility to decent housing • Accessibility to a suitable living environment Q • Accessibility to economic opportunities The mission of the City's Human Services Division, which awards CDBG grants to sub-recipients, is to create a healthy,thriving, and inclusive community for all Kent residents by ensuring access to opportunity and high-quality services. Annual Action Plan 2 2024 Packet Pg. 94 4.F.a 3. Evaluation of past performance This is an evaluation of past performance that helped lead the city to choose its goals or projects. In 2023,the City used its CDBG funds to provide a wide variety of services which met the objectives of the CDBG Entitlement Program. Work was primarily executed by nonprofits (sub-recipients); however, City staff provided home repair services to Kent homeowners and hired private contractors as needed. m In addition,the city collaborated regionally with consortium cities, suburban cities, foundations, new a CL and emerging organizations, businesses,faith-based organizations, and government (county,federal, Q and State). c a Accomplishments in 2023 were: o U 2023:The city received a CDBG allocation of$1,093,232 Q M c The City successfully addressed the goals of meeting basic needs, affordable housing to homeless and Q at-risk persons, increasing self-sufficiency, and planning and administration. Sub-recipients used Kent m CDBG funds to provide: v N O • Rent and utility assistance N • Home repair assistance 0 • Case management services to youth with intellectual disabilities and their families • Shelter and Supportive Services • Transitional Housing a � • Comprehensive case management and support services • Employment and training Q • Planning and administration activities c Q Outcomes for 2023 are still in process and organizations are primarily on track. m 0 U 4. Summary of Citizen Participation Process and consultation process N 0 N Summary from citizen participation section of plan. m E Citizen participation (hereinafter referred to as Community Participation Process or community participation) is the source in which the Consolidated Plan is developed.The City solicited comments Q and input from low/moderate income persons and households, non-governmental organizations, nonprofits, and other interested parties regarding the development of the 2024 AAP. S. Summary of public comments Annual Action Plan 3 2024 Packet Pg. 95 4.F.a This could be a brief narrative summary or reference an attached document from the Citizen Participation section of the Con Plan. The city convened the first public hearing on November 16, 2023, before the draft AAP was released, and a second hearing was held on December 11th, 2023. The First public hearing was held in- person during Human Services Commission.The second public hearing was held in-person in Centennial Center. 6. Summary of comments or views not accepted and the reasons for not accepting them 0 L Q There were no public comments made at the first public hearing held on November 16th, 2023, during a Human Services Commission. There were no public comments made on second hearing held on c December 111h, 2023. a c 0 7. Summary U Q There were no public comments made on the first or second public hearing. c c Q m 0 U Iq N O N ti O M C fC d C O r v a a c� m 0 U N O N r C d E t V R r a Annual Action Plan 4 2024 Packet Pg. 96 4.F.a PR-05 Lead & Responsible Agencies - 91.200(b) 1. Agency/entity responsible for preparing/administering the Consolidated Plan The following are the agencies/entities responsible for preparing the Consolidated Plan and those responsible for administration of each grant program and funding source. Agency Role Name Department/Agency m Lead Agency City of Kent Parks, Recreation & Human Services Division > 0 L CDBG Administrator City of Kent Merina Hanson, Human Services Manager& Q- a Brittany Gaines, Senior CDBG Coordinator Q i Table 1—Responsible Agencies a Narrative o U Q The City of Kent, Human Services Division, is the lead agency for the CDBG Program. Merina Hanson, M Human Services Manager, and Brittany Gaines, Senior CDBG Coordinator, is the program manager. Q Sub-recipients that receive CDBG funds are responsible for executing programs on behalf of the City and m 0 are consulted during the development of the Annual Action Plan.These agencies are listed in the AP-10 v Iq Consultation section of this document. o N Consolidated Plan Public Contact Information CO M Merina Hanson Brittany Gaines Human Services Manager Senior CDBG Coordinator a c 220 4th Ave S, Kent, WA 98032 220 4th Ave S, Kent, WA 98032 253.856.5070 253.856.5070 Q mhanson@kentwa.gov bgaines@kentwa.gov c Q t9 AP-10 Consultation - 91.100, 91.200(b), 91.215(I) o U N 1. Introduction N r C d The City of Kent ensures consultation and Citizen participation are central to the work and the City E follows the adopted Citizen Participation Plan to ensure citizens participate in the process. r a The City of Kent is a leader and active partner, participating locally and regionally in efforts related to human services and community development. Development of the 2024 Annual Action Plan included consultation with private and public organizations to provide input.The City works closely with neighboring jurisdictions in South King County, acknowledging the subregion's common interests and challenges. Annual Action Plan 5 2024 Packet Pg. 97 4.F.a The City works regularly with organizations focused on public policy and nonprofit organizations and community groups focused on providing support to our low-and moderate-income individuals and households. The City values the strong working relationship with the other members of the King County Consortium and consults with them The City participates in regular meetings with stakeholders, including but not limited to the King County Housing Authority, King County Regional Homeless Authority, South King County Housing and Homelessness Partners, nonprofit housing and service providers, Kent Cultural Diversity Initiative Group, Public Health—Seattle & King County, Puget Sound m Regional Council, Housing Development Consortium,WA State Department of Commerce, United Way, > 0 L the private sector, and people with lived experience. Coordination occurs on a regular and ongoing basis Q- a and informs the work of the division. Q i c Provide a concise summary of the jurisdiction's activities to enhance coordination between a c public and assisted housing providers and private and governmental health, mental health, U and service agencies (91.215(I)). Q c Kent Human Services Division meets regularly with other King County jurisdictions, public housing Q authorities and State Departments to develop strategies and to implement plans to improve the quality m of service and access for low-income residents in the City and throughout the region. Additionally, the v City participates in quarterly meetings with King County staff, including Public Health - Seattle and King N County, to review implementation and delivery of services funded through regional efforts.The City will N continue to participate in the Joint Recommendations Committee (JRC), South King Housing and Homelessness Partners (SKHHP), the Affordable Housing Committee (AHC), and the Housing Inter- 00 jurisdictional Team of the AHC. Kent is also an active member of the King County Human Services Funder Collaborative, providing a streamlined application and grant management process for nonprofits a- c and increasing collaboration amongst cities. The City is also tracking the King County Regional Homeless 0 r Authority strategic planning efforts. While the Kent Cultural Diversity Initiative Group (KC-DIG) monthly Q meetings are currently on pause, we continue to utilize the robust distribution list to communicate with 3 organizations working directly with the broad community and residents of Kent. Q t9 Describe coordination with the Continuum of Care and efforts to address the needs of 0° 0 homeless persons (particularly chronically homeless individuals and families,families with N children,veterans, and unaccompanied youth)and persons at risk of homelessness. N r c as Staff worked extensively in 2018 to develop an Interlocal Agreement, creating a formal collaboration on E housing and homelessness issues between several cities in South King County, including Kent. Kent has contributed funds to the South King Housing and Homelessness Partnership since 2016; this partnership Q provided additional staff capacity for tracking, developing, and implementing policies related to affordable housing and homelessness to participating cities.The City funds this project with Human Services General Funds. Kent staff and other South King County stakeholders continue to meet to deepen cross-jurisdictional coordination, creating a common understanding for housing and homelessness needs and strategies for South King County, and will participate in KCRHA's development of the Subregional Plan that will guide homelessness work going forward. Two separate groups 6 Annual Action Plan 2024 Packet Pg. 98 4.F.a currently meet the South King County Homeless Action Committee and the South King County Joint Planners. The City continues to seek ways to participate in the newly established King County Regional Homelessness Authority and the Advisory Committee that now serves as the Continuum of Care. Kent provides General Fund and CDBG funds to programs focused on preventing homelessness, emergency shelter,transitional housing, and permanent housing.These programs support our chronically homeless individuals and families,families with children, veterans, and unaccompanied youth. o L Q Q Describe consultation with the Continuum(s) of Care that serves the jurisdiction's area in Q i determining how to allocate ESG funds, develop performance standards for and evaluate a outcomes of projects and activities assisted by ESG funds, and develop funding, policies and a c procedures for the operation and administration of HMIS ° U Q Kent is one of the participating jurisdictions partnering with King County who agree via an ILA that it is c mutually desirable and beneficial to enter a consortium arrangement pursuant to and authorized by the Q Homeless Emergency Assistance and Rapid Transition to Housing Act of 2009, for purposes of the ESG m and to cooperate in undertaking ESG activities.The County and the City are committed to targeting ESG v and HOME Program funds to ensure benefit for very low to moderate-income persons as defined by N HUD; and recognize that needs of very low to moderate-income persons may cross jurisdictional boundaries. ti 00 M As part of the ILA, staff attend (and in alternating years maintain a voting seat) on the Joint c� Recommendations Committee.The JRC has the responsibility to review and recommend to the King a- County Executive all policy matters concerning the ESG program. McKinney-Vento funding for the ESG is o r allocated through a competitive process and administered by King County.They also review and a recommend to the King County Executive the projects and programs to be undertaken with ESG funds. F0 They monitor and ensure that for all geographic areas and participating jurisdictions that benefit from ESG programs funded activities over time, so far as is feasible considering eligible applications submitted Q t9 within the goals, objectives, and strategies of the Consolidated Plan.Additionally,they monitor to 0 ensure that equity in distribution of funds is pursuant to proportion of the region's low to moderate- v income population and that equity is achieved over time pursuant to Consortium Guidelines adopted by N the JRC. r c m E 2. Agencies, groups, organizations, and others who participated in the process and consultations r a Note: additional organizations will be added via the online federal reporting system. Annual Action Plan 7 2024 Packet Pg. 99 4.F.a Table 2—Agencies,groups,organizations who participated _ 1 Agency/Group/Organization MULTI-SERVICE CENTER > 0 L Agency/Group/Organization Type Housing 0 Services - Housing i Services-homeless _ a Services-Employment = 0 Regional organization Q What section of the Plan was addressed by Consultation? Housing Need Assessment F6 Homeless Needs - Chronically homeless = Homeless Needs - Families with children Q C9 Homelessness Strategy m a U Briefly describe how the Agency/Group/Organization was consulted. What Agency received email link to Action Plan & Public N are the anticipated outcomes of the consultation or areas for improved hearing. Agency also consulted informally through c�•i coordination? ongoing communication. 00 Agency/Group/Organization Type Services-Youth and Families with Disabilities Housing Need Assessment a 2 Agency/Group/Organization OPEN DOORS FOR MULTICULTURAL FAMILIES = 0 r Agency/Group/Organization Type Services-Persons with Disabilities Q Regional organization Ethnic Community Based Organization c Q What section of the Plan was addressed by Consultation? Non-Homeless Special Needs m Anti-poverty Strategy U 1* Briefly describe how the Agency/Group/Organization was consulted. What Agency received email link to Action Plan & Public c are the anticipated outcomes of the consultation or areas for improved Hearing. Agency also consulted informally through N coordination? ongoing communication. _ t L) w r Annual Action Plan 8 Q 2024 Packet Pg. 100 4.F.a 3 Agency/Group/Organization PUGET SOUND TRAINING CENTER Agency/Group/Organization Type Services-Employment a Services - Narrowing the Digital Divide Q i What section of the Plan was addressed by Consultation? Non-Homeless Special Needs Market Analysis a Economic Development g Anti-poverty Strategy Q F6 Briefly describe how the Agency/Group/Organization was consulted. What Agency received email link to Action Plan & Public 3 c are the anticipated outcomes of the consultation or areas for improved Hearing. Agency also consulted informally through Q coordination? ongoing communication. m 0 4 Agency/Group/Organization YWCA-ANITA VISTA v N Agency/Group/Organization Type Housing N Services - Housing F_ Services-homeless 00 M Services-Transitional Housing a What section of the Plan was addressed by Consultation? Housing Need Assessment c r Homeless Needs- Families with children L) Q Homeless Needs-Transitional Housing 3 c Briefly describe how the Agency/Group/Organization was consulted. What Agency received email link to Action Plan & Public Q are the anticipated outcomes of the consultation or areas for improved Hearing. Agency also consulted informally through m coordination? ongoing communication. cam.) N O N r C d E t V R r Annual Action Plan 9 Q 2024 Packet P9. 101 4.F.a 5 Agency/Group/Organization CATHOLIC COMMUNITY SERVICES OF WESTERN WASHINGTON o L Q Agency/Group/Organization Type Housing Q Services - Housing _ Services-Children f° a Services-Elderly Persons = 0 Services-Persons with Disabilities Q Services-Persons with HIV/AIDS F6 Services-Victims of Domestic Violence c Services-homeless Q C9 What section of the Plan was addressed by Consultation? Housing Need Assessment p Homeless Needs -Chronically homeless I N Homeless Needs - Families with children N Homelessness Needs-Veterans F_ Homelessness Needs- Unaccompanied youth M Homelessness Strategy = Non-Homeless Special Needs a- _ Briefly describe how the Agency/Group/Organization was consulted. What Agency received email link to Action Plan & Public o r are the anticipated outcomes of the consultation or areas for improved Hearing. Agency also consulted informally through Q coordination? ongoing communication. 3 _ c Q C9 Identify any Agency Types not consulted and provide rationale for not consulting m 0 U 1* N/A c N r C d E t V R r Annual Action Plan 10 Q 2024 Packet Pg. 102 4.F.a m 0 L Q Q Q Other local/regional/state/federal planning efforts considered when preparing the Plan i c Name of Plan Lead Organization How do the goals of your Strategic Plan overlap with the goals of each plan? a c Continuum of Care King County Emphasis on basic needs, affordable housing, homeless prevention. g 2020-2024 King County Q Consortium Consolidated King County Both plans prioritize Affordable Housing and Homelessness Prevention. c Plan Q 2020-2024 City of Kent CDBG goals and objectives overlap with human services goals and objectives, and the City t9 Human Services Strategic City of Kent conducted community engagement for the Human Services Strategic Plan and Five-Year v Plan Consolidated Plan simultaneously. N 2019 King County Analysis Kent worked with the county to develop a plan for fair housing testing in Kent.The of Impediments to Fair King County Regional Al includes goals that indicate need for more affordable housing and greater Housing access to housing for communities experiencing a disproportionate need. 00 This five-year plan prioritizes frontline communities, which include underserved 2020 Strategic Climate King County populations and BIPOC.The City is also focused on these populations and is reviewing the a Action Plan c plan to determine how its five-year CP can more closely align with climate action. 0 r Table 3-Other local/regional/federal planning efforts Q cc c Q t9 00 Narrative N The City consulted numerous organizations that support the City in its efforts to achieve its primary objectives with CDBG funding: N r c m • Accessibility to decent housing E • Accessibility to a suitable living environment r Annual Action Plan 11 Q 2024 Packet Pg. 103 4.F.a • Accessibility to economic opportunities m 0 The City continues to assess the impacts of COVID-19 pandemic,while identifying social inequities to ensure residents are provided the a a opportunity to recover from illness, lost wages, and increasing costs due to inflation. The City will continue to partner with workgroups and Q committees to better coordinate services and resources to strengthen the network of providers in Kent and allow for a more equitable c distribution of resources. Partners include the Kent Community Partners, Kent Youth Network, Kent Emergency Assistance Providers . a c 0 U Q M c c Q m 0 U Iq N O N ti CO M C a c 0 r a a c� m 0 N O N r C d E t V R r Annual Action Plan 12 Q 2024 Packet Pg. 104 4.F.a AP-12 Participation - 91.401, 91.105, 91.200(c) a� 1. Summary of citizen participation process/Efforts made to broaden citizen participation a Summarize citizen participation process and how it impacted goal setting a Q i While HUD uses the term Citizen Participation, the City calls its participation process Community Participation,this title is more inclusive of all Kent residents. Community participation and engagement are critical to the successful implementation of the City's Consolidated Plan and each r_ Action Plan.The goals of community participation are to: Q • Inform the community of the rules that the City follows to ensure adequate opportunity for resident and stakeholder involvement c • Hear the community's recommendations on how the City should invest CDBG dollars Q • Consult with individuals who may not initiate contact with the City because of language/cultural barriers or who do not come from m experiences where government sought their opinions; and U • Convene public hearings and meetings, initiate surveys, host community and individual conversations, etc.,to increase opportunities for N 0 nonprofits and Kent residents to come together and discuss how they can leverage opportunities, share ideas, coordinate services and C.4 pool funding to achieve the greatest impact. 0 M The City solicited comments and input from low/moderate income persons and households, Kent residents, non-governmental organizations, c� nonprofits, and other interested parties regarding the development of the 2024 AAP. The City also used a racial equity lens to help determine its a c funding allocations.To this effort,the City commissioned a report conducted by Equitable Future to investigate how equitably Kent makes grants G r and funding available to community organizations. It met with and/or reached out to Ethnic Community-Based Organizations (CBOs), special Q needs organizations, etc. Organizational needs, demographic data, public and written comments, and informal surveys shaped the City's goals outlined in this Action Plan. Q t9 During the community participation process for the development of the Action Plan,_ individuals attended the public hearings (pre and post o AAP draft release), and_individuals participated in providing verbal comments. [This information will be added upon completion of the community participation process.] 0 0 N r C d E t V R r Annual Action Plan 13 Q 2024 Packet Pg. 105 4.F.a m Citizen Participation Outreach ° a a Sort Order Mode of Outreach Target of Outreach Summary of Summary of Summary of comments URL(If ai response/attendance comments received not accepted applicable) and reasons a- c 1 1st Public Hearing Non- No comments g targeted/broad 11 made Q community 2 2nd Public Non- No Comments c Hearing targeted/broad made Q community m Table 4—Citizen Participation Outreach U N (D N F- O M C R a c 0 r L) Q c c Q C9 m 0 U N O N r C d E t V R r Annual Action Plan 14 Q 2024 Packet Pg. 106 4.F.a Expected Resources o L Q Q AP-15 Expected Resources - 91.420(b), 91.220(c)(1,2) a Introduction a c The City of Kent supports human services programs through its CDBG (federal) and General Fund (City of Kent tax dollars) budgets. The City uses a two-year budget cycle which is contingent upon economic stability. While HUD is on the federal fiscal cycle (October—September),the City's Q fiscal calendar is January to December.The City does not receive notice of its CDBG award until Congress passes its budget.This is most often c completed in Spring or early Summer. Q m Pre-award costs for the 2024 program year are those costs that are incurred before the City signs an agreement with HUD regarding the use of v FY 2024 CDBG funds. Pre-award costs are outlined in section V of HUD CPD Notice CPD-23-01: Guidance on Submitting Consolidated Plans and N Annual Action Plans FY 2023 (Pre-Award Waiver) - HUD Exchange .The City expects HUD will issue a similar notice for the submission of 2024 N Action Plans, and the City will follow that guidance regarding pre-award costs when it is issued. 00 M The City dedicates a per-capita amount of its General Fund budget to support human services programs. Prior to that, one percent of the City's budget supported human services programs. a c 0 r Prior Year CDBG Resources include Unspent Funds of$144,770.94 in recaptured funds and unexpended program delivery funds from 2017, a 2018, and 2021. Funds recaptured are from closed projects or projects that didn't expend all available funds including public services, energy efficiency, and minor home repair.All unexpended funds are reprogrammed to 2024 projects.The reprogramming of these funds followed the Q t9 m 0 N O N r C d E t V R r Annual Action Plan 15 Q 2024 Packet Pg. 107 4.F.a required Citizen Participation Plan processes. m 0 L Q Q Anticipated Resources a i Program Source Uses of Funds Expected Amount Available Year 1 Expected Narrative Description M d of Annual Program Prior Year Total: Amount r- Funds Allocation: Income: Resources:$ $ Available o U $ $ Remainder Q of ConPlan M $ c CDBG public- Acquisition CDBG funds leverage additional Q federal Admin and federal and state funds.Agencies m Planning may combine funding sources to v Economic provide a comprehensive menu c Development of services to the community. `�! Housing Expected amount is based on i 00 Public 2023 allocation. Improvements Public Services $1,093,232 0 $144,770.94 $1,238,002.94 $1,093,232 a c Table 5-Expected Resources—Priority Table 0 r a Explain how federal funds will leverage those additional resources (private, state, and local funds), including a description of how c matching requirements will be satisfied Q c� CDBG funds do not require a match; however, the City looks for opportunities to solicit additional resources. o N If appropriate, describe publicly owned land or property located within the jurisdiction that may be used to address the needs N identified in the plan c as E Sound Transit released an RFP Spring of 2023 to identify Transit Oriented Development (TOD) on surplus property located on Kent's West Hill. r Annual Action Plan 16 Q 2024 Packet Pg. 108 4.F.a King County and Kent have convened discussions with residents and stakeholders consulted in this Action Plan about the best use of the property. Affordable housing and multi-use spaces to support health and employment is proposed to be built on a portion of this property. o L Q Q Discussion Q i c Expected Amount Available Remainder of Con Plan:The calculation is based on funds expected in 2024 if$1,093,232 is received for the year. a c 0 U Q M c c Q m 0 U Iq N O N ti O M C a c 0 r a a c� m 0 N O N r C d E t V R r Annual Action Plan 17 Q 2024 Packet Pg. 109 4.F.a Annual Goals and Objectives AP-20 Annual Goals and Objectives - 91.420, 91.220(c)(3) &(e) a a Goals Summary Information a c Sort Goal Name Start End Category Geographic Area Needs Addressed Funding Goal Outcome Indicator d Order Year Year 0 0 1 Maintain 2024 2025 Affordable City of Kent Affordable CDBG: Homeowner Housing Q Affordable Housing Housing $710,602 Rehabilitated: 100 Housing Household Housing Unit 2 Prevent 2024 2025 Homeless City of Kent Homeless CDBG: Homeless Person Q Homelessness Prevention $114,000 Overnight Shelter: 58 ca Persons Assisted v Iq 3 Opportunity to 2024 2025 Non-Homeless City of Kent Opportunity to CDBG: Public service activities c N Meet Basic Needs Special Needs Meet Basic Needs $20,000 other than Low/ModeratE Income Housing Benefit: 00 c 22 Persons Assisted a 4 Support Economic 2024 2025 Economic City of Kent Economic Viability CDBG: Other: 60 Other c 0 Viability Opportunities $18,984 Q 5 Planning and 2024 2025 Planning& Racially and Ethnically Planning& CDBG: Other: 0 Other c Administration Administration Concentrated area of Administration $218,646 Q Support Poverty(R/ECAP) 2010 m Table 6—Goals Summary U N O N Goal Descriptions as E r Annual Action Plan 18 Q 2024 Packet Pg. 110 4.F.a 1 Goal Name Maintain Affordable Housing 0 Goal Description Investment of funds to preserve and maintain existing affordable housing. Planned activities include a a rehabilitation of single-family residential housing (home repair services) and energy efficiency assistance. Q i 2 Goal Name Prevent Homelessness c a Goal Description Assistance to chronically homeless individuals and families and those at-risk for homelessness to move to 0 shelter and permanent housing. Planned activities include transitional housing, emergency shelter, case Q management, rental assistance, and supportive services. M C 3 Goal Name Opportunity to Meet Basic Needs C Q Goal Description Assistance to preserve and maintain the safety net for those at-risk of losing basic services, including legal o services, system navigation, case management, and supports for under-served residents v Iq N O 4 Goal Name Support Economic Viability N Goal Description Assistance,for those unemployed and under-employed. 00 S Goal Name Planning and Administration Support a C Goal Description Investment in planning and implementation strategies& CDBG staff to improve quality of life in the 0 r community for low/moderate-income residents. Q C Q t9 m 0 N O N r C d E t V R r Annual Action Plan 19 Q 2024 Packet Pg. 111 4.F.a m 0 L Q Q Q a. r_ 0 V Q m ,Q V m U Iq N O N ti 00 M C a c 0 r U a a c� m 0 N O N r C d !_ t V R r Annual Action Plan 20 Q 2024 Packet Pg. 112 4.F.a AP-35 Projects - 91.420, 91.220(d) Introduction Funded projects include a variety of activities: employment services and training, maintaining affordable housing, shelter and housing assistance, legal services, case management, food security through gardening, and health resources and support. m # Project Name o 1 Catholic Community Services: Sacred Heart Shelter a 2 Multi-Service Center: Shelter and Supportive Housing a 3 Kent Home Repair Program: Minor Home Repair c�c 4 Planning&Administration r_ 5 Catholic Community Services: Katherine's House and Rita's House 6 YWCA-Anita Vista:Transitional Housing Q 7 Open Doors for Multicultural Families: Family Support Services 8 Puget Sound Training Center: Employment&Training Services Q Table 7—Project Information m U N Describe the reasons for allocation priorities and any obstacles to addressing underserved N needs ti 00 M Priorities were decided based on resident needs and partnership with the community.The pandemic c will remain an obstacle to addressing underserved needs.Additionally, limitations on the percentage of a funds that can be used for personnel costs is an impediment as staffing requirements and workload c increase. r a CONTINGENCY PLANS c Q Public Services m 0 In the event a sub-recipient organization withdraws from the CDBG program, or the City determines the U It organization cannot meet federal compliance obligations, the City will allocate funds to one or more of c N the other public service activities. City of Kent public service activities may address the following needs: c services for the unhoused, healthcare, rent and utility assistance, legal services,food assistance, and m E counseling services.This list is not exhaustive and may expand to meet community needs. r In the event of a funding decrease, the amount of the decrease will be deducted from a project(s) Q guided by an equity lens. Capital Annual Action Plan 21 2024 Packet Pg. 113 4.F.a In the event of a funding increase, funds will be allocated to the City's Home Repair Program and/or a Capital Project that benefits community needs. In the event of a funding decrease, the Home Repair Program budget will be reduced. AP-38 Project Summary Project Summary Information m 1 0 Project Name Catholic Community Services-Sacred Heart Shelter a a Target Area City of Kent i c Goals Supported Prevent Homelessness a- c Needs Addressed Homeless Prevention ° Funding CDBG: $25,000 Q Description Public Services: Provide shelter to families experiencing homelessness. Q C9 m Target Date 12/31/2024 0 U Estimate the number and type of It is estimated that 12 families will benefit from the program. c families that will benefit from the proposed activities 00 Location Description City of Kent Planned Activities Shelter to Families a- c 2 0 Project Name Multi Service Center-Shelter and Supportive Housing Q Target Area City of Kent c Goals Supported Prevent Homelessness Q Needs Addressed Homeless Prevention m 0 Funding CDBG: $50,000 v 1* N Description Public Services: Comprehensive case management and N support services to two housing facilities in Kent. Target Date 12/31/2024 Estimate the number and type of It is estimated that 30 individuals will benefit from proposed Q families that will benefit from the activities. proposed activities Location Description City of Kent Planned Activities Case management and supportive services Annual Action Plan 22 2024 Packet Pg. 114 4.F.a 3 Project Name Kent Home Repair Program: Minor Home Repair Target Area City of Kent Racially and Ethnically Concentrated area of Poverty (R/ECAP) 2010 Goals Supported Maintain Affordable Housing Needs Addressed Affordable Housing a, 0 Funding CDBG: $710,602 a a Description Capital: Low/moderate-income homeowners in Kent receive a minor home repairs. a Target Date 12/31/2024 0 Estimate the number and type of It is estimated that 100 families will benefit from the program. Q families that will benefit from the 3 proposed activities c Q Location Description City of Kent m Planned Activities Minor home repair and rehabilitation. v 4 N Project Name Planning &Administration N Target Area City of Kent& Racially and Ethnically Concentrated area of 00 Poverty(R/ECAP) 2010 c Goals Supported Planning and Administration Support a Needs Addressed Planning &Administration o r Funding CDBG: $218,646 Q Description City uses funds to administer the CDBG project carried out by c c the City, to monitor sub-recipients, and to deliver strategies Q outlined in the 2020-2024 Consolidated Plan. m 0 Target Date 12/31/2024 1* N Estimate the number and type of N/A N families that will benefit from the proposed activities E t Location Description City of Kent and Racially and Ethnically Concentrated area of Q Poverty(R/ECAP) 2010. Planned Activities City uses funds to administer the CDBG program,to monitor sub-recipients, and to deliver strategies outlined in the 2020- 2024 Consolidated Plan. Annual Action Plan 23 2024 Packet Pg. 115 4.F.a 5 Project Name Catholic Community Services: Katherine's House and Rita's House Target Area City of Kent Goals Supported Prevent Homelessness Needs Addressed Homeless Prevention Funding $14,000 > 0 Description Public Service: Sub-recipient provides shelter and case a management services to women residing in transitional Q shelter. �a a Target Date 12/31/2024 0 Estimate the number and type of It is estimated that 2 homeless women will benefit from the Q families that will benefit from the program. 3 proposed activities c Q Location Description City of Kent. m Planned Activities Shelter and case management services to women v 6 N Project Name YWCA:Anita Vista Transitional Housing N Target Area City of Kent co M Goals Supported Prevent Homelessness c Needs Addressed Homeless Prevention a- c Funding CDBG: $25,000 ° r Description Public Service: Project provides transitional housing to Q domestic violence survivors and their children. c c Target Date 12/31/2024 Q C9 m Estimate the number and type of It is estimated that 14 female domestic violence survivors and U families that will benefit from the their children will benefit. 1* N proposed activities N r Location Description City of Kent Planned Activities Transitional housing and services. w Project Name Open Doors for Multicultural Families: Family Support Q Program Target Area City of Kent Goals Supported Opportunity to Meet Basic Needs Annual Action Plan 24 2024 Packet Pg. 116 4.F.a Needs Addressed Opportunity to Meet Basic Needs Funding CDBG: $20,000 Description Public Services: This project provides case management services to families with intellectual disabilities. Target Date 12/31/2024 Estimate the number and type of It is estimated that 22 Individuals will benefit from this project. > 0 families that will benefit from the a a proposed activities Q i Location Description City of Kent a Planned Activities Case management services for families. _ 0 $ Project Name Puget Sound Training Center: Employment&Training Services Q Target Area City of Kent c Goals Supported Support Economic Viability Q C9 Needs Addressed Economic Viability p U Funding CDBG: $18,984 N 0 N Description Public Services: This project provides employment and training services to under-served individuals. 00 M_ Target Date 12/31/2024 Estimate the number and type of It is estimated that 60 underserved & unemployed individuals a- c families that will benefit from the will benefit. 0 r proposed activities Q Location Description City of Renton, near Kent border c c Planned Activities Employment Services&Training Services Q C9 m Estimate the number and type of Public Service activity will be added once approved by the U families that will benefit from the Human Services Commission. 1* N proposed activities N r Location Description City of Kent. t w r Q AP-50 Geographic Distribution — 91.420, 91.220(f) Description of the geographic areas of the entitlement (including areas of low-income and Annual Action Plan 25 2024 Packet Pg. 117 4.F.a minority concentration) where assistance will be directed Historically, low/moderate-income households were dispersed throughout the City, and CDBG funds were distributed accordingly. Geographic Distribution Target Area Percentage of Funds City of Kent 95 ° a Racially and Ethnically Concentrated area of Poverty(R/ECAP) 2010 5 a Table 8-Geographic Distribution c a. Rationale for the priorities for allocating investments geographically o U Because low/moderate-income families reside throughout Kent, investments will be dispersed where Q those families live. 100%of the City's funds will be targeted to address low/mod income residents of Kent and will address the high concentration of poverty in the adjacent areas. Q m Discussion U Iq N According to the American Community Survey(2022),the poverty rate in Kent is 11.3%.This rate was N determined post pandemic. According to Bureau of Labor and Statistics,the unemployment rate ranged ti from a low of 3.7% in July 2022 to a rate of 4.2% in December 2022. As the area continues to recover CO from the impacts of COVID-19 rates are expected to increase. Economic disadvantage and poverty c� associated with the pandemic led to increased dependence on public assistance and forced many a- households to use public services for basic needs, including food, utility assistance, rental assistance, o r medical services, childcare, etc. Housing costs continue to rise in Kent, as the COVID-19 Moratoriums a have been removed. Landlord, owners, and residential properties are increasing rental rates.According FU to the apartment web service, Rent Cafe,the average cost for an apartment in Kent is$1,905 (average one-bedroom size), and this represents an 8% increase from the average cost over a year. Q t9 m 0 AP-75 Barriers to affordable housing -91.420, 91.220U) N Introduction N r c Barriers to affordable housing include continued recovery from the pandemic, poverty, rental and other E debt, insufficient down payment assistance, code restrictions, displacement, insufficient living wage job opportunities, and other economic and social factors. Eliminating barriers to affordable housing is a Q priority for the City. Actions it planned to remove or ameliorate the negative effects of public policies that serve as barriers to affordable housing such as land use controls,tax policies affecting land, zoning ordinances, building codes, fees and charges, growth limitations, and policies affecting the Annual Action Plan 26 2024 Packet Pg. 118 4.F.a return on residential investment In June 2021,the City adopted the Kent Housing Options Plan that identifies actionable code amendments that will increase overall residential building capacity.The plan assesses housing needs including affordability at all income levels and adopts strategies to improve housing outcomes. Other identified strategies include strengthening partnerships, increasing access to homeownership, and adjusting development regulations to increase future potential for more housing inventory. In 2019 the m City adopted a tax authorized by the State that allowed the City to recapture a portion of the existing > 0 L sales tax.These funds support the development of affordable housing. Kent and other SKC cities are a- a pooling those funds with SKHHP for the purpose of creating a Housing Capital Fund.The City also a i enacted a new tax for affordable housing and related housing services.The capital portion of those funds will also be pooled with SKHHP, and the City will use services dollars to programs that may include a c mental health and housing navigation, U Q Discussion 3 c c Human Services Division staff is also collaborating with Economic and Community Development staff on Q identifying opportunities for non-profit affordable housing developers to work in Kent. Work outlined in o the Housing Options Plan will continue over the next several years. v N O AP-85 Other Actions - 91.420, 91.220(k) N Introduction 00 ti M C The City of Kent is actively involved in many initiatives and ongoing commitments to improve the life of a Kent residents.The City participates committees, boards, and works directly with agencies and c organizations that provide services to enhance the level of quality of services in Kent and throughout South King County. Q c The City of Kent is committed to eliminating racial inequities and improving outcomes for all racial Q groups to mirror the diversity of its community. We are continuously taking steps to face and dismantle a m institutional and structural barriers to ensure government policies and practices do not infringe upon v the equal treatment and opportunity of all persons who live,work, and visit Kent.The City is in final N O development of the Racial Equity Strategic Plan which will go to the City Council later this spring. N r c m The Kent Human Services Commission and HSD staff continues to implement recommendations from E the Community-Based Vision for Equitable Grantmaking developed in 2021. In addition,the City hired c r consultants to work with the Kent Human Services Commission and staff to prioritize and direct 2023- Q 2024 human services investments using a racial equity lens. Staff are evaluating the 2023-2024 human services funding cycle. The pandemic amplified social and economic factors that contributed to poor health outcomes, and economic impacts compounded with longstanding racial disparities preventing African American Annual Action Plan 27 2024 Packet Pg. 119 4.F.a residents from accessing traditional pathways to wealth and economic security. In late 2022, Human Services staff recommended a Steering Committee be formed comprised of African American-led organizations, and stakeholders to better support Kent residents.The Steering Committee has begun identifying priorities in services and programs, current funding gaps, future funding opportunities, and capacity building recommendations for African American-led organizations in the City of Kent.The Steering Committee set an intention to primarily prioritize and focus on long-term planning efforts as the community continues with crisis response and recovery efforts,to achieve an equitable recovery. m 0 Actions planned to address obstacles to meeting underserved needs a- a i City staff engage with community partners to establish and build strong partnerships for human services and community development. Human Services Division staff will continue to work with Economic a c Development Division staff on outreach and engagement and provide recommendations on best g practices to ensure culturally responsive service to under-served communities.This work incudes Q engaging with nonprofits, faith-based organizations, grassroots community groups, other government 3 partners, and individuals who are historically underrepresented to learn how to overcome barriers. a Staff will continue to work with Seattle Foundation and King County on the Communities of Opportunity p Grant which provides funds to organizations whose activities reduce inequities in the areas of health, v Iq housing, and economic opportunities. N The City will continue its partnership with Kent School District to improve outcomes for students. 0~0 M C Kent's Human Services Manager will continue to participate in regional discussions about governance in a the Seattle/King County homelessness system. c r Actions planned to foster and maintain affordable housing Q c Kent operates a Home Repair program, providing repairs that maintain the health and safety of Q occupants and preserving the dwelling by addressing critical repairs. Home Repair programs are m important in maintaining housing by preserving home ownership, allowing low-income seniors and v disabled residents to stay stably housed. N 0 N The City will continue its long-term collaboration and participation on Boards, committees,funding review teams; etc.,to foster and maintain affordable housing for the South County Region.Through sub- E regional efforts, City staff and stakeholders will engage in discussions with elected officials and Land Use r and Planning Board members about the impact that affordable housing has on the long-term viability of Q the community. As part of the South King Housing and Homelessness Partnership project, staff will have the ability to participate in funding affordable housing capital projects in the subregion (through pooled funding the City of Kent is contributing to). The City will continue exploring opportunities to consider a low-income homebuyers assistance Annual Action Plan 28 2024 Packet Pg. 120 4.F.a program, recognizing the importance of homeownership as a pathway to building assets for low-and moderate-income residents. Actions planned to reduce lead-based paint hazards There are no specific actions planned regarding lead-based paint hazards.The Home Repair Program's minor rehabilitation does not disturb or reduce lead-based paint; however, clients are informed of such hazards. o L Q Q Q Actions planned to reduce the number of poverty-level families ii c 0 City staff maintain relationships with local workforce development/job training programs such as ANEW, Q AJAC, and Orion to ensure residents have access to high quality training programs, and partners with the City's Economic and Community Development Division to increase opportunities to LEP and BIPOC residents.The City also collaborates with the Financial Empowerment Network.The City is planning to Q release an RFP to hire a consultant to create a Youth employment/Career development plan in o partnership with Kent School District. Research data and coordination will help guide the City's planning U process. c N Actions planned to develop institutional structure 00 M The City developed a plan to implement recommendations from an evaluation of the 2021-2023 Human c�a Services Application Cycle (including CDBG)that was conducted by Equitable Futures.This development a c is currently underway. a Actions planned to enhance coordination between public and private housing and social service agencies Q t9 m The City was instrumental in developing relationships between public and private housing and social U service agencies and will continue to collaborate with these entities, including the Homeless Forum (a N 0 monthly meeting of housing and support service providers), South King County Joint Planners and N Developers work Group, and the King County Housing Development Consortium.The South King County m Housing and Homelessness Partnership will be a key driver of enhancing coordination in this area in E 2024 as well. r a Discussion The City will continue engaging in efforts to support its residents; by giving funding priority to programs Annual Action Plan 29 2024 Packet Pg. 121 4.F.a that, address goals outlined in the Five-Year Consolidated Plan and comply with federal regulations. m 0 L Q Q Q a c 0 U Q M c c Q m 0 U Iq N O N ti O M C fC d C O r v a a c� m 0 U N O N r C d E t V R r a Annual Action Plan 30 2024 Packet Pg. 122 4.F.a Program Specific Requirements AP-90 Program Specific Requirements - 91.420, 91.220(1)(1,2,4) Introduction The City of Kent will use CDBG funds to benefit low/moderate-income residents.The full amount allowable by regulation will be used for Public Services and Planning and Administration. The balance of m funds will be used for housing rehabilitation services. The City will not receive program income from o L prior years. a Q i Community Development Block Grant Program (CDBG) a Reference 24 CFR 91.220(1)(1) L 0 Projects planned with all CDBG funds expected to be available during the year are identified in the Q Projects Table.The following identifies program income that is available for use that is included in projects to be carried out. Q m 1.The total amount of program income that will have been received before the start of the next a U program year and that has not yet been reprogrammed 0 N 2.The amount of proceeds from section 108 loan guarantees that will be used during the year to N address the priority needs and specific objectives identified in the grantee's strategic plan. 0 ti 3.The amount of surplus funds from urban renewal settlements 0 M 4.The amount of any grant funds returned to the line of credit for which the planned use has not c� been included in a prior statement or plan 0 a c 5.The amount of income from float-funded activities 0 2 r Total Program Income: 0 Q Other CDBG Requirements Q t9 1.The amount of urgent need activities 0 m 0 U 2. The estimated percentage of CDBG funds that will be used for activities that � N O benefit persons of low and moderate income. Overall Benefit-A consecutive `14 r period of one,two or three years may be used to determine that a minimum overall benefit of 70%of CDBG funds is used to benefit persons of low and moderate income. Specify the years covered that include this Annual Action Plan. 100.00% a Annual Action Plan 31 2024 Packet Pg. 123 4.F.a Discussion The expressed goal of the CDBG Program is to reduce the number of people living in poverty.The City will use priority programs to benefit low/moderate-income individuals and households consistent with priorities outlined in the Consolidated Plan. m 0 L Q Q Q a c 0 U Q M c c Q m 0 U Iq N O N ti O M C fC d C O r v a a c� m 0 U N O N r C d E t V R r a Annual Action Plan 32 2024 Packet Pg. 124 4.G PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT 4^4� Julie Parascondola, CPRO, Director • KENT 220 Fourth Avenue South WASHI NGTON Kent, WA 98032 253-856-5100 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Agreement with Site Workshops for Uplands Playfield and Spray Park Planning and Design - Authorize MOTION: I move to authorize the Mayor to sign the Consultant Services Agreement with Site Workshops, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: In November of 2023, Site Workshops was selected through a competitive Request for Qualifications process for planning and design work related to redevelopment of Uplands Playfield. This project will redevelop the existing park and construct the City's first purpose-built splash park. Other improvements may include an accessible children's play area, restroom building, Interurban trailhead, open lawn, and space for community gathering. Uplands proximity to transit and nearby King County Metro parking facility makes this a prime location for this destination facility. With approval of this contract, the project will proceed into planning and community engagement in the summer of 2024 with pop-up events, open house meetings, and robust online engagement through EngageKentParks.com. BUDGET IMPACT: Expense impact to the Uplands Playfield and Splash Park project under the Capital Budget 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. Packet Pg. 125 4.G ATTACHMENTS: 1. Uplands Spray Park - SiteWorkshops Consultant Contract (PDF) Packet Pg. 126 4.G.a • KENTWISH IN GTO I N CONSULTANT SERVICES AGREEMENT 0 between the City of Kent and a Site Workshop, LLC Q O L THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter a the "City"), and Site Workshop, LLC organized under the laws of the State of Washington, located and doing a� business at 3800 Woodland Park Ave. North, Suite 200, Seattle, WA 98103 (hereinafter the "Consultant"). 0 I. DESCRIPTION OF WORK. c c� a� The Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: a. Y L As described in the attached exhibit A, incorporated herein, consultant shall provide the a. Concept Plan and improvements for the first phase of park development for the Uplands Playfield and Spray Park project. �. c Q. D The Consultant further represents that the services furnished under this Agreement will be performed •- in accordance with generally accepted professional practices within the Puget Sound region in effect at the 00 time those services are performed. r II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in L Section I above immediately upon the effective date of this Agreement. The Consultant shall complete the o work described in Section I by March 31, 2025. r c III. COMPENSATION. c A. The City shall pay the Consultant, based on time and materials, an amount not to exceed v $225,600, for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be o exceeded without the prior written authorization of the City in the form of a negotiated and w executed amendment to this agreement. The Consultant agrees that the hourly or flat rate c charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) 0 for a period of one (1) year from the effective date of this Agreement. The Consultant's billing • ' rates shall be as delineated in Exhibit A. N Y B. The Consultant shall submit monthly payment invoices to the City for work performed, and a a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any Q. portion of an invoice, it shall notify the Consultant and reserves the option to only pay that Cn portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. a C. Card Payment Program. The Consultant may elect to participate in automated credit card payments provided for by the City and its financial institution. This Program is provided as an E alternative to payment by check and is available for the convenience of the Consultant. If the z Consultant voluntarily participates in this Program, the Consultant will be solely responsible r Q CONSULTANT SERVICES AGREEMENT - 1 (Over$20,000) Packet Pg. 127 4.G.a for any fees imposed by financial institutions or credit card companies. The Consultant shall not charge those fees back to the City. a� IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- 'L Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in zo accordance with Ch. 51.08 RCW, the parties make the following representations: a i A. The Consultant has the ability to control and direct the performance and details of its y work, the City being interested only in the results obtained under this Agreement. 0 0 L- B. The Consultant maintains and pays for its own place of business from which the a Consultant's services under this Agreement will be performed. a� .N a� 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 the Consultant's services, or the Consultant is engaged in an independently a, established trade, occupation, profession, or business of the same nature as that involved under this Agreement. a D. The Consultant is responsible for filing as they become due all necessary tax Y documents with appropriate federal and state agencies, including the Internal Revenue a Service and the state Department of Revenue. L Q E. The Consultant has registered its business and established an account with the state N Department of Revenue and other state agencies as may be required by the Consultant's business, and has obtained a Unified Business Identifier (UBI) number 2 CL from the State of Washington. D N F. The Consultant maintains a set of books dedicated to the expenses and earnings of its 00 business. r V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of o this Agreement. After termination, the City may take possession of all records and data within the v r Consultant's possession pertaining to this project, which may be used by the City without restriction. If the City's use of the Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. 0 U VI. FORCE MA)EURE. Neither party shall be liable to the other for breach due to delay or failure a in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, o or other natural disaster or acts of government ("force majeure event"). Performance that is prevented or 0 delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent `o 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 N protective equipment requirements that may be required under federal, state, or local law in response to Y the current pandemic. a c� If any future performance is prevented or delayed by a force majeure event, the party whose Q. performance is prevented or delayed shall promptly notify the other party of the existence and nature of y the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be 0 effective only to the extent and duration of the force majeure event causing the prevention or delay in 2 performance and, provided, that the party prevented or delayed has not caused such event to occur and m continues to use diligent, good faith efforts to avoid the effects of such event and to perform the obligation. m Notwithstanding other provisions of this section, the Consultant 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 m costs, losses, expenses, damages, or delay costs incurred by the Consultant due to a force majeure event. a CONSULTANT SERVICES AGREEMENT - 2 (Over$20,000) Packet Pg. 128 4.G.a Performance that is more costly due to a force majeure event is not included within the scope of this Force Majeure provision. a� If a force majeure event occurs, the City may direct the Consultant to restart any work or 'o performance that may have ceased, to change the work, or to take other action to secure the work or the zo project site during the force majeure event. The cost to restart, change, or secure the work or project site a arising from a direction by the City under this clause will be dealt with as a change order, except to the i extent that the loss or damage has been caused or exacerbated by the failure of the Consultant to fulfill its y obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be a borne by the Consultant. o a VII. DISCRIMINATION. In the hiring of employees for the performance of work under this a� 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 r- is qualified and available to perform the work to which the employment relates. The Consultant shall execute the attached City of Kent Non-Discrimination Policy Declaration and comply with City Administrative c Policy 1.2. a. VIII. INDEMNIFICATION. The Consultant shall defend, indemnify and hold the City, its officers, Y officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or a suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's �. negligence. N c The City's inspection or acceptance of any of the Consultant's work when completed shall not be 2 CL grounds to avoid any of these covenants of indemnification. D N Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, 00 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, L) employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City harmless, and the Consultant's liability accruing from that obligation shall be only to the extent of the Consultant's o negligence. v r c IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION 5 PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES 0 U FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. a 0 In the event the Consultant refuses tender of defense in any suit or any claim, if that tender was Y made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court `o having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant's part, then �: the 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. 0 a The provisions of this section shall survive the expiration or termination of this Agreement. L Q IX. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, y insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. 0 0 X. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable :27 accuracy of any information supplied by it to the Consultant for the purpose of completion of the work under this Agreement. m E z XI. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, r designs, reports, or any other records developed or created under this Agreement shall belong to and a CONSULTANT SERVICES AGREEMENT - 3 (Over$20,000) Packet Pg. 129 4.G.a become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. The Consultant shall make such data, documents, and files available to the City upon the City's request. The Consultant acknowledges that the City is a public agency subject to the Public Records N Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to 'o cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. The mo City's use or reuse of any of the documents, data, and files created by the Consultant for this project by a anyone other than the Consultant on any other project shall be without liability or legal exposure to the i Consultant. y 0 a XII. CITY'S RIGHT OF INSPECTION. Even though the Consultant is an independent contractor 0- with the authority to control and direct the performance and details of the work authorized under this a Agreement, the work must meet the approval of the City and shall be subject to the City's general right of a� inspection to secure satisfactory completion. 0 XIII. WORK PERFORMED AT CONSULTANT'S RISK. The Consultant shall take all necessary a precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the a, performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at the Consultant's own risk, and the Consultant shall be responsible for any loss of or damage to a materials, tools, or other articles used or held for use in connection with the work. a L XIV. MISCELLANEOUS PROVISIONS. a. 0 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 N preference may be available for any designated recycled product. c 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 N 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. r 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 o dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means r 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 c parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred v in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or v, award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's z right to indemnification under Section VIII of this Agreement. Y L 0 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. a- c� E. Assignment. Any assignment of this Agreement by either party without the written consent Q. of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, y the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. a 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 Consultant. 0 r Q CONSULTANT SERVICES AGREEMENT - 4 (Over$20,000) Packet Pg. 130 4.G.a 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 N or altering in any manner this Agreement. All of the above documents are hereby made a part of this 'o Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any z, language contained in this Agreement, the terms of this Agreement shall prevail. a i H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal y laws, rules, and regulations that are now effective or in the future become applicable to the Consultant's a business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of o the performance of those operations. a c 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 r- 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. a J. City Business License Required. Prior to commencing the tasks described in Section I, Y Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the a Kent City Code. L Q N Q D N ti 00 M r V L O U r c 3 c O U O t N Y L O d Y R d fC L ,C^L (n N C R Q C N >_ t V R r Q CONSULTANT SERVICES AGREEMENT - 5 (Over$20,000) Packet Pg. 131 4.G.a 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 N this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page '0 to the other by fax or email and that signature shall have the same force and effect as if the Agreement zo bearing the original signature was received in person. a i IN WITNESS, the parties below execute this Agreement, which shall become effective on y the last date entered below. All acts consistent with the authority of this Agreement and prior 0 to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed 0- to have applied. a c .N a� CONSULTANT: CITY OF KENT: c c� a� By: By: E Print Name: Print Name: Dana Ralph a L Its Its Mayor a DATE: DATE: Q. to c NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: Q. D CONSULTANT: CITY OF KENT: N ti 00 Clayton Beaudoin Terry Jungman Site Workshop, LLC City of Kent 3800 Woodland Park Ave. N. Suite 200 220 Fourth Avenue South Seattle, WA 98103 Kent, WA 98032 0 U r (206) 285-3026 (telephone) (253) 856-5112 (telephone) 0 claytonb@siteworkshop.net (email) TJungman@kentwa.gov (email) V) c 0 U APPROVED AS TO FORM: a 0 z N Y L 0 Kent Law Department r in ATTEST: Y L L Kent City Clerk 0- [In this field,you may enter the electronic filepath where the contract has been saved] N C R Q C N E t V R Q CONSULTANT SERVICES AGREEMENT - 6 (Over$20,000) Packet Pg. 132 4.G.a DECLARATION C N CITY OF KENT NON-DISCRIMINATION POLICY `o a The City of Kent (City) is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors, consultants, vendors, and suppliers who 0 perform work with relation to this Agreement shall comply with the regulations of the City's equal o employment opportunity policies. a c The City of Kent and its contractors are subject to and will comply with the following: U) • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. a 252), (prohibits discrimination on the basis of race, color, national origin); c • 49 C.F.R. Part 21 (entitled Non-discrimination In Federally-Assisted Programs a Of The Department Of Transportation-Effectuation Of Title VI Of The Civil Rights Act Of 1964); a • 28 C.F.R. section 50.3 (U.S. Department of Justice Guidelines for Enforcement cn of Title VI of the Civil Rights Act of 1964). c • Ch. 49.60 RCW (Washington Law Against Discrimination) Q D N ti The preceding statutory and regulatory cites hereinafter are referred to as "the Acts and M Regulations". r L The following statements specifically identify the requirements the City deems necessary for any o contractor, subcontractor, or supplier on this specific Agreement to adhere to. An affirmation of all of the following is required for this Agreement to be valid and binding. If any contractor, subcontractor, or supplier willfully misrepresents themselves with regard to the directives outlined below, it will be considered a breach of contract and it will be at the City's sole determination c regarding suspension or termination for all or part of the Agreement. U U) a The statements are as follows: N Y L 1. I have read the attached City of Kent administrative policy number 1.2. a� 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. a 3. During the time of this Agreement I, the prime contractor, will provide a written statement i to all new employees and subcontractors indicating commitment as an equal opportunityCn employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. a� 5. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: 2 a EEO COMPLIANCE DOCUMENTS - 1 Packet Pg. 133 4.G.a A. Compliance with Regulations: The contractor, subcontractor, consultant, vendor, and supplier (hereinafter "Contractor") will comply with all Acts and the Regulations relative to non-discrimination, including those applicable to Federally- N assisted programs of the U.S. Department of Transportation, State-assisted `0 programs through the Washington State Department of Transportation, and generally under Washington's Law Against Discrimination, Ch. 49.60 RCW, as they a may be amended from time to time, which are herein incorporated by reference and made a part of this contract. 0 a 0 L B. Non-discrimination: The contractor, with regard to the work performed by it a c during the contract, will not discriminate on the grounds of race, color, or national a) origin in the selection and retention of subcontractors, including procurements of o materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including a employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. c a C. Solicitations for Subcontracts, Including Procurements of Materials and Y Equipment: In all solicitations, either by competitive bidding, or negotiation made a by the contractor for work to be performed under a subcontract, including 2 procurements of materials, or leases of equipment, each potential subcontractor or cn supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to non-discrimination on the grounds of race, color, or national origin. CL D. Information and Reports: The contractor will provide all information and reports N P p p 00 required by the Acts and Regulations and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its u facilities as may be determined applicable to contractor's contract by the City or the Washington State Department of Transportation to be pertinent to ascertain 0 compliance with such Acts and Regulations and instructions. Where any information — required of a contractor is in the exclusive possession of another who fails or 2 refuses to furnish the information, the contractor will so certify to the City or the N Washington State Department of Transportation, as appropriate, and will set forth 0 what efforts it has made to obtain the information. U) a 0 E. Sanctions for Noncompliance: In the event of a contractor's noncompliance with Y the non-discrimination provisions of this contract, the City will impose such contract Lo sanctions as it or the Washington State Department of Transportation may determine to be appropriate, including, but not limited to: Y a. withholding payments to the contractor under the contract until the a contractor complies; and/or b. cancelling, terminating, or suspending a contract, in whole or in part. a Cn N F. Incorporation of Provisions: The contractor will include the provisions of paragraphs (A) through (F) above in every subcontract, including procurements of a materials and leases of equipment, unless exempt by the Acts and Regulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the City or the Washington State Department of E Transportation may direct as a means of enforcing such provisions including U sanctions for noncompliance. Provided, that if the contractor becomes involved in, a EEO COMPLIANCE DOCUMENTS - 2 Packet Pg. 134 4.G.a or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the City to enter into any litigation to protect the interests of the City. In addition, the contractor may request the United States N to enter into the litigation to protect the interests of the United States. 0 r 6. During the performance of this contract, the contractor, for itself, its assignees, and a successors in interest agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: 0 a 0 L Pertinent Non-Discrimination Authorities: �+ .N a� i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. .E ii. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose a property has been acquired because of Federal or Federal-aid programs and a projects); iii. Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination cn on the basis of sex); a iv. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; � V. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), N (prohibits discrimination on the basis of age); co vi. Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); 0 vii. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the ci Cn programs or activities of the Federal-aid recipients, sub-recipients and contractors, 0 whether such programs or activities are Federally funded or not); N viii. Titles II and III of the Americans with Disabilities Act, which prohibit discrimination `o on the basis of disability in the operation of public entities, public and private r transportation systems, places of public accommodation, and certain testing entities in (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation Y regulations at 49 C.F.R. parts 37 and 38; a ix. The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) L (prohibits discrimination on the basis of race, color, national origin, and sex); cn CA X. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures Non-discrimination against a minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on E minority and low-income populations; r a EEO COMPLIANCE DOCUMENTS - 3 Packet Pg. 135 4.G.a xi. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency (LEP). To ensure N L compliance with Title VI, you must take reasonable steps to ensure that LEP persons 0 have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); a xii. Title IX of the Education Amendments of 1972, as amended, which prohibits you from ' discriminating because of sex in education programs or activities (20 U.S.C. 1681 et c a seq). 0- xiii. Washington Law Against Discrimination (Ch. 49.60 RCW) a c 7. The submission of the final invoice for this contract will constitute a reaffirmation that the o preceding statements were complied with during the course of the contract's performance. c By signing below, I agree to fulfill the five requirements referenced above. c a By: Y a For: L Q Title: N c Date: Q. D N ti 00 M r V L O U r c 3 c O U O t N Y L O d Y R d fC L Cn,^Q N C R Q C N E t V R r Q EEO COMPLIANCE DOCUMENTS - 4 Packet Pg. 136 4.G.a CITY OF KENT ADMINISTRATIVE POLICY as N L O NUMBER: 1.2 EFFECTIVE DATE: October 20, 2022 Q i N O O_ O L SUBJECT: INCLUSIVE CONTRACTING SUPERSEDES: January 1, 1998 a) N as 0 APPROVED BY Dana Ralph, Mayor POLICY: .E c Equal employment opportunity and non-discrimination in contracting requirements for the City of a Kent will conform to federal and state laws. All contractors, subcontractors, consultants, and Y suppliers of the City must guarantee equal employment opportunity within their organization and, a if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: cn 1. Provide a written statement to all new employees and subcontractors indicating a commitment as an equal opportunity employer. CL 2. Actively consider for promotion and advancement available minorities and women. 24 M Further, all contractors, subcontractors, consultants, suppliers, grantees, or subgrantees of the City, regardless of the value of the Agreement, are required to sign the City's Non-Discrimination Policy Declaration, prior to commencing performance. o U r Any contractor, subcontractor, consultant or supplier who willfully disregards the City's a nondiscrimination and equal opportunity requirements shall be considered in breach of contract N and subject to suspension or termination for all or part of the Agreement. c U U)Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public o Works Departments to coordinate with the City's Title VI coordinator, and perform the following y duties for their respective departments. c 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity Y policy. a 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. Q Cn N C R Q C N E t V R r Q EEO COMPLIANCE DOCUMENTS - 5 Packet Pg. 137 Ex Uplands Playfield and Spray Park Landscape Architectural Services Proposal January 16,2024 N O Project Description The primary purpose of this scope of work is to provide the Kent Parks, Recreation and Community Services(Client) Q with full design services for the Uplands Playfield and Spray Park project.Site Workshop will contract directly with I the Client for these services. rn O Q. This contract will create the Concept Plan and improvements for the first phase of park development.While specific o program elements are to be determined by an inclusive public outreach design process,as a special-use park,the IL c project is likely to include on-site accessible parking,a restroom and mechanical building,trails, picnic areas and a 9 signature inclusive,water-based playground including dry play areas.The general intent for the development is to provide a city-wide water play facility that also connects other users between the site and downtown Kent.The following scope also includes services required to better understand the existing conditions including geotechnical investigations. Project Area The project site is located in downtown Kent,WA and is bound to the north by West Smith Street,the south by a West Meeker Street and east and west by North 6th and 7th Ave respectively.The east edge abuts active rail tracks and the west edge is bound by PSE property and facilities,the Interurban Trail,and a stormwater ditch.The property a is currently an underutilized ballfield with turf grass and backstops. i a Project Team rn The project team will include the following sub-consultants: GDM (mechanical and electrical),Station 10(civil), Five Dot(architecture,structural sub-consultant),GeoEngineers(geotechnical).Other services as needed may include a translation,community liaison,cultural resources,etc.Survey is assumed to be provided by Client. N Project Schedule M Concept Plan Development(Approx.6 months) 25 weeks Project Initiation 5 weeks Background Research, Data Gap Analysis, Etc. Geotechnical Investigation V Stakeholder Workshop(s) +, Program Definition 8 weeks Additional Stakeholder Workshops w Public Engagement c Concept Plan Design &Documentation 12 weeks V Design Team Workshop a Concept Development/Options t Public Engagement Y Design Refinement& Documentation 0 Public Meeting Design, Bid, Build (to be contracted at a later date) 30% Design/Schematic Design &60%Design/Design Development 6 months 60/90/100%Construction Documents 8 months a COK and DOH Permitting(at 60%CD) 4 months L Bidding and Contracting 2 months Q- Cn Construction 6-9 months rn c Q. c d E t c� SiteWorkshop Q 3800 Woodland Park Ave#200,Seattle WA 98103 206.285,3026 1 Packet Pg. 138 4.G.a Uplands Playfield and Spray Park Landscape Architectural Services Proposal January 16,2024 N O t r� Project Budget and MACC Q The total project budget for the construction of the approved Concept Plan will carry a Maximum Allowable I Construction Cost(MACC)of approximately$3,500,000 and may vary with the scope for the final design and N continued grant applications and budget evaluation. 00. O L Assumptions and Qualifications li c • The project will be delivered in one continuous effort through the completion of construction. Pauses or project 9 holds of greater than 6-months may result in additional services. • Final design,documentation, permitting and construction will proceed directly upon the completion of the Concept Plan and will be delivered via a traditional design-bid-build process. • Topographic survey will be provided by Client.Additional records and other knowledge of existing conditions— c especially of utilities—to also be provided by Client.Surveyor to provide 3D surface and point file. c • The project is likely to be partially funded by public dollars, include State RCO and Federal money. Future contracting for design will address any constraints associated with funding sources. a • Public engagement will be managed by Client with support by Site Workshop as described below. o Imagined as a city-wide attraction,every effort will be made to engage a broad representation of the a community.This will require a multi-layered approach to engagement and may include activities such as: Q' ■ City-wide survey ■ Virtual open-houses ■ Site events Q. ■ Roadshow conversations ■ Ambassador/working group(paid for their work,optional service) ti ■ In-person design workshops M ■ Photo-challenge `r o Early engagement will be centered on creating a shared understanding of the community and stakeholder perspectives on the downtown neighborhood, other local parks as model or compliments, and the Uplands Playfield site/context. O V o (9) In-Person engagement activities including site tours, public meetings/workshops,etc. _ o Assist with graphic design and production of outreach materials. Printing and hard materials will be reimbursed as an expense. 3 N o Up to(5) online stakeholder workshops with groups like schools,churches, maintenance staff, c stewards/neighbors,etc. V o Optional Service: Management and facilitation of a group of neighborhood "Ambassadors"who will be c given training and assignments like neighbor interviews, photo-documentation, park research,etc.This t will be a time limited (up to 6 weeks) engagement and each participant will be compensated upon i completion each assignment. Billed on a time and expense basis. O o Support for creation and maintenance of online input tools such as those provided by the Client's d "Engagement HQ"service. o Translation services will be provided on an as-needed basis through a separate task billed on a time and expense basis. a o Some engagement activities may involve payments in the form of gift cards and in some cases cash/checks.These payments will be made through reimbursable expenses. a • Geotechnical investigation, design and reporting for building foundations and infiltration testing are included. Cn • The site does not include any toxic or otherwise contaminated materials including soil. • Improvements to the ROW will be required.This scope includes coordination and planning efforts for Concept Planning purposes only. Once the extent of improvements is defined the contract will be amended to include Q- the appropriate design and documentation effort. • It is assumed that there are no wetlands or other regulated natural resources on the site. Local permits only. • Wet and dry utilities are immediately available to the project site. c� SiteWorkshop a 3800 Woodland Park Ave#200,Seattle WA 98103 206.285.3026 2 Packet Pg. 139 4.G.a Uplands Playfield and Spray Park Landscape Architectural Services Proposal January 16,2024 N O • Site structures including restroom, mechanical room and picnic shelters will be evaluated during the Concept Planning phase for site specific implementation.The Client prefers pre-fabricated structures as such, Q architectural services beyond the Concept Plan will be considered via additional services if necessary. • The spray park will be recirculating and require Department of Health permitting. N • Concept Plan final report will include a simple executive summary and collection of previously created Q. materials. Minimal new content will be required for the final report. a • All deliverables will be electronic. Printing of deliverables will be provided as requested and expensed = separately from this fee. 9 y • Drawings will be produced in both AutoCAD and Revit format. Record drawings provided in AutoCAD and PDF. m Exclusions M • Presentations at public hearings(City Council)or formal review committees(PRAC) not listed here or as an additional service. c • A full tree evaluation and arborist report is excluded. Informal tree evaluations will be made by the Owner and design team. a • Physical presentation models and third party illustrations are excluded except as additional service. (study c`o models and a few related vignettes will likely be produced as part of this scope.) a • Cultural Resources and Archeology consultation are excluded. CL • Off-site improvements including utility and transportation upgrades not on the site are for planning purposes only, as described above. • Architectural and structural design services beyond the Concept Plan are excluded in deference to pre- fabricated structures and the improved definition for potential re-use of the existing roof structure. Q- • Research,design,and application in support of SITES(or other green)certification is excluded. • Transition of overhead distribution or transmission utilities to underground,along property line. ti ao • Design,documentation or permitting related to Federalized funding and associated parameters are excluded. • All work associated with hazardous waste or contaminated soil is excluded. • Plan processing or cost of permits and fees. c O Scope of Work—Basic Services V Concept Plan = The initial scope is the development of the Concept Plan which will define the program,site plan and estimated construction costs for the project.Six distinct tasks are described below to create flexibility; however the actual O V work is effectively three parts: information gathering, program definition,and design. Each part includes various w engagement activities intended to facilitate broad project support from the community, neighbors and city staff. o z rn Tasks of Work/Deliverables: `o • 1—Geotechnical Consultation d o Initial desktop site assessment to identify any red flags or obvious opportunities based on existing geotechnical information and geologic maps o Site reconnaissance including small scale,shallow hand explorations and lab testing to create preliminary report. a o Provide targeted investigation engineering support to determine soil suitability for stormwater infiltration and structural bearing capacity once facility locations have been determined.Targeted v`c� explorations would likely consist of borings for structures and pilot infiltration test(PITS)for infiltration facilities.These can be completed at a later date once facility locations have been determined. Update final report. Q. o Deliverables: Preliminary Report, Final Report • 2-Project Initiation o Contracting and Project Set-up E t c� SiteWorkshop a 3800 Woodland Park Ave#200,Seattle WA 98103 206.285,3026 3 Packet Pg. 140 4.G.a Uplands Playfield and Spray Park Landscape Architectural Services Proposal January 16,2024 N O o Review of existing conditions(including an updated survey and a single site visit),documents, data gap M analysis, reports. Q o Site analysis and associated documentation, including initial utility evaluation. . o Kickoff workshop with staff. N o Public engagement planning for the full project. 0 o Public Engagement—Kick-off:Share information and gather general feedback from the public via o online survey and pop-up events at the park. COK led with graphic support from design team.Assume a c (1) pop-up event at the park. aM o Client meetings o Design team meetings, primarily virtual. o Project management o Deliverables: Full engagement plan, data gap analysis/summary memo,site analysis workshop graphics,and combined base files.All deliverables will be in electronic format only. c • 3—Program Development � o Public Engagement Phase 2a—Idea Workshops: "Road Show"workshops designed to generate ideas a and inspiration for what features the site might include. Could include classroom exercises,stand- alone activities and guided small group workshops. Prefer in-person, includes pop-up events at the a park.Assume(4)workshops/events. i o Stakeholder Workshop(s):targeted interactions with specialty stakeholders as necessary(school, Q- community organizations, maintenance staff,etc) o Client meetings c o Design team meetings o Project management o Deliverables: Workshop graphic materials, meeting notes and summary,etc. N • 4—Concept Planning/Design: ao o Site Planning: develop multiple options to test preferences and priorities, including precedent imagery M and graphics to support ideas. Includes building program,access and parking layout,etc. c� o Public Engagement Phase 2b—Preference&Priorities: Revisit previous workshop participants and new contributors to evaluate design alternatives.Assume(2)workshops. V o Synthesize options to a single plan W o Public Engagement Phase 3—Final Comments:Share Draft Concept Plan for final comment and confirmation of direction.This stage generally results in small adjustments and ideas for future w consideration during design&construction.Assume(2) meetings,consider"party in the park." O o Final Concept Plan t� ■ Site plan(s),sections,elevations,sketches to convey general program elements, layout,etc. a ■ Final building program,siting,etc. M ■ Civil Site Design strategy/diagrams i ■ Power and Telecommunications utility distribution/Lighting strategy/diagrams 0 ■ Spray park and playground concept and scale a) o Client meetings o Design team meetings ' o Project management o Estimate of probable costs for full Concept Plan. a o Deliverables: Design drawings and narrative, presentation materials as outlined above, estimate of probable costs,geotechnical design memo,and phasing plan, including final illustrative concept plan. rn Concise final report document for Council approval.All deliverables will be provided in electronic format only. Q. c d E M c� SiteWorkshop Q 3800 Woodland Park Ave#200,Seattle WA 98103 206.285,3026 4 Packet Pg. 141 4.G.a Uplands Playfield and Spray Park Landscape Architectural Services Proposal January 16,2024 N O t r� 7 Q I 30% Design—100%Design-To be contracted at a later date. N O Q. Additional Services o a c 5-Engagement and Community Support: In addition to the engagement activity described above,Workshop may aM offer compensation to the community on a time and expense basis via gift cards and potentially cash/check payments for certain activities. Community participation can be time consuming and thus difficult to prioritize. By offering compensation via direct payments we aim to increase meaningful participation and acknowledge the hard work that some people may provide to the project. Details will be negotiated with the City of Kent. Compensated activities may include: - Online survey and virtual open houses:As a simple and relatively easy form of participation,compensation would be limited to entry into a raffle with the prize being a gift card. a - Workshop participation:Showing up and engaging in rich conversations with the design team,city and each other is a valuable component to the success of any project.We aim to incentivize this participation by a offering gift cards to those who engage in certain activities like design workshops. i - Ambassador or working group membership:There may be opportunity to engage a select group of C community members as a more formal part of the design process. In addition to direct work with the w design team,this group could be engaged in outreach, interviews and other community research activities in support of the project. Other models for this type of participation have used a 6-week program and paid M a participants via check in 3 installments based on completion of the various tasks. (which might include interviewing neighbors, photographing favorite park features around the region,outreach, meeting N participation,etc.) M - Additionally,translation services may be required to aid in facilitation community engagement.Site c� Workshop may sub-contract with a consultant who will provide translation services associated with the work.These may include written translation of printed materials, digital or web-based content or in-person V translation of meetings and workshops. Exact activities and languages will be determined on an as-needed + basis and will be billed in a time and expense. N Architectural Design beyond Concept Planning:The concept planning process will evaluate building typologies O appropriate for the project.Options will include premanufactured buildings with varying degrees of customization, V and also full site-specific structures designed and built on site. Upon completion of the concept plan the Site Q. Workshop team will re-evaluate the needs for architectural design through the remaining design phases. t rn L O d M .1e IL L CL Cn Q. d E t V SiteWorkshop Q 3800 Woodland Park Ave#200,Seattle WA 98103 206.285,3026 5 Packet Pg. 142 4.G.a Uplands Playfield and Spray Park Landscape Architectural Services Proposal January 16,2024 N L O Q Fee Summary I Site Workshop will contract directly with Client for the following proposed services: f° N O a- Phase Basis Fee 0- Basic Services a c Task 1:Geotechnical Investigation T&E, NTE $43,200 Task 2: Project Initiation Lump sum $30,200 W Task 3: Program Development Lump sum $37,400 Task 4:Concept Planning/Design Lump sum $93,000 c� Total Basic Services $203,800 Additional Services Basis Fee c� Task 5: Engagement and Community Support T&E, NTE $11,000 a Architectural Design beyond Concept Planning Estimate TBD Y R Total Additional Services $11,000 (L L Subtotal $214,800 N uJ Reimbursable Expenses Not-to-Exceed $10,800 c Q. Total Services $225,600 N ti 00 HOURLY RATE SCHEDULE Personnel Hourly Rate Principal $180 c Project Manager/Landscape Architect $140 U Designer/Support $110 Horticultural Support $150 Technical/Admin $100 U) c O U U) 0- 0 t N Y L O d Y R d fC L V/,,^Q^ N C R Q C N E t V R r SiteWorkshop Q 3800 Woodland Park Ave#200,Seattle WA 98103 206.285.3026 6 Packet Pg. 143 4.G.a a� Exhibit B o Insurance Requirements Z a Insurance N O The Consultant shall procure and maintain for the duration of the 0- Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the U' work hereunder by the Consultant, their agents, representatives, employees, o or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: IL a. Commercial General Liability insurance shall be written on Insurance L Services Office (ISO) occurrence form CG 00 01 and shall cover cn liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial D General Liability insurance shall be endorsed to provide the Aggregate N Per Project Endorsement ISO form CG 25 03 11 85. The City shall be M named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the L City using ISO additional insured endorsement CG 20 10 11 85 or a o substitute endorsement providing equivalent coverage. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall N be twice the required occurrence limit. 0 The Consultant may use Umbrella or Excess Policies to provide the 0 liability limits as required in this Agreement. This form of insurance will i be acceptable if all the Primary and Umbrella or Excess Policies shall 0 provide all the insurance coverages herein required. The Umbrella or Excess policies shall be provided on a true "following form" or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. L Automobile Liability insurance providing bodily injury and property cn damage liability coverage for all automobiles/vehicles used in the performance of this Agreement. This coverage must be on a primary Q and non-contributory basis only. Coverage shall be written on ISO form CA 00 01, or a substitute form providing equivalent liability E U a Packet Pg. 144 4.G.a a coverage. If necessary, the policy shall be endorsed to provide o contractual liability coverage. a Professional Liability or Errors & Omissions insurance appropriate to the Consultant's profession. 0 0 L Workers' Compensation coverage for the employees of Consultant and subcontractors as required by the Industrial Insurance laws of the State of Washington. o B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: CU a L Commercial General Liability insurance shall be written with limits no a less than $2,000,000 per occurrence, $2,000,000 general aggregate, L and a $2,000,000 products-completed operations aggregate limit. N Primary Non-Contributory Additional Insured coverage for the City of U) Kent, et. al. Stop Gap Liability - $1,000,000/$1,000,000/$1,000,000CL Waiver of Subrogation cm ti co M Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per occurrence. L 0 Professional Liability or Errors & Omissions insurance shall be written with limits no less than $2,000,000 per occurrence, $2,000,000 general aggregate. N 0 If the Consultant maintains broader coverage and/or higher limits than the a minimums shown above, the City requires and shall be entitled to the 0 broader coverage and/or the higher limits maintained by the Consultant. Any L available insurance proceeds in excess of the specified minimum limits of 0 insurance and coverage shall be available to the City. The above policy r limits may be obtained with excess liability (umbrella) insurance. Y C. Other Insurance Provisions a L The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. The Consultant's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be in r a Packet Pg. 145 4.G.a a excess of the Consultant's insurance policies and shall not o contribute to the Consultant's insurance policies. a 2. Consultant's insurer must deliver or mail written notice of cancellation to the named insured at least forty-five (45) days 0 before the effective date of the cancellation. The Consultant's 0- insurance policy shall include an endorsement that provides the City with written notice of cancellation forty-five (45) days ' before the effective date of the cancellation. If Consultant's o insurer fails to provide the City with a copy of the notice of cancellation endorsement, the Consultant must notify the City of any cancellation, nonrenewal or termination within two (2) business days of their receipt of such notice. CU a L 3. The City of Kent shall be named as an additional insured on all a policies (except Professional Liability) with respect to work L performed by or on behalf of the Consultant and a copy of the N endorsement naming the City as an 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 cm also contain a clause stating that coverage shall apply separately CO to each insured against whom claims are made or suit is brought, except with respect to the limits of the insurer's L liability. o U r D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not 0 less than A:VII. a 0 t E. Verification of Coverage L 0 Consultant shall furnish the City with original certificates and a copy of the 3: r amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of Y the Consultant before commencement of the work. The City waives no a rights, and the Consultant is not excused from performance if ConsultantCU fails to provide the City with a copy of the endorsement naming the City as a cn Primary Non-Contributory Additional Insured. E r a Packet Pg. 146 4.G.a a F. Subcontractors o r Consultant shall include all subcontractors as insureds under its policies or Q shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all the same insurance $ requirements as stated herein for the Consultant. 0- IL Y L a L Q N Q N ti 00 M r V R L O U r c to 3 N c O U O t N Y L O Y fC d R L v/,,^Q^ y C fC Q C O t V fC r Q Packet Pg. 147 4.H PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT Julie Parascondola, CPPO, Director • KENT 220 Fourth Avenue South WASHINGTON Kent, WA 98032 253-856-5100 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Purchase of Playground Equipment and Safety Surfacing for Lake Meridian Park - Authorize MOTION: I move to authorize the Parks Department to purchase equipment, services, and supplies through the King County Director's Association Cooperative Purchasing Agreement with Northwest Playground Equipment, Inc. within budgets previously established and approved by Council and within the term of agreement, including any extension. SUMMARY: The King County Director's Association (KCDA) is public agency owned by Washington's public-school districts. KCDA's mission is to provide centralized procurement services to member school district and public agencies that will save them time and money as well as comply with all legal procurement requirements. The City's purchasing cooperative agreement with KCDA allows the Parks Department to utilize the Northwest Playground Equipment's agreement with KCDA to purchase playground equipment and playground surfacing installations services directly from Northwest Playground Equipment. This purchase will provide for the purchase and installation of new playground equipment and safety surfacing for the Lake Meridian Park Playground. The current safety surfacing is at the end of its useful life. The Parks Department consulted with the City Attorney's Office on this cooperative agreement, who reviewed its terms and advised that no other contract document is required for the City to take advantage of the cooperative agreement and purchase through it, assuming Council authorizes the same. A copy of the complete contract document is already on file with the City Clerk's Office and a copy is attached for Council's review. This agreement currently runs through April 2024, but may be renewed two more times through April 2026. This renewal option has already been exercised in the past and Northwest Playground has indicated its intent to continue to work with KCDA on subsequent contract renewals. The City's purchase will be conditioned on renewal of the KCDA Master Agreement with Northwest Playground Equipment. BUDGET IMPACT: Expense impact to the Park Capital Budget Packet Pg. 148 4.H 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. KCDA Master Agreement with Northwest Playground Equipment (PDF) 2. KCDA NW Playground Award Letter (PDF) 3. KCDA NW Playground Extension (PDF) 4. Norrthwest Playground Draft Quote (PDF) Packet Pg. 149 4.H.a tvNorthwest r1q�yground Equipment, Inc. Quality Playground Systems . Sports Equipment • Surfacing • Shelters • Site Amenities d _ d E m 0 M Introduction and Executive Summary _ 3 Thank you again for the opportunity to submit a proposal for the KCDA Playground Equipment and Matting contract. We at Northwest Playground Equipment have been 0� providing fun and making customers happy for over 25 years. Our goal is to provide a full product offering for the outdoor recreation environment. We have grown to be the a largest firm in our region by providing quality products and satisfied customers. a L We have offered a broad range of products to make sure that all of your customers' needs are taken care of. NPEI can sell and market Playworld Systems, your main playground equipment manufacturer. In addition, we have complemented Playworld's product offerings with Steel Climbing/Rotating equipment from Dynamo, great sounding musical instruments from Freenotes Harmony, and custom concrete products from Cre8Play. M This should fulfill all your customers' requirements for playgrounds. We have included safety surfacing, site amenities, shade structures and installation as well. E Q. We would like to be your one stop for your Recreational Product requirements! w c 0 L R a m 3 0 z r 3 d E m m L a L N R a U Y _ d E s ev a PO Box 2410,Issaquah,WA 98027 1.800.726.0031 PH:425.313.9161 FAX:425.313.9194 www.nwplayground.com Packet Pg. 150 4.H.a KCDAPURCHA SING COOPERATI VE a 18639-8P Ave S.+P.O.Box 5550+Kent,WA 98064-5550+Phone 425-251-8115+Fax 253-395-5402•mw kcda.or c d E m COMPANY PROFILE Q a� Playground Equipment, Surfacing, & Site Amenities Bid #22-315 Cn COMPANY CONTACT INFORMATION 0 L Company Name: Northwest Playground Equipment, Inc. Website: www.nwplayground.com Company Address: 345 NW Dogwood Street a c �a City: Issaquah State: WA Zip; 98027 =a L Contact Person: Robert S McGarvey Title: President d Contact Phone: 425-313-9161 Contact Email: bob@nwplayground.com J State of WA Department of ti Licensing Contractor's Registration No. NORTHPE044DJ M State of WA UBI Number 601 691 557 State of WA Department of 0. ' Employment Security No. 861376 00 0 � w Washington State Excise Tax Registration No. A 05 4410 17 0 L Federal Tax ID Number 91 - 1719261 DUNS Number 36-210-1818 a` y m BACKGROUND Nate: Generally, in high level contracts, KCDA will not accept an offer from a business that is less than z five(5)years old, or which fails to demonstrate and/or establish a proven record of business. If the r_ bidder has recently purchased an established business or has proof of prior success in either this business 3 or a closely related business, provide written documentation and verification in response to the questions (D below. KCDA reserves the right to accept or reject newly formed companies based on information E m provided in this response and from its own investigation of the company. a� a This business is a ❑ public company X privately owned company. g N In what year was this business started under its present name? 1996 0 Under what other or former name(s) has your business operated? NIA o U Y c a� E t v Q Packet Pg. 151 4.H.a a� •o L Is this business a corporation? ❑ No 9Yes. If yes, please complete the following: a c Date of incorporation: 3111/1996 State of incorporation: WA °' E Name of President: Robert S McGarvey a Names)of Vice President(s): Carolyn McGarvey, Christopher McGarvey, and Eric Arneson Name of Secretary: Carolyn McGarvey Name of Treasurer: Carolyn McGarvey M Is this business a partnership?,V No ❑ Yes. If yes, please complete the following: Date of organization: State founded: o L Type of partnership, if applicable: 0 �v Name(s) of general partner(s): a c Is this organization individually owned? WNo ❑ Yes. If yes, please complete the following: •L Date of organization: State founded: Name of owner: Y J This organization is a form other than those identified above. 1VNo ❑ Yes. M IF THEANSWER IS YES, describe the company's format,year and state of origin, and names and 00 titles of the principals. c aD E a s w COMPANY HEADQUARTER LOCATION 0 Company Address: 345 NW Dogwood Street a, City: Issaquah State: WA Zip: 98027 a Main Phone Number: 425-313-9161 How long at this address? 12 years 3 COMPANY BRANCH LOCATIONS 0 0 z t Branch Address: 3 City: Spokane State: WA Zip: 99206 c aD Branch Address: (D m City: Newberg State: OR Zip: 97132 a Branch Address: 2. N City: Bend State: OR Zip: 97701 M Branch Address: o U City: Fife State: WA Zip: 98424 Y 1f more branch locations, insert information here or add another sheet with above information. a Packet Pg. 152 4.H.a d .o L SALES HISTORY a c d Provide your company's annual sales for 2018, 2019 and 2020 in the United States by the various public E segments: 2018 2019 2020 0 a� K=12(public.&private),Educational Service.: Agencies. $ 2.4Mf $ 22M+ $ 2AM+ 3 Cn Higher Education Institutions $ $ $ c Counties,Cities,Townships,villages $ $ $ o 1.5 M+ 1.1 M+ 960K+ States $ $ $ a 82 K+ ` 25K+ 52K+ c Other.Public Sector&Non.profits $ $ $ 158K+ 768K+ 191K+ L Private Sector $ $ $ 782K+ 786K+ 1.3M+ (D Y R TOTAL $ 5M+ $ 5M+ $ 5M+ J M ti 00 M WORK FORCE c d 1. Key Contacts and Providers: Provide a list of the individuals, titles, and contact information for the E a individuals who will provide the following services: Cr w Function Name Title Phone Email c Contract Manager o Bob.McGarvey President ; 425.313.9161: ;;bob@nwplayground.com Im Sales Manager Eric Arneson Vice President of Sales 206.920.2660 eric@nwplayground.com a Customer'.& N Support Manager CD nc Arneson' Vice President of Sales 206.920.2660 eric@nwplayground.com Distributors, c Dealers, Installers, z Sales Reps Eric Arneson Vice President of Sales 206.920.2660 eric@nwplayground.com 3 Consultants& CD _ Trainers E Eric Arneson Vice President of Sales 206.920.2660 eric@nwplayground:com Technical, L IM Maintenance& Q Support Services d Eric Arneson Vice President of Sales 206.920.2660 eric@nwplayground.com N Quotes,Invoicing;& Payments . Eric Arneson Vice President of Sales 206.920.2660 eric@nwplayground.com o Warranty&After v Y the Sale Eric Arneson Vice President of Sales 206.920.2660 eric@nwplayground.corn c m E s c� Q Packet Pg. 153 4.H.a U a� 'o L Function Name Title Phone Email d Financial Manager Bob McGarvey President 425.313.9161 bob@nwplayground.com m 2. Sales Force: Provide total number and location of salespersons employed by your company in the Q. states of Washington,Oregon, Idaho, Montana and Alaska by completing the following: (To insert � more rows, hit the tab key from the last field in the State column.) 0 c Number of Sales Reps City State , 4 Issaquah&Spokane WA to 2 Portland &Bend OR c 1 Issaquah AK 3 O 1 Honolulu HI rC a c ra Ir 3. Service/Support and Distribution Centers: Provide the type (service/support or distribution) and location of centers that support the states of Washington, Oregon, Idaho, Montana and Alaska Y completing the following:(To insert more rows,hit the tab key from the last field in the State column.) M Center Type City State M Service/Support Issaquah & Spokane WA Service/Support Portland & Bend OR m E a .3 :s w c 4. In-House Resources: Describe the business's current in-house workforce, equipment and facilities available to perform under this solicitation, e hayg dgmonstrated our ability to perform on this contract for over 10 years.We have Sales ReR,5 and Sales Assistants a to assist customers:logistics department to track shipments;accounting department to help answer questions;and a warehouse of common to d service parts.Customer Service is one of our highest priorities. O Z 5. Sales Training: Explain how your company will educate your sales staff on the KCDA contract r including timing, methods, etc. 3 We have been fortunate to be on the KCDA contract for over 10 years.Our Sales Res Sales Assistants and Accounting Q personnel are quite familiar with it.For new ersonnel we usuall have a senior erson o thru the KCDA's re uirements for uotes, y orders and billing. P a L ENVIRONMENTAL INITIATIVES y ra 1. Describe how your products and/or services support environmental goals. Our manufactures all have a high percentage of recycled content where feasible in their steel aluminum and plastics. U In addition.we try to recycle as much as possible during installation. C O E t Q Packet Pg. 154 4.H.a a� •o L 2. Describe the company's "green" objectives (i.e. LEED, reducing footprint,etc.). a c Our wood manufacturers 4 and u5e.wood from sustainable forests. Their carbon footprint is quite (D E lower than other steel!plastic la round manufacturers.In addition ali of our manufacturers will help customer with information to c,> R a> COOPERATIVE CONTRACTS c .0 1. Roes your company currently have contracts with other cooperatives(local,regional,state,national)? `t _�Z _YES NO c If YES, identify which cooperatives and the respective expiration date(s). o a� NPP— National Purchasing Partners-5/1/2025 NASPO - National Association of State Procurement Officials - 12/1/2023 a c If YES and your company is awarded a KCDA Contract,which contract will you lead with in marketing and 12 sales representative presentations(sales calls)? KCDA— King County Directors' Association Y J M INDEPENDENT SUBCONTRACTORS DISTRIBUTORS INSTALLERS ETC. M If the Bidder is not the sole manufacturer/provider of all goods and services provided under this contract, (D the following must be answered: E 1. Selection Criteria for Independent Providers: Describe the criteria and process by which the s business selects,certifies and approves subcontractors,distributors, installers and other w independent services. See Attached 0 2. Current Subcontractors, Distributors, Installers, Etc.: Provide a list of current subcontractors, distributors, installers and other independent service providers who are contracted to perform the type of work outlined in this bid in the in the states of Washington, Oregon, Idaho, Montana and a Alaska. Include, if applicable, contractor license information and the state(s)wherein they are 3 eligible to provide services on behalf of this business. See Attached 0 DISCLOSURES Z t r •3 1. Letter of Line of Credit or Annual Financial Report(REQUIRED): Attach a letter from the business's � chief financial institution indicating the current line of credit available in its name and evidence of E E financial stability for the past three calendar years (2018, 2019 and 2020). This letter should state (D the line of credit as a range (ie., "credit in the low six figures" or"a credit line exceeding five Q figures"). If company is a publicly traded company a complete Annual Financial Report is required in L (D place of Line of Credit Letter. y M 2. Legal: Does this business have actions currently filed against it? X No ❑ Yes. Q IF YES,AN ATTACHMENT IS REQUIRED: List and explain current actions such as Federal Debarment(on U US General Services Administration's "Excluded Parties List"), appearance on any state or federal Y delinquent taxpayer list, or claims filed against the retainage and/or payment bond for projects. E M a Packet Pg. 155 4.H.a d .o L REFERENCES a c d Provide contact information of your company's five largest public agency customers: m Agency Name Title Phone Number Email 0. a� Marysville School District Gregguehn �Y e_99. 360-965.0110 9fe9_kuehn@msvUk12.wa.us' z. Seattle Public Schools Conrod Plyer 206-730-1527 caplyler@seattleschools.org 3.' Lake Washington School District don Kol€man ` 425-936-1157 jkollman@lvrsd.org Cl) 4. 0 City of Mercer Island Paul West 206-275-7833 paul.west@mercergov.org 5•`, Bryan Higgins of Kent:: 253-856-5113 bhiggins@KentWA.gov L R d C t :a Signature m Must be the same sign re that appears on the bid response forms ry Y R J M ti 00 M C d E CL Cr W C 7 0 IL m 3 s 1= 0 z 3 c tv E d m L IM Q L d y+ C� L Q 0 U Y c d E s cv Q Packet Pg. 156 4.H.a Northwest playground Equipment, Inc. Quality Playground Systems • Sports Equipment • Surfacing • Shelters Site Amenities a. c m E m v �a Q. a� rn c v INDEPENDENT SUBCONTRACTORS, DISTRIBUTORS, INSTALLERS, ETC. Cn 1. Selection Criteria for Independent Providers: o Northwest Playground Equipment, Inc (NPEI) has been in business for a over 25 years. During this time, we have developed excellent relationships with our vendors. We check references, look at the quality of •L the product, visit factories, verify insurance coverage, and make sure that they have excellent customer service. Y �a J 2. Current Subcontractors, Distributors, Installers: ti 00 • R&R Construction, Inc PO Box 10 Carbanado, WA 98323 �. Contractor's License: RRCONI*077QO s State Eligible: Washington • Play Safe Construction, Inc o 345 NW Dogwood Street Issaquah, WA 98027 a. Contractor's License: 133285 State Eligible: Oregon 0 z • Community Creators, LLC r 345 NW Dogwood Street 3 Issaquah, WA 98027 Contractor's License: COMMUCL795P9 State Eligible: Washington a L N R a U Y c a� E s v a PO Box 2410,Issaquah,WA 98027 1,800,726.0031 PH: 425.313.9161 FAX: 425.313.9194 www.nwplayground.com Packet Pg. 157 UMPQ-RESTRICTED r v a� 0 L- a. UMPQUA E m c� a KCDA Purchasing Cooperative 18639 801"Ave S. c PO Box 5550 Kent, WA 98064-5550 U) c February 23rd, 2022 0 R a RE: Northwest Playground Equipment, Inc.,Surfacing&Site Amenities—Bid#22-315 c�a =a •L a� To Whom It May Concern: Y c� J Northwest Playground Equipment, Inc. has been a valued client of Umpqua Bank(and precedent bank, Sterling Bank) since April of 2013. They currently maintain average depository balances in the low seven M figure range. c m In addition, Northwest Playground Equipment, Inc. has a line of credit of mid-6 figure availability that is E a available to them. As of the date of this letter,they had $0 outstanding on the line. a w Northwest Playground Equipment, Inc. has handled their accounts as agreed and we have appreciated -0 their banking relationship. Should you need any additional information please contact me at 0 425.305.6630. a Sincerely, N as 3 z 0 z Jeremy Ashbeck Vice President 3 Umpqua Bank E m Cc: Bob McGarvey a� a L C� C Q U Y c a� E t v r Q Packet Pg. 158 4.H.a U KCDAPURCHA SING COOPERATIVE 18639-80TH Ave S. •P.O.Box 5550•Kent,WA 98064-5550• Phone 425-251-8115•Fax 253-395-5402• www.kcda.ora c d E am �a Q. a� INVITATION FOR BID � Playground Equipment, Surfacing, & Site Amenities Bid #22-315 Cn ATTACHMENT A o L Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion a L C� G In submitting the proposal to provide products and/or services as outlined in the bid specifications,we Y hereby certify that we have not been suspended or in any way excluded from Federal procurement actions by any Federal agency. We fully understand that, if information contrary to this certification subsequently becomes available,such evidence may be grounds for non-award or nullification of a bid 0~0 contract, c m This certification is required by the regulations implementing Executive Order 12549, Debarment and E Suspension, Participant's Responsibilities. w Signed: 0 L Title: President �a a Firm: Northwest Playground Equipment, Inc. 3 Address: PO Box 2410 0 z City, State, Zip: Issaquah, WA 98027 3 Date: March 3, 2022 E m Email: Bob@nwplayground.com a, a L N Note: Electronic acceptance of these terms and conditions signifies compliance with above statement. 1° (Line item Whse bids) Q U Y c aD E t v King County Directors'Association 2 A School Purchasing Cooperative for Supplies and Equipment a Packet Pg. 159 4.H.a ATTACHMENT B Terms by Manufacturer � A PURCHASING COOPER/iT1VE Playground Equip,Surfacing,&Site Amenities#22-315 18639-0"Ava S.•P.C.Box 5550•Kent,WA 99064.SW•Phone 425-251-9115•Fax253-395-5402•www.kcda.ag Bid Due Date:March 3,2022 at or before 2:00 pm,PST Bidder Name: Northwest Playground Equipment,Inc. Address: PO Box 2410 � Phone: (425)313-9161 Fax; (425)313-9194 City,State,Zip: Issaquah,WA 98027 M STANDARD BIDDER LEAD TIME FOB DESTINATION: M ti TERMS BY MANUFACTURER:Please provide the minimum order required per manufacturer and lead times, SPECIFIC DISCOUNTS;Please provide quoted discounts from the manufacturer's current list prices.It is the 00 bidders responsibility to submit updated price lists during the contract year,when the contract allows,otherwise discounts will be taken from the most current on file.The manufaclurer must already be present in this bid to be +, considered.Discounts must include ar ippingf freight charges.A currant price list and catalog must be provided at the C lima of bidding,NOTE:DISCOUNTS MAY BE USED IN DETERMINING AWARDS. E F03-Freight Q FA T RY-Cost will be extra DESTINATION-Cost is included in discount a Manufacturer Minimum Order Lead Time Discount Amount Discount Detail LLI Berliner None 8-12 Weeks 3% 2021 list Price FOB Factory C Bison None 4-6 Weeks 10% 2022 List Price FOB Factory 3 Cnii None Custom 3% 2021 List Price FOB Factory O DuMor None 8-10 Weeks 3% 2022 List Price FOB Factory Dynamo None 8-16 Weeks 7% 2021 List Price FOB FactoryR Earthscape None 8-12 weeks 3% 2022 List Price FOB Factory d ExoTit None 4-5 weeks 5% 2021 List Price FOB Factory N FlexGround None 4-6 Weeks 5% 2022 List Price FOB Factory 3 Foreveri None 4-6 Weeks 8% 2022 List Price FOB Facto Freenctes Harmony None 4-6 Weeks 5% 2022 List Price FOB Facto 0 HAGS None 8-16 weeks 3% 2022 List Price FOB Facto Z ID Sculptures None 8-16weeks 5% 2021UstPrice FOB Factory Kay Park None 4-6 Weeks 8% 2021 List Price FOB Factory �-' MyTCoat None 4-6 Weeks 5% 2022 List Price FOB Factory 3 No Fault None 4-6 Weeks 5% 2022 List Prioe F03 Factory +' C Poligon/Parasol None 8.12 Weeks 5% 2022 List Price F03 Facto N Ply world None 8-16 weeks 10% 2022 List Price FOB Faabry y Robertson Industries!TotTurf None 4-6 Weeks 5% 2022 List Price FOB Factory i Rocky Mountain)Zeager None 4-6 Weeks 5°/9 2022 List Price FOB Factory Q Scoremaster None 4.6 Weeks 6% 2022 List Price FOB Factory L Shade Systems None 8-12 Weeks 5% 2022 List Price FOB Factory a� Shawgrass None 4-6 Weeks 8% 2022 List Price FOB Factory Sof Falls None 4-6 Weeks 10% 2022 List Price 708 Factory Sof Surfaces None 4-6 Weeks 5% 2022 List Price FOB Factory Q Superior Recreational Playground None 6-12 weeks 5% 2022 List Price FOB Factoryp USA Shade None 8-12 weeks 5% 2022 List Price FOB Factory U Wabash Valley None 32 weeks 5% 2022 List Price FOB Factory Y Water Odyssey None 8-12 weeks 5% 2022 Ust Price I FOB Factory Whole 7ree None 8-12 weeks 3% 12022 List Pdce I FOB Factory Yalp None 12-16 weeks 2% 12022 List Price I FOB Factory v to Q 3-Mar-22 22-315 Northwest Playground Equipment,Inc. Authorized AgentsSignature Date Bid Number Name of Firm Packet P9. 160 4.H.a d o I 11CCDA, PURCHASING COOPERATIVE d 18639-80th Ave.S. +P.O.Box 5550 +Kent,WA 98064-5550• Phone 425-251-8115 • rax 253-395-5402 + www.kcda.org E �a Q. a� INVITATION FOR BID c U Playground Equipment,Surfacing,& Site Amenities � Bid#22-315 Cn ATTACHMENT C--Special Provisions o L THESE INSTRUCTIONS SUPERCEDE AND TAKE PRECEDENCE OVER ANY OPPOSING LANGUAGE IN THE STANDARD TERMS AND CONDITIONS �a L d A. SOLICITATION OBJECTIVES a� KCDA is seeking manufacturers, providers or dealers/distributors to provide current and emerging Playground Equipment, Surfacing, & Site Amenities to its members. J M Total approximate value of spend for this contract is between $13,000,000 and $14,000,000. However, M KCDA does not guarantee any minimum or maximum value or number of orders. c d It is KCDA's intent to establish an annual multi-state contract with the potential of up to three (3) one-year E extensions if mutually agreed between KCDA and the awarded vendor(s). Bidders must be a manufacturer Cr or a manufacturer's sales representative authorized to provide KCDA Playground Equipment, Surfacing, & w Site Amenities in Washington, with the preferred ability to service surrounding member states (ex: Oregon, a Idaho, Montana, Alaska). a am Contracts established by KCDA are available for use by all public schools, colleges, universities, cities, a counties and other government agencies throughout the nation. Participation in KCDA is not required of n any governmental agency; however, participation does provide the legally required competition for s contracts for commonly purchased products and services, thereby saving the entity the time and expense of a required competitive process. As allowed by specific state statutes, members can issue purchase orders for Z any amount without the necessity to prepare their own IFB or gather necessary quotations. 3 Bidders must be an authorized manufacturer, sales representative or service dealer having a local sales, d service and install presence in Washington State. The Bidder must also include a list identifying the states E within which they are authorized to sell, service and install. If a portion of a state is serviced, bidder must as specifically list the portion which is serviced. Bidder can list by county, region or territory. Bidder must Q provide the list as a separate document when submitting a response. The bidder may propose different ; pricing and rates for different installation areas as necessary to accommodate applicable wage rates and costs. Bidders must have a local sales presence that either reside or can be contacted within the additional Q states named to enable KCDA members to have onsite consultation, needs assessment, installation, o integration and training. c m r Ir E a Packet Pg. 161 4.H.a The types of services and products may include, but are not limited to: aci + Playground equipment—Complete playgrounds for all ages, stand-alone activities, outdoor fitness a systems, etc. • Playground equipment components—Replacement parts, system components, accessories, etc. E • Surfacing—Engineered wood fiber, tiles, matting,turf, poured-in-place, etc. Site amenities- Picnic tables, benches, trash receptacles, sanitizing stations, etc. a + barge tent/canopy structures - Event/party/cafeteria tents. Sturdy with a weatherproof covering and optional walls. Surface mounted, etc. • Shelter/shadc structures - Constructed with wood, metal, stone, fabric, etc. + Sitework, installation, design, engineering, etc. 3 + NOTE: Bleachers will not be awarded under this contract. c All products provided must comply with current Americans with Disabilities Act (ADA) laws, Consumer ° 0 Product Safety Commission (CPSC) guidelines, and current ASTM standards as certified by the International Play Equipment Manufacturers Association (IPEMA). Include any certifications to this respect a with your bid. =a •L By conducting this solicitation, KCDA intends to provide savings and to offer its mernbers a choice of Playground Equipment, Surfacing, & Site Amenities at discounted pricing. Y J KCDA's purpose is to: • Cooperatively serve our members and associate mernbers through a continuous effort to explore and M solve present and future purchasing needs. • Provide government agencies opportunities for greater efficiency and economy in acquiring goods and services. E a • Equalize purchasing power for smaller agencies that are unable to command the best contracts for 3 s themselves. w + Maintain credibility and confidence in business procedures by maintaining open competition for purchases and complying with purchasing laws and ethical business practices. 0- Provide competitive price solicitations which meet the procurement laws of our members. + Secure multi-state volume purchasing contracts which are measurable, cost effective and a. continuously exceed our members' expectations. m + Provide quick and efficient delivery of goods and services by contracting with"high performance and quality" vendors who understand out-members' needs. o z B. TIMELINE January 19, 2022 & January 26, 2022 Advertised as Bid #22-315 in DJC Seattle, Oregon March 3, 2022 Bids due no later than 2:00 P.M. PST E April 14, 2022 Award recommendation (D April 21, 2022 Board Approval a, May 1, 2022 Contract Start Date a a� r N C. SUBMISSION OF BIDS M Bidders are requested to submit pricing for Washington State per the drawings and specifications provided a in this solicitation. KCDA requests pricing for its members in Oregon, Idaho, Montana and Alaska as well v Bidder is requested to submit either 1) separate price pages for each state being bid or 2) provide a pricing Y matrix that shows a price factor to be applied to the Washington state pricing in order to calculate the pricing for other states. Pricing must be provided in hard copy and must be available in Excel on flash drive E or CD. Online submission of bid tbi-ough Public Purchase is NOT accepted. a Packet Pg. 1 2 4.H.a • Submit sealed bids in 3-ring binder with an inside pocket and a set of dividers. Submit one (1) } bound and signed copy of the bid plus one (1) electronic copy on CD or flash drive. a • KCDA reserves the right to reject any or all bids and to accept any proposal deemed most advantageous to KCDA members and to waive any informality in the bid process. • Bids shall be submitted as stated in this solicitation. Deviations to any terms, conditions and/or specifications shall be conspicuously noted in writing by the bidder and shall be included with the Q. bid. No cross outs or delineations shall be made to the existing document. Exceptions and deviations will be considered in award evaluation. KCDA reserves the right to reject any deviations or exceptions stipulated in a bidder response and may subsequently disqualify such bid if such terms U are unacceptable to KCDA. Language to the effect that the bidder does not consider this solicitation 3 to be part of a contractual obligation may result in the bid being disqualified. Cn • Withdrawals of bids will not be allowed for a period of 60 days following the opening. Withdrawal 3 of bids prior to the opening date will be permitted. o • Addendums if required, will be issued by KCDA through Public Purchase. Addendums will also be posted on the KCDA website (www.kcda.org) under Contracts & Bids—Vendor Bids. Addendums a. will not be mailed or c-mailed. It is bidder's responsibility to check for issuance of any Addendums prior to submitting a bid. All Addendums must be signed and returned with the bid document, or the bid will be considered non-responsive. All documents with signatures shall have original ink signatures. Electronic copies shall be scanned with original signatures. Y �a J D. BID FORMAT ]. Preparation of the Bid Response 00 a. The IFB #22-315 is published in one PDF document on the KCDA website, it is also published on the Public Purchase website with all required documents and forms posted c d separately. E • Cover Page indicates the Due Date and where to send Bid documents to 3 • Cr Terms and Conditions W • Attachment A contains the Debarment Statement(signature required) • Attachment B Terms by Manufacturer includes catalog discounts (signature required) o • Attachment C Special Provisions that take precedence (signature required) Im • Attachment D Signature Page and Miscellaneous Fees (signature required) a. • Attachment E Services Price Schedule (complete as necessary) n • Attachment F Deviations (signature required) s • Certification of Compliance with Wage Payment Statutes (signature required) c • Company Profile(signature required) Z • EDGAR Certification Form (signature required) b. Bid Forms requiring signatures shall be submitted with original ink signatures, by the person authorized to sign the bid. Failure to properly sign the bid documents or to make other E notations as indicated will result in the response being deemed non-responsive. m c. Corrections and/or modifications received after the opening time will not be accepted, except Q as authorized by applicable rule, regulation or statute and KCDA. L d. In case of an error in extension of prices in the bid, unit prices shall govern. N e. Periods of time, stated as a number of days, shall be in calendar days, not business days. f. It is the responsibility of all Bidders to examine the entire IFB package, to seek clarification o of any item or requirement that may not be clear, and to check all responses for accuracy Y before submitting a bid.Negligence in preparing a bid confers no right of withdrawal after due date and time. g. The Bidders' ability to follow the bid preparation instructions set forth in this solicitation will s also be considered to be an indicator of the Bidders' ability to follow instructions should they receive an award as a result of this solicitation. Any contract between KCDA and a Bidder a requires the delivery of information and data. The quality of organization and writing Packet Pg. 163 4.H.a reflected in the bid will be considered to be an indication of the quality of organization and writing which would be prevalent if a contract was awarded. As a result, the bid will be evaluated as a sample of data submission. a. c (D 2. Format of Bid Response Bidders shall provide bids in a three ring binder using standard size paper, clearly identified with the company name and the name of the IFB being responded to on the outside front cover and vertical spine. Clearly identified tabs must be used to sepal-ate the bid into o, sections, as identified below. Responses should be direct, concise, complete and unambiguous. Bidders failing to organize bids in the manner requested risk being considered non-responsive if bids are not easily read and understood. Awards will be made more cn efficiently and timely by following the required format. 0 Tab 1 - Company Profile/Information + Company Profile form a + Responses should include a brief introduction informing KCDA of the qualifications and experience of the Bidder, along with a brief company history. �a + Reference requirements: Projects should be of similar size and complexity, preference given for government contracts. Tab 2- Response Forms J • Debarment Statement-Attachment A + Terms by Manufacturer-Attachment B (option: bidder may include this information in 00 their own format as part of the pricing pages) + Special Provisions-Attachment C c • Deviations-Attachment F E • Certification of Compliance with Wage Payment Statutes • EDGAR Certification Form w Tab 3 -Pricing Pages • Manufacturer Price Lists. Any additional costs are to be priced by methods designated o under Installation Rates or by RS Means, as provided in the Bidder's response to this � solicitation. 2 a • Installation Rates: A listing of products or services (including, but not limited to: site ) prep, sitework, installation, disposal, etc.) which are not listed in the Manufacturer Price 3 Lists which Bidder can provide and may be considered as a value add for KCDA member agencies. Bidder to provide in their own format, if applicable. Z • Miscellaneous Fees-Attachment D r + Services Price Schedule-Attachment E, or bidder's own format. 3 Tab 4 -Product Line Brochures and Literature (D Tab 5 - Marketing Plan E • List shows, conferences, show examples of flyers or describe how bidder will market the a, KCDA Playground Equipment, Surfacing, & Site Amenities contract. a 2. Tab 6—Authorized DealersNendor Partners °' N • Provide letters from each manufacturer stating authorization to deal. M • List all dealers/vendor partners authorized to utilize this contract through the vendor. o "Tab 7- Addendums v Y E. VENDOR RESPONSIBILITIES • Designate and assign a dedicated senior-level contract manager (one authorized to make decisions) E to the KCDA contract. This employee will have a complete copy and must have working knowledge of the contract. Q Packet Pg. 164 4.H.a • Train and educate sales staff on what the KCDA contract is including pricing,who can order from �_ the contract, terms/conditions of the contract and the respective ordering procedures for each state. ° a` It is expected that the awarded vendor will lead with the KCDA contract. • Develop a marketing plan to support the KCDA contract in collaboration with respective KCDA E mernber agencies. Plan should include, but not be limited to, a website presence, electronic mailings, sales flyers, brochures, mailings, catalogs, etc. a • Create a KCDA-specific sell sheet with a space to add a KCDA logo and contact information for use by KCDA and the awarded vendors local sales representatives to market within each state. • Have ongoing communication with the Contract and Procurement Specialist at KCDA and the KCDA member agencies. 3 • Attend two (2) "touch base" meetings at KCDA per year. One of those meetings may be participating in the KCDA Vendor Fair. • Participate in national and local conference trade shows to promote the KCDA contract. ° • Increase sales over the term of the KCDA contract. a c F. EQUIPMENT & RELATED PRODUCTS I. New Products L m All Playground Equipment, Surfacing, & Site Amenities provided under this contract must be new, not previously used, and are being actively marketed by the manufacturers' authorized dealers. J All branded playground equipment components, spare parts, application software, and ancillary equipment supplied under this contract must conform to manufacturer specifications and shall be of 00, new manufacture and in current standard production. The awarded vendor is responsible for ensuring that these items are operable and installed in accordance with manufacturer's E specifications. a s 2. Installation/Removal w a. The installation and/or removal of contract Playground Equipment, Surfacing, & Site Amenities shall be performed in a professional manner. The member's premises and ° equipment shall be left in a clean condition. The awarded vendor may be required to repair all damage and/or provide full compensation for damage to the member agencies premises a and equipment that occurred during installation/removal. a b. Personnel in charge of the installation must be available to coordinate installation with member agency's internal staff. Qualified service support and technical personnel will be o required to provide all necessary maintenance and repair. Installation dates and installation z schedule must be approved by member agency. r c. Installation crews may be working around students, teachers and general staff. Installation 3 may require off hour and weekend work in order to accommodate and complete the project in E the timeline required by the member agency. The member agency will try to accommodate (D access for installation during school/business hours; however, any plan that displaces staff, a, students or personnel will most likely create disruption to the ordinary daily schedule. After a L hours and weekend installations are preferred and will be so identified in the proposal to the y member agency. ° d. Project Manager for the awarded vendor shall verify proper installation at multiple and a various times throughout the duration of the installation. v e. Upon successful completion of installation, test systern functionality for all possible Y scenarios and document all outcomes. c a� f. Installment requirements (electrical certifications,plumbing certifications, licenses, permits E etc.). a Packet Pg. 165 4.H.a 3. Newly Installed Equipment or Related Product Problems Member agency will evaluate tine performance of newly installed Playground Equipment, Surfacing, a & Site Amenities for a 15-day period after installation. If the performance is unsatisfactory, the member agency will immediately contact the awarded vendor to pursue corrective action and E resolution of the problem. Resolution of performance problems nnay result in: • Repair or other action to correct the problem including training or modifications made to a member's satisfaction. • The replacement of the Playground Equipment, Surfacing, & Site Amenities with another of the same brand and model, at no additional cost(including delivery and installation) to the member agency. • Return of the Playground Equipment, Surfacing, & Site Amenities with cancellation of the order at no charge to the member agency. c 0 L 4. Inspection/Testing/Acceptance � a. Inspections, tests, measurements, or other acts or functions performed by the member agency a shall in no manner be construed as relieving the awarded vendor from full compliance with C contract requirements. At a minimum, an installed piece must demonstrate the capability of =a providing the functions and services specified in the manufacturer's published literature. a� 5. Maintenance, Repair and Service J a. Maintenance, repair and service related to the operation of Playground Equipment, Surfacing, & Site Amenities must be provided to member agency. 00 b. Excessive Service and Downtime: Playground Equipment, Surfacing, & Site Amenities including all components, spare parts, application software, and ancillary equipment supplied through this contract shall be capable of continuous operation. Therefore, awarded vendor E shall guarantee that all Playground Equipment, Surfacing, & Site Amenities will be operational at least 98% of normal business hours. Playground Equipment, Surfacing, & Site w Amenities that develop a trend of requiring an excessive number of service calls shall be M reported by the member agency to the awarded vendor or by the awarded vendor to the o member agency as the situation warrants and a corrective action and resolution will be trade a, in a manner that is best for the member agency. c. In the event that the performance of maintenance services under the contract results in a need a to replace defective parts, such items may only be replaced by new parts. In no instance shall 3 the awarded vendor be permitted to replace defective items with refurbished, remanufactured, or surplus items without prior written authorization of the member agency. o d. Awarded vendor must guarantee the availability of repair parts for a minimum of five (5) Z years subsequent to member agencies acceptance of the contracted Playground Equipment, 3 Surfacing, & Site Amenities. 0 6. Relocation/'Transfer (D m a. Member agencies shall be afforded the option to relocate/transfer contract Playground a Equipment, Surfacing, & Site Amenities fronn one member location to another member location as deemed necessary with no change to agreement or maintenance plans. If self- ) moves are an option, the awarded vendor must be notified prior to relocating or transferring. The member agency will be responsible for repairs required for damage that occurred during o self-moves. c� b. Alternately member agencies may elect to have the awarded vendor relocate/transfer the Y Playground Equipment, Surfacing, & Site Amenities. The awarded vendor is responsible for aa) repairs required following such relocation/transfer. Relocation/transfer of Playground Equipment, Surfacing, & Site Amenities must be coordinated with member agency contact personnel responsible for tine contract. a Packet Pg. 166 4.H.a 7. Adding New Products and/or Services d Playground Equipment, Surfacing, & Site Amenities must meet the scope of work to be added to the contract. Pricing shall be equivalent to the percentage discount for other products. Awarded vendor may replace or add product lines to an existing contract if the line is replacing or supplementing products on contract, is equal or superior to the original products offered, is discounted in a similar or to a greater degree, if it is within the same awarded manufacturer and if the products meet the f° requirements of the solicitation.No products may be added to avoid competitive procurement requirements. KCDA may require additions to be submitted with documentation from KCDA a, members demonstrating an interest in, or a potential requirement for, the new product or service. KCDA may reject any additions without cause. C S. Discontinued Products c If a product or model is discontinued by the manufacturer, awarded vendor may substitute a new o product or model if the replacement product meets or exceeds the specifications and performance of the discontinued model, it is within the awarded manufacturer and if the discount is the same or a greater than the discontinued model. �a NOTE. Listing the above specifications shall in no way relieve the awarded vendor front the responsibility to follow proper code and regulations. a� Y R G. TRAINING & SUPPORT J If applicable,please state specifically the amount of training which will be provided at no charge. Then list ti the charge per hour of additional training if applicable (see Attachment E). °Mv° a. If specified by the member agency, staff in-service shall be offered following the installation. Training needs must be quantified and specified by the member agency. Awarded vendors shall provide appropriate pricing(if applicable) based upon each member agencies training E need. It is understood that some training may be provided free of charge, and some may incur Cr charges. Please outline your training philosophy and related pricing structure. b. If desired, follow up training may also be scheduled to further support usage and to identify § Any individual training needs. Please include follow up training pricing as well. I- aM M H. PUBLIC WORKS LANGUAGE a Vendor agrees that, in performance of the services required under this agreement, Vendor shall abide by all federal, state, local and Washington law and regulations that may apply to construction and public works. It s is the responsibility of the Vendor to determine applicability and requirements of any such laws and to abide c by them. Z a. Public Works: State of Washington statute requires workers be paid prevailing wages when employed on E public works projects and on public building service maintenance contracts. (RCW m 39.04.010, RCW 39.12.010 and 020) It is the contractor's responsibility to be acquainted IM with and comply with State regulations regarding payment of prevailing wages on public Q works projects. Prevailing Wages are established by the Washington State Department of N Labor and Industries and can be obtained on the web at http://www.Ini.wa.gov/TradesLicensin PrevWaize/WagcRates/defauIt.asp or by contacting o Labor and Industries at 360-902-5335. A copy may also be requested from KCDA. KCDA Y serves all counties in Washington State. The County in which the project is located will be identified once a member initiates a request for the service, and the effective wage rate to be applied to a specific project is to be based on the date of this bid during the original contract s term, and if contract extensions are granted, the prevailing wage rate in affect at the time of the latest extension. a Packet Pg. 1 7 4.H.a AWlication: The Public Works Act regulates wages paid to workers, laborers and mechanics 2 performing public work. It does not apply to work that is clerical, executive administrative or ° professional in nature. It does not apply to work of a secretary, engineer or administrator, a unless they are performing construction work, alteration work, repair work, etc. Prevailing E wage application depends on the work that is performed, regardless of the worker's job title. � (RCW 39.12.020 and WAC 296-128-510 through 530) a a� Definition: Public Works is all work, construction, alteration, repair or improvement that is o, executed at the cost of the state or any other local public agency. This includes, but is not U limited to, demolition, remodeling, renovation, road constrlfetloll, building construction, ferry construction and utilities construction. (RCW 39,04.010) in c Public Building Service Maintenance Contracts: Prevailing wages are also required oil all o public building service maintenance (janitorial) contracts. (RCW 39.12.020) �v Contractors bidding a Public Works project exceeding $I,000,000.00 niust declare who a. their HVAC, Mechanical and Electrical subcontractors will be within one hour of bid submission and the listing of structural installation and rebar installation subcontractors within 48 flours of bid submission, and subinit this information with bid documents in order for the bid to be responsive (RCW 39.30.060). Such projects also have special considerations pertaining to use of apprentices (RCW 39.04.310, RCW J 39.04.320, and RCW 39.04.350). ti 00 M Reciprocity: In accordance with RCW 39.04.380 any bidding process for public works in which a bid is received from a nonresident contractor from a state that provides a percentage E bidding preference, a comparable percentage disadvantage must be applied to the bid of that a nonresident contractor. This does not apply to public works procured pursuant to RCW s 39.04.155, 39.04.280 or other procurement exempt from competitive bidding. w c b. Prevailing Wage: ° Definition: Prevailing Wage is the hourly wage, usual benefits and overtime, paid in the largest city in each county, to the majority of workers, laborers and mechanics. The rate is a. established by the Department of Labor and Industries for each trade and occupation a employed in the performance of public work. If Federal funds are used, bidders must comply 3 with provisions of Davis-Bacon Act. o z Basic procedures: A Statement of Intent to Pay Prevailing Wages and Affidavit of Wages Paid must be filed and approved for the contractor and all subcontractors. No payments can 3 be made until all contractors/subs have submitted an approved intent form. KCDA cannot release retainage until all Contractors have an approved Affidavit of Wages Paid form (D certified by the Industrial Statistician. (RCW 39.12.030, 040, 042) Once the work is a, successfully completed, KCDA will release 95% of the project cost and withhold 5% a retainage for 45 days as dictated by law. The final 5% will be paid when the following is y completed: Receipt of approved Affidavit of Wages Paid Forms, Releases from Washington M State Department of Labor & Industries, Employment Security Department and the a Department of Revenue, and acceptance of project completion to the satisfaction of the v KCDA ordering member. The cost of filing re uii•ed Intents and Affidavits is the Y responsibility of the Contractor and inay not be added as a line item charged to the inember agency. All Intents and Affidavits must naine the al!ency for whom work is E beiniz performed as the contract award a enc not KCDA. a Packet Pg. 168 4.H.a Federally Funded Projects: In addition to the Federal Requirements of Section 111, Housing d and Urban Development (HUD)Terms and Conditions, Davis-Bacon prevailing wage a requirements apply to public works construction contracts of$2000 or more when a project .r includes any federal funding of any amount. When there is a difference between applicable state and federal prevailing wages for a particular classification of labor, contractors and subcontractors are required to pay the higher of the two prevailing wages. Applicable federal f° Q. prevailing wage determinations can be found at http:llwww.wdol.gov/. (D Contractors/Subcontractors must be knowledgeable and adhere to all federal prevailing wage a, requirements, including but not limited to paying workers weekly and providing certified U weekly payrolls for the contractor and subcontractors of any tier as required in the Davis- Bacon Act and applicable U.S. Department of Labor regulations. Falsification of any cn prevailing wage payroll records may subject the contractor or subcontractor to civil or criminal prosecution under section 1001 of Title 18 and section 231 of Title 31 of the United o States Code. Contractor shall inform all subcontractors of the Davis-Bacon requirements and the prime contractor shall be responsible for the compliance by any subcontractor or lower a tier subcontractor with all the contract clauses. Contractor must coordinate all requirements c related to federal funded projects with the KCDA member Agency. •L d c. Responsible Bidder: aD Before award, the bidder must meet the following state responsibility criteria and, if applicable, supplemental responsibility criteria to be considered a responsible bidder. The J bidder is required to submit documentation demonstrating compliance with the criteria. ti 00 M Low Responsible Bidder A. State Responsibility Criteria. The Bidder must meet the following state responsibility criteria: E 1. At the time of bid submittal, have a current certification of registration in Cr LU compliance with chapter 18.27 RCW. 2. Have a current Washington State Unified Business Identifier (UBI) number. 3 3. Not be disqualified from bidding on any public works contract under RCW aM 39.06.010 or 39.12,065(3). 4. If applicable: a a. Have Industrial Insurance (workers' compensation) coverage for the Bidder's employees working in Washington State, as required in Title 51 RCW; s b. Have a Washington State Employment Security Department number, as required c in Title 50 RCW; and Z c. Have a Washington State Department of Revenue state excise tax registration 3 number, as required in Title 82 RCW. _ 5. New bidder requirement. Certify that within the three- ear period immediately preceding the bid solicitation date: a. The bidder is not a"willful"violator, as defined in RCW 49.48,082, or any as provision of chapter 49-46, 49.48 or 49.52 RCW. Q b. As determined by a final and binding citation and notice of assessment issued N by the Department of Labor and Industries or through a civil judgement entered by a court of limited or general jurisdiction. Q c. As of July 1, 2019, WA Labor and Industries has required all businesses to have v public works training before bidding and/or performing work on public works Y projects. This training requirement has been added to the responsible bidder r ; criteria in RCW 39.04.350 and RCW 39.06.020. Awarding agencies are s required to verify all contractors submitting bids meet this requirement before awarding the contract. a Packet Pg. 169 4.H.a 6. At the time of bid submittal,..provide signed sworn statement in accordance with aci RCW 9A.72.085 verif in under er�alt of ee'ur that t17e bidder is in com�liance ° with the new responsible bidder criteria requirement. L- a. 7. Supplemental Bidder Responsibility Criteria. If supplemental criteria apply to this E project, the criteria are included as "Exhibit A." The Bidder may make a written (D request to modify any or all of the supplemental criteria. Modification of a supplemental criteria shall be at KCDA's discretion. Any modifications to the supplemental criteria shall be made by addenda prior to bid opening. o, c Subcontractor Responsibility The contractor shall include the language of this section in each of its first tier subcontracts cn and shall require each of its subcontractors to include the same language of this section in each of their subcontracts, adjusting only as necessary the terms used for the contracting o parties. The requirements of this section apply to all subcontractors regardless of tier. At the time of subcontract execution, the Contractor shall verify that each of its first tier f° a subcontractors meets the following bidder responsibility criteria: c 1. At the time of bid submittal, have a current certification of registration in compliance with chapter 18.27 RCW. 2. Have a current Washington State Unified Business Identifier (UBI) number. 3. Not be disqualified from bidding on any public works contract under RCW 39.06.010 or 39.12.065(3). J 4. If applicable: ti a. Have Industrial Insurance (workers' compensation) coverage for the Bidder's M employees working in Washington State, as required in Title 51 RCW; b. Have a Washington State Employment Security Department number, as required in Title 50 RCW; and a c. Have a Washington State Department of Revenue state excise tax registrationLU s number, as required in Title 82 RCW 5. Have an electrical contractor license, if required by Chapter 19.28 RCW; 6. Have an elevator contractor license, if required by Chapter 70.87 RCW; ° d. Bonds- Payment & Performance: a The prime Contractor shall provide a Performance and Payment Bond at 100% of the contract price to the KCDA member with a copy to KCDA before work begins. The only exception is for contracts of one hundred fifty thousand ($150,000)„dollars or less. In this o instance, at the option of the Contractor, the member may in lieu of the bond retain ten Z percent of the contract amount for a period of thirty days after date of final acceptance, or 3 until receipt of all necessary releases from the Department of Revenue and the Department of Labor and Industries and settlement of any liens filed under Chapter 60.28 RCW, whichever E is later. The bond shall be issued by a surety company authorized to do business in the State (D of Washington and shall be on standard forms used for public projects (RCW 39.08,010) and a as directed by the KCDA member. L a� r N Performance and Payment bonds for KCDA members outside Washington must be provided by companies licensed to provide bonds for public entities in the member's state. o U e. Licenses: Y The prime contractor shall possess and maintain in current status all federal, state, and local licenses, bonds, and permits required for the performance and delivery of and all products and services offered in its response to the bid solicitation. Before submitting a bid, Bidders must hold a current, valid contractor's license as required in Washington. The a contractor's license must be in the name of the legal entity submitting and signing the bid. A Packet Pg. 170 4.H.a Bidder may not substitute a contractor's license held by a subcontractor or joint venture. Bidders submitting bids in Washington State without a valid contractor's license in the name ° a of the Bidder are in violation of RCW 18.27.020. c (D It is the responsibility of the prime contractor to ensure any subcontractors performing under this contract hold and maintain appropriate licenses. a a� G! KCDA reserves the right to request copies of licenses at any time during tine contract. Copies a, of licenses, upon request, must be submitted to tine member prior to performing the work. S The Contractor agrees to keep and ensure subcontractors keep any required license, permit or bond current and in compliance with Washington rules, regulations and statutes, as well as in cn states outside Washington in which contractor performs work under this contract. For work performed for any Washington State school district, public agency or municipality, the o Contractor must comply with the bidder responsibility requirements of RCW 39.04.350 prior a► to the KCDA member awarding a contract. The contractor must verify the responsibility of a all subcontractors used in accordance with RCW 39.06,020. =a f. Permits: Tine acquisition of all permits as well as any drawings needed to obtain those permits is the responsibility of the successful Contractor/Bidder. J g. Certificate of Insurance: ti A certificate of insurance demonstrating current coverage of the types and amounts of M insurance required by KCDA and the KCDA member must be provided to the KCDA member prior to performance of any work. In addition, the Commercial General Liability policies must be endorsed to name KCDA and the KCDA member as additional insureds. a Such policies must be further endorsed to provide that the insurance is primary as respects s LU KCDA and the KCDA member, and that any other insurance maintained by KCDA and the KCDA member shall be excess and not contributing insurance with the Contractor's insurance. These endorsements must be provided along with the certificate of insurance. Tile ° aM KCDA member roust both approve the certificate of insurance and endorsements. > FL h. Acceptable Pricing Method: m KCDA is unable to accept Alternative Costing Method quotations except ill certain limited instances, (i.e., sole source) in which KCDA and Vendor may mutually determine the o Alternative Costing Method is acceptable. This will be the exception rather than the rule. z RS Means or line item bid pricing is acceptable. 3 c i. Progress Payments: The Contractor shall be paid, upon submission of a proper Payment Request, the prices Stipulated herein for work performed (less deductions, if any), in accordance with all a, payment and retainage instructions herein. Submitted Payment Requests must contain the a following minimum information; y a. Contract Number M b. Bid item ID, bid quantity, unit, unit price and description as appropriate a c. Sales Tax as applicable v The Payment Request will be reviewed by the Member before payment is made. If the Y Member is in disagreement with the Payment Request, KCDA will issue a notice requesting a revised Payment Request. E M KCDA, at its discretion, reserves the right to withhold payment on a given project, pending a receipt of payment from the customer. Packet Pg. 171 4.H.a a� In accordance with RCW 51.12.050, KCDA reserves the right to deduct from the paymenta. ° any outstanding industrial insurance premiums owed by the Contractor or Subcontractors. (D j. Payment Retainage: In accordance with RCW 60.28 contract retainage [not to exceed five percent of the monej)s a earned bt,the c07117Wcto7'toiiwrd complelion of cr public iny,7rovement contract j shall be withheld and reserved in one of two ways: o, a. As a trust fiend for the protection and payment of 1) the claims of any person arising U under the contract, and 2) the state with respect to taxes imposed pursuant to Titles 50, 51 and 82 RCW which may be due from such contractor. Upon completion of a cn contract, the member agency shall notify the Department of Revenue, the Employment Security Department, and the Department of Labor and Industries of o the completion of contracts over one hundred fifty thousand dollars. KCDA will a► issue payment on the retainage amount forty-five days after notice from the KCDA Member Agency that the contract has been accepted as complete or upon receipt of c all necessary releases, whichever is later. .—`a b. Option of providing retainage bond for the full arnount of the retainage (5% of the a, contract amount with a performance bond). This bond is separate from the performance bond under RCW 39.08.10. Providing a retainage bond means no retaina e is withheld. If you choose to provide a retainage bond a copy of the bond J must be submitted. ti 00 M k. Force Majeure Except for payments of sums due, neither party shall be liable to the other, nor be deemed in default under this contract, if and to the extent that such party's performance of this contract a is prevented by reason of force rnajeure. The term"force majeure" rneans an occurrence that s LU is beyond the control or responsibility of the party affected and occurs without its fault or negligence, including, but not limited to the following: acts of God; acts of the public enerny; war; riots; strikes; industry-wide labor disputes; civil disorders; fire; flood; snow; P earthquakes; tornadoes or violent winds; hail storms; lockouts; injunctions-intervention-acts, or failures or refusals to act by government authority; and other similar occurrences beyond a. the control or responsibility of the party declaring force majeure, which such party is unable to prevent by exercising reasonable diligence. The force majeure shall be deerned to commence when the party declaring it notifies the other party of the existence of the force o majeure and shall be deemed to continue as long as the results or effects of the force majeure Z prevent the party from resurning performance in accordance with the contract. The party 3 receiving the notice of force majeure may contest the declaration of a force majeure. Force majeure shall not include late deliveries of equipment or materials caused by congestion at a manufacturer's plant or elsewhere, an oversold condition of the market, inefficiencies, (D internal labor disputes, or similar occurrences. If either party is delayed at any time by force a, majeure, the delayed party shall notify the other party in writing of such delay within forty- a L eight(48) hours. N R I. PRICING a The bidder shall submit pricing using Manufacturer Price Lists, Attachment B - Discounts, Installation v Rates, and Attachment E Services Price Schedule, as necessary. Vendor bid pricing shall include a 2% Y administrative fee oil all line items and charges. The administrative fee must be part of the bid price. If you are bidding a catalog price less a discount, make sure the administrative fee is included in the net price E to the member agency. Pricing must include the 2% KCDA service fee so the service fee is invisible to KCDA members. a Packet Pg. 2 4.H.a For- all Playground Equipment, Surfacing, & Site Amenities, pricing may be by line item or discount off manufacturer price list(Attachment B). Accessories and materials may be from other manufacturers or a sources but must be identified and priced in the IFI3 response either by item or via catalog discount. On the pricing sheet, list and group accessories and materials by manufacturer for ease of identification. aD Respondents will choose only one pricing method to be used per manufacturer. Alternative pricing methods shall be addressed in Attachment B. Proposals received that provide both methods for a single manufacturer a will be found non-responsive. Fixed prices shall be firm until each anniversary date of contract, unless there is an occurrence of one or S more economic price adjustment contingencies outlined in the bid. If price adjustment contingencies occur, or not less than ninety (90) days prior to each contract anniversary date, awarded vendor may submit a fully un documented request for price adjustment to KCDA. The documentation must substantiate that any requested price increase was clearly unpredictable at the time of bid submittal and results from an increased cost to 0 awarded vendor that was out of awarded vendor's control. �v KCDA will review requests for fixed price adjustments to determine if the new prices or another option is in c member agencies' best interests. If accepted, new fixed prices shall apply to the contract upon approval .—`a from KCDA. Price changes shall be a factor in contract renewal. a� The awarded vendor agrees that the cost for any itein bid on this contract may vary by state due to specific requirements or other jurisdictional impacts. If the overall cost is discounted or lowered for any member J agency, however, the cost will be similarly lowered or discounted at the same time for all member agencies ti for the same scope, size and value. (If a KCDA member agency proposes to purchase a large volume of one M product at one time and the awarded vendor agrees to provide an additional discount, that same volume discount would be available to any KCDA member agency.) a It is understood and agreed upon between Bidder and KCDA that the Bidder's pricing does not include the w cost for any site specific conditions or requirements. Site specific requirements shall be addressed on a case M by case basis at the time the order is placed. Any additional cost(s) are to be priced by methods designated 0 under Installation Rates, or by RS Means, as indicated in bidder's response to this solicitation. P Warranty: Describe the warranties that apply to the products offered in the I1{I3 response and when warranty a date will commence. Identify any website links that cover warranty information. The manufacturer has the primary responsibility to honor a manufacturer' warranty. Awarded vendor agrees to assist the member agency reach a solution in a dispute with the manufacturer over a warranty's terms. Any extended Z manufacturer's warranty will be passed on to the member agencies. List any pricing applicable to warranties r in Attachment E of the IFB response. 3 c 0 Risk of Loss or Damage: Awarded vendor shall retain title and control of all goods until they are delivered E and received. All risk of transportation and all related charges shall be the responsibility of the awarded ;v a� vendor. The awarded vendor shall file all claims for visible or concealed damage. The member agency will a L notify the awarded vendor and/or freight company promptly of any damaged goods and shall assist the y freight company/awarded vendor in arranging for inspection. No F.O.B. vessel, car or other vehicle terms M will be accepted. a 0 U `faxes: Member agencies, who have obtained Playground Equipment, Surfacing, & Site Amenities under Y the terms of this contract, will be responsible for payment of all taxes related to acquisition of the 0 Playground Equipment, Surfacing, & Site Amenities, such as sales tax, property tax, etc. Awarded vendor E must separately list all such taxes on member proposal and subsequent invoice. a Packet Pg. 173 4.H.a J. FUNDING OUT CLAUSE Any acquisition agreement with a KCDA memberagency that exceeds one (1) yearshall include a standard ° a. "funding out"clause. Such an acquisition is a commitment of the entity's current revenue only, provided the agreement contains either or both of the following provisions: 1. Retains to the entity the continuing right to terminate the contract at the expiration of each budget period during the terin of the agreement. a 2. Conditioned on a best effort attempt by the entity to obtain appropriate fiends for payment of the � acquisition. a, c K. AUTHORIZED DEALERS/VENDOR PARTNERS The bidder must secure from the manufacturer, if the bidder is not the manufacturer, a written guarantee cn executed by the manufacturer that the bidder is an authorized dealer of that manufacturer. This can be submitted as a Manufacturers Guarantee/Manufacturers Certificate, or a statement on the manufacturer's o letterhead with corporate acknowledgement. Failure to provide will result in award disqualification for that manufacturer. ry a. c Bidder may propose a network of authorized dealers/vendor partners through whom the bidder intends to --`a perform the contract. Member agencies may be directed to bidders' network of authorized dealers/vendor partners for Playground Equipment, Surfacing, & Site Amenities, however the awarded vendor shall be a� responsible for the actual job performance of each and every authorized dealer/vendor partner. This includes, but is not limited to, proper ordering process and reporting, or submittal of 2% service fee. J Unresolved problerns with the authorized dealer/vendor partner may be referred to the awarded vendor for ti resolution. Bidders are to identify and list each of the authorized dealers/vendor partners they intend to °v involve in contract performance. a� Awarded vendor must be capable of replacing authorized dealers/vendor partne►s found unsuitable to participate in performance on the KCDA contract and establish new authorized dealers/vendor partners in a s timely manner. w c During the contract period, the awarded vendor or purchasing agent may remove an authorized ° dealer/vendor partner from the list of those designated to this contract at any time without further explanation or process. The awarded vendor may propose authorized dealer/vendor partner additions for a. consideration at any tirne throughout the contract provided; • The request is in writing on awarded vendors letterhead. • It is filed with the Purchasing Agent a minimum of 30 calendar days before the effective date of the o proposed change. Z t • It clearly identifies the authorized dealers/vendor partners involved in the change. 3 • It is accompanied by documentation acceptable to the Purchasing Agent sufficient to warrant the change. E aD m L L. AWARD a 1. Evaluation It is the intent of KCDA to award a manufacturer's complete line of products based on the U) specifications provided when possible and advantageous. KCDA expects to award to the lowest responsive and responsible bidder per unique manufacturer specifications that meet IFB terms, o conditions, and criteria specified. An award is at the sole discretion of KCDA. KCDA reserves the Y right to reject any or all proposals, accept the proposal(s) that are deemed most advantageous for KCDA member agencies, and waive any irregularities in the solicitation process. E Awarded vendors will be required to turn in updated specifications for the manufacturers awarded. a Packet Pg. 174 4.H.a The following criteria will be used in evaluating responses to this IFB. An award is anticipated to be aci made to a bidder with the highest rating per manufacturer product line. Subsequently, multiple L- awards may be made. c (D Evaluation Criteria and Weight a Proper submission of proposal 10 Comprehensiveness of product and services 10 c' provided M Related Experience 15 Pricing 50 c Presentation of full and complete product offering that can meet variety of member- 15 agencies requirements/timeline, a TOTAL POSSIBLE POINTS 100 =a •L a� Clarification and/or Discussions Y Clarification of a response may be necessary. KCDA will communicate with the bidder(s) for the purpose of eliminating minor errors, clerical errors, and/or irregularities. Clarification is accomplished by explanation or substantiation, either in response to an inquiry from KCDA or an inquiry initiated by a bidder. 00 Clarification does not give a bidder the opportunity to revise, change or modify their response in any way. Discussion takes place after the initial receipt of proposals. KCDA reserves the right to conduct discussions with bidders whose responses are determined to be reasonably inclined toward receiving a contract award. E Discussion may occur when oral or written communications between KCDA and the bidder are conducted for the purpose of clarifying information to determine the acceptability of a response. KCDA will not assist w the bidder in bringing the bidder's response to the same level of other responses received by KCDA. Further, KCDA will make no indication of pricing or other information received from other bidders. o L Competitive Ranee: KCDA reserves the right to establish a competitive range of acceptable responses as part of the evaluation process as defined herein. Responses below the competitive range will be determined a to be unacceptable and will not receive further consideration. 3 M. ORDER PROCESS & REPORTING o I. The awarded vendor must verify that a customer is a KCDA member. A current list of member t agencies is posted on the KCDA website under "Membership". If the awarded vendor's customer 3 is not posted on the KCDA website, the awarded vendor must verify membership with the c KCDA Contract Specialist. If the customer is not a member agency, but is eligible to become a E member agency, the Contract Specialist will give the awarded vendor's customer instructions 0- regarding the membership process. a 2. Awarded vendor will submit a signed and dated proposal or quote to a KCDA member agency in (D accordance with the pricing awarded Linder this IFB. All Playground Equipment, SurfaciIIL4, & Site Amenities pureliased must include the KCDA 2% service fee as a Vart of the price to the member agency. Do not list the 2% as a separate fine item. The awarded vendor must o specifically state the KCDA contract number##22-315 on the proposal to the KCDA member Y agency. The proposal must identify the member agency contact name, a-mail address and phone number for the person responsible for approving the purchase. This information is critical and if not provided may be grounds for delaying the processing of the order as well as eventual payment to vendor. 3. Members should send a copy of their PO made out to KCDA and a copy of the Vendor quote to a the KCDA Contract Specialist designated on the Awarded Contracts page. Upon KCDA's Packet Pg. 175 4.H.a verification of membership and pricing, KCDA will create and forward a KCDA purchase order uc, to the designated point of contact at the Vendor. The Contract Specialist will request additional ° a. information, such as scope of work and item/part number along with pricing for each line item as needed. FailUre to provide adequate evaluation information may result in delay of approval by E Contract Specialist 4. A copy of the order will be kept on file at KCDA. S. Vendor must not commence delivery, services or installation using the KCDA contract without receiving a purchase order from KCDA. a, b. Orders processed against this contract by customeFS who are not KCDA members or without S emailed approval from KCDA are in violation of the contract. Vendors not following proper procedures may be removed from consideration for future awards. � 7. KCDA reserves the right to revise the ordering process above at their sole discretion, if deemed necessary for contract management or audit purposes. An implementation for change will be o coordinated with the Vendor as needed. a. N. CHRISTIAN DOCTRINE Any federal, state and local governing authority's/jurisdiction's statutes, codes, rules and regulations referenced and/or govern the products, services and activities relating to and are part of this solicitation, whether or not physically noted or included, shall be complied with and adhered to as required. It is the sole responsibility of the Bidder to perform and complete any necessary research and investigation required to make themselves aware of and comply with this item. J M ti 00 f Signature Must be the save srgncr tyre that cippecrrs on the bid response•forms � E a s w c 0 L a .r m 3 0 z r .3 c (D E (D m L Q L N R Q U I Y c a� E t v M a Packet Pg. 6 4.H.a IVC04PURCHASING COOPERATIVE U as 18639-80T"Ave S. + P.O.Box 5550+Kenl,WA 98064-5550+Phone 425-251-8115+Fax 253-395-5402+ wwwkcda.orp o d c INVITATION FOR BIDS E #22-315 Playground Equipment, Surfacing, & Site Amenities BID DUE DATE: March 3, 2022 on or before 2:00 PM PST Q- a� a� Attachment D SIGNATURE PAGE AND MISCELLANEOUS FEES lot Cl) The undersigned offers and agrees, if this bid is accepted,to furnish any or all of the items upon which prices were quoted, at the prices set opposite each item, F.O.B. delivery point specified in the Invitation for Bids, and agrees to make o delivery within the delivery dates specified, or as otherwise amended by attachment. c� Contract Prices Offered a 1. Firm for annual contract V to 2. Firm for initial order only ( ) `a L 3. Variable by item/group ( ) (Identify underseporote cover) d Y MISCELLANEOUS FEES In some cases additional charges may be necessary. These costs are for items delivered direct to Members. Attach M ti additional pages as may be necessary for each manufacturer. "TBD", "Job by Job", etc. is not acceptable and may 00 M disqualify your response. Bidders should list out any other pricing for services on additional pages as needed within .. c this section. � E a Delivery Fee: $Pseoaid&added flat fee or mileage rate 3 Installation Fee: $ Sae Attached per hour(comply w/ Prevailing Wale-RCW 39.04.010, 39.12.010&020) as w Performance Bond: s Demolition Fee: $Seeattache t install pricing 30 Restock Fees: $ 25% Lift Gate Fee when required $ $250.00 _ R OTHER $ a rn m NOTE : If services are not documented in pricing pages,fees must be justified by using RS Means. t FUTURE DELIVERIES z° On occasion, KCDA Members will place orders near the end of the contract period for delivery after the contract period r has expired. Will your company honor orders placed during the contract period for future delivery? 3 c a� No V Yes Yes, but only if delivered before E m m L Signed: e"( i L Firm Name: Northwest Playground Equipment, Inc. y r to Name and Title: Robert S McGarvey - President Q Telephone No. (425) 313-9161 U Y Email: Bob@nwplayground.com c aD E "Note: All lines of information must be provided with submittal. Electronic acceptance of these terms and conditions U signifies compliance with all terms and conditions. Q Packet Pg. 177 4.H.a Attachment E-Services Price Schedule Bid #22-315 Playground Equipment,Surfacing, &Site Amenities NOTE: If your company provides any of the services listed below,please complete the price schedule. **BIDDER MAY INCLUDE THIS INFORMATION IN THEIR OWN FORMAT AS PART OF THE PRICING PAGES.** L If services are not documented in pricing pages,fees must be justified by using RS Means. N Discounted Price or Mileage Charges(if *Additional Discount on Large Projects: O N Description Regular Price or Rates Per Diem Charges (if any) Y Rates any) Y/N > J L .. N M 00 dA v .N Gl � E Q Discounted Price or Mileage Charges(if *Additional Discount on Large Projects: s Description Regular Price or Rates Per Diem Charges(if any) Rates any) Y/N Lu r GJ C � Uln.(;tallatmon 7 fCSpp i i O Cos;t Sheet a1 N � R a r m 3 Discounted Price or Mileage Charges(if *Additional Discount on Large Projects: Description Regular Price or Rates Per Diem Charges(if any) IL Rates any) Y/N O _ ex:Initial(must price) t ex:Follow up training(must price) 3 L H Vf O E d d L Discounted Price or Mileage Charges(if *Additional Discount on Large Projects: Q Description Regular Price or Rates Per Diem Charges(if any) (D Rates any) Y/N y i (A O a) CL L Q Vf N U Y r c a� *Please detail additional discounts on large projects. E s U Q Packet Pg. 178 4.H.a a� 'o L Playground Equipment,Surfacing,& Site Amenities a Bid ##22-315 (D E (D ATTACHMENT F—Deviations a a� o: INSTRUCTIONS: 1. If"NO" is checked below, complete this form by signing it at the bottom. M 2. If"YES" is checked below, either insert answers into this form or create a Microsoft (n Word table format to provide narrative explanations of exceptions. If adding pages, the bidder's name and identifying information as to which item the response refers must o appear on each page, a, 3. Scan this form plus any attachments into a single PDP document. 4. Title the file"Attachment)+ - Deviations". 5. Exceptions to local, state or federal laws cannot be accepted under this bid. •L ® NO, this bidder does not have deviations (exceptions or alternates) to any terms, conditions and/or specifications listed in the bid documents. J ❑ YES, this bidder has the following deviations to the terms, conditions and/or � specifications listed in the bid documents. °; c a� Section/Item S ecification describe Details of Deviation a s w c 0 L a m 3 0 z t r 3 c a� E a� m L Q N R Q p � Signature �/; / t�7 6 Must be the same srgnah appears on the bid response forms. a� E t a Packet Pg. 179 4.H.a Northwest Playground Equipment, Inc. U 2022 WASHINGTON INSTALLATION RATES Retail Price UOM Retail Price UOM 0 L MODULAR PLAY STRUCTURES IL Standard Installation 45% Retail Cost Free Local RT, Prevailing Wage/CP,Private and Public Utility Locates and Pre-Install local site visit v Deluxe Installation 55% Retail Cost Q Includes:Standard Install and Disposal of Packaging, Haul Away Dirt, Receive shipment at R&R or meet truck at site and offload. Structure Risk Management Sign $ 450.00 Per Sign FREE RETURN TRIPS(AFTER THE FRIST ONE) Included: Concealed freight damage,missing parts with a checklist fn has been provided/completed and cannot work due to natural causes C Not Included: 0 Mis-manufactured equipment,scope of work changes from original PO,site not ready or not prepared properly after cv contact with Sales Rep,missing parts when someone d else offloads w/out completing checklist and noted damaged or missing parts when R&R offloads •L N FREE STANDING EQUIPMENT* Equipment w/3 1/2"or 5"posts,modular structures 45% Of Retail Cost d Y (does not include swing sets) J Slides 55% Of Retail Cost Hillside Slides 65% Of Retail Cost ti Misc.Climbers $ 450.00 Per Hole 00 M Dome Climbers Large $ 1,800.00 d Small $ 950.00 E Swing Set-One Bay $ 1,950.00 2- Additional Bays $ 1,000.00 W Toddler Add On $ 325.00 Spring Toys(with J Bolts) $ 500.00 Per Spring Spring Toys(direct bury) $ 325.00 Per Spring 0 Backhoe Digger $ 325.00 CLIMBING BOULDERS d Crane must be able to park within 40'of where placing uJ N (Start pricing with heaviest boulder as the 1 st one) Base Price+%of weight 3 Then add secondary Boulders based on%of weight only Non Playworld Items: 0 Z Under 2,500# ($2,125.00 min) $ 1,825.00 Boulders 45.00% EA Weight 2,501#to 8,000# ($3,490.00 min) $ 2,890.00 Boulders 30.00% EA Weight 3 8,000#to 10,000#($4,460.00 min) $ 3,475.00 Boulders 20.00% EA Weight + Concrete Pad up to 12"thick($2,425.00 min) $ 52.50 Per Sq.Ft/First F $ 23.00 Per Sq. Ft N Compacted Aggregate 75.00% E d Anchors $ 435.00 EA Rope Connections $ 105.00 EA a L MISC EQUIPMENT N Earthscape(No Towers)/Timber Stacks 58% Of Retail Cost Motion Games 35% Of Retail Cost Q Fun Centers 45% Of Retail Cost Rock Blocks 30% Of Retail Cost U Y Denali Net 45% Of Retail Cost }; Play Webs 30% Of Retail Cost y Life Trail System/ENERGI 45% Of Retail Cost E Action Vehicles $ 1,355.00 t Rigid Vehicles $ 1,165.00 Q Packet Pg. 180 4.H.a Triple Twist $ 1,495.00 v Ralley Round $ 1,300.00 Turbo Tower $ 1,485.00 Twist $ 525.00 d Hyperray $ 1,015.00 d Whirlwind $ 725.00 j_ Matrix 10' $ 1,605.00 m Matrix 6' $ 1,135.00 Cosmic Warp $ 1,385.00 (D Super Satellite $ 1,650.00 Curl $ 685.00 S Whirligig $ 685.00 U Cozy Cocoon $ 815.00 Spinami $ 1,015.00 N Overdrive $ 1,015.00 c Unity Rocker $ 1,390.00 O Unity Dome $ 2,280.00 Teeter Tunnel $ 3,430.00 >' cv Play Cubes 25% Of Retail Cost d Unity Spinner $ 2,500.00 Live Wire $ 6,415.00 LG Overhead Canopy $ 1,875.00 Sierra Summit Climb $ 2,085.00 3 PT Overhead Canopy $ 1,615.00 m Y Balance Trax 49% Of Retail Cost J Zip Line with Take Off $ 11,115.00 Without Take Off $ 9,370.00 ch ti Music: M Cabasa $ 370.00 Congas $ 245.00 d Chimes $ 480.00 E Vibes $ 480.00 Q' Freenotes Equipment $ 270.00 Per Footing W SITE FURNISHINGS AND SPORTS EQUIPMENT Bench/Misc. In Ground Furnishings $ 165.00 Per Hole O Bench(Portable) $ 130.00 Single Pedestal Picnic Table $ 385.00 Picnic Table-Surface Mount $ 165.00 (L BBQ Grill $ 165.00 Per Hole N O Bike Rack $ 165.00 Per Hole 3 Bike Rack(Portable) $ 130.00 Trash Receptacle $ 165.00 O Z Surface Mount Items Same as Inground Flag Poles 3 20' $ 1,295.00 25' $ 1,550.00 a) 30' $ 2,065.00 E d Tetherball Pole(thru Asphalt) $ 295.00 i Toss-Up(thru Asphalt) $ 405.00 Q Triple Shootout(thru Asphalt) $ 805.00 Basketball Set(Single Post) (n 4'Extension $ 1,075.00 6'Extension $ 1,375.00 Q Double Post $ 1,375.00 Adjustable Hoop $ 2,285.00 V Y Soccer Goals(Permanent) $ 1,048.00 EA Portable $ 565.00 EA O a) Volley Ball Poles $ 375.00 EA t 15'Bleachers(Call for Quote-Minimum$845.00/Bleacher) Call For Quote M r Q Packet Pg. 181 4.H.a EXTRA DIGGING CHARGES v Hand Dig Holes $ 65.00 Per Hole Dig with Dingo $ 32.50 Per Hole Dig Through: IL Wood Chips $ 70.00 Per Hole m Pea Gravel or Sand $ 85.00 Per Hole E Asphalt($150.00 minimum)4"Thick Max $ 160.00 Per Hole v Rubber Tile $ 95.00 Per Hole Concrete(Call for quote) Call for Quote Asphalt&Concrete up to 4"thick standard/additional charges if over 4" 6"Thick:original cost plus $ 25.00 Asphalt per hole $ 30.00 Concrete per hole 7"Thick:original cost plus $ 35.00 Asphalt per hole $ 40.00 Concrete per hole 8"Thick:original cost plus $ 40.00 Asphalt per hole $ 49.00 Concrete per hole 3 Babble-On Talk Tubes Through Asphalt $ 1,285.00 U) Babble-On Talk Tubes Through Concrete $ 1,930.00 3 O BORDER AND SURFACING Pressure Treated Border Single Layer >' R Supply and Install:8 x 8 Call for Quote d Supply and Install:6 x 6 Call for Quote Supply and Install:4 x 6 Call for Quote Install Only:4 x 6 or 6 x 6 $ 12.95 Per Foot N Supply and Install:4 x 4 Call for Quote Supply and Install:4 x 12 Call for Quote d Y Recycled Plastic Border $ 8.08 Per Foot J Spikes through Asphalt $ 8.95 EA Spikes through Concrete $ 21.45 EA ti Spread Wood Chips(includes laying one layer fabric) $ 570.00 Plus $ 25.00 Per Yd M Double price for out of town(Spread Wood Chips) Out of Town Fee +, Top Off Wood Chips:3"to 6" $ 1.00 Per Sq.Ft $ 25.00 Per Yd y Spread/Compact EW F in Two Lift Min. $ 1.00 Per Sq.Ft $ 55.00 Per Yd Q Spread Drain Rock/Gravel $ 570.00 Plus $ 35.00 Per Yd 2 Extra Charges if not delivered to site W Wood Chips(.18 X yards X feet away from site) $ 0.31 per yard,per sf Gravel(.26 X yards X feet away from site) $ 0.34 per yard,per sf 3 Bonded EWF Installation(Materials not included) $ 9.95 Per Sq.Ft O Spread Fabric $ 0.85 Per Sq. Ft Supply Fabric $ 0.30 Per Sq. Ft Site Work(Must be able to access site with Dump Truck and Heavy Equip) d Supply and Install Drain Rock(3"Depth) $ 1.75 Per Sq Ft Remove and Dispose Woodchips $ 85.00 Per Yard Remove and Dispose Pea Gravel $ 85.00 Per Yard 1r Remove and Dispose Sod $ 45.00 Per Sq Ft O Z t r SURFACING INSTALL(PRICE INCLUDES PREVAILING WAGE) 3 Poured in Place +� Up to 2"total thickness $ 10.45 Per Sq.Ft Additional Colors After First Color $ 805.00 Per Color d Each Additional.5 inch $ 16.15 Per Sq.Ft Cutting Per Lin Ft $ 16.50 Per LF a Perimeter Feet of Patterns $ 14.75 Per LF Tile N Interlocking Compressed Tile $ 6.95 Per Sq.Ft Interlocking Compressed Tile Over Crushed Rock $ 8.05 Per Sq.Ft Q Corners and ADA Ramps(First 4 Corners Free) $ 375.00 Each Perimeter Cuts $ 20.35 Per LF U Y Offload Tile on site($562.50 Min) $ 0.35 Per Sq.Ft }; Dispose of Tile Packaging($101.25 Min) $ 0.45 Per Sq.Ft y Removal of Tiles(does not include patching asphalt) $ 5.65 Per Sq.Ft E Disposal of Tiles $ 1.50 Per Sq.Ft v Misc. Q Packet Pg. 182 4.H.a Foam Pad Installation $ 2.05 Per Sq.Ft v Wear Mats(Enter SF and#Anchors) $ 16.15 Per Sq.Ft $ 19.50 Per Ground Anch( O L SITE SUPERVISIONS IL Local daily rate-one person,up to 8 hours $ 2,885.00 N (includes assembly tools) E Additional Supervisor $ 865.00 v Deluxe Supervision: as above with hole digging(3,300 min) 33% Equipment Cost Q Additional Hours $ 225.00 Out-of-Town Charge $ 4.85 per mile RT $ 485.00 Per Night Two Supervisors $ 7.00 per mile RT $ 695.00 Per Night **If a one-day supervision is more than 90 miles one way, there will be a one-night charge 3 Travel Expense 15% of Receipts to C HOLE MARKING/DIGGING AND POST SETTING 3 O Mark:up to 30 holes $ 1,075.00 Lump Sum Additional Holes $ 21.50 EA R Dig:up to 30 holes(includes marking) $ 2,250.00 Lump Sum d Additional Holes $ 55.00 EA ca Set Post(does not include digging holes) $ 185.00 EA Set Deck $ 1,250.00 EA Block Holes after we dig $ 27.00 EA Block Holes after someone else digs $ 8.00 EA d Y Pour Concrete(after supervision)-$1275 minimum $ 1,275.00 Per Yard J Backfill Holes(after concrete) 40% Digging Charge 00 ti REMOVAL OF EXISTING EQUIPMENT M 1-10 Footings $ 215.00 Per Footing +, 11-20 Footings $ 195.00 Per Footing O d 21-30 Footings $ 175.00 Per Footing E 31-40 Footings $ 155.00 Per Footing 2- .O 41-50 Footings $ 132.00 Per Footing W 51+Footings $ 110.00 Per Footing Cut off at Grade 3 Disposal of Equipment $ 42.50 Per Footing O Disposal of Concrete(standard size footings) $ 42.50 Per Footing Reinstall of Equipment $ 300.00 Per Footing to d SHELTERS N a� Must get quote direct from R&R Call To Get Quote 1` OTHER COSTS O Z Private Locate-All Projects over$2,000 $ 600.00 t Water Access Surcharge $ 215.00 3 Pre-Installation site visit OCT and OOA(Round Trip) $ 3.00 Per Mile Equipment Remobilization Fee $ 1,500.00 N Mileage Charge for out of Town/Out of Area Return Trips $ 6.45 Per Mile m Repair,Service,Return Trip(local)-$525.00 minimum $ 135.00 Per Hour Minimum Install(Local) $ 1,500.00 a Out of Town-if less than$3,000 call for quote Call for Quote Hourly Rate $ 140.00 Per Hour y Return Trip-Mileage Rate Only(262.50 Min) $ 6.75 Per Mile O Plus hourly rate for repairs/installation that was not Q on original scope U Orange Temp Fence($300 Min) $ 2.25 Per Ft Y 6'Temp Fence(Chain Link)$525.00 Min $ 15.00 Per Ft }; C N Additional Upcharge for Standalone Items at Deluxe Price 45% to Standard t Additional Upcharge for Standalone Items to Remove Dirt from Hole OI 16% to Standard U Additional Upcharge for Standalone Items to Dispose Trash 15% to Standard Q Packet Pg. 183 4.H.a Additional Upcharge for Standalone Items to Offload(Equipment ONLY 16% to Standard v N Davis Bacon Wages 65% Of Install Cost Prevailing Wage Form-Project $ 150.00 Fee IL Playground Installations Requiring Footing Inspections 40.00% Of Install Installation over Vault 30.00% Of Install E Out-of-Town Charge(WA):70+miles from Bonney Lake 85.00% Of Install cOj Out-of-Area Charges(See Chart) 85.00% Of Install N IX Perimeter playground fencing-4'High Vinyl Coated Chain Link $ 115.00 Per LF Pedestrian gate for playground fence $ 1,005.00 Per Entry Vehicle gate for playground fence $ 1,450.00 Per Entry Retaining blocks-price per linear and vertical foot $ 42.50 3 Excavation of material from site-Up to 12" $ 9.25 Per SQ Ft to Mark Site for locate $ 620.00 C Removal and reinstallation of old equipment $ 410.00 Per Footing O Through wood chips-add $ 70.00 Per Footing Supply Topsoil 15+Yards $ 65.00 Per Frt d 10+Yards $ 85.00 Per Frt ca 6+Yards $ 95.00 Per Frt Supply Temporary Fencing(Minimum$950) $ 15.00 Per FT N Miscellaneous Installation Costs $ 285.00 Per Hour Designer Fee $ 225.00 Per Hour Y Landscaper Architect $ 285.00 Per Hour J Engineering Fee $ 285.00 Per Hour M ti Concrete,Asphalt&Gravel M Concrete Slab ($1500 minimum) $ 21.15 Per SQ FT +, (If truck can access site-Extra charges for pump&freight) y Concrete curb 6"wide x 12"high-Plus freight $ 72.00 Per LF E Asphalt Pad(requires access and extra for freight charges) $ 12.00 Per SQ FT 2 (Does not include removal of old surface) W **Minimum on concrete&asphalt pad size is 500 SF with good access plus freight Gravel costs per ton: Depends on access&freight charges $ 56.50 Per Ton 0 Gravel Spread $ 8.25 Per CU FT ** Installation Rates for Montana 50% Additional to Rates Above d *** Installation Rates for Alaska 100% Additional to Rates Above N N 3 z 1` 0 z r 3 c m E m m L a L C� C Q U Y c a� E t v r Q Packet Pg. 184 4.H.a U a� 'o KCDA E Certification of Compliance with Wage Payment Statutes o: The bidder hereby certifies that, within the three-year period immediately preceding the bid solicitation date (1/19/2022), the bidder is not a "willful" violator, as defined in RCW 49.48.082, of any provision of chapters 49.46, 49.48, or 49.52 RCW, as determined by a final and binding to citation and notice of assessment issued by the Department of Labor and Industries or through a c 3 civil judgment entered by a court of limited or general jurisdiction. o a� c� I certify under penalty of perjury under the laws of the State of Washington that the foregoing is a true and correct. L Northwest Playground Equipment, Inc. Bidder's Business Name Y �a J � C M Signature of Authorized 00 M Robert S McGarvey c Printed Name E E Q. .3 President a w Title c 0 3/3/2022 Issaquah WA Date City State a m Check One: Sole Proprietorship ❑ Partnership ❑ Joint Venture ❑ Corporation z r 3 State of Incorporation, or if not a corporation, State where business entity was formed: aD Washington m L a If a co-partnership, give firm name under which business is transacted: a, r N R Q U Y * if a corporation,proposal must be executed in the corporate name by the president or vice-president c (or any other corporate officer accompanied by evidence of authority to sign). if a co-partnership, E proposal must be executed by a partner. Q Packet Pg. 185 4.H.a KCDAPURCHASING COOPERATIVE 18639-SOT"Ave S. •P.O.Box 5550•Kent,WA 98064-5550• Phone 425-251-8115•Fax 253-395-5402• www.kcda.org o d c d GuidanceUniform ! + • Formm . Part 00 Q. When a purchasing agency seeks to procure goods and services using funds under a federal grant or contract, specific federal laws, regulations, and requirements may apply in addition to those under state law. This includes, but is not limited to,the procurement standards of the Uniform Administrative Requirements,Cost Principles and Audit Requirements for Federal Awards, 2 CFR 200, referred to as 3 the "Uniform Guidance" or new "EDGAR". All Respondents submitting proposals must complete this Cn EDGAR Certification form regarding the Respondent's willingness and ability to comply with certain 3 requirements,which may apply to specific agency purchases using federal grant funds. O L For each of the items below,the Respondent will certify its agreement and ability to comply, where a applicable, by having the Respondent's authorized representative check, initial the applicable boxes, �a and sign the acknowledgment at the end of this form. if a Respondent fails to complete any item of =a this form, KCDA will consider and may list the response,as the Respondents are unable to comply. A "No" response to any of the items below may influence the ability of a purchasing agency to purchase d from the Respondent using federal funds. J M ti 00 Violation of Contract Terms and Conditions M Provisions regarding Respondent default are included in KCDA's terms and conditions. Any contract award will be subject to such terms and conditions, as well as any additional terms and conditions in any purchase order, ancillary agency contract, or construction contract agreed upon by the Q. Respondent and the purchasing agency,which must be consistent with and protect the purchasing agency at least to the same extent as KCDA's terms and conditions. The remedies under the contract w are in addition to any other remedies that may be available under law or in equity. 0 L Termination for Cause of • a For a participating agency purchase or contract in excess of$10,000 made using federal funds,you agree that the following term and condition shall apply: 3 t 1` The participating agency may terminate or cancel any purchase order under this contract at any time, Z with or without cause, by providing seven (7) business days in advance written notice to the r Respondent. If this agreement is terminated in accordance with this paragraph,the participating 3 agency shall only be required to pay Respondent for goods and services delivered to the participating aD agency prior to the termination and not otherwise returned in accordance with the Respondent's E return policy. If the participating agency has paid the Respondent for goods and services provided as ;v the date of termination, Respondent shall immediately refund such payment(s). Q L If an alternate provision for termination of a participating agency's purchase for cause and convenience, including how it will be affected and the basis for settlement, is in the participating agency's purchase order,ancillary agreement or construction contract agreed to by the Respondent, Q the participating agency's provision shall control. V Y c a+ E t v Q Packet Pg. 186 4.H.a U a� 'o L Equal EmploymentOpportunity a Except as otherwise provided under 41 CFR Part 60, all participating agency purchases or contract that d meet the definition of"federally assisted construction contract" in 41 CFR Part 60-1.3 shall be m deemed to include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to aM Equal Employment Opportunity," and implementing regulations at 41 CFR Part 60, "Office of Federal E Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." , Cn The equal opportunity clause provided under 41 CFR 60-1.4(b) is hereby incorporated by reference. Respondent agrees that such provision applies to any participating agency purchase or contract that meets the definition of"federally assisted construction contract" in 41 CFR Part 60-1.3 and 0 Respondent agrees that it shall comply with such provision. IL Davis Bacon Act �a •L When required by Federal program legislation, Respondent agrees that,for all participating agency contracts for the construction, alteration,or repair(including painting and decorating)of public Y buildings or public works, in excess of$2,000, Respondent shall comply with the Davis-Bacon Act(40 M J U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part M 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted ti 00 Construction"). In accordance with the statute, Respondent is required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specific in a wage determinate made by the Secretary of Labor. Also, Respondent shall pay wages not less than once a week. E E Q. .3 Current prevailing wage determinations issued by the Department of Labor are available at w www.wdol.sov. Respondent agrees that, for any purchase to which this requirement applies,the award of the purchase to the Respondent is conditioned upon Respondent's acceptance of wage determination. ° a� �a Respondent further agrees that it shall also comply with the Copeland "Anti-Kickback"Act(40 U.S.C. a 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants 3 t from the United States"). The Act provides that each construction completion, or repair of public 0 work,to give up any part of the compensation to which he is otherwise entitled under his contract of Z employment, shall be defined under this titled or imprisoned not more than five (5)years, or both. 3 Contract Work Hours and Safety c a� Standardsm Where applicable, for all participating agency purchases in excess of$100,000 that involve the ;v a� employment of mechanics or laborers, Respondent agrees to comply with 40 U.S.C. 3702 and 3704, as Q L supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, Respondent is required to compute the wages of every mechanic and laborer based on a standard workweek of 40 hours. Work in excess of the standard workweek is permissible provided that the Q 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 workweek. The requirements of the 40 U.S.C. 3704 applies Y to construction work and provides that no laborer or mechanic must be required to work in surroundings or under working conditions that are unsanitary, hazardous,or dangerous. These E 2 a Packet Pg. 187 4.H.a U a� 'o L requirements do not apply tothe purchase of supplies, materials or articles ordinarily available on the a open market, or contracts for transportation or transmission of intelligence. d E am �a Right to Inventions Made Under a Contract or Agreement If the participating agency's federal award meets the definition of"funding agreement" under 37 CFR a� 401.2(a) and the recipient or sub-recipient wishes to enter into a contract with a small business firm E or nonprofit organization regarding the substitution of parties, assignment or performance or , experiments, developmental or research work under the"funding agreement,"the recipient or sub- recipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by 'D Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,"and any implementing regulations issued by the awarding agency. 0 c� IL PollutionClean Air Act and Federal Water Clean Air Act(42 U.S.G. 7401-7671q.) and the Federal Water Pollution Control Act(33 U.S.C. 1251- L 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, Y orders, or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal f° J Water Pollution Control Act, as amended (33 U.S.C. 1251-1381). Violations must be reported to the M Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). ti 00 When required, Respondent agrees to comply with all applicable standards,orders, or regulations issued pursuant to the Clean Air Act and the Federal Water Pollution Control Act. m E Q. .3 Debarment w Debarment and Suspension (Executive Orders 12549 and 12689), a contract award (see 2 CFR 180.222) must not be made to parties listed on the government-wide exclusions in the System for Award Management(SAM), in accordance with OMB guidelines at 2 CFR 180 that implement a� Executive Orders 12549 (3 CFR Part 1966 Comp. p. 189) and 12689 (3 CFR Part 1989 Comp. p. 235), "Debarment and Suspension." SAM exclusions contain the names of parties debarred, suspended, or a otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Respondent certifies that the Respondent is not currently listed and further agrees to immediately notify KCDA and all participating agencies with 0 pending purchases or seeking to purchase from the Respondent if Respondent is later listed on the Z government-wide exclusions in SAM,or is debarred,suspended, or otherwise excluded by agencies or � declared ineligible under state statutory or regulatory authority other than Executive Order 12549. 3 c a� E Byrd m Anti-Lobbying / L Byrd Anti-Lobbying Amendment(31 U.S.C. 1352), Respondents that apply or bid for an award Q exceeding$100,000 must file the required certification. Each tier certifies to the tier above that it will r 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 Q employee of Congress, or an employee of a member of Congress in connection with obtaining any V Federal contract,grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose Y any lobbying with non-Federal funds that take place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. °' E 3 Q Packet Pg. 188 4.H.a U a� 'o L Procurement ofRecoveredMaterialsa For participating agency purchases utilizing Federal funds, Respondent agrees to comply with Section d 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act E where applicable and provide such information and certifications as a participating agency may require to confirm estimates and otherwise comply. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency(EPA)at 40 CFR aM Part 247 that contain the highest percentage of recovered materials practicable, consistent with 9 maintaining a satisfactory level of competition, where the purchase price of the item exceeds$10,000 ,M or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring Cn solid waste management services in a manner that maximizes energy and resource recovery, and '0 establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 0 c� a SeparateProfit as a �a For purchases using federal funds in excess of$150,000, a participating agency may be required to L negotiate profit as a separate element of the price. See 2 CFRR 200.323(b). When required by a participating agency, Respondent agrees to provide information and negotiate with the participating Y agency regarding profit as a separate element of the price for a particular purchase. However, J Respondent agrees that the total price, including profit, charged by the Respondent to the participating agency shall not exceed the awarded pricing, including any applicable discount, under ti 00 the Respondent's contract with KCDA, c m E General Compliance with Participating Agencies Q. .3 In addition to the foregoing specific requirements, Respondent agrees, in accepting any purchase w order from a participating agency, it shall make a good faith effort to work with a participating agency '0 to provide such information and to satisfy requirements as may apply to a particular purchase or purchases including, but not limited to, applicable record keeping and record retention requirements a� as noted in the Federal Acquisition Regulation, FAR 4.703(a). a m 3 0 z r 3 c a� E m m L a L N R Q U Y c a� E t v 4 Q Packet Pg. 189 4.H.a U a� 'o I L r+ C completeBy initialing the table(1-12) and signing below, I certify that the information in this form is true, by business to make this certification and ally consents • agreements contained herein. d Respondent f0 Respondent • Certification: initial 0. agreeYES, I• I •• NOT 'V 1. Violation of Contract Terms and Conditions Yes ��Q,✓( Cn 2. Termination for Cause of Convenience 'D Yes )(J/A 0 3. Equal Employment Opportunity Yes 7e,�f�1 0 ca 4. Davis-Bacon Act a Yes r_ 5. Contract Work Hours and Safety Standards Act Yes `m 6. Right to Inventions Made Under a Contractor d Y Agreement cc Yes /IA M 7. Clean Air Act and Federal Water Pollution Control Act �� ti Yes 00 M 8. Debarment and Suspension Yes E 9. Byrd Anti-Lobbying Amendment �p 2- Yes w 10. Procurement of Recovered Materials Yes �/t'� 13 c 11. Profit as a Separate Element of Price Yes 7►.t'/� Lai �a 12. General Compliance with Participating Agencies Yes es<<� a m 3 0 Northwest Playground Equipment, Inc. Z Name of Business 3 0 y Signature of Authorized Repr e m m L Robert S. McGarvey Q Printed Name °' N R 3/3/2022 0 Date v Y c a� E t v 5 Q Packet Pg. 190 4.H.b KC1 � PURCHASING COOPERATIVE 18639-80T"Ave S.+P.O.Box 5550• Kent,WA 98064-5550•Phone 425-251-8115•Fax 253-395-5402•www.kcda.org m N April 22, 2022 0 z Northwest Playground Equipment, Inc Q Attn: Bob McGarvey d 345 NW Dogwood Street 0- Issaquah, WA 98027 a bob@nwplayground.com d E m The KCDA Board of Directors, at their April 21, 2022 meeting, awarded the following to cw Northwest Playground Equipment, Inc based upon the response to KCDA Sid#22-315, CD Playground Equipment, Surfacing, & Site Amenities. a� c Playworld, Berliner (MT, Ali, Superior Playgrounds, Bison, Cre8Play, Dumor, cuo Dynamo, Earthscape, Exofit, Freenotes/Harmony Park, HAGS, ID Sculpture, Kay Park, MyrlTCoat, Poligon, Scoremaster, Shade Systems, USA Shade, Wabash Valley, Cn Water Odyssey, Whole Tree, Yalp, Flex Ground, Forever Lawn, No Fault, a c Robertson/Tot Turf, Shawgrass, Sof Fall, Sof Surfaces, Zeager 0 0 a� KCDA also awards Northwest Playground Equipment, Inc the installation and site work a` services included in this solicitation. Manufacturer catalog discounts have been awarded as C listed in Attachment B. Freight charges will be FOB shipping point on all deliveries. L Please note the bid submitted by Northwest Playground Equipment, Inc, the award by the KCDA Board of Directors, and the signed award letter, forms a contract based upon the Y terms and conditions set forth in KCDA Bid#22-315, Pla yground Equipment, Surfacing, & J `� Site Amenities. ti 00 This contract is in effect starting May 1, 2022 through April 30, 2023 with options to renew M for three one-year periods at the mutual discretion of KCDA and Northwest Playground Equipment, Inc. � J Please acknowledge receipt of this contract by signing below and returning to: 3 Karri Wyman at kwyman@kcda.org Q � Company Name o���'� Pt4 row. ! �� ,�• p,,�_-, _Gf% c � 0 tM Signature �r3 �1 Name (printed) a(�a4j �` G �� �,r CL z Title c c� / Y Date d E Phone Y.l S- - 3 ll 0 Email h� � � � A (�i� �!`C, r�,Q. Packet Pg. 191 4.H.c CCON"PURCHASINGCOOPER4TIVE 18639-80T"Ave S. •P.O.Box 5550+ Kent,WA 98064-5550+ Phone 425-251-8115+ Fax 253-395-5402+www.kcdaorg m N O t 3 April 18, 2023 Q U 2 0 L Northwest Playground Equipment, Inc.BOARD OF _ D RECTORS Attn: Bob McGarvey E 345 NW Dogwood Street U Issaquah, WA 98027 a Dlvrslon I y TIM bob@nwplayground.com CLARK Kent S School District,115 The KCDA Board of Directors, at their April 17,2023 meeting, approved extension#1 of KCDA contract 922-315 Playground Equipment, Surfacing&Site Amenities. Terms and Division I conditions will remain as originallyawarded. Pricing to effect at the time of renewal will carry STEFANIE � Y MCIRVIN over into the contract extension. Renton O L School Distnct403 This contract extension will begin on May 1,2023 and run through April 30,2024. d Divlslon 3 Please acknowledge receipt of this contract extension by signing below and returning to LORI METSCHAN Karri Wyman, kwyman@kcda.org. `a Enumclaw L d School District 216 O Division 4 J VACANT Company Name Nat lwest Playground Equipment, Inc. M ti Signature <i Division 5 RAM DUTT c VEDULLAPAW O SnogvaimleValley Name(printed) Chris McGarvey C School District 410 y Title President w c Date April 2151, 2023 0 a� Phone 425.681,5848 a Email z cht'istr€ti �la €'aund.com Q 0 U Y c m E t R r r Q King County Directors' Association A Public Procurement Agency Packet Pg. 192 4.H.d Northwest Playground Equipment, Inc. PO Box 2410, Issaquah,WA 98027-0109 Phone(425)313-9161 FAX(425)642-8117 Email: sales@nwplayground.com QUOTE N Quote# DN-1162024-00004111 0 To: Kent, City of Date: 01-16-2024 a Re: Lake Meridian Park- Surfacing Replacement Quote Name: Lake Meridian Park- Playground ' Surfacing Replacement 0 Bill To: 220 Fourth Ave S Site Address: 14800 SE 272nd St. a Kent, WA 98032 Kent, WA 98030 as E a� R Name: Bryan Higgins Phone: 253-856-5113 Email: bhiggins@kentwa.gov Cell: 206 348 4957 a� c Item # Qty Description Price Total Pric ] EQUIPMENT FlexGround -0 FlexGround 1 Poured-In-Place Rubber Surfacing: Removal and disposal of existing $105,000.00 $105,00( c Pour In Place Top Coat, Patch Repair as needed on Base Course, Furnish and 0) Install New Wear Course with the Colors as per plan provided. NOTE: Customer Responsible for Fencing and Security at Site a During Installation. R �a ForeverLawn a) Playground 1 1,845 Square Feet of Forever Lawn Playground Grass Ultra with a 1" $50,750.00 $50,75( a Grass SafetyFoam Pro pad good for a 4' Critical Fall Height. Quote includes: Removal and Disposal of Existing Turf and Pad, Repair Edge as Needed, Reinstall Edge Nailer as needed, pull back wood chips around perimeter- Envirofill Infill, Edging in Composite Board, 1-1 00 Seaming Tape, and Installation. m Dynamo 0 DX-2100-F 1 ApolloTM with Floor $26,140.00 $26,14( CY r Equipment Subtotal (less tax): $181,89 0 CONTRACT DISCOUNT FlexGround KCDA- King County Directors Association Discount: BID#22-315 5% ($5,250.1 ForeverLawn KCDA- King County Directors Association Discount: BID #22-315 8% ($4,060.i a" Dynamo KCDA- King County Directors Association Discount: BID#22-315 7% ($1,829J IL N N FREIGHT 3 ForeverLawn Freight $3,50 I 1 Dynamo Freight $6,75 01 Equipment Total (less tax): $181,00 ) a� CERTIFIED INSTALLATION E Deluxe Install 1 Deluxe Installation of Listed Dynamo Equipment. Price Includes $17,000.00 $17,00, Receiving Equipment and Offloading Onsite, Installation Through Dirt, Disposal of Dirt from Holes and Debris Offsite. a Customer is Responsible for all Permits or Fees. Quote doesn't include Site Prep Page 1 of 3 Thank you for considering Northwest Playground Equipment,Inc for your Park,Playground,Shelter and Sports Equipment requirements Packet Pg. 193 4.H.d Northwest Playground Equipment, Inc. PO Box 2410, Issaquah,WA 98027-0109 Phone(425)313-9161 FAX(425)642-8117 Email: sales@nwplayground.com IF N — Prevailing Wage Installation Total: $17,00 'o Performance Bond (If Required): 3.0% $5,94 Mo r Credit Card Fee (If Required): 3.5% Q Location Code: 1715 Resale Certificate Required for Tax Exemption: Tax: 10.10% $20,59 i ORDER TOTAL: $224,53 •o L a. Acceptance of Proposal: (Please be sure you have read, signed, initialed and understand the Terms and Conditions on Page 2 & 3 of this Quote) The items, prices and conditions listed herein are satisfactory and are hereby accepted. R Doug Nelson _ Sales Rep Customer Signature Date a� c U M U) c O L M a c R �a L C� C J M W M d O 7 CY r R L O L a N N 3 E L O Z E M V Q Page 2 of 3 Thank you for considering Northwest Playground Equipment,Inc for your Park,Playground,Shelter and Sports Equipment requirements Packet Pg. 194 4.H.d Northwest Playground Equipment, Inc. PO Box 2410, Issaquah,WA 98027-0109 r1*4W Phone(425)313-9161 FAX(425)642-8117 Email: sales@nwplayground.com Project Name: Lake Meridian Park - Surfacing Replacement Quote# DN-1 1 62024-000041 1 1 N TERMS AND CONDITIONS o QUOTE CONDITIONS AND ACCEPTANCE: r This quote is only valid for 10 days. Q Orders placed or requested for delivery after 10 days are subject to Steel and Material price increases and Surcharges. (Pls Initial) It is the Buyer's responsibility to verify quantities and description of items quoted. Once your order has been placed,any changes including additions,deletions or color changes,will delay your shipment. o EXCLUSIONS: Unless specified,this quote specifically excludes all of the following: d Required Permits; Davis Bacon, Certified Payroll or Prevailing Wage fees Performance/Payment Bonds Site work and landscaping Removal of existing equipment Unloading; Receiving of inventory or equipment; Storage of equipment a Equipment assembly and/or installation Safety surfacing; Borders or drainage requirements Landscaping Repairs DUE to poor access or in climatic weather U FREIGHT AND DELIVERY: 2 Shipping is FOB Origin.A 24-hr Call Ahead is available at additional cost. 3 Delivery is currently 5+weeks after order submittal. Unless otherwise noted, all equipment is delivered unassembled. U) ** (Pls Initial)Buyer is responsible to meet and provide a minimum of 2 ADULTS to unload truck A Check List, detailing all items shipped,will be mailed to you and a copy will be included with the shipment. 3 0 Buyer is responsible for ensuring the Sales Order and Item Numbers on all boxes and pieces match the Check List. (Pls Initial)Shortages or damages must be noted on the driver's delivery receipt. Shortages or damages not noted become the buyers financial responsibility. a Damaged Freight must be refused. Please notify Northwest Playground Equipment immediately of any damages. r- Shortages and Concealed Damage must be reported to Northwest Playground Equipment within 10 days of delivery. R A reconsignment fee will be charged for any changes made to delivery address after order has been placed. � L TAXES: m All orders delivering in Washington are subject to applicable sales tax unless a tax exemption or Reseller Permit is on file at the time the or( is placed. PAYMENT TERMS:An approved Credit Application is required for new customers. 50%down payment is due at time of order with balance d J upon delivery, unless other credit terms have been approved. Interest may be charged on past due balances at an annual rate of 18%. A 3%charge will be added to all credit card orders. M RESTOCKING: Items canceled, returned or refused will be subject to a minimum 25% restocking fee.All return freight charges are the responsibility of the Buyer. c MAINTENANCE/WARRANTY: 3 CJ Manufacturer's standard product warranties apply and cover equipment replacement and freight costs only; labor is not included. Northwest Playground Equipment offers no additional warranties. L Maintenance of the equipment and safety surfacing is the responsibility of the customer. Any unauthorized alterations or modifications to the equipment(including layout)will void your warranty. INSTALLATION: (if applicable) 0 A private locate service for underground utilities must be completed before your scheduled installation. Site must be level and free of loose debris(this includes ground cover/chips). A minimum 6 foot opening with good access must be available to the site for delivery trucks and tractor. a- An onsite dumpster must be provided for disposal of packaging materials. N Arrangements must be made in advance for the disposal of dirt/rocks from within the installation area. 3 Arrangements must be made in advance for the removal/disposal of existing equipment. t Additional charges may apply if large rocks or concrete are found beneath the surface. Access to power and water must be available. 0 Site supervision is quoted in 8-hour days. Z Acceptance of Terms & Conditions: Acceptance of this proposal, made by an authorized agent of your company, indicates agreement to the above terms and conditions. E t Doug Nelson Sales Rep Customer Signature Date a Page 3 of 3 Thank you for considering Northwest Playground Equipment,Inc for your Park,Playground,Shelter and Sports Equipment requirements Packet Pg. 195 4.1 PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT 4^4� Julie Parascondola, CPRO, Director • KENT 220 Fourth Avenue South WASHI NGTON Kent, WA 98032 253-856-5100 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: King County Conservation Futures Amendment - Authorize MOTION: I move to authorize the Mayor to sign the Third Amendment to the Conservation Futures Interlocal Cooperation Agreement with King County, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: King County Conservation Futures Tax (CFT) levy funds are allocated throughout King County as a dedicated portion of property taxes for the acquisition of open space and natural resources lands. The Conservation Futures Citizens Committee makes funding recommendations to the King County Executive on an annual basis for funds to be distributed to cities and other entities through an interlocal cooperation agreement. The King County Council made changes to the Interlocal Cooperation Agreement (ILA) for the Conservation Futures Program. These changes make small modifications to the use of funds granted through the ILA along with changes to how the City may utilize properties acquired with grant funding. The City needs to adopt these changes to continue receiving funds. BUDGET IMPACT: Parks Land Acquisition 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. Packet Pg. 196 4.1 ATTACHMENTS: 1. KCCF Interlocal Agreement Amendment 3 (PDF) Packet Pg. 197 4.I.a AMENDMENT TO THE CONSERVATION FUTURES INTERLOCAL COOPERATION AGREEMENT N BETWEEN KING COUNTY AND THE CITY OF KENT o FOR OPEN SPACE ACQUISITION PROJECTS a The King County Council, through Ordinance 9128, has established a Conservation Futures Levy Fund and appropriated proceeds to King County and certain cities. This amendment is entered into to provide for policy updates. L a� a THIS AMENDMENT is entered into between the CITY OF KENT and KING COUNTY, and amends and attaches to and is part thereof of the existing Interlocal o Cooperation Agreement entered into between the parties on the 5th day of May, 2022, as °) previously amended. y as L Section 5.2 is updated with the additional language as underlined below: 3 U_ c Section 5.2—Use of Proceeds. Proceeds provided to the City pursuant to this ° agreement as well as moneys provided by the City as match pursuant to this agreement may be used only to pay capital costs related to property acquisition c and initial site stabilization activities. Those costs include appraisals, title c0 searches, negotiations, administrative overhead, and the cost of actual acquisition or purchase options, and all other costs meeting the requirements of K.C.C. 26.12.010. The City shall have the property valued by an appraisal performed by v an independent state-certified real estate appraiser with a current general real estate appraiser license, and reviewed by an independent state-certified general Y real estate appraiser unless otherwise provided in K.C.C. 26.12.010. In requesting reimbursement of proceeds for the Project, the City shall demonstrate to the M County compliance with this Section 5.2. Proceeds utilized pursuant to this agreement may not be used to purchase land obtained through the exercise of eminent domain. E E c The first sentence of Section 6.1 is deleted and replaced with the following: E a Except for acquisitions of property interests in opportunity areas, as defined by K.C.C. 26.12.003, any Project funded by Conservation Futures Levy proceeds shall be supported by the City in which the Project is located with a matching t contribution, which is no less than twenty-five percent of the total costs of the Project including the value of the matching contribution provided by the City. o L d The second paragraph of Section 6.4 is updated with the additional language as S underlined below: v U Y The City shall not change the status or use of properties acquired with proceeds provided pursuant to this agreement unless the City provides equivalent lands or cash in exchange for the land to be changed to a different use, or a combination of land and cash reimbursement is provided. The land shall be valued in its changed r a Amendment 3 Page 1 Kent-King County Interlocal Cooperation Agreement Packet Pg. 198 4.I.a status or use, and not based upon its value as open space, and the replacement land or payment amount must be approved by the County. If requested by the N County, at its own cost the City will provide the County an appraisal performed o within the previous year by an independent state-certified real estate appraiser with a current general real estate appraiser license. The value established by the Q appraisal will not be binding on the County. If the County approves replacement land, the City shall complete the replacement within one year of approval. If the E County approves cash reimbursement, the City shall pay the County within 90 L days of approval. Q 0 In all other respects, the terms, conditions, duties and obligations of both parties shall ; remain the same as agreed to in the Interlocal Cooperation Agreement as previously y amended. Once fully executed, this Amendment shall be incorporated into the existing Interlocal r_ Cooperation Agreement as if fully set forth, and shall become Amendment 3. IN WITNESS WHEREOF, authorized representatives of the parties hereto have signed c their names in the spaces set forth below: c0 KING COUNTY CITY OF KENT 0 U a� c Y Dow Constantine [NAME] M King County Executive Mayor Acting under the authority of Acting under the authority of Ordinance 19646 Resolution E c as Date: Date: Q c Approved as to form: Approved as to form: as d L tM Q V O Leesa Manion [NAME] King County Prosecuting Attorney City Attorney c a_ U U Y c d E t v r Q Amendment 3 Page 2 Kent-King County Interlocal Cooperation Agreement Packet Pg. 199 4.J PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT 4^4� Julie Parascondola, CPRO, Director • KENT 220 Fourth Avenue South WASHI NGTON Kent, WA 98032 253-856-5100 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: King County Conservation Futures Grant - Ruth Property - Authorize MOTION: I move to accept grant funds from King County for the Ruth Property acquisition, amend the budget, authorize expenditure of the grant funds, and authorize the Mayor to sign all necessary documents, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: The King County Conservation Futures Tax (CFT) levy funds are allocated throughout King County as a dedicated portion of property taxes for the acquisition of open space and natural resources lands. The Conservation Futures Citizens Committee makes funding recommendations to the King County Executive on an annual basis for funds to be distributed to cities and other entities through an interlocal cooperation agreement. During 2022, Parks staff applied for and received a King County Conservation Futures Award for the Ruth Property at Clark Lake Park Acquisition in the amount of $2,000,000. Through this grant the City is eligible for reimbursement up to 50% of the cost of acquisition or $2,000,000 dollars. During 2023, staff applied for and was awarded another $1,350,000 towards the acquisition. Grants funded through this fund must be accepted by amending the Interlocal Cooperation Agreement to include the new award. Total grant funds received in support of the Ruth Property acquisition equal $3,350,000. BUDGET IMPACT: Parks Land Acquisition 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. Packet Pg. 200 4.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. Inclusive Community - Embracing our diversity and advancing equity through genuine community engagement. ATTACHMENTS: 1. KCCF Interlocal Agreement Amendment 2 (PDF) Packet Pg. 201 4.J.a AMENDMENT TO THE CONSERVATION FUTURES INTERLOCAL COOPERATION AGREEMENT N BETWEEN KING COUNTY AND THE CITY OF KENT o FOR OPEN SPACE ACQUISITION PROJECTS a The King County Council, through Ordinance 9128, has established a Conservation Futures Levy Fund and appropriated proceeds to King County and certain cities. This amendment is Q entered into to provide for the allocation of additional proceeds made available for open space a acquisition. a. THIS AMENDMENT is entered into between the CITY OF KENT and KING COUNTY, and amends and attaches to and is part thereof of the existing Interlocal Cooperation Agreement L entered into between the parties on the 5th day of May, 2022, as previously amended. as L The parties agree to the following amendment: U. c The Interlocal Cooperation Agreement is hereby amended by adding Exhibit 1, attached hereto. In all other respects, the terms, conditions, duties and obligations of both parties shall remain the y same as agreed to in the Interlocal Cooperation Agreement as previously amended. v r Once fully executed, this Amendment shall be incorporated into the existing Interlocal Cooperation Agreement as if fully set forth, and shall become Amendment 2. v c IN WITNESS WHEREOF, authorized representatives of the parties hereto have signed their Y names in the spaces set forth below: P 00 M KING COUNTY CITY OF KENT N r c as E c as Dow Constantine [NAME] a King County Executive Mayor E Date: Date: as a Approved as to form: Approved as to form: 0 L S U_ U V Leesa Manion [NAME] Y King County Prosecuting Attorney City Attorney E a Amendment 2 Page 1 Kent-King County Interlocal Cooperation Agreement Packet Pg. 202 4.J.a EXHIBIT 1 as N 2023 REALLOCATION CONSERVATION FUTURES LEVY PROCEEDS o CITY OF KENT ALLOCATION a Jurisdiction Project Name Allocation Q. 0 Kent Clark Lake Park $1,350,000 a` TOTAL $1,350,000 c 'L^ V Project Description: i 0 Project#1141757/Award#1143657: Kent—Clark Lake Park U. The City of Kent seeks to acquire some of the last private inholdings at Clark Lake Park. This o year, the city proposes to purchase two parcels comprising 15.5 acres that include meadows and M lake frontage on the south side of Clark Lake. This project will allow a trail that circumnavigates y the lake, restoration to improve water quality for lake outflows, and preservation of a central c greenspace in the heart of a rapidly developing urban area. Match funding is anticipated to come v from Kent Parks Capital Funds and/or RCO grants. This award requires match equal to 50% of c total project costs, reflecting the match policy in place at the time the award was recommended 0 in early 2023. Project funding was authorized in King County Ordinance 19712. 0) c Y Is this a Bond-financed Project? Yes 00 M N r C d E C E Q C E N d L a 0 L S U_ U V Y c d E t v Q Amendment 2 Page 2 Kent-King County Interlocal Cooperation Agreement Packet Pg. 203 4.K PARKS AND HUMAN SERVICES COMMITTEE Julie Parascondola, CPRE Parks Director 220 Fourth Avenue South KENT Kent, WA 98032 WASHINGTON 253-856-5100 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: King County Parks Levy — Springwood Park - Authorize MOTION: I move to accept grant funds from King County for the Springwood Park Development, amend the budget, authorize expenditure of the grant funds, and authorize the Mayor to sign the grant agreement, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: Park Planning staff applied for grant funds for park improvements that are part of the Springwood Park project. These funds are administered through the King County Parks Capital and Open Space Levee, which supports projects that expand and improve recreation opportunities for the region's growing population, including the development of active and passive recreation and trail facilities, and the acquisition of open space for future public parks. Kent Parks was awarded $800,000 toward park renovations. Key park elements include full playground replacement, new shelter structure, multi-use sport court, general landscaping, park pathways, and upgraded site furnishings and amenities. The enhanced playground will include structures for both 2 to 5-year-olds, and 5 to12-year-olds, as well as a nature play area, embankment slide, swings, a zipline, and cooling station. The Springwood Park project is anticipated for construction in summer 2024. BUDGET IMPACT: Any expenses will be offset by the grant funds received. 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. Packet Pg. 204 4.K Inclusive Community - Embracing our diversity and advancing equity through genuine community engagement. ATTACHMENTS: 1. Parks Capital and Open Space Levee Grant - Springwood (PDF) Packet Pg. 205 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 N King County .L O PARKS CAPITAL AND OPEN SPACE PROGRAM Q CAPITAL PROJECT GRANT AGREEMENT L a Department/Division: Natural Resources and Parks / Parks and Recreation °o 3 Grant Recipient: City of Kent L Q. Project: Springwood Park Renovation vI) Award Amount: $800,000 Project#: 1144509 Contract#: 6416654 � d Term Period: To 11/30/2025 IL c THIS AGREEMENT is a grant agreement entered into between City of Kent(the "Grant O 0 Recipient") and King County(the "County") (referred to individually as a"Party" and collectively the "Parties") for an active recreation, passive recreation, local trail, or other capital Y project in a park or recreational facility using a Parks Capital and Open Space Program grant. c CD 00 RECITALS M 13 O O A. Ordinance 18890, which took effect May 13, 2019, called for a special election to authorize the King County parks, recreation trails, and open space levy. On August 6, L 2019, King County voters approved the levy, which included funding for capital projects Cn for active and passive recreation, local trails, or capital projects in parks and recreation , facilities in order to construct new and improve existing recreation facilities to address i the pressures of rapid growth in King County. as d B. Motion 15378, Section A.I., and Attachment A, further delineated the use of levy funds � for the Parks Capital and Open Space Grants Program and the guidelines governing that V M use. Q- Cn c C. Ordinance 19166, Attachment A established the grant award criteria and the process for o the distribution of Parks Capital and Open Space Grants as well as the proposed composition of an advisory committee to review and make recommendations on the grant o awards. ° Q M D. King County, a home rule charter county and political subdivision of the State of w Washington, is authorized to administer the Parks Capital and Open Space Grant Program and enter into agreements for the use of the grant funds with King County a towns, cities, or metropolitan parks districts for capital projects for active and passive recreation, local trails, or capital projects in parks and recreation facilities. E M a Packet Pg. 206 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 E. Grant Recipient is a(n) City or Town in King County. N .L F. The Parks Capital and Open Space Grant Program Advisory Committee ("Advisory z Committee")has recommended an allocation of levy grant funds to specific projects, Q pursuant to Ordinance 19666. i L G. King County has selected Grant Recipient to receive a Parks Capital and a Open Space Grant award in the amount of$800,000 ("Grant Award c Funds") in order to construct, improve, or repair the Project described below and in the attached exhibits. L Q. NOW THEREFORE, in consideration of the promises, covenants, and other provisions set forth i in this Agreement, the Parties agree as follows: J N GRANT AWARD TERMS AND CONDITIONS c� a. 1. DEFINITIONS W 3 O 1.1 Project. v a� The term"Project"means the design, development, and construction of the Facility described in Exhibit A. Grant Award Funds available pursuant to this Agreement may Y only be used for the Project. To complete the Project, Grant Recipient shall use the Grant CD Award Funds to design, develop, and construct the Facility, as set forth in Exhibit B, consistent with the requirements set forth in this Agreement and in the following attached c exhibits, which are incorporated herein by reference: 3 c Map of Facility and/or Schematic Attached hereto as Exhibit A C0. Scope of Work Attached hereto as Exhibit B M as d Project Budget Attached hereto as Exhibit C d V M a Insurance Requirements Attached hereto as Exhibit D Cn c as a Certificate of Insurance and Endorsements Attached hereto as Exhibit E c M Notice of Grant(draft) Attached hereto as Exhibit F C U N Cultural Resource Preservation Requirements Attached hereto as Exhibit G a c as E 1.2 Map of Facility and/or Schematic. This Agreement applies to the Project to improve the park and recreational facility("Facility") which is located at: a Packet Pg. 207 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 12700 SE 274th Street,Kent,WA, 98030 �. Parcel Number(s): 3322059147 N L See Exhibit A for a visual depiction of the Facility via a map and/or schematic(including boundaries) for the physical address noted above. Q i 1.3 Scope of Work. Grant Recipient shall provide a scope of work("Scope of Work"), attached hereto as Exhibit B, which describes the Project in detail and includes a a description of the various design, development,permitting, and construction c milestones required for completion of the Project and intended use of the Grant 3 Award Funds. Grant Recipient shall apply the funds received from the County for c the Project under this Agreement in accordance with the Scope of Work, attached �C hereto as Exhibit B. i 1.4 Project Budget. Grant Recipient shall work with King County to develop a Project J Budget("Project Budget"), attached hereto as Exhibit C. King County shall provide the Grant Award Funds to the Grant Recipient to pay for costs and expenditures related to the Project, as set forth in Exhibits B and C. Grant Award a Funds provided to Grant Recipient may only be used to pay for costs and 3 expenditures related to the Project, as set forth in Exhibits B and C. G c.� 1.5 Contractor. "Contractor" shall include any contractor or consultant hired by Grant c Recipient, including any of the contractor's or consultant's subcontractors or Y subconsultants. CD CO 2. EFFECTIVE DATE The Agreement shall be effective upon signature by both Parties ("Effective Date"). $ 3 3. TERM CL The term("Term") of this Agreement shall begin on the Effective Date and end on M 11/30/2025. This Agreement shall remain in effect until such time as it is amended in writing or terminated as provided herein. M c� 4. AMENDMENTS d This Agreement together with the attached exhibits expressly incorporated herein by reference and attached hereto shall constitute the whole Agreement between the Parties. This Agreement may be amended only by an instrument, in writing, duly executed by the �n Parties. Either party may request changes to this Agreement,however, changes that deviate substantially from the proposal submitted to and approved by the Advisory Committee and o the King County Council will need to be approved by those entities. c 5. NOTICES `° Unless otherwise specified in the Agreement, all notices or documentation required or M provided pursuant to this Agreement shall be in electronic form and shall be deemed duly w given when received at the addresses first set forth below via electronic mail. a KING COUNTY City of Kent Parks Grant Manager Kerry O'Connor E Community Investments Unit City of Kent King County Parks City of Kent a Packet Pg. 208 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 201 S Jackson Street ., as Suite#5702 220 Fourth Ave. S. L Seattle, WA 98104 Kent, WA 98032 �0 (206) 848-0984 253-856-5115 Q ehirschi@kingcounty.gov KOConnor@kentwa.gov *NOTE: Personal contact information for your assigned grant manager is available a in the ,grant management system 0 0 Either Party hereto may, at any time, by giving ten(10) days written notice to the other Party, to designate any other address in substitution of the foregoing address to which Q such notice or communication shall be given. i 6. DISBURSEMENT OF GRANT FUNDS J 6.1 The County may authorize, at County's sole discretion, release of a portion of the Y Grant Award Funds to Grant Recipient, upon execution of this Agreement, and a receipt of Grant Recipient's County-approved completed Scope of Work and Project Budget(see Section 1 and Exhibits B and Q. 0 6.2 The County shall initiate authorization for payment and disbursement of Grant V Award Funds after approval of sufficiently detailed Project-related invoices submitted by Grant Recipient. The County shall make payment to Grant Recipient Y not more than thirty (30) days after a complete and accurate invoice and any other CD required documentation is received and approved. 6.3 Grant Recipient shall submit the final invoice, supporting documentation and any 0 outstanding deliverables, as specified in the Scope of Work(Exhibit B) and Project Budget(Exhibit C), no later than thirty (30) days after the Contract End i Date. If the Grant Recipient's final invoice, supporting documentation, and CCL reports are not submitted by the day specified in this subsection, or if such final , documents are not approved by the County then the County shall have no M obligation to pay Grant Recipient unless and until Grant Recipient submits, and as the County approves, a properly completed invoice. Grant Recipient must submit a corrected invoice within 30 days after receiving notice of an improper or incomplete invoice. 7. GRANT REPORTING Cn c All Grant Award Funds received pursuant to this Agreement and accrued interest o therefrom must accounted for separately from all other Grant Recipient accounts and moneys. Until the Project is completed, and all proceeds provided pursuant to this o Agreement have been expended, the Grant Recipient shall provide reports to the King ° County Project Manager on a schedule determined by the County. M U 8. COMPLETION OF THE PROJECT L Grant Recipient shall complete the Project described in Section 1.1 and Exhibits A, B a and C of this Agreement. If Grant Recipient cannot complete the Project, as specified by c the Scope of Work and deliverables set forth in Exhibit B, the County shall be released E from any obligation to fund the Project, and the County in its sole discretion may reallocate such funds for other projects in other jurisdictions in accordance with a Packet Pg. 209 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 Ordinance 19166 and Motion 15378. as N Pursuant to Section 19, Termination, this Agreement will be terminated if the Grant o Recipient is unable or unwilling to expend the Grant Award Funds for the Project as provided in this Agreement. The Grant Recipient may not redirect Grant Award Funds Q for a purpose other than completion of the Project as approved by the Advisory L Committee and King County Council. a 9. COMMUNICATION AND KING COUNTY MILESTONE NOTIFICATION 0 Grant Recipient shall recognize County as a"grant sponsor" for the Project in the following manner: Q 9.1 Events: Grant Recipient shall invite and recognize "King County Parks" at all i events promoting the Project, and at the final Project dedication. J 9.2 Community Relations: Grant Recipient shall recognize "King County Parks" as a Y "grant sponsor" in all social media, websites, brochures, banners,posters, press v releases, and other promotional material related to the Project. ;, c 9.3 King County Parks Notification: Grant Recipient shall notify the King County t� Parks Grant Manager thirty(30) days prior to any major milestone, such as a groundbreaking or opening dates. Y 0 9.4 King County Council Notification: If Grant Recipient is a city or town, CD notification to the King County Council thirty (30) days prior to any major milestone, such as a groundbreaking or opening dates is, required. 0 0 3 9.5 Signage: Grant Recipient shall recognize "King County Parks" on any signage as a fonder/contributor of project/facility. Grant Recipient is required to use a appropriate King County logo on any signage and communications. W c 10. DISPOSITION OF REMAINING GRANT AWARD FUNDS M If Grant Recipient does not expend all proceeds obligated to be provided through this Agreement, such proceeds,if held by Grant Recipient, shall be refunded to the County. For purposes of this section, "proceeds" shall include all Grant Award Funds obligated to be provided by the County plus interest accrued by Grant Recipient on the grant funds. Any �n proceeds in excess of those required to be provided by the County for the actual costs of the Project shall remain with the County for use in its sole discretion. a 0 11. PUBLIC ACCESS c M The Grant Award is provided to Grant Recipient for the Project for the purpose of land ° protection and recreation for the citizens of King County. Therefore, Grant Recipient and C any successor in interest agree to maintain the Facility for public use as required by w Ordinances 18890 and 19166, and the Parks Capital and Open Space Grant program requirements specified in Motion 15378. The Facility shall be open and accessible to the a public at reasonable hours and times. Grant Recipient shall notify the public of the availability of use by posting and updating that information on its website and by E maintaining at entrances and/or other locations openly visible signs with such information. Fees for use of the Facility shall be no greater than those generally charged a Packet Pg. 210 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 by public operators of similar facilities in King County. as N Notwithstanding temporary closure for required maintenance or repairs, the minimum o period of time Grant Recipient must ensure the Project is available for public use is thirty (30)years. If the Facility is retired or otherwise removed from use before the end of the Q thirty-year period, then the Grant Recipient shall reimburse the Grant Award Funds to King County. Grant Recipient's duties under this Section 11 will survive the a expiration or earlier termination of this Agreement. c 0 12. NOTICE OF GRANT c Upon completion of construction of the Facility, a completed Notice of Grant will be Q provided by King County for execution, a sample of which is attached hereto as Exhibit F. Upon final execution of the Notice of Grant, Grant Recipient and/or the legal property owner must record a copy with the appropriate county offices. (D 13. CONSTRUCTION OF THE FACILITY L c� 13.1 Capital Improvements. a, c Grant Recipient shall design, develop, and construct mutually agreed upon c Facility, features, and amenities in accordance with all applicable design(s), V timelines, restrictions, environmental considerations, permitting determinations, neighborhood impact mitigations, and all other requirements. All contracted work Y by Grant Recipient, its agents, representatives, or subcontractors, shall be bonded a and properly insured to ensure the complete and safe design and construction of M all facilities, features, and amenities. As between Grant Recipient and King c County, Grant Recipient will be solely responsible to comply with all applicable 0 authorities and to obtain all necessary permits, approvals, and endorsements for c the Project. Q M 13.2 Warranties. , c With respect to all warranties, express or implied, for work performed or M materials supplied in connection with the Project, Grant Recipient shall: • Obtain all warranties, express or implied, that would be given in normal commercial practice from suppliers, manufacturers, contractors, or installers; • Require all warranties be executed, in writing; and �n • Be responsible to enforce any warranty of a contractor, subcontractor, manufacturer, or supplier. Q- O If, within an applicable warranty period, any part of the Facility or work c performed to construct the Facility is found not to conform to specifications, M permit requirements, or industry standard, Grant Recipient shall correct it correct a it within a reasonable timeframe at the determination of King County. v N 13.3 Right to Inspect- Construction. a King County personnel or agents may inspect the construction project at any time provided that such persons observe due regard for workplace safety and security. E King County may require Grant Recipient or its contractors to stop work if King County deems work stoppage necessary to remedy construction defects or to M a Packet Pg. 211 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 address risks to health, safety, or welfare. Grant Recipient specifically understands, acknowledges, and agrees that at a minimum, King County will L inspect the Facility construction project before final completion of the Project. 0 13.4 Design. Q i Grant Recipient has retained a licensed architect and/or licensed professional engineer, registered in the State of Washington, who will prepare a Project design a for the Facility and exterior landscaping, which visually blends with the setting. 0 King County shall review the design plans for the Project in concept and reserves the right to approve the final design of the Project, consistent with established L zoning, design code, or both. 13.5 Construction Site/Work Fencing. as Grant Recipient will be solely responsible for the site work, required permits, and J grading for the Project. Grant Recipient will ensure the work area is properly L barricaded, and that signage is installed, directing unauthorized persons not to a enter onto the construction site during any phase of development or construction. Unless otherwise agreed by the Parties in writing, fencing will be placed around 0 work areas. In addition, construction areas will be kept clean and organized v during development periods. Grant Recipient will be responsible for site security, Y traffic, and pedestrian warnings at the site during the development and construction phases. CD M 13.6 Alteration of Site or Facility after Construction. 0 For thirty(30) years after the Facility is completed and accepted by Grant 0 Recipient and King County as defined herein, Grant Recipient will not make any material alteration outside of ordinary maintenance to the Facility without the Q express, written consent by King County. 13.7 Development and Construction Fees and Expenses. i Grant Recipient will be responsible to obtain and pay for all necessary permits, fees, and expenses associated with the Project. >� J 13.8 Public Works Laws. M Om To the extent applicable, Grant Recipient will comply with all public works laws, M regulations, and ordinances, including but not limited to those related to prevailing wages (see RCW 39.12), retainage (see RCW 60.28), bonding (see p RCW 39.08), use of licensed contractors (see RCW 39.06), and competitive bidding (see RCW 36.32 and RCW 35.21.278). Grant Recipient will indemnify `° and defend King County should it be sued or made the subject of an a administrative investigation or hearing for a violation of such laws, regulations, v and ordinances in connection with the improvements. 0 L 13.9 Contractor Indemnification and Hold Harmless. a Grant Recipient will require its construction contractors and subcontractors to defend, indemnify, and hold King County, its officers, officials, employees, and E volunteers harmless from any and all claims, injuries, damages, losses, or suits o a Packet Pg. 212 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 including attorney's fees and costs, arising out of or in connection with the design, development, and construction of the Facility except for injuries and damages L caused by the sole negligence of King County. z 13.10 Minimum Scope and Limits of Insurance. Q i Grant Recipient shall maintain, and/or require its Contractor(s)to maintain the minimum scope and limits of insurance as required in Exhibit D—Insurance a Requirements and as evidenced in Exhibit E—Certificate of Insurance and c Endorsements. 14. INTERNAL CONTROL AND ACCOUNTING SYSTEM Q Grant Recipient shall establish and maintain a system of accounting and internal controls i which complies with applicable, generally accepted accounting principles, and governmental accounting and financial reporting standards in accordance with Revised Code of Washington(RCW)Chapter 40.14. Y 15. MAINTENANCE OF RECORDS a, c 15.1 Grant Recipient shall maintain accounts and records,including personnel,property, c financial, Project records, including Agreement deliverables, and other such v records as may be deemed necessary by the County to ensure proper accounting for all Grant Award Funds and compliance with this Agreement. Y 0 15.2 These records shall be maintained for a period of six (6) years after the expiration o or earlier termination of this Agreement unless permission to destroy them is granted by the Office of the Archivist in accordance with(RCW) Chapter 40.14. c 15.3 Grant Recipient shall inform the County in writing of the location, if different from the Grant Recipient address listed in Section 5 of this Agreement of the aforesaid Q books, records, documents, and other evidence and shall notify the County in Cn writing of any changes in location within ten (10) working days of any such relocation. L� 16. RIGHT TO INSPECT d aD King County reserves the right to review and approve the performance of Grant Recipient J with regard to this Agreement, and, at its sole discretion, to inspect or audit the Grant 0 Recipient's records regarding this Agreement and the Project upon seventy-two(72)hours' Cn notice during normal business hours. a 17. COMPLIANCE WITH ALL LAWS AND REGULATIONS O c Grant Recipient shall comply with all applicable laws, ordinances and regulations in M using funds provided by the County, including, without limitation,those relating to ° providing a safe working environment to employees and, specifically, the requirements of v the Washington Industrial Safety and Health Act(WISHA); and, to the extent applicable, those related to "public works,"payment of prevailing wages, and competitive bidding of M contracts. The Grant Recipient specifically agrees to comply and pay all costs associated a with achieving such compliance without notice from King County; and further agrees that a King County, does not waive this Section by giving notice of demand for compliance in E any instance. The Grant Recipient shall indemnify and defend the County should it be o a Packet Pg. 213 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 sued or made the subject of an administrative investigation or hearing for a violation of such laws related to this Agreement. L 0 z 18. CORRECTIVE ACTION a 18.1 If the County determines that a breach of contract has occurred or does not a approve of the Grant Recipient's performance, it will give the Grant Recipient c written notification of unacceptable performance. Grant Recipient will then take 0 corrective action within a reasonable period of time, as may be defined by King County in its sole discretion in its written notification to Grant Recipient. Q 18.2 King County may withhold any payment owed Grant Recipient until the County i is satisfied that corrective action has been taken or completed. J 19. TERMINATION Y L 19.1 King County may terminate this Agreement in whole or in part, with or without a. cause, at any time during the Term of this Agreement, by providing Grant c Recipient ten(10) days advance written notice of the termination. c 0 19.2 If the termination results from acts or omissions of Grant Recipient, including but not limited to misappropriation, nonperformance of required services, or fiscal Y mismanagement, Grant Recipient shall return to the County immediately any c funds, misappropriated or unexpended, which have been paid to Grant Recipient o by the County. 19.3 Any King County obligations under this Agreement beyond the current 0 appropriation biennium are conditioned upon the County Council's appropriation of sufficient funds to support such obligations. If the Council does not approve Q such appropriation, then this Agreement will terminate automatically at the close M of the current appropriation biennium. M 19.4 The Agreement will be terminated if the Grant Recipient is unable or unwilling to 0 expend the Grant Award Funds as specified in Section I and Exhibits B and C, or upon reimbursement by the Grant Recipient to the County of all unexpended proceeds provided by the County pursuant to this Agreement and payment of all amounts due pursuant to Section 6. a M 20. FUTURE SUPPORT; UTILITIES AND SERVICE a The County makes no commitment to support the services contracted for herein and 0 assumes no obligation for future support of the activity contracted for herein except as r- expressly set forth in this Agreement. Grant Recipient understands, acknowledges, and ° agrees that the County shall not be liable to pay for or to provide any utilities or services 0 in connection with the Project contemplated herein. N 21. HOLD HARMLESS AND INDEMNIFICATION a Grant Recipient shall protect, indemnify, and save harmless the County, its officers, officials, agents, and employees from and against any and all claims, costs, and/or losses E whatsoever occurring or resulting from (1) Grant Recipient's failure to pay any such compensation, wages,benefits, or taxes, and/or(2) work, services, materials, or supplies a Packet Pg. 214 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 performed or provided by Grant Recipient's employees or other suppliers in connection with or support of the performance of this Agreement. L 0 Grant Recipient 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 Q negligence, intentional act, and/or failure, for any reason, to comply with the terms of this Agreement by the Grant Recipient, its officers, employees, agents, representatives, or a subcontractors. This duty to repay the County shall not be diminished or extinguished by c the expiration or prior termination of the Agreement. 0 3 a� Grant Recipient agrees for itself, its successors, and assigns, to defend, indemnify, and L hold harmless King County, its appointed and elected officials, and employees from andCL against liability for all claims, demands, suits, and judgments, including costs of defense thereof, for injury to persons, death, or property damage which is caused by, arises out of, or is incidental to any use of or occurrence on the Project that is the subject of this N Agreement, or Grant Recipient's exercise of rights and privileges granted by this Agreement, except to the extent of the County's sole negligence. Grant Recipient's a obligations under this Section shall include: 0 A. The duty to promptly accept tender of defense and provide defense to the County at v the Grant Recipient's own expense; B. Indemnification of claims made by Grant Recipient's employees or agents; andCD Y 0 C. Waiver of Grant Recipient's immunity under the industrial insurance provisions of CO Title 51 RCW, but only to the extent necessary to indemnify King County, which 13 waiver has been mutually negotiated by the parties. °o 3 In the event it is necessary for the County to incur attorney's fees, legal expenses, or other c costs to enforce the provisions of this Section, all such fees, expenses, and costs shall be Q recoverable from the Grant Recipient. M In the event it is determined that RCW 4.24.115 applies to this Agreement, the Grant i Recipient agrees to protect, defend, indemnify and save the County, its officers, officials, employees, and agents from any and all claims, demands, suits, penalties, losses damages judgments, or costs of any kind whatsoever for bodily injury to persons or damage to property (hereinafter "claims"), arising out of or in any way resulting from the Grant Recipient's officers, employees, agents and/or subcontractors of all tiers, acts or a omissions, performance of failure to perform the rights and privileges granted under this c Agreement, to the maximum extent permitted by law or as defined by RCW 4.24.115, as o now enacted or hereafter amended. c A hold harmless provision to protect King County similar to this provision shall be M included in all Agreements or subcontractor Agreements entered into by Grant Recipient a in conjunction with this Agreement. Grant Recipient's duties under this Section 21 v will survive the expiration or earlier termination of this Agreement. 0 L 22. NONDISCRIMINATION a King Cam, Code("KCC") chgpters 12.16 through 12.19 apply to this Agreement and are a incorporated by this reference as if fully set forth herein. In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against a Packet Pg. 215 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 any employee or applicant for employment because of sex, race, color, marital status, national origin, religious affiliation, disability, sexual orientation, gender identity or L expression, or age except minimum age and retirement provisions,unless based upon a z bona fide occupational qualification. Q 23. POLITICAL ACTIVITY PROHIBITED L None of the funds, materials,property, or services provided directly or indirectly under a this Agreement shall be used for any partisan political activity or to further the election or c defeat of any candidate for public office. c 24. PROJECT MAINTENANCE; EQUIPMENT PURCHASE, MAINTENANCE, AND Q OWNERSHIP i A. As between the County and Grant Recipient, Grant Recipient shall be responsible to operate and maintain the completed Project at its own sole expense and risk. Grant Recipient shall maintain the completed Project in good working condition consistent L with applicable standards and guidelines. Grant Recipient understands, acknowledges, a and agrees that the County is not responsible to operate or to maintain the Project in any way. c c.� B. Grant Recipient shall be responsible for all property purchased pursuant to this Agreement, including the proper care and maintenance of any equipment. Y C. Grant Recipient shall establish and maintain inventory records and transaction a documents (purchase requisitions, packing slips, invoices, receipts) of equipment and CO materials purchased with Grant Award Funds. c Grant Recipient's duties under this Section 24 shall survive the expiration of this a� Agreement. L 25. CULTURAL RESOURCES M Grant Recipient agrees to coordinate cultural resource review of the Project with the King 2 County Historic Preservation Program ("HPP") in order to determine potential effects to 0 cultural resources and any necessary mitigation. Grant Recipient further agrees to perform the steps outlined by the HPP for any necessary cultural resource preservation as (D specified in Exhibit G. M 26. ASSIGNMENT �n c Grant Recipient shall not assign any portion of rights and obligations under this a Agreement or transfer or assign any claim arising pursuant to this Agreement without the O written consent of the County. Grant Recipient must seek such consent in writing not less than thirty (30) days prior to the date of any proposed assignment. ° 27. WAIVER OF BREACH OR DEFAULT v Waiver of breach of any provision in this Agreement shall not be deemed to be a waiver of any subsequent breach and shall not be construed to be a modification of the terms of a the Agreement unless stated to be such through written approval by the County, which shall be attached to the original Agreement. Waiver of any default shall not be deemed to °' E be a waiver of any subsequent defaults. M a Packet Pg. 216 4.K.a City of Kent-Springwood Park Renovation-6416654 Task- 1.25 28. TAXES as N Grant Recipient agrees to pay on a current basis all taxes or assessments levied on its o activities and property, including, without limitation, any leasehold excise tax due under RCW Chapter 82.29A; PROVIDED, however, that nothing contained herein will modify Q the right of the Grant Recipient to contest any such tax, and Grant Recipient shall not be deemed to be in default as long as it will,in good faith,be contesting the validity or amount a of any such taxes. c 0 29. WASHINGTON LAW CONTROLLING; WHERE ACTIONS BROUGHT c This Agreement is made in and will be in accordance with the laws of the State of Q Washington, which will be controlling in any dispute that arises hereunder. Actions pertaining to this Agreement will be brought in King County Superior Court,King County, Washington. 30. PUBLIC DOCUMENT L 0 This Agreement will be considered a public document and will be available for inspection a, and copying by the public. 3 0 31. LEGAL RELATIONS v Nothing contained herein will make, or be deemed to make, County and Grant Recipient a Y partner of one another, and this Agreement will not be construed as creating a partnership c or joint venture. Nothing in this Agreement will create, or be deemed to create, any right, o duty or obligation in any person or entity not a party to it. 13 32. PERMITS AND LICENSES 00 3 Grant Recipient shall develop and run the Project in accordance with all applicable laws c and regulatory requirements including environmental considerations, permitting �0 determinations, and other legal requirements. All activities and improvements shall be performed by Grant Recipient at its sole expense and liability. Grant Recipient shall, at its sole cost and expense, apply for, obtain and comply with all necessary permits, licenses c� and approvals required for the Project. as 33. INTERPRETATION OF COUNTY RULES AND REGULATIONS J d If there is any question regarding the interpretation of any County rule or regulation, the a County decision will govern and will be binding upon the Grant Recipient. M c as 34. ENTIRE AGREEMENT This Agreement, including its attachments, constitutes the entire Agreement between the r- County and Grant Recipient and supersedes all other agreements and understandings between them, whether written, oral or otherwise. 0 35. COUNTERPARTS; ELECTRONIC SIGNATURES v N L This Agreement may be executed in one or more counterparts, each of which shall be a deemed an original,but all of which together shall constitute one and the same instrument. The Parties acknowledge and agree that this document may be executed by electronic signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. M a Packet Pg. 217 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 d N 1L O IN WITNESS WHEREOF, each individual signing this Agreement warrants that they have the Q authority to enter into this Agreement on behalf of the Parry for which that individual signs. The I Parties hereto have executed this Agreement on the dates set forth below. a City of Kent King County °o 3 a� c �L By By C I Title Title > aD J Date Date L a. c O t� a� c Y 0 CD 0 M O O 3 a� c L 0. M 'L^ V d d J N V M O. M C O Q. O C M Q M U N L M a c m E M 0 M a Packet Pg. 218 4.K.a City of Kent—Springwood Park Renovation EXHIBIT A—MAP OF FACILITY AND LOCATION F N O t 3 a i O r. O *7 3 . aT a 9 C r 5` AW.; IS 6 ' i A FURNISHINGS LEGEND � • '1. 4' �. l O� M 1-GRILLS r•r _ 2-TRASH 8INS RECYCLI NG 91 N S �•�`• � 't$ 1 BIKE RACKS ,. O 4-BENCHES ~ 5-PICNIC TABLES 3 6-WATER FOUNTAINS JUG FILLER 7-REMOVABLE BARRIER BOLLARDS 8-FLITSAL COURT 9-PLAY EQUIPMENT SPRINGWOOD PARK 101182023 t PROPOSED SITE FURNISHINGS FURNISHING LOCATIONS �berg& C fC /L^ V J N V R N C N O C R cC .Q cC U V) Y L E V Q Packet Pg. 219 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 EXHIBIT B — SCOPE OF WORK as N •L 0 Project Summary Q The City of Kent will renovate Springwood Park to include ADA walking paths, expanded i children's play amenities, a multi-sports court, and other amenities. a Deliverables 0 0 3 a� Progress Reports L Final Report v0.i Completed Design/Plan Cultural Resource Requirement Notice of Grant Y L a. c 0 t� Timeline a, c Y Complete all permitting January 2024 c Construction contractors selected Aril 2024 0 Groundbreaking - construction begins July 2024 Complete construction December 2024 0 0 Grand opening March 2025 3 a) c •L 0. M The Grantee shall not make any significant changes to an approved project without prior written I consent of the County. Significant changes include, but are not limited to, a change to the i timeline that falls outside the contract period or a shift of more than twenty percent of funds within the approved grant budget over the term of this Exhibit. If changes are necessary and approved by the County, such changes will be formalized in a written amendment signed by all parties. 0 M a M c a� a 0 M Q M U N L M a c m E M a Packet Pg. 220 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 EXHIBIT C—PROJECT BUDGET a) N .L 0 Construction Costs $800,000 Q Planning Costs $0 Personnel Costs $0 a Indirect Costs $0 0 3 a� c L Total $800,000 a i aD Grant Budget Changes Y L With written approval from the County, the Grantee may reallocate grant funds across budget a0 line items within twenty percent of the total grant budget without requiring an official contract W amendment. Indirect costs shall not exceed twenty percent of direct costs. o c.� Budget Line Items Descriptions Y Construction Costs include but are not limited to site preparation, construction, infrastructure, CD a� play structures, landscaping, and amenities. 0 Planning Costs include but are not limited to planning, design, consultant fees, and permits. 3 a� c Personnel Costs include but are not limited to staff pay and benefits. �0. Indirect Costs include expenses of doing business that are not readily identified with a particular r- grant, contract, project, function, or activity, but are necessary for the general operation of the c� organization or the performance of the organization's activities. as J N V M 0. M C Q. 0 C M Q M U N L M a c m E M a Packet Pg. 221 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 EXHIBIT D—INSURANCE REQUIREMENTS as N •L 1. Insurance Requirements 0 Q 1.1. Grant Recipient shall purchase and maintain for the entire term of this Agreement or as i otherwise stated in this Exhibit, at its sole cost and expense, the minimum insurance set forth below. By requiring such minimum insurance, the County does not and shall not a. be deemed or construed to have assessed the risks that may be applicable to Grant °o Recipient, or any Contractor under this Agreement, or in any way limit the County's a, potential recovery to insurance limits required hereunder. To the contrary, this0. L Agreement's insurance requirements may not in any way be construed as limiting any potential liability to the County or the County's potential recovery from Grant Recipient. Grant Recipient and any Contractor shall assess their own risks and if they deem (D appropriate and/or prudent, maintain greater limits and/or broader coverage. N Y L 1.2. Each insurance policy shall be written on an"occurrence"basis, except insurance for a, Pollution Liability, which may be written on a "claims made"basis. 3 0 If coverage is approved and purchased on a"claims made"basis, the coverage provided U0, under that insurance shall be maintained through: (i) consecutive policy renewals for not Y less than three (3) years from the date of completion of the Project which is subject of c this Agreement or, if such renewals are unavailable, (ii)the purchase of a tail/extended o reporting period for not less than three (3) years from the date of completion of the Project which is the subject of this Agreement. 0 3 2. Evidence and Cancellation of Insurance •L 2.1. Prior to contract execution and upon request by the County, Grant Recipient shall 0. M furnish the County certificates of insurance and endorsements certifying the issuance of I all insurance required by this Agreement which is to be maintained for the entire term of i the Agreement or as otherwise stated in this Exhibit. All evidence of insurance shall be signed by a properly authorized officer, agent, general agent, or qualified representative to the insurer(s), shall certify the name of the insured(s), the type and amount of insurance, the location and operations to which the insurance applies, the inception and expiration dates, shall specify the form numbers of any endorsements issued to satisfy �0. this Agreement's insurance requirements, and shall state that the County shall receive notice at least thirty(30) days prior to the effective date of any cancellation, lapse, or o material change in the policy(s). Certificate Holder: King County Parks, 201 S. Jackson Street, Suite 5702, Seattle, WA 98104. Electronic evidence of insurance documents may o be emailed to: ParksGrants@kingcounty.gov. ° a M 2.2. The County reserves the right to require complete, certified copies of all required w insurance policies, including all endorsements and riders, which may be redacted of any confidential or proprietary information. Grant Recipient shall deliver such policies to a the County within five (5)business days of County's request. CD M a Packet Pg. 222 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 d N •L 3. Minimum Scope and Limits of Insurance z Q 3.1. Grant Recipient shall maintain the following types of insurance and minimum insurance i limits: 3.1.1. Commercial General Liability: $1,000,000 per occurrence and$2,000,000 in the a. aggregate for bodily injury,personal and advertising injury, and property damage. °o Coverage shall be at least as broad as that afforded under ISO form number CG 00 a, 01. Such insurance shall include coverage for, but not limited to, premises liability, L ongoing operations, products and completed operations, and contractual liability. Limits may be satisfied by a single primary policy or by a combination of separate primary and umbrella or excess liability policies, provided that coverage under the (D latter shall be at least as broad as that afforded under the primary policy and satisfy N all other requirements applicable to liability insurance including,but not limited to, additional insured status for the County. a c 3.1.2. Automobile Liability: Grant Recipient and/or its Contractor(s)will maintain v Automobile Liability insurance with a minimum $1,000,000 combined single limit a, per accident for bodily injury and property damage. Coverage shall be at least as Y broad as that afforded under ISO form number CA 00 01 covering BUSINESS c AUTO COVERAGE, symbol 1 "any auto"; or the combination of symbols 2, 8, o and 9. Limit may be satisfied by a single primary policy or by a combination of separate primary and umbrella or excess liability policies, provided that coverage c under the latter shall be at least as broad as that afforded under the primary policy. c •L 3.1.3. Workers Compensation: If Grant Recipient or its Contractor(s) have employees, �- Cn then Workers Compensation coverage shall be maintained as required by the , Industrial Insurance Act of the State of Washington, as well as any similar coverage i required for this Project by applicable Federal or"Other States" State Law. as d 3.1.4. Employers Liability or"Stop Gap" coverage: If Grant Recipient or its � Contractor(s)have employees, then Employers Liability or"Stop Gap" coverage shall be maintained with a minimum limit of$1,000,000 each occurrence and shall Ca be at least as broad as the protection provided by the Workers Compensation policy r- Part 2 (Employers Liability), or, in monopolistic states including but not limited to 0 Washington, the protection provided by the "Stop Gap" endorsement to the commercial general liability policy. o 3.1.5. Builder's Risk/Installation Floater Insurance. If construction activities will be M funded by the Grant, Grant Recipient or its Contractor(s) shall procure and maintain, w prior to and for the duration of the construction phase of the Project, "All Risk" Builder's Risk insurance or Installation Floater insurance at least as broad as ISO a form number CP0020 (Builder's Risk Coverage Form)with ISO form number CD CP0020 (Causes of Loss—Special Form). The coverage shall insure for direct E physical loss to property of the Project for 100% of the replacement value. The M a Packet Pg. 223 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 policy shall be endorsed to cover the interests, as they may appear, of King County, Grant Recipient, and Contractor(s) of all tiers. In the event of a loss to any or all of L the work and/or materials therein and/or to be provided at any time, Grant Recipient z or its Contractor(s) shall promptly reconstruct, repair, replace, or restore all work Q and/or materials so destroyed. Policy shall include a waiver of subrogation in favor i of King County. a 3.1.6. Pollution Liability: If geotechnical work will take place, Grant Recipient or its °o Contractor(s) shall provide Pollution Liability coverage with minimum limits of a, $1,000,000 per occurrence and in the aggregate to cover sudden and non-sudden0. L bodily injury and/or property damage to include the destruction of tangible property, loss of use, clean-up costs, and the loss of use of tangible property that has not been physically injured or destroyed. (D J N 3.1.7. Fidelity and Crime Insurance. If a Fiscal Sponsor is a party to this Agreement, E Fiscal Sponsor(s) shall procure and maintain Fidelity and Crime insurance with a a. minimum limit equal to the grant amount. Coverage shall include `Join Loss 3 Payable' ISO form CR 20 15 10/10 or substantive equivalent and `Provide Required v Notice of Cancellation to Another Entity' ISO form CR 20 17 10/10. a, c Y 4. Other Insurance Provisions and Requirements c 4.1. All insurance policies purchased and maintained by Grant Recipient and any Contractor 00 required in this Agreement shall contain, or be endorsed to contain the following provisions: o 4.1.1. With respect to all liability policies except Professional Liability(Errors and Omissions) and Workers Compensation: •L 4.1.1.1. King County, its officials, employees, and agents shall be covered as a M additional insured for full coverage and policy limits as respects liability , arising out of activities performed by or on behalf of the Grant Recipient, its i agents, representatives, employees, or Contractor(s) in connection with this Agreement. Additional Insured status shall include products-completed operations CG 20 100 11/85 or its substantive equivalent. The County requires (D the endorsement(s) to complete the Agreement. M a 4.1.2. With respect to all liability policies (except Workers Compensation): c 4.1.2.1. Coverage shall be primary insurance as respects the County, its officials, o employees, and agents. Any insurance and/or self-insurance maintained by the County, its officials, employees, or agents shall not contribute with any of o Grant Recipient's or Contractor(s)'s insurance or benefit the Grant Recipient, ° or any Contractor, or their respective insurers in any way. M U N 4.1.2.2. Insurance shall expressly state that it applies separately to each insured and additional insured against whom a claim is made and/or lawsuit is brought, a. except with respect to the limits of insurer's liability. CD M a Packet Pg. 224 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 5. Waiver of Subrogation 5.1. Grant Recipient, its Contractor(s), and their respective insurance carriers release and L waive all rights of subrogation against King County, its officials, agents, and employees 0 for damages caused by fire or other perils which can be insured by a property insurance Q policy. This provision shall be valid and enforceable only to the extent permissible by i the applicable property insurance policies. a 6. Deductibles/Self-Insured Retentions 0 6.1. Any deductible and/or self-insured retention of the policies shall in all instances be the a, sole responsibility of Grant Recipient or its Contractor, even if no claim has been made0. L or asserted against them. i 7. Acceptability of Insurers 7.1. Unless otherwise approved by the County, insurance is to be placed with insurers with N an A.M. Best rating of no less than A:VIII. a. 8. Self-Insurance c 8.1. If the Grant Recipient is a governmental entity or municipal corporation, Grant Recipient c000 may maintain a fully funded self-insurance program or participate in an insurance pool v, for the protection and handling of its liabilities including injuries to persons and damage Y to property. Further, if Grant Recipient maintains a self-insurance program or c participates in an insurance pool, the additional insured requirement shall not apply to 0 the coverage provided by the self-insured program or insurance pool. 13 0 9. Contractors 3 9.1. Grant Recipient shall include all Contractors as insureds under its policies or, •L alternatively, Grant Recipient must require each of its Contractors to procure and 0. Cn maintain appropriate and reasonable insurance coverage and insurance limits to cover I each of the Contractor's liabilities given the scope of work and services being provided i herein. Contractor(s) must include the County, its officials, agents and employees as additional insured for full coverage and policy limits on its Commercial General Liability insurance and, if applicable, its Automobile Liability insurance. Upon request by the County, and within five (5)business days, Grant Recipient must provide evidence of each Contractor(s) insurance coverage, including endorsements. C0. c as a 0 c 0 Q 0 U N L M a. c m E 0 a Packet Pg. 225 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 EXHIBIT E—CERTIFICATE OF INSURANCE AND ENDORSEMENTS F N O t 3 a Y L O O 3 a� c 'L CL V/ 7 J N Y L O U Im c Y 0 rn 0 M O O 3 an c 'L v/ 1 /L^ V J N V R N C N O C R cC .Q cC U Y L E V Q Packet Pg. 226 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 EXHIBIT F—NOTICE OF GRANT as N 1- 0 Upon Recording Return To: King County Q Department of Natural Resources and Parks Parks and Recreation Division a 201 S Jackson Street, KSC-NR-5702 c Seattle, WA 98104-3855 3 Document Title: Q Reference No. of Related Document: i Legal Description: Assessor's Parcel No.: Y NOTICE OF GRANT a This Notice of Grant is effective as of the day of , 202 and is made and executed by the Parks Capital& Open Space Levy, City of Kent ), and King County (the c°� "County"), a political subdivision of the State of Washington. Y is/are the owner(s) (the "Property Owner") of the property(ies) in King County, State CD of Washington(the "Property"), legally described and attached hereto in Exhibit F-1. M Pursuant to a Parks Capital& Open Space Levy Grant Agreement, between the King County $ and City of Kent, dated ("Grant Agreement"), attached hereto as Exhibit F-2, City a, of Kent constructed a Facility Improvement"Facility" on the Property for the purpose of 0. providing recreation for the public. A map of the Property and Facility is attached hereto as M Exhibit F-3. c M L The City of Kent hereby agrees to be bound by the terms of the Grant Agreement including the obligation to ensure public access to the Facility. J IN WITNESS WHEREOF, City of Kent and King County have executed this Notice of Grant 0. on the date set forth above. M c as City of Kent KING COUNTY p c By: By: `° Q Name: Name: M U N L M IL c m E M a Packet Pg. 227 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 PROPERTY OWNER as N By: 0 3 a Name: i Y L O O 3 a� c 'L CL V/ 7 J N Y L a. O U Im c Y 0 rn 0 M O O 3 c 'L v! 1 /L^ V J N V R N C N O C R cC .Q cC U Y L E V Q Packet Pg. 228 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 STATE OF WASHINGTON ) �. ss. N L COUNTY OF KING ) 0 Q I certify that I know or have satisfactory evidence that is the person who el appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that a he/she was authorized to execute the instrument and acknowledged it as the of c the City of Kent to be the free and voluntary act of such party for the uses and purposes mentioned in the 0 instrument. 0 c L Q. Dated: � a� J N Y L a NOTARY PUBLIC c 0 Print Name: t� a� c My Commission Expires: 1 0 CD 0 STATE OF WASHINGTON ) ss. o COUNTY OF KING ) 3 a� c L CL I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it as the of M KING COUNTY, a political subdivision of the State of Washington,to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. > J Dated: M a Cn c m a O c M NOTARY PUBLIC Print Name: a M U My Commission Expires: 0) L M a c m E M Q Packet Pg. 229 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 STATE OF WASHINGTON ) �. ss. N L COUNTY OF KING ) 0 Q I certify that I know or have satisfactory evidence that is the person who el appeared before me,and said person acknowledged that he/she signed this instrument, on oath stated that a he/she was authorized to execute the instrument and acknowledged it as the of a KING COUNTY,a political subdivision of the State of Washington,to be the free and voluntary act of 3 such party for the uses and purposes mentioned in the instrument. a� c L Dated: tQ' i aD J N Y L a NOTARY PUBLIC Print Name: O t� My Commission Expires: c Y 0 CD 0 M 13 O O 3 a� c L 0. Cn r- 'L^ V d d > J N V M O. Cn C O Q. O C M Q M U N L M a c m E M Q Packet Pg. 230 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 NOTICE OF GRANT EXHIBIT F-I —LEGAL DESCRIPTION as N O t 3 a Y L O O 3 a� c 'L I^Q V/ 7 J N Y L O U c Y 0 rn 0 M O O 3 an c 'L v! 1 /L^ V J N V R N C N O C R cC .Q cC U Y L E V Q Packet Pg. 231 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 NOTICE OF GRANT EXHIBIT F-2—GRANT AGREEMENT as N O t 3 a Y L O O 3 a� c 'L CL V/ 7 J N Y L O U Im c Y 0 rn 0 M O O 3 c 'L v! 1 /L^ V J N V R N C N O C R cC .Q cC U Y L E V Q Packet Pg. 232 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 NOTICE OF GRANT EXHIBIT F-3 —PROPERTY AND FACILITY MAP as N O t 3 a Y L O O 3 a� c 'L I^Q V/ 7 J N Y L O U c Y 0 rn 0 M O O 3 an c 'L v! 1 /L^ V J N V R N C N O C R cC .Q cC U Y L E V Q Packet Pg. 233 4.K.a City of Kent—Springwood Park Renovation—6416654 Task- 1.25 EXHIBIT G— CULTURAL RESOURCE PRESERVATION REQUIREMENTS as N 1L O The Grant Recipient shall make a copy of the provided King County Parks inadvertent Q discovery plan(IDP) available to the construction contractor prior to the start of ground disturbance. The IDP will be reviewed with the field staff at the start of ground disturbing a work and will be kept on site during construction of the project. c O 3 a� c �L Q. d J N Y L a c O t� a� c Y 0 CD CO M O O 3 a� c �L CL M 'M V d d J N V M O. M C O Q. O C M Q M U N L M IL c m E M a Packet Pg. 234 4.L PARKS, RECREATION AND COMMUNITY SERVICES DEPARTMENT 4^4� Julie Parascondola, CPRO, Director • KENT 220 Fourth Avenue South WASHI NGTON Kent, WA 98032 253-856-5100 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: King County Parks Levy - East Hill North Community Park - Authorize MOTION: I move to accept grant funds from King County for the East Hill North Community Park Development, amend the budget, authorize expenditure of the grant funds, and authorize the Mayor to sign the grant agreement, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: Parks Planning staff applied for grant funds for park improvements that are part of the East Hill North Community Park Development project. These grant funds are managed by the King County Parks Capital and Open Space Levee, which supports projects that expand and improve recreation opportunities for the region's growing population, including the development of active and passive recreation and trail facilities, and the acquisition of open space for future public parks. The City was awarded $800,000 toward park renovations. The grant will help support phase 1 of the development of the East Hill North Community Park including parking, restrooms, shelters, trails and boardwalks, playground, and connections to the surrounding community. This park is a milestone new park development for the Panther Lake neighborhood and will fill a gap in outdoor recreation, as documented in the 2022 Parks and Open Space Plan. BUDGET IMPACT: Expenditures related to this project will be offset by the grant funds received. 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. Packet Pg. 235 4.L Inclusive Community - Embracing our diversity and advancing equity through genuine community engagement. ATTACHMENTS: 1. Parks Capital and Open Space Levee Grant - East Hill North Community (PDF) Packet Pg. 236 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 King County 0 0 Z PARKS CAPITAL AND OPEN SPACE PROGRAM CAPITAL PROJECT GRANT AGREEMENT M w Department/Division: Natural Resources and Parks / Parks and Recreation J Grant Recipient: City of Kent M IL Project: East Hill North Community Park Development c 0 Award Amount: $800,000 Project#: 1144509 Contract#: 6416655 v a� c Term Period: To 11/30/2026 1 r� 00 M THIS AGREEMENT is a grant agreement entered into between City of Kent(the "Grant :% Recipient") and King County(the "County") (referred to individually as a"Party" and E collectively the "Parties") for an active recreation, passive recreation, local trail, or other capital E project in a park or recreational facility using a Parks Capital and Open Space Program grant. c c.� RECITALS c Z A. Ordinance 18890, which took effect May 13, 2019, called for a special election to authorize the King County parks, recreation trails, and open space levy. On August 6, n 2019, King County voters approved the levy, which included funding for capital projects w for active and passive recreation, local trails, or capital projects in parks and recreation facilities in order to construct new and improve existing recreation facilities to address M the pressures of rapid growth in King County. as as B. Motion 15378, Section A.I., and Attachment A, further delineated the use of levy funds J m for the Parks Capital and Open Space Grants Program and the guidelines governing that 0 0. use. co c m C. Ordinance 19166, Attachment A established the grant award criteria and the process for p the distribution of Parks Capital and Open Space Grants as well as the proposed composition of an advisory committee to review and make recommendations on the grant 0 awards. c. 0 U D. King County, a home rule charter county and political subdivision of the State of Y Washington, is authorized to administer the Parks Capital and Open Space Grant a Program and enter into agreements for the use of the grant funds with King County ; towns, cities, or metropolitan parks districts for capital projects for active and passive E recreation, local trails, or capital projects in parks and recreation facilities. 0 a Packet Pg. 237 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 E. Grant Recipient is a(n) City or Town in King County. z F. The Parks Capital and Open Space Grant Program Advisory Committee ("Advisory z° Committee")has recommended an allocation of levy grant funds to specific projects, iF pursuant to Ordinance 19666. y M w G. King County has selected Grant Recipient to receive a Parks Capital and Open Space Grant award in the amount of$800,000 ("Grant Award J Funds") in order to construct, improve, or repair the Project described Y below and in the attached exhibits. M a NOW THEREFORE, in consideration of the promises, covenants, and other provisions set forth in this Agreement, the Parties agree as follows: G 0 c GRANT AWARD TERMS AND CONDITIONS Y r� 1. DEFINITIONS o M 1.1 Project. The term"Project"means the design, development, and construction of the Facility described in Exhibit A. Grant Award Funds available pursuant to this Agreement may E only be used for the Project. To complete the Project, Grant Recipient shall use the Grant Award Funds to design, develop, and construct the Facility, as set forth in Exhibit B, consistent with the requirements set forth in this Agreement and in the following attached z exhibits, which are incorporated herein by reference: _ 'x Map of Facility and/or Schematic Attached hereto as Exhibit A w M Scope of Work Attached hereto as Exhibit B as as as Project Budget Attached hereto as Exhibit C J a� M Q. co Insurance Requirements Attached hereto as Exhibit D as Q. 0 Certificate of Insurance and Endorsements Attached hereto as Exhibit E c M Notice of Grant(draft) Attached hereto as Exhibit F v L Cultural Resource Preservation Requirements Attached hereto as Exhibit G a. c as E 1.2 Map of Facility and/or Schematic. This Agreement applies to the Project to improve the park and recreational facility("Facility") which is located at: a Packet Pg. 238 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 13525 SE 216th Street,Kent,WA, 98042 Parcel Number(s): 1022059011, 1022059143 0 See Exhibit A for a visual depiction of the Facility via a map and/or schematic(including Z boundaries) for the physical address noted above. x 1.3 Scope of Work. Grant Recipient shall provide a scope of work("Scope of Work"), w attached hereto as Exhibit B, which describes the Project in detail and includes a description of the various design, development,permitting, and construction m milestones required for completion of the Project and intended use of the Grant J Award Funds. Grant Recipient shall apply the funds received from the County for the Project under this Agreement in accordance with the Scope of Work, attached a hereto as Exhibit B. 1.4 Project Budget. Grant Recipient shall work with King County to develop a Project v Budget("Project Budget"), attached hereto as Exhibit C. King County shall provide the Grant Award Funds to the Grant Recipient to pay for costs and Y expenditures related to the Project, as set forth in Exhibits B and C. Grant Award Funds provided to Grant Recipient may only be used to pay for costs and M expenditures related to the Project, as set forth in Exhibits B and C. 1.5 Contractor. "Contractor" shall include any contractor or consultant hired by Grant Recipient, including any of the contractor's or consultant's subcontractors or E subconsultants. 0 0 t� 2. EFFECTIVE DATE 0 The Agreement shall be effective upon signature by both Parties ("Effective Date"). Z 3. TERM M The term("Term") of this Agreement shall begin on the Effective Date and end on w 11/30/2026. This Agreement shall remain in effect until such time as it is amended in writing or terminated as provided herein. M c� 4. AMENDMENTS a as This Agreement together with the attached exhibits expressly incorporated herein by J reference and attached hereto shall constitute the whole Agreement between the Parties. 0 This Agreement may be amended only by an instrument, in writing, duly executed by the Cn Parties. Either party may request changes to this Agreement,however, changes that deviate substantially from the proposal submitted to and approved by the Advisory Committee and p the King County Council will need to be approved by those entities. M 5. NOTICES Unless otherwise specified in the Agreement, all notices or documentation required or M provided pursuant to this Agreement shall be in electronic form and shall be deemed duly Y given when received at the addresses first set forth below via electronic mail. M a. KING COUNTY City of Kent Parks Grant Manager Kerry O'Connor E Community Investments Unit City of Kent King County Parks City of Kent a Packet Pg. 239 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 201 S Jackson Street z Suite#5702 220 Fourth Ave. S. c Seattle, WA 98104 Kent, WA 98032 Z (206) 848-0984 253-856-5115 ehirschi@kingcounty.gov KOConnor@kentwa.gov W *NOTE: Personal contact information for your assigned grant manager is available w in the ,grant management system J Either Party hereto may, at any time, by giving ten(10) days written notice to the other Party, to designate any other address in substitution of the foregoing address to which a such notice or communication shall be given. c 6. DISBURSEMENT OF GRANT FUNDS 0 6.1 The County may authorize, at County's sole discretion, release of a portion of the c Grant Award Funds to Grant Recipient, upon execution of this Agreement, and Y receipt of Grant Recipient's County-approved completed Scope of Work and Project Budget(see Section 1 and Exhibits B and Q. c° 6.2 The County shall initiate authorization for payment and disbursement of Grant Award Funds after approval of sufficiently detailed Project-related invoices submitted by Grant Recipient. The County shall make payment to Grant Recipient E not more than thirty (30) days after a complete and accurate invoice and any other v required documentation is received and approved. 0 6.3 Grant Recipient shall submit the final invoice, supporting documentation and any Z outstanding deliverables, as specified in the Scope of Work(Exhibit B) and Project Budget(Exhibit C), no later than thirty (30) days after the Contract End 0 Date. If the Grant Recipient's final invoice, supporting documentation, and w reports are not submitted by the day specified in this subsection, or if such final documents are not approved by the County then the County shall have no M obligation to pay Grant Recipient unless and until Grant Recipient submits, and the County approves, a properly completed invoice. Grant Recipient must submit a corrected invoice within 30 days after receiving notice of an improper or J m incomplete invoice. 0. 7. GRANT REPORTING CO c as All Grant Award Funds received pursuant to this Agreement and accrued interest therefrom must accounted for separately from all other Grant Recipient accounts and moneys. Until the Project is completed, and all proceeds provided pursuant to this M Agreement have been expended, the Grant Recipient shall provide reports to the King County Project Manager on a schedule determined by the County. v 8. COMPLETION OF THE PROJECT L m Grant Recipient shall complete the Project described in Section 1.1 and Exhibits A, B a. and C of this Agreement. If Grant Recipient cannot complete the Project, as specified by the Scope of Work and deliverables set forth in Exhibit B, the County shall be released E from any obligation to fund the Project, and the County in its sole discretion may reallocate such funds for other projects in other jurisdictions in accordance with a Packet Pg. 240 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 Ordinance 19166 and Motion 15378. z Pursuant to Section 19, Termination, this Agreement will be terminated if the Grant Z Recipient is unable or unwilling to expend the Grant Award Funds for the Project as — provided in this Agreement. The Grant Recipient may not redirect Grant Award Funds = for a purpose other than completion of the Project as approved by the Advisory M Committee and King County Council. w 9. COMMUNICATION AND KING COUNTY MILESTONE NOTIFICATION J Grant Recipient shall recognize County as a"grant sponsor" for the Project in the following manner: a 9.1 Events: Grant Recipient shall invite and recognize "King County Parks" at all events promoting the Project, and at the final Project dedication. v 9.2 Community Relations: Grant Recipient shall recognize "King County Parks" as a c "grant sponsor" in all social media, websites, brochures, banners,posters, press Y releases, and other promotional material related to the Project. 00 M 9.3 King County Parks Notification: Grant Recipient shall notify the King County :% Parks Grant Manager thirty(30) days prior to any major milestone, such as a E groundbreaking or opening dates. E E 9.4 King County Council Notification: If Grant Recipient is a city or town, c°� notification to the King County Council thirty (30) days prior to any major milestone, such as a groundbreaking or opening dates is, required. Z 9.5 Signage: Grant Recipient shall recognize "King County Parks" on any signage as w a fonder/contributor of project/facility. Grant Recipient is required to use w appropriate King County logo on any signage and communications. I c M 10. DISPOSITION OF REMAINING GRANT AWARD FUNDS c� as If Grant Recipient does not expend all proceeds obligated to be provided through this Agreement, such proceeds,if held by Grant Recipient, shall be refunded to the County. For J d purposes of this section, "proceeds" shall include all Grant Award Funds obligated to be 0 provided by the County plus interest accrued by Grant Recipient on the grant funds. Any co proceeds in excess of those required to be provided by the County for the actual costs of the Project shall remain with the County for use in its sole discretion. p 11. PUBLIC ACCESS The Grant Award is provided to Grant Recipient for the Project for the purpose of land protection and recreation for the citizens of King County. Therefore, Grant Recipient and v any successor in interest agree to maintain the Facility for public use as required by Y Ordinances 18890 and 19166, and the Parks Capital and Open Space Grant program M requirements specified in Motion 15378. The Facility shall be open and accessible to the a public at reasonable hours and times. Grant Recipient shall notify the public of the availability of use by posting and updating that information on its website and by E maintaining at entrances and/or other locations openly visible signs with such o information. Fees for use of the Facility shall be no greater than those generally charged a Packet Pg. 241 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 by public operators of similar facilities in King County. z Notwithstanding temporary closure for required maintenance or repairs, the minimum Z period of time Grant Recipient must ensure the Project is available for public use is thirty — (30)years. If the Facility is retired or otherwise removed from use before the end of the = thirty-year period, then the Grant Recipient shall reimburse the Grant Award Funds to M King County. Grant Recipient's duties under this Section 11 will survive the w expiration or earlier termination of this Agreement. J 12. NOTICE OF GRANT Y Upon completion of construction of the Facility, a completed Notice of Grant will be a provided by King County for execution, a sample of which is attached hereto as Exhibit F. Upon final execution of the Notice of Grant, Grant Recipient and/or the legal property c owner must record a copy with the appropriate county offices. v 13. CONSTRUCTION OF THE FACILITY Y 13.1 Capital Improvements. 00 Grant Recipient shall design, develop, and construct mutually agreed upon Facility, features, and amenities in accordance with all applicable design(s), timelines, restrictions, environmental considerations, permitting determinations, neighborhood impact mitigations, and all other requirements. All contracted work E by Grant Recipient, its agents, representatives, or subcontractors, shall be bonded v and properly insured to ensure the complete and safe design and construction of all facilities, features, and amenities. As between Grant Recipient and King z° County, Grant Recipient will be solely responsible to comply with all applicable = authorities and to obtain all necessary permits, approvals, and endorsements for the Project. w 13.2 Warranties. M With respect to all warranties, express or implied, for work performed or 0 materials supplied in connection with the Project, Grant Recipient shall: a • Obtain all warranties, express or implied, that would be given in normal _J commercial practice from suppliers, manufacturers, contractors, or installers; 0 • Require all warranties be executed, in writing; and co • Be responsible to enforce any warranty of a contractor, subcontractor, manufacturer, or supplier. p If, within an applicable warranty period, any part of the Facility or work r_ performed to construct the Facility is found not to conform to specifications, permit requirements, or industry standard, Grant Recipient shall correct it correct C it within a reasonable timeframe at the determination of King County. v 13.3 Right to Inspect- Construction. M a. King County personnel or agents may inspect the construction project at any time provided that such persons observe due regard for workplace safety and security. E King County may require Grant Recipient or its contractors to stop work if King County deems work stoppage necessary to remedy construction defects or to a Packet Pg. 242 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 address risks to health, safety, or welfare. Grant Recipient specifically understands, acknowledges, and agrees that at a minimum, King County will c inspect the Facility construction project before final completion of the Project. Z 13.4 Design. N Grant Recipient has retained a licensed architect and/or licensed professional w engineer, registered in the State of Washington, who will prepare a Project design for the Facility and exterior landscaping, which visually blends with the setting. J King County shall review the design plans for the Project in concept and reserves Y the right to approve the final design of the Project, consistent with established M zoning, design code, or both. a, 13.5 Construction Site/Work Fencing. c Grant Recipient will be solely responsible for the site work, required permits, and v, grading for the Project. Grant Recipient will ensure the work area is properly Y barricaded, and that signage is installed, directing unauthorized persons not to enter onto the construction site during any phase of development or construction. 00 Unless otherwise agreed by the Parties in writing, fencing will be placed around work areas. In addition, construction areas will be kept clean and organized during development periods. Grant Recipient will be responsible for site security, traffic, and pedestrian warnings at the site during the development and E construction phases. 13.6 Alteration of Site or Facility after Construction. c z For thirty(30) years after the Facility is completed and accepted by Grant = Recipient and King County as defined herein, Grant Recipient will not make any material alteration outside of ordinary maintenance to the Facility without the w express, written consent by King County. c 13.7 Development and Construction Fees and Expenses. M Grant Recipient will be responsible to obtain and pay for all necessary permits, fees, and expenses associated with the Project. J 13.8 Public Works Laws. M Q. To the extent applicable, Grant Recipient will comply with all public works laws, CO regulations, and ordinances, including but not limited to those related to a prevailing wages (see RCW 39.12), retainage (see RCW 60.28), bonding (see o RCW 39.08), use of licensed contractors (see RCW 39.06), and competitive bidding (see RCW 36.32 and RCW 35.21.278). Grant Recipient will indemnify and defend King County should it be sued or made the subject of an . administrative investigation or hearing for a violation of such laws, regulations, cM and ordinances in connection with the improvements. L M 13.9 Contractor Indemnification and Hold Harmless. a. Grant Recipient will require its construction contractors and subcontractors to defend, indemnify, and hold King County, its officers, officials, employees, and volunteers harmless from any and all claims, injuries, damages, losses, or suits a Packet Pg. 243 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 including attorney's fees and costs, arising out of or in connection with the design, development, and construction of the Facility except for injuries and damages c caused by the sole negligence of King County. z 13.10 Minimum Scope and Limits of Insurance. _ N Grant Recipient shall maintain, and/or require its Contractor(s)to maintain the w minimum scope and limits of insurance as required in Exhibit D—Insurance Requirements and as evidenced in Exhibit E—Certificate of Insurance and J Endorsements. Y 14. INTERNAL CONTROL AND ACCOUNTING SYSTEM a Grant Recipient shall establish and maintain a system of accounting and internal controls which complies with applicable, generally accepted accounting principles, and 0 governmental accounting and financial reporting standards in accordance with Revised v, c Code of Washington(RCW)Chapter 40.14. Y 15. MAINTENANCE OF RECORDS 00 15.1 Grant Recipient shall maintain accounts and records,including personnel,property, financial, Project records, including Agreement deliverables, and other such records as may be deemed necessary by the County to ensure proper accounting for all Grant Award Funds and compliance with this Agreement. E 0 15.2 These records shall be maintained for a period of six (6) years after the expiration v or earlier termination of this Agreement unless permission to destroy them is o granted by the Office of the Archivist in accordance with(RCW) Chapter 40.14. z 15.3 Grant Recipient shall inform the County in writing of the location, if different from the Grant Recipient address listed in Section 5 of this Agreement of the aforesaid M books, records, documents, and other evidence and shall notify the County in w writing of any changes in location within ten (10) working days of any such relocation. as 16. RIGHT TO INSPECT as King County reserves the right to review and approve the performance of Grant Recipient with regard to this Agreement, and, at its sole discretion, to inspect or audit the Grant Q Recipient's records regarding this Agreement and the Project upon seventy-two(72)hours' co notice during normal business hours. a 17. COMPLIANCE WITH ALL LAWS AND REGULATIONS c Grant Recipient shall comply with all applicable laws, ordinances and regulations in M using funds provided by the County, including, without limitation,those relating to a providing a safe working environment to employees and, specifically, the requirements of v the Washington Industrial Safety and Health Act(WISHA); and, to the extent applicable, Y those related to "public works,"payment of prevailing wages, and competitive bidding of a contracts. The Grant Recipient specifically agrees to comply and pay all costs associated with achieving such compliance without notice from King County; and further agrees that E King County, does not waive this Section by giving notice of demand for compliance in any instance. The Grant Recipient shall indemnify and defend the County should it be a Packet Pg. 244 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 sued or made the subject of an administrative investigation or hearing for a violation of such laws related to this Agreement. c z •x 18. CORRECTIVE ACTION y M 18.1 If the County determines that a breach of contract has occurred or does not w approve of the Grant Recipient's performance, it will give the Grant Recipient written notification of unacceptable performance. Grant Recipient will then take —J corrective action within a reasonable period of time, as may be defined by King id County in its sole discretion in its written notification to Grant Recipient. a W 18.2 King County may withhold any payment owed Grant Recipient until the County is satisfied that corrective action has been taken or completed. v 19. TERMINATION c Y 19.1 King County may terminate this Agreement in whole or in part, with or without cause, at any time during the Term of this Agreement, by providing Grant 00 Recipient ten(10) days advance written notice of the termination. 19.2 If the termination results from acts or omissions of Grant Recipient, including but E not limited to misappropriation, nonperformance of required services, or fiscal E mismanagement, Grant Recipient shall return to the County immediately any E funds, misappropriated or unexpended, which have been paid to Grant Recipient v by the County. c 19.3 Any King County obligations under this Agreement beyond the current Z appropriation biennium are conditioned upon the County Council's appropriation of sufficient funds to support such obligations. If the Council does not approve M such appropriation, then this Agreement will terminate automatically at the close w of the current appropriation biennium. r- L 19.4 The Agreement will be terminated if the Grant Recipient is unable or unwilling to as expend the Grant Award Funds as specified in Section 1 and Exhibits B and C, or > upon reimbursement by the Grant Recipient to the County of all unexpended —J proceeds provided by the County pursuant to this Agreement and payment of all 0 amounts due pursuant to Section 6. C0. 20. FUTURE SUPPORT; UTILITIES AND SERVICE Q. The County makes no commitment to support the services contracted for herein and assumes no obligation for future support of the activity contracted for herein except as v expressly set forth in this Agreement. Grant Recipient understands, acknowledges, and agrees that the County shall not be liable to pay for or to provide any utilities or services M in connection with the Project contemplated herein. y 21. HOLD HARMLESS AND INDEMNIFICATION a Grant Recipient shall protect, indemnify, and save harmless the County, its officers, officials, agents, and employees from and against any and all claims, costs, and/or losses E whatsoever occurring or resulting from (1) Grant Recipient's failure to pay any such compensation, wages,benefits, or taxes, and/or(2) work, services, materials, or supplies a Packet Pg. 245 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 performed or provided by Grant Recipient's employees or other suppliers in connection with or support of the performance of this Agreement. c Grant Recipient further agrees that it is financially responsible for and will repay the Z 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 M Agreement by the Grant Recipient, its officers, employees, agents, representatives, or w subcontractors. This duty to repay the County shall not be diminished or extinguished by m the expiration or prior termination of the Agreement. -J Grant Recipient agrees for itself, its successors, and assigns, to defend, indemnify, and M hold harmless King County, its appointed and elected officials, and employees from and a, against liability for all claims, demands, suits, and judgments, including costs of defense thereof, for injury to persons, death, or property damage which is caused by, arises out of, c� or is incidental to any use of or occurrence on the Project that is the subject of this Agreement, or Grant Recipient's exercise of rights and privileges granted by this Y Agreement, except to the extent of the County's sole negligence. Grant Recipient's obligations under this Section shall include: o A. The duty to promptly accept tender of defense and provide defense to the County at the Grant Recipient's own expense; E B. Indemnification of claims made by Grant Recipient's employees or agents; and E E 0 C. Waiver of Grant Recipient's immunity under the industrial insurance provisions of Title 51 RCW, but only to the extent necessary to indemnify King County, which 0 waiver has been mutually negotiated by the parties. z In the event it is necessary for the County to incur attorney's fees, legal expenses, or other costs to enforce the provisions of this Section, all such fees, expenses, and costs shall be w recoverable from the Grant Recipient. c In the event it is determined that RCW 4.24.115 applies to this Agreement, the Grant M Recipient agrees to protect, defend, indemnify and save the County, its officers, officials, employees, and agents from any and all claims, demands, suits, penalties, losses damages > judgments, or costs of any kind whatsoever for bodily injury to persons or damage to -J hereinafter "claims" arising out of or in an way resulting from the Grant property )� g Y Y g M Recipient's officers, employees, agents and/or subcontractors of all tiers, acts or Cn omissions, performance of failure to perform the rights and privileges granted under this Agreement, to the maximum extent permitted by law or as defined by RCW 4.24.115, as p now enacted or hereafter amended. 0 A hold harmless provision to protect King County similar to this provision shall be included in all Agreements or subcontractor Agreements entered into by Grant Recipient C in conjunction with this Agreement. Grant Recipient's duties under this Section 21 v will survive the expiration or earlier termination of this Agreement. L 0 22. NONDISCRIMINATION a c King Cam, Code("KCC") chgpters 12.16 through 12.19 apply to this Agreement and are incorporated by this reference as if fully set forth herein. In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against a Packet Pg. 246 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 any employee or applicant for employment because of sex, race, color, marital status, national origin, religious affiliation, disability, sexual orientation, gender identity or c expression, or age except minimum age and retirement provisions,unless based upon a z bona fide occupational qualification. 23. POLITICAL ACTIVITY PROHIBITED M w None of the funds, materials,property, or services provided directly or indirectly under this Agreement shall be used for any partisan political activity or to further the election or J defeat of any candidate for public office. Y 24. PROJECT MAINTENANCE; EQUIPMENT PURCHASE, MAINTENANCE, AND a OWNERSHIP c A. As between the County and Grant Recipient, Grant Recipient shall be responsible to v operate and maintain the completed Project at its own sole expense and risk. Grant v, Recipient shall maintain the completed Project in good working condition consistent Y with applicable standards and guidelines. Grant Recipient understands, acknowledges, and agrees that the County is not responsible to operate or to maintain the Project in 00 M any way. B. Grant Recipient shall be responsible for all property purchased pursuant to this E Agreement, including the proper care and maintenance of any equipment. E E C. Grant Recipient shall establish and maintain inventory records and transaction v documents (purchase requisitions, packing slips, invoices, receipts) of equipment and materials purchased with Grant Award Funds. C z Grant Recipient's duties under this Section 24 shall survive the expiration of this Agreement. M 25. CULTURAL RESOURCES w Grant Recipient agrees to coordinate cultural resource review of the Project with the King County Historic Preservation Program ("HPP") in order to determine potential effects to as cultural resources and any necessary mitigation. Grant Recipient further agrees to perform the steps outlined by the HPP for any necessary cultural resource preservation as -J specified in Exhibit G. Q. 26. ASSIGNMENT CO c Grant Recipient shall not assign any portion of rights and obligations under this Agreement or transfer or assign any claim arising pursuant to this Agreement without the written consent of the County. Grant Recipient must seek such consent in writing not less v than thirty (30) days prior to the date of any proposed assignment. a 27. WAIVER OF BREACH OR DEFAULT v Waiver of breach of any provision in this Agreement shall not be deemed to be a waiver of any subsequent breach and shall not be construed to be a modification of the terms of a. the Agreement unless stated to be such through written approval by the County, which shall be attached to the original Agreement. Waiver of any default shall not be deemed to E be a waiver of any subsequent defaults. a Packet Pg. 247 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 28. TAXES Grant Recipient agrees to pay on a current basis all taxes or assessments levied on its Z activities and property, including, without limitation, any leasehold excise tax due under — RCW Chapter 82.29A; PROVIDED, however, that nothing contained herein will modify = the right of the Grant Recipient to contest any such tax, and Grant Recipient shall not be M deemed to be in default as long as it will,in good faith,be contesting the validity or amount w of any such taxes. m J 29. WASHINGTON LAW CONTROLLING; WHERE ACTIONS BROUGHT v, This Agreement is made in and will be in accordance with the laws of the State of a Washington, which will be controlling in any dispute that arises hereunder. Actions c pertaining to this Agreement will be brought in King County Superior Court,King County, c Washington. v 30. PUBLIC DOCUMENT Y This Agreement will be considered a public document and will be available for inspection and copying by the public. M 31. LEGAL RELATIONS c Nothing contained herein will make, or be deemed to make, County and Grant Recipient a E partner of one another, and this Agreement will not be construed as creating a partnership c or joint venture. Nothing in this Agreement will create, or be deemed to create, any right, v duty or obligation in any person or entity not a party to it. c 32. PERMITS AND LICENSES Z x Grant Recipient shall develop and run the Project in accordance with all applicable laws W and regulatory requirements including environmental considerations, permitting w determinations, and other legal requirements. All activities and improvements shall be performed by Grant Recipient at its sole expense and liability. Grant Recipient shall, at its M sole cost and expense, apply for, obtain and comply with all necessary permits, licenses as and approvals required for the Project. > a) 33. INTERPRETATION OF COUNTY RULES AND REGULATIONS J If there is any question regarding the interpretation of any County rule or regulation, the cn County decision will govern and will be binding upon the Grant Recipient. c as 34. ENTIRE AGREEMENT O This Agreement, including its attachments, constitutes the entire Agreement between the M County and Grant Recipient and supersedes all other agreements and understandings between them, whether written, oral or otherwise. U 35. COUNTERPARTS; ELECTRONIC SIGNATURES Y L This Agreement may be executed in one or more counterparts, each of which shall be a. deemed an original,but all of which together shall constitute one and the same instrument. The Parties acknowledge and agree that this document may be executed by E electronic signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. a Packet Pg. 248 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 z O z IN WITNESS WHEREOF, each individual signing this Agreement warrants that they have the authority to enter into this Agreement on behalf of the Parry for which that individual signs. The y Parties hereto have executed this Agreement on the dates set forth below. w City of Kent King County J M By By a, c Title Title o U Date Date Y ti 00 M 7 E E O C) t O z 2 r� N O W C /M V d d J d t,1 O Q co C O O C O r.+ Q O U L m a. c m E M a Packet Pg. 249 4.L.a City of Kent—East Hill North Community Park Development EXHIBIT A—MAP OF FACILITY AND LOCATION t L O Z 000 r .�1 I LLL���!lIJJJ y A Y 00 • .._ --� E C 1 U O ., sv per �aa� � `��d ►l' � �• � Z � t — SITE DEVELOPMENT PLAN w LEGEND w Wetland Archaeologically sensitive area w, c Wetland buffer •—• Property Line � Restrooms a, 0 Picnic Area Q Nature Viewing ® Lawn Activities 0 Shelter (' m ®Trails Parking ® Plays Nature Play 0 Equestrian Amenity J a) L) Q. c a� a O c .Q U Y i fC d r-i C a) E t V R r a Packet Pg. 250 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 EXHIBIT B — SCOPE OF WORK z 0 z Project Summary The City of Kent will create a community park with open space, restrooms, shelters, and a y community gathering area to expand and improve recreation opportunities for underserved areas w of Kent and surrounding communities in south King County. >, m J Deliverables Y M a Progress Reports Final Report Completed Design/Plan c°� Cultural Resource Requirement c Notice of Grant Y ti 00 M Timeline E E E 0 Complete project design September 2024 Complete all permitting September 2024 c Construction contractors selected December 2024 z Groundbreaking - construction begins January 2025 Complete construction December 2025 Grand opening January 2026 w c L The Grantee shall not make any significant changes to an approved project without prior written consent of the County. Significant changes include,but are not limited to, a change to the timeline that falls outside the contract period or a shift of more than twenty percent of funds J within the approved grant budget over the term of this Exhibit. If changes are necessary and approved by the County, such changes will be formalized in a written amendment signed by all Q parties. CO c as Q. 0 c M Q M U L M a. c m E M a Packet Pg. 251 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 EXHIBIT C—PROJECT BUDGET z 0 z 'x Construction Costs $800,000 y Planning Costs $0 w Personnel Costs $0 Indirect Costs $0 M Total $800,000 c 0 t� Grant Budget Changes Y With written approval from the County, the Grantee may reallocate grant funds across budget line items within twenty percent of the total grant budget without requiring an official contract M amendment. Indirect costs shall not exceed twenty percent of direct costs. Budget Line Items Descriptions E Construction Costs include but are not limited to paving, furnishing, hardscape, playground, c°� restoration, and structures. 0 z Planning Costs include but are not limited to planning, design, consultant fees, and permits. _ x Personnel Costs include but are not limited to staff pay and benefits. w Indirect Costs include expenses of doing business that are not readily identified with a particular i grant, contract, project, function, or activity, but are necessary for the general operation of the organization or the performance of the organization's activities. as J d t,1 M Q CO C 0 C M r.+ Q M U L M a. c m E M a Packet Pg. 252 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 EXHIBIT D-INSURANCE REQUIREMENTS z 1. Insurance Requirements Z x 1.1. Grant Recipient shall purchase and maintain for the entire term of this Agreement or as y otherwise stated in this Exhibit, at its sole cost and expense, the minimum insurance set w forth below. By requiring such minimum insurance, the County does not and shall not be deemed or construed to have assessed the risks that may be applicable to Grant J Recipient, or any Contractor under this Agreement, or in any way limit the County's Y potential recovery to insurance limits required hereunder. To the contrary, this a Agreement's insurance requirements may not in any way be construed as limiting any potential liability to the County or the County's potential recovery from Grant Recipient. Grant Recipient and any Contractor shall assess their own risks and if they deem 0 appropriate and/or prudent, maintain greater limits and/or broader coverage. Y 1.2. Each insurance policy shall be written on an"occurrence"basis, except insurance for Pollution Liability, which may be written on a "claims made"basis. M If coverage is approved and purchased on a"claims made"basis, the coverage provided E under that insurance shall be maintained through: (i) consecutive policy renewals for not E less than three (3) years from the date of completion of the Project which is subject of E this Agreement or, if such renewals are unavailable, (ii)the purchase of a tail/extended v reporting period for not less than three (3) years from the date of completion of the c Project which is the subject of this Agreement. z 'x 2. Evidence and Cancellation of Insurance W 2.1. Prior to contract execution and upon request by the County, Grant Recipient shall w furnish the County certificates of insurance and endorsements certifying the issuance of all insurance required by this Agreement which is to be maintained for the entire term of M the Agreement or as otherwise stated in this Exhibit. All evidence of insurance shall be signed by a properly authorized officer, agent, general agent, or qualified representative to the insurer(s), shall certify the name of the insured(s), the type and amount of -J insurance, the location and operations to which the insurance applies, the inception and expiration dates, shall specify the form numbers of any endorsements issued to satisfy Cn this Agreement's insurance requirements, and shall state that the County shall receive notice at least thirty(30) days prior to the effective date of any cancellation, lapse, or �- 0 material change in the policy(s). Certificate Holder: King County Parks, 201 S. Jackson Street, Suite 5702, Seattle, WA 98104. Electronic evidence of insurance documents may M be emailed to: ParksGrants@kingcounty.gov. a M 0 2.2. The County reserves the right to require complete, certified copies of all required Y insurance policies, including all endorsements and riders, which may be redacted of any M confidential or proprietary information. Grant Recipient shall deliver such policies to a the County within five (5)business days of County's request. a E a Packet Pg. 253 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 z 3. Minimum Scope and Limits of Insurance z x 3.1. Grant Recipient shall maintain the following types of insurance and minimum insurance y limits: w 3.1.1. Commercial General Liability: $1,000,000 per occurrence and$2,000,000 in the aggregate for bodily injury,personal and advertising injury, and property damage. J Coverage shall be at least as broad as that afforded under ISO form number CG 00 Y 01. Such insurance shall include coverage for, but not limited to, premises liability, a ongoing operations, products and completed operations, and contractual liability. Limits may be satisfied by a single primary policy or by a combination of separate primary and umbrella or excess liability policies, provided that coverage under the v latter shall be at least as broad as that afforded under the primary policy and satisfy all other requirements applicable to liability insurance including,but not limited to, Y additional insured status for the County. 00 M 3.1.2. Automobile Liability: Grant Recipient and/or its Contractor(s)will maintain Automobile Liability insurance with a minimum $1,000,000 combined single limit per accident for bodily injury and property damage. Coverage shall be at least as E broad as that afforded under ISO form number CA 00 01 covering BUSINESS c AUTO COVERAGE, symbol 1 "any auto"; or the combination of symbols 2, 8, and 9. Limit may be satisfied by a single primary policy or by a combination of c separate primary and umbrella or excess liability policies, provided that coverage z under the latter shall be at least as broad as that afforded under the primary policy. 3.1.3. Workers Compensation: If Grant Recipient or its Contractor(s) have employees, w then Workers Compensation coverage shall be maintained as required by the Industrial Insurance Act of the State of Washington, as well as any similar coverage M required for this Project by applicable Federal or"Other States" State Law. as 3.1.4. Employers Liability or"Stop Gap" coverage: If Grant Recipient or its aJ J Contractor(s)have employees, then Employers Liability or"Stop Gap" coverage 0 shall be maintained with a minimum limit of$1,000,000 each occurrence and shall cn be at least as broad as the protection provided by the Workers Compensation policy Part 2 (Employers Liability), or, in monopolistic states including but not limited to Washington, the protection provided by the "Stop Gap" endorsement to the commercial general liability policy. M 3.1.5. Builder's Risk/Installation Floater Insurance. If construction activities will be a funded by the Grant, Grant Recipient or its Contractor(s) shall procure and maintain, prior to and for the duration of the construction phase of the Project, "All Risk" M Builder's Risk insurance or Installation Floater insurance at least as broad as ISO a form number CP0020 (Builder's Risk Coverage Form)with ISO form number a CP0020 (Causes of Loss—Special Form). The coverage shall insure for direct E physical loss to property of the Project for 100% of the replacement value. The o a Packet Pg. 254 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 policy shall be endorsed to cover the interests, as they may appear, of King County, Grant Recipient, and Contractor(s) of all tiers. In the event of a loss to any or all of c the work and/or materials therein and/or to be provided at any time, Grant Recipient z or its Contractor(s) shall promptly reconstruct, repair, replace, or restore all work and/or materials so destroyed. Policy shall include a waiver of subrogation in favor y of King County. w 3.1.6. Pollution Liability: If geotechnical work will take place, Grant Recipient or its J Contractor(s) shall provide Pollution Liability coverage with minimum limits of Y $1,000,000 per occurrence and in the aggregate to cover sudden and non-sudden a bodily injury and/or property damage to include the destruction of tangible property, loss of use, clean-up costs, and the loss of use of tangible property that has not been physically injured or destroyed. 0 c 3.1.7. Fidelity and Crime Insurance. If a Fiscal Sponsor is a party to this Agreement, Y Fiscal Sponsor(s) shall procure and maintain Fidelity and Crime insurance with a minimum limit equal to the grant amount. Coverage shall include `Join Loss 000 Payable' ISO form CR 20 15 10/10 or substantive equivalent and `Provide Required Notice of Cancellation to Another Entity' ISO form CR 20 17 10/10. E 4. Other Insurance Provisions and Requirements E 4.1. All insurance policies purchased and maintained by Grant Recipient and any Contractor v required in this Agreement shall contain, or be endorsed to contain the following c provisions: z 4.1.1. With respect to all liability policies except Professional Liability(Errors andiF Omissions) and Workers Compensation: W 4.1.1.1. King County, its officials, employees, and agents shall be covered as w additional insured for full coverage and policy limits as respects liability arising out of activities performed by or on behalf of the Grant Recipient, its M agents, representatives, employees, or Contractor(s) in connection with this Agreement. Additional Insured status shall include products-completed operations CG 20 100 11/85 or its substantive equivalent. The County requires _J the endorsement(s) to complete the Agreement. Q. co 4.1.2. With respect to all liability policies (except Workers Compensation): 4.1.2.1. Coverage shall be primary insurance as respects the County, its officials, �- 0 employees, and agents. Any insurance and/or self-insurance maintained by the County, its officials, employees, or agents shall not contribute with any of M Grant Recipient's or Contractor(s)'s insurance or benefit the Grant Recipient, a or any Contractor, or their respective insurers in any way. v 4.1.2.2. Insurance shall expressly state that it applies separately to each insured M and additional insured against whom a claim is made and/or lawsuit is brought a. g g , except with respect to the limits of insurer's liability. E a Packet Pg. 255 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 5. Waiver of Subrogation 5.1. Grant Recipient, its Contractor(s), and their respective insurance carriers release and c waive all rights of subrogation against King County, its officials, agents, and employees z for damages caused by fire or other perils which can be insured by a property insurance policy. This provision shall be valid and enforceable only to the extent permissible by y the applicable property insurance policies. w 6. Deductibles/Self-Insured Retentions J 6.1. Any deductible and/or self-insured retention of the policies shall in all instances be the Y sole responsibility of Grant Recipient or its Contractor, even if no claim has been made a or asserted against them. c 7. Acceptability of Insurers v 7.1. Unless otherwise approved by the County, insurance is to be placed with insurers with an A.M. Best rating of no less than A:VIII. Y r� 8. Self-Insurance 00 M 8.1. If the Grant Recipient is a governmental entity or municipal corporation, Grant Recipient may maintain a fully funded self-insurance program or participate in an insurance pool E for the protection and handling of its liabilities including injuries to persons and damage E to property. Further, if Grant Recipient maintains a self-insurance program or E participates in an insurance pool, the additional insured requirement shall not apply to v the coverage provided by the self-insured program or insurance pool. c z 9. Contractors — 'x 9.1. Grant Recipient shall include all Contractors as insureds under its policies or, W alternatively, Grant Recipient must require each of its Contractors to procure and w maintain appropriate and reasonable insurance coverage and insurance limits to cover each of the Contractor's liabilities given the scope of work and services being provided M herein. Contractor(s) must include the County, its officials, agents and employees as additional insured for full coverage and policy limits on its Commercial General Liability insurance and, if applicable, its Automobile Liability insurance. Upon request -J by the County, and within five (5)business days, Grant Recipient must provide evidence of each Contractor(s) insurance coverage, including endorsements. Cn c as Q. 0 c M .Q M U L M a. c m E a Packet Pg. 256 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 EXHIBIT E—CERTIFICATE OF INSURANCE AND ENDORSEMENTS O z 'x w a� J N Y L O U c Y ti co M 7 E E O U t O z 2 .r N w C cC /L^ V J N V R Q C N 0 C R cC Q M U L a. E V Q Packet Pg. 257 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 EXHIBIT F—NOTICE OF GRANT z 0 Upon Recording Return To: Z King County 3: Department of Natural Resources and Parks Parks and Recreation Division w 201 S Jackson Street, KSC-NR-5702 > Seattle, WA 98104-3855 Document Title: a Reference No. of Related Document: c Legal Description: c Assessor's Parcel No.: v c NOTICE OF GRANT Y ti This Notice of Grant is effective as of the day of , 202 and is made and M executed by the Parks Capital& Open Space Levy, City of Kent ), and King County (the "County"), a political subdivision of the State of Washington. E is/are the owner(s) (the "Property Owner") of the property(ies) in King County, State o of Washington(the "Property"), legally described and attached hereto in Exhibit F-1. 0 Pursuant to a Parks Capital& Open Space Levy Grant Agreement, between the King County Z and City of Kent, dated ("Grant Agreement"), attached hereto as Exhibit F-2, City of Kent constructed a Facility Improvement"Facility" on the Property for the purpose of 0 providing recreation for the public. A map of the Property and Facility is attached hereto as w Exhibit F-3. c 0 /L^ V The City of Kent hereby agrees to be bound by the terms of the Grant Agreement including the obligation to ensure public access to the Facility. J d IN WITNESS WHEREOF, City of Kent and King County have executed this Notice of Grant Q on the date set forth above. co c as Q. City of Kent KING COUNTY O c By: By: .Q M Name: Name: c� L M a. c m E a Packet Pg. 258 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 PROPERTY OWNER O By: z 'x Name: N w a� J N Y L O U c Y ti 00 M 7 E E O U t O z 2 .r N w C cC /L^ V J N V R Q C N 0 C R cC Q M U L a. E M V Q Packet Pg. 259 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 STATE OF WASHINGTON ) z ss. COUNTY OF KING ) Z x I certify that I know or have satisfactory evidence that is the person who w appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it as the of > the City of Kent to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. 0 a c Dated: � 0 t� a� c Y ti NOTARY PUBLIC 1- M Print Name: 0 My Commission Expires: E 0 t� STATE OF WASHINGTON ) c ss. z COUNTY OF KING ) _ x 0 I certify that I know or have satisfactory evidence that is the person who w appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that r- 0 he/she was authorized to execute the instrument and acknowledged it as the of KING COUNTY, a political subdivision of the State of Washington,to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. m J d Dated: 0 0. co c m Q. O c 0 NOTARY PUBLIC Print Name: a 0 U My Commission Expires: Y L 0 a. c m E 0 a Packet Pg. 260 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 STATE OF WASHINGTON ) z ss. COUNTY OF KING ) Z x I certify that I know or have satisfactory evidence that is the person who w appeared before me,and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it as the of > KING COUNTY,a political subdivision of the State of Washington,to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Y 0 a Dated: c 0 t� a� c Y NOTARY PUBLIC 1- Print Name: My Commission Expires: E E E 0 t� z 0 z x 0 w c /M V d d J d t,1 M 0. co C 0 C M r.+ .Q M U L 0 a. c m E 0 a Packet Pg. 261 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 NOTICE OF GRANT EXHIBIT F-I —LEGAL DESCRIPTION z 0 z 'x N M W d J N Y M a c 0 00 a� c Y ti .E E E 0 U z 0 z x M w a /M V d d J d t,1 M 0. co C 0 C M r.+ Q M U L m a. c m E M a Packet Pg. 262 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 NOTICE OF GRANT EXHIBIT F-2—GRANT AGREEMENT O z 'x N O W d J N Y O a c O U aM c Y ti 00 M 7 E E O U t O z 2 r� N M W C /M V d d J d t,1 M Q co C O O C M r.+ Q M U L m a c m E c� a Packet Pg. 263 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 NOTICE OF GRANT EXHIBIT F-3 —PROPERTY AND FACILITY MAP O z 'x N O W d J N Y O a c O U aM c Y ti co M 7 E E O U t O z 2 r� N M W a /M V d d J d 0 M Q co C O O C M r.+ Q M U L m a. c m E c� a Packet Pg. 264 4.L.a City of Kent—East Hill North Community Park Development—6416655 Task- 1.26 EXHIBIT G— CULTURAL RESOURCE PRESERVATION REQUIREMENTS z 0 z There is a known, recorded archaeological resource in the project area. In order to avoid = violating state law, the Grant Recipient will consult with the King County Historic M Preservation Program's Archaeologist, Philippe LeTourneau, at 206-477-4529 or w philippe.letoumeau@kingcounty.gov, to determine next steps prior to ANY ground m disturbing activity. The Grant Recipient shall be required to comply with any J recommendations made by the King County Archaeologist, which may include, a cultural resource study and/or archaeological monitoring of construction conducted by a a qualified, County-approved, professional archaeologist at the Grant Recipient's expense. c The recommended work may require a state-issued excavation permit. The King County 0 Archaeologist will also advise on coordination with the State Historic Preservation v Officer(SHPO) at the Department of Archaeology and Historic Preservation (DAHP) and the appropriate Tribes, if needed. The professional archaeologist selected to complete Y any needed fieldwork will notify the King County Archaeologist as soon as their 00 fieldwork is scheduled and will continue to coordinate with the King County Archaeologist through the life of the project. The archaeologist shall notify the Affected Indian Tribes of their field schedule so that the Tribes can send staff to observe the field work. Grant Recipient shall cc their King County Parks grant manager on all emails with E Historic Preservation Program staff. 0 0 z x M w c /M V d d J d t,1 M 0. co C 0 C M r.+ Q M U L m a. c m E a Packet Pg. 265 4.M POLICE DEPARTMENT Rafael Padilla, Police Chief 220 Fourth Avenue South KENT Kent, WA 98032 W A S H i N G T O N 253-852-2121 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Third Amendment to Agreement with Axon Enterprise, Inc. — Authorize MOTION: I move to authorize the Mayor to sign the Third Amendment to the Master Services and Purchasing Agreement with Axon Enterprise, Inc., subject to final terms and conditions acceptable to the City Attorney and Police Chief. SUMMARY: The City has a five-year agreement with Axon Enterprise, Inc. that expires in September of 2029. Through that agreement, the police department is equipped with body worn cameras ("BWC"), tasers, a records management system and the associated software. This Third Amendment adds 109 in-car cameras through "Axon Fleet", and adds two BWCs and 25 tasers for corrections officers at the City of Kent Correctional Facility ("CKCF"). Axon Fleet will equip each patrol, Special Operations Unit ("SOU"), and traffic vehicle with an in-car camera system. Each system will have two cameras. One camera will point out the front windshield covering the front of the vehicle, which will be equipped with Automatic License Plate Recognition ("ALPR"). The second camera will be rear-facing and will cover the back seat of the patrol vehicle. All cameras will be updated twice throughout the term of the contract to the most up- to-date version during a scheduled refresh. The corrections officers who transport individuals in the custody of the CKCF are not currently equipped with BWCs. This Third Amendment will provide CKCF with two BWCs to be used for transport purposes. The CKCF also has outdated tasers which are no longer supported by Axon. These outdated tasers will be replaced with 25 TASER 7s, which are the same taser device used by patrol officers. The total annual cost for Axon Fleet each year is $250,088.62, for a total cost through October 2034 of $2,500,866.16. The total cost for two BWCs and 25 tasers at the CKCF, through September 2029 is $91,641.23. BUDGET IMPACT: Total costs under the term of this Third Amendment is $2,592,507.39, which will be paid for utilizing Red-Light Camera revenues. Packet Pg. 266 4.M 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. ATTACHMENTS: 1. Axon 3rd Amendment and Attachments (PDF) Packet Pg. 267 4.M.a AXONThird Amendment to the Master Services and Purchasing Agreement a� N O This Third Amendment ("Amendment") is between Axon Enterprise, Inc. (f/k/a Taser E International, Inc.), a Delaware corporation("Axon"), and the Kent Police Department("Agency"). Q This Amendment is effective as of the last signature date on this Amendment ("Effective Date"). Axon and Agency are each a "Party" and collectively "Parties". a� Axon and Agency are parties to the Master Services and Purchasing Agreement by and between L the Kent Police Department and Axon Enterprise, Inc. dated June 25, 2019 ("Agreement"). c The Parties wish to incorporate further changes into the Agreement in order to expand the scope w of offered products. Specifically, Agency wishes to add Axon Fleet and associated hardware and x services, as well as additional body-worn cameras and tasers to the Agreement. a r The Parties therefore agree to amend the Agreement as follows: 3 r c 1. Add and incorporate Attachment A-Axon Fleet Appendix a� a� 2. Add and incorporate Attachment B - Axon Application Programming Interface Appendix a O 3. Add and incorporate Attachment C - Quote Q-406621-45316.949CN as E 4. Add and incorporate Attachment D - Quote Q-428384-45322.636JJ c d E 5. Add and incorporate Attachment E - Fleet Statement of Work Between Axon Enterprise Q and Agency, dated 6. Amend the Axon Application Programming Interface Appendix to add a new Section 8, Co entitled "Interfaces and Integrations" as follows: Co 8. Interfaces and Integrations. Axon has agreed to build a number of interfaces through which Axon represents that data acquired or developed through Axon E products will be integrated with other Agency systems by either exporting data to, or importing data from, a third-party system used by the Agency. In contracting with Axon through this Amendment, the Agency has relied upon Axon's representations that such interfaces and integrations are able to be successfully developed and utilized, in a form, manner, and content acceptable to the Agency. If at any time the Agency is dissatisfied with any interface or integration used with E Axon data, Axon warrants that it will correct and repair the interface and integration to the Agency's full satisfaction at no additional cost to the Agency. E 7. The Master Services and Purchasing Agreement is currently in effect through M September 30, 2029, and includes an option to extend for subsequent 5-year terms. c Through later contract amendments and statements of work,the Parties have added many x Q additional services and products with varying end dates. This Amendment will align all r products and services to the Agreement expiration date of September 30, 2029, except 0) for Axon Fleet, which is a minimum 10-year commitment and is currently effective through September 2034. Should the Parties extend the Agreement for a 5-year-term in .2 September 2029, the Axon Fleet term and the Agreement will then be aligned. a Packet Pg. 268 4.M.a AXONThird Amendment to the Master Services and Purchasing Agreement N O 8. All other terms and conditions of the Agreement shall remain unchanged and in full force and effect. Q i Each representative identified below declares that the representative is authorized to execute this Amendment as of the date of signature. L Q L d Axon Enterprise, Inc. Agency C w C 0 X a Signature: Signature: r r c m Name- Name: E m a� L a Title: Title: ° r c m E Date: Date: C E Q L r Co I- Co M N r C 4) E t V R Q C R C d E C d E Q L M C O X Q r C d E t V R r a Packet Pg. 269 4.M.a AXONThird Amendment to the Master Services and Purchasing Agreement N •L 0 Attachment A E a Axon Fleet Appendix If Axon Fleet is included on the Quote, this Appendix applies. c ai 1. Agency Responsibilities. L a L 1. Agency must ensure its infrastructure and vehicles adhere to the minimum requirements to operate Axon Fleet 2 or Axon Fleet 3 (collectively, "Axon Fleet") as established by w Axon during the qualifier call and on-site assessment at Agency and in any technical c qualifying questions. If Agency's representations are inaccurate, the Quote is subject to a change. 3 2. Agency is responsible for providing a suitable work area for Axon or Axon third-party providers to install Axon Fleet systems into Agency vehicles. Agency is responsible for making available all vehicles for which installation services were purchased, during the agreed upon onsite installation dates. Failure to make vehicles available may require an equitable adjustment in fees or schedule. a 0 2. Cradlepoint. If Agency purchases Cradlepoint Enterprise Cloud Manager, Agency will comply with Cradlepoint's end user license agreement. The term of the Cradlepoint license may differ E from the Axon Evidence Subscription. If Agency requires Cradlepoint support, Agency will contact Cradlepoint directly. 3. Third-party Installer. Axon will not be liable for the failure of Axon Fleet hardware to operate per specifications if such failure results from installation not performed by, or as directed by Axon. co 4. Wireless Offload Server. 00 n 4.1. License Grant.Axon grants Agency a non-exclusive, royalty-free, worldwide, perpetual license to use Wireless Offload Server("WOS"). "Use" means storing, loading, installing, or executing WOS solely for data communication with Axon Devices for the number of E licenses purchased. The WOS term begins upon the start of the Axon Evidence Subscription. a 4.2. Restrictions.Agency may not: (a) modify, alter, tamper with, repair, or create derivative works of WOS; (b) reverse engineer, disassemble, or decompile WOS, apply any process to derive the source code of WOS, or allow others to do so; (c) access or use WOS to avoid incurring fees or exceeding usage limits; (d) copy WOS in whole or part; (e) use trade secret information contained in WOS; (f) resell, rent, loan or sublicense WOS; (g) access WOS to build a competitive device or service or copy any features, E functions or graphics of WOS; or (h) remove, alter or obscure any confidentiality or -a proprietary rights notices (including copyright and trademark notices) of Axon or Axon's licensors on or within WOS. o x 4.3. Updates. If Agency purchases WOS maintenance, Axon will make updates and error a r corrections to WOS ("WOS Updates") available electronically via the Internet or media as determined by Axon. Agency is responsible for establishing and maintaining E adequate Internet access to receive WOS Updates and maintaining computer equipment necessary for use of WOS. The Quote will detail the maintenance term. a Packet Pg. 270 4.M.a AXONThird Amendment to the Master Services and Purchasing Agreement N O 4.4. WOS Support. Upon request by Axon,Agency will provide Axon with access to Agency's store and forward servers solely for troubleshooting and maintenance. Q i 5. Axon Vehicle Software. c 5.1. License Grant.Axon grants Agency a non-exclusive, royalty-free, worldwide, perpetual license to use ViewXL or Dashboard (collectively, "Axon Vehicle Software".) "Use" Q means storing, loading, installing, or executing Axon Vehicle Software solely for data communication with Axon Devices. The Axon Vehicle Software term begins upon the w start of the Axon Evidence Subscription. _ 0 5.2. Restrictions. Agency may not: (a) modify, alter, tamper with, repair, or create derivative a works of Axon Vehicle Software; (b) reverse engineer, disassemble, or decompile Axon r Vehicle Software, apply any process to derive the source code of Axon Vehicle Software, 3 or allow others to do so; (c) access or use Axon Vehicle Software to avoid incurring fees or exceeding usage limits; (d)copy Axon Vehicle Software in whole or part; (e) use trade E secret information contained in Axon Vehicle Software; (f) resell, rent, loan or sublicense a Axon Vehicle Software; (g) access Axon Vehicle Software to build a competitive device or service or copy any features, functions or graphics of Axon Vehicle Software; or (h) o remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon's licensors on or within Axon Vehicle Software. as 6. Acceptance Checklist. If Axon provides services to Agency pursuant to any statement of E work in connection with Axon Fleet, within thirty (30) days of the date on which Agency retrieves Agency's vehicle(s) from the Axon installer, said vehicle having been installed and configured with tested and fully and properly operational in-car hardware and software identified above, Agency will receive a Professional Services Acceptance Checklist, in a form co substantially similar to Exhibit 1 to this Appendix, to submit to Axon indicating acceptance or co denial of said deliverables. r 7. Axon Fleet Upgrade. If Agency has no outstanding payment obligations and has purchased a the "Fleet Technology Assurance Plan" (Fleet TAP), Axon will provide Agency with the same or like model of Fleet hardware ("Axon Fleet Upgrade") as scheduled on the Quote. 7.1. If Agency would like to change models for the Axon Fleet Upgrade, Agency must pay a the difference between the MSRP for the offered Axon Fleet Upgrade and the MSRP for the model desired. The MSRP is the MSRP in effect at the time of the upgrade. Agency is responsible for the removal of previously installed hardware and installation of the E Axon Fleet Upgrade. c a� 7.2. Within thirty (30) days of receiving the Axon Fleet Upgrade, Agency must return the E original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon, including serial numbers of the destroyed Axon Devices. If Agency M does not destroy or return the Axon Devices to Axon, Axon will deactivate the serial c numbers for the Axon Devices received by Agency. Q r c a� E r a Packet Pg. 271 4.M.a L� AXON Third Amendment to the Master Services and Purchasing Agreement N O L 3 a 'L Q L d W O X a r r Exhibit 1 E a� a� Professional Services Acceptance Checklist a O See Next Page r c as E c as E Q L r co I- co M N r C E t V R Q C R C d E C d E Q L M C O X Q r C d E t V R r a Packet Pg. 272 4.M.a All, 2024 Professional Services Acceptance Checklist AXON N By signing this Acceptance Checklist, I accept the system as operational and meets the o requirements as specified in the contract and agree that Axon's Professional Services Organization completed the following services, according to the Master Services and Purchasing Agreement: Q i ❑ Axon Full Service Package = ❑ Axon Starter Package n CEW Full Service Package ❑ CEW Starter Package w ❑ Axon 1-Day Service x ❑ a Virtual Bodycam Starter Package ❑ Signal Sidearm - ❑ On-site Service ❑ Virtual Service ❑ Standard Fleet Installation - of Vehicles Completed E ❑ Additional Custom Fleet Trigger and Installation - of Vehicle Completed ❑ Fleet Train Installer or Installation Facility- of Trainings Completed o ❑ Signal Install - of Vehicles Installed ❑ Signal Train Installer or Installation Facility- of ❑ Fleet 1 to Fleet 2 Conversion - of Vehicles Completed E ❑ Wi-Fi Offload Wireless Access Point Integration (05 Concurrent) T Wi-Fi Offload Wireless Access Point Integration (25 Concurrent) co ❑ Wi-Fi Development Services 1-1 00 ❑ Standard Interview Room Installation - of Rooms Completed ❑ VR 1-Day Service E ❑ Axon Air-70n-site Service ❑ Virtual Service ❑ Other a c Date Services were Completed on: a E day of 20 m Today's Date: E day of 20 M c 0 x Signature: a r c Agency Name: E Printed Name: Title: a Phone: Email: Packet Pg. 273 4.M.a ,Third Amendment to the Master AXON Services and Purchasing Agreement F N L 0 Attachment B a Axon Application Programming Interface Appendix This Appendix applies if Axon's API Services are included on the Quote. 1. Definitions. y L CL 1.1. "API Client"means the software that acts as the interface between Agency's computer and the server, which is already developed or to be developed by Agency. w 1.2. "API Interface"means software implemented by Agency to configure Agency's independent API Client c Software to operate in conjunction with the API Service for Agency's authorized Use. 0 Q 1.3. "Axon Evidence PartnerAPl,AN or Axon API"(collectively"API Service")means Axon's API which t provides a programmatic means to access data in Agency's Axon Evidence account or integrate 3 Agency's Axon Evidence account with other systems. m 1.4. "Use" means any operation on Agency's data enabled by the supported API functionality. E m 2. Purpose and License. ;v a� 2.1. Agency may use API Service and data made available through API Service, in connection with an API Q Client developed by Agency.Axon may monitor Agency's use of API Service to ensure quality, improve ° Axon devices and services, and verify compliance with this Agreement.Agency agrees to not interfere with such monitoring or obscure from Axon Agency's use of API Service. Agency will not use API E Service for commercial use. c m 2.2. Axon grants Agency a non-exclusive, non-transferable, non-sublicensable, worldwide, revocable right E and license during the Term to use API Service, solely for Agency's Use in connection with Agency's Q API Client. T L 2.3. Axon reserves the right to set limitations on Agency's use of the API Service, such as a quota on operations, to ensure stability and availability of Axon's API. Axon will use reasonable efforts to co accommodate use beyond the designated limits. r- M 3. Configuration. Agency will work independently to configure Agency's API Client with API Service for Agency's applicable Use. Agency will be required to provide certain information (such as identification or contact details) as part of the registration. Registration information provided to Axon must be accurate. E Agency will inform Axon promptly of any updates. Upon Agency's registration, Axon will provide documentation outlining API Service information. 4. Agency Responsibilities. When using API Service,Agency and its end users may not: Q 4.1. use API Service in any way other than as expressly permitted under this Agreement; R 4.2. use in any way that results in, or could result in, any security breach to Axon; m 4.3. perform an action with the intent of introducing any viruses, worms, defect, Trojan horses, malware, or any items of a destructive nature to Axon Devices and Services; 4.4. interfere with, modify, disrupt or disable features or functionality of API Service or the servers or Q networks providing API Service; -a M 4.5. reverse engineer, decompile, disassemble, or translate or attempt to extract the source code from API c Service or any related software; 0 Q 4.6. create an API Interface that functions substantially the same as API Service and offer it for use by third parties; 4.7. provide use of API Service on a service bureau, rental or managed services basis or permit other individuals or entities to create links to API Service; 4.8. frame or mirror API Service on any other server, or wireless or Internet-based device; Q 4.9. make available to a third-party, any token, key, password or other login credentials to API Service; Packet Pg. 274 4.M.a AXON Third Amendment to the Master Services and Purchasing Agreement N O 4.10. take any action or inaction resulting in illegal, unauthorized or improper purposes; or 4.11. disclose Axon's API manual, unless required by state law or court order. Q 5. API Content.All content related to API Service, other than Agency Content or Agency's API Client content, ci is considered Axon's API Content, including: ai 5.1. the design, structure and naming of API Service fields in all responses and requests; 0 L CL 5.2. the resources available within API Service for which Agency takes actions on, such as evidence, L cases, users, or reports; w 5.3. the structure of and relationship of API Service resources; and c 0 5.4. the design of API Service, in any part or as a whole. Q 6. Prohibitions on API Content. Neither Agency nor its end users will use API content returned from the API � Interface to: r c 6.1. scrape, build databases,or otherwise create permanent copies of such content,or keep cached copies longer than permitted by the cache header; m a� 6.2. copy,translate, modify,create a derivative work of,sell, lease, lend,convey,distribute,publicly display, Q or sublicense to any third-party; O 6.3. misrepresent the source or ownership; or m 6.4. remove, alter, or obscure any confidentiality or proprietary rights notices (including copyright and E trademark notices). m 7. API Updates. Axon may update or modify the API Service from time to time ("API Update"). Agency is E required to implement and use the most current version of API Service and to make any applicable changes Q to Agency's API Client required as a result of such API Update. API Updates may adversely affect how Agency's API Client access or communicate with API Service or the API Interface. Each API Client must H contain means for Agency to update API Client to the most current version of API Service.Axon will provide co support for one(1)year following the release of an API Update for all depreciated API Service versions. Iti co M N r C E t V R Q C R C d E C d E Q L M C O X Q r C d E t V R r a Packet Pg. 275 4.M.a Third Amendment to the Master _ AXONServices and Purchasing Agreement N O ATTACHMENT C a QUOTE Q-406621-45316.949CN (Axon Fleet) ci See Next Page a� 'L Q L d W O X a r r L a O r c m E c m E Q L r 00 I- co M N r C E t V R Q C R C d E C d E Q L M C O X Q r C d E t V R r a Packet Pg. 276 4.M.a Axon Enterprise,Inc. Q-406621-45316.949CN 17800 N 85th St. Scottsdale,Arizona 85255 Issued:01/25/2024 c United States VAT:86-0741227 Quote Expiration:0212912024 Q Domestic:(800)978-2737 _ r 0 , Estimated Contract Start DatInternational:+1.800.978.2737 3 Account Number:106698 +, Payment Terms:N30 aa) Delivery Method: E m L SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT a — p r Kent Police Dept.-WA Kent Police Dept.-WA 220 4th Ave S 220 4th Ave S Chris Neubeck Eric Hemmen aD Kent, Kent Phone:+16027080074 Phone:253-856-5837 E WA WA Email:cneubeck@axon.com Email:ehemmen@kentwa.gov � 98032-5838 98032-5838 Fax:(480)658-0629 Fax:(253)856-6803 aD USA USA E Email: L_ I— 00 00 M N C a) Quote Summary Discount Summary r r a Program Length 120 Months Average Savings Per Year $100,716.00 TOTAL COST $2,271,464.40 ESTIMATED TOTAL WI TAX $2,500,886.16 TOTAL SAVINGS $1,007,160.00 E c as E a Payment Summary -� M C Date Subtotal Tax Total x Oct 2024 $227,146.44 $22,942.18 $250,088.62 a Oct 2025 $227,146.44 $22,942.18 $250,088.62 Oct 2026 $227,146.44 $22,942.18 $250,088.62 Oct 2027 $227,146.44 $22,942.18 $250,088.62 t Oct 2028 $227,146.44 $22,942,18 $250,088.62 UM Oct 2029 $227,146.44 $22,942.18 $250088.62 Oct 2030 $227,146.44 $22,942,18 $250:088.62 a Pagel Q-406621-45316. Packet Pg. 277 4.M.a Payment Summary Date Subtotal Tax Total x Oct 2031 $227,146.44 $22,942.18 $250,088.62 Q Oct 2032 $227,146.44 $22,942.1 B $250,088.62 M Oct 2033 $227,146.44 $22.942.14 $250,088.58 '3 Total $2,271.464.40 $229,421.76 $2,500,886,16 a� E a� m L Q O E C E Q L_ 00 00 M N C d E M V fC r r Q C fd C E C E Q L M C O x Q r.+ C d E M V r r� Q Page 2 0.40662145316. Packet Pg. 278 4.M.a Quote Unbundled Price: $3,278,624.40 Quote List Price: $3,253,772A Quote Subtotal: $2,271,464.40 0 x Q Pricing 3 All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Tot: E Program L FleetWOYr Fleet 3 Advanced 10 Year 109 120 $250,43 $248.53 $173.43 $2,268.464,40 $229,118.76 $2,497.583.1 Q A la Carte Services 0 r 100159 AXON FLEET 3-SERVICES•ALP API INTEGRATION 1 $3.000.00 $3,000M $3,000.00 $303.00 $3,3031 c Total $2,271,464.40 $229,421.76 $2,500,886.1 E c aD E Q L_ 00 00 M N C d E M V fC r r Q C fd C E C E Q L M C O x Q r.+ C d E M V r r� Q Page 3 Q-40662145316.jAft111j Packet Pg. 279 4.M.a c O x Delivery Schedule _Hardware 3 Bundle _ Item Description CITY Estimated Delivery Date Fleet 3 Advanced 10 Year 70112 AXON SIGNAL-SIGNAL UNIT 109 10/01/2024 E Fleet 3 Advanced 10 Year 72036 AXON FLEET 3-STANDARD 2 CAMERA KIT 109 10/01/2024 L Reet3 Advanced 10 Year 72036 AXON FLEET 3-STANDARD 2 CAMERA KIT 3 10/01/2024 Q Fleet 3 Advanced 10 Year 72040 AXON FLEET-TAP REFRESH 1-2 CAMERA KIT 109 10/01/2029 Fleet 3 Advanced 10 Year 72040 AXON FLEET-TAP REFRESH 1-2 CAMERA KIT 3 10/01/2029 O r Fleet 3 Advanced 10 Year 100092 AXON FLEET-TAP REFRESH 2-2 CAMERA KIT 109 10/01/2034 Fleet 3 Advanced 10 Year loom AXON FLEET-TAP REFRESH 2-2 CAMERA KIT _ _ 3 10/01/2034 C Software Bundle. Item Description CITY Estimated Start Date Estimated End Date Q Fleet 3 Advanced 10 Year 80400 AXON EVIDENCE-FLEET VEHICLE LICENSE 109 11/01/2024 10/31/2034 -a Fleet 3 Advanced 10 Year 80401 AXON FLEET 3-ALPR LICENSE-1 CAMERA 109 111011202.4 10/31/2034 Flee[3 Advanced 10 Year 80402 AXON RESPOND-LICENSE-FLEET 3 109 11/01/2024 1013112034 H Fleet 3 Advanced 10 Year 80410 AXON EVIDENCE-STORAGE-FLEET 1 CAMERA UNLIMITED 218 11/01/2024 10/31/2034 00 - 00 M Services _ Bundle Item Description CITY c Fleet 3 Advanced 10 Year 73391 AXON FLEET 3-DEPLOYMENT(PER VEHICLE) 109 O Fleet 3 Advanced 10 Year 73392 AXON FLEET 3-INSTALLATION-UPGRADE(PER VEHICLE) _ 109 A la Carte 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 U r r Q Warranties _ Bundle Item Description 1 QTY Estimated Start Date Estimated End Date f° Fleet 3 Advanced 10 Year 80379 AXON SIGNAL-EXT WARRANTY-SIGNAL UNIT 109 11101/2024 10/3112034 Fleet 3 Advanced 10 Year 80495 AXON FLEET 3-EXT WARRANTY-2 CAMERA KIT 109 10/01/2025 10/31/2034 E Fleet 3 Advanced 10 Year 80495 AXON FLEET 3-EXT WARRANTY-2 CAMERA KIT 3 10/01/2025 10131/2034 C a� E Q L M C O x Q r.+ C d E t V r r� Q Page 4 0-406621-45316. Packet Pg. 280 4.M.a Payment Details - - - 0 Oct 2024 a Invoice Plan _ Item Description _ Qty Subtotal Tax Total Year 1 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300.00 S30.30 $330.30 .3 Year 1 Fleet3A10Yr Fleet 3 Advanced 10 Year 109 $226,846.44 $22,911.88 $249,758.32 Total _ $227,146.44 $22,942.18 $250,088.62 Oct 2025 Invoice Plan ltem=— Qescrtption —9!Y Subtotal Tax Total a Year 2 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300.00 _ $30.30 S330.30 Year 2 Fleet3A10Yr Fleet 3 Advanced 10 Year 109 $226,846.44 $22,911.88 S249,758.32 c Total - $227,146.44 $22,942.18 $250,089.62 E Oct 2026 E E Invoice Plan Item _ Description - _ llty Subtotal Tax Total Q Year 3 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300.00 $30.30 $330.30 -a Year 3 Fleet3A10Yr Fleet 3 Advanced 10 Year 109 $226,846.44 $22,911.88 $249,758-32 t Total $227,146.44 $22,942.18 $250,088.62 ~ Co ti 00 Oct 2027 M Invoice Plan Item Description Subtotal_ _ Tax Total N Year 4 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300.00 $30.30 $330.30 c Year 4 Fleet3A10Yr Fleet 3 Advanced 10 Year 109 $226,846.44 $22,911.88 $249,758.32 °D Total - - - — —-- --- $227,146.44 $22,942.18 $25%088.62 r r Oct 2028 a Invoice Plan Item_ Description _ Q Subtotal Tax Total Year 5 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300-00 $30.30 $330.30 `c r Year 5 Fleet3A10Yr Fleet 3 Advanced 10 Year 109 $226,846.44 $22,911.88 $249,758.32 = a� Total $227,146.44 $22,942.18 $250,088.62 E c Oct 2029 E Invoice Plan Item _ Description — Qty Subtotal Tax Total a Year 6 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300.00 $30.30 S330.30 M Year 6 Fleet3A10Yr Fleet 3 Advanced 10 Year 109 $226,846.44 S22.911.88 5249,758.32 Total — -—_ $227,146.44 $22,942.18 $250,088.62 ---- X Oct 2030 = aD Invoice Plan Item Description City Subtotal Tax Totai E Year 7 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300.00 S30.30 $330,30 Year 7 Fleet3A10Yr Fleet 3 Advanced 10 Year 109 $226,846.44 _$2_2�911.88 $249,758.32 Total $227,146.44 $22,942.18 $250,088.62 Q Page 5 Q-406621-45316. Packet Pg. 281 4.M.a Oct 2031 ` Invoice Plan Item description Qty Subtotal Tax Total Year 8 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300-00 $30.30 $330.30 Year 8 Fleet3A10Yr _ Fleet 3 Advanced 10 Year __ 1.09 $226,846.44 _ _ $22,911.88 $249,758.32 Q Total _ $227,146.44 $22,942.18 $250,088.62 3 Oct 2032 Invoice Plan Item description Qty Subtotal Tax Total E Year 9 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300.00 $30.30 $330.30 aa) Year 9 Fleet3A10Yr Fleet 3 Advanced 10 Year 109 $226,846.44 $22,911.88 $249,758.32 Total $227,146.44 $22,942.18 $250,088.62 Q O r Oct 2033 a� Invoice Plan Item description Qty Subtotal Tax Total E Year 10 100159 AXON FLEET 3-SERVICES-ALPR API INTEGRATION 1 $300.00 $30.30 $330.30 Year 10 Fleet3A10Yr Fleet 3 Advanced 10 Year 109 $226,846.44 $22.911.84 $249,758.28 aD Total $227,146A4 $22,942.14 $250,088.58 E Q L_ 00 00 M N C d E M V fC r r Q C fd C E C E Q E L M C O X Q r-+ C d E M V r r� Q Page 6 0-406621-45316. Packet Pg. 282 4.M.a c 0 x Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit a prior to invoicing. �= 3 r c a� E a Standard Terms and Conditions a 0 Axon Enterprise Inc. Sales Terms and Conditions E Axon Master Services and Purchasing Agreement: a This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon's Master Services and Purchasing Agreement (posted at www.axon.com/legal/sales-terms-and-conditions3, as well as the attached Statement of Work(SOW)for Axon Fleet and/or Axon Interview Room purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the I- extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below. ACEIP: 0 r r The Axon Customer Experience Improvement Program Appendix, which includes the sharing of de-identified segments of Agency Content with Axon to develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions), is incorporated herein by reference. By signing below, you agree to the terms of the Axon Customer Experience Improvement Program. E Acceptance of Terms: E Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity(including but not limited to the company, municipality, or government agency M for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote. x a E r a Page 7 Q-406621-45316.QAn Packet Pg. 283 4.M.a C O x Q Signature Date Signed �3 c as E 1/25/2024 L Q O C O E C O E Q L_ 00 00 M N C d E t V fC r r Q C fd C a) E m C O E Q L M C O x Q r.+ C d E t V r r� Q Page 8 Q-406621.45316. Packet Pg. 284 4.M.a Third Amendment to the Master _ AXONServices and Purchasing Agreement F N O ATTACHMENT D a QUOTE Q-428384-45322.636JJ (Corrections BWC & Tasers) i ci See Next Page as N �L Q L d W O X Q 3 r c m E m as L Q O r c� E E Q L r co 00 M N C N E t V R Q C R C d E C d E Q L M C O K Q r C O E t v cC Q Packet Pg. 285 4.M.a Axon Enterprise,Inc. 17800 N 85th St. Q�28384�5322.636JJ Scottsdale,Arizona 8525501/31/2024 United States 0 VAT:86-0741227 Quote Expiration:02115/2024 Q Domestic:(800)978-2737 International:+1.800.978.2737 Estimated Contract Start Date:04/0112024 Account Number:495291 + C Payment Terms:N30 E Delivery Method: 0 d L $HIP To BILL TO SALES REPRESENTATIVE PRIMARY CONTACT a 0 r Kent City Jail-WA Kent City Jail-WA 1230 Central Ave S 1230 CENTRAL AVE Zach Austin Michael Anderson aD Kent, KENT Phone: Phone:(253)856-5960 E WA WA Email:zaustin@axon.com Email:manderson@kentwa.gov c 98032-7426 98032 Fax: Fax: USA USA a Email: L_ 00 00 M V7 C d E Quote Summary Discount Summary r r a Program Length 66 Months Average Savings Per Year $3,117.14 �a TOTAL COST $83,234.11 TOTAL SAVINGS $17,14426 ESTIMATED TOTAL WI TAX $91,641.23 . E c as E a Payment Summary E. M _ C Date Subtotal Tax Total x Mar2024 $11,721.45 $1,183.91 $12.905.36 a Sep2024 $13,203.18 $1,333.60 $14,536.78 c Sep 2025 $13,731.30 $1,386.95 $15.118.25 E Sep 2026 $14,280,55 $1,442.45 $15723.00 Sep 2027 $14.851.78 $1,500.10 $16:351.88 �a Sep 2028 $15,445.85 $1,560.11 $17,005.96 Q Total $83,234.11 $8,407.12 $91,641.23 Page 1 Q-428384-45322. Packet Pg. 286 4.M.a Quote Unbundled Price: $100,378.37 Quote List Price: $101,269.37 Quote Subtotal: $83,234.11 x a Pricing 3 All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Tot E Program L T76asic TASER 7 Basic Bundle 25 66 $48.79 S49.33 S39M $65.670,00 $6,633.15 $72.303.1 Q A la Carte Hardware r 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 25 $40-25 $38.95 $973,75 $98.34 $1,0721 � 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 25 $40.25 $38.95 $973.75 $98.34 $1,0721 29050 AXON TASER-HOOK-AND-LOOP TRAINING(HALT)SUIT 2 $889-46 $828.12 $1,656.24 $167.29 $1,82V E 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 75 S40.25 $38.95 $2,921-25 $295.05 $3,216.: r i a 2217fi AXON TASER 7-CARTRIDGE LIVE CLOSE(]DART{12 75 $40.25 $38.95 $2,921.25 $295.05 $3,216.: E DEGREE)NS a 22177 AXON TASER 7•CARTRIDGE•HALT STANDOFF NS 75 $40.25 $38.95 $2,921,25 $295-05 $3.216 AB3C A83 Camera Bundle 2 $789.00 $789,00 $1,578.00 $159.37 $1,737 •L AB3MBD AB3 Mu[I!Bay Dark Bundle 2 $1,638-90 $1,638,90 $3,277.80 $331.06 $3,608.F A la Carte Software BasicLicense Basic License Bundle 2 66 $16A5 $2.58 $340.82 $34.42 $375-i � Total $83,234.11 $8,407.12 $91,641.2 E M a E E a L M C O X a r•+ C d E M V r r� a Page 2 Q-428384-45322. Packet Pg. 287 4.M.a c 0 x Delivery Schedule Hardware _ 3 Bundle Item Description CITY Estimated Delivery Date AB3 Camera Bundle 11534 AXON BODY-CABLE-USB-C TO USB-A(AB3 OR FLEX 2) _ _3_ 03101/2024 E AB3 Camera Bundle 73202 AXON BODY 3-CAMERA-NA10 US BILK RAPIDLOCK 2 03/01/2024 y AB3 Camera Bundle 74021 AXON BODY-MOUNT-MAGNET THICK OUTERWEAR RAPIDLOCK 3 03/01/2024 AB3 Multi Bay Dock Bundle 70033 AXON-DOCK WALL MOUNT-BRACKET ASSY 2 03/01/2024 Q A133 Multi Bay Dock Bundle 71019 AXON BODY-DOCK POWERCORD-NORTH AMERICA 2 03/01/2024 r AB3 Multi Bay Dock Bundle 74210 AXON BODY 3-DOCK-EIGHT BAY 2 0310112024 TASER 7 Basic Bundle 20008 AXON TASER 7-HANDLE.HIGH VIS GRN LASER CLASS 3R YLW 25 03/01/2024 a� TASER 7 Basic Bundle 20018 AXON TASER- BATTERY PACK-TACTICAL 30 03/01/2024 E TASER 7 Basic Bundle 20160 AXON TASER 7-HOLSTER-SAFARILAND RH+CART CARRIER 25 03/0112024 TASER 7 Basic Bundle 70033 AXON-DOCK WALL MOUNT-BRACKET ASSY 1 _ 03/01/2024 TASER 7 Basic Bundle 71019 AXON BODY-DOCK POWERCORO-NORTH AMERICA 1 03/01/2024 E TASER 7 Basic Bundle 74200 AXON TASER-DOCK-SIX BAY PLUS CORE 1 03/01/2024 Q TASER 7 Basir Bundle 80087 AXON TASER-TARGET-CONDUCTIVE PROFESSIONAL RUGGEDIZED 1 03/01/2024 : TASER 7 Basic Bundle 80090 AXON TASER-TARGET FRAME-PROFESSIONAL 27.5 IN X 75 IN 1 03/01/2024 H A la Carte 20050 AXON TASER-HOOK-AND-LOOP TRAINING(HALT)SUIT _ 2 03/0112024 A is Carte 22176 AXON TASER 7-CARTRIDGE-LIVE CLOSE QUART(12-DEGREE)NS 75 03/0112024 00 A la Carte 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 25 03/0112024 M A la Carte 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 75 03101/2024 C A la Carte 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 25 03101QO24 to A la Carte 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 75 03/01/2024 E t Software M Bundle Item Description QTY Estimated Start Date Estimated End Date Basic License Bundle 73683 AXON EVIDENCE-STORAGE-10GB A LA CARTE 2 04/01/2024 09/30/2029 Basic License Bundle 73840 AXON EVIDENCE-ECOM LICENSE-BASIC 2 04/01/2024 09130/2029 TASER 7 Basic Bundle 20248 AXON TASER-EVIDENCE.COM LICENSE 25 04/0112024 09/30/2029 +, TASER 7 Basic Bundle 20248 AXON TASER-EVIDENCE.COM LICENSE 1 04/01/2024 09/3012029 E C E Warranties Q Bundle Item Description CITY Estimated Start Date Estimated End Date M TASER 7 Basic Bundle 80374 AXON TASER 7-EXT WARRANTY-BATTERY PACK 30 03/0112025 09/30/2029 TASER 7 Basic Bundle 80395 AXON TASER 7-EXT WARRANTY-HANDLE 25 03/0112025 0913N029 0 TASER 7 Basic Bundle _ _ _ 80396 AXON TASER 7-EXT WARRANTY-DOCK SIX BAY 1 03/01/2025 09130/2029 Q c a� E t U r Q Page 3 Q-428384-45322. Packet Pg. 288 4.M.a Payment Details 0 Mar 2024 _ X Invoice Plan Item Description _ Qty Subtotal Tax Total Co-Term 20050 AXON TASER-HOOK-AND-LOOP TRAINING(HALT)SUIT 2 $145.08 $14.65 $159.73 3 Cc-Term 22176 AXON TASER 7-CARTRIDGE-LIVE CLOSE QUART(12-DEGREE)NS 75 $255.89 $25.85 $281.74 Co-Term 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 25 $85.30 _ _ $8.61 $93.91 a� Co-Term 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 75 $255.89 $25.85 $281.74 E Co-Term 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 25 $85.30 $8.61 $93.91 Co-Term 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS T5 $255.89 $25.85 $281.74 Q Co-Term BasicLicense Basic License Bundle _ 2 $29.85 $3.02 $32.87 0 Co-Term T713asic TASER 7 Basic Bundle 25 $5,752.45 $581.04 $6,333.49 y Upfront Hardware A831C AB3 Camera Bundle 2 $1,578.00 $159.37 $1,737.37 Upfront Hardware AB3MBD AB3 Multi Bay Dock Bundle 2 $3,277.80 $331.06 $3,608.86 E Total $11,721.45 $1,183.91 $12,905.36 m E Sep 2024 a Invoice Plan Item Description Qty Subtotal _Ta_x Total Year 6 20050 AXON TASER-HOOK-AND-LOOP TRAINING(HALT)SUIT 2 $279.00 $28.18 $307.18 Year 6 22176 AXON TASER 7-CARTRIDGE-LIVE CLOSE QUART(12-DEGREE)NS 75 $492.10 $49.70 $541.80 Year 6 _ 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 25 $164.03 $16.57 $180,60 1- Year 6 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 75 $492.10 $49.70 $541.80 Year 6 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 25 $164.03 $16.57 $180.60 N Year 6 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 75 $492.10 $49.70 $541.80 Year 6 BasicLicense Basic License Bundle 2 $57.41 $5.80 $63.21 0 Year6 _ T7Basic TASER 7 Basic Bundle _ 2_5 $11,062.41 $1,117.38 $12,179.79 = Total T $13,203.18 $1,333.60 $14,536.78 r Q Sep 2025 Invoice Plan Item Description _ Qty_ Subtotal Tax Total r Year 7 20050 AXON TASER-HOOK-AND-LOOP TRAINING(HALT)SUIT 2 $290.16 $29.31 $319.47 Year 7 22176 AXON TASER 7-CARTRIDGE-LIVE CLOSE QUART(12-DEGREE)NS 75 $511.78 $51.69 $563.47 E Year 7 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 25 $170.59 $17.23 $187.82 -0 Year 7 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 75 $511.78 $51.69 $563.47 Year 7 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS _ 25 $170.59 $17.23 $187.82 E Year 7 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS _ 75 $511.78 $51.69 S563.47 Year 7 BasicLicense Basic License Bundle 2 $59.71 56.03 $65.74 M Year 7 T7Basic TASER 7 Basic Bundle _ 25 $11,504.91 $1.162.08 $12,866,99 0 Total $13,731.30 $1,386.95 $15,118.25 Q Sep 2026 Invoice_ Plan Item Description Qty Subtotal Tax Total E Year 8 20050 AXON TASER-HOOK-AND-LOOP TRAINING(HALT)SUIT 2 $301.77 $30.48 $332.25 u Year 8 22176 AXON TASER 7-CARTRIDGE-LIVE CLOSE QUART(12-DEGREE)NS 75 $53225 $53.76 $586,01 Year 8 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 25 $177.42 $17.92 $195.34 Q Year 8 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 75 $532.25 $53.76 $586-01 Page 4 Q-428384-45322. Packet Pg. 289 4.M.a Sep 2026 Invoice Plan Item Descri ion Qty Subtotal Tax Total Year 8 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 25 $177.42 $17.92 $195.34 0 Year 8 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 75 $532.25 $53.76 $586.01 Q Year 8 BasicLicense Basic License Bundle 2 $62.10 $6,27 $68.37 Year 8 T713asic TASER 7 Basic Bundle 25 $11,965.09 $1.208.58 $13,173.67 ' Total 514,290.55 $1,442.45 $15,723.00 3 Sep 2027 0 Invoice Plan Item Description _ Qty _ Subtotal _ Tax Total Year 9 20050 AXON TASER-HOOK-AND-LOOP TRAINING(HALT)SUIT 2 $313.84 $31.70 $345.54 Q Year 9 22176 AXON TASER 7-CARTRIDGE-LIVE CLOSE QUART(12-DEGREE)NS 75 $553.54 $55.91 $609.45 o Year 9 - 22177 _ AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 25 $184.51 $18.63 $203.14 Year 9 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 75 $553.54 $55.91 $609.45 E Year 9 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 25 $184.51 $18.63 $2013.14 E Year 9 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 75 $553.54 $55.91 $609,45 as Year 9 BasicLicense Basic License Bundle 2 S64.58 $6.52 $71.10 E Year 9 _T713asic TASER 7 Basic Bundle 25 $12,443.72 $1,256.89 $13,700.6_1 Q Total $14,851.78 $1,500.10 $16,351.88 Sep 2028 00 Invoice Plan Item Description My Subtotal Tax Total � Year 10 20050 AXON TASER-HOOK-AND-LOOP TRAINING(HALT)SUIT 2 $326.39 $32.97 $359.36 Year 10 22176 AXON TASER 7-CARTRIDGE-LIVE CLOSE QUART(12-DEGREE)NS 75 $575.68 $58.14 $633.82 N Year 10 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 25 $191.89 $19.38 $211.27 c Year 10 22177 AXON TASER 7-CARTRIDGE-HALT STANDOFF NS 75 $575.68 $58.14 $633.82 Year 10 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE QUART NS 25 $191.89 $19.38 $211.27 m Year 10 _ 22178 AXON TASER 7-CARTRIDGE-HALT CLOSE_QUART NS 75 $575.68 $58.14 $633.82 �g Year 10 BasicLicense Basic License Bundle 2 $67.16 $6.78 $73.94 Q Year 10 T713asic TASER 7 Basic Bundle 25 $12,941.48 $1.307.19 $14,248.66 Total - - - - - - - - $15,445.85 $115".11 $17,005.96 c a� E c a� E Q E. E. M C O X Q r.+ C d E t V r r� Q Page 5 Q-428384-45322. Packet Pg. 290 4.M.a c 0 x Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit a prior to invoicing. 3 r c a� E a Standard Terms and Conditions a 0 r c Axon Enterprise Inc. Sales Terms and Conditions E Axon Master Services and Purchasing Agreement: a This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon's Master Services and Purchasing Agreement (posted at www.axon.com/legal/sales-terms-and-conditions), as well as the attached Statement of Work(SOW)for Axon Fleet and/or Axon Interview Room purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the co extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below. W ACEIP: r r The Axon Customer Experience Improvement Program Appendix, which includes the sharing of de-identified segments of Agency Content with Axon to < develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions), is incorporated herein by reference. By signing below, you agree to the terms of the Axon Customer Experience Improvement Program. E Acceptance of Terms: E Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity(including but not limited to the company, municipality, or government agency M for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote. 0 a E r a Page 6 0-428384-45322. Packet Pg. 291 4.M.a C O x Q Signature Date Signed �3 c as E 1/31/2024 L Q O C O E C E Q L_ 00 00 M N C d E t V fC r r Q C fd C a) E m C O E Q L M C O x Q r.+ C d E t V r r� Q Page 7 0-428384-45322 Packet Pg. 292 4.M.a Third Amendment to the Master AXON Services and Purchasing Agreement N O ATTACHMENT E a FLEET STATEMENT OF WORK ci See Next Page a� 'L Q L d W O X a r r L a O r c m E c m E Q L r 00 I- co M N r C E t V R Q C R C d E C d E Q i M C O X Q r C d E t V R r a Packet Pg. 293 4.M.a c 0 FLEET STATEMENT OF WORK BETWEEN AXON ENTERPRISE AND AGENCY a 3 r Introduction E This Statement of Work("SOW") has been made and entered into by and between Axon Enterprise, Inc. ("AXON"), and Kent Police Dept. -WA the("AGENCY") i for the purchase of the Axon Fleet in-car video solution ("FLEET")and its supporting information,services and training. (AXON Technical Project Manager/The a AXON installer) 0 c a� E Purpose and Intent E AGENCY states, and AXON understands and agrees,that Agency's purpose and intent for entering into this SOW is for the AGENCY to obtain from AXON Q deliverables, which used solely in conjunction with AGENCY's existing systems and equipment, which AGENCY specifically agrees to purchase or provide pursuant to the terms of this SOW. co ti 00 M Acceptance c Upon completion of the services outlined in this SOW,AGENCY will be provided a professional services acceptance form("Acceptance Form").AGENCY will sign E the Acceptance Form acknowledging that services have been completed in substantial conformance with this SOW and the Agreement. If AGENCY reasonably believes AXON did not complete the professional services in conformance with this SOW, AGENCY must notify AXON in writing of the specific reasons within thirty r (30)calendar days from delivery of the Acceptance Form. AXON will remedy the issues to conform with this SOW and re-present the Acceptance Form for signature. If AXON does not receive the signed Acceptance Form or written notification of the reasons for rejection within thirty(30)calendar days of the delivery of the Acceptance Form,AGENCY will be deemed to have accepted the services in accordance to this SOW. E c a� Force Majeure E Neither party hereto shall be liable for delays or failure to perform with respect to this SOW due to causes beyond the parry's reasonable control and not avoidable by diligence. 0 x Q Schedule Change E Each party shall notify the other as soon as possible regarding any changes to agreed upon dates and times of Axon Fleet in-car Solution installation to be performed pursuant of this Statement of Work. Q 1 Packet Pg. 294 4.M.a c 0 x Axon Fleet Deliverables a Typically,within (30)days of receiving this fully executed SOW, an AXON Technical Project Manager will deliver to AGENCY's primary point of contact via 3 electronic media, controlled documentation, guides, instructions and videos followed by available dates for the initial project review and customer readiness validation. Unless otherwise agreed upon by AXON,AGENCY may print and reproduce said documents for use by its employees only. L a 0 Security Clearance and Access aD Upon AGENCY's request,AXON will provide the AGENCY a list of AXON employees, agents, installers or representatives which require access to the AGENCY's E facilities in order to perform Work pursuant of this Statement of Work. AXON will ensure that each employee, agent or representative has been informed or and a consented to a criminal background investigation by AGENCY for the purposes of being allowed access to AGENCY's facilities. AGENCY is responsible for E a providing AXON with all required instructions and documentation accompanying the security background check's requirements. -E 00 Training o AXON will provide training applicable to Axon Evidence,Cradlepoint NetCloud Manager and Axon Fleet application in a train-the-trainer style method unless otherwise agreed upon between the AGENCY and AXON. U �a r r Local Computer a AGENCY is responsible for providing a mobile data computer(MDC)with the same software, hardware, and configuration that AGENCY personnel will use with the AXON system being installed.AGENCY is responsible for making certain that any and all security settings(port openings,firewall settings, antivirus software, virtual private network, routing, etc.)are made prior to the installation, configuration and testing of the aforementioned deliverables. E c as E a NetworkE. -a M AGENCY is responsible for making certain that any and all network(s) route traffic to appropriate endpoints and AXON is not liable for network breach, data c interception,or loss of data due to misconfigured firewall settings or virus infection,except to the extent that such virus or infection is caused, in whole or in part, Q by defects in the deliverables. as E t U 0 r a 2 Packet Pg. 295 4.M.a c Cradlepoint Router a When applicable,AGENCY must provide AXON Installers with temporary administrative access to Cradlepoint's NetCloud Manage to the extent necessary to perform Work pursuant of this Statement of Work. 3 c as E aD a� Evidence.com Q AGENCY must provide AXON Installers with temporary administrative access to Axon Evidence.com to the extent necessary to perform Work pursuant of this r SOW. as E c aD Wireless Upload System a If purchased by the AGENCY,on such dates and times mutually agreed upon by the parties,AXON will install and configure into AGENCY's existing network a wireless network infrastructure as identified in the AGENCY's binding quote based on conditions of the sale. 00 00 M VEHICLE INSTALLATION c as E U Preparedness r On such dates and times mutually agreed upon by the parties,the AGENCY will deliver all vehicles to an AXON Installer less weapons and items of evidence. Vehicle(s)will be deemed'out of service'to the extent necessary to perform Work pursuant of this SOW. a c as Each vehicle typically takes 2-3 hours for installation.AXON Professional Services Team will work with the AGENCY to ensure a schedule is developed that meets E AGENCY needs. AXON can typically complete 25-35 vehicles per week so AXON estimates about 1 month for a deployment of 109 vehicles.The exact time will shift c based on technical difficulty, vehicle condition, and vehicle availability.All of this will be scoped during the Technical Scoping call conducted prior to onsite_arrival. E AXON Installation Team will come onsite to complete installation or can train the AGENCY's local upfitter to complete installation if new vehicles are being purchased.Typically, agencies provide a city garage or designated area for installation that has enough space and is easy for AGENCY to drop off vehicles as ready. M c 0 x Q Existing Mobile Video Camera System Removal E On such dates and times mutually agreed upon by the parties,the AGENCY will deliver all vehicles to an AXON Installer which will remove from said vehicles all components of the existing mobile video camera system unless otherwise agreed upon by the AGENCY. Q 3 Packet Pg. 296 4.M.a c Major components will be salvaged by the AXON Installer for auction by the AGENCY. Wires and cables are not considered expendable and will not be a salvaged. Salvaged components will be placed in a designated area by the AGENCY within close proximity of the vehicle in an accessible work space. 3 Prior to removing the existing mobile video camera systems, it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle's systems' operation to identify and operate, documenting any existing component or system failures and in detail, identify which components of the existing mobile video E camera system will be removed by the AXON Installer. i a� a 0 r In-Car Hardware/Software Delivery and Installation E On such dates and times mutually agreed upon by the parties, the AGENCY will deliver all vehicles to an AXON Installer,who will install and configure in each vehicle in accordance with the specifications detailed in the system's installation manual and its relevant addendum(s). Applicable in-car hardware will be installed and configured as defined and validated by the AGENCY during the pre-deployment discovery process. a The pre-deployment process is a Technical Scoping call conducted by a Technical Project Manager within the Professional Services Team.This is typically conducted 4-8 weeks ahead of onsite installation and will be scheduled based on equipment shipment and contract start dates outlined in contract. We can escalate co the timeline on case-by-case basis to meet agency needs. °; If a specified vehicle is unavailable on the date and time agreed upon by the parties,AGENCY will provide a similar vehicle for the installation process. Delays due to a vehicle, or substitute vehicle, not being available at agreed upon dates and times may results in additional fees to the AGENCY. If the AXON Installer E determines that a vehicle is not properly prepared for installation ("Not Fleet Ready"), such as a battery not being properly charged or properly up-fit for in-service, r field operations,the issue shall be reported immediately to the AGENCY for resolution and a date and time for the future installation shall be agreed upon by the a parties. r Upon completion of installation and configuration, AXON will systematically test all installed and configured in-car hardware and software to ensure that ALL functions of the hardware and software are fully operational and that any deficiencies are corrected unless otherwise agreed upon by the AGENCY, installation, configuration,test and the correct of any deficiencies will be completed in each vehicle accepted for installation. a Prior to installing the Axon Fleet camera systems, it is both the responsibility of the AGENCY and the AXON Installer to test the vehicle's existing systems' M operation to identify, document any existing component or vehicle systems'failures. Prior to any vehicle up-fitting the AXON Installer will introduce the system's o components, basic functions, integrations and systems overview along with reference to AXON approved,AGENCY manuals, guides, portals and videos. It is a both the responsibility of the AGENCY and the AXON Installer to agree on placement of each components,the antenna(s), integration recording trigger sources and customer preferred power, ground and ignition sources prior to permanent or temporary installation of an Axon Fleet camera solution in each vehicle type. E Agreed placement will be documented by the AXON Installer. r a 4 Packet Pg. 297 4.M.a c AXON welcomes up to 5 persons per system operation training session per day,and unless otherwise agreed upon by the AGENCY,the first vehicle will be used a for an installation training demonstration. The second vehicle will be used for an assisted installation training demonstration. The installation training session is customary to any AXON Fleet installation service regardless of who performs the continued Axon Fleet system installations. 3 r c The customary training session does not'certify'a non-AXON Installer, customer-employed Installer or customer 3rd party Installer,since the AXON Fleet E products does not offer an Installer certification program. Any work performed by non-AXON Installer,customer-employed Installer or customer 3rd party Installer i is not warrantied by AXON, and AXON is not liable for any damage to the vehicle and its existing systems and AXON Fleet hardware. a O r c a� E c a� E Q L co ti 00 M N C d E t V fC r r Q C R r C d E C d E Q L M C O k Q C O E t V R r Q 5 Packet Pg. 298 4.N POLICE DEPARTMENT Rafael Padilla, Police Chief 220 Fourth Avenue South KENT Kent, WA 98032 W A S H i N G T O N 253-852-2121 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Cooperative Purchasing Agreements for Firearm Equipment and Supply Needs - Authorize MOTION: I move to authorize the Police Chief to purchase firearm equipment and supplies through any of the cooperative purchasing agreements the State of Washington has entered into under Statewide Contract No. 22422, within budgets previously established and approved by Council and throughout the term of the state's contracts. SUMMARY: The City has entered into an agreement with the State of Washington's Department of Enterprise Services ("DES"), which allows the City to purchase through contracts the state publicly bids and enters into with various contractors. Purchases made through cooperative purchasing agreements are exempt from the City's competitive bid requirements under KCC 3.70.110(F). DES has entered into contracts with five different contractors through which to purchase firearms and firearm supplies and equipment: 1. International Cartridge Corporation; 2. Miwall Corporation; 3. NPOC, LLC, doing business as Pend Oreille Ballistics; 4. Proforce Marketing, Inc.; and 5. San Diego Police Equipment Co., Inc. These contracts provide for an initial term of two years, which commenced on January 1, 2024, and expires on December 31, 2025. If a contractor meets the contract's required performance metrics, the contractor's contract with DES may be extended up to an additional three years-through December 31, 2028. A copy of DES's contract with each contractor is attached. If Council authorizes the Police Department to purchase through these DES contracts, our Law Department has confirmed that no other contract document is required. Any purchase the City makes from any contractor under a DES cooperative contract will be subject to the terms and conditions of that DES contract. Given the purchasing volume made possible through DES's cooperative contracts, the pricing the State receives is often more competitive than the price the City would receive by negotiating on its own. Packet Pg. 299 4.N The Kent Police Department seeks Council's approval to purchase through these DES contracts for its firearm supply and equipment needs, so long as its purchases stay within budgets previously established and approved by Council, and those purchases are made during the term of the DES contracts. Council previously authorized the Police Department to purchase its firearm supply needs through DES contracts that expired on December 31, 2023. Given the expiration of these prior contracts, if these new contracts pass out of the Committee of the Whole, they will proceed to Council for final action on its Consent Calendar this same night. BUDGET IMPACT: None; purchases will be made within budgets previously established and approved by Council. SUPPORTS STRATEGIC PLAN GOAL: Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. Firearm Equipment and Supply Contracts - ICC - Contract & Pricing (PDF) 2. Firearm Equipment and Supply Contracts - Miwall - Contract & Pricing (PDF) 3. Firearm Equipment and Supply Contracts - Pend Oreille - Contract & Pricing (PDF) 4. Firearm Equipment and Supply Contracts - Proforce - Contract & Pricing (PDF) 5. Firearm Equipment and Supply Contracts -San Diego PE - Contract & Pricing (PDF) Packet Pg. 300 4.N.a Washington State E R EM DEPARTMENT OF ENTERPRISE SERVICES '_ L 0 y r C d E d d L tm Q STATEWIDE CONTRACT c .N No. 22422 L a a� AMMUNITION R L sZ CATEGORIES: HANDGUN—INTERNATIONAL;RIFLE—INTERNATIONAL;SHOTGUN—INTERNATIONAL 0 U ti For Use by Eligible Purchasers co c .2 �L W By and Between L 0 U STATE OF WASHINGTON U U_ DEPARTMENT OF ENTERPRISE SERVICES N r V R L and o U A rL INTERNATIONAL CARTRIDGE CORPORATION C .r C d E Dated January 1, 2024 as w E L L Q� E V r a Packet Pg. 301 4.N.a STATEWIDE CONTRACT E No. 22422 ii AMMUNITION 12 CATEGORIES: HANDGUN—INTERNATIONAL;RIFLE—INTERNATIONAL;SHOTGUN—INTERNATIONAL r c d This Washington Statewide Contract ("Contract") is made and entered into by and between the State of Washington acting by and through the Department of Enterprise Services, a Washington State governmental agency ("Enterprise Services") and International Cartridge Corporation, a Pennsylvania Corporation ("Contractor") and is dated and effective as of January 1, 2024. .y R t RECITALS 2 A. Pursuant to Legislative authorization, Enterprise Services, on behalf of the State of a g� p � Washington, is authorized to develop, solicit, and establish enterprise procurement solutions, including statewide contracts, for goods and services to support Washington � state agencies. See RCW 39.26.050(1). The Washington State Legislature also has o authorized Enterprise Services to make these contracts available, pursuant to an v agreement in which Enterprise Services ensures full cost recovery,to other local or federal a; government agencies or entities, public benefit nonprofit organizations, and any tribes M located in the State of Washington. See RCW 39.26.050(1) & (2). CM B. Certain Washington state agencies and other eligible purchasers need to procure S specified types of ammunition products ("Ammunition") from qualified, professional a vendors. Accordingly, Enterprise Services, on behalf of the State of Washington, issued 06 Competitive Solicitation No. 22422 dated September 8, 2023. The Competitive U Solicitation to establish Contracts for specified categories of Ammunition, by manufacturer, to enable eligible purchasers to procure Ammunition from awarded Lj Contractors in a cost effective, efficient manner using the terms and conditions of the v Contract. v C. Enterprise Services evaluated all responses to the Competitive Solicitation and identified Contractor as an apparent successful bidder for the above-referenced Contract Category(ies). _ 0 U D. Enterprise Services has determined that entering into this Contract will meet the >, identified needs and be in the best interest of the State of Washington. a E. The purpose of this Contract is to enable eligible purchasers to purchase Ammunition as U) set forth herein. r c AGREEMENT E 2- NOW THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the a parties hereto hereby agree as follows: w E L 1. TERM. The term of this Contract is twenty-four(24) months,commencing January 1, 2024 and ending cc December 31, 2025 Provided, however, that if Contractor is not in default and if, by July 1, 2025, in LL Enterprise Services' reasonable judgment, Contractor satisfactorily has met the performance-based c goals for contract extension, Enterprise Services shall extend the term of this Contract, by written E amendment, for up to thirty-six (36) additional months. Such extension amendment shall be on the a STATEWIDE CONTRACT NO.22422—AMMUNITION 1 (Rev.2022-11-16) Packet Pg. 302 4.N.a same terms and conditions as set forth in this Contract. To earn the performance-based Contract E term extension, Contractor must achieve the following performance-based metrics: a� L LL PERFORMANCE METRIC PERFORMANCE REQUIREMENT FOR CONTRACT EXTENSION w Annual Detailed Sales Contractor timely provides to Enterprise Services, with no less r Re port: than a 100%on time rate,the annual detailed sales report. See p § 11.3. a� a� L Contractor shall maintain a 95% on-time delivery rate with a a On-time Delivery goal of 99%on-time deliveries. See §8.3. a� .y Contractor timely provides to Enterprise Services at the Insurance designated address, without exception, annual insurance Endorsements: endorsements for the insurance coverages required by this a Contract. See Exhibit 8—Insurance Requirements at § 13. c� Contractor timely remits to Enterprise Service,with no less than a, a 75% on time rate over the contract term, the applicable 0 Vendor Management Fee (VMF). C) Vendor Management Note: Contractor must pay the VMF within thirty (30) calendar Fee: days of invoice from Enterprise Services. If Contractor is 00 delinquent in timely paying the VMF for three (3) or more of quarters within the first nine (9) quarters of the Contract term, S .2 Contractor will not be eligible for a performance-based a extension. 06 U Contractor timely provides to Enterprise Services, with no less r than a 75% on time rate over the contract term, the required o Contract quarterly sales reports. v Contract Note: Contractor must provide the quarterly sales reports to v Sales Reports: Enterprise Services within thirty (30) calendar days of the quarter's end. If Contractor is delinquent in providing the quarterly sales reports for three(3)or more quarters within the first nine (9) quarters of the Contract term, Contractor will not 0 be eligible for a performance-based extension. v , a a 2. ELIGIBLE PURCHASERS. This Contract may be utilized by any of the following types of entities (each an U) eligible "Purchaser"): c 2.1. WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions, boards, and commissions. E E a 2.2. WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following institutions a of higher education in Washington: w E ■ State universities — i.e., University of Washington & Washington State University; ii ■ Regional universities — i.e., Central Washington University, Eastern Washington University, &Western Washington University E ■ Evergreen State College; Q STATEWIDE CONTRACT NO.22422—AMMUNITION 2 (Rev.2022-11-16) Packet Pg. 303 4.N.a ■ Community colleges; and E ■ Technical colleges. M 2.3. CONTRACT USAGE AGREEMENT PARTIES. Any of the following types of entities that have executed a Contract Usage Agreement with Enterprise Services: y r ■ Political subdivisions (e.g., counties, cities, school districts, public utility districts) in the State of Washington; a� ■ Federal governmental agencies or entities; a ■ Public-benefit nonprofit corporations (i.e., §501(c)(3) nonprofit corporations that receive federal, state, or local funding); and y ■ Federally-recognized Indian Tribes located in the State of Washington. 2 a 3. SCOPE—INCLUDED AMMUNITION AND PRICE. 3.1. CONTRACT SCOPE. Pursuant to this Contract, Contractor is authorized to sell and provide only f° N the Ammunition specified in ExhibitA—Included Ammunition and Prices at the Prices set forth Q- 0 in ExhibitA — Included Ammunition and Prices. Contractor shall not represent to any 0 U Purchaser under this Contract that Contractor has contractual authority to sell or provide any am goods or services beyond those set forth in ExhibitA—Included Ammunition and Prices. I- M 3.2. STATE'S ABILITY TO MODIFY SCOPE OF CONTRACT. Subject to mutual agreement between the parties, Enterprise Services reserves the right to modify the Ammunition included in this .2 Contract; Provided, however, that any such modification shall be effective only upon thirty a (30) calendar days advance written notice; and Provided further, that any such modification 06 must be within the scope of the Competitive Solicitation for this Contract. U L 3.3. ECONOMIC PRICE ADJUSTMENT. Beginning twelve (12) months after the effective date of this o Contract and for every annual anniversary thereafter, the prices set forth in ExhibitA — U Included Ammunition and Prices may be adjusted upon Contractor request. v U Requests for price adjustment must be made in writing and be received between October 15 and December 15 of each calendar year to be eligible for an adjustment on the following r February 1. In the event Contractor fails to timely request a price adjustment, Enterprise Services, at its sole discretion, may allow an untimely adjustment; Provided, however, that 0 such adjustment will not be effective for any time prior to Enterprise Services' price L), adjustment, and Contractor is in good standing, by reasonably performing Contract Q- a obligations, including timely sales reporting and paying vendor management fees as required ' U) herein, are eligible for economic adjustments. 0 Price adjustments will be made in accordance with the average percentage change in the United States Department of Labor, Bureau of Labor and Statistics(BLS) Produce Price Indices E (PPI) below issued for the contract term. Only final published data will be used. 0- .3 PCU332992332992 (Small Arms Ammunitions Manufacturing) w E Economic adjustment will lag one(1)calendar quarter past the Contract commencement date to allow for publication of BLS data. All calculations for the index shall be based upon the ii latest version of data published as of December 1st each year. Prices may be adjusted and effective on February 1st of each year. If an index is recoded (i.e.,the recoded index is a direct a) substitute for the prior index according to the BLS), this Contract will use the recoded index, as applicable. If an index becomes unavailable, Enterprise Services shall substitute a proxy a STATEWIDE CONTRACT NO.22422—AMMUNITION 3 (Rev.2022-11-16) Packet Pg. 304 4.N.a index. If there is not a direct substitute, the next higher aggregate index available will be E used. The economic adjustment shall be calculated as follows: L New Price=Old Price x (Current Period Index/Base Period Index). iL L The "Current Period Index" is the average of the most recent twelve months of non- y preliminary BLS Index values,and the"Base Period Index"is the average of the twelve months m of non-preliminary BLS Index values prior to the Current Period Index. aEi a� 3.4. PRICE CEILING. Although Contractor may offer lower prices to Purchasers, during the term of this Contract,Contractor guarantees to provide the Ammunition at no greater than the prices a a� set forth in Exhibit — Included Ammunition and Prices (subject to economic adjustment as .y set forth herein). 3.5. CONTRACT INFORMATION. Enterprise Services shall maintain and provide to eligible Purchasers a information regarding this Contract, including scope, pricing, and lowest responsive, responsible bidder designation. In addition, Enterprise Services identifies awarded contractors who qualify as Washington Small Businesses, Certified Veteran-Owned a, Businesses, or that, pursuant to the Contract provide Ammunition that meets specified state o procurement priorities as set forth in the Competitive Solicitation. c� rn 4. CONTRACTOR REPRESENTATIONS AND WARRANTIES. Contractor makes each of the following M representations and warranties as of the effective date of this Contract and at the time any order is placed pursuant to this Contract. If, at the time of any such order, Contractor cannot make such c' representations and warranties, Contractor shall not process any orders and shall, within three (3) .L business days notify Enterprise Services, in writing, of such breach. a 06 4.1. QUALIFIED TO DO BUSINESS. Contractor represents and warrants that Contractor is (a) in good U L standing; (b) qualified to do business in the State of Washington; and (c) registered with the Washington State Department of Revenue and the Washington Secretary of State. Lj 4.2. TAXES. Contractor represents and warrants that Contractor is current, in full compliance, and v has paid all applicable taxes owed to the State of Washington. _ fn 4.3. LICENSES; CERTIFICATIONS; AUTHORIZATIONS; & APPROVALS. Contractor represents and warrants that Contractor possesses and shall keep current during the term of this Contract all required licenses, certifications, permits, authorizations, and approvals necessary for Contractor's 0 U proper performance of this Contract. a 4.4. SUSPENSION & DEBARMENT. Contractor represents and warrants as previously certified in Contractor's Bidder's Certification, that neither Contractor nor its principals or affiliates presently are nor have ever been debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in any governmental contract by any governmental department or agency within the United States. E 2- 4.5. WAGE VIOLATIONS. Contractor represents and warrants as previously certified in Contractor's a Bidder's Certification, that during the term of this Contract and the three (3) year period U immediately preceding the award of the Contract, Contractor has not been determined, by a E final and binding citation and notice of assessment issued by the Washington Department of m Labor and Industries or through a civil judgment entered by a court of limited or general LL r jurisdiction,to be in willful violation of any provision of Washington state wage laws set forth in RCW 49.46,49.48, or 49.52. E c� Q STATEWIDE CONTRACT NO.22422—AMMUNITION 4 (Rev.2022-11-16) Packet Pg. 305 4.N.a 4.6. CIVIL RIGHTS. Contractor represents and warrants that Contractor complies with all applicable E requirements regarding civil rights. Such requirements prohibit discrimination against L individuals based on their status as protected veterans or individuals with disabilities, and M prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity, or national origin. r c 4.7. EXECUTIVE ORDER 18-03—WORKERS' RIGHTS. Contractor represents and warrants, as previously E certified in Contractor's Bidder's Certification, that Contractor does NOT require its L employees,as a condition of employment,to sign or agree to mandatory individual arbitration Q clauses or class or collective action waivers. Contractor further represents and warrants that, a, c during the term of this Contract, Contractor shall not, as a condition of employment, require y its employees to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. a 4.8. PUBLIC CONTRACTS AND PROCUREMENT FRAUD. Contractor represents and warrants that, within the three (3) year period prior to this Contract, neither Contractor nor its principals or L affiliates: (a) have been convicted of or had a civil judgment rendered against them for Q. commission of fraud or a criminal offence in connection with obtaining, attempting to obtain, °o or performing a public (federal, state, local, or tribal) contract or purchase order under a v public contract; (b) have been in violation of federal or state antitrust statutes or commission 00 of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements or receiving stolen property; (c) have been indicted for or otherwise criminally or 0 civilly charged by a government entity(federal, state, local, or tribal)with commission of any S of the offense enumerated in subsection (b) of this provision; or (d) had one or more public a contracts (federal, state, local, or tribal)terminated for cause or default. ors U 4.9. PROCUREMENT ETHICS & PROHIBITION ON GIFTS. Contractor represents and warrants that f° r Contractor complies fully with all applicable procurement ethics restrictions including, but not 0 limited to, restrictions against Contractor providing gifts or anything of economic value, v directly or indirectly,to Enterprise Services and Purchasers' employees. v 4.10. WASHINGTON'S ELECTRONIC BUSINESS SOLUTION(WEBS). Contractor represents and warrants that w Contractor is registered in Washington's Electronic Business Solution (WEBS), Washington's contract registration system and that, all of Contractor's information therein is current and c accurate and that throughout the term of this Contract, Contractor shall maintain an accurate 0 profile in WEBS. >, a 4.11. WASHINGTON'S STATEWIDE PAYEE DESK. Contractor represents and warrants that Contractor is registered with Washington's Statewide Payee Desk, which registration is a condition to U) payment. r 4.12. CONTRACT PROMOTION;ADVERTISING AND ENDORSEMENT. Contractor represents and warrants that d Contractor shall use commercially reasonable efforts both to promote and market the use of E this Contract with eligible Purchasers and to ensure that those entities that utilize this 3 a Contract are eligible Purchasers. Contractor understands and acknowledges that neither w Enterprise Services nor Purchasers are endorsing Contractor's Ammunition or suggesting that such Ammunition is the best or only solution to their needs. Accordingly, Contractor further �_ represents and warrants that Contractor shall make no reference to Enterprise Services, any 'T Purchaser, or the State of Washington in any promotional material without the prior written consent of Enterprise Services. E c� Q STATEWIDE CONTRACT NO.22422—AMMUNITION 5 (Rev.2022-11-16) Packet Pg. 306 4.N.a 4.13. CONTINGENT FEES. Contractor represents and warrants that no person or selling agent has been E employed or retained to solicit or secure this Contract upon an agreement or understanding L for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees M or bona fide established agents as defined in the Federal Acquisition Regulations. �o 4.14. FINANCIALLY SOLVENT. Contractor represents and warrants that Contractor has not commenced r bankruptcy proceedings and that there are no judgment, liens, or encumbrances of any kind E E affecting title to any Ammunition that is the subject of this Contract. L 4.15. OPERATIONAL CAPABILITY. Contractor represents and warrants, as previously certified in a Contractor's Bidder's Certification, that Contractor has the operational and financial c' capability to perform the Contract. 4.16. CONTRACT TRANSITION. Contractor represents and warrants that, in the event this Contract or L a similar contract, is transitioned to another contractor (e.g., Contract expiration or a a� termination), Contractor shall use commercially reasonable efforts to assist Enterprise >_ Services (including the Purchasers hereunder) for a period of sixty (60) calendar days to effectuate a smooth transition to another contractor to minimize disruption of service and/or Q- 0 costs to the State of Washington and such Purchasers; Provided, however, that, if costs are 0 U incurred, Contractor shall be compensated for such costs consistent with the terms and conditions pertaining to this Contract for the sixty (60) day period immediately before such � transition. 4.17. AMMUNITION MANUFACTURER OR AUTHORIZED REPRESENTATIVE. Contractor represents and 0 warrants, as previously certified in Contractor's Bidder's Certification, that Contractor is the 2 L Ammunition manufacturer or is authorized by the Ammunition manufacturer to sell the a 06 Ammunition in the state of Washington for all manufacturers listed in Exhibit A — Included U Ammunition and Prices. Contractor further represents and warrants that, if during the 'L° r Contract term, Contractor ceases to be the Ammunition manufacturer or be authorized by o the Ammunition manufacturer to sell such Ammunition in the state of Washington, U Contractor promptly shall notify Enterprise Services in writing within seven (7) days of such v event and shall cease sales of such Ammunition pursuant to this Contract unless otherwise — directed in writing by Enterprise Services. r 4.18. SPORTING ARMS AND MANUFACTURER'S INSTITUTE(SAAMI).Contractor represents and warrants, as i previously certified in Contractor's Bidder's Certification, all ammunition sold meets the = 0 Sporting Arms and Manufacturer's Institute requirements for specifications, transportation, U , and storage requirements. a a 5. QUALITY;WARRANTY;REMEDIES. U) C 5.1. WARRANTY. Contractor warrants that the Ammunition: (a) is free from defects in design, material, and workmanship; (b)fit and safe for the intended purposes; (c)consistent with recognized industry quality standards; (d) complies with the requirements,specifications,and E descriptions included in this Contract; and (e) is produced and delivered in full compliance 3 a with applicable law ("Goods Warranty'). Contractor further warrants that it has good and w marketable title to the Ammunition and shall keep Purchaser's property free of liens. If E Purchaser receives notice of a lien caused by Contractor, Purchaser may withhold any �_ payment otherwise due Contractor until Contractor submits proof, in a form satisfactory to 'T Purchaser,that all lienable claims have been fully paid or waived. 5.2. REMEDY. If Ammunition does not comply with the Goods Warranty, at Purchaser's election, Contractor promptly shall remedy the defect by replacing any defective Ammunition. a STATEWIDE CONTRACT NO.22422—AMMUNITION 6 (Rev.2022-11-16) Packet Pg. 307 4.N.a Contractor's Goods Warranty support shall include,at Contractor's sole expense,all technical E support, parts, materials and equipment, and labor, including freight and "in/out" costs L required to address the defect. If, in Purchaser's judgment, replacement is inadequate, or M fails of its essential purpose, Contractor shall refund the full amount of any payments that �o have been made. The rights and remedies of the parties under this warranty are in addition r to any other rights and remedies of the parties provided by law or equity, including, without limitation, actual damages, and, as applicable and awarded under the law, to a prevailing party, reasonable attorneys'fees and costs. a 5.3. FAILURE To REMEDY. If Contractor does not remedy a defect or nonconformity within ten (10) a� c calendar days after receipt of written notice from Purchaser, or if an emergency exists y rendering it impossible or impractical for Purchaser to have Contractor provide a remedy, Purchaser may, without prejudice to any other rights or remedies available to it, replace Ammunition, in which case Contractor shall reimburse Purchaser for its actual costs or, at li a� Purchaser's option, Purchaser will offset the costs incurred from amounts owing to Contractor. f° a� sa. 5.4. TECHNICAL SUPPORT. Contractor shall provide all warranty service and telephone support, °o including after-hour technical support, at its own cost. v rn 6. SAFETY;SECURITY. Contractor's failure to comply with any of the requirements in this Section shall be M cause for termination. a� c 6.1. REGULATORY REQUIREMENTS/SAFETY. Ammunition supplied by Contractor shall meet all OSHA V L and other safety-related federal,state, local,and/or tribal regulatory requirements applicable li 06 to Ammunition. U 6.2. MATERIAL SAFETY DATA SHEETS. As applicable, Contractor shall provide Purchaser with all C appropriate Material Safety Data Sheets ("MSDS") at the time of delivery of each shipment of v Ammunition which requires such compliance. U 6.3. ACCIDENT AND INJURY REPORTING. If Contractor, its agents, employees, or subcontractors are v present at Purchaser's premises, Contractor promptly will report in writing all injuries, r accidents, property damage, near-miss incidents, or any claims regarding damages or injury L involving Contractor, its agents, employees, or subcontractors occurring at such premises. c Contractor agrees to cooperate and assist in any Purchaser investigation of incidents. v , 6.4. ON SITE REQUIREMENTS. While on Purchaser's premises, Contractor, its agents, employees, or a subcontractors shall comply, in all respects,with Purchaser's physical,fire, access,safety, and U) other security requirements and not interfere with Purchaser's operations. Contractor c represents and warrants that Contractor,its agents,employees,or subcontractors who access r Purchaser's premises will be adequately trained and at all times comply with Purchaser's requirements. E .3 7. SUBCONTRACTORS. LU E 7.1. CONTRACTOR RESPONSIBILITY. Notwithstanding any provision to the contrary, In the event Contractor elects to utilize subcontractors to perform this Contract, Contractor shall: a incorporate Contractor's responsibilities under this Contract into its subcontracts; (b) be `_ fully responsible for the performance of any such subcontractors (regardless of tier) and 0) ensure that subcontractors comply with each and every Contractor obligation set forth in this Contract; (c) be the sole point of contact for Enterprise Services and any Purchasers regarding a STATEWIDE CONTRACT NO.22422—AMMUNITION 7 (Rev.2022-11-16) Packet Pg. 308 4.N.a all contractual matters; (d) ensure that such subcontractors are registered in WEBS; and E (e) defend, indemnify, and hold Enterprise Services and Purchasers harmless in case of L negligence, other tortious fault, or intentional misconduct by any such subcontractors M (regardless of tier). Prior to utilizing any subcontractor to perform this Contract, Contractor shall provide written notice to Enterprise Services' contract administrator. Such notice shall r confirm that the subcontractor is registered in WEBS and provide the necessary information for Enterprise Services' contract administrator to include such subcontractor(s) in E as Washington's Purchasing Contract Management System (PCMS). Q 7.2. REPORTING. If Contractor is required to report to Purchaser and/or Enterprise Services, such a, c report(s) will include subcontractor data, by subcontractor, for any data that Contractor is y required to report as well as a consolidated 'rollup' report combining Contractor and subcontractor data. IL 7.3. SUBCONTRACTOR REPRESENTATIONS AND CERTIFICATIONS. Any Contractor representations or certifications set forth in this Contract shall apply to subcontractors (at any tier) and L Contractor shall not utilize any subcontractors (at any tier) who cannot provide such Q. representations or certifications, excepting the certification to be registered with °o Washington's Statewide Payee Desk, unless Purchaser will pay such subcontractor directly. v rn 8. USING THE CONTRACT—PURCHASES. 00 M 8.1. ORDERING REQUIREMENTS. Eligible Purchasers shall order Ammunition from this Contract, a' c consistent with the terms hereof and by using any ordering mechanism agreeable both to .2 L Contractor and Purchaser but including, at a minimum, a purchase order. When practicable, a 06 Contractor and Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods(collectively"Purchaser Order"). All Purchase Orders must i reference the Contract number. The terms of this Contract shall apply to any Purchase Order o and, in the event of any conflict,the terms of this Contract shall prevail. Notwithstanding any v provision to the contrary, in no event shall any 'click-agreement,' software or web-based v application terms and conditions, or any other agreement modify the terms and conditions v of this Contract. r 8.2. DELIVERY REQUIREMENTS. Contractor must ensure that the Ammunition is delivered or provided L as required by this Contract, the Purchase Order used by Purchaser, and as otherwise �o mutually agreed in writing between Purchaser and Contractor. The following apply to all >, deliveries: Q- a (a) Contractor shall make all deliveries to the applicable delivery location U) specified in the Purchase Order. Such deliveries shall occur during c Purchaser's normal work hours and within the time period mutually agreed in writing between Purchaser and Contractor. E (b) Deliveries made to secure facilities and drivers entering those facilities shall 2- .3 be pre-approved by the Purchaser. Contractor must obtain the required w clearance prior to any scheduled delivery to secure facilities. E (c) Contractor shall ship all Ammunition purchased pursuant to this Contract, m freight charges prepaid by Contractor, FOB Purchaser's specified destination iTL. with all transportation and handling charges included. Contractor shall bear all risk of loss, damage, or destruction of the Ammunition ordered hereunder E c� Q STATEWIDE CONTRACT NO.22422—AMMUNITION 8 (Rev.2022-11-16) Packet Pg. 309 4.N.a that occurs prior to delivery, except loss or damage attributable to E Purchaser's fault or negligence. L (d) All packing lists, packages, instruction manuals, correspondence, shipping L notices, shipping containers, and other written materials associated with this Contract shall be identified by the Contract number set forth on the cover of c this Contract and the applicable Purchaser's Purchase Order number. Packing E lists shall be enclosed with each shipment and clearly identify all contents and a� any backorders. a 8.3. ON-TIME DELIVERY. Contractor shall maintain a 95% on-time delivery rate with a goal of 99% a, on-time deliveries. Delivery lead times will not exceed one-hundred eighty (180) days after .y receipt of order (ARO) unless mutually agreed in writing between the Contractor and the Purchaser.Adjustments to delivery still within the one-hundred eighty(180)day window must be documented in the Purchaser ordering paperwork. If an order's ETA surpasses the one- a a� hundred eighty(180)day window after receipt of order,Contractor will need to obtain mutual >_ agreement in writing between Purchaser and Contractor or allow Purchaser to withdraw their order. Q- 0 Upon Purchaser or Enterprises Services request, Contractor must provide documentation 0 U supporting compliance with this requirement. Documentation must be received by requestor rn within ten (10) days of request. 00 8.4. ORDER FULFILLMENT AND SUBSTITUTIONS. In the event Contractor is unable to fulfill a product ordered, a replacement product equal in price and performance may be substituted. All .2 products substitutions must be mutually agreed to by Purchaser and Contractor in writing a prior to order placement and documented in Purchaser's ordering paperwork. 06 8.5. RECEIPT AND INSPECTION OF AMMUNITION. Ammunition purchased under this Contract IS subject i to Purchaser's reasonable inspection, testing, and approval at Purchaser's destination. o Purchaser reserves the right to reject and refuse acceptance of Ammunition that is not in U accordance with this Contract and Purchaser's Purchase Order. If there are any apparent v defects in the Ammunition at the time of delivery, Purchaser promptly will notify Contractor. v At Purchaser's option, and without limiting any other rights, Purchaser may require r Contractor to replace, at Contractor's expense, any or all damaged Ammunition or, at L Purchaser's option, Purchaser may note any such damage on the receiving report, decline c acceptance, and deduct the cost of rejected Ammunition from final payment. Payment for i) any Ammunition under such Purchase Order shall not be deemed acceptance. Z' a a 8.6. REFUNDS. Ammunition that does not perform to manufacturer specifications and standards ' rn will be refunded or replaced at no additional charge to Purchaser. Upon request, Contractor will provide, within five (5) days, manufacturer literature that describes specific performance r requirements and standards of Ammunition purchased. Upon receipt of manufacturer literature, Purchaser will provide to Contractor, within five (5) days, supporting E documentation describing how the Ammunition does not meet the manufacturer a performance requirements and standards. Afull credit will be issued by the Contractor within w ten (10) days. E m 8.7. CUSTOMER SERVICE. Contractor will be available by phone and/or email Monday through Friday LL from 8:00 am to 5:00 p.m. Contractor will respond to voicemail and email within twenty-four (24) hours. c� Q STATEWIDE CONTRACT NO.22422—AMMUNITION 9 (Rev.2022-11-16) Packet Pg. 310 4.N.a 9. INVOICING&PAYMENT. E M 9.1. CONTRACTOR INVOICE. Contractor shall submit properly itemized invoices to Purchaser's W designated invoicing contact for Ammunition delivered under this Contract. Such invoices L shall itemize the following: 12 fn (a) Contract No. 22422; m (b) Contractor name, address,telephone number, and email address for billing issues (i.e., Contractor Customer Service Representative); (c) Contractor's Federal Tax Identification Number; a, c (d) Date(s) of delivery; (e) Applicable Ammunition; 2 L (f) Invoice amount; and a a� (g) Payment terms, including any available prompt payment discounts. c� Contractor's invoices for payment shall reflect accurate Contract prices. Invoices will not be Q. processed for payment until receipt of a complete invoice as specified herein. °o U 9.2. PAYMENT. Payment is the sole responsibility of, and will be made by, the Purchaser. am Purchaser's obligation to pay invoices is subject to receipt of a timely and accurate invoice � and conforming Ammunition. Unless Contractor has provided a prompt payment discount set forth in Exhibit — Included Ammunition and Prices, Purchaser's payment is due within 0 thirty(30) calendar days of invoice. Purchaser retains the right of setoff for any amount due .2 L or owing to Purchaser. Purchaser may make payments electronically (e.g., ACH payments). a 06 Contractor shall provide information necessary to facilitate electronic payments. If Purchaser fails to make timely payment(s), Contractor may invoice Purchaser in the amount of one L percent (1%) per month on the amount overdue or a minimum of$1. Payment will not be o considered late if a check or warrant is mailed within the time specified. U 9.3. OVERPAYMENTS. Contractor promptly shall refund to Purchaser the full amount of any v erroneous payment or overpayment. Such refunds shall occur within thirty(30)calendar days fn of written notice to Contractor;Provided, however,that Purchaser shall have the right to elect to have either direct payments or written credit memos issued. If Contractor fails to make timely refunds of overpayment(s) (either directly or by credit memo), Contractor shall pay �o Purchaser interest at the rate of one percent (1%) per month on the amount overdue thirty (30)calendar days after notice to Contractor. a 9.4. ADVANCE PAYMENT PROHIBITED. Except as authorized by law, Contractor shall not request or U) receive advance payment for any Ammunition furnished by Contractor pursuant to this Contract. m 9.5. No ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or E impose any additional charges including, but not limited to, charges for shipping, handling, a insurance, or payment processing with the following exception. Orders that do not meet the w minimum order requirement of five(5) cases or more, may be charged an additional shipping E charge reflective of actual shipping costs which shall not exceed $30.00 per case.TAxEs/FEES. �_ Contractor promptly shall pay all applicable taxes on its operations and activities pertaining LL to this Contract. Failure to do so shall constitute breach of this Contract. Unless otherwise c as agreed, Purchaser shall pay applicable sales tax imposed by the State of Washington on E purchased Ammunition. Contractor's invoices shall separately state (a)taxable and non- STATEWIDE CONTRACT NO.22422—AMMUNITION 10 (Rev.2022-11-16) Packet Pg. 311 4.N.a taxable charges and (b) sales/use tax due by jurisdiction. In regard to federal excise taxes, E Contractor shall include federal excise taxes only if, after thirty (30) calendar days written L notice to Purchaser, Purchase has not provided Contractor with a valid exemption certificate M from such federal excise taxes. o w fn r 10. CONTRACT MANAGEMENT. d E 10.1. CONTRACT ADMINISTRATION&NOTICES. Except for legal notices,the parties hereby designate the following contract administrators as the respective single points of contact for purposes of a this Contract. Enterprise Services' contract administrator shall provide Contract oversight. a, Contractor's contract administrator shall be Contractor's principal contact for business y activities under this Contract. The parties may change contract administrators by written notice as set forth below. IL Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or sent via email,and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify Q. in writing: 0 0 U Enterprise Services Contractor rn Attn: Brad Stringfellow Attn: Michael J. Hoskavich 00 Washington Dept. of Enterprise Services International Cartridge Corporation PO Box 41411 2273 Route 310 0 Olympia, WA 98504-1411 Reynoldsville, PA 15851 •2 Tel: (360)407-9411 (Direct) a Tel: (814) 938-6820 06 (360)407-2213 (Team Line) Email: mikeh@iccammo.com Email: DESContractsTeamFir@des.wa.eov 0 Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon v transmission to the designated email address of said addressee. 6 U_ 10.2. CONTRACTOR CUSTOMER SERVICE REPRESENTATIVE. Contractor shall designate a customer service representative (and inform Enterprise Services of the same) who shall be responsible for addressing Purchaser issues pertaining to this Contract. c 10.3. LEGAL NOTICES. Any legal notices required or desired shall be in writing and delivered by U.S. i) certified mail, return receipt requested, postage prepaid, or sent via email, and shall be sent Z' 0- to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing: rn c Enterprise Services Contractor r Attn: Legal Services Manager Attn: Ryan J. Forsythe m Washington Dept. of Enterprise Services International Cartridge Corporation a PO Box 41411 2273 Route 310 a Olympia, WA 98504-1411 w Reynoldsville, PA 15851 E Email: greg.tolbert@des.wa.gov Email: ryan@iccammo.com m L_ Notices shall be deemed effective upon the earlier of receipt when delivered, or, if mailed, U- upon return receipt, or, if emailed, upon transmission to the designated email address of said addressee. E c� a STATEWIDE CONTRACT NO.22422—AMMUNITION 11 (Rev.2022-11-16) Packet Pg. 312 4.N.a 11. CONTRACTOR SALES REPORTING;VENDOR MANAGEMENT FEE;&CONTRACTOR REPORTS. E M 11.1. CONTRACT SALES REPORTING. Contractor shall report total Contract sales quarterly to Enterprise 4) Services, as set forth below. 0 (a) Contract Sales Reporting System. Contractor shall report quarterly Contract y sales in Enterprise Services' Contract Sales Reporting System. Enterprise m Services will provide Contractor with a login password and a vendor E number. The password and vendor number will be provided to the Sales ;v Reporting Representative(s) listed on Contractor's Bidder Profile. a (b) Data. Each sales report must identify every authorized Purchaser by name as it is known to Enterprise Services and its total combined sales amount invoiced during the reporting period (i.e., sales of an entire agency or 2 political subdivision, not its individual subsections). The "Miscellaneous" a option may be used only with prior approval by Enterprise Services. Upon > request, Contractor shall provide contact information for all authorized a Purchasers specified herein during the term of the Contract. If there are no Q. Contract sales during the reporting period, Contractor must report zero 00 sales. v rn (c) Due dates for Contract Sales Reporting. Quarterly Contract Sales Reports00 must be submitted electronically by the following deadlines for all Contract sales invoiced during the applicable calendar quarter: 0 .2 FOR SALES MADE IN CONTRACT SALES REPORT IL QUARTER CALENDAR QUARTER ENDING DUE By PAST DUE }' U L 1 January 1—March 31 April 30 May 1 0 2 April 1—June 30 July 31 August 1 v U 3 July 1—September 30 October 31 November 1 v 4 October 1—December 31 January 31 February 1 0 L 11.2. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management c fee ("VMF") of 1.25 percent on the purchase price for all Contract sales (the purchase price is i) the total invoice price less applicable sales tax). 2' a (a) The sum owed by Contractor to Enterprise Services as a result of the VMF is calculated as follows: c Amount owed to Enterprise Services = Total Contract sales invoiced (not r including sales tax)x .0125. (b) The VMF must be rolled into Contractor's current pricing. The VMF must not be shown as a separate line item on any invoice unless specifically requested w and approved by Enterprise Services. E L (c) Enterprise Services will invoice Contractor quarterly based on Contract sales a`) L reported by Contractor. Contractor is not to remit payment until Contractor ii receives an invoice from Enterprise Services. Contractor's VMF payment to Enterprise Services must reference this Contract number, the year and E E c� a STATEWIDE CONTRACT NO.22422—AMMUNITION 12 (Rev.2022-11-16) Packet Pg. 313 4.N.a quarter for which the VMF is being remitted, and Contractor's name as set E forth in this Contract, if not already included on the face of the check. L (d) Contractor's failure to report accurate total net Contract sales, to submit a iL L timely Contract sales report, or to remit timely payment of the VMF to Enterprise Services, may be cause for Enterprise Services to suspend c Contractor or terminate this Contract or exercise remedies provided by law. E Without limiting any other available remedies, the parties agree that a� Contractor's failure to remit to Enterprise Services timely payment of the a VMF shall obligate Contractor to pay to Enterprise Services, to offset the a, administrative and transaction costs incurred by the State to identify, .y process, and collect such sums, the sum of $200.00 or twenty-five percent (25%) of the outstanding amount, whichever is greater, or the maximum allowed by law, if less. IL a� (e) Enterprise Services reserves the right, upon thirty(30) calendar days advance written notice, to increase, reduce, or eliminate the VMF for subsequent purchases, and reserves the right to renegotiate Contract pricing with o Contractor when any subsequent adjustment of the VMF might justify a C) change in pricing. 00 a, 11.3. ANNUAL CONTRACT SALES REPORT. Contractor shall provide to Enterprise Services a detailed annual Contract sales report. Such report shall include, at a minimum: the Ammunition sold 0 (including, as applicable, item number or other identifier), per unit quantities sold, items and S volumes purchased by Purchaser, shipment/delivery locations by Purchaser, and Contract ILL price. This report must be provided in an electronic format that can be read by Microsoft 06 (MS) Excel. Such report is due within thirty(30)calendar days following the twelve(12)month L anniversary of Contract effective date and annually thereafter. 0 U 12. RECORDS RETENTION He AUDITS. U U 12.1. RECORDS RETENTION. Contractor shall maintain books, records, documents,and other evidence rn pertaining to this Contract and orders placed by Purchasers under it to the extent and in such detail as shall adequately reflect contract performance and administration of purchases, payments, taxes, and fees. Contractor shall retain such records for a period of six (6) years 0 U following expiration or termination of this Contract or final payment for any order placed by >, a Purchaser against this Contract,whichever is later; Provided, however,that if any litigation, a claim, or audit is commenced prior to the expiration of this period, such period shall extend U) until all such litigation, claims, or audits have been resolved. 0 12.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third-party audit, c m applicable records to ensure that Contractor properly has invoiced Purchasers and that E Contractor has paid all applicable vendor management fees to Enterprise Services. Accordingly, Contractor shall permit Enterprise Services, any Purchaser, and any other duly w authorized agent of a governmental agency, to audit, inspect, examine, copy and/or E transcribe Contractor's books, documents, papers and records directly pertinent to this Contract or Purchase Orders placed by a Purchaser under this Contract for the purpose of ii making audits,examinations, excerpts, and transcriptions. This right shall survive for a period of six (6) years following expiration or termination of this Contract or final payment for any E order placed by a Purchaser against this Contract,whichever is later; Provided, however,that c� a STATEWIDE CONTRACT NO.22422—AMMUNITION 13 (Rev.2022-11-16) Packet Pg. 314 4.N.a if any litigation,claim,or audit is commenced prior to the expiration of this period,such period E shall extend until all such litigation, claims, or audits have been resolved. L 12.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any other remedy L available to any Purchaser, Contractor shall (a) reimburse Purchasers for any overpayments inconsistent with the terms of this Contract or Purchase Orders placed thereunder, at a rate r of 125% of any such overpayments, found as a result of the examination of Contractor's E records;and (b) reimburse Enterprise Services for any underpayment of vendor management L fees, at a rate of 125% of such fees found as a result of the examination of Contractor's records e. underpays g y a ( g., if Contractor under a s the Vendor Management Fee b $500, Contractor a, c would be required to pay to Enterprise Services$500 x 1.25=$625); Provided, however,that, y in the event Contractor timely discovers and corrects any Purchaser overpayment or Contractor underpayment of vendor management fees and does so prior to the initiation of any audit, Contractor shall be entitled to reimburse Purchaser or pay to Enterprise Services a a� the actual amount of such Purchaser overpayment or such underpayment of vendor management fees. f° a� Q. 0 13. INSURANCE. 0 U 13.1. REQUIRED INSURANCE. Contractor, at its expense, shall maintain in full force and effect the insurance coverages set forth in Exhibit B—Insurance Requirements. All costs for insurance, M including any payments of deductible amounts,shall be considered incidental to and included a, in the prices for Ammunition and no additional payment shall be made to Contractor. .2 L 13.2. WORKERS COMPENSATION. Contractor shall comply with applicable workers compensation a 06 statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its i employees as may be required by law, Enterprise Services may terminate this Contract. This o provision does not waive any of the Washington State Department of Labor and Industries v (L&I) rights to collect from Contractor. If Contractor performs services on Purchaser's behalf v in the State of Washington, and only to the extent of claims against Contractor by Purchaser v under the Indemnity obligations in this Contract, Contractor expressly waives any immunity r it may be granted under the Washington State Industrial Insurance Act, Title 51 RCW. L Contractor's indemnification obligation will not be limited in any way by any limitation on the o amount or type of damages,compensation,or benefits payable to or for any third party under c) workers' compensation acts, disability benefit acts, or other employee benefit acts. The , parties expressly acknowledge and certify that the waiver of immunity under Title 51 RCW 3 was mutually negotiated and agreed upon. U) c 0 14. CLAIMS. c m 14.1. ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and E all risks of personal injury or property damage to itself and its employees and agents in a connection with its operations under this Contract. Enterprise Services has made no w representations regarding any factor affecting Contractor's risks. Contractor shall pay for all E damage to any Purchaser's property resulting directly or indirectly from Contractor's acts or omissions under this Contract. LL r 14.2. THIRD-PARTY CLAIMS;GENERAL INDEMNITY. To the fullest extent permitted by law,Contractor shall defend, INDEMNIFY, and hold Enterprise Services and any Purchaser and their employees and agents harmless from and against all claims, demands, judgments, assessments, damages, a STATEWIDE CONTRACT NO.22422—AMMUNITION 14 (Rev.2022-11-16) Packet Pg. 315 4.N.a penalties, fines, costs, liabilities, or losses including, without limitation, sums paid in E settlement of claims, attorneys' fees, consultant fees, and expert fees (collectively "Claims") L arising out of Contractor's or its successors', agents', or subcontractors' negligence, other M tortious fault,or intentional misconduct under this Contract; Provided, however,that no right ,o to indemnity will exist as to that portion of a Claim resulting from the sole negligence,tortious U) fault, or intentional misconduct of Enterprise Services or Purchaser. The parties agree that if there are any limitations of Contractor's liability, including a limitation of liability clause for anyone for whom the Contractor is responsible, such limitations of liability shall not apply to injuries to persons (including death), damages to property, data breach, and/or intellectual a property infringement. Contractor shall take all steps needed to keep Purchaser's property free of liens arising from Contractor's activities, and promptly obtain or bond the release of any such liens that may be filed. 2 L 14.3. INTELLECTUAL PROPERTY INDEMNITY. To the fullest extent permitted by law, Contractor shall a N defend, indemnify, and hold Enterprise Services and any Purchaser and their employees and agents harmless from against any and all Claims resulting from allegations of infringement of f° a� any patents, copyrights, trade secret, or similar intellectual property rights covering the o Ammunition provided, or the use of the Ammunition under this Contract. If Purchaser's use v of Ammunition and provided by Contractor is enjoined based on an intellectual property a; infringement Claim, Contractor shall, at its own expense, either procure for Purchaser the 000 right to continue using the Ammunition or, after consulting with Purchaser and obtaining Purchaser's consent, replace or modify the Ammunition with substantially similar and 0 functionally equivalent non-infringing Ammunition. V L IL 06 15. DISPUTE RESOLUTION. The parties shall cooperate to resolve any dispute pertaining to this Contract U efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such r dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each o organization. In such situation, upon notice by either party, each party, within five (5) business days v shall reduce its description of the dispute to writing and deliver it to the other party. The receiving v party then shall have three (3) business days to review and respond in writing. In the event that the — parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference r between the respective senior managers of each organization to attempt to resolve the dispute. In L the event the parties cannot agree, either party may resort to court to resolve the dispute. _ 0 U 16. TERMINATION;EXPIRATION;SUSPENSION;&REMEDIES. , !Z sZ 16.1. TERMINATION. This Contract may be terminated: (a) upon the mutual written agreement of U) the parties; (b) by the non-breaching party where the breach is not cured within thirty (30) c calendar days after written notice of breach is delivered to the breaching party, unless a different time for cure is otherwise stated in this Contract; and (c) as otherwise expressly provided for in this Contract. This Contract shall terminate automatically and without further E action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or 3 a bankruptcy. In addition to any other available remedies, the non-breaching party may w terminate this Contract as provided in subsection (b) above without further liability by written E notice to the breaching party. A termination for breach will not affect rights or obligations accrued or owed before the effective date of the termination notice. I7L r 16.2. TERMINATION FOR NONAPPROPRIATION OR REDUCTION OF FUNDS OR CHANGES IN LAW. Enterprise Services may suspend or terminate this Contract and Purchasers may suspend or terminate E applicable Purchase Orders, in whole or in part, at the sole discretion of Enterprise Services c� a STATEWIDE CONTRACT NO.22422—AMMUNITION 15 (Rev.2022-11-16) Packet Pg. 316 4.N.a or, as applicable, Purchaser, if Enterprise Services or, as applicable, Purchaser reasonably E determines that: (a) a change in Federal or State legislation or applicable laws materially L affects the ability of either party to perform under the terms of this Contract or applicable M Purchase Order;or(b)that a change in available funds affects Purchaser's ability to pay under the applicable Purchase Order. A change of available funds as used in this section includes r but is not limited to a change in Federal or State funding, whether as a result of a legislative act or by order of the President or the Governor. If a written notice is delivered under this provision, Purchaser will reimburse Contractor for Ammunition properly ordered until the effective date of said notice. Except as stated in this provision, in the event of termination for a nonappropriation or reduction of funds or changes in law, Purchaser will have no obligation c' or liability to Contractor. 16.3. TERMINATION FOR PUBLIC CONVENIENCE. Enterprise Services, for public convenience, may terminate this Contract; Provided, however, that such termination for public convenience a a� must, in Enterprise Services'judgment, be in the best interest of the State of Washington; and Provided further, that such termination for public convenience shall only be effective upon f° a� sixty (60) calendar days prior written notice; and Provided further, that such termination for 0 public convenience shall not relieve any Purchaser from payment for Ammunition already v ordered as of the effective date of such notice. Except as stated in this provision, in the event a; of such termination for public convenience, neither Enterprise Services nor any Purchaser 000 shall have any obligation or liability to Contractor. CM 16.4. PURCHASER OBLIGATIONS—ExPIRATION. Upon expiration of this Contract, Purchaser shall accept v and take delivery of all outstanding and not yet fulfilled Purchase Orders and pay Contractor a the price as set out in the Contract. Notwithstanding any provision to the contrary, in no ors event shall a Purchaser's Purchase Order pursuant to this Contract that is executed prior to U expiration of this Contract allow for Contractor to provide Ammunition more than twelve(12) months beyond the expiration date of the Contract. Lj 16.5. CONTRACTOR OBLIGATIONS—EXPIRATION OR TERMINATION. Upon expiration or termination of this U Contract, Contractor shall: (a) continue to fulfill its warranty obligations with respect to any — Ammunition sold hereunder and all provisions of the Contract that, by their nature, would w continue beyond the expiration,termination,or cancellation of the Contract shall so continue L and survive; and (b) promptly return to Purchaser all keys, badges, and other materials = 0 supplied by Purchaser for the performance of any Purchase Order entered into pursuant to v this Contract. C' a a 16.6. DEFAULT. Any of the following events shall constitute cause for Enterprise Services to declare U) Contractor in default of this Contract: c (a) Contractor fails to perform or comply with any of the terms or conditions of this Contract; E a (b) Contractor fails to timely report contract sales; 3 a (c) Contractor fails to timely pay the vendor management fees when due; or w E (d) Contractor breaches any representation or warranty provided herein. m L 16.7. SUSPENSION & TERMINATION FOR DEFAULT. Enterprise Services may suspend Contractor's ii operations under this Contract immediately by written cure notice of any default. Suspension shall continue until the default is remedied to Enterprise Services' reasonable satisfaction; E Provided, however, that, if after thirty (30) calendar days from such a suspension notice, c� a STATEWIDE CONTRACT NO.22422—AMMUNITION 16 (Rev.2022-11-16) Packet Pg. 317 4.N.a Contractor remains in default, Enterprise Services may terminate Contractor's rights under E this Contract. All of Contractor's obligations to Enterprise Services and Purchasers survive L termination of Contractor's rights under this Contract, until such obligations have been M fulfilled. o w 16.8. REMEDIES FOR DEFAULT. rn c d (a) Enterprise Services' rights to suspend and terminate Contractor's rights E under this Contract are in addition to all other available remedies. ;v (b) In the event of termination for default, Enterprise Services may exercise any a remedy provided by law including,without limitation,the right to procure for all Purchasers replacement Ammunition. In such event, Contractor shall be liable to Enterprise Services for damages as authorized by law including, but 2 not limited to, any price difference between the Contract price and the a replacement or cover price as well as any administrative and/or transaction costs directly related to such replacement procurement—e.g.,the cost of the a competitive procurement. CL 0 16.9. LIMITATION ON DAMAGES. Notwithstanding any provision to the contrary,the parties agree that V in no event shall any party or Purchaser be liable to the other for exemplary or punitive a; damages; Provided, however, that nothing contained in this Section will in any way exclude 00 M or limit: (a) a party's liability for all damages arising out of that party's intentional acts or omissions; (b)the operation of any warranty provided in this Contract; or(c) damages subject 0 to the Intellectual Property Indemnity section of this Contract. Any limitation of either party's •L obligations under this Contract, by delivery slips or other documentation is void. a 06 16.10. SUSPENSION/TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or U termination (in full or in part), the parties shall cooperate to ensure an orderly and efficient suspension or termination. Accordingly, Contractor shall deliver to Purchasers all 0 U Ammunition that has been ordered and Purchasers shall inspect,accept,and pay for the same v in accordance with this Contract and the applicable Purchase Order. Unless directed by U Enterprise Services to the contrary, Contractor shall not process any orders after notice of suspension or termination inconsistent therewith. 0 L 16.11. PURCHASER PURCHASE ORDERS. Purchaser Orders may be terminated: (a) upon the mutual = 0 written agreement of the parties; (b) by the non-breaching party where the breach is not v cured within thirty (30) calendar days after written notice of breach is delivered to the a breaching party, unless a different time for cure is otherwise stated in the applicable Purchase Order;and (c) as otherwise expressly provided for in the applicable Purchase Order. Purchase Orders shall terminate automatically and without further action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or bankruptcy. In addition to any other available remedies, the non-breaching party may terminate the Purchase Order as E provided in subsection (b)above without further liability by written notice to the breaching 3 party. A termination for breach will not affect rights or obligations accrued or owed before w the effective date of the termination notice. E L d 17. PUBLIC INFORMATION&PUBLIC RECORDS DISCLOSURE REQUESTS. i,L r 17.1. WASHINGTON'S PUBLIC RECORDS ACT. Unless statutorily exempt from public disclosure, this a� Contract and all related records are subject to public disclosure as required by Washington's E Public Records Act, RCW 42.56. Q STATEWIDE CONTRACT NO.22422—AMMUNITION 17 (Rev.2022-11-16) Packet Pg. 318 4.N.a 17.2. CONTRACTOR OBLIGATION. Contractor shall identify and mark the precise portion(s) of the E relevant page(s) of any records provided to Enterprise Services that Contractor believes are L statutorily exempt from disclosure and identify the precise statutory basis for exemption from disclosure. In addition, if, in Contractor's judgment, certain portions of such records are not �o statutorily exempt from disclosure but are sensitive because particular portions of r Contractor's records (NOT including pricing) include highly confidential, proprietary, or trade secret information (or the equivalent) that Contractor protects through the regular use of confidentiality or similar agreements and routine enforcements through court enforcement actions, Contractor shall identify and mark the precise portion(s) of the relevant page(s) of a any records that include such sensitive information. c' .y 17.3. ENTERPRISE SERVICES'OBLIGATION. In the event that Enterprise Services receives a public records v disclosure request pertaining to records that Contractor has submitted and marked either as (a) statutorily exempt from disclosure;or(b) sensitive,Enterprise Services, prior to disclosure, a a� will do the following: Enterprise Services' Public Records Officer will review any records marked by Contractor as statutorily exempt from disclosure. In those situations, where the f° a� designation comports with the stated statutory exemption from disclosure, Enterprise o Services will redact or withhold the record(s) as appropriate. For records marked 'sensitive' v or for records where Enterprise Services determines that no statutory exemption to a; disclosure applies or is unable to determine whether the stated statutory exemption to 0 disclosure properly applies, Enterprise Services will notify Contractor,at the address provided in the Contract, of the public records disclosure request and identify the date that Enterprise 0 Services intends to release the record(s)(including records marked 'sensitive'or exempt from •L disclosure)to the requester unless Contractor, at Contractor's sole expense, timely obtains a li 06 court order enjoining Enterprise Services from such disclosure. In the event Contractor fails to timely file a motion for a court order enjoining such disclosure, Enterprise Services will f° r release the requested record(s)on the date specified. Contractor's failure properly to identify o exempted or sensitive information or timely respond after notice of request for public U disclosure has been given shall be deemed a waiver by Contractor of any claim that such U U records are exempt or protected from public disclosure. _ fn r V 18. GENERAL PROVISIONS. L C 18.1. TIME IS OF THE ESSENCE. Time Is Of the essence for each and every provision of this Contract. U 18.2. COMPLIANCE WITH LAW. Contractor shall comply with all applicable law. Contractor shall Obtain , all necessary permits and approvals and give all stipulations, certifications, and 3 representations that may be required for it to perform this Contract. rn c 18.3. ENTIRE AGREEMENT. This Contract constitutes the entire agreement and understanding of the r parties with respect to the subject matter and supersedes all prior negotiations, representations, and understandings between them. There are no representations or E understandings of any kind not set forth herein. 3 a w 18.4. AMENDMENT OR MODIFICATION. Except as set forth herein, this Contract may not be amended E or modified except in writing and signed by a duly authorized representative of each party. L 18.5. AUTHORITY. Each party to this Contract, and each individual signing on behalf of each party, LL hereby represents and warrants to the other that it has full power and authority to enter into this Contract and that its execution, delivery,and performance of this Contract has been fully E c� a STATEWIDE CONTRACT NO.22422—AMMUNITION 18 (Rev.2022-11-16) Packet Pg. 319 4.N.a authorized and approved,and that no further approvals or consents are required to bind such E party. L 18.6. No AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall L be or is intended to be created by or under this Contract. Neither party is an agent of the other party nor authorized to obligate it. r m 18.7. INDEPENDENT CONTRACTOR. The parties intend that an independent contractor relationship is aEi created by this Contract. Contractor and its employees or agents performing under this Contract are not employees or agents of Enterprise Services. Contractor shall not have Q authorization, express or implied, to bind Enterprise Services to any agreement, liability, or c' understanding, except as expressly set forth herein. Contractor and its employees and agents are not entitled to unemployment insurance or worker's compensation benefits through 2 Enterprise Services or the State of Washington and Enterprise Services and the State of a Washington will not pay for or otherwise provide such coverage for Contractor and its employees and agents. L M 18.8. ASSIGNMENT. Contractor may not assign its rights under this Contract without Enterprise Q- 0 Services' prior written consent and Enterprise Services may consider any attempted 0 assignment without such consent to be void; Provided, however, that, if Contractor (a) provides written notice to Enterprise Services within thirty (30) calendar days of such � event and (b)timely executes Enterprise Services' Assignment, Assumption, and Consent Agreement, Contractor may assign its rights under this Contract in full to any parent, 0 subsidiary,or affiliate of Contractor that controls or is controlled by or under common control .2 L with Contractor, is merged or consolidated with Contractor, or purchases a majority or a 06 controlling interest in the ownership or assets of Contractor. Unless otherwise agreed, U Contractor guarantees prompt performance of all obligations under this Contract to, notwithstanding any prior assignment of its rights. o U 18.9. BINDING EFFECT; SUCCESSORS &ASSIGNS. This Contract shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. v 18.10. ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED AMMUNITION. Contractor irrevocably r assigns to Enterprise Services, on behalf of the State of Washington, any claim for relief or L cause of action which Contractor now has or which may accrue to Contractor in the future by o reason of any violation of state or federal antitrust laws in connection with any Ammunition c) provided in Washington for the purpose of carrying out Contractor's obligations under this , Contract, including, at Enterprise Services' option, the right to control any such litigation on 3 such claim for relief or cause of action. rn c 18.11. FEDERAL FUNDS. To the extent that any Purchaser uses federal funds to purchase Ammunition r pursuant to this Contract,such Purchaser shall specify,with its Purchase Order,any applicable requirement or certification that must be satisfied by Contractor at the time the Purchase E Order is placed or upon delivery of such Ammunition to Purchaser. 3 a w 18.12. SEVERABIUTY. If any provision of this Contract is held to be invalid or unenforceable, such E provision shall not affect or invalidate the remainder of this Contract, and to this end the provisions of this Contract are declared to be severable. If such invalidity becomes known or LL apparent to the parties, the parties agree to negotiate promptly in good faith in an attempt r c to amend such provision as nearly as possible to be consistent with the intent of this Contract. E c� a STATEWIDE CONTRACT NO.22422—AMMUNITION 19 (Rev.2022-11-16) Packet Pg. 320 4.N.a 18.13. WAIVER. Failure of either party to insist upon the strict performance of any of the terms and E conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or L to notify the other party in the event of breach, shall not release the other party of any of its M obligations under this Contract, nor shall any purported oral modification or rescission of this �o Contract by either party operate as a waiver of any of the terms hereof. No waiver by either r party of any breach, default, or violation of any term, warranty, representation, contract, covenant, right, condition, or provision hereof shall constitute waiver of any subsequent breach, default, or violation of the same or other term, warranty, representation, contract, covenant, right, condition, or provision. a a� c 18.14. SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth y in or otherwise made pursuant to this Contract shall survive and remain in effect following the expiration or termination of this Contract, Provided, however, that nothing herein is intended to extend the survival beyond any applicable statute of limitations periods. a a� 18.15. GOVERNING LAW. The validity, construction, performance, and enforcement of this Contract L shall be governed by and construed in accordance with the laws of the State of Washington, M Q. without regard to any choice of law principles that would provide for the application of the °o laws of another jurisdiction. v rn 18.16. JURISDICTION &VENUE. In the event that any action is brought to enforce any provision of this 00 Contract,the parties agree to exclusive jurisdiction in Thurston County Superior Court for the State of Washington and agree that in any such action venue shall lie exclusively at Olympia, Washington. 2 L a 18.17. ATTORNEYS' FEES. In the event of litigation or other action brought to enforce this Contract, 06 each party shall bear its own attorneys'fees and costs. U L 18.18. FAIR CONSTRUCTION & INTERPRETATION. The provisions of this Contract shall be construed as a whole according to their common meaning and not strictly for or against any party and v consistent with the provisions contained herein in order to achieve the objectives and v purposes of this Contract. Each party hereto and its counsel has reviewed and revised this v Contract and agrees that the normal rules of construction to the effect that any ambiguities r are to be resolved against the drafting party shall not be construed in the interpretation of L this Contract. Each term and provision of this Contract to be performed by either party shall o be construed to be both a covenant and a condition. U , 18.19. FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Contract, the a parties shall each do whatever may reasonably be necessary to accomplish the transactions rn contemplated in this Contract including, without limitation, executing any additional c documents reasonably necessary to effectuate the provisions and purposes of this Contract. r c 18.20. EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Contract in their E entirety. 2- .3 a 18.21. CAPTIONS&HEADINGS. The captions and headings in this Contract are for convenience only and W are not intended to, and shall not be construed to, limit, enlarge,or affect the scope or intent E of this Contract nor the meaning of any provisions hereof. ii 18.22. ELECTRONIC SIGNATURES. An electronic signature or electronic record of this Contract or any other ancillary agreement shall be deemed to have the same legal effect as delivery of an a) original executed copy of this Contract or such other ancillary agreement for all purposes. c� a STATEWIDE CONTRACT NO.22422—AMMUNITION 20 (Rev.2022-11-16) Packet Pg. 321 4.N.a 18.23. COUNTERPARTS. This Contract may be executed in any number of counterparts, each of which E shall be deemed an original and all of which counterparts together shall constitute the same L instrument which may be sufficiently evidenced by one counterpart. Execution of this Contract at different times and places by the parties shall not affect the validity thereof so �o long as all the parties hereto execute a counterpart of this Contract. r c m EXECUTED as of the date and year first above written. E a� L STATE OF WASHINGTON INTERNATIONAL CARTRIDGE CORPORATION, Q Department of Enterprise Services a Pennsylvania Corporation .y R y�� p �ar�tG�e 2 By: 0 By: —"A'AP, sops Elena McGrew Ryan J. Forsythe a a) Its: Procurement Manager Its: President and CEO >_ c� L Q 0 0 U rn 00 M Cl C .2 L a 06 U L r 0 U U U fn V L 0 U Z' >Z to c ca r c m E a W E L d L_ L. V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 21 (Rev.2022-11-16) Packet Pg. 322 4.N.a EXHIBIT A E c`a a� L INCLUDED AMMUNITION AND PRICES M L W All Ammunition: rn r c ■ Shall be factory new, not reloaded or remanufactured E E as ■ Shall meet the Sporting Arms and Manufacturer's Institute (SAAMI) requirements for technical specifications,transportation, storage Q a� HANDGUN AMMUNITION .y R # Manufacturer Bullet Style Product Product Code Caliber Grain Rounds Price 2 Name (SKU) per Case per Case a W 1 International Copper-polymer Frangible Gold Elite 009-09OPTR-M 9mm 90 1000 $ 501. m 2 International Copper-polymer Frangible Gold Elite 009-098PTR-M 9mm 98 1000 $ 501. Q. 0 3 International Copper-Tin Frangible Gold Elite 009-10OXFP-M 9mm 100 1000 $ 482. v 4 International Copper-polymer Frangible Gold Elite 045-155PTR-M .45 155 1000 $ 645. ACP M 5 International Copper-Tin Frangible Gold Elite 045-155XFP-M .45 155 1000 $ 600. ACP .2 L IL 06 HANDGUN AMMUNITION, LEAD-FREE (GREEN) i Manufacturer Bullet Style Product Name Product Code Caliber Grain Rounds Price 0 (SKU) per Case per Case U International Copper-polymer Frangible Green Elite 009-090PNT-M 9mm 90 1,000 $ 523. v International Copper-polymer Frangible Green Elite 009-098PNT-M 9mm 98 1,000 $ 523. 0 International Copper-Tin Frangible Green Elite 009-10OCTNT-M 9mm 100 1,000 $ 503. L 0 International Copper-polymer Frangible Green Elite 045-155PNT-M .45 155 1,000 $ 625. ACP a International Copper-Tin Frangible Green Elite 045-155CTNT-M .45 155 1,000 $ 587. u) ACP r_ M . r c m E 2- .3 a w E L M d L_ L. V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 22 (Rev.2022-11-16) Packet Pg. 323 4.N.a RIFLE AMMUNITION E ca # Manufacturer Bullet Style Product Product Code (SKU) Caliber Grain Rounds Price Name per Case per Case uL- 0 w 1 International Copper-Polymer Frangible Green 223-045HVPNT-M 0.223 45 1000 $ 6� r 8 Elite m E 2 International Copper-Polymer Frangible Gold Elite 223-045HVPTR-M 0.223 45 1000 $ 6f 1 L 3 International Copper-Polymer Frangible Gold Elite 223-045PTR-M 0.223 45 1000 $ 6f Q 8 a� 4 International Copper-Polymer Frangible Gold Elite 223-050JPTR-M 0.223 50 1000 $ 7: y 1 5 International Jacketed Open Tip Frang. Gold Elite 223-055JOT-M 0.223 55 1000 $ & 7 6 International Jacketed Open Tip Frang. Gold Elite 223-062JOT-M 0.223 62 1000 $ 8� 0 7 International Jacketed Open Tip Frang. Green 223-062JOTNT-M 0.223 62 1000 $ 9( 7 L Elite C Q. 0 8 International Copper-Polymer Frangible Green 300BLK-100PNT-M 300BLK 100 1000 $ 8, 0 1 Elite rn 9 International Copper-Polymer Frangible Gold Elite 300BLK-10OPTR-M 300BLK 100 1000 $ 8( M 7 10 International Copper-Polymer Frangible Green 300BLK-108JPNT-M 300BLK 108 1000 $ 9: 3 Elite •L 11 International Copper-Polymer Frangible Gold Elite 300BLK-108JPTR-M 300BLK 108 1000 $ 91 oatS 8 12 International Jacketed Open Tip Frang. Gold Elite 300BLK-110JOT-M 300BLK 110 1000 $ 1,23 i r c 0 U LEAD-FREE RIFLE AMMUNITION (GREEN) V U_ Manufacturer Bullet Style Caliber Grain Product Product Code (SKU) Rounds Price Per to Name per Case Case 0 L International Non-Toxic Frangible 0.223 42 Green Elite 223-045PNT-M 1000 $ 695.85 c 0 International Frangible 0.223 55 Green Elite 223-055JOTNT-M 1000 $ 893.55 �, EL International Jacketed Soft Point 0.223 55 Green Elite 223-050JPNT-M 1000 $ 750.55 Frangible U) c International CX TAP HEAVY 0.308 165 Green Elite 308-140JOTNT-M 1000 $ 1,271.7� BARRIER E International GMX TAP 300 110 Green Elite 300BLK-110JOTNT-M 1000 $ 1,251.7C .� Blackout a w E L d L_ E V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 23 (Rev.2022-11-16) Packet Pg. 324 4.N.a SHOTGUN AMMUNITION E M # Manufacturer Bullet Style Product Name Product Code Caliber Pellet Rounds Price w (SKU) Count per Case per Case .- 0 fn 1 International Breaching Slug Duty and Defense 012-325BRE-C 12 ga 1 250 $ 390.8] 2 International 00 Buck Duty and Defense 012-008SHT-C 12 ga 8 250 $ 675.0( L Q SHOTGUN AMMUNITION, LEAD-FREE(GREEN) .y # Manufacturer Bullet Style Product Name Product Code Caliber Pellet Shells Price Per (SKU) Count per Case Case a a� 1 International LIGHT MAG 00 BUCK Duty and Defense 012-009SHT-C 12 Gauge 9 250 $ 390.9] a� 2 International LIGHT MAG SLUG Duty and Defense 012-325SLG-C 12 Gauge 1 250 $ 392.6� o 0 U rn 00 M Cl C .2 L IL Cd U L r 0 U U U fn V L 0 U 21 >Z to c ca r c m E a W E L d L_ L. V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 24 (Rev.2022-11-16) Packet Pg. 325 4.N.a EXHIBIT B E c`a a� L INSURANCE REQUIREMENTS jy L O 1. INSURANCE OBLIGATION. During the Term of this Contract, Contractor shall possess and maintain in r full force and effect, at Contractor's sole expense,the following insurance coverages: E a. COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial general liability insurance N (and, if necessary,commercial umbrella liability insurance)covering bodily injury, a property damage, products/completed operations, personal injury, and a, advertising injury liability on an 'occurrence form' that shall be no less y comprehensive and no more restrictive than the coverage provided by Insurance Services Office (ISO) under the most recent version of form CG 00 01 in the amount of not less than $1,000,000 per occurrence and $2,000,000 general a a� aggregate. This coverage shall include blanket contractual liability coverage. This >_ coverage shall include a cross-liability clause or separation of insured condition. sa. b. WORKERS' COMPENSATION INSURANCE. Contractor shall comply with applicable 0 O Workers' Compensation or Industrial Accident insurance providing benefits as v required by law. 00 c. EMPLOYERS' LIABILITY (STOP GAP) INSURANCE. Employers' liability insurance (and, if necessary, commercial umbrella liability insurance) with limits not less than 0 c $1,000,000 each accident for bodily injury by accident, $1,000,000 each .2 L employee for bodily injury by disease, and $1,000,000 bodily injury by disease a 06 policy limit. The insurance coverage limits set forth herein are the minimum. Contractor's insurance coverage shall be no less than the minimum amounts i specified. Coverage in the amounts of these minimum limits, however, shall not o be construed to relieve Contractor from liability in excess of such limits. v Contractor waives all rights against the State of Washington for the recovery of v damages to the extent such damages are covered by any insurance required v herein. r d. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE(applicable If Contractor Uses a Vehicle to access Purchasers' premises). 'Symbol 1' commercial automobile liability �0 coverage (and, if necessary, commercial umbrella liability insurance) including coverage for all owned,hired,and non-owned vehicles. The combined single limit a per accident shall not be less than $1,000,000. U) c 2. INSURANCE CARRIER RATING. Coverages provided by Contractor must be underwritten by an r insurance company deemed acceptable to the State of Washington's Office of Risk Management. Insurance coverage shall be provided by companies authorized to do business within the State of E a Washington and rated A- Class VII or better in the most recently published edition of Best's a Insurance Rating. Enterprise Services reserves the right to reject all or any insurance carrier(s) w with an unacceptable financial rating. E m L 3. ADDITIONAL INSURED. Any required Commercial General Liability or Commercial Automobile ii Liability shall include the State of Washington and all authorized Purchasers (and their agents, officers, and employees) as Additional Insureds evidenced by copy of the Additional Insured E Endorsement attached to the Certificate of Insurance on such insurance policies. c� a STATEWIDE CONTRACT NO.22422—AMMUNITION 25 (Rev.2022-11-16) Packet Pg. 326 4.N.a 4. CERTIFICATE OF INSURANCE. Prior to execution of the Contract, Contractor shall furnish to Enterprise E Services, as evidence of the insurance coverage required by this Contract, a certificate of L insurance satisfactory to Enterprise Services that insurance, in the above-stated kinds and M minimum amounts, has been secured. In addition, no less than ten (10) calendar days prior to �o coverage expiration, Contractor shall furnish to Enterprise Services an updated or renewed r certificate of insurance, satisfactory to Enterprise Services, that insurance, in the above-stated kinds and minimum amounts, has been secured. Failure to maintain or provide proof of insurance, as required, will result in contract cancellation. All policies and certificates of insurance shall include the Contract number stated on the cover of this Contract. All certificates a a� of Insurance and any related insurance documents shall be sent via email to Enterprise Services, c and shall be sent to the email address set forth below: Email: DESContractsTeamFir@des.wa.gov IL Note: For Email notice,the Email Subject line must state: a) Contract Insurance Certificate—Contract No. 22422—Ammunition c� L 5. PRIMARY COVERAGE. Contractor's insurance shall apply as primary and shall not seek contribution p from any insurance or self-insurance maintained by,or provided to,the additional insureds listed v above including, at a minimum, the State of Washington and/or any Purchaser. All insurance or a; self-insurance of the State of Washington and/or Purchasers shall be excess of any insurance 00 M provided by Contractor or subcontractors. a� c 6. SUBCONTRACTORS. Contractor shall include all subcontractors as insureds under all required L insurance policies. Alternatively, prior to utilizing any subcontractor, Contractor shall cause any a 06 such subcontractor to provide insurance that complies with all applicable requirements of the insurance set forth herein and shall furnish separate Certificates of Insurance and endorsements r for each subcontractor. Each subcontractor must comply fully with all insurance requirements o stated herein. Failure of any subcontractor to comply with insurance requirements does not limit v Contractor's liability or responsibility. v 7. WAIVER OF SUBROGATION. Contractor waives all rights of subrogation against the State of r Washington and any Purchaser for the recovery of damages to the extent such damages are or L would be covered by the insurance specified herein. o U 8. NOTICE OF CHANGE OR CANCELLATION. There shall be no cancellation, material change, exhaustion of Z' aggregate limits, or intent not to renew insurance coverage, either in whole or in part,without at least sixty (60) calendar days prior written Legal Notice by Contractor to Enterprise Services. U) Failure to provide such notice, as required, shall constitute default by Contractor. Any such written notice shall include the Contract number stated on the cover of this Contract. m E 9. EXTENDED REPORTING PERIOD. If any required insurance coverage is on a claims-made basis (rather Q- than occurrence), Contractor shall maintain such coverage for a period of no less than three (3) w years following expiration or termination of the Contract. E L * * * END OF INSURANCE REQUIREMENTS * * * d L_ L. V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 26 (Rev.2022-11-16) Packet Pg. 327 4.N.a WA 22422 I CC Contract Final Audit Report 2023-12-19 E L L Created: 2023-12-19 jy L By: Brad Strinfellow(Brad.Stringfellow@des.wa.gov) w N r Status: Signed y E Transaction ID: CBJCHBCAABAAhdb1rf72lumVfg8bPyKtCwXrs34eJhfJ a� L Q .y R "WA 22422 ICC Contract" History a 71 Document created by Brad Strinfellow (Brad.Stringfellow@des.wa.gov) 2023-12-19-0:50:46 AM GMT N Document emailed to Ryan Forsythe (ryan@iccammo.com)for signature v 2023-12-19-0:51:22 AM GMT rn 00s Email viewed by Ryan Forsythe (ryan@iccammo.com) a� 2023-12-19-2:27:41 PM GMT S .v L a c:5, Document e-signed by Ryan Forsythe (ryan@iccammo.com) 06 Signature Date:2023-12-19-2:37:24 PM GMT-Time Source:server U L r Document emailed to Elena McGrew (elena.mcgrew@des.wa.gov)for signature 0 U 2023-12-19-2:37:25 PM GMT ' U U 1 Email viewed by Elena McGrew (elena.mcgrew@des.wa.gov) y r 2023-12-19-4:45:27 PM GMT v cv L Document e-signed by Elena McGrew (elena.mcgrew@des.wa.gov) i) Signature Date:2023-12-19-6:18:48 PM GMT-Time Source:server 2+ Agreement completed. c 2023-12-19-6:18:48 PM GMT r C d E a IJJ E L d L_ L. V Q Adobe Acrobat Sign Packet Pg. 328 4.N.a Handgun Ammunition Product Code Rounds Price # Manufacturer Bullet Style Product Name Caliber Grain (SKU) per Case per Case 1 International Copper-polymer Frangible Gold Elite 009-09OPTR-M 9mm 90 1000 $ 501.73 0 2 International Copper-polymer Frangible Gold Elite 009-098PTR-M 9mm 98 1000 $ 501.73 0 U 3 International Copper-Tin Frangible Gold Elite 009-10OXFP-M 9mm 100 1000 $ 482.26 rn 4 International Copper-polymer Frangible Gold Elite 045-155PTR-M .45 ACP 155 1000 $ 645.43CO 5 International Copper-Tin Frangible Gold Elite 045-155XFP-M .45 ACID 155 1000 $ 600.80 a� c •L a 06 �a L Y 0 U U U v �a r c 0 U Q. 0_ 0 CO �a c m E s LU E L L_ E U f4 r Q Packet Pg. 329 4.N.a Rounds Price m Manufacturer Bullet Style Description Product Name Product Code (SKU) Caliber Grain per Case per Case International Copper-polymer Frangible Green Elite 009-090PNT-M 9mm 90 1,000 $ 523.22 0 International Copper-polymer Frangible Green Elite 009-098PNT-M 9mm 98 1,000 $ 523.22 0 U International Copper-Tin Frangible Green Elite 009-10OCTNT-M 9mm 100 1,000 $ 503.75 rn International Copper-polymer Frangible Green Elite 045-155PNT-M .45 ACP 155 1,000 $ 625.05 International Copper-Tin Frangible Green Elite 045-155CTNT-M .45 ACP 155 1,000 $ 587.23 a� c .2 L a 06 �a L Y 0 U U U U �a r c 0 U Q. 0_ 0 CO �a c m E s LU E L L_ E E U f4 r Q Packet Pg. 330 4.N.a Rifle Ammunition Rounds Price # Manufacturer Bullet Style Product Name Product Code(SKU) Caliber Grain per Case per Case 1 International Copper-Polymer Frangible Green Elite 223-045HVPNT-M 0.223 45 1000 $ 696.78 a 2 International Copper-Polymer Frangible Gold Elite 223-045HVPTR-M 0.223 45 1000 $ 682.01 0 Copper-Polymer Frangible Gold Elite 223-045PTR-M V 3 International 0.223 45 1000 $ 681.08 ti CO 4 International Copper-Polymer Frangible Gold Elite 223-050JPTR-M 0.223 50 1000 $ 733.41 5 International Jacketed Open Tip Frang. Gold Elite 223-055JOT-M 0.223 55 1000 $ 880.67 6 International Jacketed Open Tip Frang. Gold Elite 223-062JOT-M 0.223 62 1000 $ 893.60 7 International Jacketed Open Tip Frang. Green Elite 223-062JOTNT-M 0.223 62 1000 $ 908.37 a` 8 International Copper-Polymer Frangible Green Elite 300BLK-100PNT-M 300BLK 100 1000 $ 848.81 06 9 International Copper-Polymer Frangible Gold Elite 300BLK-10OPTR-M 300BLK 100 1000 $ 803.27 L 10 International Copper-Polymer Frangible Green Elite 300BLK-108JPNT-M 300BLK 108 1000 $ 938.63 0 11 International Copper-Polymer Frangible Gold Elite 300BLK-108JPTR-M 300BLK 108 1000 $ 923.88 V 12 International 1jacketed Open Tip Frang. Gold Elite 300BLK-110JOT-M 300BLK 110 1000 $ 1,236.92 V U v �a L O V 21 Q CO Y E Q W E L L_ E d E V R Q Packet Pg. 331 4.N.a Rounds Price Per Manufacturer Bullet Style(or equal) Caliber Grain Product Name Product Code(SKU) per Case Case International Non-Toxic Frangible 0.223 42 Green Elite 223-045PNT-M 1000 $ 695.85 a International Frangible 0.223 55 Green Elite 223-055JOTNT-M 1000 $ 893.55 0 U International Jacketed Soft Point Frangible 0.223 55 Green Elite 223-050JPNT-M 1000 $ 750.55CO ti International CX TAP HEAVY BARRIER 0.308 165 Green Elite 308-140JOTNT-M 10001 $ 1,271.75 M International JGIVXTAP 300 Blackout 110 Green Elite 300BLK-110JOTNT-M 10001 $ 1,251.70 c •L a 06 �a L Y 0 U U U U �a r c 0 V Q. 0_ 0 CO �a c m E s LU E L L_ E E U f4 r Q Packet Pg. 332 4.N.a Shotgun Ammunition 0 Product Code Pellet Rounds Price # Manufacturer Bullet Style Product Name Caliber (SKU) Count per Case per Case a 1 International Breaching Slug Duty and Defense 012-325BRE-C 12 ga 1 250 $ 390.81 0 2 International 100 Buck Duty and Defense 012-008SHT-C 12 ga 8 250 $ 675.00 j U rn ti 00 M C .2 •L a 06 �a L Y 0 U U U v �a r c 0 V 21 Q. 0_ 0 CO �a c m E s LU E L L_ E d E V R Q Packet Pg. 333 4.N.a (SHOTGUN,LE GREEN) m Pellet Shells per Price Per # Manufacturer Bullet Style(or equal) Product Name Product Code(SKU) Caliber Count Case Case a 1 International LIGHT MAG 00 BUCK Duty and Defense 012-009SHT-C 12 Gauge 9 250 $ 390.91 0 2 linternational LIGHT MAG SLUG Duty and Defense 012-325SLG-C 12 Gauge 1 250 $ 392.69 U rn ti 00 M C .2 •L a 06 �a L Y 0 U U U v �a r c 0 V 21 Q. 0_ 0 CO �a c m E s LU E L L_ E d E V R Q Packet Pg. 334 4.N.b E Washington State m DEPARTMENT OF U- ENTERPRISE SERVICES `o 0 c a� E a� m L Q STATEWIDE CONTRACT tv t No. 22422 a m AMMUNITION m O CATEGORIES: HANDGUN-HORNADY;RIFLE-HORNADY;SHOTGUN-HORNADY V ti 00 For Use by Eligible Purchasers s� c .2 �L 06 r By and Between L c O tU STATE OF WASHINGTON 3 DEPARTMENT OF ENTERPRISE SERVICES N v L and c O U Q. MIWALL CORPORATION Q' 7 C R C N E Dated January 1, 2024 a w E L L_ d E V R Q Packet Pg. 335 4.N.b STATEWIDE CONTRACT m L No. 22422 ii L AMMUNITION '0 CATEGORIES: HANDGUN—HORNADY;RIFLE—HORNADY;SHOTGUN—HORNADY E This Washington Statewide Contract ("Contract") is made and entered into by and between the State of L Washington acting by and through the Department of Enterprise Services, a Washington State Q governmental agency ("Enterprise Services") and Miwall Corporation, a California Corporation c ("Contractor") and is dated and effective as of January 1, 2024. U RECITALS 3 IL A. Pursuant to Legislative authorization, Enterprise Services, on behalf of the State of Washington, is authorized to develop, solicit, and establish enterprise procurement i solutions, including statewide contracts, for goods and services to support Washington a state agencies. See RCW 39.26.050(1). The Washington State Legislature also has °o authorized Enterprise Services to make these contracts available, pursuant to an v agreement in which Enterprise Services ensures full cost recovery,to other local or federal ti government agencies or entities, public benefit nonprofit organizations, and any tribes M located in the State of Washington. See RCW 39.26.050(1) & (2). a� c B. Certain Washington state agencies and other eligible purchasers need to procure .L specified types of ammunition products ("Ammunition") from qualified, professional 06 vendors. Accordingly, Enterprise Services, on behalf of the State of Washington, issued Competitive Solicitation No. 22422 dated September 8, 2023. The Competitive Solicitation to establish Contracts for specified categories of Ammunition, by o manufacturer, to enable eligible purchasers to procure Ammunition from awarded v Contractors in a cost effective, efficient manner using the terms and conditions of the Contract. 3 C. Enterprise Services evaluated all responses to the Competitive Solicitation and identified Contractor as an apparent successful bidder for the above-referenced Contract U Category(ies). r c 0 D. Enterprise Services has determined that entering into this Contract will meet the v identified needs and be in the best interest of the State of Washington. a a E. The purpose of this Contract is to enable eligible purchasers to purchase Ammunition as U) set forth herein. c 0 AGREEMENT E NOW THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the Q' parties hereto hereby agree as follows: a w E 1. TERM. The term of this Contract is twenty-four(24) months,commencing January 1, 2024 and ending December 31, 2025 Provided, however, that if Contractor is not in default and if, by July 1, 2025, in Enterprise Services' reasonable judgment, Contractor satisfactorily has met the performance-based goals for contract extension, Enterprise Services shall extend the term of this Contract, by written E amendment, for up to thirty-six (36) additional months. Such extension amendment shall be on the 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 1 (Rev.2022-11-16) Packet Pg. 336 4.N.b same terms and conditions as set forth in this Contract. To earn the performance-based Contract E term extension, Contractor must achieve the following performance-based metrics: ;v ii L PERFORMANCE METRIC PERFORMANCE REQUIREMENT FOR CONTRACT EXTENSION ,0 Annual Detailed Sales Contractor timely provides to Enterprise Services, with no less c Re port: than a 100%on time rate,the annual detailed sales report. See aEi p § 11.3. L Contractor shall maintain a 95% on-time delivery rate with a On-time Delivery goal of 99%on-time deliveries. See §8.3. Contractor timely provides to Enterprise Services at the Insurance designated address, without exception, annual insurance a Endorsements: endorsements for the insurance coverages required by this Contract. See Exhibit 8—Insurance Requirements at § 13. L Contractor timely remits to Enterprise Service,with no less than a a 75% on time rate over the contract term, the applicable v Vendor Management Fee (VMF). rn Vendor Management Note: Contractor must pay the VMF within thirty (30) calendar 00 Fee: days of invoice from Enterprise Services. If Contractor is delinquent in timely paying the VMF for three (3) or more quarters within the first nine (9) quarters of the Contract term, 2 �L Contractor will not be eligible for a performance-based06 a extension. Contractor timely provides to Enterprise Services, with no less than a 75% on time rate over the contract term, the required v Contract quarterly sales reports. Contract Note: Contractor must provide the quarterly sales reports to 3 Sales Reports: Enterprise Services within thirty (30) calendar days of the M , quarter's end. If Contractor is delinquent in providing the u, quarterly sales reports for three(3)or more quarters within the L first nine (9) quarters of the Contract term, Contractor will not be eligible for a performance-based extension. Lj 21 2. ELIGIBLE PURCHASERS. This Contract may be utilized by any of the following types of entities (each an 3 eligible "Purchaser"): c 2.1. WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions, +° boards, and commissions. E 2.2. WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following institutions Q' of higher education in Washington: a w ■ State universities — i.e., University of Washington & Washington State E University; L ■ Regional universities — i.e., Central Washington University, Eastern r Washington University, &Western Washington University m ■ Evergreen State College; R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 2 (Rev.2022-11-16) Packet Pg. 337 4.N.b ■ Community colleges; and E m ■ Technical colleges. L 2.3. CONTRACT USAGE AGREEMENT PARTIES. Any of the following types of entities that have executed 0 a Contract Usage Agreement with Enterprise Services: ■ Political subdivisions e. counties cities school districts E( g., , public utility � districts) in the State of Washington; L ■ Federal governmental agencies or entities; Q a� ■ Public-benefit nonprofit corporations (i.e., §501(c)(3) nonprofit corporations that receive federal, state, or local funding); and U ■ Federally-recognized Indian Tribes located in the State of Washington. 3 I1 m 3. SCOPE—INCLUDED AMMUNITION AND PRICE. >_ r R 3.1. CONTRACT SCOPE. Pursuant to this Contract, Contractor is authorized to sell and provide only 0 the Ammunition specified in ExhibitA—Included Ammunition and Prices at the Prices set forth 0 0 in ExhibitA — Included Ammunition and Prices. Contractor shall not represent to any v Purchaser under this Contract that Contractor has contractual authority to sell or provide any goods or services beyond those set forth in ExhibitA—Included Ammunition and Prices. 000 3.2. STATE'S ABILITY TO MODIFY SCOPE OF CONTRACT. Subject to mutual agreement between the C parties, Enterprise Services reserves the right to modify the Ammunition included in this .2 L Contract; Provided, however, that any such modification shall be effective only upon thirty a (30) calendar days advance written notice; and Provided further, that any such modification 06 r must be within the scope of the Competitive Solicitation for this Contract. M 3.3. ECONOMIC PRICE ADJUSTMENT. Beginning twelve (12) months after the effective date of this �0 Contract and for every annual anniversary thereafter, the prices set forth in ExhibitA — , Included Ammunition and Prices may be adjusted upon Contractor request. 3 Requests for price adjustment must be made in writing and be received between October 15 and December 15 of each calendar year to be eligible for an adjustment on the following February 1. In the event Contractor fails to timely request a price adjustment, Enterprise L Services, at its sole discretion, may allow an untimely adjustment; Provided, however, that c such adjustment will not be effective for any time prior to Enterprise Services' price ti adjustment, and Contractor is in good standing, by reasonably performing Contract 2' Q. obligations, including timely sales reporting and paying vendor management fees as required herein, are eligible for economic adjustments. c Price adjustments will be made in accordance with the average percentage change in the 0 United States Department of Labor, Bureau of Labor and Statistics(BLS) Produce Price Indices (PPI) below issued for the contract term. Only final published data will be used. E sa. PCU332992332992 (Small Arms Ammunitions Manufacturing) w Economic adjustment will lag one(1)calendar quarter past the Contract commencement date E L to allow for publication of BLS data. All calculations for the index shall be based upon the m latest version of data published as of December 1st each year. Prices may be adjusted and iTL. effective on February 1st of each year. If an index is recoded (i.e.,the recoded index is a direct substitute for the prior index according to the BLS), this Contract will use the recoded index, E E as applicable. If an index becomes unavailable, Enterprise Services shall substitute a proxy R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 3 (Rev.2022-11-16) Packet Pg. 338 4.N.b index. If there is not a direct substitute, the next higher aggregate index available will be E used. The economic adjustment shall be calculated as follows: ii New Price=Old Price x (Current Period Index/Base Period Index). `o 0 The "Current Period Index" is the average of the most recent twelve months of non- preliminary BLS Index values,and the"Base Period Index"is the average of the twelve months of non-preliminary BLS Index values prior to the Current Period Index. L 3.4. PRICE CEILING. Although Contractor may offer lower prices to Purchasers, during the term of Q this Contract,Contractor guarantees to provide the Ammunition at no greater than the prices c set forth in Exhibit — Included Ammunition and Prices (subject to economic adjustment as set forth herein). L 3.5. CONTRACT INFORMATION. Enterprise Services shall maintain and provide to eligible Purchasers a information regarding this Contract, including scope, pricing, and lowest responsive, responsible bidder designation. In addition, Enterprise Services identifies awarded i contractors who qualify as Washington Small Businesses, Certified Veteran-Owned a Businesses, or that, pursuant to the Contract provide Ammunition that meets specified state �00� procurement priorities as set forth in the Competitive Solicitation. rn 4. CONTRACTOR REPRESENTATIONS AND WARRANTIES. Contractor makes each of the following 00 representations and warranties as of the effective date of this Contract and at the time any order is a� c placed pursuant to this Contract. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) a- business days notify Enterprise Services, in writing, of such breach. 06 r 4.1. QUALIFIED TO DO BUSINESS. Contractor represents and warrants that Contractor is (a) in good standing; (b) qualified to do business in the State of Washington; and (c) registered with the o Washington State Department of Revenue and the Washington Secretary of State. v 4.2. TAXES. Contractor represents and warrants that Contractor is current, in full compliance, and f° 3 has paid all applicable taxes owed to the State of Washington. 4.3. LICENSES; CERTIFICATIONS; AUTHORIZATIONS; & APPROVALS. Contractor represents and warrants that Contractor possesses and shall keep current during the term of this Contract all required L r licenses, certifications, permits, authorizations, and approvals necessary for Contractor's 0 proper performance of this Contract. v 21 4.4. SUSPENSION & DEBARMENT. Contractor represents and warrants as previously certified in a Contractor's Bidder's Certification, that neither Contractor nor its principals or affiliates in presently are nor have ever been debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in any governmental contract by any governmental department or agency within the United States. 4.5. WAGE VIOLATIONS. Contractor represents and warrants as previously certified in Contractor's Bidder's Certification, that during the term of this Contract and the three (3) year period w immediately preceding the award of the Contract, Contractor has not been determined, by a E L final and binding citation and notice of assessment issued by the Washington Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction,to be in willful violation of any provision of Washington state wage laws set forth in RCW 49.46,49.48, or 49.52. E 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 4 (Rev.2022-11-16) Packet Pg. 339 4.N.b 4.6. CIVIL RIGHTS. Contractor represents and warrants that Contractor complies with all applicable E requirements regarding civil rights. Such requirements prohibit discrimination against iZ individuals based on their status as protected veterans or individuals with disabilities, and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual 0 orientation, gender identity, or national origin. a� 4.7. EXECUTIVE ORDER 18-03—WORKERS' RIGHTS. Contractor represents and warrants, as previously aEi certified in Contractor's Bidder's Certification, that Contractor does NOT require its employees,as a condition of employment,to sign or agree to mandatory individual arbitration Q clauses or class or collective action waivers. Contractor further represents and warrants that, c during the term of this Contract, Contractor shall not, as a condition of employment, require its employees to sign or agree to mandatory individual arbitration clauses or class or collective i action waivers. a m 4.8. PUBLIC CONTRACTS AND PROCUREMENT FRAUD. Contractor represents and warrants that, within r the three (3) year period prior to this Contract, neither Contractor nor its principals or affiliates: (a) have been convicted of or had a civil judgment rendered against them for °- 0 commission of fraud or a criminal offence in connection with obtaining, attempting to obtain, ° U or performing a public (federal, state, local, or tribal) contract or purchase order under a CD public contract; (b) have been in violation of federal or state antitrust statutes or commission 00 of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements or receiving stolen property; (c) have been indicted for or otherwise criminally or civilly charged by a government entity(federal, state, local, or tribal)with commission of any .i of the offense enumerated in subsection (b) of this provision; or (d) had one or more public a- 06 contracts (federal, state, local, or tribal)terminated for cause or default. 4.9. PROCUREMENT ETHICS & PROHIBITION ON GIFTS. Contractor represents and warrants that Contractor complies fully with all applicable procurement ethics restrictions including, but not 0 U limited to, restrictions against Contractor providing gifts or anything of economic value, directly or indirectly,to Enterprise Services and Purchasers' employees. 3 4.10. WASHINGTON'S ELECTRONIC BUSINESS SOLUTION(WEBS). Contractor represents and warrants that Contractor is registered in Washington's Electronic Business Solution (WEBS), Washington's contract registration system and that, all of Contractor's information therein is current and i accurate and that throughout the term of this Contract, Contractor shall maintain an accurate o profile in WEBS. v 21 4.11. WASHINGTON'S STATEWIDE PAYEE DESK. Contractor represents and warrants that Contractor is a registered with Washington's Statewide Payee Desk, which registration is a condition to y payment. 4.12. CONTRACT PROMOTION;ADVERTISING AND ENDORSEMENT. Contractor represents and warrants that Contractor shall use commercially reasonable efforts both to promote and market the use of E this Contract with eligible Purchasers and to ensure that those entities that utilize this Q' Contract are eligible Purchasers. Contractor understands and acknowledges that neither a w Enterprise Services nor Purchasers are endorsing Contractor's Ammunition or suggesting that E L such Ammunition is the best or only solution to their needs. Accordingly, Contractor further 0 m represents and warrants that Contractor shall make no reference to Enterprise Services, any iZ Purchaser, or the State of Washington in any promotional material without the prior written consent of Enterprise Services. m E R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 5 (Rev.2022-11-16) Packet Pg. 340 4.N.b 4.13. CONTINGENT FEES. Contractor represents and warrants that no person or selling agent has been E M employed or retained to solicit or secure this Contract upon an agreement or understanding Iv for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees L or bona fide established agents as defined in the Federal Acquisition Regulations. 0 4.14. FINANCIALLY SOLVENT. Contractor represents and warrants that Contractor has not commenced N bankruptcy proceedings and that there are no judgment, liens, or encumbrances of any kind aEi affecting title to any Ammunition that is the subject of this Contract. 4.15. OPERATIONAL CAPABILITY. Contractor represents and warrants, as previously certified in a) Contractor's Bidder's Certification, that Contractor has the operational and financial •N capability to perform the Contract. U L. 4.16. CONTRACT TRANSITION. Contractor represents and warrants that, in the event this Contract or 0 IL a similar contract, is transitioned to another contractor (e.g., Contract expiration or termination), Contractor shall use commercially reasonable efforts to assist Enterprise Services (including the Purchasers hereunder) for a period of sixty (60) calendar days to a effectuate a smooth transition to another contractor to minimize disruption of service and/or 0 0 costs to the State of Washington and such Purchasers; Provided, however, that, if costs are U incurred, Contractor shall be compensated for such costs consistent with the terms and IS I conditions pertaining to this Contract for the sixty (60) day period immediately before such °; transition. a� 4.17. AMMUNITION MANUFACTURER OR AUTHORIZED REPRESENTATIVE. Contractor represents and .2 warrants, as previously certified in Contractor's Bidder's Certification, that Contractor is the a Ammunition manufacturer or is authorized by the Ammunition manufacturer to sell the 06 Ammunition in the state of Washington for all manufacturers listed in Exhibit A — Included Ammunition and Prices. Contractor further represents and warrants that, if during the Contract term, Contractor ceases to be the Ammunition manufacturer or be authorized by 0 U the Ammunition manufacturer to sell such Ammunition in the state of Washington, Contractor promptly shall notify Enterprise Services in writing within seven (7) days of such 3 event and shall cease sales of such Ammunition pursuant to this Contract unless otherwise M directed in writing by Enterprise Services. rn 4.18. SPORTING ARMS AND MANUFACTURER'S INSTITUTE(SAAMI).Contractor represents and warrants, as U previously certified in Contractor's Bidder's Certification, all ammunition sold meets the Sporting Arms and Manufacturer's Institute requirements for specifications, transportation, 0 U and storage requirements. Q. a 5. QUALITY;WARRANTY;REMEDIES. ) 5.1. WARRANTY. Contractor warrants that the Ammunition: (a) is free from defects in design, 0 material, and workmanship; (b)fit and safe for the intended purposes; (c)consistent with recognized industry quality standards; (d) complies with the requirements,specifications,and E E descriptions included in this Contract; and (e) is produced and delivered in full compliance Q' with applicable law ("Goods Warranty'). Contractor further warrants that it has good and a w marketable title to the Ammunition and shall keep Purchaser's property free of liens. If E L Purchaser receives notice of a lien caused by Contractor, Purchaser may withhold any 0 m payment otherwise due Contractor until Contractor submits proof, in a form satisfactory to U- Purchaser,that all lienable claims have been fully paid or waived. r c m 5.2. REMEDY. If Ammunition does not comply with the Goods Warranty, at Purchaser's election, E Contractor promptly shall remedy the defect by replacing any defective Ammunition. R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 6 (Rev.2022-11-16) Packet Pg. 341 4.N.b Contractor's Goods Warranty support shall include,at Contractor's sole expense,all technical E M support, parts, materials and equipment, and labor, including freight and "in/out" costs iZ required to address the defect. If, in Purchaser's judgment, replacement is inadequate, or fails of its essential purpose, Contractor shall refund the full amount of any payments that 0 have been made. The rights and remedies of the parties under this warranty are in addition to any other rights and remedies of the parties provided by law or equity, including, without E E limitation, actual damages, and, as applicable and awarded under the law, to a prevailing L party, reasonable attorneys'fees and costs. Q 5.3. FAILURE To REMEDY. If Contractor does not remedy a defect or nonconformity within ten (10) c calendar days after receipt of written notice from Purchaser, or if an emergency exists rendering it impossible or impractical for Purchaser to have Contractor provide a remedy, i Purchaser may, without prejudice to any other rights or remedies available to it, replace a' Ammunition, in which case Contractor shall reimburse Purchaser for its actual costs or, at Purchaser's option, Purchaser will offset the costs incurred from amounts owing to Contractor. a 0 5.4. TECHNICAL SUPPORT. Contractor shall provide all warranty service and telephone support, 0 v including after-hour technical support, at its own cost. 00 6. SAFETY;SECURITY. Contractor's failure to comply with any of the requirements in this Section shall be cause for termination. a' c 6.1. REGULATORY REQUIREMENTS/SAFETY. Ammunition supplied by Contractor shall meet all OSHA d and other safety-related federal,state, local,and/or tribal regulatory requirements applicable 06 to Ammunition. L 6.2. MATERIAL SAFETY DATA SHEETS. As applicable, Contractor shall provide Purchaser with all o appropriate Material Safety Data Sheets ("MSDS") at the time of delivery of each shipment of 0 Ammunition which requires such compliance. 6.3. ACCIDENT AND INJURY REPORTING. If Contractor, its agents, employees, or subcontractors are 3 present at Purchaser's premises, Contractor promptly will report in writing all injuries, accidents, property damage, near-miss incidents, or any claims regarding damages or injury involving Contractor, its agents, employees, or subcontractors occurring at such premises. f° r Contractor agrees to cooperate and assist in any Purchaser investigation of incidents. o U 6.4. ON SITE REQUIREMENTS. While on Purchaser's premises, Contractor, its agents, employees, or 1 subcontractors shall comply, in all respects,with Purchaser's physical,fire, access,safety, and Q- 0 other security requirements and not interfere with Purchaser's operations. Contractor represents and warrants that Contractor,its agents,employees,or subcontractors who access Purchaser's premises will be adequately trained and at all times comply with Purchaser's requirements. E sa. 7. SUBCONTRACTORS. W 7.1. CONTRACTOR RESPONSIBILITY. Notwithstanding any provision to the contrary, In the event E Contractor elects to utilize subcontractors to perform this Contract, Contractor shall: L (a) incorporate Contractor's responsibilities under this Contract into its subcontracts; (b) be ii fully responsible for the performance of any such subcontractors (regardless of tier) and ensure that subcontractors comply with each and every Contractor obligation set forth in this E Contract; (c) be the sole point of contact for Enterprise Services and any Purchasers regarding R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 7 (Rev.2022-11-16) Packet Pg. 342 4.N.b all contractual matters; (d) ensure that such subcontractors are registered in WEBS; and E M (e) defend, indemnify, and hold Enterprise Services and Purchasers harmless in case of 0 negligence, other tortious fault, or intentional misconduct by any such subcontractors L (regardless of tier). Prior to utilizing any subcontractor to perform this Contract, Contractor 0 shall provide written notice to Enterprise Services' contract administrator. Such notice shall confirm that the subcontractor is registered in WEBS and provide the necessary information E for Enterprise Services' contract administrator to include such subcontractor(s) in L Washington's Purchasing Contract Management System (PCMS). Q 7.2. REPORTING. If Contractor is required to report to Purchaser and/or Enterprise Services, such c report(s) will include subcontractor data, by subcontractor, for any data that Contractor is required to report as well as a consolidated 'rollup' report combining Contractor and i subcontractor data. a m 7.3. SUBCONTRACTOR REPRESENTATIONS AND CERTIFICATIONS. Any Contractor representations or r certifications set forth in this Contract shall apply to subcontractors (at any tier) and m Contractor shall not utilize any subcontractors (at any tier) who cannot provide such °- 0 representations or certifications, excepting the certification to be registered with 0 U Washington's Statewide Payee Desk, unless Purchaser will pay such subcontractor directly. CD IS I 00 8. USING THE CONTRACT—PURCHASES. 8.1. ORDERING REQUIREMENTS. Eligible Purchasers shall order Ammunition from this Contract, 5 .2 consistent with the terms hereof and by using any ordering mechanism agreeable both to a Contractor and Purchaser but including, at a minimum, a purchase order. When practicable, 06 Contractor and Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods(collectively"Purchaser Order"). All Purchase Orders must c reference the Contract number. The terms of this Contract shall apply to any Purchase Order 0 and, in the event of any conflict,the terms of this Contract shall prevail. Notwithstanding any provision to the contrary, in no event shall any 'click-agreement,' software or web-based 3 application terms and conditions, or any other agreement modify the terms and conditions of this Contract. 8.2. DELIVERY REQUIREMENTS. Contractor must ensure that the Ammunition is delivered or provided i as required by this Contract, the Purchase Order used by Purchaser, and as otherwise o mutually agreed in writing between Purchaser and Contractor. The following apply to all c) deliveries: 2' a (a) Contractor shall make all deliveries to the applicable delivery location specified in the Purchase Order. Such deliveries shall occur during Purchaser's normal work hours and within the time period mutually agreed in writing between Purchaser and Contractor. m (b) Deliveries made to secure facilities and drivers entering those facilities shall Q. be pre-approved by the Purchaser. Contractor must obtain the required a clearance prior to any scheduled delivery to secure facilities. w E (c) Contractor shall ship all Ammunition purchased pursuant to this Contract, freight charges prepaid by Contractor, FOB Purchaser's specified destination U_ with all transportation and handling charges included. Contractor shall bear all risk of loss, damage, or destruction of the Ammunition ordered hereunder R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 8 (Rev.2022-11-16) Packet Pg. 343 4.N.b that occurs prior to delivery, except loss or damage attributable to E Purchaser's fault or negligence. ii (d) All packing lists, packages, instruction manuals, correspondence, shipping `o notices, shipping containers, and other written materials associated with this N Contract shall be identified by the Contract number set forth on the cover of a� this Contract and the applicable Purchaser's Purchase Order number. Packing aEi lists shall be enclosed with each shipment and clearly identify all contents and ;v any backorders. Q 8.3. ON-TIME DELIVERY. Contractor shall maintain a 95% on-time delivery rate with a goal of 99% on-time deliveries. Delivery lead times will not exceed one-hundred eighty (180) days after receipt of order (ARO) unless mutually agreed in writing between the Contractor and the U L Purchaser.Adjustments to delivery still within the one-hundred eighty(180)day window must IL be documented in the Purchaser ordering paperwork. If an order's ETA surpasses the one- > hundred eighty(180)day window after receipt of order,Contractor will need to obtain mutual agreement in writing between Purchaser and Contractor or allow Purchaser to withdraw their a order. 0 0 Upon Purchaser or Enterprises Services request, Contractor must provide documentation v supporting compliance with this requirement. Documentation must be received by requestor within ten (10) days of request. 00 8.4. ORDER FULFILLMENT AND SUBSTITUTIONS. In the event Contractor is unable to fulfill a product C ordered, a replacement product equal in price and performance may be substituted. All .2 �L products substitutions must be mutually agreed to by Purchaser and Contractor in writing a- prior to order placement and documented in Purchaser's ordering paperwork. 06 r U 8.5. RECEIPT AND INSPECTION OF AMMUNITION. Ammunition purchased Under this Contract IS subject L+. to Purchaser's reasonable inspection, testing, and approval at Purchaser's destination. t0 Purchaser reserves the right to reject and refuse acceptance of Ammunition that is not in accordance with this Contract and Purchaser's Purchase Order. If there are any apparent 3 defects in the Ammunition at the time of delivery, Purchaser promptly will notify Contractor. At Purchaser's option, and without limiting any other rights, Purchaser may require Contractor to replace, at Contractor's expense, any or all damaged Ammunition or, at U Purchaser's option, Purchaser may note any such damage on the receiving report, decline acceptance, and deduct the cost of rejected Ammunition from final payment. Payment for 0 any Ammunition under such Purchase Order shall not be deemed acceptance. 8.6. REFUNDS. Ammunition that does not perform to manufacturer specifications and standards will be refunded or replaced at no additional charge to Purchaser. Upon request, Contractor will provide, within five (5) days, manufacturer literature that describes specific performance 0 requirements and standards of Ammunition purchased. Upon receipt of manufacturer literature, Purchaser will provide to Contractor, within five (5) days, supporting E E documentation describing how the Ammunition does not meet the manufacturer Q- performance requirements and standards. Afull credit will be issued by the Contractor within a w ten (10) days. E L M 8.7. CUSTOMER SERVICE. Contractor will be available by phone and/or email Monday through Friday ;v from 8:00 am to 5:00 p.m. Contractor will respond to voicemail and email within twenty-four U_ (24) hours. E R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 9 (Rev.2022-11-16) Packet Pg. 344 4.N.b 9. INVOICING&PAYMENT. E R N 9.1. CONTRACTOR INVOICE. Contractor shall submit properly itemized invoices to Purchaser's ii designated invoicing contact for Ammunition delivered under this Contract. Such invoices `0 shall itemize the following: c (a) Contract No. 22422; E (b) Contractor name, address,telephone number, and email address for billing L issues (i.e., Contractor Customer Service Representative); Q (c) Contractor's Federal Tax Identification Number; (d) Date(s) of delivery; U (e) Applicable Ammunition; 3 IL (f) Invoice amount; and (g) Payment terms, including any available prompt payment discounts. i m Contractor's invoices for payment shall reflect accurate Contract prices. Invoices will not be 0- 0 processed for payment until receipt of a complete invoice as specified herein. 0 U 9.2. PAYMENT. Payment is the sole responsibility of, and will be made by, the Purchaser. IS I Purchaser's obligation to pay invoices is subject to receipt of a timely and accurate invoice C00 and conforming Ammunition. Unless Contractor has provided a prompt payment discount set forth in Exhibit — Included Ammunition and Prices, Purchaser's payment is due within thirty(30) calendar days of invoice. Purchaser retains the right of setoff for any amount due a or owing to Purchaser. Purchaser may make payments electronically (e.g., ACH payments). 06 Contractor shall provide information necessary to facilitate electronic payments. If Purchaser fails to make timely payment(s), Contractor may invoice Purchaser in the amount of one percent (1%) per month on the amount overdue or a minimum of$1. Payment will not be 0 considered late if a check or warrant is mailed within the time specified. 9.3. OVERPAYMENTS. Contractor promptly shall refund to Purchaser the full amount of any 3 erroneous payment or overpayment. Such refunds shall occur within thirty(30)calendar days of written notice to Contractor;Provided, however,that Purchaser shall have the right to elect to have either direct payments or written credit memos issued. If Contractor fails to make i timely refunds of overpayment(s) (either directly or by credit memo), Contractor shall pay o Purchaser interest at the rate of one percent (1%) per month on the amount overdue thirty c) (30)calendar days after notice to Contractor. 1 a 9.4. ADVANCE PAYMENT PROHIBITED. Except as authorized by law, Contractor shall not request or receive advance payment for any Ammunition furnished by Contractor pursuant to this c Contract. c 9.5. No ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or E E impose any additional charges including, but not limited to, charges for shipping, handling, Q- insurance, or payment processing with the following exception. Orders that do not meet the a w minimum order requirement of five(5) cases or more, may be charged an additional shipping E charge reflective of actual shipping costs which shall not exceed $30.00 per case.TAxEs/FEES. Contractor promptly shall pay all applicable taxes on its operations and activities pertaining U- to this Contract. Failure to do so shall constitute breach of this Contract. Unless otherwise r c agreed, Purchaser shall pay applicable sales tax imposed by the State of Washington on m purchased Ammunition. Contractor's invoices shall separately state (a)taxable and non- STATEWIDE CONTRACT NO.22422—AMMUNITION 10 (Rev.2022-11-16) Packet Pg. 345 4.N.b taxable charges and (b) sales/use tax due by jurisdiction. In regard to federal excise taxes, E M Contractor shall include federal excise taxes only if, after thirty (30) calendar days written Iv notice to Purchaser, Purchase has not provided Contractor with a valid exemption certificate L from such federal excise taxes. 0 c 10. CONTRACT MANAGEMENT. E N 10.1. CONTRACT ADMINISTRATION&NOTICES. Except for legal notices,the parties hereby designate the following contract administrators as the respective single points of contact for purposes of Q this Contract. Enterprise Services' contract administrator shall provide Contract oversight. Contractor's contract administrator shall be Contractor's principal contact for business activities under this Contract. The parties may change contract administrators by written i notice as set forth below. ' IL Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or r sent via email,and shall be sent to the respective addressee at the respective address or email m address set forth below or to such other address or email address as the parties may specify 0- 0 in writing: 0 v Enterprise Services Contractor Attn: Brad Stringfellow Attn: Sean Riley M Washington Dept. of Enterprise Services Miwall Corporation PO Box 41411 PO Box 2809 .2 Olympia, WA 98504-1411 Grass Valley, CA 95945 a Tel: (360)407-9411 (Direct) Tel: (530) 274-8228 06 r (360)407-2213 (Team Line) Email: lesales@miwallcorp.com L Email: DESContractsTeamFir@des.wa.eov = 0 U Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon transmission to the designated email address of said addressee. 3 10.2. CONTRACTOR CUSTOMER SERVICE REPRESENTATIVE. Contractor shall designate a customer service representative (and inform Enterprise Services of the same) who shall be responsible for addressing Purchaser issues pertaining to this Contract. i r 10.3. LEGAL NOTICES. Any legal notices required or desired shall be in writing and delivered by U.S. 0 certified mail, return receipt requested, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to a such other address or email address as the parties may specify in writing: Enterprise Services Contractor 0 Attn: Legal Services Manager Attn: Sean Riley c m Washington Dept. of Enterprise Services Miwall Corporation E PO Box 41411 PO Box 2809 Q' Olympia, WA 98504-1411 Grass Valley, CA 95945 w Email: greg.tolbert@des.wa.gov Email: sean@miwallcorp.com E 0 Notices shall be deemed effective upon the earlier of receipt when delivered, or, if mailed, a)U- upon return receipt, or, if emailed, upon transmission to the designated email address of said addressee. m E 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 11 (Rev.2022-11-16) Packet Pg. 346 4.N.b 11. CONTRACTOR SALES REPORTING;VENDOR MANAGEMENT FEE;&CONTRACTOR REPORTS. E R N 11.1. CONTRACT SALES REPORTING. Contractor shall report total Contract sales quarterly to Enterprise it Services, as set forth below. `o (a) Contract Sales Reporting System. Contractor shall report quarterly Contract c sales in Enterprise Services' Contract Sales Reporting System. Enterprise Services will provide Contractor with a login password and a vendor number. The password and vendor number will be provided to the Sales o, Reporting Representative(s) listed on Contractor's Bidder Profile. Q a� c (b) Data. Each sales report must identify every authorized Purchaser by name rn as it is known to Enterprise Services and its total combined sales amount invoiced during the reporting period (i.e., sales of an entire agency or 3 IL political subdivision, not its individual subsections). The "Miscellaneous" option may be used only with prior approval by Enterprise Services. Upon r request, Contractor shall provide contact information for all authorized Purchasers specified herein during the term of the Contract. If there are no 0 Contract sales during the reporting period, Contractor must report zero U sales. rn (c) Due dates for Contract Sales Reporting. Quarterly Contract Sales Reports °; must be submitted electronically by the following deadlines for all Contract sales invoiced during the applicable calendar quarter: .2 L CONTRACT SALES REPORT d QUARTER FOR SALES MADE IN 06 CALENDAR QUARTER ENDING DUE By PAST DUE L 1 January 1—March 31 April 30 May 1 0 U 2 April 1—June 30 July 31 August 1 ' 3 July 1—September 30 October 31 November 1 3 4 October 1—December 31 January 31 February 1 �, U 11.2. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management fee ("VMF") of 1.25 percent on the purchase price for all Contract sales (the purchase price is v the total invoice price less applicable sales tax). (a) The sum owed by Contractor to Enterprise Services as a result of the VMF is 3 calculated as follows: Amount owed to Enterprise Services = Total Contract sales invoiced (not including sales tax)x .0125. c m (b) The VMF must be rolled into Contractor's current pricing. The VMF must not E .2- be shown as a separate line item on any invoice unless specifically requested a and approved by Enterprise Services. w E (c) Enterprise Services will invoice Contractor quarterly based on Contract sales reported by Contractor. Contractor is not to remit payment until Contractor L receives an invoice from Enterprise Services. Contractor's VMF payment to L` r Enterprise Services must reference this Contract number, the year and E R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 12 (Rev.2022-11-16) Packet Pg. 347 4.N.b quarter for which the VMF is being remitted, and Contractor's name as set E forth in this Contract, if not already included on the face of the check. ;v ii (d) Contractor's failure to report accurate total net Contract sales, to submit a `o timely Contract sales report, or to remit timely payment of the VMF to N Enterprise Services, may be cause for Enterprise Services to suspend a� Contractor or terminate this Contract or exercise remedies provided by law. E Without limiting any other available remedies, the parties agree that ;v Contractor's failure to remit to Enterprise Services timely payment of the Q VMF shall obligate Contractor to pay to Enterprise Services, to offset the administrative and transaction costs incurred by the State to identify, process, and collect such sums, the sum of $200.00 or twenty-five percent U L (25%) of the outstanding amount, whichever is greater, or the maximum li allowed by law, if less. (e) Enterprise Services reserves the right, upon thirty(30) calendar days advance i written notice, to increase, reduce, or eliminate the VMF for subsequent a purchases, and reserves the right to renegotiate Contract pricing with �00� Contractor when any subsequent adjustment of the VMF might justify a CD change in pricing. IS I 00 11.3. ANNUAL CONTRACT SALES REPORT. Contractor shall provide to Enterprise Services a detailed annual Contract sales report. Such report shall include, at a minimum: the Ammunition sold c (including, as applicable, item number or other identifier), per unit quantities sold, items and .L volumes purchased by Purchaser, shipment/delivery locations by Purchaser, and Contract a- 06 price. This report must be provided in an electronic format that can be read by Microsoft (MS) Excel. Such report is due within thirty(30)calendar days following the twelve(12)month anniversary of Contract effective date and annually thereafter. o U 12. RECORDS RETENTION He AUDITS. 3 12.1. RECORDS RETENTION. Contractor shall maintain books records documents and other evidence pertaining to this Contract and orders placed by Purchasers under it to the extent and in such N U detail as shall adequately reflect contract performance and administration of purchases, r payments, taxes, and fees. Contractor shall retain such records for a period of six (6) years 0 following expiration or termination of this Contract or final payment for any order placed by v a Purchaser against this Contract,whichever is later; Provided, however,that if any litigation, a claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved. c 12.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third-party audit, applicable records to ensure that Contractor properly has invoiced Purchasers and that Contractor has paid all applicable vendor management fees to Enterprise Services. Q. Accordingly, Contractor shall permit Enterprise Services, any Purchaser, and any other duly a authorized agent of a governmental agency, to audit, inspect, examine, copy and/or w transcribe Contractor's books, documents, papers and records directly pertinent to this Contract or Purchase Orders placed by a Purchaser under this Contract for the purpose of making audits,examinations, excerpts, and transcriptions. This right shall survive for a period r of six (6) years following expiration or termination of this Contract or final payment for any order placed by a Purchaser against this Contract,whichever is later; Provided, however,that E 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 13 (Rev.2022-11-16) Packet Pg. 348 4.N.b if any litigation,claim,or audit is commenced prior to the expiration of this period,such period E shall extend until all such litigation, claims, or audits have been resolved. ii 12.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any other remedy `0 available to any Purchaser, Contractor shall (a) reimburse Purchasers for any overpayments inconsistent with the terms of this Contract or Purchase Orders placed thereunder, at a rate of 125% of any such overpayments, found as a result of the examination of Contractor's E records;and (b) reimburse Enterprise Services for any underpayment of vendor management fees, at a rate of 125% of such fees found as a result of the examination of Contractor's Q records (e.g., if Contractor underpays the Vendor Management Fee by $500, Contractor c would be required to pay to Enterprise Services$500 x 1.25=$625); Provided, however,that, in the event Contractor timely discovers and corrects any Purchaser overpayment or i Contractor underpayment of vendor management fees and does so prior to the initiation of a' any audit, Contractor shall be entitled to reimburse Purchaser or pay to Enterprise Services the actual amount of such Purchaser overpayment or such underpayment of vendor management fees. a 0 0 13. INSURANCE. V 13.1. REQUIRED INSURANCE. Contractor, at its expense, shall maintain in full force and effect the 00 insurance coverages set forth in Exhibit B—Insurance Requirements. All costs for insurance, including any payments of deductible amounts,shall be considered incidental to and included in the prices for Ammunition and no additional payment shall be made to Contractor. .2 L 13.2. WORKERS COMPENSATION. Contractor shall comply with applicable workers compensation 06 statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may be required by law, Enterprise Services may terminate this Contract. This 0 provision does not waive any of the Washington State Department of Labor and Industries (L&I) rights to collect from Contractor. If Contractor performs services on Purchaser's behalf 3 in the State of Washington, and only to the extent of claims against Contractor by Purchaser under the Indemnity obligations in this Contract, Contractor expressly waives any immunity it may be granted under the Washington State Industrial Insurance Act, Title 51 RCW. U Contractor's indemnification obligation will not be limited in any way by any limitation on the amount or type of damages,compensation,or benefits payable to or for any third party under 0 workers' compensation acts, disability benefit acts, or other employee benefit acts. The >, parties expressly acknowledge and certify that the waiver of immunity under Title 51 RCW a was mutually negotiated and agreed upon. c 14. CLAIMS. c 14.1. ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and E all risks of personal injury or property damage to itself and its employees and agents in Q- connection with its operations under this Contract. Enterprise Services has made no w representations regarding any factor affecting Contractor's risks. Contractor shall pay for all E damage to any Purchaser's property resulting directly or indirectly from Contractor's acts or m omissions under this Contract. 14.2. THIRD-PARTY CLAIMS;GENERAL INDEMNITY. To the fullest extent permitted by law,Contractor shall c defend, INDEMNIFY, and hold Enterprise Services and any Purchaser and their employees and E agents harmless from and against all claims, demands, judgments, assessments, damages, r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 14 (Rev.2022-11-16) Packet Pg. 349 4.N.b penalties, fines costs liabilities or losses including, without limitation sums E p g paid in settlement of claims, attorneys' fees, consultant fees, and expert fees (collectively "Claims") iZ arising out of Contractor's or its successors', agents', or subcontractors' negligence, other tortious fault,or intentional misconduct under this Contract; Provided, however,that no right 0 to indemnity will exist as to that portion of a Claim resulting from the sole negligence,tortious fault, or intentional misconduct of Enterprise Services or Purchaser. The parties agree that if E there are any limitations of Contractor's liability, including a limitation of liability clause for L anyone for whom the Contractor is responsible, such limitations of liability shall not apply to Q injuries to persons (including death), damages to property, data breach, and/or intellectual a� property infringement. Contractor shall take all steps needed to keep Purchaser's property N free of liens arising from Contractor's activities, and promptly obtain or bond the release of any such liens that may be filed. 3 IL 14.3. INTELLECTUAL PROPERTY INDEMNITY. To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold Enterprise Services and any Purchaser and their employees and agents harmless from against any and all Claims resulting from allegations of infringement of a any patents, copyrights, trade secret, or similar intellectual property rights covering the °o Ammunition provided, or the use of the Ammunition under this Contract. If Purchaser's use v of Ammunition and provided by Contractor is enjoined based on an intellectual property IS infringement Claim, Contractor shall, at its own expense, either procure for Purchaser the M right to continue using the Ammunition or, after consulting with Purchaser and obtaining Purchaser's consent, replace or modify the Ammunition with substantially similar and functionally equivalent non-infringing Ammunition. a- 06 15. DISPUTE RESOLUTION. The parties shall cooperate to resolve any dispute pertaining to this Contract efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each U organization. In such situation, upon notice by either party, each party, within five (5) business days shall reduce its description of the dispute to writing and deliver it to the other party. The receiving 3 party then shall have three (3) business days to review and respond in writing. In the event that the parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference N between the respective senior managers of each organization to attempt to resolve the dispute. In U the event the parties cannot agree, either party may resort to court to resolve the dispute. 0 U 16. TERMINATION;EXPIRATION;SUSPENSION;&REMEDIES. Q. 16.1. TERMINATION. This Contract may be terminated: (a) upon the mutual written agreement of the parties; (b) by the non-breaching party where the breach is not cured within thirty (30) calendar days after written notice of breach is delivered to the breaching party, unless a 0 different time for cure is otherwise stated in this Contract; and (c) as otherwise expressly provided for in this Contract. This Contract shall terminate automatically and without further E action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or 2- bankruptcy. In addition to any other available remedies, the non-breaching party may a w terminate this Contract as provided in subsection (b) above without further liability by written E L notice to the breaching party. A termination for breach will not affect rights or obligations 0 m accrued or owed before the effective date of the termination notice. ii 16.2. TERMINATION FOR NONAPPROPRIATION OR REDUCTION OF FUNDS OR CHANGES IN LAW. Enterprise Services may suspend or terminate this Contract and Purchasers may suspend or terminate applicable Purchase Orders, in whole or in part, at the sole discretion of Enterprise Services 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 15 (Rev.2022-11-16) Packet Pg. 350 4.N.b or, as applicable, Purchaser, if Enterprise Services or, as applicable, Purchaser reasonably pp p pp Y � determines that: (a) a change in Federal or State legislation or applicable laws materially iZ affects the ability of either party to perform under the terms of this Contract or applicable L Purchase Order;or(b)that a change in available funds affects Purchaser's ability to pay under ° the applicable Purchase Order. A change of available funds as used in this section includes but is not limited to a change in Federal or State funding, whether as a result of a legislative E act or by order of the President or the Governor. If a written notice is delivered under this L provision, Purchaser will reimburse Contractor for Ammunition properly ordered until the Q effective date of said notice. Except as stated in this provision, in the event of termination for a� nonappropriation or reduction of funds or changes in law, Purchaser will have no obligation N or liability to Contractor. L 16.3. TERMINATION FOR PUBLIC CONVENIENCE. Enterprise Services, for public convenience, may a terminate this Contract; Provided, however, that such termination for public convenience must, in Enterprise Services'judgment, be in the best interest of the State of Washington; and Provided further, that such termination for public convenience shall only be effective upon a sixty (60) calendar days prior written notice; and Provided further, that such termination for °o public convenience shall not relieve any Purchaser from payment for Ammunition already v ordered as of the effective date of such notice. Except as stated in this provision, in the event of such termination for public convenience, neither Enterprise Services nor any Purchaser M shall have any obligation or liability to Contractor. c 16.4. PURCHASER OBLIGATIONS—ExPIRATION. Upon expiration of this Contract, Purchaser shall accept V �L and take delivery of all outstanding and not yet fulfilled Purchase Orders and pay Contractor a 06 the price as set out in the Contract. Notwithstanding any provision to the contrary, in no event shall a Purchaser's Purchase Order pursuant to this Contract that is executed prior to expiration of this Contract allow for Contractor to provide Ammunition more than twelve(12) o months beyond the expiration date of the Contract. v 16.5. CONTRACTOR OBLIGATIONS—EXPIRATION OR TERMINATION. Upon expiration or termination of this 3 Contract, Contractor shall: (a) continue to fulfill its warranty obligations with respect to any Ammunition sold hereunder and all provisions of the Contract that, by their nature, would N continue beyond the expiration,termination,or cancellation of the Contract shall so continue U and survive; and (b) promptly return to Purchaser all keys, badges, and other materials supplied by Purchaser for the performance of any Purchase Order entered into pursuant to 0 U this Contract. 16.6. DEFAULT. Any of the following events shall constitute cause for Enterprise Services to declare Contractor in default of this Contract: c (a) Contractor fails to perform or comply with any of the terms or conditions of this Contract; (b) Contractor fails to timely report contract sales; E (c) Contractor fails to timely pay the vendor management fees when due; or a w (d) Contractor breaches any representation or warranty provided herein. E L M 16.7. SUSPENSION & TERMINATION FOR DEFAULT. Enterprise Services may suspend Contractor's L U- operations under this Contract immediately by written cure notice of any default. Suspension shall continue until the default is remedied to Enterprise Services' reasonable satisfaction; m Provided, however, that, if after thirty (30) calendar days from such a suspension notice, R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 16 (Rev.2022-11-16) Packet Pg. 351 4.N.b Contractor remains in default, Enterprise Services may terminate Contractor's rights under E M this Contract. All of Contractor's obligations to Enterprise Services and Purchasers survive termination of Contractor's rights under this Contract, until such obligations have been L fulfilled. 0 16.8. REMEDIES FOR DEFAULT. N (a) Enterprise Services' rights to suspend and terminate Contractor's rights under this Contract are in addition to all other available remedies. o, Q (b) In the event of termination for default, Enterprise Services may exercise any remedy provided by law including,without limitation,the right to procure for rn all Purchasers replacement Ammunition. In such event, Contractor shall be liable to Enterprise Services for damages as authorized by law including, butIL 3 not limited to, any price difference between the Contract price and the replacement or cover price as well as any administrative and/or transaction r costs directly related to such replacement procurement—e.g.,the cost of the competitive procurement. 0 0 16.9. LIMITATION ON DAMAGES. Notwithstanding any provision to the contrary,the parties agree that V in no event shall any party or Purchaser be liable to the other for exemplary or punitive ti damages; Provided, however, that nothing contained in this Section will in any way exclude M or limit: (a) a party's liability for all damages arising out of that party's intentional acts or omissions; (b)the operation of any warranty provided in this Contract; or(c) damages subject c to the Intellectual Property Indemnity section of this Contract. Any limitation of either party's a- obligations under this Contract, by delivery slips or other documentation is void. 06 r 16.10. SUSPENSION/TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or termination (in full or in part), the parties shall cooperate to ensure an orderly and efficient 0 suspension or termination. Accordingly, Contractor shall deliver to Purchasers all v Ammunition that has been ordered and Purchasers shall inspect,accept,and pay for the same in accordance with this Contract and the applicable Purchase Order. Unless directed by 3 Enterprise Services to the contrary, Contractor shall not process any orders after notice of suspension or termination inconsistent therewith. U 16.11. PURCHASER PURCHASE ORDERS. Purchaser Orders may be terminated: (a) upon the mutual written agreement of the parties; (b) by the non-breaching party where the breach is not 0 U cured within thirty (30) calendar days after written notice of breach is delivered to the breaching party, unless a different time for cure is otherwise stated in the applicable Purchase a Order;and (c) as otherwise expressly provided for in the applicable Purchase Order. Purchase in Orders shall terminate automatically and without further action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or bankruptcy. In addition to any other available remedies, the non-breaching party may terminate the Purchase Order as m provided in subsection (b)above without further liability by written notice to the breaching E party. A termination for breach will not affect rights or obligations accrued or owed before a the effective date of the termination notice. w E L 17. PUBLIC INFORMATION&PUBLIC RECORDS DISCLOSURE REQUESTS. i I.L 17.1. WASHINGTON'S PUBLIC RECORDS ACT. Unless statutorily exempt from public disclosure, this Contract and all related records are subject to public disclosure as required by Washington's E Public Records Act, RCW 42.56. 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 17 (Rev.2022-11-16) Packet Pg. 352 4.N.b 17.2. CONTRACTOR OBLIGATION. Contractor shall identify and mark the precise portion(s) of the E R relevant page(s) of any records provided to Enterprise Services that Contractor believes are statutorily exempt from disclosure and identify the precise statutory basis for exemption from L disclosure. In addition, if, in Contractor's judgment, certain portions of such records are not ° statutorily exempt from disclosure but are sensitive because particular portions of Contractor's records (NOT including pricing) include highly confidential, proprietary, or trade E secret information (or the equivalent) that Contractor protects through the regular use of L confidentiality or similar agreements and routine enforcements through court enforcement Q actions, Contractor shall identify and mark the precise portion(s) of the relevant page(s) of a� any records that include such sensitive information. N 17.3. ENTERPRISE SERVICES'OBLIGATION. In the event that Enterprise Services receives a public records i disclosure request pertaining to records that Contractor has submitted and marked either as a' (a) statutorily exempt from disclosure;or(b) sensitive,Enterprise Services, prior to disclosure, will do the following: Enterprise Services' Public Records Officer will review any records marked by Contractor as statutorily exempt from disclosure. In those situations, where the a designation comports with the stated statutory exemption from disclosure, Enterprise °o Services will redact or withhold the record(s) as appropriate. For records marked 'sensitive' v or for records where Enterprise Services determines that no statutory exemption to IS disclosure applies or is unable to determine whether the stated statutory exemption to M disclosure properly applies, Enterprise Services will notify Contractor,at the address provided in the Contract, of the public records disclosure request and identify the date that Enterprise Services intends to release the record(s)(including records marked 'sensitive'or exempt from a disclosure)to the requester unless Contractor, at Contractor's sole expense, timely obtains a 06 r court order enjoining Enterprise Services from such disclosure. In the event Contractor fails to timely file a motion for a court order enjoining such disclosure, Enterprise Services will release the requested record(s)on the date specified. Contractor's failure properly to identify �j exempted or sensitive information or timely respond after notice of request for public ' disclosure has been given shall be deemed a waiver by Contractor of any claim that such f° 3 records are exempt or protected from public disclosure. u� 18. GENERAL PROVISIONS. v L 18.1. TIME IS OF THE ESSENCE. Time is of the essence for each and every provision of this Contract. 18.2. COMPLIANCE WITH LAW. Contractor shall comply with all applicable law. Contractor shall obtain >, all necessary permits and approvals and give all stipulations, certifications, and a representations that may be required for it to perform this Contract. 18.3. ENTIRE AGREEMENT. This Contract constitutes the entire agreement and understanding of the parties with respect to the subject matter and supersedes all prior negotiations, representations, and understandings between them. There are no representations or E understandings of any kind not set forth herein. Q' a 18.4. AMENDMENT OR MODIFICATION. Except as set forth herein, this Contract may not be amended w or modified except in writing and signed by a duly authorized representative of each party. E m 18.5. AUTHORITY. Each party to this Contract, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter into this Contract and that its execution, delivery,and performance of this Contract has been fully E R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 18 (Rev.2022-11-16) Packet Pg. 353 4.N.b authorized and approved,and that no further approvals or consents are required to bind such E party. ii 18.6. No AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall `o be or is intended to be created by or under this Contract. Neither party is an agent of the other party nor authorized to obligate it. E 18.7. INDEPENDENT CONTRACTOR. The parties intend that an independent contractor relationship is M created by this Contract. Contractor and its employees or agents performing under this Q Contract are not employees or agents of Enterprise Services. Contractor shall not have authorization, express or implied, to bind Enterprise Services to any agreement, liability, or understanding, except as expressly set forth herein. Contractor and its employees and agents U are not entitled to unemployment insurance or worker's compensation benefits through 3 Enterprise Services or the State of Washington and Enterprise Services and the State of a m Washington will not pay for or otherwise provide such coverage for Contractor and its r employees and agents. a 18.8. ASSIGNMENT. Contractor may not assign its rights under this Contract without Enterprise 0 0 Services' prior written consent and Enterprise Services may consider any attempted U assignment without such consent to be void; Provided, however, that, if Contractor (a) provides written notice to Enterprise Services within thirty (30) calendar days of such °; event and (b)timely executes Enterprise Services' Assignment, Assumption, and Consent Agreement, Contractor may assign its rights under this Contract in full to any parent, .2 subsidiary,or affiliate of Contractor that controls or is controlled by or under common control a with Contractor, is merged or consolidated with Contractor, or purchases a majority or 06 controlling interest in the ownership or assets of Contractor. Unless otherwise agreed, Contractor guarantees prompt performance of all obligations under this Contract notwithstanding any prior assignment of its rights. 0 tU 18.9. BINDING EFFECT; SUCCESSORS &ASSIGNS. This Contract shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. 3 18.10. ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED AMMUNITION. Contractor irrevocably ' N assigns to Enterprise Services, on behalf of the State of Washington, any claim for relief or U cause of action which Contractor now has or which may accrue to Contractor in the future by r reason of any violation of state or federal antitrust laws in connection with any Ammunition 0 provided in Washington for the purpose of carrying out Contractor's obligations under this >, Contract, including, at Enterprise Services' option, the right to control any such litigation on a such claim for relief or cause of action. ' 18.11. FEDERAL FUNDS. To the extent that any Purchaser uses federal funds to purchase Ammunition pursuant to this Contract,such Purchaser shall specify,with its Purchase Order,any applicable requirement or certification that must be satisfied by Contractor at the time the Purchase E Order is placed or upon delivery of such Ammunition to Purchaser. Q' a 18.12. SEVERABIUTY. If any provision of this Contract is held to be invalid or unenforceable, such w provision shall not affect or invalidate the remainder of this Contract, and to this end the E provisions of this Contract are declared to be severable. If such invalidity becomes known or M apparent to the parties, the parties agree to negotiate promptly in good faith in an attempt 'l to amend such provision as nearly as possible to be consistent with the intent of this Contract. E R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 19 (Rev.2022-11-16) Packet Pg. 354 4.N.b 18.13. WAIVER. Failure of either party to insist upon the strict performance of any of the terms and E conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or M iZ to notify the other party in the event of breach, shall not release the other party of any of its L obligations under this Contract, nor shall any purported oral modification or rescission of this 0 Contract by either party operate as a waiver of any of the terms hereof. No waiver by either U) party of any breach, default, or violation of any term, warranty, representation, contract, E covenant, right, condition, or provision hereof shall constitute waiver of any subsequent L breach, default, or violation of the same or other term, warranty, representation, contract, Q covenant, right, condition, or provision. 0� c 18.14. SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth in or otherwise made pursuant to this Contract shall survive and remain in effect following i the expiration or termination of this Contract, Provided, however, that nothing herein is a' intended to extend the survival beyond any applicable statute of limitations periods. r 18.15. GOVERNING LAW. The validity, construction, performance, and enforcement of this Contract shall be governed by and construed in accordance with the laws of the State of Washington, °- 0 without regard to any choice of law principles that would provide for the application of the U laws of another jurisdiction. 18.16. JURISDICTION &VENUE. In the event that any action is brought to enforce any provision of this M Contract,the parties agree to exclusive jurisdiction in Thurston County Superior Court for the State of Washington and agree that in any such action venue shall lie exclusively at Olympia, .2 Washington. a 06 18.17. ATTORNEYS' FEES. In the event of litigation or other action brought to enforce this Contract, each party shall bear its own attorneys'fees and costs. L c 18.18. FAIR CONSTRUCTION & INTERPRETATION. The provisions of this Contract shall be construed as a 0 whole according to their common meaning and not strictly for or against any party and consistent with the provisions contained herein in order to achieve the objectives and 3 purposes of this Contract. Each party hereto and its counsel has reviewed and revised this Contract and agrees that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be construed in the interpretation of U this Contract. Each term and provision of this Contract to be performed by either party shall r be construed to be both a covenant and a condition. o U 18.19. FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Contract, the 2' parties shall each do whatever may reasonably be necessary to accomplish the transactions contemplated in this Contract including, without limitation, executing any additional documents reasonably necessary to effectuate the provisions and purposes of this Contract. 18.20. EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Contract in their m entirety. E 18.21. CAPTIONS&HEADINGS. The captions and headings in this Contract are for convenience only and w are not intended to, and shall not be construed to, limit, enlarge,or affect the scope or intent E of this Contract nor the meaning of any provisions hereof. L 18.22. ELECTRONIC SIGNATURES. An electronic signature or electronic record of this Contract or any ii other ancillary agreement shall be deemed to have the same legal effect as delivery of an original executed copy of this Contract or such other ancillary agreement for all purposes. E R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 20 (Rev.2022-11-16) Packet Pg. 355 4.N.b 18.23. COUNTERPARTS. This Contract may be executed in any number of counterparts, each of which E M shall be deemed an original and all of which counterparts together shall constitute the same instrument which may be sufficiently evidenced by one counterpart. Execution of this L Contract at different times and places by the parties shall not affect the validity thereof so ° long as all the parties hereto execute a counterpart of this Contract. a� E EXECUTED as of the date and year first above written. L Q STATE OF WASHINGTON MIWALL CORPORATION, Department of Enterprise Services a California Corporation N r�.��.�w Sean�ih� By: By: &a��w 1 IL Elena McGrew Sean Riley Its: Procurement Manager Its: Manager L d Q 0 �O♦ V ti 00 M C .2 �L 06 r V L 0 tU 3 U L r 0 U 21 Q. c cv c m E a W E L L_ d E V R Q STATEWIDE CONTRACT NO.22422—AMMUNITION 21 (Rev.2022-11-16) Packet Pg. 356 4.N.b EXHIBIT A E m L_ L. INCLUDED AMMUNITION AND PRICES L All Ammunition: ° ■ Shall be factory new, not reloaded or remanufactured E ■ Shall meet the Sporting Arms and Manufacturer's Institute (SAAMI) requirements for technical specifications,transportation, storage Q a� HANDGUN AMMUNITION # Manufacturer Bullet Style Product Product Caliber Grain Rounds Price Name Code(SKU) per Case per Case 3 1 Hornady Full Metal Jacket HORNADY 90269 9MM 115 1,000 $ 280. TRAI N r 2 Hornady Total Metal Jacket or Brass HORNADY 90269 9MM 115 1,000 $ 280. a, Enclosed Base TRAIN o 0 3 Hornady Hollow Point+P CRITICAL 90215 9MM 124 500 $ 279. U DUTY ti 4 Hornady Tactical +P CRITICAL 90215 9MM 124 500 $ 279. M DUTY 5 Hornady Bonded,Jacketed Hollow Point CRITICAL 90225 9MM 135 500 $ 279. Lead Slug DUTY (L 6 Hornady Full Metal Jacket Training Brass HORNADY 90238 9MM 135 500 $ 208. 06 Luger TRAIN L 7 Hornady Jacketed Hollow Point, Not CRITICAL 91375 0.40 175 500 $ 295. o Bonded DUTY t) 8 Hornady Full Metal Jacket HORNADY 91374 0.40 180 500 $ 248. TRAI N 3 9 Hornady Full Metal Jacket Training Brass HORNADY 90924 0.45 220 500 $ 279. TRAI N 10 Hornady Bonded Hollow Point CRITICAL 90925 0.45 230 500 $ 343. r DUTY o 11 Hornady Jacketed Hollow Point CRITICAL 90925 0.45 230 500 $ 343. L, DUTY Q. a 12 Hornady PROTECTED HOLLOW POINT CRITICAL 90235 9MM 135 500 $ 279. DUTY 13 Hornady PROTECTED HOLLOW POINT CRITICAL 91295 357 135 500 $ 355. DUTY SIG 14 Hornady PROTECTED HOLLOW POINT CRITICAL 90515 357 135 500 $ 360. E DUTY MAG a 15 Hornady PROTECTED HOLLOW POINT CRITICAL 91255 10MM 175 500 $ 366. w DUTY E L 16 Hornady FRANGIBLE FRANGIBLE 90230 9MM 90 500 $ 273. ;v TRAINING ILL 17 Hornady FRANGIBLE FRANGIBLE 91285 357 90 500 $ 339. TRAINING SIG E t R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 22 (Rev.2022-11-16) Packet Pg. 357 4.N.b # Manufacturer Bullet Style Product Product Caliber Grain Rounds Price M Name Code (SKU) per Case per Case ;v ii 18 Hornady FRANGIBLE FRANGIBLE 91319 40 125 500 $ 339. `o TRAINING S&W N 19 Hornady FRANGIBLE FRANGIBLE 90931 45 ACP 145 500 $ 335. TRAINING E a� m L Q RIFLE AMMUNITION # Manufacturer Bullet Style Product Name Product Caliber Grain Rounds Price Code(SKU) per Case per Case i 1 Hornady Pointed Soft Point TAP 80255 0.223 55 500 $ 334. a 2 Hornady Full Metal Jacket, Boat Tail TAP TRAINING 80271 0.223 55 500 $ 237. r 3 Hornady Ballistic Tip TAP 83276 0.223 55 200 $ 168. 4 Hornady Soft Point TAP 80255 0.223 55 500 $ 334. o 5 Hornady Full Metal Jacket TAP TRAINING 81278 0.223 55 500 $ 237. Uo 6 Hornady Bonded Soft Point TAP 8125C 0.223 62 500 $ 356. a, ti 7 Hornady Bonded Soft Point TAP SBR 81295 0.223 75 200 $ 181. M 8 Hornady Boat Tail Hollow Point TAP 8126N 0.223 75 200 $ 168. 9 Hornady GMX TAP Patrol TAP PATROL 81275 5.56 53 200 $ 227. 10 Hornady GMX TAP TAP 80865 300 110 200 $ 258. a blackout 06 r 11 Hornady SUB-X TAP 80895 300 190 200 $ 225. L blackout c 12 Hornady ELD TAP Precision TAP ELD-M 80905 0.308 155 200 $ 265. t i 13 Hornady GMX TAP Barrier TAP BARRIER 80985 0.308 165 200 $ 401. 14 Hornady A-MAX TAP Precision TAP 80965 0.308 168 200 $ 265. 3 15 Hornady Ballistic Tip TAP ELD-M 80725 0.308 168 200 $ 265. 16 Hornady V-MAX BALLISTIC TIP TAP URBAN 80885 300 BLK 110 200 $ 220. 17 Hornady NTX TAP TRAINING 80864 300 BLK 110 500 $ 518. 18 Hornady FRANGIBLE TAP TRAINING 80870 300 BLK 110 500 $ 444. v 19 Hornady BALLISTIC TIP TAP URBAN 83286 0.223 60 200 $ 168. 2, Q. 20 Hornady BOATTAIL HOLLOW POINT TAP 80265 0.223 75 200 $ 168. 21 Hornady CX TAP BARRIER TAP BARRIER 81265 5.56 70 200 $ 227. 22 Hornady BOAT TAIL HOLLOW POINT TAP TRAINING 81292 5.56 75 500 $ 303. 23 Hornady TIPPED MATCH TAP 81605 61VIM 106 200 $ 217. m ARC E Q. 24 Hornady CX TAP BARRIER TAP BARRIER 81485 6.5 CRD 140 200 $ 360. a 25 Hornady ELD TAP PRECISION TAP ELD-M 81505 6.5 CRD 147 200 $ 289. w 26 Hornady BALLISTIC TIP TAP URBAN 80896 0.308 110 200 $ 265. E 27 Hornady ELD TAP PRECISION AR TAP ELD-M AR 80715 0.308 168 200 $ 265. .L 28 Hornady ELD TAP PRECISION TAP ELD-M 82045 300 WM 178 200 $ 306. r 29 Hornady ELD TAP PRECISION TAP ELD-M 81215 300 PRC 225 200 $ 414. t R r r Q STATEWIDE CONTRACT NO.22422-AMMUNITION 23 (Rev.2022-11-16) Packet Pg. 358 4.N.b # Manufacturer Bullet Style Product Name Product Caliber Grain Rounds Price M Code(SKU) per Case per Case Iv ii 30 Hornady ELD PRECISION ELD-M 81528 6.5 123 200 $ 216. `o GREN N 31 Hornady ELD PRECISION ELD-M 82300 338 LAP 285 120 $ 584. 32 Hornady BALLISTIC TIP A-MAX 8270 50 BMG 750 1100 $ 677. E a� m L Q LEAD-FREE RIFLE AMMUNITION (GREEN) c Manufacturer Bullet Style Caliber Grain Product Name Product Rounds Price Per Ca! t Code (SKU) per Case U L Hornady Non-Toxic Frangible 0.223 42 TAP TRAINING 81251 500 $ 414.17 a m Hornady CX TAP PATROL 5.56 53 TAP PATROL 80295 200 $ 227.07 r Hornady CX TAP HEAVY BARRIER 0.308 165 TAP BARRIER 80985 200 $ 401.54 m Hornady Monoflex TAP SBR 300 Blackout 111 TAP 80865 200 $ 258.14 0 0 U rn SHOTGUN AMMUNITION M # Manufacturer Bullet Style Product Product Caliber Pellet Rounds Price Name Code (SKU) Count per Case per Case 1 Hornady 00 Buck Shot, Low TAP 86265 12 Gauge, 2-3/4" 9 100 $ 86.4 a Recoil 06 r 2 Hornady Hollow Point, Rifled TAP 86285 12 Gauge, 2-3/4" n/a 100 $ 142.7 Slug 3 Hornady Slug, Duty, Practice TAP 86235 12 Gauge, 1" n/a 100 $ 153.0 Lj 4 Hornady 00 Buck Shot, Mag Load TAP 86275 12 Gauge, 2-1/2" 1 8 100 $ 101.0 c� 3 SHOTGUN AMMUNITION, LEAD-FREE(GREEN) Manufacturer Bullet Style Product Name Product Caliber Pellet Shells per Price Per i Code (SKU) Count Case Case o Hornady REDUCED RECOIL SLUG TAP ENTRY 86245 12 Gauge N/A 100 $ 202. L, FRANGIBLE 0. a 0 c 0 c m E Q. a w E L L_ d E V R Q STATEWIDE CONTRACT NO.22422—AMMUNITION 24 (Rev.2022-11-16) Packet Pg. 359 4.N.b EXHIBIT B E m L_ INSURANCE REQUIREMENTS L 0 1. INSURANCE OBLIGATION. During the Term of this Contract, Contractor shall possess and maintain in U' c full force and effect, at Contractor's sole expense,the following insurance coverages: a� a. COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial general liability insurance ;v (and, if necessary,commercial umbrella liability insurance)covering bodily injury, Q property damage, products/completed operations, personal injury, and advertising injury liability on an 'occurrence form' that shall be no less comprehensive and no more restrictive than the coverage provided by Insurance i Services Office (ISO) under the most recent version of form CG 00 01 in the ' IL amount of not less than $1,000,000 per occurrence and $2,000,000 general aggregate. This coverage shall include blanket contractual liability coverage. This coverage shall include a cross-liability clause or separation of insured condition. a 0 b. WORKERS' COMPENSATION INSURANCE. Contractor shall comply with applicable 0 V Workers' Compensation or Industrial Accident insurance providing benefits as rn required by law. IS 00 M c. EMPLOYERS' LIABILITY (STOP GAP) INSURANCE. Employers' liability insurance (and, if necessary, commercial umbrella liability insurance) with limits not less than 5.2 $1,000,000 each accident for bodily injury by accident, $1,000,000 each a employee for bodily injury by disease, and $1,000,000 bodily injury by disease 06 policy limit. The insurance coverage limits set forth herein are the minimum. Contractor's insurance coverage shall be no less than the minimum amounts specified. Coverage in the amounts of these minimum limits, however, shall not 0 be construed to relieve Contractor from liability in excess of such limits. Contractor waives all rights against the State of Washington for the recovery of 3 damages to the extent such damages are covered by any insurance required herein. d. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE(applicable If Contractor Uses a Vehicle i to access Purchasers' premises). 'Symbol 1' commercial automobile liability o coverage (and, if necessary, commercial umbrella liability insurance) including c) coverage for all owned,hired,and non-owned vehicles. The combined single limit 2' 0. CL per accident shall not be less than $1,000,000. 2. INSURANCE CARRIER RATING. Coverages provided by Contractor must be underwritten by an insurance company deemed acceptable to the State of Washington's Office of Risk Management. Insurance coverage shall be provided by companies authorized to do business within the State of E Washington and rated A- Class VII or better in the most recently published edition of Best's Q- Insurance Rating. Enterprise Services reserves the right to reject all or any insurance carrier(s) w with an unacceptable financial rating. E L M 3. ADDITIONAL INSURED. Any required Commercial General Liability or Commercial Automobile Iv U_ Liability shall include the State of Washington and all authorized Purchasers (and their agents, officers, and employees) as Additional Insureds evidenced by copy of the Additional Insured 0 Endorsement attached to the Certificate of Insurance on such insurance policies. R r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 25 (Rev.2022-11-16) Packet Pg. 360 4.N.b 4. CERTIFICATE OF INSURANCE. Prior to execution of the Contract, Contractor shall furnish to Enterprise E M Services, as evidence of the insurance coverage required by this Contract, a certificate of insurance satisfactory to Enterprise Services that insurance, in the above-stated kinds and minimum amounts, has been secured. In addition, no less than ten (10) calendar days prior to 0 coverage expiration, Contractor shall furnish to Enterprise Services an updated or renewed certificate of insurance, satisfactory to Enterprise Services, that insurance, in the above-stated E kinds and minimum amounts, has been secured. Failure to maintain or provide proof of L insurance, as required, will result in contract cancellation. All policies and certificates of Q insurance shall include the Contract number stated on the cover of this Contract. All certificates a� of Insurance and any related insurance documents shall be sent via email to Enterprise Services, N and shall be sent to the email address set forth below: U L Email: DESContractsTeamFir@des.wa.gov a Note: For Email notice,the Email Subject line must state: > Contract Insurance Certificate—Contract No. 22422—Ammunition i m a 5. PRIMARY COVERAGE. Contractor's insurance shall apply as primary and shall not seek contribution 0 from any insurance or self-insurance maintained by,or provided to,the additional insureds listed v above including, at a minimum, the State of Washington and/or any Purchaser. All insurance or self-insurance of the State of Washington and/or Purchasers shall be excess of any insurance M provided by Contractor or subcontractors. a� c .2 6. SUBCONTRACTORS. Contractor shall include all subcontractors as insureds under all required a insurance policies. Alternatively, prior to utilizing any subcontractor, Contractor shall cause any 06 such subcontractor to provide insurance that complies with all applicable requirements of the insurance set forth herein and shall furnish separate Certificates of Insurance and endorsements for each subcontractor. Each subcontractor must comply fully with all insurance requirements 0 U stated herein. Failure of any subcontractor to comply with insurance requirements does not limit Contractor's liability or responsibility. f° 3 7. WAIVER OF SUBROGATION. Contractor waives all rights of subrogation against the State of rn Washington and any Purchaser for the recovery of damages to the extent such damages are or U would be covered by the insurance specified herein. 0 8. NOTICE OF CHANGE OR CANCELLATION. There shall be no cancellation, material change, exhaustion of �, aggregate limits, or intent not to renew insurance coverage, either in whole or in part,without at a least sixty (60) calendar days prior written Legal Notice by Contractor to Enterprise Services. Failure to provide such notice, as required, shall constitute default by Contractor. Any such c written notice shall include the Contract number stated on the cover of this Contract. c m 9. EXTENDED REPORTING PERIOD. If any required insurance coverage is on a claims-made basis (rather E 0. than occurrence), Contractor shall maintain such coverage for a period of no less than three (3) a years following expiration or termination of the Contract. w E * * * END OF INSURANCE REQUIREMENTS N L_ U_ d E V R Q STATEWIDE CONTRACT NO.22422—AMMUNITION 26 (Rev.2022-11-16) Packet Pg. 361 4.N.b WA 22422 Miwall Contract Final Audit Report 2023-12-19 E M m L_ Created: 2023-12-19 L- L O By: Brad Strinfellow(Brad.Stringfellow@des.wa.gov) N c Status: Signed E O Transaction ID: CBJCHBCAABAAEoLcl6l9bRmVonUT2FasLkimBl3zHgpv ;v Q c tv t "WA 22422 Miwall Contract" History IL 71 Document created by Brad Strinfellow (Brad.Stringfellow@des.wa.gov) r 2023-12-19-0:41:53 AM GMT d O Document emailed to Sean Riley (sean@miwallcorp.com)for signature U 2023-12-19-0:42:51 AM GMT ti 00 M s Email viewed by Sean Riley (sean@miwallcorp.com) 2023-12-19-4:28:37 PM GMT S 'L a- c:5, Document e-signed by Sean Riley (sean@miwallcorp.com) 06 r Signature Date:2023-12-19-4:48:31 PM GMT-Time Source:server L C O Document emailed to Elena McGrew (elena.mcgrew@des.wa.gov)for signature v 2023-12-19-4:48:32 PM GMT 3 1 Email viewed by Elena McGrew (elena.mcgrew@des.wa.gov) 2023-12-19-6:19:19 PM GMT j L r Document e-signed by Elena McGrew (elena.mcgrew@des.wa.gov) o U Signature Date:2023-12-19-6:19:56 PM GMT-Time Source:server >, Q. O Agreement completed. U) 2023-12-19-6:19:56 PM GMT c cv c N E W E L L_ L. E V R Q Adobe Acrobat Sign Packet Pg. 362 4.N.b Handgun Ammunition m Product Code Rounds Price # Manufacturer Bullet Style Product Name Caliber Grain (SKU) per Case per Case 1 Hornady Full Metal Jacket HORNADY TRAIN 90269 9MM 115 1,000 $ 280.00 0 Total Metal Jacket or Brass V 2 Hornady Enclosed Base HORNADY TRAIN 90269 9MM 115 1,000 $ 280.00 3 Hornady Hollow Point+P CRITICAL DUTY 90215 9MM 124 500 $ 279.44 00 4 Hornady Tactical +P CRITICAL DUTY 90215 9MM 124 500 $ 279.44 a, d Bonde ,Jacketed Hollow Point � 5 Hornady Leaded,g CRITICAL DUTY 90225 9MM 135 500 $ 279.44 a L 6 Hornady Full Metal Jacket Training Brass HORNADY TRAIN 90238 9MM 135 500 $ 208.07 Ca Jacketed Hollow Point Not 7 Hornady CRITICAL DUTY 91375 0.40 175 500 $ 295.03 r Bonded = 0 8 Hornady Full Metal Jacket HORNADY TRAIN 91374 0.40 180 500 $ 248.26 v 9 Hornady Full Metal Jacket Training Brass HORNADY TRAIN 90924 0.45 220 500 $ 279.99 10 Hornady Bonded Hollow Point CRITICAL DUTY 90925 0.45 230 500 $ 343.13 3 11 Hornady Jacketed Hollow Point CRITICAL DUTY 90925 0.45 230 500 $ 343.13 12 Hornady PROTECTED HOLLOW POINT CRITICAL DUTY 90235 9MM 135 500 $ 279.44 13 Hornady PROTECTED HOLLOW POINT CRITICAL DUTY 91295 357 SIG 135 500 $ 355.75 14 Hornady PROTECTED HOLLOW POINT CRITICAL DUTY 90515 357 MAG 135 500 $ 360.80 0 15 Hornady PROTECTED HOLLOW POINT CRITICAL DUTY 91255 10MM 175 500 $ 366.18 >, 16 Hornady FRANGIBLE FRANGIBLE TRAINING 90230 9MM 90 500 $ 273.51 a 17 Hornady FRANGIBLE FRANGIBLE TRAINING 91285 357 SIG 90 500 $ 339.50 18 Hornady FRANGIBLE FRANGIBLE TRAINING 91319 40 S&W 125 500 $ 339.50 19 Hornady FRANGIBLE FRANGIBLE TRAINING 90931 45 ACP 145 500 $ 335.00 a� E a a w E a� ii c a� E a Packet Pg. 363 4.N.b Rifle Ammunition m Product Code Rounds Price # Manufacturer Bullet Style Product Name Caliber Grain (SKU) per Case per Case a 0 1 Hornady Pointed Soft Point TAP 80255 0.223 55 500 $ 334.78 U 2 Hornady Full Metal Jacket, Boat Tail TAP TRAINING 80271 0.223 55 500 $ 237.17 00 3 Hornady Ballistic Tip TAP 83276 0.223 55 200 $ 168.43 4 Hornady Soft Point TAP 80255 0.223 55 500 $ 334.78 5 Hornady Full Metal Jacket TAP TRAINING 81278 0.223 55 500 $ 237.17 V •L 6 Hornady Bonded Soft Point TAP 8125C 0.223 62 500 $ 356.30 a 06 7 Hornady Bonded Soft Point TAP SBR 81295 0.223 75 200 $ 181.28 8 Hornady Boat Tail Hollow Point TAP 8126N 0.223 75 200 $ 168.43 r 9 Hornady GMX TAP Patrol TAP PATROL 81275 5.56 53 200 $ 227.07 0 10 Hornady GMX TAP TAP 80865 300 blackout 110 200 $ 258.14 U 11 Hornady SUB-X TAP 80895 300 blackout 190 200 $ 225.09 12 Hornady ELD TAP Precision TAP ELD-M 80905 0.308 155 200 $ 265.61 3 13 Hornady GMX TAP Barrier TAP BARRIER 80985 0.308 165 200 $ 401.54 14 Hornady A-MAX TAP Precision TAP 80965 0.308 168 200 $ 265.61 U 15 Hornady Ballistic Tip TAP ELD-M 80725 0.308 168 200 $ 265.61 16 Hornady V-MAX BALLISTIC TIP TAP URBAN 80885 300 BLK 110 200 $ 220.59 0 17 Hornady NTX TAP TRAINING 80864 300 BLK 110 500 $ 518.70 V 18 Hornady FRANGIBLE TAP TRAINING 80870 300 BLK 110 500 $ 444.58 a 19 Hornady BALLISTIC TIP TAP URBAN 83286 0.223 60 200 $ 168.43 U) 20 Hornady BOAT TAIL HOLLOW POINT TAP 80265 0.223 75 200 $ 168.43 c 21 Hornady CX TAP BARRIER TAP BARRIER 81265 5.56 70 200 $ 227.07 22 Hornady BOAT TAIL HOLLOW POINT TAP TRAINING 81292 5.56 75 500 $ 303.27 a0i 23 Hornady TIPPED MATCH TAP 81605 6MM ARC 106 200 $ 217.51 E a 24 Hornady CX TAP BARRIER TAP BARRIER 81485 6.5 CRD 140 200 $ 360.36 a 25 Hornady ELD TAP PRECISION TAP ELD-M 81505 6.5 CRD 147 200 $ 289.54 W 26 Hornady BALLISTIC TIP TAP URBAN 80896 0.308 110 200 $ 265.61 E M 27 Hornady ELD TAP PRECISION AR TAP ELD-M AR 80715 0.308 168 200 $ 265.61 P 28 Hornady ELD TAP PRECISION TAP ELD-M 82045 300 WM 178 200 $ 306.56 u_ 29 Hornady ELD TAP PRECISION TAP ELD-M 81215 300 PRC 225 200 $ 414.93 30 Hornady ELD PRECISION ELD-M 81528 6.5 GREN 123 200 $ 216.53 E 31 Hornady ELD PRECISION ELD-M 82300 338 LAP 285 120 $ 584.75 32 Hornady BALLISTIC TIP A-MAX 8270 50 BMG 750 100 $ 677.14 Q Packet Pg. 364 4.N.b LEAD-FREE RIFLE AMMUNITION (GREEN) Product Rounds Price Per Manufacturer Bullet Style Caliber Grain Product Name Code(SKU) per Case Case a O Hornady Non-Toxic Frangible 0.223 42 TAP TRAINING 81251 500 $ 414.17 U Hornady CX TAP PATROL 5.56 53 TAP PATROL 80295 200 $ 227.07 00 Hornady CX TAP HEAVY BARRIER 0.308 165 TAP BARRIER 80985 200 $ 401.54 Hornady Monoflex TAP SBR 300 Blackout 111 ITAP 80865 200 $ 258.14 0 .2 �L a 08 U �a L O U R N i tLa c O U 2, CL 3 Cn c �a c a� E a W E L d L E E V Q Packet Pg. 365 4.N.b Shotgun Ammunition as Product Code Pellet Rounds Price a # Manufacturer Bullet Style Product Name Caliber aD (SKU) Count per Case per Case a O O 1 Hornady 00 Buck Shot, Low Recoil TAP 86265 12 Gauge,2-3/4" 9 100 $ 86.41 U 2 Hornady Hollow Point, Rifled Slug TAP 86285 12 Gauge,2-3/4" n/a 100 $ 142.74 00 3 Hornady Slug, Duty, Practice TAP 86235 12 Gauge, 1" n/a 100 $ 153.06 M 4 Hornady 00 Buck Shot, Mag Load TAP 86275 12 Gauge,2-1/2" 8 100 $ 101.02 OY c .2 �L a 08 U �a L O U R N i tLa c O U 21 CL 3 Cn c �a c a� E a W E L d L E E V Q Packet Pg. 366 4.N.b SHOTGUN, LEAD-FREE(GREEN) a� Manufacturer Bullet Style Product Name Product Code (SKU) Caliber Pellet Shells per Price Per Count Case Case O O Hornady REDUCED RECOIL SLUG TAP ENTRY FRANGIBLE 86245 12 Gauge N/A 100 $ 202.03 U rn 00 M 0Y C .2 �L a otf U �a L O U R N i tLa c O U , CL 3 Cn c �a c a� E a W E L d L E V Q Packet Pg. 367 4.N.c L Washington State 0 DEPARTMENT OF ENTERPRISE SERVICES E as a� L zm Q .y R t V L STATEWIDE CONTRACT a m No. 22422 L Q 0 O AMMUNITION U rn CATEGORIES: HANDGUN—PEND OREILLE BALLISTICS;RIFLE—PEND OREILLE BALLISTICS 00 M Cl C For Use by Eligible Purchasers a Ca U L O U By and Between m L O STATE OF WASHINGTON a DEPARTMENT OF ENTERPRISE SERVICES ca L r and c v 21 a a NPOC LLC,DBA PEND OREILLE BALLISTICS c c a� E a .3 Dated January 1, 2024 w E L L_ M d E V Q Packet Pg. 368 4.N.c STATEWIDE CONTRACT O to No. 22422 c m AMMUNITION aEi CATEGORIES: HANDGUN—PEND OREILLE BALLISTICS;RIFLE—PEND OREILLE BALLISTICS Q Cl This Washington Statewide Contract ("Contract") is made and entered into by and between the State of S y Washington acting by and through the Department of Enterprise Services, a Washington State z governmental agency("Enterprise Services")and NPOC LLC, DBA Pend Oreille Ballistics,a Washington LLC ("Contractor") and is dated and effective as of January 1, 2024. li a� RECITALS c��a a� A. Pursuant to Legislative authorization, Enterprise Services, on behalf of the State of o Washington, is authorized to develop, solicit, and establish enterprise procurement Lj solutions, including statewide contracts, for goods and services to support Washington a; state agencies. See RCW 39.26.050(1). The Washington State Legislature also has M authorized Enterprise Services to make these contracts available, pursuant to an agreement in which Enterprise Services ensures full cost recovery,to other local or federal c' government agencies or entities, public benefit nonprofit organizations, and any tribes •2 located in the State of Washington. See RCW 39.26.050(1) & (2). a Ca B. Certain Washington state agencies and other eligible purchasers need to procure specified types of ammunition products ("Ammunition") from qualified, professional vendors. Accordingly, Enterprise Services, on behalf of the State of Washington, issued 0 U Competitive Solicitation No. 22422 dated September 8, 2023. The Competitive Solicitation to establish Contracts for specified categories of Ammunition, by manufacturer, to enable eligible purchasers to procure Ammunition from awarded 0` Contractors in a cost effective, efficient manner using the terms and conditions of the c Contract. a C. Enterprise Services evaluated all responses to the Competitive Solicitation and identified N Contractor as an apparent successful bidder for the above-referenced Contract Category(ies). 0 U D. Enterprise Services has determined that entering into this Contract will meet the >, identified needs and be in the best interest of the State of Washington. a 0 E. The purpose of this Contract is to enable eligible purchasers to purchase Ammunition as Cl) set forth herein. 0 c AGREEMENT a NOW THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the parties hereto hereby agree as follows: w E L 1. TERM. The term of this Contract is twenty-four(24) months,commencing January 1, 2024 and ending i December 31, 2025 Provided, however, that if Contractor is not in default and if, by July 1, 2025, in ii Enterprise Services' reasonable judgment, Contractor satisfactorily has met the performance-based goals for contract extension, Enterprise Services shall extend the term of this Contract, by written E amendment, for up to thirty-six (36) additional months. Such extension amendment shall be on the U 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 1 (Rev.2022-11-16) Packet Pg. 369 4.N.c same terms and conditions as set forth in this Contract. To earn the performance-based Contract ,o term extension, Contractor must achieve the following performance-based metrics: r c m PERFORMANCE METRIC PERFORMANCE REQUIREMENT FOR CONTRACT EXTENSION E N Annual Detailed Sales Contractor timely provides to Enterprise Services, with no less a, than a 100%on time rate,the annual detailed sales report. See Q Report: § 11.3. .y R Contractor shall maintain a 95% on-time delivery rate with a On-time Delivery goal of 99%on-time deliveries. See §8.3. a Contractor timely provides to Enterprise Services at the Insurance designated address, without exception, annual insurance Endorsements: endorsements for the insurance coverages required by this o Contract. See Exhibit 8—Insurance Requirements at § 13. 0 Contractor timely remits to Enterprise Service,with no less than rn a 75% on time rate over the contract term, the applicable 00 M Vendor Management Fee (VMF). a� Note: Contractor must pay the VMF within thirty (30) calendar Vendor Management .2 Fee: days of invoice from Enterprise Services. If Contractor is a delinquent in timely paying the VMF for three (3) or more Ca quarters within the first nine (9) quarters of the Contract term, U ° Contractor will not be eligible for a performance-based extension. ° U Contractor timely provides to Enterprise Services, with no less than a 75% on time rate over the contract term, the required L Contract quarterly sales reports. 0 Contract Note: Contractor must provide the quarterly sales reports to Sales Reports: Enterprise Services within thirty (30) calendar days of the a quarter's end. If Contractor is delinquent in providing the quarterly sales reports for three(3)or more quarters within the first nine (9) quarters of the Contract term, Contractor will not c be eligible for a performance-based extension. v 21 a a 2. ELIGIBLE PURCHASERS. This Contract may be utilized by any of the following types of entities (each an eligible "Purchaser"): ° 2.1. WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions, boards, and commissions. E a 2.2. WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following institutions of higher education in Washington: w ■ State universities — i.e., University of Washington & Washington State E University; ii ■ Regional universities — i.e., Central Washington University, Eastern Washington University, &Western Washington University ° E ■ Evergreen State College; U ° r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 2 (Rev.2022-11-16) Packet Pg. 370 4.N.c ■ Community colleges; and ,o ■ Technical colleges. m 2.3. CONTRACT USAGE AGREEMENT PARTIES. Any of the following types of entities that have executed E a Contract Usage Agreement with Enterprise Services: ;v a� ■ Political subdivisions (e.g., counties, cities, school districts, public utility Q districts) in the State of Washington; .y ■ Federal governmental agencies or entities; z U ■ Public-benefit nonprofit corporations (i.e., §501(c)(3) nonprofit a corporations that receive federal, state, or local funding); and ■ Federally-recognized Indian Tribes located in the State of Washington. a� a 3. SCOPE—INCLUDED AMMUNITION AND PRICE. O O U 3.1. CONTRACT SCOPE. Pursuant to this Contract, Contractor is authorized to sell and provide only am the Ammunition specified in ExhibitA—Included Ammunition and Prices at the Prices set forth � in ExhibitA — Included Ammunition and Prices. Contractor shall not represent to any Purchaser under this Contract that Contractor has contractual authority to sell or provide any goods or services beyond those set forth in ExhibitA—Included Ammunition and Prices. .2 L 3.2. STATE'S ABILITY TO MODIFY SCOPE OF CONTRACT. Subject to mutual agreement between the oa parties, Enterprise Services reserves the right to modify the Ammunition included in this U Contract; Provided, however, that any such modification shall be effective only upon thirty r c (30) calendar days advance written notice; and Provided further, that any such modification o U must be within the scope of the Competitive Solicitation for this Contract. m 3.3. ECONOMIC PRICE ADJUSTMENT. Beginning twelve (12) months after the effective date of this L Contract and for every annual anniversary thereafter, the prices set forth in ExhibitA — O Included Ammunition and Prices may be adjusted upon Contractor request. c m Requests for price adjustment must be made in writing and be received between October 15 a and December 15 of each calendar year to be eligible for an adjustment on the following February 1. In the event Contractor fails to timely request a price adjustment, Enterprise Services, at its sole discretion, may allow an untimely adjustment; Provided, however, that c such adjustment will not be effective for any time prior to Enterprise Services' price v adjustment, and Contractor is in good standing, by reasonably performing Contract a obligations, including timely sales reporting and paying vendor management fees as required herein, are eligible for economic adjustments. Price adjustments will be made in accordance with the average percentage change in the United States Department of Labor, Bureau of Labor and Statistics(BLS) Produce Price Indices E (PPI) below issued for the contract term. Only final published data will be used. Q- 3 PCU332992332992 (Small Arms Ammunitions Manufacturing) w E Economic adjustment will lag one(1)calendar quarter past the Contract commencement date to allow for publication of BLS data. All calculations for the index shall be based upon the latest version of data published as of December 1st each year. Prices may be adjusted and M effective on February 1st of each year. If an index is recoded (i.e.,the recoded index is a direct substitute for the prior index according to the BLS), this Contract will use the recoded index, E as applicable. If an index becomes unavailable, Enterprise Services shall substitute a proxy r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 3 (Rev.2022-11-16) Packet Pg. 371 4.N.c index. If there is not a direct substitute, the next higher aggregate index available will be ,o used. The economic adjustment shall be calculated as follows: r c New Price=Old Price x (Current Period Index/Base Period Index). E a) The "Current Period Index" is the average of the most recent twelve months of non- ;v preliminary BLS Index values,and the"Base Period Index"is the average of the twelve months Q of non-preliminary BLS Index values prior to the Current Period Index. .y 3.4. PRICE CEILING. Although Contractor may offer lower prices to Purchasers, during the term of this Contract,Contractor guarantees to provide the Ammunition at no greater than the prices set forth in Exhibit — Included Ammunition and Prices (subject to economic adjustment as a set forth herein). ca 3.5. CONTRACT INFORMATION. Enterprise Services shall maintain and provide to eligible Purchasers a, information regarding this Contract, including scope, pricing, and lowest responsive, c responsible bidder designation. In addition, Enterprise Services identifies awarded U contractors who qualify as Washington Small Businesses, Certified Veteran-Owned rn Businesses or that 00 , pursuant to the Contract provide Ammunition that meets specified state 00 M procurement priorities as set forth in the Competitive Solicitation. a� c 4. CONTRACTOR REPRESENTATIONS AND WARRANTIES. Contractor makes each of the following •2 representations and warranties as of the effective date of this Contract and at the time any order is a Ca placed pursuant to this Contract. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) r business days notify Enterprise Services, in writing, of such breach. o U 4.1. QUALIFIED TO DO BUSINESS. Contractor represents and warrants that Contractor is (a) In good y standing; (b) qualified to do business in the State of Washington; and (c) registered with the Washington State Department of Revenue and the Washington Secretary of State. 0 4.2. TAXES. Contractor represents and warrants that Contractor is current, in full compliance, and has paid all applicable taxes owed to the State of Washington. a 4.3. LICENSES; CERTIFICATIONS; AUTHORIZATIONS; & APPROVALS. Contractor represents and warrants that Contractor possesses and shall keep current during the term of this Contract all required r c licenses, certifications, permits, authorizations, and approvals necessary for Contractor's G U proper performance of this Contract. >, a 4.4. SUSPENSION & DEBARMENT. Contractor represents and warrants as previously certified in Contractor's Bidder's Certification, that neither Contractor nor its principals or affiliates U presently are nor have ever been debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in any governmental contract by any c governmental department or agency within the United States. E _a 4.5. WAGE VIOLATIONS. Contractor represents and warrants as previously certified in Contractor's as Bidder's Certification, that during the term of this Contract and the three (3) year period w immediately preceding the award of the Contract, Contractor has not been determined, by a E final and binding citation and notice of assessment issued by the Washington Department of � Labor and Industries or through a civil judgment entered by a court of limited or general M jurisdiction,to be in willful violation of any provision of Washington state wage laws set forth m in RCW 49.46,49.48, or 49.52. E U r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 4 (Rev.2022-11-16) Packet Pg. 372 4.N.c 4.6. CIVIL RIGHTS. Contractor represents and warrants that Contractor complies with all applicable ,o requirements regarding civil rights. Such requirements prohibit discrimination against r individuals based on their status as protected veterans or individuals with disabilities, and m prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity, or national origin. a� Q 4.7. EXECUTIVE ORDER 18-03—WORKERS' RIGHTS. Contractor represents and warrants, as previously c, c certified in Contractor's Bidder's Certification, that Contractor does NOT require its y employees,as a condition of employment,to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. Contractor further represents and warrants that, during the term of this Contract, Contractor shall not, as a condition of employment, require a a� its employees to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. f° a� a 4.8. WASHINGTON SMALL BUSINESS. Contractor represents and warrants, as previously certified in 0 Contractor's Bidder's Certification, that Contractor qualifies as a Washington Small Business v as defined and set forth in Contractor's Bidder's Certification. 00 4.9. CERTIFIED VETERAN-OWNED BUSINESS. Contractor represents and warrants,as previously certified in Contractor's Bidder's Certification, that Contractor qualifies as a Certified Veteran-Owned Business as defined and set forth in Contractor's Bidder's Certification. .2 L a. 4.10. PUBLIC CONTRACTS AND PROCUREMENT FRAUD. Contractor represents and warrants that, within Ca the three (3) year period prior to this Contract, neither Contractor nor its principals or U affiliates: (a) have been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offence in connection with obtaining, attempting to obtain, 0 U or performing a public (federal, state, local, or tribal) contract or purchase order under a m public contract; (b) have been in violation of federal or state antitrust statutes or commission = •L of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements or receiving stolen property; (c) have been indicted for or otherwise criminally or c civilly charged by a government entity(federal, state, local, or tribal)with commission of any m IL of the offense enumerated in subsection (b) of this provision; or (d) had one or more public U) contracts (federal, state, local, or tribal)terminated for cause or default. ca L 4.11. PROCUREMENT ETHICS & PROHIBITION ON GIFTS. Contractor represents and warrants that c Contractor complies fully with all applicable procurement ethics restrictions including, but not U limited to, restrictions against Contractor providing gifts or anything of economic value, 2' a directly or indirectly,to Enterprise Services and Purchasers' employees. 4.12. WASHINGTON's ELECTRONIC BUSINESS SOLUTION(WEBS). Contractor represents and warrants that Contractor is registered in Washington's Electronic Business Solution (WEBS), Washington's contract registration system and that, all of Contractor's information therein is current and accurate and that throughout the term of this Contract, Contractor shall maintain an accurate a profile in WEBS. w 4.13. WASHINGTON's STATEWIDE PAYEE DESK. Contractor represents and warrants that Contractor Is E registered with Washington's Statewide Payee Desk, which registration is a condition to payment. L ii 4.14. CONTRACT PROMOTION;ADVERTISING AND ENDORSEMENT. Contractor represents and warrants that c Contractor shall use commercially reasonable efforts both to promote and market the use of E this Contract with eligible Purchasers and to ensure that those entities that utilize this U r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 5 (Rev.2022-11-16) Packet Pg. 373 4.N.c Contract are eligible Purchasers. Contractor understands and acknowledges that neither ° Enterprise Services nor Purchasers are endorsing Contractor's Ammunition or suggesting that r such Ammunition is the best or only solution to their needs. Accordingly, Contractor further represents and warrants that Contractor shall make no reference to Enterprise Services, any Purchaser, or the State of Washington in any promotional material without the prior written a� consent of Enterprise Services. Q a� c 4.15. CONTINGENT FEES. Contractor represents and warrants that no person or selling agent has been y employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established agents as defined in the Federal Acquisition Regulations. a a� 4.16. FINANCIALLY SOLVENT. Contractor represents and warrants that Contractor has not commenced L bankruptcy proceedings and that there are no judgment, liens, or encumbrances of any kind a affecting title to any Ammunition that is the subject of this Contract. °o U 4.17. OPERATIONAL CAPABILITY. Contractor represents and warrants, as previously certified in Contractor's Bidder's Certification, that Contractor has the operational and financial � capability to perform the Contract. a� 4.18. CONTRACT TRANSITION. Contractor represents and warrants that, in the event this Contract or .2 a similar contract, is transitioned to another contractor (e.g., Contract expiration or a termination), Contractor shall use commercially reasonable efforts to assist Enterprise Ca Services (including the Purchasers hereunder) for a period of sixty (60) calendar days to U effectuate a smooth transition to another contractor to minimize disruption of service and/or costs to the State of Washington and such Purchasers; Provided, however, that, if costs are U incurred, Contractor shall be compensated for such costs consistent with the terms and m conditions pertaining to this Contract for the sixty (60) day period immediately before such = transition. 4.19. AMMUNITION MANUFACTURER OR AUTHORIZED REPRESENTATIVE. Contractor represents and c warrants, as previously certified in Contractor's Bidder's Certification, that Contractor is the m IL Ammunition manufacturer or is authorized by the Ammunition manufacturer to sell the Ammunition in the state of Washington for all manufacturers listed in Exhibit A — Included Ammunition and Prices. Contractor further represents and warrants that, if during the r Contract term, Contractor ceases to be the Ammunition manufacturer or be authorized by v the Ammunition manufacturer to sell such Ammunition in the state of Washington, >, Contractor promptly shall notify Enterprise Services in writing within seven (7) days of such a event and shall cease sales of such Ammunition pursuant to this Contract unless otherwise Cl) directed in writing by Enterprise Services. c 4.20. SPORTING ARMS AND MANUFACTURER'S INSTITUTE(SAAMI).Contractor represents and warrants, as previously certified in Contractor's Bidder's Certification, all ammunition sold meets the Sporting Arms and Manufacturer's Institute requirements for specifications, transportation, _Q and storage requirements. ' as w E L L_ M d E V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 6 (Rev.2022-11-16) Packet Pg. 374 4.N.c 5. QUALITY;WARRANTY;REMEDIES. ` 5.1. WARRANTY. Contractor warrants that the Ammunition: (a) is free from defects in design, r material, and workmanship; (b)fit and safe for the intended purposes; (c)consistent with E E recognized industry quality standards; (d) complies with the requirements,specifications,and L descriptions included in this Contract; and (e) is produced and delivered in full compliance with applicable law ("Goods Warranty"). Contractor further warrants that it has good and c, marketable title to the Ammunition and shall keep Purchaser's property free of liens. If y Purchaser receives notice of a lien caused by Contractor, Purchaser may withhold any payment otherwise due Contractor until Contractor submits proof, in a form satisfactory to Purchaser,that all lienable claims have been fully paid or waived. a a� 5.2. REMEDY. If Ammunition does not comply with the Goods Warranty, at Purchaser's election, L Contractor promptly shall remedy the defect by replacing any defective Ammunition. a Contractor's Goods Warranty support shall include,at Contractor's sole expense,all technical °o support, parts, materials and equipment, and labor, including freight and "in/out" costs v required to address the defect. If, in Purchaser's judgment, replacement is inadequate, or 00 fails of its essential purpose, Contractor shall refund the full amount of any payments that have been made. The rights and remedies of the parties under this warranty are in addition a, to any other rights and remedies of the parties provided by law or equity, including, without limitation, actual damages, and, as applicable and awarded under the law, to a prevailing a party, reasonable attorneys'fees and costs. Ca U 5.3. FAILURE To REMEDY. If Contractor does not remedy a defect or nonconformity within ten (10) r calendar days after receipt of written notice from Purchaser, or if an emergency exists 0 0 rendering it impossible or impractical for Purchaser to have Contractor provide a remedy, v Purchaser may, without prejudice to any other rights or remedies available to it, replace Ammunition, in which case Contractor shall reimburse Purchaser for its actual costs or, at L Purchaser's option, Purchaser will offset the costs incurred from amounts owing to 0 Contractor. m a 5.4. TECHNICAL SUPPORT. Contractor shall provide all warranty service and telephone support, rn including after-hour technical support, at its own cost. ca L r 6. SAFETY;SECURITY. Contractor's failure to comply with any of the requirements in this Section shall be o cause for termination. v 21 a 6.1. REGULATORY REQUIREMENTS/SAFETY. Ammunition supplied by Contractor Shall meet all OSHA Q- 3 and other safety-related federal,state, local,and/or tribal regulatory requirements applicable to Ammunition. _ 6.2. MATERIAL SAFETY DATA SHEETS. As applicable, Contractor shall provide Purchaser with all N appropriate Material Safety Data Sheets ("MSDS") at the time of delivery of each shipment of E Ammunition which requires such compliance. as 6.3. ACCIDENT AND INJURY REPORTING. If Contractor, its agents, employees, or subcontractors are W E present at Purchaser's premises, Contractor promptly will report in writing all injuries, accidents property damage, near-miss incidents or an claims regarding damages or injuryi p p Y g , Y g g g ii involving Contractor, its agents, employees, or subcontractors occurring at such premises. Contractor agrees to cooperate and assist in any Purchaser investigation of incidents. m E z U r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 7 (Rev.2022-11-16) Packet Pg. 375 4.N.c 6.4. ON SITE REQUIREMENTS. While on Purchaser's premises, Contractor, its agents, employees, or 0 subcontractors shall comply, in all respects,with Purchaser's physical,fire, access,safety, and r other security requirements and not interfere with Purchaser's operations. Contractor represents and warrants that Contractor,its agents,employees,or subcontractors who access Purchaser's premises will be adequately trained and at all times comply with Purchaser's requirements. Q a� c 7. SUBCONTRACTORS. t 7.1. CONTRACTOR RESPONSIBILITY. Notwithstanding an provision to the contrary, in the event Y p Y � Contractor elects to utilize subcontractors to perform this Contract, Contractor shall: a a� (a) incorporate Contractor's responsibilities under this Contract into its subcontracts; (b) be >— fully responsible for the performance of any such subcontractors (regardless of tier) and f° a� ensure that subcontractors comply with each and every Contractor obligation set forth in this Q- 0 Contract; (c) be the sole point of contact for Enterprise Services and any Purchasers regarding 0 U all contractual matters; (d) ensure that such subcontractors are registered in WEBS; and (e) defend, indemnify, and hold Enterprise Services and Purchasers harmless in case of � negligence, other tortious fault, or intentional misconduct by any such subcontractors (regardless of tier). Prior to utilizing any subcontractor to perform this Contract, Contractor shall provide written notice to Enterprise Services' contract administrator. Such notice shall .2 �L confirm that the subcontractor is registered in WEBS and provide the necessary information a Ca for Enterprise Services' contract administrator to include such subcontractor(s) in Washington's Purchasing Contract Management System (PCMS). r c 7.2. REPORTING. If Contractor is required to report to Purchaser and/or Enterprise Services, such 0 U report(s) will include subcontractor data, by subcontractor, for any data that Contractor is m required to report as well as a consolidated 'rollup' report combining Contractor and = subcontractor data. ;v O 7.3. SUBCONTRACTOR REPRESENTATIONS AND CERTIFICATIONS. Any Contractor representations Or certifications set forth in this Contract shall apply to subcontractors (at any tier) and a Contractor shall not utilize any subcontractors (at any tier) who cannot provide such representations or certifications, excepting the certification to be registered with i Washington's Statewide Payee Desk, unless Purchaser will pay such subcontractor directly. c 0 c) 8. USING THE CONTRACT—PURCHASES. 2' >Z 8.1. ORDERING REQUIREMENTS. Eligible Purchasers shall order Ammunition from this Contract, 0 U) consistent with the terms hereof and by using any ordering mechanism agreeable both to c Contractor and Purchaser but including, at a minimum, a purchase order. When practicable, 0 Contractor and Purchaser also shall use telephone orders, email orders, web-based orders, a� and similar procurement methods(collectively"Purchaser Order"). All Purchase Orders must a reference the Contract number. The terms of this Contract shall apply to any Purchase Order and, in the event of any conflict,the terms of this Contract shall prevail. Notwithstanding any w provision to the contrary, in no event shall any 'click-agreement,' software or web-based E application terms and conditions, or any other agreement modify the terms and conditions i of this Contract. 8.2. DELIVERY REQUIREMENTS. Contractor must ensure that the Ammunition is delivered or provided N as required by this Contract, the Purchase Order used by Purchaser, and as otherwise z U 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 8 (Rev.2022-11-16) Packet Pg. 376 4.N.c mutually agreed in writing between Purchaser and Contractor. The following apply to all ° deliveries: r c (a) Contractor shall make all deliveries to the applicable delivery location E specified in the Purchase Order. Such deliveries shall occur during a� Purchaser's normal work hours and within the time period mutually agreed Q in writing between Purchaser and Contractor. a, c (b) Deliveries made to secure facilities and drivers entering those facilities shall be pre-approved by the Purchaser. Contractor must obtain the required U clearance prior to any scheduled delivery to secure facilities. a (c) Contractor shall ship all Ammunition purchased pursuant to this Contract, freight charges prepaid by Contractor, FOB Purchaser's specified destination L with all transportation and handling charges included. Contractor shall bear a all risk of loss, damage, or destruction of the Ammunition ordered hereunder °o that occurs prior to delivery, except loss or damage attributable to v Purchaser's fault or negligence. 00 (d) All packing lists, packages, instruction manuals, correspondence, shipping notices, shipping containers, and other written materials associated with this c Contract shall be identified by the Contract number set forth on the cover of U .L this Contract and the applicable Purchaser's Purchase Order number. Packing a lists shall be enclosed with each shipment and clearly identify all contents and °a any backorders. i 8.3. ON-TIME DELIVERY. Contractor shall maintain a 95% on-time delivery rate with a goal of 99% o on-time deliveries. Delivery lead times will not exceed one-hundred eighty (180) days after c� receipt of order (ARO) unless mutually agreed in writing between the Contractor and the m Purchaser.Adjustments to delivery still within the one-hundred eighty(180)day window must L be documented in the Purchaser ordering paperwork. If an order's ETA surpasses the one- O hundred eighty(180)day window after receipt of order,Contractor will need to obtain mutual agreement in writing between Purchaser and Contractor or allow Purchaser to withdraw their a order. v, Upon Purchaser or Enterprises Services request, Contractor must provide documentation L supporting compliance with this requirement. Documentation must be received by requestor c within ten (10) days of request. ti 21 8.4. ORDER FULFILLMENT AND SUBSTITUTIONS. In the event Contractor is unable to fulfill a product 0. Q ordered, a replacement product equal in price and performance may be substituted. All U) products substitutions must be mutually agreed to by Purchaser and Contractor in writing c prior to order placement and documented in Purchaser's ordering paperwork. c 8.5. RECEIPT AND INSPECTION OF AMMUNITION. Ammunition purchased Under this Contract Is subject E to Purchaser's reasonable inspection, testing, and approval at Purchaser's destination. 2- Purchaser reserves the right to reject and refuse acceptance of Ammunition that is not in accordance with this Contract and Purchaser's Purchase Order. If there are any apparent U w defects in the Ammunition at the time of delivery, Purchaser promptly will notify Contractor. a� At Purchaser's option, and without limiting any other rights, Purchaser may require Contractor to replace, at Contractor's expense, any or all damaged Ammunition or, at Purchaser's option, Purchaser may note any such damage on the receiving report, decline E acceptance, and deduct the cost of rejected Ammunition from final payment. Payment for z any Ammunition under such Purchase Order shall not be deemed acceptance. r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 9 (Rev.2022-11-16) Packet Pg. 377 4.N.c 8.6. REFUNDS. Ammunition that does not perform to manufacturer specifications and standards ,o will be refunded or replaced at no additional charge to Purchaser. Upon request, Contractor r will provide, within five (5) days, manufacturer literature that describes specific performance m requirements and standards of Ammunition purchased. Upon receipt of manufacturer literature, Purchaser will provide to Contractor, within five (5) days, supporting a� documentation describing how the Ammunition does not meet the manufacturer Q performance requirements and standards. Afull credit will be issued by the Contractor within c' ten (10) days. U 8.7. CUSTOMER SERVICE. Contractor will be available by phone and/or email Monday through Friday from 8:00 am to 5:00 p.m. Contractor will respond to voicemail and email within twenty-four a a� (24) hours. ca L 9. INVOICING&PAYMENT. Q- O O 9.1. CONTRACTOR INVOICE. Contractor shall submit properly itemized invoices to Purchaser's v designated invoicing contact for Ammunition delivered under this Contract. Such invoices shall itemize the following: M (a) Contract No. 22422; (b) Contractor name, address,telephone number, and email address for billing 2 �L issues (i.e., Contractor Customer Service Representative); a Ca (c) Contractor's Federal Tax Identification Number; U (d) Date(s) of delivery; O (e) Applicable Ammunition; v (f) Invoice amount; and (g) Payment terms, including any available prompt payment discounts. 0 Contractor's invoices for payment shall reflect accurate Contract prices. Invoices will not be c processed for payment until receipt of a complete invoice as specified herein. a 9.2. PAYMENT. Payment is the sole responsibility of, and will be made by, the Purchaser. Purchaser's obligation to pay invoices is subject to receipt of a timely and accurate invoice and conforming Ammunition. Unless Contractor has provided a prompt payment discount c set forth in Exhibit — Included Ammunition and Prices, Purchaser's payment is due within v thirty(30) calendar days of invoice. Purchaser retains the right of setoff for any amount due a or owing to Purchaser. Purchaser may make payments electronically (e.g., ACH payments). Contractor shall provide information necessary to facilitate electronic payments. If Purchaser fails to make timely payment(s), Contractor may invoice Purchaser in the amount of one percent (1%) per month on the amount overdue or a minimum of$1. Payment will not be considered late if a check or warrant is mailed within the time specified. E a 9.3. OVERPAYMENTS. Contractor promptly shall refund to Purchaser the full amount of any erroneous payment or overpayment. Such refunds shall occur within thirty(30)calendar days U w of written notice to Contractor;Provided, however,that Purchaser shall have the right to elect L to have either direct payments or written credit memos issued. If Contractor fails to make ii timely refunds of overpayment(s) (either directly or by credit memo), Contractor shall pay Purchaser interest at the rate of one percent (1%) per month on the amount overdue thirty E (30)calendar days after notice to Contractor. z U r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 10 (Rev.2022-11-16) Packet Pg. 378 4.N.c 9.4. ADVANCE PAYMENT PROHIBITED. Except as authorized by law, Contractor shall not request or p receive advance payment for any Ammunition furnished by Contractor pursuant to this r Contract. m E 9.5. No ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or L impose any additional charges including, but not limited to, charges for shipping, handling, insurance, or payment processing with the following exception. Orders that do not meet the c, c minimum order requirement of five(5) cases or more, may be charged an additional shipping y charge reflective of actual shipping costs which shall not exceed $30.00 per case.TAxEs/FEES. Contractor promptly shall pay all applicable taxes on its operations and activities pertaining to this Contract. Failure to do so shall constitute breach of this Contract. Unless otherwise a a� agreed, Purchaser shall pay applicable sales tax imposed by the State of Washington on purchased Ammunition. Contractor's invoices shall separately state (a)taxable and non- taxable charges and (b) sales/use tax due by jurisdiction. In regard to federal excise taxes, o Contractor shall include federal excise taxes only if, after thirty (30) calendar days written Lj notice to Purchaser, Purchase has not provided Contractor with a valid exemption certificate a; from such federal excise taxes. 0 M 10. CONTRACT MANAGEMENT. c .v 10.1. CONTRACT ADMINISTRATION&NOTICES. Except for legal notices,the parties hereby designate the a following contract administrators as the respective single points of contact for purposes of Ca this Contract. Enterprise Services' contract administrator shall provide Contract oversight. U Contractor's contract administrator shall be Contractor's principal contact for business activities under this Contract. The parties may change contract administrators by written 0 U notice as set forth below. m Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or .6 sent via email,and shall be sent to the respective addressee at the respective address or email O address set forth below or to such other address or email address as the parties may specify in writing: a Enterprise Services Contractor Attn: Brad Stringfellow Attn: Chris Harrington Washington Dept. of Enterprise Services Pend Oreille Ballistics v PO Box 41411 PO Box 159 >, Olympia, WA 98504-1411 Metaline, Washington 99152 a Tel: (360)407-9411 (Direct) Tel: (509) 986-3895 Cl) (360)407-2213 (Team Line) Email: Email: DESContractsTeamFir@des.wa.gov cpharrington@pendoreilleballistics.com a� Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon E transmission to the designated email address of said addressee. 3 as w 10.2. CONTRACTOR CUSTOMER SERVICE REPRESENTATIVE. Contractor shall designate a customer service E representative (and inform Enterprise Services of the same) who shall be responsible for addressing Purchaser issues pertaining to this Contract. LL 10.3. LEGAL NOTICES. Any legal notices required or desired shall be in writing and delivered by U.S. c certified mail return receipt requested, g prepaid, E p q , postage re aid or sent via email and shall be sent E z U r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 11 (Rev.2022-11-16) Packet Pg. 379 4.N.c to the respective addressee at the respective address or email address set forth below or to ,o such other address or email address as the parties may specify in writing: r c Enterprise Services Contractor m E Attn: Legal Services Manager Attn: Contracts—Sean Reagan a Washington Dept. of Enterprise Services Pend Oreille Ballistics a' Q PO Box 41411 PO Box 1S9 0) Olympia, WA 98504-1411 Metaline, Washington 99152 Email: greg.tolbert@des.wa.gov Email: npocllcwa@gmail.com 2 Notices shall be deemed effective upon the earlier of receipt when delivered, or, if mailed, li aD upon return receipt, or, if emailed, upon transmission to the designated email address of said >_ addressee. a� a 0 11. CONTRACTOR SALES REPORTING;VENDOR MANAGEMENT FEE;&CONTRACTOR REPORTS. 0 U 11.1. CONTRACT SALES REPORTING. Contractor shall report total Contract sales quarterly to Enterprise Services, as set forth below. 00 M (a) Contract Sales Reporting System. Contractor shall report quarterly Contract c, sales in Enterprise Services' Contract Sales Reporting System. Enterprise Services will provide Contractor with a login password and a vendor a number. The password and vendor number will be provided to the Sales oa Reporting Representative(s) listed on Contractor's Bidder Profile. U L (b) Data. Each sales report must identify every authorized Purchaser by name 0 as it is known to Enterprise Services and its total combined sales amount v invoiced during the reporting period (i.e., sales of an entire agency or m political subdivision, not its individual subsections). The "Miscellaneous" m option may be used only with prior approval by Enterprise Services. Upon 0 request, Contractor shall provide contact information for all authorized Purchasers specified herein during the term of the Contract. If there are no a Contract sales during the reporting period, Contractor must report zero sales. c�a L r (c) Due dates for Contract Sales Reporting. Quarterly Contract Sales Reports c must be submitted electronically by the following deadlines for all Contract v sales invoiced during the applicable calendar quarter: a 0 FOR SALES MADE IN CONTRACT SALES REPORT QUARTER CALENDAR QUARTER ENDING DUE By PAST DUE R c 1 January 1—March 31 April 30 May 1 E a 2 April 1—June 30 July 31 August 1 3 as w 3 July 1—September 30 October 31 November 1 E L 4 October 1—December 31 January 31 February 1 M 11.2. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management fee ("VMF") of 1.25 percent on the purchase price for all Contract sales (the purchase price is 0 the total invoice price less applicable sales tax). 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 12 (Rev.2022-11-16) Packet Pg. 380 4.N.c (a) The sum owed by Contractor to Enterprise Services as a result of the VMF is ,o calculated as follows: r c Amount owed to Enterprise Services = Total Contract sales invoiced (not E including sales tax)x .0125. a� L (b) The VMF must be rolled into Contractor's current pricing. The VMF must not Q be shown as a separate line item on any invoice unless specifically requested and approved by Enterprise Services. (c) Enterprise Services will invoice Contractor quarterly based on Contract sales 2 reported by Contractor. Contractor is not to remit payment until Contractor a receives an invoice from Enterprise Services. Contractor's VMF payment to Enterprise Services must reference this Contract number, the year and L quarter for which the VMF is being remitted, and Contractor's name as set a forth in this Contract, if not already included on the face of the check. °o U (d) Contractor's failure to report accurate total net Contract sales, to submit a timely Contract sales report, or to remit timely payment of the VMF to 00 Enterprise Services, may be cause for Enterprise Services to suspend Contractor or terminate this Contract or exercise remedies provided by law. c Without limiting any other available remedies, the parties agree that U .L Contractor's failure to remit to Enterprise Services timely payment of the a VMF shall obligate Contractor to pay to Enterprise Services, to offset the °a administrative and transaction costs incurred by the State to identify, i process, and collect such sums, the sum of $200.00 or twenty-five percent o (25%) of the outstanding amount, whichever is greater, or the maximum U allowed by law, if less. m (e) Enterprise Services reserves the right, upon thirty(30) calendar days advance written notice, to increase, reduce, or eliminate the VMF for subsequent O purchases, and reserves the right to renegotiate Contract pricing with Contractor when any subsequent adjustment of the VMF might justify a a change in pricing. ca 11.3. ANNUAL CONTRACT SALES REPORT. Contractor shall provide to Enterprise Services a detailed annual Contract sales report. Such report shall include, at a minimum: the Ammunition sold G U (including, as applicable, item number or other identifier), per unit quantities sold, items and >+ volumes purchased by Purchaser, shipment/delivery locations by Purchaser, and Contract a price. This report must be provided in an electronic format that can be read by Microsoft U) (MS) Excel. Such report is due within thirty(30)calendar days following the twelve(12)month anniversary of Contract effective date and annually thereafter. c a� E a .3 as w E L L_ M d E V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 13 (Rev.2022-11-16) Packet Pg. 381 4.N.c 12. RECORDS RETENTION&AUDITS. p 12.1. RECORDS RETENTION. Contractor shall maintain books, records, documents,and other evidence r pertaining to this Contract and orders placed by Purchasers under it to the extent and in such E E detail as shall adequately reflect contract performance and administration of purchases, L payments, taxes, and fees. Contractor shall retain such records for a period of six (6) years following expiration or termination of this Contract or final payment for any order placed by c, c a Purchaser against this Contract,whichever is later; Provided, however,that if any litigation, y claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved. a 12.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third-party audit, applicable records to ensure that Contractor properly has invoiced Purchasers and that L Contractor has paid all applicable vendor management fees to Enterprise Services. a Accordingly, Contractor shall permit Enterprise Services, any Purchaser, and any other duly °o authorized agent of a governmental agency, to audit, inspect, examine, copy and/or v transcribe Contractor's books, documents, papers and records directly pertinent to this00 Contract or Purchase Orders placed by a Purchaser under this Contract for the purpose of making audits,examinations, excerpts, and transcriptions. This right shall survive for a period a, of six (6) years following expiration or termination of this Contract or final payment for any order placed by a Purchaser against this Contract,whichever is later; Provided, however,that a if any litigation,claim,or audit is commenced prior to the expiration of this period,such period Ca shall extend until all such litigation, claims, or audits have been resolved. U L 12.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any other remedy o available to any Purchaser, Contractor shall (a) reimburse Purchasers for any overpayments v inconsistent with the terms of this Contract or Purchase Orders placed thereunder, at a rate of 125% of any such overpayments, found as a result of the examination of Contractor's L records;and (b) reimburse Enterprise Services for any underpayment of vendor management 0 fees, at a rate of 125% of such fees found as a result of the examination of Contractor's m records (e.g., if Contractor underpays the Vendor Management Fee by $500, Contractor a would be required to pay to Enterprise Services$500 x 1.25=$625); Provided, however,that, in the event Contractor timely discovers and corrects any Purchaser overpayment or i Contractor underpayment of vendor management fees and does so prior to the initiation of c any audit, Contractor shall be entitled to reimburse Purchaser or pay to Enterprise Services U the actual amount of such Purchaser overpayment or such underpayment of vendor 1 management fees. 13. INSURANCE. R 13.1. REQUIRED INSURANCE. Contractor, at its expense, shall maintain in full force and effect the insurance coverages set forth in Exhibit e—Insurance Requirements. All costs for insurance, E a including any payments of deductible amounts,shall be considered incidental to and included in the prices for Ammunition and no additional payment shall be made to Contractor. w E 13.2. WORKERS COMPENSATION. Contractor shall comply with applicable workers compensation a statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may be required by law, Enterprise Services may terminate this Contract. This E provision does not waive any of the Washington State Department of Labor and Industries z (L&I) rights to collect from Contractor. If Contractor performs services on Purchaser's behalf r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 14 (Rev.2022-11-16) Packet Pg. 382 4.N.c in the State of Washington, and only to the extent of claims against Contractor by Purchaser 0 under the Indemnity obligations in this Contract, Contractor expressly waives any immunity r it may be granted under the Washington State Industrial Insurance Act, Title 51 RCW. Contractor's indemnification obligation will not be limited in any way by any limitation on the amount or type of damages,compensation,or benefits payable to or for any third party under a� workers' compensation acts, disability benefit acts, or other employee benefit acts. The Q parties expressly acknowledge and certify that the waiver of immunity under Title 51 RCW was mutually negotiated and agreed upon. U L 14. CLAIMS. a aD 14.1. ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and > all risks of personal injury or property damage to itself and its employees and agents in connection with its operations under this Contract. Enterprise Services has made no 0- 0 representations regarding any factor affecting Contractor's risks. Contractor shall pay for all 0 damage to any Purchaser's property resulting directly or indirectly from Contractor's acts or omissions under this Contract. 00 M 14.2. THIRD-PARTY CLAIMS;GENERAL INDEMNITY. To the fullest extent permitted by law,Contractor shall defend, INDEMNIFY, and hold Enterprise Services and any Purchaser and their employees and .2 agents harmless from and against all claims, demands, judgments, assessments, damages, a penalties, fines, costs, liabilities, or losses including, without limitation, sums paid in Ca settlement of claims, attorneys' fees, consultant fees, and expert fees (collectively "Claims") U arising out of Contractor's or its successors', agents', or subcontractors' negligence, other tortious fault,or intentional misconduct under this Contract; Provided, however,that no right 0 U to indemnity will exist as to that portion of a Claim resulting from the sole negligence,tortious m fault, or intentional misconduct of Enterprise Services or Purchaser. The parties agree that if = there are any limitations of Contractor's liability, including a limitation of liability clause for O anyone for whom the Contractor is responsible, such limitations of liability shall not apply to c injuries to persons (including death), damages to property, data breach, and/or intellectual m IL property infringement. Contractor shall take all steps needed to keep Purchaser's property free of liens arising from Contractor's activities, and promptly obtain or bond the release of any such liens that may be filed. c 14.3. INTELLECTUAL PROPERTY INDEMNITY. To the fullest extent permitted by law, Contractor shall U defend, indemnify, and hold Enterprise Services and any Purchaser and their employees and 2' a agents harmless from against any and all Claims resulting from allegations of infringement of any patents, copyrights, trade secret, or similar intellectual property rights covering the Cl) Ammunition provided, or the use of the Ammunition under this Contract. If Purchaser's use = 0 of Ammunition and provided by Contractor is enjoined based on an intellectual property infringement Claim, Contractor shall, at its own expense, either procure for Purchaser the E E right to continue using the Ammunition or, after consulting with Purchaser and obtaining Q- .3 Purchaser's consent, replace or modify the Ammunition with substantially similar and w functionally equivalent non-infringing Ammunition. E L 15. DISPUTE RESOLUTION. The parties shall cooperate to resolve any dispute pertaining to this Contract efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each E organization. In such situation, upon notice by either party, each party, within five (5) business days shall reduce its description of the dispute to writing and deliver it to the other party. The receiving r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 15 (Rev.2022-11-16) Packet Pg. 383 4.N.c party then shall have three (3) business days to review and respond in writing. In the event that the ,0 parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference r between the respective senior managers of each organization to attempt to resolve the dispute. In the event the parties cannot agree, either party may resort to court to resolve the dispute. a� L 16. TERMINATION; EXPIRATION;SUSPENSION;&REMEDIES. Q 16.1. TERMINATION. This Contract may be terminated: (a) upon the mutual written agreement of .y the parties; (b) by the non-breaching party where the breach is not cured within thirty (30) z calendar days after written notice of breach is delivered to the breaching party, unless a Y g p Y � different time for cure is otherwise stated in this Contract; and (c) as otherwise expressly a a� provided for in this Contract. This Contract shall terminate automatically and without further >_ action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or bankruptcy. In addition to any other available remedies, the non-breaching party may Q- 0 terminate this Contract as provided in subsection (b) above without further liability by written 0 U notice to the breaching party. A termination for breach will not affect rights or obligations accrued or owed before the effective date of the termination notice. 00 16.2. TERMINATION FOR NONAPPROPRIATION OR REDUCTION OF FUNDS OR CHANGES IN LAW. Enterprise Services may suspend or terminate this Contract and Purchasers may suspend or terminate applicable Purchase Orders, in whole or in part, at the sole discretion of Enterprise Services 2 �L or, as applicable, Purchaser, if Enterprise Services or, as applicable, Purchaser reasonably a Ca determines that: (a) a change in Federal or State legislation or applicable laws materially U affects the ability of either party to perform under the terms of this Contract or applicable r Purchase Order;or(b)that a change in available funds affects Purchaser's ability to pay under 0 the applicable Purchase Order. A change of available funds as used in this section includes U but is not limited to a change in Federal or State funding, whether as a result of a legislative act or by order of the President or the Governor. If a written notice is delivered under this L provision, Purchaser will reimburse Contractor for Ammunition properly ordered until the 0 effective date of said notice. Except as stated in this provision, in the event of termination for m nonappropriation or reduction of funds or changes in law, Purchaser will have no obligation a or liability to Contractor. N 16.3. TERMINATION FOR PUBLIC CONVENIENCE. Enterprise Services, for public convenience, may r terminate this Contract; Provided, however, that such termination for public convenience 0 must, in Enterprise Services'judgment, be in the best interest of the State of Washington; and Provided further, that such termination for public convenience shall only be effective upon a sixty (60) calendar days prior written notice; and Provided further, that such termination for U) public convenience shall not relieve any Purchaser from payment for Ammunition already c ordered as of the effective date of such notice. Except as stated in this provision, in the event of such termination for public convenience, neither Enterprise Services nor any Purchaser shall have any obligation or liability to Contractor. a .3 16.4. PURCHASER OBLIGATIONS—ExPIRATION. Upon expiration of this Contract, Purchaser shall accept w and take delivery of all outstanding and not yet fulfilled Purchase Orders and pay Contractor E the price as set out in the Contract. Notwithstanding any provision to the contrary, in no event shall a Purchaser's Purchase Order pursuant to this Contract that is executed prior to ii expiration of this Contract allow for Contractor to provide Ammunition more than twelve(12) c months beyond the expiration date of the Contract. m E z U 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 16 (Rev.2022-11-16) Packet Pg. 384 4.N.c 16.5. CONTRACTOR OBLIGATIONS—EXPIRATION OR TERMINATION. Upon expiration or termination of this 0 Contract, Contractor shall: (a) continue to fulfill its warranty obligations with respect to any r Ammunition sold hereunder and all provisions of the Contract that, by their nature, would m continue beyond the expiration,termination,or cancellation of the Contract shall so continue and survive; and (b) promptly return to Purchaser all keys, badges, and other materials a� supplied by Purchaser for the performance of any Purchase Order entered into pursuant to Q this Contract. c' .y 16.6. DEFAULT. Any of the following events shall constitute cause for Enterprise Services to declare Contractor in default of this Contract: IL (a) Contractor fails to perform or comply with any of the terms or conditions of this Contract; ca L (b) Contractor fails to timely report contract sales; a 0 (c) Contractor fails to timely pay the vendor management fees when due; or 0 U (d) Contractor breaches any representation or warranty provided herein. o, 00 16.7. SUSPENSION & TERMINATION FOR DEFAULT. Enterprise Services may suspend Contractor's operations under this Contract immediately by written cure notice of any default. Suspension shall continue until the default is remedied to Enterprise Services' reasonable satisfaction; r; Provided, however, that, if after thirty (30) calendar days from such a suspension notice, a Contractor remains in default, Enterprise Services may terminate Contractor's rights under °a this Contract. All of Contractor's obligations to Enterprise Services and Purchasers survive i termination of Contractor's rights under this Contract, until such obligations have been c fulfilled. v 16.8. REMEDIES FOR DEFAULT. (a) Enterprise Services' rights to suspend and terminate Contractor's rights under this Contract are in addition to all other available remedies. c (b) In the event of termination for default, Enterprise Services may exercise any a remedy provided by law including,without limitation,the right to procure for all Purchasers replacement Ammunition. In such event, Contractor shall be L liable to Enterprise Services for damages as authorized by law including, but not limited to, any price difference between the Contract price and the U replacement or cover price as well as any administrative and/or transaction 21 a costs directly related to such replacement procurement—e.g.,the cost of the 0- 0 competitive procurement. Cl) 16.9. LIMITATION ON DAMAGES. Notwithstanding any provision to the contrary,the parties agree that in no event shall any party or Purchaser be liable to the other for exemplary or punitive a� damages; Provided, however, that nothing contained in this Section will in any way exclude a or limit: (a) a party's liability for all damages arising out of that party's intentional acts or omissions; (b)the operation of any warranty provided in this Contract; or(c) damages subject w to the Intellectual Property Indemnity section of this Contract. Any limitation of either party's E L obligations under this Contract, by delivery slips or other documentation is void. i ii 16.10. SUSPENSION/TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or M termination (in full or in part), the parties shall cooperate to ensure an orderly and efficient m suspension or termination. Accordingly, Contractor shall deliver to Purchasers all z Ammunition that has been ordered and Purchasers shall inspect,accept,and pay for the same r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 17 (Rev.2022-11-16) Packet Pg. 385 4.N.c in accordance with this Contract and the applicable Purchase Order. Unless directed by ,o Enterprise Services to the contrary, Contractor shall not process any orders after notice of r suspension or termination inconsistent therewith. E 16.11. PURCHASER PURCHASE ORDERS. Purchaser Orders may be terminated: (a) upon the mutual y L written agreement of the parties; (b) by the non-breaching party where the breach is not cured within thirty (30) calendar days after written notice of breach is delivered to the c, c breaching party, unless a different time for cure is otherwise stated in the applicable Purchase y Order;and (c) as otherwise expressly provided for in the applicable Purchase Order. Purchase Orders shall terminate automatically and without further action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or bankruptcy. In addition to any li a� other available remedies, the non-breaching party may terminate the Purchase Order as provided in subsection (b)above without further liability by written notice to the breaching f° a� party. A termination for breach will not affect rights or obligations accrued or owed before o the effective date of the termination notice. U rn 17. PUBLIC INFORMATION&PUBLIC RECORDS DISCLOSURE REQUESTS. 00 M 17.1. WASHINGTON'S PUBLIC RECORDS ACT. Unless statutorily exempt from public disclosure, this a, Contract and all related records are subject to public disclosure as required by Washington's Public Records Act, RCW 42.56. a Ca 17.2. CONTRACTOR OBLIGATION. Contractor shall identify and mark the precise portion(s) of the relevant page(s) of any records provided to Enterprise Services that Contractor believes are i statutorily exempt from disclosure and identify the precise statutory basis for exemption from o disclosure. In addition, if, in Contractor's judgment, certain portions of such records are not v statutorily exempt from disclosure but are sensitive because particular portions of m Contractor's records (NOT including pricing) include highly confidential, proprietary, or trade .6 secret information (or the equivalent) that Contractor protects through the regular use of 0 confidentiality or similar agreements and routine enforcements through court enforcement actions, Contractor shall identify and mark the precise portion(s) of the relevant page(s) of li any records that include such sensitive information. 17.3. ENTERPRISE SERVICES'OBLIGATION. In the event that Enterprise Services receives a public records r disclosure request pertaining to records that Contractor has submitted and marked either as o (a) statutorily exempt from disclosure;or(b) sensitive,Enterprise Services, prior to disclosure, U, will do the following: Enterprise Services' Public Records Officer will review any records Q- a marked by Contractor as statutorily exempt from disclosure. In those situations, where the ' designation comports with the stated statutory exemption from disclosure, Enterprise Services will redact or withhold the record(s) as appropriate. For records marked 'sensitive' or for records where Enterprise Services determines that no statutory exemption to disclosure applies or is unable to determine whether the stated statutory exemption to E disclosure properly applies, Enterprise Services will notify Contractor,at the address provided in the Contract, of the public records disclosure request and identify the date that Enterprise w Services intends to release the record(s)(including records marked 'sensitive'or exempt from E disclosure)to the requester unless Contractor, at Contractor's sole expense, timely obtains a court order enjoining Enterprise Services from such disclosure. In the event Contractor fails U_ to timely file a motion for a court order enjoining such disclosure, Enterprise Services will release the requested record(s)on the date specified. Contractor's failure properly to identify E exempted or sensitive information or timely respond after notice of request for public U r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 18 (Rev.2022-11-16) Packet Pg. 386 4.N.c disclosure has been given shall be deemed a waiver by Contractor of any claim that such 0 records are exempt or protected from public disclosure. r c m 18. GENERAL PROVISIONS. E N N 18.1. TIME IS OF THE ESSENCE. Time is of the essence for each and every provision of this Contract. Q 18.2. COMPLIANCE WITH LAW. Contractor shall comply with all applicable law. Contractor shall obtain all necessary permits and approvals and give all stipulations, certifications, and representations that may be required for it to perform this Contract. 2 18.3. ENTIRE AGREEMENT. This Contract constitutes the entire agreement and understanding of the IL aD parties with respect to the subject matter and supersedes all prior negotiations, >_ representations, and understandings between them. There are no representations or understandings of any kind not set forth herein. o 0 18.4. AMENDMENT OR MODIFICATION. Except as set forth herein, this Contract may not be amended V or modified except in writing and signed by a duly authorized representative of each party. 00 18.5. AUTHORITY. Each party to this Contract, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter into this Contract and that its execution, delivery,and performance of this Contract has been fully authorized and approved,and that no further approvals or consents are required to bind such a party. °a U 18.6. No AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall r be or is intended to be created by or under this Contract. Neither party is an agent of the o other party nor authorized to obligate it. v m 18.7. INDEPENDENT CONTRACTOR. The parties intend that an independent contractor relationship is =y created by this Contract. Contractor and its employees or agents performing under this O Contract are not employees or agents of Enterprise Services. Contractor shall not have authorization, express or implied, to bind Enterprise Services to any agreement, liability, or a understanding, except as expressly set forth herein. Contractor and its employees and agents are not entitled to unemployment insurance or worker's compensation benefits through ca Enterprise Services or the State of Washington and Enterprise Services and the State of Washington will not pay for or otherwise provide such coverage for Contractor and its U employees and agents. >+ a 18.8. ASSIGNMENT. Contractor may not assign its rights under this Contract without Enterprise Services' prior written consent and Enterprise Services may consider any attempted assignment without such consent to be void; Provided, however, that, if Contractor (a) provides written notice to Enterprise Services within thirty (30) calendar days of such event and (b)timely executes Enterprise Services' Assignment, Assumption, and Consent a Agreement, Contractor may assign its rights under this Contract in full to any parent, 3 subsidiary,or affiliate of Contractor that controls or is controlled by or under common control Lu with Contractor, is merged or consolidated with Contractor, or purchases a majority or E controlling interest in the ownership or assets of Contractor. Unless otherwise agreed, i Contractor guarantees prompt performance of all obligations under this Contract M notwithstanding any prior assignment of its rights. m 18.9. BINDING EFFECT; SUCCESSORS &ASSIGNS. This Contract shall be binding upon and shall inure to E t the benefit of the parties hereto and their respective successors and assigns. U r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 19 (Rev.2022-11-16) Packet Pg. 387 4.N.c 18.10. ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED AMMUNITION. Contractor irrevocably 0 assigns to Enterprise Services, on behalf of the State of Washington, any claim for relief or r cause of action which Contractor now has or which may accrue to Contractor in the future by m reason of any violation of state or federal antitrust laws in connection with any Ammunition a) provided in Washington for the purpose of carrying out Contractor's obligations under this Contract, including, at Enterprise Services' option, the right to control any such litigation on Q such claim for relief or cause of action. c' .y 18.11. FEDERAL FUNDS. To the extent that any Purchaser uses federal funds to purchase Ammunition pursuant to this Contract,such Purchaser shall specify,with its Purchase Order,any applicable requirement or certification that must be satisfied by Contractor at the time the Purchase a a� Order is placed or upon delivery of such Ammunition to Purchaser. ca L 18.12. SEVERAeIUTY. If any provision of this Contract is held to be invalid or unenforceable, such a provision shall not affect or invalidate the remainder of this Contract, and to this end the °o provisions of this Contract are declared to be severable. If such invalidity becomes known or v apparent to the parties, the parties agree to negotiate promptly in good faith in an attempt to amend such provision as nearly as possible to be consistent with the intent of this Contract. 00 18.13. WAIVER. Failure of either party to insist upon the strict performance of any of the terms and conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or .2 �L to notify the other party in the event of breach, shall not release the other party of any of its a Ca obligations under this Contract, nor shall any purported oral modification or rescission of this Contract by either party operate as a waiver of any of the terms hereof. No waiver by either r party of any breach, default, or violation of any term, warranty, representation, contract, 0 0 covenant, right, condition, or provision hereof shall constitute waiver of any subsequent v breach, default, or violation of the same or other term, warranty, representation, contract, covenant, right, condition, or provision. L O 18.14. SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth c in or otherwise made pursuant to this Contract shall survive and remain in effect following m a the expiration or termination of this Contract, Provided, however, that nothing herein is intended to extend the survival beyond any applicable statute of limitations periods. ca L 18.15. GOVERNING LAW. The validity, construction, performance, and enforcement of this Contract c 0 shall be governed by and construed in accordance with the laws of the State of Washington, U without regard to any choice of law principles that would provide for the application of the 2' a laws of another jurisdiction. 18.16. JURISDICTION &VENUE. In the event that any action is brought to enforce any provision of this Contract,the parties agree to exclusive jurisdiction in Thurston County Superior Court for the 0 State of Washington and agree that in any such action venue shall lie exclusively at Olympia, a Washington. a .3 18.17. ATTORNEYS' FEES. In the event of litigation or other action brought to enforce this Contract, W each party shall bear its own attorneys'fees and costs. E L 18.18. FAIR CONSTRUCTION & INTERPRETATION. The provisions of this Contract shall be construed as a i whole according to their common meaning and not strictly for or against any party and M consistent with the provisions contained herein in order to achieve the objectives and c purposes of this Contract. Each party hereto and its counsel has reviewed and revised this E Contract and agrees that the normal rules of construction to the effect that any ambiguities U r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 20 (Rev.2022-11-16) Packet Pg. 388 4.N.c are to be resolved against the drafting party shall not be construed in the interpretation of 0 this Contract. Each term and provision of this Contract to be performed by either party shall r be construed to be both a covenant and a condition. E 18.19. FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Contract, the L parties shall each do whatever may reasonably be necessary to accomplish the transactions contemplated in this Contract including, without limitation, executing any additional c, c documents reasonably necessary to effectuate the provisions and purposes of this Contract. y 18.20. EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Contract in their 2 entirety. a aD 18.21. CAPTIONS&HEADINGS. The captions and headings in this Contract are for convenience only and > are not intended to, and shall not be construed to, limit, enlarge,or affect the scope or intent f° a� of this Contract nor the meaning of any provisions hereof. Q- 0 0 18.22. ELECTRONIC SIGNATURES. An electronic signature or electronic record of this Contract or any V other ancillary agreement shall be deemed to have the same legal effect as delivery of an original executed copy of this Contract or such other ancillary agreement for all purposes. M 18.23. COUNTERPARTS. This Contract may be executed in any number of counterparts, each of which c shall be deemed an original and all of which counterparts together shall constitute the same .2 •L instrument which may be sufficiently evidenced by one counterpart. Execution of this a Ca Contract at different times and places by the parties shall not affect the validity thereof so long as all the parties hereto execute a counterpart of this Contract. i r c 0 EXECUTED as of the date and year first above written. v m STATE OF WASHINGTON NPOC LLC, DBA PEND OREILLE BALLISTICS, m Department of Enterprise Services a Washington LLC 0 c CGcvr;rto�Gce� tt �rz`ON a0 By: By: Elena McGrew Chris Harrington Its: Procurement Manager Its: Warehouse Supply Chain Manager c 0 U 21 a 0_ 0 c 0 c a� E a .3 as w E L L_ M d E V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 21 (Rev.2022-11-16) Packet Pg. 389 4.N.c EXHIBIT A `0 to r INCLUDED AMMUNITION AND PRICES d All Ammunition: as a� L ■ Shall be factory new, not reloaded or remanufactured Q ■ Shall meet the Sporting Arms and Manufacturer's Institute (SAAMI) requirements for technical c' specifications,transportation, storage z U L HANDGUN AMMUNITION a # Manufacturer Bullet Style Product Product Code (SKU) Caliber Grain Rounds Price Name per Case per Case 1 Pend Oreille Full Metal Jacket FMJ POB-9mm-FMJ115 9 MM 115 500 $ 14E Q. 0 Ballistics 0 2 Pend Oreille Total Metal Jacket or TMJ POB-9mm-TMJ115 9 MM 115 500 $ 14E v Ballistics Brass Enclosed Base 00 3 Pend Oreille Hollow Point HP POB-9mm-JHP115 9 MM 115 500 $ 17: Ballistics a' c 4 Pend Oreille Full Metal Jacket FMJ POB-9mm-FMJ124 9 MM 124 500 $ 14E •i Ballistics a 5 Pend Oreille Bonded, Hollow Point BNDHP POB-9mm-BNDHP124 9 MM 124 500 $ 18: 08 Ballistics r 6 Pend Oreille Hollow Point+P HP+P 9 MM 124 500 $ 18_` or- Ballistics Ballistics v 7 Pend Oreille Total Metal Jacket TMJ POB-9mm-TMJ124 9 MM 124 500 $ 14E Ballistics ;v 8 Pend Oreille Jacketed Hollow Point JHP 9 MM 147 500 $ 18: Ballistics m 9 Pend Oreille Bonded Jacketed BNDHP POB-9mm-BNDHP147 9 MM 147 500 $ 18: a Ballistics Hollow Point 10 Pend Oreille Full Metal Jacket FMJ POB-9mm-FMJ147 9 MM 147 500 $ 14� Ballistics 0 0 11 Pend Oreille Full Metal Jacket N\A POB-38S-FMJ130 0.38 S 130 500 $ 20� U>, Ballistics Q- 0_ 12 Pend Oreille Jacketed Hollow Point JHP POB-40-JHP165 0.40 165 500 $ 27, Ballistics c 13 Pend Oreille Full Metal Jacket FMJ POB-40-FMJ180 0.40 180 500 $ 18.- Ballistics a� 14 Pend Oreille Hollow Point HP POB-40-HP180 0.40 180 500 $ 22- a Ballistics 0 as 15 Pend Oreille Jacketed Hollow Point JHP POB-40-JHP180 0.40 180 500 $ 22: u Ballistics L a� L_ U- d E V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 22 (Rev.2022-11-16) Packet Pg. 390 4.N.c RIFLE AMMUNITION `o to r # Manufacturer Bullet Style Product Name Product Code(SKU) Caliber Grain Rounds Price m per Case per Case a� 1 Pend Oreille Pointed Soft Spire Point POB-223-SP55 0.223 55 500 $ 269 Q Ballistics Point a, 2 Pend Oreille Full Metal FMJ POB-223-FMBTJ55 0.223 55 500 $ 228 •y Ballistics Jacket, Boat Tail z 3 Pend Oreille Boat Tail Hollow BTHP POB-223-BTHP55 0.223 55 500 $ 468 Ballistics Tip a a� 4 Pend Oreille Ballistic Tip BAL POB-223-BAL55 0.223 55 500 $ 318 Ballistics a� 5 Pend Oreille Soft Point SP POB-223-SP55 0.223 55 500 $ 269 0 Ballistics U 6 Pend Oreille Full Metal FMJ POB-223-FMJ55 0.223 55 500 $ 228 Ballistics Jacket00 7 Pend Oreille Boat Tail Hollow BTHP POB-223-BAL75 0.223 75 500 $ 486 Ballistics Point c' 8 Pend Oreille ELD TAP TAP POB-308-HPTAP-55 0.308 155 500 $ 526 •2 Ballistics Precision a oa 9 Pend Oreille A-MAX TAP AMAX POB-308-HPTAP-168 0.308 168 500 $ 709 U Ballistics Precision r 10 Pend Oreille Boat Tail Hollow BTHP POB-308-BTHP168 0.308 168 500 $ 553 0 Ballistics Tip v 11 Pend Oreille Ballistic Tip BAL POB-308-SST168 0.308 168 500 $ 689 Ballistics O 12 Pend Oreille .223/5.56 62gn M855 Nato POB-223-M855NATO 0.223 55 500 $ 282 oa Ballistics M855 NATO Green Tip a) 13 Pend Oreille .223/5.56 75gn Ballistic Tip POB-223-BAL75 0.223 75 500 $ 486 Ballistics HP Ballistic tip 14 Pend Oreille .223/5.56 68gn Boat tail hollow POB-223-BTHP68 0.223 68 500 $ 357 Ballistics BTHP point o 15 Pend Oreille .308 SST Ballistic SST Ballistic Tip POB-308-SST180 0.308 180 500 $ 689 >, Ballistics tip a c c a� E a .3 as w E L L_ M d E V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 23 (Rev.2022-11-16) Packet Pg. 391 4.N.c EXHIBIT B `0 to r INSURANCE REQUIREMENTS d E a� 1. INSURANCE OBLIGATION. During the Term of this Contract, Contractor shall possess and maintain in full force and effect, at Contractor's sole expense,the following insurance coverages: Q a. COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial general liability Insurance g Y � 'y (and, if necessary,commercial umbrella liability insurance)covering bodily injury, z property damage, products/completed operations, personal injury, and U advertising injury liability on an 'occurrence form' that shall be no less a a� comprehensive and no more restrictive than the coverage provided by Insurance >_ Services Office (ISO) under the most recent version of form CG 00 01 in the amount of not less than $1,000,000 per occurrence and $2,000,000 general Q- 0 aggregate. This coverage shall include blanket contractual liability coverage. This 0 U coverage shall include a cross-liability clause or separation of insured condition. b. WORKERS' COMPENSATION INSURANCE. Contractor shall comply with applicable M Workers' Compensation or Industrial Accident insurance providing benefits as a, required by law. .2 L c. EMPLOYERS' LIABILITY (STOP GAP) INSURANCE. Employers' liability insurance (and, if (L Ca necessary, commercial umbrella liability insurance) with limits not less than $1,000,000 each accident for bodily injury by accident, $1,000,000 each i employee for bodily injury by disease, and $1,000,000 bodily injury by disease o policy limit. The insurance coverage limits set forth herein are the minimum. v Contractor's insurance coverage shall be no less than the minimum amounts m specified. Coverage in the amounts of these minimum limits, however, shall not m be construed to relieve Contractor from liability in excess of such limits. 0 Contractor waives all rights against the State of Washington for the recovery of damages to the extent such damages are covered by any insurance required a herein. d. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE(applicable If Contractor Uses a Vehicle r to access Purchasers' premises). 'Symbol 1' commercial automobile liability 0 coverage and, if necessary, commercial umbrella liability Insurance including v g ( Y Y insurance) � g >, coverage for all owned,hired,and non-owned vehicles. The combined single limit Q- 0_ per accident shall not be less than $1,000,000. ' 2. INSURANCE CARRIER RATING. Coverages provided by Contractor must be underwritten by an insurance company deemed acceptable to the State of Washington's Office of Risk Management. a� Insurance coverage shall be provided by companies authorized to do business within the State of a Washington and rated A- Class VII or better in the most recently published edition of Best's Insurance Rating. Enterprise Services reserves the right to reject all or any insurance carrier(s) w with an unacceptable financial rating. E L L 3. ADDITIONAL INSURED. Any required Commercial General Liability or Commercial Automobile M Liability shall include the State of Washington and all authorized Purchasers (and their agents, officers, and employees) as Additional Insureds evidenced by copy of the Additional Insured m E Endorsement attached to the Certificate of Insurance on such insurance policies. U 0 r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 24 (Rev.2022-11-16) Packet Pg. 392 4.N.c 4. CERTIFICATE OF INSURANCE. Prior to execution of the Contract, Contractor shall furnish to Enterprise ,o Services, as evidence of the insurance coverage required by this Contract, a certificate of r insurance satisfactory to Enterprise Services that insurance, in the above-stated kinds and m minimum amounts, has been secured. In addition, no less than ten (10) calendar days prior to coverage expiration, Contractor shall furnish to Enterprise Services an updated or renewed a� certificate of insurance, satisfactory to Enterprise Services, that insurance, in the above-stated Q kinds and minimum amounts, has been secured. Failure to maintain or provide proof of c' insurance, as required, will result in contract cancellation. All policies and certificates of insurance shall include the Contract number stated on the cover of this Contract. All certificates 2 L of Insurance and any related insurance documents shall be sent via email to Enterprise Services, a and shall be sent to the email address set forth below: Email: DESContractsTeamFir@des.wa.gov f° a� Note: For Email notice,the Email Subject line must state: c Contract Insurance Certificate—Contract No. 22422—Ammunition v rn 5. PRIMARY COVERAGE. Contractor's insurance shall apply as primary and shall not seek contribution M from any insurance or self-insurance maintained by,or provided to,the additional insureds listed above including, at a minimum, the State of Washington and/or any Purchaser. All insurance or c' self-insurance of the State of Washington and/or Purchasers shall be excess of any insurance •2 provided by Contractor or subcontractors. a 08 U 6. SUBCONTRACTORS. Contractor shall include all subcontractors as insureds under all required r insurance policies. Alternatively, prior to utilizing any subcontractor, Contractor shall cause any o such subcontractor to provide insurance that complies with all applicable requirements of the v insurance set forth herein and shall furnish separate Certificates of Insurance and endorsements for each subcontractor. Each subcontractor must comply fully with all insurance requirements L stated herein. Failure of any subcontractor to comply with insurance requirements does not limit 0 Contractor's liability or responsibility. m a 7. WAIVER OF SUBROGATION. Contractor waives all rights of subrogation against the State of Washington and any Purchaser for the recovery of damages to the extent such damages are or i would be covered by the insurance specified herein. c U 8. NOTICE OF CHANGE OR CANCELLATION. There shall be no cancellation, material change, exhaustion of 2' a aggregate limits, or intent not to renew insurance coverage, either in whole or in part,without at Q- least sixty (60) calendar days prior written Legal Notice by Contractor to Enterprise Services. U) Failure to provide such notice, as required, shall constitute default by Contractor. Any such written notice shall include the Contract number stated on the cover of this Contract. a� E 9. EXTENDED REPORTING PERIOD. If any required insurance coverage is on a claims-made basis (rather Q- than occurrence), Contractor shall maintain such coverage for a period of no less than three (3) w years following expiration or termination of the Contract. L * * * END OF INSURANCE REQUIREMENTS * * * N L_ M d E V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 25 (Rev.2022-11-16) Packet Pg. 393 4.N.c 22422 NPOC LLC dba POB Contract Final Audit Report 2024-01-03 `o 0 N r Created: 2024-01-03 d E By: Brad Strinfellow(Brad.Stringfellow@des.wa.gov) y L Status: Signed Q Transaction ID: CBJCHBCAABAAaMWBw4giOV56XuDEHgYrd_aHouSZAVK6 .y R t V L IL a� "22422 NPOC LLC dba POB Contract" History Document created by Brad Strinfellow (Brad.Stringfellow@des.wa.gov) °o U 2024-01-03-1:20:38 AM GMT rn 00 Document emailed to cpharrington@pendoreilleballistics.com for signature 2024-01-03-1:21:37 AM GMT c .v �L Email viewed by cpharrington@pendoreilleballistics.com a o�S 2024-01-03-5:36:55 PM GMT v L c:5, Signer cpharrington@pendoreilleballistics.com entered name at signing as Christopher P Harrington o U 2024-01-03-5:44:35 PM GMT d •L A Document e-signed by Christopher P Harrington (cpharrington@pendoreilleballistics.com) Signature Date:2024-01-03-5:44:37 PM GMT-Time Source:server d d Document emailed to Elena McGrew (elena.mcgrew@des.wa.gov)for signature 2024-01-03-5:44:39 PM GMT v ca L r Email viewed by Elena McGrew (elena.mcgrew@des.wa.gov) U 2024-01-03-5:50:04 PM GMT 2' 3 c:o Document e-signed by Elena McGrew (elena.mcgrew@des.wa.gov) Signature Date:2024-01-03-5:50:32 PM GMT-Time Source:server coo c N Agreement completed. E 2024-01-03-5:50:32 PM GMT W E L W L_ M d E V Q Adobe Acrobat Sign Packet Pg. 394 4.N.c Handgun Ammunition # Manufacturer Bullet Style Product Name Product Code(SKU) Caliber Grain Rounds Price per Case per Case 1 Pend Oreille Ballistics Full Metal Jacket FMJ POB-9mm-FMJ115 9 MM 115 500 $ 146.67 00 Total Metal Jacket or Brass 2 Pend Oreille Ballistics Enclosed Base TM1 POB-9mm-TMJ115 9 MM 115 500 $ 146.67 c 3 Pend Oreille Ballistics Hollow Point HP POB-9mm-JHP115 9 MM 115 500 $ 172.06 2 �L 4 Pend Oreille Ballistics Full Metal Jacket FMJ POB-9mm-FMJ124 9 MM 124 500 $ 146.67 a 5 Pend Oreille Ballistics Bonded, Hollow Point BNDHP POB-9mm-BNDHP124 9 MM 124 500 $ 183.12 06 6 Pend Oreille Ballistics Hollow Point+P HP+P 9 MM 124 500 $ 185.40 L 7 Pend Oreille Ballistics Total Metal Jacket TMJ POB-9mm-TMJ124 9 MM 124 500 $ 146.67 8 Pend Oreille Ballistics Jacketed Hollow Point JHP 9 MM 147 500 $ 183.05 U 9 Pend Oreille Ballistics Bonded Jacketed Hollow Point BNDHP POB-9mm-BNDHP147 9 MM 147 500 $ 183.05 10 Pend Oreille Ballistics Full Metal Jacket FMJ POB-9mm-FMJ147 9 MM 147 500 $ 149.61 O 11 Pend Oreille Ballistics Full Metal Jacket N\A POB-38S-FMJ130 0.38 S 130 500 $ 209.95 12 Pend Oreille Ballistics Jacketed Hollow Point JHP POB-40-JHP165 0.40 165 500 $ 272.09 (D 13 Pend Oreille Ballistics Full Metal Jacket FMJ POB-40-FMJ180 0.40 180 500 $ 183.87 a 14 Pend Oreille Ballistics Hollow Point HP POB-40-HP180 0.40 180 500 $ 223.14 15 Pend Oreille Ballistics IJacketed Hollow Point JHP POB-40-JHP180 1 0.40 1 180 1 500 1 $ 223.14 L c O U 21 CL U) c to c a� E a W E L L E V a Packet Pg. 395 4.N.c Rifle Ammunition # Manufacturer Bullet Style Product Name Product Code(SKU) Caliber Grain Rounds Price per Case per Case 1 Pend Oreille Ballistics Pointed Soft Point Spire Point POB-223-SP55 0.223 55 500 $ 269.58 00 2 Pend Oreille Ballistics Full Metal Jacket, Boat Tail FMJ POB-223-FMBTJ55 0.223 55 500 $ 228.57 3 Pend Oreille Ballistics Boat Tail Hollow Tip BTHP POB-223-BTHP55 0.223 55 500 $ 468.96 4 Pend Oreille Ballistics Ballistic Tip BAL POB-223-BAL55 0.223 55 500 $ 318.01 •L 5 Pend Oreille Ballistics Soft Point SP POB-223-SP55 0.223 55 500 $ 269.58 a 6 Pend Oreille Ballistics Full Metal Jacket FMJ POB-223-FMJ55 0.223 55 500 $ 228.57 06 7 Pend Oreille Ballistics Boat Tail Hollow Point BTHP POB-223-BAL75 0.223 75 500 $ 486.36 L 8 Pend Oreille Ballistics ELD TAP Precision TAP POB-308-HPTAP-55 0.308 155 500 $ 526.16 9 Pend Oreille Ballistics A-MAX TAP Precision AMAX POB-308-HPTAP-168 0.308 168 500 $ 709.79 U 10 Pend Oreille Ballistics Boat Tail Hollow Tip BTHP POB-308-BTHP168 0.308 168 500 $ 553.99 11 Pend Oreille Ballistics Ballistic Tip BAL POB-308-SST168 0.308 168 500 $ 689.25 = 12 Pend Oreille Ballistics .223/5.56 62gn M855 NATO M855 Nato Green Tip POB-223-M855NATO 0.223 55 500 $ 282.75 O 13 Pend Oreille Ballistics .223/5.56 75gn HP Ballistic tip Ballistic Tip POB-223-BAL75 0.223 75 500 $ 486.36 14 Pend Oreille Ballistics .223/5.56 68gn BTHP Boat tail hollow point POB-223-BTHP68 0.223 68 500 $ 357.52 (D 15 Pend Oreille Ballistics .308 SST Ballistic tip SST Ballistic Tip POB-308-SST180 0.308 180 500 $ 689.25 a N r� V L 0 U 21 c to c a� E a W E L 0 L 0 0 E V a Packet Pg. 396 4.N.d E L Washington State i DEPARTMENT OF M L ENTERPRISE SERVICES ,0 r c as E a) a) L Q STATEWIDE CONTRACT R t v No. 22422 a a� AMMUNITION m O CATEGORIES: HANDGUN—AGUILA;RIFLE—AGUILA;SHOTGUN—AGUILA; FORCE-ON-FORCE TRAINING—ULTIMATE U TRAINING MUNITIONS ti 00 M C For Use by Eligible Purchasers '2 a ca r U L O By and Between V m L W O L STATE OF WASHINGTON ' N DEPARTMENT OF ENTERPRISE SERVICES v R L O U and >, a a PROFORCE MARKETING, INC. cv c d E ss LU Dated January 1, 2024 E m L_ L. E V Q Packet Pg. 397 4.N.d E L STATEWIDE CONTRACT L No. 22422 E 0 AMMUNITION r CATEGORIES: HANDGUN—AGUILA;RIFLE—AGUILA;SHOTGUN—AGUILA;FORCE-ON-FORCE TRAINING—ULTIMATE N TRAINING MUNITIONS N N L This Washington Statewide Contract ("Contract") is made and entered into by and between the State of a an Washington acting by and through the Department of Enterprise Services, a Washington State S CA governmental agency ("Enterprise Services") and Proforce Marketing, Inc., an Arizona Corporation ("Contractor") and is dated and effective as of January 1, 2024. 2 L 3 d RECITALS A. Pursuant to Legislative authorization, Enterprise Services, on behalf of the State of f° Lm Washington, is authorized to develop, solicit, and establish enterprise procurement o solutions, including statewide contracts, for goods and services to support Washington U state agencies. See RCW 39.26.050(1). The Washington State Legislature also has authorized Enterprise Services to make these contracts available, pursuant to an 00 agreement in which Enterprise Services ensures full cost recovery,to other local or federal government agencies or entities, public benefit nonprofit organizations, and any tribes c' located in the State of Washington. See RCW 39.26.050(1) & (2). a B. Certain Washington state agencies and other eligible purchasers need to procure as specified types of ammunition products ("Ammunition") from qualified, professional U vendors. Accordingly, Enterprise Services, on behalf of the State of Washington, issued Competitive Solicitation No. 22422 dated September 8, 2023. The Competitive 0 U Solicitation to establish Contracts for specified categories of Ammunition, by manufacturer, to enable eligible purchasers to procure Ammunition from awarded Contractors in a cost effective, efficient manner using the terms and conditions of the c Contract. a C. Enterprise Services evaluated all responses to the Competitive Solicitation and identified U Contractor as an apparent successful bidder for the above-referenced Contract r Category(ies). o U D. Enterprise Services has determined that entering into this Contract will meet the 21 identified needs and be in the best interest of the State of Washington. a 0 E. The purpose of this Contract is to enable eligible purchasers to purchase Ammunition as set forth herein. c m AGREEMENT E .2- Now THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the ' a' parties hereto hereby agree as follows: w E L M 1. TERM. The term of this Contract is twenty-four(24) months,commencing January 1, 2024 and ending Iv December 31, 2025 Provided, however, that if Contractor is not in default and if, by July 1, 2025, in iTL. Enterprise Services' reasonable judgment, Contractor satisfactorily has met the performance-based goals for contract extension, Enterprise Services shall extend the term of this Contract, by written E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 1 Q (Rev.2022-11-16) Packet Pg. 398 4.N.d E amendment, for up to thirty-six (36) additional months. Such extension amendment shall be on the a� same terms and conditions as set forth in this Contract. To earn the performance-based Contract M term extension, Contractor must achieve the following performance-based metrics: `0 PERFORMANCE METRIC PERFORMANCE REQUIREMENT FOR CONTRACT EXTENSION C a� Contractor timely provides to Enterprise Services, with no less Annual Detailed Sales a� Report: than a 100%on time rate,the annual detailed sales report. See a, Q § 11.3. c Contractor shall maintain a 95% on-time delivery rate with a w On-time Delivery goal of 99%on-time deliveries. See §8.3. U L Contractor timely provides to Enterprise Services at the a Insurance designated address, without exception, annual insurance > Endorsements: endorsements for the insurance coverages required by this a Contract. See Exhibit 8—Insurance Requirements at§ 13. Q. 0 Contractor timely remits to Enterprise Service,with no less than U a 75% on time rate over the contract term, the applicable a; Vendor Management Fee (VMF). M Vendor Management Note: Contractor must pay the VMF within thirty (30) calendar � Fee: days of invoice from Enterprise Services. If Contractor is delinquent in timely paying the VMF for three (3) or more a quarters within the first nine (9) quarters of the Contract term, 06 Contractor will not be eligible for a performance-based U extension. c 0 Contractor timely provides to Enterprise Services, with no less v than a 75% on time rate over the contract term, the required Contract quarterly sales reports. o w Contract Note: Contractor must provide the quarterly sales reports to a L Enterprise Services within thirty (30) calendar days of the Sales Reports: quarter's end. If Contractor is delinquent in providing the U quarterly sales reports for three(3)or more quarters within the r first nine (9) quarters of the Contract term, Contractor will not 0 be eligible for a performance-based extension. a a 2. ELIGIBLE PURCHASERS. This Contract may be utilized by any of the following types of entities (each an to eligible "Purchaser"): 0 2.1. WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions, c boards, and commissions. E E _a 2.2. WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following institutions a' of higher education in Washington: w E ■ State universities — i.e., University of Washington & Washington State University; L ii ■ Regional universities — i.e., Central Washington University, Eastern Washington University, &Western Washington University E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 2 Q (Rev.2022-11-16) Packet Pg. 399 4.N.d E L ■ Evergreen State College; a� L ■ Community colleges; and LL L ■ Technical colleges. ° r 2.3. CONTRACT USAGE AGREEMENT PARTIES. Any Of the following types of entities that have executed a Contract Usage Agreement with Enterprise Services: aEi a� ■ Political subdivisions (e.g., counties, cities, school districts, public utility Q districts) in the State of Washington; c ■ Federal governmental agencies or entities; rn R ■ Public-benefit nonprofit corporations (i.e., §501(c)(3) nonprofit 2 corporations that receive federal, state, or local funding); and ' a ■ Federally-recognized Indian Tribes located in the State of Washington. L 3. SCOPE—INCLUDED AMMUNITION AND PRICE. N O 3.1. CONTRACT SCOPE. Pursuant to this Contract, Contractor is authorized to sell and provide only U the Ammunition specified in ExhibitA—Included Ammunition and Prices at the Prices set forth a; in ExhibitA — Included Ammunition and Prices. Contractor shall not represent to any 00 Purchaser under this Contract that Contractor has contractual authority to sell or provide any goods or services beyond those set forth in ExhibitA—Included Ammunition and Prices. c' .2 3.2. STATE'S ABILITY TO MODIFY SCOPE OF CONTRACT. Subject to mutual agreement between the a parties, Enterprise Services reserves the right to modify the Ammunition included in this as r Contract; Provided, however, that any such modification shall be effective only upon thirty U ° (30) calendar days advance written notice; and Provided further, that any such modification must be within the scope of the Competitive Solicitation for this Contract. v 3.3. ECONOMIC PRICE ADJUSTMENT. Beginning twelve (12) months after the effective date of this ° Contract and for every annual anniversary thereafter, the prices set forth in ExhibitA — 12 Included Ammunition and Prices may be adjusted upon Contractor request. ° a Requests for price adjustment must be made in writing and be received between October 15 and December 15 of each calendar year to be eligible for an adjustment on the following U February 1. In the event Contractor fails to timely request a price adjustment, Enterprise Services, at its sole discretion, may allow an untimely adjustment; Provided, however, that v such adjustment will not be effective for any time prior to Enterprise Services' price 21 adjustment, and Contractor is in good standing, by reasonably performing Contract C obligations, including timely sales reporting and paying vendor management fees as required N herein, are eligible for economic adjustments. Price adjustments will be made in accordance with the average percentage change in the m United States Department of Labor, Bureau of Labor and Statistics(BLS) Produce Price Indices E (PPI) below issued for the contract term. Only final published data will be used. a' PCU332992332992 (Small Arms Ammunitions Manufacturing) w E L Economic adjustment will lag one(1)calendar quarter past the Contract commencement date L to allow for publication of BLS data. All calculations for the index shall be based upon the ii latest version of data published as of December 1st each year. Prices may be adjusted and effective on February 1st of each year. If an index is recoded (i.e.,the recoded index is a direct E substitute for the prior index according to the BLS), this Contract will use the recoded index, ° r STATEWIDE CONTRACT NO.22422—AMMUNITION 3 Q (Rev.2022-11-16) Packet Pg. 400 4.N.d E L as applicable. If an index becomes unavailable, Enterprise Services shall substitute a proxy ° a� index. If there is not a direct substitute, the next higher aggregate index available will be ii used. The economic adjustment shall be calculated as follows: `o New Price= Old Price x (Current Period Index/Base Period Index). as The "Current Period Index" is the average of the most recent twelve months of non- E preliminary BLS Index values,and the"Base Period Index"is the average of the twelve months i of non-preliminary BLS Index values prior to the Current Period Index. Q 3.4. PRICE CEILING. Although Contractor may offer lower prices to Purchasers, during the term of this Contract,Contractor guarantees to provide the Ammunition at no greater than the prices set forth in Exhibit — Included Ammunition and Prices (subject to economic adjustment as 2 set forth herein). a a� 3.5. CONTRACT INFORMATION. Enterprise Services shall maintain and provide to eligible Purchasers ° information regarding this Contract, including scope, pricing, and lowest responsive, responsible bidder designation. In addition, Enterprise Services identifies awarded o contractors who qualify as Washington Small Businesses, Certified Veteran-Owned U Businesses, or that, pursuant to the Contract provide Ammunition that meets specified state a; procurement priorities as set forth in the Competitive Solicitation. M 4. CONTRACTOR REPRESENTATIONS AND WARRANTIES. Contractor makes each of the following representations and warranties as of the effective date of this Contract and at the time any order is placed pursuant to this Contract. If, at the time of any such order, Contractor cannot make such a 06 representations and warranties, Contractor shall not process any orders and shall, within three (3) business days notify Enterprise Services, in writing, of such breach. c 4.1. QUALIFIED TO DO BUSINESS. Contractor represents and warrants that Contractor is (a) in good ° U standing; (b) qualified to do business in the State of Washington; and (c) registered with the Washington State Department of Revenue and the Washington Secretary of State. 0 w 4.2. TAXES. Contractor represents and warrants that Contractor is current, in full compliance, and ° has paid all applicable taxes owed to the State of Washington. a 4.3. LICENSES; CERTIFICATIONS; AUTHORIZATIONS; & APPROVALS. Contractor represents and warrants U R that Contractor possesses and shall keep current during the term of this Contract all required licenses, certifications, permits, authorizations, and approvals necessary for Contractor's v proper performance of this Contract. 21 a 4.4. SUSPENSION & DEBARMENT. Contractor represents and warrants as previously certified in to Contractor's Bidder's Certification, that neither Contractor nor its principals or affiliates presently are nor have ever been debarred, suspended, proposed for debarment, declared v ineligible, or voluntarily excluded from participation in any governmental contract by any governmental department or agency within the United States. E 4.5. WAGE VIOLATIONS. Contractor represents and warrants as previously certified in Contractor's Bidder's Certification, that during the term of this Contract and the three (3) year period U immediately preceding the award of the Contract, Contractor has not been determined, by a final and binding citation and notice of assessment issued by the Washington Department of L Labor and Industries or through a civil judgment entered by a court of limited or general r jurisdiction,to be in willful violation of any provision of Washington state wage laws set forth aa) in RCW 49.46,49.48, or 49.52. E t ° r STATEWIDE CONTRACT NO.22422—AMMUNITION 4 Q (Rev.2022-11-16) Packet Pg. 401 4.N.d E L 4.6. CIVIL RIGHTS. Contractor represents and warrants that Contractor complies with all applicable a� requirements regarding civil rights. Such requirements prohibit discrimination against U- individuals based on their status as protected veterans or individuals with disabilities, and `o prohibit discrimination against all individuals based on their race, color, religion, sex, sexual r orientation, gender identity, or national origin. E 4.7. EXECUTIVE ORDER 18-03—WORKERS' RIGHTS. Contractor represents and warrants, as previously certified in Contractor's Bidder's Certification, that Contractor does NOT require its Q employees,as a condition of employment,to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. Contractor further represents and warrants that, y during the term of this Contract, Contractor shall not, as a condition of employment, require z its employees to si n or agree to mandatory Individual arbitration clauses or class or collective g g rY� � action waivers. a a� 4.8. PUBLIC CONTRACTS AND PROCUREMENT FRAUD. Contractor represents and warrants that, within the three (3) year period prior to this Contract, neither Contractor nor its principals or Q. affiliates: (a) have been convicted of or had a civil judgment rendered against them for 0 0 commission of fraud or a criminal offence in connection with obtaining, attempting to obtain, v or performing a public (federal, state, local, or tribal) contract or purchase order under a ti public contract; (b) have been in violation of federal or state antitrust statutes or commission M of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false a, statements or receiving stolen property; (c) have been indicted for or otherwise criminally or .2 civilly charged by a government entity(federal, state, local, or tribal)with commission of any a of the offense enumerated in subsection (b) of this provision; or (d) had one or more public as contracts (federal, state, local, or tribal)terminated for cause or default. U L 4.9. PROCUREMENT ETHICS & PROHIBITION ON GIFTS. Contractor represents and warrants that o Contractor complies fully with all applicable procurement ethics restrictions including, but not v limited to, restrictions against Contractor providing gifts or anything of economic value, directly or indirectly,to Enterprise Services and Purchasers' employees. o w 0 4.10. WASHINGTON'S ELECTRONIC BUSINESS SOLUTION(WEBS). Contractor represents and warrants that d Contractor is registered in Washington's Electronic Business Solution (WEBS), Washington's N contract registration system and that, all of Contractor's information therein is current and U accurate and that throughout the term of this Contract, Contractor shall maintain an accurate profile in WEBS. 0 U 4.11. WASHINGTON'S STATEWIDE PAYEE DESK. Contractor represents and warrants that Contractor Is Q registered with Washington's Statewide Payee Desk, which registration is a condition to payment. c 4.12. CONTRACT PROMOTION;ADVERTISING AND ENDORSEMENT. Contractor represents and warrants that Contractor shall use commercially reasonable efforts both to promote and market the use of this Contract with eligible Purchasers and to ensure that those entities that utilize this a Contract are eligible Purchasers. Contractor understands and acknowledges that neither Enterprise Services nor Purchasers are endorsing Contractor's Ammunition or suggesting that U such Ammunition is the best or only solution to their needs. Accordingly, Contractor further E represents and warrants that Contractor shall make no reference to Enterprise Services, any �_ Purchaser, or the State of Washington in any promotional material without the prior written � r consent of Enterprise Services. E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 5 Q (Rev.2022-11-16) Packet Pg. 402 4.N.d E L 4.13. CONTINGENT FEES. Contractor represents and warrants that no person or selling agent has been a� employed or retained to solicit or secure this Contract upon an agreement or understanding U- for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees `0 or bona fide established agents as defined in the Federal Acquisition Regulations. r c 4.14. FINANCIALLY SOLVENT. Contractor represents and warrants that Contractor has not commenced E bankruptcy proceedings and that there are no judgment, liens, or encumbrances of any kind affecting title to any Ammunition that is the subject of this Contract. Q 4.15. OPERATIONAL CAPABILITY. Contractor represents and warrants, as previously certified in Contractor's Bidder's Certification, that Contractor has the operational and financial capability to perform the Contract. 4.16. CONTRACT TRANSITION. Contractor represents and warrants that, in the event this Contract or d a similar contract, is transitioned to another contractor (e.g., Contract expiration or termination), Contractor shall use commercially reasonable efforts to assist Enterprise Services (including the Purchasers hereunder) for a period of sixty (60) calendar days to 0 effectuate a smooth transition to another contractor to minimize disruption of service and/or 0 U costs to the State of Washington and such Purchasers; Provided, however, that, if costs are incurred, Contractor shall be compensated for such costs consistent with the terms and rn ti 00 conditions pertaining to this Contract for the sixty (60) day period immediately before such transition. c 4.17. AMMUNITION MANUFACTURER OR AUTHORIZED REPRESENTATIVE. Contractor represents and .2 warrants, as previously certified in Contractor's Bidder's Certification, that Contractor is the a 06 Ammunition manufacturer or is authorized by the Ammunition manufacturer to sell the Ammunition in the state of Washington for all manufacturers listed in Exhibit A — Included L Ammunition and Prices. Contractor further represents and warrants that, if during the o Contract term, Contractor ceases to be the Ammunition manufacturer or be authorized by U the Ammunition manufacturer to sell such Ammunition in the state of Washington, Contractor promptly shall notify Enterprise Services in writing within seven (7) days of such o w event and shall cease sales of such Ammunition pursuant to this Contract unless otherwise o directed in writing by Enterprise Services. a 4.18. SPORTING ARMS AND MANUFACTURER'S INSTITUTE(SAAMI).Contractor represents and warrants, as v previously certified in Contractor's Bidder's Certification, all ammunition sold meets the r Sporting Arms and Manufacturer's Institute requirements for specifications, transportation, o and storage requirements. U 21 a 5. QUALITY;WARRANTY;REMEDIES. N 5.1. WARRANTY. Contractor warrants that the Ammunition: (a) is free from defects in design, material, and workmanship; (b)fit and safe for the intended purposes; (c)consistent with recognized industry quality standards; (d) complies with the requirements,specifications,and descriptions included in this Contract; and (e) is produced and delivered in full compliance a with applicable law ("Goods Warranty'). Contractor further warrants that it has good and marketable title to the Ammunition and shall keep Purchaser's property free of liens. If U Purchaser receives notice of a lien caused by Contractor, Purchaser may withhold any E payment otherwise due Contractor until Contractor submits proof, in a form satisfactory to ;v Purchaser,that all lienable claims have been fully paid or waived. r c 5.2. REMEDY. If Ammunition does not comply with the Goods Warranty, at Purchaser's election, E Contractor promptly shall remedy the defect by replacing any defective Ammunition. r STATEWIDE CONTRACT NO.22422—AMMUNITION 6 Q (Rev.2022-11-16) Packet Pg. 403 4.N.d E L Contractor's Goods Warranty support shall include,at Contractor's sole expense,all technical a� support, parts, materials and equipment, and labor, including freight and "in/out" costs U_ required to address the defect. If, in Purchaser's judgment, replacement is inadequate, or `o fails of its essential purpose, Contractor shall refund the full amount of any payments that r have been made. The rights and remedies of the parties under this warranty are in addition to any other rights and remedies of the parties provided by law or equity, including, without E a� limitation, actual damages, and, as applicable and awarded under the law, to a prevailing party, reasonable attorneys'fees and costs. Q 5.3. FAILURE To REMEDY. If Contractor does not remedy a defect or nonconformity within ten (10) .y calendar days after receipt of written notice from Purchaser, or if an emergency exists z rendering it impossible or impractical for Purchaser to have Contractor provide a remedy, Purchaser may, without prejudice to any other rights or remedies available to it, replace a a� Ammunition, in which case Contractor shall reimburse Purchaser for its actual costs or, at >_ Purchaser's option, Purchaser will offset the costs incurred from amounts owing to Contractor. Q- 0 0 5.4. TECHNICAL SUPPORT. Contractor shall provide all warranty service and telephone support, v including after-hour technical support, at its own cost. ti 00 M 6. SAFETY;SECURITY. Contractor's failure to comply with any of the requirements in this Section shall be cause for termination. .0 6.1. REGULATORY REQUIREMENTS/SAFETY. Ammunition supplied by Contractor shall meet all OSHA d and other safety-related federal,state, local,and/or tribal regulatory requirements applicable 06 to Ammunition. M L 6.2. MATERIAL SAFETY DATA SHEETS. As applicable, Contractor shall provide Purchaser with all o appropriate Material Safety Data Sheets ("MSDS") at the time of delivery of each shipment of v Ammunition which requires such compliance. 0 6.3. ACCIDENT AND INJURY REPORTING. If Contractor, its agents, employees, or subcontractors are o present at Purchaser's premises, Contractor promptly will report in writing all injuries, a accidents, property damage, near-miss incidents, or any claims regarding damages or injury involving Contractor, its agents, employees, or subcontractors occurring at such premises. i Contractor agrees to cooperate and assist in any Purchaser investigation of incidents. o 6.4. ON SITE REQUIREMENTS. While on Purchaser's premises, Contractor, its agents, employees, or subcontractors shall comply, in all respects,with Purchaser's physical,fire, access,safety, and °- a other security requirements and not interfere with Purchaser's operations. Contractor in represents and warrants that Contractor,its agents,employees,or subcontractors who access c Purchaser's premises will be adequately trained and at all times comply with Purchaser's requirements. E _a 7. SUBCONTRACTORS. W 7.1. CONTRACTOR RESPONSIBILITY. Notwithstanding any provision to the contrary, In the event E Contractor elects to utilize subcontractors to perform this Contract, Contractor shall: (a) incorporate Contractor's responsibilities under this Contract into its subcontracts; (b) be fully responsible for the performance of any such subcontractors (regardless of tier) and ensure that subcontractors comply with each and every Contractor obligation set forth in this E Contract; (c) be the sole point of contact for Enterprise Services and any Purchasers regarding t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 7 Q (Rev.2022-11-16) Packet Pg. 404 4.N.d E all contractual matters; (d) ensure that such subcontractors are registered in WEBS; and a� (e) defend, indemnify, and hold Enterprise Services and Purchasers harmless in case of M negligence, other tortious fault, or intentional misconduct by any such subcontractors `o (regardless of tier). Prior to utilizing any subcontractor to perform this Contract, Contractor r shall provide written notice to Enterprise Services' contract administrator. Such notice shall confirm that the subcontractor is registered in WEBS and provide the necessary information E a� for Enterprise Services' contract administrator to include such subcontractor(s) in Washington's Purchasing Contract Management System (PCMS). Q 7.2. REPORTING. If Contractor is required to report to Purchaser and/or Enterprise Services, such y report(s) will include subcontractor data, by subcontractor, for any data that Contractor is z required to report as well as a consolidated 'rollu ' report combining Contractor and � subcontractor data. a a� 7.3. SUBCONTRACTOR REPRESENTATIONS AND CERTIFICATIONS. Any Contractor representations or certifications set forth in this Contract shall apply to subcontractors (at any tier) and Q. Contractor shall not utilize any subcontractors (at any tier) who cannot provide such 0 0 representations or certifications, excepting the certification to be registered with v Washington's Statewide Payee Desk, unless Purchaser will pay such subcontractor directly. ti 00 M 8. USING THE CONTRACT—PURCHASES. C 8.1. ORDERING REQUIREMENTS. Eligible Purchasers shall order Ammunition from this Contract, consistent with the terms hereof and by using any ordering mechanism agreeable both to a Contractor and Purchaser but including, at a minimum, a purchase order. When practicable, 06 Contractor and Purchaser also shall use telephone orders, email orders, web-based orders, L and similar procurement methods(collectively"Purchaser Order"). All Purchase Orders must o reference the Contract number. The terms of this Contract shall apply to any Purchase Order c� and, in the event of any conflict,the terms of this Contract shall prevail. Notwithstanding any provision to the contrary, in no event shall an 'click-agreement,' software or web-based p Y 'click-a 'Y g o application terms and conditions, or any other agreement modify the terms and conditions o of this Contract. a 8.2. DELIVERY REQUIREMENTS. Contractor must ensure that the Ammunition is delivered or provided U as required by this Contract, the Purchase Order used by Purchaser, and as otherwise mutually agreed in writing between Purchaser and Contractor. The following apply to all 0 U deliveries: >, a (a) Contractor shall make all deliveries to the applicable delivery location a specified in the Purchase Order. Such deliveries shall occur during N Purchaser's normal work hours and within the time period mutually agreed in writing between Purchaser and Contractor. m (b) Deliveries made to secure facilities and drivers entering those facilities shall E be pre-approved by the Purchaser. Contractor must obtain the required clearance prior to any scheduled delivery to secure facilities. w (c) Contractor shall ship all Ammunition purchased pursuant to this Contract, E freight charges prepaid by Contractor, FOB Purchaser's specified destination ;v with all transportation and handling charges included. Contractor shall bear iTL. all risk of loss, damage, or destruction of the Ammunition ordered hereunder E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 8 Q (Rev.2022-11-16) Packet Pg. 405 4.N.d E L that occurs prior to delivery, except loss or damage attributable to a� Purchaser's fault or negligence. ii L (d) All packing lists, packages, instruction manuals, correspondence, shipping ,o notices, shipping containers, and other written materials associated with this Contract shall be identified by the Contract number set forth on the cover of this Contract and the applicable Purchaser's Purchase Order number. Packing lists shall be enclosed with each shipment and clearly identify all contents and a, any backorders. Q 8.3. ON-TIME DELIVERY. Contractor shall maintain a 95% on-time delivery rate with a goal of 99% .y on-time deliveries. Delivery lead times will not exceed one-hundred eighty (180) days after receipt of order (ARO) unless mutually agreed in writing between the Contractor and the Purchaser.Adjustments to delivery still within the one-hundred eighty(180)day window must a be documented in the Purchaser ordering paperwork. If an order's ETA surpasses the one- hundred eighty(180)day window after receipt of order,Contractor will need to obtain mutual agreement in writing between Purchaser and Contractor or allow Purchaser to withdraw their o order. G U Upon Purchaser or Enterprises Services request, Contractor must provide documentation supporting compliance with this requirement. Documentation must be received by requestor 00 within ten (10) days of request. 8.4. ORDER FULFILLMENT AND SUBSTITUTIONS. In the event Contractor is unable to fulfill a product .0 ordered, a replacement product equal in price and performance may be substituted. All a products substitutions must be mutually agreed to by Purchaser and Contractor in writing 06 prior to order placement and documented in Purchaser's ordering paperwork. U M L 8.5. RECEIPT AND INSPECTION OF AMMUNITION. Ammunition purchased under this Contract IS subject C to Purchaser's reasonable inspection, testing, and approval at Purchaser's destination. i� Purchaser reserves the right to reject and refuse acceptance of Ammunition that is not in accordance with this Contract and Purchaser's Purchase Order. If there are any apparent o defects in the Ammunition at the time of delivery, Purchaser promptly will notify Contractor. o At Purchaser's option, and without limiting any other rights, Purchaser may require a Contractor to replace, at Contractor's expense, any or all damaged Ammunition or, at Purchaser's option, Purchaser may note any such damage on the receiving report, decline i acceptance, and deduct the cost of rejected Ammunition from final payment. Payment for o any Ammunition under such Purchase Order shall not be deemed acceptance. v 21 8.6. REFUNDS. Ammunition that does not perform to manufacturer specifications and standards a will be refunded or replaced at no additional charge to Purchaser. Upon request, Contractor in will provide, within five (5) days, manufacturer literature that describes specific performance c requirements and standards of Ammunition purchased. Upon receipt of manufacturer literature, Purchaser will provide to Contractor, within five (5) days, supporting m documentation describing how the Ammunition does not meet the manufacturer E performance requirements and standards. Afull credit will be issued by the Contractor within ten (10) days. w E 8.7. CUSTOMER SERVICE. Contractor will be available by phone and/or email Monday through Friday m from 8:00 am to 5:00 p.m. Contractor will respond to voicemail and email within twenty-four U_ (24) hours. m E t r STATEWIDE CONTRACT NO.22422—AMMUNITION 9 Q (Rev.2022-11-16) Packet Pg. 406 4.N.d E L 9. INVOICING&PAYMENT. N L_ 9.1. CONTRACTOR INVOICE. Contractor shall submit properly itemized invoices to Purchaser's LL L designated invoicing contact for Ammunition delivered under this Contract. Such invoices ,° shall itemize the following: c as (a) Contract No. 22422; E a� (b) Contractor name, address,telephone number, and email address for billing issues (i.e., Contractor Customer Service Representative); Q (c) Contractor's Federal Tax Identification Number; y (d) Date(s) of delivery; U L (e) Applicable Ammunition; ' a (f) Invoice amount; and (g) Payment terms, including any available prompt payment discounts. f° Lm Q. Contractor's invoices for payment shall reflect accurate Contract prices. Invoices will not be °o processed for payment until receipt of a complete invoice as specified herein. v 9.2. PAYMENT. Payment is the sole responsibility of, and will be made by, the Purchaser. 00 Purchaser's obligation to pay invoices is subject to receipt of a timely and accurate invoice and conforming Ammunition. Unless Contractor has provided a prompt payment discount c set forth in Exhibit — Included Ammunition and Prices, Purchaser's payment is due within thirty(30) calendar days of invoice. Purchaser retains the right of setoff for any amount due a or owing to Purchaser. Purchaser may make payments electronically (e.g., ACH payments). 06 r Contractor shall provide information necessary to facilitate electronic payments. If Purchaser L fails to make timely payment(s), Contractor may invoice Purchaser in the amount of one o percent (1%) per month on the amount overdue or a minimum of$1. Payment will not be c� considered late if a check or warrant is mailed within the time specified. L 9.3. OVERPAYMENTS. Contractor promptly shall refund to Purchaser the full amount of any c erroneous payment or overpayment. Such refunds shall occur within thirty(30)calendar days a of written notice to Contractor;Provided, however,that Purchaser shall have the right to elect N to have either direct payments or written credit memos issued. If Contractor fails to make U timely refunds of overpayment(s) (either directly or by credit memo), Contractor shall pay Purchaser interest at the rate of one percent (1%) per month on the amount overdue thirty v (30)calendar days after notice to Contractor. CL >, a 9.4. ADVANCE PAYMENT PROHIBITED. Except as authorized by law, Contractor shall not request or receive advance payment for any Ammunition furnished by Contractor pursuant to this N Contract. R 9.5. No ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or m impose any additional charges including, but not limited to, charges for shipping, handling, _E insurance, or payment processing with the following exception. Orders that do not meet the ' minimum order requirement of five(5) cases or more, may be charged an additional shipping w charge reflective of actual shipping costs which shall not exceed $30.00 per case.TAxEs/FEES. E Contractor promptly shall pay all applicable taxes on its operations and activities pertaining to this Contract. Failure to do so shall constitute breach of this Contract. Unless otherwise U- r agreed, Purchaser shall pay applicable sales tax imposed by the State of Washington on m purchased Ammunition. Contractor's invoices shall separately state (a)taxable and non- E r STATEWIDE CONTRACT NO.22422—AMMUNITION 10 Q (Rev.2022-11-16) Packet Pg. 407 4.N.d E taxable charges and (b) sales/use tax due by jurisdiction. In regard to federal excise taxes, a� Contractor shall include federal excise taxes only if, after thirty (30) calendar days written M notice to Purchaser, Purchase has not provided Contractor with a valid exemption certificate `o from such federal excise taxes. n r c as 10. CONTRACT MANAGEMENT. E N N 10.1. CONTRACT ADMINISTRATION&NOTICES. Except for legal notices,the parties hereby designate the Q following contract administrators as the respective single points of contact for purposes of this Contract. Enterprise Services' contract administrator shall provide Contract oversight. y Contractor's contract administrator shall be Contractor's principal contact for business z activities under this Contract. The parties may change contract administrators by written notice as set forth below. a a� Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or sent via email,and shall be sent to the respective addressee at the respective address or email Q. address set forth below or to such other address or email address as the parties may specify °o in writing: V Enterprise Services Contractor 00 Attn: Brad Stringfellow Attn: Kaylee Mitchell Washington Dept. of Enterprise Services Proforce Law Enforcement PO Box 41411 2625 Stearman Rd. Ste. A Olympia, WA 98504-1411 Prescott,AZ 86301 a 06 Tel: 360 407-9411 Direct ( ) (Direct) Tel: (928) 776-7192 U (360)407-2213 (Team Line) Email: sales@proforceonline.com Email: DESContractsTeamFir@des.wa.eov 0 U Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon m transmission to the designated email address of said addressee. o w 0 10.2. CONTRACTOR CUSTOMER SERVICE REPRESENTATIVE. Contractor shall designate a customer service d representative (and inform Enterprise Services of the same) who shall be responsible for N addressing Purchaser issues pertaining to this Contract. U L 10.3. LEGAL NOTICES. Any legal notices required or desired shall be in writing and delivered by U.S. o certified mail, return receipt requested, postage prepaid, or sent via email, and shall be sent v to the respective addressee at the respective address or email address set forth below or to 1 such other address or email address as the parties may specify in writing: 3 Enterprise Services Contractor c Attn: Legal Services Manager Attn: Kaylee Mitchell c Washington Dept. of Enterprise Services Proforce Law Enforcement PO Box 41411 2625 Stearman Rd. Ste. A Q- Olympia, WA 98504-1411 Prescott,AZ 86301 w Email: greg.tolbert@des.wa.gov Email: sales@proforceonline.com E L M Notices shall be deemed effective upon the earlier of receipt when delivered, or, if mailed, lv upon return receipt, or, if emailed, upon transmission to the designated email address of said iTL. addressee. c m E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 11 Q (Rev.2022-11-16) Packet Pg. 408 4.N.d E L 11. CONTRACTOR SALES REPORTING;VENDOR MANAGEMENT FEE;&CONTRACTOR REPORTS. N L_ 11.1. CONTRACT SALES REPORTING. Contractor shall report total Contract sales quarterly to Enterprise LL L Services, as set forth below. ,0 (a) Contract Sales Reporting System. Contractor shall report quarterly Contract sales in Enterprise Services' Contract Sales Reporting System. Enterprise E Services will provide Contractor with a login password and a vendor i number. The password and vendor number will be provided to the Sales Q Reporting Representative(s) listed on Contractor's Bidder Profile. c (b) Data. Each sales report must identify every authorized Purchaser by name as it is known to Enterprise Services and its total combined sales amount invoiced during the reporting period (i.e., sales of an entire agency or a political subdivision, not its individual subsections). The "Miscellaneous" option may be used only with prior approval by Enterprise Services. Upon request, Contractor shall provide contact information for all authorized Q. Purchasers specified herein during the term of the Contract. If there are no 0 Contract sales during the reporting period, Contractor must report zero v sales. ti 00 (c) Due dates for Contract Sales Reporting. Quarterly Contract Sales Reports must be submitted electronically by the following deadlines for all Contract 0' sales invoiced during the applicable calendar quarter: .2 a FOR SALES MADE IN CONTRACT SALES REPORT 06 QUARTER CALENDAR QUARTER ENDING DUE By PAST DUE C 1 January 1—March 31 April 30 May 1 j 2 April 1—June 30 July 31 August 1 L 3 July 1—September 30 October 31 November 1 c L 4 October 1—December 31 January 31 February 1 a u� 11.2. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management i fee ("VMF") of 1.25 percent on the purchase price for all Contract sales (the purchase price is o the total invoice price less applicable sales tax). U 21 (a) The sum owed by Contractor to Enterprise Services as a result of the VMF is a- calculated as follows: Amount owed to Enterprise Services = Total Contract sales invoiced (not c including sales tax)x .0125. c (b) The VMF must be rolled into Contractor's current pricing. The VMF must not E be shown as a separate line item on any invoice unless specifically requested and approved by Enterprise Services. w (c) Enterprise Services will invoice Contractor quarterly based on Contract sales E L reported by Contractor. Contractor is not to remit payment until Contractor m receives an invoice from Enterprise Services. Contractor's VMF payment to ii Enterprise Services must reference this Contract number, the year and m E t r STATEWIDE CONTRACT NO.22422—AMMUNITION 12 Q (Rev.2022-11-16) Packet Pg. 409 4.N.d E L quarter for which the VMF is being remitted, and Contractor's name as set a� forth in this Contract, if not already included on the face of the check. ii L (d) Contractor's failure to report accurate total net Contract sales, to submit a ,o timely Contract sales report, or to remit timely payment of the VMF to Enterprise Services, may be cause for Enterprise Services to suspend Contractor or terminate this Contract or exercise remedies provided by law. Without limiting any other available remedies, the parties agree that a, Contractor's failure to remit to Enterprise Services timely payment of the Q VMF shall obligate Contractor to pay to Enterprise Services, to offset the .y administrative and transaction costs incurred by the State to identify, process, and collect such sums, the sum of $200.00 or twenty-five percent 3 (25%) of the outstanding amount, whichever is greater, or the maximum a allowed by law, if less. (e) Enterprise Services reserves the right, upon thirty(30) calendar days advance written notice, to increase, reduce, or eliminate the VMF for subsequent o purchases, and reserves the right to renegotiate Contract pricing with U Contractor when any subsequent adjustment of the VMF might justify a a; change in pricing. M 11.3. ANNUAL CONTRACT SALES REPORT. Contractor shall provide to Enterprise Services a detailed a, annual Contract sales report. Such report shall include, at a minimum: the Ammunition sold (including, as applicable, item number or other identifier), per unit quantities sold, items and a volumes purchased by Purchaser, shipment/delivery locations by Purchaser, and Contract as r price. This report must be provided in an electronic format that can be read by Microsoft U (MS) Excel. Such report is due within thirty(30)calendar days following the twelve(12)month anniversary of Contract effective date and annually thereafter. v m 12. RECORDS RETENTION He AUDITS. p w O 12.1. RECORDS RETENTION. Contractor shall maintain books, records, documents,and other evidence li pertaining to this Contract and orders placed by Purchasers under it to the extent and in such detail as shall adequately reflect contract performance and administration of purchases, U payments, taxes, and fees. Contractor shall retain such records for a period of six (6) years following expiration or termination of this Contract or final payment for any order placed by ° U a Purchaser against this Contract,whichever is later; Provided, however,that if any litigation, 21 claim, or audit is commenced prior to the expiration of this period, such period shall extend a until all such litigation, claims, or audits have been resolved. in 12.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third-party audit, R applicable records to ensure that Contractor properly has invoiced Purchasers and that Contractor has paid all applicable vendor management fees to Enterprise Services. E Accordingly, Contractor shall permit Enterprise Services, any Purchaser, and any other duly authorized agent of a governmental agency, to audit, inspect, examine, copy and/or w transcribe Contractor's books, documents, papers and records directly pertinent to this E Contract or Purchase Orders placed by a Purchaser under this Contract for the purpose of L making audits,examinations, excerpts, and transcriptions. This right shall survive for a period ii of six (6) years following expiration or termination of this Contract or final payment for any order placed by a Purchaser against this Contract,whichever is later; Provided, however,that E E t r STATEWIDE CONTRACT NO.22422—AMMUNITION 13 Q (Rev.2022-11-16) Packet Pg. 410 4.N.d E L if any litigation,claim,or audit is commenced prior to the expiration of this period,such period a� shall extend until all such litigation, claims, or audits have been resolved. ii L 12.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any other remedy 0 available to any Purchaser, Contractor shall (a) reimburse Purchasers for any overpayments c inconsistent with the terms of this Contract or Purchase Orders placed thereunder, at a rate E of 125% of any such overpayments, found as a result of the examination of Contractor's records;and (b) reimburse Enterprise Services for any underpayment of vendor management Q fees, at a rate of 125% of such fees found as a result of the examination of Contractor's records (e.g., if Contractor underpays the Vendor Management Fee by $500, Contractor .y would be required to pay to Enterprise Services$500 x 1.25=$625); Provided, however,that, z in the event Contractor time) discovers and corrects an Purchaser overpayment or Y Y � Contractor underpayment of vendor management fees and does so prior to the initiation of a a� any audit, Contractor shall be entitled to reimburse Purchaser or pay to Enterprise Services >_ the actual amount of such Purchaser overpayment or such underpayment of vendor management fees. Q- 0 0 U 13. INSURANCE. ti 13.1. REQUIRED INSURANCE. Contractor, at its expense, shall maintain in full force and effect the 00 M insurance coverages set forth in Exhibit B—Insurance Requirements. All costs for insurance, including any payments of deductible amounts,shall be considered incidental to and included S .2 in the prices for Ammunition and no additional payment shall be made to Contractor. a 13.2. WORKERS COMPENSATION. Contractor shall comply with applicable workers compensation 06 r statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to L provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its o employees as may be required by law, Enterprise Services may terminate this Contract. This c� provision does not waive any of the Washington State Department of Labor and Industries (L&I) rights to collect from Contractor. If Contractor performs services on Purchaser's behalf 0 in the State of Washington, and only to the extent of claims against Contractor by Purchaser o under the Indemnity obligations in this Contract, Contractor expressly waives any immunity a it may be granted under the Washington State Industrial Insurance Act, Title 51 RCW. rn Contractor's indemnification obligation will not be limited in any way by any limitation on the r amount or type of damages,compensation,or benefits payable to or for any third party under 0 workers' compensation acts, disability benefit acts, or other employee benefit acts. The v parties expressly acknowledge and certify that the waiver of immunity under Title 51 RCW a- CL was mutually negotiated and agreed upon. 14. CLAIMS. 0 14.1. ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and d all risks of personal injury or property damage to itself and its employees and agents in E connection with its operations under this Contract. Enterprise Services has made no 0 a' representations regarding any factor affecting Contractor's risks. Contractor shall pay for all w damage to any Purchaser's property resulting directly or indirectly from Contractor's acts or omissions under this Contract. ;v ii 14.2. THIRD-PARTY CLAIMS;GENERAL INDEMNITY. To the fullest extent permitted by law,Contractor shall r C defend, INDEMNIFY, and hold Enterprise Services and any Purchaser and their employees and m agents harmless from and against all claims, demands, judgments, assessments, damages, 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 14 Q (Rev.2022-11-16) Packet Pg. 411 4.N.d E L penalties, fines, costs, liabilities, or losses including, without limitation, sums paid in a� settlement of claims, attorneys' fees, consultant fees, and expert fees (collectively "Claims") ii arising out of Contractor's or its successors', agents', or subcontractors' negligence, other `o tortious fault,or intentional misconduct under this Contract; Provided, however,that no right r to indemnity will exist as to that portion of a Claim resulting from the sole negligence,tortious fault, or intentional misconduct of Enterprise Services or Purchaser. The parties agree that if E a� there are any limitations of Contractor's liability, including a limitation of liability clause for anyone for whom the Contractor is responsible, such limitations of liability shall not apply to Q injuries to persons (including death), damages to property, data breach, and/or intellectual c' property infringement. Contractor shall take all steps needed to keep Purchaser's property free of liens arising from Contractor's activities, and promptly obtain or bond the release of 2 any such liens that may be filed. a aD 14.3. INTELLECTUAL PROPERTY INDEMNITY. To the fullest extent permitted by law, Contractor shall >_ defend, indemnify, and hold Enterprise Services and any Purchaser and their employees and f° Lm agents harmless from against any and all Claims resulting from allegations of infringement of 0- 0 any patents, copyrights, trade secret, or similar intellectual property rights covering the 0 U Ammunition provided, or the use of the Ammunition under this Contract. If Purchaser's use of Ammunition and provided by Contractor is enjoined based on an intellectual property � infringement Claim, Contractor shall, at its own expense, either procure for Purchaser the right to continue using the Ammunition or, after consulting with Purchaser and obtaining Purchaser's consent, replace or modify the Ammunition with substantially similar and 2 functionally equivalent non-infringing Ammunition. a 06 r 15. DISPUTE RESOLUTION. The parties shall cooperate to resolve any dispute pertaining to this Contract L efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such o dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each U organization. In such situation, upon notice by either party, each party, within five (5) business days shall reduce its description of the dispute to writing and deliver it to the other party. The receiving o w party then shall have three (3) business days to review and respond in writing. In the event that the o parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference a between the respective senior managers of each organization to attempt to resolve the dispute. In the event the parties cannot agree, either party may resort to court to resolve the dispute. r c 0 16. TERMINATION;EXPIRATION;SUSPENSION;&REMEDIES. U 21 16.1. TERMINATION. This Contract may be terminated: (a) upon the mutual written agreement of a the parties; (b) by the non-breaching party where the breach is not cured within thirty (30) in calendar days after written notice of breach is delivered to the breaching party, unless a different time for cure is otherwise stated in this Contract; and (c) as otherwise expressly provided for in this Contract. This Contract shall terminate automatically and without further a action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or a bankruptcy. In addition to any other available remedies, the non-breaching party may terminate this Contract as provided in subsection (b) above without further liability by written w notice to the breaching party. A termination for breach will not affect rights or obligations E accrued or owed before the effective date of the termination notice. ILL ;v 16.2. TERMINATION FOR NONAPPROPRIATION OR REDUCTION OF FUNDS OR CHANGES IN LAW. Enterprise r Services may suspend or terminate this Contract and Purchasers may suspend or terminate applicable Purchase Orders, in whole or in part, at the sole discretion of Enterprise Services E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 15 Q (Rev.2022-11-16) Packet Pg. 412 4.N.d E L or, as applicable, Purchaser, if Enterprise Services or, as applicable, Purchaser reasonably a� determines that: (a) a change in Federal or State legislation or applicable laws materially ii affects the ability of either party to perform under the terms of this Contract or applicable `0 Purchase Order;or(b)that a change in available funds affects Purchaser's ability to pay under r the applicable Purchase Order. A change of available funds as used in this section includes but is not limited to a change in Federal or State funding, whether as a result of a legislative E a� act or by order of the President or the Governor. If a written notice is delivered under this provision, Purchaser will reimburse Contractor for Ammunition properly ordered until the Q effective date of said notice. Except as stated in this provision, in the event of termination for c' nonappropriation or reduction of funds or changes in law, Purchaser will have no obligation or liability to Contractor. 2 16.3. TERMINATION FOR PUBLIC CONVENIENCE. Enterprise Services, for public convenience, may a N terminate this Contract; Provided, however, that such termination for public convenience >_ must, in Enterprise Services'judgment, be in the best interest of the State of Washington; and Provided further, that such termination for public convenience shall only be effective upon 0- 0 sixty (60) calendar days prior written notice; and Provided further, that such termination for 0 U public convenience shall not relieve any Purchaser from payment for Ammunition already ordered as of the effective date of such notice. Except as stated in this provision, in the event r- of such termination for public convenience, neither Enterprise Services nor any Purchaser shall have any obligation or liability to Contractor. .2 16.4. PURCHASER OBLIGATIONS—ExPIRATION. Upon expiration of this Contract, Purchaser shall accept d and take delivery of all outstanding and not yet fulfilled Purchase Orders and pay Contractor as the price as set out in the Contract. Notwithstanding any provision to the contrary, in no U event shall a Purchaser's Purchase Order pursuant to this Contract that is executed prior to expiration of this Contract allow for Contractor to provide Ammunition more than twelve(12) 0 U months beyond the expiration date of the Contract. m 16.5. CONTRACTOR OBLIGATIONS—EXPIRATION OR TERMINATION. Upon expiration or termination of this p w Contract, Contractor shall: (a) continue to fulfill its warranty obligations with respect to any o Ammunition sold hereunder and all provisions of the Contract that, by their nature, would a continue beyond the expiration,termination,or cancellation of the Contract shall so continue and survive; and (b) promptly return to Purchaser all keys, badges, and other materials r supplied by Purchaser for the performance of any Purchase Order entered into pursuant to 0 this Contract. U 21 16.6. DEFAULT. Any of the following events shall constitute cause for Enterprise Services to declare a Contractor in default of this Contract: in (a) Contractor fails to perform or comply with any of the terms or conditions of 0 this Contract; m (b) Contractor fails to timely report contract sales; E a (c) Contractor fails to timely pay the vendor management fees when due; or w (d) Contractor breaches any representation or warranty provided herein. E L 16.7. SUSPENSION & TERMINATION FOR DEFAULT. Enterprise Services may suspend Contractor's L operations under this Contract immediately by written cure notice of any default. Suspension U- shall continue until the default is remedied to Enterprise Services' reasonable satisfaction; Provided, however, that, if after thirty (30) calendar days from such a suspension notice, E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 16 Q (Rev.2022-11-16) Packet Pg. 413 4.N.d E L Contractor remains in default, Enterprise Services may terminate Contractor's rights under a� this Contract. All of Contractor's obligations to Enterprise Services and Purchasers survive ii termination of Contractor's rights under this Contract, until such obligations have been `o fulfilled. n r c 16.8. REMEDIES FOR DEFAULT. E (a) Enterprise Services' rights to suspend and terminate Contractor's rights i under this Contract are in addition to all other available remedies. °f Q (b) In the event of termination for default, Enterprise Services may exercise any c' remedy provided by law including,without limitation,the right to procure for all Purchasers replacement Ammunition. In such event, Contractor shall be liable to Enterprise Services for damages as authorized by law including, but a not limited to, any price difference between the Contract price and the replacement or cover price as well as any administrative and/or transaction costs directly related to such replacement procurement—e.g.,the cost of the Q. competitive procurement. °o U 16.9. LIMITATION ON DAMAGES. Notwithstanding any provision to the contrary,the parties agree that in no event shall any party or Purchaser be liable to the other for exemplary or punitive 00 damages; Provided, however, that nothing contained in this Section will in any way exclude or limit: (a) a party's liability for all damages arising out of that party's intentional acts or omissions; (b)the operation of any warranty provided in this Contract; or(c) damages subject 2 to the Intellectual Property Indemnity section of this Contract. Any limitation of either party's 06 obligations under this Contract, by delivery slips or other documentation is void. 16.10. SUSPENSION/TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or termination (in full or in part), the parties shall cooperate to ensure an orderly and efficient ° U suspension or termination. Accordingly, Contractor shall deliver to Purchasers all m Ammunition that has been ordered and Purchasers shall inspect,accept,and pay for the same in accordance with this Contract and the applicable Purchase Order. Unless directed b ° pp y o Enterprise Services to the contrary, Contractor shall not process any orders after notice of a suspension or termination inconsistent therewith. U 16.11. PURCHASER PURCHASE ORDERS. Purchaser Orders may be terminated: (a) upon the mutual r written agreement of the parties; (b) by the non-breaching party where the breach is not o cured within thirty (30) calendar days after written notice of breach is delivered to the U 21 breaching party, unless a different time for cure is otherwise stated in the applicable Purchase a- Order;and (c) as otherwise expressly provided for in the applicable Purchase Order. Purchase in Orders shall terminate automatically and without further action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or bankruptcy. In addition to any other available remedies, the non-breaching party may terminate the Purchase Order as m provided in subsection (b)above without further liability by written notice to the breaching E party. A termination for breach will not affect rights or obligations accrued or owed before the effective date of the termination notice. w E L 17. PUBLIC INFORMATION&PUBLIC RECORDS DISCLOSURE REQUESTS. y L 17.1. WASHINGTON'S PUBLIC RECORDS ACT. Unless statutorily exempt from public disclosure, this r Contract and all related records are subject to public disclosure as required by Washington's Public Records Act, RCW 42.56. E t r STATEWIDE CONTRACT NO.22422—AMMUNITION 17 Q (Rev.2022-11-16) Packet Pg. 414 4.N.d E 17.2. CONTRACTOR OBLIGATION. Contractor shall identify and mark the precise portion(s) of the N relevant page(s) of any records provided to Enterprise Services that Contractor believes are ii statutorily exempt from disclosure and identify the precise statutory basis for exemption from `o disclosure. In addition, if, in Contractor's judgment, certain portions of such records are not r statutorily exempt from disclosure but are sensitive because particular portions of Contractor's records (NOT including pricing) include highly confidential, proprietary, or trade E a� secret information (or the equivalent) that Contractor protects through the regular use of a� confidentiality or similar agreements and routine enforcements through court enforcement Q actions, Contractor shall identify and mark the precise portion(s) of the relevant page(s) of c' any records that include such sensitive information. z 17.3. ENTERPRISE SERVICES'OBLIGATION. In the event that Enterprise Services receives a public records L disclosure request pertaining to records that Contractor has submitted and marked either as a a� (a) statutorily exempt from disclosure;or(b) sensitive,Enterprise Services, prior to disclosure, >_ will do the following: Enterprise Services' Public Records Officer will review any records marked by Contractor as statutorily exempt from disclosure. In those situations, where the Q- O designation comports with the stated statutory exemption from disclosure, Enterprise ° U Services will redact or withhold the record(s) as appropriate. For records marked 'sensitive' or for records where Enterprise Services determines that no statutory exemption to � disclosure applies or is unable to determine whether the stated statutory exemption to disclosure properly applies, Enterprise Services will notify Contractor,at the address provided in the Contract, of the public records disclosure request and identify the date that Enterprise 2 Services intends to release the record(s)(including records marked 'sensitive'or exempt from (L 06 disclosure)to the requester unless Contractor, at Contractor's sole expense, timely obtains a court order enjoining Enterprise Services from such disclosure. In the event Contractor fails L to timely file a motion for a court order enjoining such disclosure, Enterprise Services will o release the requested record(s)on the date specified. Contractor's failure properly to identify U exempted or sensitive information or timely respond after notice of request for public disclosure has been given shall be deemed a waiver by Contractor of any claim that such 12 records are exempt or protected from public disclosure. a 18. GENERAL PROVISIONS. rn v R 18.1. TIME IS OF THE ESSENCE. Time Is Of the essence for each and every provision of this Contract. O 18.2. COMPLIANCE WITH LAW. Contractor shall comply with all applicable law. Contractor shall Obtain U all necessary permits and approvals and give all stipulations, certifications, and a- CL representations that may be required for it to perform this Contract. 18.3. ENTIRE AGREEMENT. This Contract constitutes the entire agreement and understanding of the parties with respect to the subject matter and supersedes all prior negotiations, representations, and understandings between them. There are no representations or E understandings of any kind not set forth herein. a 18.4. AMENDMENT OR MODIFICATION. Except as set forth herein, this Contract may not be amended w or modified except in writing and signed by a duly authorized representative of each party. E L M 18.5. AUTHORITY. Each party to this Contract, and each individual signing on behalf of each party, Iv hereby represents and warrants to the other that it has full power and authority to enter into iTL. this Contract and that its execution, delivery,and performance of this Contract has been fully E t r STATEWIDE CONTRACT NO.22422—AMMUNITION 18 Q (Rev.2022-11-16) Packet Pg. 415 4.N.d E L authorized and approved,and that no further approvals or consents are required to bind such a� party. U- L.. 18.6. No AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall ,0 be or is intended to be created by or under this Contract. Neither party is an agent of the 0 c other party nor authorized to obligate it. E M 18.7. INDEPENDENT CONTRACTOR. The parties intend that an independent contractor relationship is M created by this Contract. Contractor and its employees or agents performing under this Q Contract are not employees or agents of Enterprise Services. Contractor shall not have authorization, express or implied, to bind Enterprise Services to any agreement, liability, or understanding, except as expressly set forth herein. Contractor and its employees and agents 2 are not entitled to unemployment insurance or worker's compensation benefits through a Enterprise Services or the State of Washington and Enterprise Services and the State of > Washington will not pay for or otherwise provide such coverage for Contractor and its employees and agents. M 0. 18.8. ASSIGNMENT. Contractor may not assign its rights under this Contract without Enterprise 0 U Services' prior written consent and Enterprise Services may consider any attempted M assignment without such consent to be void; Provided, however, that, if Contractor ti 00 (a) provides written notice to Enterprise Services within thirty (30) calendar days of such event and (b)timely executes Enterprise Services' Assignment, Assumption, and Consent a' c Agreement, Contractor may assign its rights under this Contract in full to any parent, .2 �L subsidiary,or affiliate of Contractor that controls or is controlled by or under common control a 06 with Contractor, is merged or consolidated with Contractor, or purchases a majority or controlling interest in the ownership or assets of Contractor. Unless otherwise agreed, L Contractor guarantees prompt performance of all obligations under this Contract o notwithstanding any prior assignment of its rights. U 18.9. BINDING EFFECT; SUCCESSORS &ASSIGNS. This Contract shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. c L 18.10. ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED AMMUNITION. Contractor irrevocably a assigns to Enterprise Services, on behalf of the State of Washington, any claim for relief or cause of action which Contractor now has or which may accrue to Contractor in the future by r reason of any violation of state or federal antitrust laws in connection with any Ammunition 0 provided in Washington for the purpose of carrying out Contractor's obligations under this U Contract, including, at Enterprise Services' option, the right to control any such litigation on a- CL such claim for relief or cause of action. 18.11. FEDERAL FUNDS. To the extent that any Purchaser uses federal funds to purchase Ammunition pursuant to this Contract,such Purchaser shall specify,with its Purchase Order,any applicable requirement or certification that must be satisfied by Contractor at the time the Purchase Order is placed or upon delivery of such Ammunition to Purchaser. a 18.12. SEVERABIUTY. If any provision of this Contract is held to be invalid or unenforceable, such w provision shall not affect or invalidate the remainder of this Contract, and to this end the E L provisions of this Contract are declared to be severable. If such invalidity becomes known or apparent to the parties, the parties agree to negotiate promptly in good faith in an attempt to amend such provision as nearly as possible to be consistent with the intent of this Contract. m E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 19 Q (Rev.2022-11-16) Packet Pg. 416 4.N.d E L 18.13. WAIVER. Failure of either party to insist upon the strict performance of any of the terms and M M conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or ii to notify the other party in the event of breach, shall not release the other party of any of its `o obligations under this Contract, nor shall any purported oral modification or rescission of this r Contract by either party operate as a waiver of any of the terms hereof. No waiver by either party of any breach, default, or violation of any term, warranty, representation, contract, E M covenant, right, condition, or provision hereof shall constitute waiver of any subsequent M breach, default, or violation of the same or other term, warranty, representation, contract, Q covenant, right, condition, or provision. c' .y 18.14. SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth t in or otherwise made pursuant to this Contract shall survive and remain in effect following L the expiration or termination of this Contract, Provided, however, that nothing herein is a M intended to extend the survival beyond any applicable statute of limitations periods. >_ 18.15. GOVERNING LAW. The validity, construction, performance, and enforcement of this Contract Q. shall be governed by and construed in accordance with the laws of the State of Washington, 0 0 without regard to any choice of law principles that would provide for the application of the v laws of another jurisdiction. ti 00 18.16. JURISDICTION &VENUE. In the event that any action is brought to enforce any provision of this Contract,the parties agree to exclusive jurisdiction in Thurston County Superior Court for the a' c State of Washington and agree that in any such action venue shall lie exclusively at Olympia, .2 Washington. a 06 18.17. ATTORNEYS' FEES. In the event of litigation or other action brought to enforce this Contract, U each party shall bear its own attorneys'fees and costs. c 18.18. FAIR CONSTRUCTION & INTERPRETATION. The provisions of this Contract shall be construed as a U whole according to their common meaning and not strictly for or against any party and consistent with the provisions contained herein in order to achieve the objectives and o purposes of this Contract. Each party hereto and its counsel has reviewed and revised this o Contract and agrees that the normal rules of construction to the effect that any ambiguities a are to be resolved against the drafting party shall not be construed in the interpretation of N this Contract. Each term and provision of this Contract to be performed by either party shall r be construed to be both a covenant and a condition. 0 U 18.19. FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Contract, the >, parties shall each do whatever may reasonably be necessary to accomplish the transactions a contemplated in this Contract including, without limitation, executing any additional in documents reasonably necessary to effectuate the provisions and purposes of this Contract. 0 18.20. EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Contract in their m entirety. E _a 18.21. CAPTIONS&HEADINGS. The captions and headings in this Contract are for convenience only and a' are not intended to, and shall not be construed to, limit, enlarge,or affect the scope or intent w of this Contract nor the meaning of any provisions hereof. E m 18.22. ELECTRONIC SIGNATURES. An electronic signature or electronic record of this Contract or any ILL I other ancillary agreement shall be deemed to have the same legal effect as delivery of an original executed copy of this Contract or such other ancillary agreement for all purposes. m E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 20 Q (Rev.2022-11-16) Packet Pg. 417 4.N.d E L 18.23. COUNTERPARTS. This Contract may be executed in any number of counterparts, each of which a� shall be deemed an original and all of which counterparts together shall constitute the same ii instrument which may be sufficiently evidenced by one counterpart. Execution of this `o Contract at different times and places by the parties shall not affect the validity thereof so r long as all the parties hereto execute a counterpart of this Contract. E a� EXECUTED as of the date and year first above written. Q STATE OF WASHINGTON PROFORCE MARKETING,INC. Department of Enterprise Services an Arizona Corporation z U L �,� ,�„ p fCa�Gee MrtcGc�GG 3 By: By: nav�reu;oe�agaez AISH a- Elena McGrew Kaylee Mitchell Its: Procurement Manager Its: Contract Specialist f° Lm Q. 0 0 U rn ti 00 M C .0 d 06 a+ V R L 0 U m L W 0 L V L 0 U 21 a- CL N c cv c m E W E L L_ L. r.+ d E V STATEWIDE CONTRACT NO.22422—AMMUNITION 21 Q (Rev.2022-11-16) Packet Pg. 418 4.N.d E L EXHIBIT A a� L_ M INCLUDED AMMUNITION AND PRICES 0 N r All Ammunition: as E ■ Shall be factory new, not reloaded or remanufactured L ■ Shall meet the Sporting Arms and Manufacturer's Institute (SAAMI) requirements for technical Q specifications,transportation, storage .y t4 HANDGUN AMMUNITION U L # Manufacturer Bullet Style Product Name Product Caliber Grain Rounds Price a Code (SKU) per Case per Case 1 Aguila Full Metal Jacket AGUILA 1E097704 9 MM 115 1,000 $ 228.00 a 2 Aguila Full Metal Jacket AGUILA 1E092110 9 MM 124 1,000 $ 229.33 Q. 0 3 Aguila Full Metal Jacket AGUILA 1E382521 0.38 S 130 1,000 $ 366.22 0 U 4 Aguila Full Metal Jacket AGUILA 1E402110 0.40 180 1,000 $ 326.44 5 Aguila Full Metal Jacket AGUILA 1E452110 0.45 230 1,000 $ 372.00 M 6 Aguila SUPER AUTO+P FMJ AGUILA 1E382112 38 130 1000 $ 422.44 Super 7 Aguila SUBSONIC FMJ FN AGUILA 1E097719 9mm 147 1000 $ 262.89 a 8 Aguila JHP PRACTICE AGUILA 1E092125 9mm 124 500 $ 183.16 oa 9 j Aguila j COLT SOFT POINT j AGUILA j 1E454319 j 45 Colt j 200 j 500 $ 340.44 u 0 L RIFLE AMMUNITION j # Manufacturer Bullet Style Product Name Product Caliber Grain Rounds Price Code(SKU) per Case per Case 0 1 Aguila Full Metal Jacket AGUILA 1E223110 0.223 55 1000 $ 428.22 0 2 Aguila FMJ BT AGUILA 1E556110 5.56 62 1000 $ 432.89 a 3 Aguila AAC BLACKOUT FMJ AGUILA 1E300110 300 150 1000 $ 650.44 4 Aguila WIN FMJBT AGUILA 1E308110 308 150 500 $ 411.11 0 U SHOTGUN AMMUNITION >+ # Manufacturer Bullet Style Product Name Product Caliber Pellet Rounds Price CL Code(SKU) Count per Case per Case in 1 AGUILA 00 Buck Shot AGUILA 1CHB1320 12 Gauge 9 250 $ 135.89 0 c FORCE-ON-FORCE TRAINING AMMUNITION E a # Bullet Style Product Product Code (SKU) Caliber Rounds Price w Name per Case per Case E 1 Red Marking Cartridges UTM 01-0976 9 MM 1,000 $ 663.16 m 2 Blue Marking Cartridges UTM 01-0977 9 MM 1,000 $ 663.16 U- 3 Yellow Marking Cartridges UTM 01-0979 9 MM 1,000 $ 800.00 m 4 Green Marking Cartridges UTM 01-0978 9 MM 1,000 $ 663.16 E L) 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 22 Q (Rev.2022-11-16) Packet Pg. 419 4.N.d E L # Bullet Style Product Product Code (SKU) Caliber Rounds Price a� Name per Case per Case M 5 Red Marking Cartridges UTM 01-0971 0.223 900 $ 843.16 0 6 Blue Marking Cartridges UTM 01-0972 0.223 900 $ 843.16 7 Green Marking Cartridges UTM 01-0973 0.223 900 $ 843.16 E 8 Blank Round UTM (01-3090) 9 MM 1,000 $ 600.00 i 9 9mm SBR UTM 01-3089 9mm 1000 $ 515.79 a' Q 10 9mm LBBR UTM 01-3130 9mm 1000 $ 684.21 °f c 11 9mm SMG MMR Red UTM 01-0981 9mm 1000 $ 821.05 R 12 9mm SMG MMR Blue UTM 01-0982 9mm 1000 $ 821.05 2 13 9mm SMG MMR Green UTM 01-0983 9mm 1000 $ 821.05 a- 14 9mm SMG MMR Yellow UTM 01-0984 9mm 1000 $ 989.47 15 9mm NMR UTM 01-3100 9mm 1000 $ 663.16 f° Lm 16 9mm UTX Red UTM 01-3101 9mm 1000 $ 715.79 0 0 17 9mm UTX Blue UTM 01-3102 9mm 1000 $ 715.79 U 18 9mm UTX Green UTM 01-3103 9mm 1000 $ 715.79 rn ti 19 9mm UTX Yellow UTM 01-3104 9mm 1000 $ 852.63 00 M 20 5.56mm SBR UTM 01-0856 5.56 900 $ 710.53 a, 21 5.56mm BBR UTM 01-0963 5.56 900 $ 729.47 22 5.56mm LBBR UTM 01-3268 5.56 900 $ 900.00 a 23 5.56mm RVR Red UTM 01-0815 5.56 900 $ 871.58 °a r U 24 5.56mm RVR Blue UTM 01-0816 5.56 900 $ 871.58 L 25 5.56mm RVR Green UTM 01-0817 5.56 900 $ 871.58 0 0 26 5.56mm RVR Yellow UTM 01-0818 5.56 900 $ 1,023.16 v 27 5.56mm MMR Yellow UTM 01-0974 5.56 900 $ 985.26 28 5.56mm TBR UTM 01-3125 5.56 900 $ 871.58 `° 0 29 5.56mm NMR UTM 01-3097 5.56 900 $ 871.58 a 30 5.56mm FNC/SIG 551 MMR Red UTM 01-0753 5.56 900 $ 1,146.32 31 5.56mm FNC/SIG 551 MMR Blue UTM 01-0754 5.56 900 $ 11146.32 r 32 5.56mm FNC/SIG 551 MMR Green UTM 01-0755 5.56 900 $ 1,146.32 0 0 33 5.56mm FNC/SIG 551 MMR Yellow UTM 01-0756 5.56 900 $ 1,146.32 v 34 5.56mm FNC/SIG 551 TBR UTM 01-3056 5.56 900 $ 1,146.32 0- a 35 5.56mm Linked SBR UTM 01-0770 5.56 1200 $ 1,427.37 c i 36 5.56mm Linked LBBR UTM 01-3270 5.56 1200 $ 1,490.53 c 0 37 5.56mm Linked MMR Red UTM 01-3260 5.56 1200 $ 1,578.95 38 5.56mm Linked MMR Blue UTM 01-3261 5.56 1200 $ 1,578.95 E E 39 5.56mm Linked MMR Green UTM 01-3262 5.56 1200 $ 2,058.95 3 40 5.56mm Linked MMR Yellow UTM 01-3263 5.56 1200 $ 2,058.95 w 41 5.56mm Linked TBR UTM 01-3047 5.56 1200 $ 1,578.95 E 0 m L_ U- r.+ d E V STATEWIDE CONTRACT NO.22422-AMMUNITION 23 Q (Rev.2022-11-16) Packet Pg. 420 4.N.d E L EXHIBIT B a� L_ INSURANCE REQUIREMENTS LO rn r 1. INSURANCE OBLIGATION. During the Term of this Contract, Contractor shall possess and maintain in as full force and effect, at Contractor's sole expense,the following insurance coverages: aEi a� a. COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial general liability insurance Q (and, if necessary,commercial umbrella liability insurance)covering bodily injury, property damage, products/completed operations, personal injury, and .y advertising injury liability on an 'occurrence form' that shall be no less z comprehensive and no more restrictive than the coverage provided by Insurance Services Office (ISO) under the most recent version of form CG 00 01 in the a amount of not less than $1,000,000 per occurrence and $2,000,000 general aggregate. This coverage shall include blanket contractual liability coverage. This coverage shall include a cross-liability clause or separation of insured condition. o 0 b. WORKERS' COMPENSATION INSURANCE. Contractor shall comply with applicable U Workers' Compensation or Industrial Accident insurance providing benefits as a� required by law. 00 M c. EMPLOYERS' LIABILITY (STOP GAP) INSURANCE. Employers' liability insurance (and, if necessary, commercial umbrella liability insurance) with limits not less than $1,000,000 each accident for bodily injury by accident, $1,000,000 each a employee for bodily injury by disease, and $1,000,000 bodily injury by disease 06 r policy limit. The insurance coverage limits set forth herein are the minimum. L Contractor's insurance coverage shall be no less than the minimum amounts o specified. Coverage in the amounts of these minimum limits, however, shall not U be construed to relieve Contractor from liability in excess of such limits. Contractor waives all rights against the State of Washington for the recover of g g g Y o damages to the extent such damages are covered by any insurance required o herein. a d. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE(applicable If Contractor Uses a Vehicle U to access Purchasers' premises). 'Symbol 1' commercial automobile liability r c coverage (and, if necessary, commercial umbrella liability insurance) including 0 U coverage for all owned,hired,and non-owned vehicles. The combined single limit >, per accident shall not be less than $1,000,000. CL 2. INSURANCE CARRIER RATING. Coverages provided by Contractor must be underwritten by an c insurance company deemed acceptable to the State of Washington's Office of Risk Management. Insurance coverage shall be provided by companies authorized to do business within the State of Washington and rated A- Class VII or better in the most recently published edition of Best's E Insurance Rating. Enterprise Services reserves the right to reject all or any insurance carrier(s) 5 with an unacceptable financial rating. w E L 3. ADDITIONAL INSURED. Any required Commercial General Liability or Commercial Automobile 0 Liability shall include the State of Washington and all authorized Purchasers (and their agents, iz officers, and employees) as Additional Insureds evidenced by copy of the Additional Insured m Endorsement attached to the Certificate of Insurance on such insurance policies. E t 0 r STATEWIDE CONTRACT NO.22422—AMMUNITION 24 Q (Rev.2022-11-16) Packet Pg. 421 4.N.d E L 4. CERTIFICATE OF INSURANCE. Prior to execution of the Contract, Contractor shall furnish to Enterprise a� Services, as evidence of the insurance coverage required by this Contract, a certificate of ii insurance satisfactory to Enterprise Services that insurance, in the above-stated kinds and `o minimum amounts, has been secured. In addition, no less than ten (10) calendar days prior to r coverage expiration, Contractor shall furnish to Enterprise Services an updated or renewed certificate of insurance, satisfactory to Enterprise Services, that insurance, in the above-stated E a� kinds and minimum amounts, has been secured. Failure to maintain or provide proof of a� insurance, as required, will result in contract cancellation. All policies and certificates of Q insurance shall include the Contract number stated on the cover of this Contract. All certificates c' of Insurance and any related insurance documents shall be sent via email to Enterprise Services, and shall be sent to the email address set forth below: 2 L 3 Email: DESContractsTeamFir@des.wa.gov a- a� Note: For Email notice,the Email Subject line must state: Contract Insurance Certificate—Contract No. 22422—Ammunition Lm Q. 0 5. PRIMARY COVERAGE. Contractor's insurance shall apply as primary and shall not seek contribution U from any insurance or self-insurance maintained by,or provided to,the additional insureds listed above including, at a minimum, the State of Washington and/or any Purchaser. All insurance or 00 self-insurance of the State of Washington and/or Purchasers shall be excess of any insurance provided by Contractor or subcontractors. .2 6. SUBCONTRACTORS. Contractor shall include all subcontractors as insureds under all required a 06 insurance policies. Alternatively, prior to utilizing any subcontractor, Contractor shall cause any such subcontractor to provide insurance that complies with all applicable requirements of the L insurance set forth herein and shall furnish separate Certificates of Insurance and endorsements 0 for each subcontractor. Each subcontractor must comply fully with all insurance requirements v stated herein. Failure of any subcontractor to comply with insurance requirements does not limit Contractor's liability or responsibility. 12 0 L 7. WAIVER OF SUBROGATION. Contractor waives all rights of subrogation against the State of a Washington and any Purchaser for the recovery of damages to the extent such damages are or would be covered by the insurance specified herein. r c 0 8. NOTICE OF CHANGE OR CANCELLATION. There shall be no cancellation, material change, exhaustion of U aggregate limits, or intent not to renew insurance coverage, either in whole or in part,without at 1a. least sixty (60) calendar days prior written Legal Notice by Contractor to Enterprise Services. 3 Failure to provide such notice, as required, shall constitute default by Contractor. Any such N written notice shall include the Contract number stated on the cover of this Contract. 0 c 9. EXTENDED REPORTING PERIOD. If any required insurance coverage is on a claims-made basis (rather E than occurrence), Contractor shall maintain such coverage for a period of no less than three (3) °- .0 years following expiration or termination of the Contract. w * * * END OF INSURANCE REQUIREMENTS * * * E R d L_ L. E V STATEWIDE CONTRACT NO.22422—AMMUNITION 25 Q (Rev.2022-11-16) Packet Pg. 422 4.N.d WA 22422 Proforce Contract E Final Audit Report 2023-12-20 W W L_ LL Created: 2023-12-19 G 0 By: Brad Strinfellow(Brad.Stringfellow@des.wa.gov) a� Status: Signed E O Transaction ID: CBJCHBCAABAARNVRYpFEX2-w1VQhPvM03QIJPovSD13J Q c .y R t V "WA 22422 Proforce Contract" History >_ 71 Document created by Brad Strinfellow (Brad.Stringfellow@des.wa.gov) L 2023-12-19-0:53:45 AM GMT N O O Document emailed to kaylee.mitchell@proforceonline.com for signature v rn 2023-12-19-0:54:21 AM GMT ti 00 M s Email viewed by kaylee.mitchell@proforceonline.com 2023-12-20-5:17:04 PM GMT v d 06 c:5o Signer kaylee.mitchell@proforceonline.com entered name at signing as Kaylee Mitchell 2023-12-20-5:27:55 PM GMT L C O �o Document e-signed by Kaylee Mitchell (kaylee.mitchell@proforceonline.com) v m Signature Date:2023-12-20-5:27:57 PM GMT-Time Source:server O w O Document emailed to Elena McGrew (elena.mcgrew@des.wa.gov)for signature a 2023-12-20-5:27:58 PM GMT to v R L Email viewed by Elena McGrew (elena.mcgrew@des.wa.gov) o 2023-12-20-5:29:03 PM GMT U 21 c:e Document e-signed by Elena McGrew (elena.mcgrew@des.wa.gov) Signature Date:2023-12-20-6:06:12 PM GMT-Time Source:server cv Agreement completed. 2023-12-20-6:06:12 PM GMT Q W E L L_ d E V a Adobe Acrobat Sign Packet Pg. 423 4.N.d Handgun Ammunition Product Code Rounds Price # Manufacturer Bullet Style Product Name Caliber Grain (SKU) per Case per Case a 1 Aguila Full Metal Jacket AGUILA 1E097704 9 MM 115 1,000 $ 228.00 °O 2 Aguila Full Metal Jacket AGUILA 1E092110 9 MM 124 1,000 $ 229.33 v 3 Aguila Full Metal Jacket AGUILA 1E382521 0.38 S 130 1,000 $ 366.22 00 4 Aguila Full Metal Jacket AGUILA 1E402110 0.40 180 1,000 $ 326.44 5 Aguila Full Metal Jacket AGUILA 1E452110 0.45 230 1,000 $ 372.00 6 Aguila SUPER AUTO+P FMJ AGUILA 1E382112 38 Super 130 1000 $ 422.44 V •L 7 Aguila SUBSONIC FMJ FN AGUILA 1E097719 9mm 147 1000 $ 262.89 a 06 8 Aguila JHP PRACTICE AGUILA 1E092125 9mm 124 500 $ 183.16 9 Aguila COLT SOFT POINT AGUILA 1E454319 45 Colt 200 500 $ 340.44 r c O U O U i O 4- 0 L- a. c O U CL N c R c a� E Q a w E L L E U f0 Q Packet Pg. 424 4.N.d Rifle Ammunition Product Code Rounds Price a # Manufacturer Bullet Style Product Name Caliber Grain (SKU) per Case per Case a 1 Aguila Full Metal Jacket AGUILA 1E223110 0.223 55 1000 $ 428.22 �00� 2 Aguila FMJ BT AGUILA 1E556110 5.56 62 1000 $ 432.89 3 Aguila AAC BLACKOUT FMJ AGUILA 1E300110 300 150 1000 $ 650.44 r- 4 Aguila IWIN FMJBT AGUILA 1E308110 308 150 500 $ 411.11 rn c .2 �L a ad U L 0 U m v L 0 4- 0 L- a. �a L r 0 0 U 21 3 Cn c �a c aD E W E L 0 L E 0 E V 0 Q Packet Pg. 425 4.N.d Shotgun Ammunition Product Code Pellet Rounds Price # Manufacturer Bullet Style Product Name Caliber a (SKU) Count per Case per Case 0 0 1 AGUILA 00 Buck Shot AGUILA 1CHB1320 12 Gauge 9 250 $ 135.89 U rn 00 M C .2 �L a ad U L 0 (U m v L 0 4- 0 L- a. �a L r 0 0 U 21 3 Cn c �a c aD E W E L 0 L E r- 0 E V 0 Q Packet Pg. 426 4.N.d Force-on-Force Ammunition E M # Product Rounds Price Liz Bullet Style Product Name Code (SKU) Caliber per Case per Case c 1 Red Marking Cartridges UTM 01-0976 9 MM 1,000 $ 663.16 y r 2 Blue Marking Cartridges UTM 01-0977 9 MM 1,000 $ 663.16 3 Yellow Marking Cartridges UTM 01-0979 9 MM 1,000 $ 800.00 y L 4 Green Marking Cartridges UTM 01-0978 9 MM 1,000 $ 663.16 � 5 Red Marking Cartridges UTM 01-0971 0.223 900 $ 843.16 Q a� 6 Blue Marking Cartridges UTM 01-0972 0.223 900 $ 843.16 7 Green Marking Cartridges UTM 01-0973 0.223 900 $ 843.16 8 Blank Round UTM (01-3090) 9 MM 1,000 $ 600.00 L ° 9 9mm SBR UTM 01-3089 9mm 1000 $ 515.79 a a� 10 9mm LBBR UTM 01-3130 9mm 1000 $ 684.21 CU 11 9mm SMG MMR Red UTM 01-0981 9mm 1000 $ 821.05 12 9mm SMG MMR Blue UTM 01-0982 9mm 1000 $ 821.05 0 13 9mm SMG MMR Green UTM 01-0983 9mm 1000 $ 821.05 V 14 9mm SMG MMR Yellow UTM 01-0984 9mm 1000 $ 989.47 15 9mm NMR UTM 01-3100 9mm 1000 $ 663.16 c°°°> 16 9mm UTX Red UTM 01-3101 9mm 1000 $ 715.79 c 17 9mm UTX Blue UTM 01-3102 9mm 1000 $ 715.79 18 9mm UTX Green UTM 01-3103 9mm 1000 $ 715.79 a 19 9mm UTX Yellow UTM 01-3104 9mm 1000 $ 852.63 06 r 20 5.56mm SBR UTM 01-0856 5.56 900 $ 710.53 L 21 5.56mm BBR UTM 01-0963 5.56 900 $ 729.47 0 22 5.56mm LBBR UTM 01-3268 5.56 900 $ 900.00 v 23 5.56mm RVR Red UTM 01-0815 5.56 900 $ 871.58 24 5.56mm RVR Blue UTM 01-0816 5.56 900 $ 871.58 0 25 5.56mm RVR Green UTM 01-0817 5.56 900 $ 871.58 ° a 26 5.56mm RVR Yellow UTM 01-0818 5.56 900 $ 1,023.16 N 27 5.56mm MMR Yellow UTM 01-0974 5.56 900 $ 985.26 28 5.56mm TBR UTM 01-3125 5.56 900 $ 871.58 29 5.56mm NMR UTM 01-3097 5.56 900 $ 871.58 ° U 30 5.56mm FNC/SIG 551 MMR Red UTM 01-0753 5.56 900 $ 1,146.32 2' a 31 5.56mm FNC/SIG 551 MMR Blue UTM 01-0754 5.56 900 $ 1,146.32 32 5.56mm FNC/SIG 551 MMR Green UTM 01-0755 5.56 900 $ 1,146.32 33 5.56mm FNC/SIG 551 MMR Yellow UTM 01-0756 5.56 900 $ 1,146.32 34 5.56mm FNC/SIG 551 TBR UTM 01-3056 5.56 900 $ 1,146.32 35 5.56mm Linked SBR UTM 01-0770 5.56 1200 $ 1,427.37 E 36 5.56mm Linked LBBR UTM 01-3270 5.56 1200 $ 1,490.53 37 5.56mm Linked MMR Red UTM 01-3260 5.56 1200 $ 1,578.95 w 38 5.56mm Linked MMR Blue UTM 01-3261 5.56 1200 $ 1,578.95 E L 39 5.56mm Linked MMR Green UTM 01-3262 5.56 1200 $ 2,058.95 L_ 40 5.56mm Linked MMR Yellow UTM 01-3263 5.56 1200 $ 2,058.95 r 41 5.56mm Linked TBR UTM 01-3047 5.56 1200 $ 1,578.95 m E t r r Q Packet Pg. 427 4.N.e L Washington State 0 m DEPARTMENT OF c ENTERPRISE SERVICES E EM 0 a� L Q .N cu V L STATEWIDE CONTRACT a a� No. 22422 L a� a O O AMMUNITION U ti CATEGORIES: HANDGUN—CCI-SPEER,REMINGTON,&FEDERAL;RIFLE—CCI-SPEER,REMINGTON,&FEDERAL; M SHOTGUN—FEDERAL&REMINGTON C .2 �L W For Use by Eligible Purchasers L O U LU (L By and Between a°) m 0 c STATE OF WASHINGTON v DEPARTMENT OF ENTERPRISE SERVICES .r C O U 21 and Q. a SAN DIEGO POLICE EQUIPMENT CO.INC. R C O E LU E L Dated January 1, 2024 L ii c m E t �a r r Q Packet Pg. 428 4.N.e L STATEWIDE CONTRACT N No. 22422 E AMMUNITION a� CATEGORIES: HANDGUN—SPEER,REMINGTON,&FEDERAL;RIFLE—SPEER,REMINGTON,&FEDERAL;SHOTGUN— Q FEDERAL&REMINGTON � c .y This Washington Statewide Contract ("Contract") is made and entered into by and between the State of t Washington acting by and through the Department of Enterprise Services, a Washington State governmental agency ("Enterprise Services") and San Diego Police Equipment Co. Inc., a California IL a) Corporation ("Contractor") and is dated and effective as of January 1, 2024. >_ c� L RECITALS Q- 0 0 A. Pursuant to Legislative authorization, Enterprise Services, on behalf of the State of C) Washington, is authorized to develop, solicit, and establish enterprise procurement solutions, including statewide contracts, for goods and services to support Washington 00 M state agencies. See RCW 39.26.050(1). The Washington State Legislature also has authorized Enterprise Services to make these contracts available, pursuant to an agreement in which Enterprise Services ensures full cost recovery, to other local or a federal government agencies or entities, public benefit nonprofit organizations, and any 06 tribes located in the State of Washington. See RCW 39.26.OS0(1) & (2). U L B. Certain Washington state agencies and other eligible purchasers need to procure c specified types of ammunition products ("Ammunition") from qualified, professional ci vendors. Accordingly, Enterprise Services, on behalf of the State of Washington, issued w Competitive Solicitation No. 22422 dated September 8, 2023. The Competitive a 0 Solicitation to establish Contracts for specified categories of Ammunition, by m manufacturer, to enable eligible purchasers to procure Ammunition from awarded o Contractors in a cost effective, efficient manner using the terms and conditions of the Contract. C. Enterprise Services evaluated all responses to the Competitive Solicitation and identified L Contractor as an apparent successful bidder for the above-referenced Contract c Category(ies). U D. Enterprise Services has determined that entering into this Contract will meet the a identified needs and be in the best interest of the State of Washington. U) E. The purpose of this Contract is to enable eligible purchasers to purchase Ammunition as 0 set forth herein. m E AGREEMENT Q- NOW THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the w parties hereto hereby agree as follows: E L L 1. TERM. The term of this Contract is twenty-four (24) months, commencing January 1, 2024 and ii ending December 31, 2025 Provided, however, that if Contractor is not in default and if, by July 1, 2025, in Enterprise Services' reasonable judgment, Contractor satisfactorily has met the E performance-based goals for contract extension, Enterprise Services shall extend the term of this 0 r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 1 (Rev.2022-11-16) Packet Pg. 429 4.N.e Contract, by written amendment, for up to thirty-six (36) additional months. Such extension ,o amendment shall be on the same terms and conditions as set forth in this Contract. To earn the r performance-based Contract term extension, Contractor must achieve the following performance- based metrics: as a� L PERFORMANCE METRIC PERFORMANCE REQUIREMENT FOR CONTRACT EXTENSION Q Contractor timely provides to Enterprise Services, with no less Annual Detailed Sales Re port: than a 100% on time rate, the annual detailed sales report. p See§ 11.3. IL On-time Delivery Contractor shall maintain a 95% on-time delivery rate with a goal of 99/0 on-time deliveries. See §8.3. L Contractor timely provides to Enterprise Services at the Q- 0 Insurance designated address, without exception, annual insurance 0 U Endorsements: endorsements for the insurance coverages required by this rn Contract. See Exhibit 8—Insurance Requirements at § 13. 00 Contractor timely remits to Enterprise Service, with no less a, than a 75%on time rate over the contract term, the applicable Vendor Management Fee (VMF). a Vendor Management Note: Contractor must pay the VMF within thirty(30) calendar 06 Fee: days of invoice from Enterprise Services. If Contractor is i delinquent in timely paying the VMF for three (3) or more quarters within the first nine (9) quarters of the Contract term, c°� Contractor will not be eligible for a performance-based w extension. a 0 0 Contractor timely provides to Enterprise Services, with no less m than a 75% on time rate over the contract term, the required Contract quarterly sales reports. cn Contract Note: Contractor must provide the quarterly sales reports to Sales Reports: Enterprise Services within thirty (30) calendar days of the quarter's end. If Contractor is delinquent in providing the 0 quarterly sales reports for three (3) or more quarters within v the first nine (9) quarters of the Contract term, Contractor willCL a not be eligible for a performance-based extension. 2. ELIGIBLE PURCHASERS. This Contract may be utilized by any of the following types of entities (each an eligible "Purchaser"): E 2.1. WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions, .2- boards, and commissions. w 2.2. WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following Institutions E of higher education in Washington: L ■ State universities — i.e., University of Washington & Washington State University; m ■ Regional universities — i.e., Central Washington University, Eastern Washington University, &Western Washington University r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 2 (Rev.2022-11-16) Packet Pg. 430 4.N.e ■ Evergreen State College; ,o ■ Community colleges; and m ■ Technical colleges. E a� 2.3. CONTRACT USAGE AGREEMENT PARTIES. Any of the following types of entitles that have executed a Contract Usage Agreement with Enterprise Services: a a� c ■ Political subdivisions (e.g., counties, cities, school districts, public utility districts) in the State of Washington; L ■ Federal governmental agencies or entities; a ■ Public-benefit nonprofit corporations (i.e., § 501(c)(3) nonprofit > corporations that receive federal, state, or local funding); and a� ■ Federally-recognized Indian Tribes located in the State of Washington. o 0 U 3. SCOPE—INCLUDED AMMUNITION AND PRICE. rn 3.1. CONTRACT SCOPE. Pursuant to this Contract, Contractor is authorized to sell and provide only M the Ammunition specified in ExhibitA — Included Ammunition and Prices at the Prices set forth in ExhibitA — Included Ammunition and Prices. Contractor shall not represent to any .2 Purchaser under this Contract that Contractor has contractual authority to sell or provide a any goods or services beyond those set forth in ExhibitA—Included Ammunition and Prices. 06 3.2. STATE'S ABILITY TO MODIFY SCOPE OF CONTRACT. Subject to mutual agreement between the to, parties, Enterprise Services reserves the right to modify the Ammunition included in this o Contract; Provided, however, that any such modification shall be effective only upon thirty c) (30) calendar days advance written notice; and Provided further, that any such modification III must be within the scope of the Competitive Solicitation for this Contract. 0 a) 3.3. ECONOMIC PRICE ADJUSTMENT. Beginning twelve (12) months after the effective date of this m 0 Contract and for every annual anniversary thereafter, the prices set forth in ExhibitA — c Included Ammunition and Prices may be adjusted upon Contractor request. T Requests for price adjustment must be made in writing and be received between October 15 and December 15 of each calendar year to be eligible for an adjustment on the following r February 1. In the event Contractor fails to timely request a price adjustment, Enterprise 0 Services, at its sole discretion, may allow an untimely adjustment; Provided, however, that >, such adjustment will not be effective for any time prior to Enterprise Services' price a adjustment, and Contractor is in good standing, by reasonably performing Contract U) obligations, including timely sales reporting and paying vendor management fees as required herein, are eligible for economic adjustments. c Price adjustments will be made in accordance with the average percentage change in the E United States Department of Labor, Bureau of Labor and Statistics (BLS) Produce Price Q' Indices (PPI) below issued for the contract term. Only final published data will be used. w PCU332992332992 (Small Arms Ammunitions Manufacturing) E a� Economic adjustment will lag one (1) calendar quarter past the Contract commencement date to allow for publication of BLS data. All calculations for the index shall be based upon the latest version of data published as of December 1st each year. Prices may be adjusted and effective on February 1st of each year. If an index is recoded (i.e.,the recoded index is a direct substitute for the prior index according to the BLS), this Contract will use the recoded r Q STATEWIDE CONTRACT No.22422—AMMUNITION 3 (Rev.2022-11-16) Packet Pg. 431 4.N.e index, as applicable. If an index becomes unavailable, Enterprise Services shall substitute a ,o proxy index. If there is not a direct substitute,the next higher aggregate index available will w be used. The economic adjustment shall be calculated as follows: New Price= Old Price x (Current Period Index/Base Period Index). L The "Current Period Index" is the average of the most recent twelve months of non- a preliminary BLS Index values, and the "Base Period Index" is the average of the twelve c' months of non-preliminary BLS Index values prior to the Current Period Index. 3.4. PRICE CEILING. Although Contractor may offer lower prices to Purchasers during the term of g Y p g � this Contract, Contractor guarantees to provide the Ammunition at no greater than the li a) prices set forth in ExhibitA — Included Ammunition and Prices (subject to economic >_ adjustment as set forth herein). sa. 3.5. CONTRACT INFORMATION. Enterprise Services shall maintain and provide to eligible Purchasers 0 0 information regarding this Contract, including scope, pricing, and lowest responsive, �? responsible bidder designation. In addition, Enterprise Services identifies awarded 00 contractors who qualify as Washington Small Businesses, Certified Veteran-Owned !1 Businesses, or that, pursuant to the Contract provide Ammunition that meets specified state 0 procurement priorities as set forth in the Competitive Solicitation. S .2 L 11 4. CONTRACTOR REPRESENTATIONS AND WARRANTIES. Contractor makes each of the following 06 representations and warranties as of the effective date of this Contract and at the time any order is U to placed pursuant to this Contract. If, at the time of any such order, Contractor cannot make such r c representations and warranties, Contractor shall not process any orders and shall, within three (3) 0 business days notify Enterprise Services, in writing, of such breach. w 4.1. QUALIFIED TO DO BUSINESS. Contractor represents and warrants that Contractor is (a) in good d 0 standing; (b) qualified to do business in the State of Washington; and (c) registered with the m Washington State Department of Revenue and the Washington Secretary of State. o c 4.2. TAXES. Contractor represents and warrants that Contractor is current, in full compliance, cn and has paid all applicable taxes owed to the State of Washington. 4.3. LICENSES; CERTIFICATIONS; AUTHORIZATIONS; & APPROVALS. Contractor represents and warrants r that Contractor possesses and shall keep current during the term of this Contract all 0 required licenses, certifications, permits, authorizations, and approvals necessary for Contractor's proper performance of this Contract. a 0 4.4. SUSPENSION & DEBARMENT. Contractor represents and warrants as previously certified in cn a Contractor's Bidder's Certification, that neither Contractor nor its principals or affiliates 0 presently are nor have ever been debarred, suspended, proposed for debarment, declared CID ineligible, or voluntarily excluded from participation in any governmental contract by any E E governmental department or agency within the United States. Q- as 4.5. WAGE VIOLATIONS. Contractor represents and warrants as previously certified in Contractor's w Bidder's Certification, that during the term of this Contract and the three (3) year period E immediately preceding the award of the Contract, Contractor has not been determined, by a L_ final and binding citation and notice of assessment issued by the Washington Department of � Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction, to be in willful violation of any provision of Washington state wage laws set E forth in RCW 49.46,49.48, or 49.52. U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 4 (Rev.2022-11-16) Packet Pg. 432 4.N.e 4.6. CIVIL RIGHTS. Contractor represents and warrants that Contractor complies with all ,o applicable requirements regarding civil rights. Such requirements prohibit discrimination r against individuals based on their status as protected veterans or individuals with disabilities, and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity, or national origin. Q 4.7. EXECUTIVE ORDER 18-03—WORKERS' RIGHTS. Contractor represents and warrants, as previously certified in Contractor's Bidder's Certification, that Contractor does NOT require its employees, as a condition of employment, to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. Contractor further represents and a warrants that, during the term of this Contract, Contractor shall not, as a condition of employment, require its employees to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. Q. 4.8. PUBLIC CONTRACTS AND PROCUREMENT FRAUD. Contractor represents and warrants that, within O the three (3) year period prior to this Contract, neither Contractor nor its principals or v affiliates: (a) have been convicted of or had a civil judgment rendered against them for °' 00 commission of fraud or a criminal offence in connection with obtaining, attempting to obtain, or performing a public (federal, state, local, or tribal) contract or purchase order 0 under a public contract; (b) have been in violation of federal or state antitrust statutes or S commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, a making false statements or receiving stolen property; (c) have been indicted for or 06 otherwise criminally or civilly charged by a government entity (federal, state, local, or tribal) L with commission of any of the offense enumerated in subsection (b) of this provision; or c (d) had one or more public contracts (federal, state, local, or tribal) terminated for cause or ci default. w a 4.9. PROCUREMENT ETHICS & PROHIBITION ON GIFTS. Contractor represents and warrants that a� Contractor complies fully with all applicable procurement ethics restrictions including, but m not limited to, restrictions against Contractor providing gifts or anything of economic value, 0 directly or indirectly,to Enterprise Services and Purchasers' employees. 4.10. WASHINGTON'S ELECTRONIC BUSINESS SOLUTION (WEBS). Contractor represents and warrants that Contractor is registered in Washington's Electronic Business Solution (WEBS), Washington's contract registration system and that, all of Contractor's information therein is current and o accurate and that throughout the term of this Contract, Contractor shall maintain an U, accurate profile in WEBS. Q- a 3 4.11. WASHINGTON'S STATEWIDE PAYEE DESK. Contractor represents and warrants that Contractor Is registered with Washington's Statewide Payee Desk, which registration is a condition to payment. c m 4.12. CONTRACT PROMOTION; ADVERTISING AND ENDORSEMENT. Contractor represents and warrants E that Contractor shall use commercially reasonable efforts both to promote and market the use of this Contract with eligible Purchasers and to ensure that those entities that utilize this w Contract are eligible Purchasers. Contractor understands and acknowledges that neither E Enterprise Services nor Purchasers are endorsing Contractor's Ammunition or suggesting L that such Ammunition is the best or only solution to their needs. Accordingly, Contractor i7L further represents and warrants that Contractor shall make no reference to Enterprise c m Services, any Purchaser, or the State of Washington in any promotional material without the E prior written consent of Enterprise Services. U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 5 (Rev.2022-11-16) Packet Pg. 433 4.N.e 4.13. CONTINGENT FEES. Contractor represents and warrants that no person or selling agent has ,o been employed or retained to solicit or secure this Contract upon an agreement or r understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established agents as defined in the Federal Acquisition Regulations. Q 4.14. FINANCIALLY SOLVENT. Contractor represents and warrants that Contractor has not commenced bankruptcy proceedings and that there are no judgment, liens, or encumbrances of any kind affecting title to any Ammunition that is the subject of this Contract. a 4.15. OPERATIONAL CAPABILITY. Contractor represents and warrants, as previously certified in > Contractor's Bidder's Certification, that Contractor has the operational and financial a capability to perform the Contract. Q. ° 4.16. CONTRACT TRANSITION. Contractor represents and warrants that, in the event this Contract or ° U a similar contract, is transitioned to another contractor (e.g., Contract expiration or a; termination), Contractor shall use commercially reasonable efforts to assist Enterprise 00 M Services (including the Purchasers hereunder) for a period of sixty (60) calendar days to effectuate a smooth transition to another contractor to minimize disruption of service 0 and/or costs to the State of Washington and such Purchasers; Provided, however, that, if •L costs are incurred, Contractor shall be compensated for such costs consistent with the terms a 06 and conditions pertaining to this Contract for the sixty (60) day period immediately before such transition. f° r 4.17. AMMUNITION MANUFACTURER OR AUTHORIZED REPRESENTATIVE. Contractor represents and o warrants, as previously certified in Contractor's Bidder's Certification, that Contractor is the v Ammunition manufacturer or is authorized by the Ammunition manufacturer to sell the LU Ammunition in the state of Washington for all manufacturers listed in Exhibit A — Included °a) Ammunition and Prices. Contractor further represents and warrants that, if during the m Contract term, Contractor ceases to be the Ammunition manufacturer or be authorized by the Ammunition manufacturer to sell such Ammunition in the state of Washington, Contractor promptly shall notify Enterprise Services in writing within seven (7) days of such event and shall cease sales of such Ammunition pursuant to this Contract unless otherwise L directed in writing by Enterprise Services. c 4.18. SPORTING ARMS AND MANUFACTURER'S INSTITUTE (SAAMI). Contractor represents and warrants, U as previously certified in Contractor's Bidder's Certification, all ammunition sold meets the 1 0. Sporting Arms and Manufacturer's Institute requirements for specifications, transportation, and storage requirements. U) c ° c m E Q. as w E L L_ d E V Q STATEWIDE CONTRACT No.22422—AMMUNITION 6 (Rev.2022-11-16) Packet Pg. 434 4.N.e L 5. QUALITY;WARRANTY; REMEDIES. 12 N 5.1. WARRANTY. Contractor warrants that the Ammunition: (a) is free from defects in design, c material, and workmanship; (b)fit and safe for the intended purposes; (c) consistent with E recognized industry quality standards; (d) complies with the requirements, specifications, and descriptions included in this Contract; and (e) is produced and delivered in full a' a compliance with applicable law ("Goods Warranty"). Contractor further warrants that it has good and marketable title to the Ammunition and shall keep Purchaser's property free of liens. If Purchaser receives notice of a lien caused by Contractor, Purchaser may withhold any payment otherwise due Contractor until Contractor submits proof, in a form satisfactory a to Purchaser, that all lienable claims have been fully paid or waived. 5.2. REMEDY. If Ammunition does not comply with the Goods Warranty, at Purchaser's election, a Contractor promptly shall remedy the defect by replacing any defective Ammunition. Q. Contractor's Goods Warranty support shall include, at Contractor's sole expense, all v technical support, parts, materials and equipment, and labor, including freight and "in/out" costs required to address the defect. If, in Purchaser's judgment, replacement is °' 00 inadequate, or fails of its essential purpose, Contractor shall refund the full amount of any payments that have been made. The rights and remedies of the parties under this warranty 0 are in addition to any other rights and remedies of the parties provided by law or equity, S including, without limitation, actual damages, and, as applicable and awarded under the a- law,to a prevailing party, reasonable attorneys'fees and costs. 'd U 5.3. FAILURE TO REMEDY. If Contractor does not remedy a defect or nonconformity within ten (10) f° r calendar days after receipt of written notice from Purchaser, or if an emergency exists o rendering it impossible or impractical for Purchaser to have Contractor provide a remedy, v Purchaser may, without prejudice to any other rights or remedies available to it, replace w a Ammunition, in which case Contractor shall reimburse Purchaser for its actual costs or, at 00 Purchaser's option, Purchaser will offset the costs incurred from amounts owing to m Contractor. c 5.4. TECHNICAL SUPPORT. Contractor shall provide all warranty service and telephone support, T including after-hour technical support, at its own cost. c� L r 6. SAFETY;SECURITY. Contractor's failure to comply with any of the requirements in this Section shall be c cause for termination. v 6.1. REGULATORY REQUIREMENTS/SAFETY. Ammunition supplied by Contractor shall meet all OSHA 3 and other safety-related federal, state, local, and/or tribal regulatory requirements applicable to Ammunition. c 6.2. MATERIAL SAFETY DATA SHEETS. As applicable, Contractor shall provide Purchaser with all appropriate Material Safety Data Sheets ("MSDS") at the time of delivery of each shipment E of Ammunition which requires such compliance. 3 as 6.3. ACCIDENT AND INJURY REPORTING. If Contractor, its agents, employees, or subcontractors are W resent at Purchaser's remises, Contractor promptly will report in writing all injuries, p p p p Y p gto accidents, property damage, near-miss incidents, or any claims regarding damages or injury L involving Contractor, its agents, employees, or subcontractors occurring at such premises. ". Contractor agrees to cooperate and assist in any Purchaser investigation of incidents. E U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 7 (Rev.2022-11-16) Packet Pg. 435 4.N.e 6.4. ON SITE REQUIREMENTS. While on Purchaser's premises, Contractor, its agents, employees, or ,o subcontractors shall comply, in all respects, with Purchaser's physical, fire, access, safety, r and other security requirements and not interfere with Purchaser's operations. Contractor represents and warrants that Contractor, its agents, employees, or subcontractors who access Purchaser's premises will be adequately trained and at all times comply with Purchaser's requirements. a a� c 7. SUBCONTRACTORS. t 7.1. CONTRACTOR RESPONSIBILITY. Notwithstanding any provision to the contrary, in the event Contractor elects to utilize subcontractors to perform this Contract, Contractor shall: a a� (a) incorporate Contractor's responsibilities under this Contract into its subcontracts; (b) be fully responsible for the performance of any such subcontractors (regardless of tier) and L ensure that subcontractors comply with each and every Contractor obligation set forth in o this Contract; (c) be the sole point of contact for Enterprise Services and any Purchasers v regarding all contractual matters; (d) ensure that such subcontractors are registered in a; WEBS; and (e) defend, indemnify, and hold Enterprise Services and Purchasers harmless in 00 M case of negligence, other tortious fault, or intentional misconduct by any such subcontractors (regardless of tier). Prior to utilizing any subcontractor to perform this 0 Contract, Contractor shall provide written notice to Enterprise Services' contract •L administrator. Such notice shall confirm that the subcontractor is registered in WEBS and a 06 provide the necessary information for Enterprise Services' contract administrator to include such subcontractor(s) in Washington's Purchasing Contract Management System (PCMS). c 7.2. REPORTING. If Contractor is required to report to Purchaser and/or Enterprise Services, such Lj report(s) will include subcontractor data, by subcontractor, for any data that Contractor is w required to report as well as a consolidated 'rollup' report combining Contractor and a. subcontractor data. 0 m 7.3. SUBCONTRACTOR REPRESENTATIONS AND CERTIFICATIONS. Any Contractor representations or c certifications set forth in this Contract shall apply to subcontractors (at any tier) and Contractor shall not utilize any subcontractors (at any tier) who cannot provide such representations or certifications, excepting the certification to be registered with L Washington's Statewide Payee Desk, unless Purchaser will pay such subcontractor directly. 0 U 8. USING THE CONTRACT—PURCHASES. >+ Q. 8.1. ORDERING REQUIREMENTS. Eligible Purchasers shall order Ammunition from this Contract, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchaser but including, at a minimum, a purchase order. When practicable, Contractor and Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively "Purchaser Order"). All Purchase Orders E must reference the Contract number. The terms of this Contract shall apply to any Purchase 3 Order and, in the event of any conflict, the terms of this Contract shall prevail. w Notwithstanding any provision to the contrary, in no event shall any 'click-agreement,' E L software or web-based application terms and conditions, or any other agreement modify L the terms and conditions of this Contract. ii 8.2. DELIVERY REQUIREMENTS. Contractor must ensure that the Ammunition is delivered or d provided as required by this Contract, the Purchase Order used by Purchaser, and as E U 0 r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 8 (Rev.2022-11-16) Packet Pg. 436 4.N.e otherwise mutually agreed in writing between Purchaser and Contractor. The following ,o apply to all deliveries: r c (a) Contractor shall make all deliveries to the applicable delivery location m E specified in the Purchase Order. Such deliveries shall occur during L Purchaser's normal work hours and within the time period mutually agreed a in writing between Purchaser and Contractor. a, c (b) Deliveries made to secure facilities and drivers entering those facilities shall y be pre-approved by the Purchaser. Contractor must obtain the required L clearance prior to any scheduled delivery to secure facilities. IL (c) Contractor shall ship all Ammunition purchased pursuant to this Contract, > freight charges prepaid by Contractor, FOB Purchaser's specified destination a with all transportation and handling charges included. Contractor shall bear Q. all risk of loss, damage, or destruction of the Ammunition ordered v hereunder that occurs prior to delivery, except loss or damage attributable to Purchaser's fault or negligence. 00 (d) All packing lists, packages, instruction manuals, correspondence, shipping notices, shipping containers, and other written materials associated with 0 this Contract shall be identified by the Contract number set forth on the 2 �L cover of this Contract and the applicable Purchaser's Purchase Order 06 number. Packing lists shall be enclosed with each shipment and clearly identify all contents and any backorders. r 8.3. ON-TIME DELIVERY. Contractor shall maintain a 95% on-time delivery rate with a goal of 99% o on-time deliveries. Delivery lead times will not exceed one-hundred eighty (180) days after v receipt of order (ARO) unless mutually agreed in writing between the Contractor and the LU Purchaser. Adjustments to delivery still within the one-hundred eighty (180) day window o must be documented in the Purchaser ordering paperwork. If an order's ETA surpasses the ) one-hundred eighty (180) day window after receipt of order, Contractor will need to obtain 6 c mutual agreement in writing between Purchaser and Contractor or allow Purchaser to M T withdraw their order. Upon Purchaser or Enterprises Services request, Contractor must provide documentation supporting compliance with this requirement. Documentation must be received by requestor within ten (10) days of request. U 21 8.4. ORDER FULFILLMENT AND SUBSTITUTIONS. In the event Contractor is unable to fulfill a product Q. ordered, a replacement product equal in price and performance may be substituted. All products substitutions must be mutually agreed to by Purchaser and Contractor in writing prior to order placement and documented in Purchaser's ordering paperwork. c 8.5. RECEIPT AND INSPECTION OF AMMUNITION. Ammunition purchased under this Contract is subject to Purchaser's reasonable inspection, testing, and approval at Purchaser's destination. Q. Purchaser reserves the right to reject and refuse acceptance of Ammunition that is not in accordance with this Contract and Purchaser's Purchase Order. If there are any apparent U defects in the Ammunition at the time of delivery, Purchaser promptly will notify Contractor. At Purchaser's option, and without limiting any other rights, Purchaser may L ii require Contractor to replace, at Contractor's expense, any or all damaged Ammunition or, at Purchaser's option, Purchaser may note any such damage on the receiving report, decline aa) acceptance, and deduct the cost of rejected Ammunition from final payment. Payment for any Ammunition under such Purchase Order shall not be deemed acceptance. r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 9 (Rev.2022-11-16) Packet Pg. 437 4.N.e 8.6. REFUNDS. Ammunition that does not perform to manufacturer specifications and standards ,o will be refunded or replaced at no additional charge to Purchaser. Upon request, Contractor r will provide, within five (5) days, manufacturer literature that describes specific performance requirements and standards of Ammunition purchased. Upon receipt of manufacturer literature, Purchaser will provide to Contractor, within five (5) days, supporting documentation describing how the Ammunition does not meet the a a� manufacturer performance requirements and standards. A full credit will be issued by the S .y Contractor within ten (10) days. 8.7. CUSTOMER SERVICE. Contractor will be available by phone and/ or email Monday through a Friday from 8:00 am to 5:00 p.m. Contractor will respond to voicemail and email within twenty-four(24) hours. L 9. INVOICING&PAYMENT. 0 O O 9.1. CONTRACTOR INVOICE. Contractor shall submit properly itemized invoices to Purchaser's v designated invoicing contact for Ammunition delivered under this Contract. Such invoices 00 shall itemize the following: (a) Contract No. 22422; 0 c (b) Contractor name, address, telephone number, and email address for •L billing issues (i.e., Contractor Customer Service Representative); a 06 (c) Contractor's Federal Tax Identification Number; U L (d) Date(s) of delivery; o (e) Applicable Ammunition; v (f) Invoice amount; and a O (g) Payment terms, including any available prompt payment discounts. a) m Contractor's invoices for payment shall reflect accurate Contract prices. Invoices will not be c processed for payment until receipt of a complete invoice as specified herein. T 9.2. PAYMENT. Payment is the sole responsibility of, and will be made by, the Purchaser. Purchaser's obligation to pay invoices is subject to receipt of a timely and accurate invoice r and conforming Ammunition. Unless Contractor has provided a prompt payment discount c set forth in ExhibitA — Included Ammunition and Prices, Purchaser's payment is due within v thirty(30) calendar days of invoice. Purchaser retains the right of setoff for any amount due Q. or owing to Purchaser. Purchaser may make payments electronically (e.g., ACH payments). Contractor shall provide information necessary to facilitate electronic payments. If Purchaser fails to make timely payment(s), Contractor may invoice Purchaser in the amount o of one percent (1%) per month on the amount overdue or a minimum of$1. Payment will m not be considered late if a check or warrant is mailed within the time specified. E 9.3. OVERPAYMENTS. Contractor promptly shall refund to Purchaser the full amount of any erroneous payment or overpayment. Such refunds shall occur within thirty (30) calendar w E days of written notice to Contractor; Provided, however, that Purchaser shall have the right to elect to have either direct payments or written credit memos issued. If Contractor fails to L ii make timely refunds of overpayment(s) (either directly or by credit memo), Contractor shall pay Purchaser interest at the rate of one percent (1%) per month on the amount overdue m thirty(30) calendar days after notice to Contractor. E U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 10 (Rev.2022-11-16) Packet Pg. 438 4.N.e 9.4. ADVANCE PAYMENT PROHIBITED. Except as authorized by law, Contractor shall not request or ,o receive advance payment for any Ammunition furnished by Contractor pursuant to this r c Contract. 9.5. No ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or a impose any additional charges including, but not limited to, charges for shipping, handling, a' a insurance, or payment processing with the following exception. Orders that do not meet the minimum order requirement of five (5) cases or more, may be charged an additional shipping charge reflective of actual shipping costs which shall not exceed $30.00 per case.TAxEs/FEES. Contractor promptly shall pay all applicable taxes on its operations and a activities pertaining to this Contract. Failure to do so shall constitute breach of this Contract. Unless otherwise agreed, Purchaser shall pay applicable sales tax imposed by the State of Washington on purchased Ammunition. Contractor's invoices shall separately state (a)taxable and non-taxable charges and (b) sales/use tax due by jurisdiction. In regard to 0 federal excise taxes, Contractor shall include federal excise taxes only if, after thirty (30) c� calendar days written notice to Purchaser, Purchase has not provided Contractor with a o, valid exemption certificate from such federal excise taxes. M 10. CONTRACT MANAGEMENT. .v 10.1. CONTRACT ADMINISTRATION & NOTICES. Except for legal notices, the parties hereby designate a- the following contract administrators as the respective single points of contact for purposes 06 of this Contract. Enterprise Services' contract administrator shall provide Contract U oversight. Contractor's contract administrator shall be Contractor's principal contact for business activities under this Contract. The parties may change contract administrators by Lj written notice as set forth below. w a Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or o sent via email, and shall be sent to the respective addressee at the respective address or m email address set forth below or to such other address or email address as the parties may c specify in writing: Enterprise Services Contractor Attn: Brad Stringfellow Attn: Ryan King f° r Washington Dept. of Enterprise Services San Diego Police Equipment Co. Inc. v PO Box 41411 8205 Ronson Road Suite A Olympia, WA 98504-1411 San Diego, CA 92111 Q- a Tel: (360)407-9411 (Direct) Tel: (858) 974-8500 t� (360)407-2213 (Team Line) Email: c Email: DESContractsTeamFir@des.wa.gov ryan@sandiegopoliceequipment.com m Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon E Q. transmission to the designated email address of said addressee. 10.2. CONTRACTOR CUSTOMER SERVICE REPRESENTATIVE. Contractor shall designate a customer service w representative (and inform Enterprise Services of the same) who shall be responsible for L addressing Purchaser issues pertaining to this Contract. ii 10.3. LEGAL NOTICES. Any legal notices required or desired shall be in writing and delivered by U.S. certified mail, return receipt requested, postage prepaid, or sent via email, and shall be sent m E U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 11 (Rev.2022-11-16) Packet Pg. 439 4.N.e to the respective addressee at the respective address or email address set forth below or to ,o such other address or email address as the parties may specify in writing: r c m Enterprise Services Contractor E a� Attn: Legal Services Manager Attn: Tina Baker Washington Dept. of Enterprise Services San Diego Police Equipment Co. Inc. a PO Box 41411 8205 Ronson Road Suite A Olympia, WA 98504-1411 San Diego, CA 92111 Email: greg.tolbert@des.wa.gov Email: 2 tina@sandiegopoliceequipment.com a W Notices shall be deemed effective upon the earlier of receipt when delivered, or, if mailed, >_ upon return receipt, or, if emailed, upon transmission to the designated email address of f° a� said addressee. Q- 0 0 U 11. CONTRACTOR SALES REPORTING;VENDOR MANAGEMENT FEE;He CONTRACTOR REPORTS. rn 11.1. CONTRACT SALES REPORTING. Contractor shall report total Contract sales quarterly to M Enterprise Services, as set forth below. a� (a) Contract Sales Reporting System. Contractor shall report quarterly U Contract sales in Enterprise Services' Contract Sales Reporting System. a- Enterprise Services will provide Contractor with a login password and a 06 vendor number. The password and vendor number will be provided to the L Sales Reporting Representative(s) listed on Contractor's Bidder Profile. 0 (b) Data. Each sales report must identify every authorized Purchaser by name U as it is known to Enterprise Services and its total combined sales amount a invoiced during the reporting period (i.e., sales of an entire agency or 0 political subdivision, not its individual subsections). The "Miscellaneous" m option may be used only with prior approval by Enterprise Services. Upon c request, Contractor shall provide contact information for all authorized Purchasers specified herein during the term of the Contract. If there are no Contract sales during the reporting period, Contractor must report zero c� sales. r c 0 (c) Due dates for Contract Sales Reporting. Quarterly Contract Sales Reports U must be submitted electronically by the following deadlines for all a Contract sales invoiced during the applicable calendar quarter: U FOR SALES MADE IN CONTRACT SALES REPORT c QUARTER CALENDAR QUARTER ENDING DUE By PAST DUE N 1 January 1—March 31 April 30 May 1 Q- 2 April 1—June 30 July 31 August 1 w E 3 July 1—September 30 October 31 November 1 a� L 4 October 1—December 31 January 31 February 1 ii c m E U 0 r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 12 (Rev.2022-11-16) Packet Pg. 440 4.N.e 11.2. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management ,o fee ("VMF") of 1.25 percent on the purchase price for all Contract sales (the purchase price r is the total invoice price less applicable sales tax). (a) The sum owed by Contractor to Enterprise Services as a result of the VMF is L calculated as follows: a Amount owed to Enterprise Services = Total Contract sales invoiced (not a' c including sales tax)x .0125. y (b) The VMF must be rolled into Contractor's current pricing. The VMF must 2 L not be shown as a separate line item on any invoice unless specifically a requested and approved by Enterprise Services. > (c) Enterprise Services will invoice Contractor quarterly based on Contract sales reported by Contractor. Contractor is not to remit payment until Contractor Q- 0 receives an invoice from Enterprise Services. Contractor's VMF payment to 0 Enterprise Services must reference this Contract number, the year and quarter for which the VMF is being remitted, and Contractor's name as set00 forth in this Contract, if not already included on the face of the check. a� (d) Contractor's failure to report accurate total net Contract sales, to submit a timely Contract sales report, or to remit timely payment of the VMF to a Enterprise Services, may be cause for Enterprise Services to suspend 06 Contractor or terminate this Contract or exercise remedies provided by law. U Without limiting any other available remedies, the parties agree that r Contractor's failure to remit to Enterprise Services timely payment of the 0 VMF shall obligate Contractor to pay to Enterprise Services, to offset the administrative and transaction costs incurred by the State to identify, a process, and collect such sums, the sum of $200.00 or twenty-five percent a, (25%) of the outstanding amount, whichever is greater, or the maximum o allowed by law, if less. c 0 (e) Enterprise Services reserves the right, upon thirty (30) calendar days T advance written notice to increase reduce or eliminate the VMF for subsequent purchases, and reserves the right to renegotiate Contract f° r pricing with Contractor when any subsequent adjustment of the VMF might o justify a change in pricing. U, Q. 11.3. ANNUAL CONTRACT SALES REPORT. Contractor shall provide to Enterprise Services a detailed 0- 0 annual Contract sales report. Such report shall include, at a minimum: the Ammunition sold U) (including, as applicable, item number or other identifier), per unit quantities sold, items and volumes purchased by Purchaser, shipment/delivery locations by Purchaser, and Contract price. This report must be provided in an electronic format that can be read by E Microsoft (MS) Excel. Such report is due within thirty (30) calendar days following the 2- twelve (12) month anniversary of Contract effective date and annually thereafter. w E L L_ d E V Q STATEWIDE CONTRACT No.22422—AMMUNITION 13 (Rev.2022-11-16) Packet Pg. 441 4.N.e L W N r C d E N 12. RECORDS RETENTION&AUDITS. Q 12.1. RECORDS RETENTION. Contractor shall maintain books, records, documents, and other a, evidence pertaining to this Contract and orders placed by Purchasers under it to the extent and in such detail as shall adequately reflect contract performance and administration of purchases, payments, taxes, and fees. Contractor shall retain such records for a period of L six (6) years following expiration or termination of this Contract or final payment for any a. a� order placed by a Purchaser against this Contract, whichever is later; Provided, however, Z that if any litigation, claim, or audit is commenced prior to the expiration of this period, such f° a� period shall extend until all such litigation, claims, or audits have been resolved. o 0 12.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third-party audit, �? applicable records to ensure that Contractor properly has invoiced Purchasers and that 00 Contractor has paid all applicable vendor management fees to Enterprise Services. M Accordingly, Contractor shall permit Enterprise Services, any Purchaser, and any other duly 0 authorized agent of a governmental agency, to audit inspect, examine copy and/or S2 transcribe Contractor's books, documents, papers and records directly pertinent to this L a Contract or Purchase Orders placed by a Purchaser under this Contract for the purpose of 06 making audits, examinations, excerpts, and transcriptions. This right shall survive for a U period of six (6) years following expiration or termination of this Contract or final payment for any order placed by a Purchaser against this Contract, whichever is later; Provided, 0 however, that if any litigation, claim, or audit is commenced prior to the expiration of this w period, such period shall extend until all such litigation, claims, or audits have been resolved. a 0 12.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any Other remedy m available to any Purchaser, Contractor shall (a) reimburse Purchasers for any overpayments c inconsistent with the terms of this Contract or Purchase Orders placed thereunder, at a rate T of 125% of any such overpayments, found as a result of the examination of Contractor's records; and (b) reimburse Enterprise Services for any underpayment of vendor c� management fees, at a rate of 125% of such fees found as a result of the examination of Contractor's records (e.g., if Contractor underpays the Vendor Management Fee by $500, U Contractor would be required to pay to Enterprise Services $500 x 1.25 = $625); Provided, however, that, in the event Contractor timely discovers and corrects any Purchaser a 0 overpayment or Contractor underpayment of vendor management fees and does so prior to cn the initiation of any audit, Contractor shall be entitled to reimburse Purchaser or pay to c Enterprise Services the actual amount of such Purchaser overpayment or such c underpayment of vendor management fees. m E _a 13. INSURANCE. as w 13.1. REQUIRED INSURANCE. Contractor, at its expense, shall maintain in full force and effect the E insurance coverages set forth in Exhibit 8—Insurance Requirements. All costs for insurance, including any payments of deductible amounts, shall be considered incidental to and included in the prices for Ammunition and no additional payment shall be made to Contractor. E t U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 14 (Rev.2022-11-16) Packet Pg. 442 4.N.e 13.2. WORKERS COMPENSATION. Contractor shall comply with applicable workers compensation ,o statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to r provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may be required by law, Enterprise Services may terminate this Contract. This provision does not waive any of the Washington State Department of Labor and Industries (L&I) rights to collect from Contractor. If Contractor performs services on Purchaser's behalf a a� in the State of Washington, and only to the extent of claims against Contractor by Purchaser S .y under the Indemnity obligations in this Contract, Contractor expressly waives any immunity it may be granted under the Washington State Industrial Insurance Act, Title 51 RCW. Contractor's indemnification obligation will not be limited in any way by any limitation on a- the amount or type of damages, compensation, or benefits payable to or for any third party under workers' compensation acts, disability benefit acts, or other employee benefit acts. L The parties expressly acknowledge and certify that the waiver of immunity under Title 51 0 RCW was mutually negotiated and agreed upon. v 14. CLAIMS. 00 14.1. ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and M all risks of personal injury or property damage to itself and its employees and agents in 0 connection with its operations under this Contract. Enterprise Services has made no •L representations regarding any factor affecting Contractor's risks. Contractor shall pay for all 06 damage to any Purchaser's property resulting directly or indirectly from Contractor's acts or omissions under this Contract. f° r c 14.2. THIRD-PARTY CLAIMS; GENERAL INDEMNITY. TO the fullest extent permitted by law, Contractor U shall defend, INDEMNIFY, and hold Enterprise Services and any Purchaser and their employees w and agents harmless from and against all claims, demands, judgments, assessments, a damages, penalties, fines, costs, liabilities, or losses including, without limitation, sums paid in settlement of claims, attorneys' fees, consultant fees, and expert fees (collectively o "Claims") arising out of Contractor's or its successors', agents', or subcontractors' negligence, other tortious fault, or intentional misconduct under this Contract; Provided, T however,that no right to indemnity will exist as to that portion of a Claim resulting from the sole negligence, tortious fault, or intentional misconduct of Enterprise Services or Purchaser. f° r The parties agree that if there are any limitations of Contractor's liability, including a o limitation of liability clause for anyone for whom the Contractor is responsible, such U, limitations of liability shall not apply to injuries to persons (including death), damages to Q- a property, data breach, and/or intellectual property infringement. Contractor shall take all ' steps needed to keep Purchaser's property free of liens arising from Contractor's activities, and promptly obtain or bond the release of any such liens that may be filed. c 14.3. INTELLECTUAL PROPERTY INDEMNITY. TO the fullest extent permitted by law, Contractor shall E defend, indemnify, and hold Enterprise Services and any Purchaser and their employees and 2- agents harmless from against any and all Claims resulting from allegations of infringement w of any patents, copyrights, trade secret, or similar intellectual property rights covering the E Ammunition provided, or the use of the Ammunition under this Contract. If Purchaser's use of Ammunition and provided by Contractor is enjoined based on an intellectual property infringement Claim, Contractor shall, at its own expense, either procure for Purchaser the right to continue using the Ammunition or, after consulting with Purchaser and obtaining E Purchaser's consent, replace or modify the Ammunition with substantially similar and functionally equivalent non-infringing Ammunition. r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 15 (Rev.2022-11-16) Packet Pg. 443 4.N.e 15. DISPUTE RESOLUTION. The parties shall cooperate to resolve any dispute pertaining to this Contract ,o efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such w dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each organization. In such situation, upon notice by either party, each party, within five (5) business days shall reduce its description of the dispute to writing and deliver it to the other party. The receiving party then shall have three (3) business days to review and respond in writing. In the event that the Q a� parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference S .y between the respective senior managers of each organization to attempt to resolve the dispute. In the event the parties cannot agree, either party may resort to court to resolve the dispute. IL 16. TERMINATION;EXPIRATION;SUSPENSION;&REMEDIES. > 16.1. TERMINATION. This Contract may be terminated: (a) upon the mutual written agreement of L the parties; (b) by the non-breaching party where the breach is not cured within thirty (30) o calendar days after written notice of breach is delivered to the breaching party, unless a v different time for cure is otherwise stated in this Contract; and (c) as otherwise expressly a; provided for in this Contract. This Contract shall terminate automatically and without 00 M further action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or bankruptcy. In addition to any other available remedies, the non-breaching 0 party may terminate this Contract as provided in subsection (b) above without further •L liability by written notice to the breaching party. A termination for breach will not affect a 06 rights or obligations accrued or owed before the effective date of the termination notice. U 16.2. TERMINATION FOR NONAPPROPRIATION OR REDUCTION OF FUNDS OR CHANGES IN LAW. Enterprise r Services may suspend or terminate this Contract and Purchasers may suspend or terminate o applicable Purchase Orders, in whole or in part, at the sole discretion of Enterprise Services v or, as applicable, Purchaser, if Enterprise Services or, as applicable, Purchaser reasonably w a determines that: (a) a change in Federal or State legislation or applicable laws materially 00 affects the ability of either party to perform under the terms of this Contract or applicable m Purchase Order; or (b)that a change in available funds affects Purchaser's ability to pay under the applicable Purchase Order. A change of available funds as used in this section includes but is not limited to a change in Federal or State funding, whether as a result of a legislative act or by order of the President or the Governor. If a written notice is delivered L under this provision, Purchaser will reimburse Contractor for Ammunition properly ordered c until the effective date of said notice. Except as stated in this provision, in the event of U termination for nonappropriation or reduction of funds or changes in law, Purchaser will 2' Q. have no obligation or liability to Contractor. 16.3. TERMINATION FOR PUBLIC CONVENIENCE. Enterprise Services, for public convenience, may terminate this Contract; Provided, however, that such termination for public convenience must, in Enterprise Services' judgment, be in the best interest of the State of Washington; and Provided further, that such termination for public convenience shall only be effective E upon sixty (60) calendar days prior written notice; and Provided further, that such termination for public convenience shall not relieve any Purchaser from payment for w Ammunition already ordered as of the effective date of such notice. Except as stated in this E provision, in the event of such termination for public convenience, neither Enterprise L_ Services nor any Purchaser shall have any obligation or liability to Contractor. 'l 16.4. PURCHASER OBLIGATIONS—ExPIRATION. Upon expiration of this Contract, Purchaser shall accept and take delivery of all outstanding and not yet fulfilled Purchase Orders and pay Contractor the price as set out in the Contract. Notwithstanding any provision to the contrary, in no r Q STATEWIDE CONTRACT No.22422—AMMUNITION 16 (Rev.2022-11-16) Packet Pg. 444 4.N.e event shall a Purchaser's Purchase Order pursuant to this Contract that is executed prior to ,o expiration of this Contract allow for Contractor to provide Ammunition more than twelve r (12) months beyond the expiration date of the Contract. 16.5. CONTRACTOR OBLIGATIONS—EXPIRATION OR TERMINATION. Upon expiration or termination Of this Contract, Contractor shall: (a) continue to fulfill its warranty obligations with respect to any 0' a Ammunition sold hereunder and all provisions of the Contract that, by their nature, would continue beyond the expiration, termination, or cancellation of the Contract shall so continue and survive; and (b) promptly return to Purchaser all keys, badges, and other materials supplied by Purchaser for the performance of any Purchase Order entered into a. pursuant to this Contract. 16.6. DEFAULT. Any of the following events shall constitute cause for Enterprise Services to declare a Contractor in default of this Contract: Q. 0 (a) Contractor fails to perform or comply with any of the terms or conditions of 0 U this Contract; rn (b) Contractor fails to timely report contract sales; 00 M (c) Contractor fails to timely pay the vendor management fees when due; or a, c (d) Contractor breaches any representation or warranty provided herein. .2 L- a. 16.7. SUSPENSION & TERMINATION FOR DEFAULT. Enterprise Services may suspend Contractor's 06 operations under this Contract immediately by written cure notice of any default. U to Suspension shall continue until the default is remedied to Enterprise Services' reasonable satisfaction; Provided, however, that, if after thirty (30) calendar days from such a 0 suspension notice, Contractor remains in default, Enterprise Services may terminate Contractor's rights under this Contract. All of Contractor's obligations to Enterprise Services a and Purchasers survive termination of Contractor's rights under this Contract, until such a, obligations have been fulfilled. m 0 16.8. REMEDIES FOR DEFAULT. t�v T (a) Enterprise Services' rights to suspend and terminate Contractor's rights under this Contract are in addition to all other available remedies. c� L r (b) In the event of termination for default, Enterprise Services may exercise any 0 remedy provided by law including, without limitation, the right to procure v for all Purchasers replacement Ammunition. In such event, Contractor shall a be liable to Enterprise Services for damages as authorized by law including, but not limited to, any price difference between the Contract price and the replacement or cover price as well as any administrative and/or transaction costs directly related to such replacement procurement — e.g., the cost of the competitive procurement. E 16.9. LIMITATION ON DAMAGES. Notwithstanding any provision to the contrary, the parties agree that in no event shall any party or Purchaser be liable to the other for exemplary or punitive w damages; Provided, however, that nothing contained in this Section will in any way exclude L or limit: (a) a party's liability for all damages arising out of that party's intentional acts or ;v omissions; (b)the operation of any warranty provided in this Contract; or (c) damages `` subject to the Intellectual Property Indemnity section of this Contract. Any limitation of a either party's obligations under this Contract, by delivery slips or other documentation is E void. U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 17 (Rev.2022-11-16) Packet Pg. 445 4.N.e 16.10. SUSPENSION/TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or �o termination (in full or in part), the parties shall cooperate to ensure an orderly and efficient w suspension or termination. Accordingly, Contractor shall deliver to Purchasers all Ammunition that has been ordered and Purchasers shall inspect, accept, and pay for the same in accordance with this Contract and the applicable Purchase Order. Unless directed by Enterprise Services to the contrary, Contractor shall not process any orders after notice a a� of suspension or termination inconsistent therewith. S .y R 16.11. PURCHASER PURCHASE ORDERS. Purchaser Orders may be terminated: (a) upon the mutual written agreement of the parties; (b) by the non-breaching party where the breach is not IL cured within thirty (30) calendar days after written notice of breach is delivered to the breaching party, unless a different time for cure is otherwise stated in the applicable Purchase Order; and (c) as otherwise expressly provided for in the applicable Purchase Order. Purchase Orders shall terminate automatically and without further action if a party o becomes insolvent or is placed in receivership, reorganization, liquidation, or bankruptcy. In c� addition to any other available remedies, the non-breaching party may terminate the o, Purchase Order as provided in subsection (b) above without further liability by written M notice to the breaching party. A termination for breach will not affect rights or obligations a� accrued or owed before the effective date of the termination notice. .O L 17. PUBLIC INFORMATION He PUBLIC RECORDS DISCLOSURE REQUESTS. IL 06 17.1. WASHINGTON'S PUBLIC RECORDS ACT. Unless statutorily exempt from public disclosure, this U Contract and all related records are subject to public disclosure as required by Washington's Public Records Act, RCW 42.56. U 17.2. CONTRACTOR OBLIGATION. Contractor shall identify and mark the precise portion(s) of the w a relevant page(s) of any records provided to Enterprise Services that Contractor believes are o statutorily exempt from disclosure and identify the precise statutory basis for exemption m from disclosure. In addition, if, in Contractor's judgment, certain portions of such records c are not statutorily exempt from disclosure but are sensitive because particular portions of Contractor's records (NOT including pricing) include highly confidential, proprietary, or trade secret information (or the equivalent) that Contractor protects through the regular use of L confidentiality or similar agreements and routine enforcements through court enforcement actions, Contractor shall identify and mark the precise portion(s) of the relevant page(s) of U any records that include such sensitive information. Q. a 17.3. ENTERPRISE SERVICES' OBLIGATION. In the event that Enterprise Services receives a public records disclosure request pertaining to records that Contractor has submitted and marked either as (a) statutorily exempt from disclosure; or (b) sensitive, Enterprise Services, prior to disclosure, will do the following: Enterprise Services' Public Records Officer will review any m records marked by Contractor as statutorily exempt from disclosure. In those situations, E Q. where the designation comports with the stated statutory exemption from disclosure, Enterprise Services will redact or withhold the record(s) as appropriate. For records marked w 'sensitive' or for records where Enterprise Services determines that no statutory exemption E to disclosure applies or is unable to determine whether the stated statutory exemption to to disclosure properly applies, Enterprise Services will notify Contractor, at the address U_ provided in the Contract, of the public records disclosure request and identify the date that c Enterprise Services intends to release the record(s) (including records marked 'sensitive' or E exempt from disclosure) to the requester unless Contractor, at Contractor's sole expense, U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 18 (Rev.2022-11-16) Packet Pg. 446 4.N.e timely obtains a court order enjoining Enterprise Services from such disclosure. In the event ,o Contractor fails to timely file a motion for a court order enjoining such disclosure, Enterprise r Services will release the requested record(s) on the date specified. Contractor's failure properly to identify exempted or sensitive information or timely respond after notice of request for public disclosure has been given shall be deemed a waiver by Contractor of any claim that such records are exempt or protected from public disclosure. a a� c 18. GENERAL PROVISIONS. cyo t 18.1. TIME IS OF THE ESSENCE. Time is of the essence for each and every provision of this Contract. 3 a 18.2. COMPLIANCE WITH LAW. Contractor shall comply with all applicable law. Contractor shall obtain all necessary permits and approvals and give all stipulations, certifications, and representations that may be required for it to perform this Contract. Q. 0 18.3. ENTIRE AGREEMENT. This Contract constitutes the entire agreement and understanding of the v parties with respect to the subject matter and supersedes all prior negotiations, representations, and understandings between them. There are no representations or 00 understandings of any kind not set forth herein. CM 18.4. AMENDMENT OR MODIFICATION. Except as set forth herein, this Contract may not be amended S U or modified except in writing and signed by a duly authorized representative of each party. a 06 18.5. AUTHORITY. Each party to this Contract, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter r into this Contract and that its execution, delivery, and performance of this Contract has 0 been fully authorized and approved, and that no further approvals or consents are required v to bind such party. a 18.6. No AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall a) be or is intended to be created by or under this Contract. Neither party is an agent of the m 0 other party nor authorized to obligate it. 18.7. INDEPENDENT CONTRACTOR. The parties intend that an independent contractor relationship is N created by this Contract. Contractor and its employees or agents performing under this Contract are not employees or agents of Enterprise Services. Contractor shall not have authorization, express or implied, to bind Enterprise Services to any agreement, liability, or 0 U understanding, except as expressly set forth herein. Contractor and its employees and >, agents are not entitled to unemployment insurance or worker's compensation benefits a through Enterprise Services or the State of Washington and Enterprise Services and the U) State of Washington will not pay for or otherwise provide such coverage for Contractor and its employees and agents. CID c 18.8. ASSIGNMENT. Contractor may not assign its rights under this Contract without Enterprise E Services' prior written consent and Enterprise Services may consider any attempted assignment without such consent to be void; Provided, however, that, if Contractor w (a) provides written notice to Enterprise Services within thirty (30) calendar days of such E event and (b)timely executes Enterprise Services' Assignment, Assumption, and Consent Agreement, Contractor may assign its rights under this Contract in full to any parent, ii subsidiary, or affiliate of Contractor that controls or is controlled by or under common control with Contractor, is merged or consolidated with Contractor, or purchases a majority E or controlling interest in the ownership or assets of Contractor. Unless otherwise agreed, 0 r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 19 (Rev.2022-11-16) Packet Pg. 447 4.N.e Contractor guarantees prompt performance of all obligations under this Contract ,o notwithstanding any prior assignment of its rights. r c 18.9. BINDING EFFECT; SUCCESSORS&ASSIGNS. This Contract shall be binding upon and shall inure to E the benefit of the parties hereto and their respective successors and assigns. a 18.10. ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED AMMUNITION. Contractor irrevocably a assigns to Enterprise Services, on behalf of the State of Washington, any claim for relief or cause of action which Contractor now has or which may accrue to Contractor in the future by reason of any violation of state or federal antitrust laws in connection with any 2 Ammunition provided in Washington for the purpose of carrying out Contractor's a obligations under this Contract, including, at Enterprise Services' option, the right to control > any such litigation on such claim for relief or cause of action. a a� 18.11. FEDERAL FUNDS. To the extent that any Purchaser uses federal funds to purchase Ammunition o pursuant to this Contract, such Purchaser shall specify, with its Purchase Order, any v applicable requirement or certification that must be satisfied by Contractor at the time the a; Purchase Order is placed or upon delivery of such Ammunition to Purchaser. M 18.12. SEVERABIUTY. If any provision of this Contract is held to be invalid or unenforceable, such a, provision shall not affect or invalidate the remainder of this Contract, and to this end the provisions of this Contract are declared to be severable. If such invalidity becomes known a or apparent to the parties, the parties agree to negotiate promptly in good faith in an 06 attempt to amend such provision as nearly as possible to be consistent with the intent of U this Contract. 0 18.13. WAIVER. Failure of either party to insist upon the strict performance of any of the terms and v conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or w a to notify the other party in the event of breach, shall not release the other party of any of its 0 obligations under this Contract, nor shall any purported oral modification or rescission of m this Contract by either party operate as a waiver of any of the terms hereof. No waiver by c either party of any breach, default, or violation of any term, warranty, representation, contract, covenant, right, condition, or provision hereof shall constitute waiver of any subsequent breach, default, or violation of the same or other term, warranty, L representation, contract, covenant, right, condition, or provision. 0 18.14. SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth v in or otherwise made pursuant to this Contract shall survive and remain in effect following a the expiration or termination of this Contract, Provided, however, that nothing herein is 0 intended to extend the survival beyond any applicable statute of limitations periods. c 18.15. GOVERNING LAW. The validity, construction, performance, and enforcement of this Contract 0 shall be governed by and construed in accordance with the laws of the State of Washington, m without regard to any choice of law principles that would provide for the application of the Q- laws of another jurisdiction. w 18.16. JURISDICTION &VENUE. In the event that any action is brought to enforce any provision of this E Contract, the parties agree to exclusive jurisdiction in Thurston County Superior Court for L the State of Washington and agree that in any such action venue shall lie exclusively at ii Olympia, Washington. m 18.17. ATTORNEYS' FEES. In the event of litigation or other action brought to enforce this Contract, t each party shall bear its own attorneys'fees and costs. U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 20 (Rev.2022-11-16) Packet Pg. 448 4.N.e 18.18. FAIR CONSTRUCTION & INTERPRETATION. The provisions of this Contract shall be Construed as a O whole according to their common meaning and not strictly for or against any party and y consistent with the provisions contained herein in order to achieve the objectives and purposes of this Contract. Each party hereto and its counsel has reviewed and revised this a Contract and agrees that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be construed in the interpretation of Q a� this Contract. Each term and provision of this Contract to be performed by either party shall S .N be construed to be both a covenant and a condition. 18.19. FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Contract, the parties shall each do whatever may reasonably be necessary to accomplish the transactions aa) contemplated in this Contract including, without limitation, executing any additional documents reasonably necessary to effectuate the provisions and purposes of this Contract. a 18.20. EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Contract in L00) their entirety. 18.21. CAPTIONS & HEADINGS. The captions and headings in this Contract are for convenience only o and are not intended to, and shall not be construed to, limit, enlarge, or affect the scope or intent of this Contract nor the meaning of any provisions hereof. c .2 18.22. ELECTRONIC SIGNATURES. An electronic signature or electronic record of this Contract or any d other ancillary agreement shall be deemed to have the same legal effect as delivery of an 06 original executed copy of this Contract or such other ancillary agreement for all purposes. L 18.23. COUNTERPARTS. This Contract may be executed in any number of counterparts, each of which o shall be deemed an original and all of which counterparts together shall constitute the same v instrument which may be sufficiently evidenced by one counterpart. Execution of this w a Contract at different times and places by the parties shall not affect the validity thereof so 0 long as all the parties hereto execute a counterpart of this Contract. a0'i 0 c EXECUTED as of the date and year first above written. vn STATE OF WASHINGTON SAN DIEGO POLICE EQUIPMENT CO.INC., L Department of Enterprise Services a California Corporation 0 � ,,, U By: � By: Ry=g(D,,z2o�:s7PST) a CL ELENA MCGREW Ryan King Its: Procurement Manager Its: Sales Manager c 0 c aD E a .3 s w E L M L_ d E V Q STATEWIDE CONTRACT No.22422—AMMUNITION (Rev.2022-11-16) Packet Pg. 449 4.N.e L EXHIBIT A JFO fn r C INCLUDED AMMUNITION AND PRICES d All Ammunition: a� L ■ Shall be factory new, not reloaded or remanufactured a ■ Shall meet the Sporting Arms and Manufacturer's Institute (SAAMI) requirements for technical specifications,transportation, storage L HANDGUN AMMUNITION a a) # Manufacturer Bullet Style Product Name Product Caliber Grain Rounds Price Code per Case per Case (SKU) o 0 1 Federal Full Metal Jacket American Eagle AE9DP 9MM 115 1,000 $ 23S v 2 Federal Hollow Point Hi-Shok 96P 9MM 115 1,000 $ 32E 00 3 Federal Full Metal Jacket American Eagle AE9AP 9MM 124 1,000 $ 23S 4 Federal Hollow Point+P HST P9HST3 9MM 124 1,000 $ 42E 5 Federal Jacketed Hollow Point HST P9HST2 9MM 147 1,000 $ 42E .L 6 Federal Full Metal Jacket American Eagle AE9FP 9MM 147 1000 $ 25E 7 Federal Full Metal Jacket American Eagle AE38K 0.38 S 130 1,000 $ 40S U 8 Federal Jacketed Hollow Point HST P40HST3 0.40 165 1,000 $ 487 r c 9 Federal Full Metal Jacket American Eagle AE40111 0.40 180 1,000 $ 34E v 10 Federal Jacketed Hollow Point HST P40HST1 0.40 180 1,000 $ 487 w 11 Federal Full Metal Jacket American Eagle AE45A 0.45 230 1,000 $ 402 - 12 Federal Jacketed Hollow Point HST P45HST2 0.45 230 1,000 $ 52S 13 Federal Frangible RHT BC9NT3 91VIM 100 1000 $ 487 c 14 Federal Frangible RHT BC40CT1 40 S&W 125 1000 $ 63C 15 Federal Frangible RHT BC45CT1 45ACP 155 1000 $ 64E 16 Federal Jacketed Hollow Point HST P9HST1 9mm 124 1000 $ 42E cLa 17 Remington Full Metal Jacket Range R27778 9MM 115 1,000 $ 26E c 18 Remington Full Metal Jacket Range R27780 9MM 124 1,000 $ 271 L, 19 Remington Hollow Point+P Golden Saber 29358 9MM 124 500 $ 28E a 20 Remington Bonded Jacketed Hollow Golden Saber 29351 9MM 124 500 $ 394 Point+P c 21 Remington Jacketed Hollow Point Golden Saber 29359 9MM 147 500 $ 28E 22 Remington Bonded Jacketed Hollow Golden Saber 29353 9MM 147 500 $ 377 Point Q- 23 Remington Full Metal Jacket UMC 23730 0.38 S 130 500 $ 28: w 24 Remington Full Metal Jacket UMC 23779 0.40 180 500 $ 48_ E 25 Remington Jacketed Hollow Point Golden Saber R29430 0.40 180 500 $ 31C L 26 Remington Full Metal Jacket UMC 23696 0.45 230 500 $ 35C u- 27 Remington Bonded Hollow Point Golden Saber 29416 0.45 230 500 $ 42C 28 Remington Jacketed Hollow Point Golden Saber 29453 0.45 230 500 $ 34� E U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 22 (Rev.2022-11-16) Packet Pg. 450 4.N.e # Manufacturer Bullet Style Product Name Product Caliber Grain Rounds Price Code per Case per Case (SKU) 29 Speer Total Metal Jacket or Lawman 53650 9 MM 115 1,000 $ 22E L Brass Enclosed Base Q 30 Speer Bonded Hollow Point Gold Dot 53614 9 MM 115 1,000 $ 42C 31 Speer Bonded Hollow Point Gold Dot 53618 9 MM 124 1,000 $ 42C 32 Speer Total Metal Jacket Lawman 53651 9 MM 124 1,000 $ 22E 33 Speer Bonded Hollow Point+P Gold Dot 53617 9 MM 124 1,000 $ 42C a 34 Speer Bonded Hollow Point Gold Dot 53619 9 MM 147 1,000 $ 42C ,> 35 Speer Full Metal Jacket Lawman 53620 9 MM 147 1000 $ 24F 36 Speer Bonded Hollow Point Gold Dot 53970 0.40 165 1,000 $ 48Z o 37 Speer Full Metal Jacket Lawman 53652 0.40 180 1,000 $ 312- v 38 Speer Bonded Hollow Point Gold Dot 53962 0.40 180 1,000 $ 48a 39 Speer Total Metal Jacket Lawman 53653 0.45 230 1,000 $ 351 40 Speer Bonded Hollow Point Gold Dot 53966 0.45 230 1,000 $ 5K 41 Speer Bonded Gold Dot G2 54226 9mm 147 1000 $ 48E .L 42 Speer Bonded Gold Dot G2 53999 40S&W 180 1000 $ 54Z 43 Speer TMJ Lawman 53608 380ACP 95 1000 $ 33E 44 Speer Bonded Hollow Point Gold Dot 53606 380ACP 90 1000 $ 40S r c 45 Speer TMJ Lawman 53733 38Spl 125 1000 $ 40: v 46 Speer Bonded Hollow Point Gold Dot 53720 38Spl +P 125 1000 $ 52E w 47 Speer TMJ CleanFire 53880 40S&W 180 1000 $ 32C - 48 Speer Frangible RHT 53365 9mm 100 1000 $ 464 49 Speer Frangible RHT 53375 405&W 125 1000 $ 551 6 c 50 Speer Frangible RHT 53395 45ACP 155 1000 $ 63` u� HANDGUN, LEAD-FREE (GREEN) L Bullet Style Manufacturer Caliber Grain Product Name Product Rounds Price Pe c #(SKU) per Case Case v Total Metal Jacket, Clean Burn Federal 9 MM 124 American Eagle IRT AE9N1 1000 $ 3 '15 a 3 Lead Free Primer, Brass Federal 9 MM 147 American Eagle IRT AE9N2 1000 $ 3 coo 15 Enclosed Base m Total Metal Jacket, Clean Burn Federal 0.45 230 American Eagle IRT AE45N1 1000 $ 4 E 15 Total Metal Jacket, Clean Burn Speer 9 MM 124 Clean Fire 53824 1000 $ 2 .5.5 Lead Free Primer, Brass Speer 9 MM 147 Clean Fire 53826 1000 $ 2 U .5 Enclosed Base E Total Metal Jacket, Clean Burn Speer 0.45 230 Clean Fire 53885 1000 $ 3 10 ii c m E U r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 23 (Rev.2022-11-16) Packet Pg. 451 4.N.e L RIFLE AMMUNITION ,o # Manufacturer Bullet Style Product Name Product Caliber Grain Rounds Price r Code(SKU) per Case per Case 1 Federal Pointed Soft Point Tactical TRU T223A 0.223 55 500 $ 331 L 2 Federal Full Metal Jacket, Boat American Eagle AE223 0.223 55 500 $ 23S a Tail a, c 3 Federal Boat Tail Hollow Tip Tactical TRU T223E 0.223 55 500 $ 424 4 Federal Ballistic Tip Tactical TRU T223T 0.223 55 500 $ 442 L 5 Federal Bonded Soft Point Tactical Bonded LE223T3 0.223 62 200 $ 252 a 6 Federal Jacketed Soft Point Tactical TRU T223L 0.223 64 500 $ 331 7 Federal Boat Tail Hollow Tip Gold Medal GM308M500 0.308 168 500 $ 627 a Match Q. 8 Federal Ballistic Tip Tactical Tip T308T 0.308 168 500 $ 627 v 9 Federal Bonded Tactical Bonded LE223T1 223Rem 55 200 $ 252 rn 10 Federal Bonded Tip Tactical Bonded LE308TT2 308Win 168 200 $ 39S 00 11 Federal Frangible Ballisticlean BC556NX1 5.56mm 50 500 $ 444 12 Federal FMJ American Eagle AE223N 223Rem 62 500 $ 26S c' 13 Federal FMJ American Eagle AE308D 308Win 150 500 $ 47S a 14 Remington Full Metal Jacket UMC 23685 0.223 55 500 $ 257 otS 15 Remington Bonded Soft Point Premier 28918 0.223 62 200 $ 18S 16 Speer Bonded Soft Point Gold Dot 24446 0.223 55 500 $ 317 17 Speer Bonded Soft Point Gold Dot 24445SP 0.223 62 500 $ 317 ci 18 Speer Bonded Soft Point Gold Dot 24475 0.223 75 500 $ 322 w a 19 Speer Bonded Soft Point Gold Dot 24458 308Win 168 500 $ 54S c 20 Speer Copper Plated Mini-Mag 30 22LR 40 5000 $ 37E o c LEAD-FREE RIFLE AMMUNITION (GREEN) Manufacturer Bullet Style(or Caliber Grain Product Name Product Code(SKU) Rounds Price Pei equal) per Case Case L r Federal Non-Toxic Frangible 0.223 42 Ballisticlean BC223NT5 500 $444.23 0 Remington Frangible 0.223 55 Disintegrator 23896 500 $367.22 U, Q. a 3 Cn C SHOTGUN AMMUNITION # Manufacturer Bullet Style Product Product Caliber Pellet Rounds Price Name Code Count per per Case Q. (SKU) Case 1 Federal 00 Buck Shot, Low Tactical LE13200 12 Gauge, 2-3/4" 9 250 $ 204 w .8C Recoil c`a a� 2 Federal Hollow Point, Rifled Tactical LE127RS 12 Gauge, 2-3/4" n/a 250 $ 208.2C Slug 3 Federal #7.5 Bird Shot Top Gun TGL12-7.5 12 Gauge, 2-3/4" n/a 250 $ 87.95 4 Federal Slug, Duty, Practice Power Shok F127RS 12 Gauge, 1" n/a 250 $ 205.6C r r Q STATEWIDE CONTRACT NO.22422—AMMUNITION 24 (Rev.2022-11-16) Packet Pg. 452 4.N.e # Manufacturer Bullet Style Product Product Caliber Pellet Rounds Price ,o Name Code Count per per Case r (SKU) Case E 5 Federal 00 Buck Shot Tactical LE13300 12 Gauge, 2-1/2" 8 250 $ 204.8C L 6 Federal 00 Buck Shot Tactical LE12700 12 Gauge 9 250 $ 204.8C a 7 Federal Rifled Slug TruBall LEB127LRS 12 Gauge, 2-3/4" n/a 250 $ 212.5C 8 Federal #8 Shot Top Gun TGL12-8 12 Gauge, 2-3/4" n/a 250 $ 87.95 9 Remington 00 Buck Shot, Low LE Reduced 20643 12 Gauge, 2-3/4" 9 250 $ 224.0E Recoil Recoil a 10 Remington Hollow Point, Rifled Slugger 20285 12 Gauge, 2-3/4" n/a 250 $ 252.9C Slug a 11 Remington #7.5 Bird Shot Gun Club 20244 12 Gauge, 2-3/4" n/a 250 $ 92.14 Q. 12 Remington Slug, Duty, Practice Slugger 20279 12 Gauge, 1" n/a 250 $ 238.5C 00 13 Remington 00 Buck Shot LE Reduced 20645 12 Gauge, 2-1/2" 8 250 $ 238.1C Recoil 00 14 Remington 00 Buck Shot Express LE 20812 12 Gauge 9 250 $ 242.2C 15 Remington #8 Shot Gun Club 20230 12 Gauge, 2-3/4" n/a 250 $ 92.14 c' .2 L- a. 06 SHOTGUN AMMUNITION, LEAD-FREE (GREEN) U # Manufacturer Bullet Style (or equal) Product Product Caliber Pellet Shells per Price Per L Name #(SKU) Count Case Case o U 1 Federal Frangible 00 Buck Ballisticlean BC13200 12 9 250 $ 338.1 w Gauge a 2 Federal Frangible Slug Ballisticlean BC127RS 12 n/a 250 $ 449.8 tom Gauge 'a 3 Remington Frangible Slug Disintegrator 20635 12 - 250 $ 454.8 Gauge T 4 Remington Frangible 00 Buck Disintegrator 20641 12 9 250 $ 425.1 Gauge c 0 U 21 Q. a 0 c 0 c m E Q. as w E L to L_ d E V Q STATEWIDE CONTRACT NO.22422—AMMUNITION 25 (Rev.2022-11-16) Packet Pg. 453 4.N.e L EXHIBIT B 12 N r C INSURANCE REQUIREMENTS a� 1. INSURANCE OBLIGATION. During the Term Of this Contract, Contractor shall possess and maintain a� in full force and effect, at Contractor's sole expense,the following insurance coverages: a a� c a. COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial general liability insurance y (and, if necessary, commercial umbrella liability insurance) covering bodily injury, property damage, products/completed operations, personal injury, and advertising injury liability on an 'occurrence form' that shall be no less comprehensive and no more restrictive than the coverage provided by Insurance Services Office (ISO) under the most recent version of form CG 00 01 L in the amount of not less than $1,000,000 per occurrence and $2,000,000 0 general aggregate. This coverage shall include blanket contractual liability v coverage. This coverage shall include a cross-liability clause or separation of a; insured condition. 00 M b. WORKERS' COMPENSATION INSURANCE. Contractor shall comply with applicable a, Workers' Compensation or Industrial Accident insurance providing benefits as required by law. a 06 c. EMPLOYERS' LIABILITY (STOP GAP) INSURANCE. Employers' liability insurance (and, if necessary, commercial umbrella liability insurance) with limits not less than $1,000,000 each accident for bodily injury by accident, $1,000,000 each 0 employee for bodily injury by disease, and $1,000,000 bodily injury by disease v policy limit. The insurance coverage limits set forth herein are the minimum. w a Contractor's insurance coverage shall be no less than the minimum amounts 0 specified. Coverage in the amounts of these minimum limits, however, shall not m be construed to relieve Contractor from liability in excess of such limits. c Contractor waives all rights against the State of Washington for the recovery of damages to the extent such damages are covered by any insurance required herein. c� L r d. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE (applicable if Contractor Uses a 0 Vehicle to access Purchasers' premises). 'Symbol 1' commercial automobile v liability coverage (and, if necessary, commercial umbrella liability insurance) a including coverage for all owned, hired, and non-owned vehicles. The combined single limit per accident shall not be less than $1,000,000. c 2. INSURANCE CARRIER RATING. Coverages provided by Contractor must be underwritten by an insurance company deemed acceptable to the State of Washington's Office of Risk E Management. Insurance coverage shall be provided by companies authorized to do business 3 within the State of Washington and rated A- Class VII or better in the most recently published w edition of Best's Insurance Rating. Enterprise Services reserves the right to reject all or any E insurance carrier(s)with an unacceptable financial rating. L ii 3. ADDITIONAL INSURED. Any required Commercial General Liability or Commercial Automobile Liability shall include the State of Washington and all authorized Purchasers (and their agents, E U r r Q STATEWIDE CONTRACT No.22422—AMMUNITION 26 (Rev.2022-11-16) Packet Pg. 454 4.N.e officers, and employees) as Additional Insureds evidenced by copy of the Additional Insured ,o Endorsement attached to the Certificate of Insurance on such insurance policies. r c m 4. CERTIFICATE OF INSURANCE. Prior to execution of the Contract, Contractor shall furnish to Enterprise Services, as evidence of the insurance coverage required by this Contract, a certificate of insurance satisfactory to Enterprise Services that insurance, in the above-stated a kinds and minimum amounts, has been secured. In addition, no less than ten (10) calendar days prior to coverage expiration, Contractor shall furnish to Enterprise Services an updated or renewed certificate of insurance, satisfactory to Enterprise Services, that insurance, in the 2 above-stated kinds and minimum amounts, has been secured. Failure to maintain or provide a proof of insurance, as required, will result in contract cancellation. All policies and certificates of insurance shall include the Contract number stated on the cover of this Contract. All a certificates of Insurance and any related insurance documents shall be sent via email to Q. Enterprise Services, and shall be sent to the email address set forth below: v Email: DESContractsTeamFir@des.wa.gov a; Note: For Email notice,the Email Subject line must state: 00 M Contract Insurance Certificate—Contract No.22422—Ammunition CM c 5. PRIMARY COVERAGE. Contractor's insurance shall apply as primary and shall not seek contribution •2 from any insurance or self-insurance maintained by, or provided to, the additional insureds a 06 listed above including, at a minimum, the State of Washington and/or any Purchaser. All insurance or self-insurance of the State of Washington and/or Purchasers shall be excess of any M r insurance provided by Contractor or subcontractors. o U 6. SUBCONTRACTORS. Contractor shall include all subcontractors as insureds under all required W (L insurance policies. Alternatively, prior to utilizing any subcontractor, Contractor shall cause any o such subcontractor to provide insurance that complies with all applicable requirements of the m insurance set forth herein and shall furnish separate Certificates of Insurance and endorsements for each subcontractor. Each subcontractor must comply fully with all insurance requirements stated herein. Failure of any subcontractor to comply with insurance requirements does not limit Contractor's liability or responsibility. L r 7. WAIVER OF SUBROGATION. Contractor waives all rights of subrogation against the State of U Washington and any Purchaser for the recovery of damages to the extent such damages are or would be covered by the insurance specified herein. 3 U) 8. NOTICE OF CHANGE OR CANCELLATION. There shall be no cancellation, material change, exhaustion of aggregate limits, or intent not to renew insurance coverage, either in whole or in part, c without at least sixty (60) calendar days prior written Legal Notice by Contractor to Enterprise Services. Failure to provide such notice, as required, shall constitute default by Contractor. Any E such written notice shall include the Contract number stated on the cover of this Contract. w 9. EXTENDED REPORTING PERIOD. If any required insurance coverage is on a claims-made basis (rather E M than occurrence), Contractor shall maintain such coverage for a period of no less than three (3) L LL years following expiration or termination of the Contract. c * * * END OF INSURANCE REQUIREMENTS * * * d E t V R a+ a+ Q STATEWIDE CONTRACT No.22422—AMMUNITION 27 (Rev.2022-11-16) Packet Pg. 455 4.N.e 22422 S D P E Contract Final Audit Report 2023-12-21 12 N r C Created: 2023-12-19 m E By: Brad Strinfellow(Brad.Stringfellow@des.wa.gov) Status: Signed Q c Transaction ID: CBJCHBCAABAAzOG63bvCuLTWj6FErsB96tV9ymOSUUPe y R t L a a� "22422 SDPE Contract" History Document created by Brad Strinfellow (Brad.Stringfellow@des.wa.gov) v 2023-12-19-0:47:33 AM GMT rn 00 Document emailed to ryan@sandiegopoliceequipment.com for signature 2023-12-19-0:48:25 AM GMT .v L Email viewed by ryan@sandiegopoliceequipment.com a 06 2023-12-21 -5:54:30 PM GMT j L r z� Signer ryan@sandiegopoliceequipment.com entered name at signing as Ryan King o U 2023-12-21 -5:57:48 PM GMT ' W d Document e-signed by Ryan King (ryan@sandiegopoliceequipment.com) Signature Date:2023-12-21 -5:57:50 PM GMT-Time Source:server c cv Document emailed to Elena McGrew (elena.mcgrew@des.wa.gov)for signature N 2023-12-21 -5:57:52 PM GMT L r Email viewed by Elena McGrew (elena.mcgrew@des.wa.gov) U 2023-12-21 -8:28:12 PM GMT 2' 3 C% Document e-signed by Elena McGrew (elena.mcgrew@des.wa.gov) Signature Date:2023-12-21 -8:29:01 PM GMT-Time Source:server c N 0 Agreement completed. E 2023-12-21 -8:29:01 PM GMT W E L L_ d E V Q Adobe Acrobat Sign Packet Pg. 456 4.N.e Handgun Ammunition # Manufacturer Bullet Style Product Name Product Code Caliber Grain Rounds Price (SKU) per Case per Case ti 1 Federal Full Metal Jacket American Eagle AE9DP 9MM 115 1,000 $ 239.90 °cv�° 2 Federal Hollow Point Hi-Shok 9BP 9 MM 115 1,000 $ 325.10 c 3 Federal Full Metal Jacket American Eagle AE9AP 91VIM 124 1,000 $ 239.90 a 4 Federal Hollow Point+P HST P9HST3 91VIM 124 1,000 $ 425.08 06 5 Federal Jacketed Hollow Point HST P9HST2 9MM 147 1,000 $ 425.08 c 6 Federal Full Metal Jacket American Eagle AE9FP 9MM 147 1000 $ 258.30 �j 7 Federal Full Metal Jacket American Eagle AE38K 38 SPL 130 1,000 $ 409.52 w 8 Federal Jacketed Hollow Point HST P40HST3 40 S&W 165 1,000 $ 487.20 a 0 9 Federal Full Metal Jacket American Eagle AE40R1 40 S&W 180 1,000 $ 346.72 10 Federal Jacketed Hollow Point HST P40HST1 40 S&W 180 1,000 $ 487.20 6 11 Federal Full Metal Jacket American Eagle AE45A 45 ACP 230 1,000 $ 402.50 12 Federal Jacketed Hollow Point HST P45HST2 45 ACP 230 1,000 $ 529.70 y 13 Federal Frangible RHT BC9NT3 9MM 100 1000 $ 487.90 U 14 Federal Frangible RHT BC40CT1 40 S&W 125 1000 $ 630.96 15 Federal Frangible RHT BC45CT1 45 ACP 155 1000 $ 645.10 0 U 16 Federal Jacketed Hollow Point HST P9HST1 9mm 124 1000 $ 425.08 >+ 17 Remington Full Metal Jacket Range R27778 91VIM 115 1,000 $ 266.10 18 Remington Full Metal Jacket Range R27780 91VIM 124 1,000 $ 271.75 c i 19 Remington Hollow Point+P Golden Saber 29358 91VIM 124 500 $ 286.50 Bonded Jacketed Hollow Point 20 Remington +P Golden Saber 29351 9MM 124 500 $ 394.52 E 21 Remington Jacketed Hollow Point Golden Saber 29359 91VIM 147 500 $ 286.50 22 Remington Bonded Jacketed Hollow Point Golden Saber 29353 9MM 147 500 $ 377.65 w E 23 Remington Full Metal Jacket UMC 23730 38 SPL 130 500 $ 283.90 24 Remington Full Metal Jacket UMC 23779 40 S&W 180 500 $ 483.14 LL 25 Remington Jacketed Hollow Point Golden Saber R29430 40 S&W 180 500 $ 310.50 } 26 Remington Full Metal Jacket UMC 23696 45 ACP 230 500 $ 350.10 27 Remington Bonded Hollow Point Golden Saber 29416 45 ACP 230 500 $ 420.05 28 Remington Jacketed Hollow Point Golden Saber 1 29453 1 45 ACP 1 230 1 500 1 $ 342.30 f° Q Packet Pg. 457 4.N.e Total Metal Jacket or Brass 29 Speer Lawman 53650 9 MM 115 1,000 $ 228.40 Enclosed Base 30 Speer Bonded Hollow Point Gold Dot 53614 9 MM 115 1,000 $ 420.95 ti 31 Speer Bonded Hollow Point Gold Dot 53618 9 MM 124 1,000 $ 420.95 °cv�° 32 ISpeer Total Metal Jacket Lawman 53651 9 MM 124 1,000 $ 228.40 33 Speer Bonded Hollow Point+P Gold Dot 53617 9 MM 124 1,000 $ 420.95 34 Speer Bonded Hollow Point Gold Dot 53619 9 MM 147 1,000 $ 420.95 a 35 Speer Full Metal Jacket Lawman 53620 9 MM 147 1000 $ 249.20 06 36 Speer Bonded Hollow Point Gold Dot 53970 40 S&W 165 1,000 $ 484.42 U L 37 Speer Full Metal Jacket Lawman 53652 40 S&W 180 1,000 $ 313.40 38 Speer Bonded Hollow Point Gold Dot 53962 40 S&W 180 1,000 $ 484.42 �j 39 Speer Total Metal Jacket Lawman 53653 45 ACP 230 1,000 $ 351.90 w 40 Speer Bonded Hollow Point Gold Dot 53966 45 ACP 230 1,000 $ 537.75 a 0 41 Speer Bonded Gold Dot G2 54226 9 MM 147 1000 $ 485.15 42 Speer Bonded Gold Dot G2 53999 40S&W 180 1000 $ 544.80 43 Speer TMJ Lawman 53608 380ACP 95 1000 $ 338.96 44 Speer Bonded Hollow Point Gold Dot 53606 380ACP 90 1000 $ 409.34 y 45 Speer TMJ Lawman 53733 38 SPL 125 1000 $ 402.38 U 46 Speer Bonded Hollow Point Gold Dot 53720 38 SPL+P 125 1000 $ 525.96 47 Speer TMJ CleanFire 53880 40S&W 180 1000 $ 320.54 0 U 48 Speer Frangible RHT 53365 9mm 100 1000 $ 464.72 >+ 49 Speer Frangible RHT 53375 40S&W 125 1000 $ 551.79 50 Speer Frangible RHT 53395 45ACP 155 1000 $ 635.90 cn c c a� E a a w E a� E r c a� E v c� Q Packet Pg. 458 4.N.e HANDGUN, LEAD-FREE(GREEN) 77Price Bullet Style Manufacturer Caliber Grain Product NamePer CaseTotal Metal Jacket, Clean Burn Federal 9MM 124 American Eagle IRT323.95 M a� Lead Free Primer, Brass Enclosed Base Federal 9 MM 147 American Eagle IRT AE91\12 1000 $ 323.95 Total Metal Jacket, Clean Burn Federal 45 ACP 230 American Eagle IRT AE451\11 1000 $ 478.55 a Total Metal Jacket, Clean Burn Speer 9 MM 124 Clean Fire 53824 1000 $ 253.15 06 ca Lead Free Primer, Brass Enclosed Base Speer 9 MM 147 Clean Fire 53826 1 1000 1 $ 253.15 Total Metal Jacket, Clean Burn Speer 45 ACP 230 IClean Fire 53885 1000 $ 382.50 �j W IL 0 0 aD 0 c N V L 0 U CL U) c �a c d E a a W L L Q� v c� Q Packet Pg. 459 4.N.e Rifle Ammunition Product Code Rounds Price # Manufacturer Bullet Style Product Name Caliber Grain ti (SKU) per Case per Case CO 1 Federal Pointed Soft Point Tactical TRU T223A 223Rem 55 500 $ 331.40 c 2 Federal Full Metal Jacket, Boat Tail American Eagle AE223 223Rem 55 500 $ 239.90 9 3 Federal Boat Tail Hollow Tip Tactical TRU T223E 223Rem 55 500 $ 424.10 a 06 4 Federal Ballistic Tip Tactical TRU T223T 223Rem 55 500 $ 442.65 5 Federal Bonded Soft Point Tactical Bonded LE223T3 223Rem 62 200 $ 252.05 6 Federal Jacketed Soft Point Tactical TRU T223L 223Rem 64 500 $ 331.40 v 7 Federal Boat Tail Hollow Tip Gold Medal Match GM308M500 308Win 168 500 $ 627.68 8 Federal Ballistic Tip Tactical Tip T308T 308Win 168 500 $ 627.68 a 9 Federal Bonded Tactical Bonded LE223T1 223Rem 55 200 $ 252.05 m 10 Federal Bonded Tip Tactical Bonded LE308TT2 308Win 168 200 $ 399.85 p 11 Federal Frangible Ballisticlean BC556NX1 5.56mm 50 500 $ 444.23 12 Federal FMJ American Eagle AE223N 223Rem 62 500 $ 269.40 N 13 Federal FMJ American Eagle AE308D 308Win 150 500 $ 479.30 14 Remington Full Metal Jacket UMC 23685 223Rem 55 500 $ 257.10 c 15 Remington Bonded Soft Point Premier 28918 223Rem 62 200 $ 189.40 U 16 Speer Bonded Soft Point Gold Dot 24446 223Rem 55 500 $ 317.20 2' a 17 Speer Bonded Soft Point Gold Dot 24445SP 223Rem 62 500 $ 317.20 18 Speer Bonded Soft Point Gold Dot 24475 223Rem 75 500 $ 322.80 N FSpee19 r Bonded Soft Point Gold Dot 24458 308Win 168 500 $ 549.70 20 Speer Copper Plated Mini-Mag 30 22LR 40 5000 $ 378.22 E a a w E a� ii c a� E v c� Q Packet Pg. 460 4.N.e LEAD-FREE RIFLE AMMUNITION (GREEN) Product Code Rounds Price Per Manufacturer Bullet Style (or equal) Caliber Grain Product Name ti (SKU) per Case Case M Federal Non-Toxic Frangible 223Rem 42 Ballisticlean BC223NT5 500 $444.23 Remington Frangible 223Rem 55 Disintegrator 23896 500 $367.22 •L a 06 �a L Y 0 U w a 0 0 aD 0 c W N V L 0 U CL U) c �a c d E a a W E L L Q� E v c� Q Packet Pg. 461 4.N.e Shotgun Ammunition Product Code Pellet Rounds Price # Manufacturer Bullet Style Product Name Caliber ti (SKU) Count per Case per Case 00 M 1 Federal 00 Buck Shot, Low Recoil Tactical LE13200 12 Gauge,2-3/4" 9 250 $ 204.80 c 2 Federal Hollow Point,Rifled Slug, 1oz Tactical LE127RS 12 Gauge,2-3/4" n/a 250 $ 208.20 V L a 3 Federal #7.5 Bird Shot Top Gun TGL12-7.5 12 Gauge,2-3/4" n/a 250 $ 87.95 06 4 Federal Slug, Duty, Practice,1oz Power Shok F127RS 12 Gauge,2-3/4" n/a 250 $ 205.60 �a 5 Federal 00 Buck Shot Tactical LE13300 12 Gauge,2-3/4" 8 250 $ 204.80 6 Federal 00 Buck Shot Tactical LE12700 12 Gauge,2-3/4" 9 250 $ 204.80 V 7 Federal Rifled Slug, 1oz TruBall LEB127LRS 12 Gauge,2-3/4" n/a 250 $ 212.50 8 Federal #8 Shot Top Gun TGL12-8 12 Gauge,2-3/4" n/a 250 $ 87.95 a 9 Remington 00 Buck Shot, Low Recoil LE Reduced Recoil 20643 12 Gauge,2-3/4" 9 250 $ 224.05 0 0) aD 10 Remington Hollow Point,Rifled Slug, 1oz Slugger 20285 12 Gauge,2-3/4" n/a 250 $ 252.90 c 11 Remington #7.5 Bird Shot Gun Club 20244 12 Gauge,2-3/4" n/a 250 $ 92.14 f6 C9 12 Remington Slug, Duty, Practice,1oz Slugger 20279 12 Gauge,2-3/4" n/a 250 $ 238.50 N 13 Remington 00 Buck Shot LE Reduced Recoil 20645 12 Gauge,2-3/4" 8 250 $ 238.10 L 14 Remington 00 Buck Shot Express LE 20812 12 Gauge,2-3/4" 9 250 $ 242.20 15 IRemington 1#8 Shot IGun Club 20230 1 12 Gauge,2-3/4" n/a 250 $ 92.14 0 U) c �a c d E a a W E L L E E V Q Packet Pg. 462 4.N.e Product Product Code Pellet Shells p7PriceItem No. Manufacturer Bullet Style(or equal) CaliberName (SKU) Count Case 00 M 1 Federal Frangible 00 Buck Ballisticlean BC13200 12 Ga 2-3/4" 9 250 $ 338.12 c 2 Federal Frangible Slug Ballisticlean BC127RS 12 Ga 2-3/4" n/a 250 $ 449.80 .2 •L a 3 Remington Frangible Slug Disintegrator 20635 12 Ga 2-3/4" 250 $ 454.85 06 4 Remington Frangible 00 Buck Disintegrator 20641 12 Ga 2-3/4" 9 250 $ 425.12 �a L Y 0 U W IL 0 a) aD 0 c W N V L 0 U W c �a c d E a a W E L L E E V Q Packet Pg. 463 4.N.e ADDITIONAL CHARGES Bidder Legal Company Name: San Diego Police Equipment Co. Inc. Doing Business As Name (dba), if applicable: co Authorized Representative Name/Phone/Email: Ryan King/858-974-8500/ ryan@sandiegopoliceequipment.com ADDITIONAL CHARGES c Lift Gate Services. Please describe, in the space provided below, your company's process for requesting Lift Gate Services, •2 Price a 06 If a lift gate delivery is required, please include this information on the purchase order.The fee is$50 for orders under 100 cases, and no charge for 100+cases. Please ensure the address on the purchase order is correct and lift gate noted if required. Once a shipment is en route, any changes will incur a fee from the 0 U carrier that will be billed to the Purchaser, including higher lift gate fees. $50.00 w a 0 Delivery Charges. Additional delivery charges are allowed for orders that do not meet the minimum five (5) cases or more, a� Price o c N U P Orders under five cases will be billed for actual freight, up to $30.00 per case. $120.00 0 U 21 Q 3 N c R c a� E a a w E i R i.L r C E t v c� Q Packet Pg. 464 4.0 PUBLIC WORKS DEPARTMENT Chad Bieren, P.E. 220 Fourth Avenue South KENT Kent, WA 98032 WASHINGTON 253-856-5600 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Ordinance Dedicating Right of Way for Kent East Hill Operations Center - Adopt MOTION: I move to adopt Ordinance No. 4485 authorizing the dedication of a portion of City-owned property, for right-of-way purposes for the development of the Kent East Hill Operations Center. SUMMARY: The City's Kent East Hill Operations Center Project ("Project") is currently being designed and construction will begin in 2024, with an anticipated completion in late 2025. As a condition of the project, the City must dedicate a 5-foot strip of land adjacent to 124th Avenue SE. The area of property to be dedicated is 4,796 square feet, located on King County Tax Parcel No. 212205-9132. The dedication of the property is for right-of-way purposes. The dedication will formally establish and define the boundaries of the City right-of- way for use by utility, cable, and telecommunication providers. BUDGET IMPACT: None. 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. Ordinance-ROW Dedication-KEHOC (PDF) 2. Ordinance 4485 - ROW Dedication-KEHOC Exhibit (PDF) Packet Pg. 465 4.O.a r a 0 Q a� c m U c 0 CU L ORDINANCE NO. 4485 a 0 r N AN ORDINANCE of the City Council of the w City of Kent, Washington, providing for the dedication of a portion of City-owned property Y located along the east side of 1241" Avenue and to ,0 the south of Southeast 248t" Street for right-of-way M purposes. 0 r a� RECITALS as c Ca A. The City's Kent East Hill Operations Center Project ("Project") 0 has been designed and construction will begin in 2024, with an anticipated aD completion in late 2025. c B. To complete the Project, the City must dedicate and define a 0 portion of the Property located on King County Tax Parcel No. 212205-9132, legally described in the attached and incorporated Exhibit A, and depicted in co the attached and incorporated Exhibit B, for right-of-way purposes. 0 C. The dedication will formally establish and define the boundaries w Y of the right-of-way for those utilizing City rights of way, including utility, o cable, and telecommunication providers. aD 0 NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF KENT, 0 WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS: c c L 0 1 Ordinance - Re; Property Dedication - KEHOC r a Packet Pg. 466 4.O.a r a ORDINANCE -°a Q SECTION 1. - Dedication of Ripht-of-way. The property legally U described in the attached and incorporated Exhibit A and depicted in the 0 attached and incorporated Exhibit B, is hereby dedicated to right-of-way a� purposes, including without limitation, roadway, sidewalk and pedestrian o improvements and utility undergrounding and installation. r w SECTION 2. - Mayor Authorized to Finalize and Sign. The Mayor is Y authorized to sign all documents necessary to finalize and define the `o 0 dedications authorized by this ordinance. 0 r SECTION 3. - City Clerk to Record Ordinance. The City Clerk is directed to record a certified copy of this ordinance with the King County Recorder's Office. a a� 0 SECTION 4. - Effective Date. This ordinance shall take effect and be a� in force thirty days from and after its passage, as provided by law. L O M co M February 20, 2024 U DANA RALPH, MAYOR Date Approved o x w Y c 0 ATTEST: a� 0 February 20, 2024 0 KIMBERLEY A. KOMOTO, CITY CLERK Date Adopted U c February 23, 2024 Date Published o 2 Ordinance - Re: Property Dedication - KEHOC Q Packet Pg. 467 4.O.a r a 0 APPROVED AS TO FORM: Q as c as U N TAMMY WHITE, CITY ATTORNEY o L Q O 2 r w Y L 0 2� 7 0 r V V L O M 00 M U O x w Y c 0 Cu u �a m O a� u c c� c �a L O 3 Ordinance - Re; Property Dedication - KEHOC 0 Q Packet Pg. 468 4.O.b EXHIBIT_A 0 cc TAX LOT 2122059132 RIGHT OF WAY DEDICATION o0. THE WEST 35 FEET OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER r OF THE SOUTHEAST QUARTER AND THE WEST 35 FEET OF THE NORTH HALF OF w THE SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SAID SOUTHEAST QUARTER OF SECTION 21, TOWNSHIP 22 NORTH, RANGE 5 EAST, WILLAMETTE Y MERIDIAN, CITY OF KENT, IN KING COUNTY, WASHINGTON. o 0 EXCEPT THE WEST 30 FEET THEREOF, 0 AND EXCEPT THAT PORTION LYING WITHIN SOUTHEAST 248T" STREET, AS CONVEYED TO KING COUNTY UNDER RECORDING NUMBER 4755711, RECORDS OF w KING COUNTY, WASHINGTON. CONTAINING 4,796 SQUARE FEET, MORE OR LESS. a� 0 a� c cu c & co r ' y2144lB9� ' ;, �ctitiQQrssHH.44 W O w 12/28/2023 Y c 0 Cu aD 0 O Co v aD c �a c a L O r- E V Q Packet Pg. 469 4.O.b rn c 0 ca SOUTHEAST 248TH STREET �- o - - - - O 30 N R W I � Y w 5' 0 I 0 4,796 SQ. FT. c� H R a IW c 2 � I� 0 IO C m o�o I� CITY OF KENT QC I;I EAST HILL OPERATIONS CENTER PARCEL # 2122059132 a M _ co I04 r I t x w U O 2 5 Y ' I � 0�a N IMPORTANT: 0 I I THIS IS NOT A SURVEY. IT IS3.1 FURNISHED AS A CONVENIENCE 0 TO LOCATE THE LAND INDICATED HEREON WITH REFERENCE TO STREETS AND 00 PARC EL# OTHER LAND.NO LIABILITY IS � 30' ASSUMED BY REASON OF m 2122059149 RELIANCE HEREON. Project#22-3035 E RIGHT OF WAY o DEDICATION c LOCATED IN THE SE 1/4 OF SEC 21, KENT DRAWN BY: JF TOWNSHIP 22 N, RANGE 5 E,W.M. WASHINGTON L:�B SCALE: 1 =150 BIT " ' CITY OF KENT u LAND SURVEY SECTION DATE: 12/28/2023 +r Q Packet Pg. 470 4.P PUBLIC WORKS DEPARTMENT Chad Bieren, P.E. 220 Fourth Avenue South KENT Kent, WA 98032 W A S H i N G T O N 253-856-5600 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Agreement with Keller Associates, Inc. - West Hill Booster Pump Station — Authorize MOTION: I move to authorize the Mayor to sign the Consultant Services Agreement with Keller Associates, LLC, for the design of the West Hill Booster Pump Station, subject to final terms and conditions acceptable to the Public Works Director and City Attorney. SUMMARY: The City of Kent is beginning the design of a water booster pump station (BPS) which will be primarily used to fill the new West Hill Reservoir. The proposed BPS will largely replace the three aging pump stations currently filling the reservoir, providing more redundancy for water supply on the West Hill. This new pump station will pump up the West Hill through a new 16-inch transmission main which is currently in design. BUDGET IMPACT: This project has been budgeted in the Water Utility Capital Budget. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. ATTACHMENTS: 1. Keller Associates Inc. - West Hill Booster Pump Station Agreement (PDF) Packet Pg. 471 4.P.a KENT CONSULTANT SERVICES AGREEMENT between the City of Kent and Keller Associates, Inc. DBA Keller Associates of Idaho, Inc. N N THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter v the "City"), and Keller Associates, Inc. DBA Keller Associates of Idaho, Inc. organized under the laws of the o State of Idaho, located and doing business at 735 Fifth Street, Suite A, Clarkston, WA 99403, Phone: (509) N 295-6095, Contact: Stillman Norton (hereinafter the "Consultant"). a as I. DESCRIPTION OF WORK. Y r The Consultant shall perform the following services for the City in accordance with the following 3 described plans and/or specifications: c m E m m Consultant shall provide planning, design and bid phase services for the West Hill Booster Q Pump Station. For a description, see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. 00 M a+ C d E The Consultant further represents that the services furnished under this Agreement will be performed i in accordance with generally accepted professional practices within the Puget Sound region in effect at the a time those services are performed. c 0 II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. The Consultant shall complete the �. work described in Section I by June 2, 2025. E a. III. COMPENSATION. +; 0 A. The City shall pay the Consultant, based on time and materials, an amount not to exceed 0 Three Hundred Seventy Four Thousand, Nine Hundred Dollars ($374,900), for the services = described in this Agreement. This is the maximum amount to be paid under this Agreement = for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a period of one (1) year 9 from the effective date of this Agreement. The Consultant's billing rates shall be as delineated a in Exhibit A. v U 0 B. The Consultant shall submit monthly payment invoices to the City for work performed, and a a final bill upon completion of all services described in this Agreement. The City shall provide L payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that Y portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. z C. Card Payment Program. The Consultant may elect to participate in automated credit card coo payments provided for by the City and its financial institution. This Program is provided as an a alternative to payment by check and is available for the convenience of the Consultant. If the CONSULTANT SERVICES AGREEMENT - 1 (Over$20,000) Packet Pg. 472 4.P.a Consultant voluntarily participates in this Program, the Consultant will be solely responsible for any fees imposed by financial institutions or credit card companies. The Consultant shall not charge those fees back to the City. 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 00) accordance with Ch. 51.08 RCW, the parties make the following representations: , ti A. The Consultant has the ability to control and direct the performance and details of its S work, the City being interested only in the results obtained under this Agreement. ui m r B. The Consultant maintains and pays for its own place of business from which the o Consultant's services under this Agreement will be performed. N Q L 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 Y retained the Consultant's services, or the Consultant is engaged in an independently r established trade, occupation, profession, or business of the same nature as that 3 involved under this Agreement. c m E 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 Q Service and the state Department of Revenue. v rn E. The Consultant has registered its business and established an account with the state M Department of Revenue and other state agencies as may be required by the Consultant's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. E m a� L F. The Consultant maintains a set of books dedicated to the expenses and earnings of its a business. 0 c� V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the = Consultant's possession pertaining to this project, which may be used by the City without restriction. If the a. City's use of the Consultant's records or data is not related to this project, it shall be without liability or legal N exposure to the Consultant. °o m VI. 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 ("force majeure event"). 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 J performance will not be prevented, hindered, or delayed by the current COVID-19 pandemic, any existing 9 state or national declarations of emergency, or any current social distancing restrictions or personal r protective equipment requirements that may be required under federal, state, or local law in response to 2 the current pandemic. o 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 Y 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. 2 r Notwithstanding other provisions of this section, the Consultant shall not be entitled to, and the City a shall not be liable for, the payment of any part of the contract price during a force majeure event, or any CONSULTANT SERVICES AGREEMENT - 2 (Over$20,000) Packet Pg. 473 4.P.a costs, losses, expenses, damages, or delay costs incurred by the Consultant 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 Consultant to restart any work or y performance that may have ceased, to change the work, or to take other action to secure the work or the 0) 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 Consultant to fulfill its S obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be borne by the Consultant. v U 0 VII. DISCRIMINATION. In the hiring of employees for the performance of work under this N Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the a 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 Y is qualified and available to perform the work to which the employment relates. The Consultant shall execute r the attached City of Kent Non-Discrimination Policy Declaration and comply with City Administrative 3 Policy 1.2. c m E VIII. INDEMNIFICATION. The Consultant shall defend, indemnify and hold the City, its officers, 0 officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or Q suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. M r The City's inspection or acceptance of any of the Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. E m a� L Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, a then, in the event of liability for damages arising out of bodily injury to persons or damages to property o 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, N and the Consultant's liability accruing from that obligation shall be only to the extent of the Consultant's negligence. a. L IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL o INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES m FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. _ x In the event the 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 J the Consultant shall pay all the City's costs for defense, including all reasonable expert witness fees and 9 reasonable attorneys'fees, plus the City's legal costs and fees incurred because there was a wrongful refusal r on the Consultant's part. U 0 The provisions of this section shall survive the expiration or termination of this Agreement. a L IX. 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. Y X. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to the Consultant for the purpose of completion of the work under this Agreement. Q CONSULTANT SERVICES AGREEMENT - 3 (Over$20,000) Packet Pg. 474 4.P.a XI. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. The Consultant shall make such data, documents, and files available to the City upon the = City's request. The Consultant acknowledges that the City is a public agency subject to the Public Records y Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. The City's use or reuse of any of the documents, data, and files created by the Consultant for this project by J anyone other than the Consultant on any other project shall be without liability or legal exposure to the S Consultant. ui m r The City agrees that the Consultant may reuse documents, such as a detail or calculation o spreadsheet, in its future projects. N Q L XII. CITY'S RIGHT OF INSPECTION. Even though the Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this Y Agreement, the work must meet the approval of the City and shall be subject to the City's general right of r inspection to secure satisfactory completion. 3 c XIII. WORK PERFORMED AT CONSULTANT'S RISK. The Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall Q be done at the Consultant's own risk, and the 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. rn 00 M XIV. MISCELLANEOUS PROVISIONS. c m A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its E m contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. a c 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. a. L. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and N construed in accordance with the laws of the State of Washington. If the parties are unable to settle any o dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means m 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 j award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VIII of this Agreement. r 2 D. Written Notice. All communications regarding this Agreement shall be sent to the parties at o the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written a 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. Y 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. a CONSULTANT SERVICES AGREEMENT - 4 (Over$20,000) Packet Pg. 475 4.P.a 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 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 00) 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. ui m r H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal o laws, rules, and regulations that are now effective or in the future become applicable to the Consultant's N business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of Q L the performance of those operations. a� Y I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to r the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, 3 emails, and other records prepared or gathered by the Consultant in its performance of this Agreement may c 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. Q J. City Business License Required. Prior to commencing the tasks described in Section I, rn Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the M Kent City Code. r c m E m a� L Q O Q E a. L O O m N N V C N N r R U O N N Q L Y a� E t v r Q CONSULTANT SERVICES AGREEMENT - 5 (Over$20,000) Packet Pg. 476 4.P.a 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 C3 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. a 0 Cn Cn CONSULTANT: CITY OF KENT: Q L Y By: By: r 3 Print Name: Print Name: Dana Ralph c a� E Its Its Mayor L DATE: DATE: Q v 00 M_ NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: c m CONSULTANT: CITY OF KENT: E a� a� L Stillman Norton Chad Bieren, P.E. Q Keller Associates, Inc. DBA Keller Associates of City of Kent = 0 Idaho, Inc. 220 Fourth Avenue South CU 735 Fifth Street, Suite A Kent, WA 98032 N Clarkston, WA 99403 (253) 856-5500 (telephone) (509) 295-6095 (telephone) publicworks@kentwa.gov (email) a L stillman@kellerassociates.com (email) 0 0 APPROVED AS TO FORM: m iF a� Kent Law Department ci ATTEST: a� r 2 0 Kent City Clerk W Q kb-1/25/24 L Y c aD E t v r Q CONSULTANT SERVICES AGREEMENT - 6 (Over$20,000) Packet Pg. 477 4.P.a DECLARATION CITY OF KENT NON-DISCRIMINATION POLICY as The City of Kent (City) is committed to conform to Federal and State laws regarding equal ' opportunity. As such all contractors, subcontractors, consultants, vendors, and suppliers who S perform work with relation to this Agreement shall comply with the regulations of the City's equal a employment opportunity policies. U 0 The City of Kent and its contractors are subject to and will comply with the following: a L • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); Y • 49 C.F.R. Part 21 (entitled Non-discrimination In Federally-Assisted Programs Of The Department Of Transportation-Effectuation Of Title VI Of The Civil Rights Act Of 1964); L • 28 C.F.R. section 50.3 (U.S. Department of Justice Guidelines for Enforcement Q of Title VI of the Civil Rights Act of 1964). 00 M • Ch. 49.60 RCW (Washington Law Against Discrimination) a� E a) ID The preceding statutory and regulatory cites hereinafter are referred to as "the Acts and a Regulations". 0 The following statements specifically identify the requirements the City deems necessary for any i~n contractor, subcontractor, or supplier on this specific Agreement to adhere to. An affirmation of all of the following is required for this Agreement to be valid and binding. If any contractor, , subcontractor, or supplier willfully misrepresents themselves with regard to the directives outlined a below, it will be considered a breach of contract and it will be at the City's sole determination N regarding suspension or termination for all or part of the Agreement. °o m The statements are as follows: E N N 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, c race, color, national origin, age, or the presence of all sensory, mental or physical disability. a 3. During the time of this Agreement I, the prime contractor, will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity a employer. a� Y 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: a EEO COMPLIANCE DOCUMENTS - 1 Packet Pg. 478 4.P.a A. Compliance with Regulations: The contractor, subcontractor, consultant, vendor, and supplier (hereinafter "Contractor") will comply with all Acts and the Regulations relative to non-discrimination, including those applicable to Federally- assisted programs of the U.S. Department of Transportation, State-assisted programs through the Washington State Department of Transportation, and generally under Washington's Law Against Discrimination, Ch. 49.60 RCW, as they may be amended from time to time, which are herein incorporated by reference ' and made a part of this contract. N N B. Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national o origin in the selection and retention of subcontractors, including procurements of a materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program Y set forth in Appendix B of 49 CFR Part 21. 3 c C. Solicitations for Subcontracts, Including Procurements of Materials and E Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including Q procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this 00 contract and the Acts and the Regulations relative to non-discrimination on the grounds of race, color, or national origin. a� E D. Information and Reports: The contractor will provide all information and reports required by the Acts and Regulations and directives issued pursuant thereto and will a permit access to its books, records, accounts, other sources of information, and its o facilities as may be determined applicable to contractor's contract by the City or the Washington State Department of Transportation to be pertinent to ascertain N compliance with such Acts and Regulations and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or a refuses to furnish the information, the contractor will so certify to the City or the L_, Washington State Department of Transportation, as appropriate, and will set forth o what efforts it has made to obtain the information. ° m E. Sanctions for Noncompliance: In the event of a contractor's noncompliance with y the non-discrimination provisions of this contract, the City will impose such contract sanctions as it or the Washington State Department of Transportation may , determine to be appropriate, including, but not limited to: N a. withholding payments to the contractor under the contract until the contractor complies; and/or o b. cancelling, terminating, or suspending a contract, in whole or in part. a L F. Incorporation of Provisions: The contractor will include the provisions of paragraphs (A) through (F) above in every subcontract, including procurements of Y materials and leases of equipment, unless exempt by the Acts and Regulations and directives issued pursuant thereto. The contractor will take action with respect to E any subcontract or procurement as the City or the Washington State Department of U Transportation may direct as a means of enforcing such provisions including a sanctions for noncompliance. Provided, that if the contractor becomes involved in, EEO COMPLIANCE DOCUMENTS - 2 Packet Pg. 479 4.P.a or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the City to enter into any litigation to protect the interests of the City. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. w 6. During the performance of this contract, the contractor, for itself, its assignees, and 3: successors in interest agrees to comply with the following non-discrimination statutes and ' authorities; including but not limited to: y r R Pertinent Non-Discrimination Authorities: o Cn Cn i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part Y 21. r ii. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, 3 (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and E a� projects); iii. Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination Q on the basis of sex); co iv. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; V. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), E (prohibits discrimination on the basis of age); vi. Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, CU or sex); vii. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, E coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age of L Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by N expanding the definition of the terms "programs or activities" to include all of the $ programs or activities of the Federal-aid recipients, sub-recipients and contractors, 00 whether such programs or activities are Federally funded or not); _ viii. Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private , transportation systems, places of public accommodation, and certain testing entities c (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; ix. The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) N (prohibits discrimination on the basis of race, color, national origin, and sex); Q L X. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority a� Populations and Low-Income Populations, which ensures Non-discrimination against Y minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on E minority and low-income populations; Q EEO COMPLIANCE DOCUMENTS - 3 Packet Pg. 480 4.P.a xi. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency (LEP). To ensure — compliance with Title VI, you must take reasonable steps to ensure that LEP persons = have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); xii. Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et C3 seq). xiii. Washington Law Against Discrimination (Ch. 49.60 RCW) 0 7. The submission of the final invoice for this contract will constitute a reaffirmation that the a preceding statements were complied with during the course of the contract's performance. aD By signing below, I agree to fulfill the five requirements referenced above. Y r 3 c By: For: Q Title: o co M Date: r c a� E a� a� L Q 0 CU N Q E L 0 M0 iF V 2 0 0 Cn Cn Q L Y c a� E t v r Q EEO COMPLIANCE DOCUMENTS - 4 Packet Pg. 481 4.P.a CITY OF KENT ADMINISTRATIVE POLICY x NUMBER: 1.2 EFFECTIVE DATE: October 20, 2022 ti c N N r R SUBJECT: INCLUSIVE CONTRACTING SUPERSEDES: January 1, 1998 0 a APPROVED BY Dana Ralph, Mayor as POLICY: Y r 3 Equal employment opportunity and non-discrimination in contracting 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, a if holding Agreements with the City amounting to $10,000 or more within any given year, must Q take the following affirmative steps: a� 00 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. a� E 2. Actively consider for promotion and advancement available minorities and women. 0) a� Further, all contractors, subcontractors, consultants, suppliers, grantees, or subgrantees of the a City, regardless of the value of the Agreement, are required to sign the City's Non-Discrimination 2 Policy Declaration, prior to commencing performance. a E Any contractor, subcontractor, consultant or supplier who willfully disregards the City's a 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. o 0 m Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public = Works Departments to coordinate with the City's Title VI coordinator, and perform the following = duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these J regulations are familiar with the regulations and the City's equal employment opportunity y policy. °J 0 U 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. 0 a L Y a� E t v r Q EEO COMPLIANCE DOCUMENTS - 5 Packet Pg. 482 4.P.a Attachment A City of Kent, WA WEST HILL BOOSTER PUMP STATION SCOPE OF WORK PROJECT DESCRIPTION ti c The City of Kent, Washington ("City") has contracted with Keller Associates, Inc. ("Consultant")to provide N planning, design, and bid phase services for the West Hill Booster Pump Station (BPS).The Consultant's scope of work has been developed based on the following project description. As the project moves forward, some of the U information may change or be refined, and additional information will become known, resulting in the possible N need to change, refine, or supplement the scope of work. Q L The City is in the process of improving the water service and supply to the 587 pressure-zone (PZ).These improvements include adding additional flow and storage capacity.The first portion of this work has previously Y been completed with the commissioning of a new West Hill Reservoir in 2022 to provide the required storage 3 capacity.The work under this contract will be for planning, design, and bid support phase for a new West Hill BPS.The new BPS will boost water from the lower 240 PZ and deliver approximately 2,000 gpm of flow to the E upper 587 PZ. m L The BPS is expected to be constructed on City-owned property and funded through the City's water utility Q budget.The exact location of the new BPS will be evaluated and finalized during the planning phase of the project.The City's preferred site is located in hilly terrain on the south side of Veterans Dr.west of the Veterans 00 Dr. bridge. With the preferred site, there is potential for the p E requirement of significant fill - material and/or earth retaining -,Y SUCTION POC structures.The extent of the site VETERANS OR BRIDGE C improvements will be evaluated EkSTING 16"RJ DI PIPE 0 during the planning phase. Other site r5 considerations will include site N;. a layout, grading, drainage, vehicle "' s°" "'�° access, backup generator and fuel a tank, hydraulic constraints, and N coordinate with power, sewer and :, 0000 other utilities. a The BPS is expected be constructed of CMU blocks with trusses, metal roof, with access hatch for pump removal, and will be designed to look EE6EN.p N and operate similar to other existing 0 i NEW WATE RMAIN � City-owned water facilities.The DISTROUTION POO CONNECTION AT EXISTING WATERMAIN ......•••••. 0 building will be sized to MILITARY12" 838THA N accommodate mechanical and NEW BOOSTER PUMP STATION `� Q electrical equipment, controls and telemetry equipment, and vertical RESERVOIR e A/' Y and horizontal maintenance 1 POINT OF CONNECTION POC clearances.The building design will 1 0 NITS include architectural, natural *� r Q REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK-ATTACHMENT A Packet Pg. 483 4.P.a lighting, structural, plumbing, HVAC, and facility& process electrical and building permit support. The process design will build upon the City selected preferences identified in the Project Report and will include additional evaluations as described in the scope of work.The design will incorporate City, Washington State Department of Health (DOH), and the Hydraulic Institute design standards. Project delivery will be initiated using v, a design-bid-build approach and include bid support services, see below for more details. m The water main WM portion of this project will be designed separately, either b the City or the Consultant E ( ) p p J g Y Y Y _ under a separate contract.This scope assumes that the water main design will be completed concurrently with m the booster station design. Construction phase services will be contracted under a separate contract with the v City of Kent Construction Department. o The Consultant's services are limited to those services outlined in the following scope of work. Q L SCOPE OF WORK Y TASK 1: PROJECT MANAGEMENT 3 Consultant Responsibilities: E 1.1. General Project Management. Provide general project administration services including contract m administration, project accounting, progress reports, scheduling, and internal project administration. Q 1.2. Monthly Coordination Meetings. The Consultant will host monthly virtual coordination meetings during the design tasks (tasks 2 and 3)with City staff.The Consultant will provide and distribute meeting agenda M and minutes including key decisions and action items.The purpose of these meetings is to coordinate r progress, document key decisions by the City, and coordinate projects needs between the City and Consultant. E m a� City Responsibilities: Q • Provide a prompt review and payment on all project invoices. o Assumptions: 1° • Project management budget assumes a project schedule of up to 12 months. See additional E assumptions under remaining tasks that impact the overall assumed schedule. a- • Includes up to 12 monthly coordination meetings.The purpose of monthly coordination meetings will ar not be to review and provide partial deliverables, rather these meetings will be used to coordinate items o from the Consultant and allow for feedback from the City.This assumption applies to this task and m subsequent tasks. _ x • Project is being funded by the City. w a� Deliverables: • Monthly invoices and project update summaries. • Meeting notes for monthly coordination meetings. r TASK 2: PRE-DESIGN SERVICES o Consultant Responsibilities: Q L 2.1. Kickoff Meeting. Participate in a project kickoff meeting. Prepare agenda and meeting notes.The purpose of this meeting will be to review/establish City design criteria, review the overall project schedule Y including major milestones and meetings, review project constraints and objectives, discuss available data and published materials that will be made available by the City, and review process for deliverables E including process for City review and approval. r Q REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK—ATTACHMENT A Packet Pg. 484 4.P.a 2.2. Request for Information. Review and assess available project information. Prepare request for information for data to be used in the design process. 2.3. Site Visit and Workshop. Visit two to three City sites and document with photo and field notes. Meet with -_ City staff including operations personnel. Document City preferences for development of design criteria = and City preferences. 2.4. Design Criteria. Document design criteria that will serve as basis for design. ti 2.5. Water Demand Analysis. Complete an independent evaluation of water demands for the West Hill and 587 pressure zone using data provided by the City.This evaluation is anticipated to include a review of r daily production data for a period of two years for the sources supplying the system. It is also anticipated U to include a review of SCADA data for the supply source(s) and tank levels during a peak summer period 0 to assess the diurnal curves of the upper pressure zone. Utilize the existing number of equivalent dwelling Q units in the upper pressure zone (provided by the City)to estimate a typical demand per EDU. a, a� Model Evaluation Support. Coordinate with the City to provide updated model analysis using the updated Y existing flows design criteria. The updated analysis is anticipated to include normal operations and peak/ r emergency operations where other supplemental sources to the UPZ may be off-line or where fire flow or 3 peak demands may require supplemental supply from the booster station. The analysis should consider alternative booster station sites and if necessary, alternative pipe material sizes to assess design suction m and discharge pressures for typical winter, summer, and emergency operational conditions, Including m potential operation with the new reservoir off-line. Consultant will coordinate with the City to identify Q scenarios, review modeling results and provide comments where additional modeling may be recommended. r00i The Consultant will participate in a round table pre-scoping meeting with City Staff and the water system modeler(RH2)to discuss the modeling tasks, scenarios, objectives, and task schedule. E m L 2.6. BPS Siting Evaluation. Evaluate up to three alternative booster station sites including the City preferred a, site (see Figure above) and two alternative site located along the Veterans Dr. corridor. Efforts include Q c reviewing available reports, a site visit, capital cost evaluation for each alternative, and considerations of g non-cost factors and City priorities. 2.7. Booster Station Alternatives. Evaluate up to two design alternatives with the City for the preferred site. Q' E Alternative evaluations are anticipated to be limited to the following booster station components: ' a- L a. Concept mechanical plan and section layout. 0 b. Building layouts—evaluate up to two building layout options.This is anticipated to include integrated 0 m retaining wall recessed into a hill side and a standard CMU building placed on a flat area. — x c. Pump type selection—evaluate up to two pump types including pump curves to assess whether w pumps are capable of operating within desired flow ranges and low suction head conditions. Pump types will be limited to the City's preferred manufacturer/type and one other manufacture/type. Evaluate pump operations for the range of operating conditions anticipated based on the demand c analysis. Consider pump efficiencies, performance, and operations. Make recommendation on pump configurations that will satisfy minimum and maximum pumping capacities. v d. General booster station communication and control strategy—evaluate options for general control N and alarming, including local controls and alarms, and SCADA system. BPS will be designed for up to Q L three modes of operation (ie. tank level, discharge pressure and zone pressure). The control system T will be designed to alarm, callout and shutdown the pumps if low suction pressure is detected. Y a� E z U r Q REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK—ATTACHMENT A Packet Pg. 485 4.P.a 2.8. 30% Concept Drawings. Develop 30%concept design showing site civil layout and booster station orientation on the alternative sites. Concept to include general grading concepts and reflect considerations for alternative booster station dimensions, building footprint, generator and fuel tank location, access, landscaping, pump to waste, stormwater disposal, pressure relief piping, yard piping, and access for maintenance. v, m 2.9. Surge and Pipe Material Analysis. As part of the initial modeling efforts, provide RH2 with criteria to evaluate potential surge conditions at the round table workshop. Surge evaluation by RH2 to assume c restrained joint ductile iron pipe (RJ DIP). Evaluate alternative surge mitigation strategies, i.e. surge tank, — surge arrestor valve, etc. Evaluate up to two surge tank manufacturers or technologies and make r recommendations to the City on surge mitigation. Document findings in the Project Report. 0 2.10. Electrical and Controls. Coordinate with City and power utility(Puget Sound Energy)to identify power Q constraints and City SCADA communication preferences. Prepare one-line diagram for power distribution L and a piping and instrumentation diagram (P&ID) showing process flow, instrumentation, and expected a� controls. Y r 2.11. Workshop Meeting. Meet with City to review concepts and alternatives and select preferred alternative 3 for design including site, mechanical and building layouts, and pump selection. 2.12. Prepare Draft Proiect Report Amendment. Prepare a draft amendment to 2020 West Hill Reservoir and m Booster Pump Station Project Report previously approved by DOH on September 17, 2020.This amendment will only update the booster station elements of the previously prepared report. Submit to Q City for review. v rn 00 2.13. Final Proiect Report Amendment. Incorporate City input and submit to DOH for review. Address DOH comments in final draft of the Project Report Amendment. City Responsibilities: L • It is assumed that RH2 may take up to two months to complete the surge analysis and any modeling a' Q checks requested by Consultant. If additional time is required by RH2 to complete these services, an o amendment to Consultant's schedule may be needed. • Coordinate with water system modeler(RH2) to document existing and future demands for the booster station in the model and compare to the updated demand analysis. E • Provide payment to water system modeler for all associated fees required. a • Provide meeting space for project meetings. ar • Provide requested information, including input on booster station design criteria, City preferences and 0 preferred alternatives. Provide input on project objectives, space and performance requirements, m expandability needs, and budgetary limitations. _ x • Provide topographic, property boundary, and right-of-way surveying required for the booster station in w AutoCAD format. Include copy of point file (CSV or TXT format is preferred),field book, and other pertinent notes and photos. Provide directions on what points should be identified in the plans for benchmarks and control. Provide information indicating what vertical and horizontal datums were used. Owner to be solely responsible for providing all necessary survey for the project with minimal coordination efforts needed from the Consultant. v • Review and provide one set of written consolidated comments on the Draft Project Report. Review and 0 approve final concept design, including concept site, mechanical layouts and equipment tagging system. Q • Select surge tank and project watermain material based on surge and pipe material analysis. • Townhall workshops are to be hosted and chaired by the City.The Consultant is not required to attend. • Provide preferred pumping manufacturers and technologies for evaluation. Y a� E z U r Q REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK-ATTACHMENT A Packet Pg. 486 4.P.a Assumptions: • A full booster station cost estimate will not be prepared with the Project Report Amendment. Consultant will simply inflate the cost estimate values reported in the 2020 report. If a more detailed cost estimate = is required by DOH, an amendment to this scope will be needed. _ • Provide timely review of deliverables and provide one set of written consolidated comments on the draft Project Report Amendment and 30%design deliverables. It is anticipated that City reviews will not , take more than 3 weeks for each deliverable. If extended review times are needed an amendment may be needed. N • Consultant shall be entitled to rely on the accuracy and completeness of the survey and water modeling ? information provided by City.This assumption applies to this task and subsequent tasks. U • Demand data, including SCADA information, will be provided in a spreadsheet format. N • Site visit and workshop assumes travel time and necessary lodgings to and from the site for two Q L employees. T • Land and easement acquisition, negotiations, and legal descriptions are not included. Y • BPS location and size will result from the City selecting one of the alternatives presented in the Project = Report. 3 • Water quality monitoring is not required for the project. m • Chlorine injection will not be a part of this project. • Three phase power is readily available and located adjacent to the site. • Three-dimensional dynamic modeling for pump vibrations is not included in this scope of work. Q • Geotechnical exploration, if required, will be provided by others or added as an additional service. cam, Project assumes that existing geotechnical reports will be used as basis for site and building design. 00 • Scope of work includes responding to one round of comments from DOH and the City Building Department. m E • BPS building will be constructed of CMU with similar architectural elements to the 640 Zone BPS, built in i 2019. Q • Pumps will operate on VFD's. c 0 • Backup power generator&fuel tank will be located outside the building and be setup similar to other City water facilities. in • Communication from the new BPS to the City SCADA computer will be through a radio antenna. E • Radio path survey, if required, will be provided by others. a- • Consultant to use City CAD standards in drawing sets. a, • Provide advanced notice for City survey crew to perform work, preferably 30-days. o • Pump station budget was developed assuming the BPS will have 2-duty, 1-standby and space for a m future 4th pump and be capable of providing approximately 2,000 gpm firm capacity and 1,000 gpm redundant capacity. Design points will be finalized during the Project Report. w • Unless otherwise noted, meetings/workshops may include a combination of in-person or virtual attendees. Virtual meetings will be held using MS Teams. This assumption applies to this task as well as subsequent tasks. • Any systemic changes to equipment tagging following the City's 30% review will be considered additional services. v • The City will provide one set of consolidated review comments at each project milestone following the o Consultant's deliverables. City review comments will include comments from designated City staff N Q members based on the design elements listed below for each deliverable.This assumption applies to this task and subsequent tasks. 0 30% Phase: Site layout, utility layout, building layout, mechanical layout, general grading and Y drainage concepts, HVAC concepts, electrical one-line diagram, and P&ID. 0 60% Phase: Site design, grading design, erosion control concepts, stormwater design, utility E z design (yard piping), mechanical design (interior piping, pumps, and infrastructure), building U r design (structural and architectural elements), HVAC design, plumbing design, and electrical and Q REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK-ATTACHMENT A Packet Pg. 487 4.P.a controls design. 0 90% Phase: Same elements as 60%design as well as panel design. 0 100% Phase: Same elements as 90%design. • The progressive planning and design process will be structured to efficiently incorporate City and DOH comments at the appropriate phase of the project. Review comments received on items that were on previous deliverables are considered additional services to address any rework. Review comments that are intended for later phases of design will be noted in a Comment Tracker and be addressed at the ' ti appropriate time.This assumption applies to this task and subsequent tasks. • All of City's comments will come through a single individual and will be consolidated on a single document (BlueBeam session, word file, and/or excel) and will be provided to Consultant in a single v transaction.This assumption applies to this task and subsequent tasks. 0 Deliverables: Q L • Kickoff meeting agenda and meeting notes. • Agenda and meeting minutes for Workshop Meeting. Y • Request for Information. 3 • Draft and Final Project Report (1 PDF), including 30%concept drawings (11x17). m E TASK 3: FINAL DESIGN L Consultant Responsibilities: Q 3.1. Plan Sheets. Prepare general, survey, site civil, landscaping, grading, utilities,traffic control plans and details, erosion control plan, structural, architectural, plumbing, HVAC, mechanical, electrical, and M instrumentation and control plan sheets for the site, booster station, and yard piping. Instrumentation and control plan sheets will include a P&ID, instrument location plan, network diagram instrument list, E and input/output schedule. Panel layout drawings including a full bill of material (BOM) and instrument a� wiring will be completed by System Interface (SI) per the controls design. Coordinate location of pumps, Q piping layout, spacing, electrical equipment, generator and fuel tank, overhead crane, skylights/roof hatches, security cameras, building access, overhead door, HVAC equipment, plumbing drains, and other ° appurtenances with the City. Prepare 60%and 90% review sets. a 3.2. Technical Information Report. Prepare technical information report(TIR) in accordance with City of Kent E Surface Water Design Manual Section 2.3.1.1. including the required ten sections as outlined. Submit to a City for review at 90%design. ar 3.3. Specifications. Coordinate and incorporate City requirements, supplemental conditions, and Kent Special 0 Provisions (KSP)for civil items and project constraints. Prepare technical specifications.Technical 00 specifications will be an appendix prepared to detail the materials, processes, and the products that areto be used in the construction of the BPS.The Consultant will prepare bid items, in the measure and payment section, for all items not covered in the KSP. Prepare table of contents for the 60% review set, and complete draft technical specifications for the 90% review set. c 3.4. 60% Design and Review Workshop Meeting. Submit 60%design review drawings, specifications table of w contents and project comment tracker to the City. Participate in an in-person 60% design review workshop meeting. U 0 3.5. 90% Design and Review Workshop Meeting. Submit 90% design review drawings, specifications, and Q project comment tracker to the City. Participate in an in-person 90%design review workshop meeting. 3.6. DOH Submittal(s). DOH design checklists will be completed and submitted along with the final plans and Y specifications to DOH for review. Address review comments and resubmit, as required. a� a. Submit to City of Kent Building Department& Public Works Department at 90%for review (final E z permit will be obtained by Contractor). r b. Submit to Puget Sound Energy at 90% Design. Q REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK-ATTACHMENT A Packet Pg. 488 4.P.a 3.7. Final Approval. Upon City and DOH review, Consultant will incorporate appropriate revisions into a final set of stamped drawings and specifications that will be used for bidding. Respond to DOH comments and provide resubmittal to DOH if required. 3.8. Opinion of Probable Cost. Prepare an AACE Class 3 opinion of probable cost at 60%and Class 2 at 90%and final design. City Responsibilities: ti • Provide timely review of deliverables and provide one set of written consolidated comments on the 60%, 90%and 100%design deliverables. It is anticipated that City reviews will not take more than 3 r weeks for each deliverable. If extended review times are needed an amendment may be needed. U • Provide legal and risk reviews of the bid documents. Assist in identifying permits and approvals for �°, which Contractor will be responsible. Q • City to provide front-end construction contract documents (Division 00) and prepare the measure and payment spec section (note: the Consultant will provide measure and payment section for items not Y included in the KSP). r • Pay for any associated permitting fees not assigned to the Contractor. 3 • Assemble and submit SEPA documents including associated fees. • Assemble and submit Cultural Monitoring documents including an Inadvertent Discovery Plan (IDP) to m the State for approval, including associated fees. • Provide marked up drawings on the landscaping plan indicating the desired landscaping elements Q limited to plants,trees, shrubs, bushes and other vegetation, basic curbing, surface treatment and V irrigated areas. Provide list of names of plants to be used in the landscaping plan. 000 • Coordinate submittal of review plans and specs with the Building Department. • Consultant will be compensated for additional services for City-requested out of scope items and for rework triggered by City-requested changes to previously agreed upon design criteria and concepts. 0) Previously agreed upon design criteria and concepts may be documented in meeting minutes, emails, or a, the comment tracker. Q c 0 Assumptions: • In-person workshops assume travel time and necessary lodgings to and from the site for two employees. a • Landscaping design will be limited to decorative rock areas, shrubbery and small areas of grass (if applicable) as directed by the City. Bushes, shrubs,trees,vegetation, and other general aesthetics will a L be under the direction of the City staff.The landscaping plan will be incorporated in the 90%design plan N set. 00 • Irrigation design will be a performance specification and designed by the irrigation contractor. Irrigation 00 plans will show location of water meter, backflow protector and timer. Remaining system components will be design by others. • Architectural elements are assumed to be similar and modeled after existing pumping facilities. • Extensive architectural features and architectural rendering are not included in the booster station design. Such extensive architectural design work will be added as additional serves if a licensed architect N is required to satisfy building department requirements. 0 • Contractor will be required to prepare and implement a Storm Water Pollution Prevention Plan U (SWPPP), and secure associated permits. N • Shoring(if required)will be designed by the Contractor. Q L • Building permit will be obtained by the Contractor. • Design scope is based on the "preferred" location as shown in the figure provided above. If the City Y selects a different site or building type the contract will be updated to reflect the change in scope. • Additional professional time for correspondence and meetings, due to an City initiated change in the E project design, preparing additional bidding-related documents (i.e. contract prequalification, U equipment prepurchase, and alternative bids), participating in project peer reviews or value Q engineering, and/or project support above and beyond that described is considered an additional REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK-ATTACHMENT A Packet Pg. 489 4.P.a service. • Since Consultant has no control over the cost of labor, materials, equipment, or services furnished by others, or over the Contractor's methods of determining prices, or over competitive bidding or market conditions, the Consultant does not guarantee that proposals, bids, or actual construction cost will not vary from opinions of probable construction cost prepared by the Consultant. • The following design standards and references are to be followed where relevant during the development of the project: ti • City of Kent Standards Specifications (KSP) and Drawings • Washington Department of Transportation (WSDOT) r • Existing City of Kent water facilities U • DOH Water System Design Manual 0 • Hydraulic Institute Design standards Q • AutoCAD is to be used to prepare drawings and AutoCAD Civil 3D or Revit may be used for the site and a� building design. Spreadsheets will be prepared in Microsoft Excel and text documents in Microsoft Y Word. r • Equipment Pre-Purchase is not included but can be added as an additional service. 3 • Consultant will submit to DOH for review at 100% Design. m • Assumes only one re-submittal for each agency review, including DOH, the City Building Department, E and Puget Sound Energy. m • Industry best practices and the Consultants standards will be used to develop equipment, Q instrumentation, conduit, and conductor numbering and tagging. • This scope assumes that energy code requirements are exempt based on Washington State Energy M Code, Commercial Provisions, Section C403.1 Exception 1. If the BPS is required to meet energy code requirements,then this work can be performed as an additional service. • Erosion control plan will be finalized and executed by the Contractor during construction. a� • Arc Flash Study will be performed during construction and under a separate contract. a, Q c 0 Deliverables: • 60% design drawing submittal (11x17) in PDF format and specification table of contents. a • 90% design drawings submittal (11x17), including landscaping plan, and specifications in PDF format. E • 100%stamped design submittal (11x17 and 22x34) and specifications in PDF format. a • Opinion of probable cost for 60%, 90%and 100%submittal. • Building permit submittal following 100% design, including checklist. °o m TASK 4: SERVICES DURING BIDDING Consultant Responsibilities: 4.1. Addenda RFI's and Contractor Questions. If required, respond to bidder questions, and prepare up to three addenda during the bidding process to clarify, correct, or change the issued documents. c N 4.2. Conformed Documents.The Consultant to provide conformed documents, ie. updated drawings and specifications, b implementing bid phase changes b addendum resulting from Contractor RFI's. U p Y � p g p g Y g 'U 0 City Responsibilities: Q • Advertise solicitation for bids and post advertisement to plan rooms and pay associated fees. • Host and chair the bid opening meeting. Y • Distribute addenda's, maintain plan holders list, receive, manage and distribute addenda, conduct the bid opening, and review the bids. E • Provide legal services if required. • Evaluate the bids. • Award the bid. Q REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK—ATTACHMENT A Packet Pg. 490 4.P.a Assumptions: • One bid package and one bidding process to a single Contractor is assumed. If multiple bid packages or rebidding or addressing bid protests is required,these services will be provided as an additional service. • Bidding is assumed to take place in the first quarter of 2025. If delayed till 2026 or later, an amendment = to the budget may be needed to account for changes in billing rates. ayi • Assumes the Consultant is not required to attend the pre-bid meeting or the bid opening, any changes would be considered an additional service. • Assumes up to 3 addenda and 30 RFI's, any additional addenda's or RFI's would be considered an w additional service. 2 Deliverables: o • Bid advertisement for the City's use and distribution. Q L • One electronic copy in PDF format of the bidding documents including 11"x17" plans. a� Y ADDITIONAL SERVICES(not included in scope of work) r • Special use permits, environmental services, or additional permitting beyond those described in the 3 c scope of work • Power Energy Rebate Support—Coordinate with power provider about what improvements will qualify for energy rebate/credit program Q • Public outreach/meetings or stakeholder outreach support • Field investigations, including subsurface investigations,to check available record drawings rn 00 • Construction phase services • Funding administration support c m • Project site tours beyond those included in the scope of work E • Easements and right-of-way acquisition support i • Multiple bid alternative items (ABI's) (i.e. alternative booster station footprints or construction Q materials)for bidding purposes 0 • Arc Flash Study a E a L O O m N N V C N N r R U O N N Q L Y a� E t v r Q REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK—ATTACHMENT A Packet Pg. 491 4.P.a SCHEDULE Consultant anticipates the following project schedule. The number of days associated with each of the tasks are approximate and assume timely delivery of requested information. Actual schedule may vary: -_ x Schedule Anticipated w Task (calendar Month of Schedule Assumptions days) Completion ' ci Task 2— Project Report 120 days June 2024 Project Report Amendment will be submitted to Amendment City and DOH within 120 days from receiving all requested information from RFI #1 from City. RFI items are anticipated to be received within one 0 month of receiving a signed contract. Q L Task 3—60% Design 60 days September 60% Design Plans will be completed within 60 days Complete 2024 after receiving Project Report approval from DOH. Y DOH review assumed to take up to 30 days. 3 Task 3—90% Design 60 days November 90% Design Plans will be completed within 60 days Complete 2024 after receiving City comments from the 60% E E review design meeting. City comments are L anticipated to take no more than 21 days. Q Task 3— 100% Design 30 days January 100% Design Plans and Specifications will be Submission to 2025 completed and submitted to DOH within 30 days M DOH after receiving City comments from the 90% review design meeting. City comments are anticipated to take no more than 21 days. a, COMPENSATION Q c 0 As compensation for services to be performed by Consultant, the City will pay Consultant as described in the following table. While individual task budgets may be exceeded, the total authorized budget amount shall not cn be exceeded without written authorization from the City. For time and materials tasks, compensation will be Q' E according to the Consultant's standard billing rates updated semi-annually in January and July. a L Task Type Amount o 0 Task 1— Project Management T&M $15,800 m Task 2— Pre-Design Services T&M $86,200 = d Task 3— Final Design T&M $259,600 ?� Task 4— Services During Bidding T&M $13,300 y TOTAL COST $374,900 d T&M=Time and Materials O N N Q L d Y d E V Q REV 4,2024-01-30 P-000023-207.A SCOPE OF WORK—ATTACHMENT A Packet Pg. 492 4.P.a Exhibit B = 'x Insurance Requirements y a 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, a or subcontractors. Y A. Minimum Scope of Insurance 3 Consultant shall obtain insurance of the types described below: Commercial General Liability insurance shall be written on Insurance a Services Office (ISO) occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, 00 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 a 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. If a general aggregate limit applies, either the general aggregate limit shall apply a separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. o 0 m The Consultant may use Umbrella or Excess Policies to provide the liability limits as required in this Agreement. This form of insurance will y be acceptable if all the Primary and Umbrella or Excess Policies shall 3: provide all the insurance coverages herein required. The Umbrella or ' Excess policies shall be provided on a true 'following form" or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. 2 0 Automobile Liability insurance providing bodily injury and property a L damage liability coverage for all automobiles/vehicles used in the performance of this Agreement. This coverage must be on a primary Y and non-contributory basis only. Coverage shall be written on ISO form CA 00 01, or a substitute form providing equivalent liability E U a Packet Pg. 493 4.P.a coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. N Professional Liability or Errors & Omissions insurance appropriate to ' the Consultant's profession. N r Workers' Compensation coverage for the employees of Consultant and subcontractors as required by the Industrial Insurance laws of the Cn Cn State of Washington. a L B. Minimum Amounts of Insurance Y r Consultant shall maintain the following insurance limits: 3 Commercial General Liability insurance shall be written with limits no less than $2,000,000 per occurrence, $2,000,000 general aggregate, a and a $1,000,000 products-completed operations aggregate limit. Primary Non-Contributory Additional Insured coverage for the City ofco Kent, et. al. Stop Gap Liability - $1,000,000/$1,000,000/$1,000,000 Waiver of Subrogation E L Automobile Liability insurance with a minimum combined single limit a for bodily injury and property damage of $1,000,000 per occurrence. Professional Liability or Errors & Omissions insurance shall be written with limits no less than $2,000,000 per occurrence, $2,000,000 a general aggregate. 0 If the Consultant maintains broader coverage and/or higher limits than the m° minimums shown above, the City requires and shall be entitled to theiF broader coverage and/or the higher limits maintained by the Consultant. Any N available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. The above policy ' limits may be obtained with excess liability (umbrella) insurance. r C. Other Insurance Provisions 2 0 Cn Cn The insurance policies are to contain, or be endorsed to contain, the a following provisions: Y 1. The Consultant's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or E insurance pool coverage maintained by the City shall be in r a Packet Pg. 494 4.P.a excess of the Consultant's insurance policies and shall not contribute to the Consultant's insurance policies. y 2. Consultant's insurer must deliver or mail written notice of ' cancellation to the named insured at least forty-five (45) days before the effective date of the cancellation. The Consultant's insurance policy shall include an endorsement that provides the City with written notice of cancellation forty-five (45) days before the effective date of the cancellation. If Consultant's a insurer fails to provide the City with a copy of the notice of cancellation endorsement, the Consultant must notify the City of Y any cancellation, nonrenewal or termination within two (2) business days of their receipt of such notice. 3 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) with respect to work a performed by or on behalf of the Consultant and a copy of the endorsement naming the City as an additional insured shall be CO 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 claims are made or suit is Q brought, except with respect to the limits of the insurer's liability. a D. Acceptability of Insurers a L Insurance is to be placed with insurers with a current A.M. Best rating of not o less than A:VII. m° x E. Verification of Coverage y 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. The City waives no 2 rights, and the Consultant is not excused from performance if Consultant N fails to provide the City with a copy of the endorsement naming the City as a Q L Primary Non-Contributory Additional Insured. Y a E t v r Q Packet Pg. 495 4.P.a F. Subcontractors w Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. ' All coverage for subcontractors shall be subject to all the same insurance requirements as stated herein for the Consultant. r 0 Cn Cn Q L Y t r 3 c a� E m m L a 00 M r C d d L Q 0 CU N cQ E L 0 M0 iF V 2 0 0 Cn Cn Q L Y c aD E M v r Q Packet Pg. 496 4.Q PUBLIC WORKS DEPARTMENT Chad Bieren, P.E. 220 Fourth Avenue South KENT Kent, WA 98032 WASHINGTON 253-856-5600 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: Agreement with Herrera Environmental Consultants, Inc. - Lower Russell Levee Habitat A Feasibility Study- Authorize MOTION: I move to authorize the Mayor to sign the Consultant Services Agreement with Herrera Environmental Consultants to complete a feasibility study for the Lower Russell Levee Habitat Area A project, subject to final terms and conditions acceptable to the Public Works Director and City Attorney. SUMMARY: The Lower Russell Habitat Area A project includes a new off-channel habitat area and installation of large woody structures to provide rearing and refuge habitat for juvenile Chinook salmon. This project is associated with the Lower Russell Levee Setback project, a part of a larger overall flood management strategy for the lower Green River. The project is located along the right (east) bank of the Green River south of S. 212th Street near Van Doren's Landing Park (Green River Mile 18.0-18.3). In December 2022, the City signed the King County Flood Control District's Cooperative Watershed Management Grant agreement and in August 2023, the Puget Sound Acquisition and Restoration Grant agreement with the State of Washington. Both grants will be used to complete an alternatives analysis, wetland design, hydrogeological study, archaeological survey, geotechnical analysis, stakeholder coordination, refine the 60% preliminary design, prepare a maintenance, monitoring and adaptive management plan, and prepare permit documents to construct the Habitat Area A project. Herrera was selected to conduct this feasibility study and alternatives analysis given their expertise and experience in designing river habitat restoration projects and preparing feasibility and alternatives analysis. BUDGET IMPACT: None, the project is grant funded and included within existing budgets. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Packet Pg. 497 4.Q Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. ATTACHMENTS: 1. Herrera - Lower Russell Levee - Habitat Area A Agreement (PDF) Packet Pg. 498 4.Q.a KENT L W n s H n c T o ry CONSULTANT SERVICES AGREEMENT between the City of Kent and Herrera Environmental Consultants, Inc. N 0 THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter L) the "City"), and Herrera Environmental Consultants, Inc. organized under the laws of the State of Washington, located and doing business at 2200 Sixth Avenue, Suite 1100, Seattle, WA 98121, Phone: (206) 787-8236, Contact: Gretchen Kayser, P.E. (hereinafter the "Consultant"). E 0 L_ I. DESCRIPTION OF WORK. a c w The Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: x r Consultant shall provide a feasibility analysis and study in support of the Lower Russel Levee 3 - Habitat A Project. For a description, please see the Consultant's Scope of Work which is = a� attached as Exhibit A and incorporated by this reference. E m L a The Consultant further represents that the services furnished under this Agreement will be performed M in accordance with generally accepted professional practices within the Puget Sound region in effect at the time those services are performed. m E m II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. The Consultant shall complete the a work described in Section I by December 31, 2024. Q a� L III. COMPENSATION. a r r A. The City shall pay the Consultant, based on time and materials, an amount not to exceed One Z Hundred Thirty Two Thousand, Six Hundred Sixty Dollars ($132,660), for the services x described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a period of one (1) year N from the effective date of this Agreement. The Consultant's billing rates shall be as delineated in Exhibit A. 3 0 B. The Consultant shall submit monthly payment invoices to the City for work performed, and a _J final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any i portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every r effort to settle the disputed portion. E C. Card Payment Program. The Consultant may elect to participate in automated credit card 0 payments provided for by the City and its financial institution. This Program is provided as an Q alternative to payment by check and is available for the convenience of the Consultant. If the CONSULTANT SERVICES AGREEMENT - 1 (Over$20,000) Packet Pg. 499 4.Q.a Consultant voluntarily participates in this Program, the Consultant will be solely responsible for any fees imposed by financial institutions or credit card companies. The Consultant shall not charge those fees back to the City. L 0 IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- c 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: U' c 0 r A. The Consultant has the ability to control and direct the performance and details of its N work, the City being interested only in the results obtained under this Agreement. o U B. The Consultant maintains and pays for its own place of business from which the Consultant's services under this Agreement will be performed. c C. The Consultant has an established and independent business that is eligible for a 0- business deduction for federal income tax purposes that existed before the City retained the Consultant's services, or the Consultant is engaged in an independently w established trade, occupation, profession, or business of the same nature as that m involved under this Agreement. x D. The Consultant is responsible for filing as they become due all necessary tax r documents with appropriate federal and state agencies, including the Internal Revenue 3 Service and the state Department of Revenue. _ a� E E. The Consultant has registered its business and established an account with the state L Department of Revenue and other state agencies as may be required by the Q Consultant's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. co F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. am V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of a this Agreement. After termination, the City may take possession of all records and data within the Q Consultant's possession pertaining to this project, which may be used by the City without restriction. If the L City's use of the Consultant's records or data is not related to this project, it shall be without liability or legal a r exposure to the Consultant. 0 r 0 VI. 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, u, or other natural disaster or acts of government ("force majeure event"). Performance that is prevented or W> delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent J to the other that at the time of signing this Agreement, they are able to perform as required and their a, performance will not be prevented, hindered, or delayed by the current COVID-19 pandemic, any existing 2 state or national declarations of emergency, or any current social distancing restrictions or personal 0: protective equipment requirements that may be required under federal, state, or local law in response to 3 the current pandemic. 0 J 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 L 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. E 0 Notwithstanding other provisions of this section, the Consultant shall not be entitled to, and the City Q shall not be liable for, the payment of any part of the contract price during a force majeure event, or any CONSULTANT SERVICES AGREEMENT - 2 (Over$20,000) Packet Pg. 500 4.Q.a costs, losses, expenses, damages, or delay costs incurred by the Consultant 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. L 0 If a force majeure event occurs, the City may direct the Consultant to restart any work or c 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 c 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 Consultant to fulfill its N obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be o borne by the Consultant. L) VII. DISCRIMINATION. In the hiring of employees for the performance of work under this a Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the E 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. The Consultant shall execute w the attached City of Kent Non-Discrimination Policy Declaration and comply with City Administrative Policy 1.2. a� x VIII. INDEMNIFICATION. The Consultant shall defend, indemnify and hold the City, its officers, r officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or 3 suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's E negligence. L a� a The City's inspection or acceptance of any of the Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. co 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 E caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, a, employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City harmless, tM and the Consultant's liability accruing from that obligation shall be only to the extent of the Consultant's a negligence. Q a� L IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION Q r 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. _ m In the event the 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 —J having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant's part, then @ the Consultant shall pay all the City's costs for defense, including all reasonable expert witness fees and ui reasonable attorneys'fees, plus the City's legal costs and fees incurred because there was a wrongful refusal W= on the Consultant's part. 3 0 The provisions of this section shall survive the expiration or termination of this Agreement. J c� L IX. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, L insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. _ r X. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable m accuracy of any information supplied by it to the Consultant for the purpose of completion of the work under E this Agreement. a CONSULTANT SERVICES AGREEMENT - 3 (Over$20,000) Packet Pg. 501 4.Q.a XI. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by L the Consultant. The Consultant shall make such data, documents, and files available to the City upon the 2 City's request. The Consultant acknowledges that the City is a public agency subject to the Public Records 6 Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. The City's use or reuse of any of the documents, data, and files created by the Consultant for this project by anyone other than the Consultant on any other project shall be without liability or legal exposure to the N Consultant. 0 U XII. CITY'S RIGHT OF INSPECTION. Even though the Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this a Agreement, the work must meet the approval of the City and shall be subject to the City's general right of E inspection to secure satisfactory completion. c XIII. WORK PERFORMED AT CONSULTANT'S RISK. The Consultant shall take all necessary w precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the m performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at the Consultant's own risk, and the 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. r 3 XIV. MISCELLANEOUS PROVISIONS. E A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its L contractors and consultants to use recycled and recyclable products whenever practicable. A price Q 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 M 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 E covenants, agreements or options, and the same shall be and remain in full force and effect. a, as L C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and a construed in accordance with the laws of the State of Washington. If the parties are unable to settle any Q dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means L of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules a r 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 u, award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's a0>i right to indemnification under Section VIII of this Agreement. _J m D. Written Notice. All communications regarding this Agreement shall be sent to the parties at ui the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written W= notice hereunder shall become effective three (3) business days after the date of mailing by registered or a) certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this o Agreement or such other address as may be hereafter specified in writing. J c� L E. Assignment. Any assignment of this Agreement by either party without the written consent L of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, as x the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. m E 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 Q Consultant. CONSULTANT SERVICES AGREEMENT - 4 (Over$20,000) Packet Pg. 502 4.Q.a 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 L of the City, and such statements shall not be effective or be construed as entering into or forming a part of 2 or altering in any manner this Agreement. All of the above documents are hereby made a part of this 6 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. r H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal N laws, rules, and regulations that are now effective or in the future become applicable to the Consultant's o business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of L) the performance of those operations. c a� I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to E the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, 0 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 w 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. a� x J. City Business License Required. Prior to commencing the tasks described in Section I, r Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the 3 Kent City Code. _ a� E m m L a oo co M a+ C d E d N L Q a L Q d d J d N N 3 L 3 0 J M L L L d E V a CONSULTANT SERVICES AGREEMENT - 5 (Over$20,000) Packet Pg. 503 4.Q.a 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 L 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 c bearing the original signature was received in person. vi c 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 N to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed o to have applied. U c aD CONSULTANT: CITY OF KENT: E c 0 L By: By: W R L Print Name: Print Name: Dana Ralph x Its Its Mayor r DATE: DATE: E a� m L NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: Q r CONSULTANT: CITY OF KENT: 00 M Gretchen Kayser, P.E. Chad Bieren, P.E. Herrera Environmental Consultants, Inc. City of Kent 2200 Sixth Avenue, Suite 1100 220 Fourth Avenue South Seattle, WA 98121 Kent, WA 98032 a (206) 787-8236 (telephone) (253) 856-5500 (telephone) Q gkayser@herrerainc.com (email) publicworks@kentwa.gov (email) L a r r APPROVED AS TO FORM: x m m a� Kent Law Department J m ATTEST: L 0 Kent City Clerk J kb-1/25/24 i L L d d E V f+ a CONSULTANT SERVICES AGREEMENT - 6 (Over$20,000) Packet Pg. 504 4.Q.a DECLARATION L CITY OF KENT NON-DISCRIMINATION POLICY '0 ci c UT The City of Kent (City) is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors, consultants, vendors, and suppliers who canperform work with relation to this Agreement shall comply with the regulations of the City's equal o employment opportunity policies. L) The City of Kent and its contractors are subject to and will comply with the following: c Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); w L • 49 C.F.R. Part 21 (entitled Non-discrimination In Federally-Assisted Programs L Of The Department Of Transportation-Effectuation Of Title VI Of The Civil = Rights Act Of 1964); 3 • 28 C.F.R. section 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964). E a� a� L • Ch. 49.60 RCW (Washington Law Against Discrimination) Q Go co The preceding statutory and regulatory cites hereinafter are referred to as "the Acts and Regulations". E a) The following statements specifically identify the requirements the City deems necessary for any a� contractor, subcontractor, or supplier on this specific Agreement to adhere to. An affirmation of a all of the following is required for this Agreement to be valid and binding. If any contractor, subcontractor, or supplier willfully misrepresents themselves with regard to the directives outlined a below, 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. 2 x The statements are as follows: a� a� 1. I have read the attached City of Kent administrative policy number 1.2. _J a� 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. W L 3. During the time of this Agreement I, the prime contractor, will provide a written statement J to all new employees and subcontractors indicating commitment as an equal opportunity employer. L L d 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and x promotion of women and minorities. E 5. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: a EEO COMPLIANCE DOCUMENTS - 1 Packet Pg. 505 4.Q.a A. Compliance with Regulations: The contractor, subcontractor, consultant, vendor, and supplier (hereinafter "Contractor") will comply with all Acts and the Regulations relative to non-discrimination, including those applicable to Federally- 0 assisted programs of the U.S. Department of Transportation, State-assisted programs through the Washington State Department of Transportation, and c generally under Washington's Law Against Discrimination, Ch. 49.60 RCW, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. N c 0 B. Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or o indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program w set forth in Appendix B of 49 CFR Part 21. 2 as L L C. Solicitations for Subcontracts, Including Procurements of Materials and = Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including 3 procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to non-discrimination on the grounds of race, color, or national origin. Q Go D. Information and Reports: The contractor will provide all information and reports M required by the Acts and Regulations and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its E facilities as may be determined applicable to contractor's contract by the City or the Washington State Department of Transportation to be pertinent to ascertain a compliance with such Acts and Regulations and instructions. Where any information Q required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the City or the a` Washington State Department of Transportation, as appropriate, and will set forth o what efforts it has made to obtain the information. x E. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the non-discrimination provisions of this contract, the City will impose such contract a sanctions as it or the Washington State Department of Transportation may J determine to be appropriate, including, but not limited to: N U) a. withholding payments to the contractor under the contract until the contractor complies; and/or o b. cancelling, terminating, or suspending a contract, in whole or in part. _J L F. Incorporation of Provisions: The contractor will include the provisions of L paragraphs (A) through (F) above in every subcontract, including procurements of = materials and leases of equipment, unless exempt by the Acts and Regulations and directives issued pursuant thereto. The contractor will take action with respect to E any subcontract or procurement as the City or the Washington State Department of Transportation may direct as a means of enforcing such provisions including Q sanctions for noncompliance. Provided, that if the contractor becomes involved in, EEO COMPLIANCE DOCUMENTS - 2 Packet Pg. 506 4.Q.a or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the City to enter into any litigation to protect the interests of the City. In addition, the contractor may request the United States o to enter into the litigation to protect the interests of the United States. 4- d _ 6. During the performance of this contract, the contractor, for itself, its assignees, and yi successors in interest agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: N 0 U Pertinent Non-Discrimination Authorities: _ aD i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), o (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. w ii. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, L (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose a- property has been acquired because of Federal or Federal-aid programs and projects); 3 iii. Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); a� iv. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, aM (prohibits discrimination on the basis of disability); and 49 CFR Part 27; Q V. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), co (prohibits discrimination on the basis of age); vi. Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); M vii. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, Q coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age L Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by a expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, _ whether such programs or activities are Federally funded or not); viii. Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private J transportation systems, places of public accommodation, and certain testing entities N (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation W= regulations at 49 C.F.R. parts 37 and 38; ix. The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) 0 (prohibits discrimination on the basis of race, color, national origin, and sex); L X. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority L Populations and Low-Income Populations, which ensures Non-discrimination against = minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on E minority and low-income populations; r r a EEO COMPLIANCE DOCUMENTS - 3 Packet Pg. 507 4.Q.a xi. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency (LEP). To ensure ° compliance with Title VI, you must take reasonable steps to ensure that LEP persons L; have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); _— vi xii. Title IX of the Education Amendments of 1972, as amended, which prohibits you from r- discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). _ 0 xiii. Washington Law Against Discrimination (Ch. 49.60 RCW) U 7. The submission of the final invoice for this contract will constitute a reaffirmation that the _ preceding statements were complied with during the course of the contract's performance. o 0 By signing below, I agree to fulfill the five requirements referenced above. w L L L By. _ For: _ a� Title: E a� a� L Date: Q r 00 00 M r _ d E d d L a a L a r M r M J 0 N N 3 L 0 0 J R i L L d _ d E V f+ a EEO COMPLIANCE DOCUMENTS - 4 Packet Pg. 508 4.Q.a CITY OF KENT ADMINISTRATIVE POLICY L 0 V NUMBER: 1.2 EFFECTIVE DATE: October 20, 2022 c r c 0 U SUBJECT: INCLUSIVE CONTRACTING SUPERSEDES: January 1, 1998 as E APPROVED BY Dana Ralph, Mayor 0 POLICY: w 0 L Equal employment opportunity and non-discrimination in contracting requirements for the City of L 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 3 take the following affirmative steps: E a� 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. Q 2. Actively consider for promotion and advancement available minorities and women. co Further, all contractors, subcontractors, consultants, suppliers, grantees, or subgrantees of the City, regardless of the value of the Agreement, are required to sign the City's Non-Discrimination Policy Declaration, prior to commencing performance. a Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract a 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 coordinate with the City's Title VI coordinator, and perform the following duties for their respective departments. a J 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these N regulations are familiar with the regulations and the City's equal employment opportunity ; policy. L 3 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. 0 L L L d E V a EEO COMPLIANCE DOCUMENTS - 5 Packet Pg. 509 Exhibit A WAHERRERA Science + Planning + Design SCOPE OF WORK L O V C N r C LOWER RUSSELL LEVEE - HABITAT A FEASIBILITY ANALYSIS AND STUDY ° The City of Kent (the City) authorized Herrera Environmental Consultants (Herrera) to prepare this scope of work and cost estimate to provide a feasibility analysis and study in support of the Lower Russel Levee c — Habitat A Project (the Project). The Project is designated for use as habitat rehabilitation waterward of the new Lower Russell levee setback. The previous manager of the project, King County, completed a w 60% level project design in support of this effort before management changed to the City who requests Herrera to complete a feasibility analysis and study of this area. x z Herrera will provide an existing conditions review, design evaluation of the current 60% project design, 3 development of additional project alternatives as needed and conduct an alternatives assessment to assist the City in the selection of a preferred alternative. The intent of this approach is to support the City E in identifying the best use of this site to create off-channel rearing and refuge habitat for salmon while also considering existing amphibian habitat and the potential to create additional high quality amphibian Q habitat as part of the project. co co M This scope of work includes a discussion of the activities, assumptions, deliverables, and a schedule associated with this project. Written notice to proceed from the City is required before Herrera is to start E a task. Contract amount is not to exceed the scoped dollar amount. a� a a Task 1 .0 - Project Management a This task includes the labor and expenses associated with scheduling, coordination, progress reporting, and quality control services for this work. For activities covered by this scope of work, Herrera shall work = closely with the City throughout the process to meet the project goals and objectives. Herrera will coordinate its activities with City staff to ensure activities do not duplicate or conflict with other City _J activities, approaches, policies, or procedures. Herrera's project manager will coordinate with the y designated City of Kent point of contact (Christina Neff) via phone and e-mail on an as-needed basis. L d This task includes a project team kickoff meeting between the City and key project staff, to orient the c team to available information, project schedule, and key issues to be addressed in the alternatives J analysis. Monthly virtual project check-ins with the City, and monthly progress reports and invoicing will `�° as be conducted under this task, along with quality control and other coordination as needed. x c as E a Janaury 22,2024 Page 1 of 5 gk scope of work 01192024.docx HERRERA Packet Pg. 510 4.Q.a SCOPE OF WORK L 0 Assumptions • Effort for this task is based on the duration of 11 months. r • The kickoff meeting will be no more than 1 hour in length and held via videoconference. Kickoff N meeting will be attended by up to for Herrera team members. o U • No in-person meetings will occur; project management meetings will all be held virtually. c as • Monthly progress reports will accompany invoices in PDF electronic file format. E a 0 L Deliverables W • Agenda and notes for a project kickoff meeting (up to 1 hour) with City staff L L • Monthly progress reports and invoices = r • Maintenance of project files 3 c • Development and monitoring of project schedule, and periodic updates as needed. as as L Task 2.0 - Existing Conditions and Design Review This task involves: 1) desktop review of existing information, including the current 60% design for the o project area, 2) a site visit conducted by City and Herrera staff to make observations, collect field measurements, complete a wetland reconnaissance, and verify ordinary high water mark (OHWM) limits and 3) an Existing Conditions and Design Review Technical Memorandum summarizing our findings. a a The existing conditions review will focus primarily on available plans, data, hydraulic models, and L studies conducted as part of the planning, design, and construction of the Lower Russell Levee a r Setback Phases 1 and 2, and the available data and documentation from the 60% design of the Lower Russel Levee— Habitat A project. Herrera will additionally review available City and County GIS data, including utilities and the state priority habitats and species database, other publicly available as literature, and data requested from our project partners as related to the project. Previously performed environmental and habitat studies and critical areas reports for the project location will be _J used to evaluate the current design and develop potential concept alternatives. N U) An initial site visit by key project staff including Herrera's project manager, restoration engineer, landscape architect and two biologists will take place to develop a greater understanding of the site o and overall project goals. _J L Herrera will conclude this task by summarizing the information reviewed, site observations, OHWM verification results, and implications for alternatives development work in an Existing Conditions and = Design Review Technical Memo for the City review and comment. E 0 a January 22,2024 Page 2 of 5 gk scope of work 01192024.docx HERRERA Packet Pg. 511 4.Q.a SCOPE OF WORK L 0 Assumptions • One site visit will be held over a 6-hour day (8 hours including travel to the site) for a project team consisting of five Herrera staff and an additional 6-hour day (8 hours including travel to the site) for r a project team consisting of two Herrera staff to complete the OHWM verification. _ 0 • Collection of new field data will be limited to wetland reconnaissance and OHWM verification, but U, not a formal wetland delineation or OHWM delineation. Survey, geotechnical assessment, cultural resources assessment, and other data collection efforts will be deferred to a later design phase if c required. 0L • The City will provide the existing OHWM delineation in GIS or CAD format for OWHM verification. It w is assumed safe site access for the OHWM verification can be obtained via bank access and that a boat or other floating device is not required. x • The City will coordinate with King County to gain concurrence on the allowance of Herrera to view r and use the hydraulic model it has developed for the Lower Russel Levee Setback Phases 1 and 2 project for Lower Russel Levee — Habitat A project. No additional hydraulic modeling will be conducted under this contract. L • The City will provide all available design plans, data, and reports for the Lower Russel Levee Setback Q Phases 1 and 2 project where it is applicable to the Lower Russel Levee— Habitat A project. r co co • The City will provide a single, consolidated set of comments on the draft Existing Conditions and Design Review Technical Memo and will meet with Herrera for a maximum of 2 hours to discuss. Herrera will address those comments to produce the final memo, resulting in a single draft review E cycle. a Deliverables L a • Draft and Final Existing Conditions and Design Review Technical Memo r Task 3.0 - Alternatives Development Herrera will develop up to three new conceptual alternatives for Habitat Area A based on findings J from the Existing Conditions and Design Review task. In addition to the newly developed alternatives, the current 60% design will be retained as a design alternative for the assessment. N o: The conceptual alternatives will be developed to achieve key project goals as identified by the City, 3 including providing off-channel rearing and refuge habitat for salmon while considering existing 0 amphibian habitats and ways to maintain, relocate, and create high quality amphibian habitat within the project limits. Alternative evaluation criteria will be developed upon which to score each L alternative in an alternative evaluation matrix in the Alternative Analysis and Basis of Design task. r Herrera will coordinate with the City on the development of concept alternatives and evaluation criteria to ensure they align with the City's priorities through either two 1-hour meetings or one 2- r a January 22,2024 Page 3 of 5 gk scope of work 01192024.docx HERRERA Packet Pg. 512 4.Q.a SCOPE OF WORK L 0 hour meeting. Herrera will develop GIS conceptual figures for each new alternative and a list of d evaluation criteria for the City to be able to share with stakeholders. Herrera will lead an onsite vi meeting with the City and interested stakeholders to review the concept alternatives and evaluation c criteria and solicit feedback to be incorporated into the final concept alternatives. 3 Assumptions U • No additional hydraulic modeling will be conducted under this contract. a E • One 2-hour or two 1-hour virtual meeting(s) will be convened with up to five Herrera team o members and City staff to brainstorm potential alternatives and identify alternative evaluation > _ criteria. w �a L • An onsite (or virtual) meeting with the City and interested stakeholders will be convened with up to five Herrera team members to review the concept alternatives and alternative evaluation criteria = and solicit feedback. _ Deliverables E • GIS conceptual figures for each alternative in Adobe PDF. Q • List of alternative evaluation criteria categories. co co M Task 4.0 - Alternatives Analysis & Basis of Design Herrera will evaluate up to four conceptual alternatives, including the existing 60% design, using an a alternative evaluation matrix. Evaluation criteria developed in the previous task will be updated based a on the input received from the City and project stakeholders. The alternatives will be evaluated and Q scored against the criteria in the matrix to inform the selection of a preferred alternative. We (D anticipate the criteria developed for the analysis will require evaluations to be based on a combination of qualitative assessments and quantitative data (where available). x Herrera will develop an initial draft scoring of the alternatives that will be shared with the City and project stakeholders at a virtual meeting to facilitate discussion about the benefits and drawbacks of a0') each alternative and to conclude the meeting with the City having selected their preferred alternative. J The final product of this task will be a Final Alternatives Analysis Report that summarizes the N alternatives, evaluation criteria, alternatives evaluation matrix and scoring, and a basis of design narrative of the preferred alternative. aD 3 0 Assumptions J L • The draft and final versions of the Alternatives Analysis Report will incorporate the documentation produced in preceding tasks, describe the analysis process used to inform the City's selection of the = preferred alternative, and describe anticipated future conditions associated with the preferred alternative. E r a January 22,2024 Page 4 of 5 gk scope of work 01192024.docx HERRERA Packet Pg. 513 4.Q.a SCOPE OF WORK L 0 • The City will provide a single, consolidated set of comments on the draft Alternatives Analysis Report which Herrera will address to produce the final memo, resulting in a single draft review cycle. r Deliverables 0 U • Alternatives Analysis Matrix. c • Draft and Final Alternatives Analysis Report. E a 0 L Task 5.0 - Geomorphic Analysis W Herrera will conduct a geomorphic analysis of the Project Site which will require a separate and specific notice to proceed. Geomorphic analysis will be restricted to an analysis of existing information regarding the migration potential of the Green River in the project reach. Bank migration rates will be estimated 3 using orthorectified historical aerial photographs. Results will be summarized in a brief memorandum (less than 10-page document, not including figures). E as as L a Assumptions co • Geomorphic analysis will be summarized in a brief memorandum. r c • Bank migration will be estimated from publicly available historical aerial photographs. E as as Deliverables a a • Draft and final geomorphic analysis memorandum. L Q d d J d N N 3 L 3 0 J L L L d E V a January 22,2024 Page 5 of 5 gk scope of work 01192024.docx HERRERA Packet Pg. 514 4.Q.a H E R RE RA L L Q) Cost Estimate for Lower Russell Levee-Habitat A Feasibility Analysis and Study 2 t Herrera Project No. 23-08131-000 ©�© 3 1/23/2024 Task No. m Existing E Project Conditions and Alternatives Alternatives Geomorphic Total Management Development Analysis&BOD Analysis d Herrera Labor based on: Burdened Labor Rates Design Q Task Start r. ' ®' Task End Dat 12/2/2024 oo 00 Staff Labor Category 2024 Burdened Labor Rates M_ Kayser,Gretchen Engineer IV $197.04 32 37 23 33 20 145 Ritchotte,George Scientist V $254.34 2 29 15 13 59 O d Cortese,David Engineer IV $210.09 2 38 20 20 67 147 E Anslow,Dylan Landscape Architect III $150.64 1 21 15 11 48 O Parsons,Jeff Engineer VI $293.58 1 5 3 7 22 38 L Ql Johansen,Sally Project Accountant IV $165.23 18 0 0 18 Q Marshall,Eric CAD Technician IV $175.16 u 4 14 3 21 Q Crickmore,Ian David GIS Analyst IV $188.17 0 18 10 7 26 61 Fox,Michelle Administrative Coordinator II $119.51 0 8 15 6 29 Q Mirabile,Tina Scientist IV $224.13 9 9 Rapoza,Danielle Scientist III $146.84 2 50 16 22 90 R Forester,Kate Landscape Architect VI $223.79 3 2 5 10 Total Hours per Task 58 222 118 136 141 675 = Subtotal Labor $10,946 $42,356 $22,820 $25,708 1 $30,085 1 $131,915 Subtotal Herrera Labor $10,946 $42,356 $22,820 $25,708 $30,085 $131,915 d > aD J Travel and Per Diem(PD) Item Unit Unit Cost d N Auto Use Mile $0.67 810 100 910 to 3 Subtotal Travel and Per Diem $0 $543 $o $0 $67 $610 L Other Direct Costs(ODCs) 3 O GPS unit(Bad Elf Pro w/!Pad) Day $45.00 2 1 3 J Subtotal ODCs $o $90 $o $0 $4s $13s m L L Subtotal Travel and Per Diem and ODCs $o $633 $o $o $112 $745 c a� E Grand Subtotal $10,946 $42,988 $22,820 $25,708 $30,197 $132,660 Grand Total Packet P9, 515 4.Q.a L Exhibit B 0 Insurance Requirements r_ U Insurance The Consultant shall procure and maintain for the duration of the 0 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, E or subcontractors. 0 LU A. Minimum Scope of Insurance L L L Consultant shall obtain insurance of the types described below: _ Commercial General Liability insurance shall be written on Insurance 3 Services Office (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 a 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 E City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. If a general a aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall a be twice the required occurrence limit. The Consultant may use Umbrella or Excess Policies to provide the = liability limits as required in this Agreement. This form of insurance will be acceptable if all the Primary and Umbrella or Excess Policies shall J provide all the insurance coverages herein required. The Umbrella or Excess policies shall be provided on a true "following form" or broader 3 coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. 3 0 J Automobile Liability insurance providing bodily injury and property damage liability coverage for all automobiles/vehicles used in the L performance of this Agreement. This coverage must be on a primary = and non-contributory basis only. Coverage shall be written on ISO form CA 00 01, or a substitute form providing equivalent liability a Packet Pg. 516 4.Q.a L coverage. If necessary, the policy shall be endorsed to provide 0 contractual liability coverage. U Professional Liability or Errors & Omissions insurance appropriate to the Consultant's profession. N 0 Workers' Compensation coverage for the employees of Consultant and FU subcontractors as required by the Industrial Insurance laws of the State of Washington. E 0 L B. Minimum Amounts of Insurance r_ w 0 Consultant shall maintain the following insurance limits: x Commercial General Liability insurance shall be written with limits no less than $1,000,000 per occurrence, $2,000,000 general aggregate, 3 and a $1,000,000 products-completed operations aggregate limit. Primary Non-Contributory Additional Insured coverage for the City of Kent, et. al. a Stop Gap Liability - $1,000,000/$1,000,000/$1,000,000 Waiver of Subrogation co Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per occurrence. E L Professional Liability or Errors & Omissions insurance shall be written a with limits no less than $1,000,000 per occurrence, $2,000,000 general aggregate. a If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the = broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of J insurance and coverage shall be available to the City. The above policy limits may be obtained with excess liability (umbrella) insurance. C. Other Insurance Provisions 3 0 J The insurance policies are to contain, or be endorsed to contain, the following provisions: L x 1. The Consultant's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be in a Packet Pg. 517 4.Q.a L excess of the Consultant's insurance policies and shall not ° contribute to the Consultant's insurance policies. U 2. Consultant's insurer must deliver or mail written notice of cancellation to the named insured at least forty-five (45) days N before the effective date of the cancellation. The Consultant's o insurance policy shall include an endorsement that provides the FU City with written notice of cancellation forty-five (45) days before the effective date of the cancellation. If Consultant's E insurer fails to provide the City with a copy of the notice of 0 cancellation endorsement, the Consultant must notify the City of r_ LU any cancellation, nonrenewal or termination within two (2) business days of their receipt of such notice. x 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) with respect to work 3 performed by or on behalf of the Consultant and a copy of the endorsement naming the City as an additional insured shall be attached to the Certificate of Insurance. The City reserves the a right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall Go also contain a clause stating that coverage shall apply separately to each insured against whom claims are made or suit is brought, except with respect to the limits of the insurer's E liability. a D. Acceptability of Insurers L Q Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. x E. Verification of Coverage J Consultant shall furnish the City with original certificates and a copy of the 4) amendatory endorsements, including but not necessarily limited to the U) additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. The City waives no 3 rights, and the Consultant is not excused from performance if Consultant 0 fails to provide the City with a copy of the endorsement naming the City as a Primary Non-Contributory Additional Insured. L d E V a Packet Pg. 518 4.Q.a L F. Subcontractors ° Li Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. r All coverage for subcontractors shall be subject to all the same insurance N requirements as stated herein for the Consultant. o U R c O E c O L W L L L 2 L Q r oo 00 M r C d d d L a a L a r r J d N N 3 L O J R L O L L d d V f+ a Packet Pg. 519 4.R PUBLIC WORKS DEPARTMENT Chad Bieren, P.E. 220 Fourth Avenue South KENT Kent, WA 98032 WASHINGTON 253-856-5600 DATE: February 6, 2024 TO: Kent City Council - Committee of the Whole SUBJECT: INFO ONLY: Lower Russell Levee Habitat Area A (CWM) Grant Application SUMMARY: The biggest limiting factor for salmonid productivity and population growth in the Green River is a lack of suitable habitat for migrating fry to reach parr size before ocean entry. The City's proposed Lower Russell Levee Setback Habitat Area A project is important for filling that need. The lack of these holding or overwintering areas forces young fish to migrate to Puget Sound prior to obtaining adequate growth, and fewer than 1% of these fish return to spawn as adults. The project will create additional floodplain storage to help alleviate flood damage and once established, native plantings will reduce temperature loading in the Green River. The Habitat Area A project includes the excavation of a new off-channel habitat area and installation of large woody structures that will provide rearing and refuge habitat for juvenile Chinook salmon. This project is associated with the Lower Russell Levee Setback project--a part of a larger overall flood management strategy for the lower Green River. The project is located along the right (east) bank of the Green River south of S 212th Street near Van Doren's Landing Park (Green River Mile 18.0-18.3). The City received Cooperative Watershed Management (CWM) and Puget Sound Acquisition and Restoration (PSAR) funding for conducting an alternatives analysis, wetland design, hydrogeological study, archaeological survey, geotechnical analysis, stakeholder coordination, 60% preliminary design refinements, preparing a maintenance, monitoring and adaptive management plan, and preparing permit documents to construct the Habitat Area A project. The next phase of the project will prepare construction plans of the chosen alternative based on the feasibility study results. To complete this work, the City will apply for another CWM grant in the amount of $627,690 to fund the project design. 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. Packet Pg. 520