HomeMy WebLinkAboutAG 19-054 II RETURN TO: Jeff Watson EXT: 2650
CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM
. ORIGINATING DEPT./DIV: CD/CS
. ORIGINATING STAFF PERSON: JEFF WATSON EXT: 2650 3. DATE REQ.BY: 12/21/2018
TYPE OF DOCUMENT(CHECK ONE):
❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ)
❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT
❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT
❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG
❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS)
❑ ORDINANCE ❑ RESOLUTION
❑ CONTRACT AMENDMENT(AG#): x INTERLOCAL
❑ OTHER
. PROJECT NAME: MOA WITH KING COUNTY FOR FUNDING FAIR HOUSING TESTING
NAME OF CONTRACTOR: KING COUNTY,WASHINGTON
ADDRESS: TELEPHONE
E-MAIL: FAX:
SIGNATURE NAME: TITLE
EXHIBITS AND ATTACHMENTS:❑ SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL
OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS
. TERM: COMMENCEMENT DATE: 12/28/2018 COMPLETION DATE: 06/30/2019
TOTAL COMPENSATION$25,000.00 (INCLUDE EXPENSES AND SALES TAX,IF ANY)
(IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES)
REIMBURSABLE EXPENSE:❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $
IS SALES TAX OWED ❑YES ❑NO IF YES,$ PAID BY:❑CONTRACTOR❑CITY
RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND
ROVIDED
❑ PURCHASING: PLEASE CHARGE TO: 119-7300-961-565-41-410
0. DOCUMENT/CONTRACT REVIEW INIT / P.TE 'EVIEWED INITIAL/DATE APPROVED
❑ PROJECT MANAGER /Z/Z/O Z-
❑ DIRECTOR
❑ RISK MANAGEMENT (IF APPLICABLE)
❑ LAW V? 21 1).c. Z.
I. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE:
SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE:
2. CONTRACT SIGNATURE ROUTING
❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D:
❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE,LICENSES,EXHIBITS
❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE
(Include dept.support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.)
INITIAL/DATE SIGNED
I/IGW DEPARTMENT
NATORY(MAYOR OR DIRECTOR)
❑ CITY CLERK V / fJo rspt p�
❑ ASSIGNED AG# AG- kj —057
D
❑ SIGNED COPY RETURNED DATE SENT: ti 3i
:OMMENTS:
MEMORANDUM OF AGREEMENT
AMONGST
KING COUNTY DEPARTMENT OF COMMUNITY AND HUMAN SERVICES
AND
CITY OF FEDERAL WAY
THIS MEMORANDUM OF AGREEMENT(MOA),entered this 26th day of December,2018,by and between
n' andHuman Services,(DCHS)and the Cityof Federal Way,
the King County Department of Community Y
collectively referred to as Program Participants;and
WHEREAS,the Program Participants are subject to affirmatively furthering fair housing requirements
Impediments at 21 C.F.R.§§5.150 through 5.180 and required to submit an Analysis of to Fair
Housing Choice(Al);and
WHEREAS,field testing for discriminatory activities in the housing market is a critical component to
understanding the nature and extent of potential impediments of fair housing choice.
NOW THEREFORE,it is agreed by and among the Program Participants that:
1. PARAMETERS FOR TESTING
DCHS will contract with the Fair Housing Center of Washington(FHCW),the only HUD-designated
Qualified Fair Housing Organization in Western Washington,to test for differential treatment for at least
the following protected classes:
- Race
- National Origin
- Disability
- Gender Identity
- Housing Choice Voucher Recipient
The form of the testing contract between DCHS and FHCW is attached as Exhibit B hereto. DCHS will
contribute$40,000.00 and the City of Federal Way-will contribute$25,000.00 to the testing contract
with FHCW. Testing will be divided equally between the South and North/East King County subregions.
The City of Federal Way shall be guaranteed at least five(5)tests within its jurisdiction.
II. LEAD ENTITY
DCHS will serve as the lead entity and administrator managing the testing contract on behalf of all the
collaborating Program Participants and holding and dispersing the funds contributed pursuant to this
MOA.
Memorandum of Agreement 2020 Assessment of Fair Housing Page 1 of 1
III. DURATION AND TERMINATION
This MOA is effective December 20h,2018 and shall continue until December 31",2021. Any Program
Participant may terminate its participation upon 30 days written notice to the other Program
Participants. In the case of termination DCHS retains contributed funds to be used toward the purpose
of this MOA.
Counterparts
The terms of this MOA may be executed in any number of counterparts,each of which so executed will
be deemed to be an original,but all such counterparts will together constitute but one and the same
instrument.
Entire Agreement
This MOA supersedes all prior or contemporaneous communications and proposals,whether electronic,
oral or written,among the Program Participants,and reflects the entire agreement among the
undersigned parties with respect to the subject matter of this MOA.
King Coun t-pa ;uj'n . tty : d Human Services(for the King County Consortium)
•
By I s Date
Title C G0 (".11"4u"-c"2-
Federal
"l1"a,^c"z.Federal I.D.# 11"foo l329
City . eral Way
By ,, � / Date t (1/19 „<J
Ji/men, Mayor
Federal I.D.# 91-1462550
•
Memorandum of Agreement 2020 Assessment of Fair Housing Page 2 of 2
MEMORANDUM OF AGREEMENT
AMONGST
KING COUNTY DEPARTMENT OF COMMUNITY AND HUMAN SERVICES
AND
CITY OF FEDERAL WAY
THIS MEMORANDUM OF AGREEMENT(MOA), entered this 26th day of December, 2018, by and between
the King County Department of Community and Human Services, (DCHS)and the City of Federal Way,
collectively referred to as Program Participants; and
WHEREAS,the Program Participants are subject to affirmatively furthering fair housing requirements
found at 21 C.F.R. §§ 5.150 through 5.180 and required to submit an Analysis of Impediments to Fair
Housing Choice (Al); and
WHEREAS,field testing for discriminatory activities in the housing market is a critical component to
understanding the nature and extent of potential impediments of fair housing choice.
NOW THEREFORE, it is agreed by and among the Program Participants that:
I. PARAMETERS FOR TESTING
DCHS will contract with the Fair Housing Center of Washington (FHCW),the only HUD-designated
Qualified Fair Housing Organization in Western Washington,to test for differential treatment for at least
the following protected classes:
- Race
- National Origin
- Disability
- Gender Identity
- Housing Choice Voucher Recipient
The form of the testing contract between DCHS and FHCW is attached as Exhibit B hereto. DCHS will
contribute$40,000.00 and the City of Federal Way_will contribute$25,000.00 to the testing contract
with FHCW. Testing will be divided equally between the South and North/East King County subregions.
The City of Federal Way shall be guaranteed at least five (5)tests within its jurisdiction.
II. LEAD ENTITY
DCHS will serve as the lead entity and administrator managing the testing contract on behalf of all the
collaborating Program Participants and holding and dispersing the funds contributed pursuant to this
MOA.
Memorandum of Agreement 2020 Assessment of Fair Housing Page 1 of 1
III. DURATION AND TERMINATION
This MOA is effective December 26th, 2018 and shall continue until December 31st, 2021. Any Program
Participant may terminate its participation upon 30 days written notice to the other Program
Participants. In the case of termination DCHS retains contributed funds to be used toward the purpose
of this MOA.
Counterparts
The terms of this MOA may be executed in any number of counterparts, each of which so executed will
be deemed to be an original, but all such counterparts will together constitute but one and the same
instrument.
Entire Agreement
This MOA supersedes all prior or contemporaneous communications and proposals,whether electronic,
oral or written, among the Program Participants, and reflects the entire agreement among the
undersigned parties with respect to the subject matter of this MOA.
King County Department of Community and Human Services (for the King County Consortium)
By Date
Title
Federal I.D.#
City
iip neral Way /
By , Datefic?C.)/ 52
Ji 'errell, Mayor
Federal I.D.#_91-1462550
Memorandum of Agreement 2020 Assessment of Fair Housing Page 2 of 2
Exhibit A
King County Contract Insurance Form
2 Services Contract
Department of Executive Services
Finance and Business Operations Division
Procurement and Contract Services Section
King County 206-263-9400 TTY Relay: 711
THIS CONTRACT#_ ("Contract") is entered into by KING COUNTY,
Washington„ (the "County"), and (the "Contractor"), whose address is . The County is
undertaking certain activities related to, and, the County desires to engage the Contractor to
provide Work in connection with such undertakings of the County,
NOW, THEREFORE, in consideration of payments, covenants, and agreements hereinafter
mentioned, to be made and performed by the parties hereto, the parties covenant and do mutually
agree as follows:
I. CONTRACT DOCUMENTS
The Contractor shall provide all Work described in this Contract, which consists of the following
documents and attached exhibits, each of which are made a part hereof by this reference in
the following order of precedence:
1. Contract Amendment(s)
2. Contract, which consists of this page, the Terms and Conditions, and the following:
❑
Scope of Work Exhibit A
❑ Price Attachment Exhibit B
❑ Certificate(s) of Insurance and Policy Endorsement Exhibit C
❑ Other Exhibits and attachments (if applicable)
3. Request for Proposal (as modified by any addenda)
❑ King County Request for Proposal Exhibit D
4. Contractor's Proposal
❑ Proposal Exhibit E
5. Other Exhibits
❑ Exhibit F
II. CONTRACT TERM
This Contract shall be effective when countersigned by King County and shall expire on
, unless extended or terminated earlier pursuant to the terms and conditions of this
Contract.
Ill. CONTRACT AMOUNT
The County shall reimburse the Contractor upon Acceptance of the Work specified in this
Contract in an amount not to exceed $ f** Optional Language if Exhibit B Used** ,
payable as set forth in Exhibit B].
COMPANY NAME KING COUNTY
Authorized Signature Authorized Signature
Name and Title (Print or Type) Name and Title (Print or Type)
Date Accepted: Date Accepted:
Approved as to form only:
King County Prosecuting Attorney
King County Services Contract, Rev. 4/15 Page 2 of 2
TERMS AND CONDITIONS
SECTION 1 DEFINITIONS
1.1 Definitions
Words and terms shall be given their ordinary and usual meanings. Where used in the
Contract documents, the following words and terms shall have the meanings indicated. The
meanings shall be applicable to the singular, plural, masculine, feminine and neuter of the
words and terms.
ACCEPTANCE OR ACCEPTED - A written determination by the County that the Contractor has
completed the Work in accordance with the Contract.
CONTRACT AMENDMENT - A written change to the Contract modifying, deleting or
adding to the terms and conditions or Scope of Work, signed
by both parties, with or without notice to the sureties.
CONTRACTOR - The individual, association, partnership, firm, company,
corporation, or combination thereof, including joint ventures,
contracting with the County for the performance of Work
under the Contract.
DAY - Calendar day.
KCC - The King County Code.
MEASURABLE AMOUNT OF A definitive allocation of an employee's time that can be
WORK- attributed to Work performed under this Contract, but that is
not less than a total of one hour in any one week period.
PERSON - Includes individuals, associations, firms, companies,
corporations, partnerships, and joint ventures.
PROJECT MANAGER - The individual designated by the County to manage the
project on a daily basis and who may represent the County
for Contract administration.
RCW - The Revised Code of Washington.
SCOPE OF WORK(SOW) - An exhibit to the Contract consisting of a written description
of the Work to be performed.
SUBCONTRACTOR - The individual, association, partnership, firm, company,
corporation, or joint venture entering into an agreement with
the Contractor to perform any portion of the Work covered by
this Contract.
WORK - Everything to be provided and done for the fulfillment of the
Contract and shall include services, goods and supplies
specified under this Contract, including Contract
Amendments.
King County Services Contract, Rev. 4/15 Page 3 of 3
SECTION 2 GENERAL PROVISIONS
2.1 Administration
The Contractor shall be responsible for performing the Work. The County is not a party to
defining the division of Work between the Contractor and its Subcontractors, if any.
The Contractor represents that it has or shall obtain all personnel, materials and equipment
required to perform the Work under this Contract.
2.2 Acceptance of Work OPTIONAL
Upon completion of the Contract or a purchase order issued under the Contract, the Contractor
shall give the County written "notice of completion" of Work. The County shall review the Work
for Acceptance. In addition, the County may Accept Work by phase or milestone. In such case,
the Contractor will give the County written "notice of completion" of Work related to a specific
phase or milestone following the Contractor's completion of all such Work in accordance with
the payment schedule and delivery requirements in the Contract.
2.3 Warranty
Contractor warrants that the Work shall in all material respects conform to the requirements of
this Contract. Contractor further warrants that qualified professional personnel with in-depth
knowledge shall perform the Work in a timely and professional manner, and that the Work shall
conform to the standards generally observed in the industry for similar Work.
2.4 Payment Procedures; Prompt Payment of Subcontractors
For Work Accepted by the County the Contractor shall furnish invoices to King County
Accounts Payable, M/S MLK-ES-0320, 401 — Fifth Avenue, Seattle, WA 98104. All invoices
shall include: purchase order and/or contract number, invoice date, number, and total. For
each item invoiced, provide the complete description of the products, services, phases or
milestones Accepted, hours worked and Contract hourly rates, or authorized fees.
The County will not be bound by prices contained in an invoice that are higher than those in
Exhibit B, or if not used as part of this Contract, then the current price list for this Contract
approved by the County. Within thirty (30) Days after receipt of an invoice, the County shall
pay the Contractor for Accepted Work, upon acceptance of payment Contractor waives any
claims for the Work covered by the invoice.
If the Contractor is registered with the State of Washington it shall add all applicable State
sales or use taxes to each invoice and upon receipt of the payment promptly remit appropriate
amounts to the State of Washington, or the County will make payment directly to the State.
The Contractor agrees to pay each Subcontractor under this Contract for satisfactory
performance of its Subcontract within ten (10) Days from the receipt of each payment the
Contractor receives from the County.
2.5 Pricing
Prices shall remain firm for the duration of the Contract. The Contractor may request a price
change(s) in writing delivered to the county. The Contractor shall provide documentation
satisfactory to the County in support of its request, such as changes to the Producers Price
Index for the commodity, the Consumer Price Index for the Seattle-Tacoma-Bremerton area, or
a manufacturer's published notification of price change(s). The County reserves the right, in its
sole discretion, to grant the request as submitted, engage the Contractor in a discussion about
modifications to the request, or deny the request in its entirety. Any change in pricing granted
King County Services Contract, Rev. 4/15 Page 4 of 4
by the County shall be affected through a Contract Amendment instituting the price adjustment
and establishing an effective date.
2.6 Shipping Charges OPTIONAL
All prices shall include freight FOB to the designated delivery point. The County shall reject
requests for additional compensation for freight charges.
2.7 Contract Amendment
All changes to the Contract shall be made in writing through a Contract Amendment. No oral
statement or other conduct by the County shall change or modify the Contract. The County
may perform an analysis of cost, price or schedule to determine the reasonableness of the
proposed change to the Contract.
2.8 Changed Requirements
New federal, state and county laws, regulations, ordinances, policies and administrative
practices may be established after the date this Contract is established and may apply to this
Contract. To achieve compliance with changing requirements, the Contractor agrees to accept
all changed requirements that apply to this Contract and require Subcontractors to comply with
revised requirements as well. Changed requirements shall be implemented through Section
2.7, Contract Amendment.
2.9 Taxes, Licenses, and Certificate Requirements
If, for any reason, the Contractor's required licenses or certificates are terminated, suspended,
revoked or in any manner modified from their status at the time this Contract becomes
effective, the Contractor shall notify the County immediately of such condition in writing. The
Contractor and Subcontractor(s) shall maintain and be liable for payment of all applicable
taxes (except sales/use taxes), fees, licenses permits and costs as may be required by
applicable federal, state or local laws and regulations as may be required to provide the Work
under this Contract.
2.10 Notices
Unless otherwise specified in the Contract, all notices or documentation required or provided
pursuant to this Contract shall be in writing and shall be deemed duly given when received at
the addresses first set forth below via certified or registered first class mail, return receipt
requested, personal delivery or electronic mail. However, if any of the following occur: "notice
to cure" a default, Contractor communication in connection with an alleged default, or notice of
termination, such notice or communication shall only be delivered personally, or by certified or
registered first class mail, return receipt requested.
KING COUNTY CONTRACTOR
Project Manager- [Contact Name]
Seattle, WA [City], [State]
206- [Telephone Number]
xxxxxx@kingcounty.gov [Email Address]
[Fax Number]
King County Services Contract, Rev. 4/15 Page 5 of 5
2.11 Certification Regarding Debarment, Suspension and Other Responsibility Matters
If this Contract is a covered transaction for purposes of federally funded grant requirements,
the Contractor is required to verify that none of the Contractor, its principals, as defined at 49
CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined
at 49 CFR 29.940 and 29.945. The Contractor is required to comply with 49 CFR 29, Subpart
C and must include the requirement to comply with 49 CFR 29, Subpart C in any lower tier
covered transaction it enters into. By signing and submitting this Contract, the Contractor
certifies as follows:
The certification in this clause is a material representation of fact relied upon by King County.
If it is later determined that the Contractor knowingly rendered an erroneous certification, in
addition to remedies available to King County, the Federal Government may pursue available
remedies, including but not limited to suspension and/or debarment. The Contractor agrees to
comply with the requirements of 49 CFR 29, Subpart C while performing this Contract and
further agrees to include a provision requiring such compliance in its lower tier covered
transactions.
SECTION 3 LEGAL RELATIONS; INDEMNITY AND INSURANCE
3.1 Independent Status of Contractor
In the performance of this Contract, the parties shall be acting in their individual, corporate or
governmental capacities and not as agents, employees, partners, joint ventures, or associates
of one another. The parties intend that an independent contractor relationship shall be created
by this Contract. The Contractor shall be responsible for all federal and/or state tax, industrial
insurance, wages, benefits, or other compensation by or on behalf of the Contractor and its
employees. The Contractor shall not make any claim of right, privilege or benefit which would
accrue to an employee under chapter 41.06 RCW or Title 51 RCW.
3.2 Indemnification and Hold Harmless
To the maximum extent permitted by law and except to the extent caused by the sole
negligence of the County, the Contractor shall indemnify and hold harmless the County, its
officers, agents and employees, from and against any and all suits, claims, actions, losses,
costs, penalties and damages of whatsoever kind or nature arising out of, in connection with,
or incident to the Work provided by or on behalf of the Contractor. This indemnification
obligation shall include, but is not limited to, all claims against the County by an employee or
former employee of the Contractor or its Subcontractors, and the Contractor, by mutual
negotiation, expressly waives all immunity and limitation on liability, as respects the County
only, under any industrial insurance act, including Title 51 RCW, other Worker's Compensation
act, disability benefit act, or other employee benefit act of any jurisdiction which would
otherwise be applicable in the case of such claim. In addition, the Contractor shall protect and
assume the defense of the County and its officers, agents and employees in all legal or claim
proceedings arising out of, in connection with, or incidental to such Work; and shall pay all
defense expenses, including reasonable attorney's fees, expert fees and costs incurred by the
County on account of such litigation or claims. In the event that the County incurs any
judgment, award and/or expense or cost, including attorney fees, arising from the provisions of
this Section 3.2, or to enforce the provisions of this Section 3.2, any such judgment, award,
fees, expenses and costs shall be recoverable from the Contractor.
King County Services Contract, Rev. 4/15 Page 6 of 6
The indemnification, hold harmless, protection and defense obligations contained herein shall
survive the expiration, abandonment or termination of this Contract.
Nothing contained within this Section 3.2 shall affect and/or alter the application of any other
section contained within this Contract.
3.3 Insurance Requirements
Upon execution of this Contract, the Contractor, at its own cost, shall have procured and will
maintain for the duration of this Contract, insurance as specified in the Minimum Scope and
Limits of Insurance. Contractorfurnish the Countywith certificates of insurance and
a ce. The shall
endorsements required by this Contract. The County reserves the right to require complete,
certified copies of all required insurance policies at any time.
Each insurance policy shall be written on an "occurrence" form; except that professional
liability, errors and omissions , will be acceptable on a "claims made" form.
If coverage is approved and purchased on a "claims made" basis, the Contractor warrants
continuation of coverage, either through policy renewals or the purchase of an extended
discovery period, if such extended coverage is available, for not less than three years from the
date of completion of the Work which is the subject of this Contract.
By requiring such minimum insurance coverage, the County shall not be deemed or construed
to have assessed the risks that may be applicable to the Contractor under this Contract. The
Contractor shall assess its own risks and, if it deems appropriate and/or prudent, maintain
greater limits and/or broader coverage.
Nothing contained within these insurance requirements shall be deemed to limit the scope,
application and/or limits of the coverage afforded, which coverage will apply to each insured to
the full extent provided by the terms and conditions of the policy(s). Nothing contained within
this provision shall affect and/or alter the application of any other provision contained within
this Contract.
A. Minimum Scope and Limits of Insurance
The Contractor shall maintain limits no less than,
1. General Liability: $ combined single limit per occurrence for bodily injury,
personal injury and property damage, and for those policies with aggregate limits, a
$ aggregate limit. CG 00 01 current edition, including Products and Completed
Operations
2. Professional Liability, Errors and Omissions: $ Per Claim and in the Aggregate
3. Automobile Liability: $ combined single limit per accident for bodily injury and
property damage. CA 0001 current edition, Symbol 1.
4. Workers' Compensation: Statutory requirements of the State of residency, and
5. Employers' Liability or "Stop Gap" coverage: $
B. Other Insurance Provisions and Requirements
The insurance coverage(s) required in this Contract are to contain, or be endorsed to
contain the following provisions:
All Liability Policies except Workers Compensation and Professional Liability:
1. The County, its officers, employees and agents are to be covered as additional
insureds as respects liability arising out of activities performed by or on behalf of the
King County Services Contract, Rev. 4/15 Page 7 of 7
Contractor in connection with this Contract. Such coverage shall be primary and
non-contributory insurance as respects the County, its officers, officials, employees
and agents. Additional Insured Endorsement shall be included with the certificate of
insurance, "CG 2010 11/85" or its equivalent is required. The County requires this
Endorsement to complete the Contract.
All Policies:
a. The Contractor's insurance coverage shall apply separately to each insured
against whom a claim is made and/or lawsuit is brought, except with respect to
the limits of the insurer's liability.
b. Any deductibles or self-insured retentions must be declared to, and approved
by, the County. The deductible and/or self-insured retention of the policies shall
not limit or apply to the Contractor's liability to the County and shall be the sole
responsibility of the Contractor
c. Coverage shall not be suspended, voided, canceled, reduced in coverage or in
limits, until after forty-five (45) Days prior written notice, has been given to the
County.
d. Insurance coverage is to be placed with insurers with a Bests' rating of no less
than A: VIII, or, if not rated with Bests', with minimum surpluses the equivalent
of Bests' surplus size VIII.
Professional Liability, Errors and Omissions insurance coverage may be placed
with insurers with a Bests' rating of B+:VII. Any exception must be approved by
the County.
If at any time any of the foregoing policies fail to meet minimum requirements,
the Contractor shall, upon notice to that effect from the County, promptly obtain
a new policy, and shall submit the same to the County, with the appropriate
certificates and endorsements, for approval.
C. Subcontractors
The Contractor shall include all Subcontractors as insureds under its policies, or shall
furnish separate certificates of insurance and policy endorsements for each
Subcontractor. Insurance coverages provided by Subcontractors as evidence of
compliance with the insurance requirements of this Contract not provided by the
Contractor, shall be subject to all of the requirements stated herein.
D. Work Site Safety
The Contractor shall have the "right to control" and bear the sole responsibility for the job
site conditions, and job site safety. The Contractor shall comply with all applicable federal,
state and local safety regulations governing the job site, employees and Subcontractors.
The Contractor shall be responsible for the Subcontractor's compliance with these
provisions.
King County Services Contract, Rev. 4/15 Page 8 of 8
SECTION 4 CONFLICTS OF INTEREST AND NON-COMPETITIVE PRACTICES
4.1 Conflicts of Interest and Non-Competitive Practices
A. Conflict of Interest - By entering into this Contract to perform Work, the Contractor
represents that it has no direct or indirect pecuniary or proprietary interest, and that it
shall not acquire any such interest, that conflicts in any manner or degree with the Work
required to be performed under this Contract. The Contractor shall not employ any
Person or agent having any conflict of interest. In the event that the Contractor or its
agents, employees or officers hereafter acquires such a conflict of interest, it shall
immediately disclose such conflict to the County. The County shall require that the
Contractor take immediate action to eliminate the conflict.
B. Contingent Fees and Gratuities - By entering into this Contract to perform Work, the
Contractor represents that:
1. No Persons except as designated by Contractor shall be employed or retained to
solicit or secure this Contract with an agreement or understanding that a
commission, percentage, brokerage, or contingent fee would be paid.
2. No gratuities, in the form of entertainment, gifts or otherwise, were offered or given
by the Contractor or any of its officers, agents, employees or representatives, to any
official, member or employee of the County or other governmental agency with a
view toward securing this Contract or securing favorable treatment with respect to
the awarding or amending, or the making of any determination with respect to the
performance of this Contract.
3. Any Person having an existing contract with the County or seeking to obtain a
contract who willfully attempts to secure preferential treatment in his or her dealings
with the County by offering any valuable consideration, thing or promise, in any form
to any County official or employee shall have his or her current contracts with the
County canceled and shall not be able to bid on any other County contracts for a
period of two (2) years.
C. Disclosure of Current and Former County Employees - To avoid any actual or potential
conflict of interest or unethical conduct:
1. County employees or former County employees are prohibited from assisting with
the preparation of proposals or contracting with, influencing, advocating, advising or
consulting with a third party, including Contractor, while employed by the County or
within one (1) year after leaving County employment if he/she participated in
determining the Work to be done or processes to be followed while a County
employee.
2. Contractor shall identify at the time of offer current or former County employees
involved in the preparation of proposals or the anticipated performance of Work if
awarded the Contract. Failure to identify current or former County employees
involved in this Contract may result in termination of this Contract.
3. After Contract award, the Contractor is responsible for notifying the County's Project
Manager of current or former County employees who may become involved in the
Contract any time during the term of the Contract.
D. King County Consultant Disclosure - In accordance with King County Code 3.04.120, as a
condition of award of a professional or technical services contract valued at $50,000 or
more, the Consultant agrees that, unless otherwise specified, any information required to
King County Services Contract, Rev. 4/15 Page 9 of 9
be disclosed below shall cover the period twenty four months before and including the
date of filing the sworn statement.
1. No County employee or any member of the County employee's immediate family
holds an office or directorship in the Consultant;
2. No County employee or any member of the County employee's immediate family
has a financial interest in the Consultant as identified below:
a. Ownership of over five percent of the stock or other form of interest in the
Consultant; and
b. Receipt of any compensation, gift or thing of value from the Consultant;
3. No officer or director of the Consultant has had a position on any County board or
commission, whether salaried or unsalaried, in the five years immediately preceding
the present Contract.
4. Absent authorization for alternative compliance as referenced below, failure to
comply with this provision shall be considered a material breach of this Contract, and
may subject the Consultant to administrative sanctions and remedies for breach.
5. Any other information known to the Consultant about any interest or relationship
whatsoever between any County employee, including any member of his or her
immediate family, and the Consultant, other than what is designated above.
6. Alternative Compliance. If a Consultant is seeking authorization from King County for
alternative compliance with the requirements of the King County Consultant
Disclosure, the Consultant must complete and return a King County Consultant
Disclosure Form to King County. The Consultant Disclosure Form can be found at:
http://www.ki ngco unty.gov/-/media/depts/executive-services/ri sk-
management/documents/financial-disclosure-consultant.ashx?la=en
7. All contracts between the Consultant and the County in the five years immediately
preceding the presently contemplated contract, including the amount of money paid
by the County to the consultant, is maintained by Procurement & Payables.
SECTION 5 RECORDS AND AUDITS
5.1 Retention of Records, Audit Access and Proof of Compliance with Contract
A. Retention of Records
The Contractor and its Subcontractors shall maintain books, records and documents of its
performance under this Contract in accordance with generally accepted accounting
principles. The Contractor shall retain for six (6) years after the date of final payment
under the Contract all financial information, data and records for all Work.
B. Audit Access
The Contractor shall provide access to its facilities, including those of any Subcontractors,
to the County, the state and/or federal agencies or officials at all reasonable times in
order to monitor and evaluate the Work provided under this Contract. The County shall
give reasonable notice to the Contractor of the date on which the audit shall begin.
King County Services Contract, Rev. 4/15 Page 10 of 10
5.2 Audit Exception
The Contractor agrees that it is financially responsible for and will repay the County all
indicated amounts following an audit exception that occurs due to the negligence, intentional
act and/or failure for any reason to comply with the terms of this Contract by the Contractor, its
officers, employees, agents, and/or representatives. This duty to repay shall survive the
expiration or termination of this Contract.
5.3 Federal Funding Audit
If the Contractor expended a total of$500,000.00 or more in federal awards during its fiscal
year, and is a non-profit organization, and is, under this Contract, carrying out or administering
a program or portion of a program, it shall have an independent audit conducted in accordance
with OMB Circular A-133 , which shall comply with the requirements of GAAS (generally
accepted auditing standards), GAO's Government Audit Standards and OMB Circular A-133,
as amended and as applicable. Contractors expending federal awards from more than one
source shall be responsible for determining if the combined financial awards are equal to or
greater than $500,000.00. The Contractor shall provide one copy of the audit report to each
County division providing federal awards to the Contractor no later than nine (9) months
subsequent to the end of the Contractor's fiscal year.
5.4 Public Records Requests
This Contract shall be considered a public document and will be available for inspection and
copying by the public in accordance with the Public Records Act, chapter 42.56 RCW (the
"Act").
If the Contractor considers any portion of any record provided to the County under this
Contract, whether in electronic or hard copy form, to be protected under law, the Contractor
shall clearly identify each such portion with words such as "CONFIDENTIAL,"
"PROPRIETARY" or "BUSINESS SECRET." If a request is made for disclosure of such
portion, the County will determine whether the material should be made available under the
Act. If the County determines that the material is subject to disclosure, the County will notify
the Contractor of the request and allow the Contractor ten (10) business days to take whatever
action it deems necessary to protect its interests. If the Contractor fails or neglects to take such
action within said period, the County will release the portions of record(s) deemed by the
County to be subject to disclosure. The County shall not be liable to the Contractor for
inadvertently releasing records pursuant to a disclosure request not clearly identified by the
Contractor as "CONFIDENTIAL," "PROPRIETARY" or"BUSINESS SECRET."
SECTION 6 INTELLECTUAL PROPERTY
6.1 Patents, Copyrights and Rights in Subject Data
Any patentable result or materials suitable for copyright arising out of this Contract shall be
owned and retained by the County. The County in its sole discretion shall determine whether it
is in the public's interest to release or make available any patent or copyright.
The Contractor agrees that the ownership of any plans, drawing, designs, Scope of Work,
computer programs, technical reports, operating manuals, calculations, notes and other work
submitted or which is specified to be delivered under this Contract, whether or not complete
(referred to in this subsection as "Subject Data") shall be vested in the County.
All such Subject Data furnished by the Contractor pursuant to this Contract, other than
documents exclusively for internal use by the County, shall carry such notations on the front
King County Services Contract, Rev. 4/15 Page 11 of 11
cover or a title page (or in such case of maps, in the name block), as may be requested by the
County. The Contractor shall also place its endorsement on all Contractor-furnished Subject
Data. All such identification details shall be subject to approval by the County prior to printing.
The Contractor shall ensure that the substance of foregoing subsections is included in each
subcontract for the Work under this Contract.
6.2 Nondisclosure of Data
Data provided by the County either before or after Contract award shall only be used for its
intended purpose. Contractors and Subcontractors shall not utilize nor distribute the County
data in any form without the prior express written approval of the County.
6.3 Non-Disclosure Obligation
While performing the Work under this Contract, the Contractor may encounter personal
information, licensed technology, drawings, schematics, manuals, data and other materials
described as "Confidential", "Proprietary" or"Business Secret". The Contractor shall not
disclose or publish the information and material received or used in performance of this
Contract. This obligation is perpetual. The Contract imposes no obligation upon the Contractor
with respect to confidential information which the Contractor can establish that: a) was in the
possession of, or was rightfully known by the Contractor without an obligation to maintain its
confidentiality prior to receipt from the County or a third party; b) is or becomes generally
known to the public without violation of this Contract; c) is obtained by the Contractor in good
faith from a third party having the right to disclose it without an obligation of confidentiality; or,
d) is independently developed by the Contractor without the participation of individuals who
have had access to the County's or the third party's confidential information. If the Contractor
is required by law to disclose confidential information the Contractor shall notify the County of
such requirement prior to disclosure.
SECTION 7 NONDISCRIMINATION AND PAYMENT OF A LIVING WAGE
7.1 Nondiscrimination and Equal Employment Opportunity
A. Nondiscrimination in Employment
During performance of this Contract, the Contractor agrees that it will not discriminate
against any employee or applicant for employment because of the employee or
applicant's sex, race, color, marital status, national origin, religious affiliation, disability,
sexual orientation, gender identity or expression or age except by minimum age and
retirement provisions, unless based upon a bona fide occupational qualification.
B. Equal Employment Opportunity Efforts
The Contractor will undertake, and require all Subcontractors to undertake equal
employment opportunity efforts to ensure that applicants and employees are treated,
without regard to their sex, race, color, marital status, national origin, religious affiliation,
disability, sexual orientation, gender identity or expression or age. Equal employment
opportunity efforts shall include, but not be limited to, the following: employment,
upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or
termination; rates of pay or other forms of compensation; and selection for training,
including apprenticeships. The Contractor agrees to post, and to require Subcontractors
to post in conspicuous places available to employees and applicants for employment
notices setting forth this nondiscrimination clause. In accordance with KCC 12.16.010.J,
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