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HomeMy WebLinkAboutAG 19-064 - Mary's Place II RETURN TO: Sarah Bridgeford EXT: 2651 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM . ORIGINATING DEPT./DIV: CD/CS ORIGINATING STAFF PERSON: SARAH BRIDGEFORD EXT: 2651 3. DATE REQ.BY: TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT x PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT x HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT(AG#): ❑ INTERLOCAL ❑ OTHER . PROJECT NAME: APLACE TO CALL HOME MARY'S PLACE NAME OF CONTRACTOR: MARY'S PLACE SEATTLE ADDRESS: PO Box 1711,SEATTLE,WA 98111 TELEPHONE (206)621-8474 E-MAIL: MARTY@MARYSPLACESEATTLE.ORG FAX: SIGNATURE NAME: MARTY HARTMAN TITLE EXECUTIVE DIRECTOR EXHIBITS AND ATTACHMENTS:x SCOPE,WORK OR SERVICES x COMPENSATION x INSURANCE REQUIREMENTS/CERTIFICATE x ALL OTHER REFERENCED EXHIBITS X PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS . TERM: COMMENCEMENT DATE: JANUARY 1,2019 COMPLETION DATE: DECEMBER 31,2020 . TOTAL COMPENSATION$ 34,000.00 (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 PROVIDE x PURCHASING: PLEASE CHARGE TO: 001-7300-083-562-10-410 0. DOCUMENT/CONTRACT REVIEW I 0AT REVIEWED INITIAL/DATE APPROVED ❑ PROJECT MANAGER W❑ DIRECTOR ar7L7WM �,�EM7M7 ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW sf5 1 •r7(t 1. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DALE: 2. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 1//4900( tet DATE REC'D: (1 02..'�/7Q t 9 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIF ATE,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 ❑ L DEPARTMENT 2 C 1°` Z_6 l er E • IGNATORY(MAYOR OR DIRECTOR) �, it 3 V ❑ CITY CLERK / L( 3419 ❑ ASSIGNED AG# AGO) , —OCH ❑ SIGNED COPY RETURNED DATE SENT: a ) tq :OMMENTS: 1/2018 CITY OF CITY HALL ,',•....;. Federal Way Feder 8th Way Wue South Federal WA 98003-6325 (253) 835-7000 www cityoffederaiway corn HUMAN SERVICES AGREEMENT FOR A PLACE TO CALL HOME: MARY'S PLACE This Human Services Agreement("Agreement")is made between the City of Federal Way,a Washington municipal corporation ("City"), and Mary's Place Seattle, a Washington nonprofit corporation ("Agency"). The City and Agency(together"Parties") are located and do business at the below addresses which shall be valid for any notice required under this Agreement: MARY'S PLACE SEATTLE: CITY OF FEDERAL WAY: Leanna Birge Sarah Bridgeford PO Box 1711 33325 8th Ave. S. Seattle, WA 98111 Federal Way, WA 98003-6325 (206) 621-8474 (telephone) (253) 253-835-2651 (telephone) (253)253-835-2609 (facsimile) leanna@marysplaceseattle.or_ sarah.bridgeford@cityoffederalway.com The Parties agree as follows: 1. TERM. The term of this Agreement shall be for a period commencing on January 1, 2019 and terminating on December 31, 2020 ("Term"). Funding for the second year of the Agreement is contingent upon satisfactory Agreement performance during the first year of the Agreement term and upon funding availability.This Agreement may be extended for additional periods of time upon the mutual written agreement of the City and the Agency. 2. SERVICES. The Agency shall perform the services more specifically described in Exhibit A, attached hereto and incorporated by this reference("Services"), in a manner consistent with the accepted professional practices for other similar services within the Puget Sound region in effect at the time those services are performed to the City's satisfaction,within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee.The Agency warrants that it has the requisite training,skill,and experience necessary to provide the Services and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. Services shall begin immediately upon the effective date of this Agreement. Services shall be subject,at all times, to inspection by and approval of the City,but the making(or failure or delay in making)such inspection or approval shall not relieve the Agency of responsibility for performance of the Services in accordance with this Agreement,notwithstanding the City's knowledge of defective or non-complying performance, its substantiality or the ease of its discovery. 3. 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 above.The City may terminate this Agreement immediately if the Agency fails to maintain required insurance, breaches confidentiality, or materially violates Section 12, and such may result in ineligibility for further City agreements. 4. COMPENSATION. 4.1 Amount.In return for the Services,the City shall pay the Agency an amount not to exceed a maximum amount and according to a rate or method as delineated in Exhibit B,attached hereto and incorporated by this reference.The City shall reimburse the Agency only for the approved activities and in accordance with the procedures as specified in Exhibit B. The Agency shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction resulting from this Agreement. HUMAN SERVICES AGREEMENT - 1 - 3/2017 CITY OF CITY HALL /hi_ ,., Fe d e ra I Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway corn 4.2 Method of Payment.On a quarterly basis,the Agency shall submit to the City an invoice for payment on a form provided by the City along with supporting documentation for costs claimed in the invoice and all reports as required by this Agreement. Payment shall be made on a quarterly basis by the City only after the Services have been performed and within forty-five (45) days after the City's receipt and approval of a complete and correct invoice, supporting documentation, and reports. The City will use the quantity of Services actually delivered, as reported on the Agency's reports, as a measure of satisfactory performance under this Agreement. The City shall review the Agency's reports to monitor compliance with the performance measures set forth in Exhibit A. Should the Agency fail to meet the performance measures for each quarter,the City reserves the right to adjust payments on a pro rata basis at any time during the term of this Agreement.Exceptions may be made at the discretion of the City's Community Services Manager in cases where circumstances beyond the Agency's control impact its ability to meet its service unit goals and the Agency has shown reasonable efforts to overcome these circumstances to meet its goals. If the City objects to all or any portion of the invoice, it shall notify the Agency and reserves the option to pay only that portion of the invoice not in dispute.In that event,the Parties will immediately make every effort to settle the disputed portion. 4.3 Final Invoice. The Agency shall submit its final invoice by the date indicated on Exhibit B. If the Agency's final invoice, supporting documentation,and reports are not submitted by the last date specified in Exhibit B,the City shall be relieved of all liability for payment to the Agency of the amounts set forth in said invoice or any subsequent invoice;provided, however, that the City may elect to pay any invoice that is not submitted in a timely manner. 4.4 Budget.The Agency shall apply the funds received from the City under this Agreement in accordance with the line item budget set forth in Exhibit B.The Agency shall request in writing prior approval from the City to revise the line item budget when the cumulative amount of transfers from a line item in any Project/Program Exhibit is expected to exceed ten percent(10%)of that line item.Supporting documents are necessary to fully explain the nature and purpose of the revision,and must accompany each request for prior approval.All budget revision requests in excess of 10%of a line item amount shall be reviewed and approved or denied by the City in writing. 4.5 Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period,the City will not be obligated to make payments for Services or amounts incurred after the end of the current fiscal period,and this Agreement will terminate upon the completion of all remaining Services for which funds are allocated.No penalty or expense shall accrue to the City in the event this provision applies. 5. INDEMNIFICATION. 5.1 Agency Indemnification. The Agency agrees to release, indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and all claims, demands,actions,suits,causes of action,arbitrations,mediations,proceedings,judgments,awards,injuries,damages,liabilities, taxes, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including, without limitation,their respective agents, licensees, or representatives arising from,resulting from, or in connection with this Agreement or the performance of this Agreement,except for that portion of the claims caused by the City's sole negligence. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115,then,in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Agency and the City,the Agency's liability hereunder shall be only to the extent of the Agency's negligence. Agency shall ensure that each subcontractor shall agree to defend and indemnify the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the extent and on the same terms and conditions as the Agency pursuant to this paragraph. The City's inspection or acceptance of any of Agency's work when completed shall not be grounds to avoid any of these covenants of indemnification. 11 5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Agency waives any immunity that may be granted to it under the Washington State industrial insurance act,Title 51 RCW,solely for the purposes 1 of this indemnification.Agency's indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers'compensation acts,disability benefit acts or any other benefits acts or programs. The Parties further acknowledge that they have mutually negotiated this waiver. HUMAN SERVICES AGREEMENT - 2 - 3/2017 401/4 CITY OF CITY HALL 333258t 8th Avenue South Federal 'Way Federal Way.WA 98003-6325 (253) 835-7000 www cityoffederalway corn 5.3 City Indemnification.The City agrees to release,indemnify,defend and hold the Agency,its officers,directors, shareholders, partners, employees, agents, representatives, and subcontractors harmless from any and all claims, demands, actions,suits,causes of action,arbitrations,mediations,proceedings,judgments,awards,injuries,damages,liabilities,losses, fines,fees,penalties expenses,attorney's fees,costs,and/or litigation expenses to or by any and all persons or entities,including without limitation, their respective agents, licensees, or representatives, arising from, resulting from or connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of the City. 5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. The Agency agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Agency,their agents,representatives,employees or subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as follows: 6.1. Minimum Limits.The Agency agrees to carry as a minimum,the following insurance,in such forms and with such carriers who have a rating that is satisfactory to the City: a. Commercial general liability insurance covering liability arising from premises,operations,independent contractors,products-completed operations,stop gap liability,personal injury,bodily injury,death,property damage,products liability, advertising injury, and liability assumed under an insured contract with limits no less than $1,000,000 for each occurrence and$2,000,000 general aggregate. b. Workers'compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; c. Automobile liability insurance covering all owned, non-owned, hired and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for bodily injury, including personal injury or death, and property damage. 6.2. No Limit of Liability. Agency's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Agency to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Agency's insurance coverage shall be primary insurance as respect the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Agency's insurance and shall not contribute with it. 6.3. Additional Insured,Verification. The City shall be named as additional insured on all commercial general liability insurance policies. Concurrent with the execution of this Agreement,Agency shall provide certificates of insurance for all commercial general liability policies attached hereto as Exhibit C and incorporated by this reference. At the City's request, Agency shall furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such policies. If Agency's insurance policies are"claims made,"Agency shall be required to maintain tail coverage for a minimum period of three(3)years from the date this Agreement is actually terminated or upon project completion and acceptance by the City. 6.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement. 7. CONFIDENTIALITY.All information regarding the City obtained by Agency in performance of this Agreement shall be considered confidential subject to applicable laws.Breach of confidentiality by the Agency may be grounds for immediate termination. All records submitted by the City to the Agency will be safeguarded by the Agency. The Agency will fully cooperate with the City in identifying, assembling,and providing records in case of any public records disclosure request. 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications,records,files,computer disks,magnetic media or material which may be produced or modified by Agency while performing the Services shall belong to the City upon delivery.The Agency shall make such data,documents,and files available to the City and shall deliver all needed or contracted for work product upon the City's request.At the expiration or termination of this Agreement all originals and copies of any such work product remaining in the possession of Agency shall be delivered to the City. HUMAN SERVICES AGREEMENT - 3 - 3/2017 CITY OF CITY HALL �, 33325 8th Avenue South Fed a ra I Way Federal Way.WA 98003-6325 (253) 835-7000 www cityoffederaiway coin 9. BOOKS AND RECORDS. The Agency agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Services and maintain such accounting procedures and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be maintained for a period of six(6)years after the termination of this Agreement and may be subject,at all reasonable times, to inspection, review or audit by the City, its authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement. 10. INDEPENDENT CONTRACTOR.The Parties intend that the Agency shall be an independent contractor and that the Agency has the ability to control and direct the performance and details of its work,the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Agency sick leave, vacation pay or any other benefit of employment,nor to pay any social security or other tax which may arise as an incident of employment.Agency shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the Services and work and shall utilize all protection necessary for that purpose. All work shall be done at Agency's own risk,and Agency shall be responsible for any loss of or damage to materials,tools,or other articles used or held for use in connection with the work. The Agency shall pay all income and other taxes due except as specifically provided in Section 4.Industrial or any other insurance that is purchased for the benefit of the City,regardless of whether such may provide a secondary or incidental benefit to the Agency, shall not be deemed to convert this Agreement to an employment contract. 11. CONFLICT OF INTEREST.It is recognized that Agency may or will be performing services during the Term for other parties;however,such performance of other services shall not conflict with or interfere with Agency's ability to perform the Services.Agency agrees to resolve any such conflicts of interest in favor of the City.Agency confirms that Agency does not have a business interest or a close family relationship with any City officer or employee who was,is,or will be involved in the Agency's selection,negotiation, drafting, signing, administration, or evaluating the Agency's performance. 12. EQUAL OPPORTUNITY EMPLOYER.In all services,programs,activities,hiring,and employment made possible by or resulting from this Agreement or any subcontract,there shall be no discrimination by Agency or its subcontractors of any level,or any of those entities'employees,agents,sub-agencies,or representatives against any person because of sex,age(except minimum age and retirement provisions), race, color, religion, creed, national origin, marital status, or the presence of any disability, including sensory, mental or physical handicaps, unless based upon a bona fide occupational qualification in relationship to hiring and employment. This requirement shall apply to, but not be limited to, the following: employment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Agency shall comply with and shall not violate any of the terms of Chapter 49.60 RCW,Title VI of the Civil Rights Act of 1964,the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of 1973,49 CFR Part 21,21.5 and 26, or any other applicable federal, state, or local law or regulation regarding non-discrimination. 13. GENERAL PROVISIONS. 13.1 Interpretation and Modification. This Agreement, together with any attached Exhibits, contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior statements or agreements,whether oral or written,shall be effective for any purpose. Should any language in any Exhibits to this Agreement conflict with any language in this Agreement,the terms of this Agreement shall prevail.The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect any of the provisions of this Agreement.Any provision of this Agreement that is declared invalid,inoperative,null and void,or illegal shall in no way affect or invalidate any other provision hereof and such other provisions shall remain in full force and effect. Any act done by either Party prior to the effective date of the Agreement that is consistent with the authority of the Agreement and compliant with the terms of the Agreement,is hereby ratified as having been performed under the Agreement.No provision of this Agreement,including this provision,may be amended,waived,or modified except by written agreement signed by duly authorized representatives of the Parties. 13.2 Assignment and Beneficiaries. Neither the Agency nor the City shall have the right to transfer or assign, in whole or in part,any or all of its obligations and rights hereunder without the prior written consent of the other Party.If the non- HUMAN SERVICES AGREEMENT - 4 - 3/2017 41/46 CITY OF CITY HALL 33325 8th Avenue South Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederaiway com 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. Subject to the foregoing,the rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto.No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 13.3 Compliance with Laws. The Agency shall comply with and perform the Services in accordance with all applicable federal,state,local,and city laws including,without limitation,all City codes,ordinances,resolutions,regulations, rules,standards and policies,as now existing or hereafter amended,adopted,or made effective.If a violation of the City's Ethics Resolution No.91-54,as amended,occurs as a result of the formation or performance of this Agreement,this Agreement may be rendered null and void, at the City's option. 13.4 Enforcement.Time is of the essence of this Agreement and each and all of itsprovisions in which performance g is a factor.Adherence to completion dates set forth in the description of the Services is essential to the Agency's performance of this Agreement.Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement.Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail,postage prepaid,to the address set forth above.Any notice so posted in the United States mail shall be deemed received three(3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive,but shall be cumulative with all other remedies available to the City at law,in equity or by statute.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. Failure or delay of the City to declare any breach or default immediately upon occurrence shall not waive such breach or default.Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another breach or default.This Agreement shall be made in,governed by,and interpreted in accordance with the laws of the State of Washington.If the Parties are unable to settle any dispute,difference or claim arising from this Agreement,the exclusive means of resolving that dispute,difference,or claim, shall be by filing suit under the venue,rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative process.If the King County Superior Court does not have jurisdiction over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of the state and federal courts in King County,Washington and waives any objection that such courts are an inconvenient forum.If either Party brings any claim or lawsuit arising from this Agreement,each Party shall pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit,including all appeals,in addition to any other recovery or award provided by law;provided,however,however nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 13.5 Execution.Each individual executing this Agreement on behalf of the City and Agency represents and warrants that such individual is duly authorized to execute and deliver this Agreement.This Agreement may be executed in any number of counterparts,each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document.All such counterparts shall be construed together and shall constitute one instrument,but in making proof hereof it shall only be necessary to produce one such counterpart.The signature and acknowledgment pages from such counterparts may be assembled together to form a single instrument comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the"date of mutual execution"hereof. [Signature page follows] HUMAN SERVICES AGREEMENT - 5 - 3/2017 iiiii. CITY OF CITY HALL ,,.: . Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederaiway corn IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: 1 Jior ell, Mayor S'ph:nie Courtney, CMC, Clerk APPROVED AS TO FORM: DATE: V3 / q ILLFJzi:, )9--k„Lfc'r J. Ryan Call, City Attorney MARY'S PLACE SEATTLE: Syx_ficeo, By: Printed Name: MOS+ j kia(*l00 Title: &t Cvti JC lDI fec i-c DATE: r '6--- / 7 — STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this day personally appeared before me MON/ iiartni CV1 , to me known to be the &.,t(1\?n 1-e b i re Cir of mcke\i S Di A t.t $t:0 -t. that executed the foregoing instrument,and acknowledged the said instrument to be the free and voluntary act and deed of said corporation,for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this » day of ,Agri I , 20j. P ASCI''1f � 1��`",,,,,,,,st�gge i/ Notary's signature ligi �. A AOVA* __ q_=cgs°"F+,;�,,,�F.)'/,z Notary's printed name i-D�t(Yna, A Scar 1 tt+ r=o� +° ARS Io% Notary Public in and for the State of Washington. Mycommission expires 3- 19 -2/ tr 4o a s 2 : p /�i -7/c 1ii`l 1 g'1,,,' r, /ff'I�I� `WAS\A\1:` HUMAN SERVICES AGREEMENT - 6 - 3/2017 ` CITY OF CITY HALL 33325 8th Avenue South Federal Way Federal Way,WA 9800303 -6325 (253)835-7000 www crtyofealeratway corn EXHIBIT A SERVICES Project Summary The Agency shall provide shelter for families experiencing homelessness including access to enhanced services. The Agency shall ensure that services provided with funding under this Agreement are made available to Federal Way residents. Performance Measures A. Number Served The Agency agrees to serve, at minimum, the following unduplicated number of Federal Way residents with Human Services funds: 1st 2nd 3rd 4th Quarter Quarter Quarter Quarter Total JAN.— APRIL— JULY— OCT.— MARCH JUNE SEPT. DEC. No. of unduplicated Federal Way persons assisted in 2019 2 3 3 3 11 No. of unduplicated Federal Way persons assisted in 2020 2 3 3 3 11 B. Units of Service The Agency agrees to provide, at minimum,the following units of service by quarter: 1st 2nd 3rd 4th Quarter Quarter Quarter Quarter Total JAN.— APRIL— JULY— OCT.— MARCH JUNE SEPT. DEC. 2019 1. Shelter 1 2 2 2 7 2. Employment Services 1 2 _ 2 2 7 2020 1. Shelter 1 2 2 2 7 2. Employment Services 1 2 2 2 7 HUMAN SERVICES AGREEMENT - 1 - HSA Exh 5/2017 ` CITY OF CITY HALL �., 33325 8th South Federal WayWay, Federal Way,WA 980038003 -6325 (253) 835-7000 www cityoffederaMay com C. Definition of Services 1. Shelter: Number of families diverted from homelessness into housing. 2. Employment Services: Number of individuals who find jobs through Mary's Place Employment Services. D. Performance Measure(s) Outcome(s) to be reported: 1. Individuals/families have secure housing/shelter. 2. Individuals have increased employment. Records A. Project Files The Agency shall maintain files for this project containing the following items: 1. Notice of Grant Award. 2. Motions,resolutions, or minutes documenting Board or Council actions. 3. A copy of this Agreement with the Scope of Services. 4. Correspondence regarding budget revision requests. 5. Copies of all invoices and reports submitted to the City for this project. 6. Bills for payment with supporting documentation. 7. Copies of approved invoices and warrants. 8. Records documenting that costs reimbursed with funding provided under this Scope are allowable. Such records include,but are not limited to: • for personnel costs,payroll for actual salary and fringe benefit costs. • for staff travel, documentation of mileage charges for private auto use must include: a) destination and starting location, and b)purpose of trip; and • for copy machine use,postage, telephone use, and office supplies when these costs are shared with other programs and no invoice is available, log sheets or annotated invoices. HUMAN SERVICES AGREEMENT - 2 - HSA Exh 5/2017 Ahh, CITY OF CITY HALL 33325;� Federal Way Feder 8th Avenue South 003 Federal Way,WA 98003-6325 (253) 835-7000 www atyoffederalway corn 9. Documentation of client income. The Agency agrees to use the HUD Income Guidelines to report income of clients served under this Agreement. Income guidelines may be adjusted periodically by HUD. King County FY 2018 Income Limits Summary (effective 4/1/2018) FY 2018 Median Income Income 1 2 3 4 5 6 7 8 King County Limit Person Persons Persons Persons Persons Persons Persons Persons Category Extremely Low (30%) $22,200 $25,700 $28,900 $32,100 $34,700 $37,250 $39,850 $42,400 Income Limits Very Low $103,400 (50%) Income $37,450 $42,800 $48,150 $53,500 $57,800 $62,100 $66,350 $70,650 Limits Low (corn) $56,200 $64,200 $72,250 $80,250 $86,700 $93,100 $99,550 $105,950 Income Limits The Agency agrees to use updated Income Guidelines which will be provided by the City. Reports and Reporting Schedule The Agency shall collect and report client information to the City quarterly and annually on a Service Unit Report to be provided by the City in the format requested by the City. The Agency shall submit an Annual Demographic Data Report. The agency shall collect and retain the data requested on this form from the persons served through this contract. Data should be tracked in an ongoing manner and submitted annually no later than January 15 in the format requested by the City. The Agency shall implement and track at least one measurable outcome for the program as presented in the application. Changes to the outcome presented in the application must be approved by the City prior to implementation. The Agency shall report the results of its outcome measure(s) annually on the Annual Outcome Data Report to be submitted by January 15 in the format requested by the City. Public Information In all news releases and other public notices related to projects funded under this Agreement, the Agency will include information identifying the source of funds as the City of Federal Way Human Services General Fund Program. HUMAN SERVICES AGREEMENT - 3 - HSA Exh 5/2017 ` CITY OF CITY HALL Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253)835-7000 www cityoffederalway.corn EXHIBIT B COMPENSATION Project Budget The Agency shall apply the following funds to the project in accordance with the Line Item Budget Summary, detailed below. The total amount of reimbursement pursuant to this Agreement shall not exceed Thirty-Four Thousand and 00/100 Dollars ($34,000.00). A. City of Federal Way Funds 2019 2020 City of Federal Way General Fund: $17,000.00 $17,000.00 Total City of Federal Way Funds: $17,000.00 $17,000.00 B. Line Item Budget 2019 2020 Personnel Services (detail below) $12,680.00 Equipment $150.00 Communications $227.00 Travel and Training $453.00 Other(specify): Direct Client Aid $17,000.00 $3,490.00 Total City of Federal Way Funds: $17,000.00 $17,000.00 C. Personnel Detail for 2020 Position Title Position Full Annual Salary HS Funds Time Equivalent and Benefits Employment Specialist 0.13 FTE $48,242.34 $6,340.00 Housing Specialist 0.13 FTE $48,242.34 $6,340.00 Total: $96,484.68 $12,680.00 Reimbursement Requests and Service Unit Report forms shall be submitted no less frequently than quarterly and are due on the following dates: 1st Quarter: April 15 or within 10 days of notice to proceed,whichever is later; 2nd Quarter: July 15; 3rd Quarter: October 15; and 4th Quarter: Final Reimbursement Request and Service Unit Report forms due January 6; Demographic Data Report and Annual Outcome Data Report with supporting documentation due January 15. The Agency shall submit Reimbursement Requests in the format requested by the City. Reimbursement Requests Invoices shall include a copy of the Service Unit Report and any supporting documents for the billing period. HUMAN SERVICES AGREEMENT - 4 - HSA Exh 5/2017 CITY OF CITY HALL ,'4 ... Federal Way 33325 8th Avenue S003 Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederaiwaycorn Estimated Quarterly Payments: 2019 1st Qtr $4,250.00 2nd Qtr $4,250.00 3rd Qtr $4,250.00 4th Qtr $4,250.00 2020 1st Qtr $4,250.00 2nd Qtr $4,250.00 3rd Qtr $4,250.00 4th Qtr $4,250.00 Expenses must be incurred prior to submission of quarterly reimbursement requests. Proof of expenditures must be attached to the reimbursement request for invoice to be approved. Quarterly reimbursement requests shall not exceed the estimated payment without prior written approval from the City. Estimated quarterly payments are contingent upon meeting or exceeding the above performance measure(s) for the corresponding quarter. This requirement may be waived at the sole discretion of the City with satisfactory explanation of how the performance measure will be met by year-end on the Service Unit Report. Conditions of Funding The Agency agrees that it will meet the specific funding conditions identified for the Agency and acknowledges that payment to the Agency will not be made unless the funding conditions are met. HUMAN SERVICES AGREEMENT - 5 - HSA Exh 5/2017 ARD DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 12/03/2018 L...---- THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES. NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the policy(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER WA#877030 1-206-343-2323 CONTACT AssuredPartners of Washington, LLC dba MCM PHONE FAX AssuredPartners of Wash. Ins. Agency, LLC CA Lic OK61066 IANC.No.Ext): (AIC,No): E-MAIL • • 1325 Fourth Avenue, Suite 2100 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# Seattle, WA 98101 INSURER A: PHILADELPHIA IND INS CO 18058 INSURED INSURERS: Mary's Place Seattle INSURER C: PO Box 1711 - INSURERD: • INSURER E: Seattle, WA 98111 INSURERF: COVERAGES CERTIFICATE NUMBER:54685403 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR . POLICY EFF POLICY EXPMILIMITS LTR INSD WVD POLICY NUMBER (MM/DDIYYYY) (MDD/YYYY) A X COMMERCIAL GENERAL LIABILITY X PHPK1870153 08/25/18 08/25/19 EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR PRS RENTED PREMISES l(Ea occurrence) $ 100,000 X WA Stop Gap MED EXP(Any one person) $ 5,000 PERSONAL&ADV INJURY_ $ 1,000,000 GE 'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE _ $ 3,000,000 POLICY JET X LOC PRODUCTS-COMP/OP AGG $,3,0001000 _ OTHER: $ A AUTOMOBILE LIABILITY PHPK1870153 08/25/18 08/25/19 COMBINED SINGLE LIMIT $ 1,000,000 (Ea accident X ANY AUTO BODILYINJURY(Perperson) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS _ _ X HIRED X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY _AUTOS ONLY (Per accident) X $1,000 Co11X $1,000 Comp $ A X UMBRELLALIAB X OCCUR PHUB644232 08/25/18 08/25/19 EACH OCCURRENCE $ 8,000,000 EXCESS LIAR CLAIMS-MADE AGGREGATE $ 8.000,000 DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N . STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE - E.L.EACH ACCIDENT $ OFFICERIMEMBEREXCLUDED? n N/A (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ . If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) Family Shelter Agreement Per the attached endorsement (s) the following are included as additional insured's: The City of Federal Way, This insurance is primary & non-contributory per the attached endorsements. • CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Federal Way THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 33325 8th Avenue South AUTHORIZED REPRESENTATIVE Federal Way, WA 98003-6325 ..W te. I USA / ' ©1988.2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD robertatansey 54685403 4 PI-GLD-HS(10/11) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY DELUXE ENDORSEMENT: HUMAN SERVICES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies,the terms,conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy,unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages,consult the policy contract wording. Coverage Applicable Limit of Insurance Page# Extended Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $50,000 limit 2 Non-Owned Watercraft Less than 58 feet 2 Damage to Property You Own,Rent,or Occupy $30,000 limit 2 Damage to Premises Rented to You $1,000,000 3 HIPAA Clarification 4 Medical Payments $20,000 5 Medical Payments-Extended Reporting Period 3 years 5 Athletic Activities Amended .5 Supplementary Payments—Bail Bonds $5,000 5 Supplementary Payment—Loss of Earnings $1,000 per day 5 Employee Indemnification Defense Coverage $25,000 5 Key and Lock Replacement—Janitorial Services Client Coverage $10,000 limit 6 Additional Insured—Newly Acquired Time Period Amended 6 Additional Insured—Medical Directors and Administrators Included 7 Additional Insured Managers and Supervisors(with Fellow Included 7 Employee Coverage) Additional Insured—Broadened Named Insured Included 7 Additional Insured—Funding Source Included 7 Additional Insured—Home Care Providers Included 7 Additional Insured—Managers,Landlords,or Lessors of Premises . Included 7 Additional Insured Lessor of Leased Equipment Included 7 -Additional Insured—Grantor of Permits Included 8 Additional Insured—Vendor ° Included 8 Additional Insured—Franchisor Included 9 Additional Insured—When Required by Contract Included 9 Additional Insured—Owners,Lessees,or Contractors Included 9 Additional Insured—State or Political Subdivisions Included 10 Page 1 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. 2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) Duties in the Event of Occurrence,Claim or Suit Included 10 Unintentional Failure to Disclose Hazards Included 10 Transfer of Rights of Recovery Against Others To Us Clarification 10 Liberalization Included 11 Bodily Injury—includes Mental Anguish Included 11 Personal and Advertising Injury—includes Abuse of Process, Included 11 Discrimination A. Extended Property Damage SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph a. is deleted in its entirety and replaced by the following: a. Expected or Intended Injury • "Bodily injury"or property damage"expected or intended from the standpoint of the insured. This exclusion does not apply to"bodily injury"or"property damage"resulting from the use of reasonable force to protect persons or property. B. Limited Rental Lease Agreement Contractual Liability SECTION I—COVERAGES,COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph b.Contractual Liability is amended to include the following: (3) Based on the named insured's request at the time of claim,we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to$50,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. C. Non-Owned Watercraft SECTION I—COVERAGES,COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Subsection 2. Exclusions, Paragraph g.(2)is deleted in its entirety and replaced by the following: (2) A watercraft you do not own that is: (a) Less than 58 feet long;and (b) Not being used to carry persons or propertyfor a charge; This provision applies to any person,who with your consent,either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary,excess or contingent. D. Damage to Property You Own, Rent or Occupy SECTION I—COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE Page 2 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) LIABILITY, Subsection 2. Exclusions, Paragraph j.Damage to Property,Item (1)is deleted in its entirety and replaced with the following: (1) Property you own,rent,or occupy,including any costs or expenses incurred by you,or any other person,organization or entity,for repair,replacement,enhancement, restoration or maintenance of such property for any reason,including prevention of injury to a person or damage to another's property, unless the damage to property is caused by your client,up to a$30,000 limit. A client is defined as a person under your direct care and supervision. E. Damage to Premises Rented to You 1. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part, the word"fire"is changed to"fire, lightning,explosion, smoke,or leakage from automatic fire protective systems"where it appears in: a. The last paragraph of SECTION I—COVERAGES,COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY,Subsection 2. Exclusions; is deleted in its entirety and replaced by the following: Exclusions c.through n.do not apply to damage by fire,lightning, explosion,smoke,or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner.A separate limit of insurance applies to this coverage as described in SECTION III—LIMITS OF INSURANCE. b. SECTION III—LIMITS OF INSURANCE, Paragraph 6.is deleted in its entirety and replaced by the following: Subject to Paragraph 5.above,the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of"property damage"to any one premises,while rented to you,or in the case of damage by fire,lightning, explosion, smoke,or leakage from automatic fire protective systems while rented to you or temporarily occupied by you with permission of the owner. c. SECTION V—DEFINITIONS, Paragraph 9.a., is deleted in its entirety and replaced by the following: A contract for a lease of premises.However,that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire,lightning, explosion, smoke,or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; 2. SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, Subsection 4.Other Insurance, Paragraph b. Excess Insurance, (1)(a)(ii)is deleted in its entirety and replaced by the following: That is insurance for fire, lightning,explosion,smoke,or leakage from automatic fire protective systems for premises rented to you or temporarily occupied by you with permission of the owner; 3. The Damage To Premises Rented To You Limit section of the Declarations is amended to the greater of: Page 3 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) a. $1,000,000;or b. The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event,whether such damage results from fire, lightning,explosion,smoke,or leaks from automatic fire protective systems or any combination thereof. F. HIPAA SECTION I—COVERAGES, COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY, is amended as follows: 1. Paragraph 1.Insuring Agreement is amended to include the following: We will pay those sums that the insured becomes legally obligated to pay as damages because of a"violation(s)"of the Health Insurance Portability and Accountability Act(HIPAA). We have the right and the duty to defend the insured against any"suit,""investigation,"or"civil proceeding" seeking these damages. However,we will have no duty to defend the insured against any"suit" seeking damages,"investigation,"or"civil proceeding"to which this insurance does not apply. 2. Paragraph 2. Exclusions is amended to include the following additional exclusions: This insurance does not apply to: a. Intentional,Willful,or Deliberate Violations Any willful, intentional,or deliberate"violation(s)"by any insured. b. Criminal Acts Any"violation"which results in any criminal penalties under the HIPAA. c. Other Remedies Any remedy other than monetary damages for penalties assessed. d. Compliance Reviews or Audits Any compliance reviews by the Department of Health and Human Services. 3. SECTION V—DEFINITIONS is amended to include the following additional definitions: a. "Civil proceeding"means an action by the Department of Health and Human Services(HHS) arising out of"violations." b. "Investigation"means an examination of an actual or alleged"violation(s)"by HHS. However, "investigation"does not include a Compliance Review. c. "Violation"means the actual or alleged failure to comply with the regulations included in the HIPAA. Page.4 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) G. Medical Payments—Limit Increased to$20,000, Extended Reporting Period If COVERAGE C MEDICAL PAYMENTS is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit is changed subject to all of the terms of SECTION III -LIMITS OF INSURANCE to the greater of: a. $20,000;or b. The Medical Expense Limit shown in the Declarations of this Coverage Part. 2. SECTION I—COVERAGE, COVERAGE C MEDICAL PAYMENTS,Subsection 1. Insuring Agreement,a. (3)(b)is deleted in its entirety and replaced by the following: (b) The expenses are incurred and reported to us within three years of the date of the accident. H. Athletic Activities SECTION I—COVERAGES, COVERAGE C MEDICAL PAYMENTS, Subsection 2. Exclusions, Paragraph e.Athletic Activities is deleted in its entirety and replaced with the following: e. Athletic Activities To a person injured while taking part in athletics. I. Supplementary Payments SECTION I—COVERAGES,SUPPLEMENTARY PAYMENTS-COVERAGE A AND B are amended as follows: 1.b.is deleted in its entirety and replaced by the following: 1. b. Up to$5000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies.We do not have to furnish these. 1.d.is deleted in its entirety and replaced by the following: 1. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit", including actual loss of earnings up to$1,000 a day because of time off from work. J. Employee Indemnification Defense Coverage SECTION I—COVERAGES,SUPPLEMENTARY PAYMENTS—COVERAGES A AND B the following is added: We will pay,on your behalf,defense costs incurred by an"employee"in a criminal proceeding occurring in the course of employment. The most we willP Y any a for "employee"who is alleged to be directly involved in a criminal proceeding is$25,000 regardless of the numbers of"employees,"claims or"suits"brought or persons or organizations making claims or bringing"suits. Page 5 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS (10/11) K. Key and Lock Replacement—Janitorial Services Client Coverage SECTION I—COVERAGES,SUPPLEMENTARY PAYMENTS—COVERAGES A AND B is amended to include the following: We will pay for the cost to replace keys and locks at the`clients"premises due to theft or other loss to keys entrusted to you by your"client,"up to a$10,000 limit per occurrence and$10,000 policy aggregate. We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners,members,officers,"employees","managers",directors,trustees, authorized representatives or any one to whom you entrust the keys of a'clienrforany purpose commit,whether acting alone or in collusion with other persons. The following,when used on this coverage,are defined as follows: a. "Client"means an individual,company or organization with whom you have a written contract or work order for your services for a described premises and have billed for your services. b. "Employee"means: (1) Any natural person: (a) While in your service or for 30 days after termination of service; (b) Who you compensate directly by salary,wages or commissions;and (c) Who you have the right to direct and control while performing services for you;or (2) Any natural person who is furnished temporarily to you: (a) To substitute for a permanent"employee"as defined in Paragraph(1)above,who is on leave; or (b) To meet seasonal or short-term workload conditions; while that person is subject to your direction and control and performing services for you. (3) "Employee"does not mean: (a) Any agent, broker,person leased to you by a labor leasing firm,factor,commission merchant,consignee,independent contractor or representative of the same general character;or (b) Any"manager,"director or trustee except while performing acts coming within the scope of the usual duties of an"employee." c. "Manager"means a person serving in a directorial capacity for a limited liability company. L. Additional lnsureds SECTION II—WHO IS AN INSURED is amended as follows: 1. If coverage for newly acquired or formed organizations is not otherwise excluded from this Page 6 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) Coverage Part, Paragraph 3.a. is deleted in its entirely and replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. 2. Each of the following is also an insured: a. Medical Directors and Administrators—Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient. b. Managers and Supervisors—Your managers and supervisors are also insureds,but only with respect to their duties as your managers and supervisors.Managers and supervisors who are your"employees"are also insureds for"bodily injury"to a co- "employee"while in the course of his or her employment by you or performing duties related to the conduct of your business. This provision does not change Item 2.a.(1)(a)as it applies to managers of a limited liability company. c. Broadened Named Insured-Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However, coverage does not apply to any organization or subsidiary not named in the Declarations as Named Insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance. d. Funding Source—Any person or organization with respect to their liability arising out of: (1) Their financial control of you;or (2) Premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations,new construction and demolition operations performed by or for that person or organization. e. Home Care Providers—At the first Named Insured's option,any person or organization under your direct supervision and control while providing for you private home respite or foster home care for the developmentally disabled. f. Managers, Landlords,or Lessors of Premises—Any person or organization with respect to their liability arising out of the ownership,maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions: This insurance does not apply to: (1) Any"occurrence"which takes place after you cease to be a tenant in that premises;or (2) Structural alterations, new construction or demolition operations performed by or on behalf of that person or organization. g. Lessor of Leased Equipment—Automatic Status When Required in Lease Agreement With You—Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization is to be added as an additional insured on your policy. Such person or Page 7 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) organization is an insured only with respect to liability for"bodily injury,""property damage"or "personal and advertising injury"caused, in whole or in part, by your maintenance,operation or use of equipment leased to you by such person or organization. A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the insurance afforded to these additional insureds,this insurance does not apply to any"occurrence"which takes place after the equipment lease expires. h. Grantors of Permits—Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own,rent or control and to which this insurance applies: (a) The existence, maintenance, repair,construction,erection,or removal of advertising signs,awnings,canopies, cellar entrances, coal holes, driveways,manholes, marquees, hoist away openings,sidewalk vaults,street banners or decorations and similar exposures; (b) The construction,erection, or removal of elevators;or (c) The ownership,maintenance,or use of any elevators covered by this insurance. i. Vendors Only with respect to"bodily injury"or"property damage"arising out of"your products" which are distributed or sold in the regular course of the vendor's business,subject to the following additional exclusions: (1) The insurance afforded the vendor does not apply to: (a) "Bodily injury"or"property damage"for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement.This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging,except when unpacked solely for the purpose of inspection, demonstration,testing,or the substitution of parts under instructions from the manufacturer,and then repackaged in the original container; (e) Any failure to make such inspections,adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration,installation,servicing or repair operations,except such operations performed at the vendor's premises in connection with the sale of the product; Page 8 of 12 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. 2011 Philadelphia Indemnity Insurance Company • PI-GLD-HS(10/11) (g) Products which,after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor;or (h) "Bodily injury"or"property damage"arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However,this exclusion does not apply to: (i) The exceptions contained in Sub-paragraphs(d)or(f);or (ii) Such inspections,adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business,in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization,from whom you have acquired such products,or any ingredient, part or container,entering into, accompanying or containing. j. Franchisor—Any person or organization with respect to their liability as the grantor of a franchise to you. k. As Required by Contract—Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional insured for"bodily injury,""property damage"or"personal and advertising injury"but only for liability arising out of the negligence of the named insured.The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations I. Owners, Lessees or Contractors—Any person or organization,but only with respect to liability for"bodily injury,""property damage"or"personal and advertising injury"caused, in whole or in part, by: (1) Your acts or omissions;or (2) The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured when required by a contract. With respect to the insurance afforded to these additional insureds,the following additional exclusions apply: This insurance does not apply to"bodily injury"or"property damage occurring after (a) All work,including materials,parts or equipment furnished in connection with such work,on the project(other than service, maintenance or repairs)to be performed by or on behalf of the additional insured(s)at the location of the covered operations has been completed; or (b) That portion of"your work"out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Page 9 of 12 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) m. State or Political Subdivisions—Any state or political subdivision as required,subject to the following provisions: (1) This insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit,and is required by contract. (2) This insurance does not apply to: (a) "Bodily injury,""property damage"or"personal and advertising injury"arising out of operations performed for the state or municipality; or (b) "Bodily injury"or"property damage"included within the"products-completed operations hazard." M. Duties in the Event of Occurrence, Claim or Suit SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2.is amended as follows: a.is amended to include: This condition applies only when the"occurrence"or offense is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. b.is amended to include: This condition will not be considered breached unless the breach occurs after such claim or"suit" is known to: (1) You,if you are an individual; (2) A partner, if you are a partnership;or (3) An executive officer or insurance manager, if you are a corporation. N. Unintentional Failure To Disclose Hazards SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS,6.Representations is amended to include the following: It is agreed that,based on our reliance on your representations as to existing hazards, if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part,we shall not deny coverage under this Coverage Part because of such failure. O. Transfer of Rights of Recovery Against Others To Us SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS,8.Transfer of Rights of Page 10 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) Recovery Against Others To Us is deleted in its entirety and replaced by the following: If the insured has rights to recover all or part of any payment we have made under this Coverage Part,those rights are transferred to us. The insured must do nothing after loss to impair them.At our request,the insured will bring"suit"or transfer those rights to us and help us enforce them. Therefore,the insured can waive the insurer's rights of recovery prior to the occurrence of a loss,provided the waiver is made in a written contract. P. Liberalization SECTION IV-COMMERCIAL GENERAL LIABILITY CONDITIONS, is amended to include the following: If we revise this endorsement to provide more coverage without additional premium charge,we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. Q. Bodily Injury—Mental Anguish SECTION V—DEFINITIONS, Paragraph 3. Is deleted in its entirety and replaced by the following: "Bodily injury"means: a. Bodily injury,sickness or disease sustained by a person,and includes mental anguish resulting from any of these;and b. Except for mental anguish, includes death resulting from the foregoing(Item a.above)at any time. R. Personal and Advertising Injury—Abuse of Process, Discrimination If COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY COVERAGE is not otherwise excluded from this Coverage Part,the definition of"personal and advertising injury'is amended as follows: 1. SECTION V—DEFINITIONS, Paragraph 14.b. is deleted in its entirety and replaced by the following: b. Malicious prosecution or abuse of process; 2. SECTION V—DEFINITIONS, Paragraph 14. is amended by adding the following: Discrimination based on race,color, religion,sex, age or national origin,except when: a. Done intentionally by or at the direction of, or with the knowledge or consent of: (1) Any insured;or (2) Any executive officer, director, stockholder,partner or member of the insured; b. Directly or indirectly related to the employment,former or prospective employment, termination of employment,or application for employment of any person or persons by an insured; Page 11 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company PI-GLD-HS(10/11) c. Directly or indirectly related to the sale, rental, lease or sublease or prospective sales,rental, lease or sub-lease of any room,dwelling or premises by or at the direction of any insured; or d. Insurance for such discrimination is prohibited by or held in violation of law, public policy, legislation,court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. Page 12 of 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. ©2011 Philadelphia Indemnity Insurance Company Mary's Place Board of Directors Meeting Minutes January 28, 2019 Called to order at 5:00 pm Present: Suzanne Juneau, JJ McKay, Megan Murphy, Shannon Boldizsar, Lynne Cobb, Andrew Over, Jan Drago, Doug Prince, Dan McGrady (phone), Vicky Oxley (phone), Cindy Keyser(phone), Mark Hatcher(phone), Michele Smith (phone), Lisa Caputo (phone), Kris Richey Curtis (phone), Jim Karambelas (phone), Jasmine Donovan (phone), Brian Cartin (phone) Staff: Marty Hartman, Linda Mitchell, Kristi Tollner, Lea Tiernan, Katrina Scarlett M/S/P— unanimous approval of November 26, 2018 board meeting minutes Mary's Place Moment—Ashley Kenny, Mary's Place Housing Locator Manager Chairman's Report— Dan • Report distributed • Marty may become a personal reference for Howard Schultz during his political campaign o Shannon Boldizsar abstains from providing input on any decisions or action taken in regards to Marty working with Howard Schultz and his PR team Director's Report— Marty • We surpassed our NCSO goal which totaled $2.4M • At the end of 2018 we had 560 beds, four 24/7 sites; three overnight shelters; one single family home for Popsicle Place; one women's drop-in day center • Community/Partner Updates o City of Seattle provided $600,000 to Diversion funding o Starbucks and SFF provided funds to help move families out of shelter o Starbucks gifted $150,000 to increase Development Staff o Starbucks, United Way, and Wellspring hosted FRE which we had 4 of last year and 10 are scheduled for 2019 • Site Updates o 712 Aurora Ave N - Demolition just started; should be moved in by end of March o 314 Bell St lease will extend at least to the end of 2019 o Amazon 2020 will open Feb 2020 and will have at least 250 beds Financial Report— Kristi/Lynne • Balance sheet—accounts at end of December is $2M better than we were a year ago, at $6.3M o Burien loan payable is at$4.2M—we had to meet$4M by May of this year to pay off portion of loan and we have made that balance • P&L o Gross profit for Jul-Dec 2018 was $8.7M which is better than budget by$4.1M and better than prior year at same time by$2.3M; within that$8.7M was the $1.5M that is designated for Burien capital and TI o Net Income—just short of$2.7M which is better than budget by$3.5M; this is due to change of fiscal year to July-June and includes just a 6 month budget • Budget o Proposed for Jan-June 2019; will bring proposed 2020 budget to May board meeting o Expenses are approximately$1 M/month, payroll being largest expense • EFS and new RES shelters are both budgeted to stay open • $4.3M is realistic budget for the remainder of the year; will need $375K in reserves to make $6.2 operating budget M/S/P— unanimous approval of 2019 budget M/S/P—unanimous acceptance of 2018 consolidated financial report for January-June, 2018 Development Report— Lea • Handout distributed with 2019 Development Fundraising Plan o $4.3M goal for remainder of fiscal year o 20th Anniversary of Mary's Place is this year o Donor outreach—ask is for Board members to be involved as hosts or co-hosts for monthly events we will hold; Lisa Caputo will head this project o Luncheon —ask is for Board members to table captain o New Partnerships: VisitSeattle and Seattle Restaurant Alliance Committee Reports • NCSO Committee—Shannon o Report distributed • Strategic Planning— Linda on behalf of Carie o Plan to have a dashboard to view at next board meeting • Fund Development Committee—Suzanne o Report distributed • Site Selection Committee— Kris o Sat down with MP group to talk about 2019 goals and what is needed from committee; look at the process in Burien to see what is possible and how to engage community; create a subset of this committee and engage outside people; other needs this year include more storage, specifically cold storage • Communications - Linda o Report distributed • Governance Committee— Mark o Three groupings of board members; first cohort of term expires in May and are up for renewal for second three-year team; renewal is by nomination; Governance Committee will work with Executive Committee to undergo process to ensure everyone's continued engagement; will get a May vote and see if there are any additional prospective new board members Next Board Meeting: March 25, 2019 Adjourned at 6:45PM Minutes submitted by Katrina Scarlett on 2/15/2019 for Megan Murphy Mary's Place Board of Directors Meeting Minutes November 26, 2018 Called to order at 5:00 pm Present: Dan McGrady, Shannon Boldizsar, Lynne Cobb, Jim Karambelas, Wendy Carlyle, Brian Cartin, Jan Drago, JJ McKay, Mark Hatcher, Michele Smith, Chris Clayton, Vicky Oxley, Lisa Caputo, Kris Richey Curtis, Cindy Keyser(phone), Suzanne Juneau (phone), Marka Waechter (phone), Carie Fowler Antonelli (phone), Martha Belmont (phone), Katrina Strand (phone), Jeni Oppenheimer(phone), Doug Prince (phone) Staff: Marty Hartman, Linda Mitchell, Kristi Tollner, Lea Tiernan, Katrina Scarlett M/S/P—unanimous approval of September 24, 2018 board meeting minutes M/S/P— unanimous approval of November 5, 2018 board call minutes Mary's Place Moment—Chef Tom French, Mary's Place Food and Nutrition Programs Chairman's Report— Dan • Recapping the year o Hired many positions internally and promote from within o Addressing perception that Mary's Place received large donations from community initiatives like Bezos Day 1 Fund and the Pearl Jam Home shows. We are working hard to meet our operations budget this year. • New Mary's Place website launched M/S/P—unanimous approval to add 011ie Garrett and Andrew Over to the Mary's Place Board of Directors M/S/P—unanimous approval of new Technology Committee charter, committee to be chaired by Brian Ladyman/Slalom Consulting Director's Report— Marty • We typically bring in 30% of funding in the last 30 days of the year o Several events in December, Community Coffees, Brooks Fun Run, Amazon Concert, additional outreach to community o Jenny Ott has been hired as temporary part-time Major Gifts Officer o Shannon Boldizsar/chair and Vicky Oxley/vice chair of NCSO campaign o Robust email campaigns, newsletters, annual appeal letter, social media posts • Instituted a hiring freeze for month of December; looking to cross-train staff or shift to different sites if needed • Will grow development team to focus on City, County, and State funding in 2019 • Several events being planned for Marty with Barb Poppe and John Kelly (Starbucks)for December, including DSA, Starbucks, and Chamber meetings. • Leases—may end leases on our small houses being used as Popsicle Place locations, and invest in space that we can utilize more Financial Report— Kristi/Lynne • October financials: o $3.6M at end of Oct, $330K less than we were last year; o Reserves have dropped to about three months; we are running at$930K operating cost per month; • Diversion funds do not cover staffing; attempting to adjust contracts to provide • Pledge receivables: o $1.5M accounted for United Way; $200K will be received from three different programs o $1 M from Norcliffe for Burien capital —expected to get this in stock transfer EOY • P&L—total income broken out; first view with our new fiscal year o End of Oct raised less than $3M of which $1.5M is strictly for Burien ■ Income less Burien is $1.5M and goal was $1.8M, we are $367K short from our goal o Payroll expense—$25K better than budget, though normally this is higher o By site we are looking at our per bed-night cost, looking at staffing model to see where we can save by being more creative with staffing • Overall net income: $928K but without Burien contributions would be -$2.4M; we need to make up this $799K in next seven months • Proposed Jan-June 2019 budget includes a 20% staffing reduction and assume we increase spring luncheon by 12% -we assume we will have to make up $700/$800K in reserves • No Gala this year, we will go without that income for 18 months Development Report— Lea • Handout with goals and strategies for contacting differing level donors • All donors will receive 3Q letter signed by Dan, as well as annual appeal letter and follow up letter • Contracted with Blue Wave Political Partners to call donors under$1 K Committee Reports • NCSO Committee—Shannon o Report distributed o Challenge every board member to create NCSO Team Fundraising page; offering $100 Starbucks card and $100 Neighborhood Grills gift card to whoever raises most money • Fund Development Committee—Suzanne o Report distributed • Site Selection Committee— Kris o Burien Comp Plan amendment before the Burien Planning Commission, meeting with neighbors and their attorney; trying to compromise on density • Communications- Linda o Report distributed o 11/27 Zillow is donating $10K in social media advertising and promoting video of Popsicle Place family • Governance Committee— Mark o M/S/P—unanimous approval of adding Dan McGrady, Board Chairman, and Liz McDaniel, Director of Operations as signatories on the Mary's Place account Next Board Meeting: January 2018 Adjourned at 6:45PM Minutes submitted by Katrina Scarlett for Megan Murphy 12/4/18 Mary's Place Board of Directors Meeting Minutes November 5, 2018 Called to order at 7:00 am Present: Dan McGrady, Suzanne Juneau, Lynne Cobb, JJ McKay, Katrina Strand, Mark Hatcher, Jennifer Harnish, Martha Belmont, Vicky Oxley, Lisa Caputo, Shannon Boldizsar, Jasmine Donovan, Megan Murphy, Lisa Caputo, Cindy Keyser, Jenni Oppenheimer, Brian Cartin, Wendy Carlyle, Deanna Dawson, Jim Karambelas, Doug Prince, Michele Smith Staff: Marty Hartman, Linda Mitchell, Kristi Toliner, Lea Tiernan M/S/P (unanimous)—To approve the leasing of a rent-free space at an office building at Valley St and Aurora Ave N to use as a night shelter with 75 beds. Mary's Place would pay utilities and operations and the space will be available for 3-5 years. Adjourned at 7:30am Minutes submitted by Katrina Scarlett for Megan Murphy 11/21/2018 CITY OF CITY HALL outh 1. Abb. Federal Way 33325r 8th y,WAvenueS Federal Way,WA 98003-6325"'' (253) 835-7000 www cityoffederatway corn Cityof Federal Way v Human Services Contract for 2019-2020 General Fund Authorized Signatures for Invoices I authorize the following individuals to sign invoices and quarterly reports on behalf of: ,rt/5 Plea (Contracting Agency), for the following: (Program Title). Authorizing //�� � • Signature: Ma( � { l,(1"rvloln CxeCut- bIved-Di (must be signed by (Printed Name) (Title) person who signs the contract, generally, �, J ,? � � � Executive Director) (Signature) - (Date) Additional Authorized � Signature: K--n s* --I O I 1 v e r- Ch u ec ;'A cti\c,t aA D ce/- (Printed Name) (Title) cAd :Th‘ Lc/ '1 / 1q (Signature) (Date) Additional Authorized Signature: (Printed Name) (Title) (Signature) (Date) Note: It is the responsibility of the contractor to inform the City of Federal Way if they wish to add a name to or delete names from this list. 3/28/2019 Corporations and Charities System BUSINESS INFORMATION Business Name: MARY'S PLACE SEATTLE UBI Number: 603 006 262 Business Type: WA NONPROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 1830 9TH AVE,SEATTLE,WA,98101,UNITED STATES Principal Office Mailing Address: PO BOX 1711,SEATTLE,WA,98111-1711,UNITED STATES Expiration Date: 04/30/2019 Jurisdiction: UNITED STATES,WASHINGTON Formation/Registration Date: 04/07/2010 Period of Duration: PERPETUAL Inactive Date: Nature of Business: CHARITABLE REGISTERED AGENT INFORMATION Registered Agent Name: KRISTI TOLLNER Street Address: 1830 9TH AVE,SEATTLE,WA,98101-1321,UNITED STATES Mailing Address: PO BOX 1711,SEATTLE,WA,98111-1711,UNITED STATES GOVERNORS Title Governors Type Entity Name First Name Last Name GOVERNOR INDIVIDUAL JJ MCKAY GOVERNOR INDIVIDUAL MEGAN MURPHY GOVERNOR INDIVIDUAL MARTHA HARTMAN https://ccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 1/1