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HomeMy WebLinkAboutAG 20-892 - Federal Way Senior Center RETURN TO: Sarah Bridgeford EXT: 2650 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: CD/CS Q s 2020 2. ORIGINATING STAFF PERSON: sa.�an..B".dse..°.d.....................................�.....�.�...................._ EXT: zsso 3. DATE RE �1 t'°;..�olo..�........................ 4. 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 Chi HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT(AG#): ❑ INTERLOCAL ❑ OTHER ---— - 5. PROJECT NAME: COVID-19 Food Bank 6. NAME OF CONTRACTOR: Federal Way Senior Center .................................................... ------- ......---- .......... ADDRESS: TELEPHONE E-MAIL: FAX: SIGNATURE NAME: TITLE 7. 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 8. TERM: COMMENCEMENT DATE: March 27,2020 COMPLETION DATE: October 31,2020 9. TOTAL COMPENSATION$$18,000.00 (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 ONO IF YES $e PAID BY:❑CONTRACTOR❑CITY RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED ❑ PROJECT MANAGER SJB 10/04/2020 ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ....... 101 LAW DK 10-06-2020 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 4/7/2020 12. CONTRACTVENDOR/CONTRACTOR OATURE U HOR ATTACH: SIGNAUTHORITY, INSURANCE CERTIFICATE LICENSES,EXH BITS RECD: ❑ 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.) INITIALIDA FSIGNED ❑ LAW DEPARTMENT ° IU �NATORY(MAYOR OR DIRECTOR) ❑ CITY CLERK ❑ ASSIGNED AG# AG#r )� COMMENTS: 2/2017 CITY OF CITY HALL OW Federal Way Feder 8th Avenue South Federal Way,WA 98003-6325 �� (253) 835-7000 www cityoffederatway com HUMAN SERVICES AGREEMENT FOR COVID-19 FOOD BANK This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation("City"), and Federal Way Senior Center, a Washington public benefit corporation("Contractor"). The City and Contractor(together"Parties") are located and do business at the below addresses,which shall be valid for any notice required under this Agreement: FEDERAL WAY SENIOR CENTER: CITY OF FEDERAL WAY: Shelley Puariea Sarah Bridgeford 4016 South 352nd St. 33325 8th Avenue South Auburn,WA 98001 Federal Way,WA 98003-6325 (206)954-2926(telephone) (253) 835-2650(telephone) shelleyp004@gmail.com sarah.bridgeford@cityoffederal)yay.com The Parties agree as follows: 1. TERM.The term of this Agreement shall be for a period commencing on March 27,2020 and terminating on October 31, 2020("Term").This Agreement may be extended for additional periods of time upon the mutual written agreement ofthe City and the Contractor. 2. SERVICES.The Contractor 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.Additionally,the Contractor shall perform in accordance with the provisions of the Services Contract between the City and the Washington State Department of Commerce("Services Contract"),which is Exhibit C,attached here to and incorporated by this reference,to the same standards of professional practice previously stated,The Contractor 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 Contractor 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 Contractor 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 Contractor 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 Contractor only for the approved activities and in accordance with the procedures as specified in Exhibit B.The Contractor 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 8th Avenue South A33325 Federal r de ra l Way `P+ Federal Way,WA 98003-6325 (253)835-7000 www.cityoffederatway com 4.2 Method of Payment.Ona quarterly basis,the Contractor 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 Contractor's reports, as a measure of satisfactory performance under this Agreement.The City shall review the Contractor's reports to monitor compliance with the performance measures set forth in Exhibit A.Should the Contractor fail to meet the performance measures for each quarter,the Cityreserves the right to adjust payments on a pro rata basis at any time during the tern of this Agreement. Exceptions may be made at the discretion of the City's Human Services Manager in cases where circumstances beyond the Contractor's control impact its ability to meet its service unit goals and the Contractor 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 Contractor and reserves the option to pay only that portion ofthe invoice not in dispute.In that event,the Parties will immediately make every effort to settle the disputed portion. 4.3 Final Invoice.The Contractor shall submit its final invoice by the date indicated on Exhibit B.If the Contractor'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 Contractor 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 Contractor shall apply the funds received from the City under this Agreement in accordance with the line item budget set forth in Exhibit B.The Contractor 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-AMpropnation 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 Contractor Indeinnification. The Contractor 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 Contractor and the City,the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence.Contractor 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 Contractor pursuant to this paragraph.The City's inspection or acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. 5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor waives any immunity that may be granted to it under the Washington State industrial insurance act,Title 51 RCW,solely for the purposes of this indemnification. Contractor'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 CITY or CITY HALL � Federal Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253)835-7000 www cityoffederalway.com 5.3 Citv Indemnification.The City agrees to release,indemnify,defend and hold the Contractor,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 ofthis Agreement with respect to any event occurring prior to such expiration or termination. 5.5 Waiver of Claims Aminst State.The State of Washington Department of Commerce and the State of Washington are not liable for claims or damages arising from the Contractor's performance of this agreement. 6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Contractor,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 Contractor 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 minimii n 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. Contractor's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance,or otherwise limit the City's recourse to any remedy available at law or in equity. The Contractor'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 Contractor's insurance and shall not contribute with it. 6.3. Additional 1nstirrd,Ver]i ication.The City shall be named as additional insured on all commercial general liability insurance policies.Concurrent with the execution of this Agreement,Contractor 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,Contractor shall furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such policies.If Contractor's insurance policies are"claims made,"Contractor 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 Contractor in performance of this Agreement shall be considered confidential subject to applicable laws.Breach of confidentiality by the Contractor may be grounds for immediate termination.All records submitted by the City to the Contractor will be safeguarded by the Contractor.The Contractor 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 Contractor while HUMAN SERVICES AGREEMENT - 3 - 3/2017 CITY ar ■■ CITY HALL �� Fe d e ra I Way ay 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www ciryotiederafway com performing the Services shall belong to the City upon delivery.The Contractor 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 Contractor shall be delivered to the City. 9. BOOKS AND RECORDS.The Contractor 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.This Agreement incorporates by reference the audit requirements of 2 CFR Part 200, Subpart F. Contractor agrees to meet its burdens under these requirements. 10. INDEPENDENT CONTRACTOR.The Parties intend that the Contractor shall be an independent contractor and that the Contractor has the ability to control and direct the performance and details of its work,the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Contractor 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.Contractor 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 Contractor's own risk,and Contractor shall be responsible for any loss of or damage to materials,tools,or other articles used or held for use in connection with the work.The Contractor 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 Contractor,shall not be deemed to convert this Agreement to an employment contract. 11. CONFLICT OF INTEREST.It is recognized that Contractor 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 Contractor's ability to perform the Services. Contractor agrees to resolve any such conflicts of interest in favor of the City.Contractor confirms that Contractor 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 Contractor's selection,negotiation,drafting,signing,administration,or evaluating the Contractor's performance. 12. EQUNLOPPORTU'NITY E N I PLOYER.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 Contractor 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. Contractor 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. DEBARMENT AND SUSPENSION. Contractor certifies that, except as noted below, the firm, association, or corporation or any person controlling capacity associated therewith or any position involving the administration of federal funds;is not currently under suspension,debarment,voluntary exclusion,or determination of ineligibility by any federal Contractor;has not been suspended,debarred,voluntarily excluded,or determined ineligible by any federal Contractor with the past three(3)years; does not have a proposed debarment pending and has not been indicted,convicted,or had a civil judgment rendered against said person,firm,association or corporation by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three(3)years((Executive Orders 12549 and 12689."Debarment and Suspension"). HUMAN SERVICES AGREEMENT - 4- 3/2017 CIT Federal Way CITY HALL 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway.coin 14. CARES Act Provisions 14.1 Funding for this Agreement is made available under section 601(a)of the Social Security Act,as added by section 5001 of the Coronavirus Aid,Relief,and Economic Security Act("CARES Act")and section V and VI of the CARES Act,for costs incurred due to the public health emergency concerning the Coronavirus Disease 2019(COVID-19).Under the CARES Act, the Coronavirus Relief Fund may be used to cover costs that: a. Are necessary expenditures incurred due to the COVID-19 public health emergency; and b. Are not accounted for in the budget most recently approved as of March 27, 2020 (the date of the enactment of the CARES Act)for the state or local government. 14.2 If the Contractor currently has other active awards of funds from or through the City, or if the recipient receives another award during this award's period of performance,the recipient must determine promptly whether funds form any ofthose other awards have been,are being,or are able to be used,in whole or in part,for one or more of the identical cost items for which funds are provided under this award.If so,the recipient must promptly notify the City in writing of the potential duplication,and if the City requests,must seek a budget modification or change of project scope to eliminate any duplication of funding. 15. GENERAL PROVISIONS. 15.1 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. 15.2 Assiimment and 13enef iciaries. Neither the Contractor 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- 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. 15.3 Compliance with Laws. The Contractor 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. 15.4 Enforcement.Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor.Adherence to completion dates set forth in the description of the Services is essential to the Contractor'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 Cityto insist upon HUMAN SERVICES AGREEMENT - 5 - 3/2017 CITY OF CITY HALL �� ' A ■ 33325 8th Avenue South 000� v� Federal Way,WA 98003-6325 (253)835-7000 www ciryoffederalway com 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.Ifeither 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. 15.5 Execution.Each individual executing this Agreement on behalf of the Cityand Contractor 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 proofhereof 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 - 6- 3/2017 RECEIVED CITY OF OCT 2 3 2020 CITY HALL I 84h Avenue South Feder;=�;� Federal Way,WA 980o03-6325 ,.r/ i�'o� ��' (253) 835-7000 www cityoffed ralwa com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: �r_ -11-.0/1 q 64 Y-V- Jimell, Mayor S ephanie Courtney, CM City Clerk APPROVED AS TO FORM: DATE: J. Ryan Call, City Attorney FEDERAL WAY SENIOR CENTER: Printed Name: Title: �t= DATE: 10- a-7-1720 STATE OF WASHINGTON ) ss. COUNTY OFVi �'1 On this day Mve-Aov sonally appeared before me �hth�eRu'rI e-G�, to me known to be the Gu, t�t Ve of Celi,id � &1 , Gem i c v �-tv- 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 D pj /6'L.- • 2 2'O ��,,�a�u►►11111 "!� GPRI1,q '111 Notary s signatureI�A P ` ,�� �y Notary's s printed name 104 '14. �tn�i Notary Pula c in and for the State of Washington. S u +01 , mj= My commission expires 3 - -2,'G N A836fi5 w' � ��, �a 4►G `2 �.��►,�-25.2x.-.-=,�o HUMAN SERVICES AGREEMENT - 7 - 3/2017 CITY OF CITY HALL Federal Way Feder 8th Avenue South 47� Federal Way,WA 98003-6325 �/ (253) 835-7000 www cityotfederalway com EXHIBIT A SERVICES Proiect Summar* The Contractor shall provide food bank services to City of Federal Way residents uY response to COVID-19. Services shall include purchasing f(bod. )ersonal prn_t_ectio_n_equipment. and other supplies to adjust the space: to adlrere to COV'IP-_1.9 safe V.racuces. Services may inCILIde addiliopal delivery to individuals and properties with Mali-risk individuals such as senior living complexes. The Contractor shall ensure that services provided with funding under this Agreement are made available to Federal Way residents. Performance Measures A. Hours of Operation The Contractor agrees to reopen the food bank with COVID-19 safe practices at least three hours per week and agrees to add food delivery to individuals or apartment complexes with high-risk individuals. B. Additional Services The Contractor agrees to serve, at minimum, the following units of service weekly through the end of the agreement or until funds are fully expended, whichever comes first: Weekly 2020 1. Food bank hours 3 hours 2. Food delivery A minimum of 10 persons C. Definition of Services 1. Food bank hours: Hours open to the public to access food resources. 2. Food delivery: Delivery of food resources to a City of Federal Way resident's home. Records A. Project Files The Contractor 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. HUMAN SERVICES AGREEMENT - 8 - 3/2017 CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityotfederalwey.com 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. 9. Documentation of client address; residency verified via King County Parcel Viewer. 10. Documentation of non-duplication of benefits that the client will not receive other payment for the same servie such as rent assistance or child care. 11. Documentation of client income. The Contractor 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 2019 Income Limits Summary (effective 412412019) FY 2019 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%) $23,250 $26,600 $29,900 $33,200 $35,900 $38,550 $41,200 $43,850 Income Limits Very Low $108,600 (50%) Income $38,750 $44,300 $49,850 $55,350 $59,800 $64,250 $68,650 $73,100 Limits Low (80%) 61,800 $70,600 $79,450 $88,250 $95,350 $102,400 $109,450 $116,500 Income Limits King County FY 2020 Income Limits Summary (effective 0710112020) Median FY 20120 Income Income 1 2 3 4 5 6 7 8 King Limit Person Persons Persons Persons Persons Persons Persons Persons County Category Extremely Low (30%) $25,100 $28,650 $32,250 $35,800 $38,700 $41,550 $44,400 $47,300 Income Limits Very Low $118,300 (50%) Income $41,800 $47,800 $53,750 $59,700 $64,500 $69,300 $74,050 $78,850 Limits Low (80%) $66,700 $76,200 $85,750 $95,150 $102,900 $110,500 $118,150 $125,750 Income Limits HUMAN SERVICES AGREEMENT - 9 - 3/2017 CITY OF CITY HALL Fe d e ra I W 33325 8th Avenue South � Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederatway com The Contractor agrees to use updated Income Guidelines which will be provided by the City. Reports and Reportit�(y Schedule The Contractor 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 Contractor shall submit an Annual Demographic Data Report. The Contractor 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 November 10 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 Contractor will include information identifying the source of funds as the City of Federal Way and the Washington State Department of Commerce. HUMAN SERVICES AGREEMENT - 10 - 3/2017 CITY OF CITY HALL 33325 8th Avenue South Federal Way,WA 98003-6325 a Federal Way (253) 835-7000 www cllyoffederalway.corn EXHIBIT B COMPENSATION Proiect Budget The Contractor shall apply the following funds to the project. The total amount of compensation pursuant to this Agreement shall not exceed Eighteen Thousand and 00/100 Dollars ($18,000.00). City of Federal Way Funds 2020 City of Federal Way CARES Act Funding: $18,000.00 Total City of Federal Way Funds: $18,000.00 B. Line Item Budget 2020 Personnel Services (detail below) $6,163.64 Office or Operating Supplies $ Rent &Utilities $ Communications $ Travel and Training $ Other(specify): Food purchases $10,200.00 Client Travel $ Utilities added cost for added food bank days) $1,636.36 Total City of Federal Way Funds: $18,000.00 Reimbursement Requests and Service Unit Report forms with all receipts and financial backup shall be submitted no less frequently than quarterly and are due on the following dates: 1 st 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 November 10; Demographic Data Report and Annual Outcome Data Report with supporting documentation due November 30. The Contractor shall submit payment requests in the format requested by the City. Payment requests shall include a copy of the Service Unit Report. Conditions of Finidiu� The Contractor agrees that it will meet the specific funding conditions identified for the Contractor and acknowledges that payment to the Contractor will not be made unless the funding conditions are met. HUMAN SERVICES AGREEMENT - 11 - 3/2017 O , Washington State Department of '%►q Conialieree Interagency Agreement with City of Federal Way through the Coronavirus Relief Fund for Local Governments For Costs incurred due to the public health emergency with respect to the Coronavirus Disease 2019 (COVID-19) during the period of March 1, 2020 thru October 31, 2020. Start date: March 1, 2020 TABLE OF CONTENTS Special Terms and Conditions 1. Authority.................................................................................. ......... '1 2. Acknowledgement ofFederal Funding........................ ...... ........................1 3. Contract Management ...........................................................................----.... 1 4. Compensation........................................................................................................1 {i Expenses......................................... ...... ........................... -- ........1 0. Indirect Costs................................... ............................................ --.1 7. Billing Procedures and Payment................................................. ................. ........1 8. Audit................. ....... ................----......... .................... ---..........Z 0. Debarment.... ............. ........... _---......--- ............ ........... --3 10. Laws.....................—............................................................................................ 3 11. Order cfPrecedence...................................... -- ...............................................4 General Terms and Conditions 1, Definitions..............................................................................................................5 Z All Writings Contained Herein................................................................. ..............5 3. Amendments....... .............................................................................................. ...5 4. Assignment............. ............................---........................................................5 5� Confidentiality and Safeguarding of Information.................................. ............... 5 0. Copyright..................................................................... ..........................................0 7 Disputes.................................................................................................................O & Governing Law and Venue....................................................................................0 QIndemnification......................................... .... ...................... ....... ......................7 10 Licensing,Accreditation and Registration ......... .................... ........................ —.7 11 Reoaptuno----. --------------------------------7 12Records Maintenance.............................. .............................................................7 13 Savings............................................................................................................... ..7 14 Severability........................ .......... ........................................................................7 15 Subcontracting................................................................................................— ...7 1& Survival........................................................ ....................................... .................8 1T Termination for Cause............................................................ ..............................8 18 Termination for Convenience........................................................................ ........8 19, Termination Procedures ................................................................................ .......8 28- Waiver................................................ ....---........................................................0 Attachment A, Scope ofWork --'-------.---------.------.-----1O Attachment E, Budgmt& Invoicing...................................................................................... ....12 Attachment C,A-19 Certification.... ............. ........................................... ...............................13 Attachment D,A-19 Activity Report....................................................... .................................-15 U FACE SHEET Contract Number: 20-6541C-180 Washington State Department of Commerce Local Government Division Community Capital Facilities Unit Coronavirus Relief Fund for Local Governments 1.Contractor 2.Contractor Doing Business As(optional) City of Federal Way 33325 8th Avenue South FEDERAL WAY,Washington 98003-6325 3.Contractor Representative 4.COMMERCE Representative Ade Ariwoola Janet Eaton P.O. Box 42525 Finance Director Project Manager 1011 Plum Street SE (253)835-2520 (360)725-3166 Olympia,WA 98504-2525 ade.ariwoola@cityoffederalway.com Fax 360-586-5880 janet.eaton@commerce.wa.gov 5.Contract Amount 6.Funding Source 7.Start Date 8.End Date $2,935,200.00 Federal:X State: Other: N/A: March 1,2020 October 31,2020 9.Federal Funds(as applicable) Federal Agency: CFDA Number: Indirect Rate(if applicable): $2,935,200.00 US Dept. of the Treasury 21.019 10.00% 10.Tax ID# 11.SWV# 12.UBI# 13.DUNS# XXXXXXXXXXXXXX SWV0015957-00 601223538 612509901 14.Contract Purpose To provide funds for costs incurred due to the public health emergency with respect to the Coronavirus Disease 2019 (COVID-19) during the period of March 1,2020 thru October 31,2020.Final invoices must be received by November 15,2020. 15.Signing Statement COMMERCE,defined as the Department of Commerce,and the Contractor,as defined above,acknowledge and accept the terms of this Contract and Attachments and have executed this Contract on the date below and warrant they are authorized to bind their respective agencies. The rights and obligations of both parties to this Contract are governed by this Contract and the following documents hereby incorporated by reference:Attachment"A"—Scope of Work,Attachment`B"—Budget&Invoicing,Attachment "C"—A-19 Certification,Attachment"D"—A-19 Activity Report FOR CONTRACTOR FOR COMMERCE Jim Ferrell,Mayor Mark K.Barkley,Assistant Director,Local Government Division Date Date APPROVED AS TO FORM ONLY BY ASSISTANT ATTORNEY GENERAL 05-01-2020. APPROVAL ON FILE. H SPECIAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS 1. AUTHORITY COMMERCE and Contractor enter into this Contract pursuant to the authority granted by the Interlocal Cooperation Act, Chapter 39.34 RCW. 2. ACKNOWLEDGMENT OF FEDERAL FUNDS Funds under the Contract are made available and are subject to Section 601(a)of the Social Security Act,as amended by section 5001 of the Coronavirus Aid, Relief,and Economic Security Act(CARES Act), and Title V and VI of the CARES Act. The Contractor agrees that any publications (written, visual, or sound) but excluding press releases, newsletters,and issue analyses, issued by the Contractor describing programs or projects funded in whole or in part with federal funds under this Contract, shall contain the following statements: "This project was supported by a grant awarded by US Department of the Treasury. Points of view in this document are those of the author and do not necessarily represent the official position or policies of the US Department of the Treasury. Grant funds are administered by the Local Government Coronavirus Relief Fund thru the Washington State Department of Commerce." 3. CONTRACT MANAGEMENT The Representative for each of the parties shall be responsible for and shall be the contact person for all communications and billings regarding the performance of this Contract. The Representative for COMMERCE and their contact information are identified on the Face Sheet of this Contract. The Representative for the Contractor and their contact information are identified on the Face Sheet of this Contract. 4. COMPENSATION COMMERCE shall pay an amount not to exceed the contract amount listed on the Face Sheet for the performance of all things necessary for or incidental to the performance of work under this Contract as set forth in the Scope of Work(Attachment A). 5. EXPENSES Contractor shall receive reimbursement for allowable expenses as identified in the Scope of Work (Attachment A)or as authorized in advance by COMMERCE as reimbursable. Travel expenses may include airfare (economy or coach class only), other transportation expenses, and lodging and subsistence necessary during periods of required travel.Contractor shall receive compensation for travel expenses at current state travel reimbursement rates. 6. INDIRECT COSTS Contractor shall provide their indirect cost rate that has been negotiated between their entity and the federal government. If no such rate exists a de minimis indirect cost rate of 10% of modified total direct costs (MTDC)will be used. 7. BILLING PROCEDURES AND PAYMENT COMMERCE shall reimburse the Contractor for eligible Project expenditures, up to the maximum payable under this Contract. When requesting reimbursement for expenditures made, Contractor shall submit all Invoice Vouchers and any required documentation electronically through COMMERCE's Contracts Management System (CMS), which is available through the Secure Access Washington (SAW) portal. If the Contractor has constraints preventing access to COMMERCE's online A-19 portal, a hard copy A-19 form may be provided by the COMMERCE Project Manager upon request. State of Washington Interagency Agreement Version 072019 Department of Commerce Page 1 SPECIAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS The voucher must be certified by an official of the Contractor with authority to bind the Contractor. The final voucher shall be submitted to COMMERCE no later than November 15, 2020. COMMERCE will pay Contractor upon acceptance of services provided and receipt of properly completed invoices, which shall be submitted to the Representative for COMMERCE not more often than monthly. The invoices shall describe and document, to COMMERCE's satisfaction, reimbursable expenditures as set forth under the Scope of Work(Attachment A)and Budget&Invoicing(Attachment B).The invoice shall include the Contract Number as stated on the Face Sheet. Each voucher must be accompanied by an A-19 Certification (Attachment C) and A-19 Activity Report (Attachment D). The A-19 Certification must be certified by an authorized party of the Contractor to certify and attest all expenditures submitted on the voucher are in compliance with the United States Treasury Coronavirus Relief Fund ("Fund")Guidance for State, Territorial, Local, and Tribal Governments: htt❑s:,,iF,ome.treasury.00v/system!files/136/Coronavirus-Relief-Fund-Guidance-for-State-Territorial-Local- ancd-Tribal-Covernrnents.pdf The A-19 Activity Report must be submitted which describes, in Excel spreadsheet and narrative form, a detailed breakdown of the expenditures within each applicable budget sub-category identified in the voucher, as well as a report of expenditures to date. COMMERCE will not release payment for any reimbursement request received unless and until the A-19 Certification and A-19 Activity Report is received. After approving the Invoice Voucher, A-19 Certification and Activity Report, COMMERCE shall promptly remit a warrant to the Contractor. Payment shall be considered timely if made by COMMERCE within thirty(30) calendar days after receipt of properly completed invoices. Payment shall be sent to the address designated by the Contractor. COMMERCE may, in its sole discretion, terminate the Contract or withhold payments claimed by the Contractor for services rendered if the Contractor fails to satisfactorily comply with any term or condition of this Contract. No payments in advance or in anticipation of services or supplies to be provided under this Agreement shall be made by COMMERCE. Duplication of Billed Costs The Contractor shall not bill COMMERCE for services performed under this Agreement, and COMMERCE shall not pay the Contractor, if the Contractor is entitled to payment or has been or will be paid by any other source, including grants, for that service. Disallowed Costs The Contractor is responsible for any audit exceptions or disallowed costs incurred by its own organization or that of its subcontractors. Should the Contractor be found to spent funds inconsistent with federal laws, rules, guidelines,or otherwise inappropriately, it is the responsibility of the Contractor to reimburse Commerce for any amount spent on disallowed costs. 8. AUDIT Contractor shall maintain internal controls providing reasonable assurance it is managing federal awards in compliance with laws, regulations, and provisions of contracts or grant agreements that could have a material effect on each of its federal programs; and prepare appropriate financial statements, including a schedule of expenditures of federal awards. If the Contractor is a subrecipient and expends $750,000 or more in federal awards from any and/or all sources in any fiscal year, the Contractor shall procure and pay for a single audit or a program-specific audit for that fiscal year. Upon completion of each audit,the Contractor shall: State of Washington Interagency Agreement Version 072019 Department of Commerce Page 2 SPECIAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS A. Submit to COMMERCE the reporting package specified in OMB Super Circular 2 CFR 200.501, reports required by the program-specific audit guide (if applicable), and a copy of any management letters issued by the auditor. B. Submit to COMMERCE follow-up and developed corrective action plans for all audit findings. If the Contractor is a subrecipient and expends less than $750,000 in federal awards from any and/or all sources in any fiscal year, the Contractor shall notify COMMERCE they did not meet the single audit requirement. The Contractor shall send all single audit documentation to auditre.viewt�commerce.wa.gov. 9. DEBARMENT A. Contractor,defined as the primary participant and it principals,certifies by signing these General Terms and Conditions that to the best of its knowledge and belief that they: i. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency. ii. Have not within a three-year period preceding this Contract, been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain,or performing a public or private agreement or transaction, violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, receiving stolen property, making false claims, or obstruction of justice; iii. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b)of federal Executive Order 12549; and iv. Have not within a three-year period preceding the signing of this Contract had one or more public transactions(Federal, State, or local)terminated for cause of default. B. Where the Contractor is unable to certify to any of the statements in this Contract, the Contractor shall attach an explanation to this Contract. C. The Contractor agrees by signing this Contract that it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by COMMERCE. D. The Contractor further agrees by signing this Contract that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction," as follows, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions: LOWER TIER COVERED TRANSACTIONS i. The lower tier Contractor certifies, by signing this Contract that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. ii. Where the lower tier Contractor is unable to certify to any of the statements in this Contract, such contractor shall attach an explanation to this Contract. E. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, person, primary covered transaction, principal, and voluntarily excluded, as used in this section, have the meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 12549. You may contact COMMERCE for assistance in obtaining a copy of these regulations. 10. LAWS The Contractor shall comply with all applicable laws, ordinances, codes, regulations, and policies of local, state, and federal governments, as now or hereafter amended, including, but not limited to: State of Washington Interagency Agreement Version 072019 Department of Commerce Page 3 SPECIAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS United 'Stades Laws. Regulations and Circulars (Federal) Contractor shall comply with Uniform Administrative Requirements,Cost Principles,and Audit Requirement for Federal Award, 2 CFR 200, Subpart F—Audit Requirements. Contractor shall comply with the applicable requirements of 2 CFR Part 200, including any future amendments to 2 CFR Part 200, and any successor or replacement Office of Management and Budget (OMB)Circular or regulation. Contractor shall comply with Omnibus Crime Control and Safe streets Act of 1968,Title VI of the Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of 1973, Title II of the Americans with Disabilities Act of 1990, Title IX of the Education Amendments of 1972, The Age Discrimination Act of 1975, and The Department of Justice Non-Discrimination Regulations, 28 C.F.R. Part 42, Subparts C.D.E. and G, and 28 C.F.R. Part 35 and 39. 11. ORDER OF PRECEDENCE In the event of an inconsistency in this Contract, the inconsistency shall be resolved by giving precedence in the following order: • Applicable federal and state of Washington statutes and regulations • Special Terms and Conditions • General Terms and Conditions • Attachment A—Scope of Work • Attachment B— Budget&Invoicing • Attachment C—A-19 Certification • Attachment D—A-19 Activity Report State of Washington Interagency Agreement Version 072019 Department of Commerce Page 4 GENERAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERAL FUNDS 1. DEFINITIONS As used throughout this Contract, the following terms shall have the meaning set forth below: A. "Authorized Representative" shall mean the Director and/or the designee authorized in writing to act on the Director's behalf. B. "COMMERCE" shall mean the Department of Commerce. C. "Contract" or "Agreement" means the entire written agreement between COMMERCE and the Contractor, including any attachments, documents, or materials incorporated by reference. E-mail or facsimile transmission of a signed copy of this contract shall be the same as delivery of an original. D. "Contractor" shall mean the entity identified on the face sheet performing service(s) under this Contract, and shall include all employees and agents of the Contractor. E. "Personal Information" shall mean information identifiable to any person, including, but not limited to, information that relates to a person's name, health,finances,education,business,use or receipt of governmental services or other activities, addresses, telephone numbers, social security numbers, driver license numbers, other identifying numbers, and any financial identifiers. F. "State" shall mean the state of Washington. G. "Subcontractor" shall mean one not in the employment of the Contractor, who is performing all or part of those services under this Contract under a separate contract with the Contractor.The terms "subcontractor" and "subcontractors" mean subcontractor(s)in any tier. 2. ALL WRITINGS CONTAINED HEREIN This Contract contains all the terms and conditions agreed upon by the parties. No other understandings, oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind any of the parties hereto. 3. AMENDMENTS This Contract may be amended by mutual agreement of the parties. Such amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. 4. ASSIGNMENT Neither this Contract, work thereunder, nor any claim arising under this Contract, shall be transferred or assigned by the Contractor without prior written consent of COMMERCE. 5. CONFIDENTIALITY AND SAFEGUARDING OF INFORMATION A. "Confidential Information"as used in this section includes: i. All material provided to the Contractor by COMMERCE that is designated as "confidential" by COMMERCE; ii. All material produced by the Contractor that is designated as "confidential" by COMMERCE; and iii. All personal information in the possession of the Contractor that may not be disclosed under state or federal law. B. The Contractor shall comply with all state and federal laws related to the use, sharing, transfer, sale, or disclosure of Confidential Information. The Contractor shall use Confidential Information solely for the purposes of this Contract and shall not use, share, transfer, sell or disclose any Confidential Information to any third party except with the prior written consent of COMMERCE or as may be required by law.The Contractor shall take all necessary steps to assure that Confidential Information is safeguarded to prevent unauthorized use, sharing, transfer, sale or disclosure of Confidential Information or violation of any state or federal laws related thereto. Upon request,the Contractor shall provide COMMERCE with its policies and procedures on confidentiality. State of Washington Interagency Agreement Version 072019 Department of Commerce Page 5 GENERAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS COMMERCE may require changes to such policies and procedures as they apply to this Contract whenever COMMERCE reasonably determines that changes are necessary to prevent unauthorized disclosures. The Contractor shall make the changes within the time period specified by COMMERCE. Upon request, the Contractor shall immediately return to COMMERCE any Confidential Information that COMMERCE reasonably determines has not been adequately protected by the Contractor against unauthorized disclosure. C. Unauthorized Use or Disclosure. The Contractor shall notify COMMERCE within five (5) working days of any unauthorized use or disclosure of any confidential information,and shall take necessary steps to mitigate the harmful effects of such use or disclosure. 6. COPYRIGHT Unless otherwise provided, all Materials produced under this Contract shall be considered "works for hire"as defined by the U.S. Copyright Act and shall be owned by COMMERCE. COMMERCE shall be considered the author of such Materials. In the event the Materials are not considered "works for hire" under the U.S. Copyright laws, the Contractor hereby irrevocably assigns all right, title, and interest in all Materials,including all intellectual property rights,moral rights,and rights of publicity to COMMERCE effective from the moment of creation of such Materials. "Materials" means all items in any format and includes, but is not limited to, data, reports, documents, pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes, and/or sound reproductions. "Ownership" includes the right to copyright, patent, register and the ability to transfer these rights. For Materials that are delivered under the Contract, but that incorporate pre-existing materials not produced under the Contract, the Contractor hereby grants to COMMERCE a nonexclusive, royalty- free, irrevocable license (with rights to sublicense to others) in such Materials to translate, reproduce, distribute,prepare derivative works,publicly perform,and publicly display.The Contractor warrants and represents that the Contractor has all rights and permissions, including intellectual property rights, moral rights and rights of publicity, necessary to grant such a license to COMMERCE. The Contractor shall exert all reasonable effort to advise COMMERCE, at the time of delivery of Materials furnished under this Contract, of all known or potential invasions of privacy contained therein and of any portion of such document which was not produced in the performance of this Contract. The Contractor shall provide COMMERCE with prompt written notice of each notice or claim of infringement received by the Contractor with respect to any Materials delivered under this Contract. COMMERCE shall have the right to modify or remove any restrictive markings placed upon the Materials by the Contractor. 7. DISPUTES In the event that a dispute arises under this Agreement, it shall be determined by a Dispute Board in the following manner: Each party to this Agreement shall appoint one member to the Dispute Board. The members so appointed shall jointly appoint an additional member to the Dispute Board. The Dispute Board shall review the facts, Agreement terms and applicable statutes and rules and make a determination of the dispute. The Dispute Board shall thereafter decide the dispute with the majority prevailing. The determination of the Dispute Board shall be final and binding on the parties hereto. As an alternative to this process, either of the parties may request intervention by the Governor, as provided by RCW 43.17.330, in which event the Governor's process will control. 8. GOVERNING LAW AND VENUE This Contract shall be construed and interpreted in accordance with the laws of the state of Washington, and any applicable federal laws,and the venue of any action brought hereunder shall be in the Superior Court for Thurston County. State of Washington Interagency Agreement Version 072019 Department of Commerce Page 6 GENERAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERAL FUNDS 9. INDEMNIFICATION Each party shall be solely responsible for the acts of its employees, officers, and agents. 10. LICENSING, ACCREDITATION AND REGISTRATION The Contractor shall comply with all applicable local, state, and federal licensing, accreditation and registration requirements or standards necessary for the performance of this Contract. 11. RECAPTURE In the event that the Contractor fails to perform this Contract in accordance with state laws, federal laws, and/or the provisions of this Contract, COMMERCE reserves the right to recapture funds in an amount to compensate COMMERCE for the noncompliance in addition to any other remedies available at law or in equity. Repayment by the Contractor of funds under this recapture provision shall occur within the time period specified by COMMERCE. In the alternative, COMMERCE may recapture such funds from payments due under this Contract. 12. RECORDS MAINTENANCE The Contractor shall maintain books, records, documents, data and other evidence relating to this contract and performance of the services described herein, including but not limited to accounting procedures and practices that sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this contract. The Contractor shall maintain records that identify, in its accounts, all federal awards received and expended and the federal programs under which they were received, by Catalog of Federal Domestic Assistance (CFDA)title and number, award number and year, name of the federal agency, and name of the pass-through entity. The Contractor shall retain such records for a period of six(6)years following the date of final payment. At no additional cost,these records, including materials generated under the contract, shall be subject at all reasonable times to inspection, review or audit by COMMERCE, personnel duly authorized by COMMERCE, the Office of the State Auditor, and federal and state officials so authorized by law, regulation or agreement. If any litigation,claim or audit is started before the expiration of the six(6)year period,the records shall be retained until all litigation, claims, or audit findings involving the records have been resolved. 13. SAVINGS In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way after the effective date of this Contract and prior to normal completion, COMMERCE may suspend or terminate the Contract under the "Termination for Convenience" clause, without the ten calendar day notice requirement. In lieu of termination, the Contract may be amended to reflect the new funding limitations and conditions. 14. SEVERABILITY The provisions of this contract are intended to be severable. If any term or provision is illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of the contract. 15. SUBCONTRACTING The Contractor may only subcontract work contemplated under this Contract if it obtains the prior written approval of COMMERCE. If COMMERCE approves subcontracting, the Contractor shall maintain written procedures related to subcontracting, as well as copies of all subcontracts and records related to subcontracts. For cause, COMMERCE in writing may:(a)require the Contractor to amend its subcontracting procedures as they State of Washington Interagency Agreement Version 072019 Department of Commerce Page 7 GENERAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS relate to this Contract; (b)prohibit the Contractor from subcontracting with a particular person or entity; or(c)require the Contractor to rescind or amend a subcontract. Every subcontract shall bind the Subcontractor to follow all applicable terms of this Contract.Contractor shall incorporate 2 CFR Part 200, Subpart F audit requirements into all subcontracts. The Contractor is responsible to COMMERCE if the Subcontractor fails to comply with any applicable term or condition of this Contract.The Contractor shall appropriately monitor the activities of the Subcontractor to assure fiscal conditions of this Contract. In no event shall the existence of a subcontract operate to release or reduce the liability of the Contractor to COMMERCE for any breach in the performance of the Contractor's duties. Every subcontract shall include a term that COMMERCE and the State of Washington are not liable for claims or damages arising from a Subcontractor's performance of the subcontract. 16. SURVIVAL The terms, conditions, and warranties contained in this Contract that by their sense and context are intended to survive the completion of the performance, cancellation or termination of this Contract shall so survive. 17. TERMINATION FOR CAUSE In the event COMMERCE determines the Contractor has failed to comply with the conditions of this contract in a timely manner, COMMERCE has the right to suspend or terminate this contract. Before suspending or terminating the contract, COMMERCE shall notify the Contractor in writing of the need to take corrective action. If corrective action is not taken within 30 calendar days, the contract may be terminated or suspended. In the event of termination or suspension, the Contractor shall be liable for damages as authorized by law including, but not limited to, any cost difference between the original contract and the replacement or cover contract and all administrative costs directly related to the replacement contract, e.g., cost of the competitive bidding, mailing, advertising and staff time. COMMERCE reserves the right to suspend all or part of the contract, withhold further payments, or prohibit the Contractor from incurring additional obligations of funds during investigation of the alleged compliance breach and pending corrective action by the Contractor or a decision by COMMERCE to terminate the contract. A termination shall be deemed a "Termination for Convenience" if it is determined that the Contractor: (1)was not in default; or(2)failure to perform was outside of his or her control,fault or negligence. The rights and remedies of COMMERCE provided in this contract are not exclusive and are in addition to any other rights and remedies provided by law. 18. TERMINATION FOR CONVENIENCE Except as otherwise provided in this Contract, COMMERCE may, by ten (10) business days written notice, beginning on the second day after the mailing,terminate this Contract, in whole or in part. If this Contract is so terminated, COMMERCE shall be liable only for payment required under the terms of this Contract for services rendered or goods delivered prior to the effective date of termination. 19. TERMINATION PROCEDURES Upon termination of this contract, COMMERCE, in addition to any other rights provided in this contract, may require the Contractor to deliver to COMMERCE any property specifically produced or acquired for the performance of such part of this contract as has been terminated. The provisions of the "Treatment of Assets"clause shall apply in such property transfer. COMMERCE shall pay to the Contractor the agreed upon price, if separately stated, for completed work and services accepted by COMMERCE, and the amount agreed upon by the Contractor and COMMERCE for (i) completed work and services for which no separate price is stated, (ii) partially completed work and services, (iii) other property or services that are accepted by COMMERCE, and (iv)the protection and preservation of property, unless the termination is for default, in which case the Authorized Representative shall determine the extent of the liability of COMMERCE. Failure to agree State of Washington Interagency Agreement Version 072019 Department of Commerce Page 8 GENERAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS with such determination shall be a dispute within the meaning of the"Disputes"clause of this contract. COMMERCE may withhold from any amounts due the Contractor such sum as the Authorized Representative determines to be necessary to protect COMMERCE against potential loss or liability. The rights and remedies of COMMERCE provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law or under this contract. After receipt of a notice of termination, and except as otherwise directed by the Authorized Representative,the Contractor shall: A. Stop work under the contract on the date, and to the extent specified, in the notice; B. Place no further orders or subcontracts for materials, services, or facilities except as may be necessary for completion of such portion of the work under the contract that is not terminated; C. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the Authorized Representative, all of the rights, title, and interest of the Contractor under the orders and subcontracts so terminated, in which case COMMERCE has the right, at its discretion, to settle or pay any or all claims arising out of the termination of such orders and subcontracts; D. Settle all outstanding liabilities and all claims arising out of such termination of orders and subcontracts, with the approval or ratification of the Authorized Representative to the extent the Authorized Representative may require, which approval or ratification shall be final for all the purposes of this clause; E. Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent directed by the Authorized Representative any property which, if the contract had been completed,would have been required to be furnished to COMMERCE; F. Complete performance of such part of the work as shall not have been terminated by the Authorized Representative; and G. Take such action as may be necessary, or as the Authorized Representative may direct, for the protection and preservation of the property related to this contract, which is in the possession of the Contractor and in which the Authorized Representative has or may acquire an interest. 20. WAIVER Waiver of any default or breach shall not be deemed to be a waiver of any subsequent default or breach. Any waiver shall not be construed to be a modification of the terms of this Contract unless stated to be such in writing and signed by Authorized Representative of COMMERCE. State of Washington Interagency Agreement Version 072019 Department of Commerce Page 9 Attachment A Scope of Work This funding is made available under section 601(a) of the Social Security Act, as added by section 5001 of the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") and Section V and VI of the CARES Act,for costs incurred due to the public health emergency with respect to the Coronavirus Disease 2019 (COVID-19). Under the CARES Act,the Coronavirus Relief Fund may be used to cover costs that: 1. Are necessary expenditures incurred due to the public health emergency with respect to the Coronavirus Disease 2019(COVID-19); AND 2. Are not accounted for in the budget most recently approved as of March 27, 2020 (the date of enactment of the CARES Act)for the State or government. These funds may be used to reimburse for expenditures incurred during the period of March 1, 2020 thru Oct. 31, 2020. Please note: In order to ensure all funds have been fully utilized prior to the US Treasury's December 30, 2020 end date,the State of Washington must closeout contracts by October 31, 2020. All final requests for reimbursement must be received no later than November 15, 2020. Expenditures must be used for necessary actions taken to respond to the public health emergency.These may include expenditures incurred to allow the local government to respond directly to the emergency,such as by addressing medical or public health needs, as well as expenditures incurred to respond to second- order effects of the emergency, such as by providing economic support to those suffering from employment or business interruptions due to COVID-19-related business closures. Funds may not be used to fill shortfalls in government revenue to cover expenditures that would not otherwise qualify under the statute.Although a broad range of uses is allowed, revenue replacement is not a permissible use of Fund payments. Payments may be used only to cover costs not accounted for in the budget most recently approved as of March 27, 2020.A cost meets this requirement if either: 1. The cost cannot lawfully be funded using aline item,allotment, or allocation within that budget; OR 2. The cost is for a substantially different use from any expected use of funds in such a line item, allotment, or allocation. The "most recently approved" budget is the enacted budget for the relevant fiscal period for the particular government. A cost is not considered to have been accounted for in a budget merely because it could be met using a budgetary stabilization fund, rainy day fund, or similar reserve account. Allowable expenditures include, but are not limited to: 1. Medical expenses such as: a. COVID-19-related expenses of public hospitals, clinics, and similar facilities. b. Expenses of establishing temporary public medical facilities and other measures to increase COVID-19 treatment capacity, including related construction costs. c. Costs of providing COVID-19 testing, including serological testing. d. Emergency medical response expenses, including emergency medical transportation, related to COVI D-19. e. Expenses for establishing and operating public telemedicine capabilities for COVID-19-related treatment. 2. Public health expenses such as: State of Washington Interagency Agreement Version 072019 Department of Commerce Page 10 Attachment A a. Expenses for communication and enforcement by State, territorial, local, and Tribal governments of public health orders related to COVID-19. b. Expenses for acquisition and distribution of medical and protective supplies, including sanitizing products and personal protective equipment, for medical personnel, police officers, social workers, child protection services, and child welfare officers, direct service providers for older adults and individuals with disabilities in community settings, and other public health or safety workers in connection with the COVID-19 public health emergency. c. Expenses for disinfection of public areas and other facilities, e.g., nursing homes, in response to the COVID-19 public health emergency. d. Expenses for technical assistance to local authorities or other entities on mitigation of COVID- 19-related threats to public health and safety. e. Expenses for public safety measures undertaken in response to COVID-19. f. Expenses for quarantining individuals. 3. Payroll expenses for public safety, public health, health care, human services, and similar employees whose services are substantially dedicated to mitigating or responding to the COVID- 19 public health emergency. 4. Expenses of actions to facilitate compliance with COVID-19-related public health measures, such as: a. Expenses for food delivery to residents, including, for example, senior citizens and other vulnerable populations, to enable compliance with COVID-19 public health precautions. b. Expenses to facilitate distance learning, including technological improvements, in connection with school closings to enable compliance with COVID-19 precautions. c. Expenses to improve telework capabilities for public employees to enable compliance with COVID-19 public health precautions. d. Expenses of providing paid sick and paid family and medical leave to public employees to enable compliance with COVID-19 public health precautions. e. COVID-19-related expenses of maintaining state prisons and county jails, including as relates to sanitation and improvement of social distancing measures, to enable compliance with COVID-19 public health precautions. f. Expenses for care for homeless populations provided to mitigate COVID-19 effects and enable compliance with COVID-19 public health precautions. 5. Expenses associated with the provision of economic support in connection with the COVID-19 public health emergency, such as: a. Expenditures related to the provision of grants to small businesses to reimburse the costs of business interruption caused by required closures. b. Expenditures related to a State,territorial, local,or Tribal government payroll support program. c. Unemployment insurance costs related to the COVID-19 public health emergency if such costs will not be reimbursed by the federal government pursuant to the CARES Act or otherwise. 6. Any other COVID-19-related expenses reasonably necessary to the function of government that satisfy the Fund's eligibility criteria. State of Washington Interagency Agreement Version 072019 Department of Commerce Page 11 Attachment B Budget& Invoicing The Contractor shall determine the appropriate budget and use of funds within the following 6 budget categories and their sub-categories: 1. Medical 2. Public Health 3. Payroll 4. Actions to Comply with Public Health Measures 5. Economic Support 6. Other Covid-19 Expenses The Contractor shall submit invoice reimbursement requests to the Commerce Representative using the Commerce Contract Management System's(CMS)Online A-19 Portal. Each reimbursement request must include: 1. A-19 Certification form—An authorized party of the local government will certify each invoice(Al 9) submitted for reimbursement and attest that all incurred expenditures meet the US Treasury Department's guidance: litti3s:?+'hcr7ie.1rea.Bury.govlsystemlfilesf1361Coronavirus-Relief-Fund- Guidance-for-State-Territorial-Local-and-Tribal-Governm en ts.I)d 2. A-19 Activity Report 3. A detailed breakdown of the expenditures incurred within each applicable budget sub-category on the A-19 Activity Report. The A-19 Certification and Activity Report templates will be provided with the executed contract. The documents are included in Attachment C and Attachment D for reference. Receipts and proof of payment for costs incurred do not need to be submitted with A-19s. All contractors are required to maintain accounting records in accordance with state and federal laws. Records must be sufficient to demonstrate the funds have been used in accordance with section 601(d)of the Social Security Act. Commerce reserves the right to audit any costs submitted for reimbursement. The Contractor shall comply with Commerce A-19 audits and provide the appropriate records upon request. State of Washington Interagency Agreement Version 072019 Department of Commerce Page 12 Attachment C LOCAL GOVERNMENT CORONAVIRUS RELIEF FUNDS CERTIFICATION I,911115T,LAST NAME>,am the<T1TLE>of41,0tAC '•, 'XIIIIItlil?,and I certifythat: 1. 1 have the authority and approval from the governing body on behalf of the Local Government to request reimbursement from the Department of Commerce (Commerce)per contract number _ ONTRACT'NUMBER>from the allocation of the Coronavirus Relief Fund as created in section 5001 of H.R.748,the Coronavirus Aid,Relief,and Economic Security Act("CARES Act")for eligible expenditures included on the-corresponding A-19 invoice voucher for report period <REPORT PERIOD FROM A-19>. 2. 1 understand that as additional federal guidance becomes available,a contract amendment to the agreement between Commerce and the Local Government may become necessary. 3. 1 understand Commerce will rely on this certification as a material representation in processing this reimbursement. 4. 1 certify the use of funds submitted for reimbursement from the Coronavirus Relief Funds under this contract were used only to cover those costs that: a. Are necessary expenditures incurred due to the public health emergency with respect to the Coronavirus Disease 2019(COVID-19); b. Ware•not accounted for in the budget most recently approved as of March 27,2020; and c. Were incurred during the preriod that begins on March 1,2020,and ends on October 31,2020. S. I understand the use of funds pursuant to this certification must adhere to official federal guidance issued or to be issued on what constitutes a necessary expenditure. We have reviewed the guidance established by U.S.Department of the Treasury'and certify costs meet the required guidance.Any funds expended by the Local Government or its subcontractor(s)in any manner that does not adhere to official federal guidance shall be returned to the State of Washington. Footnote: 1—Guidance available at (4+'302020) State of Washington Interagency Agreement Version 072019 Department of Commerce Page 13 Attachment C LOCAL GOVERNMENT'CORONAVIRUS RELIEF FUNDS CERTIFICATION Page 2 of 2 6. 1 understand the Local Government receiving funds pursuant to this certification shall retain documentation of all uses of the funds,including but not limited to invoices and/or sales receipts in a manner consistent with§200.333 Retention requirements for records of 2 CFR Part 200 Uniform Administrative Requirements,Cost Principles,and Audit Requirements for Federal Awards(Uniform Guidance).Such documentation shall be produced to Commerce upon request and may be subject to audit by the State Auditor. 7. 1 understand any funds provided pursuant to this certification cannot be used as a revenue replacement for lower than expected tax or other revenue collections. 8. 1 understand funds received pursuant to this certification cannot be used for expenditures for which the Local Government has received any other emergency COVID- 19 supplemental funding(whether state,federal or private in nature)for that same expense. I certify that I have read the above certification and my statements contained herein are true and correct to the best of my knowledge. Printed Name Title Signature Date: State of Washington Interagency Agreement Version 072019 Department of Commerce Page 14 Attachment D — -------------- CRF A-19 Activity Report INSTRUCTIONS INSTRUCTIONS: A completed CRF A-19 Certification and Ac..tivRy Report must be submitted with each A-19 reimbursement request. The A-19 Activity Report must be submitted as an Excel spreadsheet,not a PDF You must also include a detailed breakdown of the individual expenditures reported in Column F for each applicable sub-category included on the A-19 Activity Report. There are 6 primary budget categories-, 1.Medical Expenses 2.Public Health Expenses 3.Payroll expenses for public employees dedicated to COVID-19 4.Expenses to facilitate compliance with COVID-19-measures 5.Economic Supports 6.Other COMD-19 Expenses Each primary budget category includes sub-categories and provides an option to add"other'subcategories not listed. Follow the below instructions when completing the A-1 9 Activity Report: 1 REPORT PERIOD-Enter the report period into Cell D1 of the A-19 Activity Report. a This should match the re-port period entered on the corresponding A-19. b Report period should include MMIYY to MM'YYY)',i.e.03120,March 2020,0312020,etc. 2 COLUMN E-Enter the total amount of all previous reimbursement requests submitted to Commerce for each applicable sub-category. 3 COLUMN F- Enter the total amount being requested in the current reimbursement request for each applicable sub-category. 4 COLUMN H:USE OF FUNDS-You must include a general description of the use of the funds being requested for each applicable sub-category.Keep descriptions as concise as possible,but include adequate context to demonstrate how these funds helped address the COVID-19 emergency.If applicable,please consider. a Providing a brief description of the specific activities performed. b Identifying specific populations served. c Identifying speck programs created or utilized. d Including any known or intended outcomes,results,or community impacts. 5 OTHER SUB-CATEGORIES-Budget catelaories 1-5 include a placeholderto add an additional sub-category if necessary. a Enter a Title for other expenses added within the appropriate budget category. b Enter titles into Cells:D10,D19,D27,D36,and D41. c There is only one"other"placeholder in each budget category section.Please combine multiple"other"'sub- categories added to the same budget category. 6 OTHER BUDGET CATEGORIES-Budget category 6 is where you should include any eligible expenditures that don't fall under budget categories 1-5. a Enter a Title for these"other"expenses within budget category 6- b Enter titles into Cells D44-D48. c There are only 5 entry fields available within Budget Category 6. State of Washington Interagency Agreement Version 072019 Department of Commerce Page 15 p rn co olN 0a c t o v - 'm Q C N E N w N M N•v N N N./� T yww w yv. w N y NwNwv+ y NN U N (0 N C yN NNN y++r yYry NNN NMNMw wN N'.-N yNyunyy ++N y- M•IM1-. N N M N-y W N N N y ih EI- V; Iof jw V 1 ly m a! ted; N eN +N R: m — 'E: _' � 'In u�a�`m� 9 a�a!m!E!o!�YY y�I�+a�>>_�C'��,i 'Y = .0 y�A� � rrL ' ' r N � n $iSy n!r=�u. ���Py ,'at u!`2!G!r;a'•O;S $ 1 ,�;n!u,�i 0[ $ dmtlown dmudwLLlj e dmu ci 'Li mu6'i W amu sdmuolJ E Q C G p� N N Rf d y 1D Q rU L cuN C N 5 N N 0 Cl. fn 0 7 �` DATE M1 DATE AC "1?1 CERTIFICATE OF LIABILITY INSURANCE k%_� 08/06/2020 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(ies)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 CON1AC' Lynn Pritchett NAME: y _ HENTSCHELL&ASSOC INC (253)272-1151 r"AX -1225 No.Enly ( )1436 S.Union Ave. a-MAILADDR Ly r;. riI neiC;uihertscl all.com INSURERS)AFFORDING COVERAGE NAIC# Tacoma WA 98405-1925 INSURERA: Philadelphia Insurance Company INSURED INSURER B Federal Way Senior Center INSURER C: 4016 S.352nd St. INSURER D: INSURER E: Auburn WA 98001 INSURER F COVERAGES CERTIFICATE NUMBER: 20-21 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 CONTRACTOR 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 ADWIL SUISHI POLICY-UF LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MMIDDIYYYY MM/DD/YYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE 7X]OCCUR PREMISES Eaacorrencel s 100,000 MED EXP(Any one person) S 5,000 A �� Y PHPK2164896 08/01/2020 08/01/2021 PERSONAL&ADV INJURY $ 1,000,000 GEI`11A!` REG7;rE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY ❑J'E'CT 7 LOC PRODUCTS-COMP/OPAGG S 2,000,000 OTHER: $ Ea accxidwt AUTOMOBILE LIABILITY MIN LE llMIT $ 1,000,000 ide,I ANYAUTO BODILY INJURY(Per person) S AOWNED x SCHEDULED PHPK2164896 08/01/2020 08/01/2021 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS IX HIRED u^ NON-OWNEDAUTOS ONLY X AUTOS ONLY {P¢r accldenl7 Medical payments $ 5,000 UMBRELLA LIAB OCCUR EACH OCCURRENCE S EXCESS LIAB HCLAIMS-MADE AGGREGATE $ DED I I RETENTION$ $ WORKERS COMPENSATIONPER OTH- AND EMPLOYERS'LIABILITY YIN STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE E,L.EACH ACCIDENT $ 1,000,000 'e` OFFICER/MEMBEREXCLUDED? NIA PHPK2164896 08/01/2020 0$/01/2021 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE S 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Crime A Professional Liability Claims Made PHPK2164896 08/01/2020 08/01/2021 Limit 170,000 Limit 1 M/2M DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Federal Way,its officers,employees,officials&agents are Additional Insured per CG20 26(0-13) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City of Federal Way ACCORDANCE WITH THE POLICY PROVISIONS. P.O.Box 9718 AUTHORIZED REPRESENTATIVE Federal Way WA 90639718 I ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD