HomeMy WebLinkAboutAG 21-200 - WSDOTRETURN TO: PW ADMIN EXT: 2700 ID #: 4110
CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM
1. ORIGINATING DEPT/DIv: PUBLIC WORKS / Traffic
2. ORIGINATING STAFF PERSON: Anthony Avery EXT: 2747 3. DATE REQ. BA.
3. TYPE OF DOCUMENT (CHECK ONE):
❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ)
❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT
❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT
❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG
❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS)
❑ ORDINANCE ❑ RESOLUTION
0 CONTRACT AMENDMENT (AG#): 21-200 ❑ INTERLOCAL
E3 OTHER Amendment # 1 to WSDOT Agreement PTD0439
4. PROJECT NAME: Transportation Demand Management Implementation Agreement - Amendment 1
5. NAME OF CONTRACTOR: Washington State Department of Transportation
ADDRESS: 310 Maple Park Ave SE - PO Box 47387 TELEPIIONE: 366-705-7875
E-MAIL: makhlof(MWsdot.Wa.goV FAX:
SIGNATURE NAME: Firas Makhouf, Capital Promects & Funding Manager TITLE:
6. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER
REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES 0 PRIOR CONTRACT/AMENDMENTS
CFW LICENSE # _ BL, EXP. 12/31/ UBI # , EXP.
7. TERM: COMMENCEMENT DATE: July 1, 2021 COMPLETION DATE: June 30, 2023
8. TOTAL COMPENSATION: $ n/a - WSDOT will pay City (INCLUDE EXPENSES AND SALES TAX, IF ANY
(IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES)
REIMBURSABLE EXPENSE: ❑ YES I3 NO IF YES, MAXIMUM DOLLAR AMOUNT: $
IS SALES TAX OWED: 13 YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY
RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED
O PURCHASING: PLEASE CHARGE TO: N/a - They pay us
9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED
8 PROJECT MANAGER AA/01Jun2022
8 DIVISION MANAGER RAP 106 Jun 2022
8 DEPUTY DIRECTOR DSW 6ni22
8 DIRECTOR EJW 619i2022
❑ RISK MANAGEMENT (IF APPLICABLE)
9 LAW DEPT KVA6/9/2022
10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE:
SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE:
11. CONTRACT SIGNATURE ROUTING
❑ SENT TO VENDOR/CONTRACTOR DATE SENT: I On DATE REC• D: v
❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LlCtNSEN, EXHIBITS
❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE
(INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.
INITIAL / DATE SIGNED
❑ FINANCE DEPARTMENT
❑ LAW DEPT
6 SIGNATORY (MAYOR OR DIRECTOR)s 7
❑ CITY CLERK
❑ ASSIGNED AG # A 1-
❑ SIGNED COPY RETURNED DATE SENT:
COMMENTS:
EXECUTE" " ORIGINALS
City signs first. "SIGN IN BLUE INK"
(WSDOT PTD0439 agreement term from July 1, 2021 through June 30, 2023) adding $38.869. WSDOT will pay us this amount from July 1, 2021 - June, 2023.
Original CTR Implementation Agreement with WSDOT under AG# 20-020. Closed PTDO120 in June 2021 and replaced with WSDOT Agreement PTD0439 (AG #21-200)
1/2020
Public Transportation Division
310 Maple Park Avenue S.E.
Washington State P.O. Box 47387
�. Department of Transportation Olympia, WA 98504-7387
This is the FIRST AMENDMENT to AGREEMENT PTD0439 entered into between the
Washington State Department of Transportation (hereinafter referred to as "WSDOT"), and the
City of Federal Way (hereinafter referred to as "CONTRACTOR"), and/or individually
referred to as the "PARTY' and collectively referred to as the "PARTIES,"
RECITAL
WHEREAS, both parties agree to amend AGREEMENT PTD0439 to:
- Incorporate the approved Administrative Work Plan, as Exhibit I.
- Update the RCW reference in the contract as follows:
On pages 1 and 2 replace "RCW 70.94.521 through RCW 70.94.555"
with "RCW 70A.15.4000 through RCW 70A.15.4110"
On page 4 replace "RCW 70.94.544 and by ordinances adopted pursuant to
RCW 70.94.527(5)" with "RCW 70A.15.4080 and by ordinances adopted
pursuant to RCW 70A.15.4020(5)"
NOW THEREFORE, the following AMENDMENTS are hereby incorporated into
AGREEMENT PTD0439
AGREEMENT
1. RECITALS are hereby incorporated into this AGREEMENT.
2. Incorporate the approved Commute Trip Reduction Administrative Work Plan, attached
hereto as Exhibit I.
3. Update the RCW references on pages 1, 2 and 4.
4. A copy of this AMENDMENT to the AGREEMENT PTD0439 shall be attached to and made
a part of the original AGREEMENT. Any references to the "AGREEMENT" shall mean
"AGREEMENT as amended."
5. All other terms and conditions of the original AGREEMENT not hereby amended shall
remain in full force and effect. This document may be simultaneously executed in several
counterparts, each of which shall be deemed original having identical legal effect.
City of Federal Way Page 1 of 9
PTD0439-01
IN WITNESS WHEREOF, WSDOT hereto have executed this AMENDMENT the day and year
last written below.
WASHINGTON STATE CONTRACTOR
DEPARTMENT OF TRANSPORTATION
Digitally signed
by Firas Makhlouf
Date: 2022.06.21 r
13:39:17-07'00'
Capital Projects & Funding Manager Authorized Representative
Public Transportation Division
Title
Tl;nntt 4� 1
Print Name
06-21-2022 t111J)--;21
Date Date
City of Federal Way Page 2 of 9
PTD0439-01
ORIGINAL
IN WITNESS WHEREOF, WSDOT hereto have executed this AMENDMENT the day and year
last written below.
WASHINGTON STATE CONTRACTOR
DEPARTMENT OF TRANSPORTATION
Capital Projects & Funding ManagerAutharized Representative
Public Transportation Division
41,�1'eAOL
Title
Ts;� 4;j�
Print Name
- t1110-.21
1 Date Date
City of Federal Way Page 2 of 9
PTD0439-01
EXHIBIT 1
Commute Trip Reduction Administrative Work Plan
2021-2022
Agreement number: PTD0439
Organization: City of Federal Way
Date: 10/27/2021
Effective July 1, 2021, King County Metro began the process of transitioning CTR work back to
the City of Federal Way. As such, King County Metro will complete the Work Plan for the one-
year transition period, July 1, 2021 through June 30, 2022 and leave a skeletal framework in
place on the Work Plan for the remainder of the biennium, July 1, 2022 through June 30, 2023.
On or around June 2022, the City of Federal Way will initiate the implementation of a new one-
year agreement directly with WSDOT in order to receive the remaining funds for the biennium.
At this time, the City of Federal Way will have the opportunity to identify changes, make
clarifications to, and/or incorporate additions or deletions to the items listed below in the Work
Plan.
1. Program administration
Brief description
Activities and Deliverables
Administer the program to meet state and
city planning and implementation objectives
and requirements.
King County Metro will train staff on the best
practices for how to administer the program
to meet the state and city planning and
implementation objectives and requirements,
in preparation for the City's assumption of
CTR duties and responsibilities.
Examples include:
• Onboarding new sites.
• Conducting customer satisfaction surveys.
• Reviewing employer exemption requests.
A. Administer the employer site registration and
inventory record -keeping: Identify, notify, and
register new sites into the program in order to
prepare them for their baseline surveys.
Negotiate steps for compliance with non-
compliant worksites with the onboarding
component.
B. Maintain database and master file records on
basic site information for all sites. Provide the
city and WSDOT with an electronic copy of
city's CTR-affected employers and ETCs, as
requested by the city or required by WSDOT.
Keep website updated.
C. Administer, or assist the City with
administering, state and citv Planninq and
City of Federal Way
PTD0439-01
Page 3 of 9
contracting processes: Perform general
update and implementation of the CTR Plan
and ordinance, including development and
execution of implementation contract between
King County CTR Services, the City and their
Administrative Work Plan; and the CTR Final
Report for the biennium. Provide quarterly
report information for city to complete state
funds billing and reporting requirements. Meet
regularly with city staff to review activities,
current issues, ongoing challenges and
accomplishments. Provide the city with draft
responses to inquiries by state CTR
committees and others, when warranted and
as requested by the city. Conduct other
administrative activities as needed.
D. Provide historical CTR data and records as
well as train staff on how to track data.
Outputs may be dependent on the actions of
Potential issues and risks external organizations or other external
factors; unresponsive sites.
2. Employer program development, engagement, and marketing
Brief description
Ds
Engage worksite ETCs with assistance,
training, communications, resources, and
information to operate successful programs_
King County Metro staff will provide training
for City staff on best practices for engaging
with employers.
Examples include:
Providing consultations.
Developing a communications strategy.
Providing training events.
Developing tools or resources for
employee transportation coordinators.
Sharing promotional campaigns.
• Sending educational mailers.
A.
Training: Train all new employee
transportation coordinators (ETCs) (at
existing and new worksites) to ensure
that they understand the requirements of
the law, implementation strategies and
their sites' performance to date. Training
classes can be taken online and include
basic ETC training and survey training as
needed. Update and maintain
informational CTR website and other
training resources.
City of Federal Way Page 4 of 9
PTD0439-01
Marketing Assistance: Assist ETCs with
marketing of commute programs and
ensure they meet their program
information distribution requirements.
Program Assistance: Focusing primarily
on sites that have not made progress
toward goal, conduct survey analyses,
review program summaries and make
recommendations for program
improvements.
=ocused Promotions: Identify highly
;ongested employment areas, corridors,
ndustries, and/or sites that have not
nade progress toward goals for targeted
)utreach. Actively work with ETCs to
)romote alternatives to drive -alone
;ommuting at these locations or sites.
;For C and D, the number and
:omposition of worksites for such shall be
ietermined in consultation with city
)roject manager, with larger worksites
3enerally receiving more focus and time
:han smaller ones.)
nformation Provision: Help ETCs become
a major resource to their employees by
)roviding them with up-to-date commute
nformation, tools for communicating with
employees, turnkey commuter
)romotions, and opportunities to attend
ietworking events.
Send transportation -related news and
announcements via email to all ETCs;
;oordinate and distribute electronic
materials and information for promotions
;uch as Wheel Options and Bike
Everywhere Month and Day; and
schedule, promote, engage speakers, and
nvite ETCs to employer network group
meetings approximately 2-3 times per
tear.
Strategic Planning: Develop strategies to
help ETCs communicate and promote
their programs to employees and achieve
success with their programs.
Cing County Metro will provide training for
:;ity staff on the best practices for
Bngaging with employers as well as
City of Federal Way Page 5 of 9
PTD0439-01
Potential issues and risks
provide basic ETC trainings for City staff
to u date and use.
Sites are non -responsive or unable to make
resource investments in program; ETCs are
not given the time to use resources available
to market program to employees; sites non-
responsive to events and promotions.
3. Program measurement and reporting (survey or alternate, and employer
program reports)
Brief description
Activities and Deliverables
King County Metro staff will provide training
for City staff on how to coordinate, track and
notify employers to conduct the survey and
program reporting requirements.
Examples include:
• Target percentage of surveys successfully
completed.
Increased response rates.
Collecting complete program reports
• Revising program report format.
Assist site representatives with:
A. Baseline survey and initial program
development for new sites.
B. Ongoing survey and program reporting for
existing sites; and
C. For worksites not making progress toward
goal, review of the existing program and
recommendations for program
modifications to improve performance as
warranted for existing sites.
D. Organize and send survey and program
notifications to all sites; reviewing and
administering extensions and exemptions
requests; and setting up and assisting
sites with paper and online surveys and
program reporting. Receive program
report submittals and manage/organize
program report data. Negotiate steps for
compliance with non -compliant worksites.
Maintain or edit report formats as needed;
database; and keep master file records on
all sites. Provide survey results and
City of Federal Way Page 6 of 9
PTD0439-01
Potential issues and risks
program reporting information to the
city/state and worksite.
Timely processing of survey and report
data
by WSDOT and accuracy of tools and data;
unresponsive sites; ETC turnover.
City of Federal Way
PTD0439-01
Page 7 of 9
City of Federal Way Program Calendar
This calendar is an informational tool for WSDOT staff. WSDOT staff understand that your calendar is subject to change as your program develops
and adjusts to new circumstances. See page 1 of this Work Plan for additional clarification.
July —Sept
Programming 2021
Ongoing
employer
newsletter
Program . 1:1
administration consultations
Program
Development:
• WSRO annual
conference
Employer
program
development,
engagement,
and marketing
Oct —Dec
2021
• Ongoing
employer
newsletter
• 1:1
consultations
Program
Engagement:
• Send letter to
ETCs
announcing
CTR transition
and new
points of
contact
• Promote
Wheel
Options
campaign
• Preview
announcemen
t of spring
CTR survey
Jan —Mar
2022*
• Ongoing
employer
newsletter
• 1:1
consultations
Program
Development:
• Work with
ETCs to
encourage
them to hold
events to
promote
commute
options aligned
with employee
benefits fairs
Encourage
ETC's to
update and
distribute
Transit
Information
(tied to spring
service
changes and
improvements)
• Initiate
new/refresh
ETC trainings
using modules
and/or
meetings
-- --_L
Apr —Jun
2022*
• Ongoing
employer
newsletter
. 1:1 consultations
Promote:
• ETC Network
Spring meeting
• Bike Month
(May)
• Ride Transit
Month (June)
July —Sept
2022*
Ongoing
employer
newsletter
• 1:1 consultations
Promote:
• WSRO
(advanced
training)
• Vanpool
information
(Wheel Options
campaign
preview)
• Encourage
ETC's to update
and distribute
Transit
Information (tied
to fall service
changes and
improvements)
Oct —Dec
2022*
Ongoing
employer
newsletter
1:1
consultatio
ns
Promote:
• ETC
Network
Fall
meeting
• Wheel
Options
campaign
promotion
Jan —Mar
2023*
• Ongoing
employer
newsletter
• 1:1
consultations
Encourage:
■ ETC's to
update and
distribute
Information
Distribution
pieces
• Hold events
to promote
commute
options
aligned with
employee
benefits fairs
Apr —June
2023*
Ongoing
employer
newsletter
1:1
consultation
s
Promote.
• ETC
Network
Spring
meeting
• Bike Month
(May)
• Ride Transit
Month
(June)
City of Federal Way
PTD0439-01
Page 8 of 9
Programming
Program
measurement
and reporting
July —Sept Oct —Dec
2021 1 2021
Jan —Mar
2022*
Apr —Jun
2022*
• Set up CTR
Conduct CTR
measurement
measurement
survey
survey process,
process; verify
collect surveys
site details and
and submit to
contacts
WSDOT.
(January)
• Provide all
applicable
training related
to survey
measurement
(February)
• Prepare survey
notifications
and survey
response forms
to deliver to
worksites 45
days in
advance of
March survey.
• Conduct CTR
measurement
survey
process, collect
surveys and
submit to
WSDOT.
(Begin in
March.)
July —Sept Oct —Dec
2022* 2022*
• CTR surveys
results review
with ETCs and
analysis for
program
recommenda-
tions and
improvements.
*Content identified in these areas is hypothetical only and will be determined by the jurisdiction at the appropriate time.
Jan —Mar
2023*
Apr —June
2023*
■ Set up
• Conduct
program
CTR
report
measureme
process;
nt survey
verify site
process,
details and
collect
contacts
surveys and
(January)
submit to
• Provide all
WSDOT.
applicable
• Review and
training
approve
related to
CTR
survey
program
measuremen
reports (May
t (February)
and June.)
• Prepare
program
report
process —
notifications
to worksites
45 days in
advance of
March
program
reporting.
• Conduct
program
report survey
process,
collect
surveys and
send to
WSDOT.
(Begin in
March.)
City of Federal Way
PTD0439-01
Page 9 of 9
RETURN TO: PW ADMIN EXT: 2700 ID #: 4011
CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM
1. ORIGINATING DEPT/DIv: PUBLIC WORKS / Traffic
2. ORIGINATING STAFF PERSON: Sarady Long EXT: 2743 _ 3. DATE REQ. i:l :
3. TYPE OF DOCUMENT (CHECK ONE):
O CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ)
❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT
❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT
❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG
❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS)
❑ ORDINANCE ❑ RESOLUTION
❑ INTERLOCAL
❑ OTHER " W8fP4W0 _i CTR Implementation Agreement with WSDOT
4. PROJECT NAME: Transportation Demand Management Implementation Agreement
5. NAME OF CONTRACTOR: WSDOT
ADDRESS: 310 Maole Park Ave SE - P.O. Box 47387 TELEPHONE: 206.464.1191
E-MAIL: GHQSHM0ia7WSD0T.wa.aov FAX:
SIGNATuRENAME: Brian Lacierbera TITLE: Director of Trails ortat'
6. 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
CFW LICENSE # BL, EXP. 12/31/ UBI # , EXP.
7. TERM: COMMENCEMENT DATE: 07/01 /21 COMPLETION DATE:- � �� Jyr
8. TOTAL COMPENSATION: $ N/A - WSDOT pays city (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
RETAINAGE: RETAINAGE AMOUNT:
❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY
a RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED
❑ PURCHASING: PLEASE CHARGE TO: They pay us - 101-0000-000-334-03-060
9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED
8 PROJECT MANAGER SL / 05Nov2021
8 DIVISION MANAGER RAP / 10 Nov 2021
8 DEPUTY DIRECTOR DSW 11n6/21
6 DIRECTOR DSW 12i2m
❑ RISK MANAGEMENT (IF APPLICABLE)
8 LAW DEPT KVA 121212021
10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE:
SCHEDULED COUNCIL DATE:
11. CONTRACT SIGNATURE ROUTING
INITIAL / DATE APPROVED
COMMITTEE APPROVAL DATE:
COUNCIL APPROVAL DATE:
❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC, D:
❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS
❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE
(INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.)
INITIAL / DATE SIGNED
❑ FINANCE DEPARTMENT
❑ LA« D P i
5 c; •.:'. r::l (MAYOR OR DIRECTOR)
it.. it :) AG #
COMMENTS:
FN'ECIITE" I " ORIGINALS
City signs first. SIGN IN BLUE INK.
�.4K'f fI-VA- 1 1
Amendment to AG20-020 (WSDOT PTDO120 agreement term from July 1, 2019 through June 30, 2023) adding $38,869. WSDOT will pay us this amount from July 1, 2021 - June, 2023.
Also, WSDOT has renamed their agreement from PTTD013 to PTD0439.
I/2020 This is actually a new agreement, PTD0439. WSDOT Agreement PTDO120 was closed 6/30/21. Please
see AG# 20-020 for original 2019-2023 TDM/CTR Implementation Agreement PTDO120 and WSDOT Closure Letter.
M Washington State Public Transportation Division
APDepartment of Transportation 310 Maple Park Avenue S.E.
#� P.O. Box 47387
Olympia, WA 98504-7387
WSDOT Contact: Monica Ghosh 206-464-1191
GhoshMo wsdot wa. ov
Transportation Demand Management
Implementation Agreement
Agreement Number
PTDO439
Contractor. City of Federal Way
33325 8th Avenue S.,
Federal Way, WA 98063
1 Contact: Sarady Long 253-835-2743
Term of Project
July 1, 2021 through June 30, 2023
UPIN
PTTDO13
Vendor#
SW00159570 0
THIS AGREEMENT, entered into by the Washington State Department of Transportation, hereinafter
"WSDOT," and the Contractor identified above, hereinafter the "CONTRACTOR," individually the
"PARTY" and collectively the "PARTIES."
WHEREAS, RCW 70.94.521 through RCW 70.94.555 establishes the state's leadership role, and the
requirements and parameters to reduce traffic congestion, fuel use, and air pollution through commute
trip reduction programs, including transportation demand management programs for growth and
transportation efficiency centers ("GTEC") in Washington State; and
WHEREAS, the State of Washington in its Sessions Laws of 2021, Chapter 333 Section 220
authorizes funding for Public Transportation Programs and other special proviso funding as identified
in the budget through its 2021-2023 biennial appropriations to WSDOT; and
NOW THEREFORE, in consideration of the terms, conditions, covenants, and performances
contained herein, or attached and incorporated and made a part hereof, IT IS MUTUALLY AGREED
AS FOLLOWS:
SCOPE OF WORK AND BUDGET
Scope of Work: The CONTRACTOR agrees to provide Transportation Demand Management (TDM)
services, primarily used to support local Commute Trip Reduction (CTR) programs associated with the
Statewide Commute Trip Reduction Program, including: 1) Development and submission of an
Administrative Work Plan by the end of the first quarter of this AGREEMENT that must be approved
by WSDOT in writing; and 2) Implementation of the strategies and production of the deliverables
outlined in the WSDOT-approved Administrative Work Plan in order to implement a CTR program.
The Administrative Work Plan shall be incorporated as an amendment to this AGREEMENT.
Funds
Current Funds
Projected Funds
Total Current & Projected Funds
Commute Trip Reduction
$ 38,869
$ 38,869
Total Project Cost
$ 38,869
$ -
$ 38,869
Budget: Current Funds reflect total funding appropnated by the washrngton Stare Legisiarure for the
Project in the 2021-2023 biennium.
City of Federal Way Page 1 of 9
PTDO439
Section 1
Purpose of Agreement
A. The purpose of this AGREEMENT is for WSDOT to provide funding to the CONTRACTOR
to be used solely for activities undertaken to fulfill the requirements of RCW 70.94.521 through
RCW 70.94.555, hereinafter known as the "Project."
B. If this AGREEMENT is used as match for any other related projects with federal funds, in
addition to the requirements of Sections 1 through 30 of this AGREEMENT, the CONTRACTOR
must assume full responsibility for complying with all federal rules and regulations consistent with
the requirements imposed by use of the federal funds on any such related project(s), including
but not limited to Title 23 of the U.S. Code, Highways, as applicable, the regulations issued
pursuant thereto, 2 CFR Part 200, and 2 CFR Part 1201. The CONTRACTOR must also assume
full responsibility for compliance with Federal Highway Administration's (FHWA) Required
Contract Provisions Federal -Aid Construction Contracts, FHWA 1273, which may be found here,
https:Ywww.fhwa. dot. _gov/construction/cgit/form I273.cfm, and any amendments/revisions
thereto; and/or the Federal Transit Administration Master Agreement 23, which may be found
here, httgs //vvwyy transit dotgov/funding/grantee-resources/sample-fta-agreements/fta-_gr_ant
agreements.
Section 2
Scope of Work
The CONTRACTOR agrees to perform all designated tasks of the Project under this
AGREEMENT as described in "Scope of Work and Budget".
Section 3
Term of Project
The CONTRACTOR shall commence, perform and complete the Project within the time defined
in the caption space header above titled "Term of Project" of this AGREEMENT regardless of the
date of execution of this AGREEMENT, unless terminated as provided herein. The caption space
header above entitled' "Term of Project" and all caption space headers above are by this reference
incorporated into this AGREEMENT as if fully set forth herein.
Section 4
Project Costs
The total reimbursable cost to accomplish the Project shall not exceed the "Current Funds"
detailed in the "Scope of Work and Budget". The CONTRACTOR agrees to expend eligible "State
Funds" together with any "Contractor Funds" identified above in the "Scope of Work and Budget"
table. If at any time the CONTRACTOR becomes aware that the cost that it expects to incur in
the performance of this AGREEMENT will differ from the amount indicated in the "Scope of Work
and Budget" table above, the CONTRACTOR shall notify WSDOT in writing within thirty (30)
business days of making that determination.
Section 5
Reimbursement and Payment
A. Payment will be made by WSDOT on a reimbursable basis for actual costs and
expenditures incurred, while performing eligible direct and related indirect Project work during the
Project period. Payment is subject to the submission to and approval by WSDOT of properly
prepared invoices that substantiate the costs and expenses submitted by CONTRACTOR for
reimbursement. Failure to send in progress reports and financial information as required in
Section 11 —Reports may delay payment. The CONTRACTOR shall submit an invoice detailing
and supporting the costs incurred. Such invoices may be submitted no more than once per month
and no less than once per year, during the course of this AGREEMENT. If approved by WSDOT,
properly prepared invoices shall be paid by WSDOT within thirty (30) days of receipt of the invoice.
City of Federal Way Page 2 of 9
PTD0439
B. State Fiscal Year End Closure Requirement (RCW 43.88): The CONTRACTOR shall
submit an invoice for completed work in the same state fiscal period in which the work was
performed. As defined in RCW 43.88, the state fiscal period starts on July 1 and ends on June 30
the following year. Reimbursement requests must be received by July 15 of each state fiscal
period. If the CONTRACTOR is unable to provide an invoice by this date, the CONTRACTOR
shall provide an estimate of the expenses to be billed so WSDOT may accrue the expenditures
in the proper fiscal period. Any subsequent reimbursement request submitted will be limited to
the amount accrued as set forth in this section. Any payment request received after the timeframe
prescribed above will not be eligible for reimbursement.
Section 6
Administrative Work Plan
The CONTRACTOR agrees to submit to WSDOT an administrative work plan by the end of the
first quarter of this agreement or when the CONTRACTOR submits its first invoice, whichever is
sooner. The administrative work plan will include the following elements:
A. The work plan shall identify the deliverables, schedule, expected outcomes, performance
measures and strategies associated with this AGREEMENT and other strategies as .defined in
the approved and locally adopted CTR or GTEC plans. These plans may include, but are not
limited to, recruiting new employer worksites, reviewing employer programs and providing site -
specific suggestions for improved CTR performance, administering surveys, reviewing program
exemption requests, providing employer training, providing incentives, performing promotion and
marketing, and providing emergency ride home and other commuter services.
B. The administrative work plan may be amended based on mutual written agreement
between the WSDOT Project Manager and the CONTRACTOR.
Section 7
Survey Coordination
The CONTRACTOR agrees to coordinate with WSDOT and its contracting partners for
Commute Trip Reduction employer surveys.
Section 8
Planning Data
The CONTRACTOR agrees to provide WSDOT with updated program goals for affected
worksites and jurisdictions as requested. These updates shall be submitted electronically in a
format specified by WSDOT. WSDOT may request worksite TDM plans for review.
Section 9
Database Updates
The CONTRACTOR agrees to provide WSDOT and the CONTRACTOR's contracting partners
with updated lists of affected or participating worksites, employee transportation coordinators, and
jurisdiction contacts, as requested. These updates will be submitted iri a format specified by
WSDOT.
Section 10
Use of State Funds for Incentives
The CONTRACTOR agrees to use State funds provided as part of this AGREEMENT in
accordance with incentives guidance that WSDOT shall provide to the CONTRACTOR.
Section 11
Reports
The CONTRACTOR shall prepare and submit quarterly, annual, and final progress reports
pursuant to this agreement and as prescribed in WSDOT's Transportation Demand
Implementation Agreement Guidebook or as requested by WSDOT. Due to Legislative and
WSDOT reporting requirements, any required quarterly progress reports shall be submitted for
City of Federal Way Page 3 of 9
PTDO439
the duration of the AGREEMENT period regardless of whether the underlying funding sources
have been exhausted. Post -grant annual performance reporting may also be required as
prescribed in the aforementioned guidebook.
Section 12
Funding Distribution
The CONTRACTOR may distribute funds to local jurisdictions to include counties, cities, transit
agencies, Transportation Management Associations, and Metropolitan Planning Organizations or
other eligible organizations authorized to enter into agreements for the purposes of implementing
CTR and/or GTEC, plans as applicable, and as authorized by RCW 70.94.544, and by ordinances
adopted pursuant to RCW 70.94.527(5).
Section 13
Implementation Plans
The CONTRACTOR shall incorporate appropriate sections of the "Scope of Work and Budget"
and incentives guidance, as well as the approved administrative work plan, in all agreements
with eligible contracting partner(s), as necessary, to coordinate the development,
implementation, and administration of such CTR and/or GTEC plans, and in compliance with
applicable ordinances.
Section 14
Coordination with Regional Transportation Planning Organizations (RTPO)
The CONTRACTOR shall coordinate the development and implementation of its CTR and/or
GTEC plan and programs with the applicable regional transportation planning organization
(RTPO). The CONTRACTOR agrees to notify the RTPO of any substantial changes to its plans
and programs that could impact the success of the regional CTR plan. The CONTRACTOR
agrees to provide information about the progress of its CTR and/or GTEC plan and programs to
the RTPO upon request.
Section 15
Project Records
The CONTRACTOR agrees to establish and maintain accounts for the Project in order to
sufficiently and properly reflect all eligible direct and related indirect Project costs incurred in the
performance of this AGREEMENT. Such accounts are referred to herein collectively as the
"Project Account." All costs claimed against the Project Account must be supported by properly
executed payrolls, time records, invoices, contracts, and payment vouchers evidencing in
sufficient detail the nature and propriety of the costs claimed.
Section 16
Audits, Inspections, and Records Retention
WSDOT, the State Auditor, and any of their representatives, shall have full access to and the right
to examine, during normal business hours and as often as they deem necessary, all of the
CONTRACTOR's records with respect to all matters covered by this AGREEMENT. Such
representatives shall be permitted to audit, examine and make excerpts or transcripts from such
records, and to make audits of all contracts, invoices, materials, payrolls, and other matters
covered by this AGREEMENT. In order to facilitate any audits and inspections, the
CONTRACTOR shall retain all documents, papers, accounting records, and other materials
pertaining to this AGREEMENT for six (6) years from the date of completion of the Project or the
Project final payment date. However, in case of audit or litigation extending past that six (6) years
period, then the CONTRACTOR must retain all records until the audit or litigation is completed.
The CONTRACTOR shall be responsible to assure that the CONTRACTOR and any
subcontractors of CONTRACTOR comply with the provisions of this section and provide,
WSDOT, the State Auditor, and any of their representatives, access to such records within the
scope of this AGREEMENT.
City of Federal Way Page 4 of 9
PTD0439
Section 17
Agreement Modifications
A. Either PARTY may request changes to this AGREEMENT, including changes in the Scope
of Project. Such changes that are mutually agreed upon shall be incorporated as written
amendments to this AGREEMENT. No variation or alteration of the terms of this AGREEMENT
shall be valid unless made in writing and signed by authorized representatives of the PARTIES
hereto, provided, however, that changes to the project title, UPIN, the contact person of either
PARTY, or dollar amount changes that do not affect the project total cost, will not require a written
amendment, but will be approved and documented by WSDOT through an administrative revision.
WSDOT shall notify the CONTRACTOR of the revision in writing.
B. If an increase in funding by the funding source augments the CONTRACTOR's allocation
of funding under this AGREEMENT, the CONTRACTOR and WSDOT agree to enter into an
amendment to this AGREEMENT, providing for an appropriate change in the Scope of Project
and/or the Project Cost in order to reflect any such increase in funding.
C. If a reduction of funding by the funding source reduces the CONTRACTOR's allocation of
funding under this AGREEMENT, the CONTRACTOR and WSDOT agree to enter into an
amendment to this AGREEMENT providing for an appropriate change in the Scope of Project
and/or the Project Cost in order to reflect any such reduction of funding.
Section 18
Recapture Provision
In the event that the CONTRACTOR fails to expend State Funds in accordance with state law
and/or the provisions of this AGREEMENT, WSDOT reserves the right to recapture State Funds
in an amount equivalent to the extent of noncompliance. The CONTRACTOR agrees to repay
such State Funds under this recapture provision within thirty (30) days of demand.
Section 19
Disputes
A. If the PARTIES cannot resolve by mutual agreement, a dispute arising from the
performance of this AGREEMENT the CONTRACTOR may submit a written detailed description
of the dispute to the WSDOT Public Transportation Division's Statewide Transportation Demand
Management Programs Manager or the WSDOT Public Transportation Statewide Transportation
Demand Management Programs Manager's designee who will issue a written decision within ten
calendar (10) days of receipt of the written description of the dispute. This decision shall be final
and conclusive unless within ten calendar (10) days from the date of CONTRACTOR's receipt of
WSDOT's written decision, the CONTRACTOR mails or otherwise furnishes a written appeal to
the Director of the Public Transportation Division or the Director's designee. In connection with
any such appeal the CONTRACTOR shall be afforded an opportunity to offer material in support
of its position. The CONTRACTOR's appeal shall be decided in writing within thirty (30) days of
receipt of the appeal by the Director of the Public Transportation Division or the Director's
designee. The decision shall be binding upon the CONTRACTOR and the CONTRACTOR shall
abide by the decision.
B. Performance During Dispute. Unless otherwise directed by WSDOT, the
CONTRACTOR shall continue performance under this AGREEMENT while matters in dispute are
being resolved.
City of Federal Way Page 5 of 9
PTD0439
Section 20
Termination
A. Termination for Convenience. WSDOT and/or the CONTRACTOR may suspend or
terminate this AGREEMENT, in whole or in part, and all or any part of the financial assistance
provided herein, at any time by written notice to the other PARTY. WSDOT and the
CONTRACTOR shall agree upon the AGREEMENT termination provisions including but not
limited to the settlement terms, conditions, and in the case of partial termination the portion to be
terminated. Written notification must set forth the reasons for such termination, the effective date,
and in case of a partial termination the portion to be terminated. However, if, in the case of partial
termination, WSDOT determines that the remaining portion of the award will not accomplish the
purposes for which the award was made, WSDOT may terminate the award in its entirety. The
PARTIES may terminate this AGREEMENT for convenience for reasons including, but not limited
to, the following:
1. The requisite funding becomes unavailable through failure of appropriation or otherwise;
2. WSDOT determines, in its sole discretion, that the continuation of the Project would not
produce beneficial results commensurate with the further expenditure of funds;
3. The CONTRACTOR is prevented from proceeding with the Project as a direct result of an
Executive Order of the President with respect to the prosecution of war or in the interest of national
defense; or an Executive Order of the President or Governor of the State with respect to the
preservation of energy resources;
4. The CONTRACTOR is prevented from proceeding with the Project by reason of a
temporary preliminary, special, or permanent restraining order or injunction of a court of
competent jurisdiction where the issuance of such order or injunction is primarily caused by the
acts or omissions of persons or agencies other than the CONTRACTOR; or
5. The State Government determines that the purposes of the statute authorizing the Project
would not be adequately served by the continuation of financial assistance for the Project;
6. In the case of termination for convenience under subsections A. 1-5 above, WSDOT shall
reimburse the CONTRACTOR for all costs payable under this AGREEMENT that the
CONTRACTOR properly incurred prior to termination. The CONTRACTOR shall promptly submit
its claim for reimbursement to WSDOT. If the CONTRACTOR has any property in its possession
belonging to WSDOT, the CONTRACTOR will account for the same, and dispose of it in the
manner WSDOT directs.
B. Termination for Default. WSDOT may suspend or terminate this AGREEMENT for
default, in whole or in part, and all or any part of the financial assistance provided herein, at any
time by written notice to the CONTRACTOR, if the CONTRACTOR materially breaches or fails to
perform any of the requirements of this AGREEMENT, including:
1. Takes any action pertaining to this AGREEMENT without the approval of WSDOT, which
under the procedures of this AGREEMENT would have required the approval of WSDOT;
2. Jeopardizes its ability to perform pursuant to this AGREEMENT, United States of America
laws, Washington state laws, or local governmental laws under which the CONTRACTOR
operates;
3. Fails to make reasonable progress on the Project or other violation of this AGREEMENT
that endangers substantial performance of the Project; or
4. Fails to perform in the manner called for in this AGREEMENT or fails, to comply with, or
is in violation of, any provision of this AGREEMENT. WSDOT shall serve a notice of termination
on the CONTRACTOR setting forth the manner in which the CONTRACTOR is in default
hereunder. If it is later determined by WSDOT that the CONTRACTOR had an excusable reason
for not performing, such as events which are not the fault of or are beyond the control of the
CONTRACTOR, such as a strike, fire or flood, WSDOT may: (a) allow the CONTRACTOR to
continue work after setting up a new delivery of performance schedule, or (b) treat the termination
as a termination for convenience.
City of Federal Way Page 6 of 9
PTD0439
C. WSDOT, in its sole discretion may, in the case of a termination for breach or default, allow
the CONTRACTOR ten (10) business days, or such longer period as determined by WSDOT, in
which to cure the defect. In such case, the notice of termination will state the time period in which
cure is permitted and other appropriate conditions. If the CONTRACTOR fails to remedy to
WSDOT's satisfaction the breach or default within the timeframe and under the conditions set
forth in the notice of termination, WSDOT shall have the right to terminate this AGREEMENT
without any further obligation to CONTRACTOR. Any such termination for default shall not in any
way operate to preclude WSDOT from also pursuing all available remedies against
CONTRACTOR and its sureties for said breach or default.
D. In the event that WSDOT elects to waive its remedies for any breach by CONTRACTOR
of any covenant, term or condition of this AGREEMENT, such waiver by WSDOT shall not limit
WSDOT's remedies for any succeeding breach of that or of any other term, covenant, or condition
of this AGREEMENT.
E. Any termination of the AGREEMENT, whether for convenience or for default, that requires
the AGREEMENT to be terminated or discontinued before the specified end date set forth in the
caption header, "Term of Project", shall require WSDOT to amend the AGREEMENT to reflect
the termination date and reason for termination.
Section 21
Forbearance by WSDOT Not a Waiver
Any forbearance by WSDOT in exercising any right or remedy hereunder, or otherwise afforded
by applicable law, shall not be a waiver of or preclude the exercise of any such right or remedy.
Section 22
Waiver
In no event shall any WSDOT payment of grant funds to the CONTRACTOR constitute or be
construed as a waiver by WSDOT of any CONTRACTOR breach, or default, and shall in no way
impair or prejudice any right or remedy available to WSDOT with respect to any breach or default.
In no event shall acceptance of any WSDOT payment of grant funds by the CONTRACTOR
constitute or be construed as a waiver by CONTRACTOR of any WSDOT breach, or default which
shall in no way impair or prejudice any right or remedy available to CONTRACTOR with respect
to any breach or default.
Section 23
WSDOT Advice
The CONTRACTOR bears complete responsibility for the administration and success of the work
as it is defined in this AGREEMENT and any amendments thereto. Although the CONTRACTOR
may seek the advice of WSDOT, the offering of WSDOT advice shall not modify the
CONTRACTOR's rights and obligations under this AGREEMENT and WSDOT shall not be held
liable for any advice offered to the CONTRACTOR.
Section 24
Limitation of Liability and Indemnification
A. The CONTRACTOR shall indemnify and hold harmless WSDOT, its agents, employees,
and officers and process and defend at its own expense any and all claims, demands, suits at law
or equity, actions, penalties, losses, damages, or costs (hereinafter referred to collectively as
"claims"), of whatsoever kind or nature brought against WSDOT arising out of, in connection with
or incident to this AGREEMENT and/or the CONTRACTOR's performance or failure to perform
any aspect of this AGREEMENT. This indemnity provision applies to all claims against WSDOT,
its agents, employees and officers arising out of, in connection with or incident to the acts or
omissions of the CONTRACTOR, its agents, employees and officers. Provided, however, that
nothing herein shall require the CONTRACTOR to indemnify and hold harmless or defend the
City of Federal Way Page 7 of 9
PTD0439
WSDOT, its agents, employees or officers to the extent that claims are caused by the acts or
omissions of the WSDOT, its agents, employees or officers. The indemnification and hold
harmless provision shall survive termination of this AGREEMENT.
B. The CONTRACTOR shall be deemed an independent contractor for all purposes, and the
employees of the CONTRACTOR or its subcontractors and the employees thereof, shall not in
any manner be deemed to be the employees of WSDOT.
C. The CONTRACTOR specifically assumes potential liability for actions brought by
CONTRACTOR's employees and/or subcontractors and solely for the purposes of this
indemnification and defense, the CONTRACTOR specifically waives any immunity under the
State Industrial Insurance Law, Title 51 Revised Code of Washington.
D. In the event either the CONTRACTOR or WSDOT incurs attorney's fees, costs or other
legal expenses to enforce the provisions of this section of this AGREEMENT against the other
PARTY, all such fees, costs and expenses shall be recoverable by the prevailing PARTY.
Section 25
Governing Law, Venue, and Process
This AGREEMENT shall be construed and enforced in accordance with, and the validity and
performance thereof shall be governed by the laws of the State of Washington. In the event that
either PARTY deems it necessary to institute legal action or proceedings to enforce any right or
obligation under this AGREEMENT, the PARTIES hereto agree that any such action shall be
initiated in the Superior Court of the State of Washington situated in Thurston County.
Section 26
Compliance with Laws and Regulations
The CONTRACTOR agrees to abide by all applicable State laws and regulations, including, but
not limited to those concerning employment, equal opportunity employment, nondiscrimination
assurances, Project record keeping necessary to evidence AGREEMENT compliance, and
retention of all such records. The CONTRACTOR will adhere to all of the nondiscrimination
provisions in Chapter 49.60 RCW. The CONTRACTOR will also comply with the Americans with
Disabilities Act of 1990 (ADA), Public Law 101-336, including any amendments thereto which
provides comprehensive civil rights protection to individuals with disabilities in the areas of
employment public accommodations, state and local government services and
telecommunication.
Section 27
Severability
If any covenant or provision of this AGREEMENT shall be adjudged void, such adjudication shall
not affect the validity or obligation of performance of any other covenant or provision, or part
thereof, that in itself is valid if such remainder conforms to the terms and requirements of
applicable law and the intent of this AGREEMENT. No controversy concerning any covenant or
provision shall delay the performance of any other covenant or provision except as herein allowed.
Section 28
Counterparts
This AGREEMENT may be executed in several counterparts, each of which shall be deemed to
be an original having identical legal effect. The CONTRACTOR does hereby ratify and adopt all
statements, representations, warranties, covenants, and agreements and their supporting
materials contained and/or mentioned in such executed counterpart, and does hereby accept
State Funds and agrees to all of the terms and conditions thereof.
City of Federal Way Page 8 of 9
PTD0439
Section 29
Execution
This AGREEMENT is executed by the Director of the Public Transportation Division, State of
Washington, Department of Transportation, or the Director's designee, not as an individual
incurring personal obligation and liability, but solely by, for, and on behalf of the State of
Washington, Department of Transportation, in his/her capacity as Director of the Public
Transportation Division.
Section 30
Binding Agreement
The undersigned acknowledges that they are authorized to execute the AGREEMENT and bind
their respective agency(ies) and/or entity(ies) to the obligations set forth herein.
IN WITNESS WHEREOF, the PARTIES hereto have executed this AGREEMENT the day and
year last signed below.
WASHINGTON STATE
DEPARTMENT OF TRANSPORTATION
Digitally signed by
Firas Makhlouf
` Date: 2021.12.14
09:5138-08'nn'
For Brian Lagerberg, Director
Public Transportation Division
CONTRACTOR
Voridpresentative
eOO2 /,o>. _
Title IF
u3+ rr �;:r
Print Name
12-14-2021 ) 2�; /9-1
Date Date
City of Federal Way
PTD0439
Page 9 of 9
ORIGINAL.
Section 29
Execution
This AGREEMENT is executed by the Director of the Public Transportation Division, State of
Washington, Department of Transportation, or the Director's designee, not as an individual
incurring personal obligation and liability, but solely by, for, and on behalf of the State of
Washington, Department of Transportation, in his/her capacity as Director of the Public
Transportation Division.
Section 30
Binding Agreement
The undersigned acknowledges that they are authorized to execute the AGREEMENT and bind
their respective agency(ies) and/or entity(ies) to the obligations set forth herein.
IN WITNESS WHEREOF, the PARTIES hereto have executed this AGREEMENT the day and
year last signed below.
WASHINGTON STATE CONTRACTOR
DEPARTMENT OF TRANSPORTATION
Brian Lagerberg, Director on d Representative
Public Transportation Division
Title
ev% �- r y-e,-/
Print Name
) 2h /2-1
Date Date
City of Federal Way Page 9 of 9
PTD0439
