AG 22-141 - WA CERBRETURN TO: Terry Smith
22�
1. ORIGINATING DEPTANV: Information Technology
2. ORIGINATING STAFF PERSON: Thomas Fichtner EXT: 2547 3. DATE REQ. B)'. ASAP
4, TYPE OF DOCUMENT (CRECK ONE):
• CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ)
• PUBLIC WORKS CONTRACT El SMALL OR LIMITED PUBLIC WORKS CONTRACT
71 PROFESSIONAL SERVICE AGREEMENT 0 MAINTENANCE AGREEMENT
0 GOODS AND SERVICE AGREEMENT El HUMAN SERVICES/ CDIBG
El REAL ESTATE DOCUIN/IENT 0 SECURITY DOCUMENT (E G BOND RELATED DOCUMENTS)
El ORDINANCE 0 RESOLUTION
0 CONTRACT Ar/LENDWNT (AG#):_ DINTERLOCAL
4111111 OTTER Capital Agreement
5. PROJECT NAME: Washingkon State Community Revitalization Board (CERB) Grant Contract for Broadband Planning Study
6. NAME OF CONTRACTOR: Community Economic Revitalization Board (CERB)
ADDRESS: 1011 Plum Street Souiheast, P,O, Box 42525, Olympia, WA 98504-2525 TELEPHONE (360) 764-9820
E-MAIL: barabara.smith@commerce.wa gov FAX:
SIGNATURENAME: Barbara Smith TITLE Program Assistant
7. EXHIBITS AND ATTACHMENTS: A SCOPE, WORK OR SERVICES A COMPENSATION El INSURANCE REQUIREMENTS/CERTIFICATE El ALL
OTHER REFERENCED EXHIBITS 0 PROOF OF AUTHORITY TO SIGN 0 REQUIRED LICENSES 0 PRIOR CONTRACT/AMENDMENTS
8. TERM: COMMENCEMENT DATE: Upon Execution
COMPLETION DATE: 2 Years After Execution
9. TOTAL COMPENSATION$ $50,000,00 Grant/ $25,000.00 City Match (ARPA) (INCLUDE EXPENSES AND SALES TAX, IF ANY)
(IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES)
REIMBURSABLE EXPENSE: DYES NO IF YES, MAXIMUM DOLLAR AMOUNT:
IS SALES TAX OWED 115YES UNO IF PAID BY: El CONTRACTOR El CITY
RETATNAGE: RETAIN AGE AMOUNT: ❑RETAINAGE AGREEMENT (SEE CONTRACT) OR 0 RETAINAGE BOND PROVIDED
10. DOCUMENT/CONTRACT REVIEW
0 PROJECT MANAGER
I...:1 DIRECTOR
El RISK MANAGEMENT (IF APPLICABLE)
A LAW
11. COUNCILAPPROVAL (IF APPLICABLE)
INITIAL/ DATE REVIEWED
jrc 6/16/2022
INITIAL / DATE APPROVED
COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE:
11 C NTRACTU StGNATRE ROU11NG f
VS ENT TO VENDORICONTRACTOR DATE SENTIGJ � DATE REC'D:1-41-a%&-�,7---
El ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS
El CREATE ELECTRONIC REM IN DER/NOTIFICATION FOR I MONTH PRIOR TO EXPIRATION DATE
(Include debt, support staff if necessary and feel fi-ee to set notification more than a month in advance if council approval is needed
INITIAL/ DATE SIGNED
El LANNI DEPARTMENT
a SIGN V1`L)R (N1AVOR OR DIRECTOR)
.cin,, CLERR
ASSIGNEDAG4
("OONIL
BD 6123122
. ........... . ..... . .
2/2017
INVESTING IN
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Department of Commerce
Innovation is in cwr nature,
DocuSign Envelope ID: 88E3BCCO-9774-41BC-BF5C-24343FB2lB3B
1. DEFINITIONS ..~ 3
2. AUTHORITY -.. 3
3. CONTRACT MANAGEMENT-- 3
4. CONTRACT PERIOD ........ ......... "'.".°.,,~.,,~,,~~_.=,,_~_,,,,,~........ °,=~,_,__......... ,_~,_=°...... ~~~3
S. COPYRIGHT PROVISIONS....,.......,....,,..,.. ____,^�~�___J
6. HISTORICAL ORCULTURAL ARTIFACTS, HUMAN REMAINS ............ ,~~~_~°=__^'~.~~*......... ^.......... 3
7. INTEREST QNCERBFU0 _ ~�~�, 4
8. WOTCE--...^----'.... .-°,........ ^"-~.__--~~~_-.~~~4
9. ORDER OFPRECEDENCE.°~,"°,~_`..... _'_==~,`=_.=_°°,_°=~_=_,_ `_=_=__._,.~_,_S
10. PERFORMANCE REPORTING _........... _~_.~____...... __............ ........... _~^....... ._.^_~..~~^5
11. PROJECT COK0PLET|ON,~°°~~=^~"-°,._~._,__,,__°._,.............. _-,~,,,�"~.~^_,°^,=__,~_~,°._,'^6
12. PROJECT PERFORMANCE__z............. ................. _^._____~_�~�~,~_...... ..... _6
13. RE -APPROPRIATION ~~............ ^....... °.~"~-................ -^...^~."."...~~_~.`~_~..'-~.=_^~.-..... ~._,^a~"b
14. CONTRACT .......... ^....... ___ ~�=_.......... b
15. RECAPTURE PAYMENT AND COST5^__^..... ^...... .__,~~._~^^^_-._.._~_~~_~_~_-5
16. REDUCTION |NFUNDS .................. ~,........ .-~~~... ____ ......... .~,~~,~'~~~_~_......... _=~_,°,7
17. REIMBURSEMENT .......................................... ^... ^`..... ~................... .......... ..........-_'/
17. RESTRICTIONS ON CONVERSION OF FACILITY TOOTHER USES ...................................................... ~8
General Terms and Conditions
1. DEF|N[000S.~....=.~°~_....... --=_~--~_~-~°~_..~,^-,.._--,,.................. ................ ,..........
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2. ALLOWABLE COSTS ,,,_...... ._,._,_,__....... _~.__........ �__
10
S. ALL WRITINGS CONTAINED HEREIN ............... ................ ~~_~ ~.~°°~1O
4. AMENDMENTS-,
S. AMERICANS WITH DISABILITIES ACT (ADA)~__^____~.^,°__,^__~.~..__.~~.~.___=-."~_^_..1O
6. APPROVAL-----------------------..~_,~__°.'_=.~"°,`10
7. ASS|GWyNENT~,__,_'___.m�____^=~__.°_^_^________�__.__�___�_����.... =_=°-1O
8. ATTORNEYS FEES-....., .......... _._.+~."_
CER8Planning Contract
10.
CODE REQUIREMENTS.
12
11.
CON F|DEN0ALITY/5AFBGUARD|WGOFINFORMATION ......... __........................ _.....
12
12.
CONFORMANCE ................ ,........ ...-........ ~~._...,.~__._°_"_,.~-° _-_..~~~-_~_-_°____^l2
13.
CONFLICT OFINTEREST ............... _~...... °,_... ~=_~~..... ...... =~~~,.~_~~~~^=_^~~~12
14.
COPYRIGHT PROVISIONS- ... ...... _~_.-............ .................,__.~w^_,^`13
15.
DISALLOWED COSTS-.. .... _~_._'^~_............ -~^.°~"w^^`°~.^~..~,~-_.-,~._~°=._....... `~"-,.......
14
16.
DISPUTES .............. ....... _........ ~^____...... ....... ~.,.,-.r.___,._"_............. �^_,_�......... --- ,14
17.
DUPLICATE PAYMENT ............................................ ~_.°~-_.~,__.°_~............. ^_~~"..... .........
14
18.
GOVERNING LAW AND VENUE .=~`,°`,^--- ....................... ,........... =_~`=_14
19.
INDEMNIFICATION ... ^_r~__.,~~_�^__e^w_~____,,~___^__^�...... ..°^_�* =--.w.................... .........
14
20.
INDEPENDENT CAPACITY OFTHE CONTRACTOR .......... ,....... __°.,.~_.~._'~=,--- ...... ,.,,_.__1S
21.
INDUSTRIAL INSURANCE COVERAGE .................... °,�=...... _^__.�,_w^^�'^_......
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22.
LAWS ^............. .... ~............ ~~~.~~^~=-.~~.^_~.~-°...................... ~ .~~_p.�.~._-.__~.~.~~_I5
23.
LICENSING, ACCREDITATION AND AEG|STRATON~~~,_...... ,._____......... ......
16
24.
LIMITATION OFAUTHORITY ......... a,...... ,_.-............... -...... ............... .......... .".,.^`_~............
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25.
LOCAL PUBLIC TRANSPORTATION C3ORD4NAT|ON........... .,=~,°_.~,__,~__,_~~_.,`~°°~=_,....
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' 26.
NONCOMPLIANCE WITH NONDISCRIMINATION LAWS ..................
16
27.
POLITICAL ACTV[OE5........... ~__-..--...... ~~^...... ~-~^.^_~ ........... _z°.........
16
28.
PREVAILING WAGE LAW ....... '16
29.
PROHIBITION AGAINST PAYMENT C)FBONUS QRCOMMISSION .... ^..`...... ==._.-~_~_.~._......
17
30.
PUBLICITY ............................. ~~_,_°.~_.,=°`~_.,-^_°~,_._~_,_-_°_"._,`�,.~-~_-.=°,.==,__=�17
31.
RE[4PTURE'_� .17
32.
RECORDS MAINTENANCE .................. .-~w.~_^^~_`~."'~^........ .'-,~=`°-~~~,~~~"^`~~~,-.,~`.~..~^.... °I7
33.
REGISTRATION WITH DEPARTMENT OFREVENUE ........... -~.................
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34.
RIGHT OF|05PE[OON..°^,~~_...... ..~~~,~~..__...~~........... ......... ......... .... .-17
35.
SAVINGS ...................... ._~=_°°~`__,__,_=,_~...... ...... °~~~`_^...... .......... ._-1Q
36.
SEVERA8|L|TY...-_°_ ........l8
37.
SUBCONTRACTING ........................................................ ____^,_~........... -........ ........ ^=,,._x1Q
38.
SURV|VAL_..... ,............. ,..,_..~______�,........ ............. ��°____.18
39.
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TER�W|0AT|ON'FOR[AUSE ---------------_`"_-=-~-_^.~
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41.
TERMINATION FOR [O0VE0|ENCE....... __.......... .......... ,_-.-~-.--...... ................ ~.~...~~.~~19
42.
TERMINATION PRQ[EDURES..°_^.................... .~_° °.°__.°_~_^~,.'~,~~~.-, ~°._°__"`_.^_.=,,19
CERB Planning Contract Page
DocuSign Envelope ID: 88E3BCCO-9774-41 BC-BF5C-24343FB21 B3B
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1� 111111 1 SIMON III IIIIIIIII
CERB Planning Contract Page I iv
DocuSign Envelope ID: 88E3BCC0-9774-41 BC-BF5C-24343FB21 13313
DECLARATIONS
Legal Name
City of Federal Way
Loan Number
S21-790AO-225
Federal Tax ID #
91-1462500
Statewide Vendor#
SWV0015957-00
Title Federal Way Broadband Planning Study
Project City Federal Way
Project State Washington
Project Zip 98003
GrontAmount $50,000
Local Match $25,000
Project Completion Project must reach completion within (2) years from date of execution
Date
Special Conditions
CERB Planning Contract Page 1 1
DocuSign Envelope ID: 88E3BCC0-9774-41 BC-BF5C-24343FB21 B3B
FACE SHEET
Washington Sae
Community Economic Revitalization Board
1. Contractor 2. Contractor Doing Business As (optional)
City of Federal Way N/A
33325 Eighth AVE South
Federal Way, WA 98003
3. Contractor Representative 4. CERB Representative
Thomas Fichtner Janea Delk, CERB Executive Director & Tribal Liaison
IT Director PO Box 42525
253-835-2547 Olympia, WA 98504-2525
Thomas.Fichtner@citvoffedera_lway..com
S. Grant Amount 6. Funding Source 7. Start Date . End ate
$50,000 Federal: State: Z Other: ❑ /: ❑ Date of Last Two years from the
Signature date of last signature
9. Federal Funds (as applicable) Federal Agency: CFDA Number
/ / /
1. Tax 111. S V # 12. UI # 13. DUNS
91-1462500 SV0015957-00
14. Contract Purpose
The Board, defined as the Washington State Community Economic Revitalization Board, and the Contractor have
entered into this Contract to undertake a project that furthers the goals and objectives of the Washington State
Community Economic Revitalization Board as created in Chapter 43.160 Revised Code of Washington.
The Board and Contractor acknowledge and accept the terms of this Contract and attachments and have executed
this Contract on the date below to start as of the date and year last written below. The rights and obligations of both
parties to this Contract are governed by this Contract including documents attached hereto and/or incorporated by
reference: Special and General Contract Terms and Conditions; Declarations Page; ATTACHMENT A: PROJECT SCOPE
OF WORK; ATTACHMENT B: BUDGET; ATTACHMENT C: PLANNING STUDY MINIMUM REQUIREMENTS.
OR
f.
Brian Davis, Interim City Administrator Randy Hayden, Chair
6/23/2022 l 4:16 PM PDT 6/27/2022 1 5:09 PM PDT
Date Date
APPROVED AS TO FORM ONLY
SIGNATURE FILE
Sandra Adix
Assistant Attorney General
September 26, 2017
Date
CERB Planning Contract Page 12
DocuSign Envelope ID: 88E3BCC0-9774-41 BC-BF5C-24343FB21 13313
[@10
DEFINITIONS
A. "THE BOARD" shall mean the Washington State Community Economic Revitalization Board
created in Revised Code of Washington (RCW) 43.160, and who is a party to the Contract.
B. "Authorized Representative" shall mean the Chair and/or the designee authorized in writing to
act on the Chair's behalf.
C. "Contract" or "Agreement" means the entire written agreement between THE BOARD and the
Contractor, including any Exhibits, attached 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 public entity identified on the Contract Face Sheet performing
service(s) under this Contract and who is a party to the Contract, and shall include all employees
and agents of the Contractor.
E. "Declarations " and "Declared" shall refer to the project information, terms and conditions as
stated on the Declarations Page of this Contract, displayed within the contract in THIS STYLE for
easier identification
F. "Initial Offer of Financial Aid" shall mean the written offer of financial assistance offered by t
Board and accepted by the Contractor.
G. "Project" shall mean the project approved for funding by the Board, as described in
ATTACHMENT A: SCOPE OF WORK.
H. "Project Completion Report" shall mean the report provided by the Board to the Contractor to
be submitted upon the completion of the Board -funded project. I
2. AUTHORITF
Under the authority RCW 43.160, the Board has awarded the Contractor a CERB Planning grant fi
an approved project as described in the ATTACHMENT A: SCOPE OF WORK.
t. 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.
S. CONTRACT PERIOD
The effective date of this Contract is the date of last signature. The term of this Contract runs
through project completion date specified on the Declarations Page.
S. COPYRIGHT PROVISIONS
Notwithstanding the provisions of General Terms and Conditions 2.13, COPYRIGHT PROVISIONS, of
this contract, the Contractor has ownership rights in all data and blueprints that the Contractor
produces under this contract, subject to the Board right to royalty free use of these materials.
6. HIMRICALOR ILT—URAL ARTIFACTS, HUMAN REMAINS
Prior to commencing construction, Contractor shall complete the requirements of Governor's
Executive Order 05-05, where applicable, or Contractor shall complete a review under Section 106
of the National Historic Preservation Act, if applicable. Completion of the requirements of Section
106 of the National Historic Preservation Act shall substitute for completion of Governor's Executive
Order 05-05. Contractor agrees that the Contractor is legally and financially responsible for
compliance with all laws, regulations, and agreements related to the preservation of historical Or
cultural artifacts and agrees to hold harmless the Board and the State of Washington in relation to
CERB Planning Contract Page 13
DocuSign Envelope ID: 88E3BCCO-9774-41BC-BF5C-24343FB2lB3B
of the project funded by this Contract.
In addition to the requirements set forth in this Contract, Contractor shall, in accordance with
Governor's Executive Order 05-05, coordinate with the Washington State Department of
�-iAWvei&si n and yrior to construction to determine the existence of anm
tribal cultural resources affected by the proposed project funded by this Contract. Contractor
to receipt of funds under this Contract.
The Contractor agrees that if historical or cultural artifacts are discovered during construction or
other ground disturbing activity, the Contractor shall immediately stop work and notify the local
historic preservation officer and the state historic preservation officer at DAHP. If human remains
are uncovered, the Contractor shall stop work and report the presence and location of the remains
zrL(Lec*Yfr-Wi DAHP and the concerned tribe's
cultural staff or committee.
In addition to the requirements set forth in this Contract, Contractor agrees to comply with RCW
27.44 regarding Indian Graves and Records; RCW 27.53 regarding Archaeological Sites and
25-48 regarding Archaeological Excavation and Removal Permits.
Contractor may be required to re -comply with Governor's Executive Order 05-05 or Section 106 of
the National Historic Preservation Act.
7. INTEREST ON CERB FUNDS
in those cases where funds have been disbursed by CERB, and the funds are not expended within
thirty (30) days due to other circumstances, the Contractor shall owe the interest on all unexpend
funds past thirty (30) days. All interest accruing on such funds shall inure to the benefit of CERB.
Interest shall accrue at the same rate that the funds would have earned in the CERB Account held 41
the State Treasury Department.
8. NOTICE
All notices, demands, requests, consents, approvals, and other communication which may be or&%
required to be given by either party to the other under this agreement shall be in writing and shall
be deemed to have been sufficiently given for all purposes when delivered or mailed by first class
postage or certified mail, postage prepaid, addressed as follows:
A. Notice to the Board:
1011 Plum St SE
P.O. Box 42525
CER8 Planning Contract Page 14
B. Notice to Contractor:
Contract Face Sheet, or to such other off icia I address the Contractor shall have
furnished to the Board in writing.
3. 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 mfWashington statutes and regulations
• Special Terms and Conditions
m General Terms and Conditions
m ATTACHMENT A —Scope ofWork
• ATTACHMENT B—BUDGET
• ATTACHMENT [— PLANNING STUDY MINIMUM REQUIREMENTS
• Declarations Page
A. Quarterly Project Reports, due four times annually until completion of the CERB funded publi�!
project. Beginning within six (6) months of contract execution, Quarterly Project Reports shall
be due on:
3. July 15, and
which will materially affect the ability to meet project objectives, time schedules, or work units by
After submission ofthe Project Completion Report, the Contractor shall continue, for uptofive
years or as may be required by the Board, to provide updates on the economic impact of the
project. The updates shall be in a format acceptable to the Board and describe, but not be limited
to:
1. Number and types of businesses assisted by the project
Z Private sector employment and private investment activity resulting from the project
,
CERB Planning Contract Page 15
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3. Wages and health benefits associated with the private sector employmen!
4. Amount of state funds and total capital invested in the project
5. Local fund match and local participation in the project
6. Project Distance from Transportation Infrastructure
11. PROJECT COMPLETION
The project shall be completed within two (2) years from the date of contract execution, unless
otherwise specified. Extension may be considered upon appropriate written request. Any changes
are to be in writing and incorporated into this document as amendments to Special Conditions.
L2. PROJECT PERFORMANCE M
The Contractor's performance shall commence within six months after execution of the Final
Contract, unless otherwise specified. Extension may be considered upon appropriate written
request. Any changes are to be incorporated into this document as additions or amendments to
Special Conditions.
If at any time during the term of this agreement the Board determines that project performance is
unsatisfactory, including, but not limited to: (a) defective work not remedied, or (b) a reasonable
U'T*Y111f. W,2!.2
to withhold payments until the problem is remedied or to exercise its rights of termination under
General Terms and Conditions 40, 41, and 42.
13. RE-APPROPRIATIOPI
The parties hereto understand and agree that any state funds not expended by the end of the
declared BIENNIUM, including the ten percent (10%) retainage as described in SPECIAL TERMS AND
CONDITION'S, Section 17: REIMBURSEMENT, will lapse on that date unless specifically re -
appropriated in an enacted Capital Budget. The Board will make all necessary efforts to seek re -
appropriation of funds into the declared BIENNIUM. If funds are so re -appropriated, the Board's
obligation under the terms of this Contract shall be contingent upon the terms of such re -
appropriation.
14. CONTRACT SUSPENSIOR
In the event that the Washington State Legislature fails to pass and the Governor does not authorize
a Capital Budget by June 30 of each biennium, the Washington State Constitution Article 8 Section 4
and RCW 43.88.130 and RCW 43.88.290 prohibit expenditures or commitments of state funds in the
In such an event, all work will be suspended effective July 1. The Contractor shall immediately
3V.3-A,n-ri WIIA—&rrI
attributable to such suspension until the suspension is cancelled.
&G. Am 6CA 6�6 L• 19 A,• 11••I'll •F + ,,a r.,-,tr rt ri
is. RECAPTURE PAYWNIANQSQ9�
In the event that the Contractor fails to expend state funds in accordance with stat6 law and/or th---
provisions of this Contract, the Board reserves the right to recapture state funds in an amount
equivalent to the extent of noncompliance. Repayment by the Contractor of state funds under this
recapture provision shall occur within thirty (30) days of demand. In the event that the Board is
CERB Planning Contract Page 16
ovcveignEnvelope ID: 1 13313
required to institute proceedings to enforce this recapture provision, the Board shall be entitled to
its cost thereof, including reasonable attorney's fees.
16. REDUCTION IN FUNDS
In the event state funds appropriated for the work contemplated under this Contract are
withdrawn, reduced, or limited in any way by the Washington State Governor or Legislature during
the Contract period, the parties hereto shall be bound by any such revised funding limitations as
implemented at the discretion of the Board, and shall meet and renegotiate the Contract
accordingly. Any changes are to be incorporated into this document as additions or amendments to
Special Conditions.
17. REIMBURSEMENT
Subject to the availability of funds, warrants shall be issued to the Contractor for reimbursement of
allowable expenses incurred by the Contractor while undertaking and administering approved
project activities in accordance with ATTACHMENT A: SCOPE OF WORK. If funding or appropriation is
not available at the time the invoice is submitted, or when this contract is executed, the issuance of
warrants will be delayed or suspended until such time as funds or appropriation become available.
The Board shall reimburse the Contractor for eligible project expenditures up to the maximum
GRANT AMOUNT values as displayed on the Declarations Page of this Contract. When requesting
reimbursement for costs incurred, the Contractor shall submit a signed and completed invoice
Voucher (Form A19), referencing ATTACHMENT A: SCOPE OF WORK project activity performed, and
any appropriate documentation such as bills, invoices, and receipts. For eligible administrative costs
of Contractor staff, the Contractor must include payroll records for reimbursing for salaries and
benefits. The invoice Voucher must be certified by an official of the Contractor with authority to
bind the Contractor.
Contractor shall send these items 0othe Board atthe following address:
Community Economic Revitalization Board
lO11Plum St SE
POBox 4252S
Olympia, WA 98504-2525�
Payment shall be considered timely if made by the Board within thirty (30) calendar days aftes
receipt of properly completed invoices. Payment shall be sent to the address designated by t
Contractor fails to satisfactorily comply with any term or condition of this contract.
t�is Contract.
[ERBPlanning Contract Page17
Total amounts paid under this Contract shall be the lesser of actual amounts required for the work
described in this Contract or the amount of the Board award.
CERB funds are disbursed on reimbursement basis -only for eligible costs within the approved
project's scope of work. CERB funds will be reimbursed and the identified match funds will paid out,
are exhausted. Exceptions to this requirement may be granted by the Executive Director & Tribal
Liaison on a cas�-by-case basis. The Recipient must meet the identified match commitment over
the project period.
reimbursement request.
acceptance of the final Project Completion Report by the Board.
Ineligible Costs
Internal administrative activities, fundraising activities, and salary & benefits for the employees uf
the applicant.
The Contractor shall not bill CERB for work under this Agreement, and CERB 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.
Access to Work and Records
All property, facilities, and records developed pursuant to this Agreement shall be available for
inspection upon request during regular business hours by the Board or its authorized representativ -
an audit trail to the expenditures. Copies of records shall be furnished to the Board immediately
upon request. This paragraph shall be included in any and all subcontracts let by the Contractor
under this agreement. I
17. RESTRIMONS ON CONVERSION OF FACILITY IQ OTHER USES
The Contractor shall not convert any property or facility acquired or developed pursuant to this
agreement to uses other than those for which CERB assistance was originally approved for a perij��
of 10 years beginning from the date of contract execution without the prior written approval of
CERB. If CERB no longer exists at the time of the proposed conversion, such written approval mu,1
be obtained from the Governor's Office, or from an agency designated by the Governor's Office.
[ERB Planning Contract Page 18
DocuSign Envelope ID: 88E3BCC0-9774-41 BC-BF5C-24343FB21 13313
f - • A T•- 'T-v,
Contractor shall •.'.: to CERB all funds disbursed under this contract with interest in full upon
demand.
18. •
Notwithstanding the provisions of General Terms and Conditions, Section 37: SOBCONTRA�� of
this • the term "subcontracting" shall not refer to subcontracting • the actual planning
project
CERB Planning Contract Page 19
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1. DEFINITIONS
As used throughout this Contract, the following terms shall have the meaning set forth below:
A. "THE BOARD" shall mean the Washington State Community Economic Revitalization Board created
in Revised Code of Washington (RCW) 43.160, and who is a Party to the Contract.
B. "Authorized Representative" shall mean the Chair and/or the designee authorized in writing to act
on the Chair's behalf.
C. "Contract" or "Agreement" means the entire written agreement between THE BOARD and the
Contractor, including any Exhibits, 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 public entity identified on the Contract Face Sheet performing
service(s) under this Contract and who is a party to the 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. ALLOWABLE COSTS
Costs allowable under this Contract are actual expenditures according to an approved budget up to the
maximum amount stated on the Contract Award or Amendment Face Sheet.
C. ALL WRITINGStONTAINED�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.
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.
The Contractor must comply with the ADA, which provides comprehensive civil rights protection ti,#
individuals with disabilities in the areas of employment, public accommodations, state and local
government services, and telecommunications.
6. APPROVAL
This contract shall be subject to the written approval of THE BOARD's Authorized Representative and
shall not be binding until so approved. The contract may be altered, amended, or waived only by a
written amendment executed by both parties.
Neither this Contract, nor any claim arising under this Contract, shall be transferred or assigned by the
Contractor without prior written consent of THE BOARD.
[ER8Planning Contract . Page 11U
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11. ATTORNEYS' FEES
Unless expressly permitted under another provision of the Contract, in the event of litigation or other
action brought to enforce Contract terms, each party agrees to bear its own attorneys fees and costs.
9. AJ[QIT
A. General Re-quirements
Contractors are to procure audit services based on the following guidelines.
?Z--tIf -4 F�M"--94I
Subcontractors also maintain auditable records.
Subcontractors.
Responses to any unresolved findings and disallowed or questioned costs shall be included with the
audit report. The Contractor must respond to THE BOARD requests for information or corrective action
concerning audit issues within thirty (30) days of the date of request.
B. State Funds Rtguirerntott
in the event an audit is required, if the Contractor is a state or local government entity, the Office of
shall conduct the audit. Audits of non-orofit organizations are to be conducted by, a
certified public accountant selected by the Contractor.
Fly!
C. Dotumentationi Reguirements
wslnri. d-e-TAy 'Iftir f �--
Contractor's fiscal year(s) by sending a scanned copy toAygAjgvjew0comImgLggMA��.or a hard copy
ro:
Department of Commerce
ATTN: Audit Review and Resolution Officz-
1011 Plum Street SE
PO Box 42525
Olympia WA 98504-2525
In addition to sending a copy of the audit, when applicable, the Contractor must include:
0 Corrective action plan for audit findings within three (3) months of the audit being received
by THE BOARD.
Copy of the Management Letter and Management Decision Letter, where applicable.
=,- I - U" TKI I -
must be provided to The BOARD; no other report is required.
CERB Planning Contract Page 1 11
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0
10. CODE RE-CILUMEMENTS
All construction and rehabilitation projects must satisfy the requirements of applicable local, state, and
federal building, mechanical, plumbing, fire, energy and barrier -free codes. Compliance with the
Americans with Disabilities Act of 1990 28 C.F.R. Part 35 will be required, as specified by the local
RMMMIM=�
11. CON Fl DENTIALITYISAFEG UARDI NG OF INFORMATION
A. "Confidential Information" as used in this section includes:
1. All material provided to the Contractor by THE BOARD that is designated as—conficlential" by
THE BOARD;
E. All material produced by the Contractor that is designated as "confidential" by THE BOARD; and
3. All personal information in the possession of the Contractor that may not be disclosed under
state or federal law. "Personal information" includes but is not limited to information related
to a person's name, health, finances, education, business, use of government services,
addresses, telephone numbers, social security number, driver's license number and other
identifying numbers, and "Protected Health Information" under the federal Health insurance
Portability and Accountability Act of 1996 (HIPAA).
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 THE BOARD
as may be required by law. The Contractor shall take all necessary steps to assure that Confident
Information is safeguarded to prevent unauthorized use, sharing, transfer, sale or disclosure of
Confidential Information or violation of any state orfederal laws related thereto. Upon request,
the Contractor shall provide THE BOARD with its policies and procedures on confidentiality. THE
BOARD may require changes to such policies and procedures as they apply to this Contract
whenever THE BOARD reasonably determines that changes are necessary to prevent unauthoriz
disclosures. The Contractor shall make the changes within the time period specified by THE
BOARD. Upon request, the Contractor shall immediately return to THE BOARD any Confidential
Information that THE BOARD reasonably determines has not been adequately protected by the
Contractor against unauthorized disclosure.
C. Unauthorized Use or Disclosure. The Contractor shall notify THE BOARD 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.
L2. CONFORMANCE
If any provision of this contract violates any statute or rule of law of the state of Washington, it
considered modified to conform to that statute or rule of law. I
13. CONFLICT OF INTEREST
Notwithstanding any determ'ination by the Executive Ethics Board or other tribunal, the THE BOARD
may, in its sole discretion, by written notice to the CONTRACTOR terminate this contract if it is found
after due notice and examination by THE BOARD that there is a violation of the Ethics in Public Service
Act, Chapters 42.52 RCW and 42.23 RCW; or any similar statute involving the CONTRACTOR in the
procurement of, or performance under this contract.
CERB Planning Contract Page 1 12
i,pecific restrictions apply to contracting with current or former state employees pursuant to chapter
Q.52 of the Revised Code of Washington. The CONTRACTOR and their subcontractor(s) must identify
NAME) including but not limited to formulating or drafting the legislation, participating in grant
procurement planning and execution, awarding grants, and monitoring grants, during the 24 month
period preceding the start date of this Grant. Identify the individual by name, the agency previously or
currently employed by, job title or position held, and separation date. If it is determined by THE BOARD
that a conflict of interest exists, the CONTRACTOR may be disqualified from further consideration for
the award of a Grant.
In the event this contract is terminated as provided above, THE BOARD shall be entitled to pursue the
the CONTRACTOR. The rights and remedies of THE BOARD provided for in this clause shall not be
exclusive and are in addition to any other rights and remedies provided by law. The existence of facts
upon which THE BOARD makes any determination under this clause shall be an issue and may be
reviewed as provided in the "Disputes" clause of this contract.
14. COPYRIGHT PROVISIONS
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 THE BOARD. THE BOARD 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 THE
BOARD effective from the moment of creation of such Materials.
pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes,
2nd/or sound reproductions. "Ownership" includes the right to copyright, patent, register and the
2bility 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 THE BOARD a nonexclusive,royaky'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 THE BOARD.
The Contractor shall exert all reasonable effort to advise THE BOARD, 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 THE BOARD with prompt written notice of each notice or claim
THE BOARD shall have the right to modify or remove any restrictive markings placed upon the
Materials by the Contractor.
15. DISALLOWED COSTS
The Contractor is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its Subcontractors.
16. DISPUTES
Except as otherwise provided in this Contract, when a dispute arises between the parties and it cannot
be resolved by direct negotiation, either party may request a dispute hearing with the Director of THE
BOARD, who may designate a neutral person to decide the dispute.
• beinwriting;
• state the disputed issues;
• state the relative positions ofthe parties;
• state the Contractor's name, address, and Contract number; and
• be mailed to the Director and the other party's (respondent's) Contract Representative within
three (3) working days after the parties agree that they cannot resolve the dispute.
The Director or designee shall review the written statements and reply in writing to both parties within
ten (10) working days. The Director or designee may extend this period if necessary by notifying the
The parties agree that this dispute process shall precede any action in a judicial or quasi-judici
tribunal. I
Nothing in this Contract shall be construed to limit the parties' choice of a mutually acceptable
0.4004, 1 "*1 W . . . . . . "- md&M .4 , -
17. DUPLICATE PAYMENT
The Contractor certifies that work to be performed under this contract does not duplicate any work to
be charged against any other contract, subcontract, or other source.
18. GOVERNING LAW AND VENUE
This Contract shall be construed and interpreted in accordance with the laws of the state of
Washington, and the venue of any action brought hereunder shall be in the Superior Court for Thurston
To the fullest extent permitted by law, the Contractor shall indemnify, defend, and hold harmless the
state of Washington, THE BOARD, agencies of the state and all officials, agents and employees of the
state, for, from and against all claims for injuries or death arising out of or resulting from the
performance of the contract. "Claim" as used in this contract, means any financial loss, claim, suit,
action, damage, or expense, including but not limited to attorney's fees, attributable for bodily injury,
CERBPlanning Contract Page |14
DocuSign Envelope ID: 88E3BCC0-9774-41BC-BF5C-24343FB21B3B
therefrom.sickness, disease, or death, or injury to or the destruction of tangible property including loss of use
resulting
h 1�9 harmless includes an�A claim bkrA Contractor's
employees, or • • • or • •
• f' : • • • ' i i •s • • •.
out of or incident to the Contractor's or any subcontractor's performance or failure to perform the
contract. Contractor's obligation to indemnify, defend, and hold harmless the State shall not be
eliminated or reduced by any actual or alleged concurrent negligence of State or its agents, agencies,
employees and officials.
The parties intend that an independent contractor relationship will be created by this Contract. The
Contractor and its employeesor performing under• rt employees or of
the state of • or BOARD. The Contractornot r • itself out or • be
officer or f • - • r THE BOARD or of of • by •hereof,•,
INDUSTRIAL
k)2. 1,011S,
The Contractor shall comply with all applicable laws, ordinances, codes, regulations and policies of local
• state and federal governments, as nowor • • including,but i ` •
action,A. Affirmative 41.06.020
B. Boards of directors or officers of non-profit corporations — Liability - Limitations, RCW 4.24.264-
C. Disclosure -campaign finances -lobbying, Chapter 42.17A RCW.
D. rcommission,.• 49.60
E. Ethics in public f . f " 42.52 RCW.
F. Housing assistance program, Chapter 43.185 RCW
G. Interlocal cooperation act, Chapter 39.34 RCW.
H. Noise control, Chapter 70.107 RCW.
I. Office of minority and women's business enterprises, Chapter 39.19 RCW and Chapter 326-02
WAC.
J. Open public meetings act, Chapter 42.30 RCW.
CERB Planning Contract Page 1 15
DocuSign Envelope ID: 88E3BCC0-9774-41 BC-BF5C-24343FB21 13313
K. Prevailing wages on public works, Chapter 39.12 RCW.
L. Public records act, Chapter 42.56 RCW.
M. Relocation assistance - real property acquisition policy, Chapter 8.26 RCW.
N. Shoreline management act of 1971, Chapter 90.58 RCW.
0. State budgeting, accounting, and reporting system, Chapter 43.88 RCW.
P. State building code, Chapter 19.27 RCW and Energy -related building standards, Chapter 19.27A
RCW, and Provisions in buildings for aged and handicapped persons, Chapter 70.92 RCW.
Q. State Coastal Zone Management Program, Publication 01-06-003, Shorelands and Environmental
Assistance Program, Washington State Department of Ecology.
R. State environmental policy, Chapter 43.21C RCW.
S. State Executive Order 05-05 Archeological and Cultural Resources.
23. LICENSINg, ACCREDITATION AND REGISTRATION
The Contractor shall comply with all applicable local, state, and federal licensing, accreditation a
registration requirements or standards necessary for the performance of this Contract. I
24. LIMITATION OF AUTHORITY
Only the Authorized Representative or Authorized Representative's designee by writing (designation to
be made prior to action) shall have the express, implied, or apparent authority to alter, amend, modify,
or waive any clause or condition of this Contract.
EYS. LOCAL PUBLIC TRANSPORTATION COORDINATION
Where applicable, Contractor shall participate in local public transportation forums and implement
strategies designed to ensure access to services.
26. NONCOMPLIANCE WITA NONDISCRIMNATION
During the performance of this Contract, the Contractor shall comply with all federal, state, and local
nondiscrimination laws, regulations and policies. In the event of the Contractor's non-compliance or
refusal to comply with any nondiscrimination law, regulation or policy, this contract may be rescinded,
canceled or terminated in whole or in part, and the Contractor may be declared ineligible for further
contracts with THE BOARD. The Contractor shall, however, be given a reasonable time in which to cure
this noncompliance. Any dispute may be resolved in accordance with the "Disputes" procedure set
fo-th herein.
27. POLITICAL ACTIVITIES
Political activity of Contractor employees and officers are limited by the State Campaign Finances and
Lobbying provisions of Chapter 42.17A RCW and the Federal Hatch Act, 5 USC 1501 - 1508.
Ro Tuncis may Be usea Ing Tor or aga
person for public office.
28. PREVAILING WAGE LAW
The Contractor certifies that all contractors and subcontractors performing work on the Project shall
comply with state Prevailing Wages on Public Works, Chapter 39.12 RCW, as applicable to the Project
funded by this contract, including but not limited to the filing of the "Statement of Intent to Pay
Prevailing Wages" and "Affidavit of Wages Paid" as required by RCW 39.12.040. The Contractor shall
maintain records sufficient to evidence compliance with Chapter 39.12 RCW, and shall make such
records available for THE BOARD's review upon request.
CERB Planning Contract Page 1 16
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29. PROHIBITION AGAINST PAYMENT Of BONUS OR COMMISSION
The funds provided under this Contract shall not be used in payment of any bonus or commission for
the purpose of obtaining approval of the application for such funds or any other approval or
concurrence under this Contract provided, however, that reasonable fees or bona fide technical
consultant, managerial, or other such services, other than actual solicitation, are not hereby prohibited
if otherwise eligible as project costs.
M PUBLICITY
The Contractor agrees not to publish or use any advertising or publicity materials in which the state of
Washington or THE BOARD's name is mentioned, or language used from which the connection with the
state of Washington's or THE BOARD's name may reasonably be inferred or implied, without the prior
written consent of THE BOARD.
31. RECAPT11RE
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, THE BOARD reserves the right to recapture funds in an
amount to compensate THE BOARD for the noncompliance in addition to any other remedies availabit
at law or in equity.
AVPW f Fut -M5?eM - - AZoy�Vi
cpecified by THE BOARD. In the alternative, THE BOARD may recapture such funds from payments dur—
under this contract.
32. 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.
LWW 11 121-114 I&ia tW aw"iWW
M-aw—Vt
�L&Wt-if- -r-exiew�r tdit by THE BOARD ersonnel dulv authorized bv THE
BOARD, the Office of the State Auditor, and federal and state officials so authorized by law, regulation
or agreement.
- 11 a . I It I 1 0 fi* I - 0 is 1. ,
33. REGISTRATION WITH DEPARTMENT OF RE114,11, E
If required by law, the Contractor shall complete registration with the Washington State Department of
Revenue.
34. RIGHT OF INSPECTION
At no additional cost all records relating to the Contractor's performance under this Contract shall be
subject at all reasonable times to inspection, review, and audit by THE BOARD, the Office of the State
Auditor, and federal and state officials so authorized by law, in order to monitor and evaluate
performance, compliance, and quality assurance under this Contract. The Contractor shall provide
access to its facilities for this purpose.
CERB Planning Contract Page 1 17
35. 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, THE BOARD may terminate the
Contract under the "Termination for Convenience" clause, without the ten business day notice
requirement. In lieu of termination, the Contract may be amended to reflect the new funding
limitations and conditions.
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.
37. SUBCONTRACTING
The Contractor may only subcontract work contemplated under this Contract if itobtains the prior
written approval ofTHE BOARD.
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. The
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 THE BOARD for any breach in
the performance of the Contractor's duties.
Every subcontract shall include a term that THE BOARD and the State of Washington are not liable for
claims or damages arising from a Subcontractor's performance of the subcontract.
38. SURVIVAL
The terms, conditions, and warranties contained in this Contract that by their sense and context arz
intended to survive the completion of the performance, cancellation or termination of this Contract
shall so survive.
39.TAXES
All payments accrued on account of payroll taxes, unemployment contributions, the Contractor's
income or gross receipts, any other taxes, insurance or expenses for the Contractor or its staff shall be
40. TERLAINATION FOR CAUSE
In the event THE BOARD determines the Contractor has failed to comply with the conditions of this
contract in a timely manner, THE BOARD has the right to suspend or terminate this contract. Before
suspending or terminating the contract, THE BOARD shall notify the Contractor in writing of the need to
iake 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
e.g., cost of the competitive bidding, mailing, advertising and staff time.
THE BOARD 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 THE
BOARD to terminate the contract. A termination shall be deemed a "Termination for Convenience" if it
her control, fault or negligence.
to any other rights and remedies, provided by law.
41. TERMINATION FOR CONVENIENCE
Except as otherwise provided in this Contract THE BOARD 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, THE BOARD 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.
42. TERMINATION PROCEDURES
Upon termination of this contract, THE BOARD, in addition to any other rights provided in this contract,
may require the Contractor to deliver to THE BOARD 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.
THE BOARD shall pay to the Contractor the agreed upon price, if separately stated, for completed wor.1
and services accepted by THE BOARD, and the amount agreed upon by the Contractor and THE BOARD
for (i) completed work and services for which no separate price is stated, (ii) partially completed work
preservation of property, unless the termination is for default, in which case the Authorized
Representative shall determine the extent of the liability of THE BOARD. Failure to agree with such
determination shall be a dispute within the meaning of the "Disputes" clause of this contract. THE BOARD
may withhold from any amounts due the Contractor such sum as the Authorized Representative
determines to be necessary to protect THE BOARD against potential loss or liability.
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:
1. Stop work under the contract on the date, and to the extent specified, in the notice;
2. 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;
[ERBPlanning Contract Page |19
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3. Assign to THE BOARD, 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 THE BOARD has the right, at its discretion, to settle or
pay any or all claims arising out of the termination of such orders and subcontracts;
4. 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;
5. Transfer title to THE BOARD 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 THE BOARD;
6. Complete performance of such part of the work as shall not have been terminated by the
Authorized Representative; and
7. 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 BOARD has or may acquire an interest.
43. 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 THE BOARD.
CERB Planning Contract Page 120
AOIWVA��* AM
Contractor: City of Federal Way
Contract Number S21-790AO-225
Projod Title: Federal Way Broadband Planning Study
completed no later than 2 years from contract execution):
1. Asset Inventory
2. Technology and Trends Review
3. Broadband Availability and Market Analysis
4. Needs and Goals Assessments
5. Gap Analysis
6. High -Level Broadband Design —Conceptual Routing
7. Business Model & Financial Analysis
8. Phased Implementation Plan
9. Grants and Funding Opportunities
10. Digital Inclusion
11. Final Report and Presentation
Attachment C: Planning Study Minimum Requirements
Deliverables:
p Copy ofthe completed study funded under this agreement.
� Final Project Report.Reportfornnat1obeprovidedbyCERB.
� Progress Reports.
The Contractor shall make all plans and documents funded inwhole orinpart bythis Contract
available for the Board's review upon reasonable request.
CERB Planning Contract Page 121
DocuSign Envelope ID: 88E3BCC0-9774-41 BC-BF5C-24343FB21 133B
The Contractor, by its signature below, certifies that the project's scope of work and
performance measures set forth above have been reviewed and approved by the Contracto
governing body as of the date and year written below. I
VocuSigned by:
biat" vmxis
Signature
Interim City Administrator
Title
6/23/2022 1 4:16 PM PDT
ME
CERB Planning Contract Page 122
Dol Envelope ID: 88E3BCC0-9774-41 BC-BF5C-24343FB21 B3B
F-IMMMI
0 Grant Amount: $50,000
RMIM M.- - - -
I nesity-woull firs nm AD4911111111ARRIMI[Illl
'Y L eIls X
ell . III It el -0erf-ftrUl OTIA"6=771"ll b I Ij CIA LIV j I b Ll I Md Lill' I I d I
of a Contract amendment by the Contractor and CERB.
is 0 8- , 11-
e --Um ine n Atta—Mment "A" nave been succeSSTU11y comple-Leu uy Me Contractor and accepted fully
by CERB.
CERB Planning Contract Page 123
UTMOM-TWO
a. A product market analysis linked to economic development.
b, A market strategy containing action elements linked to timelines.
C Identification of targeted industries.
cl, Identification of the group responsible for implementing the marketing strategy. Describe
the group's capacity to complete the responsibility.
e� The site's appropriateness by addressing, at minimum, appropriate zoning, affect to the
state or local transportation system, environmental restrictions, cultural resource review,
and the site's overall adequacy to support the anticipated development upon project
f. A location analysis of other adequately served vacant industrial land.
9. Total funding for the public facilities improvements is secured or will be secured within a
given time frame.
hAn analysis of how the project will assist local economic diversification efforts.
L Indicate the specific issues that will be addressed.
j. List one or more economic outcomes that you expect from the proposed CERB project.
k. Describe the specific, quantifiable measures of the outcome(s) that will indicate success.
Describe in measurable terms what you expect to be able to show as progress toward the
outcome for each year before the whole outcome has been achieved.
1. Describe what data you will collect to determine whether the outcome is being achieved.
M. Describe the data collection procedure including when data will be collected, from whom
and by whom.
n. The estimated median hourly wage of the jobs created when development occurs.
0. If the project is determined to be feasible, the following information must be provided
within the final report:
1. Total estimated jobs created (in FTEs).
2. Describe benefits offered to employees.
3. Describe the median hourly wage of the new jobs in relation to the median
hourly county wage.
4. The county three-year unemployment rate inrelation tothe state rate.
S. County population change inthe last five years.
6. The estimated jobs created represent what percentage ofthe count/slabor
force.
7. The estimated jobs created represent what percentage ofthe county's
unemployed workers.
8. Estimated new annual state and local revenue generated by the private
business.
[ER0Planning Contract Page124
MIM
Envelope Id: 88E3BCCO977441 BCBF5C24343FB21 Ill Status: Completed
Subject: Please DocuSign: Federal Way, City of - CERB Contract - S21-790A0-225.pdf
Division:
Local Government
Program: CERB
ContractNumber: S21-790AO-225
DocumentType: Contract
Source Envelope:
Document Pages: 28 Signatures: 3
Certificate Pages: 5 Initials: 0
Autol Enabled
Envelopeld Stamping, Enabled
I
1011 Plum Street SE
VIS 42525 M
tlympia, WA 98504-2525
Record Tracking
Status: Original Holder: Barbara Smith Location: DocuSIgn
5/31/2022 3:40:05 PM barbara.smith@commerce.wa.gov
Security Appliance Status: Connected
Storage Appliance Status: Connected
Brian, Davis@cityoffederalway,com
City of Federal Way
Security Level: Email, Account Authentication
(None)
Port of Pasco
Security Level: Email, Account Authentication
(None)
Pool: StateLocal
Pool: Washington State Department of Commerce Location: DocuSign
Signed by link sent to
Brian.Davis@cityoffederalway,com
Using IP Address: 146.129.247.195
WrOJIMaiM 16MERIUMINN M
TRIMITEUril
Using IP Address: 64.185.110.194
Sent: 5/31/2022 14226 PM
Sent: 6/23/2022 4:1645 PM
Thomas Fichtner COPIP Sent: 5/31/2022 3:42:25 PM
Thomas.Fichtner@cityoffederalway.com Viewed: 5/31/2022 4:31:55 PM
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Accepted: 5/10/2021 3:47:48 PM
ID: Obfb32cd-d4b4-475b-8a28-8f4548ld62c9
Envelope Sent Hashed/Encrypted 5/31/2022 3:42:25 PM
L=#
,jM"A1YPA.ML -
Parties agreed to: Brian Davis, Randy Hayden, Thomas Fichtner
I DI M 00M V IM1391 [a t1i ply-0
rill 17,
agree to use electronic records and signatures' before clicking 'CONTINUE' within the
DocuSign system.
� I =6 = �
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. You will have the ability to download and print documents we send
to you through the DocuSign system during and immediately after the signing session and, if you
elect to create a DocuSign account, you may access the documents for a limited period of time
(usually 30 days) after such documents are first sent to you. After such time, if you wish for us to
send you paper copies of any such documents from our office to you, you will be charged a
$0.15 per -page fee. You may request delivery of such paper copies from us by following the
procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
wrl*4411 and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to
receive required notices and consents electronically from us or to sign electronically documents
from us.
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through the DocuSign system all required notices, disclosures,
MAITAT-1they itsivah,,�g,';iments'. and other documents that are re,,4 - uired to be Ltrovided or made
available to you during the course of our relationship with you. To reduce the chance of you
inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, youcan receive all the disclosures and notices electronically or in paper fonnat through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
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You may contact us to let us know of your changes as to how we may contact you electronicall
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: docusign@commerce.wa.gov
To let us know of a change in your email address where we should send notices and disclosures
electronically to you, you must send an email message to us at docusign@commerce.wa.gov and
in the body of such request you must state: your previous email address, your new email
address. We do not require any other information from you to change your email address.
If you created a DocuSign account, you may update it with your new email address through your
account preferences.
the body of such request you must state your email address, full name, mailing address, and
telephone number. We will bill you for any fees at that time, if any.
To inform us that you no longer wish to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your signing session, and on the subsequent page,
select the check -box indicating you wish to withdraw your consent, or you may;
ii. send us an email to docusign@commerce.wa.gov and in the body of such request you must
state your email, full name, mailing address, and telephone number. We do not need any other
information from you to withdraw consent.. The consequences of your withdrawing consent for
online documents will be that transactions may take a longer time to process..
illillillill1lI 111 11111
MMEMMEM-M.
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please confirm that you hav*
read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for
y,*yr fyve.re rcfcrehceznf,?ccess;*r (ii) tXat y,,tvarealtle t* emzil tkis ER$* t*,R-A eMA Rtfro.-ss
where you will be able to print on paper or save it for your future reference and access. Further,
if you consent to receiving notices and disclosures exclusively in electronic format as described
herein, then select the check -box next to 'I agree to use electronic records and signatures' before
clicking 'CONTINUE' within the DocuSign system.
By selecting the check -box next to 'I agree to use electronic records and signatures', you confirm
that:
You can access and read this Electronic Record and Signature Disclosure; and
You can print on paper this Electronic Record and Signature Disclosure, or save or send
this Electronic Record and Disclosure to a location where you can print it, for future
reference and access; and
Until or unless you notify Washington State Department of Commerce as described
above, you consent to receive exclusively through electronic means all notices,
disclosures, authorizations, acknowledgements, and other documents that are required to
be provided or made available to you by Washington State Department of Commerce