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AG 23-028 - BIG BROTHERS BIG SISTERS OF PUGET SOUNDRETURN TO: Victoria Banks EXT: 2604 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: CDICS 2. ORIGINATING STAFF PERSON: Patti Spaulding-Klewin EXT: .2651 3. DATE REQ. BY- 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT © HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCtmIENTs) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL ❑ OTHER. 5. PROJECT NAME: Youth Mentoring Program 6. NAME OF CONTRACTOR: Big Brothers Big Sisters of Puget sound ADDRESS: 1600 S Graham St TELEPHONE 206-456-9795 E-MAIL: aionda.williams@bbbsps.org FAX: SIGNATURENAME: AlQnda Williams TITLE 7. EXHIBITS AND ATTACHMENTS: N SCOPE, WORK OR SERVICES 11 COMPENSATION ® INSURANCE REQUIREMENTS/CERTIFICATE IR ALL OTHER REFERENCED EXHIBITS O PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: 01/01/2023 COMPLETION DATE: 12131/2024 9. TOTAL COMPENSATION $ 34.000.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ® NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ®YES IDNO IF YES, $ PAID BY. ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 001-7300-083-562-10-410 10. DOCUMENT/CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED O PROJECT MANAGER SJB 12/6/2022 ❑ DIRECTOR ❑ RISK MANAGEMENT (IFAPPLICABLE) A LAW KVA 12/9/2022 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: N/A COUNCIL APPROVAL DATE: 11 /15/2022 12. CONTRACT SIGNATURE ROUTING O SENT TO VENDOR/CONTRACTOR DATE SENT: 12/30/22 DATE REC'D:2/13/23 ❑ 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 W DEPARTMENT 2,01 polIGNATORY ( MAYOR OR DIRECTOR) �903 ❑ CITY CLERK S ❑ ASSIGNED AG# AG# '3 - +o COMMENTS: Approved Council budget 11/15/2022 2/2017 4SFclry of CITY HALL Fe d e ra I Way 33325 8th Avenue South ederal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com HUMAN SERVICES AGREEMENT FOR YOUTH MENTORING This Human Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Big Brothers Big Sisters of Puget Sound, a Washington nonprofit corporation ("Agency"). The City and Agency (together "Parties") are located and do business at the below addresses which shall be valid for any notice required under this Agreement: BIG BROTHERS BIG SISTERS OF PUGET CITY OF FEDERAL WAY: SOUND: Alonda Williams Patti Spaulding-Klewin 1600 S Graham St 33325 8th Ave. S. Seattle, WA 98108-2821 206-456-9795 (telephone) alonda.williams@,bbbsps. The Parties agree as follows: Federal Way, WA 98003-6325 (253) 835-2651 (telephone) Patti. Spaulding-Klewin(acityo com 1. TERM. The term of this Agreement shall be for a period commencing on January 1, 2023 and terminating on December 31, 2024 ("Term"). Funding for the second year of the Agreement is contingent upon satisfactory Agreement performance during the first year of the Agreement term and upon funding availability. This Agreement may be extended for additional periods of time upon the mutual written agreement of the City and the Agency. 2. SERVICES. The Agency shall perform the services more specifically described in Exhibit A, attached hereto and incorporated by this reference ("Services"), in a manner consistent with the accepted professional practices for other similar services within the Puget Sound region in effect at the time those services are performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. The Agency warrants that it has the requisite training, skill, and experience necessary to provide the Services and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. Services shall begin immediately upon the effective date of this Agreement. Services shall be subject, at all times, to inspection by and approval of the City, but the making (or failure or delay in making) such inspection or approval shall not relieve the Agency of responsibility for performance of the Services in accordance with this Agreement, notwithstanding the City's knowledge of defective or non -complying performance, its substantiality or the ease of its discovery. 3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days' written notice at its address set forth above. The City may terminate this Agreement immediately if the Agency fails to maintain required insurance, breaches confidentiality, or materially violates Section 12, and such may result in ineligibility for further City agreements. 4. COMPENSATION. 4.1 Amount. In return for the Services, the City shall pay the Agency an amount not to exceed a maximum amount and according to a rate or method as delineated in Exhibit B, attached hereto and incorporated by this reference. The City shall reimburse the Agency only for the approved activities and in accordance with the procedures as specified in Exhibit B. The Agency shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction resulting from this Agreement. HUMAN SERVICES AGREEMENT - 1 - 10/2022 [irY OF CITY HALL Federal edaral Way Feder Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway corn 4.2 Method of Payment. On a quarterly basis, the Agency shall submit to the City an invoice for payment on a form provided by the City and all reports as required by this Agreement. Payment shall be made on a quarterly basis by the City only after the Services have been performed and within forty-five (45) days after the City's receipt and approval of a complete and correct invoice and reports. The City will use the quantity of Services actually delivered, as reported on the Agency's reports, as a measure of satisfactory performance under this Agreement. The City shall review the Agency's reports to monitor compliance with the performance measures set forth in Exhibit A. Should the Agency fail to meet the performance measures for each quarter, the City reserves the right to adjust payments on a pro rata basis at any time during the term of this Agreement. Exceptions may be made at the discretion of the City's Human Services Manager in cases where circumstances beyond the Agency's control impact its ability to meet its service unit goals and the Agency has shown reasonable efforts to overcome these circumstances to meet its goals. If the City objects to all or any portion of the invoice, it shall notify the Agency and reserves the option to pay only that portion of the invoice not in dispute. In that event, the Parties will immediately make every effort to settle the disputed portion. 4.3 Final Invoice. The Agency shall submit its final invoice by the date indicated on Exhibit B. If the Agency's final invoice and reports are not submitted by the last date specified in Exhibit B, the City shall be relieved of all liability for payment to the Agency of the amounts set forth in said invoice or any subsequent invoice; provided, however, that the City may elect to pay any invoice that is not submitted in a timely manner. 4.4 NonzApproLriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City will not be obligated to make payments for Services or amounts incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Services for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 5. INDEMNIFICATION. 5.1 Agency Indemnification. The Agency agrees to release, indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives arising from, resulting from, or in connection with this Agreement or the performance of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Agency and the City, the Agency's liability hereunder shall be only to the extent of the Agency's negligence. Agency shall ensure that each subcontractor shall agree to defend and indemnify the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the extent and on the same terms and conditions as the Agency pursuant to this paragraph. The City's inspection or acceptance of any of Agency's work when completed shall not be grounds to avoid any of these covenants of indemnification. 5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Agency waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Agency's indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts, disability benefit acts or any other benefits acts or programs. The Parties further acknowledge that they have mutually negotiated this waiver. 5.3 City Indemnification. The City agrees to release, indemnify, defend and hold the Agency, its officers, directors, shareholders, partners, employees, agents, representatives, and subcontractors harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including without limitation, their respective agents, licensees, or representatives, arising from, resulting from or connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of the City. HUMAN SERVICES AGREEMENT - 2 - 10/2022 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www crtyoffederalway. com 5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. The Agency agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Agency, their agents, representatives, employees or subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as follows: 6.1. Minimum Limits. The Agency agrees to carry as a minimum, the following insurance, in such forms and with such carriers who have a rating that is satisfactory to the City: a. Commercial general liability insurance covering liability arising from premises, operations, independent contractors, products -completed operations, stop gap liability, personal injury, bodily injury, death, property damage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than $2,000,000 for each occurrence and $2,000,000 general aggregate. b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; C. Automobile liability insurance covering all owned, non -owned, hired and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for bodily injury, including personal injury or death, and property damage. 6.2. No Limit of Liab�. Agency's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Agency to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Agency's insurance coverage shall be primary insurance as respect the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Agency's insurance and shall not contribute with it. 6.3. Additional Insured, Verification. The City shall be named as additional insured on all commercial general liability insurance policies. Concurrent with the execution of this Agreement, Agency shall provide certificates of insurance for all commercial general liability policies attached hereto as Exhibit C and incorporated by this reference. At the City's request, Agency shall furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such policies. If Agency's insurance policies are "claims made," Agency shall be required to maintain tail coverage for a minimum period of three (3) years from the date this Agreement is actually terminated or upon project completion and acceptance by the City. 6.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement. 7. CONFIDENTIALITY. All information regarding the City obtained by Agency in performance of this Agreement shall be considered confidential subject to applicable laws. Breach of confidentiality by the Agency maybe grounds for immediate termination. All records submitted by the City to the Agency will be safeguarded by the Agency. The Agency will fully cooperate with the City in identifying, assembling, and providing records in case of any public records disclosure request. 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files, computer disks, magnetic media or material which may be produced or modified by Agency while performing the Services shall belong to the City upon delivery. The Agency shall make such data, documents, and files available to the City and shall deliver all needed or contracted for work product upon the City's request. At the expiration or termination of this Agreement all originals and copies of any such work product remaining in the possession of Agency shall be delivered to the City. 9. BOOKS AND RECORDS. The Agency agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Services and maintain such accounting procedures and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be maintained for a period of six (6) years after the termination of this Agreement and maybe subject, at all reasonable times, to inspection, review or audit by the City, its authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement. HUMAN SERVICES AGREEMENT - 3 - 10/2022 CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www crryoSederalway. com 10. INDEPENDENT CONTRACTOR. The Parties intend that the Agency shall be an independent contractor and that the Agency has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Agency sick leave, vacation pay or any other benefit of employment, nor to pay any social security or other tax which may arise as an incident of employment. Agency shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the Services and work and shall utilize all protection necessary for that purpose. All work shall be done at Agency's own risk, and Agency shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. The Agency shall pay all income and other taxes due except as specifically provided in Section 4. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Agency, shall not be deemed to convert this Agreement to an employment contract. 11. CONFUCT OF INTEREST. It is recognized that Agency may or will be performing services during the Term for other parties; however, such performance of other services shall not conflict with or interfere with Agency's ability to perform the Services. Agency agrees to resolve any such conflicts of interest in favor of the City. Agency confirms that Agency does not have a business interest or a close family relationship with any City officer or employee who was, is, or will be involved in the Agency's selection, negotiation, drafting, signing, administration, or evaluating the Agency's performance. 12. EQUAL OPPORTLTNITY EMPLOYER. In all services, programs, activities, hiring, and employment made possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by Agency or its subcontractors of any level, or any of those entities' employees, agents, sub -agencies, or representatives against any person because of sex, age (except minimum age and retirement provisions), race, color, religion, creed, national origin, marital status, or the presence of any disability, including sensory, mental or physical handicaps, unless based upon a bona fide occupational qualification in relationship to hiring and employment. This requirement shall apply to, but not be limited to, the following: employment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Agency shall comply with and shall not violate any of the terms of Chapter 49.60 RCW, Title VI of the Civil Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of 1973, 49 CFR Part 21, 21.5 and 26, or any other applicable federal, state, or local law or regulation regarding non-discrimination. 13. GENERAL PROVISIONS. 13.1 Interpretation and Modification. This Agreement, together with any attached Exhibits, contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior statements or agreements, whether oral or written, shall be effective for any purpose. Should any language in any Exhibits to this Agreement conflict with any language in this Agreement, the terms of this Agreement shall prevail. The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect any of the provisions of this Agreement. Any provision of this Agreement that is declared invalid, inoperative, null and void, or illegal shall in no way affect or invalidate any other provision hereof and such other provisions shall remain in full force and effect. Any act done by either Party prior to the effective date of the Agreement that is consistent with the authority of the Agreement and compliant with the terms of the Agreement, is hereby ratified as having been performed under the Agreement. No provision of this Agreement, including this provision, may be amended, waived, or modified except by written agreement signed by duly authorized representatives of the Parties. 13.2 Assignment and Beneficiaries. Neither the Agency nor the City shall have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other Party. If the non - assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. Subject to the foregoing, the rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. HUMAN SERVICES AGREEMENT - 4 - 10/2022 CITY OF AN Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cltyoffederalway com 13.3 Compliance with Laws. The Agency shall comply with and perform the Services in accordance with all applicable federal, state, local, and city laws including, without limitation, all City codes, ordinances, resolutions, regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made effective. If a violation of the City's Ethics Resolution No. 91-54, as amended, occurs as a result of the formation or performance of this Agreement, this Agreement may be rendered null and void, at the City's option. 13.4 Enforcement. Time is of the essence in this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the Agency's performance of this Agreement. Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available to the City at law, in equity or by statute. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of the City to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative process. If the King County Superior Court does not have jurisdiction over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of the state and federal courts in King County, Washington and waives any objection that such courts are an inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Party shall pay all its legal costs and attorney's fees'and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, however nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 13.5 Execution. Each individual executing this Agreement on behalf of the City and Agency represents and warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in making proof hereof it shall only be necessary to produce one such counterpart. The signature and acknowledgment pages. from such counterparts may be assembled together to form a single instrument comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof. [Signature page follows] HUMAN SERVICES AGREEMENT - 5 - 10/2022 4 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: Jim DATE: I' 3 BIG BROTHERS BIG SISTERS OF PUGET SOUND: By U �J- ` Printed Name:4,RLwINAM� Title: Qesl DATE: I 1 -no I ;to )-3 STATE OF WASHINGTON ) ss. COUNTY OF n ATTEST: r ep11 ie Courtney, CM , City Clerk APPROVED AS TO FORM: — /Z - �/ , &� -- -,", 7/Ryan Call, City Att y On this day personally appeared before me 1 �02n Ae— � 0 M , t me awn to be the irCe O of c �; r `�haecu`ed the foregoing instrument, and acknowledged the said-�astrument to be the ffee and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this day of ,&,,P,/- �, 20Z3. Notary's signature /� - 's printed name Atba.,y Notary Pu lic in and for the State of Washington. C) ft of , ►Slglir�rlvn M commission expires pJ%Z 3 ZaZ oa?r► P_ si8san Y p W Commlasion Expires Janusryr 23, 2024 HUMAN SERVICES AGREEMENT - 6 - 10/2022 CITY OF Federal Praiect Services Summary CITY HALL Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway com EXHIBIT A SERVICES The Agency shall provide services that create and support one-on-one mentoring relationships with youth in the City of Federal Way. The Agency shall ensure that services provided with funding under this Agreement are made available to Federal Way residents. Performance Measures A. Number Served The Agency agrees to serve, at minimum, the following unduplicated number of Federal Way residents with Human Services funds: 1st 2nd 3rd 4th Quarter Quarter Quarter Quarter Total JAN. — APRIL — JULY — OCT. — MARCH NNE SEPT. DEC. No. of unduplicated Federal Way persons assisted in 2023 3 3 3 2 11 No. of unduplicated Federal Way persons assisted in 2024 3 3 3 2 11 B. Units of Service The Agency agrees to provide, at minimum, the following units of service by quarter: 1st 2nd 3rd 4th Quarter Quarter Quarter Quarter Total JAN. — APRIL — JULY — OCT. — MARCH NNE SEPT. DEC. 2023 1. Mentoring 3 3 3 2 11 2024 1. Mentoring 3 1 3 1 3 21 11 Units of service are measured by the number of unduplicated individuals served in the Big Brothers Big Sisters youth mentoring program. HUMAN SERVICES AGREEMENT - 7 - 10/2022 C17Y OF Federal C. Performance Measure(s) CITY HALL Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffedera/way. com Outcome 1: Improvement or maintenance of strong academic performance after 12 months with a Big Brothers Big Sisters mentor Indicator: Students progress will be measured using baseline and 12-month responses to outcome survey Target: 75% Outcome 2: Students report they have a supportive relationship with a trusted adult after 12 months with a Big Brothers Big Sisters mentor Indicator: Students progress will be measured using baseline and 12-month responses to relationship survey Target: 75% Records A. Project Files The Agency shall maintain files for this project containing the following items: 1. Notice of Grant Award. 2. Motions, resolutions, or minutes documenting Board or Council actions. 3. A copy of this Agreement with the Scope of Services. 4. Correspondence regarding budget revision requests. 5. Copies of all invoices and reports submitted to the City for this project. 6. Bills for payment with supporting documentation. 7. Copies of approved invoices and warrants. 8. Documentation of client address; residency verified via King County Parcel Viewer. HUMAN SERVICES AGREEMENT - 8 - 10/2022 4S CITY OF Federal CITY HALL Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cilyoffederalway com 9. Documentation of client income. The Agency agrees to use the HUD Income Guidelines to report income of clients served under this Agreement. Income guidelines may be adjusted periodically by HUD. King County FY 2022 Income Limits Summary Median FY 2022 Income Income 1 2 3 4 5 6 7 8 King Limit Person Persons Persons Persons Persons Persons Persons Persons County Cate ory Extremely Low (30%) $27,200 $31,050 $34,950 $38,800 $41,950 $45,050 $48,150 $51,250 Income Limits Very Low $134,600 (50%) $45,300 $51,800 $58,250 $64,700 $69,900 $75,100 $80,250 $85,450 Income Limits Low (807) $66,750 $76,250 $85,800 $95,300 $102,950 $110,550 $118,200 $125,800 Income Limits The Agency agrees to use updated Income Guidelines which will be provided by the City. Reorts and Reporting Schedule The Agency shall collect and report client information to the City quarterly and annually on a Service Unit Report to be provided by the City in the format requested by the City. The Agency shall submit an Annual Demographic Data Report. The agency shall collect and retain the data requested on this form from the persons served through this contract. Data should be tracked in an ongoing manner and submitted annually no later than January 15 in the format requested by the City. The Agency shall implement and track at least one measurable outcome for the program as presented in the application. Changes to the outcome presented in the application must be approved by the City prior to implementation. The Agency shall report the results of its outcome measure(s) annually on the Annual Outcome Data Report to be submitted by January 15 in the format requested by the City. Public Information In all news releases and other public notices related to projects funded under this Agreement, the Agency will include information identifying the source of funds as the City of Federal Way Human Services General Fund Program. HUMAN SERVICES AGREEMENT - 9 - 10/2022 'S CITY OF AN Federal Proiect Budpaet CITY HALL Way33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www o"ffedera/way. com EXHIBIT B COMPENSATION The Agency shall apply the following funds to the project. The total amount of compensation pursuant to this Agreement shall not exceed Thirty -Four Thousand and 00/100 Dollars ($34,000.00). City of Federal Way Funds 2023 2024 City of Federal Way General Fund: $17,000.00 $17,000.00 Total City of Federal Wa Funds: $17,000.00 $17,000.00 Reimbursement Requests and Service Unit Report forms shall be submitted no less frequently than quarterly and are due on the following dates: 1 st Quarter: April 15 or within 10 days of notice to proceed, whichever is later; 2nd Quarter: July 15; 3rd Quarter: October 15; and 4th Quarter: Final Reimbursement Request and Service Unit Report forms due January 8; Demographic Data Report and Annual Outcome Data Report due January 15. The Agency shall submit payment requests in the format requested by the City. Payment requests shall include a copy of the Service Unit Report. Estimated Quarterly Payments: 2023 1 st Qtr $4,250.00 2nd Qtr $4,250.00 3rd Qtr $4,250.00 4th Qtr $4,250.00 2024 1 st Qtr $4,250.00 2nd Qtr $4,250.00 3rd Qtr $4,250.00 4th Qtr $4,250.00 Quarterly payment requests shall not exceed the estimated payment without prior written approval from the City. Estimated quarterly payments are contingent upon meeting or exceeding the above performance measure(s) for the corresponding quarter. This requirement may be waived at the sole discretion of the City with satisfactory explanation of how the performance measure will be met by year-end on the Service Unit Report. HUMAN SERVICES AGREEMENT - 10 - 10/2022 CITY OF �� Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www cityoffederalway. com City of Federal Way Human Services Contract for 2022-2023General Fund Authorized Signatures for Invoices I authorize the following individuals to sign invoices and quarterly reports on behalf of: f� isrotvs {3• c 5ke-+-a oV V. P,+ So"rd (Contracting Agency), for the following: '2-02-3 Y2,02-' " You+V, M6"+A+-i n. v-0 1r[Lm (Program Title). Authorizing Signature: (must be signed by person who signs the contract, generally, Executive Director) Additional Authorized Signature: Additional Authorized Signature: (Printed Name) (Title) (Printed 9 (Title) (Da 6-� 6 �� -- 4m')�)(Lfin/,J { n d Name) (rifle) iqn ur (D te) Note: It is the responsibility of the contractor to inform the City of Federal Way if they wish to add a name to or delete names from this list. 10/13/22, 8:33 AM Corporations and Charities System irirssC r ?myns and Charities Filing Systemlull BUSINESS INFORMATION BIG BROTHERS BIG SISTERS OF PUGET SOUND 600 225 921 WA NONPROFIT CORPORATION ACTIVE 1600 S GRAHAM ST, SEATTLE, WA, 98108-2821, UNITED STATES 1600 S GRAHAM ST, SEATTLE, WA, 98108-2821, UNITED STATES 09/30/2023 UNITED STATES, WASHINGTON 09/03/1957 PERPETUAL CHARITABLE https://cofs.sos.wa.gbv/#/BusinessSearch/Businessi nformation Business Name: UBI Number: Business Type: Business Status: Principal Office Street Address: Principal Office Mailing Address: Expiration Date: Jurisdiction: Formation/ Registration Date: Period of Duration: Inactive Date: Nature of Business: Charitable Corporation: 1 /3 10113122. 8:33 AM Corporations and Charities System 91-0673185 u n u REGISTERED AGENT INFORMATION CHIEF OPERATIONS AND FINANCIAL OFFICER 1600 S GRAHAM ST, SEATTLE, WA, 98108-2821, UNITED STATES 1600 S GRAHAM ST, SEATTLE, WA, 98108-2821, UNITED STATES GOVERNORS Title Governors Type GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL GOVERNOR INDIVIDUAL FEIN Number: Gross Revenue exceed $500,000: Has Members: Public Benefit Designation: Host Home: Registered Agent Name; Street Address: Mailing Address: Entity Name First Name Last Name MAURICE JAMES BRIAN HAYDEN PETER FONFARA DAN R05ALES JONI WICKLINE https://ccfs.sos.wa.gov/#/BusinessSearch/BusinessinforMation 2J3 10/13/22, 8:33 AM Corporations and Charities System Title Governors Type Entity Name First Name Last Name GOVERNOR INDIVIDUAL PAT OGAWA GOVERNOR INDIVIDUAL JENNIFER BITZER GOVERNOR INDIVIDUAL PETER SALADINO GOVERNOR INDIVIDUAL ALONDA WILLIAMS GOVERNOR INDIVIDUAL J. OFORI AGBOKA, JR. GOVERNOR INDIVIDUAL JENNIFER DURCAN ANDREWS GOVERNOR INDIVIDUAL TIM BARBER GOVERNOR INDIVIDUAL GAVIN BARTLETT GOVERNOR INDIVIDUAL ROB BENNETT GOVERNOR INDIVIDUAL KEVIN CAROTHERS GOVERNOR INDIVIDUAL KEVIN CONKLIN GOVERNOR INDIVIDUAL DAMON DANIELS GOVERNOR INDIVIDUAL IAN FLATT GOVERNOR INDIVIDUAL NOAH FLETCHER GOVERNOR INDIVIDUAL ENGEL LEE GOVERNOR INDIVIDUAL LIONEL LEE GOVERNOR INDIVIDUAL STEPHEN MCKAY GOVERNOR INDIVIDUAL BRYCE PHILLIPS GOVERNOR INDIVIDUAL KELLY SOUZA GOVERNOR INDIVIDUAL GINA WILLIAMS Back Filing History F_ Name History Print Return to Business Search https://ccfs.sos.wa.gov/#/BusinessSearch/Business Information 3/3 (A Ln a� w 0 CD CD E r C a a� N c v U) 3 � o W L7 O W l7 s V > d N N ry, O O i o O E f6 Q Qi a--+ _0 ' Rm E w 1J N l7 m w 0 m V w Ln N 0 m Ln w m l7 CO C O c�a CL OLn O V O i �- O z N N N CD l00 O N O O > +- Q Q 2 N O l0 U IA i M A Im co rn H w NFA 0 i C. d LA g d Q 3 o Vul I �+ m L C �_ WA V E to ++ ai E C N ;+ C VA +r Y c ++ V = - M CM ++ V GoO vt m 41 vt Y ri J W m W m J J J W N N a 0 �I v N IA E N L W N 7 ate0 N R d C r C 7 O V N N O N i O i O z M N O N M V Al El � L CL 0 A acn N `►- r O r a� L D) d O V 0 E GI 0 Go o� C x O LL O oC q� Y O m W m c Z Cal LU oC m F- z z LU w lL z LU OC w H z w � � w H O w V z 5 LU Y Z J z uV 0Q m m m m �I t c d rn 0 rn 3 0 v, U N N O. L Cl) 9 W LL_ Z Z W 'N W z a z Q a m 0 Cl) N N N VI N 3 +' 4+ 4o V of Q H W a m Z LL L/) W E N z a QLU QO w U LU- W a LL Z O Z p Q = W U w Q W w J C M m N _ L 15 m c a; C m 3 0 v d U N N i6 a t 'v 0 2 a rn 0 ri N N �. Sl Ln M m N N O N N H 7 V O u 12- r�� M 47 a+ L O a a 7 H •L d 3 i L 7 A �F Y V 40 s u N 10/14/22, 11:19 AM Export Washington State Department of Revenue Your request has been submitted and your confirmation number is 0-029-290-696 Below is information from your application Filing Date and Time 10/14/2022 11:18:54 AM Legal Entity Name BIG BROTHERS BIG SISTERS OF PUGET SOUND UBI 600-225-921 We will process your business application within the next 10 business days. If city or state endorsements were applied for, allow approximately 3 additional weeks to receive the business license due to approval time. To check the status of your application, click Manage My Profile, then select View, Edit, or Print Drafts or Submissions in the Drafts and Submissions area. For information on business resources, education, and workshops, go to dor.wa.gov/nextsteps. https://secure.dor.wa.gov/atiaseservices/wtp/_/ExportView?Doc=Dd&U ID=mcRkTZG_Q5PATLxcJTpHBQ_&Format=Token&Token=bBgxbhTgc3ktT7... 1 /2 10/14/22, 11:19 AM Export hops:llsecure.dor.wo.gov/Aaseserviceslwtp!_IExportView?Doc-Dd&tJID=mcRkTZG_05PATLxcJTpHBQ—&Format Token&Token=bBgxbhTgc3ktT7_._ 212 Big Brothers Big Sisters. PUGET SOUND AMENDED AND RESTATED BYLAWS OF BIG BROTHER BIG SISTERS OF PUGET SOUND A NOT -FOR -PROFIT CORPORATION For Board Approval: Dec.3, 2020 AMENDED AND RESTATED BYLAWS OF BIG BROTHERS BIG SISTERS OF PUGET SOUND -- - A NOT FOR -PROFIT CORPOFtA77ON ARTICLE I OFFICES 1:1 Rggistered Office -and R istered Agent. The registered office and registered agent of the _ Corporation -shall be located In the State of Washington at such place as maybe fixed from time —to time -by the Board of Directors upon filing of such notices as may be required by law. 1.2 : Current Office. -The current office is located at 1600 South Graham Street, Seattle, WA98108. ARTICLE II DEFINITIONS 2.1 _ "Corporation" shall mean and refer to Big Brothers Big Sisters of Puget Sound, a Washington nonprofit Corporation, organized and existing under the laws of the State of Washington. ARTICLE III MEMBERSHIP 3.1 The Corporation shall have no members. ARTICLE IV BOARD OF DIRECTORS 4.1 General Powers. The affairs of the Corporation shall be conducted under the direction of, and the control and disposal of the Corporation's properties and funds shall be vested in, its board of directors (the "Board'j. 4.2 N m r. The Board shall consist of not fewer than three (3) and not more than forty (40) Directors, the exact number to be set by resolution of the Board; provided, however, that no decrease in number shall have the effect of shortening the term of any incumbent Director. 4.3 Election and Term. 4.3.1 ElecWn. Directors shall be elected at the annual meeting of the Board. In order to be elected as'a Director, a person must have demonstrated a strong commitment to fulfilling the goals of the Corporation. A Director whose term is being considered for renewal may vote with respect to each Board position considered at the meeting, including his or her own. 4.3.2 TM. Unless a Director dies, resigns, or is removed pursuant to these Bylaws, he or she shall hold office for a term of three years or until his or her suooessor is eiected. Before the end of the Director's term, the Director shall confer with the Board and Governance Chairs and the President/CEO as to whether the Director's term should be renewed. Diirectors may continue to 79MB82.1 0201885-Ml serve in one-year increments, provided that each one-year extension is approved by a vote of the Board at a regular meeting. The terms of office shall be staggered such that the terns of approximately me -third (W) of the Directors expire each year. The Governance Committee Is responsible for maintaining accurate records reflecting the term of each Director and the date that each Director's term expires. 4.3.3 Resignation. A Director may resign at any time by delivering notice in the form of a record to the President or the Governance Chair. Any such resignation shall take effect at the time specified therein or, if the time is not specifed, upon delivery thereof and, unless otherwise specified therein, the aomptance of such resignation is not necessary to make it effed ive; pmvided, however, that if the resignation would result in the Corporation having no director or no director capable of service as such, the resigning director must continue to serve as a director until a sr.looessor director Is appointed and qualified as provided in these bylaws. 4.3.4 Vacancy. A vacancy may be filled by the affirmative vote of a majority of the remaining Directors at any meeting of the Board. A Director appointed to fill a vacancy shall serve during the unexpired term of his or her predecessor in office. 4.3.5 Removal of Directors. At any regular meeting of the Board, or at any special meeting called expressly for that purpose, the Board may remove from office, with or without cause, one or more directors, provided that notice of the intended action is specifically included In the meeting agenda and is sent prior to the meeting and provided that there is at least one director remaining after such removal. 4.4 Duties of Directors. A Director must perform the duties of a director, including the duties as a member of any committee of the Board upon which the director may serve, in good faith, in a manner that such Director believes to be In the best interests of the Corporation, and with such care, including reasonable Inquiry, as an ordinarily prudent person in a like position would use under similar circumstances. 4.5 Engagement. Directors are expected to contribute their time, treasure, and talent to the Corporation, which includes preparing for and attending board and committee meetings and the annual retreat When circumstances require a Director to miss a meeting, he/she shall notify the Chair or the President and Chief Executive Officer. 4.6 Confides 'al . Directors shall maintain strict confidentiality regarding all client information they may become privy to, and shall exercise strict discretion in discussing Corporation matters outside of Board meetings. Directors must sign the Corporation's Code of Ethics statement annually. 4.7 Cam ensati W. Directors may not receive compensation for their services as such, although reasonable expenses incurred incident to their duties as directors may be paid or reimbursed by the Corporation. Directors are not disqualified from receiving reasonable compensation for services rendered to or for the benefit of the Corporation in any other capacity. 4.8 Conflict of Interest. Directors are In a fiduciary relationship with the Corporation. All decisions of the Hoard shall be driven by the best interests of the Corporation. When a decision before the Board could serve the private or financial interest of a Director or the Director's employer, directly or indirectly, that Director must disclose the conflict or potential mnflict and abstain 79854882.1 0201885-00001 . � :from .voting!onthe;matter. The -Board, at its discretion, may preclude the affected Director from r�participating-in-discussion of the matter. Directors must sign the Corporation's Conflict of Interest statement annually., ARTICLE V MEETINGS OF BOARD OF DIRECTORS s - =5A-z -Regular Meetings. Meetings of the Board shall be held not less than four times per year, at suchtime and:placeas_may be designated by the Chair. The annual meeting shall be held on — -- -the date and at the time each year as determined by the Board, for the purpose of electing - officers and directors and transacting such other business as may properly come before the meeting. Notice of regular meetings will be provided six to twelve months -in advance. 5.2 Si2ecial Meetings. Special meetings of the Board may be called by the Executive Committee and shall -.be:called upon the,written request of any six (6) Directors. The persons authorized to call special meetings mayAx the time and the place for holding any special meeting. Notice of a special meeting must be given as provided in Section 5.3. 5.3 Notice of Meetings. For any meeting of the Board or any committee of the Board for which notice_is required by these Bylaws or by applicable Washington law, a notice stating the place, date,=and hour of the meeting must be delivered to each director at his or her -address shown on the records of the Corporation prior thereto in a tangible medium_ (e.g., a letter or facsimile) or by email as provided in Sections 5.4 and 5.5. The method of notice need not be the same for each director. Except as provided in paragraph 4.3.5, neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board or any committee of the Board need be specified in the notice. 5.4 Consent to Notice by Email. If notice is provided to Directors by email, it is effective only with respect to directors who have: (a) consented in writing or by email to receive notices transmitted by email, and (b) designated in the consent the message format that is accessible to the recipient and the address, location, or system to which these notices may be emalled. -A Director -who -has consented to receipt of emalled notices may revoke the consent by delivering (by mail, facsimile or email) a revocation to the Corporation. The consent of any Director is revoked if the Corporation is unable to transmit by email two (2) consecutive notices given by the Corporation In accordance with the Director's consent, and this Inability becomes known to the secretary or other person responsible for giving the notice. The inadvertent failure by the Corporation to treat this Inability as a revocation does not invalidate any meeting or other action of the Corporation. 5.5 Del lygy of Notice _-by-Email.. -Notice provided, by email to a Director who has consented to receive notice by such means Is effective when It is emalled to an address designated by the recipient for that purpose. 5.6 Deliver! of Natice_by Other Means. If mailed, such notice shall be deemed to be delivered when deposited In the United States mail addressed to the Director at his or her address as It appears on the records of the Corporation, with postage thereon prepaid. Other forms of notice described in this article are effective when received. 79854882.1 0201995-00001 Aii 5.7 Waiver of Notice. Whenever any notice is required to be given to any Director or committee member by the Articles of Incorporation, the Bylaws, or by the laws of the State of Washington, a waiver thereof in the form of a record executed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice. In addition, attendance at any meeting shall constitute a waiver of notice of such meeting except where a Director or committee member attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully Bled or convened. 5.8 Use of Communication Equipment The Board and any committee designated by It may conduct any meeting of the Board or committee by means of a conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other at the same time and participation by such means shall constitute presence in person at a meeting. 5.9 Quorum. One-third (1/3) of the Directors in office shall constitute a quorum for the transaction of business; provided that if this formulation produces an even number of Directors, then such even number of Directors plus one (1) additional Director shall constitute a quorum. No business may be transacted without a quorum, but a lesser number in attendance may adjourn any meeting from time to time without further notice. 5.10 Manner of Acting. The act of the majority of the Directors present at a meeting at which there is a quorum shall be the act of the Board, unless the vote of a greater number Is required by these Bylaws, the Articles of Incorporation, or applicable Washington law. 5.11 Presumption of Assent. A Director of the Corporation who is present at a meeting of the Board at which action on any corporate matter is taken shall be presumed to have assented to the action taken unless (1) his or her dissent or abstention is entered in the minutes of the meeting; (2) he or she files a written dissent or abstention to such action with the person acting as the secretary of the meeting before the adjournment thereof, or (3) he or she sends such dissent or abstention by email or first-class mail to the Board Chair Immediately after the adjournment of the meeting. Such right to dissent or abstain shall not apply to a Director who voted in favor of such action. ARTICLE VI COMMITTEES 6.1 Designation. The Board, by resolution adopted by a majority of the Directors In ofice, may designate and appoint one or more standing or temporary committees, each of which shall consist of two or more Directors. Such committees shall have and exercise the authority of the Board in the management of the corporation, subjectto 79854882.1 0201885-00001 --such-limitations as -may be prescribed by the Board, but no committee shall have the authority to: (a) Amend, alter or repeal these Bylaws; _ - (b) — Elect, appoint or remove any member of any committee or any Director or officer of the Corporation; (c) Amend the Articles of Incorporation; (d) 'Adopt a plan of merger or consolidation with anothercorporation; _ (e) Authorize lease or exchange of all or substantially all of the property and assets of the Corporation not in the ordinary course of business; (f) Authorize the voluntary dissolution of the Corporation or revoke proceedings therefor; (g) Adopt a plan for the distribution of the assets of the Corporation; or (h) Amend, alter or repeal'any resolution of the Board which by its terms provides that it shall not be amended, altered or repealed by a committee. The designation and appointment of any such committee and the delegation thereto of authority sha11 not operate to relieve the Board or any Individual Director of any responsibility imposed upon it, him, or her by law. 6.2 Standing Committees. 6.2.1 Executive Committee. The Executive Committee is comprised of the Board Chair, Vice - Chair, Secretary, Treasurer, Governance Chair, Fund Development Chair(s), Program Chair, Marketing and Communications Chair, and Immediate Past Board Chair, and shall meet at least quarterly. The Executive Committee shall (a) oversee the governance of the Corporation; (b) act on behalf of the Board in cases of emergencies; (c) monitor the activities of other committees; (d) monitor progress on the Corporation's Strategic Plan on a quarterly basis; (e) monitor the performance of the President and Chief Executive Officer; (f) cause the annual evaluation of the President and Chief Executive Officer; (g) review and adopt policies consistent with the Big Brothers Big Sisters of America's Standards of Practice; (h) provide risk management oversight for the Corporation; and (1) execute other duties assigned by the Board Chair. The Committee may develop job descriptions which at a minimum shall Include the duties described in the bylaws. The Chair of the Executive Committee shall be the Chair of the Hoard. 6.2.2 Finance Committee. The Finance Committee shall be comprised of at least three Directors. The Committee shall meet monthly and other times as deemed necessary by the Committee Chair. At a minimum, the committee shall (a) review periodic financial statements and evaluate financial performance; (b) cause to be prepared and recommend to the Board the annual budget of the Corporation; (c) select and engage independent auditors to perform an annual audit,of the Corporation, results of which shall be presented to the Board; (d) maintain the investment policy and determine appropriate investment vehicles and/or select appropriate fund management; (e) evaluate the performance of investment funds periodically; (f) provide support to the Chief Financial Officer; (g) review insurance policies annually; and (h) execute other 79954892.1 0201885-00001 duties assigned by the Board Chair. The Chair of the Finance Committee shall serve as the Treasurer. 6.2.3 Governance Committee. The Governance Committee shall be comprised of at least three Directors. The committee shall meet quarterly and other times as deemed necessary by the Committee Chair. The Committee shall (a) be responsible for the recruitment of new Directors; (b) monitor attendance and participation of individual Directors and make recommendations to the Executive Committee on each Director's term renewal; (c) cause the annual slate of officers to be developed; (d) monitor and ensure compliance with the Corporation's conflict of interest policy; and (e) execute other duties assigned by the Board Chair. 6.2.4 Program Committee. The Program Committee shall be comprised of at least three Directors. The Committee shall meet quarterly and other times as deemed necessary by the Committee Chair. The committee shall: (a) be responsible for monitoring all program activities including but not limited to retention and match support; and (b) perform other duties assigned by the Board Chair. 6.2.5 Fund Development Committee. The Fund Development Committee shall be comprised of at least three Directors. The Committee shall meet quarterly and other times as deemed necessary by the Committee Chair(s). The Committee shall create and oversee implementation of an Annual Fund Development Plan ("Plan") consistent with the Corporation's Strategic Plan. 6.2.6 Marketing.and Communications Committee. The Marketing and Communications Committee shall be comprised of at least three Directors. The Committee shall meet quarterly and other times as deemed necessary by the Committee Chair. The committee shall: (a) further the Big Brothers Big Sisters brand and general visibility; (b) shape the Corporation's messaging; and (c) provide support and direction to the Corporation on marketing -related issues. 6.3 Committee Meetings. Except as otherwise prescribed by the Board, committee meetings may be called only by the committee chair. Notice of the time and place of all committee meetings shall be given by the committee chair. The greater of one-third (1/3) of the authorized number of members of a committee or three (3) members shall constitute a quorum for the transaction of the business of such committee. The act of a majority of such quorum shall be the act of the committee. 6.4 Term, Removal. Committee members shall serve terms of one year or until their successors are appointed and confirmed. The Hoard at any meeting may fill vacancies on any committee arising from any cause. 6.5 Task forces and advisory committees. The Board may from time to time designate and appoint task forces to address issues arising outside the normal responsibilities of a standing committee and/or advisory committees to provide advice and information to the Board. A task force or advisory committee may consist of Directors or other individuals (e.g., qualified community 79854882.1 0201885-00001 volunteers) or both. The Board may not delegate any of its authority to manage the Corporation to any.task force or advisory committee, and no task force or advisory committee may exercise any such authority. The designation and appointment of any task force or advisory committee does not relieve the Board or any Director of any responsibility imposed by law. 6.6 Working Groups. Annually, the Board may authorize the formation of Working Groups to __ develop solutions related to the specfic needs of the Corporation at the time. Working Groups t:are.not Board Committees, and their activities will be reported regularly to the Board Chair and/or,President and Chief Executive Officer, as per any work plans., Any recommendations by the.Worldng Groups that require Board action will be discussed and voted upon by the Board of Directors. ARTICLE VII ACTIONS BY WRITTEN CONSENT IN LIEU OF MEETING 7.1 Any corporate action required or permitted by the Articles of Incorporation or Bylaws, or by the laws of the state of Washington, to be taken at a meeting of the directors of the Corporation or at a meeting of a committee of the Board may be taken without a meeting If a consent, In the form of a record setting forth the action so taken, is executed by all of the directors or all of members of -the committee, as the case may be, entitled to vote with respect to the subject matter thereof. Such consents may be executed in two or more counterpatts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same document. For purposes of these Bylaws, "executed" refers to a writing that Is signed or an email transmission that is sent with sufficient information to determine the sender's identity, Such consent shall have the same force and effect as a unanimous vote and may be described as such. A unanimous consent by the directors shall be inserted In the minute book as if it were the minutes of a meeting of the Board. ARTICLE VIII OFFICERS 8.1 officers EnL merated. The officers of the Corporation shall be a Chair, a Vice Chair, a Secretary, a Treasurer; and such other officers and assistant officers as may be deemed necessary by the Board. In addition to the powers and duties specified below, the officers shall have such powers and perform such duties as the Board may prescribe. 8.2 Chair. The Chair of the Board shall be subject to the Board's control and shall exercise the usual executive powers pertaining to the office of Chair. The powers and duties of the Chair shall include, but are not limited to: (a) presiding at all meetings and functions of the Corporation and the Board; (b) providing advice and direction to the President and Chief Executive Officer; and (c) causing the annual performance reviews of the President and Chief Executive Officer to be performed. The Chair shall perform all duties incident to the office of Chair and such other duties as may be assigned by the Board from time to time. 8.3 Vice Chalr. During -the absence or disability of the Chair, the Vice Chair shall exercise all the functions of the Chair. In the event the position of Chair becomes vacant, the Vice Chair shall 79854882.10201985.OMI 7 serve as Chair for the unexpired portion of the term. The Vice Chair shall have such powers and shall perform such other duties as may be assigned from time to time by the Chair or the Board. 8.4 SecrefidN. The Secretary shall review and approve the Board's meeting minutes. The Secretary - shall ensure that all notices are duly given in accordance with the provisions of these Bylaws or as required by law and shall perform such other duties as may be assigned from time to time by the Board Chair or the Board. 8.5 Treasurer. The Treasurer shall work In conjunction with the President and Chief Executive Officer, and the Chief Financial Officer to ensure the following: (a) that a statement of the financial condition of the Corporation is prepared, along with other fiscal reports as required, and is presented at the next regular meeting of the Board following the completion of such statement and reports; (b) that the input for the budget is coordinated, and that an annual budget for the fiscal year is prepared and presented to the Board for approval no later than January 315tof that fiscal year; (c) that recommendations for insurance coverage options are presented to the Board and that insurance policies are in force; (d) that the annual audit of the corporate books is presented to the Board following completion of the audited financial statement; and (e) that appropriate intemal controls are developed, implemented and monitored effectively. 8.6 Election and Term of Office. The Chair shall be elected to serve for one year. All other officers shall be elected annually at the regular or annual meeting prescribed for such purpose. Each officer shall serve until his or her successor Is duly elected or until such officer resigns. 8.7 Vacancies. At any meeting, Directors may fill vacancies in any office arising from any cause. 8.8 Removal. Any officer may be removed by the Board whenever in its judgment the best interests of the Corporation will be served thereby. Any officer whose removal has been proposed shall be given an opportunity to be heard by the Board. ARTICLE D( PRESIDENT AND CHIEF EXECUTIVE OFFICER: APPOINTMENT AND DUTIES 9.1 Appointment. The Board shall employ a President and Chief Executive Officer who shall work under the direction of the Board and have general direction and administrative responsibility for the implementation of the programs established by the Board. The President and Chief Executive Officer shall function within any policies or procedures as adopted or amended by the Board. 9.2 Duties. The duties of the President and Chief Executive Officer include, but are not limited to, recommending establishment of additional staff positions to the Board for approval, and, when approved, selecting, hiring, establishing compensation, supervising and terminating of such employees, within the limitations of any personnel policies adopted by the Board. The responsibilities shall include setting employee salaries consistent with the annual budget approved by the Board, and other authority delegated by the Board. 79854882.1 0201885-00001 na-_=wm9.3e; Ex-Ofcio Director. The President and Chief Executive Officer of the Corporation shall serve as a non -voting ex-offido member of the Board. 79954887-1 0201885-00001 ARTICLE X ADMINISTRATME AND FINANCIAL PROVISIONS 10.1 Contracts. The Board may authorize any officer or officers, the President and Chief Executive Officer, or any agent or agents to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Corporation. Such authority may be general or confined to specific instances and should be consistent with any Board -adopted policies and procedures. 10.2 Bank Accounts. All bank accounts, other depositories or investments shall be established in the name of the Big Brothers Big Sisters of Puget Sound. Withdrawals from such accounts shall require such signature(s) as may from time to time be required by the Board. Such person or persons as the Board shall from time to time delegate shall have the authority to invest funds In savings accounts, certificates of deposit, or other secure Investments so long as other funds are available to meet the obligations of the Corporation. 10.3 FiscaI Yl r. The Corporation's fiscal year shall be September 1 through August 31. 10.4 Audit The Board shall have an independent accounting firm audit the books and records of the Corporation annually as of the end of each fiscal year and provide a written report. Such audit report shall be presented to the Board at the next regular meeting held following the completion of the audit report. 10.5 Insurance. Adequate insurance coverage shall be maintained at all times, and shall include but not be limited to liability coverage, fire and property damage coverage on the buildings and related facilities, fidelity bonding of the persons authorized to receive or expend funds, liability and workers' compensation insurance for authorized paid employees, directors and officers insurance, and other insurance coverage as may be deemed to be in the best interest of the Corporation and as normally carried by an organization of this type. 10.6 Loans. No loans shall be contracted on behalf of the Corporation and no evidence of indebtedness shall be issued in its name unless authorized by a resolution of the Board. Such authority may be general or confined to specific instances. 10.7 Checks, Drafts, etc. All checks, drafts, or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Corporation shall be signed by the President and Chief Executive Officer or such officer or officers, or agent or agents, of the Corporation and in such manner as is from time to time necessary and consistent with Board policies and procedure or otherwise determined by resolution of the Board. 10.8 Loans Prohibited. No loans shall be made by the Corporation to any officer or to any Director. 10.9 Books and Records. The Corporation shall keep the following at its registered office or its principal office In Washington in the form of a record: a) Current Articles of Incorporation and Bylaws; b) Correct and adequate records of accounts and finances; c) A record of officers' and Directors' names and addresses; and 79854882.1 0201885-00001 10 -__ _ - -d)-- -::Minutes -of the proceedings of the Board, and any minutes that may be maintained by committees of the Board. n .10.10 Copies of! Resolutions. Any -person dealing with the Corporation may rely upon a copy of any of the records of,the.proceedings, resolutions or votes of the Board when certified by the Board Chair or Secretary.-; -10:11- Amendment of Bvlaws. These Bylaws may be altered, amended or repealed by an affirmative -vote oftwo-thirds (2/3) of the Directors in attendance at any meeting of the Board. Any proposed amendment shall be submitted to all Directors at least five (5) days before a scheduled Board meeting. 10:12 _ Amendment of Articles of InMoration. The Articles of Incorporation may be altered, amended or repealed by an affirmative vote or two-thirds (2/3) of the Directors in office -at any annual, regular or special meeting of the Board; provided, however, that ten (10) -days' notice must be given to each Director prior to the taking of any vote to,amend, - - alter or repeal the Articles of Incorporation; and provided further, that no amendment to - the Articles of Incorporation will be effective until articles of amendment are delivered to and ,filed by the secretary of state. 10.13 5everability. If any provision of these Bylaws or any application thereof shall be Invalid, unenforceable or contrary to applicable law, the remainder of the Bylaws, or the application of such provision to persons or circumstances other than those as to which it is held invalid, unenforceable or contrary to applicable law, shall not be affected thereby and shall continue in full force and effect ARTICLE XI INDEMNIFICATION 11A Decisions and actions of board members, when acting In good faith and within the scope of their responsibilities, which may cause legal liability shall be protected by Directors and Officers Liability Insurance maintained by the Corporation. ARTICLE XII DISSOLUTION 12.1 Upon dissolution of the Corporation, after all liabilities and obligations of the Corporation are paid, satisfied and discharged, or adequate provision has been made therefor, all remaining assets shall be distributed in the manner set forth in the Corporation's Restated Articles of Incorporation and in compliance with the Washington Not -For -Profit Corporation Act and the exempt organization provisions of the U.S. Internal Revenue Code. The ndersign certi f[es t res amended bylaws were adopted by the Board of the Corporation o 2020. 79854892.10201885400001 11 79854892.1 0201885-00001 12 It Q CERTIFICATE OF LIABILITY INSURANCE ��. DATE (MMIDD/YYYY) 01/26/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CO T T Christina Oakley NAME: The Partners Group Ltd HO iAANo (877) 455-5640 F�AxC N❑ ; (425) 455-6727 IL coakley@tpgrp.com RnnRESS.' 11225 SE 6th St. INSURERS AFFORDING COVERAGE NAIC # Suite 110 INSURERA : Alliance of Non -profits for Ins 10023 Bellevue WA 98004 INSURED INSURER B : INSURER C : Big Brothers Big Sisters of Puget Sound INSURER D : 1600 S Graham Street INSURER E : INSURER F- Seattle WA 98108 COVERAGES CERTIFICATE NUMBER: 22-23 GLAU XS WC REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED_ NOTWITH STAND ING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MM DIDYIY MMI DDIYYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE s 1,000,000 CLAIMS -MADE OCCUR PREN}IEESa occurrancs $ 500,000 MED EXP (Any one person) $ 20,000 PERSONAL & ADV INJURY $ 1,000,000 A Y 202213157 04/15/2022 04/15/2023 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 3,000,000 POLICY jELDT LOC PRODUCTS - COMP/OP AGG $ 3,000,000 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea occidan $ 1,000,000 BODILY INJURY (Per person) $ ANYAUTO A OWNED SCHEDULED AUTOS ONLY AUTOS 202213157 04/15/2022 04/15/2023 BODILY INJURY (Per accident) $ PROPERTYDAMA E Per acciden 5 HIRED NON -OWNED AUTOS ONLY x AUTOS ONLY 5 UMBRELLA LIAB OCCUR EACH OCCURRENCE $ 5,000.000 A EXCESS LAB M CLAIMS -MADE 202213157UMB 04/15/2022 04/15/2023 AGGREGATE $ 5,000.000 DED I X1 RETENTION s 10,000 $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? (Mandatory in NH) NIA 202213157 04/15/2022 04/15/2023 OT PER H- STATFI X ER WA Stop Gap E L. EACH ACCIDENT 1,000,000 $ E.L DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E. L, DISEASE- POLICY LIMIT 1,000,000 S DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) The City of Federal Way is an Additional Insured per attached form: Additional Insured Primary And Non -Contributory Endorsment for Publilc Entities ANI-RRG-E61 02 19 CERTIFICATE HOLDER CANCELLATION City of Federal Way City Hall 33325 8th Avenue South Federal Way SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE WA 98003-6325 ti @ 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD ALLIANCE OF ❑ NONPROFITS FOR INSURANCE A Head for Insuranca. A Heartfor Nonprofits. POLICY NUMBER: 2022-13157 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY ENDORSEMENT FOR PUBLIC ENTITIES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: City of Federal Way A. Section II —WHO IS AN INSURED is amended to include: 4. Any public entity as an additional insured, and the officers, officials, employees, agents and/or volunteers of that public entity, as applicable, who may be named in the Schedule above, when you have agreed in a written contract or written agreement presently in effect or becoming effective during the term of this policy, that such public entity and/or its officers, officials, employees, agents and/or volunteers be added as an additional insured(s) on your policy, but only with respect to liability for "bodily injury', "property damage" or "personal and advertising injury" caused, in whole or in part, by: a. Your negligent acts or omissions; or b. The negligent acts or omissions of those acting on your behalf, - in the performance of your ongoing operations. No such public entity or individual is an additional insured for liability arising out of the sole negligence by that public entity or its designated individuals. The additional insured status will not be afforded with respect to liability arising out of or related to your activities as a real estate manager for that person or organization. B. Section III — LIMITS OF INSURANCE is amended to include: 8. The limits of insurance applicable to the public entity and applicable individuals identified as an additional insured(s) pursuant to Provision A.4. above, are those specified in the written contract between you and that public entity, or the limits available under this policy, whichever are less. These limits are part of and not in addition to the limits of insurance under this policy. C. With respect to the insurance provided to the additional insured(s), Condition 4. Other Insurance of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS is replaced by the following: 4. Other Insurance a. Primary Insurance This insurance is primary if you have agreed in a written contract or written agreement: (1) That this insurance be primary. If other insurance is also primary, we will share with all that other insurance as described in c. below; or ANI-RRG-E61 02 19 Page 1 of 2 ALLIANCE OF ❑ l ompROFus FOR INSURANCE A Head far Insurance. A Heartfor Nonprof l.. POLICY NUMBER: 2022-13157 (2) The coverage afforded by this insurance is primary and non-contributory with the additional insured(s)' own insurance. Paragraphs (1) and (2) do not apply to other insurance to which the additional insured(s) has been added as an additional insured or to other insurance described in paragraph b. below. b. Excess Insurance This insurance is excess over: 1. Any of the other insurance, whether primary, excess, contingent or on any other basis: (a) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for ..your work"; (b) That is fire, lightning, or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (c) That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises temporarily occupied by you with permission of the owner; or (d) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of SECTION I — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE. (e) Any other insurance available to an additional insured(s) under this Endorsement covering liability for damages which are subject to this endorsement and for which the additional insured(s) has been added as an additional insured by that other insurance. (1) When this insurance is excess, we will have no duty under Coverages A or B to defend the additional insured(s) against any "suit" if any other insurer has a duty to defend the additional insured(s) against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the additional insured(s)' rights against all those other insurers. (2) When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self -insured amounts under all that other insurance. (3) We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Methods of Sharing If all of the other insurance available to the additional insured(s) permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any other the other insurance available to the additional insured(s) does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. ANI-RRG-E61 02 19 Page 2 of 2 ALLIANCE OF NONPROFITS FOR INSURANCE A Head for Insurance. A Heart for Nonprofits. ALLIANCE OF NONPROFITS FOR INSURANCE RISK RETENTION GROUP (AND www.insurancefomonprofits.org POLICY CHANGE THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMPANY: Alliance of Nonprofits for Insurance (13157) POLICY NUMBER: 2022-13157 NAMED INSURED: Big Brothers Big Sisters of Puget Sound POLICY CHANGE EFFECTIVE: 01/26/2023 COVERAGE PART AFFECTED COMMERCIAL GENERAL LIABILITY POLICY CHANGE#: 5 Page 1 The following additional insured(s) is/are hereby added to the policy: ANI-RRG-E61 Locations - ALL City of Federal Way $0 City Hall Federal Way, WA 98003-6325 ONLY AS RESPECTS TO Contract All other terms, limits and conditions remain the same ADDITIONAL PREMIUM $0 RETURN PREMIUM: $0 ENDORSEMENT PREMIUM $0 4 01 /26/2023 AUTHORIZED SIGNATURE M ALLIANCE OF ❑ NONPROFITS FOR INSURANCE A Head for Insurance. A Heartfor Nonprofits. POLICY NUMBER: 2022-13157 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY ENDORSEMENT FOR PUBLIC ENTITIES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: City of Federal Way A. Section II —WHO IS AN INSURED is amended to include: 4. Any public entity as an additional insured, and the officers, officials, employees, agents and/or volunteers of that public entity, as applicable, who may be named in the Schedule above, when you have agreed in a written contract or written agreement presently in effect or becoming effective during the term of this policy, that such public entity and/or its officers, officials, employees, agents and/or volunteers be added as an additional insured(s) on your policy, but only with respect to liability for "bodily injury', "property damage' or "personal and advertising injury" caused, in whole or in part, by: a. Your negligent acts or omissions; or b. The negligent acts or omissions of those acting on your behalf; in the performance of your ongoing operations. No such public entity or individual is an additional insured for liability arising out of the sole negligence by that public entity or its designated individuals. The additional insured status will not be afforded with respect to liability arising out of or related to your activities as a real estate manager for that person or organization. B. Section III — LIMITS OF INSURANCE is amended to include; 8. The limits of insurance applicable to the public entity and applicable individuals identified as an additional insured(s) pursuant to Provision A.4. above, are those specified in the written contract between you and that public entity, or the limits available under this policy, whichever are less. These limits are part of and not in addition to the limits of insurance under this policy. C. With respect to the insurance provided to the additional insured(s), Condition 4. Other Insurance of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS is replaced by the following: 4. Other Insurance a. Primary Insurance This insurance is primary if you have agreed in a written contract or written agreement: (1) That this insurance be primary. If other insurance is also primary, we will share with all that other insurance as described in c. below; or ANI-RRG-E61 02 19 Page 1 of 2 ALLIANCE OF ❑ NONPROFITS FOR INSURANCE A Head forInsurance. A Heart for Nonprofits. POLICY NUMBER: 2022-13157 (2) The coverage afforded by this insurance is primary and non-contributory with the additional insured(s)' own insurance. Paragraphs (1) and (2) do not apply to other insurance to which the additional insured(s) has been added as an additional insured or to other insurance described in paragraph b. below. b. Excess Insurance This insurance is excess over: 1. Any of the other insurance, whether primary, excess, contingent or on any other basis: (a) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; (b) That is fire, lightning, or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (c) That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises temporarily occupied by you with permission of the owner; or (d) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of SECTION I — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE. (e) Any other insurance available to an additional insured(s) under this Endorsement covering liability for damages which are subject to this endorsement and for which the additional insured(s) has been added as an additional insured by that other insurance. (1) When this insurance is excess, we will have no duty under Coverages A or B to defend the additional insured(s) against any "suit" if any other insurer has a duty to defend the additional insured(s) against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the additional insured(s)' rights against all those other insurers. (2) When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self -insured amounts under all that other insurance. (3) We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Methods of Sharing If all of the other insurance available to the additional insured(s) permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any other the other insurance available to the additional insured(s) does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. ANI-RRG-E61 02 19 Page 2 of 2 CITY QF • 33325 8t" Avenue South, Federal Way, WA 98003 Federal Way ❑New Vendor ❑X Update Form To add your business to our vendor file, or update information, please complete this form and mail to 33325 81 Ave South Federal Way, WA 98003 or fax #253-835-2509 or email accountspayabie<a cityoffederalway.com Business Leforniation (as shown on your federal tax return) 1. Business Name: 2. Contact Name: 3. Business Address: 4. 5. 6. 54 DBA (For office use only) VN#: City State r Remit To Address (if different): City/State Phone #: 216-Tx3"10(tom Fax # E-Mail: Will you provide suppplies or service to the City of Federal Way? ❑ Supplies 0 Services 7. City of Federal Way Staff/Department Contact Name: Zip Code Zip Code Business Tyne (Please Check appropriate bos for federal tale clas.rificatian ofpersordenktt entered on line 1) ❑ C Corporation ❑ S Corporation ❑ Partnership ❑ Government Agency ❑ Trust/Estate Non -Profit peexampr Exempt payee code) ❑ Sole Proprietor Federal ID/EIN # (9 digits) Federal ID # (9 digits) or Social Security Number If you are not a corporation, is your Business subject to 1099 reporting? State of Washington U. B. I. # (u 0 0 11 S - qL i ❑ Yes ❑ No ❑ Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=Partnership) > Note: Check the appropriate box in the line above for the tax classification of the single -member owner. Do not check LLC if the LLC is classified as a single -member LLC that is disregarded from the owner unless the owner of the LLC is another LLC that is not disregarded from the owner for US federal tax purposes. Otherwise, a single -member LLC that is disregarded from the owner should check the appropriate box for the tax classification of its owner. ❑ Other (see instructions)> Exemptions (codes apply only to certain entitles, not individuals; see instruction) Exempt payee code (if any) Exemption from FATCA reporting code (if any) Certification: Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and 2. I am not subject to backup witholdin because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that [am subject to backup withholding as a result of a failure to report ail interest or dividends, or (c) the IRS has notified me that I am no longer soject to back-up witholding; and 3. I am a US citizen or other U.S. person (defined below); and 4. The FATCA cod Is) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Internal Rrvenue ScMce dues not renuire vourlonsent to anv arovi.Mnn of this document other than the certification required to avoid backup withholding Here r Sin Date> For information call: 253.835.2525 or Fax: 253.835.2509 or e-mail: accountslavablei`a.cityoff'ederaiway.com Rev 1 2021 Request for Taxpayer Give Form to the FormWM9 (Rev_ October2018) Identification Number and Certification requester. Do not Department of the Treasury send to the IRS. Internal Revenue Service 0- Go to www.irs.gov/FormW9 for instructions and the latest information. 1 Name (as shown on your Income taxeatum). Name is required on this line; do not leave this llne blank. Big Brothers Big Sisters of Puclet Sound 2 Business nameldlsregarded entity name, if different from above co 3 Check appropriate box for federal tax classification of the person whose name is entered on line 1. Check only one of the P Y 4 Exemptions codes apply only to P ( PPY Y following seven boxes. certain entities, not individuals; see a instructions on page 3): o ❑ Individual/sole proprietor or ElC Corporation ❑ S Corporation ❑ Partnership ❑ Trust/estate c single -member LLC Exempt payee code (if any) a❑ Limited liability company. Enterthe tax classification (C=C corporation, S=S corporation, P=Partnership) !• `o 2 Note: Check the appropriate box in the line above for the tax classification of the single -member owner. Do not check Exemption from FATCA reporting * w c L LLC if the LLC is classified as a single -member LLC that is disregarded from the owner unless the owner of the LLC is code if an ( Y) another LLC that is not disregarded from the owner for U.S. federal tax purposes. Otherwise, a single -member LLC that a o is disregarded from the owner should check the appropriate box for the tax classification of its owner. .0 m 0 Otherwise Instructions) 11- Nonprofit corporation exempt under IRC 501 c 3 (Applies to accounts maintained outside the U.S.) 5 Addres., (number, street, and apt. or suite no.) See instructions. Requester's name and address (optional) cn 1600 South Graham Street 6 City, state, and ZIP code Seatde: WA 98108 7 List account numbar(s) here (optional) Taxpayer Identification Number (UN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid social security number backup withholding. For individuals, this is generally your social security number (SSNHowever, fora m resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN, later. or Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and Employer identification number Number To Give the Requester for guidelines on whose number to enter. jI Certification Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3. 1 am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured prope , cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, yotg are not�quired topign the certification, but you must provide your correct TIN. See the instructions for Part II, later. Sin Signature Here I U.S. perso /{ ,4 M V �fl V� V V ([ /�I� 1 Date 1- V 1 1 ! l 1 LYE 2:— General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Future developments. For the latest information about developments related to Form W-9 and its instructions, such as legislation enacted after they were published, go to www.irs.gov/FormW9. Purpose of Form An individual or entity (Form W-9 requester) who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following. • Form 1099-INT (interest earned or paid) • Form 1099-DIV (dividends, including those from stocks or mutual funds) t • Form 1099-MISC (various types of income, prizes, awards, or gross proceeds) • Form 1099-B (stock or mutual fund sales and certain other transactions by brokers) • Form 1099-S (proceeds from real estate transactions) • Form 1099-K (merchant card and third party network transactions) • Form 1098 (home mortgage interest), 1098-E (student loan interest), 1098-T (tuition) • Form 1099-C (canceled debt) • Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not return Form W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding, later. Cat. No. 10231X Form W-9 (Rev. 10-2018)