AG 19-086 - WSTIB RETURN TO: PW ADMIN EXT: 2700 ID#: .SO l!/
CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM
1._ ORIGINATING DEPT/DIV: PUBLIC WORKS/ !-�
2. ORIGINATING STAFF PERSON: Y i‘ C ✓t-PrYt EXT: G 3. DATE REQ.BY:
3. TYPE OF DOCUMENT(CHECK ONE):
❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ)
o PUBLIC WORKS CONTRACT 0 SMALL OR LIMITED PUBLIC WORKS CONTRACT
o PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT
❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG
o REAL ESTATE DOCUMENT 0 SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS)
s o ORDINANCE ❑ RESOLUTION
%CONTRACT AMENDMENT(AG#): ❑ INTERLOCAL
OTHER g:tirmt-- le jerean\Q"u+-
4. PROJECT NAME: erinip - , Sfaejt
5. NAME OF CONTRACTOR: A '1 AI ,
ADDRESS: (# i.1'_/,1110.1 a , IL & a, .tom Y Ij TELEPHONE:
E-MAIL:,e3 r� _• / '1A/ I r FAX:
SIGNATURE N E:i( • S. ii TITLE: Me? ` ,9A ,
6. EXHIBITS AND ATTACHMENTS:0 SCOPE,WORK OR SERVICES 0 COMPENSATION 0 INSURANCE REQUIREMENTS/CERTIFICATE 0 ALL OTHER
REFERENCED EXHIBITS 0 PROOF OF AUTHORITY TO SIGN 0 REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS
CFW LICENSE# BL,EXP. 12/31/] UBI# ,EXP. / �J/�
7. TERM: COMMENCEMENT DATE: gla 1 1 COMPLETION DATE: � GE/ ___
8. TOTAL COMPENSATION:$ /11, A P# LM 42Ult< (INCLUDE EXPENSES AND SALES TAX,IF ANY)
([F CALCULATED ON HOURLY L, :0R. H• 4 -ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES)
REIMBURSABLE EXPENSE: ❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $
IS SALES TAX OWED: o YES ❑NO IF YES,$ PAID BY: o CONTRACTOR 0 CITY
RETAINAGE: RETAINAGE AMOUNT: ,( ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED
O PURCHASING: PLEASE CHARGE To: 1V/h
9. DOCU ENT/CONTRACT REVIEW INITIAL/ II ATE REVIE 1 INITIAL/DATE APPROVED
PROJECT MANAGER IAi ;1' 'NMI
'DWISION MANAGER Aiglailargr
fDEPUTY DIRECTOR Al.4 G. l
DIRECTOR
RISK MANAGEMENT (IF APPLICABLE)
XLAW DEPT �/% _ I
10. COUNCIL APPROVAL([F APPLICABLE) SCHEDULED COMMITTEE DATE: �rir COMMITTEE APPROVAL DATE:
SCHEDULED COUNCIL DATE: / COUNCIL APPROVAL DATE:
11. CONTRACT SIGNATURE ROUTING +42-31(C� DATE REC'D: Jf/.lit 41
ASENTTO VENDOR/CONTRACTOR DATE SENT: 6 I-IJ
o ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE,LICENSES,EX IBITS
o 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
m--101wANCP DEPARTMENT C-
i
..i
XSIGNATOI MA R) 14 , � 9n-
❑ CITY CLERK l:PIERO 1� ,p
ASSIGNED AG# AG# 1 -apo 4
SIGNED COPY RETURNED DATE SENT: 5.99-Rik
LT[!44,14Rii Cf
COMMENTj
EXECUTE" ORIGINALS A l ' iii � / srapjeic
1/2018
Washington State Transportation Improvement Board C-P-113(001)-1
Complete Streets Award Grant Agreement
City of Federal Way
C-P-113(001)-1 RFS
Complete Streets Award APR /v�
1 40
STATE OF WASHINGTON �' S/� ?°49
TRANSPORTATION IMPROVEMENT BOARD
AND
CITY OF FEDERAL WAY
GRANT AGREEMENT
THIS GRANT AGREEMENT ("Agreement") is made and entered into between the
WASHINGTON STATE TRANSPORTATION IMPROVEMENT BOARD ("TIB") and the CITY OF
FEDERAL WAY, a Washington state municipal corporation ("RECIPIENT").
WHEREAS, the TIB has developed a grant program, Complete Streets, to provide for the retrofit
of streets and roads ("Project") for eligible cities, towns, and counties to provide access to all
users, including bicyclists, pedestrians, motorists, and public transportation riders, and
WHEREAS, the above-identified RECIPIENT is eligible to receive a Project grant
pursuant to
ordinance 12-718 and that it has the legal authorityto receive suchgrant and to perform the
9
Project pursuant to the terms of this grant
NOW, THEREFORE, pursuant to chapter 47.26 RCW, RCW 47.04.320, and WAC 479-10-500
et seq, the above recitals that are incorporated herein as if fully set forth below, and in
consideration of the terms, conditions, and performances contained herein, and the attached
Exhibits, if any, which are made a part hereof,
IT IS MUTUALLY AGREED AS FOLLOWS:
1. GRANT
TIB agrees to grant funds in the amount of ONE HUNDRED THOUSAND AND NO/100 dollars
($100,000) for the Project pursuant to the terms contained herein, and the RECIPIENT agrees
to accept such grant funds and agrees to perform and be subject to the terms and conditions of
this Agreement.
2. PROJECT AND BUDGET
The Project shall provide for the retrofit of identified streets or roads on the RECIPIENT's
approved work plan. In accordance with applicable laws and ordinances, the RECIPIENT
agrees to enter into an agreement with an independent contractor and/or material providers, or
otherwise provide for the Project work plan to be completed by the RECIPIENT's own forces.
The RECIPIENT further agrees that it shall be solely responsible for and shall pay its
independent contractor and/or material providers. If RECIPIENT uses its own forces, it shall be
solely responsible for paying the costs thereof. Under no circumstances shall the TIB be
responsible to any third party for the payment of labor or materials used in completing the
Project work plan. The Project work plan may be amended by the Parties, pursuant to Section
7.
3. PROJECT WORK PLAN AND DOCUMENTATION
Complete Streets Grant Agreement Page 1 of 5 December 2016
4.0"•-4)
ion C-P-113(001)-1
0
CompleteWashington Streets
State AwardTransportatGrantImprovement AgreementBoard
The RECIPIENT agrees to and shall make reasonable progress and submit timely Project
documentation, as applicable, throughout the term of this Agreement and Project.
Required documents include, but are not limited to the following:
a) Project work plan describing eligible items with estimated costs;
b) Documentation to support all costs expended on the Project work plan; and
b) Project work plan Closeout Form.
4. PAYMENT AND RETURN OF GRANT FUNDS
TIB will pay the full grant award to the RECIPIENT after TIB approves the Project work plan and
the Parties fully execute this Agreement; provided that there are legislatively appropriated funds
available. The RECIPIENT agrees that it shall hold the grant funds in a separate and identifiable
account and only use said funds to pay the actual direct and related indirect costs of the
approved Project work plan. Grant funds not expended on approved Project work plan items
within three years of the date of TIB's Grant approval shall be returned to TIB within ninety (90)
days after receipt of TIB's written notification.
5. USE OF COMPLETE STREETS GRANT FUNDS
RECIPIENT agrees that the grant funds shall only be used to complete the approved Project
work plan. Otherwise, RECIPIENT is subject to the Default and Termination provisions of
Section 9.
6. RECORDS MAINTENANCE
6.1 The RECIPIENT shall maintain books, records, documents, data and other evidence
relating to this Agreement and performance of the Project work plan, including but not limited to
accounting procedures and practices which sufficiently and properly reflect all actual direct and
related indirect costs of any nature expended in the performance of this Agreement.
RECIPIENT shall retain such records for a period of six years after the completion of the Project
work plan and TIB's acceptance of the Project work plan Closeout Form. At no cost to TIB,
these records shall be provided when requested; including materials generated under the
Agreement, and shall be subject at all reasonable times to inspection, review or audit by TIB
personnel, the Office of the State Auditor, and federal and state officials so authorized by law,
regulation or agreement.
6.2 If any litigation, claim or audit is started before the expiration of the six (6) year period,
the records shall be retained until all litigation, claims, or audit findings involving the records
have been resolved.
7. REVISIONS TO THE PROJECT WORK PLAN
RECIPIENT may request revisions to the Project work plan, including the addition or removal of
items. Requests must be made in writing, and TIB, in its sole discretion, will determine whether
to accept the proposed revisions. Should the TIB approve a Project work plan revision, the
Parties shall amend this Agreement pursuant to Section 14. The RECIPIENT shall be solely
responsible for all costs incurred in excess of the Agreement grant award.
Complete Streets Grant Agreement Page 2 of 5 December 2016
li
Washington State Transportation Improvement Board C-P-113(001)-1
kt Complete Streets Award Grant Agreement
8. TERM OF AGREEMENT
This Agreement shall be effective upon execution by the Parties and shall continue through
closeout of the grant amount, or amendment thereof, or unless terminated as provided herein.
In no event shall the Agreement term exceed three years, unless extended by Agreement
amendment pursuant to Section 14.
9. NON-COMPLIANCE, DEFAULT AND TERMINATION
9.1 NON-COMPLIANCE
a) In the event TIB determines, in its sole discretion, the RECIPIENT has failed to
comply with the terms and conditions of this Agreement and applicable rules under WAC
479-10-500 et seq, TIB shall notify the RECIPIENT, in writing, of RECIPIENT's non-
compliance.
b) RECIPIENT shall provide a written response within ten (10) business days of
receipt of TIB's notice of non-compliance, which shall include either a detailed plan to
correct the non-compliance, a request to amend the Project work plan, or a denial
accompanied by supporting documentation. An agreement to amend the Project work
plan must be pursuant to Sectionl4.
c) RECIPIENT shall have thirty (30) days in which to make reasonable progress
toward compliance pursuant to its Project work plan to correct or implement an
amendment to the Project work plan.
d) Should RECIPIENT dispute non-compliance, TIB will investigate the dispute and,
in its sole discretion, TIB may require the RECIPIENT to stop incurring additional Project
work plan costs during the investigation. Should TIB require the RECIPIENT to stop
incurring additional costs to be paid with the grant funds, the RECIPIENT shall be solely
obligated for paying any additional costs incurred by such suspension of work, contractor
claims, or litigation costs; such costs cannot be paid for with grant funds.
9.2 DEFAULT
RECIPIENT is in default if TIB determines, in its sole discretion, that:
a) RECIPIENT is not making reasonable progress toward correction and
compliance with this Agreement and the Project work plan;
b) TIB denies the RECIPIENT's request to amend the Project work plan; and
c) After investigation, TIB confirms RECIPIENT'S non-compliance.
9.3 TERMINATION
a) In the event of default as determined pursuant to Section 9, TIB shall serve
RECIPIENT with a written notice of termination of this Agreement, which may be served
in person, by email or by certified letter. Upon service of notice of termination, the
RECIPIENT shall immediately stop incurring costs chargeable against the grant funds
and/or take such actions necessary as may be directed by TIB to protect TIB's grant
funds.
b) In the event of termination, the RECIPIENT may be liable for damages as
authorized by law including, but not limited to, repayment of all grant funds.
Complete Streets Grant Agreement Page 3 of 5 December 2016
Washington State Transportation Improvement Board C-P-113(001)-1
Complete Streets Award Grant Agreement
c) The rights and remedies of TIB provided in this Agreement are not exclusive and
are in addition to any other rights and remedies provided by law.
10. DISPUTE RESOLUTION
a) The Parties shall make good faith efforts to quickly and collaboratively resolve any
dispute arising under or in connection with this Agreement. The dispute resolution
process outlined in this Section applies to disputes arising under or in connection with
the terms of this Agreement.
b) Informal Resolution. The Parties shall use their best efforts to resolve disputes promptly
and at the lowest organizational level.
c) In the event that the Parties are unable to resolve the dispute, the Parties shall submit
the matter to non-binding mediation facilitated by a mutually agreed upon mediator. The
Parties shall share equally in the costs of the mediator.
d) Each Party agrees to participate to the fullest extent possible and in good faith in
resolving the dispute in order to avoid delays or additional incurred cost to the Project
work plan.
e) The Parties agree that they shall have no right to seek relief in a court of law in
accordance with Section 11, until and unless the Dispute Resolution process has been
exhausted.
11. GOVERNANCE, VENUE, AND ATTORNEYS FEES
This Agreement shall be construed and interpreted in accordance with the laws of the state of
Washington and venue of any action brought hereunder shall be in the Superior Court for
Thurston County. The Parties agree that each Party shall be responsible for its own attorneys'
fees and costs.
12. INDEMNIFICATION, HOLD HARMLESS, AND WAIVER
12.1 RECIPIENT, shall protect, defend, indemnify, and save harmless the TIB, its officers,
officials, employees, and authorized agents, while acting within the scope of their employment
as such, from any and all costs, claims, judgments, and/or awards of damages (both to persons
and/or property), arising out of, or in any way resulting from, RECIPIENT'S negligent acts or
omissions which may arise in connection with its performance under this Agreement.
RECIPIENT shall not be required to indemnify, defend, or save harmless the TIB if the claim,
suit, or action for injuries, death, or damages (both to persons and/or property) is caused by the
sole negligence of TIB; provided that, where such claims, suits, or actions result from the
concurrent negligence of the Parties, or involves those actions covered by RCW 4.24.115, the
indemnity provisions provided herein shall be valid and enforceable only to the extent of
RECIPIENT's own negligence
12.2 RECIPIENT agrees that its obligations under this section extends to any claim, demand
and/or cause of action brought by, or on behalf of, any of its officers, officials, employees or
authorized agents. For this purpose, RECIPIENT, by mutual negotiation, hereby waives, with
respect to TIB only, any immunity that would otherwise be available to it against such claims
under the Industrial Insurance provisions of Title 51 RCW.
Complete Streets Grant Agreement Page 4 of 5 December 2016
Washington State Transportation Improvement Board C-P-113(001)-1
•
Complete Streets Award Grant Agreement
12.3 The obligations of this indemnification and waiver Section shall survive termination of
this Agreement.
13. ASSIGNMENT
The RECIPIENT shall not assign or transfer its rights, benefits, or obligations under this
Agreement without the prior written consent of TIB. The RECIPIENT is deemed to consent to
assignment of this Agreement by TIB to a successor entity. Such consent shall not constitute a
waiver of the RECIPIENT's other rights or obligations under this Agreement.
14. AMENDMENTS
This Agreement may be amended by mutual agreement of the Parties. Such amendments shall
not be binding unless they are in writing and signed by persons authorized to bind each of the
Parties.
15. INDEPENDENT CAPACITY
The RECIPIENT shall be deemed an independent contractor for all purposes and the
employees of the RECIPIENT or any of its contractors, subcontractors, and employees thereof
shall not in any manner be deemed employees of TIB.
16. ENTIRE AGREEMENT
This Agreement, together with the Exhibits, if any, the provisions of chapter 47.26 RCW, chapter
479 WAC, and TIB Policies, constitute the entire Agreement between the Parties and
supersedes all previous written or oral agreements between the Parties. RECIPIENT agrees to
abide by all applicable federal, state and local laws, ordinances, and rules when performing
under the terms of this Agreement.
RECIPIENT Transportation Improvement Board
• A.04f/Lu\vo,A52,
411n
Chief xecutive O icer ñDj' Date
1 i4S(4,GCS1 Vc6 Lai+
Print Name Print Name
Approved as to Form
By:
ANN E. SALAY
Senior Assistant Attorney General
NOTE: Any changes to the terms of this Agreement
shall require further approval of the Office of the
Attorney General
Complete Streets Grant Agreement Page 5 of 5 December 2016
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