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AG 20-072 - Phenomenal She RETURN TO: Sarah Bridgeford EXT: 2650 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: CD/CS 2. ORIGINATING STAFF PERSON: Sarah Bridgeford EXT: 2650 3. DATE REQ,BY: 1/30/2020 4. TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT X PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT 9 HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT(AG#): ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: Phenomenal She and Game of Life:An After School Program 6. NAME OF CONTRACTOR: Phenomenal She ADDRESS: 1632 SW Dash Point Rd.Federal Way,WA 96023 TELEPHONE 253-237-2411 E-MAIL:carleciabell@phenomentalsheorg FAX: SIGNATURE NAME: TITLE Executive Director 7. EXHIBITS AND ATTACHMENTS:Q SCOPE,WORK OR SERVICES IN COMPENSATION ® INSURANCE REQUIREMENTS/CERTIFICATE LTJ ALL OTHER REFERENCED EXHIBITS A PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: January 1,2020 COMPLETION DATE: June 30,2020 9. TOTAL COMPENSATION$$35,892.00 (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE:❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ®YES ONO IF YES,$ PAID BY:❑CONTRACTOR❑CITY RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWD INITIAL/DATE APPROVED ❑ PROJECT MANAGER ❑ DIRECTOR z` ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW w 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING /� ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: N /y O 0 DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTI MCAT ,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.) INI AL/DATE 1GNED ❑ I A"], DEPARTMENT Cy I C 'A-[-(-)I'Y(MAYOR OR DIRECTOR) ❑ CITY CLERK ❑ ASSIGNED AG# AG# ❑ SIGNED COPY RETURNED DATE SENT: COMMENTS: 2/2017 ` CITY OF CITY HALL Federal Way 8th Avenue South Feder Federal Way,WA 98003-6325 (253) 835-7000 www.cFWflederahmyr corn HUMAN SERVICES AGREEMENT FOR PHENOMENAL SHE AND GAME OF LIFE: AN AFTER SCHOOL PROGRAM This Human Services Agreement("Agreement")is made between the City of Federal Way,a Washington municipal corporation("City"),and Phenomenal She,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: PHENOMENAL SHE: CITY OF FEDERAL WAY: Carlecia Bell Sarah Bridgeford 1632 SW Dash Point Rd. 33325 8th Ave. S. Federal Way, WA 98023 Federal Way, WA 98003-6325 (253) 237-2411 (telephone) (253) 835-2650 (telephone) CarleciaBellaphenomenalshe.org I Sarah.Bridgeford@ci!yoffederalway.com The Parties agree as follows: I. TERM.The term of this Agreement shall be for a period commencing on January 1,2020 and terminating on June 30, 2020("Term").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.Additionally,the Agency shall perform in accordance with the provisions of the Services Contract between the City and the Washington State Department of Commerce ("Services Contract"), which is Exhibit C, attached here to and incorporated by this reference, to the same standards of professional practice previously stated.The 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 - 3/2017 4SCITY OF CITY HALL Federal Way 33325 8th Avenue South Federal Way,WA 98003003 -6325 (253)835-7000 www cityoffederalway com 4.2 Method of Payment. On no more than a monthly basis, the Agency shall submit to the City an invoice for payment on a form provided by the City along with supporting documentation for costs claimed in the invoice and all reports as required by this Agreement. Payment shall be made on a no less than quarterly basis by the City only after the Services have been performed and within forty-five (45) days after the City's receipt and approval of a complete and correct invoice, supporting documentation, and reports. The City will use the quantity of Services actually delivered, as reported on the 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 month and/or quarter,the City reserves the right to adj ust 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 Community 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,supporting documentation,and reports are not submitted by the last date specified in Exhibit B,the City shall be relieved of all liability for payment to the 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 Budget.The Agency shall apply the funds received from the City under this Agreement in accordance with the line item budget set forth in Exhibit B.The Agency shall request in writing prior approval from the City to revise the line item budget when the cumulative amount of transfers from a line item in any Project/Program Exhibit is expected to exceed ten percent(10%)of that line item.Supporting documents are necessary to fully explain the nature and purpose ofthe revision,and must accompany each request for prior approval.All budget revision requests in excess of 10%of a line item amount shall be reviewed and approved or denied by the City in writing. 4.5 Non-Appropriation 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. HUMAN SERVICES AGREEMENT - 2 - 3/2017 CITY OF CITY HALL Fe d e ra l Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway com 5.3 City ndenmi f cation.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. 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 $1,000,000 for each occurrence and$2,000,000 general aggregate. b. Workers'compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; C. Automobile liability insurance covering all owned, non-owned, hired and leased vehicles with a 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 Liability.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 ofthis Agreement shall be considered confidential subject to applicable laws.Breach of confidentiality by the Agency may be 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. HUMAN SERVICES AGREEMENT - 3 - 3/2017 CITY OF CITY HALL Fe d e ra I Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253)835-7000 www.cityoffederal way.com 9. BOOKS N 1) 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 may be subject,at all reasonable times,to inspection,review or audit by the City,its authorized representative,the State Auditor,the Department of Commerce, or other governmental officials authorized by law to monitor this Agreement. 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. CONFLICT OF INTER ST.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 OPPORTUNITY 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 I nterpretat i o n ci n J M od 11-1 cat i o i i. 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 ofthe 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 HUMAN SERVICES AGREEMENT - 4 - 3/2017 CITY OF CITY HALL Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cifyofiederalway com 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. 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 ofthe 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 of this Agreement and each and all of its provisions in which performance is a factor.Adherence to completion dates set forth in the description of the Services is essential to the 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 ofthe 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 ofresolving 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 ofthe 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 - 3/2017 CITY OF CITY HALL Fed a ra t Way Feder 8th Avenue South 8003 Federal Way,WA 98003-6325 (253) 835-7000 wwwv.ci4o federahvay.com IN WITNESS,the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST: Jiro 10ayor St66habe Courtney, CMC, (I Clerk APPROVED AS TO FORM: DATE: ay (%L"a J. Ryan Call, City Attorney PHENOMENAL SHE: By: &I --- Printed Name: Title: Ci YV D 1 �I DATE: O "I "1 so STATE OF WASHINGTON ) ) ss. COUNTY OF01 On this day personally appeared before me ay kc s a to me known to be the _Kc"Chvf of 1)0e,10ff e*-1CJ S;V-)g that executed the foregoing instrument,and acknowledged the said instrument to be the free and voluntary act and deed of said corporation,for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this 2q�4 day of AD rl , 20Z � V N 0 Notary's signature ,+ <- � ;. Notary's printed name r'yi6*i A X • �;,• ,; Notary Public in and for the State of Washington. 1•�''.`- My commission expires 00 C. HUMAN SERVICES AGREEMENT - 6 - 3/2017 ` Clrr of CITY HALL AlllFederal WayVaal 8th Avenue South Federal Way,WA 98003-6325 Feder (253) 835-7000 www cityotfederatway.com EXHIBIT A SERVICES Proiect Summary The Agency shall provide after school services that are designed to be culturally relevant to people of color and provided to middle school and high school aged youth and young adults of color in the City of Federal Way. The Agency will offer curriculum-based life skills, behavioral health counseling, and homework assistance. The Agency will contract with Game of Life as a subcontractor to offer behavioral modification techniques, conflict resolution, and group counseling. 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: Monthly Total No. of unduplicated Federal Way persons assisted in 2020 1-2 10 B. Units of Service The Agency agrees to provide, at minimum,the following units of service by quarter: Monthly Total 2020 1. Group Sessions 8 48 2. Attendance at Group Sessions 80 480 3. Field Trips 0-1 2 C.Definition of Services 1. Group Sessions: Groups sessions include curriculum-based workshops, homework assistance, counseling, and mentoring.An average of two (2) sessions are provided per week. Each session is a minimum of one hour. 2. Attendance at Group Sessions: The number of youth who attend per session. Youth and young adults will be counted for each session they attend and may be duplicated(counted more than once over the period of the agreement). 3.Field Trips: Quarterly activities provided to build relationships while offering unique experiences. HUMAN SERVICES AGREEMENT - 7 - 3/2017 ` CITY OF CITY HALL Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253)835-7000 www.cltyuffeder'74vay com D. Performance Measure(s) Outcome(s)to be reported: 1. Increased employment and educational attainment: measured by job placements and school enrollment. E. Service and Performance Documentation and Recordkeeping The Agency shall document service performance, as well as related expenses,to reflect that funding for Expanded Learning and Career Development is being provided from the Department of Commerce via a contract with the City of Federal Way. Each requires distinct and separate documentation to identify how funds are used and that the use if consistent with the Grant Agreement and this Agreement. 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. Records documenting that costs reimbursed with funding provided under this Scope are allowable. Such records include, but are not limited to: ■ for personnel costs,payroll for actual salary and fringe benefit costs. ■ for staff travel, documentation of mileage charges for private auto use must include: a) destination and starting location, and b)purpose of trip; and ■ for copy machine use,postage,telephone use, and office supplies when these costs are shared with other programs and no invoice is available, log sheets or annotated invoices. 9. Documentation of client address; residency verified via King County Parcel Viewer. HUMAN SERVICES AGREEMENT - 8 - 3/2017 4SCITY OF CITY HALL 33325 8th Avenue South Federal Way,WA 98003-6325 Federal Way (253)835-7000 www ci"ffederalway.com 10. 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 2019 Income Limits Summary (effective 412412019) FY 2019 Median Income Income 1 2 3 4 5 6 7 8 King County Limit Person Persons Persons Persons Persons Persons Persons Persons _ Category Extremely Low (30%) $23,250 $26,600 $29,900 $33,200 $35,900 $38,550 $41,200 $43,850 Income Limits Very Low $108,600 (50%) $38,750 $44,300 $49,850 $55,350 $59,800 $64,250 $68,650 $73,100 Income Limits Low (80%) 61,800 $70,600 $79,450 $88,250 $95,350 $102,400 $109,450 $116,500 Income Lim its The Agency agrees to use updated Income Guidelines which will be provided by the City. Reports and Repot-ting-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 June 30 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 June 30 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 and the Washington State Department of Commerce. HUMAN SERVICES AGREEMENT - 9 - 3/2017 ` CITY OFederal �� CITY HALL Way 33325 8th Avenue South Federal Way,WA 98003003 -6325 (253) 835-7000 www.ci"ffecteralway.com EXHIBIT B COMPENSATION Project Budget The Agency shall apply the following funds to the project in accordance with the Line Item Budget Summary, detailed below. The total amount of reimbursement pursuant to this Agreement shall not exceed Thirty-Five Thousand Eight Hundred Ninety-Two Dollars and 00/100. ($35,892.00). A. City of Federal Way Funds 2020 City of Federal Way(Dept. of Commerce Funds): $35,892.00 Total City of Federal Way Funds: $35,892.00 B. Line Item Budget 2020 Personnel Services (detail below) $7,201.40 Office or Operating Supplies $1,200.00 Food $2,400.00 Communications $1,000.00 Field Trips and Transportation $2,500.00 Professional Services tGame of Life) $16,151.40 Other(specify): Software'_Tools/Marketing $1,850.00 Administration(Overhead) $3,589.20 Total City of Federal Way Funds: $35,892.00 C. Personnel Detail Position Title Position Full Annual Salary HS Funds Time E uivalent and Benefits Executive Director 0.06 $80,000.00 $5,000.00 Administrative Assistance 0.13 $17,472.00 $2,201.40 Total: 1 0.19 $97,472.00 $7,201.40 Reimbursement Requests and Service Unit Report forms shall be submitted no less frequently than monthly and are due on the 15'h of each month, but not less than the following dates: 1 st Quarter:April 15 or within 10 days of notice to proceed,whichever is later; 2nd Quarter:Final Reimbursement Request and Service Unit Report forms due June 15; and Demographic Data Report and Annual Outcome Data Report with supporting documentation due June 30. The Agency shall submit Reimbursement Requests in the format requested by the City. Reimbursement Requests Invoices shall include a copy of the Service Unit Report and any supporting documents for the billing period. HUMAN SERVICES AGREEMENT _ 10 - 3/2017 ` CITY OF CIN HALL Federal Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253) 835-70700 www. corn Estimated Monthly Payments: 2020 Monthly $5,982.00 Expenses must be incurred prior to submission of reimbursement requests. Proof of expenditures must be attached to the reimbursement request for invoice to be approved. Reimbursement requests shall not exceed the estimated payment without prior written approval from the City. Estimated monthly payments are contingent upon meeting or exceeding the above performance measure(s) for the corresponding month. 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. Conditions of Fundin The Agency agrees that it will meet the specific funding conditions identified for the Agency and acknowledges that payment to the Agency will not be made unless the funding conditions are met. HUMAN SERVICES AGREEMENT - 11 - 3/2017 nr Department o Services Contract with City of Federal Way Through Community Economic Opportunities Unit For Pilot Program to support and supplement after-school educational and recreational activities to provide a safe environment for local community youth Start date: July, 1, 2019 THIS PAGE INTENTIONALLY LEFT BLANK S20-32102-01 2 Table of Contents Special Terms and Conditions ................................................................................... ,....1 FaceSheet........................................................................................................ -.. 1 1. Contract Management .............................................................................2 2. Compensation..........................................................................................2 3. Billing Procedures and Payment.......................................................... ...2 4. Subcontractor Data Collection..................................................................3 5. Insurance.................................................................................................3 6. Order of Precedence................................................................................3 General Terms and Conditions .................................................................. ....................4 1. Definitions................................................................................................4 2. Access to Data ........................................................................................4 3. Advance Payments Prohibited.................................................................4 4. All Writings Contained Herein..................................................................4 5. Amendments ...........................................................................................4 6. Americans With Disabilities Act (ADA).....................................................4 7. Assignment..............................................................................................4 8. Attorneys' Fees........................................................................................4 9. Confidentiality/Safeguarding of Information .............................................5 10. Conflict of Interest....................................................................................5 11. Copyright.................................................................................................5 12. Disputes ..................................................................................................6 13. Duplicate Payment...................................................................................6 14. Governing Law and Venue ......................................................................6 15. Indemnification ........................................................................................7 16. Independent Capacity of the Contractor...................................................7 17. Industrial Insurance Coverage.................................................................7 18. Laws........................................................................................................7 19. Licensing, Accreditation and Registration ................................................7 20. Limitation of Authority..............................................................................7 21. Noncompliance With Nondiscrimination Laws..........................................7 22. Pay Equity.....................................................................................,.........8 23. Political Activities.....................................................................................8 24. Publicity...................................................................................................8 25. Recapture................................................................................................8 26. Records Maintenance..............................................................................8 27. Registration With Department of Revenue...............................................9 28. Right of Inspection....................................................................... 29. Savings....................................................................................................9 30. Severability..............................................................................................9 31. Site Security............................................................................................9 32. Subcontracting. ............... .......................................................................9 33. Survival...... .............................................................................................9 34. Taxes ......................................................................................................9 35. Termination for Cause........................................................................... 10 36. Termination for Convenience................................................................. 10 37. Termination Procedures ........................................................................ 10 38. Treatment of Assets............................................................................... 11 39. Waiver................................................................................................... 11 Attachment A, Scope of Work....................................................................................... 12 AttachmentB, Budget................................................................................................... 13 S20-32102-01 �{ FACE SHEET Contract Number: S20-32102-01 Washington State Department of Commerce Community Services& Housing Division Community Economic Opportunities Unit 2. Contractor Doing Business As(optional) 1.Contractor City of Federal Way Community Services 33325 81"Avenue South Federal Way, WA 98003 3,Contractor Representative 4. COMMERCE Representative Sarah Bridgeford Karen Dunn PO Box 42525 City of Federal Way—Community Services Program Manager 9011 Plum Street SE 253-835-2420 360-725-2822 Olympia,WA 98504-2525 Sarah.Bridgeford@')cityoffedcralway.com Karen.Dunn@Commerce.W A.Gov 5. Contract Amount 6. Funding Source 7. Start Date 8. End Date $142,500 Federal: ❑ State: ® Other: ❑ N/A: ❑ 7/.1/19 6/30/21 9. Federal Funds(as applicable) Federal Agency. CFDA Number N/A N/A N/A 10.Tax 1I)# 11.SWV# 12. UB1# 13.DUNS# 91-1462550 S W V001597-00 601-223-538 61-250-9901 14.Contract Purpose Funds will be used to support and supplement additional after-school recreational and educational programs to provide a safe environment for community youth. Contractor is approved to spend per each State Fiscal Year as follows: SFY20: $71,250 7/1/19—6/30/20) / SFY21: S7 L250(7/1/20—6/30/21 COMMERCE,defined as the Department of Commerce, and the Contractor,as defined above, acknowledge and accept the terms of this Contract and attachments and have executed this Contract on the date below to start as of the date and year referenced above. The rights and obligations of both parties to this Contract are governed by this Contract and the following other documents incorporated by reference: Contractor Terms and Conditions including Attachment"A"—Scope of Work,Attachment"B"— Budget. FOR CON411AC:TOR FOR COMMERCE Diane Klontz, ss tart Director �rr,n.•r;title . Corm unit),Scrviccs and Ilousing Division r 7 55 -�Q : Date Date APPROVED AS TO FORM ONLY BY ASSISTANT ATTORNEY GENERAL APPROVAL ON FILE S20-32102-01 1 SPECIAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS 1. CONTRACT MANAGEMENT The Representative for each of the parties shall be responsible for and shall be the contact person for all communications and billings regarding the performance of this Contract. The Representative for COMMERCE and their contact information are identified on the Face Sheet of this Contract. The Representative for the Contractor and their contact information are identified on the Face Sheet of this Contract, 2. COMPENSATION COMMERCE shall pay an amount not to exceed $142,500 for the performance of all things necessary for or incidental to the performance of work as set forth in the Scope of Work. Contractor is approved to spend only the indicated amount per fiscal year as identified under Section 14 of the Contract Face Sheet. Funds cannot be carried over from one state fiscal year into the next, Contractor's compensation for services rendered shall be based on the following rates or in accordance with the following terms: EXPENSES Contractor shall receive reimbursement for travel and other expenses as identified below or as authorized in advance by COMMERCE as reimbursable. The maximum amount to be paid to the Contractor for authorized expenses shall not exceed $142,500, which amount is included in the Contract total above, Such expenses may include airfare (economy or coach class only), other transportation expenses, and lodging and subsistence necessary during periods of required travel. Contractor shall receive compensation for travel expenses at current state travel reimbursement rates. 3. BILLING PROCEDURES AND PAYMENT COMMERCE will pay Contractor upon acceptance of services provided and receipt of properly completed invoices, which shall be submitted to the Representative for COMMERCE. The invoices shall describe and document,to COMMERCE's satisfaction, a description of the work performed, the progress of the project, and fees. The invoice shall include the Contract Number S20- 32102-01. If expenses are invoiced, provide a detailed breakdown of each type. A receipt must accompany any single expenses in the amount of$50.00 or more in order to receive reimbursement. Payment shall be considered timely if made by COMMERCE within thirty(30)calendar days after receipt of properly completed invoices. Payment shall be sent to the address designated by the Contractor. COMMERCE may, in its sole discretion, terminate the Contract or withhold payments claimed by the Contractor for services rendered if the Contractor fails to satisfactorily comply with any term or condition of this Contract. No payments in advance or in anticipation of services or supplies to be provided under this Agreement shall be made by COMMERCE. The Contractor shall not bill COMMERCE for services performed under this Agreement, and COMMERCE shall not pay the Contractor, if the Contractor is entitled to payment or has been or will be paid by any other source, including grants, for that service. Disallowed Costs The Contractor is responsible for any audit exceptions or disallowed costs incurred by its own organization or that of its subcontractors. 4. SUBCONTRACTOR DATA COLLECTION Contractor will submit reports, in a form and format to be provided by Commerce and at intervals as agreed by the parties, regarding work under this Grant performed by subcontractors and the portion of Grant funds expended for work performed by subcontractors, including but not necessarily limited to minority-owned, woman-owned, and veteran-owned business subcontractors. "Subcontractors" shall mean subcontractors of any tier. S20-32102-01 2 SPECIAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS 5. INSURANCE The Contractor shall provide insurance coverage as set out in this section. The intent of the required insurance is to protect the state should there be any claims, suits, actions, costs, damages or expenses arising from any loss, or negligent or intentional act or omission of the Contractor or Subcontractor, or agents of either, while performing under the terms of this Contract. The insurance required shall be issued by an insurance company authorized to do business within the state of Washington. Except for Professional Liability or Errors and Omissions Insurance, the insurance shall name the state of Washington, its agents, officers, and employees as additional insureds under the insurance policy. All policies shall be primary to any other valid and collectable insurance. The Contractor shall provide COMMERCE thirty(30)calendar days'advance notice of any insurance cancellation, non-renewal or modification. The Contractor shall submit to COMMERCE within fifteen (15)calendar days of the Contract start date, a certificate of insurance which outlines the coverage and limits defined in this insurance section. During the term of the Contract, the Contractor shall submit renewal certificates not less than thirty(30) calendar days prior to expiration of each policy required under this section. The Contractor shall provide insurance coverage that shall be maintained in full force and effect during the term of this Contract, as follows: Commercial General Liability Insurance Policy. Provide a Commercial General Liability Insurance Policy, including contractual liability, written on an occurrence basis, in adequate quantity to protect against legal liability arising out of contract activity but no less than $1,000,000 per occurrence. Additionally, the Contractor is responsible for ensuring that any Subcontractors provide adequate insurance coverage for the activities arising out of subcontracts. Automobile Liability. In the event that performance pursuant to this Contract involves the use of vehicles, owned or operated by the Contractor or its Subcontractor, automobile liability insurance shall be required. The minimum limit for automobile liability is $1,000,000 per occurrence, using a Combined Single Limit for bodily injury and property damage. Professional Liability, Errors and Omissions Insurance. The Contractor shall maintain Professional Liability or Errors and Omissions Insurance. The Contractor shall maintain minimum limits of no less than $1,000,000 per occurrence to cover all activities by the Contractor and licensed staff employed or under contract to the Contractor, The state of Washington, its agents, officers, and employees need not be named as additional insureds under this policy. Fidelity Insurance. Every officer, director, employee, or agent who is authorized to act on behalf of the Contractor for the purpose of receiving or depositing funds into program accounts or issuing financial documents, checks, or other instruments of payment for program costs shall be insured to provide protection against loss: A. The amount of fidelity coverage secured pursuant to this Contract shall be$100,000 or the highest of planned reimbursement for the Contract period, whichever is lowest. Fidelity insurance secured pursuant to this paragraph shall name COMMERCE as beneficiary. B. Subcontractors that receive $10,000 or more per year in funding through this Contract shall secure fidelity insurance as noted above. Fidelity insurance secured by Subcontractors pursuant to this paragraph shall name the Contractor as beneficiary. C. The Contractor shall provide, at COMMERCE's request, copies of insurance instruments or certifications from the insurance issuing agency. The copies or certifications shall show the insurance coverage,the designated beneficiary, who is covered, the amounts, the period of coverage, and that COMMERCE will be provided thirty(30) days'advance written notice of cancellation, 6. ORDER OF PRECEDENCE In the event of an inconsistency in this Contract,the inconsistency shall be resolved by giving precedence in the following order: • Applicable federal and state of Washington statutes and regulations • Special Terms and Conditions General Terms and Conditions • Attachment A—Scope of Work Attachment B— Budget S20-32102-01 3 GENERAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS 1. DEFINITIONS As used throughout this Contract,the following terms shall have the meaning set forth below: A. "Authorized Representative" shall mean the Director and/or the designee authorized in writing to act on the Director's behalf. B. "COMMERCE" shall mean the Department of Commerce. C. "Contract" or"Agreement" means the entire written agreement between COMMERCE and the Contractor, including any Exhibits, documents, or materials incorporated by reference. E-mail or Facsimile transmission of a signed copy of this contract shall be the same as delivery of an original. D. "Contractor"shall mean the entity identified on the face sheet performing service(s)under this Contract, and shall include all employees and agents of the Contractor. E. "Personal Information"shall mean information identifiable to any person, including, but not limited to, information that relates to a person's name, health, finances, education, business, use or receipt of governmental services or other activities, addresses,telephone numbers, social security numbers, driver license numbers, other identifying numbers, and any financial identifiers. F. "State"shall mean the state of Washington. G. "Subcontractor"shall mean one not in the employment of the Contractor, who is performing all or part of those services under this Contract under a separate contract with the Contractor. The terms "subcontractor" and "subcontractors"mean subcontractor(s) in any tier. 2. ACCESS TO DATA In compliance with RCW 39.26.180, the Contractor shall provide access to data generated under this Contract to COMMERCE,the Joint Legislative Audit and Review Committee,and the Office of the State Auditor at no additional cost. This includes access to all information that supports the findings, conclusions, and recommendations of the Contractor's reports, including computer models and the methodology for those models. 3. ADVANCE PAYMENTS PROHiBrrED No payments in advance of or in anticipation of goods or services to be provided under this Contract shall be made by COMMERCE. 4. ALL WRITINGS CONTAINED HEREIN This Contract contains all the terms and conditions agreed upon by the parties. No other understandings, oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind any of the parties hereto. 5. AMENDMENTS This Contract may be amended by mutual agreement of the parties. Such amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. 6. AMERICANS WITH DISABILITIES ACT AOA OF 1990 PUBLIC LAW 10„1-336, also referred to as the"ADA” 28 CFR Part 35 The Contractor must comply with the ADA, which provides comprehensive civil rights protection to individuals with disabilities in the areas of employment, public accommodations, state and local government services, and telecommunications. 7. ASSIGNMENT Neither this Contract, nor any claim arising under this Contract, shall be transferred or assigned by the Contractor without prior written consent of COMMERCE. 8, ATTORNEYS' FEES Unless expressly permitted under another provision of the Contract, in the event of litigation or other action brought to enforce Contract terms, each party agrees to bear its own attorneys'fees and costs. S20-32102-01 4 GENERAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS 9. CON FIDENITIALITYISAFEGUARDING OF INFORMATION A. "Confidential Information" as used in this section includes: 1. All material provided to the Contractor by COMMERCE that is designated as "confidential" by COMMERCE; 2. All material produced by the Contractor that is designated as"confidential" by COMMERCE; and 3. All personal information in the possession of the Contractor that may not be disclosed under state or federal law. "Personal information" includes but is not limited to information related to a person's name, health,finances, education, business, use of government services, addresses,telephone numbers, social security number, driver's license number and other identifying numbers, and"Protected Health Information" under the federal Health Insurance Portability and Accountability Act of 1996(HIPAA). B. The Contractor shall comply with all state and federal laws related to the use, sharing, transfer, sale, or disclosure of Confidential Information. The Contractor shall use Confidential Information solely for the purposes of this Contract and shall not use, share,transfer, sell or disclose any Confidential Information to any third party except with the prior written consent of COMMERCE or as may be required by law. The Contractor shall take all necessary steps to assure that Confidential Information is safeguarded to prevent unauthorized use, sharing,transfer, sale or disclosure of Confidential Information or violation of any state or federal laws related thereto. Upon request, the Contractor shall provide COMMERCE with its policies and procedures on confidentiality. COMMERCE may require changes to such policies and procedures as they apply to this Contract whenever COMMERCE reasonably determines that changes are necessary to prevent unauthorized disclosures. The Contractor shall make the changes within the time period specified by COMMERCE. Upon request,the Contractor shall immediately return to COMMERCE any Confidential Information that COMMERCE reasonably determines has not been adequately protected by the Contractor against unauthorized disclosure. C. Unauthorized Use or Disclosure. The Contractor shall notify COMMERCE within five (5)working days of any unauthorized use or disclosure of any confidential information, and shall take necessary steps to mitigate the harmful effects of such use or disclosure. 10. CONFLICT OF INTEREST Notwithstanding any determination by the Executive Ethics Board or other tribunal, COMMERCE may, in its sole discretion, by written notice to the CONTRACTOR terminate this contract if it is found after due notice and examination by COMMERCE that there is a violation of the Ethics in Public Service Act, Chapters 42.52 RCW and 42.23 RCW; or any similar statute involving the CONTRACTOR in the procurement of, or performance under this contract. Specific restrictions apply to contracting with current or former state employees pursuant to chapter 42.52 of the Revised Code of Washington.The CONTRACTOR and their subcontractor(s)must identify any person employed in any capacity by the state of Washington that worked with the COMMERCE program executing this Contract, including but not limited to formulating or drafting the legislation, participating in grant procurement planning and execution, awarding grants, and monitoring grants, during the 24-month period preceding the start date of this Contract. Identify the individual by name,the agency previously or currently employed by,job title or position held, and separation date. If it is determined by COMMERCE that a conflict of interest exists,the CONTRACTOR may be disqualified from further consideration for the award of a Contract. In the event this contract is terminated as provided above, COMMERCE shall be entitled to pursue the same remedies against the CONTRACTOR as it could pursue in the event of a breach of the contract by the CONTRACTOR. The rights and remedies of COMMERCE provided for in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law. The existence of facts upon which COMMERCE makes any determination under this clause shall be an issue and may be reviewed as provided in the"Disputes" clause of this contract. 11. COPYRIGHT Unless otherwise provided, all Materials produced under this Contract shall be considered "works for hire"as defined by the U.S. Copyright Act and shall be owned by COMMERCE. COMMERCE shall be considered the author of such Materials. In the event the Materials are not considered "works for S20-32102-01 5 GENERAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS hire' under the U.S. Copyright laws, the Contractor hereby irrevocably assigns all right, title, and interest in all Materials, including all intellectual property rights, moral rights, and rights of publicity to COMMERCE effective from the moment of creation of such Materials. "Materials" means all items in any format and includes, but is not limited to, data, reports, documents, pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes, and/or sound reproductions. "Ownership" includes the right to copyright, patent, register and the ability to transfer these rights. For Materials that are delivered under the Contract, but that incorporate pre-existing materials not produced under the Contract, the Contractor hereby grants to COMMERCE a nonexclusive, royalty- free, irrevocable license(with rights to sublicense to others) in such Materials to translate, reproduce, distribute, prepare derivative works, publicly perform, and publicly display. The Contractor warrants and represents that the Contractor has all rights and permissions, including intellectual property rights, moral rights and rights of publicity, necessary to grant such a license to COMMERCE. The Contractor shall exert all reasonable effort to advise COMMERCE, at the time of delivery of Materials furnished under this Contract, of all known or potential invasions of privacy contained therein and of any portion of such document which was not produced in the performance of this Contract. The Contractor shall provide COMMERCE with prompt written notice of each notice or claim of infringement received by the Contractor with respect to any Materials delivered under this Contract. COMMERCE shall have the right to modify or remove any restrictive markings placed upon the Materials by the Contractor. 12. DISPUTES Except as otherwise provided in this Contract, when a dispute arises between the parties and it cannot be resolved by direct negotiation, either party may request a dispute hearing with the Director of COMMERCE,who may designate a neutral person to decide the dispute. The request for a dispute hearing must: • be in writing; state the disputed issues; • state the relative positions of the parties; • state the Contractor's name, address, and Contract number; and • be mailed to the Director and the other party's (respondent's) Contract Representative within three (3)working days after the parties agree that they cannot resolve the dispute. The respondent shall send a written answer to the requestor's statement to both the Director or the Director's designee and the requestor within five(5)working days. The Director or designee shall review the written statements and reply in writing to both parties within ten (10)working days.The Director or designee may extend this period if necessary by notifying the parties. The decision shall not be admissible in any succeeding judicial or quasi-judicial proceeding. The parties agree that this dispute process shall precede any action in a judicial or quasi-judicial tribunal. Nothing in this Contract shall be construed to limit the parties' choice of a mutually acceptable alternate dispute resolution (ADR) method in addition to the dispute hearing procedure outlined above. 13. DUPLICATE PAYMENT COMMERCE shall not pay the Contractor, if the Contractor has charged or will charge the State of Washington or any other party under any other contract or agreement, for the same services or expenses. 14. GOVERNING LAW AND VENUE This Contract shall be construed and interpreted in accordance with the laws of the state of Washington, and the venue of any action brought hereunder shall be in the Superior Court for Thurston County. S20-32102-01 6 GENERAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS 15. INDEMNIFICATION To the fullest extent permitted by law, the Contractor shall indemnify, defend, and hold harmless the state of Washington, COMMERCE, agencies of the state and all officials, agents and employees of the state, from and against all claims for injuries or death arising out of or resulting from the performance of the contract. "Claim" as used in this contract, means any financial loss, claim, suit, action, damage, or expense, including but not limited to attorney's fees, attributable for bodily injury, sickness, disease, or death, or injury to or the destruction of tangible property including loss of use resulting therefrom. The Contractor's obligation to indemnify, defend, and hold harmless includes any claim by Contractor's agents, employees, representatives, or any subcontractor or its employees. The Contractor expressly agrees to indemnify, defend, and hold harmless the State for any claim arising out of or incident to Contractor's or any subcontractor's performance or failure to perform the contract. Contractor's obligation to indemnify, defend, and hold harmless the State shall not be eliminated or reduced by any actual or alleged concurrent negligence of State or its agents, agencies, employees and officials. The Contractor waives its immunity under Title 51 RCW to the extent it is required to indemnify, defend and hold harmless the state and its agencies, officers, agents or employees. 16. INDEPENDENT CAPACITY OF THE CONTRACTOR The parties intend that an independent contractor relationship will be created by this Contract. The Contractor and its employees or agents performing under this Contract are not employees or agents of the state of Washington or COMMERCE. The Contractor will not hold itself out as or claim to be an officer or employee of COMMERCE or of the state of Washington by reason hereof, nor will the Contractor make any claim of right, privilege or benefit which would accrue to such officer or employee under law. Conduct and control of the work will be solely with the Contractor. 17. INDUSTRIAL INSURANCE COVERAGE The Contractor shall comply with all applicable provisions of Title 51 RCW, Industrial Insurance. If the Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may be required by law, COMMERCE may collect from the Contractor the full amount payable to the Industrial Insurance Accident Fund. COMMERCE may deduct the amount owed by the Contractor to the accident fund from the amount payable to the Contractor by COMMERCE under this Contract, and transmit the deducted amount to the Department of Labor and Industries, (L&I) Division of insurance Services. This provision does not waive any of L&I's rights to collect from the Contractor. 18. LAWS The Contractor shall comply with all applicable laws, ordinances, codes, regulations and policies of local, state, and federal governments, as now or hereafter amended. 19. LICENSING. ACGREDITATION AND REGISTRATION The Contractor shall comply with all applicable local, state, and federal licensing, accreditation and registration requirements or standards necessary for the performance of this Contract. 20. LIMITATION OF AUTHORITY Only the Authorized Representative or the Authorized Representative's delegate by writing (delegation to be made prior to action)shall have the express, implied, or apparent authority to alter, amend, modify, or waive any clause or condition of this Contract. Furthermore, any alteration, amendment, modification, or waiver or any clause or condition of this contract is not effective or binding unless made in writing and signed by the Authorized Representative. 21. NONCOMPLIANCE. WITH NONDISCRIMINATION LAWS During the performance of this Contract, the Contractor shall comply with all federal, state, and local nondiscrimination laws, regulations and policies. In the event of the Contractor's non-compliance or refusal to comply with any nondiscrimination law, regulation or policy, this Contract may be rescinded, canceled or terminated in whole or in part, and the Contractor may be declared ineligible for further contracts with COMMERCE. The Contractor shall, however, be given a reasonable time in which to S20-32102-01 7 GENERAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS cure this noncompliance. Any dispute may be resolved in accordance with the"Disputes" procedure set forth herein. 22. PAY EQUITY The Contractor agrees to ensure that"similarly employed" individuals in its workforce are compensated as equals, consistent with the following: a. Employees are"similarly employed" if the individuals work for the same employer, the performance of the job requires comparable skill, effort, and responsibility, and the jobs are performed under similar working conditions, Job titles alone are not determinative of whether employees are similarly employed; b. Contractor may allow differentials in compensation for its workers if the differentials are based in good faith and on any of the following: (i)A seniority system; a merit system; a system that measures earnings by quantity or quality of production; a bona fide job-related factor or factors; or a bona fide regional difference in compensation levels. (ii)A bona fide job-related factor or factors may include, but not be limited to, education, training, or experience that is: Consistent with business necessity; not based on or derived from a gender-based differential; and accounts for the entire differential. (iii)A bona fide regional difference in compensation level must be: Consistent with business necessity; not based on or derived from a gender-based differential; and account for the entire differential. This Contract may be terminated by the Department, if the Department or the Department of Enterprise services determines that the Contractor is not in compliance with this provision. 23. POLITICAL ACTIVITIES Political activity of Contractor employees and officers are limited by the State Campaign Finances and Lobbying provisions of Chapter 42.17A RCW and the Federal Hatch Act, 5 USC 1501 - 1508. No funds may be used for working for or against ballot measures or for or against the candidacy of any person for public office. 24. PUBLICITY The Contractor agrees not to publish or use any advertising or publicity materials in which the state of Washington or COMMERCE's name is mentioned, or language used from which the connection with the state of Washington's or COMMERCE's name may reasonably be inferred or implied, without the prior written consent of COMMERCE. 25. RECAPTURE In the event that the Contractor fails to perform this Contract in accordance with state laws, federal laws, and/or the provisions of this Contract, COMMERCE reserves the right to recapture funds in an amount to compensate COMMERCE for the noncompliance in addition to any other remedies available at law or in equity. Repayment by the Contractor of funds under this recapture provision shall occur within the time period specified by COMMERCE. In the alternative, COMMERCE may recapture such funds from payments due under this Contract. 26, RECORDS MAINTENANCE The Contractor shall maintain books, records, documents, data and other evidence relating to this contract and performance of the services described herein, including but not limited to accounting procedures and practices that sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this contract. The Contractor shall retain such records for a period of six years following the date of final payment. At no additional cost, these records, including materials generated under the contract, shall be subject at all reasonable times to inspection, review or audit by COMMERCE, personnel duly authorized by COMMERCE, the Office of the State Auditor, and federal and state officials so authorized by law, regulation or agreement. S20-32102-01 8 GENERAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS 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. 27. REGISTRATION WITH DEPARTMENT OF REVENUE If required by law, the Contractor shall complete registration with the Washington State Department of Revenue. 28. RIGHT OF INSPECTION The Contractor shall provide right of access to its facilities to COMMERCE, or any of its officers, or to any other authorized agent or official of the state of Washington or the federal government, at all reasonable times, in order to monitor and evaluate performance,compliance, and/or quality assurance under this contract. 29. SAVINGS In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way after the effective date of this Contract and prior to normal completion, COMMERCE may suspend or terminate the Contract under the "Termination for Convenience"clause, without the ten calendar day notice requirement. In lieu of termination,the Contract may be amended to reflect the new funding limitations and conditions. 30. SEVERABILITY The provisions of this contract are intended to be severable. If any term or provision is illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of the contract. 31. SITE SECURITY While on COMMERCE premises, Contractor, its agents, employees, or subcontractors shall conform in all respects with physical, fire or other security policies or regulations. 32. SUBCONTRACTING The Contractor may only subcontract work contemplated under this Contract if it obtains the prior written approval of COMMERCE. If COMMERCE approves subcontracting, the Contractor shall maintain written procedures related to subcontracting, as well as copies of all subcontracts and records related to subcontracts. For cause, COMMERCE in writing may: (a) require the Contractor to amend its subcontracting procedures as they relate to this Contract; (b)prohibit the Contractor from subcontracting with a particular person or entity; or(c) require the Contractor to rescind or amend a subcontract. Every subcontract shall bind the Subcontractor to follow all applicable terms of this Contract. The Contractor is responsible to COMMERCE if the Subcontractor fails to comply with any applicable term or condition of this Contract. The Contractor shall appropriately monitor the activities of the Subcontractor to assure fiscal conditions of this Contract. In no event shall the existence of a subcontract operate to release or reduce the liability of the Contractor to COMMERCE for any breach in the performance of the Contractor's duties. Every subcontract shall include a term that COMMERCE and the State of Washington are not liable for claims or damages arising from a Subcontractor's performance of the subcontract. 33. SURVIVAL The terms, conditions, and warranties contained in this Contract that by their sense and context are intended to survive the completion of the performance, cancellation or termination of this Contract shall so survive. 34. TAXES All payments accrued on account of payroll taxes, unemployment contributions,the Contractor's income or gross receipts, any other taxes, insurance or expenses for the Contractor or its staff shall be the sole responsibility of the Contractor. S20-32102-01 9 GENERAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS 35. TERMINATION FOR CAUSE In the event COMMERCE determines the Contractor has failed to comply with the conditions of this contract in a timely manner, COMMERCE has the right to suspend or terminate this contract. Before suspending or terminating the contract, COMMERCE shall notify the Contractor in writing of the need to take corrective action. If corrective action is not taken within 30 calendar days,the contract may be terminated or suspended. In the event of termination or suspension, the Contractor shall be liable for damages as authorized by law including, but not limited to, any cost difference between the original contract and the replacement or cover contract and all administrative costs directly related to the replacement contract, e.g., cost of the competitive bidding, mailing, advertising and staff time. COMMERCE reserves the right to suspend all or part of the contract, withhold further payments, or prohibit the Contractor from incurring additional obligations of funds during investigation of the alleged compliance breach and pending corrective action by the Contractor or a decision by COMMERCE to terminate the contract. A termination shall be deemed a"Termination for Convenience" if it is determined that the Contractor: (1)was not in default; or(2)failure to perform was outside of his or her control, fault or negligence. The rights and remedies of COMMERCE provided in this contract are not exclusive and are, in addition to any other rights and remedies, provided by law. 36. TERMINATION FOR CONVENIENCE Except as otherwise provided in this Contract, COMMERCE may, by ten (10) business days written notice, beginning on the second day after the mailing, terminate this Contract, in whole or in part. If this Contract is so terminated, COMMERCE shall be liable only for payment required under the terms of this Contract for services rendered or goods delivered prior to the effective date of termination. 37. TERMINATION PROCEDURES Upon termination of this contract, COMMERCE, in addition to any other rights provided in this contract, may require the Contractor to deliver to COMMERCE any property specifically produced or acquired for the performance of such part of this contract as has been terminated. The provisions of the "Treatment of Assets"clause shall apply in such property transfer. COMMERCE shall pay to the Contractor the agreed upon price, if separately stated, for completed work and services accepted by COMMERCE, and the amount agreed upon by the Contractor and COMMERCE for (i) completed work and services for which no separate price is stated, (ii) partially completed work and services, (iii) other property or services that are accepted by COMMERCE, and (iv)the protection and preservation of property, unless the termination is for default, in which case the Authorized Representative shall determine the extent of the liability of the Authorized Representative. Failure to agree with such determination shall be a dispute within the meaning of the"Disputes"clause of this contract. COMMERCE may withhold from any amounts due the Contractor such sum as the Authorized Representative determines to be necessary to protect COMMERCE against potential loss or liability. The rights and remedies of COMMERCE provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law or under this contract. After receipt of a notice of termination, and except as otherwise directed by the Authorized Representative,the Contractor shall: 1. Stop work under the contract on the date, and to the extent specified, in the notice; 2. Place no further orders or subcontracts for materials, services, or facilities except as may be necessary for completion of such portion of the work under the contract that is not terminated; 3. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the Authorized Representative, all of the rights, title, and interest of the Contractor under the orders and subcontracts so terminated, in which case COMMERCE has the right, at its discretion,to settle or pay any or all claims arising out of the termination of such orders and subcontracts; 4. Settle all outstanding liabilities and all claims arising out of such termination of orders and subcontracts, with the approval or ratification of the Authorized Representative to the extent the Authorized Representative may require, which approval or ratification shall be final for all the purposes of this clause; S20-32102-01 10 GENERAL TERMS AND CONDITIONS SERVICES CONTRACT STATE FUNDS 5. Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent directed by the Authorized Representative any property which, if the contract had been completed,would have been required to be furnished to COMMERCE; 6. Complete performance of such part of the work as shall not have been terminated by the Authorized Representative;and 7. Take such action as may be necessary, or as the Authorized Representative may direct, for the protection and preservation of the property related to this contract, which is in the possession of the Contractor and in which COMMERCE has or may acquire an interest. 38. TREATMENT OF ASSETS Title to all property furnished by COMMERCE shall remain in COMMERCE. Title to all property furnished by the Contractor,for the cost of which the Contractor is entitled to be reimbursed as a direct item of cost under this contract, shall pass to and vest in COMMERCE upon delivery of such property by the Contractor. Title to other property,the cost of which is reimbursable to the Contractor under this contract, shall pass to and vest in COMMERCE upon (i) issuance for use of such property in the performance of this contract, or(ii) commencement of use of such property in the performance of this contract, or(iii) reimbursement of the cost thereof by COMMERCE in whole or in part, whichever first occurs. A. Any property of COMMERCE furnished to the Contractor shall, unless otherwise provided herein or approved by COMMERCE, be used only for the performance of this contract. B. The Contractor shall be responsible for any loss or damage to property of COMMERCE that results from the negligence of the Contractor or which results from the failure on the part of the Contractor to maintain and administer that property in accordance with sound management practices. C. If any COMMERCE property is lost, destroyed or damaged,the Contractor shall immediately notify COMMERCE and shall take all reasonable steps to protect the property from further damage. D. The Contractor shall surrender to COMMERCE all property of COMMERCE prior to settlement upon completion,termination or cancellation of this contract All reference to the Contractor under this clause shall also include Contractor's employees, agents or Subcontractors. 39. WAIVER Waiver of any default or breach shall not be deemed to be a waiver of any subsequent default or breach. Any waiver shall not be construed to be a modification of the terms of this Contract unless stated to be such in writing and signed by Authorized Representative of COMMERCE. 520-32102-01 11 Attachment A Scope of Work Funding will provide a safe environment for community youth and incorporate evidenced-based violence prevention strategies. The pilot will deliver community-based afterschool and year-round programs and offer learning opportunities to enhance academic performance and skill building for youth. PROGRAM FOCUS Partner with local agencies and/or organizations, the pilot will be based upon areas of the highest need in the community and focus on the following: • Coordinating and implementing activities to allow youth to learn, develop, connect to and enhance a specific set of skills. • Employing educational strategies that use active forms of learning and engage students in the learning process through program activities. • Focusing appropriate time and resources on student instruction and skill development. • Developing clear and explicit learning goals that are understood by program participants in well- defined and specific terms. PERFORMANCE DELIVERABLES By June 30, 2021, provide an evaluation/report of evidence based practices to enable parents, educators, business leaders and policy makers to see the range of positive outcomes associated with participation in afterschool programs. Program evaluation should enable the afterschool field understand the elements of quality afterschool programs, spurring continuous improvements in programs and a growing sophistication of the field. Program evaluation should demonstrate evidence of the positive impact of after-school programs on student's academics, attendance, and engagement in learning and behavior. S20-32101-01 Attachment A(Scope of Work) 12 \ k n / \ / 3 2 k k k \ ' 2 m -41 N C14s� 7 4Ao o 33 = � m \ \ � E / § 7 \ \ / 0 t / ' , 0 0 $ ® co - c ot.n Ln c u \ 2 o N , . .. Cu e > § t k \ $ \ u E 2 / s § R R . o c a = m \ cu u � ° cc @ E \ k 2 2 ° ELn` / 2 / U ƒ - / . 2 k - LU % ,.j -Y a E m ( e ' © u ' » S = E E 2 / � / / / \ / CL L ® 0 U _ § L o � � \ . / / / / / \ 41 E / \ % 41 ® ° / / © % � 3 / ƒ - E / 41 0 a 0 \ r- § C t , m c 2 ) 2 ru> CL E u 0 2 a % E w \ k CL F » a - E CL � 0 CL \ d o k \ C 2 k 0 L g » 0 / _ -0 k # e % a k k -0 LL @ MCL= u = ° cu k k 2 / k - § 3 § ' ' 2 k / $ m / / r § CL / \_ CL 41/ / _ \ e > / J E � ._ c / � \ k G , \ � k V a § u o � ° ' c z 2 E z K $ / E k k � / R $ 7 q 0 / \ Z \ > / \ Lu \ � \ 0 / / \ o .k G - t 0 \ k / d n - ' AC®R � CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYIY) 02/12/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(les)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 CONTACT .-NAME-- Hiscox AME:HISCOX Inc. PHONE 888 2 FRx 520 Madison Avenue E-MAIL A_�o Est ( ) 02-3007 AIc.No: 32nd Floor .ADDRESS: contact@hiscux.com New York,NY 10022 INSURERS AFFORDING COVERAGE NAIC tt INSURER A: Hiscox Insurance Company Inc 10200 INSURED INSURER B: Phenomenal She 1632 SW Dash Point Rd INSURER C: Federal Way,WA 98023 INSURERD:� INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY 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. 1LTR TYPE OF INSURANCE It4ml. LIERI POLICY NUMBER MMIDoYYYY EF1FI MMIDI)fYYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 P CLAIMS-MADE X OCCUR _ AG 100,000 PREMISES Ea occurrences $ MED EXP(Any one person) s 5.000 A _ Y UDC-4050848-CGL-20 01/25/2020 01/25/2021 PERSONAL&ADV INJURY $ 1.000.000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY F1E T EILOC PRODUCTS-COMPIOP AGG $ SIT Gen.Agg OTHER $ AUTOMOBILE LIABILITY COMBINED tSINGLE LIMIT $ Et7 acciden ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident)]$ �_ HIRED NON-OWNED PROPERTYCAMAGE $ AUTOS ONLY AUTOS ONLY fPer ucc d-nl Is UMBRELLALIAB OCCUR EACH OCCURRENCE Is EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ S WORKERS COMPENSATION PEROTH- AND EMPLOYERS'LIABILITY y I N _STATUTE ER ANYPROPRIETORIPARTNERIEXECUTIVE ❑ N/A I E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED 9 (Mandatory in NH) ;E.L.DISEASE-EA EMPLOYEE $ If yyes,dery �i under _ _._. DESCRIPTiOON OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ I � DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space is required) Washington State Department of Commerce is named as additional insured on the Hiscox General Liability Policy subject to the policy terms and conditions. CERTIFICATE HOLDER CANCELLATION Washington State Department of Commerce PO Box 42525,9011 Plum Street SE Olympia WA 98504 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 I ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD ' CERTIFICATE OF LIABILITY INSURANCE DATE 02/1212020N 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(les)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 CONTACT NAME: Hiscox Inc. PHS N (888)202-3007 FAX No : 520 Madison Avenue E-MAIL IESS: 32nd Floor DRCOntBCE@hISCOx.COm New York,NY 10022 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: Hiscox Insurance Company Inc 10200 INSURED INSURER B: _ Phenomenal She 1632 SW Dash Point Rd INSURER C: _ Federal Way,WA 98023 INSURER D: INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY 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. TYPE OF INSURANCE POLICY NUMBER f=O�I gy ••� POLICY EXP LIMITS ILTR UBR I PdL r_ r:rF MM/DD X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 �7i�v-TED CLAIMS-MADE X � OCCUR PREMISES(Ea oc_rurrenoel $ 100,000 MED EXP(Any one person) $ 5,000 A Y UDG4050848-CGL-20 101/25/2020 01/25/2021 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY El JET M LOC PRODUCTS-COMP/OP AGG $ SIT Gen.Agg O'rHFft: $ AUTOMOBILE LIABILITY COMHINEG:SINGLELIMIT $ Es accdem ANY AUTO BODILY INJURY(Par person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per�rccd n1 UMBRELLALIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ I DED RETENTION$ $ WORKERS COMPENSATION AND EMPLOYERS'LIABILITY STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE Y� N f A I E.L.EACH ACCIDENT $ OFFICER/MEMBEREXCLUDED7 (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ If yyes,&ssc°te under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space is required) City of Federal Way is named as additional insured on the Hiscox General Liability Policy subject to the policy terms and conditions. CERTIFICATE HOLDER CANCELLATION City of Federal Way 33325 8th Avenue South Federal Way WA 98003 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 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 5/13/2020 Corporations and Charities System BUSINESS INFORMATION Business Name: PHENOMENAL SHE UBI Number: 604 210153 Business Type: WA NONPROFIT CORPORATION Business Status: ACTIVE Principal Office Street Address: 1632 SW DASH POINT RD, FEDERAL WAY,WA,980234530,UNITED STATES Principal Office Mailing Address: PO BOX 25033,FEDERAL WAY,WA, 98093-2033,UNITED STATES Expiration Date: 01/31/2021 Jurisdiction: UNITED STATES,WASHINGTON Formation/Registration Date: 01/09/2018 Period of Duration: PERPETUAL Inactive Date: Nature of Business: PHENOMENAL SHE IS A NON-PROFIT ORGANIZATION THAT HAS A MISSION TO PROVIDE MENTORSHIP,ENCOURAGEMENT,AND EMPOWERMENT TO YOUNG WOMEN OF COLOR BY BUILDING CONFIDENCE AROUND EDUCATION, SOCIAL AWARENESS,AND SELF-ESTEEM. REGISTERED AGENT INFORMATION Registered Agent Name: CARLECIA BELL Street Address: 215 SW 311TH PL,FEDERAL WAY,WA,98023-3929,UNITED STATES Mailing Address: GOVERNORS Title Governors Type Entity Name First Name Last Name GOVERNOR INDIVIDUAL ICEA PETTIGREW GOVERNOR INDIVIDUAL CARLECIA BELL https://ccfs.sos.wa.gov/#BusinessSearchBusinessInformation 1/1