AG 20-707 - Intellipass, LLCCITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM
1. ORIGINATING DEPT./DIV: ECONOMIC DEVELOPMENT
ORIGINATING STAFF PERSON: Ifm JOHNSON_---- EXT: 2412 3. DATE REQ BY. ASAP
4. TYPE OF DOCUMENT (CHECK ONE):
• CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ)
• PUBLIC WORKS CONTRACT El SMALL OR LIMITED PUBLIC WORKS CONTRACT
E] PROFESSIONAL SERVICE AGREEMENT 0 MAINTENANCE AGREEMENT
El GOODS AND SERVICE AGREEMENT 11 HUMAN SERVICES/ CDBG
El REAL ESTATE DOCUMENT El SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS)
* ORDINANCE 11 RESOLUTION
* CONTRACT AMENDMENT(AG#):_ 11 INTERLOCAL
* OTHER CARES ACT FUNDS BUSINESS SUPPORT GRANT AGREEMENT
5. PROJECT NAME: CARES ACT GRANT — ROUND 2
6. NAME OF CONTRACTOR: INTELLIPASS INC
ADDRESS: 1925S341STPL,FEDERALWAY WA98003 T ELEPHONE: (253) 831-2100
E-MAIL: EVELYNC@MTELLIPASS.COM
SIGNATURENAME: EVELYN CASTELLAR TITLE: SEE ATTACHED
7. EXHIBITS AND ATTACHMENTS: [I SCOPE, WORK OR SERVICES El COMPENSATION F-1 INSURANCE REQUIREMENTS/CERTIFICATE [I ALL
OTHER REFERENCED EXHIBITS D PROOF OF AUTHORITY TO SIGN El REQUIRED LICENSES 0 PRIOR CONTRACT/AMENDMENTS
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- RETAINAGE: RETAINAGE AMOUNT: RETAINAGE AGREEMENT (SEE CONTRACT) OR E3 RETAINAGE BOND
PROVIDED
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El PURCHASING: PLEASE CHARGE TO: 001-1800-990-518-10-490 ProjectCode #267662-25060
10. D00JMENT/C0NTRACT REVIEW INITIAL / DATE REVIEWED INITIAL DATE APPROVED
0,kOJECT MANAGER
liDIRECTOR L7 q :r !:a& 2j0'
0 RISKMANAGEMENT (IFAPPLICABLE)
El LAW
SCHEDULED CommT-IEE DATE:
SCHEDULED COUNCIL DATE:
COMMITTEE APPROVAL DATE:
COUNCIL APPROVAL DATE:
El ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS
* CREATE ELECTRONIC REMINDER/NOTIFICATION FOR I MONTH PRIOR TO EXPIRATION DATE
(Include dept. support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.)
INITIAL / DATE SIGNED
* e'Dr,,'PARrmENT
, G_t,
po, GNATORY (MAYOR OR DIRECTOR)
0 CITY CLERK
❑ ASSIGNED AG# AG#
COMMENTS:
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1/2020
CITY OF
.;N� Fn t ea l Way
CITY HALL
33325 Sth Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
mvw cityoffederalway coin
CARES ACT FUNDS BUSINESS SUPPORT GRANT AGREETTI M,
WITH
IVTELLIPASS INC
This Grant Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal
corporation ("City"), and Intellipass Inc, a profit corporation ("Grantee"). The City and Grantee (together
"Parties") are located and do business at the below addresses which shall be valid for any notice required under
this Agreement:
LL ASS INC:
1925 S 341 st PI, Federal Way, WA 98003
Mailing address: 1925 S 341st PL
Federal Way, WA 98003
(253) 831-2100 (telephone)
evelyncp,intellipass.com
Federal Way, WA 98003-6325
(253) 835-2414 (telephone)
(253) 835-2509 (facsimile)
1. TERM. This agreement contemplates a one-time grant of funds to the Grantee under the conditions
described herein.
2.1 Warranties. The Grantee warrants the following, which are pre -requisites for grant eligibility:
a) Grantee operates a business physically located within the political boundaries of the City
of Federal Way;
b) Grantee maintains a current City of Federal Way business license;
c) Grantee has paid all taxes and government fees due up to the date of execution of this
grant agreement;
d) Grantee's business employs no more than the equivalent of ten (10) full-time employees
(20,800 man-hours total for all employees per year);
e) Grantee's net revenues do not exceed more than $1.5 million per year;
f) Grantee does not operate as a tax-exempt business as defined by the Internal Revenue
Service;
g) Due to COVID-19, Grantee business (check all that apply):
E?" Was required by state or local order to close
EZ"" Was forced to lay off employees due to reduced patronage
Incurred over $1,000 in COVID-19 related expenses
Experienced 10-50% lost revenue
Experienced over 50% lost revenue
2.2 Use of Funds: Grantee affirms that grant funds will be used for the following purposes:
a) Mortgage or Rent
b) Personal Protection Equipment
Grantee agrees to retain receipts documenting use of grant funds and will provide them to the City or its designee
upon request.
3. TERMINATION. Should any of the conditions described in section 2. 1, above, not be met, the City may
recover all disbursed grant fimds and terminate this agreement.
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4.1 Amount. In order to promote healthy economic activity in the City and in response to the losses
Grantee has incurred due to the COVID- 19 pandemic, the City shall provide a grant to the Grantee in an amount
not to exceed Two Thousand and NO/ 100 Dollars ($2,000. 00).
4.2 Non -Appropriation of Funds. If sufficient flitids are not appropriated or allocated for paymen)
1111er Ale CiV will not be it 1 to
5.1 ce � idemnification. The Grantee 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
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of the Grantee's negligence. Grantee shall ensure that each sub -Grantee 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 Grantee pursuant to this paragraph. The City's inspection or
acceptance of any of Grantee'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 Grantee
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. Grantee's indemnification shall not be limited in any way by any
limitation on the amount of damages" comyensation or benefi to or No ank-A third i�t.WA under workers'
compensation acts, disability benefit acts or any other benefits acts or programs. The Parties ftirther acknowledge
that they have mutually negotiated this waiver.
5.3 Cily bdotni&ation. The City agrees to release, indemnify, defend and hold the Grantee, its
I
MAME
-2-
CITY OF
Fedeml Way
CUTY HALL
33325 8th Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
mvw_ cityoffederalway com
officers, directors, shareholders, partners, employees, agents, representatives, and sub -contractors 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.
6.1 IhWro and M6"�ati . This Agreement contains all of the agreements of the Parties
with respect to any matter covered or mentioned in this Agreement an no prior statements or agreements,
whether oral or written, shall be effective for any purpose. 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. No provision • this Agreement, including this
provision, may be amended, waived, or modified except by written agreement signed by duly authorized
representatives • the Parties.
6.2 Enforcement. 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 • 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
exeriise an4 ontion conferred bv this Agreement in one or more instances shall not be construed to be a waiver
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or relinquishment ot those covenants, agreements or options, and the same shall be a remain in run Torce and
effect. Failure or delay of the City to declare any breach or default immediately upon occurrence shall not waive
such breach or default. Failure of the City to declare one breach or default does not act as a waiver of the City's
right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in
accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or
claim
• from this Agreement, the exclusive means of resolving that dispute, difference, ♦ claim, shall •
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 incur -red in defending or bringing such claim or lawsuit, including all appeals, in addition to any other
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Parties' rights to inderimification under Section 5 of this Agreement.
6.3 Execution. Each individual executing this Agreement on behalf of the City and Grantee
`• and warrants that such individual is • authorized to execute and •` 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
"Iy OF
Rm-deral Mkiy
Cr1-Y HALL
33325 8th Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
www cityoffederalway corn
together and shall constitute one instrument, but in making proof hereof it shall only ►. 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
IN WITNESS, the Parties execute this Agreement below, effective the last date written below.
By:
Printed Name: r4j
Title:
J
DATE: ;2-
M
State Department of Revel rue
Services Business Lookup INTELLIPASS, INC.
License Information:
Entity name:
INTELLIPASS, INC.
Business name:
INTELLIPASS, INC.
Entity type:
Profit Corporation
UBI #:
601-042-660
Business ID:
001
Location ID:
0002
Location:
Active
Location address:
1925 S 341 ST PL
FEDERAL WAY WA 98003
Mailing address:
1925 S 341 ST PL
FEDERAL WAY WA 98003
Excise tax and reseller permit status: Click here
Secretary of State status:
Click here
Endorsements
Endorsements held at this location License # Count Details
Federal Way General Business 99 -106644 -00 -BL
Governing People May include governing people not registered with Secretary of State
Governing people Title
CASTELLAR, EVELYN
CASTELLAR, JOSE
Registered Trade Names
Registered trade names Status
INTELLIPASS Active
New search Back to results
Status Expiration date First issuance
Active Aug -31-2021 Dec -27-1999
View Additional Locations
The Business Lookup information is updated nightly. Search date and time: 8/20/2020 11:59:22 AM
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