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AG 20-845 - Wellspring Physical Therapy ServicesRETURN TO: Tim Johnson EXT: 2412 1. ORIGINATING DEPT. IV: —ECONOMIC DEVELOPMENT 2, ORIGINATING STAFF PERSON: TIM JOHNSON EXT- 2412 3. DATE REQ.BY' ASAP 4. TYPE OF DOCUMENT (CHECK El CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) El PUBLIC WORKS CONTRACT 0 SMALL OR LIMITED PUBLIC WORKS CONTRACT 11 PROFESSIONAL SERVICE AGREEMENT 0 MAINTENANCE AGREEMENT 0 GOODS 4, El REAL ESTATE DOCUMENT 0 SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) * ORDINANCE 0 RESOLUTION * CONTRACTA NT (AG#): El INTERLOCAL * OTHER CARES ACT FUNDS BUSINESS SUPPORT GRANT AGREEMENT 6. NAME OF CONTRACTOR: WELLSPRING PHYSICAL THERAPY SERVICES, P.S. ADDRESS: 33650 6TH AVE S # 100, FEDERAL WAY WA 98003-6754 T ELEPHONE: (253) 942-330?,, E-MAIL: LONEILL@WELLSPRINGPTCLINIC.COM SIGNATURENAME: LANEY ONEILL TITLE: SEE ATTACHED 7. EXHIBITS AND ATTACHMENTS: El SCOPE, WORK OR SERVICES El COMPENSATION 0 INSURANCE REQUIREMENTS/CERTIFICATE 0 ALL OTHER REFERENCED EXH113ITS 0 PROOF OF AUTHORITY TO SIGN 0 REQUIRED LICENSES 0 PRIOR CONTRACT/AMENDMENTS 9. TOTAL COMPENSATION$ (INCLUDE EXPENSES AND SALES TAX, IF ANY) TWO THOUSAND AND NO/100 ($2,000.00) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: El YES X NO IF YES, MAXIMUM DOLLAR AMOUNT: IS SALES TAX OWED El YES X NO IF YES,$ PAID BY: I:] CONTRACTOR 0 CITY RETAINAGE: RETAINAGE AMO uNT: 0 RETAINAGE AGREEMENT (SEE CONTRACT) OR 0 RETAiNAGE BOND PROVIDED o PURCHASING: PLEASE CHARGE TO: 001-1800-990-518-10-490 PLqjqqCCtj e-'10 52-250 0 10, DOCUMEIT/CONT RACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED a /I EC Fj P OJT MANAGER IR, E C T 0 R ll RISK MANAGEMENT (IF APPLICABLE) 11 LAW 11. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED CONMIITTEE DATE: CoNmTTEE APPRovAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPRovAL DATE: 12. CONTRACT SIGNATURE ROUTING El SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: 0 ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS E] CREATE ELECTRONIC REMINDER/NOTIFICATION FOR I MONTH PRIOR TO EXPIRATION DATE (Include dept. supports if necessary and feel free to set notification more than a month in advance if council approval is needed.) INITIAL / DATE SIGNED 0 LAW DEPARTMENT N LVM"N XIORY (MAYOR OR DIRECTOR) El CITY CLERK El ASSI A 20-8, COMMENTS: M This Grant Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Wellspring Physical Therapy Services, P.S., a Washington 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: WELLSPRING PHYSICAL THERAPY CITY OF FEDERAL WAY: SERVICES, P.S.: Ade Ariwoola 1911901M # .11 - i •:11 # (253) 942-3308 (telephone) 33325 8th Ave. S. Federal Way, WA 98003-6325 (253) 835-2414 (telephone) (253) 835-2509 (facsimile) 1. TERM. This agreement contemplates a one-time grant of Rinds to the Grantee under the conditions •e •c# rLerei-c. 2. CONDITIONS OF GRANT. 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 tote 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): Was required by state or local order to close 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 fiinds will be used for the following purposes: a) Mortgage or Rent CARES ACT BUSINESS GRANT AGREEMENT - I - 7/2020 CITY OF CITY HALL 33325 8th Avenue Soub"i 44 Federal Way Federal Way, WA 98003-6325 (253) 835-7000 wvmrcj(yaffedarra 1vPqyroom b) Personal Protection Equipment c) Insurance d) Utilities e) Marketing f) Payroll Grantee agrees to retain receipts documenting use of grant funds and will provide the 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 funds and terminate this agreement. 4.1 Amount. In. order to promote healthy economic activity in the City and in response to the losses IV_W__R I -,trovide a, ant to the Grantee in an amount not to exceed Two Thousand and00 Dollars ($2,000.00). 4.2 NontApp=44on of s. If sufficient ds are not appropriated orx i' x- or paymeni, M be *b1i gated g U pla NJ I a Lwggifa, 5.1 Graoteo 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 V,"ilf Ai S a; a, i *4 of Q6" S JQSed �'J e WZ- ,:-8,41 �J47'S JWJQ Je � fft/� a court of competent j unsdiction determine that ttus Agreement is subj ect to RUIT 4.24. 11 -5, then, in the event is liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Grantee and the City, the Grantee's liability hereunder shall be only to the extent of the Grantee's negligence. Grantee shall ensure that each sub -Grantee shall agree to defend and indenmify 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. 11X114AjA:T 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, 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. CITY OF CITY HALL 33325 8th Avenue South 4%� Federal Way Federal Way, WA 98003-6325 40 1Z:;V (253) 835-7000 www rityoffederahvay corn 5.3 04v hid6mification. The City agrees to release, indemnify, defend and hold the Grantee, 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, award dama s liabilities. losses fines, enalties ext T . . . . . . . . . . . . tinn Ve , -feesV - enses 7 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, effors, 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 1nferMiiuJ0q and Wdific . This Agreement 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. Any provision of this Agreement that is declared invalid, i-no-,terative null and void- or ille23al shall in no 3yW affect or invalidate aw other yovision hereof and such other provisions shall remain in full force and effect. 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 P.?.Vies. 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 yosted in the United States mail shall be deemed received three,� , dai-As -after the date of m--iflin- . AnN, 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 perforinance 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 construd to be a 'waiver or relinquishment of those covenants, agreements or oyAjons. and the same shall be and remain in full force and effect Failure or dela-�L of the City to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties irinw-%;r nrit, 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 thYt such courts are an inconvenient fortim. 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, nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. CITY OF CITYHALL 33325 8th Avenue South 4% Federal Way, WA 98003-6325 Federal Way (253) 835-7000 www dlyoffedarahvay coo (I 1 11 L 1) UL 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. , 1 11 11111111111111111 - iT Y:® 0 P7 1- Printed Name: Title: DATE: 1 %700 Mr.11 Washington State Department of Revenue Business Lookup Entity names WELLSPRING PHYSICAL THERAPY SERVICES, P.S. Business name: WELLSPRING PHYSICAL THERAPY SERVICES, P.S. Entity type: Professional Service Corporation I#: 604-016-480 Business ID: 001 Location ID: 0001 Location: Active Location address: 33650 6TH AVE S STE 100 FEDERAL WAY WA 98003-6754 Mailing address: 33650 GTH AVE S STE 100 FEDERAL WAY WA 98003-6754 Excise tax and reseller permit status: rfirk here Secretary of State status. Click here Endorsements Endorsements held at this location License # Count Details Status Federal Way General Business 16 -104267 -00 -BL Active. Governing People may tssdq--mkw P -m. nt-oswd wNh s—oeyosrw Governing people I Me O'NEILL, LANEY VIRGINIA The Business Lookup information is updated nightly. Search date and time: 10/6/2020 10:21:31 AM Contact us How are we doing? Take our survey! Newsearr:h Bat ktoresults ExplraUan date First issuance date Jul -31-2021 Sep -16-2016