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AG 21-185 - AOC- DAWN M. RUBIO, STATE COURT ADMINISTRATORRETURN TO: Tiziana Giazzi EXT: 3016 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: Municipal Court 2. ORIGINATING STAFF PERSON: Tiziana Giazzi EXT: 3016 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT(AG#): ❑ INTERLOCAL A OTHER GRANT ACCEPTANCE AGREEMENT - AGENDA BILL AND MEMO 5. PROJECT NAME: AOC AWARD LETTER FOR SB5476 GRANT 6. NAME OF CONTRACTOR: AOC - DAWN M. RUBIO, STATE COURT ADMINISTRATOR ADDRESS: PO BOX41170, OLYMPIA, WA 98504-1170 TELEPHONE 360-753-3365 E-MAIL: FAX: SIGNATURE NAME: TITLE 7. EXHIBITS AND ATTACHMENTS: A SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: 12/2021 COMPLETION DATE: 07/2023 9. TOTAL COMPENSATION $ 271,776.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES It NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED i0YES ONO IF YES, $ PAID BY: ❑ CONTRACTOR CITY RETAINAGE: RETAINAGE AMOUNT: 0 RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT/CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED. 0 PROJECT MANAGER DAL/ DAL/ ❑ DIRECTOR TRG/ ❑ RISKMANAGEMENT (IFAPPLICABLE) ❑ LAW 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (Include dept. support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.) INITIAL / DATE SIGNED ❑ LAW DEPARTMENT ❑ SIGNATORY (MAYOR OR DIRECTOR) ❑ CITY CLERK ❑ ASSIGNED AG# AG COMMENTS: 2/2017 DocuSign Envelope ID: DD1 D7E7B-7C28-4334-BE3F-A1 FC9675BCAB GRANT AGREEMENT - GRT22435 BETWEEN WASHINGTON STATE ADMINISTRATIVE OFFICE OF THE COURTS AND FEDERAL WAY MUNICIPAL COURT THIS AGREEMENT (Agreement) is made by and between, Washington State Administrative Office of the Courts (AOC) and Federal Way Municipal Court, (Grantee), (collectively as the Parties and individually each as a Party). The Parties hereby enter into this Agreement whereby Grantee will perform certain services for, and provide product deliveries to AOC. Grantee is subject to the terms and conditions specified in Attachment A and agrees to the following terms and conditions. 1. SCOPE OF WORK Grantee must use funding to identify individuals before their court with substance use disorders or other behavioral health needs and engage those individuals with community - based therapeutic interventions within the Contractor's jurisdiction in accordance with the Contractor's grant application, Award Letter (Attachment B), and Statement of Work (Attachment A). 2. TERM AND PERIOD OF PERFORMANCE This Agreement's period of performance runs from December 1, 2021 through June 30, 2023, unless otherwise terminated (Term). Notwithstanding the foregoing, this Agreement and all its terms and conditions shall remain in full force and effect until all deliverables are completed or otherwise terminated, and this Agreement is terminated and/or completed. 3. COMPENSATION AND PAYMENT The awarded amount is $271,776. Grantee will use the funds for the following cost categories: Cost Category Amount Personnel salaries & benefits $ 271,776.OU Staff equipment & training $ Treatment services $ Other participant services $ Total $ 271,776,00 Grantee may vary the amount in any particular category by up to 10%, but any adjustments GRT22435 Page 1 of 6 DocuSign Envelope ID: DD1 D7E7B-7C28-4334-BE3F-A1 FC9675BCAB beyond 10% require the explicit written consent of AOC's Project Manager, and in no case may the total amount exceed the amount above. This amount includes expenses necessary or incidental to performing the items under the Statement of Work, including, but not limited to, travel, lodging and per diem related expenses. Contractor will submit an invoice after the completion and acceptance of each deliverable noted above. This amount will be disbursed in two allotments, one in December 2021 and the second in July 2022 upon receipt of a properly filled out Form A-19. 4. REPORTING The Contractor must submit quarterly reports to AOC documenting the progress their therapeutic court program. These reports will provide: • The number of program participants for the Corresponding quarter, • The services provided to program participants for the corresponding quarter, • The cost of services provided to program participants for the corresponding quarter, • Other costs accrued by the Contractor to support the therapeutic court program during the corresponding quarter, and • Any challenges faced by the Contractor in operating their therapeutic court program during the corresponding quarter. Reports shall be emailed to Stephanie Oyler at following schedule: Period 12/01 /21 - 04/16/22 04/17/22 - 09/16/22 09/17/22-02/14/23 02/15/23-06/30/23 Report Due 04/31 /22 09/30/22 02/28/23 07/15/23 (final report) on the Failure to submit a report by the due date may adversely affect the Contractor's eligibility for future funding. 5. BILLING PROCEDURES Contractor will submit properly prepared Form A-19s via email to AOC Financial Services ;,,;..;a -)v. Invoices shall be submitted no more than twice during the pendency of the contract. Incorrect or incomplete invoices shall be returned by AOC to Contractor for correction and reissuance, and may result in -delays in funding All Invoices shall provide and itemize, at a minimum, the following: A. Contract Number GRT22435; GRT22435 Page 2 of 6 DocuSign Envelope ID: DD1 D7E7B-7C28-4334-BE3F-A1 FC9675BCAB B. Contractor name, address, phone number; C. Contractor Federal tax Identification Number; D. Description of Services to be provided; E. Date(s) Services will be provided; F. Total Invoice Price. Payment will be considered timely if made by the AOC within thirty (30) calendar days of receipt of a properly prepared invoice. Payment shall be sent to the address designated by the Contractor. The AOC 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 contract shall be made by the AOC. 6. SAFEGUARDING OF INFORMATION The use or disclosure by the Contractor of any information obtained as a result of performance under this contract concerning the AOC or the Court for any purpose not directly connected with the administration of the AOC's, the Court's or the Contractor's responsibilities with respect to services provided under this contract is prohibited except by written consent of the AOC or the Court. 7. CONFLICT OF INTEREST Grantee warrants that at the date of execution of this Agreement, no organizational conflict of interest exists or is likely to arise in the performance of its obligations under the Subcontract. Grantee warrants that it shall advise AOC immediately if a conflict of interest arises in the future. 8. PROJECT MANAGEMENT The Project Manager for each of the parties shall be the contact person for all communications regarding the performance of this Contract. AOC Project Manager [LCo�ntract�®rPro�jectanager Stephanie Oyler Tiziana Giazzi PO Box 41170 Court Administrator Olympia, WA 98504-1170 33325 8th Ave S, Ste 102 stephanie.oyler@courts.wa.gov Federal Way, WA 98003 360-890-0901 tiziana.giazzi@cityoffederalway.com 253-835-3016 9. ASSIGNMENT Grantee agrees that none of the deliverables to be furnished under this Agreement shall be GRT22435 Page 3 of 6 DocuSign Envelope ID: DD1 D7E7B-7C28-4334-BE3F-A1 FC9675BCAB assigned or subcontracted (including to independent consultants) without the prior written permission of AOC. 10. TERMINATION A. Termination for Default The AOC may, by written notice, terminate this contract, in whole or in part, for failure of the Contractor to perform any of the obligations or provisions required by the contract. In the event of default, 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; Provided, that if (i) it is determined for any reason the Contractor was not in default, or (ii) the Contractor's failure to perform is without Contractor's and/or Subcontractor's control, fault, or negligence, the termination shall be deemed to be a Termination for Convenience. B. Termination for Convenience Except as otherwise provided in this contract, the AOC may terminate this contract by providing written notice of such termination to the Contractor, specifying the effective date thereof, at least five (5) calendar days prior to such date. If this contract is so terminated, the ACC shall be liable only for payment for services rendered prior to the effective date of termination. 11. DISPUTES The Parties agree to attempt to resolve any dispute arising under this Agreement first by elevating the matter to appropriate levels of management within each organization. Grantee agrees that pending any decision, appeal or judgment on the settlement of any dispute arising under this Agreement, Grantee shall proceed diligently with the performance of this Agreement. 12. INDEMNIFICATION The Contractor shall defend, protect, and hold harmless the state of Washington, the AOC, or any employees thereof, from and against all claims, suits or actions arising from the Contractor's acts which are libelous or slanderous, which result in injury to persons or property, which violate a right of confidentiality, or which constitute an infringement of any copyright, patent, trademark or trade name through use or reproduction of material of any kind. 13. FORCE MAJEURE Neither Contractor nor AOC shall be liable or responsible for delays or failures in performance resulting from events beyond the reasonable control of such party and without fault or negligence of such party. Such events shall include but not be limited to strikes, lockouts, riots, acts of war, epidemics, pandemics, acts of government, fire, power failures, nuclear accidents, earthquakes, unusually severe weather, acts of terrorism, or GRT22435 Page 4 of 6 DocuSign Envelope ID: DD1D7E7B-7C28-4334-BE3F-A1FC9675BCAB other disasters, whether or not similar to the foregoing, and acts or omissions or failure to cooperate of the other party or third parties (except Subcontractors). 14. REPRESENTATION AND CERTIFICATIONS Grantee shall complete all required Representations and Certifications as they apply to this Agreement, if any, Grantee further agrees that it will provide additional or annual Representations and Certifications as may be requested by AOC in connection with this Agreement, and also agrees to promptly notify AOC of any changes which modify the information contained in any such Representations and Certifications. 15. COMPLIANCE WITH LAWS Grantee shall comply with all applicable Federal, State, and local laws, executive orders, rules and regulations applicable to its performance under this Agreement. 16. INDEPENDENT CONTRACTORS Grantee is an independent contractor in relation to AOC with respect to all matters arising under this Agreement. Nothing herein shall be construed to establish a partnership, joint venture, association or employment relationship between the parties. Neither Party shall be deemed to be an agent of the other or to have any authority to bind or create any obligation, express or implied, on behalf of the other. 17. WHOLE AGREEMENT This Agreement and the SOW attached hereto contain and embody the entire agreement of the Parties hereto and supersede all prior agreements, negotiations and discussions between the Parties hereto. Any representation, inducement or agreement that is not contained in this Agreement shall not be of any force or effect. Except as otherwise expressly provided in this Agreement, this Agreement may not be modified or changed in whole or in part in any manner other than by an instrument in writing duly signed by both Parties hereto. 18. NO PUBLICITY No news releases, public announcement, Customer(s) names, denial or confirmation of any part of the subject matter of this Agreement or any phase of any program hereunder shall be made without the prior written consent of AOC. The restrictions of this section shall continue in effect upon completion or termination of this Agreement for such period of time as may be mutually agreed upon in writing by the Parties. In the absence of a written established period, no disclosure is authorized. 19. GOVERNING LAW/VENUE This Agreement will be governed by and construed and enforced in accordance with the laws of Washington without giving effect to the principles of conflict of laws thereunder. 20. EXECUTION IN COUNTERPARTS This Agreement may be executed in one or more counterparts and each counterpart shall GRT22435 Page 5 of 6 DocuSign Envelope ID: DD1 D7E7B-7C28-4334-BE3F-A1 FC9675BCAB constitute one and the same Agreement. 21. WAIVER No Party shall be deemed to have waived any right hereunder unless such waiver is in writing, and the waiver or failure of either Party to exercise in any respect any right provided for herein shall not be a waiver of any further right hereunder. 22. SEVERABILITY If any portion of this Agreement is held or determined to be invalid or unenforceable, the remaining provisions shall continue in full force and effect as if this Agreement had been executed within the invalid portion eliminated. 23. HEADINGS Any headings used in this Agreement are for purposes of organization only and have no independent legal significance. In WITNESS WHEREOF, the parties hereto have caused this instrument to be signed as of the day and year below written. Administrative Office of the Courts oacusignea by! _ DIF?A3Q&.dEa24al_ _ Signature Dawn Marie Rubio Name _State Court Administrator Title Grantee 11-30-2021 - _ _ _� 2 Date Signature J ate Name Title GRT22435 Page 6 of 6