Loading...
HomeMy WebLinkAboutAgreements/Contracts - Development ServicesGMNT COUNTY COMMISSIONERS AGENDA MEETING REQUEST FORM (Must be submiltted to the Berk of the Board by 1'2:0,Opm on Thursday}. REQUESTING DEPARTMENT:Development Services Jim Anderson -Cook REQUEST SUBMITTED BY: s, CONTACT PERSON ATTENDING ROUNDTABLE: Am Anderon-Cook CONFIDENTIAL INFORMATION" EIYES WN0 DATE -,3/14/12024 PHONE..2522 2023-202,5 Shorelin o Compefifiv. 0 Grant6 to develop aGIS t��r�frofra.meworkand 0ol cking-, monitoring, andadapt e Iv management -of the ecological funct"ons -of Grant. County s'horeljnes. DATE OF ACTION-:- 11�1,.,2 �Z APPROVE: DENIED ABSTAIN DI: D2: D1 DEFERRED OR CONTINUED TO; RAglre'dtneat I contract '' OAP Vouchers QAp:p0-1nt Mw_ht./Reappin-meht Related 013W$ /'RFPs-'/ Q Q e q't8award OBW .0peril'hg Sch e*d I'Ad- , 0 Eird C om mittoes .0-A.RPA 01BUd e ElCom-pute.r. Related 000Unty Code 0 Ernergenc y Purchase El Employee Rel, Ci Facilities Related. F1 Financial 017unds OHearin g . 0 , Dinvoices] Purchase Orders- ED Grant$ — Fed/State/County :EjLeases 'n'MOA I mou LWinutes * 0 E30'rdinances E]Out of State Travel Cash. .0 Petty ' nPolicies El Proclamations -EIReqUest for:,Purchase MRiasolution ORecommenda-tion RProfessional Serv/Consultant ElSupport Letter 0SUrplUs Req. Max Levies E]Than, Y60.'s P OTax Titlelroperty E�W8L Consultant Contract,with AnchorA " OE for the Washington State Depart ment of E Qology - 2023-202,5 Shorelin o Compefifiv. 0 Grant6 to develop aGIS t��r�frofra.meworkand 0ol cking-, monitoring, andadapt e Iv management -of the ecological funct"ons -of Grant. County s'horeljnes. DATE OF ACTION-:- 11�1,.,2 �Z APPROVE: DENIED ABSTAIN DI: D2: D1 DEFERRED OR CONTINUED TO; K24-082 GENERAL AGREEMENT AND PROVISIONS OF CONTRACT FOR ANCHOR QEA (44CONSULTANT99) OVF.RVTF.W This agreement is entered into on the full execution date indicated on the signature page by and between Anchor QEA "Consultant" and Grant County, hereinafter called "Client." This Agreement is for the project to develop (Services) consistent with the attached Scope of Services with budget and schedule. WHEREAS, Anchor QEA was the successful bidder responding to the Request for Proposal that was released and advertised by Grant County on October 3, 2023 for services to complete the scope of work for the 2023-2025 Shoreline Competitive Grant that was obtained by the Department of Ecology; WHEREAS, Grant County desires to contract with Anchor QEA to perform the services described in the Ecology Shoreline Grant and Scope of Services attached to this agreement in accordance with the terms and conditions hereof; NOW THEREFOR, the parties hereby agree as follows: 1.0 GOVERNING LAW This agreement is entered into pursuant to and under the authority granted by the laws of the state of Washington and any applicable federal laws. The provision of this agreement shall be construed to conform to those laws. The Parties agree to comply with all applicable local, state, federal laws, orders, regulations and permits. Any action to enforce the terms of this agreement shall be in the Superior Court for Grant County. 2.0 GENERAL SCOPE OF SERVICES Anchor QEA provides general planning, environmental review, local development regulations and permitting consulting services, undertakes and executes all assignments in accordance with presently accepted practices and grants no warranty, either express or implied, in respect to work performance. 3.0 PROFESSIONAL FEES Fees for services for all professional, technical, and clerical personnel are based on the time expended on the project consistent with established hourly rates for Anchor QEA and any subconsultants. 4.0 REIMBURSABLE EXPENSES A. All charges for outside costs incurred as part of the work are computed on the basis of cost plus 10%. Examples of work-related costs are: 1. Fees and other charges of contractors or sub -consultants. 2. Transportation and subsistence expenses incurred for necessary out-of-town travel. 3. Shipping charges. 4. Communications. 5. Reproduction and duplicating services. 7. Computer service charges and program rentals. Ecology Grant SEASPC-2325-GrCoDS-00010 B. Other direct charges as applicable 5.0 SERVICES BY OTHERS On occasion, specialized services by other consultants or technical companies may be needed and will be utilized with the Client's approval. For this agreement, Anchor QEA is expected to be utilizing subconsultant support from White Bluff Consulting. 6.0 INVOTCES Invoices for services performed will be submitted regularly. Payment will be due within 30 days of the date of invoice. Interest will be added monthly to accounts in arrears at a rate of 1 %. 7.0 TAXES Fees for services and charges for reimbursable expenses are exclusive of any taxes or similar assessments now or hereinafter imposed by any Federal, State, County, or other competent taxing authority (other than taxes assessed on any profit of Consultant). Any such applicable assessments are in addition to amounts otherwise referred to herein. 8.0 EARLY TERMINATION OF SERVICES The obligation to provide further services under this Agreement may be terminated b either y party ty upon thirty days' written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party. In the event of any termination, Consultant will be paid for all services rendered to the date of termination, all Reimbursable Expenses. 9.0. PUBLIC DOCUMENTS This contract and all public records associated with this Agreement shall be available to the County for inspection and copying by the public where required by the Public Records Act, Chapter 42.56 RCW (the "Act"). To the extent that public records then in the custody of Consultant are needed for the County to respond to a request under the Act, as determined by the County, Consultant agrees to make them promptly available to the County. If Consultant considers any portion of any record provided to the County under this Agreement, whether in electronic or hard copy form, to be protected from disclosure under law, Consultant shall clearly identify any specific information that it claims to be confidential or proprietary. If the County receives a request under the Act to inspect or copy the information so identified by Consultant and the County determines that release of the information is required by the Act or otherwise appropriate, the County's sole obligations shall be to notify Consultant (a) of the request and (b) of the date that such information will be released to the requester, where the County is permitted to provide such notice pursuant to WAC 44-14-04003(12) unless Consultant obtains a court order to enjoin that disclosure pursuant to RCW 42.56.540. If Consultant fails to timely obtain a court order enjoining disclosure, the County will release the requested information on the date specified. The County has, and by this section assumes, no obligation on behalf of Consultant -to claim any exemption from disclosure under the Act. The County shall not be liable to Consultant for releasing records not clearly identified by Consultant as confidential or proprietary. The County shall not be liable to Consultant for any records that the County releases in compliance with this section or in compliance with an order of a court of competent jurisdiction. Ecology Grant SEASPC-2325-GrCoDS-00010 10.0 FORCE MAJEURE Neither party shall be in breach of this Agreement or responsible for damages caused by delay or failure to perform in full or in part its obligations under this Agreement provided that there is due diligence in attempted performance under the circumstances and that such delay or failure is due to any circumstance which is substantially beyond the control of the party to be charged and which cannot be reasonably forecast or prevented. 11.0 INSURANCE Consultant shall procure by the time of execution of this Agreement, and maintain for the duration of this Agreement, (i) insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the services hereunder by Consultant, its agents, representatives, or employees, and (ii) a current certificate of insurance and additional insured endorsement when applicable. A. Commercial general liability insurance covering claims for injuries arising out of any negligent act or omission of Subconsultant or of any of its employees, agents, or subconsultants, with $1,000,000 per occurrence/general aggregate and $2,000,000 aggregate for bodily injury and property damage. B. Professional liability insurance of $1,000,000, per claim and in the aggregate. C. Automobile Liability: $500,000 combined single limit per accident for bodily injury and property damage; D. Workers' Compensation: To meet applicable statutory requirements for workers' compensation coverage of the state or states of residency of the workers providing services under this Agreement; Self -Insured Retentions: Self-insured retentions must be declared to and approved by the County. Other Provisions: a. Commercial General Liability policies must be endorsed to: i. Include the County, its officials, employees as additional insured, ii. Provide that such insurance shall be primary and non-contributory, as respects to any insurance or self-insurance maintained by the County. b. Consultant or its Insurance Agent/Broker shall notify the County of any cancellation, or reduction in coverage or limits, of any insurance within seven (7) days of receipt of insurers' notification to that effect. Verification of Coverage: Consultant shall furnish County with certificates of insurance required by this section. The certificates are to be received and approved by the County before work commences. The County reserves the right to require complete, certified copies of all required insurance policies at any time. Subcontractors: Consultant shall require subconsultants to provide coverage which complies with the requirements stated herein. Ecology Grant SEASPC-2325-GrCoDS-00010 12.0 INDEPENDENT CAPACITY OF (CONSULTANT The parties agree that Consultant is a private contractor and not an employee or agent of the County, and Consultant will not represent himself as an employee of the County and will not receive any benefits from the County. 13.0 NON-DISCRIMINATION The CLIENT is an equal opportunity employer. Consultant and any subcontractors agree to comply with the provisions of Title VI of the Civil Rights Act of 1964, and RCW 49.60, the state law against discrimination. 14.0 LIABILITY In consideration of the employees of Consultant agreeing to work so as to provide the services anticipated by this Agreement, the Client agrees that it will make no claim against such employees or any of them, whether in contract or in tort, and the Client hereby acknowledges that Consultant has required this covenant and agreement from the Client as the agent and on the behalf of all such employees and with the authority of each of them. For the purpose of this section, the word "employee" includes a corporation with one employee only, and an individual, in both cases having a contractual relationship with Consultant of employee of, Consultant. Subject to the first paragraph herein above, Consultant agrees to indemnify and hold harmless the Client from and against any and all legal liability directly resulting from any errors, omissions and negligent acts incidental to or arising out of the services performed pursuant to this Agreement by Consultant, its agents, employees and representatives. Attachment 1—Rate Schedule Attachment 2 -Scope of Services with budget and schedule (Ecology Grant Contract) IN WITNESS WHEREOF, Deckard and Client have each caused this Agreement to be executed by their duly authorized representatives, effective as of the dates indicated below. ANCHOR QEA CLIENT By: By: Print Name: John Small Print Name:_nev f, S e Date: March 14, 2024 Title: Principal/ Shareholder Ecology Grant SEASPC-2325-GrCoDS-00010 Date: Title: 4k Attachment 1 (CONSULTANT) Year 2023-2025 Billing Rate Schedule Direct Personnel Expense * Labor Reimbursable Expenses Rate Principal PM/Facilitator Anchor QEA $ 328.00 Project Manager Jim Anderson -Cook $ 72.00 Subcontractor White Bluffs Consulting Cost plus 10% Mileage Billed at the IRS mileage rate for privately -owned vehicles in effect at the time of travel All Other Reimbursable Expenses Cost plus 10% Ecology Grant SEASPC-2325-GrCoDS-00010 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 DEPARTMENT OF ECOLOGY State of Washington Agreement No. SEASPC-2325-GrCoDS-00010 SHORELANDS SHORELINE PLANNING COMPETITIVE AGREEMENT BETWEEN THE STATE OF WASHINGTON DEPARTMENT OF ECOLOGY AND GRANT COUNTY DEVELOPMENT SERVICES This is a binding Agreement entered into by and between the state of Washington, Department of Ecology, hereinafter referred to as "ECOLOGY," and Grant County Development Services, hereinafter referred to as the "RECIPIENT," to carry out with the provided funds activities described herein. GENERAL INFORMATION Project Title: Total Cost: Total Eligible Cost: Ecology Share: Recipient Share: The Effective Date of this Agreement is: The Expiration Date of this Agreement is no later than: Project Type: Project Short Description: No Net Loss Tracking, Monitoring and Adaptive Management Framework $16000.00 $1605000.00 $1605000.00 $0.00 10/02/2023 06/30/2025 Planning Grant County Development Services (RECIPIENT) will develop a Tracking, Monitoring and Adaptive Management (TM&AM) framework and implementation plan. The project will improve shoreline permit implementation monitoring; and establish an approach for the periodic evaluation of permit data to understand whether the requirement for no net loss of shoreline ecological functions is being met. Project Long_ Description: Shoreline jurisdiction in Grant County comprises 332 miles of shoreline on four river systems and 85 lakes. The County's Shoreline Master Program (SMP) provides only limited planning to ensure no net loss of ecological function (NNL). The overarching goal of this project is to create a formal ecological functions TM&AM framework and implementation plan. DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services The purpose of the TM&AM framework and implementation plan is to help ensure that 1) the RECIPIENT'S efforts in ensuring that shoreline development authorized under the SMP meets the standard of NNL in the shoreline as required by the Shoreline Management Act (SMA) and 2) to ensure that the RECIPIENT is in compliance with WACs 173-26-201(2)(b) and 173-26-191(2)(a)(iii)(D), which require local governments to monitor their SMPs and identify a process to periodically evaluate the cumulative effects of authorized development on shoreline conditions. The framework will provide a structured and documented methodology and practice for monitoring shoreline ecological functions in the county. Using information from shoreline permits and exemptions from the substantial development permit process in the analysis will allow the RECIPIENT to analyze the effects on ecological function of authorized development on the Grant County shoreline. The RECIPIENT currently conducts its own project -specific compliance monitoring and has been collecting data on shoreline permits since the 2014 SMP Comprehensive Update. While the RECIPIENT has conducted some exploratory analysis, it lacks a framework with specific methods to track and monitor NNL. The RECIPIENT will develop a formal process for analyzing and reporting information relevant to the ecological functions of Grant County's shorelines. As part of this grant, the RECIPIENT will 1) document current permit implementation monitoring processes; 2) identify areas for process and procedural improvements; 3) establish methods for cumulative analysis, evaluation, and reporting, which may include additional supplemental data such as ecological analysis and aerial imagery detailed in an approved Quality Assurance Project Plan (QAPP); 4) test the methods using the new implementation approach; and 5) summarize what it learns about the cumulative effects of authorized development on shoreline conditions and how effectively the SMP is being implemented through the permit process. Overall CTnal Page 2 of 27 The goal of this project is to improve current shoreline permit implementation monitoring processes in Grant County and establish an approach for the periodic consolidation, analysis, and evaluation of permit implementation data that may consequently affect shoreline functions. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services RECIPIENT INFORMATION Organization Name: Grant County Development Services Federal Tax ID: 91-6001319 Mailing Address: PO BOX 37 Epharata, WA 98823 Physical Address: 264 West Division Ephrata, Washington 98823 Organization Email: cyoung a@grantcountywa. gov Contacts Template Version 12/10/2020 Page 3 of 27 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 4 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services Jim .Anderson -Cook Project Manager Deputy Director 264 West Division Ephrata, Washington 98823 Email: jcook@grantcountywa.gov Phone: (509) 754-2011 Billing Contact Jim Anderson -Cook Deputy Director 264 West Division Ephrata, Washington 98823 Email: jcook@grantcountywa.gov Phone: (509) 754-2011 Christopher Young Authorized Director Development Services Signatory 264 West Division Ephrata, Washington 98823 Email: cyoung@grantcountywa.gov Phone: (509) 754-2011 Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services ECOLOGY INFORMATION Mailing Address: Department of Ecology Shorelands PO BOX 47600 Olympia, WA 98504-7600 Physical Address: Shorelands 300 Desmond Drive SE Lacey, WA 98503 Contacts Page 5 of 27 Template Version 12/10/2020 Tess Cooper Project Manager 4601 N Monroe Street Spokane, Washington 99205-1295 Email: TEC0461@ecy.wa.gov Phone: (509) 934-7013 Michele Boderck Financial Financial Manager Manager PO Box 47600 Olympia, Washington 98504-7600 Email: mbod461@ecy.wa.gov Phone: (3 60) 764-6807 Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 6 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services AUTHORIZING SIGNATURES RECIPIENT agrees to furnish the necessary personnel, equipment, materials, services, and otherwise do all things necessary for or incidental to the performance of work as set forth in this Agreement. RECIPIENT acknowledges that they had the opportunity to review the entire Agreement, including all the terms and conditions of this Agreement, Scope of Work, attachments, and incorporated or referenced documents, as well as all applicable laws, statutes, rules, regulations, and guidelines mentioned in this Agreement. Furthermore, the RECIPIENT has read, understood, and accepts all requirements contained within this Agreement. This Agreement contains the entire understanding between the parties, and there are no other understandings or representations other than as set forth, or incorporated by reference, herein. No subsequent modifications or amendments to this agreement will be of any force or effect unless in writing, signed by authorized representatives of the RECIPIENT and ECOLOGY and made a part of this agreement. ECOLOGY and RECIPIENT may change their respective staff contacts without the concurrence of either party. This Agreement shall be subject to the written approval of Ecology's authorized representative and shall not be binding until so approved. The signatories to this Agreement represent that they have the authority to execute this Agreement and bind their respective organizations to this Agreement. Washington State Department of Ecology DocuSigned by: By , bu&w, k6c,:P't" 3/12/2024 Joenne McGerr Shorelands Program Manager Template Approved to Form by Attorney General's Office Template Version 12/10/2020 Grant County Development Services DocuSigned by: By:(6sfb � q6"3/12/2024 ftnlvp i' Date Christopher Young Director Development Services Date DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 7 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services Jim Anderson -Cook DocuSigned by: , Im al�.�bl�.—1,db 3/4/2024 Deputy Director Date Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: Recipient Name: SCOPE OF WORK Task Number: Task Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Grant County Development Services 1. Project Administration / Management Task Cost: $24,000.00 Page 8 of 27 Task Description: The RECIPIENT shall provide necessary project oversight to complete the scope of work in compliance with this ECOLOGY agreement, which includes project coordination, administration and management. A. The RECIPIENT shall coordinate with ECOLOGY throughout the project. The RECIPIENT will provide ECOLOGY opportunities to review draft deliverables at appropriate intervals. ECOLOGY will provide ongoing technical assistance and will evaluate consistency of deliverables with the Shoreline Management Act and applicable guidelines throughout the review process. B. The RECIPIENT shall conduct project management activities including compliance with state statutes and rules, project scheduling, adherence to the scope of work, timelines, and due dates; request for, and if applicable, conducting competitive etitive p procurement process including preparation of contractor bidding documents, advertisements, and grant monitoring. C. The RECIPIENT shall submit quarterly progress reports and payment requests (PRPRs) with supporting documentation; maintain project records; and submit ECOLOGY -approved deliverables by the due dates established between ECOLOGY and the RECIPIENT. Task Goal Statement: Properly manage and fully document the project in accordance with ECOLOGY's grant administration requirements. Task Expected Outcome: Timely and complete submittal of requests for reimbursement, quarterly progress reports, and recipient closeout report. Properly maintained project documentation. Recipient Task Coordinator: Jim Anderson -Cook 1. Project Administration / Management Deliverables Number 1.1 1.2 Template Version 12/10/2020 Description Payment Request / Progress Report (PRPR) Recipient Close Out Report (RCOR) Due Date 06/30/2025 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: Recipient Name: SCOPE OF WORK Task Number: 2 No Net Loss Tracking, Monitoring and. Adaptive Management Framework Grant County Development Services Task Cost: $36,000.00 Task Title: 2.Public Participation/Stakeholder Engagement Plan Page 9 of 27 Task Description: A. The RECIPIENT will hire a consultant(s) in accordance with the RECIPIENT or State of Washington procurement procedures. The RECIPIENT will enter into a contract with the selected consultant(s) and prepare a contract in accordance with the scope of work in this agreement. The RECIPIENT will upload a copy of the signed contract in EAGL and notify the ECOLOGY Project Manager. B. The RECIPIENT will prepare a Public Participation and Stakeholder Engagement Plan. The goal of the Plan will be to foster early and continual public participation in the TM&AM Framework planning process. The Plan will identify a stakeholder group that is diverse and inclusive of those with interest in TM&AM Framework. C. The RECIPIENT will conduct initial outreach to stakeholders identified in the Public Participation and Stakeholder Engagement Plan. The RECIPIENT will use outreach methods typically used by the RECIPIENT (e.g., email, mailings, newspaper listings, social media). The purpose of this initial outreach will be to raise awareness of the project and indicate opportunities for stakeholder involvement. D. For any publications or education and outreach materials, the RECIPIENT will follow ECOLOGY's requirements in the following sections of the Agreement General Terms and Conditions: 3. ACCESSIBILITY REQUIREMENTS FOR COVERED TECHNOLOGY, and 19. PRESENTATION AND PROMOTIONAL MATERIALS. For more information, see the Agreement General Terms and Conditions. For communications and materials, the RECIPIENT will acknowledge that funding was provided by ECOLOGY. The ECOLOGY Project Manager can provide a copy of ECOLOGY's logo. The RECIPIENT will provide a copy of education and outreach materials to the ECOLOGY Project Manager for review prior to distribution. E. The RECIPIENT will organize and host up to three community engagement event and one technical advisory stakeholder workshop at the point in the project timeline identified in the Public Participation and Stakeholder Engagement Plan. The community engagement event and the technical advisory workshop will be held in person or online. The events will be organized to seek feedback on preliminary results of the TM&AM framework. Feedback will be incorporated into the internal public engagement summary document. F. Light refreshments (not meals) for meetings, as defined by ECOLOGY's Administrative Requirements for Recipients of Ecology Grants and Loans (2023 Yellow Book), may be eligible for reimbursement. Prior to each public meeting, the RECIPIENT must use the light refreshment request form to request and receive approval by ECOLOGY's Project Manager for light refreshment reimbursement. The RECIPIENT will submit approved request forms with the corresponding Payment Request/Progress Report (PRPR). Task Goal Statement: Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 10 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services To ensure the RECIPIENT has qualified personnel to conduct the scope of this project. To prepare a Public Participation and Stakeholder Engagement Plan that identifies a diverse and inclusive group of stakeholders with interest in the TM&AM Framework. To inform stakeholders and community members about the progress of the TM &AM Framework and to seek their feedback. To incorporate stakeholder and community feedback into the final Implementation Plan. Task Expected Outcome: Signed consultant contract(s). A Public Participation and Stakeholder Engagement Plan that is based on existing resources and best practices for stakeholder and community engagement. Public participation throughout the TM&AM Framework planning process, at points in time identified in the Public Participation and Stakeholder Engagement Plan. Community support and buy -in for the TM&AM Framework by bringing together an inclusive and diverse group of stakeholders. Recipient Task Coordinator: Jim Anderson -Cook 2.Public Participation/Stakeholder Engagement Plan Deliverables Number Description Due Date 2.1 Copy of signed consultant contract. Upload to EAGL and notify ECOLOGY Project Manager. 2.2 Final Public Participation and Stakeholder Engagement Plan. Upload to EAGL and notify ECOLOGY Project Manager. 2.3 Copy of initial outreach material(s). Submit to ECOLOGY Project Manager for review prior to distribution. Include names of stakeholders/ organizations, dates contacted, and nature of outreach. Upload to EAGL and notify ECOLOGY Project Manager. 2.4 Community engagement event agenda(s) and attendance log(s). Light Refreshment Forms (if necessary). Upload to EAGL and notify ECOLOGY Project Manager. 2.5 Summary of community survey and community engagement event outcomes. Upload to EAGL and notify ECOLOGY Project Manager. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 11 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services SCOPE OF WORK Task Number: 3 Task Cost: $50,000.00 Task Title: 3. Tracking Monitoring & Adaptive Management Plan Task Description: A. The RECIPIENT will meet the requirements in the General Terms and Conditions Section 12. ENVIRONMENTAL DATA STANDARDS for a Quality Assurance Project Plan (QAPP). The RECIPIENT will: 1. Provide ECOLOGY a draft QAPP, based on ECOLOGY's determination of the level of detail needed. 2. Revise the QAPP to reflect Ecology's comments (iterative rounds as needed). 3. Finalize the QAPP for ECOLOGY approval. B. The RECIPIENT will develop the TM&AM Framework based on the specific processes, methods, data protocols, and tools identified in the approved QAPP. The development of the TM&AM framework will occur in coordination with the stakeholders, jurisdiction planning staff, and ECOLOGY representative's guidance. The framework will clearly lay out the means and methods of data collection and analysis. Data monitored and analyzed will include information on development in the shoreline jurisdiction under shoreline permits and exemptions, information on restoration projects conducted in the shoreline jurisdiction and indicators of shoreline ecological function. The RECIPIENT will: i. Review shoreline authorizations issued since adoption of the 2014 Comprehensive Update (or as directed by the QAPP) to understand whether Grant County is implementing the SMP in compliance with permittee -responsible compensatory mitigation and mitigation monitoring requirements and whether permits are being issued consistent with SMP provisions that ensure NNL. Review mitigation monitoring reports during the same time period. Data collection will allow the RECIPIENT to prepare a memorandum that summarizes findings and recommendations for the development of a program to track permits and their associated mitigation and monitoring reports. ii. Create a permit monitoring database for tracking permit implementation data. Permits, mitigation plans, and monitoring reports will be collected. Prepare recommendations for updating Grant County development application forms to collect information on development impacts and mitigation that will streamline the tracking process. Recommendations will be incorporated into the TM&AM Implementation Report. iii. Establish detailed methods for completing shoreline cumulative effects analysis, evaluation, and reporting with results directly correlated to shoreline authorizations tracking results. iv. Make presentations on the draft Framework and make copies of the Framework available for review and comment by Tribes, the community, and other stakeholders through the initial outreach in Task 2 prior to finalization of the Framework. Task Goal Statement: To develop a QAPP that describes the objectives of the study and the procedures to be followed to achieve those objectives. To ensure the RECIPIENT is utilizing appropriate quality assurance methodology in the project's scientific practices. To develop an understanding of SMP implementation and whether improvements to the permitting system or SMP amendments are needed. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services To develop an understanding of the current system's effectiveness at ensuring mitigation success. Page 12 of 27 To improve future monitoring efforts and outcomes by developing a permit monitoring database and to evaluate whether a detailed methods for completing shoreline cumulative effects analysis correlated to shoreline authorizations will be helpful to inform future adaptive management needs. Task Expected Outcome: An ECOLOGY -approved QAPP. A database or Excel worksheet is developed for tracking permits, mitigation requirements, and monitoring performance. Department head and other decision makers have the information needed to understand SMP implementation and to take action on permit system improvements, if necessary. The RECIPIENT will develop a TM&AM Framework for use in future analysis of SMP implementation and shoreline NNL. Recipient Task Coordinator: Jim Anderson -Cook 3. Tracking Monitoring & Adaptive Management Plan Deliverables Number Description Due Date 3.1 An ECOLOGY -approved QAPP. Upload to EAGL and notify ECOLOGY Project Manager. 3.2 Draft Framework with a summary of stakeholder outreach group feedback. Upload to EAGL and notify ECOLOGY Project Manager. 3.3 Final Framework. Upload to EAGL and notify ECOLOGY Project Manager. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: Recipient Name: SCOPE OF WORK Task Number: 4 No Net Loss Tracking, Monitoring and Adaptive Management Framework Grant County Development Services Task Title: 4. Initial implementation of the TM&AM Task Cost: $50,000.00 Page 13 of 27 Task Description: A. The RECIPIENT will develop an Implementation Plan in accordance with the measures outlined in the QAPP that includes the specific processes, methods, data protocols, and tools needed for the periodic consolidation, analysis, and evaluation of cumulative effects of authorized development on shoreline conditions. The Implementation Plan will be consistent with the Final TM&AM Framework. All drafts and the final implementation plan will be uploaded to EAGL. B. In developing the Implementation Plan, the RECIPIENT will review existing permit implementation data and existing relevant SMP documents. Work will involve researching what other jurisdictions have done, interviewing RECIPIENT staff involved with the implementation and analysis, and researching available tools. C. If necessary, the RECIPIENT will develop a tool, or modify existing tools, for the analysis and evaluation of permit implementation data. D. The RECIPIENT will facilitate a technical workgroup that will.provide technical review and feedback on the Implementation Plan throughout its development. Workgroup members will include representatives from local governments, state resource agencies, and other partners. The workgroup will discuss opportunities for sharing shoreline -related monitoring data and/or other opportunities for data monitoring partnerships, coordination, and resource sharing. The RECIPIENT will upload to EAGL meeting minutes or notes for all technical workgroup meetings. E. The RECIPIENT will test the proposed TM&AM framework implementation using existing shoreline permit implementation data and any supplemental data identified as necessary in the Implementation Plan. F. The RECIPIENT will complete a TM&AM implementation analysis and report findings and conclusions about whether issued permits comply with SMP requirements tied to NNL. The final version will include a summary of lessons learned from testing the methodology. The summary will be a robust analysis about what is known about the cumulative effects of authorized development on shoreline conditions, whether permits are being issued consistently with the SMP, and whether projects are being constructed in compliance with authorized permit(s). As necessary, the report will include recommendations forp otential SMP amendments, SMP interpretations, and permit process changes related to findings. Task Goal Statement: To create an action -ready Implementation Plan with specific methods, data protocols, tools, and processes to follow. The Implementation Plan developed can be used for the periodic consolidation, analysis, and evaluation of the cumulative effects of authorized development on shoreline conditions. It will be consistent with the TM&AM Framework and sustainable with respect to existing and available resources of Grant County. Task Expected Outcome: RECIPIENT has an Implementation Plan for using the TM&AM Framework that is scientifically based, realistic, and resilient because it is created in partnership with multiple technical experts and stakeholders. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 14 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services RECIPIENT has a final report that includes a NNL analysis of existing implementation data and that summarizes what is known about the cumulative effects of authorized development on shoreline conditions, whether permits are being issued consistently with the SMP, and whether development is being constructed in compliance with authorized permit(s). Recipient Task Coordinator: Jim Anderson -Cook 4. Initial implementation of the TM&AM Deliverables Number Description Due Date 4.1 Implementation Plan. Upload to EAGL and notify ECOLOGY Project Manager. 4.2 All technical work group meeting agendas, notes, or minutes. Upload to EAGL and notify ECOLOGY Pro j ect Manager. 4.3 Draft Report and evaluation of the accuracy of analyses on existing data. Upload to EAGL and notify ECOLOGY Project Manager. 4.4 Final Report and evaluation of the accuracy of analyses on existing data. Upload to EAGL and notify ECOLOGY Project Manager. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services BUDGET Funding Distribution EG240580 NOTE: The above funding distribution number is used to identify this specific agreement and budget on payment remittances and may be referenced on other communications from ECOLOGY. Your agreement may have multiple funding distribution numbers to identify each budget. Funding Title: Funding Effective Date: Funding Source: Title: Fund: Type: Funding Source %: Description: Model Toxics Control Operating Account (MTFunding Type: Grant 10/02/2023 Funding Expiration Date: 06/30/2025 Model Toxics Control Operating Account (MTCOA) FD State 100% Model Toxics Control Operating Account (MTCOA) Approved Indirect Costs Rate: Approved State Indirect Rate: 0% Recipient Match %: 0% InKind Interlocal Allowed: No InKind Other Allowed: No Is this Funding Distribution used to match a federal grant? No Model Toxics Control Operating Account (MTCOA) Task Total 1. Project Administration / Management $ 24,000.00 2.Public Participation/Stakeholder Engagement Plan $ 365000.00 3. Tracking Monitoring & Adaptive Management Plan $ 5000.00 4. Initial implementation of the TM&AM $ 50 000.00 Total: $ 1609000.00 Template Version 12/10/2020 Page 15 of 27 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Naive: Grant County Development Services Funding Distribution Summary Recipient / Ecology Share Page 16 of 27 Funding Distribution Name Recipient Match % Recipient Share Ecology Share Total Model Toxics Control Operating Account (MTCOA) 0.00 % $ 0.00 $ 160,000.00 $ 160,000.00 Total $ 0.00 $ 1609000.00 $ 1609000.00 AGREEMENT SPECIFIC TERMS AND CONDITIONS N/A SPECIAL TERMS AND CONDITIONS The RECIPIENT will negotiate the task deliverable due dates with the ECOLOGY Project Manager, and the ECOLOGY Project Manager will enter the information in the Deliverables Due Date EAGL form. The RECIPIENT will keep track of these dates, and will note any date changes on the quarterly progress reports. The Deliverables Due Date form can be found on the Application Menu - Forms page in EAGL. (Note: This form does not automaticallyrint out with the Agreement.) p g ) GENERAL FEDERAL CONDITIONS If a portion or all of the funds for this agreement are provided through federal funding sources or this agreement is used to match a federal grant award, the following terms and conditions apply to you. A. CERTIFICATION REGARDING SUSPENSION DEBARMENT INELIGIBILITY OR VOLUNTARY FXCT I TORTfIN- 1. The RECIPIENT/CONTRACTOR, by signing this agreement, certifies that it is not suspended, debarred, proposed for debarment, declared ineligible or otherwise excluded from contracting with the federal government, or from receiving contracts paid for with federal funds. If the RECIPIENT/CONTRACTOR is unable to certify to the statements contained in the certification, they must provide an explanation as to why they cannot. 2. The RECIPIENT/CONTRACTOR shall provide immediate written notice to ECOLOGY if at any time the RECIPIENT/CONTRACTOR learns that its certification was erroneous when submitted or had become erroneous by reason of changed circumstances. 3. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, participant, person, primary covered transaction, principal, proposal, and voluntarily excluded, as used in this clause, have the meaning set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact ECOLOGY for assistance in obtaining a copy of those regulations. 4. The RECIPIENT/CONTRACTOR agrees it shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under the applicable Code of Federal Regulations, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction. 5. The RECIPIENT/CONTRACTOR further agrees by signing this agreement, that it will include this clause titled "CERTIFICATION REGARDING SUSPENSION, DEBARMENT, INELIGIBILITY OR VOLUNTARY Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services Page 17 of 27 EXCLUSION" without modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 6. Pursuant to 2CFR180.330, the RECIPIENT/CONTRACTOR is responsible for ensuring that any lower tier covered transaction complies with certification of suspension and debarment requirements. 7. RECIPIENT/CONTRACTOR acknowledges that failing to disclose the information required in the Code of Federal Regulations may result in the delay or negation of this funding agreement, or pursuance of legal remedies, including suspension and debarment. 8. RECIPIENT/CONTRACTOR agrees to keep proof in its agreement file, that it, and all lower tier recipients or contractors, are not suspended or debarred, and will make this proof available to ECOLOGY before requests for reimbursements will be approved for payment. RECIPIENT/CONTRACTOR must run a search in <http://www.sam.gov> and print a copy of completed searches to document proof of compliance. B. FEDERAL FUNDING ACCOUNTABILITY AND TRANSPARENCY ACT (FFATA) REPORTING_ REQUIREMENTS: CONTRACTOR/RECIPIENT must complete the FFATA Data Collection Form (ECY 070-395) and return it with the signed agreement to ECOLOGY. Any CONTRACTOR/RECIPIENT that meets each of the criteria below must report compensation for its five top executives using the FFATA Data Collection Form. • Receives more than $30,000 in federal funds under this award. Receives more than 80 percent of its annual gross revenues from federal funds. Receives more than $25,000,000 in annual federal funds. Ecology will not pay any invoices until it has received a completed and signed FFATA Data Collection Form. Ecology is required to report the FFATA information for federally funded agreements, including the required Unique Entity Identifier in www.sam.gov <htti)://www.sam.gov/> within 30 days of agreement signature. The FFATA information will be available to the public at www.usaspending.gov <hiip://www.usaspending..go >. For more details on FFATA requirements, see www.fsrs.gov <http://www.fsrs.gov/>. C. FEDERAL FUNDING PROHIBITION ON CERTAIN TELECOMMUNICATIONS OR VIDEO SURVEILLANCE SERVICES OR EQUIPMENT: As required by 2 CFR 200.216, federal grant or loan recipients and subrecipients are prohibited from obligating or expending loan or grant funds to: 1. Procure or obtain; 2. Extend or renew a contract to procure or obtain; or 3. Enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, orsystems that use covered telecommunications equipment, video surveillance services or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232 <https://www.govinfo.gov/content/pkg/PLAW-115publ232/pdf/PLAW-115publ232.pdf>, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services Page 18 of 27 Recipients, subrecipients, and borrowers also may not use federal funds to purchase certain prohibited equipment, systems, or services, including equipment, systems, or services produced or provided by entities identified in section 889, are recorded in the System for Award Management (SAM) <https:Hsam.gov/SAM/> exclusion list. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 19 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services GENERAL TERMS AND CONDITIONS Pertaining to Grant and Loan Agreements With the state of Washington, Department of Ecology GENERAL TERMS AND CONDITIONS For DEPARTMENT OF ECOLOGY GRANTS and LOANS 07/01/2023 Version 1. ADMINISTRATIVE REQUIREMENTS a) RECIPIENT shall follow the "Administrative Requirements for Recipients of Ecology Grants and Loans — EAGL Edition." (https:Hfortress.wa.gov/ecy/publications/SummaryPages/23 01002.html) b) RECIPIENT shall complete all activities funded by this Agreement and be fully responsible for the proper management of all funds and resources made available under this Agreement. c) RECIPIENT agrees to take complete responsibility for all actions taken under this Agreement, including ensuring all subgrantees and contractors comply with the terms and conditions of this Agreement. ECOLOGY reserves the right to request g proof of compliance by subgrantees and contractors. d) RECIPIENT's activities under this Agreement shall be subject to the review and approval by ECOLOGY for the extent and character of all work and services. 2. AMENDMENTS AND MODIFICATIONS This Agreement maybe altered, amended, or waived only by a written amendment executed by both parties. No subsequent modification(s) or amendment(s) of this Agreement will be of any force or effect unless in writing and signed by authorized representatives of both parties. ECOLOGY and the RECIPIENT may change their respective staff contacts and administrative information without the concurrence of either party. 3. ACCESSIBILITY REQUIREMENTS FOR COVERED TECHNOLOGY The RECIPIENT must comply with the Washington State Office of the Chief Information Officer, OCIO Policy no. 188, Accessibility (https:Hocio.wa.gov/policy/accessibility) as it relates to "covered technology." This requirement applies to all products supplied under the Agreement, providing equal access to information technology by individuals with disabilities including and not limited to web sites/pages, web -based applications, software systems, video and audio content, and electronic documents intended for publishing on Ecology's public web site. 4. ARCHAEOLOGICAL AND CULTURAL RESOURCES RECIPIENT shall take all reasonable action to avoid, minimize, or mitigate adverse effects to archaeological and historic archaeological sites, historic buildings/structures, traditional cultural places, sacred sites, or other cultural resources, hereby referred to as Cultural Resources. The RECIPIENT must agree to hold harmless ECOLOGY in relation to any claim related to Cultural Resources discovered disturbed, or damaged due to the RECIPIENT's project funded under this Agreement. RECIPIENT shall: a) Contact the ECOLOGY Program issuing the grant or loan to discuss any Cultural Resources requirements for theirJro j ect : p • Cultural Resource Consultation and Review should be initiated early in the project planning process and must be completed prior to expenditure of Agreement funds as required by applicable State and Federal requirements. * For state funded construction, demolition, or land acquisitions, comply with Governor Executive Order 21-02, Archaeological and Cultural Resources. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 20 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services • For projects with any federal involvement, comply with the National Historic Preservation Act of 1966 (Section 106). b) If required by the ECOLOGY Program, submit an Inadvertent Discovery Plan (IDP) to ECOLOGY prior to implementing any project that involves field activities. ECOLOGY will provide the IDP form. RECIPIENT shall: • Keep the IDP at the project site. • Make the IDP readily available to anyone working at the project site. • Discuss the IDP with staff, volunteers, and contractors working at the project site. • Implement the IDP when Cultural Resources or human remains are found at the project site. c) If any Cultural Resources are found while conducting work under this Agreement, follow the protocol outlined in the project IDP. • Immediately stop work and notify the ECOLOGY Program, who will notify the Department of Archaeology and Historic Preservation at (360) 586-3065, any affected Tribe, and the local government. d) If any human remains are found while conducting work under this Agreement, follow the protocol outlined in the project IDP. • Immediately stop work and notify the local Law Enforcement Agency or Medical Examiner/Coroner's Office, the Department of Archaeology and Historic Preservation at (360) 790-1633, and then the ECOLOGY Program. e) Comply with RCW 27.53, RCW 27.44, and RCW 68.50.645, and all other applicable local, state, and federal laws protecting Cultural Resources and human remains. 5. ASSIGNMENT No right or claim of the RECIPIENT arising under this Agreement shall be transferred or assigned by the RECIPIENT. 6. COMMUNICATION RECIPIENT shall make every effort to maintain effective communications with the RECIPIENT's designees, ECOLOGY, all affected local, state, or federal jurisdictions, and any interested individuals or groups. 7. COMPENSATION a) Any work performed prior to effective date of this Agreement will be at the sole expense and risk of the RECIPIENT. ECOLOGY must sign the Agreement before any payment requests can be submitted. b) Payments will be made on a reimbursable basis for approved and completed work as specified in this Agreement. c) RECIPIENT is responsible to determine if costs are eligible. Any questions regarding eligibility should be clarified with ECOLOGY prior to incurring costs. Costs that are conditionally eligible require approval by ECOLOGY prior to expenditure. d) RECIPIENT shall not invoice more than once per month unless agreed on by ECOLOGY. e) ECOLOGY will not process payment requests without the proper reimbursement forms, Progress Report and supporting documentation. ECOLOGY will provide instructions for submitting payment requests. f) ECOLOGY will pay the RECIPIENT thirty (30) days after receipt of a properly completed request for payment. g) RECIPIENT will receive payment through Washington State's Office of Financial Management's Statewide Payee Desk. To receive payment you must register as a statewide vendor by submitting a statewide vendor registration form and an IRS W-9 form at website, https:Hofm.wa.gov/it-systems/statewide-vendorpayee-services. If you have questions about the vendor registration process, you can contact Statewide Payee Help Desk at (360) 407-8180 or email PayeeRegistration@ofm.wa.gov. h) ECOLOGY may, at its sole discretion, withhold payments claimed by the RECIPIENT if the RECIPIENT fails to satisfactorily comply with any term or condition of this Agreement. i) Monies withheld by ECOLOGY may be paid to the RECIPIENT when the work described herein, or a portion thereof, has been completed if, at ECOLOGY's sole discretion, such payment is reasonable and approved according to this Agreement, as appropriate, or upon completion of an audit as specified herein. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services Page 21 of 27 j) RECIPIENT must submit within thirty (30) days after the expiration date of this Agreement, all financial, performance, and other reports required by this Agreement. Failure to comply may result in delayed reimbursement. 8. COMPLIANCE WITH ALL LAWS RECIPIENT agrees to comply fully with all applicable federal, state and local laws, orders, regulations, and permits related to this Agreement, including but not limited to: a) RECIPIENT agrees to comply with all applicable laws, regulations, and policies of the United States and the State of Washington which affect wages and job safety. b) RECIPIENT agrees to be bound by all applicable federal and state laws, regulations, and policies against discrimination. c) RECIPIENT certifies full compliance with all applicable state industrial insurance requirements. d) RECIPIENT agrees to secure and provide assurance to ECOLOGY that all the necessary approvals and permits required by authorities having jurisdiction over the proj ect are obtained. RECIPIENT must include time in their proj ect timeline for the permit and approval processes. ECOLOGY shall have the right to immediately terminate for cause this Agreement as provided herein if the RECIPIENT fails to comply with above requirements. If any provision of this Agreement violates any statute or rule of law of the state of Washington, it is considered modified to conform to that statute or rule of law. ' 9. CONFLICT OF INTEREST RECIPIENT and ECOLOGY agree that any officer, member, agent, or employee, who exercises any function or responsibility in the review, approval, or carrying out of this Agreement, shall not have any personal or financial interest, direct or indirect, nor affect the interest of any corporation, partnership, or association in which he/she is a part, in this Agreement or the proceeds thereof. 10. CONTRACTING FOR GOODS AND SERVICES RECIPIENT may contract to buy goods or services related to its performance under this Agreement. RECIPIENT shall award all contracts for construction, purchase of goods, equipment, services, and professional architectural and engineering services through a competitive process, if required by State law. RECIPIENT is required to follow rocurement procedures that ensure p legal, fair, and open competition. RECIPIENT must have a standard procurement process or follow current state procurement procedures. RECIPIENT may be required to provide written certification that they have followed their standard procurement procedures and applicable state law in awarding contracts under this Agreement. ECOLOGY reserves the right to inspect and request copies of all procurement documentation, and review procurement practices related to this Agreement. Any costs incurred as a result of procurement practices not in compliance with state procurement law or the RECIPIENT'S normal procedures may be disallowed at ECOLOGY's sole discretion. 11. DISPUTES When there is a dispute with regard to the extent and character of the work, or any other matter related to this Agreement the determination of ECOLOGY will govern, although the RECIPIENT shall have the right to appeal decisions as provided for below: a) RECIPIENT notifies the funding program of an appeal request. b) Appeal request must be in writing and state the disputed issue(s). c) RECIPIENT has the opportunity to be heard and offer evidence in support of its appeal. d) ECOLOGY reviews the RECIPIENT's appeal. e) ECOLOGY sends a written answer within ten (10) business days, unless more time is needed, after concluding the review. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 22 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services The decision of ECOLOGY from an appeal will be final and conclusive, unless within thirty (30) days from the date of such decision, the RECIPIENT furnishes to the Director of ECOLOGY a written appeal. The decision of the Director or duly authorized representative will be final and conclusive. The parties agree that this dispute process will precede any action in a judicial or quasi-judicial tribunal. Appeals of the Director's decision will be brought in the Superior Court of Thurston County. Review of the Director's decision will not be taken to Environmental and Land Use Hearings Office. Pending final decision of a dispute, the RECIPIENT agrees to proceed diligently with the performance of this Agreement and in accordance with the decision rendered. Nothing in this Agreement will be construed to limit the parties' choice of another mutually acceptable method, in addition to the dispute resolution procedure outlined above. 12. ENVIRONMENTAL DATA STANDARDS a) RECIPIENT shall prepare a Quality Assurance Project Plan (QAPP) for a project that collects or uses environmental measurement data. RECIPIENTS unsure about whether a QAPP is required for their project shall contact the ECOLOGY Program issuing the grant or loan. If a QAPP is required, the RECIPIENT shall: 19 Use ECOLOGY's QAPP Template/Checklist provided by the ECOLOGY, unless ECOLOGY Quality Assurance(QA) (Q ) officer or the Program QA coordinator instructs otherwise. • Follow ECOLOGY'S Guidelines for Preparing Quality Assurance Project Plans for Environmental Studies, July 2004 (Ecology Publication No. 04-03-030). • Submit the QAPP to ECOLOGY for review and approval before the start of the work. b) RECIPIENT shall submit environmental data that was collected on a project to ECOLOGY using the Environmental Information Management system (EIM), unless the ECOLOGY Program instructs otherwise. The RECIPIENT must confirm with ECOLOGY that complete and correct data was successfully loaded into EIM, find instructions at: http://www.ecy.wa.gov/eim. c) RECIPIENT shall follow ECOLOGY's data standards when Geographic Information System (GIS) data is collected and processed. Guidelines for Creating and Accessing GIS Data are available at: https:Hecology.wa.gov/Research-Data/Data-resources/Geographic-Information-S stems-GIS/Standards. RECIPIENT, CIPIENT, when requested by ECOLOGY, shall provide copies to ECOLOGY of all final GIS data layers, imagery, related tables, raw data collection files, map products, and all metadata and project documentation. 13. GOVERNING LAW This Agreement will be governed by the laws of the State of Washington, and the venue of any action brought hereunder will be in the Superior Court of Thurston County. 14. INDEMNIFICATION ECOLOGY will in no way be held responsible for payment of salaries, consultant's fees, and other costs related to theJro'ect P described herein, except as provided in the Scope of Work. To the extent that the Constitution and laws of the State of Washington permit, each party will indemnify and hold the other harmless from and against any liability for any or all injuries to persons or property arising from the negligent act or omission of that party or that party's agents or employees arising out of this Agreement. 15. INDEPENDENT STATUS The employees, volunteers, or agents of each party who are engaged in the performance of this Agreement will continue to be employees, volunteers, or agents of that party and will not for any purpose be employees, volunteers oragents of the other party. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 23 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services 16. KICKBACKS RECIPIENT is prohibited from inducing by any means any person employed or otherwise involved in this Agreement to give up any part of the compensation to which he/she is otherwise entitled to or receive any fee, commission, or gift in return for award of a subcontract hereunder. 17. MINORITY AND WOMEN'S BUSINESS ENTERPRISES (MWBE) RECIPIENT is encouraged to solicit and recruit, to the extent possible, certified minority-owned (MBE) and women -owned (WBE) businesses in purchases and contracts initiated under this Agreement. Contract awards or rejections cannot be made based on MWBE participation; however, the RECIPIENT is encouraged to take the following actions, when possible, in any procurement under this Agreement: a) Include qualified minority and women's businesses* on solicitation lists whenever they are potential sources of goods or services. b) Divide the total requirements, when economically feasible, into smaller tasks or quantities, to permit maximumartici ation p p by qualified minority and women's businesses. c) Establish delivery schedules, where work requirements permit, which will encourage participation of qualified minority and women's businesses. d) Use the services and assistance of the Washington State Office of Minority and Women's Business Enterprises (OMWBE (866-208-1064) and the Office of Minority Business Enterprises of the U.S. Department of Commerce, as appropriate. 18. ORDER OF PRECEDENCE In the event of inconsistency in this Agreement, unless otherwise provided herein, the inconsistency shall be resolved by giving precedence in the following order: (a) applicable federal and state statutes and regulations; (b) The Agreement; (c) Scope of Work; (d) Special Terms and Conditions; (e) Any provisions or terms incorporated herein by reference, including the "Administrative Requirements for Recipients of Ecology Grants and Loans"; (f) Ecology FundingPro Guidelines; and gram � (g) General Terms and Conditions. 19. PRESENTATION AND PROMOTIONAL MATERIALS ECOLOGY reserves the right to approve RECIPIENT's communication documents and materials related to the fulfillment of this Agreement: a) If requested, RECIPIENT shall provide a draft copy to ECOLOGY for review and approval ten (10) business days prior to production and distribution. b) RECIPIENT shall include time for ECOLOGY's review and approval process in their project timeline. c) If requested, RECIPIENT shall provide ECOLOGY two (2) final copies and an electronic copy of any tangible products developed. Copies include any printed materials, and all tangible products developed such as brochures,' manuals, pamphlets, videos, audio tapes, CDs, curriculum, posters, media announcements, or gadgets with a message, such as a refrigerator magnet, and any online communications, such as web pages, blogs, and twitter campaigns. If it is not practical to provide a copy, then the RECIPIENT shall provide a description (photographs, drawings, printouts, etc.) that best represents the item. Any communications intended for public distribution that uses ECOLOGY's logo shall comply with ECOLOGY's graphic requirements and any additional requirements specified in this Agreement. Before the use of ECOLOGY's logo contact ECOLOGY for guidelines. RECIPIENT shall acknowledge in the communications that funding was provided by ECOLOGY. 20. PROGRESS REPORTING Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services Page 24 of 27 a) RECIPIENT must satisfactorily demonstrate the timely use of funds by submitting payment requests and progress reports to ECOLOGY. ECOLOGY reserves the right to amend or terminate this Agreement if the RECIPIENT does not document timely use of funds. b) RECIPIENT must submit a progress report with each payment request. Payment requests will not be processed without a progress report. ECOLOGY will define the elements and frequency of progress reports. c) RECIPIENT shall use ECOLOGY's provided progress report format. d) Quarterly progress reports will cover the periods from January 1 through March 31, April 1 through June 30, July g 1 through September 30, and October 1 through December 31. Reports shall be submitted within thirty (3 0) days after the end of the quarter being reported. e) RECIPIENT must submit within thirty (30) days of the expiration date of the project, unless an extension has been approved by ECOLOGY, all financial, performance, and other reports required by the Agreement and funding program guidelines. RECIPIENT shall use the ECOLOGY provided closeout report format. 21. PROPERTY RIGHTS a) Copyrights and Patents. When the RECIPIENT creates any copyrightable materials or invents any patentable property under this Agreement, the RECIPIENT may copyright or patent the same but ECOLOGY retains a royalty free, nonexclusive, and irrevocable license to reproduce, publish, recover, or otherwise use the material(s) or property, and to authorize others to use the same for federal, state, or local government purposes. b) Publications. When the RECIPIENT or persons employed by the RECIPIENT use or publish ECOLOGY information present papers, lectures, or seminars involving information supplied by ECOLOGY; or use logos, reports, maps, or other data in printed reports, signs, brochures, pamphlets, etc., appropriate credit shall be given to ECOLOGY. c) Presentation and Promotional Materials. ECOLOGY shall have the right to use or reproduce any printed or graphic materials produced in fulfillment of this Agreement, in any manner ECOLOGY deems appropriate. ECOLOGY shall acknowledge the RECIPIENT as the sole copyright owner in every use or reproduction of the materials. d) Tangible Property Rights. ECOLOGY's current edition of "Administrative Requirements for Recipients of Ecology Grants and Loans," shall control the use and disposition of all real and personal property purchased wholly or in part with funds furnished by ECOLOGY in the absence of state and federal statutes, regulations, or policies to the contrary, or upon specific instructions with respect thereto in this Agreement. e) Personal Property Furnished by ECOLOGY. When ECOLOGY provides personal property directly to the RECIPIENT for use in performance of the project, it shall be returned to ECOLOGY prior to final payment by ECOLOGY. If said property is lost, stolen, or damaged while in the RECIPIENT's possession, then ECOLOGY shall be reimbursed in cash or by setoff by the RECIPIENT for the fair market value of such property. f) Acquisition Projects. The following provisions shall apply if the project covered by this Agreement includes funds for the acquisition of land or facilities: 1. RECIPIENT shall establish that the cost is fair value and reasonable prior to disbursement of funds provided for in this Agreement. 2. RECIPIENT shall provide satisfactory evidence of title or ability to acquire title for each parcel prior to disbursement of funds provided by this Agreement. Such evidence may include title insurance policies, Torrens certificates, or abstracts, and attorney's opinions establishing that the land is free from any impediment, lien, or claim which would impair the uses intended by this Agreement. g) Conversions. Regardless of the Agreement expiration date, the RECIPIENT shall not at any time convert any equipment, property, or facility acquired or developed under this Agreement to uses other than those for which assistance was originally approved without prior written approval of ECOLOGY. Such approval may be conditioned upon payment to ECOLOGY of that portion of the proceeds of the sale, lease, or other conversion or encumbrance which monies granted pursuant to this Agreement bear to the total acquisition, purchase, or construction costs of such property. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services Page 25 of 27 22. RECORDS, AUDITS, AND INSPECTIONS RECIPIENT shall maintain complete program and financial records relating to this Agreement, including any engineering g g documentation and field inspection reports of all construction work accomplished. All records shall: a) Be kept in a manner which provides an audit trail for all expenditures. b) Be kept in a common file to facilitate audits and inspections. c) Clearly indicate total receipts and expenditures related to this Agreement. d) Be open for audit or inspection by ECOLOGY, or by any duly authorized audit representative of the State of Washington, for a period of at least three (3) years after the final grant payment or loan repayment, or any dispute resolution hereunder. RECIPIENT shall provide clarification and make necessary adjustments if any audits or inspections identify discrepancies in the records. ECOLOGY reserves the right to audit, or have a designated third party audit, applicable records to ensure that the state has been properly invoiced. Any remedies and penalties allowed by law to recover monies determined owed will be enforced. Repetitive instances of incorrect invoicing or inadequate records may be considered cause for termination. All work performed under this Agreement and any property and equipment purchased shall be made available to ECOLOGY and to any authorized state, federal or local representative for inspection at any time during the course of this Agreement and for at least three (3) years following grant or loan termination or dispute resolution hereunder. RECIPIENT shall provide right of access to ECOLOGY, or any other authorized representative, at all reasonable times, in order to monitor and evaluate performance, compliance, and any other conditions under this Agreement. 23. RECOVERY OF FUNDS The right of the RECIPIENT to retain monies received as reimbursement payments is contingent upon satisfactory performance of this Agreement and completion of the work described in the Scope of Work. All payments to the RECIPIENT are subject to approval and audit by ECOLOGY, and an unauthorized ex enditure Y p (s) or unallowable cost charged to this Agreement shall be refunded to ECOLOGY by the RECIPIENT. RECIPIENT shall refund to ECOLOGY the full amount of any erroneous payment or overpayment under this Agreement. RECIPIENT shall refund by check payable to ECOLOGY the amount of any such reduction of payments or repayments within thirty (30) days of a written notice. Interest will accrue at the rate of twelve percent (12%) per year from the time ECOLOGY demands repayment of funds. Any property acquired under this Agreement, at the option of ECOLOGY, may become ECOLOGY's property and the RECIPIENT's liability to repay monies will be reduced by an amount reflecting the fair value of such property. 24. SEVERABILITY If any provision of this Agreement or any provision of any document incorporated by reference shall be held invalid, such invalidity shall not affect the other provisions of this Agreement which can be given effect without the invalid provision, and to this end the provisions of this Agreement are declared to be severable. 25. STATE ENVIRONMENTAL POLICY ACT (SEPA) RECIPIENT must demonstrate to ECOLOGY'S satisfaction that compliance with the requirements of the State Environmental Policy Act (Chapter 43.21 C RCW and Chapter 197-11 WAC) have been or will be met. Any reimbursements are subject to this provision. 26. SUSPENSION When in the best interest of ECOLOGY, ECOLOGY may at any time, and without cause, suspend this Agreement or any portion thereof for a temporary period by written notice from ECOLOGY to the RECIPIENT. RECIPIENT shall resume performance on the next business day following the suspension period unless another day is specified by ECOLOGY. Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 26 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services 27. SUSTAINABLE PRACTICES In order to sustain Washington's natural resources and ecosystems, the RECIPIENT is fully encouraged to implement sustainable practices and to purchase environmentally preferable products under this Agreement. a) Sustainable practices may include such activities as: use of clean energy, use of double -sided printing, hosting low impact meetings, and setting up recycling and composting programs. b) Purchasing may include such items as: sustainably produced products and services, EPEAT registered computers and g p imaging equipment, independently certified green cleaning products, remanufactured toner cartridges, products with reduced packaging, office products that are refillable, rechargeable, and recyclable, 100% post -consumer recycled paper, and toxic free products. For more suggestions visit ECOLOGY's web page, Green Purchasing, https:Hecology.wa.gov/Regulations-Permits/Guidance-technical-assistance/Sustainable- urchasin . p g 28. TERMINATION a) For Cause ECOLOGY may terminate for cause this Agreement with a seven (7) calendar days prior written notification to the RECIPIENT, at the sole discretion of ECOLOGY, for failing to perform an Agreement requirement or for a material breach of any term or condition. If this Agreement is so terminated, the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination. Failure to Commence Work. ECOLOGY reserves the right to terminate this Agreement if RECIPIENT fails to commence work on the project funded within four (4) months after the effective date of this Agreement, or by any date mutually agreed upon in writing for commencement of work, or the time period defined within the Scope of Work. Non -Performance. The obligation of ECOLOGY to the RECIPIENT is contingent upon satisfactory performance by the RECIPIENT of all of its obligations under this Agreement. In the event the RECIPIENT unjustifiably fails, in the opinion of ECOLOGY, to perform any obligation required of it by this Agreement, ECOLOGY may refuse to pay any further funds, terminate in whole or in part this Agreement, and exercise any other rights under this Agreement. Despite the above, the RECIPIENT shall not be relieved of any liability to ECOLOGY for damages sustained by ECOLOGY and the State of Washington because of any breach of this Agreement by the RECIPIENT. ECOLOGY may withhold payments for the purpose of setoff until such time as the exact amount of damages due ECOLOGY from the RECIPIENT is determined. b) For Convenience ECOLOGY may terminate for convenience this Agreement, in whole or in part, for any reason when it is the best interest of ECOLOGY, with a thirty (30) calendar days prior written notification to the RECIPIENT, except as noted below. If this Agreement is so terminated, the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination. Non -Allocation of Funds. ECOLOGY'S ability to make payments is contingent on availability of funding. In the event funding from state, federal or other sources is withdrawn, reduced, or limited in any way after the effective date and prior to the completion or expiration date of this Agreement, ECOLOGY, at its sole discretion, may elect to terminate the Agreement, in whole or part, or renegotiate the Agreement, subject to new funding limitations or conditions. ECOLOGY may also elect to suspend performance of the Agreement until ECOLOGY determines the funding insufficiency is resolved. ECOLOGY may exercise any of these options with no notification or restrictions, although ECOLOGY will make a reasonable attempt to provide notice. In the event of termination or suspension, ECOLOGY will reimburse eligible costs incurred by the RECIPIENT through the effective date of termination or suspension. Reimbursed costs must be agreed to by ECOLOGY and the RECIPIENT. In no Template Version 12/10/2020 DocuSign Envelope ID: 92A4AF71-C9AF-4768-BBC6-ACB3FAC3CB63 State of Washington Department of Ecology Page 27 of 27 Agreement No: SEASPC-2325-GrCoDS-00010 Project Title: No Net Loss Tracking, Monitoring and Adaptive Management Framework Recipient Name: Grant County Development Services event shall ECOLOGY's reimbursement exceed ECOLOGY's total responsibility under the Agreement and any amendments. If payments have been discontinued by ECOLOGY due to unavailable funds, the RECIPIENT shall not be obligated to repay g monies which had been paid to the RECIPIENT prior to such termination. RECIPIENT's obligation to continue or complete the work described in this Agreement shall be contingent upon availability of p tY funds by the RECIPIENT's governing body. c) By Mutual Agreement ECOLOGY and the RECIPIENT may terminate this Agreement, in whole or in part, at any time, by mutual written agreement. d) In Event of Termination All finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports or other materials prepared by the RECIPIENT under this Agreement, at the option of ECOLOGY, will becomeroof p pe rty ECOLOGY and the RECIPIENT shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials. Nothing contained herein shall preclude ECOLOGY from demanding repayment of all funds paid to the RECIPIENT in accordance with Recovery of Funds, identified herein. 29. THIRD PARTY BENEFICIARY RECIPIENT shall ensure that in all subcontracts entered into by the RECIPIENT pursuant to this Agreement, the state of Washington is named as an express third party beneficiary of such subcontracts with full rights as such. 30. WAIVER Waiver of a default or breach of any provision of this Agreement is not a waiver of any subsequent default or breach and will not be construed as a modification of the terms of this Agreement unless stated as such in writing by the authorized representative of ECOLOGY. End of General Terms and Conditions Template Version 12/10/2020