HomeMy WebLinkAboutAgreements/Contracts - BOCCGRANT COUNTY
COMMISSIONERS AGENDA MEETING REQUEST FORM
(Must be submitted to the Clerk of the Board by 12:00pm on Thursday)
REQUESTING DEPARTMENT: 30CC
REQUEST SUBMITTED BY: Karrie Stockton
CONTACT PERSON ATTENDING ROUNDTABLE: KaPPI@ Stockton
CONFIDENTIAL INFORMATION: OYES ONO
DATE:4/22/2024
PHONE:2937
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FRAgreement / Contract
❑AP Vouchers
❑Appointment / Reappointment
❑ABPA Related
❑ Bids / RFPs / Quotes Award
❑ Bid Opening Scheduled
❑ Boards / Committees
❑ Budget
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❑ Employee Rel.
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❑ Invoices / Purchase Orders
®Grants — Fed/State/County
❑ Leases
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El Out of State Travel
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F] Recommendation
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Amendment
Dept. of Commerce to complete budget revision to replace Federal Fund source (CSLFRF)to
General Funds State, and replace the Special and General Terms and Conditions.
If necessary, was this document reviewed by accounting? ❑ YES ❑ NO
If necessary, was this document reviewed by legal? ❑ YES ❑ NO
DATE OF ACTION:
APPROVE: DENIED ABSTAIN
D1:
D2:
At
D3:
4/8/24
DEFERRED OR CONTINUED TO:
DocuSign Envelope ID: 890A2498-6BF1-451E-9C56-37F1A130C87A
t+mCndment
Washington State
e aftment of
(omni(v;e
HOUSING DIVISION
HOMELESSNESS ASSISTANCE UNIT
EMERGENCY HOUSING FUND (EHF)
Grant Number: 24-4619D-106
Amendment Number: B
K24-125
1. Grantee
2. Grantee Doing Business As (optional)
Grant County
PO BOX 37
Ephrata, WA 98823
3. Grantee Representative (only if updated)
4. COMMERCE Representative (only if updated)
Karrie Stockton
Kathryn Dodge PO Box 42525
Grant Administrative Specialist
Grant Manager 1011 Plum St SE
(509) 754-2011, ext 2937
360-764-9682 Olympia, WA 98504-2525
kstockton@grantcountywa.gov
Kathryn.dodge@commerce.wa.gov
5. Original Grant Amount
6. Amendment Amount
7. New Grant Amount
(including any previous
amendments)
$111549338.00
$0
$191545338.00
8. Amendment Funding Source
9. Amendment Start Date
10. Amendment End Date
Federal: State: X Other: N/A:
4/1/2024
6/30/2024
11. Federal Funds (as applicable):
Federal Agency:
ALN:
N/A
N/A
N/A
12. Amendment Purpose:
TO complete a budget revision and retroactively replace the federal fund source from Coronavirus State and Local Fiscal Recovery
Funds (CSLFRF) to General Funds State (GFS) and replace the Special and General Terms and Conditions of grant to reflect state
terms.
COMMERCE, defined as the Department of Commerce, and the Grantee, as defined above, acknowledge and accept the terms of
this Grant As Amended and attachments and have executed this Grant Amendment on the date below to start as of the date and year
referenced above. The rights and obligations of both parties to this Grant As Amended are governed by this Grant Amendment and
the following other documents incorporated by reference: Grantee Special and General Terms and Conditions including Attachment
"A" — Budget. A copy of this Grant Amendment shall be attached to and made a part of the original Grant between COMMERCE
and the Grantee. Any reference in the original Grant to the "Grant" shall mean the "Grant as Amended". e -DS
FOR GRANTEE
i
Cindy Carter, dkir
Date
Approved as to torte:
�Pr' N reel
(Signed)
Deputy Prosecuting ttearney
Date:
Department of Commerce
FOR COMMERCE
Corina Grigoras., Assistant. Director, Housing Division
Date
APPROVED AS TO FORM ONLY
Sandra Adix
Assistant Attorney General
3/20/2014
Date
DocuSign Envelope ID: 890A2498-6BF1-451E-9C56-37FlAl30C87A
Amendment
This Grant is amended as follows:
The federal funds grant Special Terms and Conditions are replaced in their
entirety with the following state funds grant Special Terms and Conditions below:
Special Terms and Conditions
1. GRANT MANAGEMENT
The Representative for each of the parties shall be responsible for and shall be the contact person
for all communications and billings regarding the performance of this Grant.
The Representative for COMMERCE and their contact information are identified on the Face Sheet
of this Grant.
The Representative for the Grantee and their contact information are identified on the Face Sheet
of this Grant.
2. COMPENSATION
COMMERCE shall pay an amount not to exceed the Grant Amount listed on the Face Sheet for the
performance of all things necessary for or incidental to the performance of work under this Grant as
set forth in the Scope of Work. Grantee's compensation for services rendered shall be in accordance
with Attachment B — Budget.
3. BILLING PROCEDURES AND PAYMENT
COMMERCE will pay Grantee upon acceptance of services provided and receipt of properly
completed invoices, which shall be submitted to the Representative for COMMERCE not more often
than monthly. Exceptions to the single billing per month can be made by COMMERCE on a case-by-
case basis.
When requesting reimbursement for expenditures made, Grantee shall submit all invoice Vouchers
and any required documentation electronically through COMMERCE's Grants Management System
(CMS), which is available through the Secure Access Washington (SAW) portal.
Payment shall be considered timely if made by COMMERCE within thirty (30) calendar days after
receipt of properly completed invoices. Payment shall be sent to the address designated by the
Grantee.
COMMERCE may, in its sole discretion, terminate the Grant or withhold payments claimed by the
Grantee for services rendered if the Grantee fails to satisfactorily comply with any term or condition
of this Grant.
No payments in advance or in anticipation of services or supplies to be provided under this Agreement
shall be made by COMMERCE
Cyst Date
Costs can be incurred and billed using the state funding source under this Grant from July 1, 2023
through the end date as listed on the face sheet.
Invoices and End of Fiscal Year
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Invoices are due on the 20th of the month following the provision of services.
Final invoices for a state fiscal year may be due sooner than the 20th and Commerce will provide
notification of the end of fiscal year due date.
The Grantee must invoice for all expenses from the beginning of the Grant through June 30,
regardless of the Grant start and end date.
Duplication of Billed Costs
The Grantee shall not bill COMMERCE for services performed under this' Agreement, and
COMMERCE shall not pay the Grantee, if the Grantee is entitled to payment or has been or will be
paid by any other source, including grants, for that service.
Disallowed Costs
The Grantee is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its subgrantees.
COMMERCE may, in its sole discretion, withhold ten percent (10%) from each payment until
acceptance by COMMERCE of the final report (or completion of the project, etc.).
4. SUBGRANTEE DATA COLLECTION
Grantee will submit reports, in a form and format to be provided by Commerce and at intervals as
agreed by the parties, regarding work under this Grant performed by subgrantees and the portion of
Grant funds expended for work performed by subgrantees, including but not necessarily limited to
minority-owned, woman -owned, and veteran -owned business subgrantees. "Subgrantees" shall
mean subgrantees of any tier.
5. INSURANCE
Each party certifies that it is self-insured under the State's or local government self-insurance liability
program, and shall be responsible for losses for which it is found liable.
Additionally, the Grantee is responsible for ensuring that any Subgrantees provide adequate
insurance coverage for the activities arising out of subgrants, as follows:
Commercial General Liability Insurance Policy. Provide a Commercial General Liability Insurance
Policy, including contractual liability, written on an occurrence basis, in adequate quantity to protect
against legal liability arising out of Subgrant activity but no less than $1,000,000 per occurrence.
Automobile Liability. In the event that performance pursuant to this Grant involves the use of
vehicles, owned or operated by the Subgrantee, automobile liability insurance shall be required. The
minimum limit for automobile liability is $1,000,000 per occurrence, using a Combined Single Limit
for bodily injury and property damage
6. FRAUD AND OTHER LOSS REPORTING
Grantee shall report in writing all known or suspected fraud or other loss of any funds or other property
furnished under this Grant immediately or as soon as practicable to the Commerce Representative
identified on the Face Sheet.
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7. ORDER OF PRECEDENCE
In the event of an inconsistency in this Grant, the inconsistency shall be resolved by giving
precedence in the following order:
• Applicable federal and state of Washington statutes and regulations
• Special Terms and Conditions
• General Terms and Conditions
• Attachment A — Scope of Work
• Attachment B — Budget
The federal funds grant General Terms and Conditions are replaced in their
entirety with the following state funds grant General Terms and Conditions below:
General Terms and Conditions
1. DEFINITIONS
As used throughout this Grant, the following terms shall have the meaning set forth below:
A. "Authorized Representative" shall mean the Director and/or the designee authorized in writing
to act on the Director's behalf.
B. "COMMERCE" shall mean the Washington Department of Commerce.
C. "Grant" or "Agreement" or "Grant" means the entire written agreement between COMMERCE
and the Grantee, including any Exhibits, documents, or materials incorporated by reference.
E-mail or Facsimile transmission of a signed copy of this Grant shall be the same as delivery
of an original.
D. "Grantee" or "Grantor" shall mean the entity identified on the face sheet performing service(s)
under this Grant, and shall include all employees and agents of the Grantee.
E. "Personal Information" shall mean information identifiable to any person, including, but not
limited to, information that relates to a person's name, health, finances, education, business,
use or receipt of governmental services or other activities, addresses, telephone numbers,
social security numbers, driver license numbers, other identifying numbers, and any financial
identifiers, and "Protected Health Information" under the federal Health Insurance Portability
and Accountability Act of 1996 (HIPAA).
F. "State" shall mean the state of Washington.
G. "Subgrantee/subcontractor" shall mean one not in the employment of the Grantee, who is
performing all or part of those services under this Grant under a separate Grant with the
Grantee. The terms "subgrantee" and "subcontractor" mean subgrantee/subcontractor(s) in
any tier.
H. "Subrecipient" shall mean a non-federal entity that expends federal awards received from a
pass-through entity to carry out a federal program, but does not include an individual that is a
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Amendment
beneficiary of such a program. It also excludes vendors that receive federal funds in exchange
for goods and/or services in the course of normal trade or commerce.
I. "Vendor" is an entity that agrees to provide the amount and kind of services requested by
COMMERCE; provides services under the grant only to those beneficiaries individually
determined to be eligible by COMMERCE and, provides services on a fee-for-service or per-
unit basis with contractual penalties if the entity fails to meet program performance standards.
2. ACCESS TO DATA
In compliance with RCW 39.26.180, the Grantee shall provide access to data generated under this
Grant to COMMERCE, the Joint Legislative Audit and Review Committee, and the Office of the State
Auditor at no additional cost. This includes access to all information that supports the findings,
conclusions, and recommendations of the Grantee's reports, including computer models and ' the
methodology for those models.
3. ADVANCE PAYMENTS PROHIBITED
No payments in advance of or in anticipation of goods or services to be provided under this Grant
shall be made by COMMERCE.
4. ALL WRITINGS CONTAINED HEREIN
This Grant contains all the terms and conditions agreed upon by the parties. No other understandings,
oral or otherwise, regarding the subject matter of this Grant shall be deemed to exist or to bind any of
the parties hereto.
5. AMENDMENTS
This Grant may be amended by mutual agreement of the parties. Such amendments shall not be
binding unless they are in writing and signed by personnel authorized to bind each of the parties.
6. AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, also
referred to as the "ADA" 28 CFR Part 35
The Grantee must comply with the ADA, which provides comprehensive civil rights protection to
individuals with disabilities in the areas of employment, public accommodations, state and local
government services, and telecommunications.
7. ASSIGNMENT
Neither this Grant, nor any claim arising under this Grant, shall be transferred or assigned by the
Grantee without prior written consent of COMMERCE.
8. ATTORNEYS' FEES
Unless expressly permitted under another provision of the Grant, in the event of litigation or other
action brought to enforce Grant terms, each party agrees to bear its own attorneys' fees and costs.
9. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION
A. "Confidential Information" as used in this section includes:
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L All material provided to the Grantee by COMMERCE that is designated as "confidential"
by COMMERCE; .
ii. All material produced by the Grantee that is designated as "confidential" by COMMERCE;
and
iii. All Personal Information in the possession of the Grantee that may not be disclosed under
state or federal law.
B. The Grantee shall comply with all state and federal laws related to the use, sharing, transfer,
sale, or disclosure of Confidential Information. The Grantee shall use Confidential Information
solely for the purposes of this Grant and shall not use, share, transfer, sell or disclose any
Confidential Information to any third party except with the prior written consent of COMMERCE
or as may be required by law. The Grantee shall take all necessary steps to assure that
Confidential Information is safeguarded to prevent unauthorized use, sharing, transfer, sale or
disclosure of Confidential Information or violation of any state or federal laws related thereto.
Upon request, the Grantee shall provide COMMERCE with its policies and procedures on
confidentiality. COMMERCE may require changes to such policies and procedures as they
apply to this Grant whenever COMMERCE reasonably determines that changes are necessary
to prevent unauthorized disclosures. The Grantee shall make the changes within the time
period specified by COMMERCE. Upon request, the Grantee shall immediately return to
COMMERCE any Confidential Information that COMMERCE reasonably determines has not
been adequately protected by the Grantee against unauthorized disclosure.
C. Unauthorized Use or Disclosure. The Grantee shall notify COMMERCE within five (5) working
days of any unauthorized use or disclosure of any confidential information, and shall take
necessary steps to mitigate the harmful effects of such use or disclosure.
10. CONFLICT OF INTEREST
Grantee must maintain and comply with written standards of conduct covering conflicts of interest and
governing the actions of its employees engaged in the selection, award and administration of grants.
Grantee must comply with the following minimum requirements:
A. No employee, officer, or agent may participate in the selection, award, or administration of a
grant if he or she has a real or apparent conflict of interest. Such a conflict of interest would
arise when the employee, officer, or agent, any member of his or her immediate family, his or
her partner, or an organization which employs or is about to employ any of the parties indicated
herein, has a financial or other interest in or a tangible personal benefit from a firm considered
for a grant. The officers, employees, and agents of the Grantee may neither solicit nor accept
gratuities, favors, or anything of monetary value from Grantees or parties to subcontracts and
must comply with RCW 39.26.020. However, Grantee may set standards for situations in which
the financial interest is not substantial or the gift is an unsolicited item of nominal value. The
standards of conduct must provide for disciplinary actions to be applied for violations of such
standards by officers, employees, or agents of the Grantee.
B. If the Grantee has a parent, affiliate, or subsidiary organization that is not a state, local
government, or federally recognized tribe, the Grantee must also maintain written standards of
conduct covering organizational conflicts of interest. Organizational conflicts of interest means
that because of relationships with a parent company, affiliate, or subsidiary organization, the
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Grantee is unable or appears to be unable to be impartial in conducting a procurement action
involving a related organization.
11. COPYRIGHT
Unless otherwise provided, all Materials produced under this Grant shall be considered "works for
hire" as defined by the U.S. Copyright Act and shall be owned by COMMERCE. COMMERCE shall
be considered the author of such Materials. In the event the Materials are not considered "works for
hire" under the U.S. Copyright laws, the Grantee hereby irrevocably assigns all right, title, and interest
in all Materials, including all intellectual property rights, moral rights, and rights of publicity to
COMMERCE effective from the moment of creation of such Materials.
"Materials" means all items in any format and includes, but is not limited to, data, reports, documents,
pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes,
and/or sound reproductions. "Ownership" includes the right to copyright, patent, register and the ability
to transfer these rights.
For Materials that are delivered under the Grant, but that incorporate pre-existing materials not
produced under the Grant, the Grantee hereby grants to COMMERCE a nonexclusive, royalty -free,
irrevocable license (with rights to sublicense to others) in such Materials to translate, reproduce,
distribute, prepare derivative works, publicly perform, and publicly display. The Grantee warrants and
represents that the Grantee has all rights and permissions, including intellectual property rights, moral
rights and rights of publicity, necessary to grant such a license to COMMERCE.
The Grantee shall exert all reasonable effort to advise COMMERCE, at the time of delivery of
Materials furnished under this Grant, of all known or potential invasions of privacy contained therein
and of any portion of such document which was not produced in the performance of this Grant. The
Grantee shall provide COMMERCE with prompt written notice of each notice or claim of infringement
received by the Grantee with respect to any Materials delivered under this Grant. COMMERCE shall
have the right to modify or remove any restrictive markings placed upon the Materials by the Grantee.
12. DISPUTES
Except as otherwise provided in this Grant, when a dispute arises between the parties and it cannot
be resolved by direct negotiation, either party may request a dispute hearing with the Director of
COMMERCE, who may designate a neutral person to decide the dispute.
The request for a dispute hearing must:
• be in writing;
• state the disputed issues;
• state the relative positions of the parties;
• state the Grantee's name, address, and Grant number; and
• be mailed to the Director and the other party's (respondent's) Grant Representative within
three (3) working days after the parties agree that they cannot resolve the dispute.
The respondent shall send a written answer to the requestor's statement to both the Director or the
Director's designee and the requestor within five (5) working days.
The Director or designee shall review the written statements and reply in writing to both parties within
ten (10) working days. The. Director or designee may extend this period if necessary by notifying the
parties.
The decision shall not be admissible in any succeeding judicial or quasi-judicial proceeding.
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The parties agree that this dispute process shall precede any action in a judicial or quasi-judicial
tribunal.
Nothing in this Grant shall be construed to limit the parties' choice of a mutually acceptable alternate
dispute resolution (ADR) method in addition to the dispute hearing procedure outlined above.
13. DUPLICATE PAYMENT
COMMERCE shall not pay the Grantee, if the Grantee has charged or will charge the State of
Washington or any other party under any other Grant or agreement, for the same services or
expenses.
14. GOVERNING LAW AND VENUE
This Grant shall be construed and interpreted in accordance with the laws of the state of Washington,
and the venue of any action brought hereunder shall be in the Superior Court for Thurston County.
15. INDEMNIFICATION
To the fullest extent permitted by law, the Grantee shall indemnify, defend, and hold harmless the
state of Washington, COMMERCE, agencies of the state and all officials, agents and employees of
the state, from and against all claims for injuries or death arising out of or resulting from the
performance of the Grant. "Claim" as used in this Grant, means any financial loss, claim, suit, action,
damage, or expense, including but not limited to attorney's fees, attributable for bodily injury, sickness,
disease, or death, or injury to or the destruction of tangible property including loss of use resulting
therefrom.
The Grantee's obligation to indemnify, defend, and hold harmless includes any claim by Grantee's
agents, employees, representatives, or any subgrantee or its employees.
The Grantee's obligation shall not include such claims that may be caused by the sole negligence of
the State and its agencies, officials, agents, and employees. If the claims or damages are caused by
or result from the concurrent negligence of (a) the State, its agents or employees and (b) the Grantee,
its subcontractors, agents, or employees, this indemnity provision shall be valid and enforceable only
to the extent of the negligence of the Grantee or its subgrantees, agents, or employees.
The Grantee waives its immunity under Title 51 RCW to the extent it is required to indemnify, defend
and hold harmless the state and its agencies, officers, agents or employees.
16. INDEPENDENT CAPACITY OF THE GRANTEE
The parties intend that an independent Grantee relationship will be created by this Grant. The Grantee
and its employees or agents performing under this Grant are not employees or agents of the state of
Washington or COMMERCE. The Grantee will not hold itself out as or claim to be an officer or
employee of COMMERCE or of the state of Washington by reason hereof, nor will the Grantee make
any claim of right, privilege or benefit which would accrue to such officer or employee under law.
Conduct and control of the work will be solely with the Grantee.
17. INDUSTRIAL INSURANCE COVERAGE
The Grantee shall comply with all applicable provisions of Title 51 RCW, Industrial Insurance. If the
Grantee fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf
of its employees as may be required by law, COMMERCE may collect from the Grantee the full
amount payable to the Industrial Insurance Accident Fund. COMMERCE may deduct the amount
owed by the Grantee to the accident fund from the amount payable to the Grantee by COMMERCE
under this Grant, and transmit the deducted amount to the Department of Labor and Industries, (L&I)
Division of Insurance Services. This provision does not waive any of L&I's rights to collect from the
Grantee.
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18. LAWS
The Grantee shall comply with all applicable laws, ordinances, codes, regulations and policies of local,
state, and federal governments, as now or hereafter amended.
19. LICENSING, ACCREDITATION AND REGISTRATION
The Grantee shall comply with all applicable local, state, and federal licensing, accreditation and
registration requirements or standards necessary for the performance of this Grant.
20. LIMITATION OF AUTHORITY
Only the Authorized Representative or the Authorized Representative's delegate by writing
(delegation to be made prior to action) shall have the express, implied, or apparent authority to alter,
amend, modify, or waive any clause or condition of this Grant. Furthermore, any alteration,
amendment, modification, or waiver or any clause or condition of this Grant is not effective or binding
unless made in writing and signed by the Authorized Representative.
21. NONDISCRIMINATION
A. Nondiscrimination Requirement. During the performance of this Agreement, the GRANTEE,
including any subcontractor, shall comply with all federal, state, and local nondiscrimination laws,
regulations and policies, this shall include but not be limited to the following: GRANTEE, including
any subcontractor, shall not discriminate on the bases enumerated at RCW 49.60.530(3). In
addition, GRANTEE, including any subcontractor, shall give written notice of this nondiscrimination
requirement to any labor organizations with which GRANTEE, or subcontractor, has a collective
bargaining or other agreement.
The funds provided under this Agreement shall not be used to fund religious worship, exercise, or
instruction. No person shall be required to participate in any religious worship, exercise, or
instruction in order to have access to the facilities funded by this Agreement.
B. Obligation to Cooperate. GRANTEE, including any subcontractor, shall cooperate and comply
with any Washington state agency investigation regarding any allegation that GRANTEE, including
any subcontractor, has engaged in discrimination prohibited by this Agreement pursuant to RCW
49.60.530(3).
C. Default. Notwithstanding any provision to the contrary, COMMERCE may suspend GRANTEE,
including any subcontractor, upon notice of a failure to participate and cooperate with any state
agency investigation into alleged discrimination prohibited by this Grant, pursuant to RCW
49.60.530(3). Any such suspension will remain in place until COMMERCE receives notification that
GRANTEE, including any subcontractor, is cooperating with the investigating state agency. In the
event GRANTEE, or subcontractor, is determined to have engaged in discrimination identified at
RCW 49.60.530(3), COMMERCE may terminate this Agreement in whole or in part, and GRANTEE,
subcontractor, or both, may be referred for debarment as provided in RCW 39.26.200. GRANTEE
or subcontractor may be given a reasonable time in which to cure this noncompliance, including
implementing conditions consistent with any court-ordered injunctive relief or settlement agreement.
D. Remedies for Breach. Notwithstanding any provision to the contrary, in the event of Agreement
termination or suspension for engaging in discrimination, GRANTEE, subcontractor, or both, shall
be liable for grant damages as authorized by law including, but not limited to, any cost difference
between the original Grant and the replacement or cover Grant and all administrative costs directly
related to the replacement Grant, e.g., cost of the competitive bidding, mailing, advertising and staff
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time, which damages are distinct from any penalties imposed under Chapter 49.60, RCW.
GRANTEE may also be required to repay grant funds pursuant to Section 25 (Recapture) of the
General Terms & Conditions if the Agreement is terminated based on a violation of the
nondiscrimination requirement. COMMERCE shall have the right to deduct from any monies due to
GRANTEE or subcontractor, or that thereafter become due, an amount for damages GRANTEE or
subcontractor will owe COMMERCE for default under this provision.
22. PAY EQUITY
The Grantee agrees to ensure that "similarly employed" individuals in its workforce are compensated
as equals, consistent with the following:
A. Employees are "similarly employed" if the individuals work for the same employer, the
performance of the job requires comparable skill, effort, and responsibility, and the jobs are
performed under similar working conditions. Job titles alone are not determinative of whether
employees are similarly employed;
B. Grantee may allow differentials in compensation for its workers if the differentials are based in
good faith and on any of the following:
A seniority system; a merit system; a system that measures earnings by quantity or quality
of production; a bona fide job-related factor or factors; or a bona fide regional difference
in compensation levels.
ii. A bona fide job-related factor or factors may include, but not be limited to, education,
training, or experience that is: Consistent with business necessity; not based on or derived
from a gender-based differential; and accounts for the entire differential.
iii. A bona fide regional difference in compensation level must be: Consistent with business
necessity; not based on or derived from a gender-based differential; and account for the
entire differential.
This Grant may be terminated by the Department, if the Department or the Department of Enterprise
Services determines that the Grantee is not in compliance with this provision.
23. POLITICAL ACTIVITIES
Political activity of Grantee's employees and officers are limited by the State Campaign Finances and
Lobbying provisions of Chapter 42.17A RCW and the Federal Hatch Act, 5 USC 1501 - 1508.
No funds may be used for working for or against ballot measures or for or against the candidacy of
any person for public office.
24. PUBLICITY
The Grantee agrees not to publish or use any advertising or publicity materials in which the state of
Washington or COMMERCE's name is mentioned, or language used from which the connection with
the state of Washington's or COMMERCE's name may reasonably be inferred or implied, without the
prior written consent of COMMERCE.
25. RECAPTURE
In the event that the Grantee fails to perform this Grant in accordance with state laws, federal laws,
and/or the provisions of this Grant, COMMERCE reserves the right to recapture funds in an amount
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to compensate COMMERCE for the noncompliance in addition to any other remedies available at law
or in equity.
Repayment by the Grantee of funds under this recapture provision shall occur within the time period
specified by COMMERCE. In the alternative, COMMERCE may recapture such funds from payments
due under this Grant.
26. RECORDS MAINTENANCE
The Grantee shall maintain books, records, documents, data and other evidence relating to this Grant
and performance of the services described herein, including but not limited to accounting procedures
and practices that sufficiently and properly reflect all direct and indirect costs of any nature expended
in the performance of this Grant.
The Grantee shall retain such records for a period of six years following the date of final payment. At
no additional cost, these records, including materials generated under the Grant, shall be subject at
all reasonable times to inspection, review or audit by COMMERCE, personnel duly authorized by
COMMERCE, the Office of the State Auditor, and federal and state officials so authorized by law,
regulation or agreement.
If any litigation, claim or audit is started before the expiration of the six (6) year period, the records
shall be retained until all litigation, claims, or audit findings involving the records have been resolved.
27. REGISTRATION WITH DEPARTMENT OF REVENUE
If required by law, the Grantee shall complete registration with the Washington State Department of
Revenue.
28. RIGHT OF INSPECTION
The Grantee shall provide right of access to its facilities to COMMERCE, or any of its officers, or to
any other authorized agent or official of the state of Washington or the federal government, at all
reasonable times, in order to monitor and evaluate performance, compliance, and/or quality
assurance under this Grant.
29. SAVINGS
In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way
after the effective date of this .Grant and prior to normal completion, COMMERCE may suspend or
terminate the Grant under the "Termination for Convenience" clause, without the ten calendar day
notice requirement. In lieu of termination, the Grant may be amended to reflect the new funding
limitations and conditions.
30. SEVERABILITY
The provisions of this Grant are intended to be severable. If any term or provision is illegal or invalid
for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of
the Grant.
31. SITE SECURITY
While on COMMERCE premises, Grantee, its agents, employees, or subgrantees shall conform in all
respects with physical, fire or other security policies or regulations.
32. SUBGRANTING/SUBCONTRACTING
The Grantee may only subgrant/subcontract work contemplated under this Grant if it obtains the prior
written approval of COMMERCE.
11
DocuSign Envelope ID: 890A2498-6BF1-451 E-9C56-37F1A130C87A
Amendment
If COMMERCE approves subgranting/subcontracting, the Grantee shall maintain written procedures
related to subgranting, as well as copies of all subgrants/subcontract and records related to
subgrants/subcontracts. For cause, COMMERCE in writing may: (a) require the Grantee to amend its
subgranting/subcontracting procedures as they relate to this Grant; (b) prohibit the Grantee from
subgranting/subcontracting with a particular person or entity; or (c) require the Grantee to rescind or
amend a subgrant/subcontract.
Every subgrant/subcontract shall bind the Subgrantee/Subcontractor to follow all applicable terms of
this Grant. The Grantee is responsible to COMMERCE if the Subgrantee/Subcontractor fails to
comply with any applicable term or condition of this Grant. The Grantee shall appropriately monitor
the activities of the Subgrantee/Subcontractor to assure fiscal conditions of this Grant. In no event
shall the existence of a subgrant/subcontract operate to release or reduce the liability of the Grantee
to COMMERCE for any breach in the performance of the Grantee's duties.
Every subgrant/subcontract shall include a term that COMMERCE and the State of Washington are
not liable for claims or damages arising from a Subgrantee/Subcontractor's performance of the
subgrant/subcontract.
33. SURVIVAL
The terms, conditions, and warranties contained in this Grant that by their sense and context are
intended to survive the completion of the performance, cancellation or termination of this Grant shall
so survive.
34. TAXES
All payments accrued on account of payroll taxes, unemployment contributions, the Grantee's income
or gross receipts, any Other taxes, insurance or expenses for the Grantee or its staff shall be the sole
responsibility of the Grantee.
35. TERMINATION FOR CAUSE
In the event COMMERCE determines the Grantee has failed to comply with the conditions of this
Grant in a timely manner, COMMERCE has the right to suspend or terminate this Grant. Before
suspending or terminating the Grant, COMMERCE shall notify the Grantee in writing of the need to
take corrective action. If corrective action is not taken within 30 calendar days, the Grant may be
terminated or suspended.
In the event of termination or suspension, the Grantee shall be liable for damages as authorized by
law including, but not limited to, any cost difference between the original Grant and the replacement
or cover Grant and all administrative costs directly related to the replacement Grant, e.g., cost of the
competitive bidding, mailing, advertising and staff time.
COMMERCE reserves the right to suspend all or part of the Grant, withhold further payments, or
prohibit the Grantee from incurring additional obligations of funds during investigation of the alleged
compliance breach and pending corrective action by the Grantee or a decision by COMMERCE to
terminate the Grant. A termination shall be deemed a "Termination for Convenience" if it is determined
that the Grantee: (1) was not in default; or (2) failure to perform was outside of his or her control, fault
or negligence.
The rights and remedies of COMMERCE provided in this Grant are not exclusive and are, in addition
to any other rights and remedies, provided by law.
36. TERMINATION FOR CONVENIENCE
Except as otherwise provided in this Grant, COMMERCE may, by ten (10) business days' written
notice, beginning on the second day after the mailing, terminate this Grant, in whole or in part. If this
12
DocuSign Envelope ID: 890A2498-6BF1-451 E -9C56 -37F1 Al 30087A
Amendment
Grant is so terminated, COMMERCE shall be liable only for payment required under the terms of this
Grant for services rendered or goods delivered prior to the effective date of termination.
37. TERMINATION PROCEDURES
Upon termination of this Grant, COMMERCE, in addition to any other rights provided in this Grant,
may require the Grantee to deliver to COMMERCE any property specifically produced or acquired for
the performance of such part of this Grant as has been terminated. The provisions of the "Treatment
of Assets" clause shall apply in such property transfer.
COMMERCE shall pay to the Grantee the agreed upon price, if separately stated, for completed work
and services accepted by COMMERCE, and the amount agreed upon by the Grantee and
COMMERCE for (i) completed work and services for which no separate price is stated, (ii) partially
completed work and services, (iii) other property or services that are accepted by COMMERCE, and
(iv) the protection and preservation of property, ' unless the termination is for default, in which case the
Authorized Representative shall determine the extent of the liability of COMMERCE. Failure to agree
with such determination shall be a dispute within the meaning of the "Disputes" clause of this Grant.
COMMERCE may withhold from any amounts due the Grantee such sum as the Authorized
Representative determines to be necessary to protect COMMERCE against potential loss or liability.
The rights and remedies of COMMERCE provided in this section shall not be exclusive and are in
addition to any other rights and remedies provided by law or under this Grant.
After receipt of a notice of termination, and except as otherwise directed by the Authorized
Representative, the Grantee shall:
A. Stop work under the Grant on the date, and to the extent specified, in the notice;
B. Place no further orders or subgrants/subcontracts for materials, services, or facilities except as
may be necessary for completion of such portion of the work under the Grant that is not
terminated;
C. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the
Authorized Representative, all of the rights, title, and interest of the Grantee under the orders
and subgrants/subcontracts so terminated, in which case COMMERCE has the right, at its
discretion, to settle or pay any or all claims arising out of the termination of such orders and
subgrants/subcontracts;
D. Settle all outstanding liabilities, and all claims arising out of such termination of orders and
subgrants/subcontracts, with the approval or ratification of the Authorized Representative to
the extent the Authorized Representative may require, which approval or ratification shall be
final for all the purposes of this clause;
E. Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent directed
by the Authorized Representative any property which, if the Grant had been completed, would
have been required to be furnished to COMMERCE;
F. Complete performance of such part of the work as shall not have been terminated by the
Authorized Representative; and
G. Take such action as may be necessary, or as the Authorized Representative may direct, for
the protection and preservation of the property related to this Grant, which is in the possession
of the Grantee and in which COMMERCE has or may acquire an interest.
13
DocuSign Envelope ID: 890A2498-6BF1-451 E -9C56 -37F1 Al 30087A
Amendment
38. TREATMENT OF ASSETS
Title to all property furnished by COMMERCE shall remain in COMMERCE. Title to all property
furnished by the Grantee, for the cost of which the Grantee is entitled to be reimbursed as a direct
item of cost under this Grant, shall pass to and vest in COMMERCE upon delivery of such property
by the Grantee. Title to other property, the cost of which is reimbursable to the Grantee under this
Grant, shall pass to and vest in COMMERCE upon (i) issuance for use of such property in the
performance of this Grant, or (ii) commencement of use of such property in the performance of this
Grant, or (iii) reimbursement of the cost thereof by COMMERCE in whole or in part, whichever first
occurs.
A. Any property of COMMERCE furnished to the Grantee shall, unless otherwise provided herein
or approved by COMMERCE, be used only for the performance of this Grant.
B. The Grantee shall be responsible for any loss or damage to property of COMMERCE that
results from the negligence of the Grantee or which results from the failure on the part of the
Grantee to maintain and administer that property in accordance with sound management
practices.
C. If any COMMERCE property is lost, destroyed or damaged, the Grantee shall immediately
notify COMMERCE and shall take all reasonable steps to protect the property from further
damage.
D. The Grantee shall surrender to COMMERCE all property of COMMERCE prior to settlement
upon completion, termination or cancellation of this Grant.
E. All reference to the Grantee under this clause shall also include Grantee's employees, agents
or Subgrantees/Subcontractors.
39. WAIVER
Waiver of any default or breach shall not be deemed to be a waiver of any subsequent default or breach.
Any waiver shall not be construed to be a modification of the terms of this Grant unless stated to be such
in writing and signed by Authorized Representative of COMMERCE.
14
DocuSign Envelope ID: 890A2498-6BF1-451 E-9C56-37FlAl3OC87A
Amendment
Attachment A Budget
Budget Category
Current Grant Total
Amendment B
New Grant Total
Administration
$120,000
-$11,000
$109,383
Operations
$681,156
$108,000
$789,156
Facility Support
$325,646
-$97,000
$228,646
Rent
$27;153
$0
$27,153
Total
$1,154,338
$0
$1,154,338
ALL OTHER TERMS AND CONDITIONS OF THIS GRANT REMAIN IN FULL FORCE AND
EFFECT.
15
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Envelope Id: 890A249866F1451 E9C5637F1 A13OC87A Status: Completed
Subject: Complete with DocuSign
Division: .
Community Services and Housing
Program: EHF
ContractNumber: 24-4619D-106
DocumentType:
Contract Amendment
Source Envelope:
Document Pages: 15 Signatures: 0
Certificate Pages: 2 Initials: 1
AutoNav: Enabled
Envelopeld Stamping: Enabled
Time Zone: (UTC -08:00) Pacific Time (US & Canada)
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Envelope Originator:
Kathryn Dodge
1 01 1 Plum Street SE
MS 42525
Olympia, WA 98504-2525
kathryn.dodge@commerce.wa.gov
IP Address: 198.239.10.155
Status: Original Holder: Kathryn Dodge Location: DocuSign
4/17/2024 10:56:33 AM Ikathryn.dodge@commerce.wa.gov
Security Appliance Status: Connected Pool: StateLocal
Storage Appliance Status: Connected Pool: Washington State Department of Commerce Location: DocuSign
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[KK Viewed: 4/17/2024 10:58:39 AM
Security Level: Email, Account Authentication Signed: 4/17/2024 10:58:51 AM
(None)
Signature Adoption: Pre -selected Style
Using IP Address: 147.55.134.37
Electronic Record and Signature Disclosure:
Not Offered via DocuSign .
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