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: BOCC
REQUEST SUBMITTED BY: Karrie Stockton
CONTACT PERSON ATTENDING ROUNDTABLE: Kal"I"12 Stockton
CONFIDENTIAL INFORMATION: ❑YES ii NO
DATE: 7/7/2025
PHONE: 2937
OF DOCUMENTS
SUBMITTED:
(CHECK ALL
THAT APPLYIJ
,TYPE(S)
❑Agreement / Contract
❑AP Vouchers
❑Appointment / Reappointment
❑ARPA Related
❑ Bids / RFPs / Quotes Award
❑ Bid Opening Scheduled
❑ Boards / Committees
❑ Budget
❑ Computer Related
❑ County Code
❑ Emergency Purchase
❑ Employee Rel.
❑ Facilities Related
❑ Financial
❑ Funds
❑ Hearing
❑ Invoices / Purchase Orders
*Grants - Fed/State/County
❑ Leases
❑ MOA / MOU
❑ Minutes
❑ Ordinances
❑ Out of State Travel
[:]Petty Cash
❑ Policies
❑ Proclamations
❑ Request for Purchase
❑ Resolution
❑ Recommendation
❑ Professional Serv/Consultant
❑ Support Letter
❑ Surplus Req.
❑Tax Levies
❑Thank You's
❑Tax Title Property
❑WSLCB
SUG E TED WORDING FOR AGENDA. Who, What, When, Wh , Term, cost, etc.
Request for Chair to docusign the Consolidated Homeless Grant (CHG)
26-46108-10 contract with Department of Commerce in the amount of
$5,787,407.00 to start July 1, 2025 through June 30, 2027.
If necessary, was this document reviewed by accounting? ❑ YES ❑ NO 0 N/A
If necessary, was this document reviewed by legal? 0 YES ❑ NO ❑ N/A
DATE OF ACTION: / �� -0- DEFERRED OR CONTINUED TO-
APPROVE: DENIED ABSTAIN
D1: K K .6
D2:
I
D3:
WITHDRAWN -
4/23/24
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
C.ep"—merit of
K25-134
Face Sheet
Contract Number: 26-46108-10
Washington State Department of Commerce
Housing Division os
Homelessness Assistance Unit (HAU)
1. Contractor
2. Contractor Doing Business As (as applicable)
Grant County
PO BOX 37
Ephrata, WA 98823
3. Contractor Representative
4. COMMERCE Representative
Karrie Stockton
Esmeralda Zavala Montalvo 1011 Plum Street SE
Grant Admin Specialist
Compliance Manager Olympia, WA
(509)754-2011 Ext 2937
360-725-2816 98504-2525
Kstockton aggrantcountywa.gov
esmeraida.zavala-
montalvo(a).commerce.wa.gov
5. Contract Amount
6. Funding Source
7. Start Date
8. End Date
$577871407
Federal: ❑ State: ® Other: ❑ N/A: ❑
July 1, 2025
June 30, 2027
9. Federal Funds (as applicable) Federal Agency: ALN
N/A N/A N/A
10.Tax ID#
11.SVVV#
12.UB1#
13.UE1#
SWV000242603
132001884
ZL6WM26K8KR5
14. Award Method NOFO/RFX # Proviso #
Direct: ® Competitive: ❑ N/A N/A
15. Contract Purpose
This grant provides resources to fund homelessness crisis response systems and to assist people who are experiencing or
are at risk of homelessness to obtain or maintain housing. All funding sources identified in the Consolidated Homeless Grant
must be prioritized for preserving and maintaining existing programs and service levels, as reported to Commerce in the
SFY 2024 Annual Expenditure Report.
COMMERCE, defined as the Department of Commerce, and the Contractor, as defined above, acknowledge and accept the
terms of this Contract and Attachments and have executed this Contract on the date below to start as of the date and year
referenced above. The rights and obligations of both parties to this Contract are governed by this Contract and the following
documents incorporated by reference: SFY 2026 and 2027 CHG Application and Budget workbook, CHG Guidelines (as
they may be revised from time to time), Contractor Terms and Conditions including Attachment "A" - Scope of Work,
Attachment "B" — Budget,
�""'
FOR CONTRACTOR a::zVc;7r;::>
FOR COMMERCE
Rob Jones, County Corh is ' r Chair
Tedd Kelleher, Interim Assistant Director
Housing Division
r3.
Date
Date
APPROVED AS TO FORM ONLY
BY ASSISTANT ATTORNEY GENERAL
APPROVAL ON FILE
Page 3 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
Ab Washingtocl State
4kDepartment of
�i�► Commerce
Interagency Agreement with
Grant County
through
Housing Division Homelessness Assistance Unit
Contract Number:
26-46108-10
For
Consolidated Homeless Grant
Dated: July 1, 2025
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
,,, hafaliri�ortat
qu Depar merit of
oumner '
Table of Contents
TABLEOF CONTENTS..............................................................................................................................................2
FACESHEET............................................................................................................................................................3
WASHINGTON STATE DEPARTMENT OF COMMERCE.............................................................................................3
SPECIAL TERMS AND CONDITIONS.........................................................................................................................3
1. AUTHORITY......................................................................................................................................................4
2. CONTRACT MANAGEMENT.............................................................................................................................4
3. COMPENSATION..............................................................................................................................................4
4. BILLING PROCEDURES AND PAYMENT.............................................................................................................4
5. SUBCONTRACTOR DATA COLLECTION.............................................................................................................5
6. INSURANCE......................................................................................................................................................5
8. FRAUD AND OTHER LOSS REPORTING.............................................................................................................6
9. ORDER OF PRECEDENCE..................................................................................................................................6
GENERAL TERMS AND CONDITIONS.......................................................................................................................7
1.
DEFINITIONS....................................................................................................................................................7
2.
ALLWRITINGS CONTAINED HEREIN.................................................................................................................7
3.
AMENDMENTS................................................................................................................................................7
4.
ASSIGNMENT...................................................................................................................................................7
5.
CONFIDENTIALITY AND SAFEGUARDING OF INFORMATION...........................................................................7
6.
COPYRIGHT......................................................................................................................................................8
7.
DISPUTES.........................................................................................................................................................8
8.
GOVERNING LAW AND VENUE........................................................................................................................9
9.
INDEMNIFICATION..........................................................................................................................................9
10.
LICENSING, ACCREDITATION AND REGISTRATION...........................................................................................9
11.
RECAPTURE......................................................................................................................................................9
12.
RECORDS MAINTENANCE................................................................................................................................9
13.
SAVINGS..........................................................................................................................................................9
14.
SEVERABILITY...................................................................................................................................................9
15. SUBCONTRACTING..........................................................................................................................................9
16. SURVIVAL.......................................................................................................................................................10
17. TERMINATION FOR CAUSE.............................................................................................................................10
18. TERMINATION FOR CONVENIENCE................................................................................................................10
19. TERMINATION PROCEDURES.........................................................................................................................10
20. TREATMENT OF ASSETS.................................................................................................................................11
21. WAIVER.........................................................................................................................................................11
ATTACHMENTA: SCOPE OF WORK.......................................................................................................................12
ATTACHMENTB: BUDGET....................................................................................................................................13
Page 2 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
Yid `"I � 1 =: l �� g .�.1 n Stale
C�: �¢
AI , _ C*,1
Special Terms and Conditions
1. AUTHORITY
COMMERCE and Contractor enter into this Contract pursuant to the authority granted by Chapter 39.34
RCW.
2. CONTRACT 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 Contract.
The Representative for COMMERCE and their contact information are identified on the Face Sheet of this
Contract.
The Representative for the Contractor and their contact information are identified on the Face Sheet of this
Contract.
3. COMPENSATION
COMMERCE shall pay an amount not to exceed $5,787,407 for the performance of all things necessary
for or incidental to the performance of work as set forth in the Scope of Work. Grantee's compensation shall
be based on the terms of the Scope of Work and Budget.
Expenses
Grantee shall receive reimbursement for approved expenses as identified below or as authorized in
advance by COMMERCE as reimbursable. The maximum amount to be paid to the Grantee for authorized
expenses shall not exceed $5,787,407. This amount is included in the Grant total above.
If travel is required to complete the scope of work and is approved in advance in writing, reimbursable travel
expenses may include airfare (economy or coach class only), other transportation, lodging, and food
necessary during periods of required travel. Grantee shall be reimbursed at a rate not to exceed the current
state rate and in accordance with the State of Washington Office of Financial Management Travel
Regulations.
4. BILLING PROCEDURES AND PAYMENT
COMMERCE will pay Grantee upon acceptance of deliverables or services provided and receipt of properly
completed invoices, which shall be submitted to COMMERCE via the Contracts Management System
(CMS).
The invoices shall describe and document, to COMMERCE's satisfaction, a description of the work
performed, the progress of the project, and any expenses to be reimbursed. The invoice shall include Grant
Number 26-46108-10.
If applicable, Grantee must also include attachments that describe and document, to COMMERCE's
satisfaction, a detailed description of the work performed, progress of the project, and/or receipts or other
proof of payment. Except for approved indirect costs, if any, or as otherwise authorized by COMMERCE in
writing, a receipt must accompany every expense in the amount of $50.00 or more to receive
reimbursement. COMMERCE may request additional documentation at any time.
Any expense reimbursed under this Grant which is later determined to be unallowable must be repaid
according to the terms COMMERCE provides.
Payment shall be considered timely if made by COMMERCE within thirty (30) calendar days after receipt
of properly completed invoices. Payment shall be made electronically utilizing Grantee's Statewide Vendor
(SWV) number.
Page 4 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
l vvlecishirig-lon Slate
IV
de ar merit of
so m r
COMMERCE may, in its sole discretion, terminate this Grant or withhold payments 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. No payments in advance of or in anticipation of any expense reimbursable under
this Grant shall be made by COMMERCE
If subgranting and/or subcontracting is authorized by COMMERCE, all Subgrantee/Subcontractor payments
are reimbursable expenses within the meaning of this Agreement. Grantee must have, and may be required
to demonstrate, the means to pay each and every Subgrantee/Subcontractor. Failure to pay
Subgrantees/Subcontractors as agreed may result in suspension or termination of this Grant.
Invoices and End of Fiscal Year
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 Contractor must invoice for all expenses from the beginning of the contract through June 30, regardless
of the contract start and end date.
Duplication of Billed Costs
The Contractor shall not bill COMMERCE for services performed under this Agreement, and COMMERCE
shall not pay the Contractor, if the Contractor 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.
Unless otherwise authorized by COMMERCE in writing, reimbursable payroll costs shall not include
employee overtime nor bonus pay.
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.).
5. SUBCONTRACTOR DATA COLLECTION
Contractor 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 Contract performed by subcontractors and the portion of Contract
funds expended for work performed by subcontractors, including but not necessarily limited to minority -
owned, woman -owned, and veteran -owned business subcontractors. "Subcontractors" shall mean
subcontractors of any tier.
6. 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 Contractor 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.
Page 5 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
A V- 48�,W
Iashiri ,on Male
C D epaµ merit of
1iCl
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.
7. ELIGIBLE USE OF FUNDS
Funding awarded under this Contract may only be used for eligible activities and expenses described
in the CHG Guidelines. These Guidelines are incorporated by reference.
8. FRAUD AND OTHER LOSS REPORTING
Contractor shall report in writing all known or suspected fraud or other loss of any funds or other property
furnished under this Contract immediately or as soon as practicable to the Commerce Representative
identified on the Face Sheet.
9. ORDER OF PRECEDENCE
In the event of an inconsistency in this Contract, 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
• CHG Guidelines, incorporated by reference on the Face Sheet.
Page 6 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
v�yashiti on Stale
6epartmerit of
Commerce
General Terms and Conditions
1. DEFINITIONS
As used throughout this Contract, 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. "Contract" or "Agreement" or "Grant" means the entire written agreement between COMMERCE
and the Contractor, including any Attachments, documents, or materials incorporated by reference.
E-mail or Facsimile transmission of a signed copy of this contract shall be the same as delivery of
an original.
D. "Contractor" or "Grantee" shall mean the entity identified on the face sheet performing service(s)
under this Contract, and shall include all employees and agents of the Contractor.
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 (H I PAA).
F. "State" shall mean the state of Washington.
G. "Subcontractor" shall mean one not in the employment of the Contractor, who is performing all or
part of those services under this Contract under a separate contract with the Contractor. The terms
"subcontractor" and "subcontractors" mean subcontractor(s) in any tier.
2. ALL WRITINGS CONTAINED HEREIN
This Contract contains all the terms and conditions agreed upon by the parties. No other understandings,
oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind any of
the parties hereto.
3. AMENDMENTS
This Contract 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.
4. ASSIGNMENT
Neither this Contract, work thereunder, nor any claim arising under this Contract, shall be transferred or
assigned by the Contractor without prior written consent of COMMERCE.
5. CONFIDENTIALITY AND SAFEGUARDING OF INFORMATION
A. "Confidential Information" as used in this section includes:
i. All material provided to the Contractor by COMMERCE that is designated as "confidential" by
COMMERCE;
ii. All material produced by the Contractor that is designated as "confidential" by COMMERCE;
and
iii. All Personal Information in the possession of the Contractor that may not be disclosed under
state or federal law.
Page 7 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
� o �Asl ire �or ;ts►.e*40 Coulmerce
B. The Contractor shall comply with all state and federal laws related to the use, sharing, transfer, sale,
or disclosure of Confidential Information. The Contractor shall use Confidential Information solely
for the purposes of this Contract 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 Contractor 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 Contractor
shall provide COMMERCE with its policies and procedures on confidentiality. COMMERCE may
require changes to such policies and procedures as they apply to this Contract whenever
COMMERCE reasonably determines that changes are necessary to prevent unauthorized
disclosures. The Contractor shall make the changes within the time period specified by
COMMERCE. Upon request, the Contractor shall immediately return to COMMERCE any
Confidential Information that COMMERCE reasonably determines has not been adequately
protected by the Contractor against unauthorized disclosure.
C. Unauthorized Use or Disclosure. The Contractor 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.
6. COPYRIGHT
Unless otherwise provided, all Materials produced under this Contract 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 Contractor 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 Contract, but that incorporate pre-existing materials not produced
under the Contract, the Contractor 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 Contractor warrants and represents that the
Contractor has all rights and permissions, including intellectual property rights, moral rights and rights of
publicity, necessary to grant such a license to COMMERCE.
The Contractor shall exert all reasonable effort to advise COMMERCE, at the time of delivery of Materials
furnished under this Contract, 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 Contract. The Contractor shall
provide COMMERCE with prompt written notice of each notice or claim of infringement received by the
Contractor with respect to any Materials delivered under this Contract. COMMERCE shall have the right to
modify or remove any restrictive markings placed upon the Materials by the Contractor.
7. DISPUTES
In the event that a dispute arises under this Agreement, it shall be determined by a Dispute Board in the
following manner: Each party to this Agreement shall appoint one member to the Dispute Board. The
members so appointed shall jointly appoint an additional member to the Dispute Board. The Dispute Board
shall review the facts, Agreement terms and applicable statutes and rules and make a determination of the
dispute. The Dispute Board shall thereafter decide the dispute with the majority prevailing. The
determination of the Dispute Board shall be final and binding on the parties hereto. As an alternative to this
process, either of the parties may request intervention by the Governor, as provided by RCW 43.17.330,
in which event the Governor's process will control.
Page 8 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
v�h8shin -lon Aare
Departmerli of
IN&ITC0 1 rcle
8. GOVERNING LAW AND VENUE
This Contract 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.
9. INDEMNIFICATION
Each party shall be solely responsible for the acts of its employees, officers, and agents.
10. LICENSING, ACCREDITATION AND REGISTRATION
The Contractor shall comply with all applicable local, state, and federal licensing, accreditation and
registration requirements or standards necessary for the performance of this Contract.
11. RECAPTURE
In the event that the Contractor fails to perform this Contract in accordance with state laws, federal laws,
and/or the provisions of this Contract, COMMERCE reserves the right to recapture funds in an amount to
compensate COMMERCE for the noncompliance in addition to any other remedies available at law or in
equity.
Repayment by the Contractor 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 Contract.
12. RECORDS MAINTENANCE
The Contractor shall maintain books, records, documents, data and other evidence relating to this contract
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 Contract.
The Contractor 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 Contract, 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.
13. 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 Contract and prior to normal completion, COMMERCE may suspend or terminate
the Contract under the "Termination for Convenience" clause, without the ten calendar day notice
requirement. In lieu of termination, the Contract may be amended to reflect the new funding limitations and
conditions.
14. SEVERABILITY
The provisions of this Contract 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
Contract.
15. SUBCONTRACTING
The Contractor may only subcontract work contemplated under this Contract if it obtains the prior written
approval of COMMERCE.
If COMMERCE approves subcontracting, the Contractor shall maintain written procedures related to
subcontracting, as well as copies of all subcontracts and records related to subcontracts. For cause,
COMMERCE in writing may: (a) require the Contractor to amend its subcontracting procedures as they
relate to this Contract; (b) prohibit the Contractor from subcontracting with a particular person or entity; or
(c) require the Contractor to rescind or amend a subcontract.
Page 9 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
01 1 * ,
ishing,on State
epa rtmerlt of
14'eAlF Comme-111cle
Every subcontract shall bind the Subcontractor to follow all applicable terms of this Contract. The
Contractor is responsible to COMMERCE if the Subcontractor fails to comply with any applicable term or
condition of this Contract. The Contractor shall appropriately monitor the activities of the Subcontractor to
.assure fiscal conditions of this Contract. In no event shall the existence of a subcontract operate to release
or reduce the liability of the Contractor to COMMERCE for any breach in the performance of the
Contractor's duties.
Every subcontract shall include a term that COMMERCE and the State of Washington are not liable for
claims or damages arising from a Subcontractor's performance of the subcontract.
16. SURVIVAL
The terms, conditions, and warranties contained in this Contract that by their sense and context are
intended to survive the completion of the performance, cancellation or termination of this Contract shall so
survive.
17. TERMINATION FOR CAUSE
In the event COMMERCE determines the Contractor has failed to comply with the conditions of this
Contract in a timely manner, COMMERCE has the right to suspend or terminate this Contract. Before
suspending or terminating the Contract, COMMERCE shall notify the Contractor in writing of the need to
take corrective action. If corrective action is not taken within 30 calendar days, the Contract may be
terminated or suspended.
In the event of termination or suspension, the Contractor shall be liable for damages as authorized by law
including, but not limited to, any cost difference between the original contract and the replacement or cover
contract and all administrative costs directly related to the replacement contract, e.g., cost of the
competitive bidding, mailing, advertising and staff time.
COMMERCE reserves the right to suspend all or part of the Contract, withhold further payments, or prohibit
the Contractor from incurring additional obligations of funds during investigation of the alleged compliance
breach and pending corrective action by the Contractor or a decision by COMMERCE to terminate the
Contract. A termination shall be deemed a "Termination for Convenience" if it is determined that the
Contractor: (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 Contract are not exclusive and are, in addition to
any other rights and remedies, provided by law.
18. TERMINATION FOR CONVENIENCE
Except as otherwise provided in this Contract, COMMERCE may, by ten (10) business days' written notice,
beginning on the second day after the mailing, terminate this Contract, in whole or in part. If this Contract
is so terminated, COMMERCE shall be liable. -only for payment required under the terms of this Contract
for services rendered or goods delivered prior to the effective date of termination.
19. TERMINATION PROCEDURES
Upon termination of this Contract, COMMERCE, in addition to any other rights provided in this Contract,
may require the Contractor to deliver to COMMERCE any property specifically produced or acquired for
the performance of such part of this Contract as has been terminated. The provisions of the "Treatment of
Assets" clause shall apply in such property transfer.
COMMERCE shall pay to the Contractor the agreed upon price, if separately stated, for completed work
and services accepted by COMMERCE, and the amount agreed upon by the Contractor 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 Contract. COMMERCE may withhold from
any amounts due the Contractor 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 Contract.
Page 10 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
Ait"MIAK V ashiri -.On Slate
qK Depa!i rierit of
Commerce
After receipt of a notice of termination, and except as otherwise directed by the Authorized Representative,
the Contractor shall:
A. Stop work under the Contract on the date, and to the extent specified, in the notice;
B. Place no further orders or subcontracts for materials, services, or facilities except as may be
necessary for completion of such portion of the work under the Contract 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 Contractor under the orders and
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 subcontracts;
D. Settle all outstanding liabilities and all claims arising out of such termination of orders and
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 Contract 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 Contract, which is in the possession of the
Contractor and in which COMMERCE has or may acquire an interest.
20. TREATMENT OF ASSETS
Title to all property furnished by COMMERCE shall remain in COMMERCE. Title to all property furnished
by the Contractor, for the cost of which the Contractor is entitled to be reimbursed as a direct item of cost
under this Contract, shall pass to and vest in COMMERCE upon delivery of such property by the
Contractor. Title to other property, the cost of which is reimbursable to the Contractor under this Contract,
shall pass to and vest in COMMERCE upon (i) issuance for use of such property in the performance of this
Contract, or (ii) commencement of use of such property in the performance of this Contract, 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 Contractor shall, unless otherwise provided herein or
approved by COMMERCE, be used only for the performance of this Contract.
B. The Contractor shall be responsible for any loss or damage to property of COMMERCE that results
from the negligence of the Contractor or which results from the failure on the part of the Contractor
to maintain and administer that property in accordance with sound management practices.
C. If any COMMERCE property is lost, destroyed or damaged, the Contractor shall immediately notify
COMMERCE and shall take all reasonable steps to protect the property from further damage.
D. The Contractor shall surrender to COMMERCE all property of COMMERCE prior to settlement upon
completion, termination or cancellation of this Contract.
E. All reference to the Contractor under this clause shall also include Contractor's employees, agents
or Subcontractors.
21. 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 Contract unless stated to be
such in writing and signed by Authorized Representative of COMMERCE.
Page 11 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
V ats.hing-, n Slate
Depar�rnerit of
Commerce,
Attachment A: Scope of Work
A. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing
programs and service levels, as reported to Commerce in the SFY 2024 Annual Expenditure Report.
B. Contractor shall commit to operating a high -performing crisis response system in their county by:
a. Assessing each household's housing needs and facilitating housing stability with the goal of
obtaining or maintaining permanent housing.
b. Employing a progressive engagement service model.
c. Prioritizing households most likely to become homeless when using homelessness prevention
rent assistance.
d. Being anti -racist leaders in their crisis response systems and facilitate partnerships among
organizations that respond to the disproportionality in services and outcomes for communities
that may not seek assistance from mainstream organizations.
e. Prioritizing funding to preserve and maintain existing programs and service levels, as reported
to Commerce in the SFY 2024 Annual Expenditure Report.
C. Contractor shall submit the following monthly deliverables on time with truthful, accurate information:
a. An Invoice and Voucher Detail Worksheet, along with at a minimum, a General Ledger
generated from the organization's accounting system. The General Ledger must include
transaction -level detail for all costs that have been paid and are being claimed for
reimbursement. These documents are due by the 20th of the month following the month in
which services were provided.
D. Contractor shall submit the following deliverables on time with truthful, accurate information:
a. Local Homeless Housing Plan and Annual Report.
b. Annual County Expenditure Report/Homeless Housing Inventory including Point -In -Time
Count information.
c. HEN Essential Needs Report.
d. Grantees shall commit to reporting quality timely HMIS data.
E. Contractor shall comply with all of the requirements, policies and procedures in the Consolidated
Homeless Grant Guidelines, including the Washington State Coordinated Entry Guidelines.
F. Performance Requirements:
a. Housing Outcomes: For each intervention type funded by the Consolidated Homeless Grant,
grantees must adopt the required housing outcome performance measure outlined in the
Consolidated Homeless Grant Guidelines, Appendix D, Table A. Grantees must improve
housing outcomes by making progress towards the statewide performance target.
b. Equitable Outcomes: For each of the required housing outcome performance measures,
outcomes across racial and ethnic demographics should not be significantly less than the
overall rate. The "overall rate" refers to the rate of a particular intervention type's total exits to
positive outcomes. This is inclusive of all ethnic or racial categories.
c. Equitable Access: While not a formal performance measure that will be monitored, grantees
are expected to use equitable access data to identify underserved populations, assess the
impact of their access strategies and work to improve equitable access as needed. Grantees
can access this data through the Washington Balance of State Equitable Access Dashboard
which compares the race and ethnicity of households entering the homeless system (HMIS) to
the race and ethnicity of the homeless and unstably housed populations (The Snapshot Report)
Page 12 of 13
Docusign Envelope ID: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81
Ar
, V W, ' ,jCc� IEir� �r ls.le
a, ilk
Elc p;agrrlentof
OAF 0. merc
Attachment B: Budget
Budget I
Total
Standard SFY 2026 and 2027
Standard Admin
$35,000
Standard Rent
$212,188
Standard Facility Support
$157000
Standard Operations
$195,000
Homelessness Prevention SFY 2026 and 2027)
Homelessness Prevention Admin
$10,000
Homelessness Prevention Rent
$1,509,009
Homelessness Prevention Operations
$1957000
Emergency Housing SFY 2026
Emergency Housing Admin 2026
$45,000
Emergency Housing Rent 2026
$2007000
Emerge ousing Facility Support 2026
$400,000
Emergency Housing Operations 2026
$535,246
Emergency Housing SFY 2027
Emergency Housing Admin 2027
$35,000
Emergency Housing Rent 2027
$200,000
Emergency Housing Facility Support 2027
$400,000
Emergency Housing Operations 2027
$545,246
Inflationary Increase SFY 2026 and SFY 2027
Inflation Increase 2026
$197,402
Inflation Increase 2027
$197,402
Document Recording Fee DRF Backfill SFY 2026
DRF Backfill 2026
$394,082
HEN SFY 2026
HEN Admin 2026
$10,000
HEN Rent/Fac Support 2026
$163,416
HEN Operations 2026
$607000
HEN SFY 2027
HEN Admin 2027
$10,000
HEN Rent/Fac Support 2027
$163,416
HEN Operations 2027
$60,000
TOTAL
$5,787,407
Page 13 of 13
Certificate of Completion
Envelope Id: 2DDFD88F-6EF1-46CA-BD62-E391464CFC81 Status: Sent
Subject: Complete with Docusign: Grant CHG 26-27 Contract.docx
Division:
Community Services and Housing
Program: CHG
ContractNumber: 26-46108-10
DocumentType: Contract
Source Envelope:
Document Pages: 13 Signatures: 0
Certificate Pages: 5 Initials: 1
AutoNav: Enabled
Envelopeld Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
0docusign
Envelope Originator:
Esmeralda Zavala-Montalvo
1011 Plum Street SE
MS 42525
Olympia, WA 98504-2525
esmeralda.zavala-montaivo@commerce.wa.gov
P Address: 198.239.10.204
Record Tracking
Status: Original Holder: Esmeralda Zavala-Montalvo Location: DocuSign
6/26/2025 6:14:17 PM
esmeralda.zavala-montalvo@commerce.wa.gov
Security Appliance Status: Connected Pool: StateLocal
Storage Appliance Status: Connected Pool: Washington State Department of Commerce Location: Docusign
Signer Events Signature Timestamp
Julie Montgomery DS Sent: 6/26/2025 6:18:05 PM
-s A A
julie.montgomery@commerce.wa.gov Resent: 6/27/2025 8:47:58 AM
Washington State Department of Commerce Viewed: 6/27/2025 9:10:08 AM
Security Level: Email, Account Authentication Signed: 6/27/2025 9:24:48 AM
(None) Signature Adoption: Pre -selected Style
Using IP Address: 198.238.6.180
Karrie Stockton
Kstockton@grantcountywa.gov
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Accepted: 6/27/2025 9:29:10 AM
ID: 7c4fl217-3c21-4422-8a3f-23b615b745c2
Rob Jones
Kstockton@grantcountywa.gov
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Accepted: 6/27/2025 9:29:10 AM
ID: 7c4fl217-3c21-4422-8a3f-23b615b745c2
Kathy Kinard
Kathy. Kinard@commerce.wa.gov
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Sent: 6/27/2025 9:24:50 AM
Viewed: 6/27/2025 9:29:10 AM
Signer Events Signature Timestampk
Tedd Kelleher
tedd.kelleher@commerce.wa.gov
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
In Person Si ner Events
g
Si nature
g
TimestaIm p
Editor Delive Events
ry .
Status
Timesfam p
A' ent Relive Events
g ry
Status
Timestam p
In#ermedia Relive Events
rY rY _ _.
Status
Timestam p
CertifiedDelive` Events
rY
Status
Timmestam p
Carbon Copy Events
Status
Timestamp,
Witness Events
Signature
Timestamp
Notary Events
Signature
Timestamp
Envelope Summary Events
Status
- Timestamps
Envelope Sent
Hashed/Encrypted
6/26/2025 6:18:05 PM
Payment Events
Status
Timestamps
Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 8/11/2020 4:44:12 PM
Parties agreed to: Karrie Stockton, Rob Jones
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, Washington State Department of Commerce (we, us or Company) may be
required by law to provide to you certain written notices or disclosures. Described below are the
terms and conditions for providing to you such notices and disclosures electronically through the
DocuSign system. Please read the information below carefully and thoroughly, and if you can
access this information electronically to your satisfaction and agree to this Electronic Record and
Signature Disclosure (ERSD), please confirm your agreement by selecting the check -box next to
`I agree to use electronic records and signatures' before clicking `CONTINUE' within the
DocuSign system.
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. You will have the ability to download and print documents we send
to you through the DocuSign system during and immediately after the signing session and, if you
elect to create a DocuSign account, you may access the documents for a limited period of time
(usually 30 days) after such documents are first sent to you. After such time, if you wish for us to
send you paper copies of any such documents from our office to you, you will be charged a
$0.15 per -page fee. You may request delivery of such paper copies from us by following the
procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to
receive required notices and consents electronically from us or to sign electronically documents
from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through the DocuSign system all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or made
available to you during the course of our relationship with you. To reduce the chance of you
inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
How to contact Washington State Department of Commerce:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: docusign@commerce.wa.gov
To advise Washington State Department of Commerce of your new email address
To let us know of a change in your email address where we should send notices and disclosures
electronically to you, you must send an email message to us at docusign@commerce.wa.gov and
in the body of such request you must state: your previous email address, your new email
address. We do not require any other information from you to change your email address.
If you created a DocuSign account, you may update it with your new email address through your
account preferences.
To request paper copies from Washington State Department of Commerce
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an email to docusign@commerce.wa.gov and in
the body of such request you must state your email address, full name, mailing address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with Washington State Department of Commerce
To inform us that you no longer wish to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your signing session, and on the subsequent page,
select the check -box indicating you wish to withdraw your consent, or you may;
ii. send us an email to docusign@commerce.wa.gov and in the body of such request you must
state your email, full name, mailing address, and telephone number. We do not need any other
information from you to withdraw consent.. The consequences of your withdrawing consent for
online documents will be that transactions may take a longer time to process..
Required hardware and software
The minimum system requirements for using the DocuSign system may change over time. The
current system requirements are found here: https:Hsupport.docusi .com/ uides/si er- ide-
signing-system-requirements .
Acknowledging your access and consent to receive and sign documents electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please confirm that you have
read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for
your future reference and access; or (ii) that you are able to email this ERSD to an email address
where you will be able to print on paper or save it for your future reference and access. Further,
if you consent to receiving notices and disclosures exclusively in electronic format as described
herein, then select the check -box next to `I agree to use electronic records and signatures' before
clicking `CONTINUE' within the DocuSign system.
By selecting the check -box next to `I agree to use electronic records and signatures', you confirm
that:
You can access and read this Electronic Record and Signature Disclosure; and
You can print on paper this Electronic Record and Signature Disclosure, or save or send
this Electronic Record and Disclosure to a location where you can print it, for future
reference and access; and
Until or unless you notify Washington State Department of Commerce as described
above, you consent to receive exclusively through electronic means all notices,
disclosures, authorizations, acknowledgements, and other documents that are required to
be provided or made available to you by Washington State Department of Commerce
during the course of your relationship with Washington State Department of Commerce.