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HomeMy WebLinkAboutGrant Related - BOCC (002)2 K20-148 (A6+U COMMUNITY SERVICES AND HOUSING DIVISION HOUSING ASSISTANCE UNIT EVICTION RENT ASSISTANCE PROGRAM (ERAP) SUB RECIPIENT AGREEMENT THIS AGREEMENT is made and entered into by and between GRANT COUNTY, WASHINGTON ("COUNTY"), duly organized and operating under and by virtue of the Constitution and the laws of the State of Washington, and the HOUSING AUTHORITY OF GRANT COUNTY, ("SUB RECIPIENT"), collectively referred to as the "Parties." In consideration of the mutual benefits and covenants contained herein, the parties agree as follows: The term of this Eviction Rent Assistance Program (ERAP) shall begin on August 1, 2020, and shall terminate on December 31, 2020. The SUB RECIPIENT represents that it is qualified and possesses the necessary expertise, knowledge, training, and skills, and has the necessary licenses and/or certification to perform the services set forth in this Agreement. The SUB RECIPIENT shall perform the following services: Determine eligibility and provide assistance to individuals/households for assistance to prevent evictions by paying past due and future rent, targeting limited resources to those with the greatest needs while working to distribute the funds equitably as set forth in Exhibit A, Department of Commerce Grant Eviction Rent Assistance Program (August 1, 2020 — December 31, 2020), attached hereto and fully incorporated by reference: a. A description of the services to be performed by the SUB RECIPIENT is set forth in Exhibit A. b. The SUB RECIPIENT agrees to provide its own labor and materials. Unless otherwise provided for in the Agreement, no material, labor, or facilities will be furnished by the COUNTY. C. The SUB RECIPIENT shall perform according to standard industry practice of the work specified by this Agreement. d. The SUB RECIPIENT shall complete its work in a timely manner and 1 accordance with the schedule agreed to by the parties. e. The SUB RECIPIENT shall, from time to time, during the progress of the work, confer with the COUNTY. At the COUNTY'S request, the SUB RECIPIENT shall prepare and present status reports on its work. f. The SUB RECIPIENT shall be in compliance with the Department of Commerce Emergency Housing Grant Guidelines attached hereto as Exhibit A and/or as may be updated by the Department of Commerce, with such guidelines fully incorporated herein by reference. SPECIFICALLY, SUB RECIPIENT is required to collect verification of homelessness and income to determine the eligibility of persons served as set forth in Exhibit A, Emergency Housing Grant Guidelines. 3. SERVICES PROVIDED BY THE COUNTY In order to assist the SUB RECIPIENT in fulfilling its duties under this Agreement, the COUNTY shall provide the following: a. Relevant information as exists to assist the SUB RECIPIENT with the performance of the SUB RECIPIENT'S services. b. Coordination with other County Departments or other Consultants as necessary for the performance of the SUB RECIPIENT'S services. C. Services documents, or other information identified in Exhibit A. ►04-:412V V.14 0 CIA Each party to this Agreement shall have a contract representative. Each party may change its representative upon providing written notice to the other party. The parties' representatives are as follows: For COUNTY: Administrative Services Coordinator Board of County Commissioners Grant County Courthouse P,O. Box 37 Ephrata WA 98823-0037 For SUB RECIPIENT: Carol Anderson Housing Authority of Grant County 1139 Larson Bouldevard Moses Lake, WA 98837 W411 UR1WL"1113►l a. For services performed hereunder, the SUB CONTRACTOR shall be paid, on a fixed basis concerning the term of this Agreement, defined herein as August 1, 2020 to December 31, 2020, from those rates/funds set forth in State Contract #21-4614C-108, a copy of the same attached hereto as Exhibit B and incorporated herein by reference. The maximum total amount payable by the COUNTY to the SUB RECIPIENT under this Agreement shall not exceed $1,058,808.00, or as may be amended by the Department of Commerce; • PROVIDED: Administrative costs of up to 100,000.00 incurred by the COUNTY will be reimbursed out of grant funds as set forth below: o Up to $100,000.00 administration costs for August 1, 2020 to December 31, 2020. b. No payment shall be made for any work performed by the SUB RECIPIENT, except for work identified and set forth in this Agreement or supporting exhibits or attachments incorporated by reference into this Agreement. C. The SUB RECIPIENT may submit invoices to the COUNTY not more often than once per month during the progress of the work for partial payment of work completed to date. Invoices shall cover the time SUB RECIPIENT performed work for the COUNTY during the billing period. The COUNTY shall pay the SUB RECIPIENT for services rendered in the month following the actual delivery of the work and will remit payment within thirty (30) days from the date of receipt of billing. d. The SUB RECIPIENT shall not be paid for services rendered under the Agreement unless and until they have been performed to the satisfaction of the COUNTY. e. In the event the SUB RECIPIENT has failed to perform any substantial obligation to be performed by the SUB RECIPIENT under this Agreement and such failure has not been cured within ten (10) days following notice from the COUNTY, then the COUNTY may, in its sole discretion, upon written notice to the SUB RECIPIENT, withhold any and all monies due and payable to the SUB RECIPIENT, without penalty until such failure to perform is cured or otherwise adjudicated. "Substantial" for purposes of this Agreement means faithfully fulfilling the terms of the Agreement with variances only for technical or minor omissions ordefects. f. Unless otherwise provided for in this Agreement or any exhibits or attachments hereto, the SUB RECIPIENT will not be paid for any billings or invoices presented for payment prior to the execution of the Agreement or after its termination. 7110 NOT T W \1 \ 0 MIJmo► a. In the event of any errors or omissions by the SUB RECIPIENT in the performance of any work required under this Agreement, the SUB RECIPIENT shall make any and all necessary corrections without additional compensation. All work submitted by the SUB RECIPIENT shall be certified by the SUB RECIPIENT and checked for errors and omissions. The SUB RECIPIENT shall be responsible for the accuracy of the work, even if the work is accepted by the COUNTY. b. No amendment, modification or renewal shall be made to this Agreement unless set forth in a written Contract Amendment, signed by both parties and attached to this Agreement. Work under a Contract Amendment shall not proceed until the Contract Amendment is duly executed by the COUNTY. a. The SUB RECIPIENT shall hold harmless, indemnify and defend the COUNTY, its officers, officials, employees and agents, from and against any and all claims, actions, suits, liability, losses, expenses, damages, and judgments of any nature whatsoever, including costs and attorney's fees in defense thereof, for injury, sickness, disability or death to persons or damage to property or business, caused by or arising out of the SUB RECIPIENT'S acts, errors or omissions or the acts, errors or omissions of its employees, agents, subcontractors or anyone for whose acts any of them may be liable, in the performance of this Agreement. Claims shall include, but not be limited to, assertions that information supplied or used by the SUB RECIPIENT or subcontractor infringes any patent, copyright, trademark, trade name, or otherwise results in an unfair trade practice. PROVIDED HOWEVER, that the SUB RECIPIENT'S obligations hereunder shall not extend to injury, sickness, death or damage caused by or arising out of the sole negligence of the COUNTY, its officers, officials, employees or agents. PROVIDED, FURTHER, that in the event of the concurrent negligence of the parties, the SUB RECIPIENT'S obligations hereunder shall apply only to the percentage of fault attributable to the SUB RECIPIENT, its employees, agents or subcontractors. b. In any and all claims against the COUNTY, its officers, officials, employees and agents by any employee of the SUB RECIPIENT, subcontractor, anyone directly or indirectly employed by any of them, or anyone for whose acts any of them may be liable, the indemnification obligation under this Section shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for the SUB RECIPIENT or subcontractor under Worker's Compensation acts, disability benefits acts, or other employee benefits acts, it being clearly agreed and understood by the parties hereto that the SUB RECIPIENT expressly waives any immunity the SUB RECIPIENT might have had under Title 51 RCW. By executing the Agreement, the SUB RECIPIENT acknowledges that the foregoing waiver has been mutually negotiated by the parties and that the provisions of this Section shall be incorporated, as relevant, into any contract the SUB RECIPIENT makes with any subcontractor or agent performing work hereunder. C. The SUB RECIPIENT'S obligations hereunder shall include, but are not limited to, investigating, adjusting and defending all claims alleging loss from action, error or omission, or breach of any common law, statutory or other delegated duty by the SUB RECIPIENT, the SUB RECIPIENT'S employees, agents or subcontractors. 8. INSURANCE SUB RECIPIENT shall provide insurance coverage as set out in this section. The intent of the required insurance is to protect the COUNTY should there be any claims, suits, actions, costs, damages or expenses arising from any loss, or negligent or intentional act or omission of SUB RECIPIENT, or it agents, while performing under the terms of this Agreement. The insurance required shall be issued by an insurance company authorized to do business within the State of Washington. Except for Professional Liability or Errors and Omissions Insurance, the insurance shall name the COUNTY, its agents, officers, and employees as additional insureds under the insurance policy. All policies shall be primary to any other valid and collectable insurance. SUB RECIPIENT shall instruct the insurers to give COUNTY thirty (30) calendar days advance notice of any insurance cancellations, non -renewal or modification. SUB RECIPIENT shall submit to COUNTY within fifteen (15) calendar days of the Agreement start date, a certificate of insurance which outlines the coverage and limits defined in this insurance section. During the term of this Agreement, SUB RECIPIENT shall submit renewal certificates not less than thirty (30) calendar days prior to expiration of each policy required under this section. SUB RECIPIENT shall provide insurance coverage that shall be maintained in full force and effect during the term of this Agreement, 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 Agreement activity but not less than $1,000,000.00 per occurrence. Additionally, SUB RECIPIENT is responsible for ensuring that any subcontractors provide adequate insurance coverage for the activities arising out of subcontracts. Automobile Liability. Inthe event that performance pursuant to this Agreement involves the use of vehicles, owned or operated by the SUB RECIPIENT, automobile liability is $1,000,000.00 per occurrence, using a Combined Single Limit for bodily injury and property damage. Professional Liability, Errors and Omissions Insurance. SUB RECIPIENT shall maintain Professional Liability or Errors and Omissions Insurance. SUB RECIPIENT shall maintain minimum limits of no less than $1,000,000.00 per occurrence to cover all activities by the SUB RECIPIENT and licensed staff employed by SUB RECIPIENT. COUNTY, its agents, officers, and employees need not be named as additional insureds under this policy. Fidelity Insurance. Every officer, director, employee, or agent who is authorized to act on behalf of SUB RECIPIENT for the purpose of receiving or depositing funds into program accounts or issuing financial documents, checks, or other instruments of payment for program costs shall be insured to provide protection against loss: A. The amount of fidelity coverage secured pursuant to this Agreement shall be $100,000.00 or the highest of planned reimbursement for the Agreement period, whichever is lowest. Fidelity insurance secured pursuant to this paragraph shall name the COUNTY as a beneficiary. B. SUB RECIPIENT shall secure fidelity insurance as noted above. Fidelity insurance secured by SUB RECIPIENT pursuant to this paragraph shall name the COUNTY as beneficiary. C. SUB RECIPIENT shall provide, at COUNTY' s request, copies of insurance instruments or certifications from the insurance issuing agency. The copies of certifications shall show the insurance coverage, the designated beneficiary, who is covered, the amounts, the period of coverage, and that COUNTY will be provided thirty (30) days advance notice of cancellation. 9. TERMINATION a. The COUNTY may terminate this Agreement for convenience in whole or in part whenever the COUNTY determines, in its sole discretion that such termination is in the best interests of the COUNTY. The COUNTY may terminate this Agreement upon giving thirty (30) days written notice by Certified Mail to the SUB RECIPIENT. In that event, the COUNTY shall pay the SUB RECIPIENT for all costs incurred by the SUB RECIPIENT in performing the Agreement up to the date of such notice. Payment shall be made in accordance with Section 5 of this Agreement. b. In the event that funding for this project is withdrawn, reduced or limited in any way after the effective date of this Agreement, the COUNTY may summarily terminate this Agreement notwithstanding any other termination provision of the Agreement. Termination under this paragraph shall be effective upon the date specified in the written notice of termination sent by the COUNTY to the SUB RECIPIENT. After the effective date, no charges incurred under this Agreement are allowable. C. If the SUB RECIPIENT breaches any of its obligations hereunder, and fails to cure the breach within ten (10) days of written notice to do so by the COUNTY, the COUNTY may terminate this Agreement, in which case the COUNTY shall pay the SUB RECIPIENT only for the costs of services accepted by the COUNTY, in accordance with Section 5 of this Agreement. Upon such termination, the COUNTY, at its discretion, may obtain performance of the work elsewhere, and the SUB RECIPIENT shall bear all costs and expenses incurred by the COUNTY in completing the work and all damage sustained by the COUNTY by reason of the SUB RECIPIENT'S breach. If, subsequent to termination, it is determined for any reason that (1) the SUB RECIPIENT was not in default, or (2) the SUB RECIPIENT'S failure to perform was not its fault or its subcontractor's fault or negligence, the termination shall be deemed to be a termination under subsection a of this section. 10. ASSIGNMENT. DELEGATION. AND SUBCONTRACTING a. The SUB RECIPIENT shall perform the terms ofthe Agreement using only its bona fide employees or agents who have the qualifications to perform under this Agreement. The obligations and duties of the SUB RECIPIENT under this Agreement shall not be assigned, delegated, or subcontracted to any other person or firm without the prior express written consent of the COUNTY. b. The SUB RECIPIENT warrants that it has not paid nor has it agreed to pay any company, person, partnership, or firm, other than a bona fide employee working exclusively for SUB RECIPIENT, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. 11. NON -WAIVER OF RIGHTS The parties agree that the excuse or forgiveness of performance, or waiver of any provision(s) of this Agreement does not constitute a waiver of such provision(s) or future performance, or prejudice the right of the waiving party to enforce any of the provisions of this Agreement at a later time. 12. INDEPENDENT CONTRACTOR a. The SUB RECIPIENT'S services shall be furnished by the SUB RECIPIENT as an Independent Contractor and not as an agent, employee or servant of the COUNTY. The SUB RECIPIENT specifically has the right to direct and control SUB RECIPIENT'S own activities in providing the agreed services in accordance with the specifications set out in this Agreement. b. The SUB RECIPIENT acknowledges that the entire compensation for this Agreement is set forth in Section 5 of this Agreement, and the SUB RECIPIENT is not entitled to any County benefits, including, but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, fringe benefits, or any other rights or privileges afforded to Grant County employees. C. The SUB RECIPIENT shall have and maintain complete responsibility and control over all of its subcontractors, employees, agents, and representatives. No subcontractor, employee, agent or representative of the SUB RECIPIENT shall be or deem to be or act or purport to act as an employee, agent or representative of the COUNTY. d. The SUB RECIPIENT shall assume full responsibility for the payment of all payroll taxes, use, sales, income or other form of taxes, fees, licenses, excises, or payments required by any city, county, federal or state legislation which is now or may during the term of this Agreement be enacted as to all persons employed by the SUB RECIPIENT and as to all duties, activities and requirements by the SUB RECIPIENT in performance of the work on this project and under this Agreement and shall assume exclusive liability therefore, and meet all requirements thereunder pursuant to any rules or regulations. e. The SUB RECIPIENT agrees to immediately remove any of its employees or agents from assignment to perform services under this Agreement upon receipt of a written request to do so from the COUNTY'S contract representative or designee. 13. COMPLIANCE WITHLAWS The SUB RECIPIENT shall comply with all applicable federal, state and local laws, rules and regulations in performing this Agreement. 14. INSPECTION OF BOOKS AND RECORDS The COUNTY may, at reasonable times, inspect the books and records of the SUB RECIPIENT relating to the performance of this Agreement. The SUB RECIPIENT shall keep all records required by this Agreement for six (6) years after termination of this Agreement for audit purposes. 15. NONDISCRIMINATION The SUB RECIPIENT, its assignees, delegates or subcontractors shall not discriminate against any person in the performance of any of its obligations hereunder on the basis of race, creed, color, national origin, sex, honorably discharged veteran or military status, sexual orientation, or the presence any sensory, mental, or physical disability or the use of a trained dog guide or service animal by a person with a disability. Implementation of this provision shall be consistent with RCW 49.60, et. seq. 16. OWNERSHIP OF MATERIALS/WORKPRODUCED a. Material produced in the performance of the work under this Agreement shall be "works for hire" as defined by the U.S. Copyright Act of 1976 and shall be owned by the COUNTY. This material includes, but is not limited to, books, computer programs, plans, specifications, documents, films, pamphlets, reports, sound reproductions, studies, surveys, tapes, and/or training materials. Ownership includes the right to copyright, patent, register, and the ability to transfer these rights. The COUNTY agrees that if it uses any materials prepared by the SUB RECIPIENT for purposes other than those intended by this Agreement, it does so at its sole risk and it agrees to hold the SUB RECIPIENT harmless therefore to the extent such use is agreed to in writing by the SUB RECIPIENT. b. An electronic copy of all or a portion of material produced shall be submitted to the COUNTY upon request or at the end of the job using the word processing program and version specified by the COUNTY. 17. DISPUTES Differences between the SUB RECIPIENT and the COUNTY, arising under and by virtue of this Agreement, shall be brought to the attention of the COUNTY at the earliest possible time in order that such matters may be settled or other appropriate action promptly taken. Any dispute relating to the quality or acceptability of performance and/or compensation due the SUB RECIPIENT shall be decided by the COUNTY'S Contract representative or designee. All rulings, orders, instructions and decisions of the COUNTY'S contract representative shall be final and conclusive, subject to the SUB RECIPIENT'S right to seek judicial relief pursuant to Section 18. WO V. 01 M _ 1 1 2 WMAWAR M 1 1 LN R1► 11104►1 ATA DI a NJ a. This Agreement has been and shall be construed as having been made and delivered within the State of Washington, and it is agreed by each party hereto that this Agreement shall be governed by the laws of the State of Washington, both as to its interpretation and performance. b. Any action at law, suit in equity, or judicial proceeding arising out of this Agreement shall be instituted and maintained only in any of the courts of competent jurisdiction in Grant County, Washington. a. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid., b. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. C. Should the COUNTY determine that the severed portions substantially alter this Agreement so that the original intent and purpose of the Agreement no longer exists, the COUNTY may, in its sole discretion, terminate this Agreement. 1 . : 01510 150 The parties agree that this Agreement is the complete expression of its terms and conditions. Any oral or written representations or understandings not incorporated in this Agreement are specifically excluded. 21. NOTICES Any notices shall be effective if personally served upon the other party or if mailed by registered or certified mail, return receipt requested, to the addresses set out in Section 4. Notice may also be given by facsimile with the original to follow by regular mail. Notice shall be deemed to be given three days following the date of mailing or immediately if personally served. For service by facsimile, service shall be effective upon receipt during working hours. If a facsimile is sent after working hours, it shall be effective at the beginning of the next working day. i r� THIS AGREEMENT, is executed by the persons signing below who warrant that they have the authority to execute the Agreement. GRANT COUNTY WASHINGTON HOUSING; AUTHORITY OF GR .ANI' COUNTY BOARD OF COUNTY COMMISSIONERS ADOPTED on this day of September, ADOPTED on this day of September, 2020. 2020. C>indy Carte , Chair Tom Taylor Vice -Chair Richard Stevens Commissioner APPROVED AS TO FORM: Civil ` eputy P> 6secuting Attorney Carol Anderson. Executive Director Attachment A Scope of Work The Eviction Rent Assistance Program Grant is intended to prevent evictions by paying past due and future rent, targeting limited resources to those with the greatest needs while working to distribute funds equitably. To meet the Equity Program Goals, the grantee must actively work to partner with By and Forl service providers in their communities that assist and serve marginalized populations. Equity Program Goals: Promote racial equity in who is served, with a focus on equity for groups of people who historically have not been provided equitable access to rent assistance and those who have disproportionately been impacted by the COVID-19 outbreak: Latinx or Hispanic, young adults, Black or African American, American India:? and Alaska Native, Native Hawaiian or other Pacific Islander. Commerce will provide a list of statewide organizations that we know of and it is incumbent on the grantee to identify By and For service providers that can best support their community members in accessing assistance. Performance Measurement Grantees must ensure equitable access to ERAP. Equitable access means that the race and ethnicity of people entering ERAP are similar to the community demographics. Equitable access is measured by comparing the percent of people in poverty by race and ethnicity to the percent of people entering ERAP by race and ethnicity. The percentage of head of households provided rent assistance must at least be equal the proportion to the population living in poverty in the county for each of the following groups: ✓ People of Color (includes Black or African American, American Indian and Alaska Native, Native Hawaiian or other Pacific Islander, Hispanic/Latinx, Asian, Other/Multi- Racial) ✓ Black or African American ✓ American Indian and Alaska Native ✓ Hispanic/Latinx Data from all ERAP grantees in the county will be combined for the purpose of performance measurement and performance monitoring. I By and For Organizations are those that are operated by and for the: marginalized community to be served. By and For organizations have a primary mission and history of serving a specific marginalized community, and are culturally based, directed, and substantially controlled/managed by individuals from the specific marginalized Population they serve. At the core of their programs, these agencies embody the central cultural values of the community to be served. Marginalized communities may include ethnic and racial minorities; immigrants and refugees; individuals who are lesbian, gay, bisexual, and transgender; individuals with disabilities or who are deaf, and Native Americans. Attachment B Budget August 1, 2020 — December 31, 2020 Budget Category Administration —15% $100,000 Rent $886,808 Operations $72,000 Total $1,058,808 .+!►4 Washington State 1409 Commerce Interagency Agreement with GRANT COUNTY BOARD OF COMMISSION ara, t,e- through 9 • i2-- 2Z Community Services and Housing Division Housing Assistance Unit Eviction Rent Assistance Program (ERAP) Start date: August 1, 2020 TABLE OF CONTENTS Special Terms and Conditions 1. Authority...............................................................................................1 2. Acknowledgement of Federal Funding........................................................1 3. Grant Management................................................................................................1 4. Compensation........................................................................................................1 5. Expenses............................................................................................. 6. Billing Procedures and Payment............................................................................1 7. Subgrantee Data Collection................................................................................... 2 8. Insurance............................................................................................. 9. Audit.................................................................................................... 10. Debarment............................................................................................2 11. Order of Precedence.............................................................................................. 3 General Terms and Conditions 1. Definitions..............................................................................................................4 2. All Writings Contained Herein................................................................................4 3. Amendments..........................................................................................................4 4. Assignment............................................................................................................4 5. Confidentiality and Safeguarding of Information...................................................4 6. Copyright................................................................................................................5 7. Disputes.................................................................................................................5 8. Governing Law and Venue....................................................................................5 9. Indemnification....................................................................................................... 6 10. Licensing, Accreditation and Registration............................................................. 6 11. Recapture.............................................................................................................. 6 12. Records Maintenance............................................................................................6 13. Savings.................................................................................................................. 6 14. Severability............................................................................................................ 6 15. SubGranting...........................................................................................................6 16. Survival..................................................................................................................7 17. Termination for Cause........................................................................................... 7 18. Termination for Convenience................................................................................ 7 19. Termination Procedures........................................................................................7 20. Treatment of Assets............................................................................................... 8 21. Waiver....................................................................................................................9 Attachment A, Scope of Work Attachment B, Budget FACE SHEET Grant Number: 21-4614C-108 Washington State Department of Commerce Community Services and Housing Division Housing Assistance Unit Eviction Rent Assistance Program 1. Grantee 2. Grantee Doing Business As (optional) GRANT COUNTY BOARD OF COMMISSION PO BOX 37 EPHRATA, WA 98823-0037 3. Grantee Representative 4. COMMERCE Representative Brittany Rang Kathryn Dodge P.O. Box 42525 Administrative Services Coordinator Grant Manager 1011 Plum Street SE 509-754-2011 ext. 2937 (360) 764-9682 Olympia, WA 98504-2525 brang@grantcountywa.gov kathryn.dodge@commerce.wa.gov 5. Grant Amount 6. Funding Source 7. Start Date 8. End Date $1,058,808.00 Federal: X State: Other: N/A: August 1, 2020 December 31, 2020 9. Federal Funds (as applicable) Federal Agency: CFDA Number: Indirect Rate (if applicable): $1,058,808.00 US Dept. of the Treasury 21.019 10. Tax ID # 11. SWV # 12. UBI # 13. DUNS # XXXXXXXXXXXXXX SWV0002426-03 132001884 N/A 14. Grant Purpose The Eviction Rent Assistance Program Grant is intended to prevent evictions by paying past due and future rent, targeting limited resources to those with the greatest needs while working to distribute funds equitably. 15. Signing Statement COMMERCE, defined as the Department of Commerce, and the Grantee, as defined above, acknowledge and accept the terms of this Grant and Attachments and have executed this Grant on the date below and warrant they are authorized to bind their respective agencies. The rights and obligations of both parties to this Grant are governed by this Grant and the following documents hereby incorporated by reference: Attachment "A" — Scope of Work, Attachment "B" — Budget. FOR GRANTEE FOR COMMERCE Diane Klontz, Assistant Director Printed Name, title Community Services and Housing Division Date Signature APPROVED AS TO FORM ONLY BV ASSISTANT ATTORNEY GENERAL 07/21/2020. Date APPROVAL ON FILE. SPECIAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS 1. AUTHORITY COMMERCE and Grantee enter into this Grant pursuant to the authority granted by the Interlocal Cooperation Act, Chapter 39.34 RCW. 2. ACKNOWLEDGMENT OF FEDERAL FUNDS Funds under the Grant are made available and are subject to Section 601(a) of the Social Security Act, as amended by section 5001 of the Coronavirus Aid, Relief, and Economic Security Act (CARES Act), and Title V and VI of the CARES Act. The Grantee agrees that any publications (written, visual, or sound) but excluding press releases, newsletters, and issue analyses, issued by the Grantee describing programs or projects funded in whole or in part with federal funds under this Grant, shall contain the following statements: "This project was supported by a grant awarded by US Department of the Treasury. Points of view in this document are those of the author and do not necessarily represent the official position or policies of the US Department of the Treasury. Grant funds are administered by the Local Government Coronavirus Relief Fund thru the Washington State Department of Commerce." 3. 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. a. The Representative for COMMERCE and their grant information are identified on the Face Sheet of this Grant. b. The Representative for the Grantee and their contact information are identified on the Face Sheet of this Grant. 4. 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 (Attachment A). 5. EXPENSES Grantee shall receive reimbursement for allowable expenses as identified in the Scope of Work (Attachment A) or as authorized in advance by COMMERCE as reimbursable. 6. 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. 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. 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. State of Washington Interagency Agreement Version 072019 Department of Commerce Page 1 SPECIAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS 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 Grant 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. 7. 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 Agreement performed by subgrantees and the portion of 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. 8. INSURANCE Local Government Self-Insured/Liability Pool or Self -Insured Risk Management Program Grantee shall provide annually to COMMERCE a summary of coverages and a letter of self-insurance, evidencing continued coverage under Grantee's self-insured/liability pool or self-insured risk management program. Such annual summary of coverage and letter of self-insurance will be provided on the anniversary of the start date of this Agreement. 9. AUDIT Grantee shall maintain internal controls providing reasonable assurance it is managing federal awards in compliance with laws, regulations, and provisions of Grants or grant agreements that could have a material effect on each of its federal programs; and prepare appropriate financial statements, including a schedule of expenditures of federal awards. If the Grantee expends $750,000 or more in federal awards from any and/or all sources in any fiscal year, the Grantee shall procure and pay for a single audit or a program -specific audit for that fiscal year. Upon completion of each audit, the Grantee shall: A. Submit to COMMERCE the reporting package specified in OMB Super Circular 2 CFR 200.501, reports required by the program -specific audit guide (if applicable), and a copy of any management letters issued by the auditor. B. Submit to COMMERCE follow-up and developed corrective action plans for all audit findings. If the Grantee expends less than $750,000 in federal awards from any and/or all sources in any fiscal year, the Grantee shall notify COMMERCE they did not meet the single audit requirement. The Grantee shall send all single audit documentation to auditreviewo-commerce.wa.aov. 10. DEBARMENT Grantee, defined as the primary participant and it principals, certifies by signing these General Terms and Conditions that to the best of its knowledge and belief that they: i. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency. ii. Have not within a three-year period preceding this Grant, been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public or private agreement or transaction, violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, receiving stolen property, making false claims, or obstruction of justice; State of Washington Interagency Agreement Version 072019 Department of Commerce Page 2 SPECIAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERAL FUNDS iii. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of federal Executive Order 12549; and iv. Have not within a three-year period preceding the signing of this Grant had one or more public transactions (Federal, State, or local) terminated for cause of default. Where the Grantee is unable to certify to any of the statements in this Grant, the Grantee shall attach an explanation to this Grant. The Grantee agrees by signing this Grant that it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by COMMERCE. The Grantee further agrees by signing this Grant that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered Transaction," as follows, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions: LOWER TIER COVERED TRANSACTIONS i. The lower tier Grantee certifies, by signing this Grant that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. ii. Where the lower tier Grantee is unable to certify to any of the statements in this Grant, such grantee shall attach an explanation to this Grant. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, person, primary covered transaction, principal, and voluntarily excluded, as used in this section, have the meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 12549. You may contact COMMERCE for assistance in obtaining a copy of these regulations. 11. 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 • Attachment C- Grant Guidelines State of Washington Interagency Agreement Version 072019 Department of Commerce Page 3 GENERAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS 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 Department of Commerce. C. "Grant" or "Agreement" means the entire written agreement between COMMERCE and the Grantee, including any attachments, 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" 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. F. "State" shall mean the state of Washington. G. "Subgrantee" shall mean one not in the employment of the Grantee, who is performing all or part ofthose services underthis Grant undera separate Grant with the Grantee. The terms "subgrantee" and "subgrantees" mean subgrantee(s) in any tier. 2. 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. 3. 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. 4. ASSIGNMENT Neither this Grant, work thereunder, nor any claim arising under this Grant, shall be transferred or assigned by the Grantee 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 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 State of Washington Interagency Agreement Version 072019 Department of commerce Page 4 GENERAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS 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. S. 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. 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. 8. GOVERNING LAW AND VENUE This Grant shall be construed and interpreted in accordance with the laws of the state of Washington, and any applicable federal laws, 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 Grantee shall comply with all applicable local, state, and federal licensing, accreditation and registration requirements or standards necessary for the performance of this Grant. State of Washington Interagency Agreement version 072019 Department of Commerce Page 5 GENERAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS 11. 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 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. 12. 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 (6) 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. 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 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. 14. 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. 15. SUBGRANTING The Grantee may only subgrant work contemplated under this Grant if it obtains the prior written approval of COMMERCE. If COMMERCE approves subgranting, the Grantee shall maintain written procedures related to subgranting, as well as copies of all subgrants and records related to subgrants. For cause, COMMERCE in writing may: (a) require the Grantee to amend its subgranting procedures as they relate to this Grant; (b) prohibit the Grantee from subgranting with a particular person or entity; or (c) require the Grantee to rescind or amend a subgrant. Every subgrant shall bind the Subgrantee to follow all applicable terms of this Grant. The Grantee is responsible to COMMERCE if the Subgrantee fails to comply with any applicable term or condition of this Grant. The Grantee shall appropriately monitor the activities of the Subgrantee to assure fiscal conditions of this Grant. In no event shall the existence of a subgrant 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 shall include a term that COMMERCE and the State of Washington are not liable for claims or damages arising from a Subgrantee's performance of the subgrant. State of Washington Interagency Agreement Version 072019 Department of Commerce Page 6 GENERAL TERMS AND CONDITIONS INTERAGENCY AGREEMENT FEDERALFUNDS 16. 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. 17. 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. 18. 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 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. 19. 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 for materials, services, or facilities except as maybe necessary for completion of such portion of the work under the Grant that is not terminated; State of Washington Interagency Agreement Version 072019 Department of Commerce Page 7