HomeMy WebLinkAbout09/03/2024 07.I. Resolution authorizing an Agreement with Washington State Department of Commerce for grant funding for the construction of the Aquatic Center at Martin Luther King Jr. Park i4
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BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. 7.1.
For Meeting of: September 3, 2024
ITEM TITLE: Resolution authorizing an Agreement with Washington State
Department of Commerce for grant funding for the construction of the
Aquatic Center at Martin Luther King Jr. Park
SUBMITTED BY: Scott Schafer, Public Works Director
*Ken Wilkinson, Parks and Recreation Manager
SUMMARY EXPLANATION:
A grant request was submitted to the Washington State Legislature for funding for the construction of a
public swimming pool at Martin Luther King Jr. Park. The request was approved by the Legislators for
the funding in an amount of$72,750. To take advantage of the grant, it requires that the City of Yakima
enters into an agreement with the Department of Commerce. The Grant Agreement 25-96647-008 is
attached for City Council review.
ITEM BUDGETED: Yes
STRATEGIC PRIORITY 24-25: A Safe and Healthy Yakima
RECOMMENDATION: Adopt Resolution.
ATTACHMENTS:
Resolution_MLK_Jr._Park_Pool_DOC_Agreement 2_-_Final.docx
S25008 Aquatic Center at Martin Luther King Jr Park (Yakima) -final contract.pdf
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RESOLUTION NO. R-2024-
A RESOLUTION authorizing execution of an Agreement with Washington State Department
of Commerce for a grant of $72,750 for the construction of a public
swimming pool at MLK Jr. Park.
WHEREAS, a Committee comprised of City Council members, Park Commissioners, and
community members was formed in 2018 to help identify a location for an east side community
swimming pool to be built; and
WHEREAS, the City Council identified MLK Jr. park as the desired location for a new
aquatic facility; and
WHEREAS, the City Council voted in 2019 to move forward with a feasibility study; and
WHEREAS, the City has previously been awarded grant funds from the Washington State
Department of Commerce in the amount of$1,000,000 for the creation of plans,
specifications and bid documents and $1,125,200 toward the construction of an aquatic
center at MLK Jr. Park; and
WHEREAS, the City of Yakima Parks and Recreation Division relies on fundraising efforts,
grants, and donations to expand the scope of work needed for park improvements; and
WHEREAS, the City of Yakima parks are a benefit to the community, and add to the quality
of life for those that utilize the parks; and
WHEREAS, the City of Yakima was granted $72,750 from the State of Washington
Department of Commerce to assist in the construction of a public swimming pool at MLK Jr.
Park in Yakima,Washington, a copy of the Agreement 25-96647-008 is attached and hereto and
incorporated herein by this reference; and
WHEREAS, the City Council finds that approval of such Grant Agreement is in the best
interests of the City of Yakima and its residents and will promote the general health, safety and
welfare; now, therefore
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Council approves the Agreement and authorizes the City Manager, or their
designee, to execute and administer such Agreement with Washington State Department
of Commerce, to execute and administer all applicable documents and agreements
pursuant to such grant from Washington State Department of Commerce.
ADOPTED BY THE CITY COUNCIL this 3rd day of September, 2024.
ATTEST: Patricia Byers, Mayor
Rosalinda Ibarra, City Clerk
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.4.4
Washington State
Co piYi rmerce
Grant to
Yakima City Of
through
The Local Community Projects Program
For
Aquatic Center at Martin Luther King Jr. Park
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Table of Contents
FACE SHEET 4
SPECIAL TERMS AND CONDITIONS 5
1. GRANT MANAGEMENT 5
2. COMPENSATION 5
3. CERTIFICATION OF FUNDS PERFORMANCE MEASURES 5
4. STATE PUBLIC WORKS 6
5. SITE CONTROL 6
6. DOCUMENTATION AND SECURITY 6
7. BASIS FOR ESTABLISHING REAL PROPERTY VALUES FOR ACQUISITIONS OF
REAL PROPERTY PERFORMANCE MEASURES 7
8. EXPENDITURES ELIGIBLE FOR REIMBURSEMENT 7
9. BILLING PROCEDURES AND PAYMENT 8
10. CLOSEOUT CERTIFICATION 9
11. INSURANCE 9
12. ORDER OF PRECEDENCE 11
13. REDUCTION IN FUNDS 11
14. REAPPROPRIATION 12
15. OWNERSHIP OF PROJECT/CAPITAL FACILITIES 12
16. CHANGE OF OWNERSHIP OR USE FOR GRANTEE-OWNED PROPERTY 12
17. CHANGE OF USE FOR LEASED PROPERTY PERFORMANCE MEASURE 12
18. MODIFICATION TO THE PROJECT BUDGET 13
19. SIGNAGE, MARKERS AND PUBLICATIONS 13
20. HISTORICAL AND CULTURAL ARTIFACTS 14
21. TERMINATION FOR FRAUD OR MISREPRESENTATION 14
22. FRAUD AND OTHER LOSS REPORTING 15
23. PUBLIC RECORDS ACT 15
24. APPLICABILITY OF COPYRIGHT PROVISIONS TO
ARCHITECTURAL/ENGINEERING DESIGN WORK 15
25. TREATMENT OF ASSETS 15
GENERAL TERMS AND CONDITIONS 16
1. DEFINITIONS 16
2. ACCESS TO DATA 16
3. ADVANCE PAYMENTS PROHIBITED 16
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4. ALL WRITINGS CONTAINED HEREIN 16
5. ALLOWABLE COSTS 16
6. AMENDMENTS 16
7. AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336,
ALSO REFERRED TO AS THE"ADA" 28 CFR PART 35 17
8. ASSIGNMENT 17
9. ATTORNEYS' FEES 17
10. AUDIT 17
11. BREACHES OF OTHER STATE CONTRACTS 18
12. CODE REQUIREMENTS 18
13. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION 18
14. CONFORMANCE 19
15. CONFLICT OF INTEREST 19
16. COPYRIGHT PROVISIONS 19
17. DISALLOWED COSTS 20
18. DISPUTES 20
19. DUPLICATE PAYMENT 20
20. GOVERNING LAW AND VENUE 21
21. INDEMNIFICATION 21
22. INDEPENDENT CAPACITY OF THE GRANTEE 21
23. INDUSTRIAL INSURANCE COVERAGE 21
24. LAWS 21
25. LICENSING, ACCREDITATION, AND REGISTRATION 21
26. LIMITATION OF AUTHORITY 22
27. LOCAL PUBLIC TRANSPORTATION COORDINATION 22
28. NONCOMPLIANCE WITH NONDISCRIMINATION LAWS 22
29. PAY EQUITY 22
30. POLITICAL ACTIVITIES 23
31. PREVAILING WAGE LAW 23
32. PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION 23
33. PUBLICITY 23
34. RECAPTURE 23
35. RECORDS MAINTENANCE 24
36. REGISTRATION WITH DEPARTMENT OF REVENUE AND SECRETARY OF
STATE 24
37. RIGHT OF INSPECTION 24
38. SAVINGS 24
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39. SEVERABILITY 24
40. SITE SECURITY 25
41. SUBGRANTING/SUBCONTRACTING 25
42. SURVIVAL 25
43. TAXES 25
44. TERMINATION FOR CAUSE 25
45. TERMINATION FOR CONVENIENCE 26
46. TERMINATION PROCEDURES 26
47. TREATMENT OF ASSETS 27
48. WAIVER 27
ATTACHMENT A - SCOPE OF WORK 28
ATTACHMENT B - PROJECT BUDGET 29
ATTACHMENT C - CERTIFICATION OF THE AVAILABILITY OF FUNDS TO
COMPLETE THE PROJECT 30
ATTACHMENT D - CERTIFICATION OF THE PAYMENT AND REPORTING OF
PREVAILING WAGES 31
ATTACHMENT E - CERTIFICATION OF INTENT TO ENTER THE LEADERSHIP IN
ENERGY AND ENVIRONMENTAL DESIGN (LEED) CERTIFICATION PROCESS 32
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FACE SHEET
Grant Agreement Number: 25-96647-008
Project Name: Aquatic Center at Martin Luther King Jr. Park
Washington State Department of Commerce
Local Government Division
Local Community Projects
1. GRANTEE 2. GRANTEE Doing Business As (optional)
Yakima City Of N/A
129 N 2nd St.
Yakima, Washington 98901
3. GRANTEE Representative 4. COMMERCE Representative
Ken Wilkinson Mark Porter P.O. Box 42525
Parks and Recreation Manager Program Manager 1011 Plum Street SE
(509) 576-6416 (360) 742-4868 Olympia, WA 98504-2525
Ken.Wilkinson@yakimawa.gov mark.porter@commerce.wa.g
ov
5. Grant Amount 6. Funding Source 7. Start Date 8. End Date
$72,750.00 Federal: ❑ State: ® Other: ❑ Upon Final Signature June 30, 2025, if funds are not
N/A: ❑ reappropriated; June 30, 2027,
contingent on reappropriation.
9. Federal Funds (as applicable) Federal Agency CFDA Number
N/A N/A N/A
10. Tax ID # 11. SWV# 12. UBI # 13. UEI #
91-6001293 SWV0007122-03 397005272 NA
14. Grant Purpose
The purpose of this performance-based Grant Agreement is to provide funding for construction of the MLK Jr. Swimming
Pool as described in Attachment A—Scope of Work.
COMMERCE, defined as the Washington State Department of Commerce, and the GRANTEE, as defined above,
acknowledge and accept the terms of this Grant Agreement and attachments and have executed this Grant Agreement on
the date below to start as of the date and year referenced above. The rights and obligations of both parties to this Grant
Agreement are governed by this Grant Agreement and the following other documents incorporated by reference: Grant
Agreement Terms and Conditions including Attachment A—Scope of Work, Attachment B— Budget, Attachment C—
Certification of Availability of Funds to Complete the Project, Attachment D—Certification of the Payment and Reporting of
Prevailing Wages, and Attachment E—Certification of Intent to Enter LEED Process, application as submitted for grant
funding, applicable Local Community Projects Program Notice of Funding Availability, and applicable Local Community
Projects Program Guidelines (as they may be revised from time to time).
FOR GRANTEE FOR COMMERCE
Victoria Baker Mark K. Barkley, Assistant Director
Yakima City Manager Local Government Division
Date Date
APPROVED AS TO FORM
Lisa Koperski,Assistant Attorney General
Date: 7/22/2024
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SPECIAL TERMS AND CONDITIONS
GENERAL GRANT
STATE FUNDS
THIS GRANT AGREEMENT, entered into by and between the Grantee, the CITY OF YAKIMA, and
WASHINGTON STATE DEPARTMENT OF COMMERCE, as defined on the Face Sheet of this Grant
Agreement, WITNESSES THAT:
WHEREAS, COMMERCE has the statutory authority under RCW 43.330.050(5) to cooperate
with and provide assistance to local governments, businesses, and community-based
organizations; and
WHEREAS, COMMERCE is also given the responsibility to administer state funds and programs
which are assigned to COMMERCE by the Governor or the Washington State Legislature; and
WHEREAS, the Washington State Legislature has, in Laws of 2023, Chapter 474, made an
appropriation to support the 2025 Local and Community Projects Program, which was amended
in the Laws of 2024, Chapter 375, Section 1018, and directed COMMERCE to administer those
funds; and
WHEREAS, the GRANTEE previously received funding to complete a set of plans, specifications,
and bid documents for the construction of a public swimming pool facility and Commerce
administered the funding through Commerce Grant Number 23-96660-018; and previously
received funding to help build the swimming facility and Commerce is administering the funding
through Commerce Grant Number 24-96647-177.
WHEREAS, the enabling legislation also stipulates that the GRANTEE is eligible to receive
funding for design, acquisition, construction and equipment, or rehabilitation activities of the
Project.
GRANTEE and COMMERCE are individually a "party" and, collectively, the "parties."
NOW, THEREFORE, in consideration of covenants, conditions, performances, and promises hereinafter
contained, the parties agree as follows:
1. GRANT MANAGEMENT
The Representative for each of the parties shall be responsible for and shall be the contact person
for all communications and billings regarding the performance of this Grant Agreement.
2. COMPENSATION
COMMERCE shall pay an amount not to exceed $72,750.00 for the capital costs necessary for or
incidental to the performance of work as set forth in Attachment A (Scope of Work).
3. CERTIFICATION OF FUNDS PERFORMANCE MEASURES
A. The release of state funds under this Grant Agreement is contingent upon the GRANTEE
certifying that it has expended or has access to funds from non-state sources as set forth in
ATTACHMENT C (CERTIFICATION OF THE AVAILABILITY OF FUNDS TO COMPLETE THE
PROJECT). Such non-state sources may consist of a combination of any of the following:
i. Eligible Project expenditures prior to the execution of this Grant Agreement.
ii. Cash dedicated to the Project.
iii. Funds available through a letter of credit or other binding loan commitment(s).
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iv. Pledges from foundations or corporations.
v. Pledges from individual donors.
vi. The value of real property when acquired solely for the purposes of this Project, as
established and evidenced by a current market value appraisal performed by a licensed,
professional real estate appraiser, or a current property tax statement. COMMERCE will
not consider appraisals for prospective values of such property for the purposes of
calculating the amount of non-state matching fund credit.
vii. In-kind contributions, subject to COMMERCE'S approval.
B. The GRANTEE shall maintain records sufficient to evidence that it has access to or has
expended funds from such non-state sources and shall make such records available for
COMMERCE's review upon reasonable request.
4. STATE PUBLIC WORKS
For work done at the cost of the State, GRANTEE must comply with public works statutes RCW
39.04 and RCW 39.10, apprenticeship requirements, and the State and local building codes, as
applicable. If GRANTEE has questions about compliance, GRANTEE will need to visit the
Washington State Department of Labor& Industries Public Works Projects website for more
information.
5. SITE CONTROL
GRANTEES who receive grants for construction, purchase or renovation of facilities must provide
written evidence of and maintain site control, either through outright ownership of the subject
property or a long-term lease, for a minimum of 10 years the later of: (1) final grant payment; or(2)
the date when the facility is made usable to the public for the purpose intended by the Washington
State Legislature, including GRANTEE having secured all required licenses, certifications, and/or
permits. GRANTEES must provide written evidence of continuing site control as may be requested
by COMMERCE,
6. DOCUMENTATION AND SECURITY
The provisions of this Section shall apply to capital projects performed by nonprofit organizations
and public benefit corporations that involve the expenditure of over$250,000 in State funds. The
provisions may also apply to Tribes, depending on the location of the Project. Additionally,
COMMERCE reserves the right to review all state-funded projects and to require that projects
performed by other entity types comply with this Section. Projects for which the grant award or
legislative intent documents specify that the state funding is to be used for pre-design or design
only are exempt from this Section.
A. Deed of Trust. This Grant Agreement shall be evidenced by a promissory note and secured by
a deed of trust or other appropriate security instrument in favor of COMMERCE (the Deed of
Trust). The Deed of Trust shall be recorded in the County where the Project is located, and the
original returned to COMMERCE after recordation within 90 calendar days of Grant Agreement
execution. The Deed of Trust must be recorded before COMMERCE will reimburse the
GRANTEE for any Project costs. The amount secured by the Deed of Trust shall be the amount
of the Grant Agreement as set forth on the Face Sheet.
B. Term of Deed of Trust; Commitment Period. The Deed of Trust shall remain in full force and
effect for a minimum period of 10 years following the later of: (1) final payment of state funds to
the GRANTEE under this Grant Agreement; or(2) the date when:
i. the facility improved or acquired with grant funds; or
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ii. a distinct phase of the Project
is made useable to the public for the purpose intended by the Washington State Legislature (the
Commitment Period). Upon satisfaction of the Commitment Period term requirement and all other
Grant Agreement terms and conditions, COMMERCE shall, upon written request of the
GRANTEE, take appropriate action to reconvey the Deed of Trust.
C. Title Insurance. The GRANTEE shall purchase an extended coverage lender's policy of title
insurance insuring the lien position of the Deed of Trust in an amount not less than the
amount of the grant.
D. Covenant. If the Project will be partially funded by a loan and the term of said loan is less
than the Commitment Period as defined in Special Terms and Conditions Section 6(B),
COMMERCE may require that GRANTEE record or cause to be recorded a covenant in a
superior lien position ahead of the lender's security instrument that restricts use of the facility
or property for the purpose(s) stated elsewhere in this Grant Agreement for at least the term
of the Commitment Period as defined in Special Terms and Conditions Section 6(B).
E. Subordination. COMMERCE may agree to subordinate its Deed of Trust upon request from
a private or public lender. Any such request shall be submitted to COMMERCE in writing, and
COMMERCE shall respond to the request in writing within 30 calendar days of receiving the
request.
F. Deed of Trust on Leased Property. COMMERCE may require, at its sole discretion, a Deed
of Trust on the fee interest of the real property where the Project is located, if the Project is
on leased property
7. BASIS FOR ESTABLISHING REAL PROPERTY VALUES FOR ACQUISITIONS OF REAL
PROPERTY PERFORMANCE MEASURES
When all or part of the grant is used to fund the acquisition of real property, before funds are
disbursed, the GRANTEE shall procure and provide to COMMERCE evidence establishing the
value of the real property eligible for reimbursement under this Grant Agreement as follows:
A. GRANTEE purchases of real property from an independent third-party seller shall be evidenced
by a current appraisal prepared by a licensed Washington State commercial real estate appraiser
or a current property tax statement.
B. GRANTEE purchases of real property from a subsidiary organization, such as an affiliated LLC,
shall be evidenced by a current appraisal prepared by a licensed Washington State commercial
real estate appraiser or the prior purchase price of the property plus holding costs, whichever is
less.
8. EXPENDITURES ELIGIBLE FOR REIMBURSEMENT
Payments to the GRANTEE shall be made on a reimbursement basis only. The GRANTEE may be
reimbursed, at the rate set forth elsewhere in this Grant Agreement, for work associated with the
Project expenditures Unless authorized by the Washington State Legislature, only those Project costs
incurred after the date of execution, may be reimbursed. Reimbursable cost are determined by the
Scope of Work, Attachment A. Generally costs within the following cost categories are considered
capital expenditures:
A. Real property, and costs directly associated with such purchase, when purchased or acquired
solely for the purposes of the Project;
B. Design, engineering, architectural, and planning;
C. Construction management and observation (from external sources only);
D. Construction costs including, but not limited to, the following:
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i. Site preparation and improvements;
ii. Permits and fees;
iii. Labor and materials;
iv. Taxes on Project goods and services;
v. Capitalized equipment;
vi. Information technology infrastructure; and
vii. Landscaping.
E. Other costs authorized through the legislation.
9. BILLING PROCEDURES AND PAYMENT
COMMERCE shall reimburse the GRANTEE for up to 100 percent of each invoice for eligible Project
expenditures, up to the maximum payable under this Grant Agreement. When requesting
reimbursement for expenditures made, the GRANTEE shall submit to COMMERCE a signed and
completed Invoice Voucher(Form A-19), that documents capitalized Project activity performed— by
budget line item—for the billing period. The GRANTEE must submit all Invoice Vouchers and any
required documentation electronically. Submissions shall be in accordance with directions provided
by COMMERCE. Funds are reimbursement based and cannot be advanced under any circumstance.
Disbursements of funds for invoices due and payable within 30 days are not considered advanced
payments.
The GRANTEE shall evidence the costs claimed on each voucher by including copies of each invoice
received from subgrantees/subcontractors providing Project goods or services covered by the Grant
Agreement. The GRANTEE shall also provide COMMERCE with a copy of the cancelled check or
electronic funds transfer, as applicable, that confirms that they have paid each expenditure being
claimed at the time the voucher is submitted or within 30 calendar days of Commerce's disbursement
of payment. The cancelled checks or electronic funds transfers may be submitted to COMMERCE at
the time the voucher is initially submitted or within 30 calendar days thereafter.
The voucher must be certified (i.e., signed) by an official of the GRANTEE with authority to bind the
GRANTEE. The voucher shall be submitted to COMMERCE within 60 calendar days following the
completion of work or other termination of this Grant Agreement, or within 15 calendar days following
the end of the State biennium unless Grant Agreement funds are re-appropriated by the Washington
State Legislature in accordance with Special Terms and Conditions Section 18 (Reappropriation).
If GRANTEE has or will be submitting any of the invoices attached to a request for payment for partial
reimbursement under another contract or grant agreement, GRANTEE must clearly identify such
contracts or grant agreements in the transmittal letter and request for payment.
Each request for payment must be accompanied by a Project Status Report, which describes, in
narrative form, the progress made on the Project since the last invoice was submitted as well as a
report of Project status to date. COMMERCE will not release payment for any reimbursement request
received unless and until the Project Status Report is received. After approving the Invoice Voucher
and Project Status Report, COMMERCE shall promptly remit a warrant to the GRANTEE. In the
event that the award amount in Special Terms and Conditions Section 2 (Compensation) is expended
before construction completion of the Project, as identified in Attachment A (Scope of Work), the
GRANTEE agrees to continue providing complete Project Status Report updates to their
COMMERCE Representative annually or upon request.
COMMERCE will pay GRANTEE upon receipt and approval of properly completed invoices and
supporting documentation, which shall be submitted to the Representative for COMMERCE not more
often than monthly. After approving the Invoice Voucher and Project Status Report, COMMERCE
shall promptly remit a warrant to the GRANTEE. Payment shall be considered timely if made by
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COMMERCE within 30 calendar days after receipt of properly completed invoices. Payment shall be
sent to the address designated by the GRANTEE.
Notwithstanding the foregoing, COMMERCE may, in its sole discretion, holdback up to the final 10%
of grant funds until the Project is complete and the facility has been issued a Certificate of Occupancy
from the appropriate local permitting entity, or for projects without occupiable space, when
comparable evidence of Project completion is submitted by GRANTEE. The Certificate of Occupancy
/evidence of completion should be submitted with GRANTEE's final request for reimbursement.
10. CLOSEOUT CERTIFICATION
The GRANTEE shall complete and submit a Closeout Certification Form when:
A. All activities identified in the Scope of Work shown on Attachment A are complete and the Project
is useable to the public for the purpose intended by the Washington State Legislature, or
B. When final payment is made and GRANTEE has certified that the Project will be completed and
the public benefit described will be maintained for the term of the Commitment Period as defined
in Special Terms and Conditions Section 6(B).
Notwithstanding anything in A. or B. above, the right of COMMERCE to recapture funds or seek other
remedies for failure to make the Project usable to the public shall survive the closeout or termination of
this Grant Agreement.
COMMERCE reserves the right to request additional information related to the Project.
11. INSURANCE
A. Insurance Requirements for Reimbursable Activities
The GRANTEE must have insurance coverage that is substantially similar to the coverage described
in Section 12B below. for all periods in which GRANTEE performed work for which it will seek
reimbursement. The intent of the required insurance is to protect the State of Washington should
there be any Claims, suits, actions, costs, damages or expenses arising from any loss or negligent or
intentional act or omission of the GRANTEE or subgrantee/subcontractor, or agents of either, while
performing under the terms of this Grant Agreement.
B. Additional Insurance Requirements During the Term of the Grant Agreement
i. The GRANTEE shall provide proof to COMMERCE of insurance coverage that shall be
maintained in full force and effect, as indicated below, and shall submit renewal certificates not
less than 30 calendar days prior to expiration of each policy required under this Section:
a. 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 or related to this Grant Agreement
but in no less than $1,000,000 per occurrence. Additionally, the GRANTEE is responsible for
ensuring that any subgrantee/subcontractor provide adequate insurance coverage for the
activities arising out of or related to subgrants/subcontracts (if any). Commercial General Liability
Insurance coverage shall be maintained in full force and effect during the term of this Grant
Agreement and throughout the Commitment Period as defined in Special Terms and Conditions
Section 6(B). This insurance must be maintained throughout the term of the Grant Agreement
and the Commitment Period as defined in Special Terms and Conditions Section 6(B).
b. Property Insurance. The GRANTEE shall keep the property insured in an
amount sufficient to permit such insurance to be written at all times on a replacement cost
basis. Such insurance shall cover the following hazards, as applicable:
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1. Loss or damage by fire and such other risks;
2. Loss or damage from leakage or sprinkler systems now or hereafter
installed in any building on the premises;
3. Loss or damage by explosion of steam boilers, pressure vessels, oil or
gasoline storage tanks, or similar apparatus now or hereafter installed in a building or
building on the premises.
This property insurance coverage must be maintained in full force and effect throughout the term
of this Grant Agreement and the Commitment Period as defined in Special Terms and Conditions
Section 6(B).
c. Professional Liability, Errors, and Omissions Insurance. If GRANTEE will be
providing any professional services to be reimbursed under this Grant Agreement, the
GRANTEE shall maintain Professional Liability or Errors and Omissions Insurance with
minimum limits of no less than $1,000,000 per occurrence to cover all activities by the
GRANTEE and licensed staff employed or under contract to the GRANTEE. The State of
Washington, the Department of Commerce, its agents, officers, and employees need not be
named as additional insureds under this policy. This insurance must be maintained throughout
the Commitment Period as defined in Special Terms and Conditions Section 6(B). GRANTEE
shall require that any subgrantees/subcontractors providing professional services that are
reimbursable under this Grant Agreement maintain Professional Liability or Errors and
Omissions Insurance at the coverage levels set forth in this subsection.
d. Fidelity Insurance. Every officer, director, employee, or agent who is authorized
to act on behalf of the GRANTEE 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 where:
1. The amount of fidelity coverage secured pursuant to this Grant
Agreement shall be $2,000,000 or the highest of planned reimbursement for the Grant
Agreement period, whichever is lower. Fidelity insurance secured pursuant to this paragraph
shall name the State of Washington, the Department of Commerce, its agents, officers, and
employees as beneficiary.
2. Subgrantees/subcontractors that receive $10,000 or more per year in
funding through this Grant Agreement shall secure fidelity insurance as noted above. Fidelity
insurance secured by subgrantees/subcontractors pursuant to this paragraph shall name the
GRANTEE and the GRANTEE's fiscal agent (if any) as beneficiary.
3. Fidelity Insurance coverage shall be maintained in full force and effect
from the start date of this Grant Agreement until GRANTEE has submitted a Closeout
Certification Form, subject to the following: Fidelity Insurance must be issued on either(a) a
"loss sustained" basis; or(b) if issued on a "loss-discovered" basis, provide coverage for at
least 6 months following the date of COMMERCE's receipt of the Closeout Certification Form.
ii. The insurance required shall be issued by an insurance company authorized to do business
within the State of Washington. Except as otherwise set forth in this Section, each insurance
policy shall name "the State of Washington the Department of Commerce, its agents, officers,
and employees" as additional insureds on all policies. All policies shall be primary to any other
valid and collectable insurance. The GRANTEE shall instruct the insurers to give COMMERCE 30
calendar days' advance notice of any insurance cancellation or modification.
iii. The GRANTEE shall submit to COMMERCE within 15 calendar days of the Grant Agreement
start date, a certificate of insurance which outlines the coverage and limits defined in this
insurance section including, without limitation, the type of insurance coverage under the policy,
10 103
the designated beneficiary, who is covered, the amounts, the period of coverage, and that
COMMERCE will be provided 30 days' advance written notice of cancellation. During the term of
the Grant Agreement, the GRANTEE shall submit renewal certificates not less than 30 calendar
days prior to expiration of each policy required under this Section. Additionally, GRANTEE shall
provide copies of insurance instruments or certifications at COMMERCE's request and until six
month after COMMERCE has received a Closeout Certification Form from GRANTEE. Copies of
such insurance instruments and certifications will be provided within 15 calendar days of
COMMERCE's request unless otherwise agreed to by the parties.
iv. GRANTEES and Local Governments that Participate in a Self-Insurance Program.
Self-Insured/Liability Pool or Self-Insured Risk Management Program—With prior approval from
COMMERCE, the GRANTEE may provide the coverage above under a self-insured/liability pool
or self-insured risk management program. In order to obtain permission from COMMERCE, the
GRANTEE shall provide: (1) a description of its self-insurance program, and (2) a certificate
and/or letter of coverage that outlines coverage limits and deductibles. All self-insured risk
management programs or self-insured/liability pool financial reports must comply with Generally
Accepted Accounting Principles (GAAP) and adhere to accounting standards promulgated by: 1)
Governmental Accounting Standards Board (GASB), 2) Financial Accounting Standards Board
(FASB), and 3) the Washington State Auditor's annual instructions for financial reporting.
GRANTEE's participating in joint risk pools shall maintain sufficient documentation to support the
aggregate Claim liability information reported on the balance sheet. The State of Washington, the
Department of Commerce, its agents, and employees need not be named as additional insured
under a self-insured property/liability pool, if the pool is prohibited from naming third parties as
additional insured.
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 Grant Agreement.
12. ORDER OF PRECEDENCE
In the event of an inconsistency in this Grant Agreement, the inconsistency shall be resolved by
giving precedence in the following order:
1) Applicable federal and State of Washington statutes and regulations
2) Special Terms and Conditions
3) General Terms and Conditions
4) Attachment A—Scope of Work
5) Attachment B— Project Budget
6) Attachment C—Certification of the Availability of Funds to Complete the Project
7) Attachment D—Certification of the Payment and Reporting of Prevailing Wages
8) Attachment E—Certification of Intent to Enter the Leadership in Energy and Environmental
Design (LEED) Certification Process
9) Application as submitted by the GRANTEE for funding
10) Notice of Funding Availability
11) Program Guidelines, as revised. GRANTEE acknowledges that the Program Guidelines may
be revised by COMMERCE from time to time and agrees that the most recent version of the
Guidelines shall be applicable. COMMERCE will post notice on its website
https://www.commerce.wa.gov/building-infrastructure/capital-facilities/drawing attention to
the sections of the Guidelines that have been revised.
13. REDUCTION IN FUNDS
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In the event that funds appropriated for the Project contemplated under this Grant Agreement are
withdrawn, reduced, or limited in any way by the Governor or the Washington State Legislature, or
other funding source, during the Grant Agreement period, the parties understand and agree that
COMMERCE may suspend, amend, or terminate the Grant Agreement to abide by the revised
funding limitations. The parties understand and agree that GRANTEE shall be bound by any such
revised funding limitations as implemented at the discretion of COMMERCE and shall meet and
renegotiate the Grant Agreement accordingly.
14. REAPPROPRIATION
A. The parties hereto understand and agree that any State funds not expended by the End Date
listed on the Face Sheet will lapse on that date unless specifically reappropriated by the
Washington State Legislature. If funds are so reappropriated, the State's obligation under the
terms of this Grant Agreement shall be contingent upon the terms of such reappropriation.
B. In the event any funds awarded under this Grant Agreement are reappropriated for use in a future
biennium, COMMERCE reserves the right to assign a reasonable share of any such
reappropriation for administrative costs.
15. OWNERSHIP OF PROJECT/CAPITAL FACILITIES
COMMERCE makes no claim to any real property improved or constructed with funds awarded under
this Grant Agreement and does not assert and will not acquire any ownership interest in or title to the
capital facilities and/or equipment constructed or purchased with state funds under this Grant
Agreement; provided, however,that COMMERCE may be granted a security interest in real
property to secure funds awarded under this Grant Agreement. This provision does not extend to
Claims that COMMERCE may bring against the GRANTEE in recapturing funds expended in violation
of this Grant Agreement.
16. CHANGE OF OWNERSHIP OR USE FOR GRANTEE-OWNED PROPERTY
A. The GRANTEE understands and agrees that any and all real property or facilities owned by the
GRANTEE that are acquired, constructed, or otherwise improved using state funds under this
Grant Agreement shall be held and used by the GRANTEE for the purpose or purposes stated
elsewhere in this Grant Agreement for the Commitment Period as defined in Special Terms and
Conditions Section 6(B).
B. This provision shall not be construed to prohibit the GRANTEE from selling any property or
properties described in this Section; provided, however, that any such sale shall be subject to
prior review and approval by COMMERCE and that all proceeds from such sale shall be applied
to the purchase price of a different facility or facilities of equal or greater value than the original
facility and that any such new facility or facilities will be used for the purpose or purposes stated
elsewhere in this Grant Agreement.
C. In the event the GRANTEE is found to be out of compliance with this Section, the GRANTEE
shall repay to the state general fund pursuant to General Terms and Conditions Section 34, the
principal amount of the funds disbursed under the Grant Agreement, along with interest at the
rate of the higher of: (i) five percent (5%) per annum, or(ii) the rate of interest of state of
Washington general obligation bonds issued on the date most close in time to the effective date
in which legislation authorized funding for the subject facility. Repayment shall be made pursuant
to General Terms and Conditions Section 27 (Recapture). This repayment is in addition to any
other remedies available at law or in equity.
17. CHANGE OF USE FOR LEASED PROPERTY PERFORMANCE MEASURE
A. The GRANTEE understands and agrees that any and all real property or facilities leased by the
GRANTEE that are constructed, renovated, or otherwise improved using state funds under this
Grant Agreement shall be used by the GRANTEE for the purpose or purposes stated elsewhere
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in this Grant Agreement for a period of the Commitment Period as defined in Special Terms and
Conditions Section 6(B).
B. In the event the GRANTEE is found to be out of compliance with this Section, the GRANTEE
shall repay to the state general fund pursuant to General Terms and Conditions Section 34, the
principal amount of the funds disbursed under the Grant Agreement, along with interest at the
rate of the higher of: (i) five percent (5%) per annum, or(ii) the rate of interest of state of
Washington general obligation bonds issued on the date most close in time to the effective date
in which legislation authorized funding for the subject facility Repayment shall be made pursuant
to General Terms and Conditions Section 27 (Recapture). This repayment is in addition to any
other remedies available at law or in equity.
18. MODIFICATION TO THE PROJECT BUDGET
A. Notwithstanding any other provision of this Grant Agreement, the GRANTEE may, at its
discretion, make modifications to line items in Attachment B (Project Budget)that will not increase
the line item by more than 15%.
B. The GRANTEE shall notify COMMERCE in writing (by email or regular mail) when proposing any
budget modification or modifications to a line item in Attachment B (Project Budget)that would
increase the line item by more than 15%. Conversely, COMMERCE may initiate the budget
modification approval process if presented with a request for payment under this Grant
Agreement that would cause one or more budget line items to exceed the 15% threshold increase
described above.
C. Any such budget modification or modifications as described above shall require the written
approval of COMMERCE (by email or regular mail), and such written approval shall amend the
Project Budget. Each party to this Grant Agreement will retain and make any and all documents
related to such budget modifications a part of their respective Grant Agreement file.
D. Nothing in this Section shall be construed to permit an increase in the amount of funds available
for the Project, as set forth in Special Terms and Conditions Section 2 (Compensation) of this
Grant Agreement.
19. SIGNAGE, MARKERS AND PUBLICATIONS
A. Taxpayers of Washington State as participant in funding Project
If, during the period covered by this Grant Agreement, the GRANTEE displays or circulates any
communication, publication, or donor recognition identifying the financial participants in the
Project, any such communication or publication must identify"The Taxpayers of Washington
State" as a participant.
B. Ensure coordinated Climate Commitment Act branding.
If Climate Commitment Act funding is involved in this Grant Agreement, then the following
provisions apply to GRANTEE and its subgrantees/subcontractors including, without limitation,
any and all contractors, subgrantees/subcontractors, service providers, and others who assist
GRANTEE in implementing the Project in order to strengthen public awareness of how CCA
funding is used and to ensure consistent branding and funding acknowledgments:
i. Funding source acknowledgement. - The GRANTEE must display or circulate in any and all
communications including, without limitation, on websites and in announcements, press
releases, and publications used for media-related activities, publicity, and public outreach
that: "The is supported with funding from Washington's Climate Commitment Act. The CCA
supports Washington's climate action efforts by putting cap-and-invest dollars to work
reducing climate pollution, creating jobs, and improving public health. Information about the
CCA is available at www.climate.wa.gov."
ii. Include the "Climate Commitment Act" logo at climate.wa.gov/brandtoolkit, consistent with the
branding guidelines posted at climate.wa.gov/brandtoolkit for:
a. any Project website or webpage that includes logos from other funding partners;
and/or
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b. any Project media or public information materials that include logos from other
funding partners; and/or
c. On-site signage, to the extent possible. By way of example only, this means that for
consumer-related projects or programs, a decal may be placed on front of installed
heat pump or a logo printed on a delivery tag.
iii. The GRANTEE is responsible for ensuring that its subgrantees/subcontractors comply with
Section 19(B).
20. HISTORICAL AND CULTURAL ARTIFACTS
Prior to approval and disbursement of any funds awarded under this Grant Agreement, GRANTEE
shall cooperate with COMMERCE to complete the requirements of Governor's Executive Order 21-02
or GRANTEE shall complete a review under Section 106 of the National Historic Preservation Act, if
applicable. GRANTEE agrees that the GRANTEE is legally and financially responsible for compliance
with all laws, regulations, and agreements related to the preservation of historical or cultural
resources and agrees to hold harmless COMMERCE and the State of Washington in relation to any
claim related to such historical or cultural resources discovered, disturbed, or damaged as a result of
the Project funded by this Grant Agreement.
In addition to the requirements set forth in this Grant Agreement, GRANTEE shall, in accordance with
Governor's Executive Order 21-02 as applicable, coordinate with COMMERCE and the Washington
State Department of Archaeology and Historic Preservation (DAHP), including any recommended
consultation with any affected tribe(s), during Project design and prior to construction to determine the
existence of any tribal cultural resources affected by Project. GRANTEE agrees to avoid, minimize, or
mitigate impacts to the cultural resource as a continuing prerequisite to receipt of funds under this
Grant Agreement.
The GRANTEE agrees that, unless the GRANTEE is proceeding under an approved historical and
cultural monitoring plan or other memorandum of agreement, if historical or cultural artifacts are
discovered during construction, the GRANTEE shall immediately stop construction and notify the
local historical preservation officer and the State's historical preservation officer at DAHP, and the
COMMERCE Representative identified on the Face Sheet. If human remains are uncovered, the
GRANTEE shall report the presence and location of the remains to the coroner and local enforcement
immediately, then contact DAHP and the concerned tribe's cultural staff or committee.
The GRANTEE shall require this provision to be contained in all subgrants/subcontracts for work or
services related to the Project described in Attachment A (Scope of Work).
In addition to the requirements set forth in this Grant Agreement, GRANTEE agrees to comply with
RCW 27.44 regarding Indian Graves and Records, RCW 27.53 regarding Archaeological Sites and
Resources, RCW 68.60 regarding Abandoned and Historic Cemeteries and Historic Graves, and
WAC 25-48 regarding Archaeological Excavation and Removal Permits.
Completion of the requirements of Section 106 of the National Historic Preservation Act shall
substitute for completion of Governor's Executive Order 21-02.
In the event that the GRANTEE finds it necessary to amend the Project described in Attachment A
(Scope of Work), the GRANTEE may be required to re-comply with Governor's Executive Order 21-
02 or Section 106 of the National Historic Preservation Act.
21. TERMINATION FOR FRAUD OR MISREPRESENTATION
In the event the GRANTEE commits fraud or makes any misrepresentation in connection with the
grant application or during the performance of this Grant Agreement, COMMERCE reserves the right
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to terminate or amend this Grant Agreement accordingly, including the right to recapture all funds
disbursed to the GRANTEE under the Grant Agreement.
22. FRAUD AND OTHER LOSS REPORTING
GRANTEE shall report in writing all known or suspected fraud or other loss of any funds or other
property furnished under this Grant Agreement immediately or as soon as practicable to the
COMMERCE Representative identified on the Face Sheet.
23. PUBLIC RECORDS ACT
Notwithstanding General Terms and Conditions Section 13 (Confidentiality/Safeguarding of
Information), COMMERCE is a public agency subject to the Public Records Act, RCW 42.56 (PRA).
Under the PRA, all materials relating to the conduct of government or the performance of any
governmental or proprietary function prepared, owned, used, or retained by COMMERCE or its
functional equivalents are considered public records. The PRA requires that public records
responsive to a public records request be promptly produced unless the PRA or an "other statute"
exempts such records from production. This Grant Agreement is not intended to alter COMMERCE's
obligations under the PRA. The parties agree that if COMMERCE receives a public records request
for files that may include confidential information under General Terms and Conditions Section 13
(Confidentiality/Safeguarding of Information), COMMERCE may notify the other party of the request
and of the date that the records will be released to the requester unless GRANTEE obtains a court
order enjoining disclosure. If the GRANTEE fails to obtain the court order enjoining disclosure,
COMMERCE may release the requested information on the date specified. If the GRANTEE obtains
a court order from a court of competent jurisdiction enjoining disclosure pursuant to the PRA,
COMMERCE shall maintain the confidentiality of the information per the court order.
24. APPLICABILITY OF COPYRIGHT PROVISIONS TO ARCHITECTURAL/ENGINEERING
DESIGN WORK
General Terms and Conditions Section 16 (Copyright Provisions) are not intended to apply to any
architectural and engineering design work funded by this Grant Agreement.
25. TREATMENT OF ASSETS
Title to all property furnished by COMMERCE shall remain in COMMERCE. General Terms and
Conditions Section 47 (Treatment of Assets) is superseded by this provision.
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GENERAL TERMS AND CONDITIONS
GENERAL GRANT
STATE FUNDS
1. DEFINITIONS
As used throughout this Grant Agreement, 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. "Claim"shall mean any and all claims, losses, costs, damage, expenses, liabilities, liens,
actions, causes of action (whether in tort or contract, law or equity, or otherwise), and
attorneys'fees and costs.
C. "COMMERCE" shall mean the Washington State Department of Commerce.
D. "Grant Agreement" shall mean the entire written agreement between COMMERCE and the
GRANTEE, including any attachments, exhibits, documents, or materials incorporated by
reference, and any amendments executed by the parties.
E. "GRANTEE"shall mean the entity identified on the Face Sheet performing service(s) under
this Grant Agreement and shall include all employees and agents of the GRANTEE.
F. "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.
G. "State" shall mean the State of Washington.
H. "Subgrantee/subcontractor"shall mean one not in the employment of the GRANTEE, who is
performing all or part of those services under this Grant Agreement under a separate
subcontract or subgrant with the GRANTEE. The term "subgrantee/subcontractor" refers to
any tier.
2. ACCESS TO DATA
In compliance with RCW 39.26.180, the GRANTEE shall provide access to data generated under
this Grant Agreement to COMMERCE, the Joint Legislative Audit and Review Committee, and the
Office of the State Auditor at no additional cost.This includes access to all information that supports
the findings, conclusions, and recommendations of the GRANTEE's reports, including computer
models and the methodology for those models.
3. ADVANCE PAYMENTS PROHIBITED
No payments in advance of or in anticipation of goods or services to be provided under this Grant
Agreement shall be made by COMMERCE.
4. ALL WRITINGS CONTAINED HEREIN
This Grant Agreement contains all the terms and conditions agreed upon by the parties. Such
amendments shall not be binding unless they are in writing and signed by personnel authorized to
bind each of the parties. No other understandings, oral or otherwise, regarding the subject matter
of this Grant Agreement shall be deemed to exist or to bind any of the parties hereto.
5. ALLOWABLE COSTS
Costs allowable under this Grant Agreement are actual expenditures according to an approved
budget up to the maximum amount stated on the Grant Agreement Award or Amendment Face
Sheet.
6. AMENDMENTS
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This Grant Agreement 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. No other understandings, oral or otherwise, regarding the subject matter of this Grant
Agreement shall be deemed to exist or to bind any of the parties hereto.
7. AMERICANS WITH DISABILITIES ACT(ADA) OF 1990, PUBLIC LAW 101-336, ALSO
REFERRED TO AS THE "ADA" 28 CFR PART 35
The GRANTEE must comply with the ADA,which provides comprehensive civil rights protection to
individuals with disabilities in the areas of employment, public accommodations, state and local
government services, and telecommunications.
8. ASSIGNMENT
Neither this Grant Agreement nor any Claim arising under this Grant Agreement, shall be
transferred or assigned by the GRANTEE without prior written consent of COMMERCE.
9. ATTORNEYS' FEES
Unless expressly permitted under another provision of the Grant Agreement, in the event of
litigation or other action brought to enforce Grant Agreement terms, each party agrees to bear its
own attorneys' fees and costs.
10. AUDIT
A. General Requirements
COMMERCE reserves the right to require an audit. If required, GRANTEES are to procure
audit services and provide documentation of the audit to COMMERCE based on the following
guidelines.
The GRANTEE shall maintain its records and accounts so as to facilitate audits and shall
ensure that subgrantees/subcontractors also maintain auditable records.
The GRANTEE is responsible for any audit exceptions incurred by its own organization or
that of its subgrantees/subcontractors.
COMMERCE reserves the right to recover from the GRANTEE all disallowed costs resulting
from the audit.
Responses to any unresolved management findings and disallowed or questioned costs shall
be included with the audit report. The GRANTEE must respond to COMMERCE requests for
information or corrective action concerning audit issues within 30 calendar days of the date of
request.
B. State Funds Requirements
In the event an audit is required, if the GRANTEE is a state or local government entity, the
Office of the State Auditor shall conduct the audit. Audits of non-profit organizations are to be
conducted by a qualified certified public accountant.
The GRANTEE shall include the above audit requirements in any and all subgrants or
subcontracts.
In any case, the GRANTEE's records must be available for review by COMMERCE at any
time during the Commitment Period as defined in Special Terms and Conditions Section 6(B).
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C. Documentation Requirements
The GRANTEE must send a copy of the audit report described above no later than 9 months
after the end of the GRANTEE's fiscal year(s) by sending a scanned copy to
comacctoffice@commerce.wa.gov or a hard copy to:
Washington State Department of Commerce
ATTN: Audit Review and Resolution Office
1011 Plum Street SE
PO Box 42525
Olympia. WA 98504-2525
In addition to sending a copy of the audit, when applicable, the GRANTEE must include:
i. Corrective action plan for audit findings within three (3) months of the audit being
received by COMMERCE; and
ii. Copy of the Management Letter.
If the GRANTEE is required to obtain a single audit consistent with Circular A-133
requirements, a copy must be provided to COMMERCE; no other report is required.
11. BREACHES OF OTHER STATE CONTRACTS
GRANTEE is expected to comply with all other contracts and grant agreements executed between
GRANTEE and the State of Washington.A breach of any other contract or grant agreement entered
into between GRANTEE and the State of Washington may, in COMMERCE's sole discretion, be
deemed a breach of this Grant Agreement.
12. CODE REQUIREMENTS
All construction and rehabilitation projects must satisfy the requirements of applicable local, state,
and federal building, mechanical, plumbing, fire, energy and barrier-free codes. Compliance with
the Americans with Disabilities Act of 1990 28 C.F.R. Part 35 will be required, as specified by the
local building Department.
13. CONFIDENTIALITY/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; and
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 Agreement 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 related state or federal laws. 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 Agreement whenever COMMERCE
reasonably determines that changes are necessary to prevent unauthorized disclosures. The
GRANTEE shall make the changes within the time period specified by COMMERCE. Upon
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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 5 working
days of GRANTEE's discovery 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.
14. CONFORMANCE
If any provision of this Grant Agreement violates any statute or rule of law of the State of
Washington, it is considered modified to conform to that statute or rule of law.
15. CONFLICT OF INTEREST
Notwithstanding any determination by the Executive Ethics Board or other tribunal, COMMERCE
may, in its sole discretion, by written notice to the GRANTEE terminate this Grant Agreement if it
is found after due notice and examination by COMMERCE that there is a violation of the Ethics in
Public Service Act, RCW 42.52 and RCW 42.23, or any similar statute involving the GRANTEE in
the procurement of, or performance under, this Grant Agreement.
Specific restrictions apply to contracting with current or former state employees pursuant to RCW
42.52. The GRANTEE and all subgrantees/subcontractors (if any) must identify any person
employed in any capacity by the State of Washington that worked on this Grant Agreement, or any
matter related to the Project funded under this Grant Agreement or any other state funded project,
including, but not limited to, formulating or drafting legislation, participating in grant procurement,
planning and execution, awarding grants, or monitoring grants, during the 24 month period
preceding the start date of this Grant Agreement.Any person identified by the GRANTEE and their
subgrantees/subcontractors (if any) must be identified individually by name,the agency previously
or currently employed by, job title or position held, and separation date. If it is determined by
COMMERCE that a conflict of interest exists, the GRANTEE may be disqualified from further
consideration for the award of a grant.
In the event this Grant Agreement is terminated as provided above, COMMERCE shall be entitled
to pursue the same remedies against the GRANTEE as it could pursue in the event of a breach of
the Grant Agreement by the GRANTEE. The rights and remedies of COMMERCE provided for in
this clause shall not be exclusive and are in addition to any other rights and remedies provided by
law. The existence of facts upon which COMMERCE makes any determination under this clause
shall be an issue and may be reviewed as provided in Section 18 General Terms and Conditions
(Disputes) of this Grant Agreement.
16. COPYRIGHT PROVISIONS
Unless otherwise provided, all Materials produced under this Grant Agreement 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 that 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, and
register as well as the ability to transfer these rights.
For Materials that are delivered under the Grant Agreement, but that incorporate pre-existing
materials not produced under the Grant Agreement, the GRANTEE grants to COMMERCE a
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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 Agreement, 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 Agreement. 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 Agreement. COMMERCE shall have the right to modify or remove any
restrictive markings placed upon the Materials by the GRANTEE.
17. DISALLOWED COSTS
The GRANTEE is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its subgrantees/subcontractors.
18. DISPUTES
Except as otherwise provided in this Grant Agreement, when a dispute arises between the parties
and it cannot be resolved by direct negotiation, either party may request a dispute hearing with the
Director of COMMERCE, who may designate a neutral person to decide the dispute.
The request for a dispute hearing must:
i. be in writing;
ii. state the disputed issues;
iii. state the relative positions of the parties;
iv. state the GRANTEE's name, address, and Grant Agreement number; and
v. be mailed to the Director and the other party's (respondent's) Grant Agreement
Representative within 3 working days after the parties agree that they cannot resolve the
dispute.
The respondent shall send a written answer to the requestor's statement to both the Director or the
Director's designee and the requestor within 5 working days.
The Director or designee shall review the written statements and reply in writing to both parties
within 10 working days. The Director or designee may extend this period if necessary by notifying
the parties.
The decision shall not be admissible in any succeeding judicial or quasi-judicial proceeding.
The parties agree that this dispute process shall precede any action in a judicial or quasi-judicial
tribunal.
Nothing in this Grant Agreement shall be construed to limit the parties' choice of a mutually
acceptable alternate dispute resolution (ADR) method in addition to the dispute hearing procedure
outlined above.
19. DUPLICATE PAYMENT
COMMERCE shall not pay the GRANTEE, if the GRANTEE has charged or will charge the State
of Washington or any other party under any other grant, subgrant/subcontract, contract, or
agreement, for the same services or expenses. The GRANTEE certifies that work to be performed
under this Grant Agreement does not duplicate any work to be charged against any other grant,
subgrant/subcontract, contract, or agreement.
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20. GOVERNING LAW AND VENUE
This Grant Agreement shall be construed and interpreted in accordance with the laws of the State
of Washington, and the venue of any action brought shall be in the Superior Court for Thurston
County.
21. INDEMNIFICATION
To the fullest extent permitted by law, the GRANTEE shall indemnify, defend, and hold harmless
the State of Washington, COMMERCE, agencies of the State, and all officials, agents, employees,
and representatives of the State, from and against all Claims for injuries or death arising out of or
resulting from the performance of the Grant Agreement.
The GRANTEE'S obligation to indemnify, defend, and hold harmless includes any Claim by any
and all of GRANTEE'S agents, employees, representatives, and/or subgrantee(s)/subcontractor(s)
(and their agents, employees, and representatives, to the extent that GRANTEE is using any
subgrantee/subcontractor for the Project).
The GRANTEE'S obligations shall not include such Claims that may be caused by the sole
negligence of the State and its agencies, officials, agents, and/or employees. If the Claims or
damages are caused by or result from the concurrent negligence of(a)the State, its agents, and/or
employees and (b)the GRANTEE, its subgrantees/subcontractors, agents, and/or employees,this
indemnity provision shall be valid and enforceable only to the extent of the negligence of the
GRANTEE (and/or its subgrantees/subcontractors) and their agents, officers, representatives,
and/or employees.
The GRANTEE waives its immunity under RCW 51 to the extent it is required to indemnify, defend,
and hold harmless the State and its agencies, officers, agents, and/or employees.
22. INDEPENDENT CAPACITY OF THE GRANTEE
The parties intend that an independent contractor relationship will be created by this Grant
Agreement. The GRANTEE and its employees, officers, representatives, and/or agents performing
under this Grant Agreement are not employees or agents of the State of Washington or
COMMERCE. The GRANTEE will not hold itself out as or claim to be an officer or employee of
COMMERCE or of the State of Washington by reason hereof, nor will the GRANTEE make any
claim of right, privilege, or benefit which would accrue to such officer or employee under law.
Conduct and control of the work associated with the Project will be solely with the GRANTEE.
23. INDUSTRIAL INSURANCE COVERAGE
The GRANTEE shall comply with all applicable provisions of RCW 51 (Industrial Insurance). If the
GRANTEE fails to provide industrial insurance coverage or fails to pay premiums or penalties on
behalf of its employees as may be required by law, COMMERCE may collect from the GRANTEE
the full amount payable to the Industrial Insurance Accident Fund. COMMERCE may deduct the
amount owed by the GRANTEE to the accident fund from the amount payable to the GRANTEE
by COMMERCE under this Grant Agreement and transmit the deducted amount to the Department
of Labor and Industries (L&I) Division of Insurance Services. This provision does not waive any of
L&I's rights to collect from the GRANTEE.
24. LAWS
The GRANTEE shall comply with all applicable laws, ordinances, codes, regulations, and policies
of local and state and federal governments, as now or hereafter amended.
25. LICENSING, ACCREDITATION,AND REGISTRATION
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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 Agreement.
26. LIMITATION OF AUTHORITY
Only the Authorized Representative or Authorized Representative's delegate by writing (delegation
to be made prior to action) shall have the express, implied, or apparent authority to enter, alter,
amend, modify, or waive any clause or condition of this Grant Agreement. Furthermore, any
alteration, amendment, modification, or waiver of any clause or condition of this Grant Agreement
is not effective or binding unless made in writing and signed by the Authorized Representative.
27. LOCAL PUBLIC TRANSPORTATION COORDINATION
Where applicable, GRANTEE shall participate in local public transportation forums and implement
strategies designed to ensure access to services.
28. NONCOMPLIANCE WITH NONDISCRIMINATION LAWS
A. During the performance of this Grant Agreement, the GRANTEE, including any
subgrantee/subcontractor, shall comply with all federal, state, and local nondiscrimination
laws, regulations, and policies including, but not be limited to, not discriminate on the bases
enumerated at RCW 49.60.530(3). In addition, GRANTEE, including any subcontractor, shall
give written notice of this nondiscrimination requirement to any labor organizations with which
GRANTEE, or subgrantee/subcontractor, has a collective bargaining or other agreement. The
funds provided under this Grant Agreement shall not be used to fund religious worship,
exercise, or instruction. No person shall be required to participate in any religious worship,
exercise, or instruction in order to have access to the facilities funded by this Grant
Agreement.
B. Obligation to Cooperate. GRANTEE, including any subcontractor, shall cooperate and
comply with any Washington state agency investigation regarding any allegation that
GRANTEE, including any subgrantee/subcontractor, has engaged in discrimination prohibited
by this Agreement pursuant to RCW 49.60.530(3).
C. Default. Notwithstanding any provision to the contrary, COMMERCE may suspend
GRANTEE, including any subgrantee/subcontractor, upon notice of a failure to participate
and cooperate with any state agency investigation into alleged discrimination prohibited by
this Contract, pursuant to RCW 49.60.530(3). Any such suspension will remain in place until
COMMERCE receives notification that GRANTEE, including any subgrantee/subcontractor, is
cooperating with the investigating state agency. In the event GRANTEE, or
subgrantee/subcontractor, is determined to have engaged in discrimination identified at RCW
49.60.530(3), COMMERCE may terminate this Agreement in whole or in part, and
GRANTEE, subgrantee/subcontractor, or both, may be referred for debarment as provided in
RCW 39.26.200. GRANTEE or subgrantee/subcontractor may be given a reasonable time in
which to cure this noncompliance, including implementing conditions consistent with any
court-ordered injunctive relief or settlement agreement.
29. PAY EQUITY
The GRANTEE agrees to ensure that "similarly employed" individuals in its workforce are
compensated as equals, consistent with the following:
A. Employees are "similarly employed" if the individuals work for the same employer, the
performance of the job requires comparable skill, effort, and responsibility, and the jobs
are performed under similar working conditions. Job titles alone are not determinative of
whether employees are similarly employed;
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B. GRANTEE may allow differentials in compensation for its workers if the differentials are
based in good faith and on any of the following:
i. A seniority system; a merit system; a system that measures earnings by quantity or
quality of production; a bona fide job-related factor or factors; or a bona fide regional
difference in compensation levels; and/or
ii. A bona fide job-related factor or factors may include, but not be limited to, education,
training, or experience that is: Consistent with business necessity; not based on or
derived from a gender-based differential; and accounts for the entire differential;
and/or
iii. A bona fide regional difference in compensation level must be: Consistent with
business necessity; not based on or derived from a gender-based differential; and
account for the entire differential.
This Grant Agreement may be terminated by COMMERCE, if COMMERCE or the Department of
Enterprise Services determines that the GRANTEE is not in compliance with this Section.
30. POLITICAL ACTIVITIES
Political activity of GRANTEE employees and officers are limited by the Campaign Disclosure and
Contribution provisions of RCW 42.17a and the Federal Hatch Act, 5 USC 1501 - 1508.
No funds may be used for working for or against ballot measures or for or against the candidacy of
any person for public office.
31. PREVAILING WAGE LAW
The GRANTEE certifies that all subgrantees/subcontractors performing work on the Project shall
comply with State Prevailing Wages on Public Works, RCW 39.12, as applicable to the Project
funded by this Grant Agreement, including, but not limited to, the filing of the "Statement of Intent
to Pay Prevailing Wages" and "Affidavit of Wages Paid" as required by RCW 39.12.040. The
GRANTEE shall maintain records sufficient to evidence compliance with RCW 39.12 and shall
make such records available for COMMERCE's review upon request. The GRANTEE is advised to
consult the Industrial Statistician at the Washington Department of Labor and Industries to
determine whether prevailing wages must be paid. COMMERCE is not responsible for determining
whether prevailing wage applies to this Project or for any prevailing wage payments that may be
required by law.
32. PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION
The funds provided under this Grant Agreement shall not be used in payment of any bonus or
commission for the purpose of obtaining approval of the application for such funds or any other
approval or concurrence under this Grant Agreement provided, however,that reasonable fees or
bona fide technical consultant, managerial, or other such services, other than actual solicitation,
are not hereby prohibited if otherwise eligible as Project costs.
33. PUBLICITY
The GRANTEE agrees not to publish or use any advertising or publicity materials in which the State
of Washington or COMMERCE's name is mentioned, or language used from which the connection
with the State of Washington's or COMMERCE's name may reasonably be inferred or implied,
without the prior written consent of COMMERCE.
34. RECAPTURE
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In the event that the GRANTEE fails to perform this Grant Agreement in accordance with state or
federal laws, and/or the provisions of this Grant Agreement, COMMERCE reserves the right to
recapture funds in an amount to compensate COMMERCE for the noncompliance (which may
include all funds disbursed under the Grant Agreement, along with interest at the rate of the higher
of: (i) five percent (5%) per annum, or (ii) the rate of interest of state of Washington general
obligation bonds issued on the date most close in time to the effective date in which legislation
authorized funding for the subject facility) in addition to any other remedies available at law or in
equity.
COMMERCE's ability to recapture or seek remedies shall survive any receipt of a Closeout
Certification Form or termination of this Grant Agreement.
Repayment by the GRANTEE of funds under this Section shall occur within the time period
specified by COMMERCE. In the alternative, COMMERCE may recapture such funds from
payments due under this Grant Agreement.
35. RECORDS MAINTENANCE
The GRANTEE shall maintain books, records, documents, data, and other evidence relating to this
Grant Agreement 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 Agreement.
GRANTEE shall retain such records for a period of 6 years following the date of final payment. At
no additional cost, these records, including materials generated under the Grant Agreement, 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 6 year period,the records shall
be retained until all litigation, Claims, or audit findings involving the records have been resolved.
36. REGISTRATION WITH DEPARTMENT OF REVENUE AND SECRETARY OF STATE
If required by law,the GRANTEE shall complete registration with the Washington State Department
of Revenue and current with all required filings. Nonprofit and for-profit businesses must also be
registered with the Washington Secretary of State.
37. RIGHT OF INSPECTION
At no additional cost, the GRANTEE shall provide right of access to its facilities to COMMERCE,
or any of its officers, or to any other authorized agent or official of the State of Washington or the
federal government, at all reasonable times, in order to monitor and evaluate performance,
compliance, and/or quality assurance under this Grant Agreement. At no additional cost, the
GRANTEE shall also provide any documents related to this Grant Agreement to COMMERCE upon
request to assist COMMERCE in the periodic monitoring of this Grant Agreement.
38. 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 Agreement and prior to normal completion, COMMERCE
may terminate the Grant Agreement under the "Termination for Convenience" clause, without the
10 calendar day notice requirement. In lieu of termination, the Grant Agreement may be amended
to reflect the new funding limitations and conditions.
39. SEVERABILITY
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The provisions of this Grant Agreement 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 Agreement.
40. SITE SECURITY
While on COMMERCE premises, GRANTEE, its agents, employees, and/or
subgrantees/subcontractors shall conform in all respects with physical, fire, and other security
policies or regulations.
41. SUBGRANTING/SUBCONTRACTING
A. GRANTEE must execute binding agreements with all subgrantees/subcontractors that will
perform work under this Grant Agreement.
B. GRANTEE must ensure that any and all subgrantees/subcontractors that perform work
related to this Project are duly authorized and licensed in Washington State to perform the
work contemplated by this Grant Agreement.
C. Neither the GRANTEE nor any subgrantee/subcontractor shall enter into
subgrants/subcontracts for any of the work associated with the Project contemplated under
this Grant Agreement without obtaining prior written approval of COMMERCE. In no event
shall the existence of the subgrant/subcontract operate to release or reduce the liability of the
GRANTEE to COMMERCE for any breach in the performance of the GRANTEE's duties.
This clause does not include grants of employment between the GRANTEE and personnel
assigned to perform work associated with the Project under this Grant Agreement.
D. Additionally, the GRANTEE is responsible for ensuring that all terms, conditions,
assurances, and certifications set forth in this Grant Agreement are carried forward to any
subgrants/subcontracts. Every subgrant/subcontract shall include a term that COMMERCE
and the State of Washington are not liable for Claims or damages arising from a
subgrantee's/subcontractor's performance of the subgrant/subcontract. GRANTEE and its
subgrantees/subcontractors agree not to release, divulge, publish, transfer, sell or otherwise
make known to unauthorized persons personal information without the express written
consent of COMMERCE or as provided by law.
E. Data Collection - GRANTEE will submit reports, in a form and format to be provided by
COMMERCE and at intervals as agreed by the parties, regarding work under this Grant
Agreement performed by subgrantees/subcontractors and the portion of grant funds
expended for work performed by subgrantees/subcontractors, including, but not necessarily
limited to, minority-owned, woman-owned, and veteran-owned business
subcontractors. "Subgrantees/subcontractors"shall mean subgrantees/subcontractors of any
tier.
42. SURVIVAL
The terms, conditions, and warranties contained in this Grant Agreement that by their sense and
context are intended to survive the completion of the performance, cancellation, or termination of
this Grant Agreement shall so survive including, without limitation, any Recapture provision in this
Grant Agreement.
43. TAXES
All payments accrued on account of payroll taxes, unemployment contributions, the GRANTEE's
income or gross receipts, and/or any other taxes, insurance, or expenses for the GRANTEE or its
staff shall be the sole responsibility of the GRANTEE.
44. TERMINATION FOR CAUSE
In the event COMMERCE determines the GRANTEE has failed to comply with the conditions of
this Grant Agreement in a timely manner, COMMERCE has the right to suspend or terminate this
25 118
Grant Agreement. Before suspending or terminating the Grant Agreement, 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 Agreement 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 Agreement and
the replacement or cover Grant Agreement and all administrative costs directly related to the
replacement Grant Agreement (e.g., cost of the competitive bidding, mailing, advertising and staff
time).
COMMERCE reserves the right to suspend all or part of the Grant Agreement, 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 Agreement. A termination shall be deemed a
"Termination for Convenience" under General Terms and Conditions Section 45 (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 Agreement are not exclusive and
are in addition to any other rights and remedies provided by law.
45. TERMINATION FOR CONVENIENCE
Except as otherwise provided in this Grant Agreement, COMMERCE may, by 10 business days
written notice, beginning on the second day after the mailing, terminate this Grant Agreement, in
whole or in part. If this Grant Agreement is so terminated, COMMERCE shall be liable only for
payment required under the terms of this Grant Agreement for services rendered or goods delivered
prior to the effective date of termination.
46. TERMINATION PROCEDURES
Upon termination of this Grant Agreement, COMMERCE, in addition to any other rights provided
in this Grant Agreement, may require the GRANTEE to deliver to COMMERCE any property
specifically produced or acquired for the performance of such part of this Grant Agreement 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 Agreement. 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 Agreement.
After receipt of a notice of termination, and except as otherwise directed by the Authorized
Representative, the GRANTEE shall:
1) Stop work under the Grant Agreement on the date, and to the extent specified, in the notice;
26 119
2) Place no further orders or subgrants/subcontracts for materials, services, or facilities except
as may be necessary for completion of such portion of the work under the Grant Agreement
that is not terminated;
3) Assign to COMMERCE, in the manner, at the times, and to the extent directed by the
Authorized Representative, all of the rights, title, and interest of the GRANTEE under the
orders and subgrants/subcontracts so terminated, in which case COMMERCE has the right,
at its discretion,to settle or pay any or all Claims arising out of the termination of such orders
and subgrants/subcontracts;
4) Settle all outstanding liabilities and all Claims arising out of such termination of orders and
subgrants/subcontracts, with the approval or ratification of the Authorized Representative to
the extent the Authorized Representative may require, which approval or ratification shall be
final for all the purposes of this clause;
5) Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent
directed by the Authorized Representative any property which, if the Grant Agreement had
been completed, would have been required to be furnished to COMMERCE;
6) Complete performance of such part of the work associated with the Project as shall not have
been terminated by the Authorized Representative; and
7) Take such action as may be necessary, or as the Authorized Representative may direct, for
the protection and preservation of the property related to this Grant Agreement, which is in
the possession of the GRANTEE and in which COMMERCE has or may acquire an interest.
47. TREATMENT OF ASSETS
Title to all property furnished by COMMERCE shall remain in COMMERCE. Title to all property
furnished by the GRANTEE, for the cost of which the GRANTEE is entitled to be reimbursed as a
direct item of cost under this Grant Agreement,shall pass to and vest in COMMERCE upon delivery
of such property by the GRANTEE. Title to other property,the cost of which is reimbursable to the
GRANTEE under this Grant Agreement, shall pass to and vest in COMMERCE upon (i) issuance
for use of such property in the performance of this Grant Agreement, or(ii) commencement of use
of such property in the performance of this Grant Agreement, or (iii) reimbursement of the cost
thereof by COMMERCE in whole or in part, whichever first occurs.
A. Any property of COMMERCE furnished to the GRANTEE shall, unless otherwise provided
herein or approved by COMMERCE, be used only for the performance of this Grant Agreement.
B. The GRANTEE shall be responsible for any loss or damage to property of COMMERCE that
results from the negligence of the GRANTEE or which results from the failure on the part of the
GRANTEE to maintain and administer that property in accordance with sound management
practices.
C. If any COMMERCE property is lost, destroyed or damaged, the GRANTEE shall immediately
notify COMMERCE and shall take all reasonable steps to protect the property from further
damage.
D. The GRANTEE shall surrender to COMMERCE all property of COMMERCE prior to settlement
upon completion, termination or cancellation of this Grant Agreement
All reference to the GRANTEE under this clause shall also include GRANTEE'S employees, agents
or subgrantees/subcontractors.
48. WAIVER
Waiver of any default or breach shall not be deemed to be a waiver of any subsequent default or
breach. Any waiver shall not be construed to be a modification of the terms of this Grant Agreement
unless stated to be such in writing and signed by Authorized Representative of COMMERCE.
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ATTACHMENT A-SCOPE OF WORK
Funds awarded under this grant shall be used by the City of Yakima for the construction of a public
swimming pool located at Martin Luther King Jr. Park, located at 610 S. 9th St., Yakima, WA 98901.
This Project will include, but not be limited to, the construction of a public swimming pool that will include
water slides, zero depth entry area, lap swimming and water walking area, restrooms, showers,
concessions, a community room, and staff office space.
This Project will serve as a benefit to the public by building a pool at Martin Luther King Jr. Park, which is
in a low-income area and comprised of 85 percent people of color and will provide a place for exercise,
swim lessons and improved water safety as well as family recreation.
This Project is anticipated to be completed by summer of 2025.
Costs related to the work associated with the Project will only be reimbursed to the extent the work is
determined by Commerce to be within the scope of the legislative appropriation.
CERTIFICATION PERFORMANCE MEASURE
The GRANTEE, by its signature, certifies that the Scope of Work set forth above has been reviewed and
approved by the GRANTEE's governing body as of the date and year written below.
GRANTEE
TITLE
DATE
28
121
ATTACHMENT B -PROJECT BUDGET
Line Item Funding Amount
Construction $10,580,910
Construction Management $306,915
Total Project Budget $10,887,825
CERTIFICATION PERFORMANCE MEASURE
The GRANTEE, by its signature, certifies that the Project Budget set forth above has been reviewed and
approved by the GRANTEE's governing body or board of directors, as applicable, as of the date and year
written below.
GRANTEE
TITLE
DATE
29
122
ATTACHMENT C -CERTIFICATION OF THE AVAILABILITY OF FUNDS TO COMPLETE THE
PROJECT
Non-State Fund Sources Amount
State— RCO Grant $500,000
Yakima Co. -ARPA $3,000,000
Yakima City-ARPA $2,500,000
Yakima City—REET 1 $306,915
City of Yakima—CASH Donations $2,100,805
Yakima Valley Community Foundation —CASH Donations $1,282,155
Total Non-State Funds $9,689,875
State Funds Amount
State Capital Budget $72,750
State Capital Budget $1,125,200
Total Non-State and State Sources $10,887,825
Holdback: 10% $7,275
Project Reimbursement Rate 100%
CERTIFICATION PERFORMANCE MEASURE
The GRANTEE, by its signature, certifies that Project funding from sources other than those provided by
this Grant Agreement and identified above has been reviewed and approved by the GRANTEE's
governing body or board of directors, as applicable, and has either been expended for eligible Project
expenses, or is committed in writing and available and will remain committed and available solely and
specifically for carrying out the purposes of this Project as described in elsewhere in this Grant
Agreement, as of the date and year written below. The GRANTEE shall maintain records sufficient to
evidence that it has expended or has access to the funds needed to complete the Project and shall make
such records available for COMMERCE's review upon reasonable request.
GRANTEE
TITLE
DATE
30
123
ATTACHMENT D -CERTIFICATION OF THE PAYMENT AND REPORTING OF PREVAILING WAGES
CERTIFICATION PERFORMANCE MEASURE
The GRANTEE, by its signature, certifies that all contractors and subgrantees/subcontractors performing
work on the Project shall comply with prevailing wage laws set forth in RCW 39.12, as applicable on the
date the Project appropriation becomes effective, including but not limited to the filing of the "Statement of
Intent to Pay Prevailing Wages" and "Affidavit of Wages Paid" as required by RCW 39.12.040. The
GRANTEE shall maintain records sufficient to evidence compliance with RCW 39.12 and shall make such
records available for COMMERCE's review upon request.
If any state funds are used by the GRANTEE for the purpose of construction, applicable State Prevailing
Wages must be paid.
The GRANTEE, by its signature, certifies that the declaration set forth above has been reviewed and
approved by the GRANTEE's governing body as of the date and year written below.
GRANTEE
TITLE
DATE
31
124
ATTACHMENT E -CERTIFICATION OF INTENT TO ENTER THE LEADERSHIP IN ENERGY AND
ENVIRONMENTAL DESIGN (LEED) CERTIFICATION PROCESS
CERTIFICATION PERFORMANCE MEASURE
The GRANTEE, by its signature, certifies that it will enter into the Leadership in Energy and
Environmental Design certification process, as stipulated in RCW 39.35D, as applicable to the Project
funded by this Grant Agreement. The GRANTEE shall, upon receipt of LEED certification by the United
States Green Building Council, provide documentation of such certification to COMMERCE.
The GRANTEE, by its signature, certifies that the declaration set forth above has been reviewed and
approved by the GRANTEE's governing body or board of directors, as applicable, as of the date and year
written below.
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