HomeMy WebLinkAboutR-2024-167 Resolution authorizing a contract with Yakima Housing Authority for expenditure of unused funds for the Fruitvale Housing Project CHIP Grant and Revision of Scope of Work RESOLUTION NO. R-2024-167
A RESOLUTION authorizing an agreement with the Yakima Housing Authority to allow
expenditure of$135,311.92 of unused funds that were granted through
the Connecting Housing to Infrastructure Program (CHIP) administered
by the City of Yakima's Community Development Department
WHEREAS, the City of Yakima was granted a total of$299,771.00 from the Connecting
Housing to Infrastructure Program (CHIP) to financially assist Yakima Housing Authority in its
construction of affordable housing; and
WHEREAS, with this grant funding, Yakima Housing Authority has paid for sewer and
water system development charges for its new affordable housing project and has remaining
funds to use in the amount of $135,311.92; and
WHEREAS, utility infrastructure improvements costs are a permissible use of the CHIP
funds but were not elected by the Yakima Housing Authority to be included in the scope of work
in the original contract agreement; and
WHEREAS, the City Council finds that it is in the best interest of the City of Yakima and
residents to enter into a new contract between the City of Yakima and the Yakima Housing
Authority to revise the scope of work to allow further eligible reimbursements of the funds
provided through the CHIP grant, and authorizes the City Manager to enter into a contract
amendment with the Yakima Housing Authority; 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 Agreement No. DC2024-1/4100 with the Yakima Housing
Authority, to execute and administer all applicable documents and agreements pursuant to such
pass-through grant from Washington State Department of Commerce.
ADOPTED BY THE CITY COUNCIL this 3rd day of September, 2024.
ti Patricia Byer , Mayor
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osalinda Ibarra, City Clerk '<,`HI cSo=
CONTRACT AND SUBRECIPIENT AGREEMENT
Between the City of Yakima and Yakima Housing Authority
CHIP SUBRECIPIENT GRANT
Agency Name(must match the name associated Unique Entity Identifier City of Yakima Numbers for This
with its unique entity identifier) (i.e., SAM) Agreement
Yakima Housing Authority MZMVA1YQ6MS6 DC2024-1/4100
Commerce Contract Number Award Date State Period of Performance State Budget Period Start and End
Start and End Date Date
22-96720-015 07/01/2023 July 1,2023— July 1,2023—
June 30,2025 June 30,2025
Amount of State Total Amount of State Funds Obligated to the Total Amount of the State
Funds Obligated to the agency Award Committed to the agency
agency by this action:
$299,771 $299,771 $299,771
State Award Project Description:
Funds will cover sewer,water,stormwater improvements for a new affordable housing project. This agreement is a
continuation of this project that was originally approved under a previous contract(DC2022-1/4100)that was not renewed
prior to expiration.This new agreement will allow Yakima Housing Authority to spend the remaining funds that were
awarded for this grant($135,31 1.92). —�
rState Awarding Agency: Pass-Through Entity: Awarding Official Name
;DEPARTMENT OF CITY OF YAKIMA and Contact Information:
'COMMERCE Viren Mayani
Director of Finance&Budget
li Viren.Mayani(a�yakimawa.gov
Identification of Whether the Award is R&D Indirect Cost Rate for the Award
Not applicable N/A
Award Payment Method (lump sum payment or reimbursement) Is the Agency a Subrecipient for
the Purposes of This Agreement?
REIMBURSEMENT Yes
***The term "Contractor" shall refer to a contractor or subrecipient, as determined in the City's sole
discretion and referenced in the cover page.
PASS-THRU ENTITY City of Yakima RECIPIENT Yakima Housing Authority
NAME
Name: Viren Mayani Name: Lowel Krueger
Title: Title: Executive-Director
City-of Yakima Finance Director
Signature: (\) Signature:
Date: Q Date: g 119/2 1
CITY OF YAKIMA-AGREEMENT
Contractor YAKIMA HOUSING AUTHORITY
Project Title City of Yakima/Yakima Housing Authority —Scattered Development
Contract Amount$ $299,771.00
Contract Period From: September 3, 2024 To June 30, 2025
DUNS No. (if applicable) SAM No. (if applicable) MZMVA1YQ6MS6
THIS AGREEMENT No. DC2024-1/4100("Contract") is entered into by the CITY OF YAKIMA
(the"City"), and YAKIMA HOUSING AUTHORITY, (the"Contractor")whose address is 810 N
6'h Ave, Yakima, Washington, 98902.
FUNDING SOURCES FUNDING LEVELS EFFECTIVE DATES
Washington State
Department of See contract period above
Commerce—State $299,771.00
Building Construction
Account
WHEREAS, the City has been advised that the foregoing are the current funding sources,
funding levels and effective dates, and
WHEREAS, the City desires to have certain services performed by the Contractor as
described in this Contract,
NOW THEREFORE, in consideration of payments, covenants, and agreements hereinafter
mentioned, to be made and performed by the parties hereto, the parties mutually agree as
follows:
1. Definitions.
Words and terms shall be given their ordinary and usual meanings. Where used in the
Contract documents, the following words and terms shall have the meanings indicated. The
meanings shall be applicable to the singular, plural, masculine, feminine and neuter of the
words and terms.
ACCEPTANCE OR ACCEPTED - A written determination by the City that the Contractor has
completed the Work in accordance with the Contract.
CONTRACT AMENDMENT - A written change to the Contract modifying, deleting or adding to
the terms and conditions or Scope of Work, signed by both parties,
with or without notice to the sureties.
CONTRACTOR - The individual, association, partnership, firm, company,
corporation, or combination thereof, including joint ventures,
contracting with the City for the performance of Work under the
Contract.
Page 2 of 31
CONTRACT SPECIALIST- City of Yakima Employee who interfaces with team members,
business owners, contractors, county project staff and others to
assist in the administration of this Contract.
DAY - Calendar day.
YMC - The Yakima Municipal Code.
MEASURABLE AMOUNT OF A definitive allocation of an employee's time that can be attributed
WORK - to Work performed under this Contract, but that is not less than a
total of one hour in any one-week period.
PERSON - Includes individuals, associations, firms, companies, corporations,
partnerships, or combination thereof, including joint ventures.
PROJECT MANAGER - The individual designated by the City to manage the project on a
daily basis and who may represent the City for Contract
administration.
RCW - The Revised Code of Washington.
SCOPE OF WORK(SOW) - An exhibit to the Contract consisting of a written description of the
Work to be performed.
SUBCONTRACTOR - The individual, association, partnership, firm, company,
corporation, or combination thereof, including joint ventures,
entering into an agreement with the Contractor to perform any
portion of the Work covered by this Contract.
SUBRECIPIENT- An entity that uses the awarded funds to carry out a program for a
public purpose specified in the authorizing statute or ordinance, as
opposed to providing goods or services for the benefit of the City.
WORK - Everything to be provided and done for the fulfillment of the
Contract and shall include services, goods and supplies specified
under this Contract, including Contract Amendments.
ADMINISTRATOR - The Director of Finance.
Small Contractor or Supplier or A business and the person or persons who own and control it that
"(SCS)" - are in a financial condition which puts the business at a substantial
disadvantage in attempting to compete for public contracts. The
relevant financial condition for eligibility under the Contracting
Opportunities Program is based on a dollar ceiling for standard
business classifications that is set at fifty percent (50%) of the
Federal Small Business Administration (SBA) small business size
standards using the North American Industrial Classification
System (NAICS), and an Owners' personal net worth less than
$1,320,000 dollars.
2. Contract Services and Requirements, and Incorporated Exhibits.
The Contractor shall provide services and meet the requirements included in this Contract and
in the following attached exhibits, each of which is incorporated herein by this reference:
EXHIBIT NAME NUMBER/LETTER
Scope of Work A
Price Attachment B
Executed Agreement with the Department of Commerce C
Lobbying Certification D
Cost Certification E
A. Scope of Eligible Expenditures. Funds shall only be used to pay or reimburse
eligible expenditures as described in Exhibit A. No funds may be used to pay or
reimburse expenditures reimbursed under any other federal or state program, or
from any other third-party source.
B. Contractor Responsibilities. Contractor agrees to administer the Contract
consistent with the terms and conditions of this Contract, and all applicable
local, state, and federal laws and regulations. As part of the invoicing process.
the Contractor shall provide the City with a "Cost Certification" that funding of
this Contract was used for eligible expenditures. Contractor shall also provide
the City with a "Civil Rights Certification"prior to payment for work authorized
by this Contract.
C. Reporting. Contractor shall provide the City with the following reports in a
timely manner:
i. Monthly/Quarterly Expenditure Report by the 10th of month following
expenditure to facilitate required quarterly City reporting.
ii. Payment Request Report
iii. Closeout Report
3. Contract Term.
This Contract shall begin after the contract is fully executed by both parties, and shall
terminate on June 30, 2025.
4. Compensation and Method of Payment.
A. Compensation:
The City shall compensate the Contractor for satisfactory completion of the services
and requirements as specified in this Contract and its attached exhibit(s).
A. Invoicing:
The Contractor shall submit invoices and all accompanying reports as specified in the
attached exhibit(s), including its final invoice and all outstanding reports. The City shall
endeavor to make payment not more than 60 days after a complete and accurate
invoice is received.
B. Final Invoice:
The Contractor shall submit its final invoice and all outstanding reports as specified in
this contract and its attached exhibit(s). If the Contractor's final invoice and reports are
not submitted as required, the City will be relieved of all liability for payment to the
Contractor of the amounts set forth in the final invoice or any later invoice.
C. Reimbursement for Travel:
The Contractor will not be reimbursed for travel unless otherwise specified within an
Exhibit.
5. Internal Control and Accounting System.
The Contractor shall establish and maintain a system of accounting and internal controls that
complies with the generally accepted accounting principles issued by the Financial Accounting
Standards Board (FASB), the Governmental Accounting Standards Board (GASB), or both as
is applicable to the Contractor's form of doing business.
6. Compliance with Laws.
In all activities related to this Agreement, the Subrecipient and any Contractor and/or
Subcontractor agrees to comply or assist the City when necessary for its compliance with all
certifications required by Department of Commerce for disbursal of CHIP funds. The
Subrecipient further agrees to comply with all applicable local, state, and federal laws,
regulations and policies. Failure to comply with such laws, regulations and policies shall cause
this agreement to become immediately null and void. All funds spent in violation of such
certifications, laws, and regulations will be repaid to the City within thirty (30)days upon violation
of the terms of the Agreement.
7. Debarment and Suspension Certification.
If this Contract is a covered transaction for purposes of federally funded grant
requirements, the Contractor is required to verify that none of the Contractors, its
principals,as defined at 49 CFR 29.995, or affiliates,as defined at 49 CFR 29.905, are
excluded or disqualified as defined at 49 CFR 29.940 and 29.945. The Contractor is
required to comply with 49 CFR 29, Subpart C and must include the requirement to
comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into.
Debarment status may be verified at httas://www.sam.aov By signing and submitting
this Contract, the Contractor certifies as follows:
The certification in this clause is a material representation of fact relied upon by the
City of Yakima. If it is later determined that the Contractor knowingly rendered an
erroneous certification, in addition to remedies available to the City of Yakima, the
Federal Government may pursue available remedies, including but not limited to
suspension and/or debarment. The Contractor agrees to comply with the
requirements of 49 CFR 29, Subpart C while performing this Contract and further
agrees to include a provision requiring such compliance in its lower tier covered
transactions.
8. Licensing and Program Standards.
The Subrecipient agrees to comply with and to obtain at its own expense, if necessary, all
applicable Federal, State, City or Municipal standards for licensing, certification and operation
of facilities and programs, and accreditation and licensing, certification and operation of
facilities and programs, and accreditation and licensing of individuals, and any other standards
or criteria as described in the Agreement to assure quality of services.
9. Insurance and Bonds.
The Subrecipient and any of its employees, volunteers, consultants, contractors and/or
subcontractors shall procure and maintain for the duration of this Agreement, General Liability
Insurance, Comprehensive Automobile Liability Insurance and other such coverage as may be
appropriate or required by state or federal law, for the services to be performed.Properties improved,
acquired or rehabilitated with CHIP funds will be insured until such time that the final disposition of
the property occurs. Copies of such documents will be forwarded to the City upon request.
A. Notice of Cancellation. The Subrecipient, contractor and/or subcontractors shall provide the City
with written notice of any policy cancellation within two(2)business days of receipt of such notice.
B. Failure to Maintain Insurance. Failure on the part of the Subrecipient, contractor and/or
subcontractors to maintain the insurance as required shall constitute a material breach of
contract, upon which the City may, after giving five (5) business days' notice to the Subrecipient
to correct the breach, immediately terminate the contract.
10. Maintenance of Records.
A. Accounts and Records:
i. The Contractor shall maintain for a period of six years after termination of this Contract
accounts and records, including personnel, property, financial, and programmatic
records and other such records the City may deem necessary to ensure proper
accounting and compliance with this Contract. If any litigation, claim, or audit is started
before the expiration of the six-year period, the records shall be retained until all
litigation, claims, or audit findings involving the records have been resolved.
ii. The City and Department of Commerce, or their authorized representatives, or any
other oversight entity, shall have the right of access to records (electronic and
otherwise) of Contractor in order to conduct audits or other investigations.
B. Nondiscrimination and Equal Employment Records:
In accordance with the nondiscrimination and equal employment opportunity
requirements set forth in Section 23, Nondiscrimination and Payment of a Living Wage
below, the Contractor shall maintain the following for a period of six years after
termination of this Contract:
i. Records of employment, employment advertisements, application forms, and other
data, records and information related to employment, applications for employment
or the administration or delivery of services or any other benefits under this
Contract; and
ii. Records, including written quotes, bids, estimates or proposals, submitted to the
Contractor by all entities seeking to participate in this Contract, and any other
information necessary to document the actual use of and payments to
subcontractors and suppliers in this Contract, including employment records.
The City may visit the site of the work and the Contractor's office to review these
records. The Contractor shall provide all help requested by the City during such
visits and make the foregoing records available to the City for inspection and
copying. At all reasonable times, the Contractor shall provide to the City, the state,
and/or federal agencies or officials access to its facilities—including those of any
subcontractor assigned any portion of this Contract in order to monitor and evaluate
the services provided under this Contract. The City will give reasonable advance
notice to the Contractor in the case of audits to be conducted by the City. The
Contractor shall comply with all record keeping requirements of any applicable
federal rules, regulations or statutes included or referenced in the contract
documents. If different from the Contractor's address listed above, the Contractor
shall inform the City in writing of the location of its books, records, documents, and
other evidence for which review is sought, and shall notify the City in writing of any
changes in location within 14 days of any such relocation.
11. Evaluations and Inspections.
A. Subject to Inspection, Review, or Audit:
The records and documents with respect to all matters covered by this Contract shall
be subject at all time to inspection, review, or audit by the City and/or federal/state
officials authorized by law during the performance of this Contract and for six years
after termination hereof, unless a longer retention period is required by law.
B. Contract Monitoring
The Contractor and the City shall engage in monitoring visits to assess the
Contractor's compliance with contract requirements, quality, and practices. The City
will execute monitoring visits in accordance with the applicable frequency, as
prescribed by the controlling Exhibit under this Contract. The Contractor shall
cooperate with the City and its agents to assess the Contractor's performance under
this Contract. At the request of the City, the Contractor shall implement a plan to
remedy any items of noncompliance identified during the monitoring process.
The results and records of these processes shall be maintained and disclosed in
accordance with RCW Chapter 42.56.
C. Performance, Measurement and Evaluation
The Contractor shall submit performance metrics and program data as set forth in
Exhibits to this Contract. The Contractor shall participate in evaluation activities as
required by the City and shall make available all information required by any such
performance measurement and evaluation processes.
D. Unauthorized Disclosure:
The Contractor agrees that all information, records, and data collected in connection
with this Contract shall be protected from unauthorized disclosure in accordance with
applicable state and federal law.
12. Financial Report Submission.
The Contractor is required to submit a financial reporting package as described in A through C
below. All required documentation must be submitted by email to
Viren.Mayani(c�yakimawa.gov by the stated due date.
A. If the Contractor is a Non-Federal entity as defined in 2 CFR Part 200.69, and expends
$750,000 or more in Federal awards during its fiscal year, then the Contractor shall
meet the audit requirements in 2 CFR Part 200 Subpart F. Audit packages are due to
the County within nine months after the close of the Contractor's fiscal year.
B. If the Contractor is a local government in the State of Washington and is not subject to
the requirements in subsection A, the Contractor shall submit audited financial
statements that are in accordance with the Washington State Auditor's Office
requirements. Financial statement audits are due to the County within 150 days after
the close of the Contractor's fiscal year end as required by RCW 43.09.230.
C. If the Contractor is not subject to the requirements in subsection A or B, the following
apply:
Entity Type Non-Profit For Profit
Gross Gross Revenue Gross Revenue Gross Revenue Gross Revenue
Revenue Under$3M on Over$3M on Under $3M on Over$3M on
average in the average in the average in the average in the
previous three previous three previous three previous three
fiscal years. fiscal years. fiscal years. fiscal years.
Required • Form 990 Audited financial • Income tax Audited financial
Documentation within 30 days statements return; and statements
of its being prepared by an • A full set of prepared by an
filed; and independent independent
annual internal
• A full set of Certified Public financial Certified Public
annual internal Accountant or statements Accountant or
financial Accounting Firm Accounting Firm
statements
Due Date Within 30 Within nine Within 30 Within nine
calendar days months following calendar days months following
from the forms the close of the from the forms the close of the
being filed. Contractor's fiscal being filed. Contractor's
year. fiscal year.
D. Waiver:
A Contractor that is not subject to the requirements in subsection A may, in
extraordinary circumstances, request, and in the City's sole discretion be granted, a
waiver of the audit requirements. Such requests are made to the City of Yakima
Finance Director for review. If approved by the City, the Contractor may substitute for
the above requirements other forms of financial reporting or fiscal representation
certified by the Contractor's Board of Directors, provided the Contractor meets the
following criteria:
i. Financial reporting and any associated management letter show no reportable
conditions or internal control issues; and
ii. There has been no turnover in key staff since the beginning of the period for which
the financial reporting was completed.
13. Corrective Action.
If the City determines that the Contractor has failed to comply with any terms or conditions of
this Contract, or the Contractor has failed to provide in any manner the work or services (each
a"breach"), and if the City determines that the breach warrants corrective action, the following
procedure will apply:
A. Written Notification:
The City will notify the Contractor in writing of the nature of the breach.
B. Contractor's Corrective Action Plan:
The Contractor shall respond with a written corrective action plan within fourteen days
of its receipt of such notification unless the City, at its sole discretion, extends in writing
the response time. The plan shall indicate the steps being taken to correct the specified
breach and shall specify the proposed completion date for curing the breach. This date
shall not be more 30 days from the date of the Contractor's response, unless the City,
at its sole discretion, specifies in writing an extension to complete the corrective
actions.
C. City's Determination of Corrective Action Plan Sufficiency:
The City will determine the sufficiency of the Contractor's proposed corrective action
plan, then notify the Contractor in writing of that determination. The determination of
sufficiency of the Contractor's corrective action plan shall be at the sole discretion of
the City.
D. Termination or Suspension:
If the Contractor does not respond within the appropriate time with a corrective action
plan, or the Contractor's corrective action plan is determined by the City to be
insufficient, the City may terminate or suspend this Contract in whole or in part
pursuant to Section 15.
E. Withholding Payment:
In addition, the City may withhold any payment to the Contractor or prohibit the
Contractor from incurring additional obligations of funds until the City is satisfied that
corrective action has been taken or completed; and
F. Non-Waiver of Rights:
Nothing herein shall be deemed to affect or waive any rights the parties may have
pursuant to Section 13, Subsections B, C, and D.
G. Recoupment:
i. Contractor agrees that it is financially responsible for and will repay the City any
and all indicated amounts following an audit exception which occurs due to
Contractor's failure, for any reason, to comply with the terms of this Contract. This
duty to repay the City shall not be diminished or extinguished by the termination of
the Contract.
ii. The Contractor further agrees to comply with all applicable local, state, and federal
laws, regulations and policies. Failure to comply with such laws, regulations and
policies shall cause this agreement to become immediately null and void. All funds
spent in violation of such certifications, laws, and regulations will be repaid to the
City within thirty (30) days upon violation of the terms of the Agreement.
iii. Any funds paid to Contractor(1) in excess of the amount to which Contractor is
authorized to retain under the terms of the Contract; (2) that are determined by the
Department of Commerce or other state or federal agency to have been misused;
(3) are determined by the Department of Commerce or other State or Federal
agency to be subject to a repayment obligation pursuant to any local, state, or
federal laws; or (4) are otherwise subject to recoupment by the City, and have not
been repaid by Contractor to the City shall constitute a debt to the City.
iv. Any debts determined to be owed the City must be paid promptly by the Contractor.
A debt is delinquent if it has not been paid by the date specified in the City's initial
written demand for payment, unless other satisfactory arrangements have been
made or if the City knowingly or improperly retains funds that are a debt. The City
will take any actions available to it to collect such a debt.
14. Dispute Resolution.
The parties shall use their best, good-faith efforts to cooperatively resolve disputes and
problems that arise in connection with this Contract. Both parties will make a good faith effort to
continue without delay to carry out their respective responsibilities under this Contract while
attempting to resolve the dispute under this section.
15. Termination.
A. Termination for Convenience:
This Contract may be terminated by the City without cause, in whole or in part, at any
time during the term specified in Section 3, Contract Term above, by providing the
other party 30 calendar days advance written notice of the termination. The Contract
may be suspended by the City without cause, in whole or in part, at any time during the
term specified in Section 3. above, by providing the Contractor 30 calendar days
advance written notice of the suspension.
B. Termination for Default:
The City may terminate or suspend this Contract, in whole or in part, upon ten days
advance written notice if: (1) the Contractor breaches any duty, obligation, or service
required pursuant to this Contract and either (a) the corrective action process
described in Section 13 fails to cure the breach or (b)the City determines that requiring
a corrective action plan is impractical or that the duties, obligations, or services
required herein become impossible, illegal, or not feasible. If the Contract is terminated
by the City pursuant to this Subsection 15.B., the Contractor shall be liable for
damages, including any additional costs of procuring similar services from another
source.
If the termination results from acts or omissions of the Contractor, including but not
limited to misappropriation, nonperformance of required services, or fiscal
mismanagement, the Contractor shall return to the City immediately any funds,
misappropriated or unexpended, that have been paid to the Contractor by the City.
C. Termination for Non-Appropriation:
If expected or actual funding is withdrawn, reduced, or limited in any way prior to the
termination date set forth above in Section 3, the City may, upon ten days advance
written notice to the Contractor, terminate or suspend this Contract in whole or in part.
If the Contract is terminated or suspended as provided in this Section: (1)the City will
be liable only for payment in accordance with the terms of this Contract for services
rendered prior to the effective date of termination or suspension; and (2)the Contractor
shall be released from any obligation to provide such further services pursuant to the
Contract as are affected by the termination or suspension.
Funding or obligation under this Contract beyond the current appropriation year is
conditional upon appropriation by the City Council and/or other identified funding
source(s) of sufficient funds to support the activities described in the Contract. If such
appropriation is not approved, this Contract will terminate at the close of the current
appropriation year. The current funding sources associated with this Contract are
specified on page one.
If the Contract is suspended as provided in this Section, the City may provide written
authorization to resume activities.
D. Non-Waiver of Rights:
Nothing herein shall limit, waive, or extinguish any right or remedy provided by this
Contract or by law or equity that either party may have if any of the obligations, terms,
and conditions set forth in this Contract are breached by the other party.
16. Hold Harmless and Indemnification.
A. Duties as Independent Contractor:
In providing services under this Contract, the Contractor is an independent contractor,
and neither it nor its officers, agents, or employees are employees of the City for any
purpose. The Contractor shall be responsible for all federal and/or state tax, industrial
insurance, and Social Security liability that may result from the performance of and
compensation for these services and shall make no claim of career service or civil
service rights which may accrue to a City employee under state or local law. The
parties intend that an independent contractor relationship shall be created by this
Contract. The Contractor shall not make any claim of right, privilege or benefit which
would accrue to an employee under chapter 41.06 RCW or Title 51 RCW.
The City assumes no responsibility for the payment of any compensation, wages,
benefits, or taxes, by, or on behalf of the Contractor, its employees, and/or others by
reason of this Contract.
The Contractor shall release, protect, indemnify, defend and save harmless the City, its
elected and appointed officials, officers, agents, employees, representatives, insurers,
attorneys, and volunteers from and against any and all claims, costs, damages, losses,
expenses, suits, arbitration actions, investigations, and regulatory or other
governmental proceedings whatsoever arising from, occurring, relating to, or resulting
from (1)the Contractor's failure to pay any such compensation, wages, benefits, or
taxes, and/or (2) the supplying to the Contractor of work, services, materials, or
supplies by Contractor employees or other suppliers in connection with or support of
the performance of this Contract. The City's right to indemnification includes attorneys'
fees and costs associated with establishing the right to indemnification hereunder in
favor of the City.
If, for any reason, the Contractor's required licenses or certificates are terminated,
suspended, revoked or in any manner modified from their status at the time this
Contract becomes effective, the Contractor shall notify the City immediately of such
condition in writing. The Contractor and Subcontractor(s) shall maintain and be liable
for payment of all applicable taxes (except sales/use taxes), fees, licenses, permits and
costs as may be required by applicable federal, state or local laws and regulations as
may be required to provide the Work under this Contract.
B. Intellectual Property Infringement:
For purposes of this section, claims shall include, but not be limited to, assertions that
use or transfer of software, book, document, report, film, tape, or sound reproduction or
material of any kind, delivered hereunder, constitutes an infringement of any copyright,
patent, trademark, trade name, and/or otherwise results in unfair trade practice.
The indemnification, protection, defense and save harmless obligations contained
herein shall survive the expiration, abandonment or termination of this Contract.
C. Nondisclosure of Data:
Data provided by the City either before or after Contract award shall only be used for
its intended purpose. Contractors and Subcontractors shall not utilize nor distribute the
City data in any form without the prior express written approval of the City.
D. Non-Disclosure Obligation:
While performing the Work under this Contract, the Contractor may encounter personal
information, licensed technology, drawings, schematics, manuals, data and other
materials described as "Confidential", "Proprietary" or"Business Secret". The
Contractor shall not disclose or publish the information and material received or used in
performance of this Contract. This obligation is perpetual. The Contract imposes no
obligation upon the Contractor with respect to confidential information which the
Contractor can establish that: a)was in the possession of, or was rightfully known by
the Contractor without an obligation to maintain its confidentiality prior to receipt from
the City or a third party; b) is or becomes generally known to the public without
violation of this Contract; c) is obtained by the Contractor in good faith from a third
party having the right to disclose it without an obligation of confidentiality; or, d) is
independently developed by the Contractor without the participation of individuals who
have had access to the City's or the third party's confidential information. If the
Contractor is required by law to disclose confidential information the Contractor shall
notify the City of such requirement prior to disclosure.
E. Indemnification:
To the maximum extent permitted by law, Contractor shall, at its cost and expense,
protect, defend, indemnify and hold harmless the City, its elected and appointed
officials, directors, officers, employees, agents, representatives, insurers, attorneys,
and volunteers, from and against any and all demands, liabilities, causes of action,
costs and expenses (including attorney's fees), claims,judgments, or awards of
damages, arising out of or in any way resulting from the acts or omissions of
Contractor, its directors, officers, employees, or agents, relating in any way to the
Contractor's performance or nonperformance under the Contract, or the acts, failures
to act, errors or omissions of the Contractor, or any of Contractor's agents or
subcontractors, in performance of this Contract, unless and except the claims are
caused by the City's sole negligence. These indemnification obligations shall survive
the termination of the Contract. The Contractor agrees that its obligations under this
paragraph extend to any demands, liabilities, causes of action, or claims brought by,
or on behalf of, any of its employees or agents. For this purpose, the Contractor, by
mutual negotiation, hereby waives, as respects the City only, any immunity that would
otherwise be available against such claims under any industrial insurance act,
including Title 51 RCW, other Worker's Compensation act, disability benefit act, or
other employee benefit act of any jurisdiction which would otherwise be applicable in
the case of such claim. In addition, the Contractor shall protect and assume the
defense of the City and its officers, agents and employees in all legal or claim
proceedings arising out of, in connection with, or incidental to its indemnity obligation;
and shall pay all defense expenses, including reasonable attorney's fees, expert fees
and costs incurred by the City on account of such litigation or claims. If the City incurs
any judgment, award, and/or cost arising therefrom including reasonable attorney's
fees to enforce the provisions of this article, all such fees, expenses, and costs shall
be recoverable from the Contractor. The City's right to indemnification includes
attorney's fees and costs associated with establishing the right to indemnification
hereunder in favor of the City.
F. Return of Unused Funds: If Contractor has any unspent funds on hand as of the
earlier of June 30, 2025, or the termination of this Contract under Section 15,
Contractor shall return all unspent funds to the City within ten (10) calendar days.
17. False Statements.
Contractor understands that making false statements or claims in connection with this
Contract may be a violation of federal law and may result in criminal, civil, or
administrative sanctions, including fines, imprisonment, civil damages and penalties,
debarment from participating in federal or city awards or contracts, and/or any other
remedy available by law.
18. Publications.
Any publications produced with funds from this Contract must display the following language:
"This project [is being][was] supported, in whole or in part, by state contract number[enter state
contract number] awarded to the City of Yakima, Washington by the Washington State
Department of Commerce."
19. Disclaimer by the City.
A. The City expressly disclaims any and all responsibility or liability to the Contractor or third
persons for the actions of the Contractor or third persons resulting in death, bodily injury,
property damages, or any other losses resulting in any way from the performance of this
Contract or any other losses resulting in any way from the performance of the Contract, or
any subcontract thereto.
B. This Contract does not in any way establish an agency relationship between or among the
State of Washington, the City, and/or Contractor.
20. Insurance Requirements.
Upon execution of this Contract, the Contractor, at its own cost, shall have procured and will
maintain for the duration of this Contract, insurance as specified in the Minimum Scope and
Limits of Insurance. The City reserves the right to require complete, certified copies of all
required insurance policies at any time.
Each insurance policy shall be written on an "occurrence"form; except that professional
liability, errors and omissions, will be acceptable on a "claims made"form.
If coverage is approved and purchased on a "claims made" basis, the Contractor warrants
continuation of coverage, either through policy renewals or the purchase of an extended
discovery period, if such extended coverage is available, for not less than three years from the
date of completion of the Work which is the subject of this Contract.
By requiring such minimum insurance coverage, the City shall not be deemed or construed to
have assessed the risks that may be applicable to the Contractor under this Contract. The
Contractor shall assess its own risks and, if it deems appropriate and/or prudent, maintain
greater limits and/or broader coverage.
Nothing contained within these insurance requirements shall be deemed to limit the scope,
application and/or limits of the coverage afforded, which coverage will apply to each insured to
the full extent provided by the terms and conditions of the policy(s). Nothing contained within
this provision shall affect and/or alter the application of any other provision contained within
this Contract.
A. Commercial Liability Insurance.
Before this Contract is fully executed by the parties, Contractor shall provide the City with
a certificate of insurance as proof of commercial liability insurance with a minimum
liability limit of Two Million Dollars ($2,000,000.00) per occurrence, combined single limit
bodily injury and property damage, and Two Million Dollars ($2,000,000.00) general
aggregate. If Contractor carries higher coverage limits, such limits shall be shown on the
Certificate of Insurance and Endorsements and the City, its elected and appointed
officials, employees, agents, attorneys and volunteers shall be named as additional
insureds for such higher limits. The certificate shall clearly state who the provider is, the
coverage amount, the policy number, and when the policy and provisions provided are in
effect. Said policy shall be in effect for the duration of the Contract. The policy shall
name the City of Yakima, its elected and appointed officials, employees, agents,
attorneys and volunteers as additional insureds, and shall contain a clause that the
insurer will not cancel or change the insurance without first giving the City prior written
notice. The insurance shall be with an insurance company or companies rated A-VII or
higher in Best's Guide and admitted to the State of Washington. The requirements
contained herein, as well as the City of Yakima's review or acceptance of insurance
maintained by Contractor is not intended to and shall not in any manner limit or qualify
the liabilities or obligations assumed by Contractor under this Contract.
B. Automobile Liability Insurance.
Before this Contract is fully executed by the parties, Contractor shall provide the City with
a certificate of insurance as proof of automobile liability insurance with a minimum
liability limit of Two Million Dollars ($2,000,000.00) per occurrence. If Contractor carries
higher coverage limits, such limits shall be shown on the Certificate of Insurance and
Endorsements and the City, its elected and appointed officials, employees, agents,
attorneys and volunteers shall be named as additional insureds for such higher limits.
The certificate shall clearly state who the provider is, the coverage amount, the policy
number, and when the policy and provisions provided are in effect. Said policy shall be
in effect for the duration of this Contract. The policy shall name the City of Yakima, its
elected and appointed officials, employees, agents, attorneys and volunteers as
additional insureds, and shall contain a clause that the insurer will not cancel or change
the insurance without first giving the City prior written notice. The insurance shall be with
an insurance company or companies rated A-VII or higher in Best's Guide and admitted
in the State of Washington. The requirements contained herein, as well as City of
Yakima's review or acceptance of insurance maintained by Contractor is not intended to
and shall not in any manner limit or qualify the liabilities or obligations assumed by
Contractor under this Contract. The business auto liability shall include Hired and Non-
Owned coverage if necessary.
C. Employer's Liability (Stop Gap).
Contractor and all subcontractor(s) shall at all times comply with all applicable workers'
compensation, occupational disease, and occupational health and safety laws, statutes,
and regulations to the full extent applicable, and shall maintain Employer's Liability
Insurance with a limit of no less than $1,000,000.00. The City shall not be held
responsible in any way for claims filed by Contractor or its employees for services
performed under the terms of this Contract including claims resulting from negligent acts
of all subcontractors. Contractor is responsible to ensure subcontractors have insurance
as needed. Failure of subcontractors to comply with insurance requirements does not
limit Contractor's liability or responsibility.
D. Professional Service
Contractor shall provide evidence of Professional Liability Insurance covering
professional errors and omissions. Such policy must provide the following minimum
limits: $2,000,000.00 per claim. If insurance is on a claims made form, its retroactive
date, and that of all subsequent renewals, shall be no later than the effective date of this
Contract.
E. Work Site Safety
The Contractor shall have the "right to control" and bear the sole responsibility for the job
site conditions, and job site safety. The Contractor shall comply with all applicable
federal, state and local safety regulations governing the job site, employees and
Subcontractors. The Contractor shall be responsible for the Subcontractor's compliance
with these provisions.
21. Assignment.
Contractor shall not assign any interest, obligation or benefit under or in this Contract or
transfer any interest in the same, whether by assignment or novation, without prior written
consent of the City, at its sole discretion. If assignment is approved, this Contract shall be
binding upon and inure to the benefit of the successors of the assigning party upon the written
agreement by assignee to assume and be responsible for the obligations and liabilities of the
Contract, known and unknown, and applicable law.
If at any time during the Contract term the Contractor experiences a change in its name or
federal tax status either through acquisition, novation, assignment, re-organization or some
other change that affects its Taxpayer Identification Number(TIN) or Tax Reporting Name, it
shall notify the City of Yakima immediately upon the information becoming publicly available.
This notification shall be sent by the Contractor to the current City of Yakima Contract
Specialist via email along with:
A. Any official announcements from the firm's representative(s) regarding the changes;
B. A new City of Yakima W-9 Form;
C. A current statement, listing of unfilled orders and electronic versions of all outstanding
invoices and credit memos at the time of the change shall be provided to the Contract
Specialist as soon as possible.
Any delay on the part of the Contractor to provide these items to the Contract Specialist may
result in the delay of payment and orders. The City may create a new contract number to
replace the existing one. All future orders and Contracts Amendments will reference the new
contract number.
22. Subcontracting.
A. Written Consent of the City:
The Contractor shall not subcontract any portion of this Contract or transfer or assign
any claim arising pursuant to this Contract without the written consent of the City,
which consent is at the sole discretion of the City. The City's consent must be sought in
writing by the Contractor not less than 15 days prior to the date of any proposed
subcontract.
The rejection or approval by the City of any subcontractor or the termination of a
subcontractor will not relieve Contractor of any of its responsibilities under the
Contract, nor be the basis for additional charges to the City.
In no event will the existence of the subcontract operate to release or reduce the
liability of Contractor to the City for any breach in the performance of Contractor's
duties.
The City has no contractual obligations to any subcontractor or vendor under contract
to the Contractor. Contractor is fully responsible for all contractual obligations, financial
or otherwise, to its subcontractors.
B. "Subcontract" Defined:
"Subcontract" shall mean any agreement between the Contractor and a subcontractor
or between subcontractors that is based on this Contract, provided that the term
"subcontract" does not include the purchase of (1) support services not related to the
subject matter of this Contract, or (2) supplies.
C. Required Clauses for Subcontracts:
The Contractor shall include Sections:
Section # Description
1 Definitions
5 Internal Control and Accounting System
6 Compliance with Laws
7 Debarment and Suspension Certification
8 Licensing and Program Standards
9 Insurance and Bonds
10 Maintenance of Records
11 Evaluations and Inspections
12 Financial Report Submission
16 Hold Harmless and Indemnification
17 False Statements
18 Publications
19 Disclaimer by the City
20 Insurance Requirements
22 Subcontracting
23 Nondiscrimination and Payment of a Living Wage
31 Services Provided in Accordance with Law and Rule and
Regulation
32 Applicable Law
37 Payment Procedures: Prompt Payment for Subcontractors
42 Background Checks
in every subcontract or purchase agreement for services that relate to the subject matter of this
Contract.
D. Required Language for Subcontracts:
The Contractor shall include the following language verbatim in every subcontract for
services which relate to the subject matter of this Contract:
"Subcontractor shall protect, defend, indemnify, and hold harmless the City of Yakima,
its officers, employees and agents from any and all costs, claims,judgments, and/or
awards of damages arising out of, or in any way resulting from the negligent act or
omissions of subcontractor, its officers, employees, and/or agents in connection with or
in support of this Contract. Subcontractor expressly agrees and understands that the
City of Yakima is a third-party beneficiary to its Contract with Contractor and shall have
the right to bring an action against subcontractor to enforce the provisions of this
paragraph."
23. Nondiscrimination.
A. The Contractor shall comply with all applicable federal, state and local laws regarding
discrimination, including those set forth in this Section.
B. Nondiscrimination:
During performance of the Contract, the Contractor shall not discriminate against any
employee or applicant for employment because of the employee's or applicant's sex,
race, color, marital status, national origin, religious affiliation, disability, sexual
orientation, gender identity or expression or age except by minimum age and
retirement provisions, unless based upon a bona fide occupational qualification. The
Contractor will make equal employment opportunity efforts to ensure that applicants
and employees are treated equitably, without regard to their sex, race, color, marital
status, national origin, religious affiliation, disability, sexual orientation, gender identity
or expression or age.
C. Equal Employment Opportunity Efforts:
The Contractor will undertake, and require all Subcontractors to undertake equal
employment opportunity efforts to ensure that applicants and employees are treated,
without regard to their sex, race, color, marital status, national origin, religious
affiliation, disability, sexual orientation, gender identity or expression or age. Equal
employment opportunity efforts shall include, but not be limited to, the following:
employment, upgrading, demotion or transfer; recruitment or recruitment advertising;
layoff or termination; rates of pay or other forms of compensation; and selection for
training, including apprenticeships. The Contractor agrees to post, and to require
Subcontractors to post in conspicuous places available to employees and applicants
for employment notices setting forth this nondiscrimination clause.
D. Nondiscrimination in Subcontracting Practices:
During the term of this Contract, the Contractor shall not create barriers to open and
fair opportunities to participate in City contracts or to obtain or compete for contracts
and subcontracts as sources of supplies, equipment, construction and services. In
considering offers from and doing business with subcontractors and suppliers, the
Contractor shall not discriminate against any person because of their sex, race, color,
marital status, national origin, religious affiliation, disability, sexual orientation, gender
identity or expression or age except by minimum age and retirement provisions, unless
based upon a bona fide occupational qualification.
E. Sanctions for Violations:
Any violation of the mandatory requirements of the provisions of this Section shall be a
material breach of Contract, for which the Contractor may be subject to damages,
withholding payment and any other sanctions provided for by Contract and by applicable
law.
24. Equipment Purchase, Maintenance, and Ownership.
A. Equipment Maintenance:
The Contractor agrees that when Contract funds are used to pay for all or part of the
purchase costs of any equipment that costs$5,000 or more per item, and the purchase
of such equipment is identified in an exhibit to this Contract, such equipment is, upon
the purchase or receipt, the property of the City and/or federal/state government. The
Contractor shall be responsible for all proper care and maintenance of the equipment,
including securing and insuring such equipment.
B. Equipment Ownership:
The Contractor shall ensure that all such equipment is returned to the City or
federal/state government upon termination of this Contract unless otherwise agreed
upon by the parties.
25. Proprietary Rights.
A. Ownership Rights of Materials Resulting from Contract:
Except as indicated below or as described in an Exhibit, the parties to this Contract
hereby agree that if any patentable or copyrightable material or article should result
from the work described herein, all rights accruing from such material or article shall be
the sole property of the City. To the extent that any rights in such materials vest initially
with the Contractor by operation of law or for any other reason, the Contractor hereby
perpetually and irrevocably assigns, transfers and quitclaims such rights to the City.
The City agrees to and does hereby grant to the Contractor a perpetual, irrevocable,
nonexclusive, and royalty-free license to use and create derivative works, according to
law, any material or article and use any method that may be developed as part of the
work under this Contract.
B. Ownership Rights of Previously Existing Materials:
The Contractor shall retain all ownership rights in any pre-existing patentable or
copyrightable materials or articles that are delivered under this Contract, but do not
originate from the work described herein. The Contractor agrees to and does hereby
grant to the City a perpetual, irrevocable, nonexclusive, and royalty-free license to use
and create derivative works, according to law, any pre-existing material or article and
use any method that may be delivered as part of the work under this Contract.
C. Continued Ownership Rights:
The Contractor shall sign all documents and perform other acts as the City deems
necessary to secure, maintain, renew, or restore the rights granted to the City as set
forth in this section.
26. Political Activity Prohibited.
None of the funds, materials, property, or services provided directly or indirectly under this
Contract shall be used for any partisan political activity or to further the election or defeat of
any candidate for public office.
27. Future Support.
The City makes no commitment to support contracted services and assumes no obligation for
future support of the contracted activity(-ies), except as expressly set forth in this Contract.
28. Entire Contract.
The parties agree that this Contract is the complete expression of the described subject
matter, and any oral or written representations or understandings not incorporated herein are
excluded. Both parties recognize that time is of the essence in the performance of this
Contract.
29. Contract Amendments.
Either party may request changes to this Contract. Proposed changes that are mutually
agreed upon shall be incorporated only by written amendments to this Contract.
30. Notices.
Whenever this Contract provides for notice by one party to another, such notice shall be in
writing and directed to each party's contact representative indicated within the contract
exhibits. Any time within which a party must take some action shall be computed from the date
that any associated required notice is received by that party.
Unless otherwise specified in the Contract, all notices or documentation required or provided
pursuant to this Contract shall be in writing and shall be deemed duly given when received at
the addresses first set forth below via certified or registered first class mail, return receipt
requested, personal delivery or electronic mail. However, if any of the following occur: "notice
to cure" a default, Contractor communication in connection with an alleged default, or notice of
termination, such notice or communication shall only be delivered personally, or by certified or
registered first class mail, return receipt requested.
CITY OF YAKIMA CONTRACTOR
City of Yakima Yakima Housing Authority
c/o Bill Preston c/o Lowel Krueger
129 N. 2"d Street 810 N 6`h Ave
Yakima, WA 98901 Yakima, WA 98902
City of Yakima
c/o City Manager
129 N. 2nd Street
Yakima, WA 98901
31. Services Provided in Accordance with Law and Rule and Regulation.
The Contractor and any subcontractor agree to abide by the laws of the state of Washington,
rules and regulations promulgated thereunder, and regulations of the state and federal
governments, as applicable, which control disposition of funds granted under this Contract, all
of which are incorporated herein by reference.
If there is an irreconcilable conflict between any of the language contained in any exhibit or
attachment to this Contract, the language in the Contract shall control over the language
contained in the exhibit or the attachment, unless the exhibit provision expressly indicates that
it controls over inconsistent contract language. If there is conflict among requirements set forth
in exhibits, language contained in the lower numbered exhibit shall control unless the higher
numbered exhibit provision expressly indicates that it controls over inconsistent lower
numbered exhibit language.
32. Applicable Law.
A. This Contract shall be construed and interpreted in accordance with the laws of the
State of Washington. The venue for any action hereunder shall be in the Superior
Court for Yakima County, Washington.
B. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE
SERVICES OR EQUIPMENT (CFR 200.216)
i. Costs incurred for telecommunications and video surveillance services or equipment
such as phones, internet, video surveillance, cloud servers are allowable except for the
following circumstances:
ii. Contractor and Subcontractor are prohibited from obligating or expending contract funds
to:
a. Procure or obtain;
b. Extend or renew a contract to procure or obtain; or
c. Enter into a contract(or extend or renew a contract)to procure or obtain equipment,
services, or systems that uses covered telecommunications equipment or services
as a substantial or essential component of any system,or as critical technology as
part of any system. As described in Public Law 115-232, section 889, covered
telecommunications equipment is telecommunications equipment produces by
Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate
of such entities).
1. For the purpose of public safety, security of government facilities, physical
security surveillance of critical infrastructure, and other national security
purposes, video surveillance and telecommunications equipment produced
by Hytera Communications Corporation, Hangzhou Hikvision Digital
Technology Company,or Dahua Technology Company(or any subsidiary or
affiliate of such entities).
2. Telecommunications or video surveillance services provided by such entities
or using such equipment.
3. Telecommunications or video surveillance equipment or services produced
or provided by an entity that the Secretary of Defense, in consultation with
the Director of the National Intelligence or the Director of the Federal Bureau
of Investigation, reasonably believes to be an entity owned or controlled by,
or otherwise connected to, the government of a covered foreign country.
33. No Third-Party Beneficiaries.
Except for the parties to whom this Contract is assigned in compliance with the terms of this
Contract, there are no third party beneficiaries to this Contract, and this Contract shall not
impart any rights enforceable by any person or entity that is not a party hereto.
34. Non-Waiver of Breach.
Waiver of any default shall not be deemed to be a waiver of any subsequent default. No action
or failure to act by the City shall constitute a waiver of any right or duty afforded to the City
under the Contract; nor shall any such action or failure to act by the City modify the terms of
the Contract or constitute an approval of, or acquiescence in, any breach hereunder, except as
may be specifically stated by the City in writing.
35. Emergency Response Requirements.
Within three months of the execution of this Contract, the Contractor shall prepare and make
available to the City upon request, the necessary plans, procedures and protocols to:
A. Respond to and recover from a natural disaster or major disruption to Contractor
operations such as a work stoppage.
B. Continue operations during a prolonged event such as a pandemic.
If the Contractor does not have any such plan as of the start of this Contract, the
Contractor may request (i) an extension of the time needed to create a plan, and (ii) for
assistance from the City in preparing such a plan.
At a minimum, any plans, procedures, or protocols described in this section must
include how the Contractor plans to continue to provide the services described in or
funded by this Contract.
36. Contractor Certification.
By signing this Contract, the Contractor certifies that, in addition to agreeing to the terms and
conditions provided herein, it has read and understands all contracting requirements as
contained in this Contract and the Exhibits and Attachments hereto.
37. Payment Procedures; Prompt Payment of Subcontractors.
For Work Accepted by the City the Contractor shall furnish invoices to City of Yakima. All
invoices shall be sent to the City of Yakima c/o Bill Preston at 129 North 2nd Street, Yakima,
Washington, 98901. All invoices shall contain the following information:
A. Invoice date
B. Itemized account of hours worked, showing unit number of hours and per-hour rate
C. Purchase order number (if provided by City of Yakima)
D. Ship to address/location
E. Remit address
F. Item number(s)
G. Description of supplies or services
H. Quantities
I. Unit prices
J. Subtotal and totals amount
K. Discount terms or amount, if applicable
L. Applicable sales tax with correct tax rate based on destination
M. Any other information requested by the City
For each item invoiced, provide the complete description of the products, services, phases or
milestones, hours worked and Contract hourly rates, or authorized fees.
The City will not be bound by prices contained in an invoice that are higher than those in
Exhibit B, or if not used as part of this Contract, then the current price list for this Contract
approved by the City. Within thirty (30) Days after receipt of an invoice, the City shall pay the
Contractor for Accepted Work, upon acceptance of payment Contractor waives any claims for
the Work covered by the invoice.
If the Contractor is registered with the State of Washington it shall add all applicable State
sales or use taxes to each invoice and upon receipt of the payment promptly remit appropriate
amounts to the State of Washington, or the City will make payment directly to the State.
The Contractor agrees to pay each Subcontractor under this Contract for satisfactory
performance of its Subcontract within ten (10) Days from the receipt of each payment the
Contractor receives from the City.
38. Pricing.
Prices shall remain firm for the duration of the Contract. The Contractor may request a price
change(s) in writing delivered to the City. The Contractor shall provide documentation
satisfactory to the City in support of its request. The City reserves the right, in its sole
discretion, to grant the request as submitted, engage the Contractor in a discussion about
modifications to the request, or deny the request in its entirety. Any change in pricing granted
by the City shall be affected through a Contract Amendment instituting the price adjustment
and establishing an effective date.
39. Shipping Charges
All prices shall include freight FOB to the designated delivery point. The City shall reject
requests for additional compensation for freight charges.
40. Force Majeure
The term "force majeure" shall include, without limitation by the following enumeration: acts of
nature, acts of civil or military authorities, terrorism, fire, accidents, shutdowns for purpose of
emergency repairs, industrial, civil or public disturbances, causing the inability to perform the
requirements of this Contract; provided, however, "force majeure" shall not include the COVID-
19 pandemic which is ongoing as of the date of the execution of this Contract. If any party is
rendered unable, wholly or in part, by a force majeure event to perform or comply with any
obligation or condition of this Contract, upon giving notice and reasonably full particulars to the
other party, such obligation or condition shall be suspended only for the time and to the extent
commercially practicable to restore normal operations. In the event the Contractor ceases to
be excused pursuant to this provision, then the City shall be entitled to exercise any remedies
otherwise provided for in this Contract, including termination for default.
41. Severability.
Whenever possible, each provision of this Contract shall be interpreted to be effective and
valid under applicable law. If any provision is found to be invalid, illegal or unenforceable, then
such provision or portion thereof shall be modified to the extent necessary to render it legal,
valid and enforceable and have the intent and economic effect as close as possible to the
invalid, illegal and unenforceable provision.
42. Background Checks.
Contractor warrants and represents that each and every Contractor employee can meet the
following requirements: (a) No convictions within the past ten (10) years for crimes involving
computers, moral turpitude, including fraud, perjury, dishonesty; and (b) No adverse
employment actions within the past ten (10) years regarding dishonesty or the use or misuse
of computers.
Contractor employees needing access to secure areas, records, or systems may be required
to complete a security/background check by the City. The City may require Contractor's
employees, agents, consultants or Subcontractors to complete a brief questionnaire and
complete fingerprinting as part of the investigation process. The required background check
will review and evaluate driving records, criminal records, employment histories, military
records, personal and employment references and related information. Contractor employees
failing the background check may, at the sole discretion of the City, be restricted from working
within secured areas or with City systems in any capacity. The Contractor will assign
alternative staff who have passed the background check to meet the requirements of the
Contract.
43. Affordability Covenant, Requirements, and Monitoring
A. Contractor agrees and acknowledges that pursuant to the grant funding it is required to
maintain the property as affordable rental units for the required term. Contractor shall sign
and record an Affordability Covenant as part of this agreement.
B. The property is subject to ongoing compliance requirements of the CHIP program for
twenty-five years from the date construction is complete, which may correspond to the date
on which a certificate of occupancy is granted for the last housing unit. During this
compliance period, Contractor will assure continued compliance with CHIP requirements.
Contractor, or any other party bound, directly or indirectly by the obligations herein, shall
provide to the City written verification or such other written documentation as may be
required by the City or CHIP program requirements, to evidence and substantiate the
qualification of any and all persons claiming to be eligible lessees of the property, or, in the
case of a property transfer, eligible purchasers, if requested by the City. All such evidence
shall be satisfactory to the City in its sole and absolute discretion. Each party agrees to
execute and deliver to the other party any documents that are necessary or reasonably
necessary to carry out the purposes and intent of this section.
IN WITNESS WHEREOF, the parties hereby agree to the terms and conditions of this Contract:
CITY F KIMA YAKIMA HOUSING AUTHORITY
ctoria aker, ' y na er Lowel Krueger, Y ima Housing hority
Cc1 ) �� S/q/
Date Date
CITY CONTRACT NO: 2 .
j�])� /
RESOLUTION NO: ^`"'v 4-L Q1
EXHIBIT A -SCOPE OF WORK
The Yakima Housing Authority will be reimbursed for a total of $299,771 for water and sewer system
development charges and reimbursement of project costs allocated to infrastructure for the Fruitvale
Housing Project. for the Fruitvale Housing Project, a new affordable housing project that serves and
benefits low-income households.
• Water system improvements: The main waterline will be relocated as it currently runs in the
middle of the site limiting the use of the site, and 55 new water connections must be made to
accommodate the new affordable housing units and office.
• Sewer system improvements sufficient for the 54-unit development.
• Stormwater system improvements: Stormwater will be managed on site with sloped parking
lots, drainage from the roof and directed to drainage swales.
• Reimbursement of waived system development fees.
• Reimbursement of project costs related to the infrastructure, including architect fees, survey,
legal fees and construction oversight costs during the months the infrastructure work is
installed.
• Direct services and materials for survey work and excavation for utility infrastructure.
Reimbursements will not exceed $299,771 according to Price Attachment, Exhibit B, below.
EXHIBIT B - PRICE ATTACHMENT
Budget Item Unit Price
Water— System Development Charges $36,896.61
Sewer— System Development Charges $123,385.36
Water— Utility improvements $48,393.80
Sewer— Utility improvements $21,366.39
Stormwater— Utility improvements $69,728.84
TOTAL $299,771.00
EXHIBIT C - EXECUTED CONTRACT
Agreement between City of Yakima &Washington State Department of Commerce through the
Connecting Housing to Infrastructure Program (CHIP) program.
EXHIBIT D - LOBBYING CERTIFICATION
LOBBYING CERTIFICATION FORM
The undersigned certifies,to the best of the undersigned's knowledge and belief,that:
(1)No Federal appropriated funds have been paid or will be paid,by or on behalf of the undersigned,to any
person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress,an
officer or employee of Congress,or an employee of a Member of Congress in connection with the awarding of any
Federal contract,the making of any Federal grant,the making of any Federal loan,the entering into of any
cooperative agreement,and the extension,continuation, renewal,amendment,or modification of any Federal
contract,grant,loan,or cooperative agreement.
(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing
or attempting to influence an officer or employee of any agency,a Member of Congress,an officer or employee
of Congress,or an employee of a Member of Congress in connection with this Federal contract,grant,loan,or
cooperative agreement,the undersigned shall complete and submit Standard Form-LLL,"Disclosure Form to
Report Lobbying,"in accordance with its instructions,as attached.
(3)The undersigned shall require that the language of this certification be included in the award documents for all
subawards at all tiers(including subcontracts,subgrants,and contracts under grants,loans,and cooperative
agreements)and that all subrecipients shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this transaction was
made or entered into.Submission of this certification is a prerequisite for making or entering into this transaction
imposed by section 1352,title 31, U.S.Code.Any person who fails to file the required certification shall be subject
to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure.
I hereby certify that I have read the above certification,and that the information and my statements provided herein
by me are true and correct to the best of my knowledge,and by my signature on this document,acknowledge my
understanding that any intentional or negligent misrepresentation or falsification of any of the information in this
document could subject me to punishment under federal and/or civil liability and/or In criminal penalties,including
but not limited to fine or imprisonment or both under Title 18,United States Code,Sec.1001,et seq.and punishment
under federal law.
Lowel Krueger
Printed Name Signature f T�
j'er
Executive Director AV-6 IttrZ
Title Dat
EXHIBIT E - COST CERTIFICATION
COST CERTIFICATION
I certify that:
1. I have authority and approval from the governing body on behalf of The Housing Authority of the City of Yakima
("Grantee")to accept proceeds from the City of Yakima(the"City")per the Agreement by and between the City
and Grantee from the City's allocation of the Coronavirus Local Fiscal Recovery Fund("CLFR")as created by the
American Rescue Plan Act of 2021, Section 9901 ("ARPA") for eligible expenditures included on the
corresponding invoice voucher for report period March 3,2021 through December 31,2024,
2. I understand that as additional federal guidance becomes available, an amendment to the Contract between
the City and Grantee may become necessary and agree to execute necessary amendments.
3. I understand the City will rely on this certification as a material representation in processing reimbursements or
payment requests.
4. I understand the Grantee receiving funds pursuant to this certification shall retain documentation of all uses of
the funds, including but not limited to invoices and/or sales receipts in a manner consistent with §200.333
Retention requirements for records of 2 CFR 200 Uniform Administrative Requirements, Cost Principles, and
Audit Requirements for Federal Awards(Uniform Guidance). Such documentation shall be produced to the City
upon request and may be subject to audit by the State Auditor.
5. i understand any funds provided pursuant to this certification cannot be used for expenditures for which
Grantee has received any other funding whether state,federal or private in nature,for that same_unease.
I hereby certify that I have read the above certification,and that the Information and my statements provided herein
by me are true and correct to the best of my knowledge,and by my signature on this document,acknowledge my
understanding that any intentional or negligent misrepresentation or falsification of any of the information in this
document could subject me to punishment under federal and/or civil liability and/or In criminal penalties,including
but not limited to fine or imprisonment or both under Title 18,United States Code,Sec.1001,et seq.and punishment
under federal law.
"1/1
Lowe!Krueger _—
Printed Name ,, Signature
Exe iyeDirector I
Title Date/601.1
,-,'--Trikl. . . ki:',„
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. 7.L.
For Meeting of: September 3, 2024
ITEM TITLE: Resolution authorizing a contract with Yakima Housing Authority for
expenditure of unused funds for the Fruitvale Housing Project CHIP
Grant and Revision of Scope of Work
SUBMITTED BY: Bill Preston, Community Development Director
SUMMARY EXPLANATION:
On September 20, 2022, City Council adopted a Resolution to enter into an agreement with the
Department of Commerce and accept an award of$299,771 for the Connecting Housing to Infrastructure
Program (CHIP) grant to financially assist the Yakima Housing Authority (YHA) with sewer and water
system development charges for their new affordable housing project (Fruitvale Housing). Subsequently,
Council adopted a Resolution on November 15, 2022, to enter into a contract agreement with YHA for
this project.
To date, YHA has used $164,459.08 of the funds awarded through this grant for use towards system
development charges (i.e. utility connection permitting fees). No additional utility connection permit fees
are anticipated to be incurred which leaves $135,311.92 in unused funds. YHA has approached the City
and Commerce with the desire to use the remaining funds for soft costs related to utility infrastructure
improvements which is allowable under the CHIP guidelines.
The Resolution and contract include a revision to the scope of work that was detailed in the original
contract between the City of Yakima and YHA to include utility infrastructure improvements as part of the
work that will be completed and submitted for reimbursement. This contract does not affect the amount
awarded to the City for this grant nor will it incur any expenses to the City.
ITEM BUDGETED: Yes
STRATEGIC PRIORITY 24-25: A Resilient Yakima
RECOMMENDATION: Adopt Resolution.
ATTACHMENTS:
RESOLUTION with YHA_Fruitvale.docx
CHIP Contract_YHA- Fruitvale.pdf
137