Contract - 12-12-2017 - 9156 - Addendum #3 to Grantee Agreement: Cowlitz County and Emergency Support Shelter - Shelter Support.AS -9156
BOCC Agenda
Meeting Date: 12/12/2017
Motion Items 7.
Addendum #3 to Grantee Agreement: Cowlitz County & Emergency Support Shelter - Shelter Support
Submitted For: Chris DesRosier, Health /Human Services
Submitted By: Marie Dang, Health /Human Services
Department: Health /Human Services
Information
Subject and Summary Statement
On August 24, 2016, Cowlitz County issued an Invitation for Proposals to Renew Contracts to identify
service providers to assist Cowlitz County with implementing its Ten Year Plan to End Homelessness, as
amended. In response to the Invitation for Proposals, Emergency Support Shelter submitted a 2017
Project Proposal Renewal Application dated September 7, 2016. The proposal amended the original
contract dated February 10, 2015.
The purpose of Addendum #3 is to add funding in the amount of $30,375 and for the period January 1,
2018 through June 30, 2018.
Prior BoCC approval November 8, 2016.
Will Staff Attend Y / N
Yes
Department Recommendation
It is the recommendation of the Cowlitz County Health and Human Services that the Cowlitz County
Board of Commissioners move to approve this addendum #3 with Emergency Support Shelter.
Fiscal Impact
Expenditure Required $: 30,375
Budget Sufficient Y -N: Y
Amendment Required Y -N: N
Source of Funds - Fund /Dept.: 18401/075100
Grant Y -N:
ESS H &HS #3
ESS H &HS #2
N
Attachments
Form Review
Inbox Reviewed By Date
Carole Harrison Carole Harrison 12/0612017 08:57 AM
Dana Gigler Dana Gigler 1210712017 09:19 AM
THIRD ADDENDUM TO GRANTEE AGREEMENT
BETWEEN COWLITZ COUNTY AND
EMERGENCY SUPPORT SHELTER
COWLITZ COUNTY HOMELESS GRANT PROGRAM
RE: DOMESTIC VIOLENCE SHELTER OPERATIONS
This Addendum shall be attached to and made a part of the agreement between COWLITZ
COUNTY (County) and EMERGENCY SUPPORT SHELTER (Grantee), dated February 10, 2015, as
previously amended.
WHEREAS, the referenced agreement sets out the obligations of the parties with respect to
expenditure of Document Recording Fees authorized by RCW 36.22.178 (Affordable Housing), RCW
36.22.179 (Homeless Assistance) and RCW 36.22.3179 (Home Security Fund), which funds must be
used to address the causes and results of homelessness; and
WHEREAS, from time -to -time, Cowlitz County awards these funds to local agencies for projects
that meet goals established in the Cowlitz County Plan to End Homelessness, adopted by the Board of
Commissioners in February 2007, as amended; and
WHEREAS, on August 24, 2016, Cowlitz County issued an Invitation for Proposal to Renew
Contracts to identify service providers for 2017 to assist Cowlitz County implement its Ten Year Plan to
End Homelessness, as amended; and
WHEREAS, in response to the Invitation for Proposal, Emergency Support Shelter submitted a
2017 Project Proposal Renewal Application dated September 7, 2016; and
WHEREAS, County has determined that the purpose and intent of Grantee's Project Proposal, in
association with the goals established in the Cowlitz County Plan to End Homelessness, will be fulfilled
with Grantee's proposal; and
NOW, THEREFORE, for and in consideration of the mutual covenants and promises, for the
mutual benefit of the parties, and in the best public interest, the Agreement is hereby amended as follows:
3. BUDGET & COMPENSATION
County will pay Grantee for work performed in accordance with this Agreement as follows:
A. For the period of January 1, 2015 through December 31, 2015, County will pay to
Grantee an amount not to exceed Sixty Seven Thousand Five Hundred and no /100
Dollars ($67,500) for eligible costs and expenses incurred for the Project.
B. For the period of January 1, 2016 through December 31, 2016, County will pay to
Grantee an amount not to exceed Sixty Thousand Seven Hundred Fifty and no /100
Dollars ($60,750) for eligible costs and expenses incurred for the Project.
C. For the period of January 1, 2017 through December 31, 2017, County will pay to
Grantee an amount not to exceed Sixty Thousand Seven Hundred Fifty and no /100
Dollars ($60,750) for eligible costs and expenses incurred for the Project.
D. For the period of January 1, 2018 through June 30, 2018, County will pay to Grantee an
amount not to exceed Thirty Thousand Three Hundred Seventy Fifty and no /100 Dollars
30,375) for eligible costs and expenses incurred for the Project.
E. From time -to -time, County may require from Grantee a detailed budget of expenses
related to the Project. Grantee will provide such supplementary budget information in a
timely fashion in the form and content prescribed by County. Any amendments to the
Emergency Support Shelter Addendum # 3 1 of 2
Project budget must first be determined by County as consistent with this contract and
then approved in writing by County and Grantee.
Except as amended, supplemented or modified above, all other terms and conditions of the
Agreement dated February 10, 2015, shall otherwise remain in full force and effect.
CONTRACTOR: BOARD OF COUNTY COMMISSIONERS
OF COWLITZ COUNTY, WASHINGTON
Signature Joe Gardner, Chairman
Print name: Dennis P. Weber, Commissioner
ExeeutivQ If2 +br ,Cod
Title: R,T_, Commissioner
ATTEST: ;; Approved as to form:
Tiffan strehV, Clerk of the Board Prosecuting ANorney
2,11, -/-/, 12 -7 -/7
Emergency Support Shelter Addendum # 3 2 of 2
SECOND ADDENDUM TO GRANTEE AGREEMENT
BETWEEN COWLITZ COUNTY AND
EMERGENCY SUPPORT SHELTER
COWLITZ COUNTY HOMELESS GRANT PROGRAM
RE: DOMESTIC VIOLENCE SHELTER OPERATIONS
This Addendum shall be attached to and made a part of the agreement between COWLITZ
COUNTY (County) and EMERGENCY SUPPORT SHELTER (Grantee), dated February 10, 2015,
previously amended on February 9, 2016.
WHEREAS, the referenced agreement sets out the obligations of the parties with respect to
expenditure of Document Recording Fees authorized by RCW 36.22.178 ((Affordable Housing), RCW
36.22.179 (Homeless Assistance) and RCW 36.22.3179 (Home Security Fund), which funds must be used
to address the causes and results of homelessness; and
WHEREAS, from time -to -time, Cowlitz County awards these funds to local agencies for projects
that meet goals established in the Cowlitz County Plan to End Homelessness, adopted by the Board of
Commissioners in February 2007, as amended; and
WHEREAS, on August 24, 2016, Cowlitz County issued an invitation for Proposal to Renew
Contracts to identify service providers for 2017 to assist Cowlitz County implement its Ten Year Plan to
End Homelessness, as amended; and
WHEREAS, in response to the Invitation for Proposal, Emergency Support Shelter submitted a
2017 Project Proposal Renewal Application dated September 7, 2016; and
WHEREAS, County has determined that the purpose and intent of Grantee's Project Proposal, in
association with the goals established in the Cowlitz County Plan to End Homelessness, will be fulfilled
with Grantee's proposal; and
NOW, THEREFORE, for and in consideration of the mutual covenants and promises, for the
mutual benefit of the parties, and in the best public interest, the Agreement is hereby amended as follows:
I. PURPOSE
The purpose of this Agreement is to define the terms and conditions by which the parties
will cooperate to expend County Document Recording Fees and /or Commerce Grant
funds for support of a Domestic Violence Shelter program, as more specifically described
in Grantee's Project Proposal dated December 15, 2014 (hereinafter "Project "), as
amended February 9, 2016 and the 2017 Project Proposal Renewal Application dated
September 7, 2016.
3. BUDGET & COMPENSATION
County will pay Grantee for work performed in accordance with this Agreement as
follows:
A. For the period of January 1, 2015 through December 31, 2015, County will pay to
Grantee an amount not to exceed Sixty Seven Thousand Five Hundred and no /100
Dollars ($67,500) for eligible costs and expenses incurred for the Project.
SECOND ADDENDUM TO GRANTEE AGREEMENT Page l
EMERGENCY SUPPORT SHELTER
DOMESTIC VIOLENCE SHELTER
B. For the period of January 1, 2016 through December 31, 2016, County will pay to
Grantee an amount not to exceed Sixty Thousand Seven Hundred Fifty and
no /100 Dollars ($60,750) for eligible costs and expenses incurred for the Project.
C. For the period of January 1, 2017 through December 31, 2017, County will pay to Grantee
an amount not to exceed Sixty Thousand Seven Hundred Fifty and no /100 Dollars
60,750) for eligible costs and expenses incurred for the Project.
D. From time -to -time, County may require from Grantee a detailed budget of
expenses related to the Project. Grantee will provide such supplementary budget
information in a timely fashion in the form and content prescribed by County. Any
amendments to the Project budget must first be determined by County as
consistent with this contract and then approved in writing by County and Grantee.
Except as amended, supplemented or modified above, all other terms and conditions of the
Agreement dated February 10, 2015, amended February 9, 2016, shall otherwise remain in full force and
effect.
woe Gardner, Commissioner
Approved as t
d ,
Douglas Ff Jetsen, Chief Civil
Deputy o cuting Attorney
SECOND ADDENDUM TO GRANTEE AGREEMENT
EMERGENCY SUPPORT SHELTER
DOMESTIC VIOLENCE SHELTER
EMERGENCY SUPPORT SHELTER
1 2eerri Ed202d
Sherrie Tinoco, Executive Director
Attest:
Tiffany str u , Clerk of the Board
11 -6 /i
Page 2
FIRST ADDENDUM TO GRANTEE AGREEMENT
BETWEEN COWLITZ COUNTY AND
EMERGENCY SUPPORT SHELTER
COWLITZ COUNTY HOMELESS GRANT PROGRAM
RE: DOMESTIC VIOLENCE SHELTER OPERATIONS
This Addendum shall be attached to and made a part of the agreement between COWLITZ
COUNTY (County) and EMERGENCY SUPPORT SHELTER Grantee), dated February 10, 2015.
WHEREAS, the referenced agreement sets out the obligations of the parties with respect to
expenditure of Document Recording Fees authorized by RCW 36.22.178 (Affordable Housing), RCW
36.22.179 (Homeless Assistance) and RCW 36.22.3179 (Home Security Fund), which funds must be
used to address the causes and results of homelessness; and
WHEREAS, FROM TIME -TO -TIME, COWLITZ County awards these funds to local agencies for
projects that meet goals established in the Cowlitz County Plan to End Homelessness, adopted by the
Board of Commissioners in February 2007, as amended; and
WHEREAS, on October 16, 2015, Cowlitz County issued an Invitation for Proposal to Renew
Contracts to identify service providers for 2016 to assist Cowlitz County implement its Ten Year Plan to
End Homelessness, as amended; and
WHEREAS, in response to the Invitation for Proposal, Emergency Support Shelter submitted a
2016 Project Proposal Renewal Application dated October 21, 2015; and
WHEREAS, County has determined that purpose and intent of Grantee's Project Proposal, in
association with the goals established in the Cowlitz County Plan to End Homelessness, will be fulfilled
with Grantee's proposed amendments to its scope of work and that sufficient funding is available to allow
for Grantee's budgetary amendments to the Project Proposal; and
NOW, THEREFORE, for and in consideration of the mutual covenants and promises, for the
mutual benefit of the parties, and in the best public interest, the Agreement is hereby amended as follows:
1. PURPOSE
The purpose of this Agreement is to define the terms and conditions by which the parties will
cooperate to expend County Document Recording Fees and /or Commerce Grant funds for
support of a Domestic Violence Shelter program, as more specifically described in Grantee's
Project Proposal dated December 15, 2014 (hereinafter "Project ") and the 2016 Project Proposal
Renewal Application dated October 21, 2015.
3. BUDGET & COMPENSATION
County will pay Grantee for work performed in accordance with this Agreement as follows:
A. For the period of January 1, 2015 through December 31, 2015, County will pay to
Grantee an amount not to exceed Sixty Seven Thousand Five Hundred and no /100
Dollars ($67,500) for eligible costs and expenses incurred for the Project.
B. For the period of January 1, 2016 through December 31, 2016, County will pay to
Grantee an amount not to exceed Sixty Thousand Seven Hundred Fifty and no /100
Dollars ($67,500) for eligible costs and expenses incurred for the Project.
C. From time -to -time, County may require from Grantee a detailed budget of expenses
related to the Project. Grantee will provide such supplementary budget information in a
timely fashion in the form and content prescribed by County. Any amendments to the
Project budget must first be determined by County as consistent with this contract and
then approved in writing by County and Grantee.
Except as amended, supplemented or modified above, all other terms and conditions of the
Agreement dated February 10, 2015, shall otherwise be in full force and effect.
RELIGIOUS OR FAITH -BASED ORGANIZATION CERTIFICATE
This form must be signed by the representative or person with authority to execute a contract document.
On behalf of the Religious and /or Faith Based organization and all affiliates of the Applicant (hereinafter
Applicant "), 1 /(We) hereby certify that the Applicant will comply with the requirements list below:
Services developed will be made available for the use of program beneficiaries and will be made
available to all persons regardless of religious affiliations or beliefs;
1 /(We) will not use public funds to support any inherently religious activities: such as worship,
religious instruction or proselytizing;
1 /(We) will not use public funds for the acquisition, construction or rehabilitation of structures to
the extent that those structures are used for inherently religious activities.
I /(We) hereby certify that all statements 1 /(We) have provided in this Certification are true; that I am
authorized to sign this application and to make these statements on behalf of the applicant organization;
and that the organization understands that misrepresentation of any facts which lead to the improper
allocation and expenditure of public funds may result in legal action against the organization for retrieval
of any such funds and appropriate penalties.
Agency Name
DOES NOT APPLY
BIDDER CERTIFICATION OF INTEREST,
NON - COLLUSION, NO CONFLICTS & DEBARMENT
REQUEST FOR CONTRACT RENEWAL
To: Board of Cowlitz County Commissioners
c/o Cowlitz County Administrative Services
County Administration Building
207 North 4'" Avenue, Room 308
Kelso, WA 98626
1) The undersigned declares that, consistent with the proposal submitted with this Response Form,
he /she /they /it desires to enter into an agreement with Cowlitz County for services to be rendered.
2) The undersigned is duly authorized to submit the enclosed proposal.
3) That no director, officer, agent or employee of Cowlitz County is personally interested directly or
indirectly in this work or the compensation to be paid hereunder and that no representation,
statement or statements, oral or in writing, of the County, its Directors, officers, agents or
employees induced us to submit this proposal.
4) As an authorized representative of the Bidder, I do hereby certify that said person(s), firm,
association or corporation has (have) not, either directly or indirectly, entered into any agreement,
participated in any collusion, or otherwise taken any action in restraint of free competitive bidding
in connection with the project for which this proposal is submitted.
5) 1 further certify that, except as noted below, the firm, association or corporation or any person in a
controlling capacity associated therewith or any position involving the administration of federal
funds; is not currently under suspension, debarment, voluntary exclusion or determination of
eligibility by any federal agency; has not been suspended, debarred, voluntarily excluded or
determined ineligible by any federal agency within the past three (3) years; does not have a
proposed debarment pending; and has not been indicted, convicted or had a civil judgment
rendered against said person, firm association or corporation by a court of competent jurisdiction
in any matter involving fraud or official misconduct within the past three (3) years.
6) 1 FURTHER ACKNOWLEDGE THAT BY SIGNING THE SIGNATURE PAGE OF THE Renewal
Application, I am deemed to have signed and have agreed to the provisions of this affidavit.
Note: Exceptions will not necessarily result in denial of award, but will be considered in determining bidder
responsibility. For any exception noted, indicate above to whom it applies, initiating agency and dates of action.
Providing false information may result in criminal prosecution or administrative sanctions.
A suspending or debarring official may grant an exception permitting a debarred, suspended or excluded person to
participate in a particular transaction upon a written determination by such official stating the reason(s) for deviating
from the Presidential policy established by Executive Order 12549." (49 CFR Part 29 Section 29.215)
Agency Name
Signature of Authorized Representative:
Printed name Title
Signature Date
GRANTEE AGREEMENT
COWLITZ COUNTY HOMELESS GRANT PROGRAM
AGREEMENT made this day of February, 2015, by and between Emergency Support
Shelter, hereinafter referred to as "Grantee" and Cowlitz County, hereinafter referred to as "County".
WHEREAS, Cowlitz County is eligible for and receives document recording fees authorized by
RCW 36.22.178 (Affordable Housing), RCW 36.22.179 (Homeless Assistance) and RCW 3622.3179
Home Security Fund) which funds must be used to address the causes and results of homelessness.
From time -to -time, Cowlitz County awards these funds to local agencies for projects that meet goals
established in the Cowlitz county Plan to End Homelessness, adopted by the Board of Commissioners in
February 2007, as amended December 2010; and
WHEREAS, County applied for and received a Consolidated Homeless Grant (CHG) award from
the Washington State Department of Commerce, Community Services and Housing Division, Housing
Assistance Unit, hereinafter referred to as "Commerce "; and
WHEREAS, County applied for and received an Emergency Solutions Grant (ESG) award from
the Washington State Department of Commerce, Community Services and Housing Division, Housing
Assistance Unit, hereinafter referred to as "Commerce "; and
WHEREAS, Grantee responded to an Invitation for a Proposal to Renew Contracts for Projects to
Address Homelessness in Cowlitz County issued by the County on December 3, 2014 and Grantee has
indicated a willingness to develop and administer the program described herein; and
WHEREAS, County accepts the proposal submitted by Grantee, which proposal is attached
hereto as Attachment A and by this reference made a part of this Agreement; and
WHEREAS, County intends to fund said project with the aforementioned document recording
fees and /or Commerce grants.
NOW THEREFORE, in consideration of the terms, conditions and covenants contained herein,
and the documents attached and incorporated and made a part hereof, the parties agree as follows:
1. PURPOSE
The purpose of this Agreement is to define the terms and conditions by which the parties will cooperate to
expend County Document Recording Fees and /or Commerce Grant funds for operational support of
Emergency Support Shelter and its programs, as more specifically described in Grantee's Project
Proposal dated December 15, 2014 (hereinafter "Project ").
2. RESPONSIBILITIES OF GRANTEE
Grantee will implement and manage the Project as more specifically described in its Project Proposal and
in accordance with the terms of this Agreement. The term of this Agreement is January 1, 2015 through
December 31, 2015. Upon mutual agreement the contract may be extended.
A. Grantee shall complete in a satisfactory and proper manner as determined by County the
tasks to accomplish the objectives of the Project. The Office of Administrative Services
shall administer this Agreement on behalf of the County, and Grantee shall perform the
required services to the satisfaction of that Office. Determination of satisfaction with
Grantee's services shall be based on reasonable and objective standards that are not
inconsistent with this Agreement. Grantee will periodically meet with County, or County's
designee, to review the status of these tasks.
B. Grantee will comply with all applicable laws, ordinances, codes, regulations and policies
of local, state and federal governments, as now adopted or as hereafter amended and
with other terms and conditions, that wholly or partially fund the Project. This provision
specifically includes, but is not limited to, record keeping and reports for program
monitoring and evaluation purposes, as may be established for purposes of carrying out
the program in an effective and efficient manner, including but not limited to use of the
Homeless Management Information System (HMIS).
C. Grantee shall prepare a monthly invoice, in a form approved by County in sufficient detail
so that reimbursement billings can be accepted and processed by County.
D. Grantee shall comply with all applicable local, state and federal licensing, accreditation
and registration requirements or standards necessary for the performance of this
Agreement.
E. Grantee shall be responsible for all payments accrued on account of payroll taxes,
unemployment contributions, the Grantee's income or gross receipts, any other taxes,
insurance or expenses for the Grantee or its staff.
3. BUDGET & COMPENSATION
County will pay Grantee for work performed in accordance with this Agreement as follows:
A. For the period of January 1, 2015 through December 31, 2015, County will pay to
Grantee an amount not to exceed Sixty Seven Thousand Five Hundred and no /100
Dollars ($67,500) for eligible costs and expenses incurred for the Project.
B. From time -to -time, County may require from Grantee a detailed budget of expenses
related to the Project. Grantee will provide such supplementary budget information in a
timely fashion in the form and content prescribed by County. Any amendments to the
Project budget must first be determined by County as consistent with this contract and
then approved in writing by County and Grantee.
4. BILLING PROCEDURES AND PAYMENT
A. Monthly Payments: Grantee will submit to County payment requests, not more than once
every thirty (30) days. Exceptions to the single monthly payment request can be made
by County on a case -by -case basis. If Grantee is required to enter client data into HMIS,
payment requests must include client data report(s) generated by HMIS utilizing a
template created by Commerce.
B. Reimbursement under this Agreement will be based on invoices, supported by
appropriate documentation of costs actually incurred. No payments in advance or in
anticipation of services or supplies to be provided under this Agreement shall be made by
County. Grantee will submit detailed information to support the reimbursement request in
accordance with budget categories established by County. It is expressly understood
that claims for reimbursement will not be submitted in excess of actual, immediate cash
requirements necessary to carry out the purposes of the Agreement.
Grantee will bill County only for services actually preformed and expenses incurred for
the Project. If Grantee is entitled to payment or has been or will be paid by any other
source, including grants for the same work, Grantee will not invoice the County for those
expenses.
Grantee is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its subgrantees.
C. Withholding Payment: In the event that County determines Grantee has failed to perform
any obligation under this Agreement within the times set forth in this Agreement, County
may withhold from amounts otherwise due and payable to Grantee the amount
determined by County as necessary to cure the default, until County determines that
such failure to perform has been resolved. Withholding under this clause shall not be
deemed a breach entitling Grantee to terminate this Agreement or receive an award for
damages, provided that County promptly gives notice in writing to Grantee of the nature
of the default or failure to perform and in no case more than ten (10) days after County
determines to withhold amounts otherwise due. A determination of County set forth in a
notice to Grantee of the action required and /or the amount required to resolve any
alleged failure to perform shall be deemed conclusive provided that such notice is not
inconsistent with the terms of this Agreement.
D. Final Payment: Final payment of any balance due Grantee will be made promptly upon
verification by County after the completion of the Project, contingent upon receipt of all
proper documentation and invoices for actual expenditures. Acceptance of such Final
Payment by Grantee shall constitute a release of all claims for payment, which Grantee
may have against County unless such claims are specifically reserved in writing and
transmitted to County by Grantee prior to its acceptance. Said Final Payment shall not,
however, be a bar to any claims that County may have against Grantee or to any
remedies County may pursue with respect to such claims.
E. No payments in advance of or in anticipation of goods or services to be provided under
this Agreement shall be made by County.
5. RESPONSIBILITIES OF COUNTY
Responsibilities of County include, but are not limited to:
A. County will assist Grantee with development of policies & procedures related to the
Project.
B. Grantee Monitoring: County shall conduct a risk assessment of Grantee at least once
during the term of this Agreement. Monitoring of Grantee may consist of on -site or
remote techniques and can be individualized based on results of the risk assessment
according to the County's monitoring policies and /or procedures and requirements of
Commerce.
6. REIMBURSEMENTS REPAYMENTS & RECAPTURE
In the event County is required to reimburse the State of Washington for any portion of the contract
proceeds, Grantee agrees to repay such amounts to County if such funds have been paid by County for
any portion of the Project. Repayment by Grantee under this recovery provision shall occur within thirty
30) days of demand.
Grantee understands and agrees that a request for reimbursement of funds pursuant to this Agreement
shall not be made until such funds are needed to pay eligible costs related to the Project.
This Agreement is contingent upon the County receiving said Document Recording Fees and /or
Commerce grants. Should the funds become unavailable or reduced for any reason, Grantee
understands and agrees that funding under this Agreement will cease or be reduced without advance
notice.
In the event that Grantee fails to perform in accordance with this Agreement or with state or federal laws,
County reserves the right to recapture funds in an amount that will compensate County for the
noncompliance in addition to any other remedies available at law or in equity. Repayment by Grantee
under this recapture provision shall occur within the time period specified by County. In the alternative,
County may recapture such funds from payments due to Grantee under this Agreement.
ELIGIBLE USE OF FUNDS
Funding awarded under this Agreement may only be used for eligible activities and expenses as
authorized by RCW 36.22.178 (Affordable Housing), RCW 36.22.179 (Homeless Assistance) and RCW
36.22.3179 (Home Security Fund), as currently enacted or as may from time -to -time be amended.
8. REPORTING
Grantee must file accurate and timely reports to ensure reimbursement.
A. County requires submission of reports with invoices requesting reimbursement to ensure
timely, accurate and quality data is being entered into the state data warehouse in
accordance with the "Data Collection Directives" issued by Commerce. Reimbursements
to Grantee will not be made until data is accurate, timely and of high quality.
B. Grantee must use the Homeless Management Information System (HMIS) for data
collection and reporting purposes. Data must be collected in accordance with the Agency
Partner HMIS Agreement, previously executed by the parties.
9. INDEPENDENT CONTRACTOR
Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating or
establishing the relationship of employer /employee between the parties. Grantee shall at all times remain
an "independent contractor" with respect to the services to be performed under this Agreement. County
shall be exempt from payment of all Unemployment Compensation, FICA, retirement, life and /or medical
insurance and Workers' Compensation Insurance, as Grantee is an independent contractor.
10. SUBCONTRACTING AND ASSIGNMENTS
Grantee shall not subcontract any portion of the required services without County's prior written consent.
Grantee likewise shall not assign all or any portion of this Agreement without County's prior written
consent. Any purported assignment without this consent shall be void. Any consent granted by County
under this paragraph may be subject to such conditions, as County deems appropriate.
11. INSURANCE
Prior to undertaking any work under this Agreement, Grantee shall procure and maintain continuously for
the duration of this Agreement, insurance coverage as specified below:
A. Commercial General Liability Insurance Policy: Grantee shall provide a Commercial
General Liability Policy, including contractual liability, written on an occurrence basis,
adequate to protect against legal liability arising out of work to be performed under this
Agreement, but no less than $1,000,000 per occurrence.
B. Automobile Liability: In the event that performace pursuant to this Agreement involves
the use of vehicles, owned or operated by Grantee, automobile liability insurance shall be
required. The minimum limit for automobile liability is $1,000,000 per occurrence, using a
Combined Single Limit for bodily injury and property damage.
12. INDUSTRIAL INSURANCE COVERAGE
Grantee shall provide Industrial Insurance coverage for all of its employees involved in the performance
of this Agreement, as may be required by law.
13. INDEMNIFICATION /HOLD HARMLESS
A. Grantee shall defend, indemnify and hold County, the State of Washington and
Washington State Department of commerce, its officers, employees and authorized
agents, harmless from and against all claims arising out of or in any way related to this
Agreement and /or any acts or omissions of Grantee and /or its officers, employees,
agents, subcontractors or suppliers. Without limiting the generality of the foregoing,
Grantee's duty to defend, indemnify and hold harmless extends to: (i) any claim arising
out of or in any way related to this Agreement that involves or alleges any concurrent or
joint negligence on the part of County, the State or Commerce and Grantee and /or its
officers, employees, agents, subcontractors or suppliers; and (ii) any claim by or on
behalf of any of Grantee's officers or employees and solely to that extent the Grantee
waives its immunity under the industrial insurance laws (RCW Title 51). Grantee shall
have no duty to defend, indemnify or hold harmless with respect to any claim that arises
from the sole negligence of the County or the State of Washington or Department of
Commerce.
B. For the purpose of this paragraph, (i) "claim" means all claims, lawsuits, causes of action,
administrative actions, liabilities, damages, costs and attorney's fees; (ii) "County" means
Cowlitz County, its boards and commissions and all persons who were, who are or who
shall hereafter be an officer, employee or agent of Cowlitz County; (iii) "State' shall mean
the State of Washington, its boards and commissions and all persons who were, who are
or who shall hereafter be an officer, employee or agent; and (iv) "Commerce' shall mean
its boards and commissions and all persons who were, who are or who shall hereafter be
an officer, employee or agent of the Department.
C. When County is notified of a claim against it that is within the scope of Grantee's duties
under this paragraph, it shall give prompt written notice to Grantee. Grantee shall then
immediately begin to perform its duties hereunder, regardless of whether it believes the
claim is meritorious or not.
D. This paragraph shall survive the expiration and /or termination of this Agreement.
14. ORDER OF PRECEDENCE
In the event of an inconsistency in this Agreement, the inconsistency shall be resolved by giving
precedence in the following order:
A. Applicable federal and state statutes and regulations
B. Addenda to the Agreement, if any
C. Grantee Agreement
D. Special Terms & Conditions
E. Commerce Guidelines and Administrative Requirements, if applicable;
F. Grantee's Project Proposal
15. SUSPENSION or TERMINATION
A. County may suspend or terminate this Agreement if Grantee materially fails to comply
with any terms of this Agreement, which include, but are not limited to the following:
1. Failure to comply with any of the rules, regulations or provisions referred to
herein, or such statutes, regulations, executive orders and HUD guidelines,
policies or directives as may become applicable at any time;
2. Failure, for any reason, of Grantee to fulfill in a timely and proper manner its
obligations under this Agreement;
3. Ineffective of improper use of funds provided under this Agreement; or
4. Submission by Grantee to County reports that are incorrect or incomplete in any
material respect.
B. This Agreement may also be terminated for convenience by either County or Grantee, in
whole or in part, by setting forth the reasons for such termination, the effective date and
in the case of partial termination, the portion to be terminated. However, if in the case of
a partial termination, County determines that the remaining portion of the Agreement will
not accomplish the purpose for which the Agreement was made, County may terminate
the Agreement in its entirety.
16. FORCE MAJEURE
If either party is unable to perform any of its obligations under this Agreement as a direct result of an
unforeseeable event beyond the party's reasonable control, included buy not limited to an act of war, act
of nature (including but not limited to earthquake and flood), embargo, riot, sabotage, labor shortage or
dispute (despite due diligence), or governmental restriction imposed subsequent to execution of this
Agreement (collectively, a "force majeure event "), the time for performance shall be extended by the
number of days directly attributable to the force majeure event. Both parties agree to use their best
efforts to minimize the effects of such failure or delays.
17. PERFORMANCE WAIVER
Waiver of any default or breach shall not be deemed to be a waiver or any subsequent default or breach.
Any waiver shall not be construed to be a modification of the terms of this Agreement unless stated to be
such in writing and signed by the parties.
18. ASSIGNMENT
Grantee shall not assign or transfer any interest in this Agreement without the prior written consent of
County; provided such consent shall not be unreasonably withheld.
19. ATTORNEYS' FEES
Unless expressly permitted under another provision of the Agreement, in the event of litigation or other
action brought to enforce Agreement terms, each party agrees to bear its own attorney's fees and costs.
20. AMENDMENTS
This 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.
21. CONFORMANCE
If any provision of this 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.
22. SEVERABILITY AND CAPTIONS
If any provision of the Agreement is determined to be unenforceable or invalid for any reason, the parties
agree that all other remaining provisions of this Agreement will continue in full force without being
impaired or invalidated in any way. The parties agree to replace any invalid provision with a valid
provision that most closely approximates the intent and economic effect of the invalid provisions. The
captions in this Agreement are for convenience only and do not in any way limit or amplify particular
provisions.
23. SURVIVAL
The terms, conditions and warranties contained in this Agreement that by their sense and context are
intended to survive the completion of the performance, cancellation or termination of this Agreement shall
so survive.
24. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the parties for the use of funds received under
this Agreement and it supersedes all prior or contemporaneous communications and proposals, whether
electronic, oral or written between the parties with respect to this Agreement. No oral agreement or
conversation with any official, employee or agent of County either before or after execution of this
Agreement, shall affect, modify or add to any of the terms or obligations contained in the contract
documents. Any such oral agreement or conversation shall be considered as unofficial information and in
no way binding upon County, unless subsequently put in writing.
25. APPLICABLE LAW AND VENUE
Grantee shall comply with all applicable laws in performing the work contemplated in this Agreement.
This Agreement shall be construed in accordance with the laws of the State of Washington. Any legal
dispute shall be filed in the courts of Cowlitz County, Washington.
26. NOTICES
All communications, notices and demands of any kind which any party requires or desires to give to any
of the other parties shall be in writing and either served on the following individual or deposited in the U.S.
Mail, certified mail, postage prepaid, return receipt requested and addressed as follows:
Notices to County should be sent to:
Cowlitz County Board of Commissioners
207 N. 4" Avenue, Room 305
Kelso, WA 98626
Copy to: Chief Civil Deputy Prosecuting Attorney
Attention: Douglas E. Jensen (or successor)
Cowlitz County Prosecuting Attorney
312 South 1s'Ave
Kelso, WA 98626
Copy to: Cowlitz County Administrative Service Department
Attn.: Claire J. Hauge, Finance Director (or successor)
207 N. 4" Avenue, Room 308
Kelso, WA 98626
Notices to Grantee should be sent to:
Sherrie Tinoco, Executive Director
Emergency Support Shelter
1330 11'" Avenue
Longview, WA 98632
SPECIAL TERMS AND CONDITIONS
1. DEFINITIONS
As used throughout this Agreement, the following terms shall have the meaning set forth below:
A. "Commerce' shall mean the Department of Commerce.
B. "County" shall mean Cowlitz County, its officers, officials and employees.
C. "Grantee' shall mean Emergency Support Shelter, its officers, officials and employees or
any authorized subcontractors who perform all or part of the services under this
Agreement.
D. "State" shall mean the state of Washington.
E. "Personal Information" shall mean information identifiable to any person, including but not
limited to, information that relates to a person's name, health, finances, education,
business, use or receipt of governmental services or other activities, addresses,
telephone numbers, social security numbers, driver license numbers, other identifying
numbers and any financial identifiers.
2. PROHIBITIONS
Grantee shall not require eligible clients to participate in a religious service as a condition of receiving
services. Grantee agrees that funds provided under this Agreement will not be utilized for inherently
religious activities prohibited by 24 CFR 570.2000), such as worship, religious instruction or
proselytization.
3. AMERICANS WITH DISABILITIES ACT (ADA) OF 1990 PUBLIC LAW 101 -336, also referred to
as the "ADA" 28 CFR Part 35
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.
4. AUDIT
A. General Requirements
Grantee is to procure audit services based on the following guidelines:
1. Grantee shall maintain its records and accounts so as to facilitate the audit
requirement and shall maintain auditable records.
2. Grantee is responsible for any audit exceptions incurred by its own organization.
County reserves the right to recover from Grantee all disallowed costs resulting
from the audit.
3. Responses to any unresolved management findings and disallowed or
questioned costs shall be included with the audit report. The Grantee must
respond to County's requests for information or corrective action concerning
audit issues within thirty (30) days of the date of request.
B. State Fund Reauirements
1. If 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 certified public accountant selected by the Grantee. In any case, the Grantee's
financial records must be available for review by County and /or Commerce.
2. Grantee shall include the audit requirements in any sub - grantees.
C. Documentation Reauirements
1. Grantee must send a copy of the audit report described above no later than nine
9) months after the end of Grantee's fiscal year(s) to: Cowlitz County Office of
Financial Management, County Administration Building, 207 4'h Ave N., Suite 308
Kelso, WA 98626. In addition to sending a copy of the audit, when applicable,
Grantee must include:
2. Corrective action plan for audit findings within two (2) months of the audit being
received by County; and /or
3. Copy of the Management Letter.
4. If Grantee is required to obtain a Single Audit because of Circular A -133
requirements, no other report is required.
5. ACCOUNTING STANDARDS
Grantee agrees to comply with 24 CFR 84.21 -28 and agrees to adhere to the accounting principles and
procedures required therein, utilize adequate internal controls, and maintain necessary source
documentation for all costs incurred.
6. DUPLICATION OF COST
Grantee certifies that work to be performed under this Agreement does not duplicate any work to be
charged against any other contract, subcontract or other source.
CONFIDENTIALITY/ SAFEGUARDING OF INFORMATION
A. "Confidential Information" as used in this section includes:
1. All material provided to Grantee by Commerce and /or DSHS and /or County that is
designated as "confidential ";
2. All material produced by Grantee that is designated as "confidential' by Commerce
and /or DSHS and /or County, and
3. All personal information in the possession of Grantee that may not be disclosed
under state or federal law. "Personal information' includes, but is not limited to,
information related to a person's name, health, finances, education, business, use
of government services, addresses, telephone numbers, social security number,
driver's license number and other identifying numbers, and "Protected Health
Information' under the federal Health Insurance Portability and Accountability Act
of 1996 (HIPAA).
B. Grantee shall comply with all state and federal laws related to the use, sharing, transfer
sale or disclosure of Confidential Information. Grantee shall use Confidential
Information solely for the purposes of this Agreement and shall not use, share, transfer,
sell or disclose any Confidential Information to any third party except with the prior
written consent of County or as may be required by law. Grantee shall take all
necessary steps to assure that confidential information is safeguarded to prevent
unauthorized use, sharing, transfer, sale or disclosure of confidential information or
violation of any state or federal laws related thereto. Upon request, Grantee shall
provide County with its policies and procedures on confidentiality. County may require
changes to such policies and procedures as they apply to this Agreement whenever
County reasonably determines that changes are necessary to prevent unauthorized
disclosures. Grantee shall make the changes within the time period specified by
County. Upon request, Grantee shall immediately return to County any confidential
information that County reasonably determines has not been adequately protected by
Grantee against unauthorized disclosure.
C. Unauthorized Use or Disclosure: Grantee shall notify County within five (5) working days
of 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.
8. RECORDS MAINTENANCE
A. Grantee shall maintain all books, records, documents, data and other evidence relating to
this Agreement and performance of the services described herein, including but not
limited to accounting procedures and practices which sufficiently and properly reflect all
direct and indirect costs of any nature expended in the performance of this Agreement.
Grantee shall retain such records for a period of six (6) years following the date of final
payment or completion of audit, whichever is later.
B. If any litigation, claim or audit is started before the expiration of the six (6) year period,
the records shall be retained until all litigation, claims, or audit findings involving the
records have been finally resolved.
9. REGISTRATION WITH DEPARTMENT OF REVENUE
If required by law, Grantee shall complete registration with the Washington State Department of Revenue.
10. RIGHT OF INSPECTION
At no additional cost all records relating to Grantee's performance under this Agreement shall be subject
at all reasonable times to inspection, review, and audit by County and /or Commerce, the Office of the
State Auditor and the federal and state officials so authorized by law, in order to monitor and evaluate
performance, compliance and quality assurance under this Agreement. Grantee shall provide access to
its facilities and employees for this purpose.
11. 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 Agreement and prior to normal completion, County may terminate the Agreement
under the "Termination for Convenience' clause, without the ten business -day notice requirement. In lieu
of termination, the Agreement may be amended to reflect the new funding limitations and conditions.
12. CONFLICT OF INTEREST
A. No member of County's governing body and no other public official of such locality, who
exercises any functions or responsibilities in connection with the planning or carrying out
of Project, shall have any personal financial interest, direct or indirect, in this Agreement,
and Grantee shall take appropriate steps to assure compliance.
13. ETHICS /CONFLICTS OF INTEREST
In performing under this Agreement, Grantee shall assure compliance with the Ethics in Public Service
Act (Chapter 42.52 RCW) and any other applicable state or federal law related to ethics or conflicts of
interest.
14. CERTIFICATION REGARDING DEBARMENT SUSPENSION INELIGIBILITY AND
VOLUNTARY EXCLUSION
Grantee certifies, by signing this Agreement that, Grantee or any person in a controlling capacity
associated therewith or any position involving the administration of federal funds; is not currently under
suspension, debarment, voluntary exclusion or determination of eligibility by any federal agency; has not
been suspended, debarred, voluntarily excluded or determined ineligible by any federal agency within the
past three (3) years; does not have a proposed debarment pending; and has not been indicted, convicted
or had a civil judgment rendered against said person, firm, association or corporation by a court of
competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years.
If Grantee is unable to provide such certification, Grantee shall provide County with a written explanation.
Grantee further agrees by signing this Agreement that it will not knowingly enter into agreements to
perform work under this Agreement with any subcontractors or persons who are debarred, suspended,
declared ineligible or voluntarily excluded from participation.
15. COPYRIGHT
If this Agreement results in any copyrightable material or inventions, County reserves the right to royalty -
free, non - exclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others
to use, the work or materials for governmental purposes.
16. LAWS
Grantee shall comply with all applicable laws, ordinances, codes, regulations and policies of local and
state and federal governments, as now adopted or hereafter amended including, but not limited to:
Washington State Laws and Regulations
A. Affirmative Action, RCW 41.06.020 (11).
B. Boards of Directors or Officers of Non - profit Corporations — Liability — Limitations, RCW
4.24.264.
C. Disclosure- Campaign Finances, Lobbying, Chapter 42.17 RCW.
D. Discrimination -Human Rights Commission, Chapter 49.60 RCW.
E. Ethics in Public Service, Chapter 42.52 RCW.
F. Office of Minority and Women's' Business Enterprises, Chapter 39.19 RCW and Chapter
326 -02 WAC.
G. Open Public Meetings Act, Chapter 42.30 RCW.
H. Public Records Act, Chapter 42.56 RCW.
1. State Budgeting, Accounting and Reporting system, Chapter 43.88 RCW.
17. NONCOMPLIANCE WITH NONDISCRIMINATION LAWS
During the performance of this Agreement, Grantee shall comply with all federal, state and local
nondiscrimination laws, regulations and policies. In the event of Grantee's non- compliance or refusal to
comply with any nondiscrimination law, regulation or policy, this Agreement may be rescinded, canceled
or terminated in whole or in part. Grantee shall, however, be given a reasonable time in which to cure
this noncompliance.
18. POLITICAL ACTIVITIES
Political activity of Grantee's employees and officers are limited by the State Campaign Finances and
Lobbying provisions of Chapter 42.17 RCW and the Federal Hatch Act, 5 USC 1501 — 1508.
No funds may be used under this Agreement to work for or against ballot measures or for or against the
candidacy of any person for public office.
19. PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION
The funds provided under this 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 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.
RELIGIOUS OR FAITH -BASED ORGANIZATION CERTIFICATE
This form must be signed by the representative or person with authority to execute a contract document.
On behalf of the Religious and /or Faith Based organization and all affiliates of the Applicant (hereinafter
Applicant'), I /(We) hereby certify that the Applicant will comply with the requirements list below:
Services developed will be made available for the use of program beneficiaries and will be made
available to all persons regardless of religious affiliations or beliefs;
1 /(We) will not use public funds to support any inherently religious activities: such as worship,
religious instruction or proselytizing;
I(We) will not use public funds for the acquisition, construction or rehabilitation of structures to the
extent that those structures are used for inherently religious activities.
1 /(We) hereby certify that all statements 1 /(We) have provided in this Certification are true; that I am
authorized to sign this application, and to make these statements, on behalf of the applicant organization;
and that the organization understands that misrepresentation of any facts which lead to the improper
allocations and expenditure of public funds may result in legal action against the organization for retrieval
of any such funds and appropriate penalties.
Agency Name
Signature of Authorized Representative:
Mii'SiTSTIM iia Title
Signature Date
BIDDER CERTIFICATION OF INTEREST,
NON - COLLUSION, NO CONFLICTS & DEBARMENT
REQUEST FOR CONTRACT RENEWAL
To: Board of Cowlitz County Commissioners
c/o Cowlitz County Administrative Services
County Administration Building
207 North 4'" Avenue, Room 308
Kelso, WA 98626
1. The undersigned declares that, consistent with the proposal submitted with this Response Form,
he /she /they /it desires to enter into an agreement with Cowlitz County for services to be rendered.
2. The undersigned is duly authorized to submit the enclosed proposal.
3. That no director, officer, agent or employee of Cowlitz County is personally interested directly or
indirectly in this work or the compensation to be paid hereunder, and that no representation,
statement or statements, oral or in writing, of the County, its Directors, officers, agents or
employees induced us to submit this proposal.
4. As an authorized representative of the Bidder, I do hereby certify that said person(s), firm,
association or corporation has (have) not, either directly or indirectly, entered into any agreement,
participated in any collusion, or otherwise taken any action in restraint of free competitive bidding
in connection with the project for which this proposal is submitted.
5. 1 further certify that, except as noted below, the firm association or corporation or any person in a
controlling capacity associated therewith or any position involving the administration of federal
funds; is not currently under suspension, debarment, voluntary exclusion, or determination of
eligibility by any federal agency; has not been suspended, debarred, voluntarily excluded or
determined ineligible by any federal agency within the past three (3) years; does not have a
proposed debarment pending; and has not been indicted, convicted or had a civil judgment
rendered against said person, firm, association or corporation by a court of competent jurisdiction
in any matter involving fraud or official misconduct within the past three (3) years.
6. 1 further acknowledge that by signing the signature page of the Renewal Application, I am
deemed to have signed and have agreed to the provisions of this affidavit.
Note: Exceptions will not necessarily result in denial of award, but will be considered in determining bidder
responsibility. For any exception noted, indicate above to whom it applies, initiating agency and dates of action.
Providing false information may result in criminal prosecution or administrative sanctions.
A suspending or debarring official may grant an exception permitting a debarred, suspended or excluded person to
participate in a particular transaction upon a written determination by such official stating the reason(s) for deviating
from the presidential policy established by Executive Order 12549." (49 CFR Part 29 Section 29.215)
Agency Name
Signature of Authorized Representative:
Printed Name Title
Signature Date