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19-117.00 Spokane County: 2019 CDBG Ella� iR-ifs AGREEMENT BETWEEN SPOKANE COUNTY AND IN CONJUNCTION WITH GRANT 1.Subrecipient 2.Contract Amount 3 Tax ID# REDACTED City of Spokane Valley $358,133 10210 East Sprague Avenue 4.DUNS/ 168240617 Spokane Valley,WA 99206 6.County's Representative 5.Subrecipient Representative Spokane County Community Services,Housing,and Community Development Mark Calhoun rim Crowley 10210 Fast Sprague Avenue Community Development Specialist 3 Spokane Valley,WA 99206 312 West 8 Ave' Phone Number:(509)720-5014 Spokane,WA 99_4 7.Subrecipient ID# 8.Original Grant ID# 9,Start Date 10.End Date CDBG 19-13 B19UC530004 07/01/19 06/30/20 11.Funding Source: & )Federal ) ) 12.Federal Funds(as applicable) FDA# Federal Agency: $358,133 14.218 HUD 13.Contractor Selection Process: 14.Contractor Type: (check all that apply or qualify) (check all that apply) ) ) Sole Source ) )Private Organization/Individual AEServices )x Public Organization/Jurisdiction Competitive Bidding VENDOR Pre-approved by Funder x SIJBRECIPIENT )Von-Profit ( ]•'or-Profit 15.Grant Purpose: Sidewalk Improvements Ella Road 16. COUNTY and the Subrecipient,as identified above,acknowledge and accept the terms of this Agreement and attachments and have executed this Agreement the date below to start as of the date and year referenced above.The rights and obligations of both parties to this Agreement are governed by this Agreement and the following other documents incorporated by reference:(1)Exhibit"A"-Application,and(2)Exhibit"B"-Assurances FOR THE SUBRECIPIIErrNT: FOR COUNTY: iWUAI' Calk— 7CZA9 4 St�ryre Da Stgnatu O Date Ma( k Ca(1t k Mart L•KOfu j NameName gakkr alictAzie Tie Title This document contains confidential tax information and has been redacted pursuant to RCW 82.32.330. You may petition for a review of our findings pertaining to any redacted or withheld documents pursuant to Spokane Valley Municipal Code (SVMC) 275.080; and obtain Judicial review pursuant to RCW 42.56.550 CDBG 19-13 Infrastructure Subrecipient Agreemern Page 1 of 22 COMMUNITY DEVELOPMENT BLOCK GRANT SUBRECIPIENT AGREEMENT (Government Entity) Project Number CDBG 19-13 This Subrecipient agreement, hereinafter referred to as the "Agreement", is executed by SPOKANE COUNTY, a political subdivision of the State of Washington, through its COMMUNITY SERVICES, HOUSING, AND COMMUNITY DEVELOPMENT DEPARTMENT (CSHCD), hereinafter referred to as the County and CITY OF SPOKANE VALLEY, a political subdivision of the State of Washington, whose address is 10210 EAST SPRAGUE AVENUE SPOKANE VALLEY, WA 99206, hereinafter referred to as the"Subrecipient", and together referred to as the "Parties" IN CONSIDERATION OF PROMISES MADE HEREIN AND THE MUTUAL BENEFIT DERIVED THEREFROM BY THE PARTIES MUTUALLY AGREE AS FOLLOWS: 1. PURPOSE 1 1. The purpose of this Agreement is the funding and completion of the project(s) identified as the Sidewalk Improvements, hereinafter referred to as the "Project", which is a federally funded project through the Community Development Block Grant (CDBG) program, hereinafter referred to as "CDBG", from the United States Department of Housing and Urban Development (HUD), hereinafter referred to as "HUD", (Catalog of Federal Domestic Assistance (CFDA)# 14.218). 1 2 Acceptance of the Spokane County 2015-2019 Housing and Community Development Consolidated Plan and 2019 Annual Action Plan by HUD and a contract between HUD and the County authorizing the County's Community Development Block Grant Program (hereinafter the "HUD Contract") is a condition precedent to the County's performance under this Agreement. 13 CDBG funds will provide for approximately fifty-five percent (55%) of the Engineering costs not to exceed Forty-Six Thousand Five Hundred Dollars ($46,500.00) and one hundred percent (100%) of the Construction costs, not to exceed Three Hundred Eleven Thousand Six Hundred Thirty-Three Dollars ($311,633 00), as identified in the budget pursuant to the terms of this Agreement. Only funds for the reimbursement of actual allowable costs will be disbursed to the Subrecipient. Arty funds allocated for the Project remaining after reimbursement to Subrecipient of all actual allowable costs pursuant to this Agreement shall be retained by the County 1 3.1 Engineering cost include construction management and may not exceed fifteen percent (15%) of the total construction costs 2. AGREEMENT AND EXHIBITS CDBG 19-13 Infrastructure Subrecipient Agreement Page 2 of 22 2.1. This Agreement shall consist of this Subrecipient Agreement and all exhibits (Exits A-G) that are referred to herein. Any exhibits, attachments or addenda referred to herein and/or attached to this Agreement and any Amendments hereto, are incorporated herein as if set forth in full 3. PERIOD OF PERFORMANCE 3.1 Contingent on the receipt of a notice to proceed from the County, this Agreement shall be effective July 1, 2019 and shall be completed no later than June 30, 2020 , hereinafter referred to as the "Project Period." 3.2. If the HUD Contract is not executed prior to July 1, 2019, or if for any other reason the effective beginning date of this Agreement is delayed, funding of this Agreement shall be delayed until a notice to proceed from the County is received by the Subrecipient The Subrecipient may not rely upon the County for payment of nor shall the County be obligated to reimburse the Subrecipient as a result of such delay in the availability of funds, for any costs incurred or written or oral commitments made by the Subrecipient prior to receipt of the notice to proceed from the County. 3 3 Except as stated herein, the Project Period may be changed only by amendment to this Agreement executed no less than forty-five (45) days in advance of the expiration date of this Agreement, acceptance of which amendment shall be within the sole discretion of the County. 4. SCOPE OF SERVICES 4.1 The Subrecipient will plan, administer and implement the Project as described in the Scope of Work, (Exhibit A), as amended, with supplemental forms, which are incorporated herein by reference as though fully set forth. The Subrecipient shall adhere to agreed-upon budgets, schedules, and commitments. 5. FUNDING 5.1 Funding Sources Funding sources under this Agreement are as follows Community Development Block Grant Funds $358,133 00 5.1.1 CFDA# 14.218—Community Development Block Grants/Entitlement 5 2. Maximum Funding Total maximum funding under this Agreement is Three Hundred Fifty-Eight Thousand One Hundred Thirty-Three Dollars and No Cents ($358,133.00) 6. REIMBURSEMENT AND REPORTS 6 1. Requests for Reimbursement. 6.1 1 The Subrecipient shall submit requests for reimbursement of actual allowable costs incurred by the Subrecipient in performance of this Agreement and in accordance with the Scope of Work, (Exhibit A) CDBG 19-13 Infrastructure Subrecipient Agreement Page 3 of 22 Requests for reimbursement must be accompanied by documentation substantiating eligibility of costs for which reimbursement is requested. The Subrecipient shall submit the final requests for reimbursement not later than fifteen (15) days of each month. The final request for reimbursement shall provide a reconciliation of actual revenue and expenses for the entire period of this Agreement. 6.1 2. Costs incurred prior to the effective date of or after the expiration date of this Agreement, ineligible costs, or unallowable costs, will not be reimbursed by the County, unless previously approved by the County and subject to this Agreement being signed by all parties. 6.1.3. Only those budget line items that appear in the Scope of Work, (Exhibit A), will be considered for reimbursement, and only in those percentages outlined in Section 1 6.1 4 The County does not except retainage bonds The Subrecipient may except a retainage bond, however, five percent (5%) retainage must be withheld from each draw request. Retainage is paid at the successful closeout with all required documentation, reviewed and approved by the County. 6.1 5 Revisions to the approved Subrecipient detailed line item budget, which require moving ten percent (10%) or less between budget categories must be submitted in writing and require written approval by the CSHCD Program Administrator A budget amendment is required when a) revisions (in one or cumulative transfers) reach more than 10 percent of the grant total; b) revision requires moving funds into a nonbudgeted category in any amount, or c) an increase in budget 6 1.6. For all construction projects, the use of any CDBG funds designated as "contingency funds" in the Scope of Work, (Exhibit A), must be reviewed and approved by the County 6.1.7. All funds obligated or committed by the Subrecipient to contractors, suppliers, etc during the Project Period must be expended on or before June 30, 2020. CDBG funds, which are not expended by June 30, 2020, shall be retained to the County 6 2 Personnel Costs: 6.2 1 Personnel costs for the performance of the Agreement shall not exceed the amount identified in the Scope of Work, (Exhibit A). As used in this Agreement, personnel costs shall be defined as Costs for general operation of direct services in support of the Project and include salaries, benefits, and taxes. Activities performed for Project management purposes, accounting, record keeping, general clerical support, similar costs 6.3. Payment Obligation: 6 3 1 Payment made under this Agreement is intended by both Subrecipient and the County to be inclusive of all services provided under this Agreement, and constitutes the County's only financial obligation under the Agreement CDBG 19-13 Infrastructure Subrecipient Agreement Page 4 of 22 irrespective of whether the cost to the Subrecipient of providing services exceeds that obligation. 6.4. Reports- 6.4.1. Subrecipient shall prepare, complete and submit reports and other information as required by the County to demonstrate compliance with applicable regulations, eligibility of activities and costs, and project performance standards as described in this document. Failure to prepare and submit required reports and documents will constitute a breach of the performance of this Agreement and lead to suspension and/or termination of the Agreement pursuant to the terms of this Agreement. 6.4 2 The Subrecipient shall: 6.4.2.1 Report to the County and obtain approval of the procurement process employed by Subrecipient prior to awarding a contract for professional or construction services or purchase of materials; 6 4.2 2 Prepare and submit to the County, when applicable, construction specifications, project plans, bid packets and other documentation prior to the execution of that project component. Prior to solicitation of any bids the Subrecipient will obtain from the County approval of the bid specifications, to insure they include the appropriate federal wage rates and labor standards documentation for any projects covered under the Davis-Bacon Act; 6.4.2 3. Upon bid opening and contractor selection, the Subrecipient shall provide the County with the name and DUNS number of the chosen contractor. The County must ensure the contractor is not disbarred or otherwise excluded from working on federal projects 6.4.2.4 Obtain and submit records acquired from construction contractors and subcontractors, that document compliance with the Davis-Bacon Act, as amended, the Copeland Act, the Contract Work Hours and Safety Standards Act and Prevailing Wages, RCW 39 12, 6.4.2.5. Include identification of the County CDBG funding on all printed materials, including signage, books, reports, pamphlets, brochures, posters and articles, published and circulated for the purpose of describing, evaluating, or publicizing services or activities funded under this Agreement, 6 4.2 6 At the earliest date during and/or after completion of the project, submit to the County an audit report of the project, for the project period if applicable (Refer to Section 7 8, for instructions regarding audit requirements) 6.5. Reports will be submitted in the formats provided by the County which are attached to this Agreement as Exhibits C and D: CDBG 19-13 Infrastructure Subrecipient Agreement Page 5 of 22 6.5.1 Quarterly Progress Reports due by the 15th of the following month (Exhibit C); and 6 5.2. End of Project Year Report no later than July 10, 2020 (Exhibit D) 6.6. Any reports provided by the Subrecipient may be forwarded to the Board of Spokane County Commissioners, HUD, and the Housing and Community Development Advisory Committee to document performance. 6.7 Additional reports may be requested from the Subrecipient, if necessary to comply with federal requirements 6.8 Reimbursement for project costs incurred will be contingent upon the submission of required reports and timely weekly certified payrolls from the prime contractor. Failure to notify a Subrecipient of the lateness of required reports and payrolls does not release the Subrecipient from the responsibility for their timely submittal. 6 8.1. Payment by the Subrecipient to the prime contractor, does not obligate the County to reimburse. Reimbursements on construction cost are tied to • certified payrolls, contractor and subcontractor agreements and other required Davis-Bacon and related acts documentation. 7. SPECIAL GRANT CONDITIONS 7.1. Financial Management: 7.11 All financial transactions involving CDBG funds are subject to the regulations, policies, guidelines and requirements contained in the Uniform Administrative Requirements, Cost Principles and Audit Requirements at 2 CFR Part 200 which describe eligible costs and financial management system requirements as they relate to acceptance and use of federal funds, 24 CFR 570 or other superseding document. Interest or other income earned on CDBG advances must be repaid to HUD via the County. 7.1.2 Subrecipient shall expend and account for the Federal award in accordance with state and federal laws In addition, the Subrecipients financial management systems, including records documenting compliance with Federal statutes, regulations, and the terms and conditions of the Federal award, must be sufficient to permit the preparation of reports required by general and program-specific terms and conditions; and the tracing of funds to a level of expenditures adequate to establish that such funds have been used according to the Federal statutes, regulations, and the terms and conditions of the Federal award. 7 1 3. Subrecipient shall have a financial management system that must provide for the following: 7 1.3.1. Identification, in its accounts, of all Federal awards received and expended and the Federal programs under which they were received. 71.3.2. Accurate, current, and complete disclosure of the financial results of each Federal award or program in accordance with the reporting requirements set forth in § 200 327 Financial reporting and § 200 328 Monitoring and reporting program performance. CDBG 19-13 Infrastructure Subrecipient Agreement Page 6 of 22 7 1.3.3. Records that identify adequately the source and application of funds for federally-funded activities These records must contain information pertaining to Federal awards, authorizations, obligations, unobligated balances, assets, expenditures, income and interest and be supported by source documentation. 7.1.3 4 Effective control over, and accountability for, all funds, property, and other assets The Subrecipient must adequately safeguard all assets and assure that they are used solely for authorized purposes. 7.1.3.5. Comparison of expenditures with budget amounts for each Federal award 7 1 3 6 Written procedures to implement the requirements of§ 200.305 Payment. 7 1 3 7 Written procedures for determining the allowability of costs in accordance with Subpart E—Cost Principles of this part and the terms and conditions of the Federal award 7.1 3 8. Written Accounting and Internal Control Policies and Procedures, including cost allocation plan and supporting documentation used to arrive at rate/costs if applicable. 7 1 3 9. Subrecipient shall also follow 2 CFR § 200 333 Retention requirements for records; § 200.334 Requests for transfer of records, § 200 335 Methods for collection, transmission and storage of information, § 200 336 Access to records, and §200 337 Restrictions on public access to records. 7 2. The Subrecipient shall establish and maintain a system of accounting and internal controls that comply with generally accepted accounting principles and all federal, state, and local accounting principles and governmental accounting and financial reporting standards that are applicable to federal, state and/or local grants, awards, and/or contracts. 7.3 The Subrecipient shall ensure that management of the Project is done in the most cost effective and efficient manner possible 7 4. The Subrecipient's financial management system at a minimum shall: 7 4.1. Be a viable, single organizational entity capable of effective and efficient processing of all of the fiscal matters, including proof of adequate protection against insolvency; 7 4.2. Have the ability to pay for all expenses incurred during the Agreement period, including services that have been provided under the Agreement but paid after the Project period, and 7 4 3. Include source documentation in support of allowable actual costs necessary to indicate costs incurred by the Subrecipient directly relating to the cost identified in the Scope of Work (Exhibit A) 7.5. Uniform Administrative Requirements, Cost Principles and Audit Requirements. CDBG 19-13 Infrastructure Subrecipient Agreement Page 7 of 22 7 5.1 Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards (located at 2 CFR Part 200) and Revised Code of Washington (RCW) 43.09 200 shall apply to the Agreement and to all funds disbursed hereunder. Except as noted in the Agreement, costs are reimbursable under Washington State Budgeting Accounting Reporting System (BARS), including all supplements and revisions thereto, prescribed by the Washington State Auditor's Office 7.6. Cost Principles: 7 6.1. Payments to the Subrecipient are governed by the Federal grants management rules for cost allowability found at 2 CFR 200 Subpart E-Cost Principles Accordingly, payments will be made on a cost reimbursement basis. Each request for reimbursement shall identify the associated project and approved project task(s) listed under the Scope of Work (Exhibit A). The Subrecipient may only incur direct costs that may be attributed specifically to the projects referenced above as defined in 2 CFR 200.413 The Subrecipient must provide adequate documentation for validating costs incurred. Payments to Subrecipient's contractors and vendors are conditioned upon compliance with the procurement requirements provided for in 2 CFR 200.318-200.326. Allowable costs incurred by the Subrecipients and any Contractors shall be in compliance with 2 CFR Subpart E-Cost Principles. 7.7. Internal Controls—2 CFR Part 200.303 7.7 1. Subreapient shall establish and maintain effective internal control over the Federal award that provides reasonable assurance that the Subrecipient is managing the Federal award in compliance with Federal statutes, regulations, and the terms and conditions of the Federal award 7.7.2. Comply with Federal statutes, regulations, and the terms and conditions of the Subrecipient agreement 7.7.3. Take prompt action when instances of noncompliance are identified including noncompliance identified in audit findings 7 7.4. Take reasonable measures to safeguard protected personally identifiable information and other information the Federal awarding agency or County designates as sensitive or the Subreapient considers sensitive consistent with applicable Federal, state, local, and tribal laws regarding privacy and obligations of confidentiality 7 8. Audit: 7 8.1. If Subrecipient expends a total, from all income sources, of Seven Hundred and Fifty Thousand Dollars, ($750,000.00) or more of federal funds per fiscal year, the Subrecipient shall have a single or program-specific audit conducted of its financial statement and condition, regarding the performance of this Agreement, readily delineating CDBG funds received from the County. The audit shall comply with the regulations at 2 CFR Part 200. 7 8 1.1. If Subrecipient receives more than One Hundred Thousand Dollars ($100,000),from CSHCD, the Subrecipient shall have an CDBG 19-13 Infrastructure Subrecipient Agreement Page 8 of 22 annual independent fiscal audit conducted of its financial statement and condition, regarding the performance of the agreement, readily delineating CSHCD funds. The purpose of an independent audit shall be for CSHCD to reasonably assure the financial stability of its Subrecipients, and that each Subrecipient shall establish and maintain an adequate system of internal controls to ensure the efficient, proper processing of, and use of contract funds. 7 8.2. The Subrecipient shall submit its audit report, including any "Management Letter" and/or all other correspondences referred to in the audit report, along with Subrecipient's response to the audit and corrective action plan, if any, no later than thirty (30) days after completion of the audit The independent auditor's working papers shall be made available for the County review, upon request by the County 7.8.3 Failure to engage auditors and provide proof of such engagement prior to the due date of the audit report to the County shall be considered contractual non-performance. In such event, the County reserves the right to withhold not more than one hundred fifty percent (150%) of the reasonably estimated cost of the required audit from reimbursement due at the end of the audit year or final reimbursement pending compliance with this section of this Agreement.This subsection shall survive the termination • or other expiration of the Agreement 7.9. Fraud and Abuse Prevention: 7 9 1 Fraud and Abuse. Fraud means an intentional deception or misrepresentation made by a person with the knowledge that the deception could result in some unauthorized benefit to himself or some other person and includes any act that constitutes fraud under applicable federal or state law. Abuse means provider actions that are inconsistent with sound fiscal, business, or medical practices and result in, or in reimbursement for services that are not necessary or that fail to meet professionally recognized standards. 7.9.1.1. The Subrecipient's, Fraud and Abuse policy shall have procedures for the following requirements: 7.9.1.1.1. Provision of detailed information, ongoing training, and education to employees and subcontractors regarding fraud and abuse policies and procedures and the False Claims Act as identified in Section 1902(a) (68) of the Social Security Act including information regarding the rights of employees to be protected as whistleblowers; 7.911.2 Written policies, procedures, and standards of conduct requiring that the Subrecipient and the Subrecipient's officers, employees, agents and subcontractors are in compliance with the requirements of this section and articulate the CDBG 19-13 Infrastructure Subrecipient Agreement Page 9 of 22 Subrecipient's commitment to comply with all applicable federal and state standards, 7 9 1.1.3. Enforcement of standards through well-publicized disciplinary guidelines; 7.9.1.1.4. Internal monitoring and auditing of the Subrecipient and providers, 7 9.1.1 5. Provisions for prompt responses to detected offenses and development of corrective action initiatives, 7.9 1.1.6. Provision for full cooperation with any federal or state agency investigation including promptly supplying all data and information requested for their investigation; 7 9.1.1.7. Report fraud and/or abuse information to CSHCD within one business day of discovery and to include the source of the complaint, the involved individual(s), nature of the fraud or abuse complaint, approximate dollars involved, and the legal and administrative disposition of the case. 8. GENERAL TERMS AND CONDITIONS 8.1. Relationship 8.1.1. The relationship of the Subrecipient to the County shall be that of an independent contractor. No provision of this Agreement is intended or deemed to create any relationship between the Parties hereto other than that of independent entities contracting with each other solely for the purpose of effecting the provisions of this Agreement. Neither of the Parties hereto, nor any of their respective employees, shall be construed to be the agent, employee, representative,joint venture, or partner of the other 8.1.2 The Subrecipient and its employees or agents will not hold themselves out as, nor claim to be, an agent, officer or employee of the County, nor will they claim any of the rights, privileges or benefits which might accrue to County employees 8 1.3. Subrecipient shall be responsible for all federal and/or state tax, industrial insurance, and Social Security liability that may result from the performance of services, and resulting compensation, for services described herein. 8.2 Modifications and Amendments: 8 2.1. Except as provided otherwise herein, this Agreement may be amended only in writing by agreement of all parties hereto 8 2.2. The Subrecipient hereby acknowledges that this Agreement is subject to all Federal statutes, Federal regulations, RCWs, and Washington Administrative Codes (WAC) applicable to this Agreement. Any provision of the Agreement which conflicts with federal and state statutes or CDBG 19-13 Infrastructure Subrecipient Agreement Page 10 of 22 regulations is hereby amended to conform to the provisions of federal and state law and regulations. Such amendment of the Agreement will be effective on the effective date of the statutes or regulations necessitating it and will be binding on the Parties even though such amendment may not have been reduced to writing and formally agreed upon and executed by the parties The County will provide notice of such amendment required by this paragraph when the County is aware of them The Subrecipient agrees to accept, and execute any and all amendments offered by the County needed to effectuate the Federal statute, Federal regulation, RCW, and/or WAC. 8 2 3 Any proposed change(s) in the Scope of Work, (Exhibit A), must be submitted in writing to CSHCD for approval prior to incurring any project costs or implementing any substantial project modifications Any such changes shall be considered a request to modify or amend this Agreement Amendments to budget shall be done according to Section 6.1.5. 8.3 Waivers- 8 3 1 No employee of the County or the Subrecipient has the power, right or authority to waive any of the terms, conditions and/or covenants of this Agreement. 8.3 2 The waiver of any breach or violation of any provision of this Agreement shall not operate as or be construed to be a waiver of any subsequent breach of the Agreement 8 3 3 The failure of the County or the Subrecipient to enforce any of the terms or covenants of this Agreement or the failure to require performance under the Agreement shall not be construed as a waiver nor in any way affect the validity of the Agreement or the right of the County or the Subrecipient to enforce each and every term of the Agreement. 8.4 Assignability 8.4 1 The Subrecipient shall not assign any interest in this Agreement and shall not transfer any interest in this Agreement to any party (whether by assignment or novation) without prior written consent of the County The County may assign all or any of its interest in this Agreement as may be deemed necessary at the sole discretion of the County. 8.5. Exhibits: 8.5 1 Any exhibits, attachments or addenda referred to herein and/or attached to this Agreement and any Amendments hereto, are incorporated herein as if set forth in full 9. ACCESS, EXAMINATION, AND MONITORING 9 1 The County shall provide technical assistance to the Subrecipient, to the extent practicable, regarding compliance with federal program requirements throughout the project period 9.2. The County will monitor project performance, evaluate accomplishments and compliance with the terms of this Agreement throughout the project period CDBG 19-13 Infrastructure Subrecipient Agreement Page 11 of 22 Monitoring may include a visit to the project site and/or to the Subrecipient organization. 9 2.1. The Subrecipient shall provide right of access to its facilities, including those of any subcontractor, to the County, the state, and/or federal agencies or officials at all reasonable times in order to monitor and evaluate the services provided for herein. The County shall provide reasonable notice of any county monitoring or evaluation, unless the County has reason to believe that monitoring without notice is necessary. 9 2.2. The Subrecipient shall make available to the County, the state auditor, and/or HUD all records, books or pertinent information which Subrecipient shall have kept pertaining to this Agreement and as required by this Agreement, Federal law and/or Washington law 9 2 3. Subrecipient shall also furnish such progress reports, schedules, financial and cost reports, and other such program or fiscal data reasonably required to evaluate the performance of this Agreement. 9 3. The County will monitor the performance of the Subreapient in attempts to mitigate fraud, waste, abuse, or non-performance based on goals and performance standards as stated with all other applicable federal, state and local laws, regulations, and policies governing the funds provided under this agreement further defined by 2 CFR 200.331. Substandard performance as determined by the County will constitute noncompliance with this agreement If corrective action is not taken by the Subrecipient within a reasonable period of time after being notified by the County, contract suspension or termination procedures will be initiated according to Section 10.1 3. 9 4. The Subreapient shall cooperate with the County or its agent in the evaluation of Subrecpient's performance under this Agreement and make available all information reasonably required by any such evaluation process. 9 5. The Subrecipient shall respond timely and accurately to requests from the County to provide information necessary to respond to inquiries from HUD or other entities having authority to make such request. 9.6. The Subrecipient agrees to notify the County in advance of any state or other formal inspections, audits, accreditation or program reviews and provide to the County copies of said review, including any final written plan of correction or other written response, within thirty (30) days of receipt. 10. TERMINATION AND SUSPENSION 10 1. This Agreement may be terminated or suspended in whole or in part as follows 10.1 1. By fulfillment The Agreement will be considered to be terminated upon fulfillment of its terms and conditions; 10.1.2 By mutual consent: The Agreement may be terminated or suspended, in whole or in part, at any time, if both Parties consent to such termination or suspension The conditions of the suspension or termination shall be documented in a written amendment to this Agreement; or CDBG 19-13 Infrastructure Subrecipient Agreement Page 12 of 22 10.1.3. For Cause In accordance with 24 CFR 200.338-9 the County may terminate or suspend this Agreement immediately, if the Subrecipient materially fails to comply with any terms of this Agreement, which include (but are not limited to) the following: 10.1.3 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, 10.1 3.2. Failure, for any reason, of Subrecipient to fulfill in a timely and proper manner its obligations under this Agreement; 10.1 3.3 Ineffective or improper use of funds provided under this Agreement, or 10 1.3.4 Submission by Subrecipient to County reports that are incorrect or incomplete in any material respect 1 10.1 4 For Convenience. In accordance with 24 CFR 200 339, this Agreement may also be terminated by providing the required thirty (30)day termination for convenience notice by either the County or Subrecipient, 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 of the Agreement to be terminated. However, if in the case of a partial termination, the County determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the County may terminate the award in its entirety and cancel any payments in progress as deemed appropriate by the County. The parties shall not incur new obligations for the terminated portion after the effective date, and shall cancel as many outstanding obligations as possible 10 1 5. Grounds for Suspension Improper or illegal use of funds will result in immediate suspension and/or termination within the County's sole discretion. Suspension and/or termination in this case may be initiated by telephone or personal contact with a written confirmation to Subrecipient within five (5) business days The confirmation of suspension and/or termination to Subrecipient shall specify the reasons for suspension and/or termination and notify the Subrecipient of the County's future course of action regarding the improper or illegal action. 10 1.6. Illegal or improper mishandling of funds or conduct which endangers, discriminates against, or otherwise subjects project beneficiaries to harm, may also result in a report of the conduct to appropriate legal authorities. 101 7 The suspended Subrecipient may not enter into any subsequent Subrecipient Agreement with the County (even for another project or different year's HOME Investment Partnership Program or CDBG funding) 10 1.8 For other Grounds The County reserves the right to terminate this contract, in whole or in part, immediately upon receipt of notice to the Subrecipient, in the event expected or actual funding to the County from the Federal government or other sources is withdrawn, reduced or eliminated CDBG 19-13 Infrastructure Subrecipient Agreement Page 13 of 22 10.2 In the event of termination, County will notify the Subrecipient in writing of its determination to terminate, the reason for such termination, and the effective date of the termination. 10.2 1 Upon termination, an accounting shall be done to determine what, if any, payments are due to the Subrecipient or what, if any, refund is due from the Subrecipient. 10.2.2.Actions by either party under this Article shall not constitute a waiver of any right or claim by either party arising from this Agreement. 11. REMEDIES FOR NON-COMPLIANCE 11.1 The suspension process may include, but is not required to include, the following steps: 11.1 1 When an issue involving non-performance or insufficient performance arises, the County will engage in informal discussions with the Subrecipient The Subrecipient shall correct any deficiencies in performance. Technical Assistance, to the maximum extent practicable, will be provided by the County to help the Subrecipient successfully conduct the activity 11.1.2. If informal discussion does not result in improved performance, the County may schedule a monitoring visit to review the area of performance that must be improved. A written report will be provided to the Subrecipient which will outline the results of the monitoring and identify the specific performance deficiencies The Subrecipient shall respond to the report with a proposed course of corrective action and a time frame in which to implement corrective actions 11.1.3 If the Subrecipient fails to improve the performance problem area, the Subrecipient will be notified by the County in writing, that the Agreement is suspended CDBG funds may not be expended for any activities that have been suspended. 11.1.4. Suspension will (except in the case of illegal or improper action) include an identification of the specific performance deficiencies, the required course of corrective action, and a timeline for achieving the corrections. Corrective action plans shall require a fifteen (15)to sixty (60) day period of resolution (within the County's discretion, depending upon the performance issue) 11 1 5 Suspension will only be lifted by the County upon Subrecipient's correction of the deficient performance to the County's satisfaction as evidenced by a written release from the County. 12. DISPUTE RESOLUTION 12 1 The Subrecipient and the County shall work together in good faith to resolve any disputes about their contractual relationship under this Agreement If the Parties are unable to resolve a dispute arising from this Agreement within fifteen (15)days following the date one Party sends written notice of the dispute to the other Party, the dispute may be submitted by either party to the Director of CSHCD ("Director") CDBG 19-13 Infrastructure Subrecipient Agreement Page 14 of 22 12.2 The Director's decision shall be made within ten (10) business days of receipt of the dispute, unless circumstances warrant a reasonable delay in said response. 12.3 Either party shall have the right to pursue relief in a court of competent jurisdiction, if the Director does not resolve the dispute to their satisfaction The Parties may mutually agree to resolve the dispute through an alternative dispute resolution mechanism, including but not limited to arbitration or mediation. 12.4. In any dispute arising in connection with this Agreement, each Party shall be required to pay its own costs and expenses, including attorney's fees incurred in connection therewith, in preparation therefore and on appeal therefrom and in any bankruptcy proceeding related thereto 13. SEVERABILITY 13 1 If any provision of this Agreement, or portion thereof, is held invalid by any court of rightful jurisdiction, the remainder of this Agreement shall not be affected, providing the remainder continues to conform to applicable Federal and State law(s) and regulations and can be given effect without the invalid provision 14. MAINTENANCE AND RETENTION OF RECORDS AND REPORTS 14.1. Subrecipient shall provide, upon request, a written Records Maintenance Policy and Procedures which will cover records storage, retention, and disposition procedures. 14.2 Records Maintenance 14 2 1. The Subrecipient shall maintain sufficient records in accordance with 24 CFR 570 506 to determine compliance with the requirements of this agreement, the CDBG Program and all other applicable laws and regulations. Subrecipient shall also follow 2 CFR § 200.333 Retention requirements for records; § 200 334 Requests for transfer of records; § 200.335 Methods for collection, transmission and storage of information, § 200.336 Access to records; and § 200 337 Restrictions on public access to records. This documentation shall include, but not be limited to, the following 14.2 1 1. Accounts and records, including personnel, property, financial and programmatic records, and other such records as may be reasonably required by CSHCD to ensure proper accounting for all Agreement funds and compliance with this Agreement. 14.2.1.2. Fiscal books, records, documents, reports and other data shall be maintained in a manner consistent with generally accepted accounting principles and retained for a period prescribed by any applicable tolling or other statue, but in no instance less than six (6) years after termination of this Agreement 14.2.1.3. Subrecipient shall maintain records sufficient to substantiate CSHCD's statement of its organization's structure, tax status, capabilities, and performance CDBG 19-13 Infrastructure Subrecipient Agreement Page 15 of 22 14 2.1.4 Subrecipient shall maintain city council meeting minutes, and other committee or subcommittee minutes where activity under the Agreement was discussed. Upon CSHCD request for documentation the Subrecipient shall have the right to redact out information that does not relate to activity under this Agreement 14.2 1 5. All records required by CDBG regulations. 14.2.1.6. Subrecipient shall keep and maintain public records that ordinarily and necessarily would be required by County in order to perform the service. 14.2.1.7. All reports, plans, surveys, information, documents, maps, books, records and other data procedures developed, prepared, assembled, or completed by the Subrecipient for the purpose of this agreement shall be made available to the County by the Subrecipient at any time upon request by the County Materials identified in the previous sentence shall be in accordance with generally accepted accounting principles (GMP), procedures and practices, which sufficiently and properly reflect all revenues and expenditures of funds provided directly or indirectly by this agreement, including matching funds and Program Income. These records shall be maintained to the extent of such detail as will properly reflect all net costs, direct and indirect labor, materials, equipment, supplies and services, and other costs and expenses of whatever nature for which reimbursement is claimed under the provisions of this agreement 14.2 1 8. Upon completion of all work contemplated under this agreement copies of all documents and records relating to this agreement shall be surrendered to the County if requested In any event the Subrecipient shall keep all documents and records in an orderly fashion in a readily accessible, permanent and secured location 14 2.1.9. The Subrecipient shall maintain records showing compliance with the Davis- Bacon and other related acts, including files containing contractor payrolls, employee interviews, Department of Labor prevailing rates. Subrecipient shall maintain records showing contractor compliance with the Contract Work Hours and Work Safety Law. Similarly, the Subrecipient shall maintain records showing compliance with federal purchasing requirements and with other federal requirements for grant implementation. 14.3. Records Retention: 14 3.1. During the term of this Agreement and for six (6) years following termination or expiration of this Agreement, or if any audit, claim, litigation, or other legal action involving the records is started before expiration of the six (6) year period, the records shall be retained until completion and resolution of all issues arising there from or until the end of the six (6)year period, whichever is later CDBG 19-13 Infrastructure Subrecipient Agreement Page 16 of 22 15. PROCUREMENT AND SUBCONTRACTS 15 1 No part of this agreement may be assigned or subcontracted without the written consent of the County, which consent, if given at all, shall be at the County's sole discretion and judgment. 15 2 All procurement actions and subcontracts shall be in accordance with applicable State and Federal law relating to contracting by public agencies For procurement actions requiring a written contract, the Subrecipient may, upon the County's specific written approval of the contract instrument, enter into any subcontract or procurement action authorized as necessary for the successful completion of this Agreement.The Subrecipient will remain fully obligated under the provisions of this contract Agreement not withstanding its designation of any third party to undertake all or any of the Projects. The Subrecipient may not award or permit an award of a contract to a party that is debarred, suspended or ineligible to participate in a Federal program 15.3 By signature of this Agreement, the Subrecipient herby certifies that neither the Subrecipient nor their respective officers, directors, shareholders, employees, partners or member are subject to debarment, suspension or determination, of ineligibility by HUD, and acknowledge that the County is relying upon this declaration in entering into the Agreement. 15 4 By signature of this Agreement, the Subrecipient agrees to perform debarment and suspension checks on all officers, directors, shareholders, employees, partners or member, contractors and subcontractors prior to entertaining into contracts, and will provide documentation to the County prior to entering into contracts, and will provide documentation to the County prior to any CDBG funds being disbursed. The Subrecipient will ensure that every contractor and subcontractor it contracts with will have a DUNS number and the Subrecipient will use the System for Award Management (SAM), to perform such debarment and suspension checks The website is: http//www sam.gov. 15 5 The Subrecipient shall consult with the County to develop a plan of action to comply with Executive Orders 11625, 12138 and 12432 and Public Law 95-507 dealing with the use of minority and woman owned business enterprises. 16. INDEMNIFICATION AND INSURANCE 16 1 Indemnification 16.1 1 The Subrecipient is an independent Subrecipient and not the agent or employee of the County No liability shall attach to the County for entering into this contract or because of any act or omission of the Subrecipient except as expressly provided. 16.1 2. The Subrecipient agrees to defend, indemnify and hold the County harmless from any and all claims, including but not limited to reasonable attorney fees, demands, losses and liabilities to or by third parties arising from, resulting from or connected with services performed or to be performed under this contract by the Subrecipient, its agents or employees to the fullest extent permitted by law The Subrecipient's duty to defend, indemnify and hold the County harmless shall not apply to CDBG 19-13 Infrastructure Subrecipient Agreement Page 17 of 22 liability for damages arising out of bodily injury to persons or damage to property caused by or resulting from the sole negligence of the County, their agents or employees. The Subrecipient's duty to defend, indemnify and hold the County harmless for liability for damages arising out of bodily injury to persons or damage to property caused by or resulting from the concurrent negligence or (a) the County or Consultant, their agents or employees, and (b) Subrecipient, its agents or employees shall apply only to the extent of negligence of the Subrecipient or its agents or employees. Subrecipient's duty to defend, indemnify and hold the County harmless shall include, as to all claims, demands, losses and liability to which it applies, the County's personnel-related costs, reasonable attorney's fees, court costs and all other claim-related expenses 16 1.3. The Subrecipient's indemnification shall specifically include all claims for loss liability because of wrongful payments under the Uniform Commercial Code, or other statutory or contractual liens or rights or third parties, including taxes, accrued or accruing as a result of this contract or work performed or materials furnished directly or indirectly because of this contract. 16.1.4. Subrecipient further agrees that this duty to indemnify County applies regardless of any provisions in RCW Title 51 to the contrary, including but not limited to any immunity of Subrecipient for liability for injuries to Subrecipient's workers and employees, and Subrecipient hereby waives any such immunity for the purpose of this duty to indemnify County. 16 1.5. THE COUNTY AND THE SUBRECIPIENT ACKNOWLEDGE THAT THE INDEMNIFICATION PROVISIONS OF THIS SECTION WERE SPECIFICALLY NEGOTIATED AND MUTUALLY AGREED UPON BY THEM The Subrecipient's duties under this section shall survive expiration or earlier termination of the Agreement. 16.2 Insurance: 16.2.1. The Subrecipient shall furnish and maintain all insurance as required herein and comply with all limits, terms and conditions stipulated therein, at their expense, for the duration of the contract Following is a list of requirements for this contract. Any exclusion that may restrict required coverage must be pre-approved by the Spokane County Risk Management Department. Work under this contract shall not commence until evidence of all required insurance, policy endorsement and bonding are provided to the County of Spokane The Subrecipient's insurer shall have a minimum A.M. Best's rating of A- and shall be licensed to do business in the State of Washington Evidence of such insurance shall consist of a completed copy of the certificate of insurance, signed by the insurance agent for the Subrecipient and returned to the Spokane County Purchasing Department. The insurance policy or policies will not be canceled, materially changed or altered without forty-five (45) days prior notice submitted to the department with whom the contract is executed. The policy shall be endorsed and the certificate shall reflect that the County of Spokane is an additional named insured on the Subrecipient's general liability policy with respect to activities under the contract. The CDBG 19-13 Infrastructure Subrecipient Agreement Page 18 of 22 policy shall provide and the certificate shall reflect that the insurance afforded applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the company's liability 16 2.1.1. Self-insurance through the Washington State Risk Pool for Washington State Government Agencies is sufficient to meet the insurance requirements above. 162.2 The policy shall be endorsed and the certificate shall reflect that the insurance afforded therein shall be primary insurance and any insurance or self-insurance carried by the County shall be excess and not contributory insurance to that provided by the Subrecipient. 16.2 3. The Subrecipient shall not commence work, nor shall the Subrecipient allow any subcontractor to commence work on any subcontract until a Certificate of Insurance with additional insured endorsement, meeting the requirements set forth herein, has been approved by Spokane County Risk Management Department and filed with the department with whom the Agreement is executed. Upon request, the Subrecipient shall forward to the Spokane County Risk Management Department the original policy, or endorsement obtained, to the Subrecipient's policy currently in force. 16.2.4. Failure of the Subrecipient to fully comply with the insurance requirements set forth herein, during the term of the Agreement, shall be considered a material breach of contract and cause for immediate termination of the Agreement at the County's discretion. Alternatively the County may procure and maintain, at the Subrecipient's sole expense, insurance to the extent deemed proper up to the amount of the required coverage(s). The County may offset the cost of such insurance against payment due to the Subrecipient under the Agreement. 16 2.5. Providing coverage in the amounts listed shall not be construed to relieve the Subrecipient from liability in excess of such amounts. 16.2 6. REQUIRED COVERAGE. The insurance shall provide the minimum coverage as set forth below. 16.2.6.1 General Liability Insurance The Subrecipient shall carry, for the duration of this Agreement, Commercial General Liability Insurance in the amounts of One Million Dollars ($1,000,000 00) Per Occurrence with no deductible; General Aggregate Two Million Dollars ($2,000,000.00) The policy shall include general liability arising out of premises, operations, independent contractors, products, completed operation, personal injury, fire damage, advertising injury, medical expense, and liability assumed under and insured contract 16 2.6 2. Additional Insured Endorsement General Liability Insurance must state that Spokane County, its officers, agents and employees, and any other entity specifically required by the provisions of this Agreement will be specifically named additional insured(s) for all coverage provided by this policy of insurance and shall be fully and completely protected by this policy from all claims Language such as the following should be used CDBG 19-13 Infrastructure Subrecipient Agreement Page 19 of 22 "Spokane County, its Officers, Agents and Employees are Named Additional Insured". 16 2.6 3. Proof of Automobile Insurance The Subrecipient shall carry, for the duration of this Agreement, comprehensive automobile liability coverage of One Million Dollars ($1,000,000.00), for any vehicle used in conjunction with the provision of services under the terms of this Contract Said policy shall provide that it shall not be cancelled, materially changed, or renewed without forty- five (45) days written notice thereto to Spokane County. 16 2.6 4 Professional Liability Insurance: The Subrecipient shall carry Professional Liability Insurance coverage in the minimum amount of One Million Dollars ($1,000,000.00) Per Occurrence; One Million Dollars ($1,000,000 00) aggregate covering Spokane County 16.2.6.5 Workers Compensation When the Contractor has employees of the company, the Contractor shall carry Worker's Compensation Industrial Injury Insurance coverage and effective in Washington State. Proof of insurance shall be reflected on the Contractor's Certificate of Insurance or by providing the Contractor's State Industrial Account Identification Number 16 2.7. Waiver of Subrogation: The County shall not be liable to the Subrecipient or to any insurance company(by way of subrogation or otherwise) insuring the Subrecipient for any loss or damage to any person, building, structure • or tangible personal property of the other occurring as a result of activity • under the Agreement, even though such loss or damage might have been occasioned by the negligence of the County, its agents or employees, if such loss or damage is covered by insurance benefiting the Subrecipient suffering such loss or damage was required to be covered by insurance under terms of the Agreement. Subrecipient shall cause each insurance policy obtained by it to contain this waiver of subrogation clause 17. CODE OF CONDUCT AND CONFLICT OF INTEREST 17.1. The Parties hereto shall maintain a Code of Conduct which governs the perfor- mance of employees, agents, consultants, officers, or elected or appointed officials who: 1) exercise any function or responsibility with respect to the award or administration of contracts or procurement actions funded in whole or in part by funds made available hereunder or 2) are in a position to participate in a decision making process or gain inside information with regard to such activities These individuals are prohibited from obtaining a personal or financial interest or benefit from any activity, or having an interest in any contract, subcontract or agreement with respect thereto, or the process thereunder, either for themselves or their family or business ties during their tenure or for a one (1) year period thereafter. 17.2 The Subrecipient organization/agency shall adopt such Code of Conduct within thirty (30) days of the execution of this Agreement if a Code of Conduct described in the preceding paragraph is not already in effect. CDBG 19-13 Infrastructure Subrecipient Agreement Page 20 of 22 17 3. In the performance of the Agreement, Subrecipient agrees to comply with all applicable laws and regulations that may pertain to conflicts of interest. These include any applicable provisions of RCW Title 42 Any violation of this section shall constitute a material breach of this Agreement, allowing the County to terminate the Agreement pursuant to the terms hereof 18. POLITCAL ACTIVITY AND LOBBYING 18 1 No portion of the funds provided hereunder shall be used for any partisan political activity or to further the election or defeat of any candidate for public office or influence or defeat of any ballot issue. No member or delegate to the Congress of the United States of America, nor resident Commissioner, nor any other Federal official shall be admitted to any share or part of the Federal funds provided by this Agreement. 18.2. The Subrecipient shall comply with the requirements set forth in Section 1352,Title 31, U.S. Code that prohibit the use of Federally appropriated funds to influence or attempt 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 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. 18.3 Pursuant to Section 1352,title 31, U S Code, subrecipient lobbying activity funded by other than federally appropriated funds, shall be reported 18.4 The Subrecipient shall require that the language of this section be included in the award documents for all sub-awards at all tiers(including subcontracts, sub-grants, and contracts under grants, loans, and cooperative agreements) and that all subcontractors shall certify and disclose accordingly. 19. ORDER OF PRECEDENCE 19 1 The Agreement is entered into pursuant to and under the authority granted by the laws of the State of Washington and any applicable federal laws. The provisions of this Agreement shall be construed to conform to those laws. 19.2 In the event of any inconsistency in the terms of this Agreement or between its terms and any applicable statute or rule, the inconsistency shall be resolved by giving precedence in the following order. 19.2.1 Applicable Federal Statutes and Regulations, 19.2.2 Applicable State Statutes and Regulations, 19 2.3. HUD Contract No : B-19-UC-53-0004; and 19.2 4. Express terms of this Agreement and any amendments. 20. JURISDICTION CDBG 19-13 Infrastructure Subrecipient Agreement Page 21 of 22 20 1. The laws of the State of Washington govern this Agreement In the event of a lawsuit by the Subrecipient against the County involving this Agreement, venue shall be proper only in Spokane County, Washington In the event of a lawsuit by the County against the Subrecipient involving this Agreement, venue shall be proper only as provided in RCW 36.01 050 21. PROPRIETARY RIGHTS 21 1 The County and HUD hereby retain a nonexclusive, royalty free, and irrevocable right to duplicate, use for their own purposes, disseminate, disclose, or authorize others to utilize any copyrighted or copyrightable work developed or purchased with CDBG funds 22. MISCELLANEOUS 22 1 Further Documentation' Subrecipient agrees to execute, acknowledge, and deliver upon reasonable request by the County any document, which the County reasonably deems necessary or desirable to evidence or effectuate the rights herein conferred or to implement or consummate the purposes and intents hereof. 22.2. Headings. The headings are for convenience only and do not in any way limit or affect the terms and provisions hereof. 22 3 Calculation of Time Periods: Unless otherwise specified, in calculating any period of time described in this Agreement, the day of the act or event after which the designated period of time begins to run is not to be included and the last day of the period so computed is to be included, unless such last day is a Saturday, Sunday, or County holiday, in which case the last day of the period shall be the next business day The final day of any such period shall be deemed to end at 5 o'clock p.m , Pacific Time. 22.4. Time of Essence: Time is of the essence of this Agreement 22.5. Gender and Grammar: Wherever appropriate in this Agreement, the singular shall be deemed to refer to the plural and the plural to the singular, and pronouns of certain genders shall be deemed to include either or both of the other genders CDBG 19-13 Infrastructure Subrecipient Agreement Page 22 of 22 EXHIBIT A SCOPE OF WORK Spokane Valley Ella Scope of Work&Final 2019 Budget (fully funded request) SOURCE OF FUNDS:CDBG USE OF FUNDS: Sidewalk improvements and ADA compliant curb cuts are part of the Spokane Valley Pedestrian Plan to bring sidewalk facilities up to par for Spokane Valley residents. New concrete sidewalk (640 linear feet) will be constructed on Ella Rd from East Alki Ave to East Broadway Ave, in Spokane Valley Reimbursement Expenses: Personnel Costs: Salaries Benefits Taxes Subtotal:Personnel Costs $0.00 Profession al/Services Engineering $23,250.00 Subtotal: Professional Services $23,250.00 Construction Costs construction costs $311,633.00 construction engineering $23,250.00 Subtotal:Construction Costs $334,883.00 Total Project Costs $358,133.00 Area-wide benefit 49.94%L/M in census tract 53063012100 BG 3 Davis Bacon and Related Acts Apply SPOKANE VALLEY-ELLA SIDEWALK PROJECT 419-13 Project Name: City of Spokane Valley—Ella Rd Project No.: CDBG 19-13 Exhibit B COMMUNITY DEVELOPMENT BLOCK GRANT SUBRECIPIENT AGREEMENT Assurances and Representations Certification of Compliance The Subrecipient and all its consultants and contractors shall comply with the following State and Federal laws, regulations and County policies as they pertain to project compliance and shall include notification and/or documentation as required by the County (Said laws and regulations are incorporated herein and made a part hereof by reference). Please initial each section and certify by authorized signature, once complete. IV/American with Disabilities Act of 1990 (a) Title II of the ADA prohibits discrimination based on disability in programs and activities provided or made available by public entities HUD enforces Title II with respect to housing-related programs and activities of public entities, including public housing, housing assistance and housing referrals (b) Title III of the ADA prohibits discrimination based on disability in the goods, services, facilities, privileges, advantages, and accommodations of places of public accommodations owned, leased, or operated by private entities The Department of Justice enforces Title III of the ADA, but certain HUD recipients and private entities operating housing and community development programs are covered by Title III of the ADA Section 504 of the Rehabilitation Act of 1973, as Amended (a) Section 504 of the Rehabilitation Act of 1973 (P L 93-112) as amended, dealing with employment of handicapped persons and program benefits to handicapped persons and regulations issued pursuant thereto, and accessibility for handicapped persons(RCW 1927 and RCW 70.92) 14_,. Real Property Acquisition, Displacement and Relocation Assistance (a) Relocation requirements of Title II and acquisition requirements of Title III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, and regulations issued pursuant thereto(24 CFR Part 42). (b) Spokane County's Displacement and Relocation Policy relating to persons affected by Community Development Block Grant activities. A// ("Civil Rights Act of 1964, as Amended, Equal Opportunity and Affirmation Action (a) Title VI of the Civil Rights Act of 1964 (P L 88-352) and Section 109 of the Housing and Community Development Act of 1974 as amended relating to nondiscrimination in performance of this project and to the benefits deriving from it, and regulations issued pursuant thereto (24 CFR Parts 1 and 570 and RCW 49 60) (b) The Age Discnmination Act of 1975, as amended (P L 94-135), and regulations issued pursuant thereto. (c) Section 402 of the Vietnam Era Veterans Readjustment Assistance Act of 1974, dealing with employment of Veterans, Disabled Veterans and Veterans of the Vietnam Era and regulations issued pursuant thereto (d) Section 3 of the Housing and Community Development Act of 1974 as amended, and regulations issued pursuant there to (24 CFR Part 135), dealing with employment of County low income residents as employees and use of County businesses as contractors, subcontractors, and suppliers. (e) Executive Order 11246 dealing with nondiscrimination in employment as a result of Federally assisted construction contracts as amended by Executive Orders 11375 and 12086, and regulation issued pursuant thereto(41 CFR Chapter 60). (f) Subrecipients who receive CDBG funds and who deliver human services to low and moderate income persons, will be required to affirmatively market such services to persons in Spokane County regardless of race, religion, sex, age, national origin, color, handicap, or familial status 1 Project Name: City of Spokane Valley—Ella Rd Project No.: CDBG 19-13 Exhibit B Y Drug Free Workplace Act of 1988 (a) The Subrecipient will comply with the Drug-Free Workplace Act of 1988, P.L. 100-690, and shall certify that they will maintain a drug-free work place, develop and adopt a written policy and implement organizational ^'/� policies and procedures as required by the Drug-Free Workplace Act of 1988, related laws and regulations. /ft.(--- Labor Standards (a) Labor standards and wage rate requirements set forth in Section 110 of the Housing and Community Development Act of 1974, as amended, 24 CFR 570.605 and HUD regulations issued pursuant there to, including the Davis-Bacon Act as amended, the Copeland Act and the Contract Work Hours and Safety Standards Act and Prevailing Wages, RCW 39 12 Environmental Protection (a) Executive Order 11988 relating to evaluation of flood hazards and Executive Order 11288 relating to the prevention, control and abatement of water pollution (b) Flood insurance purchase requirements of Section 102 and 202(a) of the Flood Disaster Protection Act of 1973 (Pt 93-234) (c) Lead Based Paint Poisoning Act (42.0 S C 4801 et seq ) and regulations issued pursuant thereto (24CFR Part 35 Subpart B) I° Purchase and Improvement of Property Acquired and/or Improved with CDBG Funds: (a) Any property under the Subrecipient's control, that is acquired or improved, in whole or in part, with CDBG funds in excess of Twenty-Five Thousand Dollars ($25,000.00) is subject to the regulation at 24 CFR Part 570.503(b)(7)-Reversion of Assets, which requires property acquired or improved with CDBG funds to be used for a purpose which meets a national objective for a period of five (5) years from the expiration of this agreement Disposition of any property acquired or improved with CDBG funds during the five (5) year period requires repayment of the CDBG funds to Spokane County. Such property disposition will be reported to the County within thirty (30)days of the intent to dispose of said property (b) At a minimum, all property acquired and/or improved with CDBG funds will be inventoried and reported on an annual basis by the Subrecipient A letter detailing the current usage and status of said property will be sent to the County. The report shall be required for a period of five (5) years from the expiration of this Agreement Promissory Notes, Deeds of Trust or other documents may additionally be negotiated as a term for receipt of funds (c) If the Subrecipient intends to dispose of a property acquired and/or improved with CDBG funds, it will be incumbent on the Subrecipient to report, in writing, to the County, such intent to dispose of said property thirty (30)days prior to the negotiation and/or agreement to dispose of said property 2 CFR 200 Appendix II Contract Provisions for Non-Federal Entities: (a) Equal Employment Opportunity Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of "federally assisted construction contract" in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1 4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp , p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 CFR part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." (b) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S C 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination The non-Federal entity 2 Project Name: City of Spokane Valley—Ella Rd Project No.: CDBG 19-13 Exhibit B must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti-Kickback Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States") The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled The non-Federal entity must report all suspected or reported violations to the Federal awarding agency (c) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708) Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5) Under 40 U S C 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week The requirements of 40 U S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence (d) Rights to Inventions Made Under a Contract or Agreement If the Federal award meets the definition of "funding agreement" under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency (e) Clean Air Act (42 USC. 7401-7671q.)and the Federal Water Pollution Control Act(33 U.S.C. 1251-1387), as amended—Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U S C 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S C 1251-1387) Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA) (f) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180 220) must not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp , p. 189) and 12689 (3 CFR part 1989 Comp , p 235), "Debarment and Suspension " SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549 (g) Byrd Anti-Lobbying Amendment (31 U S C 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award Such disclosures are forwarded from tier to tier up to the non-Federal award. ItrAffirmatively Furthering Fair Housing (a) Implement Fair Housing Laws and affirmatively market services to otherwise qualified persons, without regard to age, sex, color, ethnic origin, religion, disability or familial status, 3 Project Name: City of Spokane Valley—Ella Rd ProjectNo.: CDBG 19-13 OC- Debarment, Exhibit B Iv'4�Debarment, Suspension and Other Responsibility Matters The agency certifies to the best of its knowledge and belief that it and its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; (b) Have not, within a three-year period preceding this contract agreement, been convicted of or had a civil Judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction, violation of Federal or State antitrust statutes or commission or embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property. (c) Are not presently indicted for or otherwise criminally or civilly charged by a government entity (Federal, State, or local)with commission of any of the offenses enumerated in paragraph (b), of this certification (d) Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State or local)terminated for cause or default. I, the authorized representative, affirm that I have read and fully understand the applicable portions of the above Acts. I furthermore affirm that neither the Subrecipient, the services provided by the Subrecipient, the physical location in/on, where any of these services are rendered, nor any other aspect of the Subrecipient's operations, violates the relevant provisions or explicit intent of the Acts. I understand that a failure to comply with any applicable certification may be grounds for termination of the contract agreement. }' /y C-0-2 /J /Q Signature of Authorized Representative I4 I.J,,- �N�11A�--- � Printed Name of Authorized Representative: Mark Calhoun Date. 71/�7Q5(q 4 Project Name: City of Spokane Valley—Ella Rd Exhibit E Project No. CDBG 19-13 Certification Regarding Lobbying For Grants and Cooperative Agreements Submission of this certification is required by Section 1352, Title 31 of the U.S.Code and is a prerequisite for making or entering into a grant or cooperative agreement over$100,000. The undersigned certifies,to the best of his or her 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 any agency, a Member of Congress,an officer or employee of Congress, or an employee of a Member of Congress in connection with the making of any federal grant, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal grant 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 grant or cooperative agreement, the undersigned shall complete and submit Standard Form —LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subgrants, contracts under grants and cooperative agreements, and subcontracts)and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact on which the Spokane County, Housing and Community Development Department relied when it made or entered into this grant or cooperative agreement. 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. City of Spokane Valley Organization Name PR/Award(or Application)Number Or Project Name Mark Calhoun City Manager Name and Title e rof Authorized Representative Y�aA- la/ ueu._ 7722/2p (9 Signature Date Project Name: City of Spokane Valley—Ella Rd Exhibit F Project No.: CDBG 19-13 SPECIAL TERM AND CONDITION NO. 8: FEDERAL FUNDING ACCOUNTABILITY AND TRANSPARENCY ACT OF 2006 (P.L. 109-282) This Agreement is supported by federal funds requiring compliance with the Federal Funding Accountability and Transparency Act (FFATA or the Transparency Act) and Office of Management and Budget Guidance (OMB). Public Law 109-282 as amended by Section 6202(a) of Public Law 110-252 (see 31 U.S.C. 6101 note). By entering into this Agreement, GRANTEE agrees to provide all applicable reporting information to COUNTY required by FFATA and OMB Guidance. The FFATA requires the OMB to establish publicly available online database (USASpending.gov) containing information about entities that are awarded federal grants, loans and contracts. As required by FFATA and OMB Guidance, certain information on the first-tier subawards related to federal contracts and grants, and the executive compensation of awardees, must be made publicly available. For new federal grants beginning October 1, 2010, if the initial subaward is equal to or greater than $25,000, reporting of the subaward and executive compensation information is required. If the initial subaward is below $25,000, but subsequent grant modifications result in a total subaward equal to or over $25,000,the subaward will be subject to the reporting requirements as of the date the subaward exceeds $25,000. If the initial subaward equals or exceeds $25,000, but funding is subsequently deobligated such that the total award amount falls below $25,000, the subaward continues to be subject to the reporting requirements of the Transparency Act and OMB Guidance. As a federal grant subawardee under this Agreement. your organization is required by FFATA. OMB Guidance and this Agreement to provide COUNTY as the prime grant awardee, all information required for FFATA compliant reporting by COUNTY. This includes all applicable subawardee entity information required by FFATA and OMB Guidance, including the subawardee DUNS number, and relevant executive compensation data, as applicable. Data about GRANTEE will be provided to USASpending.gov by COUNTY or by the Federal Contractor Registry (CCR). CCR is a government-wide registration system for organizations that do business with the federal government. CCR stores information about awardees, including financial account information for payment purposes and a link to D&B for maintaining current DUNS information, www.ccr.gov. COUNTY encourages CCR registration and annual renewal by GRANTEE to minimize unnecessary data entry and re-entry required by both COUNTY and GRANTEE. It will also reduce the potential of inconsistent or inaccurate data entry. GRANTEE must have a Data Universal Numbering System (DUNS) number obtained from the firm Dun and Bradstreet (D&B) (www.dnb.com). A DUNS number provides a method to verify data about your organization. D&B is responsible for maintaining unique identifiers and organizational linkages on behalf of the federal government for organizations receiving federal assistance. COUNTY, as the prime awardee, is required by FFATA to report names and total compensation Project Name: City of Spokane Valley—Ella Rd Exhibit F Project No.: CDBG 19-13 of the five (5)most highly compensated officers of GRANTEE(as the subawardee) if: 1. GRANTEE (the subawardee) in the preceding fiscal year, received 80 percent or more of its annual gross revenues from federal awards and $25,000,000 or more in annual gross revenues from federal awards; AND 2. The public does not have access to this information about the compensation of the senior executives of your organization through periodic reports filed under section 13(a) or 15(d) of the Securities and Exchange Act of 1934 [(15 U.S.C. 78m(a), 780(d)] or section 6104 of the Internal Revenue Code of 1986. "Total compensation" for purposes of this requirement generally means the cash and non-cash value earned by the executive during the past fiscal year and includes salary and bonus; awards of stock, stock options and stock appreciation rights; and other compensation such as severance and termination payments, and value of life insurance paid on behalf of the employee, and as otherwise provided by FFATA and applicable OMB guidance. If (1) in the preceding fiscal year, GRANTEE received 80 percent or more of its annual gross revenues from federal awards and $25,000,000 or more in annual gross revenues from federal awards, and (2) the public does not have access to this information about the compensation of senior executives of your organization through periodic reports filed under section 13(a) or 15(d) of the Securities and Exchange Act of 1934 [(15 USC 78m(a), 78o(d)] or section 6104 of the Internal Revenue Code of 1986, insert the names and total compensation for the five most highly compensated officers of your organization in the table below: Officer 1 Name Officer 1 Total Compensation Amount Officer 2 Name Officer 2 Total Compensation Amount Officer 3 Name Officer 3 Total Compensation Amount Officer 4 Name Officer 4 Total Compensation Amount Officer 5 Name Officer 5 Total Compensation Amount Project Name: City of Spokane Valley—Ella Rd Exhibit F Project No.: CDBG 19-13 If GRANTEE does not meet these criteria, specifically identify below each criteria that is not met for your organization: - The grantee does not meet the criteria of receiving 80 percent or more of its annual gross revenues from federal awards. -The grantee did not receive $25,000,000 or more in annual gross revenues from federal awards CDBG 19-13 EXHIBIT G 2 CFR Part 200 Subpart F Audit Certification Form 2 CFR Part 200.69.Non-Federal entity means a state.local government,Indian tnbe,institution of higher education((HE),or nonprofit organization that comes out a Federal award as a recipient or subrecipient Contact Information Subrecipient Name City of Spokane Valley Authorized Official(Name&Title-preferably CFO or CEO) Mark Calhoun Address 10210 E Sprague Ave Email. mcalhoun©spokanevalley org Phone# 509-720-5000 Purpose: As a pass-through entity of federal grant funds, the Spokane County Community Services Housing and Community Development Department (CSHCD) is required by 2 CFR Part 200 Subpart F to monitor activities of subrecipients to ensure federal awards are used for authorized purposes and verify that subrecipients expending $750,000 or more in federal awards during their fiscal year have met the 2 CFR Part 200 Subpart F Audit Requirements Your entity is a subrecipient subject to such monitoring by CSHCD because it is a non-federal entity that expends federal grant funds received from CSHCD as a pass- through entity to carry out a federal program 2 CFR Part 200 Subpart F should be consulted when completing this form Directions: As required by 2 CFR Part 200 Subpart F, non-federal entities that expend $750,000 in federal awards in a fiscal year shall have a single or program-specific audit conducted for that year. If your entity is not subject to these requirements, you must complete Section A of this Form If your entity is subject to these requirements,you must complete Section B of this form When completed, you must sign, date,and return this form with your contract/agreement and every fiscal year thereafter until the contract/agreement is closed Failure to retum this completed Audit Certification Form may result in delay of funding, withholding of federal awards or disallowance of costs,and suspension or termination of federal awards SECTION A:Entities NOT subject to the audit requirements of 2 CFR Part 200 Subpart F Our entity is not subject to the audit requirements of 2 CFR Part 200 Subpart F because ❑ We did not expend$750,000 or more of total federal awards during the fiscal year ❑ We are exempt for other reasons(describe) By signing below. I acknowledge that we are still subject to 2 CFR Part 200 Subpart F laws and regulations governing the program(s)in which we participate,that we are required to maintain records of federal funding and to provide access to such records by federal and state agencies and their designees,and that CSHCD may request and be provided access to additional information and/or documentation to ensure proper stewardship of federal funds. SECTION B:Entities that ARE subject to the audit requirements of 2 CFR Part 200 Subpart F (Complete the information below and check the appropriate box) M'l We completed our last 2 CFR Part 200 Subpart F Audit on] r ]9/20/2018 for Fiscal Year ending 12/31/2017 There were no findings related to federal awards from CSHCD. No follow-up action is required by CSHCD as the pass-through entity. A complete copy of the audit report,which includes exceptions,corrective action plan and management response,will be provided electronically to tlandsiedel©spokanecounty.org. ❑ We completed our last 2 CFR Part 200 Subpart F Audit on gltint for Fiscal Year ending allirallift There were findings related to federal awards. A complete copy of the audit report,which includes exceptions,corrective action plan and management response,will be provided electronically to tlandsiedel©spokanecounty.org. o Our completed 2 CFR Part 200 Subpart F Audit will be available on ] for Fiscal Year ending Ritelliej We will provide electronic copy of the audit report to tlandsiedel@spokanecounty.org. I hereby certify that I am an individual authorized by the above identified entity to complete this form. Further, I certify that the above information is true and correct and all relevant material findings contained in audit report/statement have been disclosed.Additionally,1 understand this Form is to be submitted every fiscal year for which this entity is a subrecipient of federal award funds from SHCD. Signature of Authorized Official ( /U�L(TL Date- 7'zz /2fp(9 Print Name &Title Mark Calhoun - City Manager