22-227.00 Spokane Valley Partners: Assistance to Low Income Residents Contract No. 22-227
GRANT AGREEMENT BETWEEN SPOKANE VALLEY PARTNERS AND THE CITY OF
SPOKANE VALLEY FOR PROVIDING ASSISTANCE TO LOW INCOME RESIDENTS
Spokane Valley Partners
THIS AGREEMENT is made by and between the City of Spokane Valley,a code City of the State
of Washington, hereinafter "City" and Spokane Valley Partners, a nonprofit corporation in the State of
Washington,hereinafter"SVP,"jointly referred to as"Parties."
WHEREAS, SVP's mission is "Preventing hunger and poverty alongside great community
partners". SVP's mission aligns with a fundamental purpose of the City to provide necessary support to
the poor and infirm;and
WHEREAS, SVP is committed to providing essential services including, but not limited to,
collecting, warehousing, and providing food supplies, clothing, diapers, and homeless outreach to the
community; and
WHEREAS,the need of City residents has increased significantly in recent years due to a number
of factors including effects of the COVID-19 pandemic,inflation,and a growing and aging population;and
WHEREAS, SVP's operational needs for the community have grown beyond the capacity of their
current building location on East Broadway; and
WHEREAS, SVP has developed a plan to acquire new property,the primary purpose of which will
be to fulfill its mission to help the poor and infirm, as considered over the term of this Agreement; and
WHEREAS, this creates an opportunity to provide a centralized hub for other like-service
providers;and
WHEREAS, on May 31, 2022, Council allocated $4 million to support SVP in its acquisition of
property to further its mission in providing support to the poor and infirm within the City;and
IN CONSIDERATION of the terms and conditions contained herein,the Parties agree as follows:
1.Purpose of Agreement. The City agrees to grant SVP $4 million(Grant Award)for acquisition of real
property and a new SVP facility thereon located at 17002 E. Sprague Avenue in the City of Spokane Valley,
Spokane County, Washington, tax parcel: 45241.9105, the entirety of which will be called the "Property"
for purposes of this Agreement. The Property will be used to provide the services in Exhibit A, and such
services are for a public purpose in support of the poor and infirm.
2.Terms and Conditions. Along with any other obligations,terms,or conditions set forth in other sections
of this Agreement and its attached exhibits,the City's grant to SVP is subject to the following:
A. The City will provide $4 million by wire to the identified escrow account for the acquisition of
the Property on the date of closing or another agreed upon time. Closing and wire instructions shall
be provided by the escrow agent.
B. Pre-closing conditions.The following conditions shall be met 30 days prior to the City making
payment per the closing instructions,or such other time as agreed by the Parties:
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Contract No. 22-227
i. SVP shall certify and guarantee that the remaining amount of funds required for the
purchase of the Property have been acquired.
ii. SVP shall certify and guarantee that the Grant Award funds shall be used solely for the
purchase of the Property.
iii. SW shall certify and guarantee that a purchase and sale agreement or similar purchase
document has been executed and shall provide a copy to the City.
iv. SVP shall certify and guarantee that SW has completed all necessary inspections and
due diligence in determining that the Property and facilities are up to standards necessary
for the public purposes for which they will be used including, but not limited to, zoning,
building codes, and all other development regulations.
v. The Property appraises for at least$4 million.
vi. SVP shall acquire the Property by June 1,2023.
C. Post-closing conditions. The following conditions shall be met after closing:
i.Immediately upon closing,SW shall record the Restrictive Covenant attached as Exhibit
E to this Agreement in the real property records of Spokane County, Washington. SW
shall notify the City that this has occurred and shall provide a conformed copy of the same
to the City. In no event shall the recording, or notice occur later than five business days
after closing. Upon filing,the Restrictive Covenant shall become part of this Agreement.
ii. SVP shall comply with all the conditions and timelines set forth in Exhibit A pertaining
to Annual Reports.
iii. SVP shall comply with all other terms and conditions provided in this Agreement and
the exhibits thereto including but not limited to adhering to sections 2, 8, and 9, and the
Restrictive Covenant attached as Exhibit E.
iv. SVP shall provide services at the Property as outlined in Exhibit A.
3. Administration. The City Manager or designee shall administer and be the primary contact for SVP
throughout the term of this Agreement.
4. Representations. City has relied upon the qualifications of SVP in entering into this Agreement. By
execution of this Agreement, SW represents it possesses the ability, skill, and resources necessary to
provide the services outlined in Exhibit A,and is familiar with all current laws,rules,and regulations which
reasonably relate thereto.
SVP represents that the Grant Award is adequate and sufficient for the purchase of the Property, and for
the timely provision of the public services pursuant to Exhibit A and other terms of this Agreement.
SVP shall be responsible for its services and documenting results therefrom, and the City shall not be
responsible for discovering deficiencies therein. SVP shall correct any such deficiencies discovered.
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5. Standard of Care. SVP shall exercise the degree of skill and diligence normally employed by those
performing the same or similar services at the time such services are performed.
6.Modifications. The terms of this Agreement may only be modified or amended by the mutual agreement
of the Parties.
7. Term of Agreement; Termination. This Agreement shall be in full force and effect upon execution
and shall remain in effect for 15 years from the date of recording the Restrictive Covenant attached as
Exhibit E.
8. Default. The failure to abide by any pre-closing or post-closing terms, conditions, or
certifications/guarantees in this Agreement shall result in a material default unless corrected as provided
herein. Upon written notice provided by the City, SW shall have 14 days to cure a material default,unless
an additional period that is reasonably necessary for SW to complete such cure is agreed upon by the
Parties. Should SVP be unable to cure the material default within 14 days or the otherwise agreed upon
period for any reason,the City's obligations under this Agreement shall terminate,the City shall be entitled
to recoupment of any and all funds of the Grant Award,and SW shall return any and all Grant Funds with
12% interest per annum to the City via payment method agreed to by the City Finance Director within 30
days following the end of the cure period.Upon failure to cure within the applicable time period,the City
shall have all means available under law and equity to enforce this provision and to recover Grant Award
funds from SVP.
In the event of a material default,and in addition to the City's right of recoupment and SVP's obligation to
return the Grant Award to the City with interest, SVP shall be liable for all direct and provable damages as
authorized by law. The City shall have available all remedies under law and equity. Upon material default
of this Agreement and in addition to any other rights provided in this Agreement or elsewhere in law,the
City may require SVP to deliver to the City any property specifically produced or acquired for the
performance of such part of this Agreement pursuant to the terms herein and any exhibit hereto.
For the purposes of this section 8,"Material Default"means any breach of a fundamental or essential term
or repeated breaches of any of the terms of the Agreements.
9.Restrictive Covenant and Procedures for Release Therefrom. Should SVP wish to sell the property
acquired pursuant to this Agreement to a third party before the expiration of this Agreement, SVP shall first
notify the City Manager or designee of SVP's request. The Restrictive Covenant may not be released or
modified without the approval of the majority of City Council. City Council,among any other requirements
it deem appropriate, shall require in consideration of a release or modification of the Restrictive Covenant
that SVP:(1)condition the sale of the property to the third party upon adherence to the Restrictive Covenant
filed under this Agreement, or the filing of a new Restrictive Covenant consistent with Exhibit E hereto
that requires the use of the property for the purposes outlined in Exhibit A for at least the time remaining
on this Agreement. Sale to a third party shall also be conditioned on the ability of the third party to assume
the work as outlined in Exhibit A to this Agreement either immediately, or within a reasonable amount of
time agreed upon by the City; (2) use the proceeds from the sale to purchase a property within the City
boundary at which they will continue the services outlined in Exhibit A for at least the time remaining on
this Agreement, and upon which they will record a new Restrictive Covenant consistent with Exhibit E to
this Agreement. A purchase of a new property shall be conditioned on the ability of SVP to assume the
work as outlined in Exhibit A to this Agreement either immediately, or within a reasonable time agreed
upon by the City; or(3)remit to the City the proportionate share of the proceeds with interest determined
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Contract No. 22-227
by the proportionate share of the funds granted by this Agreement that were used to purchase the original
Property. Nothing herein obligates the City to release the Restrictive Covenant prior to the termination of
this Agreement outlined in section seven of this Agreement.
10. Notice. Notices other than applications for payment shall be given in writing as follows. A party is
deemed to have received notice on the third day following the date on which the same have been mailed by
certified or registered mail, postage pre-paid, return receipt requested, or on the date on which the same
have been personally delivered with proof of receipt, at the addresses specified below, or at such other
addresses as may be specified in writing by the parties listed below:
TO THE CITY: TO SVP: ,
Name: Christine Bainbridge, City Clerk Name: Calvin B. Coblentz,CEO
Phone: (509) 720-5000 Phone: (509)927-1153
Address: 10210 East Sprague Avenue Address: P.O. Box 141360
Spokane Valley,WA 99206 Spokane Valley, WA 99214
WITH A COPY TO:
Name:
Phone:
Address:
11.Applicable Laws and Standards. The Parties,in the performance of this Agreement,agree to comply
with all applicable federal,state,and local laws and regulations,including without limitation the additional
federal terms set forth in Exhibit D and incorporated herein. SVP states that its designs, construction
documents, and services shall conform to all federal, state,and local statutes and regulations.
12. Certification Regarding Debarment, Suspension, and Other Responsibility Matters — Primary
Covered Transactions.
A.By executing this Agreement, SVP certifies to the best of its knowledge and belief that it and its
principals:
i. Are not presently debarred, suspended, proposed for debarment, declared
ineligible,or voluntarily excluded from covered transactions by any federal department or
agency;
ii. Have not within a three-year period preceding this proposal 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 of embezzlement, theft, forgery, bribery, falsification or
destruction of records,making false statements,or receiving stolen property;
iii. Are not presently indicted for or otherwise criminally or civilly charged by a
governmental entity (federal, state, or local) with commission of any of the offenses
enumerated in paragraph(A)(2)of this certification;and
iv. Have not within a three-year period preceding this application/proposal had
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Contract No. 22-227
one or more public transactions(federal, state,or local)terminated for cause or default.
B. Where the prospective primary participant is unable to certify to any of the statements in this
certification, such prospective participant shall attach an explanation to this Agreement.
13.Relationship of the Parties. It is understood and agreed that SVP shall be an independent contractor
and not the agent or employee of City,that City is interested in only the results to be achieved,and that the
right to control the particular manner, method, scope, and means in which the services are performed is
solely within the sole and absolute discretion of SVP. Any and all SVP employees who provide services
to City under this Agreement shall be deemed employees solely of SVP. SVP shall be solely responsible
for the conduct and actions of all its employees under this Agreement and any liability that may attach
thereto.
14. Public Records; Ownership of Certain Documents. The Parties agree that all records of SVP
prepared pursuant to this Agreement,and which are owned,used,or retained by the City,are public records
under the Public Records Act (chapter 42.56 RCW) and may be subject to disclosure unless a statutory
exemption applies. The City agrees not to intentionally waive any statutory exemptions from disclosure
available for such records under the Public Records Act. The City shall, if possible,notify SVP before any
disclosure, and provide SW an opportunity to intervene through judicial process to resist release of such
records. The City agrees not to object to SVP's intervention in any judicial proceeding in which SVP resists
release of the records. The City shall have no duty to resist release of any public records created pursuant
to this Agreement, except to provide notice to SVP of the request for and disclosure of such records as
previously described. All annual reports and other related documents identified in the Scope of Services
prepared by SVP pursuant to this Agreement and provided to the City are and shall be the property of City,
and may be subject to disclosure pursuant to chapter 42.56 RCW or other applicable public record laws.
The written, graphic, mapped, photographic, or visual documents prepared by SVP pursuant to this
Agreement and provided to the City shall,unless otherwise provided,be deemed the property of City. City
shall be permitted to retain these documents, including reproducible camera-ready originals of reports,
reproduction quality mylars of maps,and copies in the form of computer files,for the City's use. City shall
have unrestricted authority to publish, disclose, distribute, and otherwise use, in whole or in part, any
reports,data,drawings,images,or other material prepared pursuant to this Agreement for the City,provided
that SW shall have no liability for the use of SVP's work product outside of the scope of its intended
purpose.
15.Records. The City,Treasury Office of the Inspector General,Government Accountability Office,State
Auditor or any of their representatives shall have full and reasonable access to and the right to examine
during normal business hours, at a mutually agreeable time, all of SVP's records (electronic or otherwise)
with respect to all matters covered in this Agreement. Such representatives,at their sole cost and expense,
shall be permitted to audit, examine, make excerpts, copies or transcripts from such records, and to make
audits or investigations of all contracts, invoices,materials,payrolls,and record of matters covered by this
Agreement for a period of six years after termination of the Agreement.
16.Insurance. SVP shall procure and maintain for the duration of the Agreement,insurance against claims
for injuries to persons or damage to property which may arise from or in connection with the performance
of the work hereunder by SVP, its agents,representatives,employees,or subcontractors.
A.Minimum Scope of Insurance. SVP's required insurance shall be of the types and coverages as
stated below:
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Contract No. 22-227
i. Automobile liability insurance covering all owned, non-owned, hired, and leased
vehicles. Coverage shall be at least as broad as Insurance Services Office(ISO)form CA
00 01.
ii.Commercial general liability insurance shall be at least as broad as ISO occurrence form
CG 00 01 and shall cover liability arising from premises,operations,stop-gap independent
contractors and personal injury, and advertising injury. City shall be named as an
additional insured under SVP's commercial general liability insurance policy with respect
to the work performed for the City using an additional insured endorsement at least as
broad as ISO CG 20 26.
iii. Workers' compensation coverage as required by the industrial insurance laws of the
State of Washington.
iv.Professional liability insurance appropriate to SVP's profession.
B. Minimum Amounts of Insurance. SVP shall maintain the following insurance limits:
i. Automobile liability insurance with a minimum combined single limit for bodily injury
and property damage of$1,000,000 per accident.
ii. Commercial general liability insurance shall be written with limits no less than
$2,000,000 each occurrence, and$2,000,000 general aggregate.
iii. Professional liability insurance shall be written with limits no less than$2,000,000 per
claim and $2,000,000 policy aggregate limit.
C. Other Insurance Provisions. SVP's policies are to contain, or be endorsed to contain, the
following provisions for automobile liability and commercial general liability insurance:
i. SVP's insurance coverage shall be primary insurance with respect to the City. Any
insurance, self-insurance, or self-insured pool coverage maintained by City shall be in
excess of SVP's insurance and shall not contribute with it.
ii. SVP shall provide City and all additional insured for this work with written notice of
any policy cancellation within two business days of their receipt of such notice.
iii. If SVP maintains higher insurance limits than the minimums shown above, City shall
be insured for the full available limits of commercial general and excess or umbrella
liability maintained by SVP, irrespective of whether such limits maintained by SVP are
greater than those required by this Agreement or whether any certificate of insurance
furnished to the City evidences limits of liability lower than those maintained by SVP.
iv. Failure on the part of SVP to maintain the insurance as required shall constitute a
material breach of the Agreement, upon which the City may, after giving at least five
business days' notice to SVP to correct the breach, immediately terminate the Agreement,
or at its sole discretion,procure or renew such insurance and pay any and all premiums in
connection therewith,with any sums so expended to be repaid to City on demand,or at the
sole discretion of the City,offset against funds due SVP from the City.
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Contract No. 22-227
D.Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.Best rating
of not less than A:VII.
E. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement,
SVP shall furnish the City with original certificates and a copy of the amendatory endorsements,
including but not necessarily limited to the additional insured endorsement, evidencing the
insurance requirements of the Agreement before commencement of the work.
17. Indemnification and Hold Harmless. SVP shall, at its sole expense, defend, indemnify, and hold
harmless City and its officers,agents,and employees,from any and all claims,actions, suits, liability,loss,
costs,attorney's fees,costs of litigation,expenses, injuries, and damages of any nature whatsoever relating
to or arising out of the wrongful or negligent acts, errors, or omissions in the services provided by SVP,
SVP's agents, subcontractors, subconsultants,and employees to the fullest extent permitted by law, subject
only to the limitations provided below.
However, should a court of competent jurisdiction determine that this Agreement is subject to RCW
4.24.115,then, in the event of liability for damages arising out of bodily injury to persons or damages to
property caused by or resulting from the concurrent negligence of SVP and the City, its officers, officials,
employees, and volunteers, SVP's liability, including the duty and cost to defend,hereunder shall be only
to the extent of SVP's negligence. It is further specifically and expressly understood that the
indemnification provided herein constitutes SVP's waiver of immunity under Industrial Insurance,Title 51,
RCW, solely for the purpose of this indemnification. This waiver has been mutually negotiated by the
parties. The provisions of this section shall survive the expiration or termination of this Agreement.
18.Waiver. No officer,employee,agent,or other individual acting on behalf of either Party has the power,
right,or authority to waive any of the conditions or provisions of this Agreement. A waiver in one instance
shall not be held to be a waiver of any other subsequent breach or nonperformance. All remedies afforded
in this Agreement or by law shall be taken and construed as cumulative and in addition to every other
remedy provided herein or by law. Failure of either Party to enforce at any time any of the provisions of
this Agreement or to require at any time performance by the other Party of any provision hereof shall in no
way be construed to be a waiver of such provisions nor shall it affect the validity of this Agreement or any
part thereof.
19. Assignment and Delegation. Neither Party shall assign, transfer, or delegate any or all of the
responsibilities of this Agreement or the benefits received hereunder without prior written consent of the
other Party.
20. Subcontracts. Except as otherwise provided herein, SVP shall not enter into subcontracts for any of
the work contemplated under this Agreement without obtaining prior written approval of City,which shall
not be unreasonably withheld.
21. Confidentiality. SVP may, from time-to-time, receive information which is deemed by City to be
confidential. SVP shall not disclose such information without the prior express written consent of City or
upon order of a court of competent jurisdiction.
22. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Disputes
between City and SW shall be resolved in the Superior Court of the State of Washington in Spokane
County. Notwithstanding the foregoing, SVP agrees that it may, at City's request, be joined as a party in
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Contract No. 22-227
any arbitration proceeding between City and any third party that includes a claim or claims that arise out
of, or that are related to SVP's services under this Agreement. SVP further agrees that the Arbitrator(s)'
decision therein shall be final and binding on SVP and that judgment may be entered upon it in any court
having jurisdiction thereof.
23. Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out of this
Agreement shall be entitled to its attorney's fees and costs of such litigation(including expert witness fees).
24. Entire Agreement. This written Agreement constitutes the entire and complete agreement between
the Parties and supersedes any prior oral or written agreements. This Agreement may not be changed,
modified,or altered except in writing signed by the Parties hereto.
25.Anti-kickback. No officer or employee of City,having the power or duty to perform an official act or
action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited,
accepted,or granted a present or future gift,favor, service,or other thing of value from any person with an
interest in this Agreement.
26. Business Registration. SVP shall register with the City as a business prior to commencement of work
under this Agreement if it has not already done so.
27. Assurance of Compliance with Applicable Federal Law. This Agreement may be funded from
a federal source. SVP agrees to comply with any and all additional terms applicable to the federal
source. The Contract includes, in part, certain standard terms and conditions required by the U.S.
Department of Treasury ("Treasury"), including the additional terms and conditions set forth in
Exhibit D. During the performance of this Agreement, SVP, for itself, its assignees, and successors in
interest agrees as follows in the event this Agreement is funded from a federal source:
A. Compliance with Regulations. SVP shall comply with the federal laws, regulations and
guidance set forth in Exhibit D and subsection G, relative to non-discrimination in federally-
assisted programs as adopted or amended from time-to-time, which are herein incorporated by
reference and made a part of this Agreement.
B. Non-discrimination. SVP,with regard to the work performed by it during this Agreement,shall
not discriminate on the grounds of race, color, or national origin in the selection and retention of
subcontractors, including procurements of materials and leases of equipment. SVP shall not
participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations,
including employment practices when the contract covers any activity,project,or program set forth
in Appendix B of 49 CFR Part 21.
C. Solicitations for Subcontracts, Including Procurements of Materials and Equipment. In all
solicitations,either by competitive bidding,or negotiation made by SVP for work to be performed
under a subcontract, including procurements of materials, or leases of equipment, each potential
subcontractor or supplier shall be notified by SVP of SVP's obligations under this Agreement and
the Acts and applicable regulations including regulations relative to non-discrimination on the
grounds of race,color, or national origin.
D. Information and Reports. SVP shall provide all information and reports required by the Acts,
the regulations,and directives issued pursuant thereto,and shall permit access to its books,records,
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Contract No. 22-227
accounts, other sources of information, and its facilities as may be determined by the City or
Treasury to be pertinent to ascertain compliance with such Acts, regulations, and instructions.
Where any information required of SVP is in the exclusive possession of another who fails or
refuses to furnish the information, SVP shall so certify to the City or Treasury, as appropriate,and
shall set forth what efforts it has made to obtain the information.
E. Sanctions for Noncompliance. In the event of SVP's noncompliance with the nondiscrimination
provisions of this Agreement, the City will impose such contract sanctions as it or Treasury may
determine to be appropriate, including, but not limited to:
i. Withholding payments to SVP under the Agreement until SVP complies; and/or
ii. Cancelling,terminating,or suspending the Agreement, in whole or in part.
F. Incorporation of Provisions. SVP shall include the provisions of Exhibit D and the paragraphs
of these Contract Clauses in every subcontract, including procurements of materials and leases of
equipment,unless specifically exempt from the particular requirement. SVP shall take action with
respect to any subcontract or procurement as the City or Treasury may direct as a means of
enforcing such provisions, including sanctions for noncompliance. Provided,that if SVP becomes
involved in,or is threatened with litigation by a subcontractor or supplier because of such direction,
SVP may request that the City enter into any litigation to protect the interests of the City. In
addition, SVP may request the United States to enter into the litigation to protect the interests of
the United States.
G. Pertinent Non-Discrimination Authorities: During the performance of this Agreement, SVP
agrees to comply with the non-discrimination statutes and authorities; including but not limited to
the statutes and authorities identified in Exhibit D and the following:
Title VI of the Civil Rights Act of 1964(42 U.S.C. §2000d et seq., 78 stat.252),(prohibits
discrimination on the basis of race,color,national origin);and 49 CFR Part 21;and 49 Part
26;
The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970,
(42 U.S.C. §4601), (prohibits unfair treatment of persons displaced or whose property has
been acquired because of Federal or Federal-aid programs and projects);
Federal-Aid Highway Act of 1973, (23 U.S.C. §324 et seq.), (prohibits discrimination on
the basis of sex);
Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. §794 et seq.), as amended,
(prohibits discrimination on the basis of disability); and 49 CFR Part 27;
The Age Discrimination Act of 1975, as amended, (42 U.S.C. §6101 et seq.), (prohibits
discrimination on the basis of age);
Airport and Airway Improvement Act of 1982, (49 U.S.C. §471, Section 47123), as
amended, (prohibits discrimination based on race,creed,color,national origin,or sex);
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Contract No. 22-227
The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage
and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act
of 1975 and Section 504 of the Rehabilitation Act of 1973,by expanding the definition of
the terms"programs or activities"to include all of the programs or activities of the Federal-
aid recipients, sub-recipients and contractors, whether such programs or activities are
Federally funded or not);
Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on
the basis of disability in the operation of public entities, public and private transportation
systems,places of public accommodation,and certain testing entities(42 U.S.C. §§12131-
12189)as implemented by Department of Transportation regulations at 49 C.F.R.parts 37
and 38;
The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. §47123)
(prohibits discrimination on the basis of race,color,national origin, and sex);
Executive Order 12898, Federal Actions to Address Environmental Justice in Minority
Populations and Low-Income Populations, which ensures Non-discrimination against
minority populations by discouraging programs, policies, and activities with
disproportionately high and adverse human health or environmental effects on minority
and low-income populations;
Executive Order 13166, Improving Access to Services for Persons with Limited English
Proficiency, and resulting agency guidance, national origin discrimination includes
discrimination because of Limited English proficiency(LEP). To ensure compliance with
Title VI,Contractor must take reasonable steps to ensure that LEP persons have meaningful
access to your programs(70 Fed.Reg. at 74087 to 74100);and
Title IX of the Education Amendments of 1972, as amended, which prohibits
discrimination because of sex in education programs or activities(20 U.S.C. §1681 et seq.).
28. Severability. If any section, sentence,clause,or phrase of this Agreement should be held to be invalid
for any reason by a court of competent jurisdiction, such invalidity shall not affect the validity of any other
section, sentence,clause, or phrase of this Agreement.
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Contract No. 22-227
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29. Exhibits. Exhibits attached and incorporated into this Agreement are:
A. Scope of Services
B. Insurance Certificates
C. Certificates and guarantees
D.Additional Federal Requirements
E.Restrictive Covenant
The Parties have executed this Agreement this 2Y7'4 day of 02c_ .--i i , 20 Z 2.
CITY OF SPOKANE VALLEY SPOKANE VALLEY PARTNERS:
4/Z,,/..-- C41". g- CAL—.
ohn Hohman, City Manager By: CNa I.;,A, B Co bkt i4-z C co
Its: Authorized Representative
APPROVED AS TO FORM:
411/1
Office he City ttorney
Grant Agreement Spokane Valley Partners Page 11 of 11
EXHIBIT A
Scope of Services
Exhibit A
SCOPE OF SERVICES
A. Services over life of Property. The City of Spokane Valley (City) is granting Spokane Valley
Partners (SVP) grant funds to acquire property to allow SVP to continue providing existing
services, expand into other potential services, and to serve more people in need within Spokane
Valley and the surrounding region. The Parties agree that the existing owner of the Property
requires time to relocate and vacate the premises and that SVP has negotiated for the current owner
to lease the property for a period after the purchase is complete. To that end and to ensure the
funds are used for the primary purpose of providing necessary services to support the poor and
infirm,the Parties agree that SVP will(1)directly conduct some level of SVP operations or provide
some level of service from the newly acquired property from the date of acquisition, and (2) use
the newly acquired property, whether directly or indirectly through sub-contractors/lessees or
otherwise, for the primary purpose of providing services outlined in Section B below to support
the poor and infirm within the City, and any other additional area as determined appropriate by
SVP, as considered over the term of this Agreement. SVP currently anticipates it will utilize the
Property for the primary purpose of providing services to support the poor and infirm beginning
in the fourth quarter of 2025 and no later than January 1, 2026. SVP shall notify the City of any
change in such date. The City shall evaluate any change to ensure that the primary purpose of the
Property,as considered over the term of this Agreement,remains for providing services to support
the poor and infirm. As part of the Agreement, SVP will record the Restrictive Covenant attached
to the Agreement as Exhibit E. Consistent with the Agreement,the Restrictive Covenant requires
the property acquired with the City's grant funds,to be used for the purposes contained within this
Scope of Services for 15 years.1
B. Description of Services. SVP's identified mission is"Preventing hunger and poverty
alongside great community partners." Under that mission, SVP currently provides a variety of
services to support the poor and infirm. These include collecting, warehousing, and providing
food supplies for those in need; collecting, warehousing and providing clothing for those in need;
collecting,warehousing, and providing diapers to those in need; providing assistance, whether
directly or indirectly, to those in need of utility assistance; and partnering with the City to assist
in outreach in addressing homelessness. SVP also works with numerous community and
regional partners to gather donations,to assist in providing such services, and collaborate on
opportunities to better meet the needs of the community and region. The Parties agree that SVP
may continue to provide such services, may change such services, may expand such services,
and may contract, collaborate, or work with other providers to provide such services or other
related social services to support the poor and infirm and that,provided such uses support the
poor and infirm,they shall be deemed to meet the purposes of this Agreement and Scope of
Services. Nothing herein shall be construed to prevent or preclude SVP from providing services
to residents not located within the City. In addition to all activities that are prohibited by law,the
following are expressly prohibited on the property: selling of alcohol, adult entertainment, and
the selling, distribution,manufacturing,packaging, or production of cannabis.
C. Reporting. In receiving the funds through this grant, SVP agrees to document its returns
1 Other conditions and terms are contained in the Agreement to which this Scope of Services is attached.
through annual reports. The reports shall include the following information. The City understands
that SVP will be providing reports to Spokane County as part of its American Rescue Plan grant
award. The City will accept such reports for purposes of this Section. Reports shall be provided
to the City by January 31 of the year following the reporting period.
Annual Report on Number of Households Served
2023 (insert year,2024, 2025,2026, etc.)
Service2 January 1, 2023 December 31, 2023 Total# and
%increase or
decrease3
Food Bank
Mobile Dist.
Food for Thought
Clothing
Emerg. Assist.
The Annual Reports shall be accompanied by written summaries that explain the services
SVP provided that year, a report on operations, fundraising efforts, and information about any
breakdown of operations or service by location, if operations occur at multiple locations. The
Annual Report shall also include any other reasonable metrics and information mutually agreed
upon by SVP and the City. These Annual Reports will be required for 15 years consistent with
the Agreement and Restrictive Covenant. The requirements of reporting may be modified upon
mutual agreement of the parties.
2 The services in this Scope are based on SVP's latest annual report. The Parties agree that such services may be
modified as services are modified,added,or removed,but that the report shall contain information about the
services provided by SVP during any applicable reporting period.
3 For the first year of reporting,2023 will provide a baseline,and thus no increases or decreases are required.
EXHIBIT B
Insurance Certificates
Issue Date 12/22/2022 pert#:0000041951
Non Profit Insurance Program
Certificate of Coverage
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONVEYS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES
NOTAMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF COVERAGE DOES NOT CONSTITUTE A CONTRACT
BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed.If SUBROGRATION IS WAIVED,subject to the terms and conditions of
the policy,certain coverage may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
PRODUCER COMPANIES AFFORDING COVERAGE
Clear Risk Solutions GENERAL LIABILITY
451 Diamond Drive American Alternative Insurance Corporation,et al.
Ephrata,WA 98823
AUTOMOBILE LIABILITY
American Alternative Insurance Corporation,et al.
INSURED PROPERTY
American Alternative Insurance Corporation,et al.
Spokane Valley Partners
MISCELLANEOUS PROFESSIONAL LIABILITY
Princeton Excess and Surplus Lines Insurance Company
10814 East Broadway
Spokane Valley,WA 99206
COVERAGES
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE COVERAGE PERIOD
INDICATED, NOT WITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
TYPE OF INSURANCE POLICY NUMBER POLICY EFF POLICY EXP DESCRIPTION LIMITS
DATE DATE
GENERAL LIABILITY
COMMERCIAL GENERAL LIABILITY N1-A2-RL-0000013-13 6/1/2022 6/1/2023 PER OCCURRENCE $5,000,000
OCCURRENCE FORM PER MEMBER AGGREGATE $10,000,000
INCLUDES STOP GAP PRODUCT-COMP/OP $5,000,000
PERSONAL&ADV.INJURY $5,000,000
(LIABILITY IS SUBJECT TO A$250,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE $50,000,000
AUTOMOBILE LIABILITY
ANY AUTO N1-A2-RL-0000013-13 6/1/2022 6/1/2023 COMBINED SINGLE LIMIT $5,000,000
(LIABILITY IS SUBJECT TO A$250,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE NONE
PROPERTY
N1-A2-RL-0000013-13 6/1/2022 6/1/2023 ALL RISK PER OCC EXCL EQ&FL $75,000,000
EARTHQUAKE PER OCC Excluded
FLOOD PER OCC Excluded
(PROPERTY IS SUBJECT TO A$250,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE NONE
MISCELLANEOUS PROFESSIONAL LIABILITY
N1-A3-RL-0000060-13 6/1/2022 6/1/2023 PER CLAIM $5,000,000
(LIABILITY IS SUBJECT TO A$250,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE $40,000,000
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS
Regarding grant funding contract#22-227. The City of Spokane Valley is named as Additional Insured regarding this funding only and is subject to policy terms,conditions,
and exclusions.Additional Insured endorsement is attached.The NPIP retained limit is primary and non-contributory.
CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE
WITH THE POLICY PROVISIONS.
CERTIFICATE HOLDER AUTHORIZED REPRESENTATIVE
City of Spokane Valley
1 a E Sprague Avenue S10210
Spookane Valley,WA 99206 }'�
AMERICAN ALTERNATIVE
INSURANCE COMPANY
ADDITIONAL INSURED- DESIGNATED PERSON OR ORGANIZATION
(GENERAL LIABILITY)
Named Insured
Non Profit Insurance Program (NPIP)
Policy Number Endorsement Effective
N1-A2-RL-0000013-13 6/1/2022
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY
This endorsement modifies insurance provided under the following:
GENERAL LIABILITY COVERAGE PART
This endorsement changes the policy effective on the inception date of the policy unless another date is indicated above.
Schedule
Person or Organization(Additional Insured): As Per Schedule on file with Clear Risk Solutions,Underwriting Administrator
City of Spokane Valley
10210 E Sprague Avenue
Spokane Valley,WA 99206
Regarding grant funding contract#22-227. The City of Spokane Valley is named as Additional Insured regarding this
funding only and is subject to policy terms,conditions,and exclusions.Additional Insured endorsement is attached.
The NPIP retained limit is primary and non-contributory.
A. With respects to the General Liability Coverage Part only,the definition of Insured in the Liability Conditions,Definitions and Exclusions
section of this policy is amended to include as an Insured the Person or Organization shown in the above Schedule.Such Person or
Organization is an Insured only with respect to liability for Bodily Injury,Property Damage,or Personal and Advertising Injury
caused in whole or in part by your acts or omissions or the acts or omissions of those acting on your behalf:
1. In performance of your ongoing operations;or
2. In connection with your premises owned or rented to you.
B. The Limits of Insurance applicable to the additional Insured are those specified in either the:
1. Written contract or written agreement;or
2. Declarations for this policy,
whichever is less.These Limits of Insurance are inclusive and not in addition to the Limits Of Insurance shown in the Declarations.
All other terms and conditions remain unchanged.
Includes copyrighted material of the Insurance Services Office, Inc.,with its permission
EXHIBIT C
Certificates and guarantees
EXHIBIT D
Additional Federal Requirements
EXHIBIT D: ADDITIONAL FEDERAL REQUIREMENTS
This Agreement may be funded from a federal source. SVP agrees to comply with any and all additional
terms applicable to the federal source.The following provisions include,in part,certain standard terms and
conditions required by Treasury in connection with CLFR Funds.
If any of the provisions below conflict with the provisions found in the Agreement,the provisions set
forth herein control. SVP agrees not to perform any act,fail to perform any act,or refuse to comply with
any City requests that would cause the City to be in violation of Treasury terms and conditions.
D.1 Certifications
Prior to any disbursement of funds authorized by this Agreement, Contractor shall provide the City with
the certifications attached hereto.
D.2 Applicable Law
A. SVP agrees to administer the Agreement consistent with the terms and conditions of this Exhibit,
in accordance with section 603(c) of the Social Security Act(the "Act"), as added by section 9901 of the
American Rescue Plan Act,Treasury's regulations implementing the Act,and guidance issued by Treasury
regarding the foregoing,as well as any other applicable federal laws and regulations. Contractor agrees to
comply with the requirements of section 603 of the Act, the Treasury's regulations implementing that
section, and guidance issued by Treasury regarding the foregoing, including regulations and guidance
issued in the future. Contractor also agrees to comply with all other current or future and then applicable
federal statutes, regulations, executive orders, and interpretive guidance, and Contractor shall provide for
such compliance by other parties in any agreements it enters into with other parties relating to this
Agreement. SVP shall assure compliance with all applicable federal, state, and local laws, requirements,
and ordinances as they pertain to the administration of the project.
B. SVP shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of
federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise
discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.),
as implemented by the Department of the Treasury's Title VI regulations,31 CFR Part 22,which are herein
incorporated by reference and made a part of this Agreement (or agreement). Title VI also includes
protection to persons with "Limited English Proficiency" in any program or activity receiving federal
financial assistance, 42 U.S.C. § 2000d et seq., as implemented by the Department of the Treasury's Title
VI regulations,31 CFR Part 22,and herein incorporated by reference and made a part of this Agreement or
agreement.Failure by SVP to carry out these requirements is a material breach of this Agreement that may
result in the termination of this Agreement or other legally available remedies. SVP shall provide the civil
rights certifications at Attachment C upon execution of this Agreement.
C. Federal regulations that may be applicable to this Agreement include, without limitation, the
following,each of which is incorporated herein as applicable:
1. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for
Federal Awards,2 C.F.R. Part 200, including the following:
i. Subpart A,Acronyms and Definitions;
ii. Subpart B, General Provisions;
iii. Subpart C,Pre-Federal Award Requirements and Contents of Federal Awards,
including,but not limited to:
a. § 200.215.Never Agreement with the enemy;
b. § 200.216.Prohibition on certain telecommunications and video surveillance
services or equipment;
iv. Subpart D,Post-Federal Award Requirements, including,but not limited to:
a. § 200.303.Internal controls;
b. § 200.307.Program income;
c. §§ 200.310-16.Property standards;
d. §§ 200.317-27.Procurement standards;
e. §§ 200.331-33. Subrecipient monitoring and management;
v. Subpart E,Cost Principles;
vi. Subpart F,Audit Requirements; and
vii. Appendix II to Part 200,Agreement Provisions for Non-Federal Entity
Agreements Under Federal Awards.
2. Universal Identifier and System for Award Management (SAM),
2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R.
Part 25 is hereby incorporated by reference.
3. Reporting Subaward and Executive Compensation Information,
2 C.F.R.Part 170,pursuant to which the award term set forth in Appendix A to 2 C.F.R.
Part 170 is hereby incorporated by reference.
4. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Non-
procurement),2 C.F.R.Part 180,including the requirement to include a term or condition
in all lower tier covered transactions (Contracts and Subcontracts described in 2 C.F.R.
Part 180, subpart B)that the Agreement is subject to 2 C.F.R. Part 180 and Treasury's
implementing regulation at 31 C.F.R. Part 19. SVP agrees to provide the Certification
Regarding Suspension, Debarment, Ineligibility or Voluntary Exclusion included at
Attachment B.
5. SVP Integrity and Performance Matters,pursuant to which the award term set forth in 2
C.F.R. Part 200,Appendix XII to Part 200 is hereby incorporated by reference.
6. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20.
7. New Restrictions on Lobbying, 31 C.F.R. Part 21. Contractors for awards of$100,000
or more shall file the required certification (included as Attachment A). 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
Agreement, grant, or any other award covered by 31 U.S.C. § 1352. Each tier shall 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
City of Spokane Valley who in turn will forward the certification(s)to Treasury.
8. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C.
§§ 4601-4655)and implementing regulations.
9. Generally applicable federal environmental laws and regulations.
Statutes and regulations prohibiting discrimination(which prohibit the denial of benefits or services, or
otherwise discriminate on the basis of race,color,national origin(including limited English proficiency),
disability, age, or sex(including sexual orientation and gender identity)) include, without limitation,the
following:
1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury's
Implementing regulations at 31 C.F.R.Part 22,which prohibit discrimination on the basis
of race,color,or national origin under programs or activities receiving federal financial
assistance;
2. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et
seq.), which prohibits discrimination in housing on the basis of race, color, religion,
national origin, sex,familial status,or disability;
3. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which
prohibits discrimination on the basis of disability under any program or activity receiving
federal financial assistance;
4. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and
Treasury's implementing regulations at 31 C.F.R.Part 23,which prohibit discrimination
on the basis of age in programs or activities receiving federal financial assistance;and
5. Title II of the Americans with Disabilities Act of 1990,as amended(42 U.S.C. §§ 12101
et seq.), which prohibits discrimination on the basis of disability under programs,
activities, and services provided or made available by state and local governments or
instrumentalities or agencies thereto.
D. Hatch Act. SVP agrees to comply, as applicable, with requirements of the Hatch Act (5
U.S.C. §§ 1501-1508 and 7324-7328), which limits certain political activities of federal employees, as
well as certain other employees who work in connection with federally funded programs.
E. Procurement of Recovered Materials. In the performance of this Agreement, SVP shall
make maximum use of products containing recovered materials that are EPA-designated items unless the
product cannot be acquired competitively within a timeframe providing for compliance with the
Agreement performance schedule; meeting Agreement performance requirements; or at a reasonable
price. Information about this requirement, along with the list of EPA- designated items, is available at
EPA's Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-
procurement-guideline-cpg-program. SVP also agrees to comply with all other applicable requirements
of Section 6002 of the Solid Waste Disposal Act.
F. Buy USA-Domestic Preference for certain procurements using federal funds. Contractor
should, to the greatest extent practicable under a Federal award, provide a preference for the purchase,
acquisition, or use of goods, products, or materials produced in the United States (including but not
limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this
section must be included in all subawards including all contracts and purchase orders for work or products
under this award. For purposes of this section: (1) "Produced in the United States" means, for iron and
steel products,that all manufacturing processes,from the initial melting stage through the application of
coatings, occurred in the United States. (2) "Manufactured products" means items and construction
materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-
based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical
fiber; and lumber.
D.3 Recoupment
A. SVP agrees that it is financially responsible for and will repay the City any and all indicated
amounts following an audit exception which occurs due to SVP's failure,for any reason,to comply with
the terms of this Agreement. This duty to repay the City shall not be diminished or extinguished by the
termination of the Agreement.
B. In the event of a violation of law,the funds shall be subject to recoupment by the City.
C. Any funds paid to SVP (i) in excess of the amount to which SVP is authorized to retain
under the terms of the Agreement; (ii)that are determined by the Treasury Office of Inspector General
to have been misused; (iii) are determined by Treasury to be subject to a repayment obligation; or(iv)
are otherwise subject to recoupment by the City, and have not been repaid by SVP to the City, shall
constitute a debt to the City.
D. Any debts determined to be owed the City must be paid promptly by SVP. A debt is
delinquent if it has not been paid by the date specified in the City's initial written demand for payment,
unless other satisfactory arrangements have been made or if the City knowingly or improperly retains
funds that are a debt. The City will take any actions available to it to collect such a debt.
D.4 False Statements
SVP understands that making false statements or claims in connection with this Agreement may be a
violation of federal law and may result in criminal, civil, or administrative sanctions, including fines,
imprisonment, civil damages and penalties, debarment from participating in federal or City awards or
Agreements,and/or any other remedy available by law.
D.5 Publications; Inventions
Any publications produced with funds from this Agreement must display the following language: "This
project is being supported, in whole or in part, by federal award number [enter project FAIN] awarded to
City of Spokane Valley, Washington by the U.S. Department of the Treasury."
(For contracts for experimental, developmental, or research work), Contractor agrees to 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 ."
D.6 Disclaimer by the City and United States
A. The United States has expressly disclaimed any and all responsibility or liability to the City or
third persons for the actions of the City or third persons resulting in death,bodily injury,property damages,
or any other losses resulting in any way from the performance of this award or any other losses resulting in
any way from the performance of the award of Federal funds to the City under the Act, or any contract or
subcontract under such award.
B. The City expressly disclaims any and all responsibility or liability to SVP or third persons
for the actions of SVP or third persons resulting in death, bodily injury, property damages, or any other
losses resulting in any way from the performance of this Agreement or any other losses resulting in any
way from the performance of the Agreement,or any subcontract thereto.
C. This Agreement does not in any way establish an agency relationship between or among
the United States, the City, and/or SVP. SVP acknowledges that the Federal Government is not a party to
this Agreement and is not subject to any obligations or liabilities to the City, SVP, or any other party
pertaining to any matter resulting from this Agreement.
D.7 Protection for Whistleblowers
A. In accordance with 41 U.S.C. § 4712, SVP may not discharge, demote, or otherwise
discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided
below, information that the employee reasonably believes is evidence of gross mismanagement of a federal
Agreement or grant, a gross waste of federal funds, an abuse of authority relating to a federal Agreement
or grant,a substantial and specific danger to public health or safety,or a violation of law,rule,or regulation
related to a federal Agreement(including the competition for or negotiation of a contract)or grant.
B. The list of persons and entities referenced in the paragraph above includes the following:
1. A member of Congress or a representative of a committee of Congress;
2. An Inspector General;
3. The Government Accountability Office;
4. A Treasury employee responsible for Agreement or grant oversight or management;
5. An authorized official of the Department of Justice or other law enforcement agency;
6. A court or grand jury; or
7. A management official or other employee of SVP,other contractor or subcontractor,who
has the responsibility to investigate, discover,or address misconduct.
C. SVP shall inform its employees in writing of the rights and remedies provided under this
section, in the predominant native language of the workforce.
D.8 Increasin2 Seat Belt Use in the United States
Pursuant to Executive Order 13043,62 FR 19217(Apr. 18, 1997), SW is encouraged to adopt and enforce
on-the-job seat belt policies and programs for its employees when operating company-owned, rented or
personally owned vehicles.
D.9 Reducing Text Messaging While Driving
Pursuant to Executive Order 13513, 74 FR 51225 (October 6, 2009), SW is encouraged to adopt and
enforce policies that ban text messaging while driving, and to establish workplace safety policies to
decrease accidents caused by distracted drivers.
D.10 Conflict of Interest
SW may be required to maintain a conflict of interest policy consistent with 2 C.F.R. § 200.318(c). SVP
must disclose in writing to the City any potential conflict of interest affecting the awarded funds in
accordance with 2 C.F.R. §200.112.
D.11 Equal Opportunity Clause(41 CFR part 60-1.4(a))
A. During the performance of this Agreement, SVP agrees as follows:
1. SVP will not discriminate against any employee or applicant for employment because of
race, color, religion, sex, sexual orientation, gender identity, or national origin. SVP will
take affirmative action to ensure that applicants are employed, and that employees are
treated during employment, without regard to their race, color, religion, sex, sexual
orientation,gender identity,or national origin. Such action shall include,but not be limited
to the following:Employment,upgrading,demotion,or transfer,recruitment or recruitment
advertising; layoff or termination; rates of pay or other forms of compensation; and
selection for training, including apprenticeship. SVP agrees to post in conspicuous places,
available to employees and applicants for employment, notices to be provided by the
contracting officer setting forth the provisions of this nondiscrimination clause.
2. SVP will, in all solicitations or advertisements for employees placed by or on behalf of
SVP, state that all qualified applicants will receive consideration for employment without
regard to race,color,religion, sex, sexual orientation, gender identity, or national origin.
3. SVP will not discharge or in any other manner discriminate against any employee or
applicant for employment because such employee or applicant has inquired about,
discussed,or disclosed the compensation of the employee or applicant or another employee
or applicant. This provision shall not apply to instances in which an employee who has
access to the compensation information of other employees or applicants as a part of such
employee's essential job functions discloses the compensation of such other employees or
applicants to individuals who do not otherwise have access to such information, unless
such disclosure is in response to a formal complaint or charge, in furtherance of an
investigation, proceeding, hearing, or action, including an investigation conducted by the
employer, or is consistent with SVP's legal duty to furnish information.
4. SVP will send to each labor union or representative of workers with which it has a
collective bargaining agreement or other contract or understanding,a notice to be provided
by the agency contracting officer, advising the labor union or workers' representative of
SVP's commitments under section 202 of Executive Order 11246 of September 24, 1965,
and shall post copies of the notice in conspicuous places available to employees and
applicants for employment.
5. SVP will comply with all provisions of Executive Order 11246 of September 24, 1965,and
of the rules,regulations, and relevant orders of the Secretary of Labor.
6. SVP will furnish all information and reports required by Executive Order 11246 of
September 24, 1965,and by the rules,regulations,and orders of the Secretary of Labor,or
pursuant thereto, and will permit access to his books, records, and accounts by the
contracting agency and the Secretary of Labor for purposes of investigation to ascertain
compliance with such rules,regulations, and orders.
7. In the event of SVP's non-compliance with the nondiscrimination clauses of the Agreement
or with any of such rules, regulations, or orders, this Agreement may be canceled,
terminated or suspended in whole or in part and SVP may be declared ineligible for further
Government contracts in accordance with procedures authorized in Executive Order 11246
of September 24, 1965,and such other sanctions may be imposed and remedies invoked as
provided in Executive Order 11246 of September 24, 1965,or by rule,regulation,or order
of the Secretary of Labor, or as otherwise provided by law.
8. SVP will include the provisions of paragraphs (1) through (8) in every subcontract or
purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor
issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that
such provisions will be binding upon each subcontractor or vendor. SVP will take such
action with respect to any subcontract or purchase order as may be directed by the Secretary
of Labor as a means of enforcing such provisions including sanctions for noncompliance:
Provided, however, that in the event SVP becomes involved in, or is threatened with,
litigation with a subcontractor or vendor as a result of such direction, SVP may request the
United States to enter into such litigation to protect the interests of the United States.
ATTACHMENT A
CERTIFICATION REGARDING LOBBYING
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 awarding 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
Agreement, grant, loan, or cooperative agreement.
(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an
officer or employee of Congress,or an employee of a Member of Congress in connection with this Federal
Agreement, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard
Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions.
(3)The undersigned shall require that the language of this certification be included in the award documents
of all sub-awards at all tiers (including subcontracts, sub-grants, and Agreements under grants, loans, and
cooperative agreements)and that all sub-recipients shall certify and disclose accordingly. This certification
is a material representation of fact upon which reliance was placed when this transaction was made or
entered into. Submission of this certification is a prerequisite for making or entering into this transaction
imposed by section 1352,title 31,United States Code. Any person who fails to file the required certification
shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure.
I hereby certify that I have read the above certification,and that the information and my statements provided
herein by me are true and correct to the best of my knowledge, and by my signature on this document,
acknowledge my understanding that any intentional or negligent misrepresentation or falsification of any
of the information in this document could subject me to punishment under federal and/or civil liability
and/or in criminal penalties,including but not limited to fine or imprisonment or both under Title 18,United
States Code, Sec. 1001,et seq. and punishment under federal law.
Signed: C at R
I21it1 297.2/
Date:
ATTACHMENT B
Certification Regarding Suspension,
Debarment,Ineligibility or Voluntary Exclusion
SVP certifies that it is not suspended, debarred, proposed for debarment, declared ineligible or otherwise
excluded from contracting with the federal government, or from receiving contracts paid for with federal
funds. If SVP is unable to certify to the statements contained in the certification, they must provide an
explanation as to why they cannot.
SVP shall provide immediate written notice to the City if at any time SVP learns that its certification was
erroneous when submitted or had become erroneous by reason of changed circumstances.
The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, participant,
person, primary covered transaction, principal, proposal, and voluntarily excluded, as used in this clause,
have the meaning set out in the Definitions and Coverage sections of rules implementing Executive Order
12549. You may contact the City for assistance in obtaining a copy of those regulations.
SVP shall agree that it shall not knowingly enter into any lower tier covered transaction with a person who
is proposed for debarment under the applicable Code of Federal Regulations,debarred,suspended,declared
ineligible,or voluntarily excluded from participation in this covered transaction.
SVP further agrees by signing the Agreement if selected,that it will include this clause titled"Certification
Regarding Suspension,Debarment,Ineligibility Or Voluntary Exclusion"without modification in all lower
tier covered transactions and in all solicitations for lower tier covered transactions.
Pursuant to 2 CFR 180.330, SVP is responsible for ensuring that any lower tier covered transaction
complies with certification of suspension and debarment requirements.
SVP acknowledges that failing to disclose the information required in the Code of Federal Regulations may
result in the delay or negation of a funding agreement,or pursuance of legal remedies,including suspension
and debarment.
SVP shall agree to keep proof in its agreement file, that it, and all lower tier recipients or SVPs, are not
suspended or debarred,and will make this proof available to the City upon request. SW must run a search
in http://www.sam.gov/and print a copy of completed searches to document proof of compliance.
Signed: 0
t1/2,0
Date:
ATTACHMENT C
Civil Rights Certification Form
The funds provided to SVP are available under section 603 of the Social Security Act, as added by section
9901 of the American Rescue Plan Act.
SVP understands and acknowledges that:
As a condition of receipt of federal financial assistance from the Department of the Treasury,with
monies distributed through the City of Spokane Valley, SVP provides the assurances stated herein.
The federal financial assistance may include federal grants, loans and contracts to provide assistance
to SVP,the use or rent of Federal land or property at below market value,Federal training,a loan of
Federal personnel, subsidies,and other arrangements with the intention of providing assistance.
Federal financial assistance does not encompass contracts of guarantee or insurance,regulated
programs, licenses,procurement contracts by the Federal government at market value,or programs
that provide direct benefits.
The Civil Rights Restoration Act of 1987 provides that the provisions of the assurances apply to all of
the operations of SVP's program(s)and activity(ies), so long as any portion of SVP's program(s)or
activity(ies) is federally assisted in the manner prescribed above.
SVP certifies the following:
1. SVP will ensure its current and future compliance with Title VI of the Civil Rights Act of 1964,
as amended,which prohibits exclusion from participation,denial of the benefits of, or subjection
to discrimination under programs and activities receiving federal financial assistance,of any
person in the United States on the ground of race,color, or national origin(42 U.S.C. § 2000d et
seq.),as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22
and other pertinent executive orders such as Executive Order 13166, directives, circulars,
policies,memoranda,and/or guidance documents.
2. SVP acknowledges that Executive Order 13166, "Improving Access to Services for Persons with
Limited English Proficiency,"seeks to improve access to federally assisted programs and
activities for individuals who,because of national origin,have Limited English proficiency
(LEP). SVP understands that denying a person access to its programs, services,and activities
because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil
Rights Act of 1964 and the Department of the Treasury's implementing regulations.Accordingly,
SVP shall initiate reasonable steps,or comply with the Department of the Treasury's directives,
to ensure that LEP persons have meaningful access to its programs, services,and activities. SVP
understands and agrees that meaningful access may entail providing language assistance services,
including oral interpretation and written translation where necessary,to ensure effective
communication in SVP's programs,services,and activities.
3. SVP will agree to consider the need for language services for LEP persons when SVP develops
applicable budgets and conducts programs,services,and activities.As a resource,the Department
of the Treasury has published its LEP guidance at 70 FR 6067. For more information on taking
reasonable steps to provide meaningful access for LEP persons, please visit http://www.lep.gov.
4. SVP acknowledges and agrees that compliance with the assurances constitutes a requirement of
receipt of federal financial assistance and will be binding upon SVP and its successors,
transferees,and assignees for the period in which such assistance is provided.
5. SVP shall comply with Title VI of the Civil Rights Act of 1964,which prohibits recipients of
federal financial assistance from excluding from a program or activity,denying benefits of,or
otherwise discriminating against a person on the basis of race,color, or national origin(42 U.S.C.
§ 2000d et seq.),as implemented by the Department of the Treasury's Title VI regulations,31
CFR Part 22,which will be incorporated by reference and made a part of the Agreement(or
agreement). Title VI also includes protection to persons with"Limited English Proficiency"in
any program or activity receiving federal financial assistance,42 U.S.C. § 2000d et seq., as
implemented by the Department of the Treasury's Title VI regulations, 31 CFR Part 22, and will
be incorporated by reference and made a part of the contract or agreement.
6. SVP understands and agrees that if any real property or structure is provided or improved with the
aid of federal financial assistance by the Department of the Treasury,this assurance obligates
SVP,or in the case of a subsequent transfer,the transferee,for the period during which the real
property or structure is used for a purpose for which the federal financial assistance is extended or
for another purpose involving the provision of similar services or benefits. If any personal
property is provided,this assurance obligates the SW for the period during which it retains
ownership or possession of the property.
7. SVP will agree to cooperate in any enforcement or compliance review activities by the
Department of the Treasury of the aforementioned obligations. Enforcement may include
investigation,arbitration,mediation, litigation,and monitoring of any settlement agreements that
may result from these actions. SW shall comply with information requests,on-site compliance
reviews and reporting requirements.
8. SW will agree to maintain a complaint log and inform the Department of the Treasury of any
complaints of discrimination on the grounds of race, color, or national origin, and limited English
proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and
provide,upon request,a list of all such reviews or proceedings based on the complaint,pending
or completed, including outcome. SW also must inform the Department of the Treasury if SVP
has received no complaints under Title VI.
9. SW must agree to provide documentation of an administrative agency's or court's findings of
non-compliance of Title VI and efforts to address the non-compliance, including any voluntary
compliance or other agreements between the SVP and the administrative agency that made the
finding. If SVP settles a case or matter alleging such discrimination, SVP must agree to provide
documentation of the settlement. If SVP has not been the subject of any court or administrative
agency finding of discrimination,please so state.
10. SW has has not participated in a previous Agreement or subcontract subject to
Executive Order 11246 of September 24, 1965 (regarding equal employment opportunity)or a
preceding similar Executive Order. SVP agrees to comply with all the provisions of this
Executive Order and the rules,regulations and relevant orders of the Secretary of Labor. (60-
1.4(b)(4))
11. The United States of America has the right to seek judicial enforcement of the terms of this
assurances document and nothing in this document alters or limits the federal enforcement
measures that the United States may take in order to address violations of this document or
applicable federal law.
I hereby certify that I have read and understood the obligations described above,that SVP is in
compliance with the above-described nondiscrimination requirements,and by my signature on this
document,acknowledge my understanding that any intentional or negligent misrepresentation or
falsification of any information submitted in conjunction with this document could subject me to
punishment under federal,civil liability and/or in criminal penalties,including but not limited to
fine or imprisonment or both under Title 18,United States Code,Sec. 1001,et seq.and punishment
under federal law.
C4iI 1l
Printed Name
Ca.--;4a
Signature
Ce 0 e11/20 2 -
"Title Da
EXHIBIT E
Restrictive Covenant Agreement
RESTRICTIVE COVENANT AGREEMENT
This Restrictive Covenant Agreement(the "Covenant Agreement") is effective as of the day
of , 2023, and is made and executed by Spokane Valley Partners (SVP), and by and
in favor of the City of Spokane Valley (City), a political subdivision of the State of Washington.
In this Covenant Agreement, SVP and the City may also be referred to collectively as the
"Parties"and individually as "Party."
RECITALS
A. SVP is the owner of real property, and all facilities thereon, located at 17002 E. Sprague
Avenue, Spokane Valley, State of Washington, legally described in Exhibit A, attached
hereto and made part hereof(the "Property"). A map of the Property is attached to and
made part of this Covenant Agreement as Exhibit B. The term Property refers to the real
property and all facilities located thereon.
B. Pursuant to the"Grant Agreement", Exhibit C attached hereto and incorporated herein
by reference, between the City and SVP, dated , SVP has purchased the
Property for the purpose of providing local and regional assistance to the poor and infirm,
including but not limited to providing food, clothing, and other like services contained in
the Grant Agreement for the public.
C. The purpose of this instrument is to place on record those certain Restrictive Covenants
(as defined below)which,pursuant to the Grant Agreement and resulting grant in the
amount of$4 million(the"Grant Award") awarded to SVP to purchase said Property,
require that the Property be restricted to uses in accordance with this Restrictive
Covenant and Grant Agreement. The Property was acquired by deed recorded under
recording No. , between Ziegler Lumber Co., and SVP.
COVENANT AGREEMENT
NOW, THEREFORE, in consideration of the mutual promises herein, SVP and the City agree,
covenant and declare that the Property is subject to the following restrictive covenants, which
covenants shall run with the land and burden the Property for the sole benefit of the City.
All the terms and provisions hereof shall be construed to effectuate the purposes set forth in this
Covenant Agreement and to sustain the validity hereof.
1. SVP and the City agree and declare that the covenants and conditions contained herein
touch and concern the land and shall bind and the benefits shall inure to,respectively,
SVP and its successors and assigns and all subsequent owners of the Property, and to the
City and its successors and assigns and all subsequent owners of the City's benefited
property interests, subject to modification thereof as specifically provided below. Each
and every contract, deed or other instrument hereafter executed conveying any portion or
interest in the Property, shall contain an express provision making such conveyance
subject to the covenants and conditions of this Covenant Agreement,provided however,
that any such contract, deed or other instrument shall conclusively be held to have been
executed, delivered and accepted subject to such covenants and conditions, regardless of
whether or not such covenants and conditions are set forth or incorporated by reference in
such contract, deed or other instrument.
2. SVP covenants and declares on behalf of itself and all heirs, assigns, and successors in
interests into whose ownership the Property might pass that the Property will be
preserved and maintained in accordance with the restrictions and obligations described in
this Covenant Agreement for at least 15 years from the date this document is filed, except
as may be provided for in the applicable terms and procedures contained in the Grant
Agreement. It is the intent of SVP that such covenants shall supersede any prior interests
SVP has in the Property and shall run with the land for the benefit of the City, and be
binding on any and all persons who acquire any portion of, or interest in,the Property.
SVP and the City agree that City shall have standing to enforce these covenants.
3. Purchase: SVP acknowledges that the Property was purchased for public purposes with
City grant funds, and SVP covenants that the Property will continue to be used for
providing assistance to the poor and infirm including but not limited to providing food,
clothing, and other like services contained in the Grant Agreement that constitutes the
public purpose of the Grant Award, and that the Property shall not be transferred or
conveyed for a period of 15 years except pursuant to such applicable terms and procedures
contained in the Grant Agreement.
4. SVP covenants that it and any successor in interest will maintain the Property for the
purposes of providing assistance to the poor and infirm including but not limited food,
clothing, and other like services contained in the Grant Agreement that constitutes the
public purpose of the Grant Award. In addition to all obligations contained in the Grant
Agreement, SVP covenants that dedicated portions of the Property shall be open and
accessible to the public at reasonable hours and times as determined in SVP's sole and
absolute discretion. SVP shall notify the public of the availability of use by posting and
updating that information on its website and by maintaining at entrances and/or other
locations openly visible signs with such information. Fees for use of the Property shall be
no greater than those generally charged by public operators of similar facilities in City.
5. Parties Bound. This Covenant Agreement shall benefit and be enforceable only by the City
and SVP and their successors or assigns and shall not be enforceable by any third parties.
6. Remedies. The City its successors, designees or assigns shall have the following
remedies against SVP, its successors, designees or assigns for violation of this Covenant
Agreement:
6.1 Default. If SVP materially fails to observe or perform any of the terms,
conditions, obligations, restrictions, covenants,representations or warranties of
the Covenant Agreement and the incorporated Grant Agreement, and if such
noncompliance is not corrected as provided herein,then such noncompliance shall
be considered an event of default.
6.2 Notice of Default. Before the City pursues a remedy against SVP for a material
breach of this Covenant Agreement,the City shall provide written notice
specifying the default to SVP. Upon receipt of such notice, SVP shall thereafter
have a 14 day period to cure such default(or if such default is not capable of cure
within 14 days, such additional period as is reasonably necessary for SVP to
complete such cure,provided that SVP commences cure within such 14 day
period and thereafter diligently pursues it to completion).
6.3 City's Remedies. The City shall be entitled to all remedies in law or in equity
against SVP in the event of a material default including but not limited to all
remedies and rights outlined by the Grant Agreement such as recoupment of the
Grant Award with interest as delineated therein, and also, including instituting
and prosecuting any proceeding at law or in equity to abate,prevent, or enjoin any
such violation or to compel specific performance by SVP of its obligations
hereunder.
6.4 No Waiver. No delay in enforcing the provisions hereof as to any breach or
violation shall impair, damage or waive the right of the City to enforce the same
or obtain relief against or recover for the continuation or repetition of such breach
or violation or any other breach or violation thereof at any later time or times.
6.5 SVP Autonomy.Nothing in this Covenant Agreement shall limit or be interpreted
to limit SVP's autonomy in the management of its operations, strategic decision
making, services, and geographical scope of services, or to provide the City with
authority or oversight in such areas. SVP shall at all times maintain sole and
absolute control over its operations and services.
7. Miscellaneous Provisions.
7.1 Agreement to Record. SVP shall cause this Covenant Agreement to be recorded
in the real property records of Spokane County, Washington pursuant to the terms
of the Grant Agreement. SVP shall pay all fees and charges incurred in
connection with such recording and shall provide the City with a copy of the
recorded document.
7.2 Time of the Essence. Time is of the essence of this Covenant Agreement and of
every provision thereof.
7.3 Notices. Notices, certificates,reports, or other communications shall be deemed
delivered on the third day following the date on which the same have been mailed
by certified or registered mail,postage pre-paid, return receipt requested, or on
the date on which the same have been personally delivered with proof of receipt,
at the addresses specified below, or at such other addresses as may be specified in
writing by the parties listed below:
If to City:
Christine Bainbridge, City Clerk
(509) 720-5000
10210 East Sprague Avenue
Spokane Valley, WA 99206
If to SVP:
Calvin B. Coblentz, CEO
(509) 927-1153
P.O. Box 141360
Spokane Valley, WA 99214
With a copy to:
7.4 Severability. If any provision of this Covenant Agreement shall be invalid,
illegal, or unenforceable, the validity, legality, or enforceability of the remaining
provisions hereof shall not in any way be affected or impaired thereby.
7.5 Amendments. This Covenant Agreement shall be amended only by a written
instrument executed by the Parties hereto or their respective successors in title,
and duly recorded in the real property records of Spokane County, Washington.
7.6 Governing Law. This Covenant Agreement shall be governed by the laws of the
State of Washington and venue shall be in Spokane County Superior Court.
7.7 Reliance. The City and SVP hereby recognize and agree that the representations
and covenants set forth herein may be relied upon by each other.
7.8 No Conflict with Other Documents. SVP and the City warrant that they have not
executed and will not execute any other agreement with provisions contradictory
to, or in opposition to,the provisions hereof, and that in any event the
requirements of this Covenant Agreement and attached Exhibits are paramount
and controlling as to the rights and obligations herein set forth and supersede any
other requirements in conflict herewith.
7.9 Sale or Transfer of the Property. SVP agrees to notify the City at least 60 days'
prior to any proposed sale or other transfer of SVP's ownership interest in the
Property.
7.10 Subletting. Nothing in this Covenant Agreement shall restrict or prevent SVP
from subletting all or a portion of its Property upon reasonable prior notice to the
City in conformance with the services provided under the Grant Agreement.
Upon any such subletting, SVP shall continue to be responsible for ensuring
compliance with the terms and conditions of this Covenant Agreement.
7.10 Captions. The titles and headings of the sections of this Covenant Agreement
have been inserted for convenience of reference only and are not to be considered
a part hereof. They shall not in any way modify or restrict any of the terms or
provisions hereof or be considered or given any effect in construing this document
or any provision thereof or in ascertaining intent, if any question of intent shall
arise.
7.11 No Third Party Beneficiaries. This agreement is made and entered into for the
sole protection and benefit of the Parties hereto and their successors and assigns.
No other person shall have any right of action based on any provision of this
Covenant Agreement.
IN WITNESS WHEREOF, SVP and the City have executed this Covenant Agreement on the
date set forth above.
SVP:
By:
Name:
Its:
City, a political subdivision of the State of Washington
By:
Name:
Its:
[Notary Block on following page]
STATE OF WASHINGTON )
) ss.
County of Spokane )
On this day of 2022 before me, the undersigned, a Notary
Public in and for the State of Washington,duly commissioned and sworn,personally appeared
to me known to be the of
, the corporation that executed the foregoing
instrument, and acknowledged the instrument to be the free and voluntary act and deed of the
corporation, for the uses and purposes therein mentioned, and on oath stated that he is authorized to
execute the instrument.
WITNESS my hand and official seal hereto affixed the day and year in this certificate above
written.
NOTARY PUBLIC, in and for the State of Washington,
residing at
My commission expires:
Printed Name
STATE OF WASHINGTON )
) ss.
County of Spokane )
On this day of 2022 before me, the undersigned, a Notary
Public in and for the State of Washington,duly commissioned and sworn,personally appeared
to me known to be the of
, the corporation that executed the foregoing
instrument, and acknowledged the instrument to be the free and voluntary act and deed of the
corporation, for the uses and purposes therein mentioned, and on oath stated that he is authorized to
execute the instrument.
WITNESS my hand and official seal hereto affixed the day and year in this certificate above
written.
NOTARY PUBLIC, in and for the State of Washington,
residing at
My commission expires:
Printed Name
RESTRICTIVE COVENANT AGREEMENT EXHIBIT A
LEGAL DESCRIPTION
RESTRICTIVE COVENANT AGREEMENT EXHIBIT B
PROPERTY AND FACILITY MAP
RESTRICTIVE COVENANT AGREEMENT
EXHIBIT C GRANT AGREEMENT
Issue Date 5/2312024 Cert#:0000041951
NON PROFIT INSURANCE PROGRAM
CERTIFICATE OF COVERAGE
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES
NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE NPIP COVERAGE AGREEMENT BELOW THIS CERTIFICATE OF COVERAGE DOES NOT
CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT: IF THE CERTIFICATE HOLDER IS AN ADDITIONAL COVERED PARTY,THE COVERAGE AGREEMENT MUST BE ENDORSED. IF SUBROGATION IS
WAIVED,SUBJECT TO THE TERMS AND CONDITIONS OF THE COVERAGE AGREEMENT,CERTAIN COVERAGE MAY REQUIRE AN ENDORSEMENT.A STATEMENT
ON THIS CERTIFICATE DOES NOT CONFER RIGHTS TO THE CERTIFICATE HOLDER IN LIEU OF SUCH ENDORSEMENT(S)
PROGRAM ADMINISTRATOR COMPANIES AFFORDING COVERAGE
Clear Risk Solutions GENERAL LIABILITY
451 Diamond Drive NPIP/Munich Re.et al.
Ephrata,WA 98823
AUTOMOBILE LIABILITY
NPIP/Munich Re.et al.
COVERED PARTY
PROPERTY
Partners Inland Northwest
NPIP/Munich Re.et al.
10814 East Broadway MISCELLANEOUS PROFESSIONAL LIABILITY
Spokane Valley,WA 99206 NPIP I Munich Re.et al.
COVERAGES
THIS IS TO CERTIFY THAT THE COVERAGES LISTED BELOW HAVE BEEN ISSUED TO THE COVERED MEMBER NAMED ABOVE FOR THE COVERAGE PERIOD
INDICATED, NOT WITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE COVERAGE AFFORDED BY THE NPIP COVERAGE AGREEMENT DESCRIBED HEREIN IS SUBJECT TO ALL
THE TERMS,EXCLUSIONS.AND CONDITIONS OF SUCH COVERAGE AGREEMENT. LIMITS SHOWN BELOW MAY HAVE BEEN REDUCED BY PAID CLAIMS.
LINE OF COVERAGE COVERAGE NUMBER EFF DATE EXP DATE DESCRIPTION LIMITS
GENERAL LIABILITY
COMMERCIAL GENERAL LIABILITY NPIP242547848 6/1/2024 6/1/2025 PER OCCURRENCE $5,000,000
OCCURRENCE FORM PER MEMBER AGGREGATE $10,000,000
INCLUDES STOP GAP—EMPLOYERS LIABILITY PRODUCT-COMP/OP $5,000,000
PERSONAL&ADV.INJURY $5,000,000
(LIABILITY IS SUBJECT TO A$350,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE $50,000,000
AUTOMOBILE LIABILITY
ANY AUTO NPIP242547848 6/1/2024 6/1/2025 COMBINED SINGLE LIMIT $5,000,000
(LIABILITY IS SUBJECT TO A$350,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE NONE
PROPERTY
NPIP242547848 6/1/2024 6/1/2025 ALL RISK PER OCC EXCL EQ&FL $100,000,000
EARTHQUAKE PER OCC Excluded
FLOOD PER OCC Excluded
(PROPERTY IS SUBJECT TO A$350,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE NONE
MISCELLANEOUS PROFESSIONAL LIABILITY
NPIP242547848 6/1/2024 6/1/2025 PER CLAIM $5,000,000
(LIABILITY IS SUBJECT TO A$350.000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE $40,000,000
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS
Regarding grant funding contract#22-227. The City of Spokane Valley is named as Additional Covered Party regarding this funding only and is subject to coverage terms,
conditions,and exclusions.Additional Covered Party endorsement is attached.The NPIP Coverage Agreement is primary and non-contributory.
CANCELLATION NOTICE:SHOULD ANY OF THE ABOVE DESCRIBED COVERAGES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE
DELIVERED IN ACCORDANCE WITH THE COVERAGE AGREEMENT PROVISIONS
CERTIFICATE HOLDER AUTHORIZED REPRESENTATIVE
City of Spokane Valley a146(/f
10210 E Sprague Avenue It
Spokane Valley,WA 99206
Coverage Number: NPIP242547848 Effective Date:6/1/2024
Cert#:0000041951 Issue Date 5/23/2024
ADDITIONAL COVERED PARTY-DESIGNATED PERSON OR ORGANIZATION
(GENERAL LIABILITY)
THIS ENDORSEMENT CHANGES THE COVERAGE AGREEMENT.PLEASE READ IT CAREFULLY
This endorsement modifies Coverage provided under the following:
GENERAL LIABILITY COVERAGE PART
This endorsement changes the Coverage Agreement effective on the inception date of the Coverage Agreement unless
another date is indicated above. Providing the certificate of coverage that this endorsement is attached to has been issued by
and is on file with the Company,the following applies.
SCHEDULE
Person or Organization(Additional Covered Party):
City of Spokane Valley
10210 E Sprague Avenue
Spokane Valley,WA 99206
Description of Activities/Operations 1 Designated Premises
Regarding grant funding contract#22-227. The City of Spokane Valley is named as Additional Covered Party regarding this
funding only and is subject to coverage terms, conditions, and exclusions.Additional Covered Party endorsement is attached.
The NPIP Coverage Agreement is primary and non-contributory.
A. With respects to the General Liability Coverage Part only,the definition of Covered Party in the Liability Conditions,
Definitions and Exclusions section of this Coverage Agreement is amended to include as a Covered Party the
Person or Organization shown in the above Schedule.Such Person or Organization is a Covered Party only with
respect to liability for Bodily Injury, Property Damage,or Personal and Advertising Injury caused in whole or in
part by your acts or omissions or the acts or omissions of those acting on your behalf:
1. In performance of your ongoing operations; or
2. In connection with your premises owned or rented to you.
B. The Limits of Coverage applicable to the additional Covered Party are those specified in either the:
1. Written contract or written agreement;or
2. Declarations for this Coverage Agreement,
whichever is less.These Limits of Coverage are inclusive and not in addition to the Limits of Coverage shown in the
Declarations.
All other terms and conditions remain unchanged.