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23-185.00SNAPAffordableHousingHomelessnessGrants23-185.00 CITY OF SPOKANE VALLEY AFFORDABLE HOUSING AND HOMELESS GRANT AGREEMENT Grant Recipient: Spokane Neighborhood Action Partners Project: Broadway Senior Housing Award Amount: $471,729 Term Period: Effective Date Project#: Project Number To December 31.2028 Contract#: 23-185.00 THIS AGREEMENT is a grant agreement entered into between Spokane Neighborhood Action Partners, a Washington nonprofit corporation (the "Grant Recipient') and the City of Spokane Valley, a municipal corporation of the State of Washington (the "City") (collectively the "Parties") for the purpose of providing affordable senior housing serving City residents as described herein. RECITALS A. Pursuant to RCW 35.21.685, the City is authorized to assist in the development or preservation of publicly or privately owned housing for persons of low income by providing loans or grants of general municipal funds to the owners or developers of the housing, to finance all or a portion of the cost of construction, reconstruction, acquisition, or rehabilitation of housing that will be occupied by a person or family with income that does not exceed 80% percent of the area median income. B. Grant Recipient proposes to construct a 60-unit affordable senior housing project, consisting of a four-story, corridor loaded building with two elevators providing 57 one - bedroom units and three two -bedroom units. C. The project will provide permanent rental housing and supportive services to seniors with incomes at or below 60% of the area median household income. D. As detailed in the Scope of Work, the Project serves a fundamental governmental purpose, is a City purpose for which the City is receiving consideration in the form of community benefits, and is a City purpose in support of the poor or infirm, as provided in the State constitution. NOW THEREFORE, in consideration of the promises, covenants, and other provisions set forth in this Agreement, the Parties agree as follows: 1 of 27 23-185.00 GRANT AWARD TERMS AND CONDITIONS 1. DEFINITIONS 1.1 Project. The term "Project" means the design, development and construction of the Facility described in Exhibit A. Grant Award Funds available pursuant to this Agreement may only be used for the Project. To complete the Project, Grant Recipient shall use the Grant Award Funds to design, develop, and construct the Facility, consistent with the requirements set forth in this Agreement and in the following attached exhibits, which are incorporated herein by reference: ❑ Map of Facility and Location Attached as Exhibit A ❑ Scope of Work Attached as Exhibit B ❑ Project Budget Attached as Exhibit C ❑ Timeline, Milestones, & Performance Metrics Attached as Exhibit D ❑ Insurance Requirements Attached as Exhibit E ❑ Restrictive Covenant Agreement Attached as Exhibit F ❑ Prevailing Wage Certification Attached as Exhibit G 1.2 May of Facility and Location. This Agreement applies to the Project to construct the facility ("Facility") which is located at: 8001 E. Broadway, Spokane Valley, WA 99212 See Exhibit A for a depiction of the Facility and a map of specific Facility location and boundaries. 1.3 Administrator. The City Manager or designee shall administer and be the primary contact for Grant Recipient throughout the term of this Agreement. 1.4 Scope of Work. Grant Recipient shall provide a scope of work ("Scope of Work"), attached hereto as Exhibit B, which describes the Project purpose and community benefits in detail and includes a description of the various design, development, permitting, and construction milestones required for completion of the Project and intended use of the Grant Award Funds. Grant Recipient shall apply the funds received from the City for the Project under this Agreement in accordance with the Scope of Work, attached hereto as Exhibit B. 1.5 Project Budget. Grant Recipient shall work with the City to develop a final Project Budget, to be attached hereto as Exhibit C. 2 of 27 23-185.00 2. EFFECTIVE DATE The Agreement shall be effective upon signature by both Parties ("Effective Date") TERM The term ("Term") of this Agreement shall begin on the Effective Date and end on December 31, 2028. This Agreement shall remain in effect until such time as it is amended in writing or terminated as provided herein. 4. AMENDMENTS This Agreement together with the attached exhibits is the whole Agreement between the Parties. This Agreement may be amended only in writing, duly executed by the Parties. 5. NOTICES Unless otherwise specified in the Agreement, all notices or documentation required or provided pursuant to this Agreement shall be in electronic form and shall be deemed duly given when received at the addresses below via electronic mail. THE CITY OF SPOKANE VALLEY SPOKANE NEIGHBORHOOD ACTION PARTNERS Marci Patterson, City Clerk Julie Honekam , CEO 10210 East Sprague Avenue 3102 W. Whistalks Way Spokane Valley, WA 99206 Spokane, WA 99224 509 720-5000 509-319-3000 m atterson s okanevalle wa. ov honekampAsnapwa.org Either Party may, at any time, by giving ten (10) days written notice to the other Party to designate any other notice address. 6. DISBURSEMENT OF GRANT FUNDS 6.1 In accordance with RCW 35.21.685, the City may authorize, at the City's sole discretion, release of a portion of the Grant Award Funds to Grant Recipient, upon execution of this Agreement, and receipt of Grant Recipient's City -approved completed Scope of Work and Project Budget (see Section 1 and Exhibits B and C). 6.2 The City Finance Department will provide instructions outlining the process for submitting electronic reimbursement requests within 14 days of execution of this Agreement. The City shall initiate authorization for payment and disbursement of Grant Award Funds after approval of sufficiently detailed Project -related invoices, proof of payment, and related documentation submitted by Grant Recipient to the City Finance Department at accountspayablegspokanevalleywa.gov. The City will reimburse amounts determined by the City Manager or designee to be for the purposes of this Agreement. The City reserves the right to withhold payment under this Agreement for that portion of the work (if any) which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the purposes of this Agreement, City standards, City Code, and federal or state law. 3 of 27 23-185.00 The City shall make payment to Grant Recipient not more than thirty (30) days after a complete and accurate invoice and any other required documentation is received and approved. 6.3 Grant Recipient shall submit the final invoice, supporting documentation and any outstanding deliverables, as specified in the Scope of Work (Exhibit B) and Project Budget (Exhibit C), within thirty (30) days of the date this Agreement expires or is terminated. If the Grant Recipient's final invoice, supporting documentation and reports are not submitted by that day, the City will be relieved of all liability for payment to Grant Recipient of that invoice or any subsequent invoice. 7. GRANT REPORTING All Grant Award Funds received pursuant to this Agreement must be accounted for separately from all other Grant Recipient accounts and moneys. Until the Project is completed, and all proceeds provided pursuant to this Agreement have been expended, the Grant Recipient shall provide reports to the City Manager or designee on a schedule determined by the City. 8. COMPLETION OF THE PROJECT Grant Recipient shall complete the Project described in Section L I and Exhibits A, B and C of this Agreement. If Grant Recipient cannot complete the Project as described, the City shall be released from any obligation to fund the Project, and the City in its sole discretion may reallocate such funds for other projects. Pursuant to Section 19, Termination, this Agreement will be terminated if the Grant Recipient is unable or unwilling to expend the Grant Award Funds for the Project as provided in this Agreement. The Grant Recipient may not redirect Grant Award Funds for a purpose other than completion of the Project as described in the Scope of Work in Exhibit B. 9. COMMUNICATION AND THE CITY OF SPOKANE VALLEY MILESTONE NOTIFICATION Grant Recipient shall recognize City as a "funder" for the Project in the following manner: 9.1 Events: Grant Recipient shall invite and recognize "The City of Spokane Valley" at all events promoting the Project, and at the final Facility dedication. 9.2 Community Relations: Grant Recipient shall recognize "The City of Spokane Valley" and the City as a "funder" in all social media, websites, brochures, banners, posters, press releases, and other promotional material related to the Project. 9.3 The City of Spokane Valley Notification: Grant Recipient shall notify the City Manager or designee 30 days prior to any major milestone, such as a groundbreaking or opening dates for the Facility. 9.4 Signage: Grant Recipient shall recognize "The City of Spokane Valley" on any signage as "funder" of the Project/Facility. Grant Recipient is required to obtain approval from the City Manager or designee to use the City logo on any signage and communications. If approved, the appropriate City logo will be provided by 4of27 23-185.00 the City. 10. DISPOSITION OF REMAINING GRANT AWARD FUNDS Any Grant Award proceeds in excess of those required to be provided by the City for the actual costs of the Project shall remain with the City for use in its sole discretion. 11. PUBLIC ACCESS; PUBLIC PURPOSES The Grant Award is provided to Grant Recipient for the Project for the purpose of affordable senior housing. Therefore, Grant Recipient and any successor in interest agree to maintain the Facility for this public use as set forth in Restrictive Covenant Agreement set forth at Exhibit F. The Grant Award will not be used to pay costs of any facility, place or building to be used primarily for sectarian instruction or study or as a place for devotional activities or religious worship. If the Grant Award is used to pay costs of a mixed -use facility that is used in part for sectarian instruction or study or as a place for devotional activities or religious worship, the Grant Award shall be applied to, and shall not exceed, the portion of the costs that can be allocated to other activities, such as community center activities. These restrictions apply to all grantees, not just faith -based organizations. If the Grant Award is used to pay costs of a mixed -use facility that includes both community or public uses and private commercial uses, the Grant Award shall be applied to, and shall not exceed, the portion of the costs that can be allocated to community and other public uses, such as community center activities. Notwithstanding temporary closure for required maintenance or repairs, the minimum period of time Grant Recipient must ensure the Project is available for its public purpose is for twenty (20) years from Facility completion. If the Facility is retired or otherwise removed from use before the end of the 20-year period, then in addition to pursuing any remedies under the executed and recorded Restrictive Covenant Agreement attached hereto as Exhibit F, the City may require the Grant Recipient to reimburse the City for the Grant Award Funds plus 12% interest from the date of the Grant Award calculated based on the City's cost of funds. This right of recoupment is in addition to all other remedies available under law and equity. Grant Recipient's duties and City's remedies under this Section 11 and the Restrictive Covenant will survive the expiration or earlier termination of this Agreement. 12. COVENANTS Upon completion of construction of the Facility, and no later than 30 days after issuance of a Certificate of Occupancy, Grant Recipient shall record the executed Restrictive Covenant Agreement, attached hereto as Exhibit F. 13. CONSTRUCTION OF THE FACILITY 13.1 Capital Improvements. Grant Recipient shall design the Facility, features, and amenities in accordance with all applicable design(s), timelines, restrictions, environmental considerations, permitting determinations, neighborhood impact mitigations, and all other legal requirements. All contracted work by Grant Recipient, its agents, representatives, 5 of 27 23-185.00 or subcontractors, shall be bonded and properly insured to ensure the complete and safe design and construction of all facilities, features, and amenities. As between Grant Recipient and the City, Grant Recipient will be solely responsible to comply with all applicable authorities and to obtain all necessary permits, approvals, and endorsements for the Project. 13.2 Warranties. With respect to all warranties, express or implied, for work performed or materials supplied in connection with the Project, Grant Recipient shall: Obtain all warranties, express or implied, that would be given in normal commercial practice from suppliers, manufacturers, contractors or installers; Require all warranties be executed, in writing; Be responsible to enforce any warranty of a contractor, subcontractor, manufacturer, or supplier. If, within an applicable warranty period, any part of the Facility or work performed to construct the Facility is found not to conform to specifications, permit requirements, or industry standard, Grant Recipient shall correct it promptly. 13.3 Right to Inspect Construction. City personnel or agents may inspect the Project work at any time provided that such persons observe due regard for workplace safety and security. Grant Recipient specifically understands, acknowledges, and agrees that at a minimum, the City will inspect the Facility construction project before final completion of the Facility. 13.4 Design. Grant Recipient has retained a licensed architect and/or licensed professional engineer, registered in the State of Washington, who will prepare a Project design for the Facility and exterior landscaping, which visually blends with the setting. 13.5 Development and Construction Fees and Expenses. Grant Recipient will be responsible to obtain and pay for all necessary permits, fees, and expenses associated with the Project. 13.6 Public Works Laws. The City is providing funds to pay or reimburse eligible costs up to a fixed Grant Award amount. Grant Recipient (and not the City) is responsible for design, development and construction of the Project and for all construction costs and risks, including all construction cost overruns. In no event shall the City be responsible for any costs associated with the construction of the Project. As owner of the property, Grant Recipient bears all ownership risks and responsibilities. The Grant Recipient certifies that all contractors and subcontractors performing work on the Project shall be paid prevailing wages in compliance with state Prevailing Wages on Public Works, Chapter 39.12 RCW, as applicable to the Project funded by the Grant Award, and shall complete and submit Exhibit G. The grant is made to finance all or a portion of the cost of construction, reconstruction, acquisition, or rehabilitation of housing that will be occupied by a person or family 6 of 27 23-185.00 of low income (income that does not exceed eighty percent of the median area income) and therefore is not considered a public work, provided that, pursuant to RCW 35.21.685, whenever feasible the Grant Recipient shall make every reasonable and practicable effort to utilize a competitive public bidding process. Grant Recipient will indemnify and defend the City should it be sued or made the subject of an administrative investigation or hearing for a violation of such laws, regulations, and ordinances in connection with the improvements. 13.7 Minimum Scope and Limits of Insurance. Grant Recipient shall maintain, and/or require its Contractor(s) to maintain the minimum scope and limits of insurance as required in Exhibit E — Insurance Requirements. 14. INTERNAL CONTROL AND ACCOUNTING SYSTEM Grant Recipient shall establish and maintain a system of accounting and internal controls sufficient to comply, and demonstrate compliance, with all financial, reporting, record keeping and other requirements under this Agreement. 15. MAINTENANCE OF RECORDS 15.1 Grant Recipient shall maintain accounts and records, including personnel, property, financial, Project records, and Agreement deliverables, to ensure proper accounting for all Grant Award Funds and compliance with this Agreement. 15.2 These records shall be maintained for six (6) years after the expiration or earlier termination of this Agreement. 16. RIGHT TO INSPECT The City reserves the right to review and approve the performance of Grant Recipient with regard to this Agreement, and, at its sole discretion, to inspect or audit the Grant Recipient's records regarding this Agreement and the Project upon seventy-two (72) hours' notice during normal business hours. 17. COMPLIANCE WITH ALL LAWS AND REGULATIONS Grant Recipient shall comply with all applicable laws, ordinances and regulations in using funds provided by the City and in completing the Project and providing programming at the Project, including, without limitation, those relating to providing programming on a nondiscriminatory basis, providing a safe working environment to employees and, specifically, the requirements of the Washington Industrial Safety and Health Act (WISHA). The Grant Recipient specifically agrees to comply and pay all costs associated with achieving such compliance without notice from the City; and further agrees that the City does not waive this Section by giving notice of demand for compliance in any instance. The Grant Recipient shall indemnify and defend the City should it be sued or made the subject of an administrative investigation or hearing for a violation of such laws related to this Agreement. 18. CORRECTIVE ACTION 18.1 If the City determines that a breach of contract has occurred or does not approve of the 7 of 27 23-185.00 Grant Recipient's performance, it will give the Grant Recipient written notification of unacceptable performance. Grant Recipient will then take corrective action within a reasonable period of time, as may be defined by the City in its sole discretion in its written notification to Grant Recipient. 18.2 The City may withhold any payment owed Grant Recipient until the City is satisfied that corrective action has been taken or completed. 19. TERMINATION 19.1 If the termination results from acts or omissions of Grant Recipient, including but not limited to misappropriation, nonperformance of required services, or fiscal mismanagement, Grant Recipient shall return to the City immediately any funds, misappropriated or unexpended, which have been paid to Grant Recipient by the City. 19.2 Any City obligations under this Agreement beyond the current appropriation biennium are conditioned upon the City Council's appropriation of sufficient funds to support such obligations. If the Council does not approve such appropriation, then this Agreement will terminate automatically at the close of the current budget period. 19.3 The Agreement will be terminated if the Grant Recipient is unable or unwilling to expend the Grant Award Funds as specified in Section 1 and Exhibits B and C, or upon reimbursement by the Grant Recipient to the City of all unexpended proceeds provided by the City pursuant to this Agreement and payment of all amounts due pursuant to Section 6. 20. FUTURE SUPPORT; UTILITIES AND SERVICE The City makes no commitment to support the Project or Facility contracted for herein and assumes no obligation for future support of the Project or Facility contracted for herein except as expressly set forth in this Agreement. Grant Recipient understands, acknowledges, and agrees that the City shall not be liable to pay for or to provide any utilities or services in connection with the Project or Facility contemplated herein. 21. HOLD HARMLESS AND INDEMNIFICATION Grant Recipient 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 Grant Recipient, its 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 Grant Recipient and the City, its officers, officials, employees, and volunteers, Grant Recipient's liability, including the duty and cost to defend, hereunder shall be only to the extent of Grant Recipient's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes Grant Recipient's waiver of immunity under Industrial Insurance, Title 51, RCW, solely for the purpose of this indemnification. 8 of 27 23-185.00 This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. Grant Recipient's duties under this Section 21 will survive the expiration or earlier termination of this Agreement. Grant Recipient shall include in the two paragraphs above in any contracts with Contractor(s) for the Project, indemnifying and holding harmless the City, substituting references to Grant Recipient with references to Contractor(s). 22. NONDISCRIMINATION In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against any employee or applicant for employment because of sex, race, color, marital status, national origin, religious affiliation, disability, sexual orientation, gender identity or expression or age except minimum age and retirement provisions, unless based upon a bona fide occupational qualification. 23. CONFLICT OF INTEREST Grant Recipient shall take appropriate steps to ensure that neither the Grant Recipient nor any Grant Recipient staff is placed in a position where, in the reasonable opinion of the City, there is or may be an actual conflict, or a potential conflict, between the pecuniary or personal interests of the Grant Recipient and the duties owed to the City under the provisions of the Agreement. Grant Recipient will notify the City without delay giving full particulars of any such conflict of interest which may arise. 24. POLITICAL ACTIVITY PROHIBITED None of the funds, materials, property, or services provided directly or indirectly under this Agreement shall be used for any partisan political activity or to further the election or defeat of any candidate for public office. 25. PROJECT MAINTENANCE; EQUIPMENT PURCHASE, MAINTENANCE, AND OWNERSHIP A. As between the City and Grant Recipient, Grant Recipient shall be responsible to operate and maintain the completed Facility at its own sole expense and risk. Grant Recipient shall maintain the completed Facility in good working condition consistent with applicable standards and guidelines. Grant Recipient understands, acknowledges, and agrees that the City is not responsible to operate or to maintain the Facility in any way. B. Grant Recipient shall be responsible for all property purchased pursuant to this Agreement, including the proper care and maintenance of any equipment. C. Grant Recipient shall establish and maintain inventory records and transaction documents (purchase requisitions, packing slips, invoices, receipts) of equipment and materials purchased with Grant Award Funds. Grant Recipient's duties under this Section shall survive the expiration of this Agreement and remain in effect for the period set forth in Section 15. 26. ASSIGNMENT Grant Recipient shall not assign any portion of rights and obligations under this Agreement or transfer or assign any claim arising pursuant to this Agreement without the written 9 of 27 23-185.00 consent of the City. Grant Recipient must seek such consent in writing not less than fifteen (15) days prior to the date of any proposed assignment. 27. WAIVER OF BREACH OR DEFAULT Waiver of breach of any provision in this Agreement shall not be deemed to be a waiver of any subsequent breach and shall not be construed to be a modification of the terms of the Agreement unless stated to be such through written approval by the City, which shall be attached to the original Agreement. Waiver of any default shall not be deemed to be a waiver of any subsequent defaults. 28. TAXES Grant Recipient agrees to pay on a current basis all taxes or assessments levied on its activities and property, including, without limitation, any leasehold excise tax due under RCW Chapter 82.29A; PROVIDED, however, that nothing contained herein will modify the right of the Grant Recipient to contest any such tax, and Grant Recipient shall not be deemed to be in default as long as it will, in good faith, be contesting the validity or amount of any such taxes. 29. WASHINGTON LAW CONTROLLING; WHERE ACTIONS BROUGHT This Agreement is entered into in Spokane County, Washington. Disputes between City and Grant Recipient shall be resolved in the Superior Court of the State of Washington in Spokane County. Notwithstanding the foregoing, Grant Recipient agrees that it may, at City's request, be joined as a party in any arbitration proceeding between City and any third party that includes a claim or claims that arise out of, or that are related to Grant Recipient's services or other actions under this Agreement. Grant Recipient further agrees that the Arbitrator(s)' decision therein shall be final and binding on Grant Recipient and that judgment may be entered upon it in any court having jurisdiction thereof. 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). 30. PUBLIC DOCUMENT This Agreement will be considered a public document and will be available for inspection and copying by the public. 31. LEGAL RELATIONS Nothing contained herein will make, or be deemed to make, City and Grant Recipient a partner of one another, and this Agreement will not be construed as creating a partnership or joint venture. Nothing in this Agreement will create, or be deemed to create, any right, duty or obligation in any person or entity not a party to it. It is understood and agreed that Grant Recipient 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 Grant Recipient. Any and all Grant Recipient employees who provide services to City under this Agreement shall be deemed employees solely of Grant Recipient. Grant Recipient shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 10 of 27 23-185.00 32. PERMITS AND LICENSES Grant Recipient shall complete the Project in accordance with all applicable laws and regulatory requirements including environmental considerations, permitting determinations, and other legal requirements. All activities shall be performed by Grant Recipient at its sole expense and liability. Grant Recipient shall, at its sole cost and expense, apply for, obtain and comply with all necessary permits, licenses and approvals required for the Project. 33. INTERPRETATION OF CITY RULES AND REGULATIONS If there is any question regarding the interpretation of any City rule or regulation, the City decision will govern and will be binding upon the Grant Recipient. 34. PUBLIC RECORDS. The Parties agree that all records of Grant Recipient 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 Grant Recipient before any disclosure, and provide Grant Recipient an opportunity to intervene through judicial process to resist release of such records. The City agrees not to object to Grant Recipient intervention in any judicial proceeding in which Grant Recipient 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 Grant Recipient of the request for and disclosure of such records as previously described. All annual reports and other related documents identified in this Agreement prepared by Grant Recipient 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 Grant Recipient 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 Grant Recipient shall have no liability for the use of Grant Recipient's work product outside of the scope of its intended purpose. Grant Recipient may, from time -to -time, receive information which is deemed by City to be confidential. Grant Recipient shall not disclose such information without the prior express written consent of City or upon order of a court of competent jurisdiction. 35. BUSINESS REGISTRATION Grant Recipient shall register with the City as a business prior to commencement of work under this Agreement if it has not already done so. 36. ENTIRE AGREEMENT This Agreement, including its attachments, constitutes the entire Agreement between the City and Grant Recipient. It supersedes all other agreements and understandings between 11 of 27 23-185.00 them, whether written, oral or otherwise. By signing below, the signatories certify that they are authorized to contract and bind the respective parties. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the last date written. The City of Spokane Valley By A6,540 _ 1000, Title G -17'/,,,4c-st_ Date // - / - Z .? Spokane Neighborhood Action Partners By jtdL H!?]� 12 of 27 Title CEO Date 10.13.23 23-185.00 Exhibit A- Map of Facility and Location Facility location: 8001 E. Broadway, Spokane Valley, WA 99212 COL; I jManf?PIJ.-d5182.9%3i ]1136 —Lucy Lepinski ._ O SNAP Financial Access... 0 p y t C#SNAP ®1 ® Service Desk F First Interstate Bank Le... On MiCollab VM WHITE SUPREMACY C... ® Washington's Clean E... U�J M.. ♦ More If., r + ., it' ,.:. _. w.._.___..... _.. ,.—..___ _- .........._ ps twat' Hve I 3 L 1 = I oty, WA Stan Parts GLS: C Op—Streethfap, Miay k E., BERE, Car SafeC:eph, .. 13 of 27 23-185.00 Exhibit B- Scope of Work I. INTRODUCTION The Project addresses the need for affordable housing in the City. II. OBJECTIVES The project will provide permanent rental housing and supportive services to seniors with incomes at or below 60% of the area median household income. III. PROJECT DESCRIPTION The Project consists of new construction of a 60-unit affordable senior housing project, consisting of a four-story, corridor loaded building with two elevators providing 57 one -bedroom units and three two -bedroom units. IV. CONSIDERATION/PUBLIC BENEFIT Affordable Senior Housing. 60 units at the Facility ("Affordable Units") will be provided to households with incomes at or below 60% of area median income ("Qualifying Households"). Affordability Requirements. Grant Recipient agrees to rent Affordable Units to Qualifying Households for an amount that represents an Affordable Housing Cost that is less than or equal to thirty percent (30%)of the Qualifying Household's gross adjusted income. In addition to rent payments, utility payments and other costs payable for the use of the Affordable Units shall be counted toward housing costs. Supportive Services. Grant Recipient will provide the following community and recreational services at the Facility: An onsite Services Coordinator will be hired to work with residents. Written Memorandums of Understandings for services have been executed with • Aging and Long Term Care of Eastern Washington • Breast Intentions • Catholic Charities Foor 4 All and Raised Garden Beds • CHAS • Meals on Wheels • Mobile Library • Resource Rides • Second Harvest • Vets on the Farm 14 of 27 23-185.00 Exhibit C- Proiect Budget Architectural Fees 318248 Soft Costs (Like Appraisal, Market Study Environmental, Survey, Legal) 128236 Financing and Other Development Costs 25245 TOTAL 471729 15 of 27 23-185.00 Exhibit D- Timeline, Milestones & Performance Metrics I. PERFORMANCE INDICATORS Upon completion of the Facility, the following information will be provided on an annual basis by the 15th day of January until expiration of this Agreement: - Total number of income qualified seniors housed at Facility - Demographic information - Number of seniors and number of income qualified seniors from City zip code served at Facility - Supportive services provided at Facility, information regarding participation and outcomes II. PROJECT PERIOD Effective date through December 31, 2028. III. KEY MILESTONES AND DELIVERABLES Milestones: Predevelopment::06/10/2022 — 12/16/2024 All funding closed: 12/16/2024 Ground breaking: 12/17/2024 Substantial completion: 3/15/2026 Occupancy Date:3/16/2026 Deliverables required through the completion of Facility: Quarterly project budget and expenses report during construction: By 15`h day of following month Construction progress report: Quarterly by 15`h day of following month Third party auditor cost certification (completion report): December 31, 2026 16 of 27 23-185.00 Exhibit E- Insurance Requirements Grant Recipient 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 Grant Recipient, its agents, representatives, employees, or subcontractors. A. Minimum Scope of Insurance. Grant Recipient's required insurance shall be of the types and coverages as stated below: 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 Grant Recipient'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 2026. iii. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. iv. Professional liability insurance appropriate to Grant Recipient's profession. B. Minimum Amounts of Insurance. Grant Recipient 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. Grant Recipient's policies are to contain, or be endorsed to contain, the following provisions for automobile liability and commercial general liability insurance: i. Grant Recipient'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 Grant Recipient's insurance and shall not contribute 17 of 27 23-185.00 with it. ii. Grant Recipient 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 Grant Recipient 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 Grant Recipient, irrespective of whether such limits maintained by Grant Recipient 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 Grant Recipient. iv. Failure on the part of Grant Recipient 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 Grant Recipient 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 Grant Recipient from the City. D. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Grant Recipient 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. 18 of 27 23-185.00 Exhibit F- Restrictive Covenant Agreement When Recorded Return to: City Clerk The City of Spokane Valley 10210 East Sprague Avenue Spokane Valley, 99206 THE CITY OF SPOKANE VALLEY RESTRICTIVE COVENANT AGREEMENT GRANTOR: GRANTEE: ABBREVIATED LEGAL DESCRIPTION: ASSESSOR'S TAX PARCEL NO.: Spokane Neighborhood Action Partners The City of Spokane Valley, a municipal corporation of the State of Washington 19 of 27 23-185.00 THE CITY OF SPOKANE VALLEY RESTRICTIVE COVENANT AGREEMENT This Restrictive Covenant Agreement (the "Covenant Agreement") is effective as of the day of , 202_, and is made and executed by Spokane Neighborhood Action Partners (the "Grant Recipient"), and by and in favor of the City of Spokane Valley (the "City"), a municipal corporation of the State of Washington (the "City"). In this Covenant Agreement, Spokane Neighborhood Action Partners and the City may also be referred to collectively as the "Parties" and individually as "Party." RECITALS A. Grant Recipient is the owner of real property located in the City of Spokane Valley, State of Washington, legally described in Exhibit A, attached hereto and made part hereof (the "Property"). B. Pursuant to an agreement, between the City and Grant Recipient, dated , Grant Recipient has constructed senior housing (the "Facility") on the Property for the purpose of providing affordable housing for the public. A map of the Property and Facility is attached to and made part of this Covenant Agreement as Exhibit B. C. The purpose of this instrument is to place on record those certain Restrictive Covenants (as defined below) which, pursuant to the City's funding of the Project in the amount of $471,729 to construct the Facility on said Property, requires that the Facility be restricted to uses in accordance with the funds used to construct said Facility. The Property was acquired by deed recorded under recording No. [cite recorded deed for purchase], between [prior owner's name] and Spokane Neighborhood Action Partners COVENANT AGREEMENT NOW, THEREFORE, in consideration of the mutual promises herein, Grant Recipient and the City agree, covenant and declare that the Facility is subject to the following restrictive covenants, which covenants shall run with the land and burden the Facility 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. Covenant. Grant Recipient 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, Grant Recipient and its successors and assigns and all subsequent owners of the Facility, 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 Facility, 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, 20 of 27 23-185.00 regardless of whether or not such covenants and conditions are set forth or incorporated by reference in such contract, deed or other instrument. 2. Term. Grant Recipient covenants and declares on behalf of itself and all heirs, assigns, and successors in interests into whose ownership the Facility might pass that the Facility will be preserved and maintained in accordance with the restrictions and obligations described in this Covenant Agreement for at least twenty (20) years. It is the intent of the Grant Recipient that such covenants shall supersede any prior interests Grant Recipient has in the Property and Facility 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 or Facility. Grant Recipient and the City agree that the City shall have standing to enforce these covenants. 3. Public Purpose. Grant Recipient acknowledges that the Facility was constructed on the Property for public purposes with funding from the City, and Grant Recipient covenants that at least 60 units of the Facility will be rented to seniors with incomes at or below 60% of area median income at an affordable rental rate as required by the Grant Award, which constitutes the public purpose of the Grant Award, and that the Facility shall not be converted to a different status or use for a period of twenty (20) years unless a full reimbursement of the City award amount is made to the City. 4. Public Access. Grant Recipient covenants that it and any successor in interest will maintain the Facility for the affordable senior housing purpose that constitutes the public purpose of the Grant Award. 5. Parties Bound. This Covenant Agreement shall benefit and be enforceable only by City and Grant Recipient 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 Grant Recipient, its successors, designees or assigns for violation of this Covenant Agreement: a. Default. If Grant Recipient fails to observe or perform any of the terms, conditions, obligations, restrictions, covenants, representations or warranties of this Covenant Agreement, and if such noncompliance is not corrected as provided herein, then such noncompliance shall be considered an event of default. b. Notice of Default. Before the City pursues a remedy against Grant Recipient for breach of this Covenant Agreement, the City shall provide written notice specifying the default to Grant Recipient. Grant Recipient shall thereafter have a thirty (30) day period to cure such default (or if such default is not capable of cure within thirty (30) days, such additional period as is reasonably necessary for Grant Recipient to complete such cure, provided that Grant Recipient commences cure within such thirty (30) day period and thereafter diligently pursues it to completion). 21 of 27 23-185.00 c. City's Remedies. The City shall have available all remedies under law and equity. 7. 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. 8. Miscellaneous Provisions. 8.1 Agreement to Record. Grant Recipient shall cause this Covenant Agreement to be recorded in the real property records of Spokane County, Washington. Grant Recipient shall pay all fees and charges incurred in connection with such recording and shall provide the City with a copy of the recorded document. 8.2 Time of the Essence. Time is of the essence of this Covenant Agreement and of every provision thereof. 8.3 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 the City of Spokane Valley: City Clerk City of Spokane Valley 10210 East Sprague Avenue Spokane Valley, WA 99206 If to Spokane Neighborhood Action Partners: Spokane Neighborhood Action Partners 3102 W. Whistalks Way Spokane, WA 99224 8.4 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. 8.5 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. 8.6 Governing Law; Venue; Attorneys' Fees. This Covenant Agreement is entered into in Spokane County, Washington. Disputes between City and Grant Recipient shall be resolved in the Superior Court of the State of Washington in Spokane County. Notwithstanding the foregoing, Grant Recipient agrees that it may, at City's 22 of 27 23-185.00 request, be joined as a party in any arbitration proceeding between City and any third party that includes a claim or claims that arise out of, or that are related to Grant Recipient's services or other actions under this Agreement. Grant Recipient further agrees that the Arbitrator(s)' decision therein shall be final and binding on Grant Recipient and that judgment may be entered upon it in any court having jurisdiction thereof. 8.7 Reliance. The City and Grant Recipient hereby recognize and agree that the representations and covenants set forth herein may be relied upon by each other. 8.8 No Conflict with Other Documents. Grant Recipient 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 are paramount and controlling as to the rights and obligations herein set forth and supersede any other requirements in conflict herewith. 8.9 Sale or Transfer of the Facility. Grant Recipient agrees to notify the City at least thirty (30) days' prior to any sale or other transfer of Grant Recipient's ownership interest in the Facility. 8.10 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. 8.11 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, Spokane Neighborhood Action Partners and the City have executed this Covenant Agreement on the date set forth above. GRANT RECIPIENT: Spokane Neighborhood Action Partners By: Its: THE CITY OF SPOKANE VALLEY, a municipal corporation of the State of Washington By: _ Name: Its: 23 of 27 23-185.00 [Notary Block on following page] STATE OF WASHINGTON ) ) ss. COUNTY OF SPOKANE ) I certify that I know or have satisfactory evidence that person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument and is the acknowledged it as the Spokane Neighborhood Action Partners which is the of Spokane Neighborhood Action Partners to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: NOTARY PUBLIC Print Name: My Commission Expires: STATE OF WASHINGTON ) ) ss. COUNTY OF SPOKANE ) I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it as the of THE CITY OF SPOKANE VALLEY, a municipal corporation of the State of Washington, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: NOTARY PUBLIC Print Name: My Commission Expires: 24 of 27 23-185.00 RESTRICTIVE COVENANT AGREEMENT EXHIBIT A LEGAL DESCRIPTION 25 of 27 23-185.00 RESTRICTIVE COVENANT AGREEMENT EXHIBIT B PROPERTY AND FACILITY MAP 26 of 27 23-185.00 EXHIBIT G PREVAILING WAGE CERTIFICATION The GRANT RECIPIENT, by its signature, certifies that all contractors and subcontractors performing work on the Project shall comply with prevailing wage laws set forth in Chapter 39.12 RCW, as applicable to the Project funded by this Agreement, including but not limited to the filing of the "Statement of Intent to Pay Prevailing Wages" and "Affidavit of Wages Paid" as required by RCW 39.12.040. The GRANT RECIPIENT shall maintain records sufficient to evidence compliance with Chapter 39.12 RCW, and shall make such records available for the City of Spokane Valley's review upon request. The following information is provided pursuant to RCW 39.12.030: A. State of Washington prevailing wage rates applicable to this public works project, published by L&I, are located at the L&I website address: https://Ini.wa.2ov/licensin2-permits/pu blic-works-projects/prevailing-wage-rates/ B. This Project is located in Spokane County. C. The effective prevailing wage date is the same date as the bid due date as referenced in the original request for bids and as may be revised by addenda. For any funds are used by the GRANT RECIPIENT for the purpose of construction, applicable State Prevailing Wages must be paid. The GRANT RECIPIENT, by its signature, certifies that the declaration set forth above has been reviewed and approved by the GRANT RECIPIENT's governing body as of the date and yea written below. B DATE 10.24.23 27 of 27 Wa9iing�on Sbk Uma,unml al Labor & Industries.(https://Inima.go2/) Contractors SPOKANE NGHBRHD ACTN PRTNRS Owner or tradesperson Principals LYNCH, PATRICK MICHAEL, SECRETARY ISSERLIS, KENNETH LLOYD, CHIEF EXECUTIVE OFFICER HONEKAMP, JULIE MARIE DHATT, CHIEF EXECUTIVE OFFICER LEPINSKI, LUCY CATHERINE, CHIEF OPERATING OFFICER LEPINSKI, LUCY CATHERINE, CHIEF OPERATING OFFICER DHATT HONEKAMP, JULIE MARIE, DIRECTOR DALTON, VICKY MELANIE, DIRECTOR NAVE, JEFFREY CALLAHAN, DIRECTOR WILSON, LYNDIA CAROL, DIRECTOR DALTON, VICKY MELANIE, MEMBER NAVE, JEFFREY CALLAHAN, MEMBER WILSON, LYNDIA CAROL, MEMBER EKINS, GAYLE WINGATE, MEMBER EKINS, GAYLE WINGATE, MEMBER DORWIN, MARCIAANN, MEMBER WERME, DAVID HANS, PRESIDENT (End: 04/12/2016) HEMMINGSON, JOHN JEFFERY, VICE PRESIDENT (End: 04/12/2016) Honekamp, Julie M, CHIEF EXECUTIVE OFFICER (End: 04/15/2014) KROSKE, KATHY (End: 04/30/2012) EKINS, GAYLE (End: 04/30/2012) DALTON, VICKY M, MEMBER (End: 04/30/2012) MCCABE, CHRISTINE MURIN, MEMBER (End: 04/30/2012) STUCKERT, LAWRENCE JOSEPH, MEMBER (End: 04/30/2012) TREMAINE, THOMAS NATHAN, MEMBER (End: 04/30/2012) TREMAINE, THOMAS NATHAN, MEMBER (End: 04/30/2012) GRABICKI, PETER JENNINGS, SECRETARY (End: 05/01 /2018) HEMMINGSON, JOHN J, DIRECTOR 3102 W Whistalks Way SPOKANE, WA 99224-5203 509-966-7627 SPOKANE County (End: 05/01 /2018) Doing business as SPOKANE NGHBRHD ACTN PRTNRS WA UBI No. 600 616 613 License Business type Corporation Governing persons VICKY DALTON JULIE HONEKAMP; KEN ISSERLIS; LUCY LEPINSKI; PATRICK LYNCH; Verify the contractor's active registration / license / certification (depending on trade) and any past violations. Construction Contractor Active ................................................ Meets current requirements. License specialties GENERAL License no. SPOKANA910KD Effective — expiration 05/04/2009— 06/03/2024 Bond TRAVELERS CAS & SURETY CO $12,000.00 Bond account no. 201611488 Received by L&I Effective date 04/02/2002 05/04/2009 Expiration date Until Canceled Insurance .................. American Alternative Ins Corp $10,000,000.00 Policy no. N1-A2-RL-0000013-14 Received by L&I Effective date 06/30/2023 06/01/2023 Expiration date 06/01/2024 Insurance history Savings No savings accounts during the previous 6 year period. Lawsuits against the bond or savings No lawsuits against the bond or savings accounts during the previous 6 year period. L&I Tax debts No L&I tax debts are recorded for this contractor license during the previous 6 year period, but some debts may be recorded by other agencies. License Violations No license violations during the previous 6 year period. I Certifications & Endorsements I OMWBE Certifications .............. No active cerfifcations exist for this business Apprentice Training Agent No active Washington registered apprentices exist for this business. Washington allows the use of apprentices registered with Oregon or Montana. Contact the Oregon Bureau of Labor & Industries or Montana Department of'_.abor & Industry to verify if this business has apprentices. Workers' Comp Do you know if the business has employees? If so, verify the business is up-to-date on workers' comp premiums. L&I Account ID 600,434-00 ......................... . Account is current Doing business as SPOKANE NEIGHBORHOOD ACTION Estimated workers reported Quarter 2 of Year 2023 "Greater than 100 Workers" L&I account contact T2 I CHARLEEN GREGORY (360) 902-4685 - Email: GOHA235@lni.wa.gov Public Works Requirements Verify the contractor is eligible to perform work on public works projects. Required Traming— Effective July 1, 2019 Exempt from this requirement. Contractor Strikes No strikes have been issued against this contractor. Contractors not allowed to bid No debarments have been issued against this contractor. Workplace Safety & Health Check for any past safety and health violations found on jobsites this business was responsible for. No inspections during the previous 6 year period. Issue Date 10/13/2023 Cert #:0000044457 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 NOT AMEND, 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 thecertifcate 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 COMPAlSES AFFOROM COVERAGE Clear Risk Solutions GENERAL LIABILITY 451 Diamond Drive American Alternative Insurance Corporation, at al. Ephrata, WA 98823 AUTOMOBILE LIABILITY American Alternative Insurance Corporation, at al. PROPERTY American Alternative Insurance Corporation, at al. INSURED Spokane Neighborhood Action Partners MISCELLANEOUS PROFESSIONAL LIABILITY 3102 West Whistalks Wy Princeton Excess and Surplus Lines Insurance Company Spokane, WA 99224 COMRADES 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 IRSURANCE POLICY NUMBER POLICY EFF POLICY EXP DESCRIPTION LETS DATE DATE (ENERALLUUMLfTY COMMERCIAL GENERAL LIABILITY N1-A2-RL-0000013-14 6/1/2023 6/1/2024 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 $350,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE $50,000,000 AI,ITOMOBILEE LI1UNILITY ANY AUTO N1-A2-RL-0000013-14 6/1/2023 6/1/2024 COMBINED SINGLE LIMIT $5,000,000 (LIABILITY IS SUBJECT TO A 350,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE NONE PROPERTY N1-A2-RL-0000013-14 6/1/2023 6/1/2024 ALL RISK PER OCC EXCL EQ & FL $75,000,000 EARTHQUAKE PER OCC Excluded FLOOD PER OCC Excluded (PROPERTY IS SUBJECT TO A $350,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE NONE MMCELLANEOLIS PROFESSIONAL LIABLITY N1-A3-RL-0000060-14 6/1/2023 6/1/2024 PER CLAIM $5,000,000 (LIABILITY IS SUBJECT TO A $350,000 SIR PAYABLE FROM PROGRAM FUNDS) ANNUAL POOL AGGREGATE $40,000,000 DEMMOI ON OF OPERATIOINr tt=ATION$f VBNCM t SPECU1.MW Regarding Agreement #23-185.00 for grant funding for the Broadway Senior Housing. City of Spokane Valley are named as Additional Insured regarding this Agreement only and are subject to policy terms, conditions, and exclusions. Additional Insured endorsement is attached. The NPIP retained limit is primary and non-contributory. Hired/Non-owned Auto coverage is included in the Auto Liability coverage listed above. CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITW TWG Pr)l ICV PRr)%/ISIr1WS CERTIRICATE HOLDER AUTNOPaW REPRESENTATVE Marci Patterson, City Clerk City of Spokane Valley 10210 East Sprague Avenue Spokane Valley, WA 99206 iii 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-0000013-14 6/1/2023 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 Marci Patterson, City Clerk City of Spokane Valley 10210 East Sprague Avenue Spokane Valley, WA 99206 Regarding Agreement #23-185.00 for grant funding for the Broadway Senior Housing. City of Spokane Valley are named as Additional Insured regarding this Agreement only and are subject to policy terms, conditions, and exclusions. Additional Insured endorsement is attached. The NPIP retained limit is primary and non-contributory. Hired/Non-owned Auto coverage is included in the Auto Liability coverage listed above. 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. Form: RL 2124 10 21 Includes copyrighted material of the Insurance Services Office, Inc., with its permission ,3 - /85 Issue Date 5/23/2024 Cert #:0000044457 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 CFRTIFICATF DOFS NOT CONFER RIGHTS TO THE CFRTIFICATE HOLDER IN LIEU OF SUCH ENDORSEMENTISI. 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 Spokane Neighborhood Action Partners NPIP I Munich Re. et al. 3102 West Whistalks Wy MISCELLANEOUS PROFESSIONAL LIABILITY Spokane, WA 99224 NPIP / 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 FXCI I ISIONS ANn CONnITIONS OF St ICH COVFRA(;F AGRFFMFNT_ 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 NPIP242533675 6/l/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 NPIP242533675 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 NPIP242533675 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 NPIP242533675 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 Agreement #23-185.00 for grant funding for the Broadway Senior Housing. City of Spokane Valley are named as Additional Covered Party regarding this Agreement only and are subject to coverage terms, conditions, and exclusions. Additional Covered Party endorsement is attached. The NPIP Coverage Agreement is primary and noncontributory. Hired/Non-owned Auto coverage is included in the Auto Liability coverage listed above. CANCELLATION NOTICE: SHOULD ANY OF THE ABOVE DESCRIBED COVERAGES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE nm n/FRFn IN ACCr1RnANCF WITH THE Cr1VFRAQF AQRFFMFNT PROVISIONS. CERTIFICATE HOLDER AUTHORIZED REPRESENTATIVE Marci Patterson, City Clerk City of Spokane Valley 10210 East Sprague Avenue Spokane Valley, WA 99206 Coverage Number: NPIP242533675 Effective Date: 6/V2024 Cert #:0000044457 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): Marci Patterson, City Clerk City of Spokane Valley 10210 East Sprague Avenue Spokane Valley, WA 99206 Description of Activities / Operations / Desionated Premises: Regarding Agreement #23-185.00 for grant funding for the Broadway Senior Housing. City of Spokane Valley are named as Additional Covered Party regarding this Agreement only and are subject to coverage terms, conditions, and exclusions. Additional Covered Party endorsement is attached. The NPIP Coverage Agreement is primary and non-contributory. Hired/Non- owned Auto coverage is included in the Auto Liability coverage listed above. 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 liabilityfor 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.