23-191.00DeptOfCommerceVeteransMemorialBalfourParkDocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
Grant to
For
Washington State
Commerce
City of Spokane Valley
through
The Local and Community Projects Program
Veterans Memorial Balfour Park
Start date: July 1, 2023
Contract #23-191
DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
Table of Contents
FACESHEET................................................................................................................................................1
DECLARATIONS..........................................................................................................................................2
ADDITIONALRECITALS
..............................................................................................................................2
SPECIALTERMS AND CONDITIONS.........................................................................................................
3
1.
GRANT MANAGEMENT...................................................................................................................3
2.
COMPENSATION.............................................................................................................................
3
3.
CERTIFICATION OF FUNDS PERFORMANCE MEASURES.........................................................3
4.
PREVAILING WAGE LAW................................................................................................................3
5.
DOCUMENTATION AND SECURITY..............................................................................................4
6.
BASIS FOR ESTABLISHING REAL PROPERTY VALUES FOR ACQUISITIONS OF REAL
PROPERTY PERFORMANCE MEASURES...................................................................................4
7.
EXPENDITURES ELIGIBLE FOR REIMBURSEMENT....................................................................4
8.
BILLING PROCEDURES AND PAYMENT.......................................................................................5
9.
SUBCONTRACTOR DATA COLLECTION.......................................................................................6
10.
CLOSEOUT CERTIFICATION..........................................................................................................6
11.
INSURANCE.....................................................................................................................................6
12.
ORDER OF PRECEDENCE.............................................................................................................8
13.
REDUCTION IN FUNDS...................................................................................................................8
14.
OWNERSHIP OF PROJECT/CAPITAL FACILITIES........................................................................8
15.
CHANGE OF OWNERSHIP OR USE FOR GRANTEE -OWNED PROPERTY...............................9
16.
CHANGE OF USE FOR LEASED PROPERTY PERFORMANCE MEASURE...............................9
17.
SIGNAGE, MARKERS AND PUBLICATIONS..................................................................................9
18.
HISTORICAL AND CULTURAL ARTIFACTS...................................................................................9
19.
REAPPROPRIATION......................................................................................................................10
20.
TERMINATION FOR FRAUD OR MISREPRESENTATION..........................................................10
21.
APPLICABILITY OF COPYRIGHT PROVISIONS TO ARCHITECTURAL/ENGINEERING DESIGN
WORK............................................................................................................................................10
22.
FRAUD AND OTHER LOSS REPORTING....................................................................................10
23.
PUBLIC RECORDS ACT................................................................................................................11
GENERALTERMS AND CONDITIONS.....................................................................................................12
1.
DEFINITIONS..................................................................................................................................12
2.
ACCESS TO DATA.........................................................................................................................12
3.
ADVANCE PAYMENTS PROHIBITED...........................................................................................12
4.
ALL WRITINGS CONTAINED HEREIN..........................................................................................12
5.
AMENDMENTS...............................................................................................................................12
6.
AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, ALSO
REFERRED TO AS THE "ADA" 28 CFR PART 35.......................................................................13
7.
ASSIGNMENT.................................................................................................................................13
8.
ATTORNEYS' FEES.......................................................................................................................13
9.
AUDIT..............................................................................................................................................13
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10.
BREACHES OF OTHER STATE CONTRACTS.............................................................................14
11.
CONFIDENTIALITY/SAFEGUARDING OF INFORMATION..........................................................14
12.
CONFLICT OF INTEREST.............................................................................................................14
13.
COPYRIGHT PROVISIONS...........................................................................................................15
14.
DISPUTES......................................................................................................................................15
15.
DUPLICATE PAYMENT..................................................................................................................16
16.
GOVERNING LAW AND VENUE...................................................................................................16
17.
INDEMNIFICATION........................................................................................................................16
18.
INDEPENDENT CAPACITY OF THE GRANTEE...........................................................................16
19.
INDUSTRIAL INSURANCE COVERAGE.......................................................................................17
20.
LAWS..............................................................................................................................................17
21.
LICENSING, ACCREDITATION AND REGISTRATION.................................................................17
22.
LIMITATION OF AUTHORITY........................................................................................................17
23.
NONCOMPLIANCE WITH NONDISCRIMINATION LAWS............................................................17
24.
PAY EQUITY...................................................................................................................................17
25.
POLITICAL ACTIVITIES.................................................................................................................18
26.
PUBLICITY......................................................................................................................................18
27.
RECAPTURE..................................................................................................................................18
28.
RECORDS MAINTENANCE...........................................................................................................18
29.
REGISTRATION WITH DEPARTMENT OF REVENUE.................................................................18
30.
RIGHT OF INSPECTION................................................................................................................18
31.
SAVINGS........................................................................................................................................19
32.
SEVERABILITY...............................................................................................................................19
33.
SITE SECURITY.............................................................................................................................19
34.
SUBGRANTING/SUBCONTRACTING...........................................................................................19
35.
SURVIVAL.......................................................................................................................................19
36.
TAXES.............................................................................................................................................19
37.
TERMINATION FOR CAUSE.........................................................................................................19
38.
TERMINATION FOR CONVENIENCE...........................................................................................20
39.
TERMINATION PROCEDURES.....................................................................................................20
40.
TREATMENT OF ASSETS.............................................................................................................21
41.
WAIVER..........................................................................................................................................
21
ATTACHMENTA - SCOPE OF WORK......................................................................................................22
ATTACHMENT B - CERTIFICATION OF THE AVAILABILITY OF FUNDS TO COMPLETE THE
PROJECT....................................................................................................................................................
24
ATTACHMENT C - CERTIFICATION OF THE PAYMENT AND REPORTING OF PREVAILING WAGES
26
ATTACHMENT
D - CERTIFICATION OF INTENT TO ENTER THE LEADERSHIP IN ENERGY AND
ENVIRONMENTAL DESIGN (LEED) CERTIFICATION PROCESS..........................................................28
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FACE SHEET
Grant Agreement Number: 24-96647-301
Project Name: Veterans Memorial Balfour Park
Washington State Department of Commerce
Local Government Division
Cnmmnnity nP_VPlnnment Assistance Unit
1. GRANTEE
2. GRANTEE Doing Business As (optional)
City of Spokane Valley
N/A
10210 E Sprague AVE
Spokane Valley, WA 99206-3682
3. GRANTEE Representative
4. COMMERCE Representative
Glenn Ritter,
Mara Isaacson, Grant Manager
(509) 720-5018
PO Box 42525, Olympia, WA 98504
gritter@spokanevalley.org
(360) 742-7665
mara.isaacson@commerce.wa.gov
5. Grant Amount
6. Funding Source
7. Start Date
8. End Date
$200,790.00
Federal: State: X Other: N/A:
July 1, 2023
June 30, 2027,
contingent on reappropriation;
June 30, 2025, if funds are not
reappropriated.
9. Federal Funds (as applicable) Federal Agency CFDA Number
N/A N/A N/A
10. Tax ID #
.SWV#12.
UBI #
13. DUNS#
N/A
FS11V
V0018021-00
602251431
N/A
14. Grant Purpose
The purpose of this performance -based Grant Agreement is to provide funding for a legislatively approved project that
furthers the goals and objectives of the Local and Community Projects Program as described in Attachment A — Scope of
Work (the "Project').
COMMERCE, defined as the Washington State Department of Commerce, and the GRANTEE, as defined above,
acknowledge and accept the terms of this Grant Agreement and attachments and have executed this Grant Agreement on
the date below to start as of the date and year referenced above. The rights and obligations of both parties to this Grant
Agreement are governed by this Grant Agreement and the following other documents incorporated by reference: Grant
Agreement Terms and Conditions including Attachment "A" — Scope of Work, Attachment "B" — Certification of Availability
of Funds to Complete the Project, Attachment "C" — Certification of the Payment and Reporting of Prevailing Wages,
Attachment "D" — Certification of Intent to Enter LEED Process.
FOR GRANTEE
FOR COMMERCE
DocuSign��eeLd by:
DocuSigned by:
[AtA
80�1 804865Cd58
Mark K. Barkley, Assistant Director
Signature
]ohn Hohman
Local Government Division
10/25/2023 1 9:32 PM PDT
Print Name
Date
City Manager
APPROVED AS TO FORM
Title
10/24/2023 1 5:10 PM PDT
Dawn Cortez, Assistant Attorney General
Date
10/3/2023
Date
DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
GRANTEE INFORMATION
GRANTEE Name:
Grant Agreement Number:
State Wide Vendor Number:
PROJECT INFORMATION
Project Name:
Project City:
Project State:
Project Zip Code:
GRANT AGREEMENT INFORMATION
Grant Amount:
Appropriation Number:
Re -appropriation Number (if applicable):
Grant Agreement End Date:
Biennium:
Biennium Close Date:
DECLARATIONS
City of Spokane Valley
24-96647-301
SW V0018021-00
Veterans Memorial Balfour Park
Spokane Valley
Washington
99206-3682
$200,790.00
ESSB 5200 SL Section 1025 (2023 Regular Session)
N/A
June 30, 2027, contingent on reappropriation;
June 30, 2025, if funds are not reappropriated.
2023-2025
June 30, 2025
PROJECT PURPOSE
Complete a Veterans' Memorial plaza in Balfour Park.
ADDITIONAL SPECIAL TERMS AND CONDITIONS GOVERNING THIS AGREEMENT
Grant Agreement End Date: In the event funds for the project are reappropriated, the contract end date
will be extended pursuant to the reappropriation and consistent with Special Term and Condition 19.
Depending on the reappropriation, a contract amendment may be required.
ADDITIONAL RECITALS
Whereas, the Project is one component of a larger multiphase project, which will result in the
improvement of Balfour Park as described in the park master plan.
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SPECIAL TERMS AND CONDITIONS
GENERAL GRANT
STATE FUNDS
THIS GRANT AGREEMENT, entered into by and between the GRANTEE and COMMERCE, as defined
on the Face Sheet of this Grant Agreement, WITNESSES THAT:
WHEREAS, COMMERCE has the statutory authority under RCW 43.330.050(5) to cooperate
with and provide assistance to local governments, businesses, and community -based
organizations; and
WHEREAS, COMMERCE is also given the responsibility to administer state funds and programs
which are assigned to COMMERCE by the Governor or the Washington State Legislature; and
WHEREAS, the Washington State Legislature has made an appropriation to support the Local
and Community Projects Program, and directed COMMERCE to administer those funds; and
WHEREAS, the enabling legislation also stipulates that the GRANTEE is eligible to receive
funding for design, acquisition, construction, or rehabilitation.
NOW, THEREFORE, in consideration of covenants, conditions, performances, and promises hereinafter
contained, the parties agree as follows:
1. GRANT MANAGEMENT
The Representative for each of the parties is identified on the Face Sheet of this Grant Agreement
and shall be responsible for and shall be the contact person for all communications and billings
regarding the performance of this Grant Agreement.
2. COMPENSATION
COMMERCE shall pay an amount not to exceed the awarded Grant Amount as shown on the Face
Sheet of this Grant Agreement, for the capital costs necessary for or incidental to the performance of
work as set forth in the Scope of Work.
3. CERTIFICATION OF FUNDS PERFORMANCE MEASURES
A. The release of state funds under this Grant Agreement is contingent upon the GRANTEE
certifying that it has expended or has access to funds from non -state sources as set forth in
ATTACHMENT B (CERTIFICATION OF THE AVAILABILITY OF FUNDS TO COMPLETE THE
PROJECT). Such non -state sources may consist of a combination of any of the following:
i) Eligible Project expenditures prior to the execution of this Grant Agreement.
ii) Cash dedicated to the Project.
iii) Funds available through a letter of credit or other binding loan commitment(s).
iv) Pledges from foundations or corporations.
v) Pledges from individual donors.
vi) The value of real property when acquired solely for the purposes of this Project, as
established and evidenced by a current market value appraisal performed by a licensed,
professional real estate appraiser, or a current property tax statement. COMMERCE will
not consider appraisals for prospective values of such property for the purposes of
calculating the amount of non -state matching fund credit.
vii) In -kind contributions, subject to COMMERCE'S approval.
B. The GRANTEE shall maintain records sufficient to evidence that it has access to or has
expended funds from such non -state sources, and shall make such records available for
COMMERCE's review upon reasonable request.
4. PREVAILING WAGE LAW
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The Project funded under this Grant Agreement may be subject to state prevailing wage law (RCW
39.12). The GRANTEE is advised to consult the Industrial Statistician at the Washington Department
of Labor and Industries to determine whether prevailing wages must be paid. COMMERCE is not
responsible for determining whether prevailing wage applies to this Project or for any prevailing wage
payments that may be required by law.
DOCUMENTATION AND SECURITY
The provisions of this section shall apply to capital projects performed by nonprofit organizations and
public benefit corporations that involve the expenditure of over $250,000 in state funds. Additionally,
Commerce reserves the right to review all state -funded projects and to require that projects
performed by other entity types comply with this section. Projects for which the grant award or
legislative intent documents specify that the state funding is to be used for pre -design or design only
are exempt from this section.
A. Deed of Trust. This Grant Agreement shall be evidenced by a promissory note and secured by a
deed of trust or other appropriate security instrument in favor of COMMERCE (the "Deed of
Trust"). The Deed of Trust shall be recorded in the County where the Project is located, and the
original returned to COMMERCE after recordation within ninety (90) days of Grant Agreement
execution. The Deed of Trust must be recorded before COMMERCE will reimburse the
GRANTEE for any Project costs. The amount secured by the Deed of Trust shall be the amount
of the Grant Agreement as set forth on the Face Sheet.
B. Term of Deed of Trust. The Deed of Trust shall remain in full force and effect for a minimum
period of ten (10) years following the later of: (1) final payment of state funds to the GRANTEE
under this grant; or (2) the date when the facility improved or acquired with grant funds, or a
distinct phase of the project, is made useable to the public for the purpose intended by the
Legislature. Upon satisfaction of the ten-year term requirement and all other grant terms and
conditions, COMMERCE shall, upon written request of the GRANTEE, take appropriate action to
reconvey the Deed of Trust.
C. Title Insurance. The GRANTEE shall purchase an extended coverage lender's policy of title
insurance insuring the lien position of the Deed of Trust in an amount not less than the amount of
the grant.
D. Covenant. If the project will be partially funded by a loan and the term of said loan is less than the
commitment period under this Grant Agreement, COMMERCE may require that GRANTEE
record or cause to be recorded a covenant in a superior lien position ahead of the lender's
security instrument that restricts use of the facility or property for the purpose(s) stated elsewhere
in this contract for at least the term of the commitment period.
E. Subordination. COMMERCE may agree to subordinate its deed of trust upon request from a
private or public lender. Any such request shall be submitted to COMMERCE in writing, and
COMMERCE shall respond to the request in writing within thirty (30) days of receiving the
request.
6. BASIS FOR ESTABLISHING REAL PROPERTY VALUES FOR ACQUISITIONS OF REAL
PROPERTY PERFORMANCE MEASURES
When all or part of the grant is used to fund the acquisition of real property, before funds are
disbursed, the GRANTEE shall procure and provide to COMMERCE evidence establishing the
value of the real property eligible for reimbursement:
A. GRANTEE purchases of real property from an independent third -party seller shall be
evidenced by a current appraisal prepared by a licensed Washington State commercial real
estate appraiser, or a current property tax statement.
B. GRANTEE purchases of real property from a subsidiary organization, such as an affiliated
LLC, shall be evidenced by a current appraisal prepared by a licensed Washington State
commercial real estate appraiser or the prior purchase price of the property plus holding
costs, whichever is less.
7. EXPENDITURES ELIGIBLE FOR REIMBURSEMENT
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Payments to the Grantee shall be made on a reimbursement basis only. The GRANTEE may be
reimbursed for the following eligible costs related to the activities identified in the SCOPE OF WORK
shown on Attachment A.
A. Real property, and costs directly associated with such purchase, when purchased or acquired
solely for the purposes of the Project;
B. Design, engineering, architectural, and planning;
C. Construction management and observation (from external sources only);
D. Construction costs including, but not limited to, the following:
Site preparation and improvements;
Permits and fees;
Labor and materials;
Taxes on Project goods and services;
Capitalized equipment;
Information technology infrastructure; and
Landscaping.
F. Other costs authorized through the legislation.
8. BILLING PROCEDURES AND PAYMENT
COMMERCE shall reimburse the GRANTEE for eligible Project expenditures, up to the maximum
payable under this Grant Agreement. When requesting reimbursement for expenditures made, the
GRANTEE shall submit to COMMERCE a signed and completed Invoice Voucher (Form A-19), that
documents capitalized Project activity performed for the billing period. The GRANTEE can submit all
Invoice Vouchers and any required documentation electronically through COMMERCE's Contracts
Management System (CMS), which is available through the Secure Access Washington (SAW)
portal.
The GRANTEE shall evidence the costs claimed on each voucher by including copies of each invoice
received from vendors providing Project goods or services covered by the Grant Agreement. The
GRANTEE shall also provide COMMERCE with a copy of the cancelled check or electronic funds
transfer, as applicable, that confirms that they have paid each expenditure being claimed. The
cancelled checks or electronic funds transfers may be submitted to COMMERCE at the time the
voucher is initially submitted, or within thirty (30) days.
The voucher must be certified (signed) by an official of the GRANTEE with authority to bind the
GRANTEE. The final voucher shall be submitted to COMMERCE within sixty (60) days following the
completion of work or other termination of this Grant Agreement, or within fifteen (15) days following
the end of the state biennium unless Grant Agreement funds are reappropriated by the Legislature in
accordance with Special Terms and Conditions Section 19.
If GRANTEE has or will be submitting any of the invoices attached to a request for payment for partial
reimbursement under another grant contract, GRANTEE must clearly identify such grant contracts in
the transmittal letter and request for payment.
Each request for payment must be accompanied by a Project Status Report, which describes, in
narrative form, the progress made on the Project since the last invoice was submitted, as well as a
report of Project status to date. COMMERCE will not release payment for any reimbursement
request received unless and until the Project Status Report is received. After approving the Invoice
Voucher and Project Status Report, COMMERCE shall promptly remit a warrant to the GRANTEE.
COMMERCE will pay GRANTEE upon acceptance of services provided and receipt of properly
completed invoices, which shall be submitted to the Representative for COMMERCE not more often
than monthly.
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Payment shall be considered timely if made by COMMERCE within thirty (30) calendar days after
receipt of properly completed invoices. Payment shall be sent to the address designated by the
GRANTEE.
COMMERCE may, in its sole discretion, terminate the Grant Agreement or withhold payments
claimed by the GRANTEE for services rendered if the GRANTEE fails to satisfactorily comply with
any term or condition of this Grant Agreement.
No payments in advance or in anticipation of services or supplies to be provided under this
Agreement shall be made by COMMERCE.
Duplication of Billed Costs
The GRANTEE shall not bill COMMERCE for services performed under this Grant Agreement, and
COMMERCE shall not pay the GRANTEE, if the GRANTEE is entitled to payment or has been or will
be paid by any other source, including grants, for that service.
Disallowed Costs
The GRANTEE is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its subgrantees.
9. SUBCONTRACTOR DATA COLLECTION
GRANTEE will submit reports, in a form and format to be provided by COMMERCE and at intervals
as agreed by the parties, regarding work under this Grant Agreement performed by subcontractors
and the portion of grant funds expended for work performed by subcontractors, including but not
necessarily limited to minority -owned, woman -owned, and veteran -owned business subcontractors.
"Subcontractors" shall mean subcontractors of any tier.
10. CLOSEOUT CERTIFICATION
The GRANTEE shall complete and submit a Closeout Certification Form when:
A. All activities identified in the SCOPE OF WORK shown on Attachment A are complete and
the project is useable to the public for the purpose intended by the Legislature, or
B. When final payment is made and Grantee has certified that the whole project will be
completed and the public benefit described maintained for the term of the commitment
period.
C. Notwithstanding anything in A. or B. above, the right to recapture funds or seek other
remedies for failure to make the project usable to the public shall survive the closeout or
termination of this contract.
11. INSURANCE
A. Insurance Requirements for Reimbursable Activities
The GRANTEE will maintain appropriate insurance coverage throughout any period in which
reimbursable activities are conducted. The intent of the required insurance is to protect the state of
Washington should there be any claims, suits, actions, costs, damages or expenses arising from any
loss, or negligent or intentional act or omission of the GRANTEE, or Subgrantee, or agents of either,
while performing under the terms of this Grant Agreement.
B. Additional Insurance Requirements During the Term of the Grant Agreement
The GRANTEE shall provide proof to COMMERCE of the following insurance coverage as applicable:
Commercial General Liability Insurance Policy. Provide a Commercial General Liability
Insurance Policy, including contractual liability, written on an occurrence basis, in adequate
quantity to protect against legal liability related to this Grant Agreement but no less than
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$1,000,000 per occurrence. Additionally, the GRANTEE is responsible for ensuring that any
Subgrantee/subcontractor provide adequate insurance coverage for the activities arising out of
subgrants/subcontracts. Commercial General Liability Insurance coverage shall be maintained in
full force and effect during the term of this Grant Agreement and throughout the commitment
period described in Special Terms and Conditions Section 5, 15, and 16.
Property Insurance. The GRANTEE shall keep the property insured in an amount sufficient to
permit such insurance to be written at all times on a replacement cost basis. Such insurance shall
cover the following hazards, as applicable:
• Loss or damage by fire and such other risks;
• Loss or damage from leakage or sprinkler systems now or hereafter installed in any
building on the premises;
• Loss or damage by explosion of steam boilers, pressure vessels, oil or gasoline storage
tanks or similar apparatus now or hereafter installed in a building or building on the
premises.
Property Insurance coverage shall be maintained in full force and effect during the term of this
Grant Agreement and throughout the commitment period described in Special Terms and
Conditions Section 5, 15, and 16.
Professional Liability, Errors and Omissions Insurance. If GRANTEE will be providing any
professional services to be reimbursed under this Grant Agreement, the GRANTEE shall maintain
Professional Liability or Errors and Omissions Insurance with minimum limits of no less than
$1,000,000 per occurrence to cover all activities by the GRANTEE and licensed staff employed or
under contract to the GRANTEE. The state of Washington, its agents, officers, and employees
need not be named as additional insureds under this policy.
Fidelity Insurance. Every officer, director, employee, or agent who is authorized to act on behalf
of the GRANTEE for the purpose of receiving or depositing funds into program accounts or
issuing financial documents, checks, or other instruments of payment for program costs shall be
insured to provide protection against loss:
A. The amount of fidelity coverage secured pursuant to this Grant Agreement shall be
$2,000,000 or the highest of planned reimbursement for the Grant Agreement period,
whichever is lowest. Fidelity insurance secured pursuant to this paragraph shall name
COMMERCE as beneficiary.
B. Subgrantees/subcontractors that receive $10,000 or more per year in funding through this
Grant Agreement shall secure fidelity insurance as noted above. Fidelity insurance secured
by Subgrantees/subcontractors pursuant to this paragraph shall name the GRANTEE and the
GRANTEE's fiscal agent as beneficiary.
C. Fidelity Insurance coverage shall be maintained in full force and effect during the term of this
Grant Agreement.
The insurance required shall be issued by an insurance company authorized to do business within
the state of Washington. The insurance shall name the state of Washington, its agents, officers, and
employees as additional insureds under the insurance policy. All policies shall be primary to any other
valid and collectable insurance. The GRANTEE shall instruct the insurers to give COMMERCE thirty
(30) calendar days advance notice of any insurance cancellation or modification.
The GRANTEE shall provide to COMMERCE copies of insurance instruments or certifications from
the insurance issuing agency. The copies or certifications shall show the insurance coverage, the
designated beneficiary, who is covered, the amounts, the period of coverage, and that COMMERCE
will be provided thirty (30) days advance written notice of cancellation.
During the term of the Grant Agreement, the GRANTEE shall submit renewal certificates not less
than thirty (30) calendar days prior to expiration of each policy required under this section.
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Professional Liability, Errors and Omissions Insurance. The GRANTEE shall require that any
contractors providing professional services that are reimbursable under this Grant Agreement
maintain Professional Liability or Errors and Omissions Insurance. The GRANTEE shall require such
contractors to maintain minimum limits of no less than $1,000,000 per occurrence. The state of
Washington, its agents, officers, and employees need not be named as additional insureds under
these policies.
GRANTEES and Local Governments that Participate in a Self -Insurance Program.
Self-Insured/Liability Pool or Self -Insured Risk Management Program —With prior approval from
COMMERCE, the GRANTEE may provide the coverage above under a self-insured/liability pool or
self -insured risk management program. In order to obtain permission from COMMERCE, the
GRANTEE shall provide: (1) a description of its self-insurance program, and (2) a certificate and/or
letter of coverage that outlines coverage limits and deductibles. All self -insured risk management
programs or self-insured/liability pool financial reports must comply with Generally Accepted
Accounting Principles (GAAP) and adhere to accounting standards promulgated by: 1) Governmental
Accounting Standards Board (GASB), 2) Financial Accounting Standards Board (FASB), and 3) the
Washington State Auditor's annual instructions for financial reporting. GRANTEE's participating in
joint risk pools shall maintain sufficient documentation to support the aggregate claim liability
information reported on the balance sheet. The state of Washington, its agents, and employees need
not be named as additional insured under a self -insured property/liability pool, if the pool is prohibited
from naming third parties as additional insured.
GRANTEE shall provide annually to COMMERCE a summary of coverages and a letter of self
insurance, evidencing continued coverage under GRANTEE's self-insured/liability pool or self -insured
risk management program. Such annual summary of coverage and letter of self insurance will be
provided on the anniversary of the start date of this Agreement.
12. ORDER OF PRECEDENCE
In the event of an inconsistency in this Grant Agreement, the inconsistency shall be resolved by
giving precedence in the following order:
• Applicable federal and state of Washington statutes and regulations
• Declarations page of this Grant Agreement
• Special Terms and Conditions
• General Terms and Conditions
• Attachment A — Scope of Work
• Attachment B — Certification of the Availability of Funds to Complete the Project
• Attachment C — Certification of the Payment and Reporting of Prevailing Wages
• Attachment D — Certification of Intent to Enter the Leadership in Energy and Environmental
Design (LEED) Certification Process
13. REDUCTION IN FUNDS
In the event state funds appropriated for the work contemplated under this Grant Agreement are
withdrawn, reduced, or limited in any way by the Governor or the Washington State Legislature, or
other funding source, during the Grant Agreement period, Commerce may suspend, amend, or
terminate the contract.
14. OWNERSHIP OF PROJECT/CAPITAL FACILITIES
COMMERCE makes no claim to any real property improved or constructed with funds awarded under
this Grant Agreement and does not assert and will not acquire any ownership interest in or title to the
capital facilities and/or equipment constructed or purchased with state funds under this Grant
Agreement; provided, however, that COMMERCE may be granted a security interest in real property,
to secure funds awarded under this Grant Agreement. This provision does not extend to claims that
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COMMERCE may bring against the GRANTEE in recapturing funds expended in violation of this
Grant Agreement.
15. CHANGE OF OWNERSHIP OR USE FOR GRANTEE -OWNED PROPERTY
A. The GRANTEE understands and agrees that any and all real property or facilities owned by the
GRANTEE that are acquired, constructed, or otherwise improved by the GRANTEE using state
funds under this Grant Agreement, shall be held and used by the GRANTEE for the purpose or
purposes stated elsewhere in this Grant Agreement for a period of at least ten (10) years from the
later of: (1) the date the final payment is made hereunder; or (2) the date when the facility
improved or acquired with grant funds, or a distinct phase of the project, is made useable to the
public for the purpose intended by the Legislature.
B. This provision shall not be construed to prohibit the GRANTEE from selling any property or
properties described in this section; Provided that, any such sale shall be subject to prior review
and approval by COMMERCE, and that all proceeds from such sale shall be applied to the
purchase price of a different facility or facilities of equal or greater value than the original facility
and that any such new facility or facilities will be used for the purpose or purposes stated
elsewhere in this Grant Agreement.
C. In the event the GRANTEE is found to be out of compliance with this section, the GRANTEE shall
repay to the state general fund the principal amount of the grant as stated on the Face Sheet,
hereof, plus interest calculated at the rate of interest on state of Washington general obligation
bonds issued most closely to the effective date of the legislation in which the subject facility was
authorized. Repayment shall be made pursuant to General Terms and Conditions Section 27
(Recapture provision).
16. CHANGE OF USE FOR LEASED PROPERTY PERFORMANCE MEASURE
A. The GRANTEE understands and agrees that any facility leased by the GRANTEE that is
constructed, renovated, or otherwise improved using state funds under this Grant Agreement
shall be used by the GRANTEE for the purpose or purposes stated elsewhere in this Grant
Agreement for a period of at least ten (10) years from the later of: (1) the date the final payment is
made; or (2) the date when the facility improved or acquired with grant funds, or a distinct phase
of the project, is made useable to the public for the purpose intended by the Legislature.
B. In the event the GRANTEE is found to be out of compliance with this section, the GRANTEE shall
repay to the state general fund the principal amount of the grant as stated on the Face Sheet„
plus interest calculated at the rate of interest on state of Washington general obligation bonds
issued most closely to the effective date of the legislation in which the subject facility was
authorized. Repayment shall be made pursuant to General Terms and Conditions Section 27
(Recapture Provision).
17. SIGNAGE, MARKERS AND PUBLICATIONS
If, during the period covered by this Grant Agreement, the GRANTEE displays or circulates any
communication, publication, or donor recognition identifying the financial participants in the Project,
any such communication or publication must identify "The Taxpayers of Washington State" as a
participant.
18. HISTORICAL AND CULTURAL ARTIFACTS
Prior to approval and disbursement of any funds awarded under this Contract, GRANTEE shall
cooperate with COMMERCE to complete the requirements of Governor's Executive Order 21-02 or
GRANTEE shall complete a review under Section 106 of the National Historic Preservation Act, if
applicable. GRANTEE agrees that the GRANTEE is legally and financially responsible for compliance
with all laws, regulations, and agreements related to the preservation of historical or cultural
resources and agrees to hold harmless COMMERCE and the state of Washington in relation to any
claim related to such historical or cultural resources discovered, disturbed, or damaged as a result of
the project funded by this Contract.
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In addition to the requirements set forth in this Contract, GRANTEE shall, in accordance with
Governor's Executive Order 21-02 as applicable, coordinate with Commerce and the Washington
State Department of Archaeology and Historic Preservation ("DAHP"), including any recommended
consultation with any affected tribe(s), during Project design and prior to construction to determine the
existence of any tribal cultural resources affected by Project. GRANTEE agrees to avoid, minimize,
or mitigate impacts to the cultural resource as a continuing prerequisite to receipt of funds under this
Contract.
The GRANTEE agrees that, unless the GRANTEE is proceeding under an approved historical and
cultural monitoring plan or other memorandum of agreement, if historical or cultural artifacts are
discovered during construction, the GRANTEE shall immediately stop construction and notify the
local historical preservation officer and the state's historical preservation officer at DAHP, and the
Commerce Representative identified on the Face Sheet. If human remains are uncovered, the
GRANTEE shall report the presence and location of the remains to the coroner and local enforcement
immediately, then contact DAHP and the concerned tribe's cultural staff or committee.
The GRANTEE shall require this provision to be contained in all subcontracts for work or services
related to the Scope of Work attached hereto.
In addition to the requirements set forth in this Contract, GRANTEE agrees to comply with RCW
27.44 regarding Indian Graves and Records; RCW 27.53 regarding Archaeological Sites and
Resources; RCW 68.60 regarding Abandoned and Historic Cemeteries and Historic Graves; and
WAC 25-48 regarding Archaeological Excavation and Removal Permits.
Completion of the requirements of Section 106 of the National Historic Preservation Act shall
substitute for completion of Governor's Executive Order 21-02.
In the event that the GRANTEE finds it necessary to amend the Scope of Work the GRANTEE may
be required to re -comply with Governor's Executive Order 21-02, or Section 106 of the National
Historic Preservation Act.
19. REAPPROPRIATION
A. The parties hereto understand and agree that any state funds not expended by the BIENNIUM
CLOSE DATE listed on the Declarations page will lapse on that date unless specifically
reappropriated by the Washington State Legislature. If funds are so reappropriated, the state's
obligation under the terms of this Grant Agreement shall be contingent upon the terms of such
reappropriation.
B. In the event any funds awarded under this Grant Agreement are reappropriated for use in a future
biennium, COMMERCE reserves the right to assign a reasonable share of any such
reappropriation for administrative costs.
20. TERMINATION FOR FRAUD OR MISREPRESENTATION
In the event the GRANTEE commits fraud or makes any misrepresentation in connection with the
Grant application or during the performance of this Grant Agreement, COMMERCE reserves the right
to terminate or amend this Grant Agreement accordingly, including the right to recapture all funds
disbursed to the GRANTEE under the Grant Agreement.
21. APPLICABILITY OF COPYRIGHT PROVISIONS TO ARCHITECTURAL/ENGINEERING DESIGN
WORK
The "Copyright Provisions", General Terms and Conditions Section 13, are not intended to apply to
any architectural and engineering design work funded by this grant.
22. FRAUD AND OTHER LOSS REPORTING
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Contractor/Grantee shall report in writing all known or suspected fraud or other loss of any funds or
other property furnished under this Contract immediately or as soon as practicable to the Commerce
Representative identified on the Face Sheet.
23. PUBLIC RECORDS ACT
Notwithstanding General Terms and Conditions Section 11 (Confidentiality/Safeguarding of
Information, COMMERCE is a public agency subject to the Public Records Act, RCW 42.56 (the
PRA). Under the PRA, all materials relating to the conduct of government or the performance of any
governmental or proprietary function prepared, owned, used, or retained by COMMERCE or its
functional equivalents are considered public records. The PRA requires that public records
responsive to a public records request be promptly produced unless the PRA or an "other statute"
exempts such records from production. This Agreement is not intended to alter COMMERCE's
obligations under the PRA. The parties agree that if COMMERCE receives a public records request
for files that may include confidential information under General Terms and Conditions Section 11,
COMMERCE will notify the other party of the request and of the date that the records will be released
to the requester unless GRANTEE obtains a court order enjoining disclosure. If the GRANTEE fails to
obtain the court order enjoining disclosure, COMMERCE may release the requested information on
the date specified. If the GRANTEE obtains a court order from a court of competent jurisdiction
enjoining disclosure pursuant to the PRA, COMMERCE shall maintain the confidentiality of the
information per the court order.
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GENERAL TERMS AND CONDITIONS
GENERAL GRANT
STATE FUNDS
1. DEFINITIONS
As used throughout this Grant Agreement, the following terms shall have the meaning set forth below:
A. "Authorized Representative" shall mean the Director and/or the designee authorized in writing to
act on the Director's behalf.
B. "COMMERCE" shall mean the Department of Commerce.
C. "GRANTEE" shall mean the entity identified on the Face Sheet performing service(s) under this
Grant Agreement, and shall include all employees and agents of the GRANTEE.
D. "Personal Information" shall mean information identifiable to any person, including, but not limited
to, information that relates to a person's name, health, finances, education, business, use or
receipt of governmental services or other activities, addresses, telephone numbers, social
security numbers, driver license numbers, other identifying numbers, and any financial identifiers.
E. "State" shall mean the state of Washington.
F. "Subgrantee/subcontractor" shall mean one not in the employment of the GRANTEE, who is
performing all or part of those services under this Grant Agreement under a separate Grant
Agreement with the GRANTEE. The terms "subgrantee/subcontractor" refers to any tier.
G. "Subrecipient" shall mean a non-federal entity that expends federal awards received from a pass -
through entity to carry out a federal program, but does not include an individual that is a beneficiary
of such a program. It also excludes vendors that receive federal funds in exchange for goods and/or
services in the course of normal trade or commerce.
H. "Vendor" shall mean an entity that agrees to provide the amount and kind of services requested by
COMMERCE; provides services under the grant only to those beneficiaries individually determined
to be eligible by COMMERCE and, provides services on a fee -for -service or per -unit basis with
contractual penalties if the entity fails to meet program performance standards.
I. "Grant Agreement" and "Agreement" shall mean the entire written agreement between
COMMERCE and the GRANTEE, including any attachments, exhibits, documents, or materials
incorporated by reference, and any amendments executed by the parties.
2. ACCESS TO DATA
In compliance with RCW 39.26.180, the GRANTEE shall provide access to data generated under this
Grant Agreement to COMMERCE, the Joint Legislative Audit and Review Committee, and the Office
of the State Auditor at no additional cost. This includes access to all information that supports the
findings, conclusions, and recommendations of the GRANTEE's reports, including computer models
and the methodology for those models.
3. ADVANCE PAYMENTS PROHIBITED
No payments in advance of or in anticipation of goods or services to be provided under this Grant
Agreement shall be made by COMMERCE.
4. ALL WRITINGS CONTAINED HEREIN
This Grant Agreement contains all the terms and conditions agreed upon by the parties. No other
understandings, oral or otherwise, regarding the subject matter of this Grant Agreement shall be
deemed to exist or to bind any of the parties hereto.
5. AMENDMENTS
This Grant Agreement may be amended by mutual agreement of the parties. Such amendments shall
not be binding unless they are in writing and signed by personnel authorized to bind each of the parties.
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6. AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, ALSO
REFERRED TO AS THE "ADA" 28 CFR PART 35
The GRANTEE must comply with the ADA, which provides comprehensive civil rights protection to
individuals with disabilities in the areas of employment, public accommodations, state and local
government services, and telecommunications.
7. ASSIGNMENT
Neither this Grant Agreement, nor any claim arising under this Grant Agreement, shall be transferred
or assigned by the GRANTEE without prior written consent of COMMERCE.
8. ATTORNEYS' FEES
Unless expressly permitted under another provision of the Grant Agreement, in the event of litigation
or other action brought to enforce Grant Agreement terms, each party agrees to bear its own
attorney's fees and costs.
AUDIT
A. General Requirements
COMMERCE reserves the right to require an audit. If required, GRANTEEs are to procure audit
services based on the following guidelines.
The GRANTEE shall maintain its records and accounts so as to facilitate audits and shall ensure
that subgrantees also maintain auditable records.
The GRANTEE is responsible for any audit exceptions incurred by its own organization or that of
its subgrantees.
COMMERCE reserves the right to recover from the GRANTEE all disallowed costs resulting from
the audit.
Responses to any unresolved management findings and disallowed or questioned costs shall be
included with the audit report. The GRANTEE must respond to COMMERCE requests for
information or corrective action concerning audit issues within thirty (30) days of the date of
request.
B. State Funds Requirements
In the event an audit is required, if the GRANTEE is a state or local government entity, the Office
of the State Auditor shall conduct the audit. Audits of non-profit organizations are to be
conducted by a certified public accountant selected by the GRANTEE.
The GRANTEE shall include the above audit requirements in any subcontracts.
In any case, the GRANTEE's records must be available for review by COMMERCE.
C. Documentation Requirements
The GRANTEE must send a copy of the audit report described above no later than nine (9)
months after the end of the GRANTEE's fiscal year(s) by sending a scanned copy to
comacctofficeOlcommerce.wa.gov or a hard copy to:
Department of Commerce
ATTN: Audit Review and Resolution Office
1011 Plum Street SE
PO Box 42525
Olympia WA 98504-2525
In addition to sending a copy of the audit, when applicable, the GRANTEE must include:
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• Corrective action plan for audit findings within three (3) months of the audit being
received by COMMERCE.
• Copy of the Management Letter.
If the GRANTEE is required to obtain a Single Audit consistent with Circular A-133 requirements,
a copy must be provided to COMMERCE; no other report is required.
10. BREACHES OF OTHER STATE CONTRACTS
GRANTEE is expected to comply with all other contracts executed between GRANTEE and the State
of Washington. A breach of any other agreement entered into between GRANTEE and the State of
Washington may, in COMMERCE's discretion, be deemed a breach of this Agreement.
11. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION
A. "Confidential Information" as used in this section includes:
1. All material provided to the GRANTEE by COMMERCE that is designated as "confidential" by
COMMERCE;
2. All material produced by the GRANTEE that is designated as "confidential" by COMMERCE;
and
3. All personal information in the possession of the GRANTEE that may not be disclosed under
state or federal law. "Personal information" includes but is not limited to information related to
a person's name, health, finances, education, business, use of government services,
addresses, telephone numbers, social security number, driver's license number and other
identifying numbers, and "Protected Health Information" under the federal Health Insurance
Portability and Accountability Act of 1996 (HIPAA).
B. The GRANTEE shall comply with all state and federal laws related to the use, sharing, transfer,
sale, or disclosure of Confidential Information. The GRANTEE shall use Confidential Information
solely for the purposes of this Grant Agreement and shall not use, share, transfer, sell or disclose
any Confidential Information to any third party except with the prior written consent of
COMMERCE or as may be required by law. The GRANTEE shall take all necessary steps to
assure that Confidential Information is safeguarded to prevent unauthorized use, sharing,
transfer, sale or disclosure of Confidential Information or violation of any state or federal laws
related thereto. Upon request, the GRANTEE shall provide COMMERCE with its policies and
procedures on confidentiality. COMMERCE may require changes to such policies and
procedures as they apply to this Grant Agreement whenever COMMERCE reasonably
determines that changes are necessary to prevent unauthorized disclosures. The GRANTEE
shall make the changes within the time period specified by COMMERCE. Upon request, the
GRANTEE shall immediately return to COMMERCE any Confidential Information that
COMMERCE reasonably determines has not been adequately protected by the GRANTEE
against unauthorized disclosure.
C. Unauthorized Use or Disclosure. The GRANTEE shall notify COMMERCE within five (5) working
days of any unauthorized use or disclosure of any confidential information, and shall take
necessary steps to mitigate the harmful effects of such use or disclosure.
12. CONFLICT OF INTEREST
Notwithstanding any determination by the Executive Ethics Board or other tribunal, COMMERCE
may, in its sole discretion, by written notice to the GRANTEE terminate this Grant Agreement if it is
found after due notice and examination by COMMERCE that there is a violation of the Ethics in Public
Service Act, RCW 42.52 and RCW 42.23; or any similar statute involving the GRANTEE in the
procurement of, or performance under this Grant Agreement.
Specific restrictions apply to contracting with current or former state employees pursuant to RCW
42.52. The GRANTEE and their subcontractor(s) must identify any person employed in any capacity
by the state of Washington that worked on this Grant Agreement, or any matter related to the project
funded under this Grant Agreement or any other state funded project, including but not limited to
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formulating or drafting legislation, participating in grant procurement, planning and execution,
awarding grants, or monitoring grants, during the 24 month period preceding the start date of this
Grant Agreement. Any person identified by the GRANTEE and their subcontractors(s) must be
identified individually by name, the agency previously or currently employed by, job title or position
held, and separation date. If it is determined by COMMERCE that a conflict of interest exists, the
GRANTEE may be disqualified from further consideration for the award of a Grant Agreement.
In the event this Grant Agreement is terminated as provided above, COMMERCE shall be entitled to
pursue the same remedies against the GRANTEE as it could pursue in the event of a breach of the
Grant Agreement by the GRANTEE. The rights and remedies of COMMERCE provided for in this
clause shall not be exclusive and are in addition to any other rights and remedies provided by law.
The existence of facts upon which COMMERCE makes any determination under this clause shall be
an issue and may be reviewed as provided in the "Disputes" clause of this Grant Agreement.
13. COPYRIGHT PROVISIONS
Unless otherwise provided, all Materials produced under this Grant Agreement shall be considered
"works for hire" as defined by the U.S. Copyright Act and shall be owned by COMMERCE.
COMMERCE shall be considered the author of such Materials. In the event the Materials are not
considered "works for hire" under the U.S. Copyright laws, the GRANTEE hereby irrevocably assigns
all right, title, and interest in all Materials, including all intellectual property rights, moral rights, and
rights of publicity to COMMERCE effective from the moment of creation of such Materials.
"Materials" means all items in any format and includes, but is not limited to, data, reports, documents,
pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes,
and/or sound reproductions. "Ownership" includes the right to copyright, patent, register and the
ability to transfer these rights.
For Materials that are delivered under the Grant Agreement, but that incorporate pre-existing
materials not produced under the Grant Agreement, the GRANTEE hereby grants to COMMERCE a
nonexclusive, royalty -free, irrevocable license (with rights to sublicense to others) in such Materials to
translate, reproduce, distribute, prepare derivative works, publicly perform, and publicly display. The
GRANTEE warrants and represents that the GRANTEE has all rights and permissions, including
intellectual property rights, moral rights and rights of publicity, necessary to grant such a license to
COMMERCE.
The GRANTEE shall exert all reasonable effort to advise COMMERCE, at the time of delivery of
Materials furnished under this Grant Agreement, of all known or potential invasions of privacy
contained therein and of any portion of such document which was not produced in the performance of
this Grant Agreement. The GRANTEE shall provide COMMERCE with prompt written notice of each
notice or claim of infringement received by the GRANTEE with respect to any Materials delivered
under this Grant Agreement. COMMERCE shall have the right to modify or remove any restrictive
markings placed upon the Materials by the GRANTEE.
14. DISPUTES
Except as otherwise provided in this Grant Agreement, when a dispute arises between the parties
and it cannot be resolved by direct negotiation, either party may request a dispute hearing with the
Director of COMMERCE, who may designate a neutral person to decide the dispute.
The request for a dispute hearing must:
• be in writing;
• state the disputed issues;
• state the relative positions of the parties;
• state the GRANTEE's name, address, and Grant Agreement number; and
• be mailed to the Director and the other party's (respondent's) Grant Representative within
three (3) working days after the parties agree that they cannot resolve the dispute.
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The respondent shall send a written answer to the requestor's statement to both the Director or the
Director's designee and the requestor within five (5) working days.
The Director or designee shall review the written statements and reply in writing to both parties within
ten (10) working days. The Director or designee may extend this period if necessary by notifying the
parties.
The decision shall not be admissible in any succeeding judicial or quasi-judicial proceeding.
The parties agree that this dispute process shall precede any action in a judicial or quasi-judicial
tribunal.
Nothing in this Grant Agreement shall be construed to limit the parties' choice of a mutually
acceptable alternate dispute resolution (ADR) method in addition to the dispute hearing procedure
outlined above.
15. DUPLICATE PAYMENT
COMMERCE shall not pay the GRANTEE, if the GRANTEE has charged or will charge the State of
Washington or any other party under any other grant, subgrant/subcontract, or agreement, for the
same services or expenses. The GRANTEE certifies that work to be performed under this contract
does not duplicate any work to be charged against any other grant, subgrant/subcontract, or
agreement.
16. GOVERNING LAW AND VENUE
This Grant Agreement shall be construed and interpreted in accordance with the laws of the state of
Washington, and the venue of any action brought hereunder shall be in the Superior Court for
Thurston County.
17. INDEMNIFICATION
To the fullest extent permitted by law, the GRANTEE shall indemnify, defend, and hold harmless the
state of Washington, COMMERCE, agencies of the state and all officials, agents and employees of
the state, from and against all claims for injuries or death arising out of or resulting from the
performance of the contract. "Claim" as used in this contract, means any financial loss, claim, suit,
action, damage, or expense, including but not limited to attorney's fees, attributable for bodily injury,
sickness, disease, or death, or injury to or the destruction of tangible property including loss of use
resulting therefrom.
The GRANTEE'S obligation to indemnify, defend, and hold harmless includes any claim by
GRANTEE'S agents, employees, representatives, or any subcontractor or its employees.
The GRANTEE'S obligation shall not include such claims that may be caused by the sole negligence
of the State and its agencies, officials, agents, and employees. If the claims or damages are caused
by or result from the concurrent negligence of (a) the State, its agents or employees and (b) the
GRANTEE, its subcontractors, agents, or employees, this indemnity provision shall be valid and
enforceable only to the extent of the negligence of the GRANTEE or its subcontractors, agents, or
employees.
The GRANTEE waives its immunity under Title 51 RCW to the extent it is required to indemnify,
defend and hold harmless the state and its agencies, officers, agents or employees.
18. INDEPENDENT CAPACITY OF THE GRANTEE
The parties intend that an independent contractor relationship will be created by this Grant
Agreement. The GRANTEE and its employees or agents performing under this Grant Agreement are
not employees or agents of the state of Washington or COMMERCE. The GRANTEE will not hold
itself out as or claim to be an officer or employee of COMMERCE or of the state of Washington by
reason hereof, nor will the GRANTEE make any claim of right, privilege or benefit which would accrue
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to such officer or employee under law. Conduct and control of the work will be solely with the
GRANTEE.
19. INDUSTRIAL INSURANCE COVERAGE
The GRANTEE shall comply with all applicable provisions of Title 51 RCW, Industrial Insurance. If
the GRANTEE fails to provide industrial insurance coverage or fails to pay premiums or penalties on
behalf of its employees as may be required by law, COMMERCE may collect from the GRANTEE the
full amount payable to the Industrial Insurance Accident Fund. COMMERCE may deduct the amount
owed by the GRANTEE to the accident fund from the amount payable to the GRANTEE by
COMMERCE under this Grant Agreement, and transmit the deducted amount to the Department of
Labor and Industries, (L&I) Division of Insurance Services. This provision does not waive any of L&I's
rights to collect from the GRANTEE.
20. LAWS
The GRANTEE shall comply with all applicable laws, ordinances, codes, regulations and policies of
local and state and federal governments, as now or hereafter amended.
21. LICENSING, ACCREDITATION AND REGISTRATION
The GRANTEE shall comply with all applicable local, state, and federal licensing, accreditation and
registration requirements or standards necessary for the performance of this Grant Agreement.
22. LIMITATION OF AUTHORITY
Only the Authorized Representative or Authorized Representative's delegate by writing (delegation to
be made prior to action) shall have the express, implied, or apparent authority to alter, amend,
modify, or waive any clause or condition of this Grant Agreement. Furthermore, any alteration,
amendment, modification, or waiver or any clause or condition of this Grant Agreement is not
effective or binding unless made in writing and signed by the Authorized Representative.
23. NONCOMPLIANCE WITH NONDISCRIMINATION LAWS
During the performance of this Grant Agreement, the GRANTEE shall comply with all federal, state,
and local nondiscrimination laws, regulations and policies. In the event of the GRANTEE's non-
compliance or refusal to comply with any nondiscrimination law, regulation or policy, this Grant
Agreement may be rescinded, canceled or terminated in whole or in part, and the GRANTEE may be
declared ineligible for further Grants with COMMERCE. The GRANTEE shall, however, be given a
reasonable time in which to cure this noncompliance. Any dispute may be resolved in accordance
with the "Disputes" procedure set forth herein. The funds provided under this contract may not be
used to fund religious worship, exercise, or instruction. No person shall be required to participate in
any religious worship, exercise, or instruction in order to have access to the facilities funded by this
grant.
24. PAY EQUITY
The GRANTEE agrees to ensure that "similarly employed" individuals in its workforce are
compensated as equals, consistent with the following:
a. Employees are "similarly employed" if the individuals work for the same employer, the
performance of the job requires comparable skill, effort, and responsibility, and the jobs are
performed under similar working conditions. Job titles alone are not determinative of whether
employees are similarly employed;
b. GRANTEE may allow differentials in compensation for its workers if the differentials are based in
good faith and on any of the following:
(i) A seniority system; a merit system; a system that measures earnings by quantity or quality
of production; a bona fide job -related factor or factors; or a bona fide regional difference in
compensation levels.
(ii) A bona fide job -related factor or factors may include, but not be limited to, education,
training, or experience that is: Consistent with business necessity; not based on or derived
from a gender -based differential; and accounts for the entire differential.
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(iii) A bona fide regional difference in compensation level must be: Consistent with business
necessity; not based on or derived from a gender -based differential; and account for the
entire differential.
This Grant Agreement may be terminated by COMMERCE, if COMMERCE or the Department of
Enterprise services determines that the GRANTEE is not in compliance with this provision.
25. POLITICAL ACTIVITIES
Political activity of GRANTEE employees and officers are limited by the State Campaign Finances
and Lobbying provisions of Chapter 42.17a RCW and the Federal Hatch Act, 5 USC 1501 - 1508.
No funds may be used for working for or against ballot measures or for or against the candidacy of
any person for public office.
26. PUBLICITY
The GRANTEE agrees not to publish or use any advertising or publicity materials in which the state of
Washington or COMMERCE's name is mentioned, or language used from which the connection with
the state of Washington's or COMMERCE's name may reasonably be inferred or implied, without the
prior written consent of COMMERCE.
27. RECAPTURE
In the event that the GRANTEE fails to perform this Grant Agreement in accordance with state laws,
federal laws, and/or the provisions of this Grant Agreement, COMMERCE reserves the right to
recapture funds in an amount to compensate COMMERCE for the noncompliance in addition to any
other remedies available at law or in equity.
Repayment by the GRANTEE of funds under this recapture provision shall occur within the time
period specified by COMMERCE. In the alternative, COMMERCE may recapture such funds from
payments due under this Grant Agreement.
28. RECORDS MAINTENANCE
The GRANTEE shall maintain books, records, documents, data and other evidence relating to this
Grant Agreement and performance of the services described herein, including but not limited to
accounting procedures and practices that sufficiently and properly reflect all direct and indirect costs
of any nature expended in the performance of this Grant Agreement.
GRANTEE shall retain such records for a period of six years following the date of final payment. At
no additional cost, these records, including materials generated under the Grant Agreement, shall be
subject at all reasonable times to inspection, review or audit by COMMERCE, personnel duly
authorized by COMMERCE, the Office of the State Auditor, and federal and state officials so
authorized by law, regulation or agreement.
If any litigation, claim or audit is started before the expiration of the six (6) year period, the records
shall be retained until all litigation, claims, or audit findings involving the records have been resolved.
29. REGISTRATION WITH DEPARTMENT OF REVENUE
If required by law, the GRANTEE shall complete registration with the Washington State Department
of Revenue.
30. RIGHT OF INSPECTION
At no additional cost, the GRANTEE shall provide right of access to its facilities to COMMERCE, or any
of its officers, or to any other authorized agent or official of the state of Washington or the federal
government, at all reasonable times, in order to monitor and evaluate performance, compliance, and/or
quality assurance under this Grant Agreement.
AAG Approved - CDA DA GRANT AGREEMENT — VER 4
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DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
31. SAVINGS
In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way
after the effective date of this Grant Agreement and prior to normal completion, COMMERCE may
terminate the Grant Agreement under the "Termination for Convenience" clause, without the ten
calendar day notice requirement. In lieu of termination, the Grant Agreement may be amended to
reflect the new funding limitations and conditions.
32. SEVERABILITY
The provisions of this Grant Agreement are intended to be severable. If any term or provision is
illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity of
the remainder of the Grant Agreement.
33. SITE SECURITY
While on COMMERCE premises, GRANTEE, its agents, employees, or subcontractors shall conform
in all respects with physical, fire or other security policies or regulations.
34. SUBGRANTING/SUBCONTRACTING
Neither the GRANTEE nor any subgrantee/subcontractor shall enter into subgrants/subcontracts for
any of the work contemplated under this Grant Agreement without obtaining prior written approval of
COMMERCE. In no event shall the existence of the subgrant/subcontract operate to release or reduce
the liability of the GRANTEE to COMMERCE for any breach in the performance of the GRANTEE's
duties. This clause does not include Grants of employment between the GRANTEE and personnel
assigned to work under this Grant Agreement.
Additionally, the GRANTEE is responsible for ensuring that all terms, conditions, assurances and
certifications set forth in this agreement are carried forward to any subgrants/subcontracts. Every
subgrant/subcontract shall include a term that COMMERCE and the State of Washington are not liable
for claims or damages arising from a subgrantee's/subcontractor's performance of the
subgrant/subcontract. GRANTEE and its subgrantees/subcontractors agree not to release, divulge,
publish, transfer, sell or otherwise make known to unauthorized persons personal information without
the express written consent of COMMERCE or as provided by law.
35. SURVIVAL
The terms, conditions, and warranties contained in this Grant that by their sense and context are
intended to survive the completion of the performance, cancellation or termination of this Grant shall
so survive.
36. TAXES
All payments accrued on account of payroll taxes, unemployment contributions, the GRANTEE's
income or gross receipts, any other taxes, insurance or expenses for the GRANTEE or its staff shall
be the sole responsibility of the GRANTEE.
37. TERMINATION FOR CAUSE
In the event COMMERCE determines the GRANTEE has failed to comply with the conditions of this
Grant in a timely manner, COMMERCE has the right to suspend or terminate this Grant. Before
suspending or terminating the Grant Agreement, COMMERCE shall notify the GRANTEE in writing of
the need to take corrective action. If corrective action is not taken within 30 calendar days, the Grant
Agreement may be terminated or suspended.
In the event of termination or suspension, the GRANTEE shall be liable for damages as authorized by
law including, but not limited to, any cost difference between the original Grant Agreement and the
replacement or cover Grant Agreement and all administrative costs directly related to the replacement
Grant Agreement, e.g., cost of the competitive bidding, mailing, advertising and staff time.
AAG Approved - CDA DA GRANT AGREEMENT — VER 4
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DocuSign Envelope ID: 3D504900-6192-41E7-93E9-08B659355364
COMMERCE reserves the right to suspend all or part of the Grant Agreement, withhold further
payments, or prohibit the GRANTEE from incurring additional obligations of funds during investigation
of the alleged compliance breach and pending corrective action by the GRANTEE or a decision by
COMMERCE to terminate the Grant Agreement. A termination shall be deemed a "Termination for
Convenience" if it is determined that the GRANTEE: (1) was not in default; or (2) failure to perform
was outside of his or her control, fault or negligence.
The rights and remedies of COMMERCE provided in this Grant Agreement are not exclusive and are,
in addition to any other rights and remedies, provided by law.
38. TERMINATION FOR CONVENIENCE
Except as otherwise provided in this Grant Agreement, COMMERCE may, by ten (10) business days
written notice, beginning on the second day after the mailing, terminate this Grant Agreement, in
whole or in part. If this Grant Agreement is so terminated, COMMERCE shall be liable only for
payment required under the terms of this Grant Agreement for services rendered or goods delivered
prior to the effective date of termination.
39. TERMINATION PROCEDURES
Upon termination of this Grant Agreement, COMMERCE, in addition to any other rights provided in
this Grant Agreement, may require the GRANTEE to deliver to COMMERCE any property specifically
produced or acquired for the performance of such part of this Grant Agreement as has been
terminated. The provisions of the "Treatment of Assets" clause shall apply in such property transfer.
COMMERCE shall pay to the GRANTEE the agreed upon price, if separately stated, for completed
work and services accepted by COMMERCE, and the amount agreed upon by the GRANTEE and
COMMERCE for (i) completed work and services for which no separate price is stated, (ii) partially
completed work and services, (iii) other property or services that are accepted by COMMERCE, and
(iv) the protection and preservation of property, unless the termination is for default, in which case the
AUTHORIZED REPRESENTATIVE shall determine the extent of the liability of COMMERCE. Failure
to agree with such determination shall be a dispute within the meaning of the "Disputes" clause of this
Grant Agreement. COMMERCE may withhold from any amounts due the GRANTEE such sum as
the AUTHORIZED REPRESENTATIVE determines to be necessary to protect COMMERCE against
potential loss or liability.
The rights and remedies of COMMERCE provided in this section shall not be exclusive and are in
addition to any other rights and remedies provided by law or under this Grant Agreement.
After receipt of a notice of termination, and except as otherwise directed by the AUTHORIZED
REPRESENTATIVE, the GRANTEE shall:
1. Stop work under the Grant Agreement on the date, and to the extent specified, in the notice;
2. Place no further orders or subgrants/subcontracts for materials, services, or facilities except as
may be necessary for completion of such portion of the work under the Grant Agreement that is
not terminated;
3. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the
AUTHORIZED REPRESENTATIVE, all of the rights, title, and interest of the GRANTEE under the
orders and subgrants/subcontracts so terminated, in which case COMMERCE has the right, at its
discretion, to settle or pay any or all claims arising out of the termination of such orders and
subg rants/subcontracts;
4. Settle all outstanding liabilities and all claims arising out of such termination of orders and
subcontracts, with the approval or ratification of the AUTHORIZED REPRESENTATIVE to the
extent AUTHORIZED REPRESENTATIVE may require, which approval or ratification shall be
final for all the purposes of this clause;
5. Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent directed
by the AUTHORIZED REPRESENTATIVE any property which, if the Grant Agreement had been
completed, would have been required to be furnished to COMMERCE;
AAG Approved - CDA DA GRANT AGREEMENT — VER 4
20
DocuSign Envelope ID: 3D504900-6192-41E7-93E9-08B659355364
6. Complete performance of such part of the work as shall not have been terminated by the
AUTHORIZED REPRESENTATIVE; and
7. Take such action as may be necessary, or as the AUTHORIZED REPRESENTATIVE may direct,
for the protection and preservation of the property related to this Grant Agreement, which is in the
possession of the GRANTEE and in which COMMERCE has or may acquire an interest.
40. TREATMENT OF ASSETS
Title to all property furnished by COMMERCE shall remain in COMMERCE. Title to all property
furnished by the GRANTEE, for the cost of which the GRANTEE is entitled to be reimbursed as a direct
item of cost under this Grant Agreement, shall pass to and vest in COMMERCE upon delivery of such
property by the GRANTEE. Title to other property, the cost of which is reimbursable to the GRANTEE
under this Grant Agreement, shall pass to and vest in COMMERCE upon (i) issuance for use of such
property in the performance of this Grant Agreement, or (ii) commencement of use of such property in
the performance of this Grant Agreement, or (iii) reimbursement of the cost thereof by COMMERCE in
whole or in part, whichever first occurs.
A. Any property of COMMERCE furnished to the GRANTEE shall, unless otherwise provided herein
or approved by COMMERCE, be used only for the performance of this Grant Agreement.
B. The GRANTEE shall be responsible for any loss or damage to property of COMMERCE that results
from the negligence of the GRANTEE or which results from the failure on the part of the GRANTEE
to maintain and administer that property in accordance with sound management practices.
C. If any COMMERCE property is lost, destroyed or damaged, the GRANTEE shall immediately notify
COMMERCE and shall take all reasonable steps to protect the property from further damage.
D. The GRANTEE shall surrender to COMMERCE all property of COMMERCE prior to settlement
upon completion, termination or cancellation of this Grant Agreement
All reference to the GRANTEE under this clause shall also include GRANTEE'S employees,
agents or subgrantees/subcontractors.
41. WAIVER
Waiver of any default or breach shall not be deemed to be a waiver of any subsequent default or
breach. Any waiver shall not be construed to be a modification of the terms of this Grant Agreement
unless stated to be such in writing and signed by Authorized Representative of COMMERCE.
AAG Approved - CDA DA GRANT AGREEMENT — VER 4
21
DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-0813659355364
ATTACHMENT A - SCOPE OF WORK
Funds awarded under this grant will be used for capital expenditures for a Veterans' Memorial plaza in
Balfour Park which is located at 105 N Balfour Road, Spokane Valley, WA 99206 across E Sprague
Avenue from City Hall.
Project activities will include and not be limited to; site -prep, demolition and grading, concrete flatwork,
concrete columns with military insignias, flag poles, seating, lighting and electrical, landscaping and
irrigation, and associated construction. The Veterans' Memorial plaza will honor the significant veteran
population of the area and the sacrifices made by those who served and their families, and will allow for
greater community and civic engagement, and activities including education on historical contributions of
military and recognition of the commitment they made to serve our country.
Project is part of a larger park master plan which will revitalize the area and create new downtown civic
gathering places. Improvements will include increased lighting and landscaping in the plaza and regular
pedestrian areas to improve visibility and deter crime. Spaces will honor and recognize the proud service
of veterans and provide for more vibrant and attractive public spaces near City Hall and the Library for
civic and patriotic events and recognitions.
This project began in April 2023 and is expected to be complete by December 2023.
Costs related to the work will only be reimbursed to the extent the work is determined by Commerce to be
within the scope of the legislative appropriation.
CERTIFICATION PERFORMANCE MEASURE
The GRANTEE, by its signature, certifies that the declaration set forth above has been reviewed and
approved by the GRANTEE's governing body as of the date and year written below.
Docuftned by:
C. �e6�
BFFS F036FF84136
GRANTEE
City Manager
TITLE
10/24/2023 1 5:10 PM PDT
DATE
22
DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
23
DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
ATTACHMENT B - CERTIFICATION OF THE AVAILABILITY OF FUNDS TO COMPLETE THE
PROJECT
Grant I Washington State Department of Commerce 1 $200,790.00 1
Grant #1 $
Total Other Grants °' ' .. �_.}. ,.. a. ,., $0.00
Loan #1 $
rs,
Total Loans �_.:�; .� �_. �.'.. tf ..y �.�,.•�� 0.00
Source #1 City of Spokane Valley $5,499,233.00
Total Local Revenue ...._ , .. _ `': ,¢. $5,499,233.00
Source #1
$
Total Other Funds
�. r
$0.00
Total Project Funding
$5,700,023.00
_..
..
_..
CERTIFICATION PERFORMANCE MEASURE
The GRANTEE, by its signature, certifies that project funding from sources other than those provided by
this Grant Agreement and identified above has been reviewed and approved by the GRANTEE's
governing body or board of directors, as applicable, and has either been expended for eligible Project
expenses, or is committed in writing and available and will remain committed and available solely and
specifically for carrying out the purposes of this Project as described in elsewhere in this Grant
Agreement, as of the date and year written below. The GRANTEE shall maintain records sufficient to
evidence that it has expended or has access to the funds needed to complete the Project, and shall make
such records available for COMMERCE's review upon reasonable request.
,—Docuftned by:
MAA& N64.1A.
GRANTEEr-
City Manager
TITLE
10/24/2023 1 5:10 PM PDT
DATE
24
DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
25
DocuSign Envelope ID: 3D504900-6192-41E7-93E9-08B659355364
ATTACHMENT C - CERTIFICATION OF THE PAYMENT AND REPORTING OF PREVAILING WAGES
CERTIFICATION PERFORMANCE MEASURE
The GRANTEE, 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 on the date
the appropriation becomes effective, 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 GRANTEE
shall maintain records sufficient to evidence compliance with Chapter 39.12 RCW, and shall make such
records available for COMMERCE's review upon request.
If any state funds are used by the GRANTEE for the purpose of construction, applicable State Prevailing
Wages must be paid.
The GRANTEE, by its signature, certifies that the declaration set forth above has been reviewed and
approved by the GRANTEE's governing body as of the date and year written below.
DocuSlyned by:
GRANTEE
City Manager
TITLE
10/24/2023 1 5:10 PM PDT
DATE
26
DocuSign Envelope ID: 3D504900-6192-41E7-93E9-08B659355364
27
DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
ATTACHMENT D - CERTIFICATION OF INTENT TO ENTER THE LEADERSHIP IN ENERGY AND
ENVIRONMENTAL DESIGN (LEED) CERTIFICATION PROCESS
CERTIFICATION PERFORMANCE MEASURE
The GRANTEE, by its signature, certifies that it will enter into the Leadership in Energy and
Environmental Design certification process, as stipulated in RCW 39.35D, as applicable to the Project
funded by this Grant Agreement. The GRANTEE shall, upon receipt of LEED certification by the United
States Green Building Council, provide documentation of such certification to COMMERCE.
The GRANTEE, by its signature, certifies that the declaration set forth above has been reviewed and
approved by the GRANTEE's governing body or board of directors, as applicable, as of the date and year
written below.
GRANTEE
TITLE
DATE
NOT APPLICABLE
DocuSign Envelope ID: 3D504900-6192-41 E7-93E9-08B659355364
{
Washington State
Department of
�i10 CO111meree
Budget Authorization
DS
10/10/2023 1 10:41
Geoffrey Bracken
Grant Manager
A
10/10/2023 1 12:2
Mara Isaacson
Grant Manager
Ds
10/25/2023 1 10:28
Mara Isaacson
10/25/2023 I 12:49
Managing Director
DS
Sheila Lee
10/25/2023 1 9:27
Deputy Assistant Director
DS
Tony Hanson
H
Assistant Director
DS
10/25/2023 1 9:32
Mark Barkley
AM PDT
PM PDT
AM PDT
PM PDT
3M PDT
PM PDT
Certificate Of Completion
Envelope Id: 3D504900619241 E793E908B659355364
Status: Completed
Subject: Complete with DocuSign: Contract_24-96647-301
Division:
Local Government
Program: CDA LCP
ContractN umber: 24-96647-301
DocumentType: Contract
Source Envelope:
Document Pages: 33 Signatures: 5
Envelope Originator:
Certificate Pages: 6 Initials: 6
Mara Isaacson
AutoNav: Enabled
1011 Plum Street SE
Envelopeld Stamping: Enabled
MS 42525
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
Olympia, WA 98504-2525
mara.isaacson@commerce.wa.gov
IP Address: 198.239.10.179
Record Tracking
Status: Original
Holder: Mara Isaacson
Location: DocuSign
10/10/2023 8:34:40 AM
mara.isaacson@commerce.wa.gov
Security Appliance Status: Connected
Pool: StateLocal
Storage Appliance Status: Connected
Pool: Washington State Department of Commerce
Location: DocuSign
Signer Events
Signature
Timestamp
Geoffrey Bracken
10/10/2023 8:38:14 AM
geoffrey.bracken@commerce.wa.gov
EDS"Sent:
Viewed: 10/10/2023 10:41:48 AM
Security Level: Email, Account Authentication
Signed: 10/10/2023 10:41:53 AM
(None)
Signature Adoption: Pre -selected Style
Using IP Address: 198.239.10.227
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Mara Isaacson
Sent: 10/10/2023 10:41:54 AM
mara.isaacson@commerce.wa.gov
[IDS
Viewed: 10/10/2023 12:28:47 PM
Washington State Department of Commerce
Signed: 10/10/2023 12:28:47 PM
Security Level: Email, Account Authentication
Signature Adoption: Pre -selected Style
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
John Hohman
jhohman@spokanevalleywa.gov
City Manager
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Accepted: 10/24/2023 5:09:20 PM
ID: 2f377e53-42ec-437f-bd 7b-ae8ae8fcf79e
Using IP Address: 198.239.10.179
E3�
DuSipnatl by:oc� �t1!036FFS�A1h.
BFFSEFC38...
Signature Adoption: Pre -selected Style
Using IP Address: 66.45.211.226
Sent: 10/10/2023 12:28:48 PM
Resent: 10/24/2023 8:31:21 AM
Viewed: 10/24/2023 5:09:20 PM
Signed: 10/24/2023 5:10:36 PM
Signer Events
Mara Isaacson
mara.isaacson@commerce.wa.gov
Washington State Department of Commerce
Security Level: Email, Account Authentication
(None), Login with SSO
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sheila Lee
sheila.lee@commerce.wa.gov
Delegate Of: Missy Lipparelli
missy.lipparelli@commerce.wa.gov
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Tony Hanson
tony.hanson@commerce.wa.gov
Washington State Department of Commerce
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Mark Barkley
mark.barkley@commerce.wa.gov
Assistant Director
Washington State Department of Commerce
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events
Editor Delivery Events
Agent Delivery Events
Intermediary Delivery Events
Certified Delivery Events
Carbon Copy Events
Glenn Ritter
grifter@spokanevalleywa.gov
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Accepted: 10/19/2023 8:56:43 PM
ID:769505de-5809-42a0-8f47-77e1d655a9a2
Signature Timestamp
A' Sent: 10/24/2023 5:10:37 PM
I D Viewed: 10/25/2023 10:27:54 AM
Signed: 10/25/2023 10:28:16 AM
Signature Adoption: Pre -selected Style
Using IP Address: 198.239.106.131
°S Sent: 10/25/2023 10:28:17 AM
i� Viewed: 10/25/2023 12:41:18 PM
Signed: 10/25/2023 12:49:10 PM
Signature Adoption: Pre -selected Style
Using IP Address: 198.239.106.146
El— Sent: 10/25/2023 12:49:12 PM
(� Viewed: 10/25/2023 9:27:04 PM
Signed: 10/25/2023 9:27:24 PM
Signature Adoption: Pre -selected Style
Using IP Address: 198.239.10.199
Doeuftned by- Sent: 10/25/2023 9:27:26 PM
EAm8.03Y12t4eM,
aC4M,�Viewed: 10/25/2023 9:32:34 PM
c,ss... Signed: 10/25/2023 9:32:45 PM
Signature Adoption: Pre -selected Style
Using IP Address: 198.239.10.193
Signature Timestamp
Status Timestamp
Status Timestamp
Status Timestamp
Status Timestamp
Status Timestamp
COPIED Sent: 10/24/2023 8:31:22 AM
Viewed: 10/24/2023 8:31:37 AM
Carbon Copy Events Status Timestamp
Sheila Lee COPIED Sent: 10/25/2023 10:28:18 AM
sheila.lee@commerce.wa.gov Viewed: 10/25/2023 12:38:34 PM
Security Level: Email, Account Authentication
(None), Login with SSO
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events
Signature
Timestamp
Notary Events
Signature
Timestamp
Envelope Summary Events
Status
Timestamps
Envelope Sent
Hashed/Encrypted
10/10/2023 8:38:14 AM
Envelope Updated
Security Checked
10/24/2023 8:31:20 AM
Envelope Updated
Security Checked
10/24/2023 8:31:20 AM
Envelope Updated
Security Checked
10/24/2023 8:31:20 AM
Envelope Updated
Security Checked
10/24/2023 8:31:20 AM
Certified Delivered
Security Checked
10/25/2023 9:32:34 PM
Signing Complete
Security Checked
10/25/2023 9:32:45 PM
Completed
Security Checked
10/25/2023 9:32:45 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 8/11/2020 4:44:12 PM
Parties agreed to: John Hohman, Glenn Ritter
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, Washington State Department of Commerce (we, us or Company) may be
required by law to provide to you certain written notices or disclosures. Described below are the
terms and conditions for providing to you such notices and disclosures electronically through the
DocuSign system. Please read the information below carefully and thoroughly, and if you can
access this information electronically to your satisfaction and agree to this Electronic Record and
Signature Disclosure (ERSD), please confirm your agreement by selecting the check -box next to
`I agree to use electronic records and signatures' before clicking `CONTINUE' within the
DocuSign system.
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. You will have the ability to download and print documents we send
to you through the DocuSign system during and immediately after the signing session and, if you
elect to create a DocuSign account, you may access the documents for a limited period of time
(usually 30 days) after such documents are first sent to you. After such time, if you wish for us to
send you paper copies of any such documents from our office to you, you will be charged a
$0.15 per -page fee. You may request delivery of such paper copies from us by following the
procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to
receive required notices and consents electronically from us or to sign electronically documents
from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through the DocuSign system all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or made
available to you during the course of our relationship with you. To reduce the chance of you
inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
How to contact Washington State Department of Commerce:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: docusign@commerce.wa.gov
To advise Washington State Department of Commerce of your new email address
To let us know of a change in your email address where we should send notices and disclosures
electronically to you, you must send an email message to us at docusign@commerce.wa.gov and
in the body of such request you must state: your previous email address, your new email
address. We do not require any other information from you to change your email address.
If you created a DocuSign account, you may update it with your new email address through your
account preferences.
To request paper copies from Washington State Department of Commerce
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an email to docusign@commerce.wa.gov and in
the body of such request you must state your email address, full name, mailing address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with Washington State Department of Commerce
To inform us that you no longer wish to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your signing session, and on the subsequent page,
select the check -box indicating you wish to withdraw your consent, or you may;
ii. send us an email to docusign@commerce.wa.gov and in the body of such request you must
state your email, full name, mailing address, and telephone number. We do not need any other
information from you to withdraw consent.. The consequences of your withdrawing consent for
online documents will be that transactions may take a longer time to process..
Required hardware and software
The minimum system requirements for using the DocuSign system may change over time. The
current system requirements are found here: https:Hsupport.docusi n com/ uig des/signer- ug ide-
signing_-system-requirements.
Acknowledging your access and consent to receive and sign documents electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please confirm that you have
read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for
your future reference and access; or (ii) that you are able to email this ERSD to an email address
where you will be able to print on paper or save it for your future reference and access. Further,
if you consent to receiving notices and disclosures exclusively in electronic format as described
herein, then select the check -box next to `I agree to use electronic records and signatures' before
clicking `CONTINUE' within the DocuSign system.
By selecting the check -box next to `I agree to use electronic records and signatures', you confirm
that:
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