HomeMy WebLinkAboutRes-2020-118 CARES fundingBOARD OF COUNTY COMMISSIONERS
COUNTY OF KITTITAS
STATE OF WASHINGTON
REsoLUrroN No. 2o2o - llg
RESOLUTION AUTHORIZING EXECUTION OF A REVISED INTERLOCAL
BETWEEN THE MUNICIPALITIES IN KITTITAS COUNTY FOR CARES
ALLOCATION CONTRIBUTIONS TO KITTITAS COUNTY PUBLIC HEALTH
DEPARTMENT FOR COVID 19 RELATED EXPENSES AND RESCINDING THE
ORIGINAL INTERLOCAL EXECUTED ON MAy 19,2020
WHEREAS, the Interlocal Cooperation Act, RCW 39.34, allows public agencies to make the
the most efficient use of their powers by enabling them to cooperate with each
other on the basis of mutual advantage to provide services and facilities that will
best fit the need of each community; and
WHEREAS, the County of Kittitas and the Cities of Ellensburg, Cle Elum, Roslyn, Kittitas and
the Town of S. Elum are desirous of sharing a maximum of 25 percent of each
municipalities' CARES allocation from the State to be paid to the Kittitas County
Public Health Department for Covid-19 related expenses; and
WHEREAS, the Board of County Commissioners executed an interlocal on }r[ay 19,2020
detailing the manner in which those funds would be exchanged and subsequent to
that execution, the Department of Commerce provided new mandates that must be
addressed in any such interlocal including the added requirement of executing
subcontracts between the parties; and
WHEREAS, the Agreement that is attached hereto and is hereby incorporated by this reference
has been revised to encompass the Department of Commerce mandates.
NOW THEREFORE, BE IT RESOLVED that the Board of County Commissioners of Kittitas
County, Washington, hereby authorizes execution of the revised Interlocal
Cooperation Agreement which attached hereto.
NOW THEREFORE, BE IT FURTHER RESOLVED that the Board of County
Commissioners of Kittitas County, Washington hereby rescinds the Interlocal that
was executed on May 19, 2020.
DATED this
of the
tw day of
BOARD OF C
2020, at Ellensburg, Washington.
MMISSI
,w ON
INTERLOCAL COOPERATION AGREEMENT BETWEEN KITTITAS COUNTY,
CITY OF ELLENSBURG, CITY OF ROSLYN, CITY OF CLE ELUM, CITY OF
KITTITAS, AND THE TOWN OF S. CLE ELUM, OF WASHINGTON STATE, FOR
THE CARES CONTRIBUTION FOR COYID.19 RELATED PUBLIC HEALTH
EXPENSES
WHEREAS, the Interlocal Cooperation Act, RCW 39.34, allows public agencies to make the
most efficient use of their powers by enabling them to cooperate with each other on the basis of
mutual advantage to provide services and facilities that will best fit the need of each community;
and
WHEREAS, Section 601(a) of the Social Security Act, as added by section 5001 of the
Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") (PL 116-136), established
the Coronavirus Relief Fund (the "Fund") and appropriated $ I 50 billion under Title V of the
CARES Act to the Fund be used to make payments for specified uses to States and certain local
governments; and
WHEREAS, the Washington State allocation of Fund resources has been designated to
reimburse certain additional local governments in the state for specified expenditures though
contracts administered by the State Department of Commerce; and
WHEREAS, the County of Kittitas and the Cities of Ellensburg, Cle Elum, Roslyn, Kittitas and
the Town of S. Elum are desirous of sharing a maximum of 25 percent of each municipalities'
CARES allocation from the State ("Intent Funds") to reimburse the Kittitas County Public
Health Department for Covid-19 related expenses; and
WHEREAS, the above-named municipal corporations have exchanged letters of intent
regarding the shared use of such funds, and desire to enter into Interlocal agreements to facilitate
the use of the Intent Funds in an effective manner;
NOW THEREFORE, IT IS AGREED AS FOLLOWS:
1. PURPOSE: To provide for the shared funding of Kittitas County public health
expenses utilized in the response against Covid-19; specifically funding needed for testing,
quarantine and isolation, case investigation and contract tracing, data management,
tracking, and other related tasks, as detailed in the Kittitas County Covid-l9 Response
Plan.
2. RESPONSIBILITIES: Each municipality shall contribute a maximum of 25Yo of
its CARES Act (Title V) allocation from the State to the Kittitas County Public Health
Department as reimbursement for eligible expenditures, the Intent Funds.
3. TERM OF AGREEMENT: The term of this Agreement shall be from the date
of signing by all parties through December 3I,2021or as otherwise agreed to by the parties
Interlocal Cooperation Agreement for the CARES Distribution for COVID-19 Related Public
Health Expenses - Page I of 6
in writing. The parties may agree to a different termination date ifjustified by a change in
circumstances by a subsequent amendment to this Agreement. All other terms and
conditions of this Agreement shall remain in full force and effect unless amended. Any
such amendment shall conform to the requirements of sections eight (8), nine (9) and
twelve (12) below.
4. ADMINISTRATION: No new or separate legal or administrative entity is created
to administer the provisions of this Agreement. This Agreement shall be administered by
The Kittitas County Health Officer subject to the approval of the Kittitas County Board of
Health on behalf of the above-named parties.
5. CARES ALLOCATION PAYMENTS: The Kittitas County Auditor shall serve
as the fiscal agent for purposes of this agreement, and shall administer payments under this
agreement as follows:
a. Payments of Intent Funds under this agreement shall occur monthly beginning
once this Agreement and necessary subcontracts are executed, which are expressly
authorized by execution of this Agreement upon approval by each party's legislative body.
b. On or before the 10th day of each month, the Auditor shall identifr any eligible
expenditures incurred by Kittitas County Public Health Department against the Intent
Funds in the prior month and submit an invoice and certification to each municipality for
their proportional allocation of the expenditures.
c. Copies of supporting documentation for all expenditures must be attached to each
invoice/certifi cation.
d. The first invoice and certification shall include any eligible expenditures incurred
by the Kittitas County Public Health Department against the Intent Funds from March 1,
2020 through the month preceding the invoice.
e. The final invoice and certification for any eligible expenditures incurred after
September 30,2020 shall be sent to each municipality on or before October 12,2020.
f. Expenditure eligibility and administrative requirements are established within the
CARES Act, implementation documents issued by the US Treasury Department, future
contracts to be executed between the municipalities and Washington State Department of
Commerce, implementation documents issued by the Washington State Department of
Commerce, future subcontracts to be executed between each municipality and Kittitas
County, and this Agreement.
g. Each party shall, within thirty (30) business days of receipt of invoices and
certifications from the Auditor for payment from the Intent Funds, remit its payment to the
Auditor, equal to its proportional share of the twenty-five (25) percent total contributed by
all parties. The Auditor shall apply that payment to the invoice in the appropriate fund to
offset the eligible public health expenses related to the COVID-19 pandemic.
h. Nothing in this agreement requires municipalities to remit Intent Funds to the
Auditor if the Washington State Department of Commerce has terminated or suspended
Interlocal Cooperation Agreement for the CARES Distribution for COVID-19 Related Public
Health Expenses - Page 2 of 6
reimbursements to local governments or if the period for incurring expenditures for
reimbursement from the Washington State Department of Commerce has ended. Any
invoices and certihcations for Intent Funds received by municipalities on or before October
12, 2020 are presumed to be eligible for Washington State Department of Commerce
reimbursement.
i. The Auditor shall keep a detailed list of the expenditures for which the Intent
Funds are used, and ensure the charges invoiced meet the requirements for "eligible costs"
as set forth in the Washington Department of Commerce's "Coronavirus Relief Funds for
Local Governments Program Guidelines." Kittitas County shall meet the administrative
requirements for Fund resources imposed by the US Treasury Department, the Washington
State Depanment of Commerce, and this Agreement.
j. Each municipality shall execute subcontracts with Kittitas County to facilitate
reimbursement of the Intent Funds from the Washington State Department of Commerce.
k. If any Intent Funds expenditures are identified to be ineligible for Fund resources
within six years of payment, or reimbursement of Intent Funds is denied by the Department
of Commerce, the Auditor shall return any Intent Funds to the municipalities within
fourteen (14) days ofnotice.
l. The proportional share for payment of eligible expenditures under this Agreement
by each party, up to the total amount of its Intent Funds, shall be as follows:
Party Proportional
Commitment
Total Maximum Commitment
Intent Funds
Kittitas County: 76.83% $625,212.50
Ellensburg: 18.40% $149,700.00
Cle Elum: 1.76% 514,362.50
Kittitas: lAI% $11,475.00
Roslyn: 0.83% $6,750.00
South Cle Elum: 0.77% $6,250.00
Total 100.00% $813,750.00
m. Unless another method of transmittal is required in this agreement or by the
administrative requirements of the Fund, all invoices, certifications, and backup
documentation shall be transmitted between the parties by email to the fiscal contact for
each entity.
n. Fiscal contacts are as follows:
Kittitas County Auditor's Office
City of Ellensburg
City of Roslyn
Interlocal Cooperation Agreement for the CARES Distribution for COVID-19 Related Public
Health Expenses - Page 3 of 6
City of Cle Elum
City of Kittitas
Town of South Cle Elum
6. TREATMENT OF ASSETS AND PROPERTY: No hxed assets or personal or
real property will be jointly or cooperatively acquired, held, used, or disposed of pursuant
to this Agreement.
7. INDEMNIFICATION: Each municipality agrees to be responsible and assume
liability for its own wrongful and/or negligent acts or omissions or those of their officials,
officers, agents, or employees to the fullest extent required by law. The parties do not
assume responsibility to the any other party for the consequences of any act or omission of
any person, firm or corporation not a party to this Agreement, and further agrees to save,
indemnify, defend, and hold the other party harmless from any such liability.
8. TERMINATION: This Agreement may only be terminated by mutual written
agreement of all parties executed in the same manner as this Agreement. If this Agreement
is so terminated, the parties shall be liable only for performance rendered or costs incurred
in accordance with the terms of this Agreement prior to the effective date of termination.
9. CHANGES, MODIFICATIONS, AMENDMENTS, AND WAIVERS: This
Agreement may be changed, modified, amended, or waived only by written agreement
executed by the parties hereto. Waiver or breach of any term or condition of this
Agreement shall not be considered a waiver of any prior or subsequent breach.
10. SEVERABILITY: In the event any term or condition of this Agreement or
application thereof to any person or circumstances is held invalid, such invalidity shall not
affect other terms, conditions or applications of this Agreement which can be given effect
without the invalid term, condition, or application. To this end, the terms and conditions
of this Agreement are declared severable.
11. ENTIRE AGREEMENT: Except as may be agreed to by parties in the
subcontract referenced in Section 5(a) above, this Agreement contains all the terms and
conditions agreed upon by the parties. All items incorporated herein by this reference are
attached. No other understandings, oral or otherwise, regarding the subject matter of this
Agreement shall be deemed to exist or to bind any of the parties hereto.
12. EXECUTION: Each party to this Agreement may bind itself with all other parties
to this Agreement by signing a duplicate original of this Agreement and submitting such
signed duplicate original for filing by the Kittitas County Auditor pursuant to Section
thirteen (13). It is understood that such execution shall not require one original Agreement
be signed by all parties to this Agreement, but that there will be several duplicate originals
signed by each party to this Agreement. The purpose of this provision is to facilitate the
signing of the Agreement and to avoid undue delay in the execution of the Agreement. This
Agreement, however, shall be executed on behalf of each party by its authorized
representative and pursuant to the appropriate motion, resolution or ordinance of each
party.Each party to this Agreement shall be bound to it as of the date it is signed by that
representative of the party.
Interlocal Cooperation Agreement for the CARES Distribution for COVID-19 Related Public
Health Expenses - Page 4 of 6
13. FILING: Executed copies of this Agreement shall be filed as required by
RCW 39.34.040 or listed by subject on the party's website.
DATED at Ellensburg, Washington, this Wburof June, 2020.
BOARD OF KITTITAS LTNTY
COMMISSIONERS
Chair
Vice-Chair
WRIGHT, Commissroner
ulie Kj Clerk of the Board
Interlocal Cooperation Agreement for the CARES Distribution for COVID-19 Related Public
Health Expenses - Page 5 of 6
rlr v.
DATED this _day of June,2020
CITY OF ELLENSBURG
By:
Bruce Tabb, Mayor
Attest:
Beth Leader, City Clerk
Approved as to form:
City Attorney
Interlocal Cooperation Agreement for the CARES Distribution for COVID-19 Related Public
Health Expenses - Page 6 of 6
./-\ I,/. 3_,b qff,t rr>(l -.
1c fte i,T {c'rlccc{
ide(e- :lqncb Al, s la{er.\ T I .I O ]T BETWEEN KITTITAS COUNTY AND THE TOWN OF SOUTH CLEcrc\tq by t{t- Dctl-(- M FoR THE TRANSFER AND usE oF CARES ACT FUNDSLl-*,r,"raal
ltus suDcontract is made this Z3Ydday or ll-uno 2020, by and between the Town
of South Cle Elum ("Town" or "Contractor") and Kittitas County ("County" or
"Subcontractor"), collectively referred to as the "Parties."
WHEREAS, pursuant to the authority granted by the Interlocal Cooperation Act,
Chapter 39.34 RCW, the City entered an Interagency Agreement with the Washington State
Department of Commerce through the Coronavirus Relief Fund for Local Governments for costs
incurred due to the public health emergency with respect to the Coronavirus Disease 2019
(Covid-l9) during the period of March 1,2020 thru October 12,2020; and
WHEREAS, the Interagency Agreement between the Town and the Washington State
Department of Commerce contains "Special Terms and Conditions Interagency Agreement
Federal Funds" which is attached hereto in Exhibit A and is hereby incorporated by this
reference, and which allows, subject to approval by the Department of Commerce, the City as
Contractor to subcontract for certain reimbursable goods and services, with the County, as
subcontractor; and
. WHEREAS, the County and Town entered into an Interlocal Cooperation Agreement on
&\L4-,2}2},pursuant to ttre authority granted under Chapter 39.34 RCW for the CARES
coil-tibution for covid-l9 Related Public Heatttr Expenses to provide for the shared funding of
Kittitas County public health expenses utilized in the response against COVID-19 ("CARES Act
Interlocal Agreement"), and specifically provided for funding needed for testing, quarantine and
isolation, case investigation and contact tracing, datamanagement, tracking, and other related
tasks as detailed in the Kittitas County COVID-19 Response Plan; and
WHEREAS, the Interlocal Agreement authorized in Section 5(a) for the Parties to enter
into such subcontracts as necessary to implement the provisions of the Interlocal Agreement; and
WHEREAS, the Interlocal Cooperation Agreement between the Town and the County, is
attached hereto in Exhibit B and hereby incorporated by this reference; and
WHEREAS, the Town and County agree to the transfer and use of Cares Act Funds as
detailed in this Agreement;
NOW THEREF'ORE,IT IS AGREED AS FOLLOWS:
1. Incorporation of Recitals/Exhibits. The Recitals and referenced Exhibits are
incorporated herein by this reference.
2. Scope of Duties:
a. Allowable Expenses. The Town will only transfer funds to the County for
reimbursement of expenditures identified in the attached Exhibit B and that meet the
requirements of the CARES Act, identified in the attached Exhibit A.
Subcontract Between the City and the County for CARES Funding - Page I of 4
b. Unallowable Expenses. The County acknowledges that the transferred CARES
funds cannot be used for the following expenses: capitalized equipment, travel, office
equipment, and computer software.
c. Reduction of Intent Funds. The amount of Intent Funds (as that term is defined
in the CARES Act Interlocal Agreement, Exhibit B) shall be reduced by the Town by any
amount of resources directly expended to support the Kittitas County Public Health
Department's ("KCPHD") response to the COVID-l9 outbreak. By way of example
only, if Town employees work as contact tracers at KCPHD's request, the Town will
seek direct reimbursement of those employees' wages and benefits from the state
Department of Commerce under the CARES Act, and such amounts shall reduce the
Town total financial obligation for Intent Funds under the CARES Act Interlocal
Agreement, Exhibit B.
3. Performance by the County:
a. Interlocal Agreement for CARES Contribution between.the Town and the
County. The Parties to this Agreement agree to be bound to the provisions of the
Interlocal Agreement between each other for CARES Contributions and included as
Exhibit B to this Agreement.
b. Interagency Agreement with the Washington State Department of Commerce.
The Parties to this Agreement agree to be bound to the provisions of the Interagency
Agreement between the municipalities and the Washington State Department of
Commerce and included as Exhibit A to this Agreement.
4. Source of CARES Funds: The Parties acknowledge that the sole funding for this
Agreement is through reimbursement of the Town's fund transfers to the County by the
Department of Commerce using CARES Funds it has allocated to the Town. The Town
has no independent obligation to provide the County with funds from any other source.
5. Effective Date: The effective date of this Agreement shall be the date signed by
both Parties.
6. Interlocal Agreement Amendments: The Parties acknowledge that any
modilrcations to the underlying Interlocal Agreements or it provisions that arc applicable
to this Agreement, shall be incorporated by amendment of this Agreement, upon written
notification.
7. Nondiscrimination. During the performance of this Agreement, the County shall
comply with all federal and state nondiscrimination laws, including by not limited to,
chapter 49.60 RCW, Washington's Law Against Discrimination, and 42 U.S.C. l2I0l et.
S.q., the Americans with Disabilities Act (ADA). In the event the County's
noncompliance or refusal to comply with any nondiscrimination law, regulation, or
policy, this Agreement may be rescinded, canceled, or terminated in whole or in part.
8. Termination: This Agreement may only be terminated by mutual written
agreement of all parties executed in the same manner as this Agreement. If this
Subcontract Between the City and the County for CARES Funding - Page 2 of 4
Agreement is so terminated, the Parties shall be liable only for performance rendered or
costs incurred in accordance with the terms of this Agreement prior to the effective date
of termination.
9. Severability: In the event any term or condition of this Agreement or application
thereof to any person or circumstances is held invalid, such invalidity shall not affect
other terms, conditions or applications of this Agreement which can be given effect
without the invalid term, condition, or application. To this end, the terms and conditions
of this Agreement are declared severable.
10. Entire Agreement: This Agreement contains all the terms and conditions agreed
upon by the parties. All items incorporated herein by this reference are attached. No
other understandings, oral or otherwise, regarding the subject matter of this Agreement
shall be deemed to exist or to bind any of the parties hereto.
11. F'iling: Executed copies of this Agreement shall be filed as required by
RCW 39.34.040 or listed by subject on the party's website.
DATED at Ellensburg, Washington, this day of 2020.
BOARD OF KITTITAS COUNTY
COMMISSIONERS
BRETT
/V k
LAURA OSIADAC Z, Y ice-Chur
\\\lllllllll
Nlr-
CORY WRIGHT, Commissioner
,, il il 1il\\
Kj Clerk the Board
Subcontract Between the City and the County for CARES Funding - Page 3 of 4
DATED this20-day of June,2020
Town of South Cle Elum
By:
Attest:
C{erk--*--
Subcontract Between the City and the County for CARES Funding - Page 4 of 4
t
SUBCONTRACT BETWEEN KITTITAS COUNTY AND THE CITY OF ELLENSBURG
FOR THE TRANSFER AND USE OF CARES ACT FUNDS
This Subcontract is made this _ day of 2020,by and between the City of
Ellensburg ("City" or "Contractor") and Kittitas County ("County" or "Subcontractor"),
collectively referred to as the "Parties."
WHEREAS, pursuant to the authority granted by the Interlocal Cooperation Act,
Chapter 39.34 RCW, the City entered an Interagency Agreement with the Washington State
Department of Commerce through the Coronavirus Relief Fund for Local Govemments for costs
incuned due to the public health emergency with respect to the Coronavirus Disease 2019
(Covid-l9) during the period of March 1,2020 thru October 12,2020; and
WHEREAS, the Interagency Agreement between the City and the Washington State
Department of Commerce contains "Special Terms and Conditions lnteragency Agreement
Federal Funds" which is attached hereto in Exhibit I and is hereby incorporated by this
reference, and which allows, subject to approval by the Department of Commerce, the City as
Contractor to subcontract for certain reimbursable goods and services, with the County, as
subcontractor; and
WHEREAS, the County and City entered into an Interlocal Cooperation Agreement on
June 16, 2020 ("Intedocal Agreement"), pursuant to the authority granted under Chapter 39.34
RCW for the CARES Contribution for Covid-l9 Related Public Health Expenses to provide for
the shared funding of Kittitas County public health expenses utilized in the response against
COVID-19, and specifically provided for funding needed for testing, quarantine and isolation,
case investigation and contact tracing, datamanagement, tracking, and other related tasks as
detailed in the Kittitas County COVID-I9 Response Plan; and
WHEREAS, the Interlocal Agreement authorized in Section 5(a) for the Parties to enter
into such subcontracts as necessary to implement the provisions of the Interlocal Agreement; and
WHEREAS, the City and County agee to the transfer and use of Cares Act Funds as
detailed in this Agreement;
NOW THEREFOREO IT IS AGREED AS FOLLOWS:
1. Incorporation of Recitals/Exhibits. The Recitals and referenced Exhibits are
incorporated herein by this reference.
2. Scope of Duties:
a. Allowable Expenses. The City will only transfer funds to the County for
reimbursement of expenditures that meet the requirements of the CARES Act, identified
in the Interlocal Agreement and identified in the attached Exhibit I and.
b. Unallowable Expenses. The County acknowledges that the transferred CARES
funds cannot be used for the following expenses: capitalized equipment, travel, office
equipment, and computer software.
Subcontract Between the City and the County for CARES Funding - Page I of 4
c. Reduction oJ Intent Filnds. The amount of Intent Funds (as that term is defined
in the Interlocal Agreement) shall be reduced by the City by any amount of resources
directly expended to support the Kittitas County Public Health Depafiment's ("KCPHD")
response to the COVID-19 outbreak. By way of example only, if City employees work as
contact tracers at KCPHD's request, the City will seek direct reimbursement of those
employees' wages and benefits from the state Department of Commerce under the CARES
Act, and such amounts shall reduce the City total financial obligation for Intent Funds
under the Interlocal Agreement.
3. Performance by the County:
a. Interlocal Agreementfor CARES Contribution between the City and the County.
The Parties to this Agreement agree to be bound to the provisions of the Interlocal
Agreement between each other for CARES Contributions.
b. Interagency Agreement with the Washington State Department of Commerce.
The Parties to this Agreement agree to be bound to the provisions of the Interagency
Agreement between the municipalities and the Washington State Department of Commerce
and included as Exhibit 1 to this Agreement.
4. Source of CARES Funds: The Parties acknowledge that the sole funding for this
Agreement is through reimbursement of the City's fund transfers to the County by the
Department of Commerce using CARES Funds it has allocated to the City. The City has
no independent obligation to provide the County with funds from any other source.
5. Effective Date: The effective date of this Agreement shall be the date signed by
both Parties.
6. Interlocal Agreement Amendments: The Parties acknowledge that any
modifications to the underlying Interlocal Agreements or it provisions that are applicable
to this Agreement, shall be incorporated by amendment of this Agreement, upon written
notification.
7. Nondiscrimination. During the performance of this Agreement, the County shall
comply with all federal and state nondiscrimination laws, including by not limited to,
chapter 49.60 RCW, Washington's Law Against Discrimination, and 42 U.S.C. 12101 et.
Seq., the Americans with Disabilities Act (ADA). In the event the County's noncompliance
or refusal to comply with any nondiscrimination law, regulation, or policy, this Agreement
may be rescinded, canceled, or terminated in whole or in part.
8. Termination: This Agreement may only be terminated by mutual written
agreement of all parties executed in the same manner as this Agreement. If this Agreement
is so terminated, the Parties shall be liable only for performance rendered or costs incurred
in accordance with the terms of this Agreement prior to the effective date of termination.
9. Severability: In the event any term or condition of this Agreement or application
thereof to any person or circumstances is held invalid, such invalidity shall not affect other
Subcontract Between the City and the County for CARES Funding - Page 2 of 4
terms, conditions or applications of this Agreement which can be given effect without the
invalid term, condition, or application. To this end, the terms and conditions of this
Agreernent are declared severable.
10. Entire Agreement: This Agreement contains all the terms and conditions agreed
upon by the parties. All items incorporated herein by this reference are attached. No other
understandings, oral or otherwise, regarding the subject matter of this Agreement shall be
deemed to exist or to bind any of the parties hereto.
11. Filing: Executed copies of this Agreement shall be filed as required by
RCW 39.34.040 or listed by subject on the party's website.
DATED at Ellensburg, Washington, this Affi,of hlzUa ,2020.UJ
BOARD OF KITTITAS COUNTY
CO
BRETT Chair
NN
LAURA OSIADACZ, Vice-Chair
Ntr
CORY WRIGHT, Commissioner
Clerk of the Board
Subcontract Between the City and the County for CARES Funding - Page 3 of 4
DATED this ?ffi
"Iuty,2ozo
CITY OF ELLENSBURG
By:
Attest
Beth Leader, City Clerk
Approved as to form:
/-.\+
City Attorney
Subcontract Between the City and the County for CARES Funding - Page 4 of 4
Interagency Agreement with
Exhibit {
Oty of Ellensburg
d3IH#ffiEE
through
For
the Coronavirus Relief Fund for Local Governrnents
Costs incurred due to the public health emergency with respect to
the Coronavirus Disease 2019 (COVID-19) during tre period of
March L,2020 thru October 31, 2020.
Staft date: March 7, 2020
TABLE OF CONTI:NTS
S pecial Tenns an d Conditions
At-{l'.olily....1
Acknowledgem ent of Fed eral
Conlracl Marngement
lndirecl Costs,..,...-
Billing Procedures and Paymenl....,.,.
Audit.. -.............
Order of Precedence,.....
General Terms a nd Condilions
1,
2.
3.
4.
5.
b.
7.
L
o
10,
11.
1,
2.
3.
4.
5.
6.
7,
8,
o
10.
11.
12,
13.
14.
15.
t"o.
17.
18.
19.
20.
21.
1
1
1
1
1
1
I
,3
3
4
5
5
5
5
5
6
Al Writings Contained Herei n........,..
Arnendrnenls,r-..i,..,.,,.........
and Sabguarding of lnformalion
Goveming Law and Venue ......,,...
ln demnificalion...........,..
Licensing. Accreditafon and Regislralion
Recapture
Records Maintenance
Severability
Subcontractin 9.,............,....,
Survival
Terminaliort for Cause
Termi nation for Convenience,,,..,..
Termination Procedures
Treatrnent o f Asse|s.,.,,......
Waiver.........
6
7
7
7
7
7
7
7IIIII
10
Attachmenl A, Scope of Work ..;.......r,.,........
Atlachment 8, Budgd & lnvoicing
Attachment C, A-19 Certification
Albchment D, A-19 Adivity Repon
........ 1 1
,....,.13
...-...1 4
''.'.',,16
ii
FACE SHEET
\Yashington State Department of Commerre
Locat Covernment Division
Community Capital Facilities Unit
Corolutirus Relief Fund for Local Gore rnmenls
Conlracl Number: 20-6541C-l
l, Coutraclor
City of Ellensblrg
501 N Audoson Slreet
ELTENSBURG' Washi ngton 98926-31 47
2, ContractorDoiog Business Ar (optional)
3. Contraclor Reprcscrlative
Jerica Pascoe
Finance Director
(509) 9 6 ?7206
prcoej@ciel lensb urg.\ra us
'l' COI\II\IERCE Rrp rcscn tltitc
Kai Samplc P.O. Bor 42525
Project Manager tOl I Plum Street SE
(160) 764-1090 Ollmpia, wA 98504zizs
Fax 360-586-5E80
Kari,sampl e@commercc sa.Bov
S.Contract Amounl
$59E,800.00
6. Funding Source
Federal: X State: Other: N/A:
?. Stsrt D rte
March l,2020
8. EndDah
October 31, 2020
9. Federal Fuods (a: applicable)
$598,800.00
Fderal Agencl':
US Dept.of the Trcasury
cFDAIT'unter. l;diiaiinaat(ifsppiidmir
21.999 10.00%
10.Tar ID f
rx.nlrr,\xDoarI
I l. sw\, #
swv0008367-00
12. uBt f
000000000
13. DUNS fi
060041985
John
Dsle
<- 21- Zoz)
l{, Contracl Purposc
To provide funds for costs incutrcd due lo thc public health emergency $'ith respect to the Coronavirus Disease 2019 (CO\TD-I9)
during theperiod of March l, ?020 lhru Oclober 31, 2020. Final invoices must be receivcd by November 15, 2020.
15. Signing Staterucnt
COMMERCE, delned asthe Deparlment ofCommerce,and tlp Contractor, asdefined abovq acknowledgeand accept the termsof
this Conuact and Altachmenls and isve executd this Contracton the date below and warrant they arJauthorired ro bind thil
respective agencics- The rights and obligations ofboth psni es tolhis Contract are g,overDcd by
Scope of Work, Altachment "B" -
this Conlnct and thc following
documcnts hereby incorporated by reference:Allschmenl"A"-Budga & lnvoicing, Attachment
"c"-A-19 Alladrment - Al9 Activity Rcport
FORCOIIIilIERCE
I Director, Locsl Government DiviJion
Date
APPROyED AS TO FORr\t ONLX BY ASSIST$NT
ATTOR NEY GENERAL O5.O I -2020,
APPROVAL ON NLE.
ill
SPECIAL TERMS AND CONDITIONS
INTERAGENCY AGREEMENT
FEDERAL FUNDS
1. AUTHO,"BfTY
COMMERCE and Conlraclor enler inlo lhis Conhact pursuanl tr the aulhority granled by lhe lnler{ocal
Cooperation Acl. Chapter 39,34 RCW,
2. ACKNO,WIEDGMENT OF FEDERAL FUNDS
Funds underlhe Confacl are made available and are su$ect lo Seclion 601(a)of the Social Securily
Acl, as amended bys eclo n 500 1 of lhe Coronavirus rAid, Relief, and Ecanomic Securily Acl (CAR ES
Acl), and Title V and Vlof lhe CARES Acl.
The Conliaclor.agrees lhat any publicalions (wrilten visual. or sound) but excluding gess releases.
newslellers. and issue analyses, issued by lhe Conlraclordescribing programs orprojects funded in whole
ot in parl with federal funds under lhis Contract. shall conlain the following slalemenls:
"This project was supported by a granl awarded by US Depa ltment of lhe Treasury. Poinls of
view in this documenl are thoseof the aulhor and do ml necessarily represenl tre oflicial posilion
or policies of lhe US Deparlmenl of the Treasury. Granl funds are adminislered by lhe Local
Govemmenl Cotonavirus Relief Fund lhru the Washinglon Stale Deparlmenl of Commerce.'
3, CoNTRAqTMANAFEMENT,
The Representalive for each of lhe parlies shall be responsible br-and shall be tre contacl personfor atl
communicalions and billings regarding lhe performance of lhis Conlracl.
The Represenlalive for COMMERCE and lheir contacl informalion are idenlifiied on the Face Sheet of
lhis Contract:
The Represenlalive for lhe Conlraclor and their conbct informalion are identified on lhe Face Sheel of
this Conlracl.
4. COMPENSATION
COMMERCE shall pay an amount nol lo exceed lhe contact amounl lbbd on lhe Fae Sheel fcr lhe
performance of all things necessatyfor or incidenlal lo lhe performance of work undel lhis Contract as sel
fortr in lheScope of Work (AttachmentA).
5, EXPENSES
Contraclor shall receive reimbulsemenl for allowable expenses as identified in lhe Scope of Work
(Athchment A)or as aulhorized in advance by COMIr/ERCE as reimbursable.
Travel expenses may include airfare (eoonomy or coach class only), olher lranspoflallon expenses. and
lodging and subsistence n ecessary during periods of required travel, Conbadorshall receive compensalion
for lravel expenses al currenl slale travel reimbursemenl rates,
6. tNrxRqgT gpsTs
Conlractorshallprovide lheir indirecl cost rate thal has been negotialed belween theirentily and lhe federal
government- lf no such rale exisb a de minimis indirecl cosl rale ol 10% of modified lolal direct cosls
(MTDC}willbe used.
7. qlLLfNG pRocEpllREs a4.q,p-AyMEl.rl
COMMERCE shallreimburse the Conlractor for eligible Project expendilures. up lo the maximum payable
under lhis contract. When requesling reimbursement forexpendifures made, conlractor shaI submil all
Invoice Vouchers and any reqlired documentalion eleclronhally lhrough COMMERCE's Conlracts
Managemenl Syslem (Ci4), wfiich is.available lhrougtr lhg secgre Access Washington (SAW)portal_ lftlB Conlractor has constsaints prevenling access to COMIIIERCE's online A-19 por6l, a hard irSpy Atg
fonn may be provided by the COMMERCE ProjeclManager upon requesl.
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SPECIAL TERMS AND CONDITIONS
INTERAGENCY AGREEMENT
FEDERAL FUNDS
Thevouchermustbeoertifiedbyanoffbial oftheContractorwithauthoritytobindtheConlractor, Thefinal
vouchershall be srbmltled to COMMERCE nolater than November 15, 2020.
COMMERCE will pay Contractor upon acceptance d services prcvided and receipt of properly mmpleted
invoices. whidr shall be submltted b tre Representativefor COMMERCE not more often than monthly.
The invoices shall descr'be and docLrment to CO{tl1MERCE's satisfaction, reimbursable expenditures as
set forth utder the Scope of Work (AttachmentA) and BuQget & lnvoicing (Attachment B). The invo'ce shall
include the Contract Number as stated on the Face Sheet.
Each votrher must be accornpanied by an A-19 Certilication (Attadlment C) and A-19 Activ'ity Report
(Attadrment D). The A-19 Celtification rnust be certifi€d by an authorized party of the Contractor io certify
and attestall expendituressubmltted on thevoucher ae irt cornpnance with the Un'iled StatesTreasury
Coronavints Relief Fund ("Fund") Guidance frState. Ter'torial, Local. and Trlbal Goveramenb:
httlsJ/.lonE,t easurv,oov/system /flle9136/Coronavin.ls-Re ltef-Fund-Guldance-for-Ftab-Territorial-Locat-
and -Tribal -G orern ments.pdf
The A-19 Activity Report rnust be g:bmitted which deso'ibes, in Exel spreadsheet and narrative brm, a
detalled breakdown of the expendiirres w'rthin eadr applicable budget sub.category ident:lied in lhe
voucher, as well as a report of expenditures to date. COMMERCE r,lill not telease payment for any
re'lmbursement requestreceived unless and until the A-19 Certificatbn and A^lgActivity Reportls reeived.
After approving the lnwice Voucher. A-19 Certif cation and Act'uity Report. COMMERCE shiil promptly
remita wan'ant to the Contractor.
Payment shall be considered timely if made by COMMERCE wlthln thirty (30) calendar days afler receipt
of properly completed invoies. Payment shall be sent to the address designated by the Contractor.
COMMERCE may, in its sole discret'ion. tenninate the Contract or wilhhold paymenb claimed by the
Conttaclor for servlces rendered if the Contrador fails to sat'sfactorily comply with any tenn or conditibn of
this Contract.
No payments in advanceorin anticipatlon of servicesor supplies to be provided underthis Agreementshall
be made by COfVMERCE.
Qugtlgtion o[Billpd Costp
The Contractor shall not billCOMMERCEforservicesperfonned urqderth'sAgreement,and COMMERCE
shall not paythe Contractor, if theContrador is enlitled to paymentor has been orwill be paid by any other
sourcer including grants, fr that servioe.
Disallowed Costs
The Contractoris responsible for anyauditexceptions or disallowed costs incuned by its own organization
or that of its subcontractors,
Should the Contractor be found to spentfunds incomistentwilh federal laws. ntles, guidelines. or otherwise
inappropt iately. it is the responslbility of the Contractor lo reimburse Commerce for any amount spent on
disallowed costs.
AUDIT
Contsactor shall mainlain internal controls providing reasonable assurance it is managing federal awards
in compliance w]th laws, regulations, and provlsions of conlracts or grant agreements that could have a
material effect on eadr of its fuderal programs; and prepare appropriate fiinanc'ial statements, including a
schedule of expenditures of federal awards.
lf the Contrador is a subrecipient and expends$750,000or more in fedenl awards from any and/or all
stxJlces in any fiscal year, the Conlractor shall prccure and pay for a single audit or a program-specific
audit for that liscal year. Upon mmpletion of each audit, the Contractor shalh
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SPECIAL TERMS AND CONDITIONS
hITERAGENCY AGREEMENT
FEDERAL FUNDS
A tubmit to COMMERCE lhe reporting package specifibd in OMB Super Circular2 CFR 200.S01.
reports required by the program-specif ic audit guide (if applicable). and a copy of any management
lelters issued by the audilor.
B. Submilto COMMERCE follow-up md developed corective action plans for all audit lindings.
lf lhe Contractor is a suitrecipient and expends less than $zso.OOO in fuderal awards fiorn anyand/orall
sources in any fiscal yeer, the Contraclor phall notify COMi/ERCE lhey did not rneet the single audit
requiremenl.
The Conlraclorshall send all singleaudil doormenlatibl to euditrevbw@comtnenc9JE.gg!.
9, DEBAR.I.VIENT
A. Conlractor, deftined as lheprimary parlicipant an d it principals, certities by signing these General Terms
and Condilions lhat to the best ofits know,ledge and belief lhatthey:
i. Are not preserlly debarred. suspended, proposed for debarrnent, dedared ineligible, or
voluntarily exduded from covered lransactbnsby any Federal deparlmenl or agency,
ii. Have not vrithin a lhree-year period precedinglhis Contracl, been convicted of or had a civiljudgment rendered against lhem for commission of fraud or a criminal offense in connection
wilh obtaining, atlempting to obtain, or per{orming a public ff privale agreemenlor transaclion.
violalion of Federal or State antilrust slatules or commission of embezzlemenl. lhefl, forgery.
bribely, falsification or destruclion of records, making false statements. tax evasion, receiving
stolen p roperl y, ma king false cl aim s, or obst ruction of juslice;
iii. Are rnt presentl,y indicted for orolherwise criminally or civilly charged by a governmenlal enlity
(Federal, State, or local) wth commission of any of lhe offenses enurneraied in paragraph
('l )(b) offederalExecutive Order 12549; and
lv. Have not within a three-year peilod preceding lhe signing of this Contracl had one or more
public lransactions (Federal, Slate. or local) terminated fo( cause of dehult.
B. Wrere the Conlraclor is unable lo certify to any of lhe statemenls in this Gonbact. the Contraclor shall
atlach an explanation to this Cortract,
C. The Contraclor agrees by signing this Contract that il shall not knowingly enler into any lower tier
covered transaclion wilh a person wfio is debaned, suspended, declared ineligibla or volunlarily
excluded from parlicipatilon in this covered transadion, unless authorized by CCI\4MERCE
D. The Conlraclor futther agt ees by signing this Gonlrad lhal il will include the clause litled 'Certificaton
Re9arding Oebarment. Suspension, lneligibility and Volunlary Exdusion-Lower Tier Covered
Transaction,' as follows. without rnodiftcation, in all loryer tier covered transadions and in all
solicibtionsf or lower tiier corered transaclions:
LOWER TIER COV ERED TRAI-ISACTIONS
I the lower tier Conlractor cerlifies, by signing this Contnact lhat neither t nor its piihcipals is
presently debatred. suspended, proposed for debarment, declared ineligible, or vobntarily
exduded fran participalion in tlis transaction by any Federal department or agency.ii. Where the lower tier Contractor is unable b certify to any of the slalements In thL ContraU.
stch contractor shatl atlach an explanation b this Gontrait.
E. The terms covered transacllon, debarred, suspended, ineligible, bwer tiercovered transaction,
Person, primary covered transaction, principal, and voluntarily excluded, as used in lhis sedion.
have lhe rneanings sel out in lhe Def initions and Coverageseclionsof lherules lmplementing Executive
Order 12549, You may contact COMMERCE for assislane in obtaining a copy of tlese regulalions.
10. LAWS
The Conlraclor shall comply wilh allapplicable laws. ordinances. codes, regulalions. and policies of locat,
slate. and federal govemmenls, as no / or hereafler amended. including, but not lirnited lo:
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INTERAGENCY AGREEMENT
FEDERAL FUNDS
United States Laws. Requlationsand Circulars (Federall
Cqrlraclorshall comply wilh Uniform Administralive Requiremenls, cct principles. and Audit Reguirement
for Federal Award. 2 CFR 200, Subpart F - Arrdit Requilemenb,
Conlraclq shall comply with the appticable requiremenls of 2 CFR Parl 2(D, including any lirture
amendmenls lo 2 CFR Patl 200, and any sucessoror repbcernenl Offbe d Managemenl and Budget
(OItlB) Circular or regulation.
Contr-aclo-r shallcomply with Omnibus CrimeConlroland Safe slreetsActof 1968, TitleVl of the Civil Rights
Act ot 1964, Seetion 504 of the Rehabililation Acl d 1973. Ttle ll d the Americans with Disabilities AJt of
1990, 'fitle lX of lhe Education Amendrnents d' 1572, The Age Discdminatiorr Acl d' 1975, and The
Deparlment of Juslice Non-Dlscrimination Regulalions, 28 C.F,R. Part 42, Subparts C,D.E, and G, and 28
C.F.R. Par t35 and 39,
11. ORDER OF PRECEIENCE
ln lhe evenl of an inconsislenci in this Ccxrtracl. lhe inconsislencyshall be resdved by giving precedence
in the following order:
Applicable bderal and state ofWashington stalutes and reguhliors
Special Terms and Conditions
General Terms and Condilions
AtlachmentA- Scope of Work
Athchrnenl B - Btdgel & lnvoicing
Atlachment C - A-19 Cerlifibation
AtEchmfil D- A-l9Aclivily Reporl
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GENERAL TERMS AND CONDITIONS
INTERAGENCY AGREEMENT
FEDERAL FUNDS
1. pEFrNrTtOlts
As used throughout this Contract, thefolbwihg terms shal have the meaning set furth below:
A 'Authorized Representative' shall mean the Diector and/or the designee authorized in witing to
act on the Dredor's behaf.
B. 'CCn MERCE'shall mean the Department of Commerce.
C. 'Contracto ot 'Agreemenf means the errtire writllen agreement belween CCI\|MERCE and the
Conttactor, indr.rding any athchments. documents, or materbls incorporated by reference, E-mail
or tacsirnile tansmission of a signed copy of lhis mnlracl shall be the same as delivery of an
oriiginal.
D. 'Conttactor'' shall mean the entity identified on the face sheetperforming service(s) under thls
Contract and shall lnclude all employees and agents of lhe Contractor,
E. 'Persorral lnformation" shall mean hfcrmation identiliable to any person, induding, but not limited
to, information that relates toa person's name, health, linanoes, educaDbn, business. use or rece'pt
of governmentsl setvies or other activities, addresses. telephone numbers, socbl security
numbers. driver liense rumbers. other identlfying numbers, and any filnancial identifiers,
F. "State" shal mean he state of Washington.
G, 'Subcontraclor" shall mean one not in tre employment of the Contrador, who is performhg a[ or
patlof those services under this Contract under a separate contrad w[h the Conlractor. The terms
"submntrador" and "subconlactors" mean subcontractor(s) h any t er.
2. ALL,yv,RfnNcs qory,rplNE-o HERqtN
This Conbad contains all the lerms and condlfiions agreed upon by the partjes- No other
understandings. oral or olhemise. regarding the subieo matlerof this Contrad shall be deemed lo
exislor to bind any of lhe parlbs hereto.
3. AlrlENDMq4rs,
This Conlracl may be amended by mutrnl agreernent of the perlies, Such amendmenls slsll not be
bindhg unless lhey are in wriling and signed by personnelauthonized tobind each of lhe perlies.
4. sqqNMENr.
Neilher lhis Conlracl, wot* hereunder. nor any daim arbirg under this Contract, shall be lransbrred
or assigned by lhe Conbaclor without prbr writt:en consentof COMMERCE.
5- CqNF,TDFNTTALTTY ANp SAFEGUARDTNG OF TNFORMATTOI
A. 'Conlideniial lnblmalion' as used in this secton includes;
l. Al materrhl provided to the Contractorby COMMERCE thal is desQnated as'conf identbl" by
COMMERCE;
li. Al rnaterlal produced by the Contractor that is desigreted as 'confidenlial" by CdTTIMERCE;
arld
iii. All personal hlcrmation in tre possesslon of the Conlractor that may not be disclosed under
stale or fedenl law.
B, The Contactor shall cornplywith all state and federal laws rebted to lhe use. sharing, tansfer,
sale. or disdosure of Conlidenlital lnbrmation. The Contractor shall use Confidential lnformation
solely forthe FJrposes of this Contract and shall not use. share, bansbr. sell or disdose any
Confidenlial lnformation to any third party €xcept wih the priorwritten consent oICOMMERCE oi
a s maybe required by law- The Contractor shalltakeall neoessary sleps to assure thatConfidentlal
lnfolmaf on ls safuguarded to prevent unauthorized use. sharifrg. transfer, sale or discbsure of
Confiden tEl lnforrnation or violabon of any stste or fuderal laws related thereto. Upon request lhe
Conbador shall provide COMMERCE wilh ls policies and procedures on confUentiality.
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FEDERAL FUNDS
COMMERCE may require changes tosuch pdicies and procedures as they apply to tlris Contract
whenever COMi{IERCE reaselably determines that changes are neoessary to prevent
unauthorized disclosures, Tlre Contractor shall make the changes within the time periiiod specified
!y COMMERCE- Upon requed. the Cmtractor shall immediately return to COMMERdE any
Cqtfidentiial lnformatiicrt that COMMERCE reasonably determines has not been adequately
prd ected by the Contractor a ga i nst unauthori zed dis closure,
C' Unauthoi;zed Use or Disclosure. The Contractor shall ndify COMMERCE within five (5) working
dap of anyunauthorized use ordisclcure of any confidential infonnatior, and strall take necessary
steps b mllfuate the harmful eflects o f such use o rdisclosure.
e g.oPYglctt-r
Unless otherwise provided, all lvlaterials produced under this Contract shall be considered '\ryodrs for
hire" as defined by lhe U.S. Copyriight Ac{ and shall be oured by COMMERCE. COMMERCE shalt b e
consideredth e aulhor of such Malerials, ln the event the Materials are nd. considered 'works for hire'
under the U,S. Copyright laws. the Contractor hereby irrevocably assigns all right, trtle, and interest in
all Materials. including all intellectualpropertyrights, moralrighb, and rilhtsof puUlicitytoCOMMERCE
effective Jr om the momenl of crealiiqr of such Materials.
"Materials" means all items in any brmat and includes, but is nd. limited to, 6ta, reports, documents,
pamphlets, advedisements, books. magazines, surveys, studies, conpuler programs, films, tapes,
and/ol sound reproductions, "Orvnership' includes the right to cgydght, patmt, register and the a6ility
to transferthese rights,
For Materials that are delivered under the Contract, but that incorporate pre-existing materials nd.
produced under the Contract, lhe Contraclcr hereby grants to COMMERCE a norexclusive, royalty-
free, irrevocable license (w{th rights to sublicense to olhers) in such Materiials to translate, reproiuci.
didribute, prepare deriivative works, publicly perforrn. and publicly display. The Contractorwarants and
rePresents that lhe Conlractorhas all rights and permissions, including intellectual property rights,
moral righb and rights of publicity, necessary to grant such a license to COMMERCE.
The Contractor shall exerl all reasonable effbrl to advise COMMERCE. at the trne of delivery of
Materials furnishedunderthis Contrad, of allknown or potential invasions of privacy containedlheiein
and of any portiot of such document whidr was not produced in the performane of thisContract. The
Contractor shall provide COMMERCE with prompt written rptie of each not:ce q claim of infringement
received by the Contractor with resped to any Materials delivered under this Contract, COM lvlERCE
shall have the right to modify or remove any re$ridive markings placed upon the Materials by the
Contractq'.
7. DJq*U_LES
ln the evenl that a dispute arises under lhis Agreemen( it shatl be determined by a Dispute Board in
the fdlo,viiitg manner: Each party tolhis Agreement shall appoint one member to the Dispute Eoard,
The members so appointed slnll jointly appoint an additional member to the Dspute Board. The
Dipute Board shall review the facts, Agreement terms and applicable statutes and rules and make a
determinalicrt of lhe dispute. The Diryute Board shall thereafter decide the dispute with the majaity
prevailing. The determinatiiqt of the Dspute Board shall be linal and binding or the parlies hereto. Ai
an altemative to this process, either of the parties may reeuest interventicrr by lhe Govemor, as
provided by RCW 43.17.330. in wfiich event the Governq;'s processwill control,
E, GOVERNIfIELAWANDVENUE
This Conlractshalt be construed and interpeted in accordance with thelaws olthe state of Washington,
lnd qrlY applicablefederal laws, and t'l'e venue of any aclion brorg.hthereundershallbe in the Supirior
Coul t for Thur:ton Ce.,.rLy.
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DeParlmentd Comnerce
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GENERAL TERMS AND CONDITIONS
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FEDERAL FUNDS
9. tN.DEru.trtFtcATtoN
Each party shall be solely responsible for lhe acls of its employees, olficers, and agents.
t0. .LlcF{sJNG. accREptTATloNANDREclSTRATloN
The Conlraclor shall comply with all applicable local, state, and federal licensing, accredilalion and
Iegistration requiremenls or slandards necessary for lhe perfonnance of tris Conlract.
11. RECAPTUFE
ln lhe evenl lhat the Conlracbrfailslo perf onn tris Contraclin accordance wih stats laws,federal
laws, and/or lhe provisions of this Conlract. COMMERCE reserves lhe righl lo recap[rre funds in an
amounl b compensale COMMERCE for lhenoncompliance in addilion lo any olherremediesavailable
al law orin equity.
Repsymenl by the Contraclorof ltrnds under this recaplure provision shall occur within the time period
specified by CCtt4MERCE. ln the allernatrve. COMMERCE may recaplure such lirnds liom payments
due under lhis Conlract.
12. R ECpR pS fYIATHIE NA N,Q,E
The Contnctor shall maintain books. records, docurnenls, dala and other evidence lelatiing to lhis
coni'act and perfonnance of lhe setvlces descrlbed herein, including but nol limited lo aciounling
procedures and praclices that sufficiently and properly refiiecl all direct and indirecl costs of any nalure
expendedin lhe peilonnance of llfs conlracl.
The Conlraclor sfull mainlain records lhal idenhify, in its accounts, all federal awArds received and
expended and thelederal programs underwhidr lhey were received, by Catalog of Federal Domeslic
Assista nce (CFDA) tille and number, award number and year, narne of-tre fedeial agency, and name
of t h e pass-hrough enlily.
The Conlraclor shallretain such records fora period of slx (6) years fdkirihg lhe dale of frinal paymenl.
Al no addilLbnalcosI lhese records. including malerialsgeneraled under lb contracl shallbe iubjed
al all reasonable limes b inspectrion. raview or audit by COMIi/ERCE. personnel drly authorized by
COMMERCE, the Ollice of lhe Stale Audilor, and feds al and slab ofFcials so auhorized by law,
regulalion or agreemenl.
lf anyliligalion,claimorauditisstarledbdorelheexplratbnof hesix(6)yearperiod, herecordsshall
be retained until all litigalion, claims, oraudil findings involving lhe records have been resdved-
13. Flryrfl,Fs
ln lhe eveni funding frqn state, federal, or olher sources is withdrawn, reduced, or limiled in any way
af br lhe effectiw date of lhis Conlracl and priorlo normal complelion, COMMERCE may suspend o'
lerminale lhe Conlracl under lhe 'Telminati,on for Convenience'clause, wilhoul lb len calendarday
notihe_ requiremenl,..ln lieu of termination, lhe Conlracl may be amended to rellecl he new funding
limilalions and condilions.
14. SEVERABILITY.
The provisions ot this contracl are inlended lo be severable. ll any tsrm or Brovision is illegal or invalidbr any reason whalsoever, such illegality or invalidily shall nol alfecl llB validily of lhe remainder ot
lhe conlracl.
15, slEcoilrE4,qlldg_
The Conlraclorqt i y_qnly subconract work conlemplaled under trb Cqrfacl if it obtains the priorvrrinen
approvalof COMMERCE.
lf COMMERCE approves subconlracling, lhe Conlractot shall mainlain writlen procedures related lo
subconlracling, as well as copies of all subconlracts and records daled lo subconlracts. For cause.
COMMERCE in wrilhg may: (a) require lheConlraclorloamend ilssurbconlracting procedures as they
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FEDERAL FUNDS
relate tolhis Contrat; (b) prohibit the Contractor frtrn subcontracling with a particular person o rentity;
or (c) require he Contractor to rescind or arnend a subconlract.
Everysubconlrmt shall bind the Subconlractor to fo'iow all applicable terms of this Contracl. Contractor
shallincorporate 2 CFR Part 200' Subpart F audit reqLirements into all subcontiacts, The Contrator
is responsibleto COMMERCEif the Subcontractorfails to comp!y with any applicable lerm or condition
of this Contract. The Contractorshall appropriately monitor theaclivities of lhe Subconlractor to 6sure
fiscal mndilions of this Coniract. ln no event shall the exislence of a subcontract operate to release or
reduce the liability of the Confator to COMMERCE for any breach in lhe p:rfurmance of the
Contraclor"s duties.
Evetysubcontract shall include a term that COMMERCE andthe State of Washlngtonare not liable for
claims or damages atising f rom a Subcontractor's perbnnance of he subcontract
16. suRvtveL
The lerms, conditions, and warranties contained in this Conlrat that by their sense and context re
intendeC lo survive he completion of the perbrmanc-e. cancellation or teiminatiion of lhis Contrat shall
so survive.
17. TERMINATION FOR CAUSE
ln the event COMMERCE detemines the Contractor has failed to comply with the condilions of this
contract in a timely manner. COMMERCE has the riglrt to suspend or teminate this mntrat, Befcre
suspending o r tenrinaling-the contract COMMERCE shall rntify ttB Contrac'tor in writing of the need
lo take mnec{iVe action. lf corrective action ls notlaken within 30 calendar days, tre mntract maybe
tennlnated or suspended.
ln the event of terrninaUion o suspension, ihe Contraclor shall be liable fo r damages as authorized b y
law including, but not limited lo, anycostdff erence between ihe o riiginal contractind the replacement
or cover contracl and all admiristrative costs directlyrelated to lhe replacernent mntract, e-g., ost of
lhe ompe$tive bidding, mailing, advertising and staf f time.
COMMERCE reserves the dght lo suspend all or part of lhe contract, withhold further payments, or
prohibit the Contractor frorn incuning additional obligations of funds during inveslgation of the alleged
mmpliance breach and pending ccrrecliive action by the Conlrator or a bedsion by COMMERCd to
tenninate the mntrat, A lermination shall be deemed a 'Terrnination for Convenience' if it is
determined that lheContractor: (1) was not in debulg or (2) failure lo perbnn was outside of his or her
control, fault o roegligence.
Therightsandrernediesof COMMERCEprovidedin thiscontratae notexclusive andare in addition
b any other rights and rernedies Provided by law.
18. TERIIIINATION FOR CONVENIENCE
Except as otheruise provided in this Contract COMMERCE may, by ten (10) business days writen
rntice, beginning on the semnd day after the mailing, terminate thjs Cbntract, iir whole or in part lf this
Contracl is so tenninated, COMMERCE shall be liable only for payment required under lhe terms of
this Contracl for servicps rendered orgoodsdelivered prior to the effecwe date of termination.
19. TER MII'I,ATIO N PR OCEDUR ES
Upon termination of this contr*t, COMMERCE, in addition toanyotherriiglrts providedin this mntr*t.
may require lhe Contractor lo deliver to COMMERCE any properly speciiiicdly prcdr.rced or acquired
for the perbmtance of such parl of this contract c has been terrninated. The prordsions of the
"Treabnent d Assets" clause shall apply in such propertylranshr.
COMMERCE shdl pay lo the Cottr*tor the agreed upon price, if separately stated. for cornpleted
ryo^r-k..qd s_glvlce: accepted by COMMERCE, and the arnount agreed upon-by the Contract6r and
COMI4ERCE f9r (tlcompteted work and services for which no separate prbe is slded, (ll) palially
cornpleted work and services, (iii) other property or services that re accepted by COMMERCE, and
(iv) the protectrion and preservalron of property, unlessthe temination is foldefault, in which case the
Authonzed Representdive shall determine the extent of the liability of COMMERCE. Failure to agee
Vetsion 072019
Pa9ee
lnterag€ncy Agreemenl
GENERAL TERMS AND CONDITIONS
INTERAGENCY AGREEMENT
FEDERAL FUNDS
with such delerminalion shall be a dispule within the meanirg of lhe "Dispules" clause of his conlrad.
COMMERCE may wilhhold from any amounts due the Conlraclor such sum as lhe Authorized
Represenlalive determines lo be necessary lo protecl COMMERCE againsl pdenlial loss or liability.
The righb and remedies of COMMERCE provided in lhis secllon shall not be exclusive and are in
addili on to any olher lights and remedies provided by law or under lhis corrlracl.
Aller receipl of a notice of lerminalion, and exced as dherwise direded by the Adhorized
Represenlalive, the Contrador shall:
A Stop work under lhc contract on tre dale, and to the exlenl specifi'ed, in {re nolice;
B. Place no futther orders or subconlracls for materials, servic,es, or facililies except as may be
neoessaly for complelion of such pution of lhe work under he contrad that b not lerminatedi
C. Assign lo COMMERCE, in lhe manner, al the limes, and lo lhe eilent direded by lhe Arrthorized
Represenlative' all of lhe righls, lille, and inleresl of fp Conlraclor under the orders and
subconlracls so lerminaled, in wfiich case COMMERCE hasthe righl. al ils discrelion. to settle orpay any o' all claims aribirg oul of lhe lerminaliion of such orders and subconlradsl
D. Seltle all oulslanding liabilities and all claims arising out of such lermination of orders and
subcontracls, vrith the approvat or ralifi calion of lhe Aulhorized Represenlatrive to lhe extent the
Aulhorized Represenlative may require, wfiich approval or ralification shall be final for all lhepurposes of lhis dause;
E. Transfer lille lo COMMERCE and deliver in the manner, al the limes, and to lhe exlent direcbd by
the Atthorized Representalive any properly rrdrich, if lhe conl rad had been compleled, would have
beenrequired to be furn'shed to COMMERCE;
F. Complde perfotmanceof such part of the work as shall nolhave beenlerminated by he Aulhod zed
Represenlalivei a4d
G. Take such actiion as rnay be neccssary. or as (re Aulhorized Represenlative may dired. for theprdection and preservation of lhe propaly relatsd to this conlrad, which is in lhepossession ol
the Contrador and in wlich the Aulhorized Reprcsenlalive has s may acquire an inlerest.
20. TREATMENTOFASSETS
litle to all properly fumished by COMMERCE shall remain in COMMERCE. Tit'e to all property
fumished by the Conlractor, f br lhe cosl of wlrich the Conlractor is enlilled to be reimbursed as a direct
ilem of cost under tlis contract. shall pass lo and vesl in COMMERCE upon detivery of such property
by he Conkaclor. Tille b otherproperty, the cost of wfiich is reimbursable lo the Coitraclor under lhiicontad, shall pass b and vest in COMMERCE upon (i) issuance for use of such property in lhe
petformance of lhis conlracl, or (ii) cornmencemerl of use of such properly in lhe performance of lhis
conltail, or (iii) reimbursemenl of lhe cosl lhereof by COMMERCE in whoie or in parl, whichever first
occurs,
A. Any propetty of COMMERCE furnislBd lo lhe Contraclor shall, unless otherwise provtded herein
or apprwed by COMMERCE, be used only for the performance ol thiscontracl,
B. TheContr,adorshallberesponsibleforanylossordamagebpropertydCOMMERCElhalresulls
from lhenegligenceof theContractororwhich resultstroh me failtreonthepaltoflheConlraclor
lo maintain and adminisler lhatproperly in accordance wilh sound managemenl practies.
C. lfanyCOMMERCE.propertyis_losl,destroyedordamaged.theContractorshallimmedialelynotify
COMMERCE and shall lake allreasonable steps to protect lhe properlyfrom further damage.
D, The Conlractor shall surrender to COMMERCE all property of COMMERCE prior lo sellement
upon cornplelion, lerrnination or cancellalion of lhis contrad
All reference lo the Contraclor under lhis clause shall also indude Conlraclo/s emptoye-.s, agents
or Subcontradors.
SElc ofWashlngtxn
DeFartmenl of Oomnrrce Velslon 0?2019
P.0o9
lnl€r€ency Agreemenl
21, WAIVER
Waiverof anydefaultorbreach shall nolbedeemedto be awaiverolanysubsequenldefaultorbreach.
Any walvershall not be construed b be a modifilcation of the terms of his Contract unless stated to be
such in writing and signed by Authoriized Represenlalive of COMMERCE,
Sble olWashin0lon
oeparlnEnt of ComnEme
GENERAL TERMS ANO CONDITIONS
INTERAGEiICY AGR EEMENT
FEDERAL FUNDS
Vorsion072019
Pagr I 0
lfileta0oncy Agreemenl
This fundingismade available undersection60l(a)of lheSocialsecurilyAcl,asadded bysection5001
of lhe Cotonavirus Ald, Relief, and Economic Security Acl ("CARES Aci") and Sectiion V and Vl ol lhe
CARES Act, for msls incurred due lo lhe public health irnergency w:ilh respecl lo the Coronavln:s Disease
2119 (COVID-19), Under lhe CARES Ad, the Coronavirus Reliei Fund may be used lo cover costs lhal:
1. Are necessary expendilures incurred due to the public heallh ernergency wilh respeclo lhe
Coronavirus Disease 2019 (COVID-f9h AlrlD
z Are not accounled for in the budgel mosl recenlly approved as ol March Zl, ZO2o (lhe dale
of enaclment ol the CARES Act) for the State or government.
These f uods may be used lo reimburse for expenditures incurred during lhe period of March 1, 2020 lhru
Oct. 31' 2020. Please nolei ln order to ensure all lunds have been fully ulilized prior to lhe US
T^reasury's December 30, 2020 end date, lhe Slale of Washington musl closeoul eonlracls by Oclober
31, 20?0, A,ll f lnal requesls for reimbursemenl must be received no later lhan Novemb er tSi zoz0,
Expaditures musl be used for necessary aclions tahen lo respond lo lhe public health emergency. These
may include expendilures incurred to allow tre local govemmarllo respond directly to the emJrgency, such
as.by adils55ing rnedical or public health needs, as well as expendilures incun'ed to respond to slcond-
otder eflecls of the emergency, s_u9fr € by providing economic supporl lo those suff €ringfiom employment
orbusiness inlerruplions due to COVID-19-related business closurbs.
Funds may not be used to fill shortfalls in governrnent revenue lo cover expenditures thal would not
olherwise gualify und,er tte slalule. Allhough a broad range of uses is allowed. revenue replacemenl is nola perrnissible use of Fund payments.
laVr1e11s !a-y-b9 used only to cover msls not,accounted for in lhe budget mosl recenlly approved as of
March27,2020. A cDst meels hb requilement lf eifier:
1. The cost cannotlawfully be funded using a lre item, allotmenl, oratlocalion wilhin lhal budget: OR
2. The cost is for a substantially dilferenl use frorn any expecled use of funds ln such a line ilem,
allolrnent, or allocation.
The'most recently approved' budget 's lhe enacled budget for lhe relevant fiscal period for lhe particular
govemmenl. A cosl is not considered lo have been accounled fbr ir a budget merely because it could be
met using a budgelary stabilizalion firnd, rainy day fund, or similar reserve account.
Allowable exEendlures include. but are not limited lo:
Medical expenses sudr as:
a. covlD-19-relaled expenses of public hospilals. dinie. and similarfacllilies.b- Expenses d establishing lemporary public medlcal facililies and olher measures b hcrease
COVID-1 9 lreatmenlcapacity. hcluding relaled cDnstrrrlion cosls.q. Costs of providhg COVID-19 lesling, including serological lesling.d' Eqelge-ncy medical response epenses. including emergency rnldical lransportation, related
to COVID-19.
e. Expenses for cslaHlshingandoperaling pubtic lelemedicine capabilites for COVTD-lg.related
lreatment.
1
Scopeof Worft
Atlachmenl A
Versior 072010
PagE 11
2. Public health expenses srrh as;
Slale ol Washingtoo
DeParlmenI of ConmgrE
lntsr.gency AOrrDnEnl
3
4.
Attachrnenl A
a. Expenses for communication and enforcement by State, lerritorial, local, and Tribal
govemrnenls of public healh orders related to COVID-19,b. Expenses fo acquisition and distributiion of medical and protective supplies, including
sanitizing products and personal protective eguipment, for medical personnel, polce officers,
social uprkers' child protection services, and child welfare officers, direct service providers f or
olderadults and individuals with disabillties in community settings. and oher public health or
saf ely u,ukers in connection wlth the COVID-19 public health emergency.c. Expenses fordisinf eciion of public areas and other facilities, e,g,, nursing homes, ir response
to the COVID-19 public heatth emergency.
d. Expenses for technical assishnce to local authorities or other entties on initigation of COVID-
19-related threab lo public health and safety,e, Expensesforpublic safety measures undertaken in response b COVID-19.f. Expenses for quarantining lndivlduals.
Payroll expenses for public sabty, publib healfr. health care, human services, and similar
employees whose services are substanliially dedicated to mitigating or responding to the COVID.
19 public healh emergency.
€xpenses cf actions b f acilitate compliance Wih COVID lglelated publlc health measures. such
as:a. Expenses forfood delivety to residents, including. for example, senior citizens and other
vulnerable populalions, lo enable compliance with CO\4|D- 19 public health precautions.b. Expenses to f acilitats distance leamlng, including technological improvements. in onnection
with school closings to enable compliance with COV1D-19 precautions.c. Expenses to improve telework capabilities for public employees to enable compliance wih
COVID- 19 public health precautions.
d. Expenses of providing paid sick and paid family and medical leave b public employees to
enable compliance with COVID-19 public heatth plecautions.e. COVID'1 9'related expenses of maintaining state prisonsand county jails, lncludirg as relabs
to sanitation and improvement of soclal distancing measures. to enabte compliance wipr
COVID- tS Public health precautions.
f. Expenses fs care fbr homeless populatiors provided b mitigab COVID-19 effeds and enable
compliance lryith COVID-l I public health precautions.
5. Experses associated wih the provision of economic supportin connection with lhe COVID-19
publichealth emergency, such as:a. Expen0itures related to the provision of granb to small businesses te reimburse lhe costs of
business intenuptibn caused by required closures.b. Expenditures related to a State, territorial, local. o rTribal govemment payroll support program.c. Unemploymentinsuranoe costs related to the COVilD-19 public health emergency if suchcosts
will not be reimbursed by the federal govemment pursuant to the CARES Ad or otherwise".
6. Any other COVD-l9-rel_ated expenses reasonably necessar y to the f unction of govemment that
satisfy the Fund's eligibility criteria.
Statoof Wrhi€ton
D€Pa,trnont ol CommBrce
Version (I/2019
Pqe 12
lnlortOerEl Agroement
Attachment B
Budget & Involcing
The Contraclor shall determine the appropriale budget and use of funds within he folowing 6 budget
categories a nd lhei rsub.categories:
1. Medical
2. Public Health3. Payroll4. Aclions to Comply with Public Health Measures5. Economic Support
6. Other Covid-!9 Expenses
The Contractor shall submit invoice reimbursemenl requests to the Commerce Representative using fhe
Commerce Conlracl Management Syslem's (C l'/S) Online A-19 Porlal Each reimbursemenl request musl
include:
1. A-19 Certification brm -An aulho the localgovemmenlwill certify each invoice (A19)
submitled Jor reimbursement an
rized paily qf
d attest that al lrruned expendihres meel the US Treasury
Departrnenfs gu idance:
2. A-19 Activity Repofl3. A detailed bredtdown of lhe expendilures incurred within each apflicable budget sub-categoryon
lhe A-19 Activily Report.
The A-19 Certffibalion and Aclivity Report templales will be provided wiilh lhe executed contract, The
documenb are included in Attchment C and Attachment D lor reference.
Receipb and proof of payment for cosls incurred do nol need to be submilted with A-19s. Atl conlraclors
are required to mainlain accounting records in accordance with stale and federal laws, Records must be
sfficient b demonstrate the funds have been used in accordancewilh section 601(d) d the Social Security
Acl. Commerce reserves lhe dghl lo audil any cosls submitEd for reimbursement. The Contraciorshail
complywith Commerce A-19 audits and provide fre appropriate records upon requesl.
Slalo otWashlnglon
OePartmgnl of C(Inm€rce
Verslon 072019
Page t3
lntqagerry Agreemcnl