HomeMy WebLinkAbout5003 RESOLUTION NO. 5 0 0 3
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF AUBURN, WASHINGTON, AUTHORIZING
THE MAYOR AND CITY CLERK TO EXECUTE A
GRANT AGREEMENT BETWEEN THE CITY OF
AUBURN AND THE STATE DEPARTMENT OF
ECOLOGY
WHEREAS, a plume of groundwater contaminated with Trichloroethylene
(TCE) and related chemical breakdown products originating from the Boeing
Auburn Site has impacted an area within the western portion of Auburn; and
WHEREAS, the Boeing Company is conducting a remedial investigation
overseen by the Washington State Department of Ecology to determine the
nature and extent of the contamination to provide information for future remedial
actions; and
WHEREAS, the City has concerns regarding the impacts of the
contamination that are broader than the anticipated scope of the state-directed
remedial investigation, including the potential for adverse effects related to
economic, public health, property management, and worker safety impacts; and
WHEREAS, the City lacks the resources necessary to address issues that
are associated with the groundwater contamination but may not be addressed by
the state-directed remedial investigation; and
WHEREAS, the city applied for and was awarded a Remedial Action
Grant from the Department of Ecology; and
WHEREAS, the Remedial Action Grant would provide $186,000 00 to the
City to assist with monitoring and participating in the state-directed remedial
investigation, and to carry out an area-wide planning effort to investigate potential
---------------------------
Resolution No. 5003
October 28, 2013
Page 1 of 3
impacts that the groundwater contamination may pose to the City, and to develop
strategies to address such impacts.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
HEREBY RESOLVES as follows:
Section 1. That the Mayor of the City of Auburn and the Auburn City
Clerk are hereby authorized to execute a Remedial Action Grant Agreement
between the City of Auburn and the Department of Ecology which agreement
shall be in substantial conformity with the Agreement attached hereto as Exhibit
"A" and incorporated herein by this reference.
Section 2. That the Mayor is authorized to implement such
administrative procedures as may be necessary to carry out the directives of this
legislation.
Section 3. That this Resolution shall take effect and be in full force
upon passage and signatures hereon.
Dated and Signed this day of �G/r`cC�, 2013
TY U URNS
P nBL IS
MAYOR
ATTEST:
Danielle E. Daskam, City Clerk
----------------------------
Resolution No. 5003
October 28, 2013
Page 2 of 3
APPRO D AS TO FORM:
Daniel B Heid, City Attorney
---------------------------
Resolution No. 5003
October 28, 2013
Page 3 of 3
RECEIVED
DEPARTMENT- NOV 13 2013
ECOLOGY
State of Washington Department of Ecology
Toxics Cleanup Program
REMEDIAL ACTION GRANT AGREEMENT G 1400334
BETWEEN THE
STATE OF WASHINGTON, DEPARTMENT OF ECOLOGY
AND
CITY OF AUBURN
This is a binding agreement entered into by and between the state of Washington, Department of
Ecology, hereinafter referred to as"ECOLOGY," and the City of Auburn, hereinafter referred to as
the "RECIPIENT,"to carry out the activities described herein.
RECIPIENT ADDRESS 25 W Main St
Auburn, WA 98001-4998
RECIPIENT REPRESENTATIVE Peter B. Lewis, Mayor
RECIPIENT PROJECT MANAGER Chris Andersen, 253-876-1962
RECIPIENT FINANCIAL MANAGER Darcie Hanson, 253-804-5064
ECOLOGY FINANCIAL MANAGER Lydia Lindwall, 360-407-6067
ECOLOGY PROJECT MANAGER John Means, 360-407-7188
FUNDING SOURCE Local Toxics Control Account (LTCA)
MAXIMUM ELIGIBLE COST $186,000
STATE GRANT SHARE $186,000
RECIPIENT GRANT SHARE $0
MAXIMUM STATE SHARE PERCENT 100%
FEDERAL TAX IDENTIFICATION NUMBER 91-6001228
EFFECTIVE DATE OF THE AGREEMENT May 1, 2013
EXPIRATION DATE OF THE AGREEMENT June 30, 2015
:� .
, 'u.'
Grant No.G 1400334
Areawide Redevelopment Plan-IPG
City of Auburn
PART 1: SITE HISTORY AND BACKGROUND
Site Description:
This project considers brownfield properties impacted by area-wide groundwater contamination
from the Boeing Auburn Site(Facility Site ID 2018, Cleanup ID 5049). The Boeing Auburn Site is
owned and operated by Boeing. Boeing formerly operated a trichloroethylene (TCE) vapor
degreaser and a 1,1,1-trichloroethane vapor degreaser in the former 17-05 Building, in the current
location of the Area 1 building. The Area I building is located east of Perimeter Rd and south of
151h St SW in Auburn.
Boeing is the identified Potentially Liable Person (PLP) under the Agreed Order. The impacted area
encompasses approximately 768 acres of the City of Auburn and the adjacent City of Algona. The
estimated location of the impacted area is north and northwest of Boeing's current property
boundaries. Auburn is a suburban community located approximately 30 miles south of Seattle.
Problem to be Addressed:
Areas affected by the groundwater plume from the Boeing Auburn Site have become a large
brownfield site with both real and perceived environmental impacts.
Multiple contaminants of concern (COCs) have been identified at the Boeing Auburn Site. TCE and
its breakdown products are the primary COCs, given the nature of the known source. COCs have
migrated outside the Boeing and Area I property boundaries via groundwater transport and may
present an exposure risk to both human and ecological receptors via contamination of drinking water
sources, discharge to surface water bodies, or volatilization to indoor air. A secondary source area is
suspected, but has not been confirmed.
The presence of the plume threatens to diminish property values in the area, freeze real estate
transactions, and restrict future development outside the impacted area, potentially decreasing the
RECIPIENT's tax and permit revenues. Public awareness of the site is increasing and uncertainty
associated with human and ecological health risks and environmental impacts to properties is
creating challenges for the RECIPIENT.
Purpose of the Project:
The Remedial Investigation/Feasibility Study (RI/FS) process underway for groundwater
contamination associated with the Boeing Auburn Site is financed by the PLP with formal oversight
from ECOLOGY. Therefore, this project will not fund remedial investigation or remedial actions
that are the responsibility of the PLP.
The RECIPIENT would like to address broader concerns that have arisen from the plume, such as
public health, ecological health, worker safety, property management, and financial impacts.
The RECIPIENT proposes to use the Integrated Planning Grant to develop strategies to promote
redevelopment of properties impacted by area-wide groundwater contamination from the Boeing
Auburn Site. The RECIPIENT would like to address key data gaps that remain in the
characterization and understanding of the site. The RECIPIENT will create strategies to address
concerns on City-owned properties. These strategies will also address challenges on privately owned
properties impacted by the groundwater contamination. Impacts to private property could have an
impact on the RECIPIENT because of diminished tax and permit revenues and market uncertainty
for real estate.
2
Grant No.G1400334
Areawide Redevelopment Plan-IPG
City of Auburn
PART 2: SCOPE OF WORK
The tasks set forth below summarize the RECIPIENT's activities to be performed under this
agreement. Costs are limited to those approved by ECOLOGY in the current budget.
TASK 1: GRANT AND PROJECT ADMINSTRATION
This task funds RECIPIENT's eligible costs ECOLOGY deems reasonable and necessary to
administer the grant and project activities. Eligible administrative costs may include:
• Costs incurred ensuring compliance with the terms of the grant.
• Costs to conduct, coordinate, and schedule project activities in the scope of work.
• Costs of meetings and communications with the public, consultants/contractors, or
ECOLOGY.
• Costs of procurement and management of consultants and construction contractors.
• Quality control and quality assurance oversight of all project elements.
• Prepare and submit payment requests, and progress or other reports.
• Grant administration, billing, and reporting.
• Development and maintenance of grant files.
• Recipient travel and training approved in advance.
• Purchase services, supplies, tools, and equipment needed to accomplish grant tasks.
Equipment purchases are conditionally eligible and require prior written approval by ECOLOGY's
Financial Manager. Refreshments for meetings must be approved in advance by the Financial
Manager. Any costs incurred without prior approval by the Financial Manager are the responsibility
of the RECIPIENT.
TASK 2: REMEDIAL INVESTIGATIONS
This task funds the RECIPIENT's eligible costs ECOLOGY deems reasonable and necessary to plan
and perform supplemental Remedial Investigations for the impacted area. This includes all draft and
final plans and reports. Eligible costs may include:
• Data collection plans/sampling plans.
• Surface, groundwater, municipal drinking water well, and private drinking water well
data collection and analyses.
Costs for remedial investigation or remedial actions that are the responsibility of the PLP are not
eligible.
The RECIPIENT will consult and coordinate with ECOLOGY in the development of consultant
scopes of work for activities under this task.
The RECIPIENT will provide ECOLOGY with draft and final copies of plans, reports, analyses,
technical documents, data, and other deliverables prepared under this task.
The RECIPIENT will work in close coordination with ECOLOGY as both a financial and a
technical partner on activities performed under this task.
3
Grant No.G 1400334
Areawide Redevelopment Plan-IPG
City of Auburn
TASK 3: INTEGRATED PLANNING
This task will include costs ECOLOGY determines reasonable and necessary for the RECIPIENT to
participate in the RUFS review process and complete economic assessment, planning, and
development of implementation strategies for the site. Eligible costs include the following:
• Review of reports and technical documents related to RUFS process.
• Technical communication.
• Economic impact research.
• Conceptual economic impact model.
• GIS analysis.
• Stakeholder interviews and survey
• Economic impact evaluation.
• Community involvement.
• Development strategies.
• Policy recommendations.
Costs for remedial investigation or remedial actions that are the responsibility of the PLP are not
eligible.
The RECIPIENT will consult and coordinate with ECOLOGY in the development of consultant
scopes of work for activities under this task.
The RECIPIENT will provide ECOLOGY with draft and final copies of plans, reports, analyses,
technical documents, communication materials, public information materials, web page content,
open house agendas, economic and GIS models, interview and survey instrument design, and other
deliverables developed under this task.
The RECIPIENT will work in close coordination with ECOLOGY as both a financial and a
technical partner on activities performed under this task.
4
Grant No.G1400334
Areawide Redevelopment Plan-IPG
City of Auburn
PART 3: FUND SOURCE AND BUDGET
A. FUND SOURCE
Total Eligible Project Cost $186,000
j Fund Fund Share (%) Maximum Fund Amount
Local Toxics Control Account
(LTCA) 100% $186,000
Match Requirement Match Share (%) Match Amount
Cash Match 0% $0
B. BUDGET
Grant Tasks Estimated Estimated Estimated Estimated
Eligible Maximum Start Date End Date
Cost Fund Amount
1. GRANT AND PROJECT $10,000 $10,000 5/1/2013 12/31/2014
ADMINISTRATION
2. REMEDIAL $40,000 $40,000 7/1/2013 12/31/2014
INVESTIGATIONS
3. INTEGRATED $136,000 $136,000 5/1/2013 12/31/2014
PLANNING
TOTAL: $186,000 $186,000 5/1/2013 12/31/2014
5
Grant No.G1400334
Areawide Redevelopment Plan-IPG
City of Auburn
C. BUDGET CONDITIONS
1. Any work performed or costs incurred prior to the effective date or after the expiration
date of this agreement is at the sole expense of the RECIPIENT.
2. Overhead is eligible at a rate of up to 25 percent of RECIPIENT staff salaries and benefits
for time devoted to tasks outlined in this agreement.
3. The RECIPIENT shall provide ECOLOGY a list of staff that will be working on the
project, their title and role, the percentage of time they will devote to grant projects, their
salary rate, and their benefit rate.
4. To increase or decrease state funding or change the scope of work, ECOLOGY requires a
formal amendment. Reallocating funds among grant tasks may be performed through a
letter amendment.
PART 4: SPECIAL TERMS AND CONDITIONS
A. ARCHEOLOGICAL AND CULTURAL RESOURCES
The RECIPIENT shall take reasonable action to avoid, minimize, or mitigate adverse effects to
archeological or cultural resources. RECIPIENT shall immediately cease work and notify
ECOLOGY if any archeological or cultural resources are found while conducting work under
this agreement. In the event that historical or cultural artifacts are discovered at the project site,
the RECIPIENT shall also notify the state historic preservation officer at the Department of
Archaeology and Historic Preservation at (360) 586-3065 Applicability of the National Historic
Preservation Act(NHPA) may require the RECIPIENT to obtain a permit pursuant to Chapter
27.53 RCW prior to conducting on-site activity with the potential to impact historic properties
(such as invasive sampling, dredging, or cleanup actions).
B. BILLING
1. Unless otherwise approved in writing by the ECOLOGY Financial Manager, the
RECIPIENT shall submit a payment request to ECOLOGY quarterly.
2. The RECIPIENT shall submit payment requests on ECOLOGY provided forms that
include an A-19, B2, C2, E, and a progress report, unless alternative forms are approved
by the ECOLOGY Financial Manager
3. Except for the A-19, ECOLOGY prefers the electronic submittal of payment requests and
backup documentation. If the RECIPIENT submits paper copies, the RECIPIENT must
submit one copy to the ECOLOGY financial manager, and one copy to the ECOLOGY
project manager.
4. The final payment request shall include a Final Project Report on ECOLOGY provided
forms unless otherwise approved by the ECOLOGY Financial Manager.
5. In-kind services are not eligible for match.
6. Legal costs are not grant eligible.
6
Grant No.G1400334
Areawide Redevelopment Plan-IPG
City of Auburn
7. Some costs require the ECOLOGY Financial Manager's approval. It is the RECIPIENT's
responsibility to understand the eligibility of costs and their responsibility to obtain
approvals prior to incurring costs. Costs incurred without required prior approvals may be
at the sole expense of the RECIPIENT.
C. DOCUMENTATION
I. RECIPIENT shall include the supporting documentation for all expenses, including
RECIPIENT salary and benefits. Supporting documentation includes contractor and
subcontractor invoices and receipts, accounting records, or any other form of record that
establishes the appropriateness of an expense.
2. ECOLOGY may request additional documentation if needed to determine if a cost will be
allowed.
3. RECIPIENT shall provide clear and legible supporting documentation and present it
organized by task as entered on the C2.
4. RECIPIENT accounting procedures shall include maintaining supporting documentation
in a common grant file. This includes cancelled checks, invoices, purchase receipts,
payroll records, time and attendance records, contract award documents, and vouchers sent
to ECOLOGY. The Recipient shall keep all supporting documentation for audit purposes
for at least three years after the expiration date of the agreement.
D EQUIPMENT ACQUISITION, USE MANAGEMENT,AND DISPOSITION
Equipment Acquisition: The RECIPIENT may purchase equipment needed to accomplish the
scope of work in the grant agreement, with written approval by ECOLOGY's Financial
Manager. The RECIPIENT is responsible for any costs the Financial Manager does not approve.
Generally, the ECOLOGY Financial Manager will need the following information to evaluate
requests to purchase equipment:
1. Description of the equipment, including identification of operation and maintenance items
that are to be grant funded (such as insurance, repairs, fuel, etc.).
2. Justification for the purchase, including analysis of rent vs. purchase.
3. Total Cost, including estimate of operation and maintenance costs.
4. Useful life-expectancy of the equipment.
Equipment Use: During the effective dates of the agreement and any amendments thereto,
equipment purchased with grant funds must be used to accomplish activities funded by the
agreement. It may be used for activities not funded by the agreement as long as that use does not
interfere with work on the originally authorized projects.
The RECIPIENT may not use the equipment to provide services for a fee to compete unfairly
with private companies providing equivalent services, unless specifically permitted by statute.
7
Grant No.G1400334
Areawide Redevelopment Plan-IPG
City of Auburn
The RECIPIENT agrees to make equipment purchased with grant funds available for use by
ECOLOGY as long as that use does not interfere with work on the originally authorized projects.
Equipment Management: The RECIPIENT agrees to maintain and manage the equipment
properly to optimize its life span. The RECIPIENT must have in place some form of inventory
control system that includes a physical inventory to document where the equipment is being
used, and a maintenance record that insures the equipment is being kept in good working
condition.
Equipment Disposition: When the equipment is no longer needed for the originally authorized
purpose, the RECIPIENT shall dispose of purchased equipment by sale for fair market value,
ensuring the highest possible return. Proceeds shall be used for RECIPIENT's monitoring or
other cleanup related activities.
E. FAILURE TO COMMENCE AND SUSTAIN WORK
In the event the RECIPIENT fails to commence work under this agreement within 3 months, or
sustain work in accordance with the work schedule established in the order or decree for the site,
ECOLOGY reserves the right to terminate this agreement.
F. MINORITY AND WOMEN'S BUSINESS PARTICIPATION
The RECIPIENT agrees to solicit and recruit, to the extent possible, certified minority-owned
(MBE) and women-owned (WBE) businesses in purchases and contracts initiated after the
effective date of this agreement.
Contract awards or rejections cannot be made based on MBE or WBE participation. M/WBE
participation is encouraged, however, and the RECIPIENT and all prospective bidders or persons
submitting qualifications should take the following steps, when possible, in any procurement
initiated after the effective date of this agreement:
1. Include qualified minority and women's businesses on solicitation lists.
2. Assure that qualified minority and women's businesses are solicited whenever they are
potential sources of services or supplies.
3. Divide the total requirements, when economically feasible, into smaller tasks or quantities, to
permit maximum participation by qualified minority and women's businesses.
4. Establish delivery schedules, where work requirements permit, which will encourage
participation of qualified minority and women's businesses.
5. Use the services and assistance of the State Office of Minority and Women's Business
Enterprises (OMWBE) and the Office of Minority Business Enterprises of the U.S.
Department of Commerce, as appropriate.
6. The RECIPIENT should report payments made to qualified firms to ECOLOGY at the time
of submitting each invoice. Please include the following information on the ECOLOGY
provided Form D:
i. Name and state OMWBE certification number(if available) of any qualified firm
receiving funds under the invoice, including any sub-and/or sub-subcontractors.
ii. The total dollar amount paid to qualified firms under this invoice.
8
Grant No.GI 400334
Areawide Redevelopment Plan-IPG
City of Auburn
G. PROCUREMENT AND CONTRACTS
a) The RECIPIENT certifies that it will follow its standard procurement procedures and/or
applicable state law in awarding contracts; RECIPIENTS with no formal procurement
procedures must certify that they have complied with the "Standards for Competitive
Solicitation," found in the Administrative Requirements for Recipients of Ecology Grants and
Loans, Ecology Publication #91-18 (Revised September 2005).
b) Upon issuance, the RECIPIENT shall submit a copy of all requests for qualifications (RFQs),
requests for proposals (RFPs), and bid documents relating to this grant agreement to
ECOLOGY'S Project Manager.
Prior to contract execution, the RECIPIENT shall submit all draft documents and a copy of the
draft proposed contract to the ECOLOGY Project Manager for review and approval. Following
the contract execution,the RECIPIENT shall submit a copy of the final contract to ECOLOGY's
Project and Financial Managers.
H. REPORTING
1. Progress Reports: The RECIPIENT shall submit progress reports with each payment request.
The RECIPIENT shall submit a progress report no less frequently than quarterly, even if a
payment request is not submitted. These reports shall be in accordance with the ECOLOGY-
approved reporting format as indicated in the Remedial Action Grant Guidelines, or as
otherwise approved by the ECOLOGY Financial Manager. ECOLOGY shall not approve
payments without the required progress reports.
2. Spending Plans: The RECIPIENT shall submit a spending plan to ECOLOGY. The spending
plan identifies the RECIPIENT'S quarterly billing projections. The RECIPIENT shall
update the spending plan as needed throughout the term of the agreement upon request.
3. Final Project Report: In addition to the progress report that identifies the work performed
during the latest billing period,the final payment request shall include a copy of the final
project report. This report summarizes the project goals, purpose of the actions conducted,
and outcomes of the project. ECOLOGY may withhold final payment pending
RECIPIENT's submittal of the final project report.
4. Sampling data: The RECIPIENT shall submit all sampling data to ECOLOGY in both
printed and electronic formats in accordance with WAC 173-340-840(5) and the Toxics
Cleanup Program Policy 840: Data Submittal Requirements. ECOLOGY may withhold
payment if the RECIPIENT does not submit sampling data.
I. STATE-WIDE VENDOR REGISTRATION
RECIPIENT will receive payment for approved and completed work through Washington State's
Department of Enterprise Services Statewide Payee Desk. To receive payment you must register
as a state-wide vendor by submitting a state-wide vendor registration form and an IRS W-9 form
at website,
http:/hvwNN des.wa.t;ov/serviccs/Contractim1PLirchasin�/Business/VendorPa d� Pages/defauIt.aspx.
Contact DES at the Payee Help Desk at (360)407-8180 or email ga ,c� ellelpdesk crides.wa.�,,ov for
any questions about the vendor registration process.
9
Grant No.G1400334
Aremvide Redevelopment Plan-IPG
City of Auburn
J. TRAINING
The RECIPIENT agrees to participate in any ECOLOGY recommended or required trainings
related to fulfilling the terms of the agreement.
K. USE OF EXISTING CONTRACTS
The RECIPIENT may use existing contracts that conform to adopted procurement procedures
and applicable state laws. The RECIPIENT shall submit a copy of the contract to ECOLOGY
upon request. The grant eligibility of products or services secured by the RECIPIENT under
existing contracts used to perform the scope of work in this agreement must be deemed
allowable and reasonable by ECOLOGY prior to cost reimbursement.
L. ALL WRITINGS CONTAINED HEREIN
This agreement, including the appended "General Terms and Conditions,"the latest approved
budget, Remedial Action Program Guidelines, and ECOLOGY'S Administrative Requirements
for Recipients of Ecology Grants and Loans, Ecology Publication #91-18 (Revised September
2005), contains the entire understanding between the parties, and there are no other
understandings or representations except as those set forth or incorporated by reference herein.
No subsequent modification(s) or amendment(s) of this grant agreement shall be of any force or
effect unless in writing, signed by authorized representatives of the RECIPIENT and ECOLOGY
and made part of this agreement.
IN WITNESS WHEREOF, the parties hereby sign this Grant Agreement:
STATE OF WASHINGTON CITY OF AUBURN
DEPARTMENT OF ECOLOGY
001th-0000% \1 ZS (�f s 4 2013
James J. Pendowski, Program Manager Da Peter . Lewis Date
Toxics Cleanup Program Mayor
Approved as to form only Assistant Attorney General
10
GENERAL TERMS AND CONDITIONS
Pertaining to Grant and Loan Agreements of
the Department of Ecology
A. RECIPIENT PERFORMANCE
All activities for which grant/loan funds are to be used shall be accomplished by the RECIPIENT
and RECIPIENT's employees. The RECIPIENT shall only use contractor/consultant assistance if that has
been included in the agreement's final scope of work and budget.
B. SUBG RANT EE/CONTRACTOR COMPLIANCE
The RECIPIENT must ensure that all subgrantees and contractors comply with the terms and
conditions of this agreement.
C. THIRD PARTY BENEFICIARY
The RECIPIENT shall ensure that in all subcontracts entered into by the RECIPIENT pursuant to
this agreement, the state of Washington is named as an express third-party beneficiary of such
subcontracts with full rights as such.
D. CONTRACTING FOR SERVICES (BIDDING)
Contracts for construction, purchase of equipment and professional architectural and engineering
services shall be awarded through a competitive process, if required by State law. RECIPIENT shall
retain copies of all bids received and contracts awarded, for inspection and use by the DEPARTMENT
E. ASSIGNMENTS
No right or claim of the RECIPIENT arising under this agreement shall be transferred or assigned
by the RECIPIENT
F. COMPLIANCE WITH ALL LAWS
1 The RECIPIENT shall comply fully with all applicable Federal, State and local laws,
orders, regulations and permits.
Prior to commencement of any construction, the RECIPIENT shall secure the necessary
approvals and permits required by authorities having jurisdiction over the project, provide assurance to
the DEPARTMENT that all approvals and permits have been secured, and make copies available to the
DEPARTMENT upon request.
2 Discrimination. The DEPARTMENT and the RECIPIENT agree to be bound by all
Federal and State laws, regulations, and policies against discrimination. The RECIPIENT further agrees
to affirmatively support the program of the Office of Minority and Women's Business Enterprises to the
maximum extent possible. If the agreement is federally-funded, the RECIPIENT shall report to the
DEPARTMENT the percent of grant/loan funds available to women or minority owned businesses.
3. Wages And Job Safety The RECIPIENT agrees to comply with all applicable laws,
regulations, and policies of the United States and the State of Washington which affect wages and job
safety
4. Industrial Insurance. The RECIPIENT certifies full compliance with all applicable state
industrial insurance requirements. If the RECIPIENT fails to comply with such laws, the DEPARTMENT
shall have the right to immediately terminate this agreement for cause as provided in Section K.1, herein.
G. KICKBACKS
The RECIPIENT is prohibited from inducing by any means any person employed or otherwise
involved in this project to give up any part of the compensation to which he/she is otherwise entitled or,
receive any fee, commission or gift in return for award of a subcontract hereunder
H. AUDITS AND INSPECTIONS
1 The RECIPIENT shall maintain complete program and financial records relating to this
agreement. Such records shall clearly indicate total receipts and expenditures by fund source and task or
object.
All grant/loan records shall be kept in a manner which provides an audit trail for all
expenditures. All records shall be kept in a common file to facilitate audits and inspections.
Engineering documentation and field inspection reports of all construction work
accomplished under this agreement shall be maintained by the RECIPIENT
1
2. All grant/loan records shall be open for audit or inspection by the DEPARTMENT or by
any duly authorized audit representative of the State of Washington for a period of at least three years
after the final grant payment)oan repayment or any dispute resolution hereunder If any such audits
identify discrepancies in the financial records, the RECIPIENT shall provide clarification and/or make
adjustments accordingly
3. All work performed under this agreement and any equipment purchased, shall be made
available to the DEPARTMENT and to any authorized state, federal or local representative for inspection
at any time during the course of this agreement and for at least three years following grant/loan
termination or dispute resolution hereunder
4 RECIPIENT shall meet the provisions in OMB Circular A-133 (Audits of States, Local
Governments&Non Profit Organizations), including the compliance Supplement to OMB Circular A-133,
if the RECIPIENT expends $500,000 or more in a year in Federal funds. The$500,000 threshold for
each year is a cumulative total of all federal funding from all sources. The RECIPIENT must forward a
copy of the audit along with the RECIPIENT'S response and the final corrective action plan to the
DEPARTMENT within ninety (90) days of the date of the audit report.
I. PERFORMANCE REPORTING
The RECIPIENT shall submit progress reports to the DEPARTMENT with each payment request
or such other schedule as set forth in the Special Conditions. The RECIPIENT shall also report in writing
to the DEPARTMENT any problems, delays or adverse conditions which will materially affect their ability
to meet project objectives or time schedules. This disclosure shall be accompanied by a statement of the
action taken or proposed and any assistance needed from the DEPARTMENT to resolve the situation.
Payments may be withheld if required progress reports are not submitted.
Quarterly reports shall cover the periods January 1 through March 31,April 1 through June 30,
July 1 through September 30, and October 1 through December 31 Reports shall be due within thirty
(30)days following the end of the quarter being reported.
J. COMPENSATION
1 Method of compensation. Payment shall normally be made on a reimbursable basis as
specified in the grant agreement and no more often than once per month. Each request for payment will
be submitted by the RECIPIENT on State voucher request forms provided by the DEPARTMENT along
with documentation of the expenses. Payments shall be made for each task/phase of the project, or
portion thereof, as set out in the Scope of Work when completed by the RECIPIENT and approved as
satisfactory by the Project Officer
The payment request form and supportive documents must itemize all allowable costs by
major elements as described in the Scope of Work. Instructions for submitting the payment requests are
found in"Administrative Requirements for Ecology Grants and Loans", part IV, published by the
DEPARTMENT A copy of this document shall be furnished to the RECIPIENT When payment requests
are approved by the DEPARTMENT, payments will be made to the mutually agreed upon designee.
Payment requests shall be submitted to the DEPARTMENT and directed to the Project
Officer assigned to administer this agreement.
2. Period of Compensation. Payments shall only be made for actions of the RECIPIENT
pursuant to the grant/loan agreement and performed after the effective date and prior to the expiration
date of this agreement, unless those dates are specifically modified in writing as provided herein
3. Final Request(s)for Payment. The RECIPIENT should submit final requests for
compensation within forty-five(45) days after the expiration date of this agreement and within fifteen (15)
days after the end of a fiscal biennium. Failure to comply may result in delayed reimbursement.
4. Performance Guarantee. The DEPARTMENT may withhold an amount not to exceed ten
percent(10%)of each reimbursement payment as security for the RECIPIENT's performance. Monies
withheld by the DEPARTMENT may be paid to the RECIPIENT when the project(s) described herein, or a
portion thereof, have been completed if, in the DEPARTMENT's sole discretion, such payment is
reasonable and approved according to this agreement and, as appropriate, upon completion of an audit
as specified under section J.6. herein.
5. Unauthorized Expenditures. All payments to the RECIPIENT may be subject to final
audit by the DEPARTMENT and any unauthorized expenditure(s) charged to this grant/loan shall be
refunded to the DEPARTMENT by the RECIPIENT
2
6. Mileage and Per Diem. If mileage and per diem are paid to the employees of the
RECIPIENT or other public entities, it shall not exceed the amount allowed under state law for state
employees.
7 Overhead Costs. No reimbursement for overhead costs shall be allowed unless provided
for in the Scope of Work hereunder
K. TERMINATION
1 For Cause. The obligation of the DEPARTMENT to the RECIPIENT is contingent upon
satisfactory performance by the RECIPIENT of all of its obligations under this agreement. In the event
the RECIPIENT unjustifiably fails, in the opinion of the DEPARTMENT, to perform any obligation required
of it by this agreement, the DEPARTMENT may refuse to pay any further funds thereunder and/or
terminate this agreement by giving written notice of termination
A written notice of termination shall be given at least five working days prior to the
effective date of termination In that event, all finished or unfinished documents, data studies, surveys,
drawings, maps, models, photographs, and reports or other materials prepared by the RECIPIENT under
this agreement, at the option of the DEPARTMENT, shall become Department property and the
RECIPIENT shall be entitled to receive just and equitable compensation for any satisfactory work
completed on such documents and other materials.
Despite the above, the RECIPIENT shall not be relieved of any liability to the
DEPARTMENT for damages sustained by the DEPARTMENT and/or the State of Washington because of
any breach of agreement by the RECIPIENT The DEPARTMENT may withhold payments for the
purpose of setoff until such time as the exact amount of damages due the DEPARTMENT from the
RECIPIENT is determined.
2. Insufficient Funds. The obligation of the DEPARTMENT to make payments is contingent
on the availability of state and federal funds through legislative appropriation and state allotment When
this agreement crosses over state fiscal years the obligation of the DEPARTMENT is contingent upon the
appropriation of funds during the next fiscal year The failure to appropriate or allot such funds shall be
good cause to terminate this agreement as provided in paragraph K.1 above.
When this agreement crosses the RECIPIENT's fiscal year, the obligation of the
RECIPIENT to continue or complete the project described herein shall be contingent upon appropriation
of funds by the RECIPIENT's governing body; Provided, however,that nothing contained herein shall
preclude the DEPARTMENT from demanding repayment of ALL funds paid to the RECIPIENT in
accordance with Section O herein.
3 Failure to Commence Work. In the event the RECIPIENT fails to commence work on the
project funded herein within four months after the effective date of this agreement, or by any date
mutually agreed upon in writing for commencement of work, the DEPARTMENT reserves the right to
terminate this agreement
L. WAIVER
Waiver of any RECIPIENT default is not a waiver of any subsequent default. Waiver of a breach
of any provision of this agreement is not a waiver of any subsequent breach and will not be construed as
a modification of the terms of this agreement unless stated as such in writing by the authorized
representative of the DEPARTMENT
M. PROPERTY RIGHTS
1 Copyrights and Patents. When the RECIPIENT creates any copyrightable materials or
invents any patentable property, the RECIPIENT may copyright or patent the same but the
DEPARTMENT retains a royalty-free, nonexclusive and irrevocable license to reproduce, publish, recover
or otherwise use the material(s) or property and to authorize others to use the same for federal, state or
local government purposes.
Where federal funding is involved, the federal government may have a proprietary
interest in patent rights to any inventions that are developed by the RECIPIENT as provided in 35 U.S.C.
200-212.
2. Publications. When the RECIPIENT or persons employed by the RECIPIENT use or
publish information of the DEPARTMENT, present papers, lectures, or seminars involving information
supplied by the DEPARTMENT, use logos, reports, maps or other data, in printed reports, signs,
brochures, pamphlets, etc., appropriate credit shall be given to the DEPARTMENT
3
3. Tangible Property Rights. The DEPARTMENT's current edition of"Administrative
Requirements for Ecology Grants and Loans", Part V, shall control the use and disposition of all real and
personal property purchased wholly or in part with funds furnished by the DEPARTMENT in the absence
of state,federal statute(s), regulation(s), or policy(s)to the contrary or upon specific instructions with
respect thereto in the Scope of Work.
4 Personal Property Furnished by the DEPARTMENT When the DEPARTMENT provides
personal property directly to the RECIPIENT for use in performance of the project, it shall be returned to
the DEPARTMENT prior to final payment by the DEPARTMENT If said property is lost, stolen or
damaged while in the RECIPIENT's possession, the DEPARTMENT shall be reimbursed in cash or by
setoff by the RECIPIENT for the fair market value of such property
5. Acquisition Projects. The following provisions shall apply if the project covered by this
agreement includes funds for the acquisition of land or facilities:
a. Prior to disbursement of funds provided for in this agreement, the RECIPIENT
shall establish that the cost of land/or facilities is fair and reasonable.
b. The RECIPIENT shall provide satisfactory evidence of title or ability to acquire
title for each parcel prior to disbursement of funds provided by this agreement Such evidence may
include title insurance policies, Torrens certificates, or abstracts, and attorney's opinions establishing that
the land is free from any impediment, lien, or claim which would impair the uses contemplated by this
agreement.
6. Conversions. Regardless of the contract termination date shown on the cover sheet, the
RECIPIENT shall not at any time convert any equipment, property or facility acquired or developed
pursuant to this agreement to uses other than those for which assistance was originally approved without
prior written approval of the DEPARTMENT Such approval may be conditioned upon payment to the
DEPARTMENT of that portion of the proceeds of the sale, lease or other conversion or encumbrance
which monies granted pursuant to this agreement bear to the total acquisition, purchase or construction
costs of such property
N. SUSTAINABLE PRODUCTS
In order to sustain Washington's natural resources and ecosystems, the RECIPIENT is
encouraged to implement sustainable practices where and when possible. These practices include use
of clean energy, and purchase and use of sustainably produced products (e g. recycled paper). For more
information, see www.ecy wa.gov/sustainability
O. RECOVERY OF PAYMENTS TO RECIPIENT
The right of the RECIPIENT to retain monies paid to it as reimbursement payments is contingent
upon satisfactory performance of this agreement including the satisfactory completion of the project
described in the Scope of Work. In the event the RECIPIENT fails, for any reason, to perform obligations
required of it by this agreement, the RECIPIENT may, at the DEPARTMENT's sole discretion, be required
to repay to the DEPARTMENT all grant/loan funds disbursed to the RECIPIENT for those parts of the
project that are rendered worthless in the opinion of the DEPARTMENT by such failure to perform
Interest shall accrue at the rate of twelve percent(12%) per year from the time the
DEPARTMENT demands repayment of funds. If payments have been discontinued by the
DEPARTMENT due to insufficient funds as in Section K.2 above, the RECIPIENT shall not be obligated
to repay monies which had been paid to the RECIPIENT prior to such termination. Any property acquired
under this agreement, at the option of the DEPARTMENT, may become the DEPARTMENT'S property
and the RECIPIENT'S liability to repay monies shall be reduced by an amount reflecting the fair value of
such property
P. PROJECT APPROVAL
The extent and character of all work and services to be performed under this agreement by the
RECIPIENT shall be subject to the review and approval of the DEPARTMENT through the Project Officer
or other designated official to whom the RECIPIENT shall report and be responsible. In the event there is
a dispute with regard to the extent and character of the work to be done, the determination of the Project
Officer or other designated official as to the extent and character of the work to be done shall govern.
The RECIPIENT shall have the right to appeal decisions as provided for below.
4
Q. DISPUTES
Except as otherwise provided in this agreement, any dispute concerning a question of fact arising
under this agreement which is not disposed of in writing shall be decided by the Project Officer or other
designated official who shall provide a written statement of decision to the RECIPIENT The decision of
the Project Officer or other designated official shall be final and conclusive unless, within thirty days from
the date of receipt of such statement, the RECIPIENT mails or otherwise furnishes to the Director of the
DEPARTMENT a written appeal.
In connection with appeal of any proceeding under this clause, the RECIPIENT shall have the
opportunity to be heard and to offer evidence in support of this appeal. The decision of the Director or
duly authorized representative for the determination of such appeals shall be final and conclusive.
Appeals from the Director's determination shall be brought in the Superior Court of Thurston County
Review of the decision of the Director will not be sought before either the Pollution Control Hearings
Board or the Shoreline Hearings Board. Pending final decision of dispute hereunder, the RECIPIENT
shall proceed diligently with the performance of this agreement and in accordance with the decision
rendered.
R. CONFLICT OF INTEREST
No officer, member, agent, or employee of either party to this agreement who exercises any
function or responsibility in the review, approval, or carrying out of this agreement, shall participate in any
decision which affects his/her personal interest or the interest of any corporation, partnership or
association in which he/she is, directly or indirectly interested; nor shall he/she have any personal or
pecuniary interest, direct or indirect, in this agreement or the proceeds thereof.
S. INDEMNIFICATION
1 The DEPARTMENT shall in no way be held responsible for payment of salaries,
consultant's fees, and other costs related to the project described herein, except as provided in the Scope
of Work.
2. To the extent that the Constitution and laws of the State of Washington permit, each party
shall indemnify and hold the other harmless from and against any liability for any or all injuries to persons
or property arising from the negligent act or omission of that party or that party's agents or employees
arising out of this agreement
T. GOVERNING LAW
This agreement shall be governed by the laws of the State of Washington.
U. SEVERABILITY
If any provision of this agreement or any provision of any document incorporated by reference
shall be held invalid, such invalidity shall not affect the other provisions of this agreement which can be
given effect without the invalid provision, and to this end the provisions of this agreement are declared to
be severable.
V. PRECEDENCE
In the event of inconsistency in this agreement, unless otherwise provided herein, the
inconsistency shall be resolved by giving precedence in the following order (a) applicable Federal and
State statutes and regulations; (b) Scope of Work; (c) Special Terms and Conditions; (d)Any terms
incorporated herein by reference including the"Administrative Requirements for Ecology Grants and
Loans"; and (e)the General Terms and Conditions.
SS-010 Rev 04/04
5