HomeMy WebLinkAboutContract2023-2024 HUMAN SERVICES AGREEMENT
CAG-_____
RECITALS
WHEREAS Renton has provided General Fund budget funds to finance certain programs;
WHEREAS the programs provided by the Agency are for the general community’s benefit and are
designed for the well-being of children, individuals, and families in the City of Renton;
NOW, THEREFORE, in consideration of the recitals, which are incorporated by reference, and
the following mutual promises and covenants contained in this Agreement, the Parties
mutually agree as follows:
1.Scope of Services:
A.Services. Agency agrees to provide the services, including reports as required, as
specified in Exhibit A, which is attached and incorporated herein and may
hereinafter be referred to as the “Services.” The Services shall be performed in a
manner consistent with the accepted practices for other similar services, completed
to Renton’s satisfaction within the time prescribed by Renton, and pursuant to the
direction of the Renton Human Services Manager (“HSM”) or designee.
B.Contract Administration. The Agency shall notify Renton, in writing, within ten (10)
business days of any changes in program personnel, permanent changes to location
or hours of services, and/or other changes that substantially impact services to
Renton residents pursuant to this contract.
2.Term: The term of this Agreement shall be for a period of two (2) years commencing on
January 1, 2023, and terminating on December 31, 2024 (“Term”). Funding for the second
year of the contract is contingent upon the availability of funds to be allocated through
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THIS HUMAN SERVICES AGREEMENT, dated April 5, 2023, is by and between the City of Renton
(the “City” or “Renton”), a Washington municipal corporation, and Kindering Center (“Agency”), a
Washington nonprofit corporation, whose principal address is at: 16120 NE 8th Street, Bellevue
Washington 98008. The City and the Agency are referred to collectively in this Agreement as the
“Parties.”
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Renton’s budget process and the Agency’s satisfactory contract performance during the
first year of the contract term.
3.Termination: Prior to the expiration of the Term, this Agreement may be terminated or
suspended immediately, with or without cause by Renton. The Agency may cancel this
Agreement only upon thirty (30) business days’ prior wr itten notice to Renton. In the
event Renton terminates or suspends this Agreement, the Agency will be entitled to
receive compensation for any approved Services rendered prior to the termination or
suspension of this Agreement. The HSM’s determination of compensation shall be
binding and conclusive.
4.Compensation:
A.Total Compensation. In exchange for the Agency’s performance of the services
detailed in the Scope of Service, Renton shall reimburse the Agency in an amount
not to exceed the amount specified in the Scope of Service. If performance is below
90% of the service units, funding may be proportionately reduced.
B.Method of Payment. Agency will submit quarterly invoices to Renton as specified
in the Scope of Service. No payment will be made to the Agency until all reports
requested by Renton are fully completed and executed by the Agency and approved
by Renton. Payment will be made no later than forty-five (45) calendar days after
receipt of invoice and approval of reports.
5.Monitoring: Even though the Agency is an independent contractor with the authority to
control and direct the performance and details of the Services authorized under this
Agreement, the Services must meet the approval of Renton and shall be subject to
Renton’s general right of inspection to secure satisfactory completion. Renton shall
review reports to monitor compliance with the level of service required in the Scope of
Service. Renton may also review program performance periodically on-site or virtually.
Should the Agency fail to meet the minimum level of service represented by the
Performance Measures in Exhibit A, Renton reserves the right to adjust payments a s
specified Section 4. “Compensation”.
6.Record Maintenance: The Agency shall maintain accounts and records, which properly
reflect all direct and indirect costs expended and Services provided in the performance of
this Agreement and retain such records for as long as may be required by applicable
Washington State records retention laws, but in any event no less than six years after the
termination of this Agreement. The Agency agrees to provide access to and copies of any
records related to this Agreement as required by the City to aud it expenditures and
charges and/or to comply with the Washington State Public Records Act (Chapter 42.56
RCW). The provisions of this section shall survive the expiration or termination of this
Agreement.
7.Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Public Records Act, Agency shall make a due diligent search of
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all records in its possession or control relating to this Agreement and the Services,
including, but not limited to, e-mail, correspondence, notes, saved telephone messages,
recordings, photos, or drawings and provide them to the City for production. In the event
Agency believes said records need to be protected from disclosure, it may, at Agency’s
own expense, seek judicial protection. Agency shall indemnify, defend, and hold harmless
the City for all costs, including attorneys’ fees, attendant to any claim or litigation related
to a Public Records Act request for which Agency has responsive records and for which
Agency has withheld records or information contained therein, or not provided them to
the City in a timely manner. Agency shall produce for distribution any and all records
responsive to the Public Records Act request in a timely manner, unless those records are
protected by court order. The provisions of this section shall survive the expiration or
termination of this Agreement.
8.Independent Contractor Relationship:
A.The Agency is retained by the City only for the purposes and to the extent set forth
in this Agreement. The nature of the relationship between the Agency and the City
during the period of the Services shall be that of an independent contractor, not
employee. The Agency, not the City, shall have the power to control and direct the
details, manner or means of Services. Specifically, but not by means of limitation,
the Agency shall have no obligation to work any particular hours or particular
schedule, unless otherwise indicated in the Scope of Service or where scheduling of
attendance or performance is mutually arranged due to the nature of the Services.
Agency shall retain the right to designate the means of performing the Services
covered by this agreement, and the Agency shall be entitled to employ other
workers at such compensation and such other conditions as it may deem proper,
provided, however, that any contract so made by the Agency is to be paid by it
alone, and that employing such workers, it is acting individually and not as an agent
for the City.
B.The City shall not be responsible for withholding or otherwise deducting federal
income tax or Social Security or contributing to the State Industrial Insurance
Program, or otherwise assuming the duties of an employer with respect to Agency
or any employee of the Agency.
9.Hold Harmless: The Agency agrees to release, indemnify, defend, and hold harmless the
City, elected officials, employees, officers, representatives, and volunteers from any and
all claims, demands, actions, suits, causes of action, arbitrations, mediations,
proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees,
penalties, expenses, attorney’s or attorneys’ fees, costs, and/or litigation expenses to or
by any and all persons or entities, arising from, resulting from, or related to the negligent
acts, errors or omissions of the Agency in its performance of this Agreement or a breach
of this Agreement by Agency, except for that portion of the claims caused by the City’s
sole negligence.
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Should a court of competent jurisdiction determine that this agreement is subject to RCW
4.24.115, (Validity of agreement to indemnify against liability for negligence relative to
construction, alteration, improvement, etc., of structure or improvement attached to real
estate…) then, in the event of liability for damages arising out of bodily injury to persons
or damages to property caused by or resulting from the concurrent negligence of the
Agency and the City, its officers, officials, employees and volunteers, Agency’s liability
shall be only to the extent of Agency’s negligence.
It is further specifically and expressly understood that the indemnification provided in this
Agreement constitute Agency’s waiver of immunity under the Industrial Insurance Act,
RCW Title 51, solely for the purposes of this indemnification. The Parties have mutually
negotiated and agreed to this waiver. The provisions of this section shall survive the
expiration or termination of this Agreement.
10.Gifts and Conflicts: The City’s Code of Ethics and Washington State law prohibit City
employees from soliciting, accepting, or receiving any gift, gratuity or favor from any
person, firm or corporation involved in a contract or transaction. To ensure compliance
with the City’s Code of Ethics and state law, the Agency shall not give a gift of any kind to
City employees or officials. Agency also confirms that Agency and its employees do not
have a business interest or a close family relationship with any City officer or employee
who was, is, or will be involved in selecting the Agency, negotiating or administering this
Agreement, or evaluating the Agency’s performance of the Services.
11.City of Renton Business License: The Agency shall obtain a City of Renton Business
License prior to performing any Services and maintain the business license in good
standing throughout the term of this agreement with the City.
Information regarding acquiring a city business license can be found at:
https://rentonwa.gov/cms/One.aspx?portalId=7922741&pageId=9824882
Information regarding State business licensing requirements can be found at:
https://dor.wa.gov/open-business
12.Insurance: Agency shall secure and maintain:
A.Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
B.In the event that Services delivered pursuant to this Agreement either directly or
indirectly involve or require Professional Services, Professional Liability, Errors and
Omissions coverage shall be provided with minimum limits of $1,00 0,000 per
occurrence. "Professional Services", for the purpose of this section, shall mean any
Service provided by a licensed professional or Services that requires a professional
standard of care.
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C.Workers’ compensation coverage, as required by the Industr ial Insurance laws of
the State of Washington, shall also be secured.
D.Commercial Automobile Liability for owned, leased, hired or non-owned, leased,
hired or non-owned, with minimum limits of $1,000,000 per occurrence combined
single limit, if there will be any use of Agency’s vehicles on the City’s Premises by or
on behalf of the City, beyond normal commutes.
E.Agency shall name the City as an Additional Insured on its commercial general
liability policy on a non-contributory primary basis. The City’s insurance policies
shall not be a source for payment of any Agency liability, nor shall the maintenance
of any insurance required by this Agreement be construed to limit the liability of
Agency to the coverage provided by such insurance or otherwise limit the City’s
recourse to any remedy available at law or in equity.
F.Subject to the City’s review and acceptance, a certificate of insurance showing the
proper endorsements, shall be delivered to the City before performing the Services.
G.Agency shall provide the City with written notice of any policy cancellation, within
two (2) business days of their receipt of such notice.
13.Successors and Assigns: Neither the City nor the Agency shall assign, transfer or
encumber any rights, duties or interests accruing from this Agreement without the
written consent of the other.
14.Notices: Any notice required under this Agreement will be in writing, addressed to the
appropriate party at the address which appears below (as modified in writing from time
to time by such party), and given personally, by registered or certified mail, return receipt
requested, by facsimile or by nationally recognized overnight courier service. Time period
for notices shall be deemed to have commenced upon the date of receipt, EXCE PT
facsimile delivery will be deemed to have commenced on the first business day following
transmission. Email and telephone may be used for purposes of administering the
Agreement, but should not be used to give any formal notice required by the Agreement.
City of Renton:
Lori Fleming
Human Services Coordinator
1055 South Grady Way, First Floor
Renton, WA 98057
Phone: (425) 430-6655
LFleming@rentonwa.gov
Agency:
_________________________________
_________________________________
_________________________________
_________________________________
_________________________________
_________________________________
15.Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification, the Agency agrees as follows:
A.Agency, and Agency’s agents, employees, representatives, and volunteers with
regard to the Services performed or to be performed under this Agreement, shall
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Gaylene Vaden
16120 NE 8th St.
Bellevue, WA 98008
Phone: 425-425-653-4282
gaylene.vaden@kindering.org
Grants Manager
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not discriminate on the basis of race, color, sex, religion, nationality, creed, marital
status, sexual orientation or preference, age (except minimum age and retirement
provisions), honorably discharged veteran or military status, or the presence of any
sensory, mental or physical handicap, unless based upon a bona fide occupational
qualification in relationship to hiring and employment, in employment or
application for employment, the administration of the delivery of Services or any
other benefits under this Agreement, or procurement of materials or supplies.
B.The Agency will take affirmative action to insure that applicants are employed and
that employees are treated during employment without regard to their race, creed,
color, national origin, sex, age, sexual orientation, physical, sensory or mental
handicaps, or marital status. Such action shall include, but not be limited to the
following employment, upgrading, demotion or transfer, recruitment or
recruitment advertising, layoff or termination, rates of pay or other forms of
compensation and selection for training.
C.If the Agency fails to comply with any of this Agreement’s non-discrimination
provisions, the City shall have the right, at its option, to cancel the Agreement in
whole or in part.
D.The Agency is responsible to be aware of and in compliance with all federal, state
and local laws and regulations that may affect the satisfactory completion of the
project, which includes but is not limited to fair labor laws, worker's compensation,
and Title VI of the Federal Civil Rights Act of 1964, and will comply with City of
Renton Council Resolution Number 4085.
16.Miscellaneous: The Parties hereby acknowledge:
A.The City is not responsible to train or provide training for Agency.
B.Agency will not be reimbursed for job related expenses except to the extent
specifically agreed within the attached exhibit(s).
C.Agency shall furnish all tools and / or materials necessary to perform the Services
except to the extent specifically agreed within the attached exhibits.
D.In the event special training, licensing, or certification is required for Agency to
provide Services he / she will acquire or maintain such at his / her own expense and,
if Agency employs, sub-contracts, or otherwise assigns the responsibility to perform
the Services, said employee / sub-contractor / assignee will acquire and or maintain
such training, licensing, or certification.
E.This is a non-exclusive agreement and Agency is free to provide his / her Services to
other entities, so long as there is no interruption or interference with the provision
of Services called for in this Agreement.
F.Agency is responsible for his / her own insurance, including, but not limited to
health insurance.
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G.Agency is responsible for his / her own Worker’s Compensation coverage as well as
that for any persons employed by the Agency.
17.Other Provisions:
A.Approval Authority. Each individual executing this Agreement on behalf of the City
and Agency represents and warrants that such individuals are duly authorized to
execute and deliver this Agreement on behalf of the City or Agency.
B.General Administration and Management. The City’s contract manager is Lori
Fleming. In providing Services, Agency shall coordinate with the City’s contract
manager or his/her designee.
C.Amendment and Modification. This Agreement may be amended only by an
instrument in writing, duly executed by both Parties.
D.Conflicts. In the event of any inconsistencies between Agency proposals and this
Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to
this Agreement are incorporated by reference only to the extent of the purpose for
which they are referenced within this Agreement. To the extent an Agency
prepared exhibit conflicts with the terms in the body of this Agreement or contains
terms that are extraneous to the purpose for which it is referenced, the terms in the
body of this Agreement shall prevail and the extraneous terms shall not be
incorporated herein.
E.Governing Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington and the City of
Renton. Agency and all of the Agency’s employees shall perform the Services in
accordance with all applicable federal, state, county and city laws, codes and
ordinances.
F.Joint Drafting Effort. This Agreement shall be considered for all purposes as
prepared by the joint efforts of the Parties and shall not be cons trued against one
party or the other as a result of the preparation, substitution, submission or other
event of negotiation, drafting or execution.
G.Jurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce
or interpret this Agreement or any of its terms or covenants shall be brought in the
King County Superior Court for the State of Washington at the Maleng Regional
Justice Center in Kent, King County, Washington, or its replacement or successor.
H.Severability. A court of competent jurisdiction’s determination that any provision
or part of this Agreement is illegal or unenforceable shall not cancel or invalidate
the remainder of this Agreement, which shall remain in full force and effect.
I.Sole and Entire Agreement. This Agreement contains the entire agreement of the
Parties and any representations or understandings, whether oral or written, not
incorporated are excluded.
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J.Time is of the Essence. Time is of the essence of this Agreement and each and all of
its provisions in which performance is a factor. Adherence to completion dates set
forth in the description of Services is essential to the Agency’s performance of this
Agreement.
K.Third-Party Beneficiaries. Nothing in this Agreement is intended, nor shall be
construed, to convey any rights, remedies, obligations, or liabilities upon any person
or entity which is not a party or a successor or permitted assignee of a Party to this
Agreement.
L.Assigns and Successors. The Parties each bind themselves, their partners,
successors, assigns, and legal representatives to the other party to this Agreement,
and to the partners, successors, assigns, and legal representatives of such other
party with respect to all covenants of the Agreement.
M.Waivers. All waivers shall be in writing and signed by the waiving party. Either
party’s failure to enforce any provision of this Agreement shall not be a waiver and
shall not prevent either the City or Agency from enforcing that provision or any
other provision of this Agreement in the future. Waiver of breach of any provision
of this Agreement shall not be deemed to be a waiver of any prior or subsequent
breach unless it is expressly waived in writing.
N.Counterparts. The Parties may execute this Agreement in any number of
counterparts, each of which shall constitute an original, and all of which will
together constitute this one Agreement.
IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
CITY OF RENTON
By:_____________________________
AGENCY
By:____________________________
_______________________________
Date
_______________________________
Date
Approved as to Legal Form
By:_____________________________
M. Patrice KentSenior Assistant City Attorney
Legal Ref # ______
Maryjane Van Cleave
Equity, Housing & Human Services Administrator
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Lisa Greenwald
Executive Director
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4/10/2023 | 4:39 PM PDT4/27/2023 | 1:28 PM PDT
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Exhibit A
Scope and Schedule of Services
2023-2024 Program Services Agreement
Agency: Kindering Center 2023
Funding:
$11,250
Program: Families in Transition (FIT) 2024
Funding:
$11,250
Effective
Date
Year 1: January 1, 2023– Dec. 31, 2023
Year 2: January 1, 2024– Dec. 31, 2024
Total:
$22,500
Renton Need
Area
Homeless Services/Housing (HHS)
Agency Program Overview:
The Kindering Center’s Families in Transition (FIT) program helps young children ages birth
to 8 experiencing homelessness and their families to access healthcare, education, resources
and other services tailored to their specific needs. Program components include inf ant mental
health services, speech/language, occupational therapy, special education, Family Resources
Coordinators, outreach, therapeutic playgroups, parent education, and coaching. The
Kindering Renton location is at 1700 Edmonds Ave NE, Renton, WA 9805 6.
Performance Measures:
The Agency shall provide the approximate number of City of Renton clients with the following
services each year of the agreement. Services shall be provided in a manner which fully
complies with all applicable federal, state and local laws, statutes, ordinances rules and
regulations, as are now in effect or may be amended or enacted during the course of the
Agreement.
Quarter 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Annual
Totals
Estimated Quarterly Amount $2,812 $2,813 $2,812 $2,813 $11,250
1 Unduplicated City of Renton
clients served
2 2 2 1 7
2 Number of Hours of Early
Learning Services to Renton
clients.
102 101 101 101 405
Definition of Units of Service:
1. Unduplicated City of Renton clients served = Number of unduplicated City of Renton
residents served each year, each client served to be counted once per year.
2. Number of Hours of Early Learning Services to Renton clients = Number of Hours of
Early Learning Services provided to Renton clients includes therapeutic playgroups,
parent education, individualized parent supports, outreach, connection to resources,
speech/language, physical/occupational, nutrition/feeding, infant mental health, and
other development assistance activities.
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The above Services shall be provided by December 31, 2023 for Year One of the two-year
Agreement and December 31, 2024 for Year Two of the Agreement.
Reporting
Quarterly Reports:
The Agency shall submit a Quarterly Report at the end of each quarter in accordance with the
schedule below. The Quarterly Report shall include an invoice along with a summary of
Performance Measures, in a form approved by the City.
Demographic Reports:
The Agency shall collect and retain demographic data from the persons served through this contract.
Data should be tracked in an ongoing manner and submitted annually by January 31 of the following
year in a form approved by the City.
Outcome Report:
Outcome data shall be submitted annually in conjunction with the Demographic report. Data should
be collected and demonstrate the program’s progress toward Outcomes as specified below.
Outcome 1. 60% of children enrolled in FIT early support services for 6+ months will make
measurable improvement in one or more skill areas: developing healthy relationships,
learning to regulate emotions, and/or showing initiative.
Reporting Due Dates:
REPORT DUE DATES
QUARTERLY REPORTS:
1st Quarter (January – March) April 15th
2nd Quarter (April – June) July 15th
3rd Quarter (July – September) October 15th
4th Quarter (October -December) and final
annual reimbursement
January 12th
OUTCOMES AND DEMOGRAPHICS REPORTS January 31, 2024/
January 31, 2025
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