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HomeMy WebLinkAboutContractAGREEMENT FOR HUMAN SERVICES FUNDING TO THE RENTON REGIONAL COMMUNITY FOUNDATION THIS AGREEMENT, dated for reference purposes only as May 18, 2022, is by and between the City of Renton (the “City”), a Washington municipal corporation, and Renton Regional Community Foundation (“Consultant”), a Washington nonprofit corporation, and recognized as an Internal Revenue Code Section 501(c)(3) charitable organization. The City and the Consultant are referred to collectively in this Agreement as the “Parties.” Once fully executed by the Parties, this Agreement is effective as of the last date signed by both parties. 1. Scope of Work: Consultant agrees to provide funding to local non-governmental organizations in support of economically disadvantaged and underserved communities in Renton and to the extent those organizations receive separate funding from the City, Consultant will provide documentation that funding is not duplicated as specified in Exhibit A, which is attached and incorporated herein and may hereinafter be referred to as the “Work.” 2. Changes in Scope of Work: The City, without invalidating this Agreement, may order changes to the Workconsisting of additions, deletions or modifications.Any such changes to the Work shall be ordered by the City in writing and the Compensation shall be equitably adjusted consistent with the rates set forth inExhibitAor as otherwise mutually agreed by the Parties. 3. Time of Performance: Consultant shall commence performance of the Agreement pursuant to the schedule(s) set forth in Exhibit A. All Work, including the required Final Report, shall be performed by no later than March 31, 2023. 4. Compensation: A. Amount. Total compensation to Consultant for Work provided pursuant to this Agreement shall be fifty-two thousand dollars ($52,000.00). Compensation shall be paid as a flat rate fixed sum within 30 (thirty) days of mutual execution of this Agreement to provide Work specified in Exhibit A. Except as specifically provided herein, the Consultant shall be solely responsible for payment of any taxes imposed as a result of the performance and payment of this Agreement. B. Method of Payment. Consultant shall submit an invoice to the City immediately upon mutual execution of this Agreement. Payment shall be made by the City within thirty          CAG-22-167 PAGE 2 OF 10 (30) calendar days after receipt and approval by the appropriate City representative of the voucher or invoice. If the Consultant’s performance does not meet the requirements of this Agreement, the Consultant will correct or modify its performance to comply with the Agreement. C. Effect of Payment. Payment for any part of the Work shall not constitute a waiver by the City of any remedies it may have against the Consultant for failure of the Consultant to perform the Work or for any breach of this Agreement by the Consultant. D. Final Report. Not later than March 31, 2023, Consultant shall submit a final report containing the items described in Exhibit A. 5. Termination: A. The City reserves the right to terminate this Agreement at any time, with or without cause by giving ten(10) calendar days’ notice to the Consultant in writing. In the event of such termination or suspension, all finished or unfinished documents, data, studies, worksheets, models and reports, or other material prepared by the Consultant pursuant to this Agreement shall be submitted to the City, if any are required as part of the Work. B. In the event this Agreement is terminated by the City, the Consultant shall be entitled to payment for all hours worked to the effective date of termination, less all payments previously made. If the Agreement is terminated by the Cityafter partial performance of Work for which the agreed compensation is a fixed fee, the City shall pay the Consultant an equitable share of the fixed fee. This provision shall not prevent the City from seeking any legal remedies it may have for the violation or nonperformance of any of the provisions of this Agreement and such charges due to the City shall be deducted from the final payment due the Consultant. No payment shall be made by the City for any expenses incurred or work done following the effective date of termination unless authorized in advance in writing by the City. 6. Warranties And Right To Use Work Product: Consultant represents and warrants that Consultant will perform all Work identified in this Agreement in a professional and workmanlike manner and in accordance with all reasonable and professional standards and laws. Compliance with professional standards includes, as applicable, performing the Work in compliance with applicable City standards or guidelines (e.g. design criteria and Standard Plans for Road, Bridge and Municipal Construction). Professional engineers shall certify engineering plans, specifications, plats, and reports, as applicable, pursuant to RCW 18.43.070. Consultant further represents and warrants that all final work product created for and delivered to the City pursuant to this Agreement shall be the original work of the Consultant and free from any intellectual property encumbrance which would          PAGE 3 OF 10 restrict the City from using the work product. Consultant grants to the City a non- exclusive, perpetual right and license to use, reproduce, distribute, adapt, modify, and display all final work product produced pursuant to this Agreement. The City’s or other’s adaptation, modification or use of the final work products other than for the purposes of this Agreement shall be without liability to the Consultant. The provisions of this section shall survive the expiration or termination of this Agreement. 7. Record Maintenance: The Consultant shall maintain accounts and records, which properly reflect all direct and indirect costs expended and Work 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 Consultant agrees to provide access to and copies of any records related to this Agreement as required by the City to audit expenditures and chargesand/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. 8. Public Records Compliance: To the full extent the City determines necessary to comply with the Washington State Public Records Act, Consultant shall make a due diligent search of all records in its possession or control relating to this Agreement and the Work, 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 Consultant believes said records need to be protected from disclosure, it may, at Consultant’s own expense, seek judicial protection. Consultant 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 Consultant has responsive records and for which Consultant has withheld records or information contained therein, or not provided them to the City in a timely manner. Consultant 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. 9. Independent Contractor Relationship: A. The Consultant 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 Consultant and the City during the period of the Work shall be that of an independent contractor, not employee. The Consultant, not the City, shall have the power to control and direct the details, manner or means of Work. Specifically, but not by means of limitation, the Consultant shall have no obligation to work any particular hours or particular schedule, unless otherwise indicated in the Scope of Work or where scheduling of attendance or performance is mutually arranged due to the nature of the Work. Consultant shall retain the right to designate the means of performing the Work          PAGE 4 OF 10 covered by this agreement, and the Consultant 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 Consultant 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 Consultant or any employee of the Consultant. C. If the Consultant is a sole proprietorship or if this Agreement is with an individual, the Consultant agrees to notify the City and complete any required form if the Consultant retired under a State of Washington retirement system and agrees to indemnify any losses the City may sustain through the Consultant’s failure to do so. 10. Hold Harmless: The Consultant 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 Consultant in its performance of this Agreement or a breach of this Agreement by Consultant, except for that portion of the claims caused by the City’s sole negligence. 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 Consultant and the City, its officers, officials, employees and volunteers, Consultant’s liability shall be only to the extent of Consultant’s negligence. It is further specifically and expressly understood that the indemnification provided in this Agreement constitute Consultant’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. 11. 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          PAGE 5 OF 10 person, firm or corporation involved in a contract or transaction. To ensure compliance with the City’s Code of Ethics and state law, the Consultant shall not give a gift of any kind to City employees or officials. Consultant also confirms that Consultant does 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 Consultant, negotiating or administering this Agreement, or evaluating the Consultant’s performance of the Work. 12. City of Renton Business License: Unless exempted by the Renton Municipal Code, t Consultant shall obtain a City of Renton Business License prior to performing any Work 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://www.rentonwa.gov/Tax Information regarding State business licensing requirements can be found at: https://dor.wa.gov/doing-business/register-my-business 13. Insurance: Consultant 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 Work 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 $1,000,000 per occurrence. "Professional Services", for the purpose of this section, shall mean any Work provided by a licensed professional or Work that requires a professional standard of care. C. Workers’ compensation coverage, as required by the Industrial 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 Consultant’s vehicles on the City’s Premises by or on behalf of the City, beyond normal commutes. E. Consultant 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 Consultant liability, nor shall the maintenance of any insurance required by this Agreement be construed to limit the liability of          PAGE 6 OF 10 Consultant 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 Work. G. Consultant shall provide the City with written notice of any policy cancellation, within two (2) business days of their receipt of such notice. 14. Delays: Consultant is not responsible for delays caused by factors beyond the Consultant’s reasonable control. When such delays beyond the Consultant’s reasonable controloccur, the City agrees the Consultant is not responsible for damages, nor shall the Consultant be deemed to be in default of the Agreement. 15. Successors and Assigns: Neither the City nor the Consultant shall assign, transfer or encumber any rights, duties or interests accruing from this Agreement without the written consent of the other. 16. 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, EXCEPT 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 Guy Williams, Human Services Manager 1055 South Grady Way Renton, WA 98057 Phone: (425) 430-6652 gwilliams@rentonwa.gov CONSULTANT LeAnne Moss Post Office Box 820 Renton, WA 98057 Phone: (425) 282-5199 lmoss@rentonfoundation.org 17. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational qualification, the Consultant agrees as follows: A. Consultant, and Consultant’s agents, employees, representatives, and volunteers with regard to the Work performed or to be performed under this Agreement, shall 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          PAGE 7 OF 10 qualification in relationship to hiring and employment, in employment or application for employment, the administration of the delivery of Work or any other benefits under this Agreement, or procurement of materials or supplies. B. The Consultant 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 Consultant 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 Consultant 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. 18. Miscellaneous:The parties hereby acknowledge: A. The City is not responsible to train or provide training for Consultant. B. Consultant will not be reimbursed for job related expenses except to the extent specifically agreed within the attached exhibits. C. Consultant shall furnish all tools and/or materials necessary to perform the Work except to the extent specifically agreed within the attached exhibits. D. In the event special training, licensing, or certification is required for Consultant to provide Work he/she will acquire or maintain such at his/her own expense and, if Consultant employs, sub-contracts, or otherwise assigns the responsibility to perform the Work, said employee/sub-contractor/assignee will acquire and or maintain such training, licensing, or certification. E. This is a non-exclusive agreement and Consultant is free to provide his/her Work to other entities, so long as there is no interruption or interference with the provision of Work called for in this Agreement. F. Consultant is responsible for his/her own insurance, including, but not limited to health insurance.          PAGE 8 OF 10 G. Consultant is responsible for his/her own Worker’s Compensation coverage as well as that for any persons employed by the Consultant. 19. Other Provisions: A. Approval Authority. Each individual executing this Agreement on behalf of the City and Consultant represents and warrants that such individuals are duly authorized to execute and deliver this Agreement on behalf of the City or Consultant. B. General Administration and Management.The City’s projectmanagerisGuy Williams, Human Services Manager. In providing Work, Consultant 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 Consultant 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 a Consultant 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. Consultant and all of the Consultant’s employees shall perform the Work 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 construed 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. Consultant hereby expressly consents to the personal and exclusive jurisdiction and venue of          PAGE 9 OF 10 such court even if Consultant is a foreign corporation not registered with the State of Washington. 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. 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 the Work is essential to the Consultant’s performance of this Agreement. K. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be construed to give any rights or benefits in the Agreement to anyone other than the Parties, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of the Parties and no one else. L. Binding Effect. 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 Consultant 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. [SIGNATURE PAGE FOLLOWS]          PAGE 10 OF 10 CITY OF RENTON By:_____________________________ CONSULTANT By:____________________________ Armondo Pavone Mayor LeAnne Moss Executive Director _____________________________ Date _____________________________ Date Attest _____________________________ Jason A. Seth City Clerk Approved as to Legal Form By: __________________________ M. Patrice Kent Senior Assistant City Attorney Contract Template Updated 5/21/2021 (legal ref # 1971)              5/19/2022 Approved by Patrice Kent via 5/18/2022 email EXHIBIT A Professional Services Agreement City of Renton and the Renton Regional Community Foundation The Renton Regional Community Foundation will provide grants on behalf of the City of Renton to eight small community-based organizations serving communities locally most impacted by the COVID pandemic and those most historically marginalized. The Renton Regional Community Foundation will request a report from these agencies and submit it to the City of Renton no later than March 31, 2023. The report will include the following items: x A brief description of the agency and the services they provide͕ŝŶĐůƵĚŝŶŐƚŚĞ ƉŽƉƵůĂƚŝŽŶŽƌĐŽŵŵƵŶŝƚLJƐĞƌǀĞĚ. x The number of Renton residents served. x In the narrative section, please include at least one story of a Renton resident who was helped with this funding. x You may also talk about how the project funding made a difference in your community or in the lives of the people you helped, or stories of individuals or families who benefited from your services. x If you discovered anything new as a result of the grant, please share any lessonslearned good, bad, or unexpected. x Talk about any challenges that arose during the project and how you dealt with them. If this led to any changes in the program, please share. x dŽƚŚĞĞdžƚĞŶƚŽƌŐĂŶŝnjĂƚŝŽŶƐƌĞĐĞŝǀĞƐĞƉĂƌĂƚĞĨƵŶĚŝŶŐĨƌŽŵƚŚĞŝƚLJ͕ƉƌŽǀŝĚĞ ĚŽĐƵŵĞŶƚĂƚŝŽŶƚŚĂƚĨƵŶĚŝŶŐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŝƐŶŽƚĚƵƉůŝĐĂƚĞĚ x ůĞĂƌůLJŝĚĞŶƚŝĨLJĂƉƉůŝĐĂƚŝŽŶĂŶĚƐĞůĞĐƚŝŽŶƉƌŽĐĞƐƐďLJǁŚŝĐŚĞĂĐŚŽĨƚŚĞ ďĞŶĞĨŝĐŝĂƌLJŽƌŐĂŶŝnjĂƚŝŽŶƐǁĞƌĞƐĞůĞĐƚĞĚĨŽƌƚŚĞĂǁĂƌĚ͘          Request to the City of Renton List of organizations for American Rescue Plan Act (ARPA) funds. Below is the list of organizations that we would like to fund through the $52,000 ARPA funds from the City of Renton. Each organization will receive ŽŶĞa $6500 grant. AMPowering is deeply involved in helping communities and homeless people in the City of Renton since the beginning of COVID with food, personal hygiene items, masks, financial assistance, interim shelters and in any other way they need help to cope up with the situation due to COVID. They have also distributed warm clothing, blankets, coats, mittens, masks, PPEs and other hygiene supplies. They operate a mobile food van and reach out to the families who don't have transportation. Babies of Homelessness provides an ongoing and reliable source for diapers and other essentials to low-income families and families experiencing homelessness. They do this both through direct delivery to families and by partnering with Renton-area non-profits to distribute these goods (such as REACH). Coalition of Filipino American Organizations of Washington distributes food in Renton, including fresh produce, vegetables and fruits at different locations such as the Renton Community Center and St. Stephen Church ground. Aside from food distribution, they have built a vegetable farm in a 5000 square foot lot at the south end of Renton near the boundary of Renton/Kent. Intercultural Children and Family Services is a grassroots minority-led non-profit organization that serves low-income at-risk families and children of color who are from underserved communities. Their goal is to provide a helping hand and education to address systemic racism and poverty. ICCFS serves 53 Renton families each month with early learning and support services. They service children 0 to 18 years of age; senior citizens who are kinship caregivers caring for their grandchildren and great-grandchildren; single parents; fathers who are ex-offenders who are rearing their children; low-income families of color; homeless; immigrant/refugee families; pregnant women of color; and medically fragile special needs children. In their October 21 needs assessment survey, they learned that their families of color continue to struggle with the negative impact of COVID 19 and are requesting assistance with the following: -Food Gift Cards/Baby Food/Formula -Gas Cards or Bus Pass -Warm Coats for their Children/Clothing for Babies -Diapers/Wipes -PPE and Cleaning Supplies          -Seniors-Help with Paying for Needed Medications -Rental Assistance Outreach Ministry of New Beginnings Christian Fellowship provides a drive-through pantry each Saturday (about 75-80 cars each Saturday, about half of whom are Renton residents). In partnership with RRCF and Food Lifeline provide culturally appropriate foods (3-12 thousand pounds of food distributed each week. In partnership with Harbor Foods, they get bulk items and prepare and distribute meals; about 600 each month for seniors and people unsheltered and plan to expand. They have partnered with Meeker Middle School and Glenridge Elementary to provide over 100 Thanksgiving meal kits so families could prepare their own meals at home. They have a COVID vaccine clinic on Saturdays in partnership with AARTH. They are also running a sock drive. With libraries and public spaces closed, people who are unsheltered have no place to go to get dry. Wet feet cause a series of health problems. SKY Urban Institute. In the last year, they have: x Purchased items to serve 160 family’s food in partnership with Asian Community x Provided 50 x $50 gift cards to support families in the Renton School x Provide soap power, Clorox, and toilet paper to Renton School district for 70 families x Provided 250 Bags of Hope to families in Stonebrook Apartment and community x 13 gift Cards to Families in Skyway who their belonging in the apartment fire x Distributed 100 Food compound tickets to families throughout the community x Served 10 families with rent, food, utility bills and misc. Served families food for thanksgiving Total families served - 700 – Approximately 1500 individuals (All of the families that we have served are in the Renton Area. This is only one year of support.) The Silent Task Force serves at least 50 Renton families or more, plus single adults and couples. Their immediate capacity needs are for supporting families/single folks who are in need of shelter but cannot          get in due to the high volume of need. They have been providing hotel stays for those families, as well as for a few homeless elders who are not well, but their funds have dried up. They also provide first aid/COVID 19/hygiene kits for our community homeless folks. Resources are dwindling, especially for the winter months. Victorious Life Christian Center supports the needs of their community by handing out bags of groceries on the street in a specific location in Renton every third Saturday of the month (Round Table Pizza on 180th street from noon -2pm). They feel that feeding the basic needs of our community and providing hope is the humanitarian thing to do. As a church in the Renton area, it is their desire to be a church that has no walls. 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