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HomeMy WebLinkAboutEnterprise for Equity MC Comma#20-038 1 COMMUNITY DEVELOPMENT BLOCK GRANT - SUBRECIPIENT AGREEMENT . BETWEEN MASON COUNTY AND ENTERPRISE FOR EQUITY FORGIVABLE LOAN SUB-RECIPIENT AGREEIVIENT This Agreement is made between Mason County, Washington(herein called the County)end Enterprise for Equity(herein called SubreciPient)for the Building Connections—Strengthening Businesses/Forgivable Loans in Mason County Project(herein,called the Project). As the Washington State Department of Commerce (Commerce) is authorized by the federal Department of Housing and Urban Development(HUD)to provide funds to units of local government selected to undertake and carry out projects under the Washington State Community Development Block Grant(CDBG) Program in compliance with all applicable local, state, and federal laws, regulations,and policies; and As the County has applied for and received a CDBG award, contract number 18-62210-039 (CFDA 14.228),to fund the Project with Federal Award Identification Number B- 18-DC-53-0001; and As it benefits the County to engage the Subrecipient to accomplish the Scope of Work and the objectives of the local CDBG project; The parties agree that 1. SCOPE OF SERVICES A. County Responsibilities The County is responsible for administration of the CDBG contract, and ensuring CDBG funds are used in accordance with all program requirements [(24 CFR 570.501(b)]and its CDBG contract with Commerce referenced above. The County will provide such assistance and guidance to the Subrecipient as may be required to accomplish the objectives and conditions set forth in this Agreement. The County is responsible for completing the following tasks to accomplish the objectives of the Projett Principal Tasks O Execute grant contract with Commerce. • Verify the subreciplent does not have en active exclusion record in the federal award system (SAIVI.gov), include documentation in the CDBG file,and submit a copy to Commerce. O Establish subrecipient agreements with WSU and Enterprise for Equity, that includes the annual beneficiary reporting requirement and submit signed copies to Commerce. O Establish administrative, financial, reporting,and record keeping system . Page 1 of 22 • Review subrecipient and contractor reimbursement requests for project costs and invoices against project budget and contract start date. e Once costs are approved, prepare and submit payment request and progress status report to Commerce. o Document receipt of grant funds and reimbursement of eligible costs. o Submit CDBG Beneficiary Report within 30 days of end of each calendar year. o Complete applicable civil rights requirements. o Conduct an on-site monitoring of the subrecipients to verify the grant is used according to CDBG requirements and all costs reimbursed are allowable. o Resolve all monitoring issues with CDBG. o Grant activities are accomplished. ® Complete evaluation and conduct a final public hearing to review project performance. o Submit a CDBG Contract Closeout Report. o List CDBG expenditures in your annual Schedule of Expenditures of Federal Awards and arrange an audit with the State Auditor's Office to meet the Uniform Guidance (2 CFR Part 200). o Advertise for professional services; outreach to MWBE and encourage Section 3 local businesses. e Select and verify contractors do not have an active exclusion record in the federal award system (SAM.gov), include documentation in the CDBG file, and submit copies to Commerce. o Contract for services. Include required federal provisions. o Complete the environmental review and prepare environmental review record in compliance with National Historic.Preservation Act(NEPA) requirements for COBG. a Provide county representative on loan committee B. Subrecipient Responsibilities The Subrecipient will complete in a satisfactory and proper manner as determined by the County the following tasks to accomplish the objectives of principally benefiting low-and moderate-income persons.The Subrecipient will periodically meet with the County to review the status of these tasks. Principal Tasks o Receive CDBG release of funds. o Develop and establish CDBG microenterprise assistance program's policies and procedures incorporating CDBG income qualification and beneficiary reporting requirements. • Conduct outreach and market the microenterprise assistance programs in. response to the COVID-1.9 crisis. Page 2 of 22 © Review and process applications for forgivable microloan assistance; confirm CDBG eligibility. O Approve forgivable microloan contracts. o Execute forgivable microloans to approved CDBG eligible microenterprises. • Monitor program progress, contractor performance, and compliance with applicable federal and state regulations. ® Develop and establish'financial management systems for tracking microenterprise assistance,,training and grant recipts.. • Meet the CDBG national objective of principally benefiting low- and moderate- income persons. © Accomplish<HUD's outcome of increasing the availability/accessibility of microenterprise technical and financial assistance to create economic opportunities. o Convene a forgivable loan application review committee of five members to include: one Mason County Commissioner, one representative from North Mason Chamber of Commerce, one representative from Shelton-Mason Chamber of Commerce, one representative from Economic Development of Mason County and one representative from Peninsula Credit Union. o Develop criteria and guidelines for forgivable microloan recipient selection—to be approved by the application review committee. 2. TIME OF PERFORMANCE The effective date of this Agreement will be the date the parties sign and complete execution of this agreement and will be in effect for the time period during which the Subrecipient remains in control of CDBG funds or other CDBG assets. 3. AGREEMENT REPRESENTATIVES Each party to this Agreement shall have a representative. Each party may change its representative upon providing written notice to the other party.The parties' representatives are as follows: A. Subrecipient: Enterprise for Equity Name of Representative: Lisa Smith, Executive Director Mailing Address: PO Box 1291 City, State and Zip Code: Olympia, WA. 98507 Telephone Number: 360 704 3375 Fax: N/A E-mail Address: lisa@enterpriseforequity.org U BI#: 602009575 Page 3 of 22 B. County : Mason.County; Washington Name of Representative: Kelly Bergh Title: Financial Analyst Mailing Address: 411 N 5th Street City, State and Zip Code: Shelton, WA 98584 Telephone.Number: 360 427 9670 x644 Fax Number: 360 427 8437 E-mail Address: kbergh@co.mason.wa.us 4. BUDGET The County will pass through to the Subrecipient no more than $90,000 in CDBG funds for eligible incurred costs and expenses for the Project according to the following budget. Project Budget Element Budgeted Amount Direct Forgivable Loans $85,000 Administration of Loan Program $ 5,000 Indirect Cost Rate: % Federally Approved Indirect Rate, or 10% 10% de minimis de minirnis rate, or fill out"N/A"declining to charge indirect Indirect Cost Rate if the Subrecipient chooses to charge indirect under this grant, the Subrecipient shall provide their indirect cost rate that has been negotiated between their entity and the Federal Government. If no such rate exists, a de minimis indirect cost rate of 10% of modified total direct costs (MTDC)will be used. "Modified Total Direct Costs (MTDC)" shall mean all direct salaries and wages, applicable fringe benefits, materials and supplies, services, travel, and up to the first$25,000 of each subaward (regardless of the period of performance of the subawards under the award). MTDC excludes equipment, capital expenditures, and rental costs. Any amendments to this Agreement's Budget must first be determined by the County as consistent with its CDBG contract with Commerce and then approved in writing by the County and the Subrecipient. 5. PAYMENT The County shall reimburse the Subrecipient in accordance with the payment procedures outlined in the CDBG Management Handbook, Financial Management Section for all allowable expenses agreed upon by the parties to complete the Scope of Service, Reimbursement under this Agreement will be based on billings, supported by appropriate documentation of costs actually incurred. It is expressly understood that claims for reimbursement will not be submitted in excess of actual, immediate cash requirements necessary to carry out the purposes of the agreement. Funds available under this Agreement will be utilized to supplement rather than supplant funds otherwise available. Page 4 of 22 It is understood that this Agreement is funded in whole,or in part with CDBG funds through the Washington State CDBG Program as administered by Commerce and is subject to those regulations and restrictions normally associated with federally-funded programs and any other requirements that the State may prescribe. 6. PERFORMANCE MONITORING The County will monitor the performance of the Subrecipient by tracking project progress, reviewing payment requests for applicable costs, managing the timely pass-through of CDBG funds, overseeing compliance with CDBG requirements, and ensuring recordkeeping and audit requirements are met. Substandard performance as determined by the County will constitute noncompliance with this Agreement. If action to correct such substandard performance is not taken by the Subrecipient within a reasonable period of time after being notified by the County, contract suspension or termination procedures will be initiated. 7. SPECIAL CONDITIONS A.Withholding Payment: In the event the SUBRECIPIENT has failed to perform any obligation under this AGREEMENT within the times set forth in this AGREEMENT, then the COUNTY may, upon written notice, withhold from amounts otherwise due and payable to SUBRECIPIENT, without penalty, until such failure to perform is cured or otherwise adjudicated. Withholding under this clause shall not be deemed a breach entitling SUBRECIPIENT to termination or damages, provided that the COUNTY promptly gives notice in writing to the SUBRECIPIENT of the nature of the default or failure to perform, and in no case more than 10 days after it determines to withhold amounts otherwise due. A determination of the Administrative Officer set forth in a notice to the SUBRECIPIENT of the action required and/or the amount required to cure any alleged failure to perform shall be deemed conclusive, except to the extent that the SUBRECIPIENT acts within the times and in strict accord with the provisions of the Disputes clause of this AGREEMENT. The COUNTY may act in accordance with any determination of the Administrative Officer which has become conclusive under this clause, without prejudice to any other remedy under the AGREEMENT, to take all or any of the following actions: (1) cure any failure or default, (2)to pay any amount so required to be paid and to charge the same to the account of the SUBRECIPIENT, (3) to set off any amount so paid or incurred from amounts due or to become due the SUBRECIPIENT. In the event the SUBRECIPIENT obtains relief upon a claim under the Disputes clause, no penalty or damages shall accrue to SUBRECIPIENT by reason of good faith withholding by the COUNTY under this clause. B. Labor Standards: SUBRECIPIENT agrees to comply with all applicable state and federal requirements, including but not limited to those pertaining to payment of wages and working conditions, in accordance with RCW 39.12.040, the Prevailing Wage Act; the Americans with Disabilities Act of 1990; the Davis-Bacon Act; and the Contract Work Hours and Safety Standards Act providing for weekly payment of prevailing wages, minimum overtime pay, and providing that no laborer or mechanic shall be required to work in surroundings or under conditions which are unsanitary, hazardous, or dangerous to health and safety as Page 5 of 22 determined by regulations promulgated by the Federal Secretary of Labor and/or the State of Washington. C. Waiver of Noncompetition: SUBRECIPIENT irrevocably waives any existing rights which it may have, by contract or otherwise, to require another person or corporation to refrain from submitting a proposal to or performing work or providing supplies to the COUNTY, and SUBRECIPIENT further promises that it will not in the future, directly or indirectly, induce or solicit any person or corporation to refrain from submitting a bid or proposal to or from performing work or providing supplies to the COUNTY. D. Ownership of Items Produced: All writings, programs, data, public records or other materials prepared by SUBRECIPIENT and/or its consultants or sub-contractors, in connection with performance of this AGREEMENT, shall be the sole and absolute property of COUNTY. Work Product-SUBRECIPIENT will provide COUNTY with all work product including;. plans, data, maps, as-builds, and reports prior to the release of the final payment for services E. E-Verify: The E-Verify contractor program for Mason County applies to contracts of$100,000 or more and subcontracts for$25,000 or more if the primary contract is for$100,000 or more. SUBRECIPIENT represents and warrants that it will, for at least the duration of this AGREEMENT, register and participate in the status verification system for all newly hired employees. The term "employee" as used herein means any person that is hired to perform work for Mason County. As used herein, "status verification system" means the Illegal Immigration Reform and Immigration Responsibility Act of 1996 that is operated by the United States Department of Homeland Security, also known as the E-Verify Program, or any other successor electronic verification system replacing the E-Verify Program. SUBRECIPIENT agrees to maintain records of such compliance and, upon request of the COUNTY,to provide a copy of each such verification to the COUNTY. SUBRECIPIENT further represents and warrants that any person assigned to perform services hereunder meets the employment eligibility requirements of all immigration laws of the State of Washington. SUBRECIPIENT understands and agrees that any breach of these warranties may subject SUBRECIPIENT to the following: (a)termination of this AGREEMENT and ineligibility for any Mason County contract for up to three (3) years, with notice of such cancellation/termination being made public. In the event of such termination/cancellation, SUBRECIPIENT would also be liable for any additional costs incurred by the COUNTY due to contract cancellation or loss of license or permit." SUBRECIPIENT will review and enroll in the E-Verify program through this website: www.uscis.gov F. Disputes: Differences between SUBRECIPIENT and COUNTY, arising under and by virtue of the AGREEMENT Documents, shall be brought to the attention of COUNTY at the earliest Page 6 of 22 possible time in order that such matters may be settled or other appropriate action promptly taken: Except for such objections as are made of record in the manner 1 hereinafter specified and within the time limits stated, the records, orders, rulings, instructions, and decisions ofthe Administrative Officer shall be final and conclusive. G.Notice of Potential Claims: SUBRECIPIENT shall not be entitled to additional compensation which otherwise may be payable, or to extension of time for(1) any;act or failure:to act by the Administrative Officer or COUNTY, or(2)the happening of any event or occurrence, unless SUBRECIPIENT has given COUNTY a written Notice of Potential Claim within ten (10) days of the commencement of the act, failure, or event giving rise to the claim, and before final payment by COUNTY. The written Notice of Potential Claim shall set forth the reasons for which SUBRECIPIENT believes additional compensation or extension of time is due,the nature of the cost involved, and insofar as possible,the amount of the potential claim. SUBRECIP1ENT shall keep full and complete daily records of the work performed, labor and material used, and all costs and additional time claimed to be additional. H. Petalled Claim: SUBRECIPIENT shall not be entitled to claim any such additional compensation, or extension of time, unless within thirty(30)days of the accomplishment of the portion of the work from which the claim arose, and before final payment by COUNTY, SUBRECIPIENT has given COUNTY a detailed written statement of each element of cost or other compensation requested and of all elements of additional time required, and copies of any supporting documents evidencing the amount or the extension of time claimed to be due. I.Arbitration: Other than claims far injunctive relief brought by a party hereto (which may be brought either in court or pursuant to this arbitration provision), and consistent with the provisions hereinabove, any claim,dispute or controversy between the parties under, arising out of,. or related to this AGREEMENT or otherwise, including issues of specific performance, shall be determined by arbitration in Shelton, Washington, under the applicable American Arbitration Association (AAA) rules'in effect on the date hereof, as modified by this AGREEMENT. There shall be one arbitrator selected by the parties within ten (10) days of the arbitration demand, or if not, by the AAA or any other group having similar credentials. Any,issue about whether a claim is covered by this AGREEMENT shall be determined by the arbitrator. The arbitrator shall apply substantive law and May:award injunctive relief, equitable relief(including specific performance), or any other remedy available from a judge, including expenses, costs and attorney fees to the prevailing party and pre-award interest,but shall not have the power to award punitiVe damages. The decision of the arbitrator shall be final and binding and an order confirming the award or judgment upon the award may be entered in any court having jurisdiction. The parties agree that the decision of the arbitrator shall be the sole and exclusive remedy between them regarding any dispute presented or pled before the arbitrator. At the request of either party made not later than forty-five (45) days after the arbitration demand, the parties agree to submit the dispute to nonbinding mediation,which shall not delay;the Page 7 of 22 arbitration hearing date; provided, that either party may decline to mediate and proceed with arbitration. J. Venue and Choice of Law: In the event that any litigation should arise concerning the construction or interpretation of any of the terms of this AGREEMENT, the venue of such action of litigation shall be in the courts of the State of Washington in and for the County of Mason. Unless otherwise specified herein,this AGREEMENT shall be governed by the laws of Mason County and the State of Washington. K. Communication: SUBRECIPIENT will not communicate directly with COMMERCE concerning this PROJECT without COUNTY's prior approval. 8. GENERAL CONDITIONS A. General Compliance The Subrecipient agrees to comply with: O The requirements of Title 24 of the Code of Federal regulations, 570 (HUD regulations concerning CDBG); and • All other applicable Federal, State and Local laws, regulations, and policies, governing the funds provided under this Agreement. B. CDBG National Objective The Subrecipient certifies the activities carried out under this Agreement meet a CDBG Program National Objective defined in 24 CFR 570.208. G. Independent Contractor Nothing contained in this Agreement is intended to, or will be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. The Subrecipient will at all times remain an "independent contractor" with respect to the services to be performed under this Agreement The County will be exempt from payment of all Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers' Compensation Insurance, as the Subrecipient is an independent contractor. D. Hold Harmless The Subrecipient will hold harmless, defend and indemnify the County from any and all claims, actions, suits, charges and judgments whatsoever that arise out of the Subrecipient's performance or nonperformance of the services or subject matter called for in this Agreernent E. Workers' Compensation The Subrecipient will provide Workers' Compensation Insurance Coverage for all of its employees involved in the performance of this Agreement. F. Insurance and Bonding •Page of 22 The Subrecipient will carry sufficient insurance coverage to protect contract assets from loss due to theft,fraud and/or undue physical damage, and as a minimum will purchase a blanket fidelity bond covering all employees in an amount equal to cash } advances from the County. The Subrecipient shall furnish the County with properly executed certificate of insurance or a signed policy endorsement which shall clearly evidence all insurance required in this section prior to commencement of services. The certificates will, at a minimum, list limits of liability and coverage. The certificate will provide that the underlying insurance contract will not be cancelled or allowed to expire except on thirty (30) days prior written notice to the County. G. Funding Source Recognition The Subrecipient will insure recognition of the roles of Commerce, the WA State CDBG program, and the County in providing services through this Agreement.All activities, facilities and items utilized pursuant to this Agreement will be prominently labeled as to funding source. In addition, the Subrecipient will include a reference to the support provided herein in all publications made possible with funds made available'under this Agreement. H. Amendments The County or Subrecipient may amend this Agreement at any time provided that such amendments make specific reference to this Agreement, and are executed in writing, signed by a duly authorized representative of each organization, and approved by the County's governing body. Such amendments will not invalidate this :Agreement, nor relieve or release the County or Subrecipient from its obligations under this Agreement. I. Suspension or Termination in accordance.with 2 CFR 200.338-9„the County may suspend or terminate this Agreement if the Subrecipient materially fails to comply with any terms of this Agreement, which include (but are not limited to)the following: l' 1. Failure to comply with any of the rules, regulations or provisions referred to herein, or such statues, regulations, executive orders, and HUD guidelines, policies or directives as may become applicable at any time; 2. Failure, for any reason, of the Subrecipient to fulfill in a timely and proper manner its obligations under this Agreement. 3. ineffective of improper use of funds provided under this Agreement; or 4. Submission by the Subrecipient to the County of reports that are incorrect or incomplete in any material,respect. in accordance with 2 CFR 200.339, this Agreement may also be terminated by either the County or the.Subrecipient, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of partial termination, the portion to be terminated. However, if in the case of a partial termination, the County Page 9 of 22 } determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the County may terminate the award in its entirety. 9. ADMINISTRATIVE REQUIREMENTS A. Financial Management 1. Accounting Standards The Subrecipient agrees to comply with 2 CFR 200 and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and maintain necessary source documentation for all costs incurred. 2. Cost Principles The Subrecipient will administer its program in conformance with 2 CFR 200. These principles will be applied for all costs incurred whether charged on a direct or indirect basis. 3. Duplication of Costs The Subrecipient certifies that work to be performed under this Agreement does not duplicate any work to be charged against any other contract, subcontract or other source. B. Documentation and Record Keeping 1. Records to Be Maintained The Subrecipient will maintain all records required by the Federal regulations specified in 24 CFR 570.506 that are pertinent to the activities to be funded under this Agreement and those records described in the CDBG Management Handbook. Such records will include but not be limited to: a. Records providing a full description of each activity undertaken; b. Records demonstrating that each activity undertaken meets one of the National Objectives of the CDBG program; c. Records required to determine the eligibility of activities;. d. Records required to document the acquisition, improvement, use or disposition of real property acquired or improved with CDBG assistance; e. Records documenting compliance with the civil rights components of the CDBG program; f. Financial records as required by 24 CFR 570.502, and 2 CFR 200.333; g. Labor standards records required to document compliance with the Davis Bacon Act, the provisions of the Contract Work Hours and Safety Standards Act, and all other applicable Federal, State and Local laws and regulations applicable to CDBG-funded construction projects; and h. Other records necessary to document compliance with Subpart K of 24 CFR 570. Page 10 of 22 2. Access to Records and Retention The grantee, the Washington State Department of Commerce, and other authorized representatives of the state and federal governments shall have access to any books, documents,papers and records of the Subrecipient that are directly pertinent to this Agreement for the purposes of making audit, examination, excerpts and transcriptions. All such records and all other records pertinent to this Agreement and work undertaken under this Agreement will be retained by the Subrecipient for a period of six years after final audit of the County's CDBG project, unless a longer period is required to resolve audit findings or litigation. In such cases, the County will request a'longer period of record retention, 3. Audits and Inspections All Subrecipient records with respect to any matters covered by this Agreement will be made available to the County, Commerce, and duly authorized officials of the state and federal government, at any time during normal business hours, as often as deemed necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Subrecipient within 30 days after receipt by the Subrecipient. Failure of the Subrecipient to. comply with the above audit requirements will constitute a violation of this Agreement and may result in the withholding of future payments. The Subrecipient that expends $750,000 or more in a fiscal year in federal funds from all sources hereby agrees to have an annual agency audit conducted in accordance with current County policy concerning Subrecipient audits and 2 CRF 200.501. The Catalog of Federal Domestic Assistance (CFDA) number is 14.228. C. Reporting 1. 'Program Income The Subrecipient will report annually all program income (as defined at 24 CFR 570.500(a)) generated by activities carried out with CDBG:funds made available under this Agreement. The use of program income by the Subrecipient will. comply with the requirements set forth at 24 CFR 570.504. 2. Periodic Reports j. The Subrecipient, at such times and in such forms as the County may require, will furnish the County such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Agreement, the costs and obligations incurred or to be incurred in connection therewith, and any other matters covered by this.Agreement. t: D. Use and Reversion of Assets The use and disposition of real property and equipment under this Agreement will be P P p Yg in compliance with the requirements of 2 CFR 200.311 and 313, 24 CFR 570.502, 570.503, 570.504, as applicable, which include but are not limited to the following: Page.11 of 22 1. The Subrecipient will transfer to the.County any CDBG funds on hand and any accounts receivable attributable to the use of funds under this Agreement at the time of expiration,cancellation, or termination. 2. Real property under the Subrecipient's control that was acquired or improved, in whole or in part, with funds under this Agreement in excess of$25,000 will be used to meet one of the CDBG National Objectives pursuant to 24 CFR 570.208 until ten (10) years after the contract between Commerce and the County is closed. If the Subrecipient fails to use CDBG-assisted real property in a manner that meets a CDBG National Objective for this 10-year period of time, the Subrecipient will pay the County an amount equal to the current fair market value of the property less any portion of the value attributable to expenditures of non- CDBG funds for acquisition of, or improvement to, the property after the CDBG program's approval. Such payment will constitute program income to the County. The Subrecipient may retain real property acquired or improved under this Agreement after the expiration of the ten-year period. 3. In cases in which equipment acquired, in whole or in part, with funds under this Agreement is sold, the proceeds will be program income. Equipment not needed by the Subrecipient for activities under this Agreement will be (a)transferred to the County for CDBG-eligible activities as approved by the CDBG program or(b) retained after compensating the County. 10. PERSONNEL AND PARTICIPANT CONDITIONS A. Civil Rights Title VI of the Civil Rights Act of 1964: Under Title Vi of the Civil Rights Act of 1964, no person will, on the grounds of race, color, creed, religion, sex or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance. Section 109 of the Housing and Community Development Act of 1974: No person in the United States will on the grounds of race, color, creed, religion, sex or national origin be excluded from participation in, be denied benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with funds made available under this title. Age Discrimination Act of 1975, as Amended No person will be excluded from participation, denied program benefits, or subjected to discrimination on the basis of age under any program or activity receiving federal funding assistance. (42 U.S.C. 610 et. seq.) Section 504 of the Rehabilitation Act of 1973, as Amended No otherwise qualified individual will, solely by reason or his or her disability, be excluded from participation (including employment), denied program benefits, or subjected to discrimination under any program or activity receiving Federal funds. (29 U.S.C. 794) Public Law 101-336, Americans with Disabilities Act of 1990 Page 12 of 22 7 ' } • Subject to the provisions of this title, no qualified individual with a disability will, by reason of such disability, be excluded from participation in or be denied the benefits of the services, programs, or activities of a public entity, or be subjected to discrimination by any such entity. B. Section 3 of the Housing and Community Development Act of 1968 Compliance in the Provision of Training, Employment, and Business Opportunities: 1. The work to be performed under this agreement is on a project assisted under a program providing direct federal financial assistance from HUD and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u. Section 3 requires that to the greatest extent feasible opportunities for training and employment be given lower-income residents of the project area, and contracts for work in connection with the project be awarded to business concerns which are located in, or owned in substantial part, by persons residing in the area of the project. 2. The parties to this contract will comply with the provisions of said Section 3 and the regulations set forth in 24 CFR 135, and all applicable rules and orders of HUD and Commerce issued thereunder prior to the execution of this contract, • The parties to this contract certify and agree that they are under no contractual or other disability that would prevent them from complying with these provisions. 3. The Subrecipient will send to each labor organization or representative of workers with which he has a collective bargaining agreement or other contract or understanding, if any, a notice advising the said labor organization or workers' representative of his commitments under this Section 3 clause and will post copies of the notice in conspicuous places available to employees and applicants for employment or training. 4. The Subrecipient will include this Section 3 clause in every subcontract for work in connection with the project and will, at the direction of the applicant, or recipient of federal financial assistance, take appropriate action pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations issued by the Secretary of HUD, 24 CFR 135. The Subrecipient will not subcontract with any subcontractor where it has notice or knowledge that the latter has been found in violation of regulations under 24 CFR 135 and will not let any subcontract, unless the subcontractor has first provided it with a preliminary statement of ability to comply with the requirements of these regulations. 5. Compliance with the provisions of Section 3, the regulations set forth in 24 CFR 135, and all applicable rules and orders of HUD and Commerce issued hereunder prior to the execution of the contract, will be a condition of the federal financial assistance provided to the project, binding upon the applicant or recipient for such assistance, its successors, and assigns. Failure to fulfill these requirements will subject the applicant, or recipient, its consultants and subcontractors, its successors and assigned to those sanctions specified by the grant or loan agreement or contract through which federal assistance is=provided, • and to such sanctions as are specified by 24 CFR 135. C. Conduct Page 13 of 22 1. Assignability The Subrecipient will not assign or transfer any interest in this Agreement without the prior written consent of the County thereto; provided, however; that claims for money due or to become due to the Subrecipient from the County under this contract may be assigned to a bank, trust company, or other financial institution without such approval. Notice of any such assignment or transfer will be furnished promptly to the County and Commerce. 2. Conflict of Interest No member of the County's governing body and no other public official of such locality, who exercises any functions or responsibilities in connection with the planning or carrying out of the project,will have any personal financial interest, direct or indirect, in this Agreement; and the Subrecipient will take appropriate steps to assure compliance. The Subrecipient agrees to abide by the provisions of 2 CFR 200.318 and 24 CFR 570.611, which includes maintaining a written standard code of conduct that will govern the performance of its officers, employees or agents engaged in the award and administration of contracts supported by Federal funds. The Subrecipient covenants that its employees have no interest and will not acquire interest, direct or indirect, in the study area or any parcels therein or any other interest which would conflict in any manner or degree with the performance of services hereunder. The Subrecipient further covenants that in the performance of this Agreement, no person having such interest will be employed. 3. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transactions a. The lower tier contractor certifies, by signing this contract that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. b. Where the lower tier contractor is unable to certify to any of the statements in this contract, such contractor will attach an explanation to this contract. D. Copyright If this Agreement results in any copyrightable material or inventions, the County and/or Commerce reserves the right to royalty-free, non-exclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use,the work or materials for governmental purposes. E. Religious Activities The Subrecipient agrees that funds provided under this Agreement will not be utilized for inherently religious activities prohibited by 24 CFR 570.200(j), such as worship, religious instruction, or proselytization. 11. SEVERABILITY Page 14 of 22 If any provision of this Agreement is held invalid, the remainder of this Agreement will not be affected thereby and all other parts of this Agreement will nevertheless be in full force and effect. 12. PERFORMANCE WAIVER The County's failure to act with respect to a breach by the Subrecipient does not waive its right to act with respect to subsequent or similar breaches. The failure of the County to exercise or enforce any right or provision will not constitute a waiver of such right or provision. 13. ENTIRE AGREEMENT This Agreement constitutes the entire agreement between the County and the Subrecipient for the use of funds received under this Agreement and it supersedes all prior communications and proposals, whether electronic, oral, or written between the County and the Subrecipient with respect to this Agreement. The attachments to this Agreement are identified as follows: Exhibit A Scope-of-work Exhibit B Budget Exhibit C insurance Requirements Exhibit D Certificate of Insurance Exhibit E. Sample Forms and Instructions IN WITNESS WHEREOF, the County and the Subrecipient have executed this Agreement as of the date,and year last written below. MASON COUNTY, WASHINGTON ENTERPRISE FOR EQUITY Bye By. .= Sharon Trask, Chair Lisa Smith, Ecces,pli e Director Date: . pF;L ?l O Date: ,624 .7.'e>111:) Approved As To Form:: Tim Whitehead, Chief DPA Page 15 df22 EXHIBIT A SCOPE-OF-WORK Enterprise for Equity"SUBRECIPIENT"will be responsible for completing the tasks and activities below as well as others as detailed throughout this AGREEMENT, the accompanying SUBRECIPIENT Agreement that details all PROJECT requirements,Washington Department of Commerce's (COMMERCE) Community Development Block Grant (CDBG)Management Handbook and other guides as required to provide referral and direct services in compliance with the CDBG program and Mason County's (COUNTY)policies and procedures. It is SUBRECIPIENT's responsibility to review, understand, implement and adhere to all requirements as this Scope-of-Work is a summary, not an exhaustive list. SUBRECIPIENT will: 1. Review and update SUBRECIPIENT's current loan program policies and procedures to ensure they are compliant with CDBG loan program requirements. Loan applications that are not approved by SUBRECIPIENT's Loan Committee must be forwarded to COUNTY with a justification for the rejection. COUNTY reserves the right to appeal decision. COUNTY reserves the right to review and approve any or all loans provided through the PROJECT. 2. Provide loan funds up to$10,000 for eligible program participants per SUBRECIPIENT's policies/procedures as well as COUNTY, COMMERCE, other local and state and federal laws, rules and regulations. 3. Expense Detail, Voucher Requests and Reports: A. Provide a detailed list of expenses being billed by budget expense category with expense category sub-totals as well as an invoice total. Signed and certified tirnesheets must be provided for all staff hours billed to the grant. Back-up documentation must be provided for all expenses in the form of copies of receipts, mileage logs, contracted service provider invoices or other as appropriate. B. Formulate and submit a Washington State Voucher Distribution request(form A19)to COUNTY on a quarterly basis.due September 15, January 15, April 15th and July 15. Monthly requests will be allowed and will be due no later than the 15th of the following month. Submission to include one digital copy in WORD e-mailed to Kelly Bergh and one copy that has been printed, signed and either scanned and e- mailed or sent by U.S. mail or hand delivery. COUNTY will be responsible for submitting completed requests to COMMERCE.See" Exhibit E Sample Forms and Instructions." C. Report program income as required by COUNTY's Program Income Re-use Plan and CDBG requirements including the completion and submission of the CDBG Program Income Form. See Exhibit E Sample Forms and Instructions. D. .Formulate and submit a CDBG Quarterly Beneficiary Reporting Form and a CDBG Project Status Report to.COUNTY on a quarterly basis due September 15, January 15, April 15th and July 15. A digital or hard copy is acceptable e-mailed or delivered to Kelly Bergh. COUNTY will be responsible for submitting completed forms and reports to COMMERCE. See Exhibit E Sample Forms and Instructions. Submit to: Mason County I Attn: Kelly Bergh 411 N. 5th Street Shelton,WA 98584 kberqh@co.mason.wa.us Page 16 of 22 4.Convene'a forgivable loan application'review committee,of five members to include:-one Mason County Commissioner, one representative from North Mason Chamber of Commerce, one representative from Shelton-Mason Chamber of Commerce, one representative from Economic Development,of Mason County and,one representative from Peninsula Credit Union.. 5. Develop criteria and guidelines for forgivable microloan recipient selection—to be approved by the application review committee. 6.Process and qualify eligible participants for microenterprise loans of up to $10,000 per SUBRECIPIENT's policies and procedures as well as COUNTY, Commerce, other local and state and federal laws, rules and regulations. Loan funds to be provided under a separate SUBRECIPIENT agreement. This forgivable microloan program is for start-up, expanding or existing small business to assist in managing and the recovery of COVID-19 impacts_ 7. Participate in PROJECT meetings, including a grant start-up meeting, as scheduled by COUNTY. 8. Participate and support on-site compliance reviews conducted by COUNTY per CDBG requirements. 9.Assist COUNTY with all aspects of program administration and requirements including grant close- out process as requested. 10. Ensure that program performance measures are met of 10-15 microenterprise loans (up to $10,000/loan)to microenterprises owned by LMI persons, all based on a household income qualificationprocess and responding to the COVID-19 crisis. 11. Ensure that all documents and/or media includes the required CDBG civil rights language. Page 17 of 22 EXHIBIT B Budget 1. The approved project budget for the SUBRECIPIENT of$90,000 allows for the provision of$85,000 for direct forgivable loans (up to$10,000/loan) and $5,000 for the administration costs of the loan program as approved . 2. Financial policies, practices and processes must adhere to the requirements detailed in this AGREEMENT,Washington Department of Commerce's CDBG Management Handbook and other guides as well as applicable Mason County's policies and procedures. Page 18 of 22 EXHIBIT C INSURANCE REQUIREMENTS 1. �iiINIMl1M Insurance Requirements: A. Commercial General Liability Insurance using Insurance Services Office"Commercial General Liability" policy form CG 00 01,with an edition date prior to 2004, or the exact equivalent. Coverage for an additional insured shall not be limited to its vicarious liability. Defense costs must be paid in addition to limits. Limits shall be no less than $1,000,000 per occurrence for all covered losses and no less than $2,000,000 general aggregate. B.Workers' Compensation on a state-approved policy form providing statutory benefits as required by law with employer's liability limits no less than$1,000,000 per accident for all covered losses. C. Business Auto Coverage on iSO Business Auto.Coverage form CA 00 01 including owned, non- owned and hired autos, or the exact equivalent. Limits shall be no less than $1,000,000 per accident, combined single limit. If SUB-RECIPIENT owns no vehicles, this requirement may satisfied by a non-owned auto endorsement to the general liability policy described above. If SUBRECIPIENT or SUBRECIPIENT's employees will use personal autos in any way on this PROJECT,SUBRECIPIENT shall obtain evidence of personal auto liability coverage for each such person. D. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages.Such policy or policies shall include as insureds those covered by the underlying policies, including additional insureds. Coverage shall be"pay on behalf", with defense costs payable in addition to policy limits. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to COUNTY for injury to employees of SUBRECIPIENT, subcontractors or others involved in the Work.The scope of coverage provided is subject to approval of COUNTY following receipt of proof of insurance as required herein. 2. Certificate of Insurance: A certificate of insurance is attached hereto as"Exhibit D Certificate of Insurance." 3. Basic Stipulations: A. SUBRECIPIENT agrees to endorse third party liability coverage required herein to include as additional insureds COUNTY, its officials,employees and agents, using ISO endorsement CG 20 10 with an edition date prior to 2004. [If this is a construction contract, ISO endorsement 20 37 also is required.]SUBRECIPIENT also agrees to require.all SUBRECIPIENT s, subcontractors, and anyone else involved in this AGREEMENT on behalf of the SUBRECIPIENT(hereinafter"indemnifying PARTIES")to comply with these provisions. B. SUBRECIPIENT agrees to waive rights of recovery against COUNTY regardless of the applicability of any insurance proceeds, and to require all indemnifying PARTIES to do likewise. C. All insurance coverage maintained or procured by SUBRECIPIENT or required of others by SUBRECIPIENT pursuant to this AGREEMENT shall be endorsed to delete the subrogation condition as to COUNTY, or must specifically allow the named insured to waive subrogation prior to a loss. D.All coverage types and limits required are subject to approval, modification and additional requirements by COUNTY. SUBRECIPIENT shall not make any reductions in scope or limits of coverage that may affect COUNTY's protection without COUNTY's prior written consent. • Page'19 of 22 E. Proof of compliance with these insurance requirements, consisting of endorsements and certificates of insurance shall be delivered to COUNTY prior to the execution of this AGREEMENT. If such proof of insurance is not delivered as required, or if such insurance is canceled at any time and no replacement coverage is provided, COUNTY has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests.Any premium so paid by COUNTY shall be charged to and promptly paid by SUBRECIPIENT or deducted from sums due SUBRECIPIENT. F. It is acknowledged by the PARTIES of this AGREEMENT that all insurance coverage required to be provided by SUBRECIPIENT or indemnifying party, is intended to apply first and on a primary non- contributing basis in relation to any other insurance or self-insurance available to COUNTY. G. SUBRECIPIENT agrees not to self-insure or to use any self-insured retentions on any portion of the insurance required herein and further agrees that it will not allow any indemnifying party to self-insure its obligations to COUNTY. If SUBRECIPIENT's existing coverage includes a self-insured retention,the self-insured retention must be declared to the COUNTY.The COUNTY may review options with SUBRECIPIENT,which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. H. SUBRECIPIENT will renew the required coverage annually as long as COUNTY, or its employees or agents face an exposure from operations of any type pursuant to this AGREEMENT.This obligation applies whether or not the AGREEMENT is canceled or terminated for any reason.Termination of this obligation is not effective until COUNTY executes a written statement to that effect. Page 20 of 22 EXHIBIT U CERTIFICATE OF INSURANCE Certificate Placeholder Page 21 of 22 EXHIBIT E SAMPLE FO+P'MS AND INSTRUCTIONS Page 22 of 22