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HomeMy WebLinkAboutPublic Utility District No. 1 - Contract me umacA # DA-o+)_ AMERICAN RESCUE PLAN ACT of 2021 AGREEMENT Between MASON COUNTY And PUBLIC UTILITY DISTRICT No. 1 of MASON COUNTY This American Rescue Plan Act("ARPA") Recipient Agreement("Agreement") is dated as of the \?M` day of , 2024, by and between Mason County, a Washington political subdivision ("County"), and Public Utility District No. 1 of Mason County, a Washington state public utility ("Recipient"). WHEREAS, The U.S. Treasury has allocated to Mason County federal stimulus funding, CFDA Number 21.027, under an amended Title VI of the Social Security Act to add sections 602 and 603, Subtitle M, Section 9901 of the Act, referred to in the Act as Coronavirus State and Local Fiscal Recovery Fund ("CSLFRF") for the limited purposes identified in the Interim Final Rule between U. S.Treasury and Mason County,identified as the Interim Final Rule("IFR")or 31 CFR Part 35 RIN 1505-AC77 WHEREAS,ARPA authorizes the County to offer funding from receipted ARPA funds for certain costs for projects in response to the COVID-19 public health emergency during the period of March 3,2021,obligated by December 31,2024 and expended by December 31,2026,which may include expenditures incurred to respond directly to the emergency as well as expenditures incurred to respond to second-order effects of the emergency,such as providing economic support to those suffering from employment or business interruptions due to COVID-19, related business closures, investments to improve water, sewer and broadband infrastructure and support public health response. WHEREAS, the County and Recipient desire to enter into this Agreement so that the County may grant ARPA Funds up to $75,000 for the appropriate and qualifying project, to the Recipient for the provision of replacement of the mainline in the Lake Arrowhead development. NOW, THEREFORE, in consideration of the foregoing recitals which are incorporated herein by reference, and the terms and conditions set forth below, the parties agree as follows: 1. Effective Date and Term. This Agreement shall commence when last executed by all parties and remain in effect until December 31, 2024, unless terminated by the County in writing. 2. Recipient's Use of ARPA Funds.The Recipient shall ensure that the ARPA Funds requests are necessary and eligible Reimbursements under one of the following cost categories: a) Response to mitigate the public health emergency with respect to the COVID-19 emergency or its negative impacts, b) Provide Government services to the extent of the 1 ARPA Recipient Utility Assistance Agreement reduction in revenue, c) respond to workers performing essential work, d)make necessary investments in water, sewer or broadband infrastructure. 3. Ineligible Costs. Non-allowable costs include, without limitation, the following: a) expenses for the state share of Medicaid; b) damages covered by insurance; c) payroll or benefits expenses for employees whose work duties are not substantially dedicated to mitigating or responding to the COVID-19 public health emergency;d) expenses that have been or will be reimbursed under any federal program, such as the reimbursement by the federal government pursuant to the ARPA Act of contributions by states to state unemployment funds; e) reimbursement to donors for donated items or services; 0 workforce bonuses other than hazard pay or overtime; g) severance pay; and h) legal settlements. 4. COVID-19 Reimbursement Request Support. To facilitate the County's requirement for documentation of ARPA funding under the IFR, the Recipient will submit a quarterly A- 19 equivalent report to the County,by October 7, 2024,detailing the expenditures. A final A-19 report is due by November 30, 2024. Failure to provide any of the required documentation may result in termination of the Agreement. 5. ARPA Funds. The County agrees to provide the Recipient up to $75,000 on a reimbursement basis, with the requirement of the COVID-19 Expenditure Report as stated in Section 4 of this Agreement by December 31, 2024. 6. Termination.The County may terminate this Agreement, for convenience or otherwise and for no consideration or damages, upon prior notice to the Recipient. 7. Independent Contractor. Each party under the Agreement shall be for all purposes an independent Contractor. Nothing contained herein will be deemed to create an association, a partnership, a joint venture, or a relationship of principal and agent, or employer and employee between the parties. The Recipient shall not be, or be deemed to be, or act or purport to act, as an employee, agent,or representative of the County for any purpose. 8. Indemnification. The Recipient agrees to defend, indemnify and hold the County, its officers, officials, employees, agents and volunteers harmless from and against any and all claims, injuries, damages, losses or expenses including without limitation personal injury, bodily injury, sickness, disease, or death, or damage to or destruction of property, which are alleged or proven to be caused in whole or in part by an act or omission of the Recipient, its officers, directors, employees, and/or agents relating to the Recipients' performance or failure to perform under this Agreement. The section shall survive the expiration or termination of this Agreement. 9. Compliance with Laws, Guidelines. The Recipient shall comply with all federal, state, and local laws and all requirements(including certifications and audits)of the IFR and Program Guidelines,to the extent applicable,when seeking Reimbursement. 2 ARPA Recipient Utility Assistance Agreement 10. Debarment. A. Grantee,defined as the primary participant and it principals, certifies by signing these General Terms and Conditions that to the best of its knowledge and belief that they: i. Are not presently debarred, suspended,proposed for debarment,declared ineligible or voluntarily excluded from covered transactions by any Federal department or agency. ii. Have not within a three-year period preceding this Grant,been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public or private agreement or transaction,violation of Federal or State antitrust statutes or commission of embezzlement,theft,forgery,bribery,falsification or destruction of records,making false statements,tax evasion,receiving stolen property,making false claims,or obstruction of justice; iii. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity(Federal, State, or local) with commission of any of the offenses enumerated in paragraph(1)(b)of federal Executive Order 12549; and iv. Have not within a three-year period preceding the signing of this Grant had one or more public transactions(Federal,State,or local)terminated for cause of default. B. Where the Grantee is unable to certify to any of the statements in this Grant, the Grantee shall attach an explanation to this Grant. C. The Grantee agrees by signing this Grant that it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended,declared ineligible,or voluntarily excluded from participation in this covered transaction,unless authorized by COMMERCE. D. The Grantee further agrees by signing this Grant that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion- Lower Tier Covered Transaction,"as follows, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions: i.The lower tier Grantee certifies,by signing this Grant 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. ii. Where the lower tier Grantee is unable to certify to any of the statements in this Grant, such contractor shall attach an explanation to this Grant. E. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction person, primary covered transaction, principal, and voluntarily excluded, as used in this section have the meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 12549. You may contact COMMERCE for assistance in obtaining a copy of these regulations. 11. Maintenance and Audit of Records. The Recipient shall maintain records, books, documents, and other materials relevant to its performance under this Agreement. These records shall be subject to inspection, review and audit by the County or its designee, the Washington State Auditor's Office and as required by the IFR and Program Guidelines for five(5)years following termination of this Agreement.If it is determined during the course of the audit that the Recipient was reimbursed for unallowable costs under this Agreement 3 ARPA Recipient Utility Assistance Agreement or any, the Recipient agrees to promptly reimburse the County for such payments upon request. 12. Notices. Any notice desired or required to be given hereunder shall be in writing, and shall be deemed received three (3) days after deposit with the U.S. Postal Service, postage fully prepaid, certified mail, return receipt requested, and addressed to the party to which it is intended at its last known address, or to such other person or address as either party shall designate to the other from time to time in writing forwarded in like manner: Recipient Public Utility District No. 1 Attn: Kristin Masteller N. 21971 Hwy. 101 Shelton,WA 98584 Mason County Attn: Jennifer Beierle 411 N Fifth St Shelton, WA 98584 13. Improper Influence. Each party warrants that it did not and will not employ, retain, or contract with any person or entity on a contingent compensation basis for the purpose of seeking, obtaining,maintaining, or extending this Agreement. Each party agrees,warrants, and represents that no gratuity whatsoever has been or will offered or conferred with a view towards obtaining, maintaining, or extending this Agreement. 14. 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 surrounding or under conditions which are unsanitary, hazardous, or dangerous to health and safety as determined by regulations promulgated by the Federal Secretary of Labor and/or the State of Washington. 15. Conflict of Interest.The elected and appointed officials and employees of the parties shall not have any personal interest, direct or indirect, which gives rise to a conflict of interest. 16. Time. Time is of the essence in this Agreement. 4 ARPA Recipient Utility Assistance Agreement i 17. Survival. The provisions of this Agreement that by their sense and purpose should survive expiration or termination of the Agreement shall so survive. Those provisions include without limitation Indemnification and Maintenance and Audit of Records. 18. Amendment. No amendment or modification to the Agreement will be effective without the prior written consent of the authorized representatives of the parties. 19. Governing Law,Venue.The Agreement will be governed in all respects by the laws of the Washington State,both as to interpretation and performance,without regard to conflicts of law or choice of law provisions. Any action arising out of or in connection with the Agreement may be instituted and maintained only in a court of competent jurisdiction in Mason County,Washington or as provided by RCW 36.01.050. 17. Non-Waiver. No failure on the part of the County to exercise, and no delay in exercising, any right hereunder shall operate as a wavier thereof;nor shall any single or partial exercise by the County of any right hereunder preclude any other or further exercise thereof or the exercise of any other right.The remedies herein provided are cumulative and not exclusive of any remedy available to the County at law or in equity. 18. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors. 19. Assignment..The Recipient shall not assign or transfer any of its interests in obligations under this Agreement without the prior written consent of the County. 20. Entire Agreement. This Agreement constitutes the entire agreement between the County and the Recipient for the use of funds received under this Agreement and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written between the parties with respect to this Agreement. 21. No Third Party Beneficiaries. Nothing herein shall or be deemed to create or confer any right,action,or benefit in,to,or on the part of any person or entity that is not a party to this Agreement. This provision shall not limit any obligation which either Party has to the Washington State Department of Commerce in connection with the use of ARPA funds, including the obligations to provide access to records and cooperate with audits as provided in this Agreement. 22. Severability. In the event that one or more provisions of this Agreement shall be determined to be invalid by any court of competent jurisdiction or agency having jurisdiction thereof,the remainder of the Agreement shall remain in full force and effect and the invalid provisions shall be deemed deleted. 5 ARPA Recipient Utility Assistance Agreement 23. Counterparts. This Agreement may be executed in one or more counterparts,any of which shall be deemed an original but all of which together shall constitute one and the same instrument. 24. Authorization. Each party signing below warrants to the other party,that they have the full power and authority to execute this Agreement on behalf of the party for whom they sign. 6 ARPA Recipient Utility Assistance Agreement IN WITNESS WHEREOF, this Agreement is executed and shall become effective as of the last date signed below. DATED this 11 th day of June ,2024. RECIPIENT,MASON COUNTY UD I By: Print Name: Kristin Masteller Its: General Manager DATED this & tay of 12024. BOARD OF COUNTY COMMISSIONERS MASON COUNTY,WASHINGTON Can T-r-as k, Commissioner ATTEST: mmi McKenzie SiMith, derk of the Board APPROVED AS TO F Tim White hief DPA 7 ARPA Recipient Utility Assistance Agreement ATTACHMENT A SCOPE OF WORK The Board of Commissioners is directing up to $75,000 of federal ARPA funds to PUD 1 on a reimbursement basis for the purpose of replacing the mainline in the Lake Arrowhead community.The Recipient will be responsible for completing the tasks and activities below as well as others detailed throughout this AGREEMENT, U.S. Treasury guidance as required to provide referral and direct services in compliance with the ARPA program and Mason County's (COUNTY)policies and procedures. It is PUD 1's responsibility to review,understand, implement, and adhere to all requirements as this Scope-of-Work is a summary,not an exhaustive list. PUD 1 will be responsible for overseeing the program. 1. Program Funding and Award Amount Mason County shall provide up to $75,000 to the program administered by PUD 1. Reporting of expenditures should be made as stated in Sections 4 and 5 of this Agreement. 2. Reporting All reports are to be submitted to the County no later than November 30, 2024. PUD 1 will submit a final report and provide an A-19 expenditure report and signed certification detailing funds disbursed for the project to include a description of the work, payment amounts, and dates of payments by November 30,2024. PUD 1 shall maintain all documentation regarding the disbursement of grant funds under this program through the contract period and will provide those materials to Mason County electronically for future audit or other use. 8 ARPA Recipient Utility Assistance Agreement 9 ARPA Recipient Utility Assistance Agreement