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HomeMy WebLinkAbout2025/09/02 - Regular PacketBoard of Mason County Commissioners Draft Meeting Agenda Commission Chambers 411 N 5th St, Shelton, WA 98584 September 2, 2025 9:00 a.m. September 2, 2025 | Page 1 of 2 Commission meetings are live streamed at http://www.masonwebtv.com/ Regular Commission business meetings will be held in-person and via Zoom. Please click the Zoom meeting link posted on the Mason County homepage and use the “raise hand” feature to be recognized by the Chair to provide comment and testimony. Public comment and testimony can be provided in-person, via e-mail at msmith@masoncountywa.gov; mail in to the Commissioners’ Office at 411 N 5th St, Shelton, WA 98584; or call (360) 427- 9670 ext. 419. If you need to listen to the Commission meeting via telephone, please provide your telephone number to the Commissioners’ Office no later than 4:00 p.m. the Friday before the meeting. 1. Call to Order 2. Pledge of Allegiance 3. Roll Call 4. Correspondence and Organizational Business 4.1 Correspondence 4.2 Board of Health Vacancy News Release 4.3 Green Star Award for Alfonso Mercado 5. Open Forum for Citizen Input Please see above options to provide public comment; 3 minutes per person, 15-minute time limit. 6. Adoption of Agenda Items appearing on the agenda after “Item 10. Public Hearings” may be acted upon before 9:15 a.m. 7. Approval of Minutes – August 11, 18 and 25, 2025 Briefing Minutes, and August 19, 2025 Regular Minutes 8. Approval of Action Agenda Items listed under “Action Agenda” may be enacted by one motion unless a Commissioner or citizen requests an item be removed from the Action Agenda and considered a separate item. 8.1 Approval of Warrants and Treasurer Electronic Remittances Claims Clearing Fund Warrant # 8114594-8115215 $2,581,815.71 Direct Deposit Fund Warrant #118949-119361 $ $ 984,815.90 Salary Clearing Fund Warrant # 7009063-7009105 $ 637,812.61 8.2 Approval to authorize Public Works to advertise, set bid opening date/time, award contract and allow the Chair to sign all pertinent documents for the 2026 Manufacturing and Stockpiling of Chip Seal Aggregate. 8.3 Approval to amend the budget to cover repair and tire replacement of a WSU Extensions Noxious Weed vehicle in the amount of $5,554. 8.4 Approval of 2025 and 2026 take home vehicle requests for Kelly Frazier, Jeremy Seymour, Grant Dishon, Rod LaRue, Roy Beierle, Pete Medcalf, John Ronald, Erin Tesch and Keli Dunlap. 8.5 Approval of the Consolidated Homeless Grant subcontracts for year 26-27 with Crossroads Housing, New Horizons Communities, Turning Pointe Survivor Advocacy Center, and the Youth Connection. 8.6 Approval to surplus the Substance Use Mobile Outreach Recreational Vehicle (RV), for the cost of $382.20 for storage and $1,500 for towing and disposal covered by Department of Health grant funds. 8.7 Approval to issue a Request for Proposals (RFP) for On-Call Hydraulic Services to support a range of infrastructure, capital and maintenance projects that are anticipated in the 2026-2027 calendar years from the County MRSC Consultant Roster, with an option for the County Engineer to extend for an additional year. The maximum expenditure is not expected to exceed $200,000 per calendar year. 8.8 Approval to authorize the Chair to sign an Interlocal Agreement (ILA) with the City of Bremerton regarding the potential provision of sanitary sewer service from the Belfair Water Reclamation Facility. 9. Other Business (Department Heads and Elected Officials) 10. 9:15 a.m. Public Hearings and Items Set for a Certain Time Please see above options to provide public testimony. No public hearing 11. Board’s Calendar and Reports 12. Adjournment MASON COUNTY TO: Board of Mason County Commissioners Reviewed FROM: Kariann Rutledge Ext. 380 DEPARTMENT: Support Services Action Agenda DATE: September 2nd, 2025 No. 4.1 ITEM: Correspondence 4.1.1 Received Transport Improvement Program Citizens Advisory Pannel (TIPCAP) Application from Andrew Flannigan, and Mason County Transit Authority Board Application from Michael Richmond. 4.1.2 Received Letter from Port of Allyn on Considerations Regarding Potential Extension of Belfair Sewer Infrastructure 4.1.3 Received Letter from Mayor Greg Wheeler of Bremerton Regarding Sewer Service for the South Puget Sound Industrial Center (PSIC) 4.1.4 Received Email from Herb Gerhardt and Randy Lewis Regarding Belfair Sewer Comment 4.1.5 Received Notice of Liquor License Application for BELFAIR CONVENIENCE LLC, and GROCERY OUTLET INC. 4.1.6 Received Notice Of Special Occasion License Applications from TURNING POINTE ADVODACY CENTER 4.1.7 Received Letter from Steve Decker Regarding Family Promise of Puget Sound Attachments: Originals on file with the Clerk of the Board. Received 08/13/2025 Commissioners Randy Neatherlin, Sharon Trask and Pat Tarzwell. Travis Adams, McKenzie Smith, Amy Braakman, Loretta Swanson Entry #: 41 - Mason County Transit Authority Board Status: Submitted Submitted: 8/25/2025 10:33 AM Advisory Board Name: Mason County Transit Authority Board Name: Michael Richmond Today's Date: 8/25/2025 Address Voting Precinct: 35 Phone ( Email Community Service: Transportation Improvement Program Citizens Advisory Panel Employment: Dean of Instruction- Olympic College What do you perceive is the role or purpose of this advisory board? The role is to participate in the shared governance policy and stakeholder perspective pertaining to Transportation. What interest or skills do you wish to offer this advisory board? Citizen perspective and Public Policy development skills List any financial, professional, or voluntary affiliations that could create a potential conflict of interest: None Required Training: Participation is dependent on attending certain trainings such as the Open Public Meetings Act (OPMA) and Public Records Act (PRA) trainings at no cost to you.  Will you be able to attend such trainings? Yes or No: Yes How much time can you commit to this advisory board: Monthly Are you a U.S. citizen and Mason County resident? Yes *For Civil Service applications ONLY, what is your political party? Republican 8/25/25, 1:25 PM Advisory Board Application - All Entries https://www.cognitoforms.com/masoncounty2/advisoryboardapplication/entries 1/1 Received 8/25/2025Commissioners Randy Neatherlin,Sharon Trask and Pat Tarzwell.Travis Adams, Tracy Becht Received 8/13/2025Commissioners Randy Neatherlin, Sharon Trask and Pat Tarzwell.Travis Adams, Mackenzie Smith October 8, 2019 August 12, 2025 Dear Honorable Commissioners, RE: Sewer Service for the South Puget Sound Industrial Center (PSIC) Thank you for your letter dated July 8, 2025 which outlined the discussion we shared on May 15. We look forward to meeting with you and your staff to continue the discussion about sewer service for South PSIC. It is my understanding that Loretta Swanson will be providing some available dates so that we can continue the discussion at your location as we did previously. In an effort to focus our next discussion, I have provided comments for each of the bullets in your letter as follows: Service Area Map: A draft service area map has been provided to Loretta Swanson and is attached to this letter. Requested Capacity: Clarification, the request is 0.16 MGD over a 20-year period. Infrastructure Dependencies: Agreed. County Capacity & Requirements: It is understood that capital improvements are required to provide additional capacity. Permitting revisions warrant discussion given the recent concerns expressed by Ecology. Economic Impact Concerns: The concerns are noted. Mitigation of economic impacts warrants further discussion. Zoning Flexibility: We do not propose restricting zoning in the proposed service area. Growth Scenarios: This warrants further discussion. Fair Share Contributions: This warrants further discussion. Ownership and Maintenance: We do intend to own and maintain the infrastructure within our service area. We are not proposing a merger like LOTT at this time. Mayor Greg Wheeler greg.wheeler@ci.bremerton.wa.us Tel 360-473-5266 Fax 360-473-5883 345 6th Street, Suite 100 Bremerton, WA 98337-1873 Page 2 August 12, 2025 Environmental & Liability Considerations: These concerns are typically addressed during the design and permitting process. Mason County should investigate this independently to inform their decision. Comprehensive Plans: These plans will need to reflect the same approach for providing sewer to South PSIC. Future Independent Sewer Facility: Ideally, this is unnecessary. The current 0.16 MGD request does not reflect the potential full buildout flow for South PSIC. Bremerton will only pursue another facility if the developed flow surpasses necessary. Stakeholder Engagement: It is agreed that stakeholders will need to be informed and provided the opportunity to comment once a decision to provide service has been made. Grant Fund Management: We are committed to working collaboratively to administer the grant funds. We are willing to travel to meet at your location as we did before. If you would like to maintain the public facing discussion, please provide some dates and times that will work for the next meeting. Sincerely, Greg Wheeler Mayor Enclosure Cc: Travis Adams, Mason County Administrator Loretta Swanson, Mason County Director of Public Works Caution: External Email Warning! This email has originated from outside of the Mason County Network. Do not click links or open attachments unless you recognize the sender, are expecting the email, and know the content is safe. If a link sends you to a website where you are asked to validate using your Account and Password, DO NOT DO SO! Instead, report the incident. From:kb7uvc@gmail.com To:McKenzie Smith Cc:Loretta Swanson; Richard Dickinson; ned.lever@ci.bremerton.wa.us; "Herb Gerhardt"; Stephanie Rowland; "Representative MacEwan"; travis.couture@leg.wa.gov; "Dan Griffey" Subject:Good Sewer Information and My Comments Date:Wednesday, August 20, 2025 9:14:39 AM McKenzie, Please forward this email to all three Commissioners and our County Administrator as I do not have their county email addresses. This link is from the MRSC with vast information on Sewer Systems. MRSC - Sewer Utilities I encourage you to use it as a reference during your upcoming discussions on Expanding our Belair Sewer System to the City of Bremerton Industrial Complex at the Bremerton Airport. Also here are some of my comments regarding this possible Sewer Extension: 1. I have been monitoring the Belfair Sewer since its inception and planning. My conclusion at the time and recommendations to the commissioners at that time was that I did not see how this Belfair Sewer Plant could financially pencil out and that the rate payers would not be able to assume the enormous financial burden. At that time the County Commissioners assured me that with an upcoming tremendous growth of the Belfair Area, the financing would not be a problem and they designed the size of the Belfair Sewer for this growth. As we all know this growth has never happened. The original design also included hooking up the Bell Mobile Home Park and all of the homes inside the UGA on the Old Belfair Hwy. Well, the Bell Mobile Home Park was exempted by State Law from mandatory hook-ups and never connected to the sewer. The Old Belfair Hwy hook-ups also did not materialize due to additional construction costs and politics. 2. The maintenance of the Belfair Sewer System had been marginal at best with many deficiencies noted by the State including a possible sink hole in the retention pond which has prevented water accumulating in the pond and prevented the Spray Field from being properly utilized. Maintenance of a Sewer Plant is of the upmost importance to the environment and all deficiencies need to be resolved immediately. 3. So far, the amount of sewage generated for this system has never even met the minimum design requirements of this sewer plant. Now regarding the upcoming discussion of possibly providing service to the Bremerton Industrial Complex, I would like you to take my comments into consideration: 1. I have been listing to lots of Rederick about if we allow this sewer tie-in, the Bremerton Industrial Park will expand and possibly bring in big box stores and even an Indian Cassino which would be a detriment to the businesses in Belfair and reduce sales tax revenue to Mason County. Well, speaking for myself, my family does the majority of our shopping and dining in Kitsap County so if such services should materialize at the Bremerton Industrial Complex, it would be a benefit to my family and most of my neighbors as we would not have to drive and extra 50 miles to Silverdale and Port Orchard. The closer the better, as I hate to drive and it is getting harder the older, I get. The amount of sales tax revenue to Mason County would not change! 2. I believe that allowing such a tie-in would be a win-win for the City of Bremerton, the Belfair Sewer Plant by providing more effluent, and the Mason County Tax Payers by providing more revenue from the additional service for improvements, maintenance and operation costs. I urge you to begin negotiations in earnest with the City of Bremerton in a timely manner. Let’s put the emotions and politics aside, and, let the Engineers and Financial Folks determine the technical feasibly of such a project. I believe it should be technically and financially feasible and encourage you to move ahead with this project as it will be a benefit to all of Mason County. Thanks for listening, Herb Gerhardt Belfair, WA 360-551-3670 Virus-free.www.avast.com Caution: External Email Warning! This email has originated from outside of the Mason County Network. Do not click links or open attachments unless you recognize the sender, are expecting the email, and know the content is safe. If a link sends you to a website where you are asked to validate using your Account and Password, DO NOT DO SO! Instead, report the incident. From:Randy Lewis To:Sharon Trask; Pat Tarzwell; Randy Neatherlin Subject:Response to request Date:Monday, August 18, 2025 8:12:55 PM Hi everyone - Randy N mentioned that he brought my name up today, and that others were interested in two issues I care about with respect to the proposed sewer extension. Anyone who knows me knows that I care about the “what” not the “who”. I make opinions/decisions on what I believe to be the merits of the issue. Ask two close friends of mine I very publicly criticized on a decision made as Shelton City Council members. With respect to the sewer issue, I don’t believe the trigger should be pulled until financial projections are generated under various proposed scenarios including (1) without sewer extension and (2) with sewer extension including various potential “deals”. Otherwise, we are flying blind. As a citizen IMHO there are two deal breakers. If Bremerton does not agree to these two conditions, I would vote a hard NO. The sewer system infrastructure in Belfair has been and continues to be funded by Mason County taxpayers. It is not appropriate to hand over use of this infrastructure to Bremerton for nothing. Condition 1; Bremerton somehow compensates Mason County for the $70 to $125 Million Bremerton would not have to spend to construct their own system. An assertion was made that Bremerton has options that would not cost as much to begin with. The $30 million or whatever Mason County agrees is a fair number does not have to be in a single payment. If Bremerton is willing to upgrade their system gradually, then they can pay the $30M gradually over time. One solution is to charge Bemerton ratepayers a utility tax. One advantage of this approach, my understanding, is that utility taxes can be used for anything – the money goes into the general fund. The Bremerton engineer asserted in the North Mason meeting that the "math" doesn't work out for Bremerton to compensate Mason County for this acquisition cost - yet in the same North Mason meeting he said that the math hasn't been done yet. Say what? Condition 2; Concern over effect on Belfair businesses. Solution: Bemerton zones the new sewer area only allowing industrial use as is claimed that's all Bremerton is interested in. No Home Depot, no homes etc allowed. Bremerton and others assert that the proposed sewer will include industrial only The claim was made in the North Mason meeting he would be "devastated" if the deal resulted in closure of Belfair businesses. Fine - Do the zoning and his anxiety disappears. My perception is that they need us more than we need them! If the BOCC agrees to a deal without these two protections, people are going to ask why the BOCC caved in to Bremerton. Many people will wonder, some very publicly, what isn't being disclosed to the public that is driving a decision that makes no logical sense for Mason County. Again, the BOCC should not be afraid to say NO. Call their bluff. Thanks - Randy 630.432.4613 Washington State Liquor and Cannabis Board Licensing Division: Alcohol Unit 1025 Union Ave SE, P.O. 43075 Olympia, WA 98504-3075 Customer Service: (360) 664-1600 Fax: (360) 753-2710 Website: www.lcb.wa.gov DATE: 8/22/2025 NOTICE OF LIQUOR LICENSE APPLICATION RETURN THIS NOTICE TO: LAresponse@lcb.wa.gov TO: MASON COUNTY COMMISSIONERS RE: Add/Remove Endorsement/Activity UBI: 6059019480010001 License: 440197 - 2N Trade Name: BELFAIR FUEL & FOOD MART Loc Addr: 15280 E STATE ROUTE 106 BELFAIR WA 98528-9578 Mail Addr: 12819 SE 38TH ST STE 282 BELLEVUE WA 98006-1326 Phone No.: 323-772-0808 Privileges Applied For: Grocery Store - Beer/Wine Beer/Cider Grocery Growlers Growlers Takeout APPLICANTS: BELFAIR CONVENIENCE LLC Ramandeep Singh Gill, 09/04/1987 Simranjit Kaur Gill (Spouse), 11/24/1996 Ronnie Ranvir Biral, 10/01/1984 Kiranjot Kaur Gill (Spouse), 09/30/1985 Kiranjot Kaur Gill, 09/30/1985 Ronnie Ranvir Biral (Spouse), 10/01/1984 Simranjit Kaur Gill, 11/24/1996 Ramandeep Singh Gill (Spouse), 09/04/1987 As required by RCW 66.24.010(8), the Liquor and Cannabis Board is notifying you that the above has applied for a liquor license. You have 20 days from the date of this notice to provide input on this application. If we do not receive this notice back within 20 days, we will assume you have no objection to the issuance of the license. If you need additional time to respond, you must submit a written request for an extension of up to 20 days, with the reason(s) you need more time. If you need information on SSN, contact our CHRI desk at (360) 664-1724. YES NO 1. Do you approve of the applicant? . . . . . . . . . . . . . . . . . 2. Do you approve of the location? . . . . . . . . . . . . . . . . . . If you disapprove, per RCW 66.24.010(8) you MUST attach a letter to the Board detailing the reason(s) for the objection and providing facts upon which your objection(s) is based. Received 8/22/25 Commissioners Randy Neatherlin, Sharon Trask and Pat Tarzwell. Travis Adams, LIQUOR Washington State Liquor and Cannabis Board Licensing Division: Alcohol Unit 1025 Union Ave SE, P.O. 43075 Olympia, WA 98504-3075 Customer Service: (360) 664-1600 Fax: (360) 753-2710 Website: www.lcb.wa.gov DATE SIGNATURE OF MAYOR, CITY MANAGER, COMISSIONER, TRIBAL CHAIRPERSON OR DESIGNEE Washington State Liquor and Cannabis Board Licensing Division: Alcohol Unit 1025 Union Ave SE, P.O. 43075 Olympia, WA 98504-3075 Customer Service: (360) 664-1600 Fax: (360) 753-2710 Website: www.lcb.wa.gov DATE: 8/26/2025 NOTICE OF LIQUOR LICENSE APPLICATION RETURN THIS NOTICE TO: LAresponse@lcb.wa.gov TO: RE: New License Application UBI: 6011074650010094 License: 441233 - 2N Trade Name: GROCERY OUTLET INC. Loc Addr: 23940 WA-3 BELFAIR WA 98528-0000 Mail Addr: 5650 HOLLIS ST STE 100, ATTN AISHA BARBEAU EMERYVILLE CA 94608-2505 Phone No.: 510-704-2871 Privileges Applied For: Combo Grocery Off Premise S/B/W APPLICANTS: GROCERY OUTLET INC. CHARLES CHRISTIAN BRACHER, 09/29/1972 PAMELA B BURKE, 07/15/1967 ROBERT JOSEPH SHEEDY, 02/27/1975 LUKE D THOMPSON, 04/08/1972 As required by RCW 66.24.010(8), the Liquor and Cannabis Board is notifying you that the above has applied for a liquor license. You have 20 days from the date of this notice to provide input on this application. If we do not receive this notice back within 20 days, we will assume you have no objection to the issuance of the license. If you need additional time to respond, you must submit a written request for an extension of up to 20 days, with the reason(s) you need more time. If you need information on SSN, contact our CHRI desk at (360) 664-1724. YES NO 1. Do you approve of the applicant? . . . . . . . . . . . . . . . . . 2. Do you approve of the location? . . . . . . . . . . . . . . . . . . If you disapprove, per RCW 66.24.010(8) you MUST attach a letter to the Board detailing the reason(s) for the objection and providing facts upon which your objection(s) is based. DATE SIGNATURE OF MAYOR, CITY MANAGER, COMISSIONER, TRIBAL CHAIRPERSON OR DESIGNEE Received 08.27.2025Commissioners Randy Neatherlin,Sharon Trask and Pat Tarzwell.Travis Adams, Liquor Washington State Liquor and Cannabis Board Licensing Division: Alcohol Unit 1025 Union Ave SE, P.O. Box 43098 Olympia, WA 98504-3098 Customer Service: (360) 664-1600 Fax: (360) 753-2710 Website: www.lcb.wa.gov NOTICE OF SPECIAL OCCASION LICENSE APPLICATION RETURN THIS NOTICE TO:LARESPONSE@LCB.WA.GOV August 27, 2025 To: MASON COUNTY COMMISSIONERS Organization Name: TURNING POINTE SURVIVOR ADVODACY CENTER Organization Address: PO BOX 2014, SHELTON, WA, USA, 98584-5033 Contact Name: COURTNEY WITTENBERG Contact DOB: 11/13/1989 Contact Phone: 360-426-1216 Special Occasion #: 037897 Event Date(s)/Time: 10/24/2025 10/24/2025; 6PM-9:30PM Event Location(s): ALDERBROOK RESORT - 10 E ALDERBROOK DR, UNION, WA 98592-9426 A SPECIAL OCCASION LICENSE ALLOWS THE ORGANIZATION TO: __Sell beer for consumption at the above specified date, time, and location. __Sell wine for consumption at the above specified date, time, and location. __Sell spirits by the individual serving for consumption at the above specified date, time, and location. __Sell beer, wine and spirits in unopened bottles or packages in limited quantities for off premise consumption at the above specified date, time, and location. You have 20 days from the date of this notice to provide input regarding this application. If we do not receive a response within 20 days, we will assume you have no objections to the issuance of the license. If you need additional time to respond, you must submit a written request with your reason(s) for an extension of up to 20 days. 1. Do you approve of the applicant? YES____ NO____ 2. Do you approve of the event location? YES____ NO____ If you have indicated disapproval of the applicant, location, or both, please submit a statement of all facts on which your objection(s) are based. ________________ _______________________________________________________________ Date Signature of Mayor, City Manager, County Commissioner or Designee Received 08.27.2025 Commissioners Randy Neatherlin,Sharon Trask and Pat Tarzwell. Travis Adams, Liquor 1 Kariann Rutledge From:Ravyn Lund Sent:Monday, August 25, 2025 4:49 PM To:Randy Neatherlin; Sharon Trask; Pat Tarzwell; Travis Adams Cc:Christopher Pinkston; Kariann Rutledge Subject:Correspondence: Letter from CEO- Family Promise of Puget Sound Follow Up Flag:Follow up Flag Status:Flagged Good afternoon, Below is an email from Steve Decker, CEO of Family Promise of Puget Sound, requesting an opportunity to speak at an upcoming regular meeting regarding homelessness in our area. I have already responded and extended an invitation for him to speak during the public comment period at any of our upcoming regular meetings. I have provided him with the list of meeting dates in September. Thank you, **Please note: Mason County complies with the Public Records Act Chapter 42.56 RCW. As such, any e-mail sent to and/or from the County may be subject to public disclosure. From: Steve Decker <ceo@familypromisepiercecounty.org> Sent: Monday, August 25, 2025 12:47 PM To: Ravyn Lund <RLund@masoncountywa.gov> Subject: Fwd: Family Promise is coming to serve in Mason County Per McKenzie's out of office email. Please see below. Caution: External Email Warning! This email has originated from outside of the Mason County Network. Do not click links or open attachments unless you recognize the sender, are expecting the email, and know the content is safe. If a link sends you to a website where you are asked to validate using your Account and Password, DO NOT DO SO! Instead, report the incident. 2 Steve Decker CEO - Family Promise of Pierce County 253-444-4563 ---------- Forwarded message --------- From: Steve Decker <ceo@familypromisepiercecounty.org> Date: Mon, Aug 25, 2025 at 12:44 PM Subject: Family Promise is coming to serve in Mason County To: <msmith@masoncountywa.gov> Dear County Commissioners of Mason County, My name is Steve Decker, and I am the CEO of Family Promise of Puget Sound. I am writing to respectfully request an opportunity to speak before the Board of Mason County Commissioners at an upcoming public meeting. Family Promise of Puget Sound has been actively addressing family homelessness in our region, and we believe we have developed a novel and highly effective model for providing shelter. We would be honored to introduce our innovative approach, which focuses on small, scattered-site shelters for families experiencing homelessness. This model offers a more individualized, community- integrated, and cost-effective solution compared to traditional large-congregate shelters. Furthermore, we have successfully secured State funds within our current contract that will allow us to pilot this innovative program directly within Mason County, demonstrating its effectiveness locally. We are eager to share the details of this model, including its operational successes and the positive impact it has on the families we serve. We are confident that this model, supported by State funding, aligns with Mason County's efforts to address homelessness and could be a valuable asset in our collective goal of ensuring every family has a safe and stable place to call home. Please let us know if there is an upcoming agenda where we might present for a brief period, or if you could direct me to the appropriate staff member to schedule such an opportunity. You can reach me directly at 253-444-4563 x391. Thank you for your time and consideration. Sincerely, Steve Decker CEO Family Promise of Puget Sound 253-444-4563 Learn More Sign the Letter of Support Calendar to connect Like and follow us on: Mason County Agenda Request Form To: Board of Mason County Commissioners Item No. From: David Windom Ext: 260 Department: Public Health Briefing: ☒ Action Agenda: ☒ Public Hearing: ☐ Special Meeting: ☐ Briefing Date(s): August 18, 2025 Agenda Date(s): September 2, 2025 Internal Review: ☐ Finance ☐ Human Resources ☐ Legal ☐ IT ☐ Risk ☐ Other (Please ensure proper internal review channels have been followed, this is the responsibility of the requesting Department) Item: Board of Health Openings Background/Executive Summary: The Mason County Board of Health (BOH) has four (4) vacancies. The news release covers the categories and requirements. Associated Costs/Budget Impact (amount, funding source, budget amendment, etc.): None Public Outreach: Press Release Requested Action: Approval to move the news release to the action agenda. Attachment(s): News Release NEWS RELEASE September 2, 2025 MASON COUNTY COMMISSIONERS’ OFFICE 411 N 5TH ST, BLDG 1, SHELTON, WA 98584 TO: KMAS, KRXY, SHELTON-MASON COUNTY JOURNAL, THE OLYMPIAN, SHELTON CHAMBER OF COMMERCE, NORTH MASON CHAMBER OF COMMERCE, CITY OF SHELTON, ECONOMIC DEVELOPMENT COUNCIL, THE SUN RE: Board of Health Vacancies The Mason County Board of Health is seeking applicants for the Board of Health (BOH). The BOH has a position open and reserved for a member of the Skokomish Tribe. The BOH is looking for two representatives in the category of “Consumers of Public Health”. This category consists of county residents who have self-identified as having faced significant health inequities or as having lived experiences with public health-related programs. Such as: The special supplemental nutrition program for women, infants, and children; the supplemental nutrition program; home visiting; or treatment services. It is strongly encouraged that individuals from historically marginalized and underrepresented communities are given preference. These individuals may not be elected officials and may not have any fiduciary obligation to a health facility or other health agency, and may not have a material financial interest in the rendering of health services. 1 The BOH is also recruiting for one representative of “Other community stakeholders.”2 This category consists of persons representing the following types of organizations located in the count: (A) Community-based organizations or nonprofits that work with populations experiencing health inequities in the county; (B) Active, reserve, or retired armed services members; (C) The business community, or (D) The environmental public health regulated community. Please contact David Windom at 360-427-9670 Ext. 260 or visit https://www.cognitoforms.com/MasonCounty2/AdvisoryBoardApplication to apply. For information or questions about the committee, call our office at 360-427-9670 ext. 400 or email dwindom@masoncountywa.gov. BOARD OF MASON COUNTY COMMISSIONERS ______________________ Sharon Trask, Chair ______________________ Pat Tarzwell, Vice-Chair ______________________ Randy Neatherlin, Commissioner 1 RCW 70.05.035: Home rule charter counties – Local board of health 2 RCW 70.05.035 Home rule charter counties – Local board of health CERTIFICATE ˇ˛˜˦˚˥˘˘ˡ˦˧˔˥˔˪˔˥˗˜˦ˣ˥ˢ˨˗˟ˬˣ˥˘˦˘ˡ˧˘˗˧ˢʭ ˆ˛˔˥ˢˡ ˇ˥˔˦˞ ˅˔ˡ˗ˬ ˁ˘˔˧˛˘˥˟˜ˡ ʶ˛˔˜˥ʶˢˠˠ˜˦˦˜ˢˡ˘˥ !LFONSO-ERCADO ˂ ʹ  ˅ ʸ ʶ ˂ ʺ ˁ ʼ ˇ ʼ ˂ ˁ ˆ˘ˣ˧˘ˠ˕˘˥ʥʟʥʣʥʨ ˃˔˧ ˇ˔˥˭˪˘˟˟ ˉ˜˖˘ʠʶ˛˔˜˥ Board of Mason County Commissioners’ Briefing Minutes Mason County Commission Chambers, 411 N 5th Street, Shelton, WA 98584 August 11, 2025 | Page 1 of 2 Week of August 11, 2025 Monday, August 11, 2025 9:00 A.M. Executive Session – RCW 42.30.110 (1)(i) Potential Litigation Commissioners Neatherlin, Tarzwell, and Trask met in executive session for potential litigation from 9:00 a.m. to 9:30 a.m. Travis Adams, Kim Monroe, Tim Whitehead and Nichole Wilston were also in attendance. 9:30 A.M. Closed Session – RCW 42.30.140(4) Labor Discussion Commissioners Neatherlin, Tarzwell, and Trask met in closed session for labor negotiation from 9:30 a.m. to 10:00 a.m. Travis Adams, Kim Monroe, Chris Pinkston, Kayla Brinckmeyer, Cabot Dow, and Lindsey Smith were also in attendance. 10:00 A.M. Central Services – Travis Adams Commissioners Neatherlin, Tarzwell, and Trask were in attendance. • Jennifer Beierle discussed the applications received from the Economic Development Council (EDC) for $150,000 and Port of Grapeview for $25,000 from .09 Rural County Sales and Use Tax funding. Kevin Shutty, EDC Executive Director, and Mike Blaisdell, Port of Grapeview, expanded on what the requested funds would be used for. Approved to move forward. • Jennifer reviewed the 2026 preliminary budget for the Board of County Commissioners (BOCC). The proposed budget is $463,104 which reflects an increase of $7,031 over 2025. • Jennifer presented the July 2025 financial report. Current Expense revenue $28,368,446 at 64%. Treasurer Department receipts $19,416,900 at 65%. Current Expense expenditure $29,817,057 at 53%. Six-year specific revenue streams: Community Development revenue $1,729,241; Detention and Correct services $74,368; Current Expense property tax $6,261,712; Road Diversion property tax $632,937; County Road property tax $6,296,978; Current Expense sales tax $5,629,678; Criminal Justice tax $1,322,587; Rural Sales and Use tax $684,616; Homeless Prevention filings $357,958; Lodging tax $514,827; and Real Estate Excise Tax (REET) 1 and 2 $925,357 each. Total collected revenue $5,629,679; revenue budgeted $9.2 million; and projected end-of-year revenue $10,075,022. Current Expense cash $25,414,499. Special Fund cash $66,088,764. Motor Pool expenditure $946,310 at 45.06%. Special and Other Funds revenue $32,300,366 at 57%. Special and Other Funds expenditure $29,977,996 at 43%. Total County debt $15,820,733. Remaining debt capacity $203,161,663. • Travis discussed the updated proposal from Joint Animal Services (JAS) for animal control services. The proposed cost is $175,000 per year. Sarah Hock, Executive Director, and Sierra Teas, Animal Welfare and Field Services Manager, discussed and expanded on the animal services program that JAS could provide. A contract will be drafted for review. • Commissioners discussed the Belfair sewer and ensuring that documentation is accurate and factual with a timeline. Cmmr. Trask requested a discussion between Public Works and all three Commissioners. Respectfully submitted, _________________________ McKenzie Smith, Clerk of the Board Board of Mason County Commissioners’ Briefing Minutes Mason County Commission Chambers, 411 N 5th Street, Shelton, WA 98584 August 11, 2025 | Page 2 of 2 BOARD OF MASON COUNTY COMMISSIONERS Sharon Trask, Pat Tarzwell, Randy Neatherlin, Chair Vice -Chair Commissioner Board of Mason County Commissioners’ Briefing Minutes Mason County Commission Chambers, 411 N 5th Street, Shelton, WA 98584 August 18, 2025 | Page 1 of 2 Week of August 18, 2025 Monday, August 18, 2025 9:00 A.M. Closed Session – RCW 42.30.140(4) Labor Discussion Commissioners Neatherlin, Tarzwell, and Trask met in closed session for labor negotiation from 9:00 a.m. to 10:00 a.m. Travis Adams, Chris Pinkston, Kayla Brinckmeyer, and Cabot Dow were also in attendance. 10:00 A.M. Executive Session - RCW 42.30.110 (1)(c) Real Estate Commissioners Neatherlin, Tarzwell, and Trask met in executive session for real estate from 10:00 a.m. to 10:30 a.m. Travis Adams and Chris Pinkston were also in attendance. 10:30 A.M. Sheriff’s Office – Sheriff Spurling & Undersheriff Dracobly Commissioners Neatherlin, Tarzwell, and Trask were in attendance. • Sheriff Spurling and Undersheriff Dracobly provided an overview of key items currently impacting the Sheriff’s Office such as staffing levels and recruitment and hiring efforts. The Sheriff’s Office will provide a check-in twice a month. 10:48 A.M. Public Health – David Windom Commissioners Neatherlin, Tarzwell, and Trask were in attendance. • David shared the Board of Health vacancies news release. David explained that HEPA air filtration systems have been purchased to assist during the recent fire activity. Approved to move forward. 10:55 A.M. Public Works – Loretta Swanson Utilities & Waste Management Commissioners Neatherlin, Tarzwell, and Trask were in attendance. • Mike Collins discussed the annual Call for Bids for the manufacturing and stockpiling of chip seal aggregate. Approved to move forward. • Loretta explained that the North Bay Victor pump station overflowed creating a small spill that has been cleaned up and was caused by grease that had been dumped into the system. • Loretta shared a handout to be shared with property owners within the septic tank grinder pump replacement areas. • Mike reported that the Shetland LID project has been completed. • Mike reported that approximately 15 miles of gravel roads have been converted to chip seal throughout the county. • Loretta reported that contact information has been received to continue discussion regarding the Southside School right-of-way safety improvements. 11:05 A.M. WSU Extension – Heidi Steinbach Commissioners Neatherlin, Tarzwell, and Trask were in attendance. • Heidi shared the amendment to the United States Department of Agriculture Invasive Plant Inventory Prevention and Control contract which adds an additional $18,996 in funding to assist with funding the extra-help Noxious Weed Specialist position and facilitate invasive and noxious weed control on Forest Service lands. Approved to move forward. 11:10 A.M. Central Services – Travis Adams Commissioners Neatherlin, Tarzwell, and Trask were in attendance. • John Taylor announced that Bob Burbridge is retiring and requested to revise the current Training and Exercise Coordinator position to include community outreach. Approved to move forward. • Travis discussed presenting Detective Mercado with a Green Star award for his key role in a large bird fighting ring investigation. Approved to move forward. Board of Mason County Commissioners’ Briefing Minutes Mason County Commission Chambers, 411 N 5th Street, Shelton, WA 98584 August 18, 2025 | Page 2 of 2 • Travis requested to respond to the City of Bremerton’s most recent letter regarding communication around the extension of the Belfair sewer. It was agreed to schedule a work session on August 26, 2025 at 9 a.m. to discuss the risks, benefits and feasibility of the Belfair Sewer extension. • Travis reported that the Mason Lake Feasibility Study is being reviewed, and a briefing will be scheduled for discussion. • Travis reported that Department Directors and Elected Officials have positively participated in preparing articles for the Mason County Journal, which has been well received. • Travis reported that the ninety (90) day registration window for the registration of Paul Bunyan and Babe the Blue Ox statue trailers may need to be extended to October 1, 2025 in order to receive the required inspection. • Travis reported that he met with Larry Boltz from the Farm Bureau to discuss obtaining models of Agricultural Committees from other jurisdictions. • Travis discussed starting the process for the disposition of surplus property on West Hemlock and E. Franjo Beach Road. • Travis discussed citizen concerns regarding wake boats and jet boats on Mason Lake. It was noted that this issue may require future discussion with neighbors and law enforcement, as well as coordination with other commissioners to ensure consistent information sharing. • Travis reported that an actionable rough draft of the Mason Lake Park Feasibility Study is anticipated by the end of August. County staff, along with representatives from the Recreation and Conservation Office (RCO), toured the site to review opportunities. Positive discussions have also been held with the Economic Development Council (EDC) and the YMCA regarding potential partnerships to support youth programming and other community uses should the County move forward with this project. Respectfully submitted, _________________________ McKenzie Smith, Clerk of the Board Prepared by Cami Olson BOARD OF MASON COUNTY COMMISSIONERS Sharon Trask, Pat Tarzwell, Randy Neatherlin, Chair Vice -Chair Commissioner Board of Mason County Commissioners’ Briefing Minutes Mason County Commission Chambers, 411 N 5th Street, Shelton, WA 98584 August 25, 2025 | Page 1 of 2 Week of August 25, 2025 Monday, August 25, 2025 9:00 A.M. Closed Session – RCW 42.30.140(4) Labor Discussion Commissioners Neatherlin, Tarzwell, and Trask met in closed session for labor negotiation from 9:00 a.m. to 10:00 a.m. Travis Adams, Chris Pinkston, Kayla Brinckmeyer, and Cabot Dow were also in attendance. 10:00 A.M. Public Works – Loretta Swanson Utilities & Waste Management Commissioners Neatherlin, Tarzwell, and Trask were in attendance • Mike Collins requested authorization to issue a Request for Proposals (RFP) for On-Call Hydraulic Services to support a range of infrastructure, capital and maintenance projects that are anticipated in the 2026-2027 calendar years from the County MRSC Consultant Roster, with an option for the County Engineer to extend for an additional year. The maximum expenditure is not expected to exceed $200,000 per calendar year. Approved to move forward. • Mike reported that the culvert replacements on Old Belfair Highway and Bear Creek Dewatto will be completed today. Chip seal projects will continue on Kelly Hall, Beerbower, and Hemlock Roads before moving to Horth Island Drive on Harstine Island. • Cmmr. Neatherlin asked staff to check on the issue of poor visibility at Little Mission Creek and NE North Shore Road. • Cmmr. Neatherlin asked staff to investigate a reported dangerous hole in the southbound lane of Hwy 3, just south of Krabbenhoft Road. 10:05 A.M. Public Health – David Windom Commissioners Neatherlin, Tarzwell, and Trask were in attendance. • Melissa Casey requested approval of the Consolidated Homeless Grant subcontracts with Crossroads Housing, New Horizons Communities, Turning Pointe Survivor Advocacy Center, and the Youth Connection. Approved to move forward. • Melissa requested approval to surplus the Substance Use Mobile Outreach Recreational Vehicle (RV), for the cost of $382.20 for storage and $1,500 for towing and disposal covered by Department of Health grant funds. Approved to move forward. • David reported that he will be meeting today with State Legislative Foundational Public Health Services (FPHS) team regarding funding for small jurisdictions. Cmmr. Trask will also be in attendance. • David reported that the Planning Advisory Commission (PAC) will hold a special meeting this evening to discuss the Health and Human Services element of the 2025 Mason County Comprehensive Plan Update. 10:15 A.M. Central Services – Travis Adams Commissioners Neatherlin, Tarzwell, and Trask were in attendance. • Jennifer Beierle presented the draft 2026 Budget adoption calendar and discussed potential dates for the 2026 Budget Workshop. Tentative dates are Tuesdays 9:30 – 11:00 a.m. in October. Staff will work on finalizing the schedule. • Jennifer requested approval of a budget amendment of $5,554 to cover repair and tire replacement costs for a WSU Extensions Noxious Weed vehicle. The request will be included in the scheduled December 16, 2025 budget amendments. Approved to move forward. Cmmr. Neatherlin asked that future vehicle needs be discussed during budget talks. • Travis Adams requested approval of the 2025 and 2026 take home vehicle requests for Kelly Frazier, Jeremy Seymour, Grant Dishon, Rod LaRue, Roy Beierle, Pete Medcalf, John Ronald, Erin Tesch and Keli Dunlap. Approved to move forward. • Travis reported that the West Hemlock and E Franjo Beach Road properties will be surplused. Board of Mason County Commissioners’ Briefing Minutes Mason County Commission Chambers, 411 N 5th Street, Shelton, WA 98584 August 25, 2025 | Page 2 of 2 • Travis reported that the vote for establishing the Island Lake Management District concludes today and ballots will be counted and verified tomorrow. • Cmmr. Tarzwell reported ongoing complaints regarding a property in violation on Lansky Drive, Harstine Island. Commissioners discussed possible enforcement actions, including fines, property seizure, and the need to strengthen deterrents. Ian explained that property seizure would require a Hearing Examiner process, which is costly and would need Board approval and funding. Commissioners agreed that staff should identify three properties for weekly compliance reporting. Travis recommended discussing enforcement capacity with staff and returning with an update on current gaps and possible policy changes. Commissioners emphasized the need to prioritize enforcement and determine what resources are required to achieve compliance. Monday, August 25, 2025 9:00 A.M. Belfair Sewer Workshop Commissioners Neatherlin, Tarzwell, and Trask were in attendance. The draft Interlocal Agreement (ILA) with the City of Bremerton related to sanitary sewer service provision was reviewed and it was agreed to place it on the September 2, 2025 Action Agenda for approval. Respectfully submitted, _________________________ McKenzie Smith, Clerk of the Board Prepared by Cami Olson BOARD OF MASON COUNTY COMMISSIONERS Sharon Trask, Pat Tarzwell, Randy Neatherlin, Chair Vice -Chair Commissioner Board of Mason County Commissioners Proceedings Commission Chambers 411 N 5th St, Shelton, WA 98584 August 19, 2025 1. Call to Order – The Chairperson called the regular meeting to order at 9:00 a.m. 2. Pledge of Allegiance –Commissioner Tarzwell led the flag salute. 3. Roll Call – Present: Commissioner District 1 – Randy Neatherlin; Commissioner District 2 – Pat Tarzwell; Commissioner District 3 – Sharon Trask. 4. Correspondence and Organizational Business 4.1 Correspondence 4.1.1 City of Shelton Department of Public Works sent notice of permanent road closure for a portion of 5th Street between Cota Street and Grove Street. 4.1.2 Washington State Liquor and Cannabis Board sent in notice of liquor license for Haru Sushi Teriyaki. 4.1.3 Comcast sent in notice of Warner Bros. Discovery ceasing operations. 4.1.4 Ashley Taylor submitted an Advisory Board application for the Timberland Regional Library (TRL) Board of Trustees. 4.1.5 Federal Energy Regulatory Commission sent notice of the 2024 revised Emergency Action Plan (EAP) and Annual EAP Status Report for the Cushman Project, no. 460. 4.1.6 Washington State Liquor and Cannabis Board sent in notice of special occasion license application for the Hood Canal Salmon Enhancement Group. 4.2 Loretta Swanson read the Transportation Improvement Program Citizens Advisory Panel Vacancies news release. 4.3 Kevin Guijosa read the Solid Waste Advisory Committee Vacancies news release. 4.4 Ian Tracy Commissioners presented Wendy Mathews with a Green Star Award. 5. Open Forum for Citizen Input Coleen Carmichael, New Horizons Communities, spoke about the community’s response to homelessness, emphasizing that people experiencing homelessness are often unfairly judged as having made “bad choices,” when many are victims of trauma, poverty, violence, or discrimination. She noted that clearing camps only hides the problem and that homelessness reflects a community failure, not individual guilt. She urged officials and citizens to act with compassion, stressing that housing and services are proven solutions and more cost-effective than leaving people on the streets. She concluded by challenging leaders to choose to help rather than judge. 6. Adoption of Agenda Cmmr. Neatherlin/Tarzwell moved and seconded to adopt the agenda as published. Motion carried unanimously. Neatherlin-aye; Tarzwell-aye; Trask-aye. 7. Approval of Minutes Cmmr. Tarzwell/Neatherlin moved and seconded to adopt the August 4, 2025 Briefing Minutes and August 5, 2025 Regular Meeting Minutes as presented. Motion carried unanimously. Neatherlin-aye; Tarzwell-aye; Trask-aye. August 19, 2025 | Page 2 of 5 8. Approval of Action Agenda 8.1 Approval of Warrants and Treasurer Electronic Remittances Claims Clearing Fund Warrant # 8114332-8114593 $2,592,252.54 Direct Deposit Fund Warrant #118527-118948 $ 999,849.32 Salary Clearing Fund Warrant # 7009063-7009105 $1,270,514.40 Treasurer Electronic Remittance $2,533,743.80 8.2 Approval of the Washington State Department of Corrections (DOC) amendment no. 4 for prisoner housing to increase the per diem rate per incarcerated individual from $103.31 per day to $108.48 for July 1, 2025, through June 30, 2026; and increase from $108.48 per day to $113.90 for July 1, 2026, through June 30, 2027. 8.3 Approval of the Fiscal Year (FY) 2026 Information Security Fund application through the Office of the Secretary of State. 8.4 Approval of the Resolution authorizing the purchase of a 2022 Mobile Clinic minivan for the Public Health department for an amount not to exceed $209,000. (Exhibit B, Resolution No. 2025-054) 8.5 Approval of the Resolution for County Road Project (CRP) 2070 Lynch Road, CRP 2071 Lynch Road, 20752 Lynch Road, and CRP 2073 Phillips Road collectively known as the Little Skookum Inlet Tributaries Fish Passage culvert projects associated with RCO project no. 23- 1946 and approval for the County Engineer and/or the Chair to set bid opening dates and times, enter into contract with lowest responsible bidder if any of the County-led projects are not completed using County forces and sign all pertinent documents related to the projects. (Exhibit A, Resolution No. 2025-053) 8.6 Approval for the County Engineer to sign the Shelton Springs Road Walkway Easement agreement with the Port of Shelton. 8.7 Approval of the amendment to the United States Department of Agriculture Invasive Plant Inventory Prevention and Control contract in the amount of $18,996. Cmmr. Neatherlin/Tarzwell moved and seconded to approve action items 8.1 through 8.6. Motion carried unanimously. Neatherlin-aye; Tarzwell-aye; Trask-aye. 9. Other Business (Department Heads and Elected Officials) Steve Duenkel announced that the August 5, 2025 election ballots will be certified today at 2 p.m. Richard Dickinson provided a handout of an oil grease separator taken from a local restaurant, and a photo of a grinder pump located downstream clogged by grease buildup. 10. 9:15 a.m. Public Hearings and Items Set for a Certain Time Please see above options to provide public testimony. These options are available only while COVID-19 OPMA meeting restrictions are in place. 10.1 Public Hearing to deliberate and vote on the amendments to Mason County Code Title 5, Chapter 5.18 Temporary Outdoor Public Events (TOPE). Staff: Kell Rowen Ian Tracy presented information regarding the proposed amendment to Mason County Code Title 5, Chapter 5.18 Temporary Outdoor Public Events. Ian explained that current zoning regulations only allow temporary outdoor public events in rural residential zones if they exceed 3,000 attendees. This creates a situation where very large events are permissible with a permit, but smaller events have no legal pathway and have been shut down when complaints are received. In response to public feedback, staff has developed proposed revisions to lower the minimum attendance threshold and establish clear standards for permitting smaller events. The revisions include limits on the number of events (14 per year) and requirements August 19, 2025 | Page 3 of 5 addressing health and safety concerns such as sewage, drinking water, fire protection, crowd control, police, and traffic. Ian emphasized that the proposed regulation would expand opportunities by providing a legal mechanism for smaller public events—such as concerts, festivals, or similar gatherings—while ensuring public safety. He clarified that this applies only to commercial public events, not private parties or weddings. Cmmr. Tarzwell expressed concern regarding the number of allowed events in the rural areas, and already established annual events would now be regulated and out of compliance. Ian explained that there are different regulations for different zoning districts, and this proposed regulation is strictly for the Rural Residential zone. PUBLIC TESTIMONY Nick Garrison expressed opposition to the proposed changes, citing negative impacts from recurring large parties in his rural neighborhood. He described late-night noise, traffic hazards, reckless driving, blocked roads, litter, property damage, and safety concerns for children and pets. He noted that police responses have been limited and said these events disrupt the community’s quality of life. While he supports having designated areas for weddings or events, he emphasized they should be located in farmland or areas without close neighbors, not in residential communities. Troy Garrison shared concerns about recurring large parties in his rural neighborhood, stating the late-night noise and traffic make it difficult to get adequate sleep for work or school. He described vehicles speeding dangerously on their private road, excessive noise from subwoofers, dust, and disruption to the community’s quality of life. He emphasized that events often last until 3–4 a.m., sometimes multiple nights per week, and asked that regulations limit event hours and address traffic and safety issues. Chad Sweitzer stated that he hosts events on his property and emphasized his belief that restrictions on event size and frequency infringe on constitutional rights to peacefully assemble and use private property. He described his venue as a positive community space that supports small businesses, artists, and youth, and noted that he works with neighbors to address concerns such as noise. He argued the proposed ordinance is not about public safety but about government control, urging commissioners to honor their oath to uphold constitutional freedoms. Chad expressed willingness to be part of collaborative solutions that balance safety, respect for neighbors, and the ability to host community events. Carol Simpson expressed serious safety concerns about ongoing large events near her home on West Windwood Drive. She described extremely loud music that disrupts families, children being sent away to sleep, and multiple near-collisions with speeding vehicles on the narrow gravel road. She recounted an incident where she and her son were nearly hit while walking, as well as other instances of children and neighbors being forced off the road by reckless drivers. Carol stated the events generate heavy traffic, litter, and unsafe conditions, and that residents have had to post “no trespassing” signs for protection. She emphasized that the property is being rented out for large gatherings, including weddings and parties, and warned that someone will be killed if action is not taken. August 19, 2025 | Page 4 of 5 Monty Ritter commended the Sheriff’s Office and County Commissioners for positive changes in his neighborhood, noting that crime issues have significantly improved under Sheriff Sperling’s leadership. He also announced that on Friday, Squaxin tribal leaders will be walking Upper Canyon Creek to review salmon habitat restoration work completed by the city, Capitol Land Trust, and others. He expressed optimism about future opportunities for collaboration and said he would report back on the meeting’s outcomes. Ken Arnold reported that large events near his home generate excessive late-night noise that shakes his windows, disturbs livestock, and forces residents to leave their homes. He described traffic congestion, unsafe driving, and threats to residents attempting to access their property. He noted that neighbors often must clean up litter, including beer bottles and drug paraphernalia, left behind after events. Ken emphasized that while property owners have rights, the escalating frequency, noise, and disruption are incompatible with the residential character of the neighborhood. He called for clearer regulations and enforcement to protect residents. Mary Bechtolt described ongoing safety concerns on Agate Road due to reckless speeding by a small number of drivers, noting she witnessed a fatality when she first moved to the area in 1988. She emphasized that most residents follow traffic laws, but a few consistently drive dangerously, often under unknown influences. Mary encouraged residents to set a good example, call law enforcement when incidents occur, and expressed respect for local public safety personnel. She noted that typical measures like speed bumps may be insufficient to stop reckless driving. Ken VanBuskirk acknowledged the challenges related to rural events and expressed sympathy for residents affected by noise and traffic. He noted that he lives on a gravel road near the Belfair urban growth area, a busy highway, and a fire station. Ken emphasized the importance of being good neighbors and appreciated that agricultural resource lands are not impacted by this issue. Jessica Arnold described ongoing disturbances from the nearby event center on Winwood Drive, emphasizing the impact on her young children who cannot sleep due to loud music and disruptive behavior. She noted unsafe driving, vehicles leaving litter, and residents having to clean the roads. Jessica expressed concern about the effectiveness of additional ordinances, given challenges with enforcement, and asked the County to provide support to address the ongoing safety and quality-of-life issues in her neighborhood. COMMISSIONER DISCUSSION Cmmr. Neatherlin expressed concern about staff interpreting constitutional and property rights, stating that allowing commercial venues in residential areas is not acceptable due to quality-of-life impacts. He noted that while there is a need for venues, he is not prepared to move forward with the proposed regulation at this time and emphasized that enforcement issues need further review. Randy cannot support moving the proposal forward in its current form. Cmmr. Tarzwell identified two key issues: constitutional rights to assemble and the right to pursue happiness. He noted that conflicts arise when one person’s enjoyment negatively affects others’ rights. Pat emphasized the need to create safe venues that protect public health and to find ways to enforce existing ordinances. He clarified that the proposed August 19, 2025 | Page 5 of 5 Topes (temporary event regulations) would not directly address the specific neighborhood issues raised by residents. Cmmr. Trask read the definition of MCC 5.18.010 Temporary Outdoor Public Events and agrees overall with the proposed amendment. Cmmr. Neatherlin stated that while he is not opposed to regulating events, significant risks remain, the current ordinance does not resolve neighborhood enforcement problems and further consideration is needed. Cmmr. Tarzwell agreed that more consideration is needed on the current proposed amendment. Cmmr. Trask moved to approve the amendments to the Mason County Code, Title 5, Chapter 5.8 Temporary Outdoor Events. The motion did not advance. The Cmmr.’s agreed to schedule a workshop at the end of September to further discuss the proposed amendment. Cmmr. Neatherlin/Tarzwell moved to table the proposed amendments to Mason County Code, Title 5, Chapter 5.8 for one month, schedule a workshop for further discussion, and set a public hearing on September 30, 2025 at 9:15 a.m. Motion carried. 11. Board’s Calendar and Reports – The Commissioners reported on meetings attended the past week and announced their upcoming weekly meetings. 12. Adjournment – The meeting adjourned at 10:33 a.m. ATTEST: ____________________________ McKenzie Smith, Clerk of the Board Prepared by Cami Olson BOARD OF COUNTY COMMISSIONERS MASON COUNTY, WASHINGTON _______________________________ Sharon Trask, Chair _______________________________ Pat Tarzwell, Vice-Chair ________________________________ Randy Neatherlin, Commissioner Mason County Agenda Request Form To: Board of Mason County Commissioners Item No. From: Kariann Rutledge Ext: 380 Department: Central Services Briefing: ☐ Action Agenda: ☒ Public Hearing: ☐ Special Meeting: ☐ Briefing Date(s): Click or tap here to enter text. Agenda Date(s): 09-02-25 Internal Review: ☐ Finance ☐ Human Resources ☐ Legal ☐ IT ☐ Risk ☐ Other (This is the responsibility of the requesting Department) Item: Approval of Warrants & Treasurer Electronic Remittances Claims Clearing Fund Warrant # 8114594-8115215 $ 2,581,815.71 Direct Deposit Fund Warrant # 118949-119361 $ 984,815.90 Salary Clearing Fund Warrant # 7009106-7009134 $ 637,812.61 Background/Executive Summary: The Board approved Resolution no. 80-00 Payment of Claims Against County: Procedure Authorizing Warrant Issue and Release Prior to Board Claim Approval. Mason County Code 3.32.060(a) requires that the Board enter into the minutes of the County Commissioners the approval of claims listing warrant numbers. Claims Clearing YTD total $ 33,416,744.47 Direct Deposit YTD total $ 15,718,971.78 Salary Clearing YTD total $ 15,711,638.54 Budget Impact (amount, funding source, budget amendment, etc.): See above. Public Outreach: N/A Requested Action: Approval of the aforementioned Claims Clearing Fund, Direct Deposit Fund, Salary Clearing Fund, and Treasurer Electronic Remittance warrants. Attachment(s): Originals on file with Financial Services and the Treasurer’s Office; copies on file with the Clerk of the Board Mason County Agenda Request Form To: Board of Mason County Commissioners Item No. From: Mike Collins, PE, PLS, County Engineer Ext: 450 Department: Public Works Briefing: ☒ Action Agenda: ☒ Public Hearing: ☐ Special Meeting: ☐ Briefing Date(s): August 18, 2025 Agenda Date(s): September 2, 2025 Internal Review: ☐ Finance ☐ Human Resources ☐ Legal ☐ IT ☐ Risk ☐ Other (Please ensure proper internal review channels have been followed, this is the responsibility of the requesting Department) Item: 2026 Call for Bids for Manufacturing and Stockpiling of Chip Seal Aggregate Background/Executive Summary: Mason County Public Works annually solicits competitive bids for the Manufacturing and Stockpiling of Chip Seal Aggregate to support summer road maintenance operations. The material is a critical component of the County’s annual chip seal program. Due to the expected annual cost exceeds $50,000, a formal competitive bidding process is required under procurement regulations. Associated Costs/Budget Impact (amount, funding source, budget amendment, etc.): The cost of this procurement will be funded through the Road Fund. Public Outreach: The call for bid will be published in the Shelton Journal, Daily Journal of Commerce and on Builders Exchange. Requested Action: Requesting the Board authorize Public Works to advertise, set bid opening date/time, award contract, and allow the Chair to sign all pertinent documents for the 2026 Manufacturing and Stockpiling of Chip Seal Aggregate. Attachment(s): Mason County Agenda Request Form To: Board of Mason County Commissioners Item No. From: Jennifer Beierle Ext: 532 Department: Central Services Briefing: ☒ Action Agenda: ☐ Public Hearing: ☐ Special Meeting: ☐ Briefing Date(s): 8/25/2025 Agenda Date(s): Click or tap here to enter text. Internal Review: ☐ Finance ☐ Human Resources ☐ Legal ☐ IT ☐ Risk ☐ Other (Please ensure proper internal review channels have been followed, this is the responsibility of the requesting Department) Item: 2025 Motor Pool Budget Amendment for WSU Extension – Noxious Weeds Department Background/Executive Summary: The WSU Extension – Noxious Weeds Department experienced an unexpected vehicle repair and tire replacement on one of the County’s last remaining non-leased vehicles. The total cost of the repair and tire replacement was $5,554. If approved, this request will be included in the scheduled December 16, 2025 budget amendments. Associated Costs/Budget Impact (amount, funding source, budget amendment, etc.): $5,554 Public Outreach: N/A Requested Action: Approval of a budget amendment to cover the repair and tire replacement costs for WSU Extension – Noxious Weeds vehicle. Attachment(s): 2025 Budget Amendment Request Mason County Agenda Request Form To: Board of Mason County Commissioners Item No. From: Travis Adams Ext: 530 Department: Central Services Briefing: ☒ Action Agenda: ☒ Public Hearing: ☐ Special Meeting: ☐ Briefing Date(s): 8/25/2025 Agenda Date(s): 9/2/25 Internal Review: ☐ Finance ☐ Human Resources ☐ Legal ☐ IT ☐ Risk ☐ Other (Please ensure proper internal review channels have been followed, this is the responsibility of the requesting Department) Item: 2026 take home vehicle requests for Kelly Frazier, Jeremy Seymour, Grant Dishon, Rod LaRue, Roy Beierle, Pete Medcalf, John Ronald, Erin Tesch and one new take home vehicle request beginning in 8/16/2025 for Keli Dunlap. Background/Executive Summary: Take -Home Vehicles are only to be assigned to those meeting the IRS requirements of qualified nonpersonal use vehicles as identified in Publication 5137, or meeting the Emergency Response, Specialized Equipment, or Economic Benefit as defined by IRS and outlined in the Mason County Personnel Policy, Chapter 13, Vehicle Use Policy. Associated Costs/Budget Impact (amount, funding source, budget amendment, etc.): Estimated County take home vehicle costs are included in the 2026 proposed budget. Public Outreach: N/A Requested Action: Approval of the 2025 and 2026 take home vehicle requests for Kelly Frazier, Jeremy Seymour, Grant Dishon, Rod LaRue, Roy Beierle, Pete Medcalf, John Ronald, Erin Tesch, and Keli Dunlap. Attachment(s): Take Home Vehicle Request Forms Mason County Agenda Request Form To: Board of Mason County Commissioners Item No. From: Melissa Casey Ext: 404 Department: Public Health Briefing: ☒ Action Agenda: ☒ Public Hearing: ☐ Special Meeting: ☐ Briefing Date(s): 6/9/25, 7/21/25, 7/28/25, 8/25/25 Agenda Date(s): 9/2/25 Internal Review: ☐ Finance ☐ Human Resources ☐ Legal ☐ IT ☐ Risk ☐ Other (Please ensure proper internal review channels have been followed, this is the responsibility of the requesting Department) Item: FY26-27 Consolidated Homeless Grant Agency Subcontracts Background/Executive Summary: The Department of Commerce contracts with Mason County directly to fund homelessness crisis response systems and to assist people who are experiencing or are at risk of homelessness to obtain or maintain housing. RCW 43.185C authorizes the local government’s responsibility to administer these funds. An RFP was released for Homeless Response System Grants, and the funding recommendations for the programs and service providers have been previously reviewed and approved by the board. All contracts are effective July 1, 2025. Funding is awarded for FY26; contract amendments will be executed at a later date to award FY27 funding. Associated Costs/Budget Impact (amount, funding source, budget amendment, etc.): Funding Sources: Department of Commerce Consolidated Homeless Grant Contract Number: 26-46108- 20, Local Document Recording Fees (2163) Public Outreach: Followed a competitive bid process per Resolution No. 2025-015 to select service providers Requested Action: Move to 9/2/25 action agenda for approval of Consolidated Homeless Grant subcontracts with Crossroads Housing, New Horizons Communities, Turning Pointe Survivor Advocacy Center, and the Youth Connection Attachment(s): FY26-27 Consolidated Homeless Grant agency subcontracts CHG Supplemental Manual (formerly “Written Standards”) Professional Services Contract (rev 07/2025) Page 1 MASON COUNTY PROFESSIONAL SERVICES CONTRACT CONTRACT # This CONTRACT is made and entered into by and between Mason County, hereinafter referred to as "COUNTY" and Crossroads Housing, hereinafter referred to as "CONTRACTOR.” Contracted Entity Crossroads Housing Address 71 Sargison Loop/PO Box 1777 City, State, Zip Code Shelton, WA 98584 Phone 360-427-6919 Primary Contact: Name, Title Tanya Frazier, Executive Director Primary Contact: E-mail tanya@crossroads-housing.net Washington State UBI# 601399556 Federal EIN 91-1569401 Total Award/Contract Value $1,089,947 Contract Term July 1, 2025 – June 30, 2027 COUNTY and CONTRACTOR, as defined above, acknowledge, and accept the terms of this contract and EXHIBITS and have executed this contract on the date below to start as of the date and year referenced above. The rights and obligations of both parties to this contract are governed by this contract including any Special Terms and Conditions, General Terms and Conditions, Exhibits, and the following other documents incorporated by reference: Original RFP application, instructions, and disclosures. CONTRACTOR NAME BOARD OF COUNTY COMMISSIONERS MASON COUNTY, WASHINGTON ______________________________ ___________________________________ Agency Name Sharon Trask, Chair ______________________________ ___________________________________ Authorized Signature Date ______________________________ APPROVED AS TO FORM: Print Name & Title ______________________________ ___________________________________ Date Tim Whitehead, Chief DPA Professional Services Contract (rev 07/2025) Page 2 Special Terms and Conditions CONTRACTOR agrees to the following: The award of funds does not guarantee that the CONTRACTOR will receive funding if special conditions are not met. The following documents are requirements and must be received within 30 days of the date of execution for the CONTRACTOR to submit an invoice and receive funding. If the agency has provided these documents under a previous contract, only updated documents need to be provided. For tracking purposes, please notify COUNTY on each item stating “no updates” if this is the case. 1. CONTRACT REQUIREMENTS to receive funding: a. Vendor Payment Form b. Certificate of Insurance (see Exhibit B Insurance Requirements) c. Exhibit F Attestation d. Program Organization Chart e. Cost Distribution Plan (if applicable) f. A list of all organizational master/global lease addresses, fund source, housing type (Rapid Rehousing, Transitional Housing, Emergency Shelter), HMIS number, move-in date g. Policies & Procedures related to avoiding Duplicate Billing for programs that may share clients or are dual enrolled in other programs h. Deliverable from previous contract (#23-037 Amendment #4) is carried into this contract: Up to 5 employees to become a HUD Certified Counselor 2. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels, as reported to Commerce in the SFY 2024 Annual Expenditure Report. Federal and State Benchmarks, Data Collection, and Evaluation: The Department of Housing and Urban Development (HUD) and the Department of Commerce may require additional reporting of programs and continuums of care directly or indirectly related to the funding awarded such as, but not limited to, Coordinated Entry, Data Quality, Data Timeliness, Housing Inventory Report, Annual Performance Report, Point in Time Count and System Performance Measures. CONTRACTOR agrees to participate in these evaluation efforts, meet individual benchmarks that contribute to the system and will fulfill the data collection and reporting requirements specified at the time of the request. It will be the obligation of the COUNTY representatives, CONTRACTOR and other contractors to provide protections and assurances regarding the confidentiality of data, samples of work (in any media format) and/or interview comments provided by participants. CONTRACTOR also agrees to provide the COUNTY with the results of any independent or self-directed evaluation or research undertaken in respect to the funded program. Contract Closeout: CONTRACTOR shall adhere to any Commerce year-end fiscal deadlines. In the event of early termination or non-renewal of a contract, final payment is contingent upon the CONTRACTOR’S ability to provide the COUNTY with all invoices and work product including plans, narrative reports, and data reports, to release the final payment for services within sixty (60) calendar days of contract completion or termination. The COUNTY shall have no further obligation to pay CONTRACTOR if any invoices or reports are past due for the sixty (60) day period following the contract term end date. If funding has been awarded for the next grant term and there are outstanding invoices or reports that are not completed to a satisfactory level by July 31, the CONTRACTOR will start the new contract term in Probation Status. Professional Services Contract (rev 07/2025) Page 3 Funding Source: Department of Commerce Consolidated Homeless Grant Contract Number: 26-46108-20, Local Document Recording Fees (2163) General Terms and Conditions Scope of Service: CONTRACTOR agrees to provide COUNTY the services and any materials as set forth as identified in “Exhibit A Scope of Service,” during the CONTRACT period. In the event that CONTRACTOR expends the total award specified in “Exhibit C Budget” before the end of the CONTRACT duration, CONTRACTOR remains liable to provide COUNTY the services as identified in “Exhibit A Scope of Service.” No material, labor or facilities will be furnished by COUNTY, unless otherwise provided for in the CONTRACT. Term: Services provided by CONTRACTOR prior to or after the term of this CONTRACT shall be performed at the expense of CONTRACTOR and are not compensable under this CONTRACT unless both parties hereto agree to such provision in writing. The term of this CONTRACT may be extended by mutual consent of the parties, provided, however, that the CONTRACT is in writing and signed by both parties. Amendments and Extension: This CONTRACT may be amended by mutual agreement of the parties. Such an amendment shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. The duration of this CONTRACT may be extended by mutual written consent of the parties, for a period of up to one year, and for a total of no longer than three years. Independent Contractor: The CONTRACTOR shall furnish CONTRACTOR's services as an independent contractor, and nothing herein contained shall be construed to create a relationship of employer-employee. All payments made hereunder and all services performed shall be made and performed pursuant to this CONTRACT by the CONTRACTOR as an independent contractor. CONTRACTOR acknowledges that the entire compensation for this CONTRACT is specified in Exhibit C Budget and the CONTRACTOR is not entitled to any benefits including, but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or privileges afforded to employees of COUNTY. The CONTRACTOR represents that he/she/it maintains a separate place of business, serves clients other than COUNTY, will report all income and expense accrued under this CONTRACT to the Internal Revenue Service, and has a tax account with the State of Washington Department of Revenue for payment of all sales and use and Business and Occupation taxes collected by the State of Washington. CONTRACTOR will defend, indemnify and hold harmless COUNTY, its officers, agents or employees from any loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees or costs incurred by reason of claims or demands because of breach of the provisions of this paragraph. Taxes: CONTRACTOR understands and acknowledges that COUNTY will not withhold Federal or State income taxes. Where required by State or Federal law, the CONTRACTOR authorizes Professional Services Contract (rev 07/2025) Page 4 COUNTY to withhold for any taxes other than income taxes (i.e., Medicare). All compensation received by the CONTRACTOR will be reported to the Internal Revenue Service at the end of the calendar year in accordance with the applicable IRS regulations. It is the responsibility of the CONTRACTOR to make the necessary estimated tax payments throughout the year, if any, and the CONTRACTOR is solely liable for any tax obligation arising from the CONTRACTOR's performance of this CONTRACT. The CONTRACTOR hereby agrees to indemnify COUNTY against any demand to pay taxes arising from the CONTRACTOR's failure to pay taxes on compensation earned pursuant to this CONTRACT. COUNTY will pay sales and use taxes imposed on goods or services acquired hereunder as required by law. The CONTRACTOR must pay all other taxes, including, but not limited to, Business and Occupation Tax, taxes based on the CONTRACTOR's gross or net income, or personal property to which COUNTY does not hold title. COUNTY is exempt from Federal Excise Tax. No Guarantee of Employment: The performance of all or part of this CONTRACT by the CONTRACTOR shall not operate to vest any employment rights whatsoever and shall not be deemed to guarantee any employment of CONTRACTOR or any employee of CONTRACTOR or any sub-contractor or any employee of any sub-contractor by COUNTY at the present time or in the future. Accounting and Payment for CONTRACTOR Services: Payment to the CONTRACTOR for services rendered under this CONTRACT shall be as set forth in “Exhibit C Budget.” Where Exhibit C requires payments by the COUNTY, payment shall be based upon written claims supported, unless otherwise provided in Exhibit C, by documentation of units of work actually performed and amounts earned, including, where appropriate, the actual number of days worked each month, total number of hours for the month, and the total dollar payment requested, so as to comply with municipal auditing requirements. Acceptable invoices will be processed within 30 days of receipt. Unless specifically stated in Exhibit C or approved in writing in advance by the official executing this CONTRACT for COUNTY or his or her designee (hereinafter referred to as the "Administrative Officer"), COUNTY will not reimburse the CONTRACTOR for any costs or expenses incurred by the CONTRACTOR in the performance of this CONTRACT. Where required, COUNTY shall, upon receipt of appropriate documentation, compensate the CONTRACTOR, no more often than monthly, in accordance with COUNTY’s customary procedures, pursuant to the fee schedule set forth in Exhibit C. Budget: CONTRACTOR further agrees that funds provided under this CONTRACT will be expended as specifically itemized line by line in the Budget provided in Exhibit C, and that CONTRACTOR will follow the Budget Amendment Process for quarterly expense transfers within a budget category (i.e., operations, administration, facility support). Budget transfers will not be made unless approved by the COUNTY. Late requests will not be accepted. Withholding Payment: In the event the CONTRACTOR has failed to perform any obligation under this CONTRACT within the times set forth in this CONTRACT, then COUNTY may, upon written notice, withhold from amounts otherwise due and payable to CONTRACTOR, without penalty, until such failure to perform is cured or otherwise adjudicated. Withholding under this clause shall not be deemed a breach entitling CONTRACTOR to termination or damages, provided that COUNTY Professional Services Contract (rev 07/2025) Page 5 promptly gives notice in writing to the CONTRACTOR of the nature of the default or failure to perform, and in no case more than ten (10) days after it determines to withhold amounts otherwise due. A determination of the Administrative Officer set forth in a notice to the CONTRACTOR 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 CONTRACTOR acts within the times and in strict accord with the provisions of the Disputes clause of this CONTRACT. 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 CONTRACT, 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 CONTRACTOR, (3) to set off any amount so paid or incurred from amounts due or to become due the CONTRACTOR. In the event the CONTRACTOR obtains relief upon a claim under the Disputes clause, no penalty or damages shall accrue to CONTRACTOR by reason of good faith withholding by COUNTY under this clause. Billing Procedures and Payment: The funding awarded may only be used for eligible activities and expenses. COUNTY will pay CONTRACTOR upon acceptance of services provided and receipt of properly completed invoices, which shall be submitted to the COUNTY representative not more often than monthly. Exceptions to the single billing per month (or quarterly) can be made by the COUNTY on a case-by-case basis. The CONTRACTOR shall only be paid as a reimbursement of allowable costs incurred during each invoice period, according to the terms provided in Exhibit A, if the CONTRACTOR performs the services and submits all reporting to a satisfactory level. The COUNTY may, in its sole discretion, withhold payments claimed by the CONTRACTOR for services rendered if the CONTRACTOR fails to satisfactorily comply with any term or condition of this CONTRACT. No payments in advance or in anticipation of services or supplies to be provided under this CONTRACT shall be made by the COUNTY. No payment shall be made for any work performed by the CONTRACTOR, except for work identified and set forth in this CONTRACT. Unless otherwise provided for in this CONTRACT or any exhibits hereto, the CONTRACTOR will not be paid for any billings or invoices presented for costs incurred prior to the date of execution or after June 30, 2027. The CONTRACTOR is responsible for any audit exceptions or disallowable costs incurred by its own organization or that of its subcontractors. Duplicate Payment: A duplication of benefits (DOB) occurs when a person, household, business, government, or other entity receives financial assistance from multiple sources for the same purpose, and the total assistance received for that purpose is more than the total need for assistance. The COUNTY shall not pay CONTRACTOR if the CONTRACTOR has charged or will charge any other party under any other Grant, subgrant/subcontract, or agreement, for the same services or expenses. If it is determined that CONTRACTOR has received duplicate payment, the CONTRACTOR must pay back the COUNTY for these expenses. The contractor must have policies and procedures that differentiate funding and program FTE, enrollment criteria, program descriptions, caseloads, or similar methods. Fraud and Other Loss Reporting: CONTRACTOR shall report in writing all known or suspected fraud or other loss of any funds or other property furnished under this CONTRACT immediately or as soon as practicable. All cases reported to law enforcement must be tracked and follow the fraud guidance in the guidelines. Professional Services Contract (rev 07/2025) Page 6 Labor Standards: CONTRACTOR 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 determined by regulations promulgated by the Federal Secretary of Labor and/or the State of Washington. Assignment and Subcontracting: The performance of all activities contemplated by this CONTRACT shall be accomplished by CONTRACTOR. No portion of this CONTRACT may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of COUNTY. If subcontracting is approved, the CONTRACTOR is responsible to COUNTY should the subcontractor fail to comply with any applicable term or condition of this contract. CONTRACTOR shall audit and monitor the activities of the subcontractor during the contract term to assure fiscal conditions and performance metrics are met. COUNTY will be included on any audit or monitoring activities and reports. Conflict of Interest: If at any time prior to commencement of, or during the term of this CONTRACT, CONTRACTOR or any of its employees involved in the performance of this CONTRACT shall have or develop an interest in the subject matter of this CONTRACT that is potentially in conflict with the COUNTY’s interest, then CONTRACTOR shall immediately notify COUNTY of the same. The notification of COUNTY shall be made with sufficient specificity to enable COUNTY to make an informed judgment as to whether or not COUNTY’s interest may be compromised in any manner by the existence of the conflict, actual or potential. Thereafter, COUNTY may require CONTRACTOR to take reasonable steps to remove the conflict of interest. COUNTY may also terminate this CONTRACT according to the provisions herein for termination. Non-Discrimination in Employment: COUNTY’s policy is to provide equal opportunity in all terms, conditions and privileges of employment for all qualified applicants and employees without regard to race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status. CONTRACTOR shall comply with all laws prohibiting discrimination against any employee or applicant for employment on the grounds of race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Furthermore, in those cases in which CONTRACTOR is governed by such laws, CONTRACTOR shall take affirmative action to insure that applicants are employed, and treated during employment, without regard to their race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Such action shall include, but not be limited to: advertising, hiring, promotions, layoffs or terminations, rate of pay or other forms of compensation benefits, selection for training including apprenticeship, and participation in recreational and educational activities. In all solicitations or advertisements for employees placed by them or on their behalf, CONTRACTOR shall state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. Professional Services Contract (rev 07/2025) Page 7 The foregoing provisions shall also be binding upon any sub-contractor, provided that the foregoing provision shall not apply to contracts or sub-contractors for standard commercial supplies or raw materials, or to sole proprietorships with no employees. Non-Discrimination in Client Services: CONTRACTOR shall not discriminate on the grounds of race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status; or deny an individual or business any service or benefits under this CONTRACT; or subject an individual or business to segregation or separate treatment in any manner related to his/her/its receipt any service or services or other benefits provided under this CONTRACT; or deny an individual or business an opportunity to participate in any program provided by this CONTRACT. Waiver of Noncompetition: CONTRACTOR 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 COUNTY, and CONTRACTOR 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 COUNTY. Debarment Certification: The CONTRACTOR, by signature to this contract, certifies that the CONTRACTOR is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in this contract by any Federal department or agency. Work Product: CONTRACTOR will provide COUNTY with all work product including; plans, data reports, prior to the release of the final payment for services. Patent/Copyright Infringement: CONTRACTOR will defend and indemnify COUNTY from any claimed action, cause or demand brought against COUNTY, to the extent such action is based on the claim that information supplied by the CONTRACTOR infringes any patent or copyright. CONTRACTOR will pay those costs and damages attributable to any such claims that are finally awarded against COUNTY in any action. Such defense and payments are conditioned upon the following: A. CONTRACTOR shall be notified promptly in writing by COUNTY of any notice of such claim. B. CONTRACTOR shall have the right, hereunder, at its option and expense, to obtain for COUNTY the right to continue using the information, in the event such claim of infringement, is made, provided no reduction in performance or loss results to COUNTY. Confidentiality: CONTRACTOR, its employees, sub-contractors, and their employees shall maintain the confidentiality of all information provided by COUNTY or acquired by CONTRACTOR in performance of this CONTRACT, except upon the prior written consent of COUNTY or an order entered by a court after having acquired jurisdiction over COUNTY. CONTRACTOR shall immediately give to COUNTY notice of any judicial proceeding seeking disclosure of such information. CONTRACTOR shall indemnify and hold harmless COUNTY, its officials, agents or employees from all loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees and costs resulting from CONTRACTOR's breach of this provision. Professional Services Contract (rev 07/2025) Page 8 Right to Review: This CONTRACT is subject to review by any Federal, State or COUNTY auditor. COUNTY or its designee shall have the right to review and monitor the financial and service components of this program by whatever means are deemed expedient by the Administrative Officer or by COUNTY's Auditor’s Office. Such review may occur with or without notice and may include, but is not limited to, on-site inspection by COUNTY agents or employees, inspection of all records or other materials which COUNTY deems pertinent to the CONTRACT and its performance, and any and all communications with or evaluations by service recipients under this CONTRACT. CONTRACTOR shall preserve and maintain all financial records and records relating to the performance of work under this CONTRACT for six (6) years after CONTRACT termination, and shall make them available for such review, within Mason County, State of Washington, upon request. CONTRACTOR also agrees to notify the Administrative Officer in advance of any inspections, audits, or program review by any individual, agency, or governmental unit whose purpose is to review the services provided within the terms of this CONTRACT. If no advance notice is given to CONTRACTOR, then CONTRACTOR agrees to notify the Administrative Officer as soon as it is practical. Records Maintenance: CONTRACTOR agrees to keep records in an easily read form sufficient to account for all receipts and expenditures of contract funds. These records, as well as supporting documentation, will be archived by the CONTRACTOR’S office for at least six (6) years after the end of the contract. CONTRACTOR agrees to make such books, records, and supporting documentation available to the COUNTY for inspection when requested. Reporting and Other Contract Requirements: CONTRACTOR agrees to submit program and expense reports, as well as perform all other requirements outlined in “Exhibit A Scope of Service,” on or before the dates indicated therein. The COUNTY reserves the right to aggregate, disaggregate, analyze, reproduce, and/or disseminate the data provided in program reports, financial activity reports, or any other reports submitted to the COUNTY with respect to the program. Change in Personnel: The success of the approved program is largely contingent on the approved staffing identified in the proposal application and/or related to the final award amount and related services. Should there be any material change in job description, level of authority, or employment status of program staffing (or projected staff start dates for new programs) during the term of the CONTRACT, the COUNTY requires that the CONTRACTOR notify the COUNTY in writing within 15 days of the change and includes a staffing plan to minimize any disruption in services. CONTRACTOR will provide updates if there are any changes to the staffing plan or hiring delays. Equipment Purchase, Maintenance, and Ownership: The CONTRACTOR agrees that any depreciable equipment purchased, in whole or part, with contract funds at a cost of $1,000 per item or more, is upon its purchase the property of the COUNTY and will be used only for the program funded. The CONTRACTOR agrees to establish and maintain transaction documents (purchase requisitions, packing slips, invoices, receipts) and maintenance records of equipment purchased with Contract funds. The CONTRACTOR shall be responsible for any loss or damage to property of the COUNTY that results from the negligence of the contractor or that results from the failure on the part of the contractor to maintain and administer that property in accordance with sound management practices. In the case of Early Termination, the CONTRACTOR agrees that all such equipment will be returned Professional Services Contract (rev 07/2025) Page 9 to the COUNTY unless otherwise agreed upon in writing by the CONTRACTOR and the COUNTY. Insurance Requirements: At a minimum, CONTRACTOR shall provide insurance that meets or exceeds the requirements detailed in "Exhibit B Insurance Requirements." Insurance as a Condition of Payment: Payments due to CONTRACTOR under this CONTRACT are expressly conditioned upon the CONTRACTOR’s strict compliance with all insurance requirements under this CONTRACT. Payment to CONTRACTOR shall be suspended in the event of non-compliance. Upon receipt of evidence of full compliance, payments not otherwise subject to withholding or set-off will be released to CONTRACTOR. Industrial Insurance Waiver: With respect to the performance of this CONTRACT and as to claims against COUNTY, its officers, agents and employees, CONTRACTOR expressly waives its immunity under Title 51 of the Revised Code of Washington, the Industrial Insurance Act, for injuries to its employees and agrees that the obligations to indemnify, defend and hold harmless provided in this CONTRACT extend to any claim brought by or on behalf of any employee of CONTRACTOR. This waiver is mutually negotiated by the parties to this CONTRACT. CONTRACTOR Commitments, Warranties and Representations: Any written commitment received from CONTRACTOR concerning this CONTRACT shall be binding upon CONTRACTOR, unless otherwise specifically provided herein with reference to this paragraph. Failure of CONTRACTOR to fulfill such a commitment shall render CONTRACTOR liable for damages to COUNTY. A commitment includes, but is not limited to, any representation made prior to execution of this CONTRACT, whether or not incorporated elsewhere herein by reference, as to performance of services or equipment, prices or options for future acquisition to remain in effect for a fixed period, or warranties. Defense and Indemnity Contract: Indemnification by CONTRACTOR. To the fullest extent permitted by law, CONTRACTOR agrees to indemnify, defend and hold COUNTY and its departments, elected and appointed officials, employees, agents and volunteers, harmless from and against any and all claims, damages, losses and expenses, including but not limited to court costs, attorney's fees and alternative dispute resolution costs, for any personal injury, for any bodily injury, sickness, disease or death and for any damage to or destruction of any property (including the loss of use resulting there from) which 1) are caused in whole or in part by any act or omission, negligent or otherwise, of the CONTRACTOR, its employees, agents or volunteers or CONTRACTOR's subcontractors and their employees, agents or volunteers; or 2) are directly or indirectly arising out of, resulting from, or in connection with performance of this CONTRACT; or 3) are based upon CONTRACTOR’s or its subcontractors’ use of, presence upon or proximity to the property of COUNTY. This indemnification obligation of CONTRACTOR shall not apply in the limited circumstance where the claim, damage, loss or expense is caused by the sole negligence of COUNTY. This indemnification obligation of the CONTRACTOR shall not be limited in any way by the Washington State Industrial Insurance Act, RCW Title 51, or by application of any other workmen's compensation act, disability benefit act or other employee benefit act, and the CONTRACTOR hereby expressly waives any immunity afforded by such acts. The foregoing indemnification obligations of the CONTRACTOR are a material inducement to COUNTY to Professional Services Contract (rev 07/2025) Page 10 enter into this CONTRACT, are reflected in CONTRACTOR’s compensation, and have been mutually negotiated by the parties. Participation by County – No Waiver. COUNTY reserves the right, but not the obligation, to participate in the defense of any claim, damages, losses or expenses and such participation shall not constitute a waiver of CONTRACTOR’s indemnity obligations under this CONTRACT. Survival of CONTRACTOR’s Indemnity Obligations. CONTRACTOR agrees all CONTRACTOR’s indemnity obligations shall survive the completion, expiration or termination of this CONTRACT. Indemnity by Subcontractors. In the event the CONTRACTOR enters into subcontracts to the extent allowed under this CONTRACT, CONTRACTOR's subcontractors shall indemnify COUNTY on a basis equal to or exceeding CONTRACTOR’s indemnity obligations to COUNTY. Compliance with Applicable Laws, Rules and Regulations: This CONTRACT shall be subject to all laws, rules, and regulations of the United States of America, the State of Washington, political subdivisions of the State of Washington and Mason County. CONTRACTOR also agrees to comply with applicable Federal, State, County or municipal standards for licensing, certification and operation of facilities and programs, and accreditation and licensing of individuals. Administration of Contract: COUNTY hereby appoints, and CONTRACTOR hereby accepts, the Mason County Public Health and Human Services Director and his or her designee, as COUNTY’s representative, hereinafter referred to as the Administrative Officer, for the purposes of administering the provisions of this CONTRACT, including COUNTY’s right to receive and act on all reports and documents, and any auditing performed by the COUNTY related to this CONTRACT. The Administrative Officer for purposes of this CONTRACT is: Melissa Casey, Community Health Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 404 Fax: 360-427-7787 E-mail: mcasey@masoncountywa.gov Financial Contact: Casey Bingham, Finance Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 562 Fax: 360-427-7787 E-mail: caseyb@masoncountywa.gov Notice: Except as set forth elsewhere in the CONTRACT, for all purposes under this CONTRACT except service of process, notice shall be given by CONTRACTOR to COUNTY’s Administrative Officer under this CONTRACT. Notices and other communication may be conducted via e-mail, U.S. mail, fax, hand-delivery or other generally accepted manner including delivery services. Professional Services Contract (rev 07/2025) Page 11 Modifications: Either party may request changes in the CONTRACT. Any and all agreed modifications, to be valid and binding upon either party, shall be in writing and signed by both of the parties. Termination for Default: If CONTRACTOR defaults by failing to perform any of the obligations of the CONTRACT or becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or makes an assignment for the benefit of creditors, COUNTY may, by depositing written notice to CONTRACTOR in the U.S. mail, terminate the CONTRACT, and at COUNTY’s option, obtain performance of the work elsewhere. If the CONTRACT is terminated for default, CONTRACTOR shall not be entitled to receive any further payments under the CONTRACT until all work called for has been fully performed. Any extra cost or damage to COUNTY resulting from such default(s) shall be deducted from any money due or coming due to CONTRACTOR. CONTRACTOR shall bear any extra expenses incurred by COUNTY in completing the work, including all increased costs for completing the work, and all damage sustained, or which may be sustained by COUNTY by reason of such default. If a notice of termination for default has been issued and it is later determined for any reason that CONTRACTOR was not in default, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the Termination for Public Convenience paragraph hereof. Termination for Public Convenience: COUNTY may terminate this CONTRACT in whole or in part whenever COUNTY determines, in its sole discretion, that such termination is in the interests of COUNTY. Whenever the CONTRACT is terminated in accordance with this paragraph, CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. An equitable adjustment in the CONTRACT price for partially completed items of work will be made, but such adjustment shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this CONTRACT by COUNTY at any time during the term, whether for default or convenience, shall not constitute breach of CONTRACT by COUNTY. Termination for Reduced Funding: COUNTY may terminate this CONTRACT in whole or in part should COUNTY determine, in its sole discretion, that such termination is necessary due to a decrease in available project funding including State and/or Federal grants. Whenever the CONTRACT is terminated in accordance with this paragraph, the CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. Disputes: 1. Differences between the CONTRACTOR and COUNTY, arising under and by virtue of the AGREEMENT shall be brought to the attention of COUNTY at the earliest possible time in order that such matters may be settled or other appropriate action promptly taken. For objections that are not made in the manner specified and within the time limits stated, the records, orders, rulings, instructions, and decisions of the Administrative Officer shall be final and conclusive. 2. The CONTRACTOR 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 of COUNTY, or (2) the happening of any event or occurrence, unless the CONTRACTOR has given COUNTY a written Notice of Potential Claim within ten (10) days Professional Services Contract (rev 07/2025) Page 12 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 the CONTRACTOR 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. CONTRACTOR 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. 3. The CONTRACTOR 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, the CONTRACTOR 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. Arbitration: Other than claims for 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 CONTRACT 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 CONTRACT. 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 CONTRACT 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 arbitration hearing date; provided, that either party may decline to mediate and proceed with arbitration. Any arbitration proceeding commenced to enforce or interpret this CONTRACT shall be brought within six (6) years after the initial occurrence giving rise to the claim, dispute or issue for which arbitration is commenced, regardless of the date of discovery or whether the claim, dispute or issue was continuing in nature. Claims, disputes or issues arising more than six (6) years prior to a written request or demand for arbitration issued under this Agreement are not subject to arbitration. 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 CONTRACT, the venue of such action of litigation shall be in the courts of the State of Washington and Mason County. Unless otherwise specified herein, this CONTRACT shall be governed by the laws of Mason County and the State of Washington. Severability: If any term or condition of this CONTRACT or the application thereof to any person(s) or circumstances is held invalid, such invalidity shall not affect other terms, conditions or Professional Services Contract (rev 07/2025) Page 13 applications which can be given effect without the invalid term, condition or application. To this end, the terms and conditions of this CONTRACT are declared severable. Waiver: Waiver of any breach or condition of this CONTRACT shall not be deemed a waiver of any prior or subsequent breach. No term or condition of this CONTRACT shall be held to be waived, modified or deleted except by an instrument, in writing, signed by the parties hereto. The failure of COUNTY to insist upon strict performance of any of the covenants of this CONTRACT, or to exercise any option herein conferred in any one or more instances, shall not be construed to be a waiver or relinquishment of any such, or any other covenants or contracts, but the same shall be and remain in full force and effect. Order of Precedence: A. Applicable federal, state, and county statutes, regulations, policies, and procedures B. Funding source agreement(s) including attachments C. Special Terms and Conditions D. General Terms and Conditions E. Exhibit A, Scope of Service F. Exhibit B, Insurance Requirements G. Exhibit C, Budget H. Consolidated Homeless Grant (CHG) Guidelines, CHG Supplemental Manual Entire Contract: This written CONTRACT, comprised of the writings signed or otherwise identified and attached hereto, represents the entire CONTRACT between the parties and supersedes any prior oral statements, discussions, or understandings between the parties. Professional Services Contract (rev 07/2025) Page 14 EXHIBIT A SCOPE OF SERVICE A. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels (i.e., households served), as reported to Commerce in the SFY 2024 Annual Expenditure Report. B. CONTRACTOR shall commit to operating a high-performing crisis response system in their county by: a. Assessing each household’s housing needs and facilitating housing stability with the goal of obtaining or maintaining permanent housing. b. Employing a progressive engagement service model. c. Prioritizing households most likely to become homeless when using homelessness prevention rent assistance. d. Being anti-racist leaders in their crisis response systems and facilitating partnerships among organizations that respond to the disproportionality in services and outcomes for communities that may not seek assistance from mainstream organizations. C. CONTRACTOR shall submit the deliverables outlined in EXHIBIT D DELIVERABLE TABLE on time with truthful, accurate information. D. CONTRACTOR shall comply with all of the requirements, policies and procedures in the Consolidated Homeless Grant Guidelines, including the Washington State Coordinated Entry Guidelines. E. CONTRACTOR must adopt the required performance measures outlined in EXHIBIT E PERFORMANCE REQUIREMENTS. F. CONTRACTOR roles and responsibilities: a. Provide direct service delivery according to the descriptions in the homeless response system RFP, CHG Guidelines, CHG Supplemental Manual, and best practices for the programs being implemented. b. Identify individuals in need and work with other service providers to prioritize aid, ensuring those who need help most get it quickly. c. Assess eligibility and apply housing first principles, trauma-informed care, and harm reduction to help program participants achieve stability and positive housing outcomes. d. Involve people who have experienced homelessness in developing service delivery models and provide opportunities for their feedback. e. Ensure the Washington Homeless Management Information System (HMIS) operates in accordance with RCW 43.185C.180, the CHG Guidelines, and HUD data standards: • All projects are set up correctly in HMIS • All data is accurate, complete, and timely • Must adhere to the HMIS Data Quality Plan f. Respond to the disproportionality in access to services, service provision, and outcomes. g. Homelessness Prevention, Rapid Re-Housing, and Permanent Supportive Housing projects funded by CHG must participate in the county or regional Coordinated Entry Professional Services Contract (rev 07/2025) Page 15 (CE) System by accepting referrals and must fill openings solely through the CE process. h. Ensure that employees providing direct services, their supervisors, and employees managing homeless grants complete the required trainings (CHG 2.1.5) every three years. i. Use a progressive engagement service model. j. Operate programs within the approved budget and households served. Project Intervention Types Funded 1. Emergency Shelter a. Continuous Stay b. Night-by-night 2. Rental Assistance a. Rapid Re-housing i. Tenant-Based subsidy prioritized ii. Facility-Based (global leased properties) up to 20% of the total Rapid Re- housing budget may be used to support project-based units b. Eviction Prevention 3. Coordinated Entry, Care Coordination, Diversion Fund, and PIT Count Overnight Emergency Shelters: (CHG 1.4.1.1) Emergency Shelters address the immediate needs of vulnerable populations by offering short- term, temporary overnight shelter for people experiencing homelessness. They may operate through facility-based sites or use hotel/motel vouchers. The effectiveness of Emergency Shelters is measured by their capacity to be full, their racial equity, and the number of households that transition from shelters to stable housing outcomes. Crossroads Housing operates continuous stay shelter programs for families experiencing homelessness. This family driven program maintains four locations keeping 16 families off the streets. The “main family shelter” located at 71 Sargison in Shelton, is a continuous stay shelter that houses seven studio apartments and is utilized for larger literally homeless families as well as three off site shelters. The off-site shelters are operated as scattered-site emergency shelter in a group living style arrangement, with each family having a private bedroom and shared kitchen, living room, and bathrooms. All shelter programs operated by Crossroads Housing are focused on families with the highest vulnerability score, meaning each household must have a child, be expecting a child, or have a letter of support from Child Protective Services stating the child will be being returned. Families are referred from Coordinated Entry using a dynamic prioritization method for emergency shelter occupancy.Family size is also considered because a family of four cannot be placed in a one-bedroom group living shelter situation as it exceeds the square footage per person rules for group living. The goal is to move households forward to transitional housing, rapid re-housing, or permanent housing within 90 days. This is a goal not a rule that is driven by the client’s participation in case management efforts. The case management team utilizes the progressive engagement approach to make a custom care plan that recognizes each client’s strength and needs assisting the client in overcoming barriers to housing independence. Program admittance must go through Coordinated Entry. Emergency Shelter Deliverables: 1. Meet the required performance outcome for Emergency Shelter: 50% Exits to Permanent Housing. Professional Services Contract (rev 07/2025) Page 16 2. Number of households expected to serve annually: 25-28 on-site, 18-36 off-site 3. Meet the Low Barrier Housing Requirement. 4. Operate a notification system for key community partners on bed availability, referral process, and provide adequate resources and assistance to individuals that are unable to stay when the shelter is at maximum occupancy capacity or when the shelter or part of the shelter is closed for any reason. 5. Adhere to best practices. “Emergency Shelters are typically designed and intended to provide temporary shelter for short-term stays: up to three months. However, households are not required to exit after 90 days” (CHG Guidelines page 10). Case managers will work with households to reduce long lengths of stay (e.g., 9 months or more), as this is the purpose of housing programs such as transitional housing, rapid re- housing, permanent supportive housing, HUD vouchers, etc. 6. Develop and implement a hazardous weather response plan with the ability to respond to community needs during periods of extremely hot or cold weather or severe poor air quality due to wildfire smoke. 7. Policies and Procedures that demonstrate the following: a. Check-in process that includes a reasonable check-in time and accounts for households that may be late or unable to make a predetermined time. b. The protocol when maximum capacity is reached and the procedures to assist households in finding other shelter options. c. Protocols for emergency situations when employees are present and, if different, during hours when employees are not present. d. Protocols for shelter stays beyond 90 days outlining the process to find transitional (temporary) or permanent housing options. Prolonged shelter stays does not follow trauma informed practices. e. The project's intent and operations must differentiate the emergency shelter from other types of temporary housing, namely transitional housing. f. Enrollment criteria, length of stay, and exit criteria for hotel/motel stays. g. Low barrier housing requirement. Rapid Re-Housing (1.4.2.1) Rapid Re-Housing (RRH) quickly moves households from homelessness into permanent housing by providing: • Housing Identification Services: Recruit landlords to provide housing for RRH participants and assist households with securing housing. • Financial Assistance: Provide assistance to cover move-in costs, deposits, and ongoing rent and/or utility payments. • Case Management and Services: Provide services and connections to community resources that help households maintain housing stability. • Rapid Rehousing projects must fill vacancies with referrals from coordinated entry, serving the most vulnerable. A project-based (facility-based) subsidy is attached to a specific unit, meaning the subsidy stays with the property. A global leased property (aka master lease) is a lease agreement between a private landlord and a non-profit agency and is considered project-based (facility-based) rental assistance. Project-based (facility-based) Rental Assistance Deliverables: 1. Meet the required performance outcome for Rapid Re-Housing: 80% Exits to Permanent Housing. Professional Services Contract (rev 07/2025) Page 17 2. Operate as a low-barrier project 3. Must fill vacancies through Coordinated Entry. The program must serve the most vulnerable households. This will be verified through CE vulnerability scores. 4. Rapid Re-Housing Placement Report due by the 15th of each month. 5. Follow Project-based (facility-based) Rental Assistance and Global Lease Requirements outlined in the Mason County CHG Supplemental Manual. 6. No more than 20% of the budget is allocated to project-based units. 7. A list of all organizational master/global lease addresses, fund source, housing type (Rapid Rehousing, Transitional Housing, Emergency Shelter), HMIS number, and move- in date. 8. Secure an MOU with the Bremerton Housing Authority and prioritize referrals to obtain Section 8 Housing Vouchers before enrolling in the Rapid Re-Housing Program. 9. Policies and procedures that demonstrate the following: a. Differentiate tenant-based from project-based (facility-based) rental assistance programs, and what happens to tenants when they exit the program b. Hotel/motel stays when no suitable shelter bed is available during the housing search A tenant-based subsidy is attached to the tenant, allowing them to choose their housing. The subsidy stays with the tenant if they move. Tenant-Based Rental Assistance Deliverables: 1. Meet the required performance outcome for Rapid Re-Housing: 80% Exits to Permanent Housing. 2. Number of households expected to serve annually: 30-40 3. Must fill vacancies through Coordinated Entry. The program must serve the most vulnerable households. This will be verified through CE vulnerability scores. 4. Rapid Re-Housing Placement Report due by the 15th of each month. 5. Follow Tenant-Based Rapid Re-Housing Requirements outlined in the Mason County CHG Supplemental Manual. 6. A list of all organizational master/global lease addresses, fund source, housing type (Rapid Rehousing, Transitional Housing, Emergency Shelter), HMIS number, and move- in date. 7. Secure an MOU with the Bremerton Housing Authority and prioritize referrals to obtain Section 8 Housing Vouchers before enrolling in the Rapid Re-Housing Program 8. Policies and procedures that demonstrate the following: a. Differentiate tenant-based from project-based (facility-based) rental assistance programs, and what happens to tenants when they exit the program b. Hotel/motel stays when no suitable shelter bed is available during the housing search Eviction Prevention (CHG 4.0 and RCW 43.185c.185) Eviction Prevention helps households at risk of homelessness (HUD Category 2 & CHG 4.3.1) maintain stable housing and avoid homelessness by addressing the underlying causes of housing instability, such as financial hardship, disputes with landlords, or legal challenges. CONTRACTOR will provide housing-focused case management and temporary rent subsidies. Professional Services Contract (rev 07/2025) Page 18 Eviction Prevention Deliverables: 1. Meet the required performance outcome for Homelessness Prevention: Housing retention after 6 months, and 95% of households exiting to permanent housing must not re-enter a homeless-type HMIS project. 2. Number of households expected to serve annually: 90-120 3. Submit Eviction Prevention Log by the 15th of each month. 4. Follow Mason County’s Prioritization Policy and Procedure and use the Targeted Prevention Scoring Tool. 5. Follow the Homelessness Prevention Triage and HMIS Policy and Procedure. 6. At least 10% of the Eviction Prevention total award must be subgranted to By and For Organizations. 7. Before any rental arrears payments are made, the household must be connected with the Dispute Resolution Center to make exemplary efforts at conciliation, mediation, and repayment plans. 8. A reduction in the number of unlawful detainers in the court system. 9. A reduction in the number of households that receive an eviction on their record. 10. A reduction in the number of people who become homeless. 11. CONTRACTOR must notify Mason County Public Health and Human Services when no less than two months of rent remain in the budget and the protocol to close the program. Coordinated Entry/Care Coordination/Diversion Fund and Point-in-Time Count As a lead agency, Crossroads Housing will be responsible for following the Washington State Coordinated Entry Guidelines and implementing the program by following the requirements and policies and procedures detailed in the Mason County Homeless Response System CHG Supplemental Manual. Coordinated Entry/Care Coordination/Diversion and Point-in-Time Count Deliverables 1. Meet the CE Governance Body requirements and lead these efforts in the community. 2. Have policies and procedures that meet the criteria of the Washington State Coordinated Entry Guidelines. 3. Lead the Point-in-Time Count homeless census as required. Scope Change Request Sometimes, unforeseeable events prevent a program from being implemented as designed or are in jeopardy of meeting the project timeline. In that case, the subcontractor may request a change in the Scope of Service. Sometimes, there is “scope, budget, or mission creep,” and this process assumes that the organization is making efforts to contain the scope of services within the approved budget. A written Scope Change must be submitted to the Mason County Public Health and Human Services contract administrator using the template provided in the CHG Supplemental Manual. The CONTRACTOR must ensure that all reasonable attempts to implement the program as designed have been made. The COUNTY must approve Scope Changes before the CONTRACTOR makes any changes. Professional Services Contract (rev 07/2025) Page 19 EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, CONTRACTOR will maintain insurance in conformance with the requirements set forth below. CONTRACTOR will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, it will be amended to do so. CONTRACTOR acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to COUNTY. A. MINIMUM Insurance Requirements: 1. 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, for bodily injury, personal injury, property damage, and products/completed operations, including without limitation, blanket contractual liability. 2. Workers’ Compensation on a state-approved policy form providing statutory benefits as required by law with employer’s liability limits for CONTRACTOR's, no less than $1,000,000 per accident for all covered losses. 3. 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 CONTRACTOR owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the general liability policy described above. If CONTRACTOR or CONTRACTOR’s employees will use personal autos in any way on this project, CONTRACTOR shall obtain evidence of personal auto liability coverage for each such person. 4. Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. Coverage shall include acts, errors, or omissions arising from professional services, including housing placement, case management, compliance reporting, and administration of grant funds. 5. Cyber Liability Coverage. CONTRACTOR shall maintain cyber liability insurance with limits of not less than $1,000,000 per claim and $2,000,000 aggregate. Such coverage shall include privacy liability, network security, breach response, notification, credit monitoring, regulatory defense, and system restoration expenses related to the use and access of HMIS and other client data. Professional Services Contract (rev 07/2025) Page 20 6. 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 Contractor, 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. B. Certificate of Insurance: A Certificate of Insurance naming COUNTY as the Certificate Holder must be provided to COUNTY within five (5) days of CONTRACT execution. C. Basic Stipulations: 1. CONTRACTOR 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. CONTRACTOR also agrees to require all contractors, subcontractors, and anyone else involved in this CONTRACT on behalf of the CONTRACTOR (hereinafter “indemnifying parties”) to comply with these provisions. 2. CONTRACTOR 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. 3. All insurance coverage maintained or procured by CONTRACTOR or required of others by CONTRACTOR pursuant to this CONTRACT 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. 4. All coverage types and limits required are subject to approval, modification and additional requirements by COUNTY. CONTRACTOR shall not make any reductions in scope or limits of coverage that may affect COUNTY’s protection without COUNTY’s prior written consent. 5. CONTRACTOR agrees to provide evidence of the insurance required herein, satisfactory to COUNTY, consisting of: a) certificate(s) of insurance evidencing all of the coverages required and, b) an additional insured endorsement to CONTRACTOR’s general liability policy using Insurance Services Office form CG 20 10 with an edition date prior to 2004. CONTRACTOR agrees, upon request by COUNTY to provide complete, certified copies of any policies required within 10 days of such request. 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 CONTRACTOR or deducted from sums due CONTRACTOR. Any actual or alleged failure on the part of COUNTY or any Professional Services Contract (rev 07/2025) Page 21 other additional insured under these requirements to obtain proof of insurance required under this CONTRACT in no way waives any right or remedy of COUNTY or any additional insured, in this or in any other regard. 6. It is acknowledged by the parties of this CONTRACT that all insurance coverage required to be provided by CONTRACTOR 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. 7. CONTRACTOR 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 CONTRACTOR’s existing coverage includes a self-insured retention, the self-insured retention must be declared to the COUNTY. The COUNTY may review options with CONTRACTOR, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. 8. CONTRACTOR 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 CONTRACT. This obligation applies whether or not the CONTRACT is canceled or terminated for any reason. Termination of this obligation is not effective until COUNTY executes a written statement to that effect. 9. The limits of insurance as described above shall be considered as minimum requirements. Should any coverage carried by CONTRACTOR or a subcontractor of any tier maintain insurance with limits of liability that exceed the required limits or coverage that is broader than as outlined above, those higher limits and broader coverage shall be deemed to apply for the benefit of any person or organization included as an additional insured and those limits shall become the required minimum limits of insurance in all Paragraphs and Sections of this CONTRACT. 10. None of the policies required herein shall be in compliance with these requirements if they include any limiting endorsement that has not been first submitted to COUNTY and approved of in writing. 11. The requirements in this Exhibit supersede all other sections and provisions of this CONTRACT to the extent that any other section or provision conflicts with or impairs the provisions of this Exhibit. 12. Unless otherwise approved by COUNTY, insurance provided pursuant to these requirements shall be by insurers authorized to do business in Washington and with a minimum A.M. Best rating of A-:VII. Professional Services Contract (rev 07/2025) Page 22 13. All insurance coverage and limits provided by CONTRACTOR and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this CONTRACT limits the application of such insurance coverage. 14. CONTRACTOR agrees to require insurers, to provide notice to COUNTY thirty (30) days prior to cancellation of such liability coverage or of any material alteration or non-renewal of any such coverage, other than for non-payment of premium. CONTRACTOR shall assure that this provision also applies to any subcontractors, joint ventures or any other party engaged by or on behalf of contractor in relation to this agreement. Certificate(s) are to reflect that the issuer will provide thirty (30) days’ notice to COUNTY of any cancellation of coverage. 15. COUNTY reserves the right at any time during the term of the CONTRACT to change the amounts and types of insurance required by giving the CONTRACTOR ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the CONTRACTOR, the COUNTY and CONTRACTOR may renegotiate CONTRACTOR’s compensation. 16. Requirements of specific coverage features are not intended as limitation on other requirements or as waiver of any coverage normally provided by any given policy. Specific reference to a coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all-inclusive. 17. CONTRACTOR agrees to provide immediate notice to COUNTY of any claim or loss against CONTRACTOR arising out of the work performed under this agreement. COUNTY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve COUNTY. Professional Services Contract (rev 07/2025) Page 23 EXHIBIT C BUDGET Emergency Shelter Fund Source FY26 Award Administration CHG Standard $31,313 Facility Support CHG Emergency Housing $220,085 Total Emergency Shelter $251,398 Rapid Re-Housing Fund Source FY26 Award Administration CHG Standard $36,524 Operations CHG DRF Backfill $88,048 Rent 2163 $114,893 Facility Support CHG Emergency Housing $59,866 Total Off-site Rapid Re-Housing $299,331 Eviction Prevention Fund Source FY26 Award Administration EP Admin $62,613 Operations EP Operations $178,363 Rent EP Rent $260,659 Total Eviction Prevention $501,635 Coordinated Entry/Care Coordination/Diversion Fund Source FY26 Award Administration CHG Standard $5,219 Operations CHG DRF Backfill $26,864 Diversion Fund CHG DRF Backfill $5,500 Total CE/Care Coord/Diversion $37,583 Total FY26 Award $1,089,947 Professional Services Contract (rev 07/2025) Page 24 Payment: In the event State, Federal, or local funding changes, the COUNTY reserves the right to amend the payment terms and the amount awarded in this contract. Approved invoices will be disbursed according to the vendor payment schedule of the County Auditor’s Office. Refer to the Billing Procedures and Payment clause of this contract for additional information. All COUNTY-provided templates must be used and not modified without the county's written permission. The county can change the reporting requirements by notifying the contractor. Payment will be considered timely within 30 days of receipt of invoice. Monthly Financial Invoice: Final, approved invoices are due by the 15th of each month a. All invoices and reports, including HMIS, must be accurate, complete, and received to a satisfactory level before invoices are approved and processed for reimbursement. b. The CONTRACTOR will submit a monthly financial invoice to the COUNTY no later than the 15th of each month for reimbursement of allowable costs; prepayment of expenses is not allowable. Submitting invoices promptly and error-free is essential for the fastest reimbursement turnaround possible. c. Budget Narrative: If the invoice has a significant increase or decrease in totals, include a budget narrative in the email submission to explain the change when the invoice is submitted. d. The CONTRACTOR may not manipulate, change, or adjust any template provided by the COUNTY without prior written permission from the COUNTY. e. Administration: Reimbursement requests cannot exceed the 1/12 monthly allotment. For example, if the Administration allocation is 15%, administration costs may not exceed 15% of the monthly reimbursement requests. The Department of Commerce prefers that all overheads be budgeted and expensed in the Administration Budget Category. Administration costs include, but are not limited to, Executive Director salary and benefits, organization memberships or subscriptions, software licensing, business license, general organizational insurance, conferences, organization-wide audits, board expenses, community event registration, fire inspections, and general agency facility costs (including those associated with the Executive Director) such as rent (building space that is not directly attributed to a program funded through this contract), depreciation expenses, and operations and maintenance. All amounts billed to administration must be allowable, supported by actual costs, not double-charged, and treated consistently in similar circumstances. f. All “pooled” costs are considered “Administration” unless the County approves an exception. g. Time-billing: Agencies must ensure that processes are in place to track employee time to the program they are working in and only bill hours to a program for time worked in each program. Program employees must use time-billing methods to track the time spent on tasks or projects directly related to the program. This helps reduce billing errors and ensures that every program is charged appropriately. h. Salary & Wages: The COUNTY will reimburse hourly rates and accrued/unused PTO in accordance with RCW 49.48.010, without incentives such as bonuses, except for grants that specifically allow it (e.g., the inflationary increase from FY24 and FY25). Payouts are distributed across all programs that fund the position. Salary and benefits are itemized separately. i. Cost Distribution Plan: It is preferable to bill all overhead as part of the 15% Administration allocation. However, a cost distribution plan is also allowable if the Professional Services Contract (rev 07/2025) Page 25 agency operates more than one program and/or multiple fund sources are used across programs. The plan must differentiate overhead/administration expenses that benefit the whole organization and are not directly attributed to a program from overhead directly tied to a program (e.g., marketing materials specific to the program or the CHG Forum/Convening that may benefit multiple programs funded by these funds). Program and operation expenses will be directly attributed to the Operations Budget Category (i.e., the agency would not have these costs if it didn’t operate the program). Agencies will use a square foot calculation for office space directly related to the program to bill agency facility costs to program operations. However, the square footage not directly related to program office space will be billed to Administration. j. Conferences: Allowable Conference: The Department of Commerce is not hosting the annual CHG Forum this year. Homeless track sessions will be part of the Housing Washington Conference in Bellevue on September 28th-30th, 2025. k. Item Descriptions: To help ensure no duplication of expenses, include specific descriptions in the journal entry or the itemized expense list. Include the date range for utilities, rent, or other monthly recurring costs. Including the account numbers or building addresses is helpful when the organization has similar costs for different buildings (e.g., utilities and off-site shelters). l. Reimbursement in one fiscal year may not exceed the approved annual budget. Suppose annual budgeted funds are expended before the end of the first fiscal year. In that case, no additional reimbursements for that fiscal year will be approved, and programs/services are expected to continue. Any unspent funds will be rolled into the next fiscal year if the grant or budget category allows. Programs funded from the state fiscal budget, such as the Housing and Essential Needs program, do not have funds that carry over. m. The CONTRACTOR must retain all backup documentation, including policies and procedures for tracking employee time to grants and calculating holiday and overtime pay. n. Invoices must be easily read, with program expenses organized and labeled. Arrange the backup documentation in the order in which items appear on the invoice. o. Errors: If you make an error in any previous months or overpayments or underpayments, contact the COUNTY to determine the next steps. Monthly spend-down amounts may not be changed after an invoice has been submitted, approved, and paid. p. Allowable Expenses: The first step is to review the Scope of Service in the contract for approved project intervention types and the expenses directly associated with implementing the approved program. The next step is to review the CHG Guidelines. If any questions or clarification about allowable expenses remain, contact the COUNTY before making any purchases to avoid non-reimbursable situations. q. Budget Adjustments/Revisions: Budget adjustments/revisions are when money is moved from one budget category to another. All budget revision requests must use the Contract Budget Transfer Request Form. Budget revisions are allowable up to once per quarter. CHG Contracts will require Commerce approval and follow CHG Guidelines. No more than 10% of the program budget may be transferred, and no money may be transferred from the Rent Budget category. r. Financial Contract Amendments: Contract amendments will be issued when there is a change in the total contract award. Amendments are also required in CHG contracts when the total budget adjustment for the county or sequential adjustments exceed(s) 10% of the award. s. De-obligation of Funds: Budget categories are monitored for over- or underspending. In some cases, a de-obligation of funds will be required for categories that are underspent or tracking to underspend by more than five percent. Professional Services Contract (rev 07/2025) Page 26 t. Submit monthly invoices electronically to Todd Parker (tparker@masoncountywa.gov) using the correct naming convention. Each invoice must include: ▪ The name of the agency, ▪ Date submitted, ▪ Dates of service the invoice represents ▪ Contract number, ▪ Invoice number ▪ Version number when resubmitting invoice corrections ▪ Name of funding source, ▪ Total reimbursement request per funding source, ▪ Salary or Time Worked and benefits are separated ▪ Vacation (PTO), Holiday Pay, and Overtime are separated from Time Worked. ▪ Total hours worked by employees for each program and ensure time-billing. ▪ General Ledgers or backup documentation that includes expenses broken out by the budget category. These reports cannot include client names or identifying information. Use HMIS numbers in the description when any funds are paid on behalf of or, if allowed, directly to the household. The landlord's name is allowable when rental and/or utility assistance payments are made. ▪ All Flexible Fund (CHG 6.3.3) expenses must be pre-approved. It is acceptable to have a list of expenses approved at the start of the contract. ▪ Voucher detail worksheets, if required by the grant, ▪ Spenddown sheet matching the voucher detail worksheet. The subcontractor may not overspend in a budget category. ▪ Any HMIS reports required by the grant. ▪ Signature Page: Signed by the Executive Director, CEO, and/or Board Chair approving that the expenses are accurate and allowable. ▪ Submitted by the Executive Director. Professional Services Contract (rev 07/2025) Page 27 EXHIBIT D DELIVERABLE TABLE Date Due / Frequency Deliverable Name & Description No later than thirty (30) days of the date of execution Contract requirements identified under the Special Terms and Conditions section of the contract Monthly – complete, accurate, and approved by the 15th of each month An invoice and voucher detail worksheet, and, at a minimum, a general ledger generated by the organization’s accounting system. The General Ledger must include transaction-level detail for all costs that have been paid and are being claimed for reimbursement. These documents are due to the COUNTY by the 15th of the month following the month in which services were provided. Monthly – by the 15th of each month • Eviction Prevention Log: Each organization operating an Eviction Prevention Program will develop a tracking mechanism to provide essential program data that tracks contacts and processing time to determine the demand and funding needs. • Rapid Re-Housing Placement Report: Each organization operating a Rapid Re-Housing Program will report placement to rental properties. Quarterly: • 1st Qtr: Oct 10 • 2nd Qtr: Jan 10 • 3rd Qtr: April 10 • 4th Qtr: July 10 • HMIS Data Quality (HUD 225) Report: Review the report for the number of people and heads of household served and data quality, timeliness, and accuracy. • HMIS OUTS – Reports Exits to Permanent Housing: o Emergency Shelter = 50% o Rapid Re-Housing = 80% o Permanent Supportive Housing = 95% • Landlord Outreach: All programs with an “exit to permanent housing” target must conduct targeted landlord-specific outreach. Documentation will include the date and type of outreach. Any events will also include a sign-in sheet as supporting documentation. Landlord-specific outreach includes, but is not limited to, both active and passive means such as events, newsletters, in-person meetings, associations, and group meetings. CONTRACTOR is encouraged to partner with other providers to satisfy this requirement and maximize participant benefits. Include the COUNTY in all electronic landlord outreach efforts. • Training Log: Each agency must identify staff to attend and complete trainings. These staff should include staff that provide direct services, supervisors of direct service staff, and staff that manage homeless grants. • Narrative Report (Optional): Agencies can use this report to share successes or challenges/barriers encountered during the quarter. Annually • Local Homeless Housing Plan (CHG 2.1.4.1): According to RCW 43.185c, the homeless response system must submit a local homeless housing plan every five years. All agencies must actively participate in the plan's development, implementation, and annual plan updates and be accountable for the measures of success and program/system performance requirements adopted in the plan. Each agency will submit a Work Plan and provide annual plan updates. • Annual County Expenditure Report (CHG 2.1.4.2): All agencies that enter data into HMIS must coordinate with the COUNTY to submit a complete and accurate report of program funding information to the Department of Commerce. • Point-in-Time Count (2.1.4.3): All agencies must actively participate in the PIT Count to obtain a complete count of people experiencing homelessness in Mason County. • Street Outreach Data: Data collected from street outreach efforts, such as the number of encampments and individuals encountered, service needs, and referrals to other sectors, are essential to understanding community and client needs and designing a system that meets these needs. Other Annual Assessment Monthly Report: Each agency receives a monthly report to track when annual assessments are due. Use this report to ensure that all annual assessments are completed on time. Professional Services Contract (rev 07/2025) Page 28 EXHIBIT E PERFORMANCE REQUIREMENTS A. Housing Outcomes: For each intervention type funded by the Consolidated Homeless Grant, grantees must adopt the required housing outcome performance measure outlined in the Consolidated Homeless Grant Guidelines, Appendix D, Table A. Grantees must improve housing outcomes by making progress towards the statewide performance target. a. Emergency Shelter: 50% Exits to Permanent Housing b. Rapid Re-Housing: 80% Exits to Permanent Housing c. Permanent Supportive Housing: 95% Exits to Permanent Housing d. Homelessness Prevention: Housing retention after 6 months, and 95% of households that exit to a permanent housing destination must not enter a homeless type HMIS project after exit. B. Equitable Outcomes: For each of the required housing outcome performance measures, outcomes across racial and ethnic demographics should not be significantly less than the overall rate. The “overall rate” refers to the rate of a particular intervention type’s total exits to positive outcomes. This is inclusive of all ethnic or racial categories. C. Equitable Access: While not a formal performance measure that will be monitored, grantees are expected to use equitable access data to identify underserved populations, assess the impact of their access strategies and work to improve equitable access as needed. Grantees can access this data through the Washington Balance of State Equitable Access Dashboard which compares the race and ethnicity of households entering the homeless system (HMIS) to the race and ethnicity of the homeless and unstably housed populations (The Snapshot Report). Professional Services Contract (rev 07/2025) Page 29 EXHIBIT F ATTESTATION I do hereby certify that to the best of my knowledge, the following is true, accurate, and complete: All contractors, including by and for organizations, attest that all are bound to all contracts, including contracts between the Department of Commerce and Mason County Public Health and Human Services, and/or any subrecipients. I have reviewed all pass-through contract language, have received copies, and agree to be bound to these terms. I have read all guidelines specific to the fund source and policies set forth by the Department of Commerce and Mason County Public Health and Human Services, and agree to follow. Name (printed) _________________________________________________________ Name (signature) _______________________________________________________ Title __________________________________________________________________ Agency _______________________________________________________________ Date _______________________ Professional Services Contract (rev 07/2025) Page 1 MASON COUNTY PROFESSIONAL SERVICES CONTRACT CONTRACT # This CONTRACT is made and entered into by and between Mason County, hereinafter referred to as "COUNTY" and Crossroads Housing, hereinafter referred to as "CONTRACTOR.” Contracted Entity Crossroads Housing Address 71 Sargison Loop/PO Box 1777 City, State, Zip Code Shelton, WA 98584 Phone 360-427-6919 Primary Contact: Name, Title Tanya Frazier, Executive Director Primary Contact: E-mail tanya@crossroads-housing.net Washington State UBI# 601399556 Federal EIN 91-1569401 Total Award/Contract Value $993,595 Contract Term July 1, 2025 – June 30, 2027 COUNTY and CONTRACTOR, as defined above, acknowledge, and accept the terms of this contract and EXHIBITS and have executed this contract on the date below to start as of the date and year referenced above. The rights and obligations of both parties to this contract are governed by this contract including any Special Terms and Conditions, General Terms and Conditions, Exhibits, and the following other documents incorporated by reference: Original RFP application, instructions, and disclosures. CONTRACTOR NAME BOARD OF COUNTY COMMISSIONERS MASON COUNTY, WASHINGTON ______________________________ ___________________________________ Agency Name Sharon Trask, Chair ______________________________ ___________________________________ Authorized Signature Date ______________________________ APPROVED AS TO FORM: Print Name & Title ______________________________ ___________________________________ Date Tim Whitehead, Chief DPA Professional Services Contract (rev 07/2025) Page 2 Special Terms and Conditions CONTRACTOR agrees to the following: The award of funds does not guarantee that the CONTRACTOR will receive funding if special conditions are not met. The following documents are requirements and must be received within 30 days of the date of execution for the CONTRACTOR to submit an invoice and receive funding. If the agency has provided these documents under a previous contract, only updated documents need to be provided. For tracking purposes, please notify COUNTY on each item stating “no updates” if this is the case. 1. CONTRACT REQUIREMENTS to receive funding: a. Vendor Payment Form b. Certificate of Insurance (see Exhibit B Insurance Requirements) c. Exhibit F Attestation d. Program Organization Chart e. Cost Distribution Plan (if applicable) f. Policies & Procedures related to avoiding Duplicate Billing for programs that may share clients or are dual enrolled in other programs g. Coordinate with Community Action Council of Lewis, Mason, and Thurston Counties for the transition of the Housing and Essential Needs program. 2. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels, as reported to Commerce in the SFY 2024 Annual Expenditure Report. Federal and State Benchmarks, Data Collection, and Evaluation: The Department of Housing and Urban Development (HUD) and the Department of Commerce may require additional reporting of programs and continuums of care directly or indirectly related to the funding awarded such as, but not limited to, Coordinated Entry, Data Quality, Data Timeliness, Housing Inventory Report, Annual Performance Report, Point in Time Count and System Performance Measures. CONTRACTOR agrees to participate in these evaluation efforts, meet individual benchmarks that contribute to the system and will fulfill the data collection and reporting requirements specified at the time of the request. It will be the obligation of the COUNTY representatives, CONTRACTOR and other contractors to provide protections and assurances regarding the confidentiality of data, samples of work (in any media format) and/or interview comments provided by participants. CONTRACTOR also agrees to provide the COUNTY with the results of any independent or self-directed evaluation or research undertaken in respect to the funded program. Contract Closeout: CONTRACTOR shall adhere to any Commerce year-end fiscal deadlines. In the event of early termination or non-renewal of a contract, final payment is contingent upon the CONTRACTOR’S ability to provide the COUNTY with all invoices and work product including plans, narrative reports, and data reports, to release the final payment for services within sixty (60) calendar days of contract completion or termination. The COUNTY shall have no further obligation to pay CONTRACTOR if any invoices or reports are past due for the sixty (60) day period following the contract term end date. If funding has been awarded for the next grant term and there are outstanding invoices or reports that are not completed to a satisfactory level by July 31, the CONTRACTOR will start the new contract term in Probation Status. Funding Source: Department of Commerce Consolidated Homeless Grant Contract Number: 26-46108-20 Professional Services Contract (rev 07/2025) Page 3 General Terms and Conditions Scope of Service: CONTRACTOR agrees to provide COUNTY the services and any materials as set forth as identified in “Exhibit A Scope of Service,” during the CONTRACT period. In the event that CONTRACTOR expends the total award specified in “Exhibit C Budget” before the end of the CONTRACT duration, CONTRACTOR remains liable to provide COUNTY the services as identified in “Exhibit A Scope of Service.” No material, labor or facilities will be furnished by COUNTY, unless otherwise provided for in the CONTRACT. Term: Services provided by CONTRACTOR prior to or after the term of this CONTRACT shall be performed at the expense of CONTRACTOR and are not compensable under this CONTRACT unless both parties hereto agree to such provision in writing. The term of this CONTRACT may be extended by mutual consent of the parties, provided, however, that the CONTRACT is in writing and signed by both parties. Amendments and Extension: This CONTRACT may be amended by mutual agreement of the parties. Such an amendment shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. The duration of this CONTRACT may be extended by mutual written consent of the parties, for a period of up to one year, and for a total of no longer than three years. Independent Contractor: The CONTRACTOR shall furnish CONTRACTOR's services as an independent contractor, and nothing herein contained shall be construed to create a relationship of employer-employee. All payments made hereunder and all services performed shall be made and performed pursuant to this CONTRACT by the CONTRACTOR as an independent contractor. CONTRACTOR acknowledges that the entire compensation for this CONTRACT is specified in Exhibit C Budget and the CONTRACTOR is not entitled to any benefits including, but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or privileges afforded to employees of COUNTY. The CONTRACTOR represents that he/she/it maintains a separate place of business, serves clients other than COUNTY, will report all income and expense accrued under this CONTRACT to the Internal Revenue Service, and has a tax account with the State of Washington Department of Revenue for payment of all sales and use and Business and Occupation taxes collected by the State of Washington. CONTRACTOR will defend, indemnify and hold harmless COUNTY, its officers, agents or employees from any loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees or costs incurred by reason of claims or demands because of breach of the provisions of this paragraph. Taxes: CONTRACTOR understands and acknowledges that COUNTY will not withhold Federal or State income taxes. Where required by State or Federal law, the CONTRACTOR authorizes COUNTY to withhold for any taxes other than income taxes (i.e., Medicare). All compensation received by the CONTRACTOR will be reported to the Internal Revenue Service at the end of the calendar year in accordance with the applicable IRS regulations. It is the responsibility of Professional Services Contract (rev 07/2025) Page 4 the CONTRACTOR to make the necessary estimated tax payments throughout the year, if any, and the CONTRACTOR is solely liable for any tax obligation arising from the CONTRACTOR's performance of this CONTRACT. The CONTRACTOR hereby agrees to indemnify COUNTY against any demand to pay taxes arising from the CONTRACTOR's failure to pay taxes on compensation earned pursuant to this CONTRACT. COUNTY will pay sales and use taxes imposed on goods or services acquired hereunder as required by law. The CONTRACTOR must pay all other taxes, including, but not limited to, Business and Occupation Tax, taxes based on the CONTRACTOR's gross or net income, or personal property to which COUNTY does not hold title. COUNTY is exempt from Federal Excise Tax. No Guarantee of Employment: The performance of all or part of this CONTRACT by the CONTRACTOR shall not operate to vest any employment rights whatsoever and shall not be deemed to guarantee any employment of CONTRACTOR or any employee of CONTRACTOR or any sub-contractor or any employee of any sub-contractor by COUNTY at the present time or in the future. Accounting and Payment for CONTRACTOR Services: Payment to the CONTRACTOR for services rendered under this CONTRACT shall be as set forth in “Exhibit C Budget.” Where Exhibit C requires payments by the COUNTY, payment shall be based upon written claims supported, unless otherwise provided in Exhibit C, by documentation of units of work actually performed and amounts earned, including, where appropriate, the actual number of days worked each month, total number of hours for the month, and the total dollar payment requested, so as to comply with municipal auditing requirements. Acceptable invoices will be processed within 30 days of receipt. Unless specifically stated in Exhibit C or approved in writing in advance by the official executing this CONTRACT for COUNTY or his or her designee (hereinafter referred to as the "Administrative Officer"), COUNTY will not reimburse the CONTRACTOR for any costs or expenses incurred by the CONTRACTOR in the performance of this CONTRACT. Where required, COUNTY shall, upon receipt of appropriate documentation, compensate the CONTRACTOR, no more often than monthly, in accordance with COUNTY’s customary procedures, pursuant to the fee schedule set forth in Exhibit C. Budget: CONTRACTOR further agrees that funds provided under this CONTRACT will be expended as specifically itemized line by line in the Budget provided in Exhibit C, and that CONTRACTOR will follow the Budget Amendment Process for quarterly expense transfers within a budget category (i.e., operations, administration, facility support). Budget transfers will not be made unless approved by the COUNTY. Late requests will not be accepted. Withholding Payment: In the event the CONTRACTOR has failed to perform any obligation under this CONTRACT within the times set forth in this CONTRACT, then COUNTY may, upon written notice, withhold from amounts otherwise due and payable to CONTRACTOR, without penalty, until such failure to perform is cured or otherwise adjudicated. Withholding under this clause shall not be deemed a breach entitling CONTRACTOR to termination or damages, provided that COUNTY promptly gives notice in writing to the CONTRACTOR of the nature of the default or failure to perform, and in no case more than ten (10) days after it determines to withhold amounts otherwise due. A determination of the Administrative Officer set forth in a notice to the Professional Services Contract (rev 07/2025) Page 5 CONTRACTOR 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 CONTRACTOR acts within the times and in strict accord with the provisions of the Disputes clause of this CONTRACT. 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 CONTRACT, 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 CONTRACTOR, (3) to set off any amount so paid or incurred from amounts due or to become due the CONTRACTOR. In the event the CONTRACTOR obtains relief upon a claim under the Disputes clause, no penalty or damages shall accrue to CONTRACTOR by reason of good faith withholding by COUNTY under this clause. Billing Procedures and Payment: The funding awarded may only be used for eligible activities and expenses. COUNTY will pay CONTRACTOR upon acceptance of services provided and receipt of properly completed invoices, which shall be submitted to the COUNTY representative not more often than monthly. Exceptions to the single billing per month (or quarterly) can be made by the COUNTY on a case-by-case basis. The CONTRACTOR shall only be paid as a reimbursement of allowable costs incurred during each invoice period, according to the terms provided in Exhibit A, if the CONTRACTOR performs the services and submits all reporting to a satisfactory level. The COUNTY may, in its sole discretion, withhold payments claimed by the CONTRACTOR for services rendered if the CONTRACTOR fails to satisfactorily comply with any term or condition of this CONTRACT. No payments in advance or in anticipation of services or supplies to be provided under this CONTRACT shall be made by the COUNTY. No payment shall be made for any work performed by the CONTRACTOR, except for work identified and set forth in this CONTRACT. Unless otherwise provided for in this CONTRACT or any exhibits hereto, the CONTRACTOR will not be paid for any billings or invoices presented for costs incurred prior to the date of execution or after June 30, 2027. The CONTRACTOR is responsible for any audit exceptions or disallowable costs incurred by its own organization or that of its subcontractors. Duplicate Payment: A duplication of benefits (DOB) occurs when a person, household, business, government, or other entity receives financial assistance from multiple sources for the same purpose, and the total assistance received for that purpose is more than the total need for assistance. The COUNTY shall not pay CONTRACTOR if the CONTRACTOR has charged or will charge any other party under any other Grant, subgrant/subcontract, or agreement, for the same services or expenses. If it is determined that CONTRACTOR has received duplicate payment, the CONTRACTOR must pay back the COUNTY for these expenses. The contractor must have policies and procedures that differentiate funding and program FTE, enrollment criteria, program descriptions, caseloads, or similar methods. Fraud and Other Loss Reporting: CONTRACTOR shall report in writing all known or suspected fraud or other loss of any funds or other property furnished under this CONTRACT immediately or as soon as practicable. All cases reported to law enforcement must be tracked and follow the fraud guidance in the guidelines. Labor Standards: CONTRACTOR 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 Professional Services Contract (rev 07/2025) Page 6 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 determined by regulations promulgated by the Federal Secretary of Labor and/or the State of Washington. Assignment and Subcontracting: The performance of all activities contemplated by this CONTRACT shall be accomplished by CONTRACTOR. No portion of this CONTRACT may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of COUNTY. If subcontracting is approved, the CONTRACTOR is responsible to COUNTY should the subcontractor fail to comply with any applicable term or condition of this contract. CONTRACTOR shall audit and monitor the activities of the subcontractor during the contract term to assure fiscal conditions and performance metrics are met. COUNTY will be included on any audit or monitoring activities and reports. Conflict of Interest: If at any time prior to commencement of, or during the term of this CONTRACT, CONTRACTOR or any of its employees involved in the performance of this CONTRACT shall have or develop an interest in the subject matter of this CONTRACT that is potentially in conflict with the COUNTY’s interest, then CONTRACTOR shall immediately notify COUNTY of the same. The notification of COUNTY shall be made with sufficient specificity to enable COUNTY to make an informed judgment as to whether or not COUNTY’s interest may be compromised in any manner by the existence of the conflict, actual or potential. Thereafter, COUNTY may require CONTRACTOR to take reasonable steps to remove the conflict of interest. COUNTY may also terminate this CONTRACT according to the provisions herein for termination. Non-Discrimination in Employment: COUNTY’s policy is to provide equal opportunity in all terms, conditions and privileges of employment for all qualified applicants and employees without regard to race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status. CONTRACTOR shall comply with all laws prohibiting discrimination against any employee or applicant for employment on the grounds of race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Furthermore, in those cases in which CONTRACTOR is governed by such laws, CONTRACTOR shall take affirmative action to insure that applicants are employed, and treated during employment, without regard to their race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Such action shall include, but not be limited to: advertising, hiring, promotions, layoffs or terminations, rate of pay or other forms of compensation benefits, selection for training including apprenticeship, and participation in recreational and educational activities. In all solicitations or advertisements for employees placed by them or on their behalf, CONTRACTOR shall state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. The foregoing provisions shall also be binding upon any sub-contractor, provided that the foregoing provision shall not apply to contracts or sub-contractors for standard commercial supplies or raw materials, or to sole proprietorships with no employees. Professional Services Contract (rev 07/2025) Page 7 Non-Discrimination in Client Services: CONTRACTOR shall not discriminate on the grounds of race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status; or deny an individual or business any service or benefits under this CONTRACT; or subject an individual or business to segregation or separate treatment in any manner related to his/her/its receipt any service or services or other benefits provided under this CONTRACT; or deny an individual or business an opportunity to participate in any program provided by this CONTRACT. Waiver of Noncompetition: CONTRACTOR 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 COUNTY, and CONTRACTOR 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 COUNTY. Debarment Certification: The CONTRACTOR, by signature to this contract, certifies that the CONTRACTOR is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in this contract by any Federal department or agency. Work Product: CONTRACTOR will provide COUNTY with all work product including; plans, data reports, prior to the release of the final payment for services. Patent/Copyright Infringement: CONTRACTOR will defend and indemnify COUNTY from any claimed action, cause or demand brought against COUNTY, to the extent such action is based on the claim that information supplied by the CONTRACTOR infringes any patent or copyright. CONTRACTOR will pay those costs and damages attributable to any such claims that are finally awarded against COUNTY in any action. Such defense and payments are conditioned upon the following: A. CONTRACTOR shall be notified promptly in writing by COUNTY of any notice of such claim. B. CONTRACTOR shall have the right, hereunder, at its option and expense, to obtain for COUNTY the right to continue using the information, in the event such claim of infringement, is made, provided no reduction in performance or loss results to COUNTY. Confidentiality: CONTRACTOR, its employees, sub-contractors, and their employees shall maintain the confidentiality of all information provided by COUNTY or acquired by CONTRACTOR in performance of this CONTRACT, except upon the prior written consent of COUNTY or an order entered by a court after having acquired jurisdiction over COUNTY. CONTRACTOR shall immediately give to COUNTY notice of any judicial proceeding seeking disclosure of such information. CONTRACTOR shall indemnify and hold harmless COUNTY, its officials, agents or employees from all loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees and costs resulting from CONTRACTOR's breach of this provision. Right to Review: This CONTRACT is subject to review by any Federal, State or COUNTY auditor. COUNTY or its designee shall have the right to review and monitor the financial and service components of this program by whatever means are deemed expedient by the Administrative Officer or by COUNTY's Auditor’s Office. Such review may occur with or without notice and may include, but is not limited to, on-site inspection by COUNTY agents or employees, inspection of all records Professional Services Contract (rev 07/2025) Page 8 or other materials which COUNTY deems pertinent to the CONTRACT and its performance, and any and all communications with or evaluations by service recipients under this CONTRACT. CONTRACTOR shall preserve and maintain all financial records and records relating to the performance of work under this CONTRACT for six (6) years after CONTRACT termination, and shall make them available for such review, within Mason County, State of Washington, upon request. CONTRACTOR also agrees to notify the Administrative Officer in advance of any inspections, audits, or program review by any individual, agency, or governmental unit whose purpose is to review the services provided within the terms of this CONTRACT. If no advance notice is given to CONTRACTOR, then CONTRACTOR agrees to notify the Administrative Officer as soon as it is practical. Records Maintenance: CONTRACTOR agrees to keep records in an easily read form sufficient to account for all receipts and expenditures of contract funds. These records, as well as supporting documentation, will be archived by the CONTRACTOR’S office for at least six (6) years after the end of the contract. CONTRACTOR agrees to make such books, records, and supporting documentation available to the COUNTY for inspection when requested. Reporting and Other Contract Requirements: CONTRACTOR agrees to submit program and expense reports, as well as perform all other requirements outlined in “Exhibit A Scope of Service,” on or before the dates indicated therein. The COUNTY reserves the right to aggregate, disaggregate, analyze, reproduce, and/or disseminate the data provided in program reports, financial activity reports, or any other reports submitted to the COUNTY with respect to the program. Change in Personnel: The success of the approved program is largely contingent on the approved staffing identified in the proposal application and/or related to the final award amount and related services. Should there be any material change in job description, level of authority, or employment status of program staffing (or projected staff start dates for new programs) during the term of the CONTRACT, the COUNTY requires that the CONTRACTOR notify the COUNTY in writing within 15 days of the change and includes a staffing plan to minimize any disruption in services. CONTRACTOR will provide updates if there are any changes to the staffing plan or hiring delays. Equipment Purchase, Maintenance, and Ownership: The CONTRACTOR agrees that any depreciable equipment purchased, in whole or part, with contract funds at a cost of $1,000 per item or more, is upon its purchase the property of the COUNTY and will be used only for the program funded. The CONTRACTOR agrees to establish and maintain transaction documents (purchase requisitions, packing slips, invoices, receipts) and maintenance records of equipment purchased with Contract funds. The CONTRACTOR shall be responsible for any loss or damage to property of the COUNTY that results from the negligence of the contractor or that results from the failure on the part of the contractor to maintain and administer that property in accordance with sound management practices. In the case of Early Termination, the CONTRACTOR agrees that all such equipment will be returned to the COUNTY unless otherwise agreed upon in writing by the CONTRACTOR and the COUNTY. Insurance Requirements: At a minimum, CONTRACTOR shall provide insurance that meets or exceeds the requirements detailed in "Exhibit B Insurance Requirements." Professional Services Contract (rev 07/2025) Page 9 Insurance as a Condition of Payment: Payments due to CONTRACTOR under this CONTRACT are expressly conditioned upon the CONTRACTOR’s strict compliance with all insurance requirements under this CONTRACT. Payment to CONTRACTOR shall be suspended in the event of non-compliance. Upon receipt of evidence of full compliance, payments not otherwise subject to withholding or set-off will be released to CONTRACTOR. Industrial Insurance Waiver: With respect to the performance of this CONTRACT and as to claims against COUNTY, its officers, agents and employees, CONTRACTOR expressly waives its immunity under Title 51 of the Revised Code of Washington, the Industrial Insurance Act, for injuries to its employees and agrees that the obligations to indemnify, defend and hold harmless provided in this CONTRACT extend to any claim brought by or on behalf of any employee of CONTRACTOR. This waiver is mutually negotiated by the parties to this CONTRACT. CONTRACTOR Commitments, Warranties and Representations: Any written commitment received from CONTRACTOR concerning this CONTRACT shall be binding upon CONTRACTOR, unless otherwise specifically provided herein with reference to this paragraph. Failure of CONTRACTOR to fulfill such a commitment shall render CONTRACTOR liable for damages to COUNTY. A commitment includes, but is not limited to, any representation made prior to execution of this CONTRACT, whether or not incorporated elsewhere herein by reference, as to performance of services or equipment, prices or options for future acquisition to remain in effect for a fixed period, or warranties. Defense and Indemnity Contract: Indemnification by CONTRACTOR. To the fullest extent permitted by law, CONTRACTOR agrees to indemnify, defend and hold COUNTY and its departments, elected and appointed officials, employees, agents and volunteers, harmless from and against any and all claims, damages, losses and expenses, including but not limited to court costs, attorney's fees and alternative dispute resolution costs, for any personal injury, for any bodily injury, sickness, disease or death and for any damage to or destruction of any property (including the loss of use resulting there from) which 1) are caused in whole or in part by any act or omission, negligent or otherwise, of the CONTRACTOR, its employees, agents or volunteers or CONTRACTOR's subcontractors and their employees, agents or volunteers; or 2) are directly or indirectly arising out of, resulting from, or in connection with performance of this CONTRACT; or 3) are based upon CONTRACTOR’s or its subcontractors’ use of, presence upon or proximity to the property of COUNTY. This indemnification obligation of CONTRACTOR shall not apply in the limited circumstance where the claim, damage, loss or expense is caused by the sole negligence of COUNTY. This indemnification obligation of the CONTRACTOR shall not be limited in any way by the Washington State Industrial Insurance Act, RCW Title 51, or by application of any other workmen's compensation act, disability benefit act or other employee benefit act, and the CONTRACTOR hereby expressly waives any immunity afforded by such acts. The foregoing indemnification obligations of the CONTRACTOR are a material inducement to COUNTY to enter into this CONTRACT, are reflected in CONTRACTOR’s compensation, and have been mutually negotiated by the parties. Participation by County – No Waiver. COUNTY reserves the right, but not the obligation, to participate in the defense of any claim, damages, losses or expenses and such participation shall not constitute a waiver of CONTRACTOR’s indemnity obligations under this CONTRACT. Professional Services Contract (rev 07/2025) Page 10 Survival of CONTRACTOR’s Indemnity Obligations. CONTRACTOR agrees all CONTRACTOR’s indemnity obligations shall survive the completion, expiration or termination of this CONTRACT. Indemnity by Subcontractors. In the event the CONTRACTOR enters into subcontracts to the extent allowed under this CONTRACT, CONTRACTOR's subcontractors shall indemnify COUNTY on a basis equal to or exceeding CONTRACTOR’s indemnity obligations to COUNTY. Compliance with Applicable Laws, Rules and Regulations: This CONTRACT shall be subject to all laws, rules, and regulations of the United States of America, the State of Washington, political subdivisions of the State of Washington and Mason County. CONTRACTOR also agrees to comply with applicable Federal, State, County or municipal standards for licensing, certification and operation of facilities and programs, and accreditation and licensing of individuals. Administration of Contract: COUNTY hereby appoints, and CONTRACTOR hereby accepts, the Mason County Public Health and Human Services Director and his or her designee, as COUNTY’s representative, hereinafter referred to as the Administrative Officer, for the purposes of administering the provisions of this CONTRACT, including COUNTY’s right to receive and act on all reports and documents, and any auditing performed by the COUNTY related to this CONTRACT. The Administrative Officer for purposes of this CONTRACT is: Melissa Casey, Community Health Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 404 Fax: 360-427-7787 E-mail: mcasey@masoncountywa.gov Financial Contact: Casey Bingham, Finance Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 562 Fax: 360-427-7787 E-mail: caseyb@masoncountywa.gov Notice: Except as set forth elsewhere in the CONTRACT, for all purposes under this CONTRACT except service of process, notice shall be given by CONTRACTOR to COUNTY’s Administrative Officer under this CONTRACT. Notices and other communication may be conducted via e-mail, U.S. mail, fax, hand-delivery or other generally accepted manner including delivery services. Modifications: Either party may request changes in the CONTRACT. Any and all agreed modifications, to be valid and binding upon either party, shall be in writing and signed by both of the parties. Termination for Default: If CONTRACTOR defaults by failing to perform any of the obligations of the CONTRACT or becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or Professional Services Contract (rev 07/2025) Page 11 makes an assignment for the benefit of creditors, COUNTY may, by depositing written notice to CONTRACTOR in the U.S. mail, terminate the CONTRACT, and at COUNTY’s option, obtain performance of the work elsewhere. If the CONTRACT is terminated for default, CONTRACTOR shall not be entitled to receive any further payments under the CONTRACT until all work called for has been fully performed. Any extra cost or damage to COUNTY resulting from such default(s) shall be deducted from any money due or coming due to CONTRACTOR. CONTRACTOR shall bear any extra expenses incurred by COUNTY in completing the work, including all increased costs for completing the work, and all damage sustained, or which may be sustained by COUNTY by reason of such default. If a notice of termination for default has been issued and it is later determined for any reason that CONTRACTOR was not in default, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the Termination for Public Convenience paragraph hereof. Termination for Public Convenience: COUNTY may terminate this CONTRACT in whole or in part whenever COUNTY determines, in its sole discretion, that such termination is in the interests of COUNTY. Whenever the CONTRACT is terminated in accordance with this paragraph, CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. An equitable adjustment in the CONTRACT price for partially completed items of work will be made, but such adjustment shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this CONTRACT by COUNTY at any time during the term, whether for default or convenience, shall not constitute breach of CONTRACT by COUNTY. Termination for Reduced Funding: COUNTY may terminate this CONTRACT in whole or in part should COUNTY determine, in its sole discretion, that such termination is necessary due to a decrease in available project funding including State and/or Federal grants. Whenever the CONTRACT is terminated in accordance with this paragraph, the CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. Disputes: 1. Differences between the CONTRACTOR and COUNTY, arising under and by virtue of the AGREEMENT shall be brought to the attention of COUNTY at the earliest possible time in order that such matters may be settled or other appropriate action promptly taken. For objections that are not made in the manner specified and within the time limits stated, the records, orders, rulings, instructions, and decisions of the Administrative Officer shall be final and conclusive. 2. The CONTRACTOR 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 of COUNTY, or (2) the happening of any event or occurrence, unless the CONTRACTOR 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 the CONTRACTOR 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. CONTRACTOR 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. Professional Services Contract (rev 07/2025) Page 12 3. The CONTRACTOR 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, the CONTRACTOR 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. Arbitration: Other than claims for 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 CONTRACT 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 CONTRACT. 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 CONTRACT 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 arbitration hearing date; provided, that either party may decline to mediate and proceed with arbitration. Any arbitration proceeding commenced to enforce or interpret this CONTRACT shall be brought within six (6) years after the initial occurrence giving rise to the claim, dispute or issue for which arbitration is commenced, regardless of the date of discovery or whether the claim, dispute or issue was continuing in nature. Claims, disputes or issues arising more than six (6) years prior to a written request or demand for arbitration issued under this Agreement are not subject to arbitration. 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 CONTRACT, the venue of such action of litigation shall be in the courts of the State of Washington and Mason County. Unless otherwise specified herein, this CONTRACT shall be governed by the laws of Mason County and the State of Washington. Severability: If any term or condition of this CONTRACT or the application thereof to any person(s) or circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications which can be given effect without the invalid term, condition or application. To this end, the terms and conditions of this CONTRACT are declared severable. Waiver: Waiver of any breach or condition of this CONTRACT shall not be deemed a waiver of any prior or subsequent breach. No term or condition of this CONTRACT shall be held to be waived, Professional Services Contract (rev 07/2025) Page 13 modified or deleted except by an instrument, in writing, signed by the parties hereto. The failure of COUNTY to insist upon strict performance of any of the covenants of this CONTRACT, or to exercise any option herein conferred in any one or more instances, shall not be construed to be a waiver or relinquishment of any such, or any other covenants or contracts, but the same shall be and remain in full force and effect. Order of Precedence: A. Applicable federal, state, and county statutes, regulations, policies, and procedures B. Funding source agreement(s) including attachments C. Special Terms and Conditions D. General Terms and Conditions E. Exhibit A, Scope of Service F. Exhibit B, Insurance Requirements G. Exhibit C, Budget H. Consolidated Homeless Grant (CHG) Guidelines, CHG Supplemental Manual Entire Contract: This written CONTRACT, comprised of the writings signed or otherwise identified and attached hereto, represents the entire CONTRACT between the parties and supersedes any prior oral statements, discussions, or understandings between the parties. Professional Services Contract (rev 07/2025) Page 14 EXHIBIT A SCOPE OF SERVICE A. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels (i.e., households served), as reported to Commerce in the SFY 2024 Annual Expenditure Report. B. CONTRACTOR shall commit to operating a high-performing crisis response system in their county by: a. Assessing each household’s housing needs and facilitating housing stability with the goal of obtaining or maintaining permanent housing. b. Employing a progressive engagement service model. c. Prioritizing households most likely to become homeless when using homelessness prevention rent assistance. d. Being anti-racist leaders in their crisis response systems and facilitating partnerships among organizations that respond to the disproportionality in services and outcomes for communities that may not seek assistance from mainstream organizations. C. CONTRACTOR shall submit the deliverables outlined in EXHIBIT D DELIVERABLE TABLE on time with truthful, accurate information. D. CONTRACTOR shall comply with all of the requirements, policies and procedures in the Consolidated Homeless Grant Guidelines, including the Washington State Coordinated Entry Guidelines. E. CONTRACTOR must adopt the required performance measures outlined in EXHIBIT E PERFORMANCE REQUIREMENTS. F. CONTRACTOR roles and responsibilities: a. Provide direct service delivery according to the descriptions in the homeless response system RFP, CHG Guidelines, CHG Supplemental Manual, and best practices for the programs being implemented. b. Identify individuals in need and work with other service providers to prioritize aid, ensuring those who need help most get it quickly. c. Assess eligibility and apply housing first principles, trauma-informed care, and harm reduction to help program participants achieve stability and positive housing outcomes. d. Involve people who have experienced homelessness in developing service delivery models and provide opportunities for their feedback. e. Ensure the Washington Homeless Management Information System (HMIS) operates in accordance with RCW 43.185C.180, the CHG Guidelines, and HUD data standards: • All projects are set up correctly in HMIS • All data is accurate, complete, and timely • Must adhere to the HMIS Data Quality Plan f. Respond to the disproportionality in access to services, service provision, and outcomes. g. Homelessness Prevention, Rapid Re-Housing, and Permanent Supportive Housing projects funded by CHG must participate in the county or regional Coordinated Entry Professional Services Contract (rev 07/2025) Page 15 (CE) System by accepting referrals and must fill openings solely through the CE process. h. Ensure that employees providing direct services, their supervisors, and employees managing homeless grants complete the required trainings (CHG 2.1.5) every three years. i. Use a progressive engagement service model. j. Operate programs within the approved budget and households served. Project Intervention Types Funded 1. Housing and Essential Needs a. Tenant-based rapid re-housing rental assistance b. Eviction Prevention rental assistance Housing and Essential Needs Program The Housing and Essential Needs Referral program provides access to essential needs items and potential rental assistance for low-income individuals who are unable to work for at least 90 days due to a physical and/or mental incapacity. While DSHS/CSD determines eligibility for the referral to the HEN program, Crossroads Housing shall determine actual eligibility for rental assistance and essential needs items in accordance with the Consolidated Homeless Grant Guidelines. Housing and Essential Needs Deliverables 1. Required Attendance: Housing Washington Conference on September 28th-30th, 2025 in Bellevue. The Commerce Housing Assistance Unit will present on improving HEN outcomes at the conference and the CHG Grantee Convening (virtual) on October 15th. 2. Follow new guidance and tools developed by the Department of Commerce for the HEN program. 3. Maintain the level of households served from June 30, 2025. 4. Collaborate with DSHS to streamline referrals, on case management activities, program marketing, staying in contact with all eligible households, and seeking ways to serve all eligible households. 5. Actively connect with other HEN providers and join any HEN provider calls with the purpose of connecting with other HEN providers and sharing best practices. 6. Policies and Procedures a. That outlines how the funding is used between rapid re-housing and eviction prevention, to include prioritization of project type, and prioritization of households b. Must use the same prioritization process as Coordinated Entry. c. That outlines how the agency works with DSHS in referrals and collaborates on case management activities and outcomes. d. How households are assisted and by what programs for households that are on a waitlist or eligible for HEN rent assistance, but do not have a move-in date. Clearly describe how different community programs, such as Foundational Community Supports, Pathways, behavioral health programs, and case managers, support these individuals. e. How essential needs are determined (including eligibility), purchased, and the distribution methods to eligible households. f. Habitability determination and inspection before rent is paid. Professional Services Contract (rev 07/2025) Page 16 Rapid Re-Housing (1.4.2.1) Rapid Re-Housing (RRH) quickly moves households from homelessness into permanent housing by providing: • Housing Identification Services: Recruit landlords to provide housing for RRH participants and assist households with securing housing. • Financial Assistance: To cover move-in costs, deposits, and ongoing rent and/or utility payments. • Case Management and Services: Provide services and connections to community resources that help households stabilize housing. • Rapid Rehousing projects must fill vacancies with referrals from coordinated entry, serving the most vulnerable. • Hotel/motel stays when no suitable shelter bed is available during the housing search. • The HEN program is a tenant-based rapid re-housing program. Eviction Prevention (CHG 4.0 and RCW 43.185c.185) Eviction Prevention helps households at risk of homelessness (HUD Category 2 & CHG 4.3.1) maintain stable housing and avoid homelessness by addressing the underlying causes of housing instability, such as financial hardship, disputes with landlords, or legal challenges. CONTRACTOR will provide housing-focused case management and temporary rent subsidies. Eviction Prevention Deliverables: 1. Meet the required performance outcome for Homelessness Prevention: Housing retention after 6 months, and 95% of households exiting to permanent housing must not re-enter a homeless-type HMIS project. 2. Submit Eviction Prevention Log by the 15th of each month. 3. Follow Mason County’s Prioritization Policy and Procedure and use the Targeted Prevention Scoring Tool. 4. Follow the Homelessness Prevention Triage and HMIS Policy and Procedure. 5. Before any rental arrears payments are made, the household must be connected with the Dispute Resolution Center to make exemplary efforts at conciliation, mediation, and repayment plans. 6. A reduction in the number of unlawful detainers in the court system. 7. A reduction in the number of households that receive an eviction on their record. 8. A reduction in the number of people who become homeless. 9. CONTRACTOR must notify Mason County Public Health and Human Services when no less than two months of rent remain in the budget and the protocol to close the program. Scope Change Request Sometimes, unforeseeable events prevent a program from being implemented as designed or are in jeopardy of meeting the project timeline. In that case, the subcontractor may request a change in the Scope of Service. Sometimes, there is “scope, budget, or mission creep,” and this process assumes that the organization is making efforts to contain the scope of services within the approved budget. A written Scope Change must be submitted to the Mason County Public Health and Human Services contract administrator using the template provided in the CHG Supplemental Manual. The CONTRACTOR must ensure that all reasonable attempts to implement the program as designed have been made. The COUNTY must approve Scope Changes before the CONTRACTOR makes any changes. Professional Services Contract (rev 07/2025) Page 17 EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, The Contractor shall procure and maintain the following insurance requirements set forth below, at its own expense, for the duration of this Agreement and any extensions thereof. CONTRACTOR will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, it will be amended to do so. CONTRACTOR acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to COUNTY. A. MINIMUM Insurance Requirements: 1. 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, for bodily injury, personal injury, property damage, and products/completed operations including without limitation, blanket contractual liability. 2. Workers’ Compensation on a state-approved policy form providing statutory benefits as required by law with employer’s liability limits for CONTRACTOR's, no less than $1,000,000 per accident for all covered losses. 3. 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 CONTRACTOR owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the general liability policy described above. If CONTRACTOR or CONTRACTOR’s employees will use personal autos in any way on this project, CONTRACTOR shall obtain evidence of personal auto liability coverage for each such person. 4. Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. Coverage shall include acts, errors, or omissions arising from professional services, including housing placement, case management, compliance reporting, and administration of grant funds. 5. Cyber Liability Coverage. CONTRACTOR shall maintain cyber liability insurance with limits of not less than $1,000,000 per claim and $2,000,000 aggregate. Such coverage shall include privacy liability, network security, breach response, notification, credit monitoring, Professional Services Contract (rev 07/2025) Page 18 regulatory defense, and system restoration expenses related to the use and access of HMIS and other client data. 6. 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 Contractor, 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. B. Certificate of Insurance: A Certificate of Insurance naming COUNTY as the Certificate Holder must be provided to COUNTY within five (5) days of CONTRACT execution. C. Basic Stipulations: 1. CONTRACTOR 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. CONTRACTOR also agrees to require all contractors, subcontractors, and anyone else involved in this CONTRACT on behalf of the CONTRACTOR (hereinafter “indemnifying parties”) to comply with these provisions. 2. CONTRACTOR 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. 3. All insurance coverage maintained or procured by CONTRACTOR or required of others by CONTRACTOR pursuant to this CONTRACT 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. 4. All coverage types and limits required are subject to approval, modification and additional requirements by COUNTY. CONTRACTOR shall not make any reductions in scope or limits of coverage that may affect COUNTY’s protection without COUNTY’s prior written consent. 5. CONTRACTOR agrees to provide evidence of the insurance required herein, satisfactory to COUNTY, consisting of: a) certificate(s) of insurance evidencing all of the coverages required and, b) an additional insured endorsement to CONTRACTOR’s general liability policy using Insurance Services Office form CG 20 10 with an edition date prior to 2004. CONTRACTOR agrees, upon request by COUNTY to provide complete, certified copies of any policies required within 10 days of such request. COUNTY has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests. Any premium so Professional Services Contract (rev 07/2025) Page 19 paid by COUNTY shall be charged to and promptly paid by CONTRACTOR or deducted from sums due CONTRACTOR. Any actual or alleged failure on the part of COUNTY or any other additional insured under these requirements to obtain proof of insurance required under this CONTRACT in no way waives any right or remedy of COUNTY or any additional insured, in this or in any other regard. 6. It is acknowledged by the parties of this CONTRACT that all insurance coverage required to be provided by CONTRACTOR 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. 7. CONTRACTOR 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 CONTRACTOR’s existing coverage includes a self-insured retention, the self-insured retention must be declared to the COUNTY. The COUNTY may review options with CONTRACTOR, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. 8. CONTRACTOR 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 CONTRACT. This obligation applies whether or not the CONTRACT is canceled or terminated for any reason. Termination of this obligation is not effective until COUNTY executes a written statement to that effect. 9. The limits of insurance as described above shall be considered as minimum requirements. Should any coverage carried by CONTRACTOR or a subcontractor of any tier maintain insurance with limits of liability that exceed the required limits or coverage that is broader than as outlined above, those higher limits and broader coverage shall be deemed to apply for the benefit of any person or organization included as an additional insured and those limits shall become the required minimum limits of insurance in all Paragraphs and Sections of this CONTRACT. 10. None of the policies required herein shall be in compliance with these requirements if they include any limiting endorsement that has not been first submitted to COUNTY and approved of in writing. 11. The requirements in this Exhibit supersede all other sections and provisions of this CONTRACT to the extent that any other section or provision conflicts with or impairs the provisions of this Exhibit. 12. Unless otherwise approved by COUNTY, insurance provided pursuant to these requirements shall be by insurers authorized to do business in Washington and with a minimum A.M. Best rating of A-:VII. Professional Services Contract (rev 07/2025) Page 20 13. All insurance coverage and limits provided by CONTRACTOR and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this CONTRACT limits the application of such insurance coverage. 14. CONTRACTOR agrees to require insurers, to provide notice to COUNTY thirty (30) days prior to cancellation of such liability coverage or of any material alteration or non-renewal of any such coverage, other than for non-payment of premium. CONTRACTOR shall assure that this provision also applies to any subcontractors, joint ventures or any other party engaged by or on behalf of contractor in relation to this agreement. Certificate(s) are to reflect that the issuer will provide thirty (30) days’ notice to COUNTY of any cancellation of coverage. 15. COUNTY reserves the right at any time during the term of the CONTRACT to change the amounts and types of insurance required by giving the CONTRACTOR ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the CONTRACTOR, the COUNTY and CONTRACTOR may renegotiate CONTRACTOR’s compensation. 16. Requirements of specific coverage features are not intended as limitation on other requirements or as waiver of any coverage normally provided by any given policy. Specific reference to a coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all-inclusive. 17. CONTRACTOR agrees to provide immediate notice to COUNTY of any claim or loss against CONTRACTOR arising out of the work performed under this agreement. COUNTY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve COUNTY. Professional Services Contract (rev 07/2025) Page 21 EXHIBIT C BUDGET Housing and Essential Needs Fund Source FY26 Award Administration HEN Admin SFY 26 $125,250.24 Rent HEN Rent/Facility Support SFY 26 $533,144.76 Operations HEN Operations SFY 26 $335,200.00 TOTAL Housing and Essential Needs $993,595 Payment: In the event State, Federal, or local funding changes, the COUNTY reserves the right to amend the payment terms and the amount awarded in this contract. Approved invoices will be disbursed according to the vendor payment schedule of the County Auditor’s Office. Refer to the Billing Procedures and Payment clause of this contract for additional information. All COUNTY-provided templates must be used and not modified without the county's written permission. The county can change the reporting requirements by notifying the contractor. Payment will be considered timely within 30 days of receipt of invoice. Monthly Financial Invoice: Final, approved invoices are due by the 15th of each month a. All invoices and reports, including HMIS, must be accurate, complete, and received to a satisfactory level before invoices are approved and processed for reimbursement. b. The CONTRACTOR will submit a monthly financial invoice to the COUNTY no later than the 15th of each month for reimbursement of allowable costs; prepayment of expenses is not allowable. Submitting invoices promptly and error-free is essential for the fastest reimbursement turnaround possible. c. Budget Narrative: If the invoice has a significant increase or decrease in totals, include a budget narrative in the email submission to explain the change when the invoice is submitted. d. The CONTRACTOR may not manipulate, change, or adjust any template provided by the COUNTY without prior written permission from the COUNTY. e. Administration: Reimbursement requests cannot exceed the 1/12 monthly allotment. For example, if the Administration allocation is 15%, administration costs may not exceed 15% of the monthly reimbursement requests. The Department of Commerce prefers that all overheads be budgeted and expensed in the Administration Budget Category. Administration costs include, but are not limited to, Executive Director salary and benefits, organization memberships or subscriptions, software licensing, business license, general organizational insurance, conferences, organization-wide audits, board expenses, community event registration, fire inspections, and general agency facility costs (including those associated with the Executive Director) such as rent (building space that is not directly attributed to a program funded through this contract), depreciation expenses, and operations and maintenance. All amounts billed to administration must be allowable, supported by actual costs, not double-charged, and treated consistently in similar circumstances. f. All “pooled” costs are considered “Administration” unless the County approves an exception. Professional Services Contract (rev 07/2025) Page 22 g. Time-billing: Agencies must ensure that processes are in place to track employee time to the program they are working in and only bill hours to a program for time worked in each program. Program employees must use time-billing methods to track the time spent on tasks or projects directly related to the program. This helps reduce billing errors and ensures that every program is charged appropriately. h. Salary & Wages: The COUNTY will reimburse hourly rates and accrued/unused PTO in accordance with RCW 49.48.010, without incentives such as bonuses, except for grants that specifically allow it (e.g., the inflationary increase from FY24 and FY25). Payouts are distributed across all programs that fund the position. Salary and benefits are itemized separately. i. Cost Distribution Plan: It is preferable to bill all overhead as part of the 15% Administration allocation. However, a cost distribution plan is also allowable if the agency operates more than one program and/or multiple fund sources are used across programs. The plan must differentiate overhead/administration expenses that benefit the whole organization and are not directly attributed to a program from overhead directly tied to a program (e.g., marketing materials specific to the program or the CHG Forum/Convening that may benefit multiple programs funded by these funds). Program and operation expenses will be directly attributed to the Operations Budget Category (i.e., the agency would not have these costs if it didn’t operate the program). Agencies will use a square foot calculation for office space directly related to the program to bill agency facility costs to program operations. However, the square footage not directly related to program office space will be billed to Administration. j. Conferences: Allowable Conference: The Department of Commerce is not hosting the annual CHG Forum this year. Homeless track sessions will be part of the Housing Washington Conference in Bellevue on September 28th-30th, 2025. k. Item Descriptions: To help ensure no duplication of expenses, include specific descriptions in the journal entry or the itemized expense list. Include the date range for utilities, rent, or other monthly recurring costs. Including the account numbers or building addresses is helpful when the organization has similar costs for different buildings (e.g., utilities and off-site shelters). l. Reimbursement in one fiscal year may not exceed the approved annual budget. Suppose annual budgeted funds are expended before the end of the first fiscal year. In that case, no additional reimbursements for that fiscal year will be approved, and programs/services are expected to continue. Any unspent funds will be rolled into the next fiscal year if the grant or budget category allows. Programs funded from the state fiscal budget, such as the Housing and Essential Needs program, do not have funds that carry over. m. The CONTRACTOR must retain all backup documentation, including policies and procedures for tracking employee time to grants and calculating holiday and overtime pay. n. Invoices must be easily read, with program expenses organized and labeled. Arrange the backup documentation in the order in which items appear on the invoice. o. Errors: If you make an error in any previous months or overpayments or underpayments, contact the COUNTY to determine the next steps. Monthly spend-down amounts may not be changed after an invoice has been submitted, approved, and paid. p. Allowable Expenses: The first step is to review the Scope of Service in the contract for approved project intervention types and the expenses directly associated with implementing the approved program. The next step is to review the CHG Guidelines. If any questions or clarification about allowable expenses remain, contact the COUNTY before making any purchases to avoid non-reimbursable situations. Professional Services Contract (rev 07/2025) Page 23 q. Budget Adjustments/Revisions: Budget adjustments/revisions are when money is moved from one budget category to another. All budget revision requests must use the Contract Budget Transfer Request Form. Budget revisions are allowable up to once per quarter. CHG Contracts will require Commerce approval and follow CHG Guidelines. No more than 10% of the program budget may be transferred, and no money may be transferred from the Rent Budget category. r. Financial Contract Amendments: Contract amendments will be issued when there is a change in the total contract award. Amendments are also required in CHG contracts when the total budget adjustment for the county or sequential adjustments exceed(s) 10% of the award. s. De-obligation of Funds: Budget categories are monitored for over- or underspending. In some cases, a de-obligation of funds will be required for categories that are underspent or tracking to underspend by more than five percent. t. Submit monthly invoices electronically to Todd Parker (tparker@masoncountywa.gov) using the correct naming convention. Each invoice must include: ▪ The name of the agency, ▪ Date submitted, ▪ Dates of service the invoice represents ▪ Contract number, ▪ Invoice number ▪ Version number when resubmitting invoice corrections ▪ Name of funding source, ▪ Total reimbursement request per funding source, ▪ Salary or Time Worked and benefits are separated ▪ Vacation (PTO), Holiday Pay, and Overtime are separated from Time Worked. ▪ Total hours worked by employees for each program and ensure time-billing. ▪ General Ledgers or backup documentation that includes expenses broken out by the budget category. These reports cannot include client names or identifying information. Use HMIS numbers in the description when any funds are paid on behalf of or, if allowed, directly to the household. The landlord's name is allowable when rental and/or utility assistance payments are made. ▪ All Flexible Fund (CHG 6.3.3) expenses must be pre-approved. It is acceptable to have a list of expenses approved at the start of the contract. ▪ Voucher detail worksheets, if required by the grant, ▪ Spenddown sheet matching the voucher detail worksheet. The subcontractor may not overspend in a budget category. ▪ Any HMIS reports required by the grant. ▪ Signature Page: Signed by the Executive Director, CEO, and/or Board Chair approving that the expenses are accurate and allowable. ▪ Submitted by the Executive Director. Professional Services Contract (rev 07/2025) Page 24 EXHIBIT D DELIVERABLE TABLE Date Due / Frequency Deliverable Name & Description No later than thirty (30) days of the date of execution Contract requirements identified under the Special Terms and Conditions section of the contract Monthly – complete, accurate, and approved by the 15th of each month An invoice and voucher detail worksheet, and, at a minimum, a general ledger generated by the organization’s accounting system. The General Ledger must include transaction-level detail for all costs that have been paid and are being claimed for reimbursement. These documents are due to the COUNTY by the 15th of the month following the month in which services were provided. Monthly – by the 15th of each month • Eviction Prevention Log: Each organization operating an Eviction Prevention Program will develop a tracking mechanism to provide essential program data that tracks contacts and processing time to determine the demand and funding needs. • Rapid Re-Housing Placement Report: Each organization operating a Rapid Re-Housing Program will report placement to rental properties. Quarterly: • 1st Qtr: Oct 10 • 2nd Qtr: Jan 10 • 3rd Qtr: April 10 • 4th Qtr: July 10 • HMIS Data Quality (HUD 225) Report: Review the report for the number of people and heads of household served and data quality, timeliness, and accuracy. • HMIS OUTS – Reports Exits to Permanent Housing: o Emergency Shelter = 50% o Rapid Re-Housing = 80% o Permanent Supportive Housing = 95% • Landlord Outreach: All programs with an “exit to permanent housing” target must conduct targeted landlord-specific outreach. Documentation will include the date and type of outreach. Any events will also include a sign-in sheet as supporting documentation. Landlord-specific outreach includes, but is not limited to, both active and passive means such as events, newsletters, in-person meetings, associations, and group meetings. CONTRACTOR is encouraged to partner with other providers to satisfy this requirement and maximize participant benefits. Include the COUNTY in all electronic landlord outreach efforts. • Training Log: Each agency must identify staff to attend and complete trainings. These staff should include staff that provide direct services, supervisors of direct service staff, and staff that manage homeless grants. • Narrative Report (Optional): Agencies can use this report to share successes or challenges/barriers encountered during the quarter. Annually • Local Homeless Housing Plan (CHG 2.1.4.1): According to RCW 43.185c, the homeless response system must submit a local homeless housing plan every five years. All agencies must actively participate in the plan's development, implementation, and annual plan updates and be accountable for the measures of success and program/system performance requirements adopted in the plan. Each agency will submit a Work Plan and provide annual plan updates. • Annual County Expenditure Report (CHG 2.1.4.2): All agencies that enter data into HMIS must coordinate with the COUNTY to submit a complete and accurate report of program funding information to the Department of Commerce. • Point-in-Time Count (2.1.4.3): All agencies must actively participate in the PIT Count to obtain a complete count of people experiencing homelessness in Mason County. • Essential Needs Report (CHG 2.1.4.4): All HEN providers must submit a HEN Essential Needs Report at the end of each state fiscal year, which is a count of the total instances of Essential Needs Services. Other Annual Assessment Monthly Report: Each agency receives a monthly report to track when annual assessments are due. Use this report to ensure that all annual assessments are completed on time. Professional Services Contract (rev 07/2025) Page 25 EXHIBIT E PERFORMANCE REQUIREMENTS A. Housing Outcomes: For each intervention type funded by the Consolidated Homeless Grant, grantees must adopt the required housing outcome performance measure outlined in the Consolidated Homeless Grant Guidelines, Appendix D, Table A. Grantees must improve housing outcomes by making progress towards the statewide performance target. a. Emergency Shelter: 50% Exits to Permanent Housing b. Rapid Re-Housing: 80% Exits to Permanent Housing c. Permanent Supportive Housing: 95% Exits to Permanent Housing d. Homelessness Prevention: Housing retention after 6 months, and 95% of households that exit to a permanent housing destination must not enter a homeless type HMIS project after exit. B. Equitable Outcomes: For each of the required housing outcome performance measures, outcomes across racial and ethnic demographics should not be significantly less than the overall rate. The “overall rate” refers to the rate of a particular intervention type’s total exits to positive outcomes. This is inclusive of all ethnic or racial categories. C. Equitable Access: While not a formal performance measure that will be monitored, grantees are expected to use equitable access data to identify underserved populations, assess the impact of their access strategies and work to improve equitable access as needed. Grantees can access this data through the Washington Balance of State Equitable Access Dashboard which compares the race and ethnicity of households entering the homeless system (HMIS) to the race and ethnicity of the homeless and unstably housed populations (The Snapshot Report). Professional Services Contract (rev 07/2025) Page 26 EXHIBIT F ATTESTATION I do hereby certify that to the best of my knowledge, the following is true, accurate, and complete: All contractors, including by and for organizations, attest that all are bound to all contracts, including contracts between the Department of Commerce and Mason County Public Health and Human Services, and/or any subrecipients. I have reviewed all pass-through contract language, have received copies, and agree to be bound to these terms. I have read all guidelines specific to the fund source and policies set forth by the Department of Commerce and Mason County Public Health and Human Services, and agree to follow. Name (printed) _________________________________________________________ Name (signature) _______________________________________________________ Title __________________________________________________________________ Agency _______________________________________________________________ Date _______________________ Professional Services Contract (rev 07/2025) Page 1 MASON COUNTY PROFESSIONAL SERVICES CONTRACT CONTRACT # This CONTRACT is made and entered into by and between Mason County, hereinafter referred to as "COUNTY" and Panza, hereinafter referred to as "CONTRACTOR.” Contracted Entity Panza dba New Horizons Communities Address 2471 N 13th St City, State, Zip Code Shelton, WA 98584 Phone 360-932-9359 Primary Contact: Name, Title Colleen Carmichael, Executive Director Primary Contact: E-mail colleen@nhcommunities.org Washington State UBI# 602769241 Federal EIN 32-0243330 Total Award/Contract Value $52,000 Contract Term July 1, 2025 – June 30, 2027 COUNTY and CONTRACTOR, as defined above, acknowledge, and accept the terms of this contract and EXHIBITS and have executed this contract on the date below to start as of the date and year referenced above. The rights and obligations of both parties to this contract are governed by this contract including any Special Terms and Conditions, General Terms and Conditions, Exhibits, and the following other documents incorporated by reference: Original RFP application, instructions, and disclosures. CONTRACTOR NAME BOARD OF COUNTY COMMISSIONERS MASON COUNTY, WASHINGTON ______________________________ ___________________________________ Agency Name Sharon Trask, Chair ______________________________ ___________________________________ Authorized Signature Date ______________________________ APPROVED AS TO FORM: Print Name & Title ______________________________ ___________________________________ Date Tim Whitehead, Chief DPA Professional Services Contract (rev 07/2025) Page 2 Special Terms and Conditions CONTRACTOR agrees to the following: The award of funds does not guarantee that the CONTRACTOR will receive funding if special conditions are not met. The following documents are requirements and must be received within 30 days of the date of execution for the CONTRACTOR to submit an invoice and receive funding. If the agency has provided these documents under a previous contract, only updated documents need to be provided. For tracking purposes, please notify COUNTY on each item stating “no updates” if this is the case. 1. CONTRACT REQUIREMENTS to receive funding: a. Vendor Payment Form b. Certificate of Insurance (see Exhibit B Insurance Requirements) c. Exhibit F Attestation d. Program Organization Chart e. Cost Distribution Plan (if applicable) f. Deliverable from previous contract (#23-068 Amendment #2) is carried into this contract: Up to 3 employees to become a HUD Certified Counselor 2. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels, as reported to Commerce in the SFY 2024 Annual Expenditure Report. Federal and State Benchmarks, Data Collection, and Evaluation: The Department of Housing and Urban Development (HUD) and the Department of Commerce may require additional reporting of programs and continuums of care directly or indirectly related to the funding awarded such as, but not limited to, Coordinated Entry, Data Quality, Data Timeliness, Housing Inventory Report, Annual Performance Report, Point in Time Count and System Performance Measures. CONTRACTOR agrees to participate in these evaluation efforts, meet individual benchmarks that contribute to the system and will fulfill the data collection and reporting requirements specified at the time of the request. It will be the obligation of the COUNTY representatives, CONTRACTOR and other contractors to provide protections and assurances regarding the confidentiality of data, samples of work (in any media format) and/or interview comments provided by participants. CONTRACTOR also agrees to provide the COUNTY with the results of any independent or self-directed evaluation or research undertaken in respect to the funded program. Contract Closeout: CONTRACTOR shall adhere to any Commerce year-end fiscal deadlines. In the event of early termination or non-renewal of a contract, final payment is contingent upon the CONTRACTOR’S ability to provide the COUNTY with all invoices and work product including plans, narrative reports, and data reports, to release the final payment for services within sixty (60) calendar days of contract completion or termination. The COUNTY shall have no further obligation to pay CONTRACTOR if any invoices or reports are past due for the sixty (60) day period following the contract term end date. If funding has been awarded for the next grant term and there are outstanding invoices or reports that are not completed to a satisfactory level by July 31, the CONTRACTOR will start the new contract term in Probation Status. Funding Source: Department of Commerce Consolidated Homeless Grant Contract Number: 26-46108-20 Professional Services Contract (rev 07/2025) Page 3 General Terms and Conditions Scope of Service: CONTRACTOR agrees to provide COUNTY the services and any materials as set forth as identified in “Exhibit A Scope of Service,” during the CONTRACT period. In the event that CONTRACTOR expends the total award specified in “Exhibit C Budget” before the end of the CONTRACT duration, CONTRACTOR remains liable to provide COUNTY the services as identified in “Exhibit A Scope of Service.” No material, labor or facilities will be furnished by COUNTY, unless otherwise provided for in the CONTRACT. Term: Services provided by CONTRACTOR prior to or after the term of this CONTRACT shall be performed at the expense of CONTRACTOR and are not compensable under this CONTRACT unless both parties hereto agree to such provision in writing. The term of this CONTRACT may be extended by mutual consent of the parties, provided, however, that the CONTRACT is in writing and signed by both parties. Amendments and Extension: This CONTRACT may be amended by mutual agreement of the parties. Such an amendment shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. The duration of this CONTRACT may be extended by mutual written consent of the parties, for a period of up to one year, and for a total of no longer than three years. Independent Contractor: The CONTRACTOR shall furnish CONTRACTOR's services as an independent contractor, and nothing herein contained shall be construed to create a relationship of employer-employee. All payments made hereunder and all services performed shall be made and performed pursuant to this CONTRACT by the CONTRACTOR as an independent contractor. CONTRACTOR acknowledges that the entire compensation for this CONTRACT is specified in Exhibit C Budget and the CONTRACTOR is not entitled to any benefits including, but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or privileges afforded to employees of COUNTY. The CONTRACTOR represents that he/she/it maintains a separate place of business, serves clients other than COUNTY, will report all income and expense accrued under this CONTRACT to the Internal Revenue Service, and has a tax account with the State of Washington Department of Revenue for payment of all sales and use and Business and Occupation taxes collected by the State of Washington. CONTRACTOR will defend, indemnify and hold harmless COUNTY, its officers, agents or employees from any loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees or costs incurred by reason of claims or demands because of breach of the provisions of this paragraph. Taxes: CONTRACTOR understands and acknowledges that COUNTY will not withhold Federal or State income taxes. Where required by State or Federal law, the CONTRACTOR authorizes COUNTY to withhold for any taxes other than income taxes (i.e., Medicare). All compensation received by the CONTRACTOR will be reported to the Internal Revenue Service at the end of the calendar year in accordance with the applicable IRS regulations. It is the responsibility of Professional Services Contract (rev 07/2025) Page 4 the CONTRACTOR to make the necessary estimated tax payments throughout the year, if any, and the CONTRACTOR is solely liable for any tax obligation arising from the CONTRACTOR's performance of this CONTRACT. The CONTRACTOR hereby agrees to indemnify COUNTY against any demand to pay taxes arising from the CONTRACTOR's failure to pay taxes on compensation earned pursuant to this CONTRACT. COUNTY will pay sales and use taxes imposed on goods or services acquired hereunder as required by law. The CONTRACTOR must pay all other taxes, including, but not limited to, Business and Occupation Tax, taxes based on the CONTRACTOR's gross or net income, or personal property to which COUNTY does not hold title. COUNTY is exempt from Federal Excise Tax. No Guarantee of Employment: The performance of all or part of this CONTRACT by the CONTRACTOR shall not operate to vest any employment rights whatsoever and shall not be deemed to guarantee any employment of CONTRACTOR or any employee of CONTRACTOR or any sub-contractor or any employee of any sub-contractor by COUNTY at the present time or in the future. Accounting and Payment for CONTRACTOR Services: Payment to the CONTRACTOR for services rendered under this CONTRACT shall be as set forth in “Exhibit C Budget.” Where Exhibit C requires payments by the COUNTY, payment shall be based upon written claims supported, unless otherwise provided in Exhibit C, by documentation of units of work actually performed and amounts earned, including, where appropriate, the actual number of days worked each month, total number of hours for the month, and the total dollar payment requested, so as to comply with municipal auditing requirements. Acceptable invoices will be processed within 30 days of receipt. Unless specifically stated in Exhibit C or approved in writing in advance by the official executing this CONTRACT for COUNTY or his or her designee (hereinafter referred to as the "Administrative Officer"), COUNTY will not reimburse the CONTRACTOR for any costs or expenses incurred by the CONTRACTOR in the performance of this CONTRACT. Where required, COUNTY shall, upon receipt of appropriate documentation, compensate the CONTRACTOR, no more often than monthly, in accordance with COUNTY’s customary procedures, pursuant to the fee schedule set forth in Exhibit C. Budget: CONTRACTOR further agrees that funds provided under this CONTRACT will be expended as specifically itemized line by line in the Budget provided in Exhibit C, and that CONTRACTOR will follow the Budget Amendment Process for quarterly expense transfers within a budget category (i.e., operations, administration, facility support). Budget transfers will not be made unless approved by the COUNTY. Late requests will not be accepted. Withholding Payment: In the event the CONTRACTOR has failed to perform any obligation under this CONTRACT within the times set forth in this CONTRACT, then COUNTY may, upon written notice, withhold from amounts otherwise due and payable to CONTRACTOR, without penalty, until such failure to perform is cured or otherwise adjudicated. Withholding under this clause shall not be deemed a breach entitling CONTRACTOR to termination or damages, provided that COUNTY promptly gives notice in writing to the CONTRACTOR of the nature of the default or failure to perform, and in no case more than ten (10) days after it determines to withhold amounts otherwise due. A determination of the Administrative Officer set forth in a notice to the Professional Services Contract (rev 07/2025) Page 5 CONTRACTOR 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 CONTRACTOR acts within the times and in strict accord with the provisions of the Disputes clause of this CONTRACT. 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 CONTRACT, 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 CONTRACTOR, (3) to set off any amount so paid or incurred from amounts due or to become due the CONTRACTOR. In the event the CONTRACTOR obtains relief upon a claim under the Disputes clause, no penalty or damages shall accrue to CONTRACTOR by reason of good faith withholding by COUNTY under this clause. Billing Procedures and Payment: The funding awarded may only be used for eligible activities and expenses. COUNTY will pay CONTRACTOR upon acceptance of services provided and receipt of properly completed invoices, which shall be submitted to the COUNTY representative not more often than monthly. Exceptions to the single billing per month (or quarterly) can be made by the COUNTY on a case-by-case basis. The CONTRACTOR shall only be paid as a reimbursement of allowable costs incurred during each invoice period, according to the terms provided in Exhibit A, if the CONTRACTOR performs the services and submits all reporting to a satisfactory level. The COUNTY may, in its sole discretion, withhold payments claimed by the CONTRACTOR for services rendered if the CONTRACTOR fails to satisfactorily comply with any term or condition of this CONTRACT. No payments in advance or in anticipation of services or supplies to be provided under this CONTRACT shall be made by the COUNTY. No payment shall be made for any work performed by the CONTRACTOR, except for work identified and set forth in this CONTRACT. Unless otherwise provided for in this CONTRACT or any exhibits hereto, the CONTRACTOR will not be paid for any billings or invoices presented for costs incurred prior to the date of execution or after June 30, 2027. The CONTRACTOR is responsible for any audit exceptions or disallowable costs incurred by its own organization or that of its subcontractors. Duplicate Payment: A duplication of benefits (DOB) occurs when a person, household, business, government, or other entity receives financial assistance from multiple sources for the same purpose, and the total assistance received for that purpose is more than the total need for assistance. The COUNTY shall not pay CONTRACTOR if the CONTRACTOR has charged or will charge any other party under any other Grant, subgrant/subcontract, or agreement, for the same services or expenses. If it is determined that CONTRACTOR has received duplicate payment, the CONTRACTOR must pay back the COUNTY for these expenses. The contractor must have policies and procedures that differentiate funding and program FTE, enrollment criteria, program descriptions, caseloads, or similar methods. Fraud and Other Loss Reporting: CONTRACTOR shall report in writing all known or suspected fraud or other loss of any funds or other property furnished under this CONTRACT immediately or as soon as practicable. All cases reported to law enforcement must be tracked and follow the fraud guidance in the guidelines. Labor Standards: CONTRACTOR 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 Professional Services Contract (rev 07/2025) Page 6 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 determined by regulations promulgated by the Federal Secretary of Labor and/or the State of Washington. Assignment and Subcontracting: The performance of all activities contemplated by this CONTRACT shall be accomplished by CONTRACTOR. No portion of this CONTRACT may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of COUNTY. If subcontracting is approved, the CONTRACTOR is responsible to COUNTY should the subcontractor fail to comply with any applicable term or condition of this contract. CONTRACTOR shall audit and monitor the activities of the subcontractor during the contract term to assure fiscal conditions and performance metrics are met. COUNTY will be included on any audit or monitoring activities and reports. Conflict of Interest: If at any time prior to commencement of, or during the term of this CONTRACT, CONTRACTOR or any of its employees involved in the performance of this CONTRACT shall have or develop an interest in the subject matter of this CONTRACT that is potentially in conflict with the COUNTY’s interest, then CONTRACTOR shall immediately notify COUNTY of the same. The notification of COUNTY shall be made with sufficient specificity to enable COUNTY to make an informed judgment as to whether or not COUNTY’s interest may be compromised in any manner by the existence of the conflict, actual or potential. Thereafter, COUNTY may require CONTRACTOR to take reasonable steps to remove the conflict of interest. COUNTY may also terminate this CONTRACT according to the provisions herein for termination. Non-Discrimination in Employment: COUNTY’s policy is to provide equal opportunity in all terms, conditions and privileges of employment for all qualified applicants and employees without regard to race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status. CONTRACTOR shall comply with all laws prohibiting discrimination against any employee or applicant for employment on the grounds of race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Furthermore, in those cases in which CONTRACTOR is governed by such laws, CONTRACTOR shall take affirmative action to insure that applicants are employed, and treated during employment, without regard to their race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Such action shall include, but not be limited to: advertising, hiring, promotions, layoffs or terminations, rate of pay or other forms of compensation benefits, selection for training including apprenticeship, and participation in recreational and educational activities. In all solicitations or advertisements for employees placed by them or on their behalf, CONTRACTOR shall state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. The foregoing provisions shall also be binding upon any sub-contractor, provided that the foregoing provision shall not apply to contracts or sub-contractors for standard commercial supplies or raw materials, or to sole proprietorships with no employees. Professional Services Contract (rev 07/2025) Page 7 Non-Discrimination in Client Services: CONTRACTOR shall not discriminate on the grounds of race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status; or deny an individual or business any service or benefits under this CONTRACT; or subject an individual or business to segregation or separate treatment in any manner related to his/her/its receipt any service or services or other benefits provided under this CONTRACT; or deny an individual or business an opportunity to participate in any program provided by this CONTRACT. Waiver of Noncompetition: CONTRACTOR 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 COUNTY, and CONTRACTOR 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 COUNTY. Debarment Certification: The CONTRACTOR, by signature to this contract, certifies that the CONTRACTOR is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in this contract by any Federal department or agency. Work Product: CONTRACTOR will provide COUNTY with all work product including; plans, data reports, prior to the release of the final payment for services. Patent/Copyright Infringement: CONTRACTOR will defend and indemnify COUNTY from any claimed action, cause or demand brought against COUNTY, to the extent such action is based on the claim that information supplied by the CONTRACTOR infringes any patent or copyright. CONTRACTOR will pay those costs and damages attributable to any such claims that are finally awarded against COUNTY in any action. Such defense and payments are conditioned upon the following: A. CONTRACTOR shall be notified promptly in writing by COUNTY of any notice of such claim. B. CONTRACTOR shall have the right, hereunder, at its option and expense, to obtain for COUNTY the right to continue using the information, in the event such claim of infringement, is made, provided no reduction in performance or loss results to COUNTY. Confidentiality: CONTRACTOR, its employees, sub-contractors, and their employees shall maintain the confidentiality of all information provided by COUNTY or acquired by CONTRACTOR in performance of this CONTRACT, except upon the prior written consent of COUNTY or an order entered by a court after having acquired jurisdiction over COUNTY. CONTRACTOR shall immediately give to COUNTY notice of any judicial proceeding seeking disclosure of such information. CONTRACTOR shall indemnify and hold harmless COUNTY, its officials, agents or employees from all loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees and costs resulting from CONTRACTOR's breach of this provision. Right to Review: This CONTRACT is subject to review by any Federal, State or COUNTY auditor. COUNTY or its designee shall have the right to review and monitor the financial and service components of this program by whatever means are deemed expedient by the Administrative Officer or by COUNTY's Auditor’s Office. Such review may occur with or without notice and may include, but is not limited to, on-site inspection by COUNTY agents or employees, inspection of all records Professional Services Contract (rev 07/2025) Page 8 or other materials which COUNTY deems pertinent to the CONTRACT and its performance, and any and all communications with or evaluations by service recipients under this CONTRACT. CONTRACTOR shall preserve and maintain all financial records and records relating to the performance of work under this CONTRACT for six (6) years after CONTRACT termination, and shall make them available for such review, within Mason County, State of Washington, upon request. CONTRACTOR also agrees to notify the Administrative Officer in advance of any inspections, audits, or program review by any individual, agency, or governmental unit whose purpose is to review the services provided within the terms of this CONTRACT. If no advance notice is given to CONTRACTOR, then CONTRACTOR agrees to notify the Administrative Officer as soon as it is practical. Records Maintenance: CONTRACTOR agrees to keep records in an easily read form sufficient to account for all receipts and expenditures of contract funds. These records, as well as supporting documentation, will be archived by the CONTRACTOR’S office for at least six (6) years after the end of the contract. CONTRACTOR agrees to make such books, records, and supporting documentation available to the COUNTY for inspection when requested. Reporting and Other Contract Requirements: CONTRACTOR agrees to submit program and expense reports, as well as perform all other requirements outlined in “Exhibit A Scope of Service,” on or before the dates indicated therein. The COUNTY reserves the right to aggregate, disaggregate, analyze, reproduce, and/or disseminate the data provided in program reports, financial activity reports, or any other reports submitted to the COUNTY with respect to the program. Change in Personnel: The success of the approved program is largely contingent on the approved staffing identified in the proposal application and/or related to the final award amount and related services. Should there be any material change in job description, level of authority, or employment status of program staffing (or projected staff start dates for new programs) during the term of the CONTRACT, the COUNTY requires that the CONTRACTOR notify the COUNTY in writing within 15 days of the change and includes a staffing plan to minimize any disruption in services. CONTRACTOR will provide updates if there are any changes to the staffing plan or hiring delays. Equipment Purchase, Maintenance, and Ownership: The CONTRACTOR agrees that any depreciable equipment purchased, in whole or part, with contract funds at a cost of $1,000 per item or more, is upon its purchase the property of the COUNTY and will be used only for the program funded. The CONTRACTOR agrees to establish and maintain transaction documents (purchase requisitions, packing slips, invoices, receipts) and maintenance records of equipment purchased with Contract funds. The CONTRACTOR shall be responsible for any loss or damage to property of the COUNTY that results from the negligence of the contractor or that results from the failure on the part of the contractor to maintain and administer that property in accordance with sound management practices. In the case of Early Termination, the CONTRACTOR agrees that all such equipment will be returned to the COUNTY unless otherwise agreed upon in writing by the CONTRACTOR and the COUNTY. Insurance Requirements: At a minimum, CONTRACTOR shall provide insurance that meets or exceeds the requirements detailed in "Exhibit B Insurance Requirements." Professional Services Contract (rev 07/2025) Page 9 Insurance as a Condition of Payment: Payments due to CONTRACTOR under this CONTRACT are expressly conditioned upon the CONTRACTOR’s strict compliance with all insurance requirements under this CONTRACT. Payment to CONTRACTOR shall be suspended in the event of non-compliance. Upon receipt of evidence of full compliance, payments not otherwise subject to withholding or set-off will be released to CONTRACTOR. Industrial Insurance Waiver: With respect to the performance of this CONTRACT and as to claims against COUNTY, its officers, agents and employees, CONTRACTOR expressly waives its immunity under Title 51 of the Revised Code of Washington, the Industrial Insurance Act, for injuries to its employees and agrees that the obligations to indemnify, defend and hold harmless provided in this CONTRACT extend to any claim brought by or on behalf of any employee of CONTRACTOR. This waiver is mutually negotiated by the parties to this CONTRACT. CONTRACTOR Commitments, Warranties and Representations: Any written commitment received from CONTRACTOR concerning this CONTRACT shall be binding upon CONTRACTOR, unless otherwise specifically provided herein with reference to this paragraph. Failure of CONTRACTOR to fulfill such a commitment shall render CONTRACTOR liable for damages to COUNTY. A commitment includes, but is not limited to, any representation made prior to execution of this CONTRACT, whether or not incorporated elsewhere herein by reference, as to performance of services or equipment, prices or options for future acquisition to remain in effect for a fixed period, or warranties. Defense and Indemnity Contract: Indemnification by CONTRACTOR. To the fullest extent permitted by law, CONTRACTOR agrees to indemnify, defend and hold COUNTY and its departments, elected and appointed officials, employees, agents and volunteers, harmless from and against any and all claims, damages, losses and expenses, including but not limited to court costs, attorney's fees and alternative dispute resolution costs, for any personal injury, for any bodily injury, sickness, disease or death and for any damage to or destruction of any property (including the loss of use resulting there from) which 1) are caused in whole or in part by any act or omission, negligent or otherwise, of the CONTRACTOR, its employees, agents or volunteers or CONTRACTOR's subcontractors and their employees, agents or volunteers; or 2) are directly or indirectly arising out of, resulting from, or in connection with performance of this CONTRACT; or 3) are based upon CONTRACTOR’s or its subcontractors’ use of, presence upon or proximity to the property of COUNTY. This indemnification obligation of CONTRACTOR shall not apply in the limited circumstance where the claim, damage, loss or expense is caused by the sole negligence of COUNTY. This indemnification obligation of the CONTRACTOR shall not be limited in any way by the Washington State Industrial Insurance Act, RCW Title 51, or by application of any other workmen's compensation act, disability benefit act or other employee benefit act, and the CONTRACTOR hereby expressly waives any immunity afforded by such acts. The foregoing indemnification obligations of the CONTRACTOR are a material inducement to COUNTY to enter into this CONTRACT, are reflected in CONTRACTOR’s compensation, and have been mutually negotiated by the parties. Participation by County – No Waiver. COUNTY reserves the right, but not the obligation, to participate in the defense of any claim, damages, losses or expenses and such participation shall not constitute a waiver of CONTRACTOR’s indemnity obligations under this CONTRACT. Professional Services Contract (rev 07/2025) Page 10 Survival of CONTRACTOR’s Indemnity Obligations. CONTRACTOR agrees all CONTRACTOR’s indemnity obligations shall survive the completion, expiration or termination of this CONTRACT. Indemnity by Subcontractors. In the event the CONTRACTOR enters into subcontracts to the extent allowed under this CONTRACT, CONTRACTOR's subcontractors shall indemnify COUNTY on a basis equal to or exceeding CONTRACTOR’s indemnity obligations to COUNTY. Compliance with Applicable Laws, Rules and Regulations: This CONTRACT shall be subject to all laws, rules, and regulations of the United States of America, the State of Washington, political subdivisions of the State of Washington and Mason County. CONTRACTOR also agrees to comply with applicable Federal, State, County or municipal standards for licensing, certification and operation of facilities and programs, and accreditation and licensing of individuals. Administration of Contract: COUNTY hereby appoints, and CONTRACTOR hereby accepts, the Mason County Public Health and Human Services Director and his or her designee, as COUNTY’s representative, hereinafter referred to as the Administrative Officer, for the purposes of administering the provisions of this CONTRACT, including COUNTY’s right to receive and act on all reports and documents, and any auditing performed by the COUNTY related to this CONTRACT. The Administrative Officer for purposes of this CONTRACT is: Melissa Casey, Community Health Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 404 Fax: 360-427-7787 E-mail: mcasey@masoncountywa.gov Financial Contact: Casey Bingham, Finance Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 562 Fax: 360-427-7787 E-mail: caseyb@masoncountywa.gov Notice: Except as set forth elsewhere in the CONTRACT, for all purposes under this CONTRACT except service of process, notice shall be given by CONTRACTOR to COUNTY’s Administrative Officer under this CONTRACT. Notices and other communication may be conducted via e-mail, U.S. mail, fax, hand-delivery or other generally accepted manner including delivery services. Modifications: Either party may request changes in the CONTRACT. Any and all agreed modifications, to be valid and binding upon either party, shall be in writing and signed by both of the parties. Termination for Default: If CONTRACTOR defaults by failing to perform any of the obligations of the CONTRACT or becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or Professional Services Contract (rev 07/2025) Page 11 makes an assignment for the benefit of creditors, COUNTY may, by depositing written notice to CONTRACTOR in the U.S. mail, terminate the CONTRACT, and at COUNTY’s option, obtain performance of the work elsewhere. If the CONTRACT is terminated for default, CONTRACTOR shall not be entitled to receive any further payments under the CONTRACT until all work called for has been fully performed. Any extra cost or damage to COUNTY resulting from such default(s) shall be deducted from any money due or coming due to CONTRACTOR. CONTRACTOR shall bear any extra expenses incurred by COUNTY in completing the work, including all increased costs for completing the work, and all damage sustained, or which may be sustained by COUNTY by reason of such default. If a notice of termination for default has been issued and it is later determined for any reason that CONTRACTOR was not in default, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the Termination for Public Convenience paragraph hereof. Termination for Public Convenience: COUNTY may terminate this CONTRACT in whole or in part whenever COUNTY determines, in its sole discretion, that such termination is in the interests of COUNTY. Whenever the CONTRACT is terminated in accordance with this paragraph, CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. An equitable adjustment in the CONTRACT price for partially completed items of work will be made, but such adjustment shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this CONTRACT by COUNTY at any time during the term, whether for default or convenience, shall not constitute breach of CONTRACT by COUNTY. Termination for Reduced Funding: COUNTY may terminate this CONTRACT in whole or in part should COUNTY determine, in its sole discretion, that such termination is necessary due to a decrease in available project funding including State and/or Federal grants. Whenever the CONTRACT is terminated in accordance with this paragraph, the CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. Disputes: 1. Differences between the CONTRACTOR and COUNTY, arising under and by virtue of the AGREEMENT shall be brought to the attention of COUNTY at the earliest possible time in order that such matters may be settled or other appropriate action promptly taken. For objections that are not made in the manner specified and within the time limits stated, the records, orders, rulings, instructions, and decisions of the Administrative Officer shall be final and conclusive. 2. The CONTRACTOR 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 of COUNTY, or (2) the happening of any event or occurrence, unless the CONTRACTOR 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 the CONTRACTOR 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. CONTRACTOR 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. Professional Services Contract (rev 07/2025) Page 12 3. The CONTRACTOR 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, the CONTRACTOR 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. Arbitration: Other than claims for 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 CONTRACT 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 CONTRACT. 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 CONTRACT 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 arbitration hearing date; provided, that either party may decline to mediate and proceed with arbitration. Any arbitration proceeding commenced to enforce or interpret this CONTRACT shall be brought within six (6) years after the initial occurrence giving rise to the claim, dispute or issue for which arbitration is commenced, regardless of the date of discovery or whether the claim, dispute or issue was continuing in nature. Claims, disputes or issues arising more than six (6) years prior to a written request or demand for arbitration issued under this Agreement are not subject to arbitration. 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 CONTRACT, the venue of such action of litigation shall be in the courts of the State of Washington and Mason County. Unless otherwise specified herein, this CONTRACT shall be governed by the laws of Mason County and the State of Washington. Severability: If any term or condition of this CONTRACT or the application thereof to any person(s) or circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications which can be given effect without the invalid term, condition or application. To this end, the terms and conditions of this CONTRACT are declared severable. Waiver: Waiver of any breach or condition of this CONTRACT shall not be deemed a waiver of any prior or subsequent breach. No term or condition of this CONTRACT shall be held to be waived, Professional Services Contract (rev 07/2025) Page 13 modified or deleted except by an instrument, in writing, signed by the parties hereto. The failure of COUNTY to insist upon strict performance of any of the covenants of this CONTRACT, or to exercise any option herein conferred in any one or more instances, shall not be construed to be a waiver or relinquishment of any such, or any other covenants or contracts, but the same shall be and remain in full force and effect. Order of Precedence: A. Applicable federal, state, and county statutes, regulations, policies, and procedures B. Funding source agreement(s) including attachments C. Special Terms and Conditions D. General Terms and Conditions E. Exhibit A, Scope of Service F. Exhibit B, Insurance Requirements G. Exhibit C, Budget H. Consolidated Homeless Grant (CHG) Guidelines, CHG Supplemental Manual Entire Contract: This written CONTRACT, comprised of the writings signed or otherwise identified and attached hereto, represents the entire CONTRACT between the parties and supersedes any prior oral statements, discussions, or understandings between the parties. Professional Services Contract (rev 07/2025) Page 14 EXHIBIT A SCOPE OF SERVICE A. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels (i.e., households served), as reported to Commerce in the SFY 2024 Annual Expenditure Report. B. CONTRACTOR shall commit to operating a high-performing crisis response system in their county by: a. Assessing each household’s housing needs and facilitating housing stability with the goal of obtaining or maintaining permanent housing. b. Employing a progressive engagement service model. c. Prioritizing households most likely to become homeless when using homelessness prevention rent assistance. d. Being anti-racist leaders in their crisis response systems and facilitating partnerships among organizations that respond to the disproportionality in services and outcomes for communities that may not seek assistance from mainstream organizations. C. CONTRACTOR shall submit the deliverables outlined in EXHIBIT D DELIVERABLE TABLE on time with truthful, accurate information. D. CONTRACTOR shall comply with all of the requirements, policies and procedures in the Consolidated Homeless Grant Guidelines, including the Washington State Coordinated Entry Guidelines. E. CONTRACTOR must adopt the required performance measures outlined in EXHIBIT E PERFORMANCE REQUIREMENTS. F. CONTRACTOR roles and responsibilities: a. Provide direct service delivery according to the descriptions in the homeless response system RFP, CHG Guidelines, CHG Supplemental Manual, and best practices for the programs being implemented. b. Identify individuals in need and work with other service providers to prioritize aid, ensuring those who need help most get it quickly. c. Assess eligibility and apply housing first principles, trauma-informed care, and harm reduction to help program participants achieve stability and positive housing outcomes. d. Involve people who have experienced homelessness in developing service delivery models and provide opportunities for their feedback. e. Ensure the Washington Homeless Management Information System (HMIS) operates in accordance with RCW 43.185C.180, the CHG Guidelines, and HUD data standards: • All projects are set up correctly in HMIS • All data is accurate, complete, and timely • Must adhere to the HMIS Data Quality Plan f. Respond to the disproportionality in access to services, service provision, and outcomes. g. Homelessness Prevention, Rapid Re-Housing, and Permanent Supportive Housing projects funded by CHG must participate in the county or regional Coordinated Entry Professional Services Contract (rev 07/2025) Page 15 (CE) System by accepting referrals and must fill openings solely through the CE process. h. Ensure that employees providing direct services, their supervisors, and employees managing homeless grants complete the required trainings (CHG 2.1.5) every three years. i. Use a progressive engagement service model. j. Operate programs within the approved budget and households served. Project Intervention Type Funded: Permanent Supportive Housing Permanent Supportive Housing Permanent Supportive Housing (PSH) is subsidized, non-time-limited housing with support services for homeless households that include a household member with a permanent disability. Support services must be made available, but participation is voluntary. PSHA may be provided as a rent assistance (scattered site) or facility-based model. For facility-based models, a lease or rental agreement is required between the PSH project and household. The services and the housing are available permanently. New Horizons Communities has built a comprehensive PSH program for the Shelton Veterans Village. The target population is homeless Veterans living in Mason County. Residents pay rent at the rate of 30% of their income. As an organization, New Horizons Communities pays for all the utilities to lessen the burden on our residents who already have extremely low, fixed incomes. New Horizons Communities meets the residents where they are at and works to provide them with the services and referrals they need in order to thrive and achieve their goals. Services provided include case management (including care coordination, life skills, and education and employment prep), and mental health and substance use disorder therapies. Permanent Supportive Housing Deliverables 1. Meet the required performance outcome for Permanent Supportive Housing: 95% Exits to Permanent Housing. 2. Minimum number of households expected to serve annually: 30 Scope Change Request Sometimes, unforeseeable events prevent a program from being implemented as designed or are in jeopardy of meeting the project timeline. In that case, the subcontractor may request a change in the Scope of Service. Sometimes, there is “scope, budget, or mission creep,” and this process assumes that the organization is making efforts to contain the scope of services within the approved budget. A written Scope Change must be submitted to the Mason County Public Health and Human Services contract administrator using the template provided in the CHG Supplemental Manual. The CONTRACTOR must ensure that all reasonable attempts to implement the program as designed have been made. The COUNTY must approve Scope Changes before the CONTRACTOR makes any changes. Professional Services Contract (rev 07/2025) Page 16 EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, The Contractor shall procure and maintain the following insurance requirements set forth below, at its own expense, for the duration of this Agreement and any extensions thereof. CONTRACTOR will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, it will be amended to do so. CONTRACTOR acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to COUNTY. A. MINIMUM Insurance Requirements: 1. 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, for bodily injury, personal injury, property damage, and products/completed operations, including without limitation, blanket contractual liability. 2. Workers’ Compensation on a state-approved policy form providing statutory benefits as required by law with employer’s liability limits for CONTRACTOR's, no less than $1,000,000 per accident for all covered losses. 3. 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 CONTRACTOR owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the general liability policy described above. If CONTRACTOR or CONTRACTOR’s employees will use personal autos in any way on this project, CONTRACTOR shall obtain evidence of personal auto liability coverage for each such person. 4. Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. Coverage shall include acts, errors, or omissions arising from professional services, including housing placement, case management, compliance reporting, and administration of grant funds. 5. Cyber Liability Coverage. CONTRACTOR shall maintain cyber liability insurance with limits of not less than $1,000,000 per claim and $2,000,000 aggregate. Such coverage shall include privacy liability, network security, breach response, notification, credit monitoring, Professional Services Contract (rev 07/2025) Page 17 regulatory defense, and system restoration expenses related to the use and access of HMIS and other client data. 6. 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 Contractor, 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. B. Certificate of Insurance: A Certificate of Insurance naming COUNTY as the Certificate Holder must be provided to COUNTY within five (5) days of CONTRACT execution. C. Basic Stipulations: 1. CONTRACTOR 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. CONTRACTOR also agrees to require all contractors, subcontractors, and anyone else involved in this CONTRACT on behalf of the CONTRACTOR (hereinafter “indemnifying parties”) to comply with these provisions. 2. CONTRACTOR 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. 3. All insurance coverage maintained or procured by CONTRACTOR or required of others by CONTRACTOR pursuant to this CONTRACT 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. 4. All coverage types and limits required are subject to approval, modification and additional requirements by COUNTY. CONTRACTOR shall not make any reductions in scope or limits of coverage that may affect COUNTY’s protection without COUNTY’s prior written consent. 5. CONTRACTOR agrees to provide evidence of the insurance required herein, satisfactory to COUNTY, consisting of: a) certificate(s) of insurance evidencing all of the coverages required and, b) an additional insured endorsement to CONTRACTOR’s general liability policy using Insurance Services Office form CG 20 10 with an edition date prior to 2004. CONTRACTOR agrees, upon request by COUNTY to provide complete, certified copies of any policies required within 10 days of such request. COUNTY has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests. Any premium so Professional Services Contract (rev 07/2025) Page 18 paid by COUNTY shall be charged to and promptly paid by CONTRACTOR or deducted from sums due CONTRACTOR. Any actual or alleged failure on the part of COUNTY or any other additional insured under these requirements to obtain proof of insurance required under this CONTRACT in no way waives any right or remedy of COUNTY or any additional insured, in this or in any other regard. 6. It is acknowledged by the parties of this CONTRACT that all insurance coverage required to be provided by CONTRACTOR 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. 7. CONTRACTOR 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 CONTRACTOR’s existing coverage includes a self-insured retention, the self-insured retention must be declared to the COUNTY. The COUNTY may review options with CONTRACTOR, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. 8. CONTRACTOR 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 CONTRACT. This obligation applies whether or not the CONTRACT is canceled or terminated for any reason. Termination of this obligation is not effective until COUNTY executes a written statement to that effect. 9. The limits of insurance as described above shall be considered as minimum requirements. Should any coverage carried by CONTRACTOR or a subcontractor of any tier maintain insurance with limits of liability that exceed the required limits or coverage that is broader than as outlined above, those higher limits and broader coverage shall be deemed to apply for the benefit of any person or organization included as an additional insured and those limits shall become the required minimum limits of insurance in all Paragraphs and Sections of this CONTRACT. 10. None of the policies required herein shall be in compliance with these requirements if they include any limiting endorsement that has not been first submitted to COUNTY and approved of in writing. 11. The requirements in this Exhibit supersede all other sections and provisions of this CONTRACT to the extent that any other section or provision conflicts with or impairs the provisions of this Exhibit. 12. Unless otherwise approved by COUNTY, insurance provided pursuant to these requirements shall be by insurers authorized to do business in Washington and with a minimum A.M. Best rating of A-:VII. Professional Services Contract (rev 07/2025) Page 19 13. All insurance coverage and limits provided by CONTRACTOR and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this CONTRACT limits the application of such insurance coverage. 14. CONTRACTOR agrees to require insurers, to provide notice to COUNTY thirty (30) days prior to cancellation of such liability coverage or of any material alteration or non-renewal of any such coverage, other than for non-payment of premium. CONTRACTOR shall assure that this provision also applies to any subcontractors, joint ventures or any other party engaged by or on behalf of contractor in relation to this agreement. Certificate(s) are to reflect that the issuer will provide thirty (30) days’ notice to COUNTY of any cancellation of coverage. 15. COUNTY reserves the right at any time during the term of the CONTRACT to change the amounts and types of insurance required by giving the CONTRACTOR ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the CONTRACTOR, the COUNTY and CONTRACTOR may renegotiate CONTRACTOR’s compensation. 16. Requirements of specific coverage features are not intended as limitation on other requirements or as waiver of any coverage normally provided by any given policy. Specific reference to a coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all-inclusive. 17. CONTRACTOR agrees to provide immediate notice to COUNTY of any claim or loss against CONTRACTOR arising out of the work performed under this agreement. COUNTY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve COUNTY. Professional Services Contract (rev 07/2025) Page 20 EXHIBIT C BUDGET Permanent Supportive Housing Fund Source FY26 Award Administration CHG Standard $5,200 Operations CHG DRF Backfill $46,800 Total Permanent Supportive Housing $52,000 Payment: In the event State, Federal, or local funding changes, the COUNTY reserves the right to amend the payment terms and the amount awarded in this contract. Approved invoices will be disbursed according to the vendor payment schedule of the County Auditor’s Office. Refer to the Billing Procedures and Payment clause of this contract for additional information. All COUNTY-provided templates must be used and not modified without the county's written permission. The county can change the reporting requirements by notifying the contractor. Payment will be considered timely within 30 days of receipt of invoice. Monthly Financial Invoice: Final, approved invoices are due by the 15th of each month a. All invoices and reports, including HMIS, must be accurate, complete, and received to a satisfactory level before invoices are approved and processed for reimbursement. b. The CONTRACTOR will submit a monthly financial invoice to the COUNTY no later than the 15th of each month for reimbursement of allowable costs; prepayment of expenses is not allowable. Submitting invoices promptly and error-free is essential for the fastest reimbursement turnaround possible. c. Budget Narrative: If the invoice has a significant increase or decrease in totals, include a budget narrative in the email submission to explain the change when the invoice is submitted. d. The CONTRACTOR may not manipulate, change, or adjust any template provided by the COUNTY without prior written permission from the COUNTY. e. Administration: Reimbursement requests cannot exceed the 1/12 monthly allotment. For example, if the Administration allocation is 15%, administration costs may not exceed 15% of the monthly reimbursement requests. The Department of Commerce prefers that all overheads be budgeted and expensed in the Administration Budget Category. Administration costs include, but are not limited to, Executive Director salary and benefits, organization memberships or subscriptions, software licensing, business license, general organizational insurance, conferences, organization-wide audits, board expenses, community event registration, fire inspections, and general agency facility costs (including those associated with the Executive Director) such as rent (building space that is not directly attributed to a program funded through this contract), depreciation expenses, and operations and maintenance. All amounts billed to administration must be allowable, supported by actual costs, not double-charged, and treated consistently in similar circumstances. f. All “pooled” costs are considered “Administration” unless the County approves an exception. g. Time-billing: Agencies must ensure that processes are in place to track employee time to the program they are working in and only bill hours to a program for time worked in Professional Services Contract (rev 07/2025) Page 21 each program. Program employees must use time-billing methods to track the time spent on tasks or projects directly related to the program. This helps reduce billing errors and ensures that every program is charged appropriately. h. Salary & Wages: The COUNTY will reimburse hourly rates and accrued/unused PTP in accordance with RCW 49.48.010, without incentives such as bonuses, except for grants that specifically allow it (e.g., the inflationary increase from FY24 and FY25). Payouts are distributed across all programs that fund the position. Salary and benefits are itemized separately. i. Cost Distribution Plan: It is preferable to bill all overhead as part of the 15% Administration allocation. However, a cost distribution plan is also allowable if the agency operates more than one program and/or multiple fund sources are used across programs. The plan must differentiate overhead/administration expenses that benefit the whole organization and are not directly attributed to a program from overhead directly tied to a program (e.g., marketing materials specific to the program or the CHG Forum/Convening that may benefit multiple programs funded by these funds). Program and operation expenses will be directly attributed to the Operations Budget Category (i.e., the agency would not have these costs if it didn’t operate the program). Agencies will use a square foot calculation for office space directly related to the program to bill agency facility costs to program operations. However, the square footage not directly related to program office space will be billed to Administration. j. Conferences: Allowable Conference: The Department of Commerce is not hosting the annual CHG Forum this year. Homeless track sessions will be part of the Housing Washington Conference in Bellevue on September 28th-30th, 2025. k. Item Descriptions: To help ensure no duplication of expenses, include specific descriptions in the journal entry or the itemized expense list. Include the date range for utilities, rent, or other monthly recurring costs. Including the account numbers or building addresses is helpful when the organization has similar costs for different buildings (e.g., utilities and off-site shelters). l. Reimbursement in one fiscal year may not exceed the approved annual budget. Suppose annual budgeted funds are expended before the end of the first fiscal year. In that case, no additional reimbursements for that fiscal year will be approved, and programs/services are expected to continue. Any unspent funds will be rolled into the next fiscal year if the grant or budget category allows. Programs funded from the state fiscal budget, such as the Housing and Essential Needs program, do not have funds that carry over. m. The CONTRACTOR must retain all backup documentation, including policies and procedures for tracking employee time to grants and calculating holiday and overtime pay. n. Invoices must be easily read, with program expenses organized and labeled. Arrange the backup documentation in the order in which items appear on the invoice. o. Errors: If you make an error in any previous months or overpayments or underpayments, contact the COUNTY to determine the next steps. Monthly spend-down amounts may not be changed after an invoice has been submitted, approved, and paid. p. Allowable Expenses: The first step is to review the Scope of Service in the contract for approved project intervention types and the expenses directly associated with implementing the approved program. The next step is to review the CHG Guidelines. If any questions or clarification about allowable expenses remain, contact the COUNTY before making any purchases to avoid non-reimbursable situations. q. Budget Adjustments/Revisions: Budget adjustments/revisions are when money is moved from one budget category to another. All budget revision requests must use the Contract Budget Transfer Request Form. Budget revisions are allowable up to once Professional Services Contract (rev 07/2025) Page 22 per quarter. CHG Contracts will require Commerce approval and follow CHG Guidelines. No more than 10% of the program budget may be transferred, and no money may be transferred from the Rent Budget category. r. Financial Contract Amendments: Contract amendments will be issued when there is a change in the total contract award. Amendments are also required in CHG contracts when the total budget adjustment for the county or sequential adjustments exceed(s) 10% of the award. s. De-obligation of Funds: Budget categories are monitored for over- or underspending. In some cases, a de-obligation of funds will be required for categories that are underspent or tracking to underspend by more than five percent. t. Submit monthly invoices electronically to Todd Parker (tparker@masoncountywa.gov) using the correct naming convention. Each invoice must include: ▪ The name of the agency, ▪ Date submitted, ▪ Dates of service the invoice represents ▪ Contract number, ▪ Invoice number ▪ Version number when resubmitting invoice corrections ▪ Name of funding source, ▪ Total reimbursement request per funding source, ▪ Salary or Time Worked and benefits are separated ▪ Vacation (PTO), Holiday Pay, and Overtime are separated from Time Worked. ▪ Total hours worked by employees for each program and ensure time-billing. ▪ General Ledgers or backup documentation that includes expenses broken out by the budget category. These reports cannot include client names or identifying information. Use HMIS numbers in the description when any funds are paid on behalf of or, if allowed, directly to the household. The landlord's name is allowable when rental and/or utility assistance payments are made. ▪ All Flexible Fund (CHG 6.3.3) expenses must be pre-approved. It is acceptable to have a list of expenses approved at the start of the contract. ▪ Voucher detail worksheets, if required by the grant, ▪ Spenddown sheet matching the voucher detail worksheet. The subcontractor may not overspend in a budget category. ▪ Any HMIS reports required by the grant. ▪ Signature Page: Signed by the Executive Director, CEO, and/or Board Chair approving that the expenses are accurate and allowable. ▪ Submitted by the Executive Director. Professional Services Contract (rev 07/2025) Page 23 EXHIBIT D DELIVERABLE TABLE Date Due / Frequency Deliverable Name & Description No later than thirty (30) days of the date of execution Contract requirements identified under the Special Terms and Conditions section of the contract Monthly – complete, accurate, and approved by the 15th of each month An invoice and voucher detail worksheet, and, at a minimum, a general ledger generated by the organization’s accounting system. The General Ledger must include transaction- level detail for all costs that have been paid and are being claimed for reimburseme nt. These documents are due to the COUNTY by the 15th of the month following the month in which services were provided. Quarterly: • 1st Qtr: Oct 10 • 2nd Qtr: Jan 10 • 3rd Qtr: April 10 • 4th Qtr: July 10 • HMIS Data Quality (HUD 225) Report: Review the report for the number of people and heads of household served and data quality, timeliness, and accuracy. • HMIS OUTS – Reports Exits to Permanent Housing: o Emergency Shelter = 50% o Rapid Re-Housing = 80% o Permanent Supportive Housing = 95% • Landlord Outreach: All programs with an “exit to permanent housing” target must conduct targeted landlord-specific outreach. Documentation will include the date and type of outreach. Any events will also include a sign-in sheet as supporting documentation. Landlord-specific outreach includes, but is not limited to, both active and passive means such as events, newsletters, in-person meetings, associations, and group meetings. CONTRACTOR is encouraged to partner with other providers to satisfy this requirement and maximize participant benefits. Include the COUNTY in all electronic landlord outreach efforts. • Training Log: Each agency must identify staff to attend and complete trainings. These staff should include staff that provide direct services, supervisors of direct service staff, and staff that manage homeless grants. • Narrative Report (Optional): Agencies can use this report to share successes or challenges/barriers encountered during the quarter. Annually • Local Homeless Housing Plan (CHG 2.1.4.1): According to RCW 43.185c, the homeless response system must submit a local homeless housing plan every five years. All agencies must actively participate in the plan's development, implementation, and annual plan updates and be accountable for the measures of success and program/system performance requirements adopted in the plan. Each agency will submit a Work Plan and provide annual plan updates. • Annual County Expenditure Report (CHG 2.1.4.2): All agencies that enter data into HMIS must coordinate with the COUNTY to submit a complete and accurate report of program funding information to the Department of Commerce. • Point-in-Time Count (2.1.4.3): All agencies must actively participate in the PIT Count to obtain a complete count of people experiencing homelessness in Mason County. • Other Annual Assessment Monthly Report: Each agency receives a monthly report to track when annual assessments are due. Use this report to ensure that all annual assessments are completed on time. Professional Services Contract (rev 07/2025) Page 24 EXHIBIT E PERFORMANCE REQUIREMENTS A. Housing Outcomes: For each intervention type funded by the Consolidated Homeless Grant, grantees must adopt the required housing outcome performance measure outlined in the Consolidated Homeless Grant Guidelines, Appendix D, Table A. Grantees must improve housing outcomes by making progress towards the statewide performance target. a. Emergency Shelter: 50% Exits to Permanent Housing b. Rapid Re-Housing: 80% Exits to Permanent Housing c. Permanent Supportive Housing: 95% Exits to Permanent Housing d. Homelessness Prevention: Housing retention after 6 months, and 95% of households that exit to a permanent housing destination must not enter a homeless type HMIS project after exit. B. Equitable Outcomes: For each of the required housing outcome performance measures, outcomes across racial and ethnic demographics should not be significantly less than the overall rate. The “overall rate” refers to the rate of a particular intervention type’s total exits to positive outcomes. This is inclusive of all ethnic or racial categories. C. Equitable Access: While not a formal performance measure that will be monitored, grantees are expected to use equitable access data to identify underserved populations, assess the impact of their access strategies and work to improve equitable access as needed. Grantees can access this data through the Washington Balance of State Equitable Access Dashboard which compares the race and ethnicity of households entering the homeless system (HMIS) to the race and ethnicity of the homeless and unstably housed populations (The Snapshot Report). EXHIBIT F Professional Services Contract (rev 07/2025) Page 25 ATTESTATION I do hereby certify that to the best of my knowledge, the following is true, accurate, and complete: All contractors, including by and for organizations, attest that all are bound to all contracts, including contracts between the Department of Commerce and Mason County Public Health and Human Services, and/or any subrecipients. I have reviewed all pass-through contract language, have received copies, and agree to be bound to these terms. I have read all guidelines specific to the fund source and policies set forth by the Department of Commerce and Mason County Public Health and Human Services, and agree to follow. Name (printed) _________________________________________________________ Name (signature) _______________________________________________________ Title __________________________________________________________________ Agency _______________________________________________________________ Date _______________________ Professional Services Contract (rev 07/2025) Page 1 MASON COUNTY PROFESSIONAL SERVICES CONTRACT CONTRACT # This CONTRACT is made and entered into by and between Mason County, hereinafter referred to as "COUNTY" and Turning Pointe Survivor Advocacy Center, hereinafter referred to as "CONTRACTOR.” Contracted Entity Turning Pointe Survivor Advocacy Center Address 210 Pacific Court/PO Box 2014 City, State, Zip Code Shelton, WA 98584 Phone 360-426-1216 Primary Contact: Name, Title Meg Quinlivan, Executive Director Primary Contact: E-mail meg@turningpointe.org Washington State UBI# 602012811 Federal EIN 91-2024833 Total Award/Contract Value $251,398 Contract Term July 1, 2025 – June 30, 2027 COUNTY and CONTRACTOR, as defined above, acknowledge, and accept the terms of this contract and EXHIBITS and have executed this contract on the date below to start as of the date and year referenced above. The rights and obligations of both parties to this contract are governed by this contract including any Special Terms and Conditions, General Terms and Conditions, Exhibits, and the following other documents incorporated by reference: Original RFP application, instructions, and disclosures. CONTRACTOR NAME BOARD OF COUNTY COMMISSIONERS MASON COUNTY, WASHINGTON ______________________________ ___________________________________ Agency Name Sharon Trask, Chair ______________________________ ___________________________________ Authorized Signature Date ______________________________ APPROVED AS TO FORM: Print Name & Title ______________________________ ___________________________________ Date Tim Whitehead, Chief DPA Professional Services Contract (rev 07/2025) Page 2 Special Terms and Conditions CONTRACTOR agrees to the following: The award of funds does not guarantee that the CONTRACTOR will receive funding if special conditions are not met. The following documents are requirements and must be received within 30 days of the date of execution for the CONTRACTOR to submit an invoice and receive funding. If the agency has provided these documents under a previous contract, only updated documents need to be provided. For tracking purposes, please notify COUNTY on each item stating “no updates” if this is the case. 1. CONTRACT REQUIREMENTS to receive funding: a. Vendor Payment Form b. Certificate of Insurance (see Exhibit B Insurance Requirements) c. Exhibit F Attestation d. Program Organization Chart e. Cost Distribution Plan (if applicable) f. Policies & Procedures related to avoiding Duplicate Billing for programs that may share clients or are dual enrolled in other programs 2. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels, as reported to Commerce in the SFY 2024 Annual Expenditure Report. Federal and State Benchmarks, Data Collection, and Evaluation: The Department of Housing and Urban Development (HUD) and the Department of Commerce may require additional reporting of programs and continuums of care directly or indirectly related to the funding awarded such as, but not limited to, Coordinated Entry, Data Quality, Data Timeliness, Housing Inventory Report, Annual Performance Report, Point in Time Count and System Performance Measures. CONTRACTOR agrees to participate in these evaluation efforts, meet individual benchmarks that contribute to the system and will fulfill the data collection and reporting requirements specified at the time of the request. It will be the obligation of the COUNTY representatives, CONTRACTOR and other contractors to provide protections and assurances regarding the confidentiality of data, samples of work (in any media format) and/or interview comments provided by participants. CONTRACTOR also agrees to provide the COUNTY with the results of any independent or self-directed evaluation or research undertaken in respect to the funded program. Contract Closeout: CONTRACTOR shall adhere to any Commerce year-end fiscal deadlines. In the event of early termination or non-renewal of a contract, final payment is contingent upon the CONTRACTOR’S ability to provide the COUNTY with all invoices and work product including plans, narrative reports, and data reports, to release the final payment for services within sixty (60) calendar days of contract completion or termination. The COUNTY shall have no further obligation to pay CONTRACTOR if any invoices or reports are past due for the sixty (60) day period following the contract term end date. If funding has been awarded for the next grant term and there are outstanding invoices or reports that are not completed to a satisfactory level by July 31, the CONTRACTOR will start the new contract term in Probation Status. Funding Source: Department of Commerce Consolidated Homeless Grant Contract Number: 26-46108-20 Professional Services Contract (rev 07/2025) Page 3 General Terms and Conditions Scope of Service: CONTRACTOR agrees to provide COUNTY the services and any materials as set forth as identified in “Exhibit A Scope of Service,” during the CONTRACT period. In the event that CONTRACTOR expends the total award specified in “Exhibit C Budget” before the end of the CONTRACT duration, CONTRACTOR remains liable to provide COUNTY the services as identified in “Exhibit A Scope of Service.” No material, labor or facilities will be furnished by COUNTY, unless otherwise provided for in the CONTRACT. Term: Services provided by CONTRACTOR prior to or after the term of this CONTRACT shall be performed at the expense of CONTRACTOR and are not compensable under this CONTRACT unless both parties hereto agree to such provision in writing. The term of this CONTRACT may be extended by mutual consent of the parties, provided, however, that the CONTRACT is in writing and signed by both parties. Amendments and Extension: This CONTRACT may be amended by mutual agreement of the parties. Such an amendment shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. The duration of this CONTRACT may be extended by mutual written consent of the parties, for a period of up to one year, and for a total of no longer than three years. Independent Contractor: The CONTRACTOR shall furnish CONTRACTOR's services as an independent contractor, and nothing herein contained shall be construed to create a relationship of employer-employee. All payments made hereunder and all services performed shall be made and performed pursuant to this CONTRACT by the CONTRACTOR as an independent contractor. CONTRACTOR acknowledges that the entire compensation for this CONTRACT is specified in Exhibit C Budget and the CONTRACTOR is not entitled to any benefits including, but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or privileges afforded to employees of COUNTY. The CONTRACTOR represents that he/she/it maintains a separate place of business, serves clients other than COUNTY, will report all income and expense accrued under this CONTRACT to the Internal Revenue Service, and has a tax account with the State of Washington Department of Revenue for payment of all sales and use and Business and Occupation taxes collected by the State of Washington. CONTRACTOR will defend, indemnify and hold harmless COUNTY, its officers, agents or employees from any loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees or costs incurred by reason of claims or demands because of breach of the provisions of this paragraph. Taxes: CONTRACTOR understands and acknowledges that COUNTY will not withhold Federal or State income taxes. Where required by State or Federal law, the CONTRACTOR authorizes COUNTY to withhold for any taxes other than income taxes (i.e., Medicare). All compensation received by the CONTRACTOR will be reported to the Internal Revenue Service at the end of the calendar year in accordance with the applicable IRS regulations. It is the responsibility of Professional Services Contract (rev 07/2025) Page 4 the CONTRACTOR to make the necessary estimated tax payments throughout the year, if any, and the CONTRACTOR is solely liable for any tax obligation arising from the CONTRACTOR's performance of this CONTRACT. The CONTRACTOR hereby agrees to indemnify COUNTY against any demand to pay taxes arising from the CONTRACTOR's failure to pay taxes on compensation earned pursuant to this CONTRACT. COUNTY will pay sales and use taxes imposed on goods or services acquired hereunder as required by law. The CONTRACTOR must pay all other taxes, including, but not limited to, Business and Occupation Tax, taxes based on the CONTRACTOR's gross or net income, or personal property to which COUNTY does not hold title. COUNTY is exempt from Federal Excise Tax. No Guarantee of Employment: The performance of all or part of this CONTRACT by the CONTRACTOR shall not operate to vest any employment rights whatsoever and shall not be deemed to guarantee any employment of CONTRACTOR or any employee of CONTRACTOR or any sub-contractor or any employee of any sub-contractor by COUNTY at the present time or in the future. Accounting and Payment for CONTRACTOR Services: Payment to the CONTRACTOR for services rendered under this CONTRACT shall be as set forth in “Exhibit C Budget.” Where Exhibit C requires payments by the COUNTY, payment shall be based upon written claims supported, unless otherwise provided in Exhibit C, by documentation of units of work actually performed and amounts earned, including, where appropriate, the actual number of days worked each month, total number of hours for the month, and the total dollar payment requested, so as to comply with municipal auditing requirements. Acceptable invoices will be processed within 30 days of receipt. Unless specifically stated in Exhibit C or approved in writing in advance by the official executing this CONTRACT for COUNTY or his or her designee (hereinafter referred to as the "Administrative Officer"), COUNTY will not reimburse the CONTRACTOR for any costs or expenses incurred by the CONTRACTOR in the performance of this CONTRACT. Where required, COUNTY shall, upon receipt of appropriate documentation, compensate the CONTRACTOR, no more often than monthly, in accordance with COUNTY’s customary procedures, pursuant to the fee schedule set forth in Exhibit C. Budget: CONTRACTOR further agrees that funds provided under this CONTRACT will be expended as specifically itemized line by line in the Budget provided in Exhibit C, and that CONTRACTOR will follow the Budget Amendment Process for quarterly expense transfers within a budget category (i.e., operations, administration, facility support). Budget transfers will not be made unless approved by the COUNTY. Late requests will not be accepted. Withholding Payment: In the event the CONTRACTOR has failed to perform any obligation under this CONTRACT within the times set forth in this CONTRACT, then COUNTY may, upon written notice, withhold from amounts otherwise due and payable to CONTRACTOR, without penalty, until such failure to perform is cured or otherwise adjudicated. Withholding under this clause shall not be deemed a breach entitling CONTRACTOR to termination or damages, provided that COUNTY promptly gives notice in writing to the CONTRACTOR of the nature of the default or failure to perform, and in no case more than ten (10) days after it determines to withhold amounts otherwise due. A determination of the Administrative Officer set forth in a notice to the Professional Services Contract (rev 07/2025) Page 5 CONTRACTOR 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 CONTRACTOR acts within the times and in strict accord with the provisions of the Disputes clause of this CONTRACT. 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 CONTRACT, 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 CONTRACTOR, (3) to set off any amount so paid or incurred from amounts due or to become due the CONTRACTOR. In the event the CONTRACTOR obtains relief upon a claim under the Disputes clause, no penalty or damages shall accrue to CONTRACTOR by reason of good faith withholding by COUNTY under this clause. Billing Procedures and Payment: The funding awarded may only be used for eligible activities and expenses. COUNTY will pay CONTRACTOR upon acceptance of services provided and receipt of properly completed invoices, which shall be submitted to the COUNTY representative not more often than monthly. Exceptions to the single billing per month (or quarterly) can be made by the COUNTY on a case-by-case basis. The CONTRACTOR shall only be paid as a reimbursement of allowable costs incurred during each invoice period, according to the terms provided in Exhibit A, if the CONTRACTOR performs the services and submits all reporting to a satisfactory level. The COUNTY may, in its sole discretion, withhold payments claimed by the CONTRACTOR for services rendered if the CONTRACTOR fails to satisfactorily comply with any term or condition of this CONTRACT. No payments in advance or in anticipation of services or supplies to be provided under this CONTRACT shall be made by the COUNTY. No payment shall be made for any work performed by the CONTRACTOR, except for work identified and set forth in this CONTRACT. Unless otherwise provided for in this CONTRACT or any exhibits hereto, the CONTRACTOR will not be paid for any billings or invoices presented for costs incurred prior to the date of execution or after June 30, 2027. The CONTRACTOR is responsible for any audit exceptions or disallowable costs incurred by its own organization or that of its subcontractors. Duplicate Payment: A duplication of benefits (DOB) occurs when a person, household, business, government, or other entity receives financial assistance from multiple sources for the same purpose, and the total assistance received for that purpose is more than the total need for assistance. The COUNTY shall not pay CONTRACTOR if the CONTRACTOR has charged or will charge any other party under any other Grant, subgrant/subcontract, or agreement, for the same services or expenses. If it is determined that CONTRACTOR has received duplicate payment, the CONTRACTOR must pay back the COUNTY for these expenses. The contractor must have policies and procedures that differentiate funding and program FTE, enrollment criteria, program descriptions, caseloads, or similar methods. Fraud and Other Loss Reporting: CONTRACTOR shall report in writing all known or suspected fraud or other loss of any funds or other property furnished under this CONTRACT immediately or as soon as practicable. All cases reported to law enforcement must be tracked and follow the fraud guidance in the guidelines. Labor Standards: CONTRACTOR 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 Professional Services Contract (rev 07/2025) Page 6 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 determined by regulations promulgated by the Federal Secretary of Labor and/or the State of Washington. Assignment and Subcontracting: The performance of all activities contemplated by this CONTRACT shall be accomplished by CONTRACTOR. No portion of this CONTRACT may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of COUNTY. If subcontracting is approved, the CONTRACTOR is responsible to COUNTY should the subcontractor fail to comply with any applicable term or condition of this contract. CONTRACTOR shall audit and monitor the activities of the subcontractor during the contract term to assure fiscal conditions and performance metrics are met. COUNTY will be included on any audit or monitoring activities and reports. Conflict of Interest: If at any time prior to commencement of, or during the term of this CONTRACT, CONTRACTOR or any of its employees involved in the performance of this CONTRACT shall have or develop an interest in the subject matter of this CONTRACT that is potentially in conflict with the COUNTY’s interest, then CONTRACTOR shall immediately notify COUNTY of the same. The notification of COUNTY shall be made with sufficient specificity to enable COUNTY to make an informed judgment as to whether or not COUNTY’s interest may be compromised in any manner by the existence of the conflict, actual or potential. Thereafter, COUNTY may require CONTRACTOR to take reasonable steps to remove the conflict of interest. COUNTY may also terminate this CONTRACT according to the provisions herein for termination. Non-Discrimination in Employment: COUNTY’s policy is to provide equal opportunity in all terms, conditions and privileges of employment for all qualified applicants and employees without regard to race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status. CONTRACTOR shall comply with all laws prohibiting discrimination against any employee or applicant for employment on the grounds of race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Furthermore, in those cases in which CONTRACTOR is governed by such laws, CONTRACTOR shall take affirmative action to insure that applicants are employed, and treated during employment, without regard to their race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Such action shall include, but not be limited to: advertising, hiring, promotions, layoffs or terminations, rate of pay or other forms of compensation benefits, selection for training including apprenticeship, and participation in recreational and educational activities. In all solicitations or advertisements for employees placed by them or on their behalf, CONTRACTOR shall state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. The foregoing provisions shall also be binding upon any sub-contractor, provided that the foregoing provision shall not apply to contracts or sub-contractors for standard commercial supplies or raw materials, or to sole proprietorships with no employees. Professional Services Contract (rev 07/2025) Page 7 Non-Discrimination in Client Services: CONTRACTOR shall not discriminate on the grounds of race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status; or deny an individual or business any service or benefits under this CONTRACT; or subject an individual or business to segregation or separate treatment in any manner related to his/her/its receipt any service or services or other benefits provided under this CONTRACT; or deny an individual or business an opportunity to participate in any program provided by this CONTRACT. Waiver of Noncompetition: CONTRACTOR 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 COUNTY, and CONTRACTOR 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 COUNTY. Debarment Certification: The CONTRACTOR, by signature to this contract, certifies that the CONTRACTOR is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in this contract by any Federal department or agency. Work Product: CONTRACTOR will provide COUNTY with all work product including; plans, data reports, prior to the release of the final payment for services. Patent/Copyright Infringement: CONTRACTOR will defend and indemnify COUNTY from any claimed action, cause or demand brought against COUNTY, to the extent such action is based on the claim that information supplied by the CONTRACTOR infringes any patent or copyright. CONTRACTOR will pay those costs and damages attributable to any such claims that are finally awarded against COUNTY in any action. Such defense and payments are conditioned upon the following: A. CONTRACTOR shall be notified promptly in writing by COUNTY of any notice of such claim. B. CONTRACTOR shall have the right, hereunder, at its option and expense, to obtain for COUNTY the right to continue using the information, in the event such claim of infringement, is made, provided no reduction in performance or loss results to COUNTY. Confidentiality: CONTRACTOR, its employees, sub-contractors, and their employees shall maintain the confidentiality of all information provided by COUNTY or acquired by CONTRACTOR in performance of this CONTRACT, except upon the prior written consent of COUNTY or an order entered by a court after having acquired jurisdiction over COUNTY. CONTRACTOR shall immediately give to COUNTY notice of any judicial proceeding seeking disclosure of such information. CONTRACTOR shall indemnify and hold harmless COUNTY, its officials, agents or employees from all loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees and costs resulting from CONTRACTOR's breach of this provision. Right to Review: This CONTRACT is subject to review by any Federal, State or COUNTY auditor. COUNTY or its designee shall have the right to review and monitor the financial and service components of this program by whatever means are deemed expedient by the Administrative Officer or by COUNTY's Auditor’s Office. Such review may occur with or without notice and may include, but is not limited to, on-site inspection by COUNTY agents or employees, inspection of all records Professional Services Contract (rev 07/2025) Page 8 or other materials which COUNTY deems pertinent to the CONTRACT and its performance, and any and all communications with or evaluations by service recipients under this CONTRACT. CONTRACTOR shall preserve and maintain all financial records and records relating to the performance of work under this CONTRACT for six (6) years after CONTRACT termination, and shall make them available for such review, within Mason County, State of Washington, upon request. CONTRACTOR also agrees to notify the Administrative Officer in advance of any inspections, audits, or program review by any individual, agency, or governmental unit whose purpose is to review the services provided within the terms of this CONTRACT. If no advance notice is given to CONTRACTOR, then CONTRACTOR agrees to notify the Administrative Officer as soon as it is practical. Records Maintenance: CONTRACTOR agrees to keep records in an easily read form sufficient to account for all receipts and expenditures of contract funds. These records, as well as supporting documentation, will be archived by the CONTRACTOR’S office for at least six (6) years after the end of the contract. CONTRACTOR agrees to make such books, records, and supporting documentation available to the COUNTY for inspection when requested. Reporting and Other Contract Requirements: CONTRACTOR agrees to submit program and expense reports, as well as perform all other requirements outlined in “Exhibit A Scope of Service,” on or before the dates indicated therein. The COUNTY reserves the right to aggregate, disaggregate, analyze, reproduce, and/or disseminate the data provided in program reports, financial activity reports, or any other reports submitted to the COUNTY with respect to the program. Change in Personnel: The success of the approved program is largely contingent on the approved staffing identified in the proposal application and/or related to the final award amount and related services. Should there be any material change in job description, level of authority, or employment status of program staffing (or projected staff start dates for new programs) during the term of the CONTRACT, the COUNTY requires that the CONTRACTOR notify the COUNTY in writing within 15 days of the change and includes a staffing plan to minimize any disruption in services. CONTRACTOR will provide updates if there are any changes to the staffing plan or hiring delays. Equipment Purchase, Maintenance, and Ownership: The CONTRACTOR agrees that any depreciable equipment purchased, in whole or part, with contract funds at a cost of $1,000 per item or more, is upon its purchase the property of the COUNTY and will be used only for the program funded. The CONTRACTOR agrees to establish and maintain transaction documents (purchase requisitions, packing slips, invoices, receipts) and maintenance records of equipment purchased with Contract funds. The CONTRACTOR shall be responsible for any loss or damage to property of the COUNTY that results from the negligence of the contractor or that results from the failure on the part of the contractor to maintain and administer that property in accordance with sound management practices. In the case of Early Termination, the CONTRACTOR agrees that all such equipment will be returned to the COUNTY unless otherwise agreed upon in writing by the CONTRACTOR and the COUNTY. Insurance Requirements: At a minimum, CONTRACTOR shall provide insurance that meets or exceeds the requirements detailed in "Exhibit B Insurance Requirements." Professional Services Contract (rev 07/2025) Page 9 Insurance as a Condition of Payment: Payments due to CONTRACTOR under this CONTRACT are expressly conditioned upon the CONTRACTOR’s strict compliance with all insurance requirements under this CONTRACT. Payment to CONTRACTOR shall be suspended in the event of non-compliance. Upon receipt of evidence of full compliance, payments not otherwise subject to withholding or set-off will be released to CONTRACTOR. Industrial Insurance Waiver: With respect to the performance of this CONTRACT and as to claims against COUNTY, its officers, agents and employees, CONTRACTOR expressly waives its immunity under Title 51 of the Revised Code of Washington, the Industrial Insurance Act, for injuries to its employees and agrees that the obligations to indemnify, defend and hold harmless provided in this CONTRACT extend to any claim brought by or on behalf of any employee of CONTRACTOR. This waiver is mutually negotiated by the parties to this CONTRACT. CONTRACTOR Commitments, Warranties and Representations: Any written commitment received from CONTRACTOR concerning this CONTRACT shall be binding upon CONTRACTOR, unless otherwise specifically provided herein with reference to this paragraph. Failure of CONTRACTOR to fulfill such a commitment shall render CONTRACTOR liable for damages to COUNTY. A commitment includes, but is not limited to, any representation made prior to execution of this CONTRACT, whether or not incorporated elsewhere herein by reference, as to performance of services or equipment, prices or options for future acquisition to remain in effect for a fixed period, or warranties. Defense and Indemnity Contract: Indemnification by CONTRACTOR. To the fullest extent permitted by law, CONTRACTOR agrees to indemnify, defend and hold COUNTY and its departments, elected and appointed officials, employees, agents and volunteers, harmless from and against any and all claims, damages, losses and expenses, including but not limited to court costs, attorney's fees and alternative dispute resolution costs, for any personal injury, for any bodily injury, sickness, disease or death and for any damage to or destruction of any property (including the loss of use resulting there from) which 1) are caused in whole or in part by any act or omission, negligent or otherwise, of the CONTRACTOR, its employees, agents or volunteers or CONTRACTOR's subcontractors and their employees, agents or volunteers; or 2) are directly or indirectly arising out of, resulting from, or in connection with performance of this CONTRACT; or 3) are based upon CONTRACTOR’s or its subcontractors’ use of, presence upon or proximity to the property of COUNTY. This indemnification obligation of CONTRACTOR shall not apply in the limited circumstance where the claim, damage, loss or expense is caused by the sole negligence of COUNTY. This indemnification obligation of the CONTRACTOR shall not be limited in any way by the Washington State Industrial Insurance Act, RCW Title 51, or by application of any other workmen's compensation act, disability benefit act or other employee benefit act, and the CONTRACTOR hereby expressly waives any immunity afforded by such acts. The foregoing indemnification obligations of the CONTRACTOR are a material inducement to COUNTY to enter into this CONTRACT, are reflected in CONTRACTOR’s compensation, and have been mutually negotiated by the parties. Participation by County – No Waiver. COUNTY reserves the right, but not the obligation, to participate in the defense of any claim, damages, losses or expenses and such participation shall not constitute a waiver of CONTRACTOR’s indemnity obligations under this CONTRACT. Professional Services Contract (rev 07/2025) Page 10 Survival of CONTRACTOR’s Indemnity Obligations. CONTRACTOR agrees all CONTRACTOR’s indemnity obligations shall survive the completion, expiration or termination of this CONTRACT. Indemnity by Subcontractors. In the event the CONTRACTOR enters into subcontracts to the extent allowed under this CONTRACT, CONTRACTOR's subcontractors shall indemnify COUNTY on a basis equal to or exceeding CONTRACTOR’s indemnity obligations to COUNTY. Compliance with Applicable Laws, Rules and Regulations: This CONTRACT shall be subject to all laws, rules, and regulations of the United States of America, the State of Washington, political subdivisions of the State of Washington and Mason County. CONTRACTOR also agrees to comply with applicable Federal, State, County or municipal standards for licensing, certification and operation of facilities and programs, and accreditation and licensing of individuals. Administration of Contract: COUNTY hereby appoints, and CONTRACTOR hereby accepts, the Mason County Public Health and Human Services Director and his or her designee, as COUNTY’s representative, hereinafter referred to as the Administrative Officer, for the purposes of administering the provisions of this CONTRACT, including COUNTY’s right to receive and act on all reports and documents, and any auditing performed by the COUNTY related to this CONTRACT. The Administrative Officer for purposes of this CONTRACT is: Melissa Casey, Community Health Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 404 Fax: 360-427-7787 E-mail: mcasey@masoncountywa.gov Financial Contact: Casey Bingham, Finance Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 562 Fax: 360-427-7787 E-mail: caseyb@masoncountywa.gov Notice: Except as set forth elsewhere in the CONTRACT, for all purposes under this CONTRACT except service of process, notice shall be given by CONTRACTOR to COUNTY’s Administrative Officer under this CONTRACT. Notices and other communication may be conducted via e-mail, U.S. mail, fax, hand-delivery or other generally accepted manner including delivery services. Modifications: Either party may request changes in the CONTRACT. Any and all agreed modifications, to be valid and binding upon either party, shall be in writing and signed by both of the parties. Termination for Default: If CONTRACTOR defaults by failing to perform any of the obligations of the CONTRACT or becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or Professional Services Contract (rev 07/2025) Page 11 makes an assignment for the benefit of creditors, COUNTY may, by depositing written notice to CONTRACTOR in the U.S. mail, terminate the CONTRACT, and at COUNTY’s option, obtain performance of the work elsewhere. If the CONTRACT is terminated for default, CONTRACTOR shall not be entitled to receive any further payments under the CONTRACT until all work called for has been fully performed. Any extra cost or damage to COUNTY resulting from such default(s) shall be deducted from any money due or coming due to CONTRACTOR. CONTRACTOR shall bear any extra expenses incurred by COUNTY in completing the work, including all increased costs for completing the work, and all damage sustained, or which may be sustained by COUNTY by reason of such default. If a notice of termination for default has been issued and it is later determined for any reason that CONTRACTOR was not in default, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the Termination for Public Convenience paragraph hereof. Termination for Public Convenience: COUNTY may terminate this CONTRACT in whole or in part whenever COUNTY determines, in its sole discretion, that such termination is in the interests of COUNTY. Whenever the CONTRACT is terminated in accordance with this paragraph, CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. An equitable adjustment in the CONTRACT price for partially completed items of work will be made, but such adjustment shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this CONTRACT by COUNTY at any time during the term, whether for default or convenience, shall not constitute breach of CONTRACT by COUNTY. Termination for Reduced Funding: COUNTY may terminate this CONTRACT in whole or in part should COUNTY determine, in its sole discretion, that such termination is necessary due to a decrease in available project funding including State and/or Federal grants. Whenever the CONTRACT is terminated in accordance with this paragraph, the CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. Disputes: 1. Differences between the CONTRACTOR and COUNTY, arising under and by virtue of the AGREEMENT shall be brought to the attention of COUNTY at the earliest possible time in order that such matters may be settled or other appropriate action promptly taken. For objections that are not made in the manner specified and within the time limits stated, the records, orders, rulings, instructions, and decisions of the Administrative Officer shall be final and conclusive. 2. The CONTRACTOR 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 of COUNTY, or (2) the happening of any event or occurrence, unless the CONTRACTOR 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 the CONTRACTOR 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. CONTRACTOR 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. Professional Services Contract (rev 07/2025) Page 12 3. The CONTRACTOR 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, the CONTRACTOR 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. Arbitration: Other than claims for 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 CONTRACT 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 CONTRACT. 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 CONTRACT 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 arbitration hearing date; provided, that either party may decline to mediate and proceed with arbitration. Any arbitration proceeding commenced to enforce or interpret this CONTRACT shall be brought within six (6) years after the initial occurrence giving rise to the claim, dispute or issue for which arbitration is commenced, regardless of the date of discovery or whether the claim, dispute or issue was continuing in nature. Claims, disputes or issues arising more than six (6) years prior to a written request or demand for arbitration issued under this Agreement are not subject to arbitration. 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 CONTRACT, the venue of such action of litigation shall be in the courts of the State of Washington and Mason County. Unless otherwise specified herein, this CONTRACT shall be governed by the laws of Mason County and the State of Washington. Severability: If any term or condition of this CONTRACT or the application thereof to any person(s) or circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications which can be given effect without the invalid term, condition or application. To this end, the terms and conditions of this CONTRACT are declared severable. Waiver: Waiver of any breach or condition of this CONTRACT shall not be deemed a waiver of any prior or subsequent breach. No term or condition of this CONTRACT shall be held to be waived, Professional Services Contract (rev 07/2025) Page 13 modified or deleted except by an instrument, in writing, signed by the parties hereto. The failure of COUNTY to insist upon strict performance of any of the covenants of this CONTRACT, or to exercise any option herein conferred in any one or more instances, shall not be construed to be a waiver or relinquishment of any such, or any other covenants or contracts, but the same shall be and remain in full force and effect. Order of Precedence: A. Applicable federal, state, and county statutes, regulations, policies, and procedures B. Funding source agreement(s) including attachments C. Special Terms and Conditions D. General Terms and Conditions E. Exhibit A, Scope of Service F. Exhibit B, Insurance Requirements G. Exhibit C, Budget H. Consolidated Homeless Grant (CHG) Guidelines, CHG Supplemental Manual Entire Contract: This written CONTRACT, comprised of the writings signed or otherwise identified and attached hereto, represents the entire CONTRACT between the parties and supersedes any prior oral statements, discussions, or understandings between the parties. Professional Services Contract (rev 07/2025) Page 14 EXHIBIT A SCOPE OF SERVICE A. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels (i.e., households served), as reported to Commerce in the SFY 2024 Annual Expenditure Report. B. CONTRACTOR shall commit to operating a high-performing crisis response system in their county by: a. Assessing each household’s housing needs and facilitating housing stability with the goal of obtaining or maintaining permanent housing. b. Employing a progressive engagement service model. c. Prioritizing households most likely to become homeless when using homelessness prevention rent assistance. d. Being anti-racist leaders in their crisis response systems and facilitating partnerships among organizations that respond to the disproportionality in services and outcomes for communities that may not seek assistance from mainstream organizations. C. CONTRACTOR shall submit the deliverables outlined in EXHIBIT D DELIVERABLE TABLE on time with truthful, accurate information. D. CONTRACTOR shall comply with all of the requirements, policies and procedures in the Consolidated Homeless Grant Guidelines, including the Washington State Coordinated Entry Guidelines. E. CONTRACTOR must adopt the required performance measures outlined in EXHIBIT E PERFORMANCE REQUIREMENTS. F. CONTRACTOR roles and responsibilities: a. Provide direct service delivery according to the descriptions in the homeless response system RFP, CHG Guidelines, CHG Supplemental Manual, and best practices for the programs being implemented. b. Identify individuals in need and work with other service providers to prioritize aid, ensuring those who need help most get it quickly. c. Assess eligibility and apply housing first principles, trauma-informed care, and harm reduction to help program participants achieve stability and positive housing outcomes. d. Involve people who have experienced homelessness in developing service delivery models and provide opportunities for their feedback. e. Ensure the Washington Homeless Management Information System (HMIS) operates in accordance with RCW 43.185C.180, the CHG Guidelines, and HUD data standards: • All projects are set up correctly in HMIS • All data is accurate, complete, and timely • Must adhere to the HMIS Data Quality Plan f. Respond to the disproportionality in access to services, service provision, and outcomes. g. Homelessness Prevention, Rapid Re-Housing, and Permanent Supportive Housing projects funded by CHG must participate in the county or regional Coordinated Entry Professional Services Contract (rev 07/2025) Page 15 (CE) System by accepting referrals and must fill openings solely through the CE process. h. Ensure that employees providing direct services, their supervisors, and employees managing homeless grants complete the required trainings (CHG 2.1.5) every three years. i. Use a progressive engagement service model. j. Operate programs within the approved budget and households served. Project Intervention Type Funded: Overnight Emergency Shelter Overnight Emergency Shelters: (CHG 1.4.1.1) Emergency Shelters address the immediate needs of vulnerable populations by offering short- term, temporary overnight shelter for people experiencing homelessness. They may operate through facility-based sites or use hotel/motel vouchers. The effectiveness of Emergency Shelters is measured by their capacity to be full, their racial equity, and the number of households that transition from shelters to stable housing outcomes. Turning Pointe is one of the largest Domestic Violence (DV) and Sexual Assault (SA) shelter and advocacy services organizations in Washington state, and the only DV/SA shelter in Mason County. Turning Pointe provides overnight shelter for female head-of-households and their children who are fleeing from DV/SA home environments. Turning Pointe provides hotel vouchers for male head-of-households and their children as well non-intimate partner DV survivors, to ensure we are supporting all DV/SA survivors. Turning Pointe’s shelter and crisis line are open 24/7, 365 days/year. Non-sheltered (and sheltered) clients can partner with Advocates to develop a plan of wrap-around services that meets their specific needs, including housing referrals, job search support, rapid re-housing, medical resources identification, legal advocacy, food bank assistance, youth advocacy, parenting classes, regularly scheduled support groups and survivor-centric training programs, etc. Turning Pointe accepts all clients that meet the criteria of our state and federal grant funders, including WA state DSHS, Dept. of Commerce and OCVA. Turning Pointe does not discriminate against anyone regardless of their gender, military status, religious beliefs, criminal background, history of substance abuse, age, number of dependent children or current housing situation. Low Barrier Housing Requirement (CHG 2.1.2) No less than 80% of a county’s CHG funded projects, including rent assistance and facility- based projects, must be low barrier. Turning Pointe Survivor Advocacy Center will operate seven (7) low barrier emergency shelter beds. Emergency Shelter Deliverables: 1. Meet the required performance outcome for Emergency Shelter: 50% Exits to Permanent Housing. 2. Number of households expected to serve annually: 130 3. Meet the Low Barrier Housing Requirement. 4. Operate a notification system for key community partners on bed availability, referral process, and provide adequate resources and assistance to individuals that are unable to stay when the shelter is at maximum occupancy capacity or when the shelter or part of the shelter is closed for any reason. Professional Services Contract (rev 07/2025) Page 16 5. Develop and implement a hazardous weather response plan with the ability to respond to community needs during periods of extremely hot or cold weather or severe poor air quality due to wildfire smoke. 6. Policies and Procedures that demonstrate the following: a. Check-in process that includes a reasonable check-in time and accounts for households that may be late or unable to make a predetermined time. b. The protocol when maximum capacity is reached and the procedures to assist households in finding other shelter options. c. Protocols for emergency situations when employees are present and, if different, during hours when employees are not present. d. The process for shelter stayer to exit each day and included length of time. e. Enrollment criteria, length of stay, and exit criteria for hotel/motel stays. f. Low barrier housing requirement. Agency Participation in the Homeless Crisis Response System and Coordinated Entry Projects operated by victim service providers are not required but may elect to participate in the county or regional CE process. Scope Change Request Sometimes, unforeseeable events prevent a program from being implemented as designed or are in jeopardy of meeting the project timeline. In that case, the subcontractor may request a change in the Scope of Service. Sometimes, there is “scope, budget, or mission creep,” and this process assumes that the organization is making efforts to contain the scope of services within the approved budget. A written Scope Change must be submitted to the Mason County Public Health and Human Services contract administrator using the template provided in the CHG Supplemental Manual. The CONTRACTOR must ensure that all reasonable attempts to implement the program as designed have been made. The COUNTY must approve Scope Changes before the CONTRACTOR makes any changes. Professional Services Contract (rev 07/2025) Page 17 EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, The Contractor shall procure and maintain the following insurance requirements set forth below, at its own expense, for the duration of this Agreement and any extensions thereof. CONTRACTOR will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, it will be amended to do so. CONTRACTOR acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to COUNTY. A. MINIMUM Insurance Requirements: 1. 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, for bodily injury, personal injury, property damage, and products/completed operations, including without limitation, blanket contractual liability. 2. Workers’ Compensation on a state-approved policy form providing statutory benefits as required by law with employer’s liability limits for CONTRACTOR's, no less than $1,000,000 per accident for all covered losses. 3. 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 CONTRACTOR owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the general liability policy described above. If CONTRACTOR or CONTRACTOR’s employees will use personal autos in any way on this project, CONTRACTOR shall obtain evidence of personal auto liability coverage for each such person. 4. Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. Coverage shall include acts, errors, or omissions arising from professional services, including housing placement, case management, compliance reporting, and administration of grant funds. 5. Cyber Liability Coverage. CONTRACTOR shall maintain cyber liability insurance with limits of not less than $1,000,000 per claim and $2,000,000 aggregate. Such coverage shall include privacy liability, network security, breach response, notification, credit monitoring, Professional Services Contract (rev 07/2025) Page 18 regulatory defense, and system restoration expenses related to the use and access of HMIS and other client data. 6. 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 Contractor, 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. B. Certificate of Insurance: A Certificate of Insurance naming COUNTY as the Certificate Holder must be provided to COUNTY within five (5) days of CONTRACT execution. C. Basic Stipulations: 1. CONTRACTOR 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. CONTRACTOR also agrees to require all contractors, subcontractors, and anyone else involved in this CONTRACT on behalf of the CONTRACTOR (hereinafter “indemnifying parties”) to comply with these provisions. 2. CONTRACTOR 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. 3. All insurance coverage maintained or procured by CONTRACTOR or required of others by CONTRACTOR pursuant to this CONTRACT 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. 4. All coverage types and limits required are subject to approval, modification and additional requirements by COUNTY. CONTRACTOR shall not make any reductions in scope or limits of coverage that may affect COUNTY’s protection without COUNTY’s prior written consent. 5. CONTRACTOR agrees to provide evidence of the insurance required herein, satisfactory to COUNTY, consisting of: a) certificate(s) of insurance evidencing all of the coverages required and, b) an additional insured endorsement to CONTRACTOR’s general liability policy using Insurance Services Office form CG 20 10 with an edition date prior to 2004. CONTRACTOR agrees, upon request by COUNTY to provide complete, certified copies of any policies required within 10 days of such request. COUNTY has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests. Any premium so Professional Services Contract (rev 07/2025) Page 19 paid by COUNTY shall be charged to and promptly paid by CONTRACTOR or deducted from sums due CONTRACTOR. Any actual or alleged failure on the part of COUNTY or any other additional insured under these requirements to obtain proof of insurance required under this CONTRACT in no way waives any right or remedy of COUNTY or any additional insured, in this or in any other regard. 6. It is acknowledged by the parties of this CONTRACT that all insurance coverage required to be provided by CONTRACTOR 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. 7. CONTRACTOR 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 CONTRACTOR’s existing coverage includes a self-insured retention, the self-insured retention must be declared to the COUNTY. The COUNTY may review options with CONTRACTOR, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. 8. CONTRACTOR 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 CONTRACT. This obligation applies whether or not the CONTRACT is canceled or terminated for any reason. Termination of this obligation is not effective until COUNTY executes a written statement to that effect. 9. The limits of insurance as described above shall be considered as minimum requirements. Should any coverage carried by CONTRACTOR or a subcontractor of any tier maintain insurance with limits of liability that exceed the required limits or coverage that is broader than as outlined above, those higher limits and broader coverage shall be deemed to apply for the benefit of any person or organization included as an additional insured and those limits shall become the required minimum limits of insurance in all Paragraphs and Sections of this CONTRACT. 10. None of the policies required herein shall be in compliance with these requirements if they include any limiting endorsement that has not been first submitted to COUNTY and approved of in writing. 11. The requirements in this Exhibit supersede all other sections and provisions of this CONTRACT to the extent that any other section or provision conflicts with or impairs the provisions of this Exhibit. 12. Unless otherwise approved by COUNTY, insurance provided pursuant to these requirements shall be by insurers authorized to do business in Washington and with a minimum A.M. Best rating of A-:VII. Professional Services Contract (rev 07/2025) Page 20 13. All insurance coverage and limits provided by CONTRACTOR and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this CONTRACT limits the application of such insurance coverage. 14. CONTRACTOR agrees to require insurers, to provide notice to COUNTY thirty (30) days prior to cancellation of such liability coverage or of any material alteration or non-renewal of any such coverage, other than for non-payment of premium. CONTRACTOR shall assure that this provision also applies to any subcontractors, joint ventures or any other party engaged by or on behalf of contractor in relation to this agreement. Certificate(s) are to reflect that the issuer will provide thirty (30) days’ notice to COUNTY of any cancellation of coverage. 15. COUNTY reserves the right at any time during the term of the CONTRACT to change the amounts and types of insurance required by giving the CONTRACTOR ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the CONTRACTOR, the COUNTY and CONTRACTOR may renegotiate CONTRACTOR’s compensation. 16. Requirements of specific coverage features are not intended as limitation on other requirements or as waiver of any coverage normally provided by any given policy. Specific reference to a coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all-inclusive. 17. CONTRACTOR agrees to provide immediate notice to COUNTY of any claim or loss against CONTRACTOR arising out of the work performed under this agreement. COUNTY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve COUNTY. Professional Services Contract (rev 07/2025) Page 21 EXHIBIT C BUDGET Emergency Shelter Fund Source FY26 Award Administration CHG Standard $37,696 Facility Support CHG Emergency Housing $213,702 TOTAL Emergency Shelter $251,398 Payment: In the event State, Federal, or local funding changes, the COUNTY reserves the right to amend the payment terms and the amount awarded in this contract. Approved invoices will be disbursed according to the vendor payment schedule of the County Auditor’s Office. Refer to the Billing Procedures and Payment clause of this contract for additional information. All COUNTY-provided templates must be used and not modified without the county's written permission. The county can change the reporting requirements by notifying the contractor. Payment will be considered timely within 30 days of receipt of invoice. Monthly Financial Invoice: Final, approved invoices are due by the 15th of each month a. All invoices and reports, including HMIS, must be accurate, complete, and received to a satisfactory level before invoices are approved and processed for reimbursement. b. The CONTRACTOR will submit a monthly financial invoice to the COUNTY no later than the 15th of each month for reimbursement of allowable costs; prepayment of expenses is not allowable. Submitting invoices promptly and error-free is essential for the fastest reimbursement turnaround possible. c. Budget Narrative: If the invoice has a significant increase or decrease in totals, include a budget narrative in the email submission to explain the change when the invoice is submitted. d. The CONTRACTOR may not manipulate, change, or adjust any template provided by the COUNTY without prior written permission from the COUNTY. e. Administration: Reimbursement requests cannot exceed the 1/12 monthly allotment. For example, if the Administration allocation is 15%, administration costs may not exceed 15% of the monthly reimbursement requests. The Department of Commerce prefers that all overheads be budgeted and expensed in the Administration Budget Category. Administration costs include, but are not limited to, Executive Director salary and benefits, organization memberships or subscriptions, software licensing, business license, general organizational insurance, conferences, organization-wide audits, board expenses, community event registration, fire inspections, and general agency facility costs (including those associated with the Executive Director) such as rent (building space that is not directly attributed to a program funded through this contract), depreciation expenses, and operations and maintenance. All amounts billed to administration must be allowable, supported by actual costs, not double-charged, and treated consistently in similar circumstances. f. All “pooled” costs are considered “Administration” unless the County approves an exception. g. Time-billing: Agencies must ensure that processes are in place to track employee time to the program they are working in and only bill hours to a program for time worked in Professional Services Contract (rev 07/2025) Page 22 each program. Program employees must use time-billing methods to track the time spent on tasks or projects directly related to the program. This helps reduce billing errors and ensures that every program is charged appropriately. h. Salary & Wages: The COUNTY will reimburse hourly rates and accrued/unused PTO in accordance with RCW 49.48.010, without incentives such as bonuses, except for grants that specifically allow it (e.g., the inflationary increase from FY24 and FY25). Payouts are distributed across all programs that fund the position. Salary and benefits are itemized separately. i. Cost Distribution Plan: It is preferable to bill all overhead as part of the 15% Administration allocation. However, a cost distribution plan is also allowable if the agency operates more than one program and/or multiple fund sources are used across programs. The plan must differentiate overhead/administration expenses that benefit the whole organization and are not directly attributed to a program from overhead directly tied to a program (e.g., marketing materials specific to the program or the CHG Forum/Convening that may benefit multiple programs funded by these funds). Program and operation expenses will be directly attributed to the Operations Budget Category (i.e., the agency would not have these costs if it didn’t operate the program). Agencies will use a square foot calculation for office space directly related to the program to bill agency facility costs to program operations. However, the square footage not directly related to program office space will be billed to Administration. j. Conferences: Allowable Conference: The Department of Commerce is not hosting the annual CHG Forum this year. Homeless track sessions will be part of the Housing Washington Conference in Bellevue on September 28th-30th, 2025. k. Item Descriptions: To help ensure no duplication of expenses, include specific descriptions in the journal entry or the itemized expense list. Include the date range for utilities, rent, or other monthly recurring costs. Including the account numbers or building addresses is helpful when the organization has similar costs for different buildings (e.g., utilities and off-site shelters). l. Reimbursement in one fiscal year may not exceed the approved annual budget. Suppose annual budgeted funds are expended before the end of the first fiscal year. In that case, no additional reimbursements for that fiscal year will be approved, and programs/services are expected to continue. Any unspent funds will be rolled into the next fiscal year if the grant or budget category allows. Programs funded from the state fiscal budget, such as the Housing and Essential Needs program, do not have funds that carry over. m. The CONTRACTOR must retain all backup documentation, including policies and procedures for tracking employee time to grants and calculating holiday and overtime pay. n. Invoices must be easily read, with program expenses organized and labeled. Arrange the backup documentation in the order in which items appear on the invoice. o. Errors: If you make an error in any previous months or overpayments or underpayments, contact the COUNTY to determine the next steps. Monthly spend-down amounts may not be changed after an invoice has been submitted, approved, and paid. p. Allowable Expenses: The first step is to review the Scope of Service in the contract for approved project intervention types and the expenses directly associated with implementing the approved program. The next step is to review the CHG Guidelines. If any questions or clarification about allowable expenses remain, contact the COUNTY before making any purchases to avoid non-reimbursable situations. q. Budget Adjustments/Revisions: Budget adjustments/revisions are when money is moved from one budget category to another. All budget revision requests must use the Contract Budget Transfer Request Form. Budget revisions are allowable up to once Professional Services Contract (rev 07/2025) Page 23 per quarter. CHG Contracts will require Commerce approval and follow CHG Guidelines. No more than 10% of the program budget may be transferred, and no money may be transferred from the Rent Budget category. r. Financial Contract Amendments: Contract amendments will be issued when there is a change in the total contract award. Amendments are also required in CHG contracts when the total budget adjustment for the county or sequential adjustments exceed(s) 10% of the award. s. De-obligation of Funds: Budget categories are monitored for over- or underspending. In some cases, a de-obligation of funds will be required for categories that are underspent or tracking to underspend by more than five percent. t. Submit monthly invoices electronically to Todd Parker (tparker@masoncountywa.gov) using the correct naming convention. Each invoice must include: ▪ The name of the agency, ▪ Date submitted, ▪ Dates of service the invoice represents ▪ Contract number, ▪ Invoice number ▪ Version number when resubmitting invoice corrections ▪ Name of funding source, ▪ Total reimbursement request per funding source, ▪ Salary or Time Worked and benefits are separated ▪ Vacation (PTO), Holiday Pay, and Overtime are separated from Time Worked. ▪ Total hours worked by employees for each program and ensure time-billing. ▪ General Ledgers or backup documentation that includes expenses broken out by the budget category. These reports cannot include client names or identifying information. Use HMIS numbers in the description when any funds are paid on behalf of or, if allowed, directly to the household. The landlord's name is allowable when rental and/or utility assistance payments are made. ▪ All Flexible Fund (CHG 6.3.3) expenses must be pre-approved. It is acceptable to have a list of expenses approved at the start of the contract. ▪ Voucher detail worksheets, if required by the grant, ▪ Spenddown sheet matching the voucher detail worksheet. The subcontractor may not overspend in a budget category. ▪ Any HMIS reports required by the grant. ▪ Signature Page: Signed by the Executive Director, CEO, and/or Board Chair approving that the expenses are accurate and allowable. ▪ Submitted by the Executive Director. Professional Services Contract (rev 07/2025) Page 24 EXHIBIT D DELIVERABLE TABLE Date Due / Frequency Deliverable Name & Description No later than thirty (30) days of the date of execution Contract requirements identified under the Special Terms and Conditions section of the contract Monthly – complete, accurate, and approved by the 15th of each month An invoice and voucher detail worksheet, and, at a minimum, a general ledger generated by the organization’s accounting system. The General Ledger must include transaction- level detail for all costs that have been paid and are being claimed for reimburseme nt. These documents are due to the COUNTY by the 15th of the month following the month in which services were provided. Quarterly: • 1st Qtr: Oct 10 • 2nd Qtr: Jan 10 • 3rd Qtr: April 10 • 4th Qtr: July 10 • HMIS Data Quality (HUD 225) Report: Review the report for the number of people and heads of household served and data quality, timeliness, and accuracy. • HMIS OUTS – Reports Exits to Permanent Housing: o Emergency Shelter = 50% o Rapid Re-Housing = 80% o Permanent Supportive Housing = 95% • Landlord Outreach: All programs with an “exit to permanent housing” target must conduct targeted landlord-specific outreach. Documentation will include the date and type of outreach. Any events will also include a sign-in sheet as supporting documentation. Landlord-specific outreach includes, but is not limited to, both active and passive means such as events, newsletters, in-person meetings, associations, and group meetings. CONTRACTOR is encouraged to partner with other providers to satisfy this requirement and maximize participant benefits. Include the COUNTY in all electronic landlord outreach efforts. • Training Log: Each agency must identify staff to attend and complete trainings. These staff should include staff that provide direct services, supervisors of direct service staff, and staff that manage homeless grants. • Narrative Report (Optional): Agencies can use this report to share successes or challenges/barriers encountered during the quarter. Annually • Local Homeless Housing Plan (CHG 2.1.4.1): According to RCW 43.185c, the homeless response system must submit a local homeless housing plan every five years. All agencies must actively participate in the plan's development, implementation, and annual plan updates and be accountable for the measures of success and program/system performance requirements adopted in the plan. Each agency will submit a Work Plan and provide annual plan updates. • Annual County Expenditure Report (CHG 2.1.4.2): All agencies that enter data into HMIS must coordinate with the COUNTY to submit a complete and accurate report of program funding information to the Department of Commerce. • Point-in-Time Count (2.1.4.3): All agencies must actively participate in the PIT Count to obtain a complete count of people experiencing homelessness in Mason County. Other Annual Assessment Monthly Report: Each agency receives a monthly report to track when annual assessments are due. Use this report to ensure that all annual assessments are completed on time. Professional Services Contract (rev 07/2025) Page 25 EXHIBIT E PERFORMANCE REQUIREMENTS A. Housing Outcomes: For each intervention type funded by the Consolidated Homeless Grant, grantees must adopt the required housing outcome performance measure outlined in the Consolidated Homeless Grant Guidelines, Appendix D, Table A. Grantees must improve housing outcomes by making progress towards the statewide performance target. a. Emergency Shelter: 50% Exits to Permanent Housing b. Rapid Re-Housing: 80% Exits to Permanent Housing c. Permanent Supportive Housing: 95% Exits to Permanent Housing d. Homelessness Prevention: Housing retention after 6 months, and 95% of households that exit to a permanent housing destination must not enter a homeless type HMIS project after exit. B. Equitable Outcomes: For each of the required housing outcome performance measures, outcomes across racial and ethnic demographics should not be significantly less than the overall rate. The “overall rate” refers to the rate of a particular intervention type’s total exits to positive outcomes. This is inclusive of all ethnic or racial categories. C. Equitable Access: While not a formal performance measure that will be monitored, grantees are expected to use equitable access data to identify underserved populations, assess the impact of their access strategies and work to improve equitable access as needed. Grantees can access this data through the Washington Balance of State Equitable Access Dashboard which compares the race and ethnicity of households entering the homeless system (HMIS) to the race and ethnicity of the homeless and unstably housed populations (The Snapshot Report). Professional Services Contract (rev 07/2025) Page 26 EXHIBIT F ATTESTATION I do hereby certify that to the best of my knowledge, the following is true, accurate, and complete: All contractors, including by and for organizations, attest that all are bound to all contracts, including contracts between the Department of Commerce and Mason County Public Health and Human Services, and/or any subrecipients. I have reviewed all pass-through contract language, have received copies, and agree to be bound to these terms. I have read all guidelines specific to the fund source and policies set forth by the Department of Commerce and Mason County Public Health and Human Services, and agree to follow. Name (printed) _________________________________________________________ Name (signature) _______________________________________________________ Title __________________________________________________________________ Agency _______________________________________________________________ Date _______________________ Professional Services Contract (rev 07/2025) Page 1 MASON COUNTY PROFESSIONAL SERVICES CONTRACT CONTRACT # This CONTRACT is made and entered into by and between Mason County, hereinafter referred to as "COUNTY" and Shelton Family Center, hereinafter referred to as "CONTRACTOR.” Contracted Entity Shelton Family Center dba The Youth Connection Address 123 S 2nd Street/PO Box 2341 City, State, Zip Code Shelton, WA 98584 Phone 360-462-0125 Primary Contact: Name, Title Susan Kirchoff, Executive Director Primary Contact: E-mail susan@youthconnectionwa.org Washington State UBI# 604211635 Federal EIN 82-3875497 Total Award/Contract Value $950,264 Contract Term July 1, 2025 – June 30, 2027 COUNTY and CONTRACTOR, as defined above, acknowledge, and accept the terms of this contract and EXHIBITS and have executed this contract on the date below to start as of the date and year referenced above. The rights and obligations of both parties to this contract are governed by this contract including any Special Terms and Conditions, General Terms and Conditions, Exhibits, and the following other documents incorporated by reference: Original RFP application, instructions, and disclosures. CONTRACTOR NAME BOARD OF COUNTY COMMISSIONERS MASON COUNTY, WASHINGTON ______________________________ ___________________________________ Agency Name Sharon Trask, Chair ______________________________ ___________________________________ Authorized Signature Date ______________________________ APPROVED AS TO FORM: Print Name & Title ______________________________ ___________________________________ Date Tim Whitehead, Chief DPA Professional Services Contract (rev 07/2025) Page 2 Special Terms and Conditions CONTRACTOR agrees to the following: The award of funds does not guarantee that the CONTRACTOR will receive funding if special conditions are not met. The following documents are requirements and must be received within 30 days of the date of execution for the CONTRACTOR to submit an invoice and receive funding. If the agency has provided these documents under a previous contract, only updated documents need to be provided. For tracking purposes, please notify COUNTY on each item stating “no updates” if this is the case. 1. CONTRACT REQUIREMENTS to receive funding: a. Vendor Payment Form b. Certificate of Insurance (see Exhibit B Insurance Requirements) c. Exhibit F Attestation d. Program Organization Chart e. Cost Distribution Plan (if applicable) f. A list of all organizational master/global lease addresses, fund source, housing type (Rapid Rehousing, Transitional Housing, Emergency Shelter), HMIS number, move-in date g. Policies & Procedures related to avoiding Duplicate Billing for programs that may share clients or are dual enrolled in other programs h. Deliverable from previous contract (#23-039 Amendment #3) is carried into this contract: Up to 5 employees to become a HUD Certified Counselor 2. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels, as reported to Commerce in the SFY 2024 Annual Expenditure Report. Federal and State Benchmarks, Data Collection, and Evaluation: The Department of Housing and Urban Development (HUD) and the Department of Commerce may require additional reporting of programs and continuums of care directly or indirectly related to the funding awarded such as, but not limited to, Coordinated Entry, Data Quality, Data Timeliness, Housing Inventory Report, Annual Performance Report, Point in Time Count and System Performance Measures. CONTRACTOR agrees to participate in these evaluation efforts, meet individual benchmarks that contribute to the system and will fulfill the data collection and reporting requirements specified at the time of the request. It will be the obligation of the COUNTY representatives, CONTRACTOR and other contractors to provide protections and assurances regarding the confidentiality of data, samples of work (in any media format) and/or interview comments provided by participants. CONTRACTOR also agrees to provide the COUNTY with the results of any independent or self-directed evaluation or research undertaken in respect to the funded program. Contract Closeout: CONTRACTOR shall adhere to any Commerce year-end fiscal deadlines. In the event of early termination or non-renewal of a contract, final payment is contingent upon the CONTRACTOR’S ability to provide the COUNTY with all invoices and work product including plans, narrative reports, and data reports, to release the final payment for services within sixty (60) calendar days of contract completion or termination. The COUNTY shall have no further obligation to pay CONTRACTOR if any invoices or reports are past due for the sixty (60) day period following the contract term end date. If funding has been awarded for the next grant term and there are outstanding invoices or reports that are not completed to a satisfactory level by July 31, the CONTRACTOR will start the new contract term in Probation Status. Professional Services Contract (rev 07/2025) Page 3 Funding Source: Department of Commerce Consolidated Homeless Grant Contract Number: 26-46108-20, Local Document Recording Fees (2163) General Terms and Conditions Scope of Service: CONTRACTOR agrees to provide COUNTY the services and any materials as set forth as identified in “Exhibit A Scope of Service,” during the CONTRACT period. In the event that CONTRACTOR expends the total award specified in “Exhibit C Budget” before the end of the CONTRACT duration, CONTRACTOR remains liable to provide COUNTY the services as identified in “Exhibit A Scope of Service.” No material, labor or facilities will be furnished by COUNTY, unless otherwise provided for in the CONTRACT. Term: Services provided by CONTRACTOR prior to or after the term of this CONTRACT shall be performed at the expense of CONTRACTOR and are not compensable under this CONTRACT unless both parties hereto agree to such provision in writing. The term of this CONTRACT may be extended by mutual consent of the parties, provided, however, that the CONTRACT is in writing and signed by both parties. Amendments and Extension: This CONTRACT may be amended by mutual agreement of the parties. Such an amendment shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. The duration of this CONTRACT may be extended by mutual written consent of the parties, for a period of up to one year, and for a total of no longer than three years. Independent Contractor: The CONTRACTOR shall furnish CONTRACTOR's services as an independent contractor, and nothing herein contained shall be construed to create a relationship of employer-employee. All payments made hereunder and all services performed shall be made and performed pursuant to this CONTRACT by the CONTRACTOR as an independent contractor. CONTRACTOR acknowledges that the entire compensation for this CONTRACT is specified in Exhibit C Budget and the CONTRACTOR is not entitled to any benefits including, but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or privileges afforded to employees of COUNTY. The CONTRACTOR represents that he/she/it maintains a separate place of business, serves clients other than COUNTY, will report all income and expense accrued under this CONTRACT to the Internal Revenue Service, and has a tax account with the State of Washington Department of Revenue for payment of all sales and use and Business and Occupation taxes collected by the State of Washington. CONTRACTOR will defend, indemnify and hold harmless COUNTY, its officers, agents or employees from any loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees or costs incurred by reason of claims or demands because of breach of the provisions of this paragraph. Taxes: CONTRACTOR understands and acknowledges that COUNTY will not withhold Federal or State income taxes. Where required by State or Federal law, the CONTRACTOR authorizes Professional Services Contract (rev 07/2025) Page 4 COUNTY to withhold for any taxes other than income taxes (i.e., Medicare). All compensation received by the CONTRACTOR will be reported to the Internal Revenue Service at the end of the calendar year in accordance with the applicable IRS regulations. It is the responsibility of the CONTRACTOR to make the necessary estimated tax payments throughout the year, if any, and the CONTRACTOR is solely liable for any tax obligation arising from the CONTRACTOR's performance of this CONTRACT. The CONTRACTOR hereby agrees to indemnify COUNTY against any demand to pay taxes arising from the CONTRACTOR's failure to pay taxes on compensation earned pursuant to this CONTRACT. COUNTY will pay sales and use taxes imposed on goods or services acquired hereunder as required by law. The CONTRACTOR must pay all other taxes, including, but not limited to, Business and Occupation Tax, taxes based on the CONTRACTOR's gross or net income, or personal property to which COUNTY does not hold title. COUNTY is exempt from Federal Excise Tax. No Guarantee of Employment: The performance of all or part of this CONTRACT by the CONTRACTOR shall not operate to vest any employment rights whatsoever and shall not be deemed to guarantee any employment of CONTRACTOR or any employee of CONTRACTOR or any sub-contractor or any employee of any sub-contractor by COUNTY at the present time or in the future. Accounting and Payment for CONTRACTOR Services: Payment to the CONTRACTOR for services rendered under this CONTRACT shall be as set forth in “Exhibit C Budget.” Where Exhibit C requires payments by the COUNTY, payment shall be based upon written claims supported, unless otherwise provided in Exhibit C, by documentation of units of work actually performed and amounts earned, including, where appropriate, the actual number of days worked each month, total number of hours for the month, and the total dollar payment requested, so as to comply with municipal auditing requirements. Acceptable invoices will be processed within 30 days of receipt. Unless specifically stated in Exhibit C or approved in writing in advance by the official executing this CONTRACT for COUNTY or his or her designee (hereinafter referred to as the "Administrative Officer"), COUNTY will not reimburse the CONTRACTOR for any costs or expenses incurred by the CONTRACTOR in the performance of this CONTRACT. Where required, COUNTY shall, upon receipt of appropriate documentation, compensate the CONTRACTOR, no more often than monthly, in accordance with COUNTY’s customary procedures, pursuant to the fee schedule set forth in Exhibit C. Budget: CONTRACTOR further agrees that funds provided under this CONTRACT will be expended as specifically itemized line by line in the Budget provided in Exhibit C, and that CONTRACTOR will follow the Budget Amendment Process for quarterly expense transfers within a budget category (i.e., operations, administration, facility support). Budget transfers will not be made unless approved by the COUNTY. Late requests will not be accepted. Withholding Payment: In the event the CONTRACTOR has failed to perform any obligation under this CONTRACT within the times set forth in this CONTRACT, then COUNTY may, upon written notice, withhold from amounts otherwise due and payable to CONTRACTOR, without penalty, until such failure to perform is cured or otherwise adjudicated. Withholding under this clause shall not be deemed a breach entitling CONTRACTOR to termination or damages, provided that COUNTY Professional Services Contract (rev 07/2025) Page 5 promptly gives notice in writing to the CONTRACTOR of the nature of the default or failure to perform, and in no case more than ten (10) days after it determines to withhold amounts otherwise due. A determination of the Administrative Officer set forth in a notice to the CONTRACTOR 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 CONTRACTOR acts within the times and in strict accord with the provisions of the Disputes clause of this CONTRACT. 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 CONTRACT, 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 CONTRACTOR, (3) to set off any amount so paid or incurred from amounts due or to become due the CONTRACTOR. In the event the CONTRACTOR obtains relief upon a claim under the Disputes clause, no penalty or damages shall accrue to CONTRACTOR by reason of good faith withholding by COUNTY under this clause. Billing Procedures and Payment: The funding awarded may only be used for eligible activities and expenses. COUNTY will pay CONTRACTOR upon acceptance of services provided and receipt of properly completed invoices, which shall be submitted to the COUNTY representative not more often than monthly. Exceptions to the single billing per month (or quarterly) can be made by the COUNTY on a case-by-case basis. The CONTRACTOR shall only be paid as a reimbursement of allowable costs incurred during each invoice period, according to the terms provided in Exhibit A, if the CONTRACTOR performs the services and submits all reporting to a satisfactory level. The COUNTY may, in its sole discretion, withhold payments claimed by the CONTRACTOR for services rendered if the CONTRACTOR fails to satisfactorily comply with any term or condition of this CONTRACT. No payments in advance or in anticipation of services or supplies to be provided under this CONTRACT shall be made by the COUNTY. No payment shall be made for any work performed by the CONTRACTOR, except for work identified and set forth in this CONTRACT. Unless otherwise provided for in this CONTRACT or any exhibits hereto, the CONTRACTOR will not be paid for any billings or invoices presented for costs incurred prior to the date of execution or after June 30, 2027. The CONTRACTOR is responsible for any audit exceptions or disallowable costs incurred by its own organization or that of its subcontractors. Duplicate Payment: A duplication of benefits (DOB) occurs when a person, household, business, government, or other entity receives financial assistance from multiple sources for the same purpose, and the total assistance received for that purpose is more than the total need for assistance. The COUNTY shall not pay CONTRACTOR if the CONTRACTOR has charged or will charge any other party under any other Grant, subgrant/subcontract, or agreement, for the same services or expenses. If it is determined that CONTRACTOR has received duplicate payment, the CONTRACTOR must pay back the COUNTY for these expenses. The contractor must have policies and procedures that differentiate funding and program FTE, enrollment criteria, program descriptions, caseloads, or similar methods. Fraud and Other Loss Reporting: CONTRACTOR shall report in writing all known or suspected fraud or other loss of any funds or other property furnished under this CONTRACT immediately or as soon as practicable. All cases reported to law enforcement must be tracked and follow the fraud guidance in the guidelines. Professional Services Contract (rev 07/2025) Page 6 Labor Standards: CONTRACTOR 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 determined by regulations promulgated by the Federal Secretary of Labor and/or the State of Washington. Assignment and Subcontracting: The performance of all activities contemplated by this CONTRACT shall be accomplished by CONTRACTOR. No portion of this CONTRACT may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of COUNTY. If subcontracting is approved, the CONTRACTOR is responsible to COUNTY should the subcontractor fail to comply with any applicable term or condition of this contract. CONTRACTOR shall audit and monitor the activities of the subcontractor during the contract term to assure fiscal conditions and performance metrics are met. COUNTY will be included on any audit or monitoring activities and reports. Conflict of Interest: If at any time prior to commencement of, or during the term of this CONTRACT, CONTRACTOR or any of its employees involved in the performance of this CONTRACT shall have or develop an interest in the subject matter of this CONTRACT that is potentially in conflict with the COUNTY’s interest, then CONTRACTOR shall immediately notify COUNTY of the same. The notification of COUNTY shall be made with sufficient specificity to enable COUNTY to make an informed judgment as to whether or not COUNTY’s interest may be compromised in any manner by the existence of the conflict, actual or potential. Thereafter, COUNTY may require CONTRACTOR to take reasonable steps to remove the conflict of interest. COUNTY may also terminate this CONTRACT according to the provisions herein for termination. Non-Discrimination in Employment: COUNTY’s policy is to provide equal opportunity in all terms, conditions and privileges of employment for all qualified applicants and employees without regard to race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status. CONTRACTOR shall comply with all laws prohibiting discrimination against any employee or applicant for employment on the grounds of race, color, creed, religion, national origin, sex, sexual orientation, age, marital status, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Furthermore, in those cases in which CONTRACTOR is governed by such laws, CONTRACTOR shall take affirmative action to insure that applicants are employed, and treated during employment, without regard to their race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status, except where such constitutes a bona fide occupational qualification. Such action shall include, but not be limited to: advertising, hiring, promotions, layoffs or terminations, rate of pay or other forms of compensation benefits, selection for training including apprenticeship, and participation in recreational and educational activities. In all solicitations or advertisements for employees placed by them or on their behalf, CONTRACTOR shall state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. Professional Services Contract (rev 07/2025) Page 7 The foregoing provisions shall also be binding upon any sub-contractor, provided that the foregoing provision shall not apply to contracts or sub-contractors for standard commercial supplies or raw materials, or to sole proprietorships with no employees. Non-Discrimination in Client Services: CONTRACTOR shall not discriminate on the grounds of race, color, creed, religion, national origin, sex, age, marital status, sexual orientation, disability, or veteran status; or deny an individual or business any service or benefits under this CONTRACT; or subject an individual or business to segregation or separate treatment in any manner related to his/her/its receipt any service or services or other benefits provided under this CONTRACT; or deny an individual or business an opportunity to participate in any program provided by this CONTRACT. Waiver of Noncompetition: CONTRACTOR 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 COUNTY, and CONTRACTOR 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 COUNTY. Debarment Certification: The CONTRACTOR, by signature to this contract, certifies that the CONTRACTOR is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in this contract by any Federal department or agency. Work Product: CONTRACTOR will provide COUNTY with all work product including; plans, data reports, prior to the release of the final payment for services. Patent/Copyright Infringement: CONTRACTOR will defend and indemnify COUNTY from any claimed action, cause or demand brought against COUNTY, to the extent such action is based on the claim that information supplied by the CONTRACTOR infringes any patent or copyright. CONTRACTOR will pay those costs and damages attributable to any such claims that are finally awarded against COUNTY in any action. Such defense and payments are conditioned upon the following: A. CONTRACTOR shall be notified promptly in writing by COUNTY of any notice of such claim. B. CONTRACTOR shall have the right, hereunder, at its option and expense, to obtain for COUNTY the right to continue using the information, in the event such claim of infringement, is made, provided no reduction in performance or loss results to COUNTY. Confidentiality: CONTRACTOR, its employees, sub-contractors, and their employees shall maintain the confidentiality of all information provided by COUNTY or acquired by CONTRACTOR in performance of this CONTRACT, except upon the prior written consent of COUNTY or an order entered by a court after having acquired jurisdiction over COUNTY. CONTRACTOR shall immediately give to COUNTY notice of any judicial proceeding seeking disclosure of such information. CONTRACTOR shall indemnify and hold harmless COUNTY, its officials, agents or employees from all loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees and costs resulting from CONTRACTOR's breach of this provision. Professional Services Contract (rev 07/2025) Page 8 Right to Review: This CONTRACT is subject to review by any Federal, State or COUNTY auditor. COUNTY or its designee shall have the right to review and monitor the financial and service components of this program by whatever means are deemed expedient by the Administrative Officer or by COUNTY's Auditor’s Office. Such review may occur with or without notice and may include, but is not limited to, on-site inspection by COUNTY agents or employees, inspection of all records or other materials which COUNTY deems pertinent to the CONTRACT and its performance, and any and all communications with or evaluations by service recipients under this CONTRACT. CONTRACTOR shall preserve and maintain all financial records and records relating to the performance of work under this CONTRACT for six (6) years after CONTRACT termination, and shall make them available for such review, within Mason County, State of Washington, upon request. CONTRACTOR also agrees to notify the Administrative Officer in advance of any inspections, audits, or program review by any individual, agency, or governmental unit whose purpose is to review the services provided within the terms of this CONTRACT. If no advance notice is given to CONTRACTOR, then CONTRACTOR agrees to notify the Administrative Officer as soon as it is practical. Records Maintenance: CONTRACTOR agrees to keep records in an easily read form sufficient to account for all receipts and expenditures of contract funds. These records, as well as supporting documentation, will be archived by the CONTRACTOR’S office for at least six (6) years after the end of the contract. CONTRACTOR agrees to make such books, records, and supporting documentation available to the COUNTY for inspection when requested. Reporting and Other Contract Requirements: CONTRACTOR agrees to submit program and expense reports, as well as perform all other requirements outlined in “Exhibit A Scope of Service,” on or before the dates indicated therein. The COUNTY reserves the right to aggregate, disaggregate, analyze, reproduce, and/or disseminate the data provided in program reports, financial activity reports, or any other reports submitted to the COUNTY with respect to the program. Change in Personnel: The success of the approved program is largely contingent on the approved staffing identified in the proposal application and/or related to the final award amount and related services. Should there be any material change in job description, level of authority, or employment status of program staffing (or projected staff start dates for new programs) during the term of the CONTRACT, the COUNTY requires that the CONTRACTOR notify the COUNTY in writing within 15 days of the change and includes a staffing plan to minimize any disruption in services. CONTRACTOR will provide updates if there are any changes to the staffing plan or hiring delays. Equipment Purchase, Maintenance, and Ownership: The CONTRACTOR agrees that any depreciable equipment purchased, in whole or part, with contract funds at a cost of $1,000 per item or more, is upon its purchase the property of the COUNTY and will be used only for the program funded. The CONTRACTOR agrees to establish and maintain transaction documents (purchase requisitions, packing slips, invoices, receipts) and maintenance records of equipment purchased with Contract funds. The CONTRACTOR shall be responsible for any loss or damage to property of the COUNTY that results from the negligence of the contractor or that results from the failure on the part of the contractor to maintain and administer that property in accordance with sound management practices. In the case of Early Termination, the CONTRACTOR agrees that all such equipment will be returned Professional Services Contract (rev 07/2025) Page 9 to the COUNTY unless otherwise agreed upon in writing by the CONTRACTOR and the COUNTY. Insurance Requirements: At a minimum, CONTRACTOR shall provide insurance that meets or exceeds the requirements detailed in "Exhibit B Insurance Requirements." Insurance as a Condition of Payment: Payments due to CONTRACTOR under this CONTRACT are expressly conditioned upon the CONTRACTOR’s strict compliance with all insurance requirements under this CONTRACT. Payment to CONTRACTOR shall be suspended in the event of non-compliance. Upon receipt of evidence of full compliance, payments not otherwise subject to withholding or set-off will be released to CONTRACTOR. Industrial Insurance Waiver: With respect to the performance of this CONTRACT and as to claims against COUNTY, its officers, agents and employees, CONTRACTOR expressly waives its immunity under Title 51 of the Revised Code of Washington, the Industrial Insurance Act, for injuries to its employees and agrees that the obligations to indemnify, defend and hold harmless provided in this CONTRACT extend to any claim brought by or on behalf of any employee of CONTRACTOR. This waiver is mutually negotiated by the parties to this CONTRACT. CONTRACTOR Commitments, Warranties and Representations: Any written commitment received from CONTRACTOR concerning this CONTRACT shall be binding upon CONTRACTOR, unless otherwise specifically provided herein with reference to this paragraph. Failure of CONTRACTOR to fulfill such a commitment shall render CONTRACTOR liable for damages to COUNTY. A commitment includes, but is not limited to, any representation made prior to execution of this CONTRACT, whether or not incorporated elsewhere herein by reference, as to performance of services or equipment, prices or options for future acquisition to remain in effect for a fixed period, or warranties. Defense and Indemnity Contract: Indemnification by CONTRACTOR. To the fullest extent permitted by law, CONTRACTOR agrees to indemnify, defend and hold COUNTY and its departments, elected and appointed officials, employees, agents and volunteers, harmless from and against any and all claims, damages, losses and expenses, including but not limited to court costs, attorney's fees and alternative dispute resolution costs, for any personal injury, for any bodily injury, sickness, disease or death and for any damage to or destruction of any property (including the loss of use resulting there from) which 1) are caused in whole or in part by any act or omission, negligent or otherwise, of the CONTRACTOR, its employees, agents or volunteers or CONTRACTOR's subcontractors and their employees, agents or volunteers; or 2) are directly or indirectly arising out of, resulting from, or in connection with performance of this CONTRACT; or 3) are based upon CONTRACTOR’s or its subcontractors’ use of, presence upon or proximity to the property of COUNTY. This indemnification obligation of CONTRACTOR shall not apply in the limited circumstance where the claim, damage, loss or expense is caused by the sole negligence of COUNTY. This indemnification obligation of the CONTRACTOR shall not be limited in any way by the Washington State Industrial Insurance Act, RCW Title 51, or by application of any other workmen's compensation act, disability benefit act or other employee benefit act, and the CONTRACTOR hereby expressly waives any immunity afforded by such acts. The foregoing indemnification obligations of the CONTRACTOR are a material inducement to COUNTY to enter into this CONTRACT, are reflected in CONTRACTOR’s compensation, and have been mutually negotiated by the parties. Professional Services Contract (rev 07/2025) Page 10 Participation by County – No Waiver. COUNTY reserves the right, but not the obligation, to participate in the defense of any claim, damages, losses or expenses and such participation shall not constitute a waiver of CONTRACTOR’s indemnity obligations under this CONTRACT. Survival of CONTRACTOR’s Indemnity Obligations. CONTRACTOR agrees all CONTRACTOR’s indemnity obligations shall survive the completion, expiration or termination of this CONTRACT. Indemnity by Subcontractors. In the event the CONTRACTOR enters into subcontracts to the extent allowed under this CONTRACT, CONTRACTOR's subcontractors shall indemnify COUNTY on a basis equal to or exceeding CONTRACTOR’s indemnity obligations to COUNTY. Compliance with Applicable Laws, Rules and Regulations: This CONTRACT shall be subject to all laws, rules, and regulations of the United States of America, the State of Washington, political subdivisions of the State of Washington and Mason County. CONTRACTOR also agrees to comply with applicable Federal, State, County or municipal standards for licensing, certification and operation of facilities and programs, and accreditation and licensing of individuals. Administration of Contract: COUNTY hereby appoints, and CONTRACTOR hereby accepts, the Mason County Public Health and Human Services Director and his or her designee, as COUNTY’s representative, hereinafter referred to as the Administrative Officer, for the purposes of administering the provisions of this CONTRACT, including COUNTY’s right to receive and act on all reports and documents, and any auditing performed by the COUNTY related to this CONTRACT. The Administrative Officer for purposes of this CONTRACT is: Melissa Casey, Community Health Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 404 Fax: 360-427-7787 E-mail: mcasey@masoncountywa.gov Financial Contact: Casey Bingham, Finance Manager Mason County Public Health & Human Services 415 N. 6th Street Phone: 360-427-9670 Ext. 562 Fax: 360-427-7787 E-mail: caseyb@masoncountywa.gov Notice: Except as set forth elsewhere in the CONTRACT, for all purposes under this CONTRACT except service of process, notice shall be given by CONTRACTOR to COUNTY’s Administrative Officer under this CONTRACT. Notices and other communication may be conducted via e-mail, U.S. mail, fax, hand-delivery or other generally accepted manner including delivery services. Modifications: Either party may request changes in the CONTRACT. Any and all agreed modifications, to be valid and binding upon either party, shall be in writing and signed by both of the parties. Professional Services Contract (rev 07/2025) Page 11 Termination for Default: If CONTRACTOR defaults by failing to perform any of the obligations of the CONTRACT or becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or makes an assignment for the benefit of creditors, COUNTY may, by depositing written notice to CONTRACTOR in the U.S. mail, terminate the CONTRACT, and at COUNTY’s option, obtain performance of the work elsewhere. If the CONTRACT is terminated for default, CONTRACTOR shall not be entitled to receive any further payments under the CONTRACT until all work called for has been fully performed. Any extra cost or damage to COUNTY resulting from such default(s) shall be deducted from any money due or coming due to CONTRACTOR. CONTRACTOR shall bear any extra expenses incurred by COUNTY in completing the work, including all increased costs for completing the work, and all damage sustained, or which may be sustained by COUNTY by reason of such default. If a notice of termination for default has been issued and it is later determined for any reason that CONTRACTOR was not in default, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the Termination for Public Convenience paragraph hereof. Termination for Public Convenience: COUNTY may terminate this CONTRACT in whole or in part whenever COUNTY determines, in its sole discretion, that such termination is in the interests of COUNTY. Whenever the CONTRACT is terminated in accordance with this paragraph, CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. An equitable adjustment in the CONTRACT price for partially completed items of work will be made, but such adjustment shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this CONTRACT by COUNTY at any time during the term, whether for default or convenience, shall not constitute breach of CONTRACT by COUNTY. Termination for Reduced Funding: COUNTY may terminate this CONTRACT in whole or in part should COUNTY determine, in its sole discretion, that such termination is necessary due to a decrease in available project funding including State and/or Federal grants. Whenever the CONTRACT is terminated in accordance with this paragraph, the CONTRACTOR shall be entitled to payment for actual work performed in compliance with Exhibit A Scope of Service and Exhibit C Budget. Disputes: 1. Differences between the CONTRACTOR and COUNTY, arising under and by virtue of the AGREEMENT shall be brought to the attention of COUNTY at the earliest possible time in order that such matters may be settled or other appropriate action promptly taken. For objections that are not made in the manner specified and within the time limits stated, the records, orders, rulings, instructions, and decisions of the Administrative Officer shall be final and conclusive. 2. The CONTRACTOR 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 of COUNTY, or (2) the happening of any event or occurrence, unless the CONTRACTOR 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 the CONTRACTOR believes additional compensation or extension of time is due, the nature of the cost involved, and insofar as possible, the amount of the potential Professional Services Contract (rev 07/2025) Page 12 claim. CONTRACTOR 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. 3. The CONTRACTOR 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, the CONTRACTOR 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. Arbitration: Other than claims for 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 CONTRACT 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 CONTRACT. 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 CONTRACT 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 arbitration hearing date; provided, that either party may decline to mediate and proceed with arbitration. Any arbitration proceeding commenced to enforce or interpret this CONTRACT shall be brought within six (6) years after the initial occurrence giving rise to the claim, dispute or issue for which arbitration is commenced, regardless of the date of discovery or whether the claim, dispute or issue was continuing in nature. Claims, disputes or issues arising more than six (6) years prior to a written request or demand for arbitration issued under this Agreement are not subject to arbitration. 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 CONTRACT, the venue of such action of litigation shall be in the courts of the State of Washington and Mason County. Unless otherwise specified herein, this CONTRACT shall be governed by the laws of Mason County and the State of Washington. Severability: If any term or condition of this CONTRACT or the application thereof to any person(s) or circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications which can be given effect without the invalid term, condition or application. To this end, the terms and conditions of this CONTRACT are declared severable. Professional Services Contract (rev 07/2025) Page 13 Waiver: Waiver of any breach or condition of this CONTRACT shall not be deemed a waiver of any prior or subsequent breach. No term or condition of this CONTRACT shall be held to be waived, modified or deleted except by an instrument, in writing, signed by the parties hereto. The failure of COUNTY to insist upon strict performance of any of the covenants of this CONTRACT, or to exercise any option herein conferred in any one or more instances, shall not be construed to be a waiver or relinquishment of any such, or any other covenants or contracts, but the same shall be and remain in full force and effect. Order of Precedence: A. Applicable federal, state, and county statutes, regulations, policies, and procedures B. Funding source agreement(s) including attachments C. Special Terms and Conditions D. General Terms and Conditions E. Exhibit A, Scope of Service F. Exhibit B, Insurance Requirements G. Exhibit C, Budget H. Consolidated Homeless Grant (CHG) Guidelines, CHG Supplemental Manual Entire Contract: This written CONTRACT, comprised of the writings signed or otherwise identified and attached hereto, represents the entire CONTRACT between the parties and supersedes any prior oral statements, discussions, or understandings between the parties. Professional Services Contract (rev 07/2025) Page 14 EXHIBIT A SCOPE OF SERVICE A. Consolidated Homeless Grant funding must be prioritized for preserving and maintaining existing programs and service levels (i.e., households served), as reported to Commerce in the SFY 2024 Annual Expenditure Report. B. CONTRACTOR shall commit to operating a high-performing crisis response system in their county by: a. Assessing each household’s housing needs and facilitating housing stability with the goal of obtaining or maintaining permanent housing. b. Employing a progressive engagement service model. c. Prioritizing households most likely to become homeless when using homelessness prevention rent assistance. d. Being anti-racist leaders in their crisis response systems and facilitating partnerships among organizations that respond to the disproportionality in services and outcomes for communities that may not seek assistance from mainstream organizations. C. CONTRACTOR shall submit the deliverables outlined in EXHIBIT D DELIVERABLE TABLE on time with truthful, accurate information. D. CONTRACTOR shall comply with all of the requirements, policies and procedures in the Consolidated Homeless Grant Guidelines, including the Washington State Coordinated Entry Guidelines. E. CONTRACTOR must adopt the required performance measures outlined in EXHIBIT E PERFORMANCE REQUIREMENTS. F. CONTRACTOR roles and responsibilities: a. Provide direct service delivery according to the descriptions in the homeless response system RFP, CHG Guidelines, CHG Supplemental Manual, and best practices for the programs being implemented. b. Identify individuals in need and work with other service providers to prioritize aid, ensuring those who need help most get it quickly. c. Assess eligibility and apply housing first principles, trauma-informed care, and harm reduction to help program participants achieve stability and positive housing outcomes. d. Involve people who have experienced homelessness in developing service delivery models and provide opportunities for their feedback. e. Ensure the Washington Homeless Management Information System (HMIS) operates in accordance with RCW 43.185C.180, the CHG Guidelines, and HUD data standards: • All projects are set up correctly in HMIS • All data is accurate, complete, and timely • Must adhere to the HMIS Data Quality Plan f. Respond to the disproportionality in access to services, service provision, and outcomes. g. Homelessness Prevention, Rapid Re-Housing, and Permanent Supportive Housing projects funded by CHG must participate in the county or regional Coordinated Entry Professional Services Contract (rev 07/2025) Page 15 (CE) System by accepting referrals and must fill openings solely through the CE process. h. Ensure that employees providing direct services, their supervisors, and employees managing homeless grants complete the required trainings (CHG 2.1.5) every three years. i. Use a progressive engagement service model. j. Operate programs within the approved budget and households served. Project Intervention Types Funded 1. Emergency Shelter a. Continuous Stay, scattered-site 2. Rental Assistance a. Tenant-based Rapid Re-Housing b. Eviction Prevention 3. Coordinated Entry, Care Coordination, Diversion Fund, and PIT Count Overnight Emergency Shelters: (CHG 1.4.1.1) Emergency Shelters address the immediate needs of vulnerable populations by offering short- term, temporary overnight shelter for people experiencing homelessness. They may operate through facility-based sites or use hotel/motel vouchers. The effectiveness of Emergency Shelters is measured by their capacity to be full, their racial equity, and the number of households that transition from shelters to stable housing outcomes. Shelton Family Center operates continuous stay shelter programs for transitional-aged youth experiencing homelessness. The off-site shelters are operated as group living style homes, with each family having a private bedroom and shared kitchen, living room, and bathrooms. The goal is to move households forward to transitional housing, rapid re-housing, or permanent housing within 90 days. This is a goal not a rule that is driven by the client’s participation in case management efforts. The case team utilizes progressive engagement approach to make a custom care plan that recognizes each client’s strength and needs assisting the client in overcoming barriers to housing independence. Emergency Shelter Deliverables: 1. Meet the required performance outcome for Emergency Shelter: 50% Exits to Permanent Housing. 2. Number of households expected to serve annually: 20 - 24 3. Meet the Low Barrier Housing Requirement. 4. Operate a notification system for key community partners on bed availability, referral process, and provide adequate resources and assistance to individuals that are unable to stay when the shelter is at maximum occupancy capacity or when the shelter or part of the shelter is closed for any reason. 5. Adhere to best practices. “Emergency Shelters are typically designed and intended to provide temporary shelter for short-term stays: up to three months. However, households are not required to exit after 90 days” (CHG Guidelines page 10). Case managers will work with households to reduce long lengths of stay (e.g., 9 months or more), as this is the purpose of housing programs such as transitional housing, rapid re- housing, permanent supportive housing, HUD vouchers, etc. 6. Develop and implement a hazardous weather response plan with the ability to respond to community needs during periods of extremely hot or cold weather or severe poor air quality due to wildfire smoke. Professional Services Contract (rev 07/2025) Page 16 7. Policies and Procedures that demonstrate the following: • Check-in process that includes a reasonable check-in time and accounts for households that may be late or unable to make a predetermined time. • The protocol when maximum capacity is reached and the procedures to assist households in finding other shelter options. • Protocols for emergency situations when employees are present and, if different, during hours when employees are not present. • Protocols for shelter stays beyond 90 days outlining the process to find transitional (temporary) or permanent housing options. Prolonged shelter stays does not follow trauma informed practices. • . • The project's intent and operations must differentiate the emergency shelter from other types of temporary housing, namely transitional housing. • Enrollment criteria, length of stay, and exit criteria for hotel/motel stays. • Low barrier housing requirement. Eviction Prevention (CHG 4.0 and RCW 43.185c.185) Eviction Prevention helps households at risk of homelessness (HUD Category 2 & CHG 4.3.1) maintain stable housing and avoid homelessness by addressing the underlying causes of housing instability, such as financial hardship, disputes with landlords, or legal challenges. CONTRACTOR will provide housing-focused case management and temporary rent subsidies. Eviction Prevention Deliverables: 1. Meet the required performance outcome for Homelessness Prevention: Housing retention after 6 months, and 95% of households exiting to permanent housing must not re-enter a homeless-type HMIS project. 2. Number of households expected to serve annually: 20 - 30 3. Submit Eviction Prevention Log by the 15th of each month. 4. Follow Mason County’s Prioritization Policy and Procedure and use the Targeted Prevention Scoring Tool. 5. Follow the Homelessness Prevention Triage and HMIS Policy and Procedure. 6. At least 10% of the Eviction Prevention total award must be subgranted to By and For Organizations. 7. Before any rental arrears payments are made, the household must be connected with the Dispute Resolution Center to make exemplary efforts at conciliation, mediation, and repayment plans. 8. A reduction in the number of unlawful detainers in the court system. 9. A reduction in the number of households that receive an eviction on their record. 10. A reduction in the number of people who become homeless. 11. CONTRACTOR must notify Mason County Public Health and Human Services when no less than two months of rent remain in the budget and the protocol to close the program. Rapid Re-Housing (1.4.2.1) Rapid Re-Housing (RRH) quickly moves households from homelessness into permanent housing by providing: • Housing Identification Services: Recruit landlords to provide housing for RRH participants and assist households with securing housing. • Financial Assistance: Provide assistance to cover move-in costs and deposits as well as ongoing rent and/or utility payments. Professional Services Contract (rev 07/2025) Page 17 • Case Management and Services: Provide services and connections to community resources that help households maintain housing stability. A tenant-based subsidy is attached to the tenant, allowing them to choose their housing. The subsidy stays with the tenant if they move. Tenant-Based Rental Assistance Deliverables: 1. Meet the required performance outcome for Rapid Re-Housing: 80% Exits to Permanent Housing. 2. Number of households expected to serve annually: 12 3. Must fill vacancies through Coordinated Entry. The program must serve the most vulnerable households. This will be verified through CE vulnerability scores. 4. Rapid Re-Housing Placement Report due by the 15th of each month. 5. Follow Tenant-Based Rapid Re-Housing Requirements outlined in the Mason County CHG Supplemental Manual. 6. A list of all organizational master/global lease addresses, fund source, housing type (Rapid Rehousing, Transitional Housing, Emergency Shelter), HMIS number, and move- in date. 7. Secure an MOU with the Bremerton Housing Authority and prioritize referrals to obtain Section 8 Housing Vouchers before enrolling in the Rapid Re-Housing Program 8. Policies and procedures that demonstrate the following: a. Differentiate tenant-based from project-based (facility-based) rental assistance programs, and what happens to tenants when they exit the program b. Hotel/motel stays when no suitable shelter bed is available during the housing search c. Meets the low-barrier project requirements Coordinated Entry/Care Coordination/Diversion Fund and Point-in-Time Count As a lead agency, The Youth Connection will be responsible for following the Washington State Coordinated Entry Guidelines and implementing the program by following the requirements and policies and procedures detailed in the Mason County Homeless Response System CHG Supplemental Manual. Coordinated Entry/Care Coordination/Diversion and Point-in-Time Count Deliverables 1. Meet the CE Governance Body requirements and lead these efforts in the community. 2. Have policies and procedures that meet the criteria of the Washington State Coordinated Entry Guidelines. 3. Lead the Point-in-Time Count homeless census as required for the populations served.. Scope Change Request Sometimes, unforeseeable events prevent a program from being implemented as designed or are in jeopardy of meeting the project timeline. In that case, the subcontractor may request a change in the Scope of Service. Sometimes, there is “scope, budget, or mission creep,” and this process assumes that the organization is making efforts to contain the scope of services within the approved budget. A written Scope Change must be submitted to the Mason County Public Health and Human Services contract administrator using the template provided in the CHG Supplemental Manual. The CONTRACTOR must ensure that all reasonable attempts to implement the program as designed have been made. The COUNTY must approve Scope Changes before the CONTRACTOR makes any changes. Professional Services Contract (rev 07/2025) Page 18 EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, The Contractor shall procure and maintain the following insurance requirements set forth below, at its own expense, for the duration of this Agreement and any extensions thereof. CONTRACTOR will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, it will be amended to do so. CONTRACTOR acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to COUNTY. A. MINIMUM Insurance Requirements: 1. 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, for bodily injury, personal injury, property damage, and products/completed operations, including without limitation, blanket contractual liability. 2. Workers’ Compensation on a state-approved policy form providing statutory benefits as required by law with employer’s liability limits for CONTRACTOR's, no less than $1,000,000 per accident for all covered losses. 3. 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 CONTRACTOR owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the general liability policy described above. If CONTRACTOR or CONTRACTOR’s employees will use personal autos in any way on this project, CONTRACTOR shall obtain evidence of personal auto liability coverage for each such person. 4. Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. Coverage shall include acts, errors, or omissions arising from professional services, including housing placement, case management, compliance reporting, and administration of grant funds. 5. Cyber Liability Coverage. CONTRACTOR shall maintain cyber liability insurance with limits of not less than $1,000,000 per claim and $2,000,000 aggregate. Such coverage shall include privacy liability, network security, breach response, notification, credit monitoring, Professional Services Contract (rev 07/2025) Page 19 regulatory defense, and system restoration expenses related to the use and access of HMIS and other client data. 6. 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 Contractor, 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. B. Certificate of Insurance: A Certificate of Insurance naming COUNTY as the Certificate Holder must be provided to COUNTY within five (5) days of CONTRACT execution. C. Basic Stipulations: 1. CONTRACTOR 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. CONTRACTOR also agrees to require all contractors, subcontractors, and anyone else involved in this CONTRACT on behalf of the CONTRACTOR (hereinafter “indemnifying parties”) to comply with these provisions. 2. CONTRACTOR 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. 3. All insurance coverage maintained or procured by CONTRACTOR or required of others by CONTRACTOR pursuant to this CONTRACT 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. 4. All coverage types and limits required are subject to approval, modification and additional requirements by COUNTY. CONTRACTOR shall not make any reductions in scope or limits of coverage that may affect COUNTY’s protection without COUNTY’s prior written consent. 5. CONTRACTOR agrees to provide evidence of the insurance required herein, satisfactory to COUNTY, consisting of: a) certificate(s) of insurance evidencing all of the coverages required and, b) an additional insured endorsement to CONTRACTOR’s general liability policy using Insurance Services Office form CG 20 10 with an edition date prior to 2004. CONTRACTOR agrees, upon request by COUNTY to provide complete, certified copies of any policies required within 10 days of such request. COUNTY has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests. Any premium so Professional Services Contract (rev 07/2025) Page 20 paid by COUNTY shall be charged to and promptly paid by CONTRACTOR or deducted from sums due CONTRACTOR. Any actual or alleged failure on the part of COUNTY or any other additional insured under these requirements to obtain proof of insurance required under this CONTRACT in no way waives any right or remedy of COUNTY or any additional insured, in this or in any other regard. 6. It is acknowledged by the parties of this CONTRACT that all insurance coverage required to be provided by CONTRACTOR 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. 7. CONTRACTOR 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 CONTRACTOR’s existing coverage includes a self-insured retention, the self-insured retention must be declared to the COUNTY. The COUNTY may review options with CONTRACTOR, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. 8. CONTRACTOR 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 CONTRACT. This obligation applies whether or not the CONTRACT is canceled or terminated for any reason. Termination of this obligation is not effective until COUNTY executes a written statement to that effect. 9. The limits of insurance as described above shall be considered as minimum requirements. Should any coverage carried by CONTRACTOR or a subcontractor of any tier maintain insurance with limits of liability that exceed the required limits or coverage that is broader than as outlined above, those higher limits and broader coverage shall be deemed to apply for the benefit of any person or organization included as an additional insured and those limits shall become the required minimum limits of insurance in all Paragraphs and Sections of this CONTRACT. 10. None of the policies required herein shall be in compliance with these requirements if they include any limiting endorsement that has not been first submitted to COUNTY and approved of in writing. 11. The requirements in this Exhibit supersede all other sections and provisions of this CONTRACT to the extent that any other section or provision conflicts with or impairs the provisions of this Exhibit. 12. Unless otherwise approved by COUNTY, insurance provided pursuant to these requirements shall be by insurers authorized to do business in Washington and with a minimum A.M. Best rating of A-:VII. Professional Services Contract (rev 07/2025) Page 21 13. All insurance coverage and limits provided by CONTRACTOR and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this CONTRACT limits the application of such insurance coverage. 14. CONTRACTOR agrees to require insurers, to provide notice to COUNTY thirty (30) days prior to cancellation of such liability coverage or of any material alteration or non-renewal of any such coverage, other than for non-payment of premium. CONTRACTOR shall assure that this provision also applies to any subcontractors, joint ventures or any other party engaged by or on behalf of contractor in relation to this agreement. Certificate(s) are to reflect that the issuer will provide thirty (30) days’ notice to COUNTY of any cancellation of coverage. 15. COUNTY reserves the right at any time during the term of the CONTRACT to change the amounts and types of insurance required by giving the CONTRACTOR ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the CONTRACTOR, the COUNTY and CONTRACTOR may renegotiate CONTRACTOR’s compensation. 16. Requirements of specific coverage features are not intended as limitation on other requirements or as waiver of any coverage normally provided by any given policy. Specific reference to a coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all-inclusive. 17. CONTRACTOR agrees to provide immediate notice to COUNTY of any claim or loss against CONTRACTOR arising out of the work performed under this agreement. COUNTY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve COUNTY. Professional Services Contract (rev 07/2025) Page 22 EXHIBIT C BUDGET Off-site Emergency Shelter Fund Source FY26 Award Administration CHG Standard $33,600 Facility Support CHG Emergency Housing $279,750 Total Off-site Emergency Shelter $313,350 Rapid Re-Housing Fund Source FY26 Award Administration CHG Standard $41,430 Operations CHG DRF Backfill $123,270 Rent 2163 $134,631 Total Rapid Re-Housing $299,331 Eviction Prevention Fund Source FY26 Award Administration EP Admin $33,200 Rent EP Rent $78,406 Operations EP Operations $188,394 Total Eviction Prevention $300,000 Coordinated Entry/Care Coordination/Diversion Fund Source FY26 Award Operations CHG DRF Backfill $31,083 Diversion Fund CHG DRF Backfill $6,500 Total CE/Care Coord/Diversion $37,583 Total FY26 Award $950,264 Payment: In the event State, Federal, or local funding changes, the COUNTY reserves the right to amend the payment terms and the amount awarded in this contract. Approved invoices will be Professional Services Contract (rev 07/2025) Page 23 disbursed according to the vendor payment schedule of the County Auditor’s Office. Refer to the Billing Procedures and Payment clause of this contract for additional information. All COUNTY-provided templates must be used and not modified without the county's written permission. The county can change the reporting requirements by notifying the contractor. Payment will be considered timely within 30 days of receipt of invoice. Monthly Financial Invoice: Final, approved invoices are due by the 15th of each month a. All invoices and reports, including HMIS, must be accurate, complete, and received to a satisfactory level before invoices are approved and processed for reimbursement. b. The CONTRACTOR will submit a monthly financial invoice to the COUNTY no later than the 15th of each month for reimbursement of allowable costs; prepayment of expenses is not allowable. Submitting invoices promptly and error-free is essential for the fastest reimbursement turnaround possible. c. Budget Narrative: If the invoice has a significant increase or decrease in totals, include a budget narrative in the email submission to explain the change when the invoice is submitted. d. The CONTRACTOR may not manipulate, change, or adjust any template provided by the COUNTY without prior written permission from the COUNTY. e. Administration: Reimbursement requests cannot exceed the 1/12 monthly allotment. For example, if the Administration allocation is 15%, administration costs may not exceed 15% of the monthly reimbursement requests. The Department of Commerce prefers that all overheads be budgeted and expensed in the Administration Budget Category. Administration costs include, but are not limited to, Executive Director salary and benefits, organization memberships or subscriptions, software licensing, business license, general organizational insurance, conferences, organization-wide audits, board expenses, community event registration, fire inspections, and general agency facility costs (including those associated with the Executive Director) such as rent (building space that is not directly attributed to a program funded through this contract), depreciation expenses, and operations and maintenance. All amounts billed to administration must be allowable, supported by actual costs, not double-charged, and treated consistently in similar circumstances. f. All “pooled” costs are considered “Administration” unless the County approves an exception. g. Time-billing: Agencies must ensure that processes are in place to track employee time to the program they are working in and only bill hours to a program for time worked in each program. Program employees must use time-billing methods to track the time spent on tasks or projects directly related to the program. This helps reduce billing errors and ensures that every program is charged appropriately. h. Salary & Wages: The COUNTY will reimburse hourly rates and accrued/unused PTO in accordance with RCW 49.48.010, without incentives such as bonuses, except for grants that specifically allow it (e.g., the inflationary increase from FY24 and FY25). Payouts are distributed across all programs that fund the position. Salary and benefits are itemized separately. i. Cost Distribution Plan: It is preferable to bill all overhead as part of the 15% Administration allocation. However, a cost distribution plan is also allowable if the agency operates more than one program and/or multiple fund sources are used across programs. The plan must differentiate overhead/administration expenses that benefit the whole organization and are not directly attributed to a program from overhead directly Professional Services Contract (rev 07/2025) Page 24 tied to a program (e.g., marketing materials specific to the program or the CHG Forum/Convening that may benefit multiple programs funded by these funds). Program and operation expenses will be directly attributed to the Operations Budget Category (i.e., the agency would not have these costs if it didn’t operate the program). Agencies will use a square foot calculation for office space directly related to the program to bill agency facility costs to program operations. However, the square footage not directly related to program office space will be billed to Administration. j. Conferences: Allowable Conference: The Department of Commerce is not hosting the annual CHG Forum this year. Homeless track sessions will be part of the Housing Washington Conference in Bellevue on September 28th-30th, 2025. k. Item Descriptions: To help ensure no duplication of expenses, include specific descriptions in the journal entry or the itemized expense list. Include the date range for utilities, rent, or other monthly recurring costs. Including the account numbers or building addresses is helpful when the organization has similar costs for different buildings (e.g., utilities and off-site shelters). l. Reimbursement in one fiscal year may not exceed the approved annual budget. Suppose annual budgeted funds are expended before the end of the first fiscal year. In that case, no additional reimbursements for that fiscal year will be approved, and programs/services are expected to continue. Any unspent funds will be rolled into the next fiscal year if the grant or budget category allows. Programs funded from the state fiscal budget, such as the Housing and Essential Needs program, do not have funds that carry over. m. The CONTRACTOR must retain all backup documentation, including policies and procedures for tracking employee time to grants and calculating holiday and overtime pay. n. Invoices must be easily read, with program expenses organized and labeled. Arrange the backup documentation in the order in which items appear on the invoice. o. Errors: If you make an error in any previous months or overpayments or underpayments, contact the COUNTY to determine the next steps. Monthly spend-down amounts may not be changed after an invoice has been submitted, approved, and paid. p. Allowable Expenses: The first step is to review the Scope of Service in the contract for approved project intervention types and the expenses directly associated with implementing the approved program. The next step is to review the CHG Guidelines. If any questions or clarification about allowable expenses remain, contact the COUNTY before making any purchases to avoid non-reimbursable situations. q. Budget Adjustments/Revisions: Budget adjustments/revisions are when money is moved from one budget category to another. All budget revision requests must use the Contract Budget Transfer Request Form. Budget revisions are allowable up to once per quarter. CHG Contracts will require Commerce approval and follow CHG Guidelines. No more than 10% of the program budget may be transferred, and no money may be transferred from the Rent Budget category. r. Financial Contract Amendments: Contract amendments will be issued when there is a change in the total contract award. Amendments are also required in CHG contracts when the total budget adjustment for the county or sequential adjustments exceed(s) 10% of the award. s. De-obligation of Funds: Budget categories are monitored for over- or underspending. In some cases, a de-obligation of funds will be required for categories that are underspent or tracking to underspend by more than five percent. t. Submit monthly invoices electronically to Todd Parker (tparker@masoncountywa.gov) using the correct naming convention. Each invoice must include: ▪ The name of the agency, Professional Services Contract (rev 07/2025) Page 25 ▪ Date submitted, ▪ Dates of service the invoice represents ▪ Contract number, ▪ Invoice number ▪ Version number when resubmitting invoice corrections ▪ Name of funding source, ▪ Total reimbursement request per funding source, ▪ Salary or Time Worked and benefits are separated ▪ Vacation (PTO), Holiday Pay, and Overtime are separated from Time Worked. ▪ Total hours worked by employees for each program and ensure time-billing. ▪ General Ledgers or backup documentation that includes expenses broken out by the budget category. These reports cannot include client names or identifying information. Use HMIS numbers in the description when any funds are paid on behalf of or, if allowed, directly to the household. The landlord's name is allowable when rental and/or utility assistance payments are made. ▪ All Flexible Fund (CHG 6.3.3) expenses must be pre-approved. It is acceptable to have a list of expenses approved at the start of the contract. ▪ Voucher detail worksheets, if required by the grant, ▪ Spenddown sheet matching the voucher detail worksheet. The subcontractor may not overspend in a budget category. ▪ Any HMIS reports required by the grant. ▪ Signature Page: Signed by the Executive Director, CEO, and/or Board Chair approving that the expenses are accurate and allowable. ▪ Submitted by the Executive Director. Professional Services Contract (rev 07/2025) Page 26 EXHIBIT D DELIVERABLE TABLE Date Due / Frequency Deliverable Name & Description No later than thirty (30) days of the date of execution Contract requirements identified under the Special Terms and Conditions section of the contract Monthly – complete, accurate, and approved by the 15th of each month An invoice and voucher detail worksheet, and, at a minimum, a general ledger generated by the organization’s accounting system. The General Ledger must include transaction-level detail for all costs that have been paid and are being claimed for reimbursement. These documents are due to the COUNTY by the 15th of the month following the month in which services were provided. Monthly – by the 15th of each month • Eviction Prevention Log: Each organization operating an Eviction Prevention Program will develop a tracking mechanism to provide essential program data that tracks contacts and processing time to determine the demand and funding needs. • Rapid Re-Housing Placement Report: Each organization operating a Rapid Re-Housing Program will report placement to rental properties. Quarterly: • 1st Qtr: Oct 10 • 2nd Qtr: Jan 10 • 3rd Qtr: April 10 • 4th Qtr: July 10 • HMIS Data Quality (HUD 225) Report: Review the report for the number of people and heads of household served and data quality, timeliness, and accuracy. • HMIS OUTS – Reports Exits to Permanent Housing: o Emergency Shelter = 50% o Rapid Re-Housing = 80% o Permanent Supportive Housing = 95% • Landlord Outreach: All programs with an “exit to permanent housing” target must conduct targeted landlord-specific outreach. Documentation will include the date and type of outreach. Any events will also include a sign-in sheet as supporting documentation. Landlord-specific outreach includes, but is not limited to, both active and passive means such as events, newsletters, in-person meetings, associations, and group meetings. CONTRACTOR is encouraged to partner with other providers to satisfy this requirement and maximize participant benefits. Include the COUNTY in all electronic landlord outreach efforts. • Training Log: Each agency must identify staff to attend and complete trainings. These staff should include staff that provide direct services, supervisors of direct service staff, and staff that manage homeless grants. • Narrative Report (Optional): Agencies can use this report to share successes or challenges/barriers encountered during the quarter. Annually • Local Homeless Housing Plan (CHG 2.1.4.1): According to RCW 43.185c, the homeless response system must submit a local homeless housing plan every five years. All agencies must actively participate in the plan's development, implementation, and annual plan updates and be accountable for the measures of success and program/system performance requirements adopted in the plan. Each agency will submit a Work Plan and provide annual plan updates. • Annual County Expenditure Report (CHG 2.1.4.2): All agencies that enter data into HMIS must coordinate with the COUNTY to submit a complete and accurate report of program funding information to the Department of Commerce. • Point-in-Time Count (2.1.4.3): All agencies must actively participate in the PIT Count to obtain a complete count of people experiencing homelessness in Mason County. • Street Outreach Data: Data collected from street outreach efforts, such as the number of encampments and individuals encountered, service needs, and referrals to other sectors, are essential to understanding community and client needs and designing a system that meets these needs. Other Annual Assessment Monthly Report: Each agency receives a monthly report to track when annual assessments are due. Use this report to ensure that all annual assessments are completed on time. Professional Services Contract (rev 07/2025) Page 27 EXHIBIT E PERFORMANCE REQUIREMENTS A. Housing Outcomes: For each intervention type funded by the Consolidated Homeless Grant, grantees must adopt the required housing outcome performance measure outlined in the Consolidated Homeless Grant Guidelines, Appendix D, Table A. Grantees must improve housing outcomes by making progress towards the statewide performance target. a. Emergency Shelter: 50% Exits to Permanent Housing b. Rapid Re-Housing: 80% Exits to Permanent Housing c. Permanent Supportive Housing: 95% Exits to Permanent Housing d. Homelessness Prevention: Housing retention after 6 months, and 95% of households that exit to a permanent housing destination must not enter a homeless type HMIS project after exit. B. Equitable Outcomes: For each of the required housing outcome performance measures, outcomes across racial and ethnic demographics should not be significantly less than the overall rate. The “overall rate” refers to the rate of a particular intervention type’s total exits to positive outcomes. This is inclusive of all ethnic or racial categories. C. Equitable Access: While not a formal performance measure that will be monitored, grantees are expected to use equitable access data to identify underserved populations, assess the impact of their access strategies and work to improve equitable access as needed. Grantees can access this data through the Washington Balance of State Equitable Access Dashboard which compares the race and ethnicity of households entering the homeless system (HMIS) to the race and ethnicity of the homeless and unstably housed populations (The Snapshot Report). Professional Services Contract (rev 07/2025) Page 28 EXHIBIT F ATTESTATION I do hereby certify that to the best of my knowledge, the following is true, accurate, and complete: All contractors, including by and for organizations, attest that all are bound to all contracts, including contracts between the Department of Commerce and Mason County Public Health and Human Services, and/or any subrecipients. I have reviewed all pass-through contract language, have received copies, and agree to be bound to these terms. I have read all guidelines specific to the fund source and policies set forth by the Department of Commerce and Mason County Public Health and Human Services, and agree to follow. Name (printed) _________________________________________________________ Name (signature) _______________________________________________________ Title __________________________________________________________________ Agency _______________________________________________________________ Date _______________________ Mason County Agenda Request Form To: Board of Mason County Commissioners Item No. From: Melissa Casey Ext: 404 Department: Public Health Briefing: ☒ Action Agenda: ☒ Public Hearing: ☐ Special Meeting: ☐ Briefing Date(s): 8/25/2025 Agenda Date(s): 9/2/25 Internal Review: ☐ Finance ☐ Human Resources ☐ Legal ☐ IT ☐ Risk ☒ Other (Please ensure proper internal review channels have been followed, this is the responsibility of the requesting Department) Item: Surplus Substance Use Mobile Outreach RV Background/Executive Summary: The current vehicle used for the Substance Use Mobile Outreach and syndemic clinical services requires $16,936 in repairs, which is more than the county paid ($15,000) to purchase the vehicle in 2018. The RV is currently being stored at the repair shop and is incurring storage fees until it can be towed and disposed of; Public Health is working with Kelly Frazier to surplus the RV. On the 8/19/25 action agenda, the board approved the purchase of a Mobile Clinic, which will replace the RV for the Substance Use Mobile Outreach. Associated Costs/Budget Impact (amount, funding source, budget amendment, etc.): No impact to general fund; the cost of towing and disposal ($1,500) and storage fees ($382.20), will be covered by DOH grant Public Outreach: N/A Requested Action: Move to 9/2/25 action agenda for approval to surplus Attachment(s): Imperial Truck & RV Repair Estimate (vs. surplus) Estimate Date 7/8/2025 Estimate # 25-0548 Name / Address MC Health Department 360-531-0272 - Christina Date / time printed Vehicle # Make/Mod '02 Jamboree VIN 1FDXE45S41HB02904 Mileage 53832 JOB NUMBER Total Subtotal Sales Tax (9.2%) Imperial Custom Body and Diesel, Inc. DBA - Imperial Truck & RV 5630 Imperial Way SW Bremerton, WA 98312 Phone: (360) 674-2196 Description Qty Rate Total #1 R&R engine #1 Labor Hours - Mechanical R&R engine (20)20 150.00 3,000.00T Engine (Jasper)1 8,126.00 8,126.00T NBH 8948 - Upper radiator hose 1 26.99 26.99T NBH 8952 - Lower radiator hose 1 82.99 82.99T TEM 273395 - Radiator fan clutch 1 174.99 174.99T ECH IC369 - Coil pack 10 57.992 579.92T NGK 3186 - Spark Plugs 10 6.49 64.90T CRB 238769 - Injectors 10 89.32 893.20T BAO 8PK2515 - Serpentine Belt 1 67.99 67.99T NBH 38191 - Tensioner 1 87.99 87.99T NBH 36234 - Idler pulley 2 51.99 103.98T 1372 - Filter, Oil 1 13.49 13.49T Oil 5w-20/qt 8 4.59 36.72T BC2Z 9448 C - GASKET 2 43.33 86.66T BC2Z 9448 A - GASKET 2 46.33 92.66T N811313 S431 - STUD M8X19+M8X21.7 H 20 3.88 77.60T W701706 S2 - NUT M8 HEX FLNG P/T 20 1.63 32.60T F75Z 6020 BA - GASKET 1 14.82 14.82T F75Z 6020 AA - GASKET 1 14.04 14.04T F75Z 6020 CA - GASKET 1 14.47 14.47T FC2Z 6710 A - GASKET - OIL PAN 1 58.83 58.83T YC3Z 6582 DA - COVER - CYLIND 1 245.01 245.01T DC2Z 6582 C - COVER - CYLIND 1 160.66 160.66T #1A Labor Hours - Mechanical - R&R sway bar bushings 2 150.00 300.00T PCC HB1672 - Front sway bar bushing 1 20.99 20.99T PCC HB1629 - Rear sway bar bushing 1 14.49 14.49T Page 1 Estimate Date 7/8/2025 Estimate # 25-0548 Name / Address MC Health Department 360-531-0272 - Christina Date / time printed Vehicle # Make/Mod '02 Jamboree VIN 1FDXE45S41HB02904 Mileage 53832 JOB NUMBER Total Subtotal Sales Tax (9.2%) Imperial Custom Body and Diesel, Inc. DBA - Imperial Truck & RV 5630 Imperial Way SW Bremerton, WA 98312 Phone: (360) 674-2196 Description Qty Rate Total #1B Labor Hours - Mechanical - R&R rear leaf spring shackles 1 150.00 150.00T NOE 722004 - Rear leaf spring shackles 2 53.99 107.98T #1C Labor Hours - Mechanical - R&R cat convertor * Subcontract out to kitsap muffler*0 150.00 0.00T #1 D Labor Hours - Mechanical - Repair valve cover leak at drivers side fire wall 3.4 150.00 510.00T #1 E Labor Hours - Mechanical - Repack or replace bearings 2 150.00 300.00T Storage Fee - Implemented 2 business days after notification of work completion. (as clearly posted in customer area of shop) 2 25.00 50.00T Page 2 $16,936.89 $15,509.97 $1,426.92 Mason County Agenda Request Form To: Board of Mason County Commissioners Item No. From: Mike Collins, PE, PLS, County Engineer Ext: 450 Department: Public Works Briefing: ☒ Action Agenda: ☒ Public Hearing: ☐ Special Meeting: ☐ Briefing Date(s): August 25, 2025 Agenda Date(s): September 2, 2025 Internal Review: ☐ Finance ☐ Human Resources ☐ Legal ☐ IT ☐ Risk ☐ Other (Please ensure proper internal review channels have been followed, this is the responsibility of the requesting Department) Item: Request for Proposals for On-Call Hydraulic Services Background/Executive Summary: Public Works is requesting Board authorization to issue a Request for Proposals (RFP) for On- Call Hydraulic Services to support a range of infrastructure, capital, and maintenance projects anticipated in the 2026–2027 calendar years. These services are necessary for timely response to hydraulic needs in transportation and utility planning and design. Staff would like to include an option for the County Engineer to extend the term for an additional one-year period, through 2028, at the County Engineer’s discretion. Associated Costs/Budget Impact (amount, funding source, budget amendment, etc.): Total expenditures under this agreement shall not exceed $200,000 per calendar year. Funding for the on-call hydraulic services will be provided through Road Fund. This service will be incorporated into the annual Road Fund budget for the applicable years. Public Outreach: Staff will use the County MRSC Consultant Roster to solicit the RFP for Hydraulic Services. Requested Action: Requesting the Board authorize the County Engineer to procure and enter into a two-year agreement for On-Call Hydraulic Services as necessary for the 2026-2027 calendar years from the County MRSC Consultant Roster, with an option for the County Engineer to extend an additional year, The maximum expenditure should not exceed $200,000 per calendar year. Attachment(s): None Mason County Agenda Request Form To: Board of Mason County Commissioners Item No. From: Loretta Swanson, Director Ext: 769 Department: Utilities & Waste Briefing: ☐ Action Agenda: ☒ Public Hearing: ☐ Special Meeting: ☐ Briefing Date(s): 8/26/2025, 3/24/2025 & 3/10/2025 Agenda Date(s): September 2, 2025 Internal Review: ☐ Finance ☐ Human Resources ☒ Legal ☐ IT ☐ Risk ☐ Other (Please ensure proper internal review channels have been followed, this is the responsibility of the requesting Department) Item: Interlocal Agreement with City of Bremerton for Sanitary Sewer Service Background/Executive Summary: Nearly one year ago the city of Bremerton sent a request to receive wastewater service from the Belfair water reclamation facility. To date no decision has been made by the Board whether to provide a conditional letter of service to Bremerton. The city and county met on May 15, 2025, to discuss a potential ILA. This was followed by a July 8th correspondence from Commissioners to Mayor Wheeler summarizing key meeting takeaways and an August 12th response from Mayor Wheeler. Commissioners have expressed an interest in continuing the sewer service conversation and sending the attached ILA for further feasibility discussions with Bremerton. Associated Costs/Budget Impact: There may be costs associated with assessing feasibility, yet to be determined based on the scope of work and who is performing that work. Public Outreach: Commission briefings, workshops, and actions. Letter to Mayor Wheeler summarizing key takeaways shared with stakeholders. North Mason Voice presentation by City Engineer, Ned Lever Requested Action: Request the Board of County Commissioners approve and authorize the Chair to sign an Interlocal Agreement with the City of Bremerton regarding the potential provision of sanitary sewer service from the Belfair Water Reclamation Facility. Attachment(s): 1. ILA 2. July 8, 2025, letter from Commissioners to Mayor Wheeler 3. August 12, 2025, Letter from Mayor Wheeler to Commissioners October 8, 2019 August 12, 2025 Dear Honorable Commissioners, RE: Sewer Service for the South Puget Sound Industrial Center (PSIC) Thank you for your letter dated July 8, 2025 which outlined the discussion we shared on May 15. We look forward to meeting with you and your staff to continue the discussion about sewer service for South PSIC. It is my understanding that Loretta Swanson will be providing some available dates so that we can continue the discussion at your location as we did previously. In an effort to focus our next discussion, I have provided comments for each of the bullets in your letter as follows: • Service Area Map: A draft service area map has been provided to Loretta Swanson and is attached to this letter. • Requested Capacity: Clarification, the request is 0.16 MGD over a 20-year period. • Infrastructure Dependencies: Agreed. • County Capacity & Requirements: It is understood that capital improvements are required to provide additional capacity. Permitting revisions warrant discussion given the recent concerns expressed by Ecology. • Economic Impact Concerns: The concerns are noted. Mitigation of economic impacts warrants further discussion. • Zoning Flexibility: We do not propose restricting zoning in the proposed service area. • Growth Scenarios: This warrants further discussion. • Fair Share Contributions: This warrants further discussion. • Ownership and Maintenance: We do intend to own and maintain the infrastructure within our service area. We are not proposing a merger like LOTT at this time. Mayor Greg Wheeler greg.wheeler@ci.bremerton.wa.us Tel 360-473-5266 Fax 360-473-5883 345 6th Street, Suite 100 Bremerton, WA 98337-1873 ⚫ Page 2 August 12, 2025 • Environmental & Liability Considerations: These concerns are typically addressed during the design and permitting process. Mason County should investigate this independently to inform their decision. • Comprehensive Plans: These plans will need to reflect the same approach for providing sewer to South PSIC. • Future Independent Sewer Facility: Ideally, this is unnecessary. The current 0.16 MGD request does not reflect the potential full buildout flow for South PSIC. Bremerton will only pursue another facility if the developed flow surpasses Mason County’s capacity (or willingness) to provide additional service if necessary. • Stakeholder Engagement: It is agreed that stakeholders will need to be informed and provided the opportunity to comment once a decision to provide service has been made. • Grant Fund Management: We are committed to working collaboratively to administer the grant funds. We are willing to travel to meet at your location as we did before. If you would like to maintain the public facing discussion, please provide some dates and times that will work for the next meeting. Sincerely, Greg Wheeler Mayor Enclosure Cc: Travis Adams, Mason County Administrator Loretta Swanson, Mason County Director of Public Works MEETING Commissioner Regular Meeting DATE TIME September 2, 2025 9 a.m. LOCATION Commission Chambers DO YOU NO NAME PHONE EMAIL CITY, STATE WISH TO TESTIFY 1 2 3 4 5 6 7 8 9 10 11 12 13 *Attendance rosters are subject to the Public Records Act; RCW 42.56