HomeMy WebLinkAboutCommunity Development Block Grant - ContractDocusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Washington State
Department of
Col erce
Federal Interagency Agreement with
MASON COUNTY
through
Community Development Block Grant (CDBG) Program
Public Services Grants
Grant Number: 25-64210-010
For
Public Services through
Community Action Council of Lewis, Mason & Thurston Counties
to low- and moderate -income persons in Lewis and Mason counties.
Dated: July 01, 2025
Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Wasliing.on Slate
Department of
(,orreI ce
Table of Contents
Face Sheet 4
Special Terms and Conditions 5
1. Definitions 5
2. Authority 5
3. Acknowledgement of Federal Funding 5
4. Grant Management 5
5. Compensation and Expenses 6
6. Subgrantee(s)/Subcontractor(s) Data Collection 6
7. Indirect Costs 6
8. Billing Procedures and Payment 6
9. Audit 7
10. Fraud and Other Loss Reporting 7
11. Debarment 7
12. Insurance 8
13. Closeout 10
14. Public Records Act 10
15. Reduction in Funds 11
16. Order of Precedence 11
General Terms and Conditions 12
1. Definitions 12
2. All Writings Contained Herein 12
3. Amendments 12
4. Assignment 13
5. Breaches of Other State Contracts 13
6. Code Requirements 13
7. Confidentiality and Safeguarding of Information 13
8. Copyright 13
9. Disputes 14
10. Governing Law and Venue 14
11. Indemnification 14
12. Licensing, Accreditation, and Registration 14
13. Publicity 14
14. Recapture 14
15. Records Maintenance 15
16. Registration with Department of Revenue and Secretary of State 15
17. Right of Inspection 15
18. Savings 15
19. Severability 15
20. Site Security 15
21. Subgranting/Subcontracting 15
22. Survival 16
23. Taxes 16
24. Termination for Cause 16
25. Termination for Convenience 17
26. Termination or Suspension for Loss or Reduction of Funding 17
27. Termination Procedures 17
28. Treatment of Assets 18
29. Waiver 18
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Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Attachment A: Community Development Block Grant Requirements 19
1. General Compliance 19
2. 2 CFR 200 19
3. Prohibited Activities 19
4. Property Standards 19
5. Federal Funding Accountability and Transparency Act (FFATA) 19
6. Build America, Buy America 19
7. Environmental Review 19
8. Historical or Cultural Artifacts, Human Remains 20
9. Relocation, Real Property Acquisition 20
10. Acquisition and Disposition of Assets 20
11. Labor Standards and Employment 20
12. Section 3 of the Housing and Urban Development Act of 1968 21
13. Performance Reporting 22
14. Program Income 22
15. Nondiscrimination 22
16. Conduct 23
17. Religious Activity 24
Attachment B — Scope of Work and Budget 25
Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Washing:on Stale
Department of
C:oinrnerce
Face Sheet
Local Government Division
Community Development Block Grant (CDBG) Program
Grant Number: 25-64210-010
Q Subrecipient
❑ Contractor
1. GRANTEE
Mason County
411 North 5th Street
Shelton, WA 98584
2. GRANTEE Doing Business As (optional)
N/A
3. GRANTEE Representative
Kathy Chaussee, Senior Financial Analyst
360-427-9670 ext. 531
Kathyc@masoncountywa.gov
4. COMMERCE Representative
Roberta Golden, Project Manager
PO Box 42525/1011 Plum Street SE, Olympia, WA 98504
360-725-5020 I Roberta.golden@commerce.wa.gov
5. Grant Amount
$105,000
6. Funding Source
Federal: ✓ State: Other:
7. Start Date
July 01, 2025
8. End Date
June 30, 2026
9. Federal Funds Federal Agency ALN (CFDA#) Indirect Rate
$105,000 U.S. Department of Housing 14.228 N/A
and Urban Development (HUD)
10.TaxID#
On File
11.SWV#
0001893-11
12.UBI#
232-002-101
13.UEI#
SNAXPBGW4VR4
14. Award Method NOFO/RFX# Proviso#
0 Competitive N/A N/A
El Non -Competitive
15. Grant Purpose
Public Services through Community Action Council of Lewis, Mason & Thurston Counties to low- and moderate -
income persons in Lewis and Mason counties. A full description of the project is in Attachment "B" Scope of Work and
Budget.
COMMERCE, defined as the Department of Commerce, and the GRANTEE, as defined above, acknowledge and
accept the terms of this Grant Agreement and Attachments and have executed this Grant Agreement on the date
below and warrant they are authorized to bind their respective agencies. The rights and obligations of both parties to
this Grant Agreement are governed by this Grant Agreement and the following other documents incorporated by
reference: Grantee Terms and Conditions including Attachment "A" — Community Development Block Grant
Requirements and Attachment "B" — Scope of Work and Budget.
FOR GRANTEE
�Signed by:
5 vv Tz"'h,
CCFmApccEB0122...
FOR COMMERCE
DocuSigned by:
1 kola 1'7 A
80312801866C468...
Sharon Trask, Chair
Mason County Board of County Commissioners
10/21/2025 111:59 AM PDT
Mark K. Barkley, Assistant Director
Local Government Division
10/27/2025 1 4:01 PM PDT
Date
TEMPLATE APPROVED AS TO FORM ONLY
Lisa Koperski, Assistant Attorney General
September 23, 2025
Date
Page 4 of 25
Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Wasliiny:on State
Department of
Commerce
Special Terms and Conditions
1. Definitions
A. "Contractor" and "GRANTEE" in this Grant Agreement, and the term "subrecipient" found in the
federal Community Development Block Grant (CDBG) rules and regulations, shall mean the same.
B. "Low- and moderate -income" shall mean a household income equal to or less than 80 percent of
area median income adjusted by family size.
C. "Subgrantee(s)/Subcontractor(s)" shall mean one not in the employment of the GRANTEE, who is
performing all or part of those services under this Grant Agreement under a separate agreement
with the GRANTEE. The terms "Subgrantee(s)/Subcontractor(s)" mean
subgrantee(s)/subcontractor(s) in any tier.
D. "Subrecipient" shall mean a non-federal entity that expends federal awards received from a pass -
through entity to carry out a federal program, but does not include an individual that is a beneficiary
of such a program. It also excludes vendors that receive federal funds in exchange for goods and/or
services in the course of normal trade or commerce.
2. Authority
COMMERCE and GRANTEE enter into this Grant Agreement pursuant to the authority granted by the
Interlocal Cooperation Act, RCW 39.34.
3. Acknowledgement of Federal Funding
Federal Award Identification Number (FAIN): B-25-DC-53-0001
Federal Award Date: September 24, 2025
Federal Awarding Agency: U.S. Department of Housing and Urban Development (HUD)
Subaward from Commerce State CDBG Program to GRANTEE: $105,000.00
Awarding official: Joe Nguyen, Director (360) 725-4021
Research & Development (R&D): Award will not be used for R&D
Unless otherwise specifically authorized herein, the budget period start and end dates shall be the
same as the start and end dates on the Face Sheet.
The GRANTEE agrees that any publications (written, visual, or sound) but excluding press releases,
newsletters, and issue analyses, issued by the GRANTEE describing programs or projects funded, in
whole or in part, with federal funds under this Grant Agreement, shall contain the following statements:
"This project was supported by Grant No. B-25-DC-53-0001 awarded by the U.S.
Department of Housing and Urban Development (HUD). Points of view in this document
are those of the author and do not necessarily represent the official position or policies
of HUD. Grant funds are administered by the Community Development Block Grant
Program, Washington State Department of Commerce."
4. Grant Management
The Representative for each of the parties shall be responsible for and shall be the contact person for
all communications and billings regarding the performance of this Grant Agreement.
The Representative for COMMERCE and their contact information are identified on the Face Sheet of
this Grant Agreement.
The Representative for the GRANTEE and their contact information are identified on the Face Sheet
of this Grant Agreement.
Page 5 of 25
Docusign Envelope ID: 034A16FD-9F84-4859-9A6F-2FC7CBDA68AC
Waslring:on Slate
Department of
Commerce
5. Compensation and Expenses
COMMERCE shall pay an amount not to exceed the Grant Amount identified on the Face Sheet of this
Grant Agreement for the performance of all things necessary for or incidental to the performance of
work as set forth in the Scope of Work in Attachment "B" - Scope of Work and Budget.
GRANTEE shall receive reimbursement for approved expenses as identified below or as authorized in
advance by COMMERCE as reimbursable. The maximum amount to be paid to the GRANTEE for authorized
expenses shall not exceed the Grant Amount identified on the Face Sheet.
GRANTEE shall receive reimbursement for travel and other expenses as authorized in advance by
COMMERCE as reimbursable. GRANTEE shall receive compensation for travel expenses at current
state rate and in accordance with the t o ash,ngton Office of Fanarcaai Management T raye'
Reci ations
6. Subgrantee(s)/Subcontractor(s) Data Collection
GRANTEE will submit reports, in a form and format to be provided by COMMERCE and at intervals
as agreed by the parties, regarding work under this Grant Agreement performed by
Subgrantee(s)/Subcontractor(s) and the portion of grant funds expended for work performed by
Subgrantee(s)/Subcontractor(s), including but not necessarily limited to minority -owned, woman -
owned, and veteran -owned business Subgrantee(s)/Subcontractor(s).
"Subgrantee(s)/Subcontractor(s)" shall mean Subgrantee(s)/Subcontractor(s) of any tier.
7. Indirect Costs
The GRANTEE shall provide their indirect cost rate that has been negotiated between their entity and
the federal government. If no such rate exists, a de minimis indirect cost rate of up to 15% of modified
total direct costs (MTDC) may be used.
8. Billing Procedures and Payment
COMMERCE will pay GRANTEE upon acceptance of deliverables or services provided and receipt of
properly completed invoices, which shall be submitted to COMMERCE via the Contracts Management
System (CMS).
The invoices shall describe and document, to COMMERCE's satisfaction, a description of the work
performed, the progress of the project, and any expenses to be reimbursed. The invoice shall include
the Grant Number identified on the Face Sheet of this Grant Agreement. If expenses are invoiced,
provide a detailed breakdown of each type. Except for approved indirect costs, if any, a receipt must
accompany any single expense in the amount of $50.00 or more to receive reimbursement.
Any expense reimbursed under this Grant Agreement which is later determined to be unallowable must
be repaid according to the terms COMMERCE provides.
Payment shall be considered timely if made by COMMERCE within thirty (30) calendar days after
receipt of properly completed invoices. Payment shall be made electronically utilizing Contractor's
Statewide Vendor (SWV) number.
COMMERCE may, in its sole discretion, terminate the Grant Agreement or withhold payments claimed
by the GRANTEE for services rendered if the GRANTEE fails to satisfactorily comply with any term or
condition of this Grant Agreement, including completion of the CDBG program Environmental Review
and the release of funds (if applicable).
No payments in advance or in anticipation of services or supplies to be provided under this Grant
Agreement shall be made by COMMERCE.
If subgranting and/or subcontracting is authorized by COMMERCE, all Subgrantee(s)/Subcontractor(s)
payments are reimbursable expenses within the meaning of this Grant Agreement. GRANTEE must
have, and may be required to demonstrate, the means to pay each and every
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Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
\A/ashinc on State
Dep rneni of
Commerce
Subgrantee(s)/Subcontractor(s). Failure to pay Subgrantee(s)/Subcontractor(s) as agreed may result
in suspension or termination of this Grant Agreement.
COMMERCE may, in its sole discretion, withhold up to 5% of the Grant Amount identified on the Face
Sheet until acceptance by COMMERCE of project completion.
Invoices and End of Fiscal Year
Invoices are due on the 20th of the month following the provision of services.
If applicable, final invoices for a state fiscal year may be due sooner than the 20th and Commerce will
provide notification of the end of fiscal year due date. The Subgrantee(s)/Subcontractor(s) must invoice
for all expenses from the beginning of the Grant Agreement through June 30, regardless of the Grant
Agreement start and end date.
Duplication of Billed Costs
The GRANTEE shall not bill COMMERCE for services performed under this Agreement, and
COMMERCE shall not pay the GRANTEE, if the GRANTEE is entitled to payment or has been or will
be paid by any other source, including grants, for that service.
Disallowed Costs
The GRANTEE is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its Subgrantee(s)/Subcontractor(s).
Unless otherwise authorized by COMMERCE in writing, reimbursable payroll costs shall not include
employee overtime nor bonus pay. The GRANTEE is responsible for any audit exceptions or disallowed
costs incurred by its own organization or that of its Subgrantee(s)/Subcontractor(s).
9. Audit
If the GRANTEE expends $1,000,000 or more in federal awards as a Subrecipient from any and all
sources in a fiscal year, the GRANTEE shall procure and pay for a single audit or a program -specific
audit for that fiscal year in accordance with 2 CFR 200 Subpart F. In accordance with 2 CFR 200.501(h),
for -profit Subrecipients expending $1,000,000 or more in federal awards in a fiscal year are also
required to procure and pay for a single audit or program -specific audit for that fiscal year.
Upon completion of each audit GRANTEE shall send all audit documentation to the Federal Audit
Clearinghouse.
If the GRANTEE expends Tess than $1,000,000 in federal awards as a Subrecipient from any and all
sources in a fiscal year the GRANTEE shall notify COMMERCE they did not meet the audit requirement
threshold within 30 calendar days of the end of that fiscal year.
10. Fraud and Other Loss Reporting
GRANTEE shall report in writing all known or suspected fraud or other loss of any funds or other
property furnished under this Grant Agreement immediately or as soon as practicable to the
Commerce Representative identified on the Face Sheet.
11. Debarment
A. GRANTEE, defined as the primary participant and it principals, certifies by signing these General
Terms and Conditions that to the best of its knowledge and belief that they:
i. Are not presently debarred, suspended, proposed for debarment, declared ineligible or
voluntarily excluded from covered transactions by any Federal department or agency.
ii. Have not within a three-year period preceding this Grant Agreement, been convicted of or
had a civil judgment rendered against them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or performing a public or private agreement
Page 7 of 25
Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
4 .Or) State
Deparment of
COMIlleree
or transaction, violation of Federal or State antitrust statutes or commission of
embezzlement, theft, forgery, bribery, falsification or destruction of records, making false
statements, tax evasion, receiving stolen property, making false claims, or obstruction of
justice;
iii. Are not presently indicted for or otherwise criminally or civilly charged by a governmental
entity (Federal, State, or local) with commission of any of the offenses enumerated in
paragraph (1)(b) of federal Executive Order 12549; and
iv. Have not within a three-year period preceding the signing of this Grant had one or more
public transactions (Federal, State, or local) terminated for cause of default.
B. Where the GRANTEE is unable to certify to any of the statements in this Grant Agreement, the
GRANTEE shall attach an explanation to this Grant Agreement.
C. The GRANTEE agrees by signing this Grant Agreement that it shall not knowingly enter into any
lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or
voluntarily excluded from participation in this covered transaction, unless authorized by
COMMERCE.
D. The GRANTEE further agrees by signing this Grant Agreement that it will include the clause titled
"Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -Lower Tier
Covered Transaction," as follows, without modification, in all lower tier covered transactions and in
all solicitations for lower tier covered transactions:
I. The lower tier Subgrantee(s)/Subcontractor(s) certifies, by signing this Grant Agreement that
neither it nor its principals is presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from participation in this transaction by any
Federal department or agency.
ii. Where the lower tier Subgrantee(s)/Subcontractor(s) is unable to certify to any of the
statements in this Grant Agreement, such contractor shall attach an explanation to this Grant
Agreement.
E. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction,
person, primary covered transaction, principal, and voluntarily excluded, as used in this Section,
have the meanings set out in the Definitions and Coverage sections of the rules implementing
Executive Order 12549. GRANTEE may contact COMMERCE for assistance in obtaining a copy
of these regulations.
12. Insurance
A. Insurance Requirements for Reimbursable Activities
The GRANTEE must have insurance coverage that is substantially similar to the coverage
described in Section 15B below for all periods in which GRANTEE performed work for which it will
seek reimbursement. The intent of the required insurance is to protect the State of Washington
should there be any Claims, suits, actions, costs, damages or expenses arising from any loss or
negligent or intentional act or omission of the GRANTEE or Subgrantee(s)/Subcontractor(s), or
agents of either, while performing under the terms of this Grant Agreement.
B. Additional Insurance Requirements During the Term of the Grant Agreement
i. The GRANTEE shall provide proof to COMMERCE of insurance coverage that shall be
maintained in full force and effect, as indicated below, and shall submit renewal certificates
not less than 30 calendar days prior to expiration of each policy required under this Section:
a. Commercial General Liability Insurance Policy. Provide a Commercial General
Liability Insurance Policy, including contractual liability, written on an occurrence basis,
in adequate quantity to protect against legal liability arising out of or related to this Grant
Agreement but in no less than $1,000,000 per occurrence. Additionally, the GRANTEE
is responsible for ensuring that any Subgrantee(s)/Subcontractor(s) provide adequate
Page 8 of 25
Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Washing Department of
Commerce
erce
insurance coverage for the activities arising out of or related to subgrants and/or
subcontracts (if any). Commercial General Liability Insurance coverage shall be
maintained in full force and effect during the term of this Grant Agreement and throughout
the term of the deed of trust, if applicable.
b. Property Insurance. The GRANTEE shall keep the property insured in an amount
sufficient to permit such insurance to be written at all times on a replacement cost basis.
Such insurance shall cover the following hazards, as applicable:
1. Loss or damage by fire and such other risks;
2. Loss or damage from leakage or sprinkler systems now or hereafter installed in any
building on the premises;
3. Loss or damage by explosion of steam boilers, pressure vessels, oil or gasoline
storage tanks, or similar apparatus now or hereafter installed in a building or building
on the premises.
This property insurance coverage must be maintained in full force and effect throughout
the term of this Grant Agreement and the term of the deed of trust, if applicable.
c. Professional Liability, Errors, and Omissions Insurance. If GRANTEE will be
providing any professional services to be reimbursed under this Grant Agreement, the
GRANTEE shall maintain Professional Liability or Errors and Omissions Insurance with
minimum limits of no less than $1,000,000 per occurrence to cover all activities by the
GRANTEE and licensed staff employed or under contract to the GRANTEE. The State
of Washington, the Department of Commerce, its agents, officers, and employees need
not be named as additional insureds under this policy. This insurance must be
maintained throughout the term of the deed of trust, if applicable. GRANTEE shall require
that any Subgrantee(s)/Subcontractor(s) providing professional services that are
reimbursable under this Grant Agreement maintain Professional Liability or Errors and
Omissions Insurance at the coverage levels set forth in this subsection.
d. Fidelity Insurance. Every officer, director, employee, or agent who is authorized to act
on behalf of the GRANTEE for the purpose of receiving or depositing funds into program
accounts or issuing financial documents, checks, or other instruments of payment for
program costs shall be insured to provide protection against loss where:
1. The amount of fidelity coverage secured pursuant to this Grant Agreement shall
be $2,000,000 or the highest of planned reimbursement for the Grant Agreement
period, whichever is lower. Fidelity insurance secured pursuant to this paragraph
shall name the State of Washington, the Department of Commerce, its agents,
officers, and employees as beneficiary.
2. Subgrantee(s)/Subcontractor(s) that receive $10,000 or more per year in funding
through this Grant Agreement shall secure fidelity insurance as noted above.
Fidelity insurance secured by Subgrantee(s)/Subcontractor(s) pursuant to this
paragraph shall name the GRANTEE and the GRANTEE's fiscal agent (if any) as
beneficiary.
3. Fidelity Insurance coverage shall be maintained in full force and effect from the
start date of this Grant Agreement until GRANTEE has submitted a Closeout
Certification Form, subject to the following: Fidelity Insurance must be issued on
either (a) a "loss sustained" basis; or (b) if issued on a "loss -discovered" basis,
provide coverage for at least 6 months following the date of COMMERCE's receipt
of the Closeout Certification Form.
ii The insurance required shall be issued by an insurance company authorized to do business
within the State of Washington. Except as otherwise set forth in this Section, each insurance
policy shall name "the State of Washington the Department of Commerce, its agents, officers,
and employees" as additional insureds on all policies. All policies shall be primary to any other
valid and collectable insurance. The GRANTEE shall instruct the insurers to give
COMMERCE 30 calendar days' advance notice of any insurance cancellation or modification.
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Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Waslrinc on dale
d ' Depa� rnen1 of
Cornmerce
iii. The GRANTEE shall submit to COMMERCE within 15 calendar days of the Grant Agreement
start date, a certificate of insurance which outlines the coverage and limits defined in this
insurance section including, without limitation, the type of insurance coverage under the
policy, the designated beneficiary, who is covered, the amounts, the period of coverage, and
that COMMERCE will be provided 30 days' advance written notice of cancellation. During the
term of the Grant Agreement, the GRANTEE shall submit renewal certificates not less than
30 calendar days prior to expiration of each policy required under this Section. Additionally,
GRANTEE shall provide copies of insurance instruments or certifications at COMMERCE's
request and until six months after Grant Agreement closeout. Copies of such insurance
instruments and certifications will be provided within 15 calendar days of COMMERCE's
request unless otherwise agreed to by the parties.
iv. GRANTEES and Local Governments that Participate in a Self -Insurance Program.
Self-Insured/Liability Pool or Self -Insured Risk Management Program — With prior approval
from COMMERCE, the GRANTEE may provide the coverage above under a self-
insured/liability pool or self -insured risk management program. In order to obtain permission
from COMMERCE, the GRANTEE shall provide: (1) a description of its self-insurance program,
and (2) a certificate and/or letter of coverage that outlines coverage limits and deductibles. All
self -insured risk management programs or self-insured/liability pool financial reports must
comply with Generally Accepted Accounting Principles (GAAP) and adhere to accounting
standards promulgated by: 1) Governmental Accounting Standards Board (GASB), 2) Financial
Accounting Standards Board (FASB), and 3) the Washington State Auditor's annual
instructions for financial reporting. GRANTEE's participating in joint risk pools shall maintain
sufficient documentation to support the aggregate Claim liability information reported on the
balance sheet. The State of Washington, the Department of Commerce, its agents, and
employees need not be named as additional insured under a self -insured property/liability pool,
if the pool is prohibited from naming third parties as additional insured.
GRANTEE shall provide annually to COMMERCE a summary of coverages and a letter of self-
insurance, evidencing continued coverage under GRANTEE's self-insured/liability pool or self -
insured risk management program. Such annual summary of coverage and letter of self-
insurance will be provided on the anniversary of the start date of this Grant Agreement.
13. Closeout
COMMERCE will advise the GRANTEE to initiate closeout procedures when there are no impediments
to closing and the following criteria have been met or soon will be met:
A. All costs have been incurred with the exception of closeout costs and any unsettled third -party
claims against the GRANTEE.
B. The GRANTEE has held a public hearing to review program performance.
C. The GRANTEE has submitted the Contract Closeout Report. Failure to submit a report will not
preclude COMMERCE from effecting closeout if it is deemed to be in the state's interest.
14. Public Records Act
Notwithstanding General Terms and Conditions Section 5 (Confidentiality and Safeguarding of
Information), COMMERCE is a public agency subject to the Public Records Act, RCW 42.56 (PRA).
Under the PRA, all materials relating to the conduct of government or the performance of any
governmental or proprietary function prepared, owned, used, or retained by COMMERCE or its
functional equivalents are considered public records. The PRA requires that public records responsive
to a public records request be promptly produced unless the PRA or an "other statute" exempts such
records from production. This Grant Agreement is not intended to alter COMMERCE's obligations
under the PRA. The parties agree that if COMMERCE receives a public records request for files that
may include confidential information under General Terms and Conditions Section 5 (Confidentiality
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Wasliing.on State
„ Depar;meni of
C.•orumerce
and Safeguarding of Information), COMMERCE may notify the other party of the request and of the
date that the records will be released to the requester unless GRANTEE obtains a court order enjoining
disclosure. If the GRANTEE fails to obtain the court order enjoining disclosure, COMMERCE may
release the requested information on the date specified. If the GRANTEE obtains a court order from a
court of competent jurisdiction enjoining disclosure pursuant to the PRA, COMMERCE shall maintain
the confidentiality of the information per the court order.
15. Reduction in Funds
In the event that funds appropriated for the Project contemplated under this Grant Agreement are
withdrawn, reduced, or limited in any way by the Federal government, or other funding source, during
the Grant Agreement period, the parties understand and agree that COMMERCE may suspend,
amend, or terminate the Grant Agreement to abide by the revised funding limitations. The parties
understand and agree that GRANTEE shall be bound by any such revised funding limitations as
implemented at the discretion of COMMERCE and shall meet and renegotiate the Grant Agreement
accordingly.
16. Order of Precedence
In the event of an inconsistency in this Grant Agreement, the inconsistency shall be resolved by giving
precedence in the following order:
• Applicable federal and state of Washington statutes and regulations
• Attachment A — Community Development Block Grant Requirements
• Special Terms and Conditions
• General Terms and Conditions
• Attachment B — Scope of Work and Budget
• Community Development Block Grant (CDBG) policies and procedures including the CDBG
Management Handbook, prepared by Commerce, located at w .commerce.wa.govtCDBG
• COMMERCE grant award letter to GRANTEE
• GRANTEE's application for funding
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Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Wasl Hug .on Slate
Department of
Commerce
General Terms and Conditions
1. Definitions
As used throughout this Grant, the following terms shall have the meaning set forth below:
A. "Authorized Representative" shall mean the Director and/or the designee authorized in writing to
act on the Director's behalf.
B. "COMMERCE" shall mean the Washington Department of Commerce.
C. "Contract" or "Grant Agreement" means the entire written agreement between COMMERCE and
the GRANTEE, including any Exhibits, documents, or materials incorporated by reference and may
constitute a Subaward if so designated. Electronic transmission of a signed copy of a Grant
Agreement shall be the same as delivery of an original.
D. "Contractor" or "GRANTEE" shall mean the entity identified on the face sheet performing service(s)
under this Agreement, and shall include all employees and agents thereof.
E. "Modified Total Direct Costs" (MTDC) shall mean all direct salaries and wages, applicable fringe
benefits, materials and supplies, services, travel, and up to the first $50,000 of each Subaward
(regardless of the period of performance of the Subawards under the award). MTDC excludes
equipment, capital expenditures, charges for patient care, rental costs, tuition remission,
scholarships and fellowships, participant support costs, and the portion of each Subaward in excess
of $50,000.
F. "Personal Information" shall mean information identifiable to any person, including, but not limited
to, information that relates to a person's name, health, finances, education, business, use or receipt
of governmental services or other activities, addresses, telephone numbers, social security
numbers, driver license numbers, other identifying numbers, and any financial identifiers, and
"Protected Health Information" under the federal Health Insurance Portability and Accountability
Act of 1996 (HIPAA).
G. "State" shall mean the state of Washington.
H. "Subaward" and "Subawards" shall mean individually and collectively award(s) provided by a pass -
through entity to a Subrecipient for the Subrecipient to carry out part of a Federal award received
by the pass -through entity. It does not include payments to a contractor or payments to an individual
that is a beneficiary of a Federal program. A Subaward may be provided through any form of legal
agreement, including an agreement that the pass -through entity considers a Grant Agreement or
other contract.
I. "Subgrantee(s)/Subcontractor(s)" shall mean one not in the employment of the GRANTEE, who is
performing all or part of those services under this Contract under a separate contract with the
Contractor. The term "Subgrantee(s)/Subcontractor(s)" mean subgrantees and/or subcontractors
of any tier.
J. "Subrecipient" shall mean a non -Federal entity that receives a Subaward from a pass -through
entity to carry out part of a Federal program, but does not include an individual that is a beneficiary
of such program. A Subrecipient may also be a recipient of other Federal awards directly from
a Federal awarding agency.
2. All Writings Contained Herein
This Grant Agreement contains all the terms and conditions agreed upon by the parties. No other
understandings, oral or otherwise, regarding the subject matter of this Grant Agreement shall be
deemed to exist or to bind any of the parties hereto.
3. Amendments
This Grant Agreement may be amended by mutual agreement of the parties. Such amendments shall
not be binding unless they are in writing and signed by personnel authorized to bind each of the parties.
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4. Assignment
Neither this Grant Agreement, work thereunder, nor any claim arising under this Grant Agreement, shall
be transferred or assigned by the GRANTEE without prior written consent of COMMERCE.
5. Breaches of Other State Contracts
GRANTEE is expected to comply with all other contracts and grant agreements executed between
GRANTEE and the State of Washington. A breach of any other contract or grant agreement entered
into between GRANTEE and the State of Washington may, in COMMERCE's sole discretion, be
deemed a breach of this Grant Agreement.
6. Code Requirements
All construction and rehabilitation projects must satisfy the requirements of applicable local, state, and
federal building, mechanical, plumbing, fire, energy and barrier -free codes. Compliance with the
Americans with Disabilities Act of 1990 28 C.F.R. Part 35 will be required, as specified by the local
building Department.
7. Confidentiality and Safeguarding of Information
A. "Confidential Information" as used in this section includes:
i. All material provided to the GRANTEE by COMMERCE that is designated as "confidential" by
COMMERCE;
ii. All material produced by the GRANTEE that is designated as "confidential" by COMMERCE;
and
iii. All personal information in the possession of the GRANTEE that may not be disclosed under
state or federal law.
B. The GRANTEE shall comply with all state and federal laws related to the use, sharing, transfer,
sale, or disclosure of Confidential Information. The GRANTEE shall use Confidential Information
solely for the purposes of this Grant Agreement and shall not use, share, transfer, sell or disclose
any Confidential Information to any third party except with the prior written consent of COMMERCE
or as may be required by law. The GRANTEE shall take all necessary steps to assure that
Confidential Information is safeguarded to prevent unauthorized use, sharing, transfer, sale or
disclosure of Confidential Information or violation of any state or federal laws related thereto.
C. Unauthorized Use or Disclosure. The GRANTEE shall notify COMMERCE within five (5) working
days of any unauthorized use or disclosure of any confidential information, and shall take necessary
steps to mitigate the harmful effects of such use or disclosure.
8. Copyright
Unless otherwise provided, all Materials produced under this Grant Agreement shall be considered
"works for hire" as defined by the U.S. Copyright Act and shall be owned by COMMERCE. COMMERCE
shall be considered the author of such Materials. In the event the Materials are not considered "works
for hire" under the U.S. Copyright laws, the GRANTEE hereby irrevocably assigns all right, title, and
interest in all Materials, including all intellectual property rights, moral rights, and rights of publicity to
COMMERCE effective from the moment of creation of such Materials.
"Materials" means all items in any format and includes, but is not limited to, data, reports, documents,
pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes,
and/or sound reproductions. "Ownership" includes the right to copyright, patent, register and the ability
to transfer these rights.
For Materials that are delivered under the Grant Agreement, but that incorporate pre-existing materials
not produced under the Grant Agreement, the GRANTEE hereby grants to COMMERCE a
nonexclusive, royalty -free, irrevocable license (with rights to sublicense to others) in such Materials to
translate, reproduce, distribute, prepare derivative works, publicly perform, and publicly display. The
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GRANTEE warrants and represents that the GRANTEE has all rights and permissions, including
intellectual property rights, moral rights and rights of publicity, necessary to grant such a license to
COMMERCE.
The GRANTEE shall exert all reasonable effort to advise COMMERCE, at the time of delivery of
Materials furnished under this GRANTEE, of all known or potential invasions of privacy contained
therein and of any portion of such document which was not produced in the performance of this Grant
Agreement. The GRANTEE shall provide COMMERCE with prompt written notice of each notice or
claim of infringement received by the GRANTEE with respect to any Materials delivered under this
Grant Agreement. COMMERCE shall have the right to modify or remove any restrictive markings placed
upon the Materials by the GRANTEE.
9. Disputes
In the event that a dispute arises under this Agreement, it shall be determined by a Dispute Board in
the following manner: Each party to this Agreement shall appoint one member to the Dispute Board.
The members so appointed shall jointly appoint an additional member to the Dispute Board. The
Dispute Board shall review the facts, Agreement terms and applicable statutes and rules and make a
determination of the dispute. The Dispute Board shall thereafter decide the dispute with the majority
prevailing. The determination of the Dispute Board shall be final and binding on the parties hereto. As
an alternative to this process, either of the parties may request intervention by the Governor, as
provided by RCW 43.17.330, in which event the Governor's process will control.
10. Governing Law and Venue
This Grant Agreement shall be construed and interpreted in accordance with the laws of the state of
Washington, and any applicable federal laws, and the venue of any action brought hereunder shall be
in the Superior Court for Thurston County.
11. Indemnification
Each party shall be solely responsible for the acts of its employees, officers, and agents.
12. Licensing, Accreditation, and Registration
The GRANTEE shall comply with all applicable local, state, and federal licensing, accreditation and
registration requirements or standards necessary for the performance of this Grant Agreement.
13. Publicity
The GRANTEE agrees not to publish or use any advertising or publicity materials in which the State of
Washington or COMMERCE's name is mentioned, or language used from which the connection with
the State of Washington's or COMMERCE's name may reasonably be inferred or implied, without the
prior written consent of COMMERCE.
14. Recapture
In the event that the GRANTEE fails to perform this Grant Agreement in accordance with state laws,
federal laws, and/or the provisions of this Grant Agreement, COMMERCE reserves the right to
recapture funds in an amount to compensate COMMERCE for the noncompliance in addition to any
other remedies available at law or in equity.
Repayment by the GRANTEE of funds under this recapture provision shall occur within the time period
specified by COMMERCE. In the alternative, COMMERCE may recapture such funds from payments
due under this GRANTEE.
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15. Records Maintenance
The GRANTEE shall maintain books, records, documents, data and other evidence relating to this
Grant Agreement and performance of the services described herein, including but not limited to
accounting procedures and practices that sufficiently and properly reflect all direct and indirect costs of
any nature expended in the performance of this GRANTEE.
The GRANTEE shall retain such records for a period of six (6) years following the date of final payment.
At no additional cost, these records, including materials generated under the Grant Agreement, shall
be subject at all reasonable times to inspection, review or audit by COMMERCE, personnel duly
authorized by COMMERCE, the Office of the State Auditor, and federal and state officials so authorized
by law, regulation or agreement.
If any litigation, claim or audit is started before the expiration of the six (6) year period, the records shall
be retained until all litigation, claims, or audit findings involving the records have been resolved.
16. Registration with Department of Revenue and Secretary of State
If required by law, the GRANTEE and its subgrantees and subcontractors shall complete registration
with the Washington State Department of Revenue. Nonprofit and for -profit businesses must also be
registered with the Washington Secretary of State and current with all required filings.
17. Right of Inspection
At no additional cost, the GRANTEE shall provide right of access to its facilities to COMMERCE, or any
of its officers, or to any other authorized agent or official of the State of Washington or the federal
government, at all reasonable times, in order to monitor and evaluate performance, compliance, and/or
quality assurance under this Grant Agreement. At no additional cost, the GRANTEE shall also provide
any documents related to this Grant Agreement to COMMERCE upon request to assist COMMERCE
in the periodic monitoring of this Grant Agreement.
18. Savings
In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way
after the effective date of this Grant Agreement and prior to normal completion, COMMERCE may
suspend or terminate the Grant Agreement under the "Termination for Convenience" clause, without
the ten calendar day notice requirement. In lieu of termination, the Grant Agreement may be amended
to reflect the new funding limitations and conditions.
19. Severability
The provisions of this Grant Agreement are intended to be severable. If any term or provision is illegal
or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity of the
remainder of the Grant Agreement.
20. Site Security
While on COMMERCE premises, GRANTEE, its agents, employees, and/or
Subgrantee(s)/Subcontractor(s) shall conform in all respects with physical, fire, and other security
policies or regulations.
21. Subgrantinq/Subcontracting
The GRANTEE may only subgrant and/or subcontract work contemplated under this Grant Agreement
if it obtains the prior written approval of COMMERCE.
If COMMERCE approves subgranting and/or subcontracting, the GRANTEE shall maintain written
procedures related to subgranting and/or subcontracting, will enter written subgrants/subcontracts prior
to any work being performed, and will maintain copies of all subgrant(s) and/or subcontract(s) and
records related to subgrant(s) and/or subcontract(s). For cause, COMMERCE in writing may: (a)
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require the GRANTEE to amend its subgranting and/or subcontracting procedures as they relate to this
Grant Agreement; (b) prohibit the GRANTEE from subgranting and/or subcontracting with a particular
person or entity; or (c) require the GRANTEE to rescind or amend a subgrant and/or subcontract.
Every subgrant and/or subcontract shall bind the Subgrantee/Subcontractor to follow all applicable
terms of this Grant Agreement. The GRANTEE is responsible to COMMERCE if the
Subgrantee/Subcontractor fails to comply with any applicable term or condition of this Grant
Agreement. The GRANTEE shall appropriately monitor the activities of the Subgrantee/Subcontractor
to assure fiscal conditions of this grant. In no event shall the existence of a subgrant and/or subcontract
operate to release or reduce the liability of the GRANTEE to COMMERCE for any breach in the
performance of the GRANTEE's duties.
Every subgrant and/or subcontract shall include a term that COMMERCE and the State of Washington
are not liable for claims or damages arising from a Subgrantee/Subcontractor's performance of the
subgrant and/or subcontract.
22. Survival
The terms, conditions, and warranties contained in this Grant Agreement that by their sense and context
are intended to survive the completion of the performance, cancellation or termination of this Grant
Agreement shall so survive including, without limitation, any Recapture provision in this Grant
Agreement.
23. Taxes
All payments accrued on account of payroll taxes, unemployment contributions, the GRANTEE's
income or gross receipts, and/or any other taxes, insurance, or expenses for the GRANTEE or its staff
shall be the sole responsibility of the GRANTEE.
24. Termination for Cause
In the event COMMERCE determines the GRANTEE has failed to comply with the conditions of this
Grant Agreement in a timely manner, COMMERCE has the right to suspend or terminate this Grant
Agreement. Before suspending or terminating the Grant Agreement, COMMERCE shall notify the
GRANTEE in writing of the need to take corrective action. If corrective action is not taken within 30
calendar days, the Grant Agreement may be terminated or suspended.
In the event of termination or suspension, the GRANTEE shall be liable for damages as authorized by
law including, but not limited to, any cost difference between the original Grant Agreement and the
replacement or cover Grant Agreement and all administrative costs directly related to the replacement
contract (e.g., cost of the competitive bidding, mailing, advertising and staff time).
COMMERCE reserves the right to suspend all or part of the Grant Agreement, withhold further
payments, or prohibit the GRANTEE from incurring additional obligations of funds during investigation
of the alleged compliance breach and pending corrective action by the GRANTEE or a decision by
COMMERCE to terminate the grant. A termination shall be deemed a "Termination for Convenience" if
it is determined that the GRANTEE: (1) was not in default; or (2) failure to perform was outside of his
or her control, fault or negligence.
In the event the GRANTEE commits fraud or makes any misrepresentation in connection with the grant
application or during the performance of this Grant Agreement, COMMERCE reserves the right to
terminate or amend this Grant Agreement accordingly, including the right to recapture all funds
disbursed to the GRANTEE under the Grant Agreement.
The rights and remedies of COMMERCE provided in this Grant Agreement are not exclusive and are
in addition to any other rights and remedies provided by law.
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25. Termination for Convenience
Except as otherwise provided in this Grant Agreement, COMMERCE may, by ten (10) business days
written notice, beginning on the second day after the mailing, terminate this Grant, in whole or in part.
If this Grant Agreement is so terminated, COMMERCE shall be liable only for payment required under
the terms of this Grant Agreement for services rendered or goods delivered prior to the effective date
of termination.
26. Termination or Suspension for Loss or Reduction of Funding
Should there be any loss or suspension of federal funding that supports this Grant Agreement, the
Grant Agreement may be immediately suspended by COMMERCE upon notice to the GRANTEE.
Should federal funding that supports this Grant Agreement be terminated, this Grant Agreement and
all obligations, including payment for work done under this Grant Agreement, will be terminated as of
the date of the termination of the federal funding.
Payment for any work done on the Grant Agreement prior to the loss of funding shall be done in
accordance with the requirements of the funding source.
27. Termination Procedures
Upon termination of this Grant Agreement, COMMERCE, in addition to any other rights provided in this
Grant Agreement, may require the GRANTEE to deliver to COMMERCE any property specifically
produced or acquired for the performance of such part of this Grant Agreement as has been terminated.
The provisions of the "Treatment of Assets" clause shall apply in such property transfer.
COMMERCE shall pay to the GRANTEE the agreed upon price, if separately stated, for completed
work and services accepted by COMMERCE, and the amount agreed upon by the GRANTEE and
COMMERCE for (i) completed work and services for which no separate price is stated, (ii) partially
completed work and services, (iii) other property or services that are accepted by COMMERCE, and
(iv) the protection and preservation of property, unless the termination is for default, in which case the
Authorized Representative shall determine the extent of the liability of COMMERCE. Failure to agree
with such determination shall be a dispute within the meaning of the "Disputes" clause of this Grant
Agreement. COMMERCE may withhold from any amounts due the GRANTEE such sum as the
Authorized Representative determines to be necessary to protect COMMERCE against potential loss
or liability.
The rights and remedies of COMMERCE provided in this section shall not be exclusive and are in
addition to any other rights and remedies provided by law or under this Grant Agreement.
After receipt of a notice of termination, and except as otherwise directed by the Authorized
Representative, the GRANTEE shall:
A. Stop work under the Grant Agreement on the date, and to the extent specified, in the notice;
B. Place no further orders or subgrants and/or subcontracts for materials, services, or facilities except
as may be necessary for completion of such portion of the work under the Grant Agreement that is
not terminated;
C. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the Authorized
Representative, all of the rights, title, and interest of the GRANTEE under the orders and subgrants
and/or subcontracts so terminated, in which case COMMERCE has the right, at its discretion, to
settle or pay any or all claims arising out of the termination of such orders and subgrants and/or
subcontracts;
D. Settle all outstanding liabilities and all claims arising out of such termination of orders and subgrants
and/or subcontracts, with the approval or ratification of the Authorized Representative to the extent
the Authorized Representative may require, which approval or ratification shall be final for all the
purposes of this clause;
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E. Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent directed by
the Authorized Representative any property which, if the Grant Agreement had been completed,
would have been required to be furnished to COMMERCE;
F. Complete performance of such part of the work as shall not have been terminated by the Authorized
Representative; and
G. Take such action as may be necessary, or as the Authorized Representative may direct, for the
protection and preservation of the property related to this Grant Agreement, which is in the
possession of the GRANTEE and in which the Authorized Representative has or may acquire an
interest.
28. Treatment of Assets
Title to all property furnished by COMMERCE shall remain in COMMERCE. Title to all property
furnished by the GRANTEE, for the cost of which the GRANTEE is entitled to be reimbursed as a direct
item of cost under this Grant Agreement, shall pass to and vest in COMMERCE upon delivery of such
property by the GRANTEE. Title to other property, the cost of which is reimbursable to the GRANTEE
under this Grant Agreement, shall pass to and vest in COMMERCE upon (i) issuance for use of such
property in the performance of this Grant Agreement, or (ii) commencement of use of such property in
the performance of this Grant Agreement, or (iii) reimbursement of the cost thereof by COMMERCE in
whole or in part, whichever first occurs.
A. Any property of COMMERCE furnished to the GRANTEE shall, unless otherwise provided
herein or approved by COMMERCE, be used only for the performance of this Grant Agreement.
B. The GRANTEE shall be responsible for any loss or damage to property of COMMERCE that
results from the negligence of the GRANTEE or which results from the failure on the part of the
GRANTEE to maintain and administer that property in accordance with sound management
practices.
C. If any COMMERCE property is lost, destroyed or damaged, the GRANTEE shall immediately
notify COMMERCE and shall take all reasonable steps to protect the property from further
damage.
D. The GRANTEE shall surrender to COMMERCE all property of COMMERCE prior to settlement
upon completion, termination or cancellation of this Grant Agreement.
E. All reference to the GRANTEE under this clause shall also include GRANTEE's employees,
agents or Subgrantee(s)/Subcontractor(s).
29. Waiver
Waiver of any default or breach shall not be deemed to be a waiver of any subsequent default or breach.
Any waiver shall not be construed to be a modification of the terms of this Grant Agreement unless
stated to be such in writing and signed by Authorized Representative of COMMERCE.
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Attachment A: Community Development Block Grant Requirements
This agreement includes terms and conditions of the COMMERCE's federal award that are imposed on the
GRANTEE, and the GRANTEE agrees to carry out its obligations in compliance with all of the obligations
described in this Agreement.
1. General Compliance
The GRANTEE shall comply with all applicable provisions of the Housing and Community Development
Act of 1974, as amended, and the regulations at 24 CFR part 570, as modified.
2. 2 CFR 200
The GRANTEE must comply with the applicable requirements at 2 CFR Part 200 -- Uniform
Administrative Reg uirements, Cost Principles and Audit Rqg uirements for Federal Awards, as may
be amended from time to time, to the extent that part 200 is incorporated into and made applicable by
24 CFR part 570, subpart I, or applicable Federal Register notices that govern this Grant Agreement.
3. Prohibited Activities
The GRANTEE may only carry out the activities described in this Agreement. The GRANTEE is
prohibited from charging to the Subaward the costs of CDBG-ineligible activities, including those
described at 24 CFR 570.207, and from using funds provided herein or personnel employed in the
administration of activities under this Agreement for political activities, inherently religious activities, or
lobbying.
4. Property Standards
The GRANTEE shall also comply with the Property Standards in 2 CFR 200.310 through 2 CFR
200.316, except to the extent they are inconsistent with 24 CFR 570.200(j) and 24 CFR 570.489(j), in
which case GRANTEE shall comply with 24 CFR 570.200(j) and 24 CFR 570.489(j), and except to the
extent that proceeds from the sale of equipment are program income and subject to the program income
requirements under this agreement, pursuant to 24 CFR 570.489(e)(1)(ii).
5. Federal Funding Accountability and Transparency Act (FFATA)
The GRANTEE shall comply with the requirements of 2 CFR part 25 Universal Identifier and System
for Award Management (SAM). The GRANTEE must have an active registration in SAM in accordance
with 2 CFR part 25, appendix A, and must have a Unique Entity Identifier (UEI). The GRANTEE must
also comply with provisions of the Federal Funding Accountability and Transparency Act, which
includes requirements on executive compensation, and 2 CFR part 170 Reporting Subaward and
Executive Compensation Information.
6. Build America, Buy America
The GRANTEE must comply with the requirements of the Build America, Buy America (BABA) Act,
41 USC 8301 note, and all applicable rules and notices, as may be amended, if applicable to the
GRANTEE's infrastructure project. Pursuant to HUD's Notice, "Public Interest Phased Implementation
Waiver for FY 2022 and 2023 of Build America, Buy America Provisions as Applied to Recipients of
HUD Federal Financial Assistance" (88 FR 17001), any funds obligated by HUD on or after the
applicable listed effective dates, are subject to BABA requirements, unless excepted by a waiver.
7. Environmental Review
COMMERCE shall not release funding to a GRANTEE until the following conditions implementing 24
CFR part 58 are met:
A. The GRANTEE must complete an environmental review of the project and make a finding of
environmental impact. Unless the project is exempt under the National Environmental Policy Act
(NEPA), a notice of this finding must be published along with a notice of the GRANTEE's intent to
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request release of funds for the project. The GRANTEE must allow a seven (7) or fifteen (15) day
period for public review and comment following publication of the notices. When this review and
comment period expires, the GRANTEE may, after considering any comments received, submit a
request for release of funds to COMMERCE. Upon receipt of the request, COMMERCE must allow
a fifteen -day objection period. When COMMERCE's objection period expires, COMMERCE may,
after considering any comments received, formally notify the GRANTEE in writing of the release of
federal funds for the project.
B. The GRANTEE will comply with requirements of the National Historic Preservation Act, 54 USC
30001 et seq. and its implementing regulations, particularly 36 CFR 800, as applicable.
8. Historical or Cultural Artifacts, Human Remains
In the event that historical or cultural artifacts are discovered at the project site during construction or
rehabilitation, the GRANTEE shall immediately stop construction and notify the local historical
preservation officer and the state historic preservation officer at the Department of Archaeology and
Historic Preservation (DAHP). If human remains are discovered, the GRANTEE shall stop work, report
the presence and location of the remains to the coroner and local law enforcement immediately, and
contact DAHP and the concerned tribe's cultural staff or committee.
9. Relocation, Real Property Acquisition
The GRANTEE shall comply with the Uniform Relocation Assistance and Real Property Acquisition
Policies Act of 1970, as amended (URA), 42 USC 4601 — 4655, 49 CFR part 24, 24 CFR part 42, and
24 CFR 570.606; in addition to waivers and alternate requirements of all applicable Federal Register
Notices for this award.
10. Acquisition and Disposition of Assets
The GRANTEE will account for any tangible personal property acquired or improved with this Grant
Agreement.
The use and disposition of real property and equipment under this Grant Agreement will be in
compliance with the requirements of all applicable federal law and regulation, including but not limited
to 24 CFR Part 84 and 24 CFR Part 570.489,570.502,570.503,570.504, and 570.505 as applicable,
which include but are not limited to the following:
Real property that was acquired or improved, in whole or in part, with funds under this Grant Agreement
in excess of $25,000 shall be used to meet one of the CDBG national objectives for ten (10) years after
the Grant Agreement is closed. Any exception must be made with COMMERCE approval and the
GRANTEE will be responsible to pay COMMERCE an amount equal to the current fair market value of
the property less any portion of the value attributable to expenditures of non-CDBG funds for acquisition
of or improvement to the property. Such payment from the disposition of real property acquired with
this Grant Agreement within ten (10) years of closeout of the Grant Agreement shall be treated as
CDBG Program Income.
In cases in which equipment acquired in whole or in part with funds under this Grant Agreement is sold,
the proceeds will be CDBG Program Income.
11. Labor Standards and Employment
The GRANTEE shall comply with the labor standards in Section 110 of the Housing and Community
Development Act of 1974, as amended, and ensure that all laborers and mechanics employed by
contractors or Subgrantee(s)/Subcontractor(s) in the performance of construction work financed in
whole or in part with assistance received under this agreement shall be paid wages at rates not less
than those prevailing on similar construction in the locality as determined by the Secretary of Labor in
accordance with the Davis Bacon Act, as amended (40 U.S.C. 3141, et seq.), and 29 CFR part 1, 3, 5,
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6, and 7, provided that this requirement shall apply to the rehabilitation of residential property only if
such property contains not less than 8 units.
The GRANTEE agrees to comply with the Copeland Anti -Kickback Act (18 U.S.C. 874) and its
implementing regulations of the U.S. Department of Labor at 29 CFR part 3 and part 5. The
GRANTEE shall maintain documentation that demonstrates compliance with applicable hour and
wage requirements. Such documentation shall be made available to COMMERCE for review upon
request.
12. Section 3 of the Housing and Urban Development Act of 1968
The GRANTEE shall comply with the provisions of Section 3 of the Housing and Urban Development
Act of 1968, as amended, 12 USC 1701u, and implement its implementing regulations at 24 CFR
part 75.
All Section 3 covered contracts shall include the following clause (referred to as the section 3 clause):
a. The work to be performed under this contract is subject to the requirements of section 3 of the
Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u (section 3). The
purpose of section 3 is to ensure that employment and other economic opportunities generated
by HUD assistance or HUD -assisted projects covered by section 3, shall, to the greatest extent
feasible, be directed to low- and very low-income persons, particularly persons who are recipients
of HUD assistance for housing.
b. The parties to this Agreement agree to comply with HUD's regulations in 24 CFR part 75, which
implement section 3. As evidenced by their execution of this contract, the parties to this contract
certify that they are under no contractual or other impediment that would prevent them from
complying with the part 75 regulations.
c. The GRANTEE agrees to send to each labor organization or representative of workers with which
the contractor has a collective bargaining agreement or other understanding, if any, a notice
advising the labor organization or workers' representative of the contractor's commitments under
this section 3 clause and will post copies of the notice in conspicuous places at the work site
where both employees and applicants for training and employment positions can see the notice.
The notice shall describe the section 3 preference, shall set forth minimum number and job titles
subject to hire, availability of apprenticeship and training positions, the qualifications for each;
and the name and location of the person(s) taking applications for each of the positions; and the
anticipated date the work shall begin.
d. The GRANTEE agrees to include this section 3 clause in every subgrant and/or subcontract
subject to compliance with regulations in 24 CFR part 75, and agrees to take appropriate action,
as provided in an applicable provision of the subgrant and/or subcontract or in this section 3
clause, upon a finding that the Subgrantee/Subcontractor is in violation of the regulations in 24
CFR part 75. The contractor will not subgrant and/or subcontract with any
Subgrantee/Subcontractor where the contractor has notice or knowledge that the
Subgrantee/Subcontractor has been found in violation of the regulations in 24 CFR part 75.
e. The GRANTEE will certify that any vacant employment positions, including training positions, that
are filled (1) after the GRANTEE is selected but before the contract is executed, and (2) with
persons other than those to whom the regulations of 24 CFR part 75 require employment
opportunities to be directed, were not filled to circumvent the GRANTEE's obligations under 24
CFR part 75.
f. Noncompliance with HUD's regulations in 24 CFR part 75 may result in sanctions, termination of
this contract for default, and debarment or suspension from future HUD assisted contracts.
With respect to work performed in connection with section 3 covered Indian housing assistance,
section 7(b) of the Indian Self -Determination and Education Assistance Act (25 U.S.C. 450e) also
applies to the work to be performed under this contract. Section 7(b) requires that to the greatest
extent feasible (i) preference and opportunities for training and employment shall be given to
Indians, and (ii) preference in the award of contracts and subgrants and/or subcontracts shall be
given to Indian organizations and Indian -owned Economic Enterprises. Parties to this Grant
g.
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Docusign Envelope ID: 034A16FD-9F84-4859-9A6F-2FC7CBDA68AC
VVaslriny,on State
Oepa�unertof
Con -Hi -love
Agreement that are subject to the provisions of section 3 and section 7(b) agree to comply with
section 3 to the maximum extent feasible, but not in derogation of compliance with section 7(b).
13. Performance Reporting
The GRANTEE, at such times and in such forms as COMMERCE may require, shall furnish periodic
progress and performance reports pertaining to the activities undertaken pursuant to this Grant
Agreement. These reports may include environmental review records, publication affidavits,
procurement and contracting records, documentation of compliance with federal civil rights
requirements, job creation records, program income reports, reports of the costs and obligations
incurred in connection therewith, the final closeout report, and any other matters covered by this
Grant Agreement. Activities funded by this Grant Agreement providing income -qualified direct
assistance or direct services under the limited clientele, housing, or job creation CDBG National
Objectives, must submit quarterly beneficiary reports as furnished by COMMERCE. Failure to submit
these reports may result in COMMERCE withholding payment or terminating this Grant Agreement.
14. Program Income
Program income, as defined in 24 CFR 570.489(e), retains federal identity and will be used before
drawing additional CDBG funds to complete activities included in Attachment B - Scope of Work and
Budget. The GRANTEE must maintain records of program income received and expended and
annually report program income received after closeout of this Grant Agreement. Program Income
shall be used to continue the same activities to benefit low- and moderate -income persons or, with
COMMERCE approval, for other activities to benefit low- and moderate -income persons. Interest
earned in excess of $100 on CDBG funds received to reimburse incurred costs must be remitted to
COMMERCE for return to the U.S. Treasury.
15. Nondiscrimination
A. Section 109. The GRANTEE will comply with 24 CFR part 6, which implements the provisions of
section 109 of title I of the Housing and Community Development Act of 1974 (Title I) (42 U.S.C.
5309). Section 109 provides that no person in the United States shall, on the ground of race, color,
national origin, religion, or sex, be excluded from participation in, be denied the benefits of, or be
subjected to discrimination under any program or activity funded in whole or in part with federal
financial assistance. The GRANTEE will adhere to the prohibitions against discrimination on the
basis of age under the Age Discrimination Act of 1975 (42 U.S.C. 6101-6107) (Age Discrimination
Act) and the prohibitions against discrimination on the basis of disability under section 504 of the
Rehabilitation Act of 1973 (29 U.S.C. 794) (Section 504). Section 109 of the HCDA makes these
requirements applicable to programs or activities funded in whole or in part with CDBG-CV funds.
Thus, the GRANTEE shall comply with regulations of 24 CFR part 8, which implement Section 504
for HUD programs, and the regulations of 24 CFR part 146, which implement the Age
Discrimination Act for HUD programs.
B. Architectural Barriers Act and the Americans with Disabilities Act. The GRANTEE shall
ensure that its activities are consistent with the requirements of the Architectural Barriers Act and
the Americans with Disabilities Act.
The Architectural Barriers Act of 1968 (42 U.S.C. 4151-4157) requires certain federal and federally
funded buildings and other facilities to be designed, constructed, or altered in accordance with
standards that ensure accessibility to, and used by, physically handicapped people. A building or
facility designed, constructed, or altered with funds allocated or reallocated under this part after
December 11, 1995, and that meets the definition of "residential structure" as defined in 24 CFR
40.2 or the definition of "building" as defined in 41 CFR 101-19.602(a) is subject to the requirements
of the Architectural Barriers Act of 1968 (42 U.S.C. 4151-4157) and shall comply with the Uniform
Federal Accessibility Standards (appendix A to 24 CFR part 40 for residential structures, and
appendix A to 41 CFR part 101-19, subpart 101-19.6, for general type buildings).
The Americans with Disabilities Act (42 U.S.C. 12131; 47 U.S.C. 155, 201, 218 and 225) (ADA)
provides comprehensive civil rights to individuals with disabilities in the areas of employment, public
accommodations, state and local government services, and telecommunications. It further provides
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Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
F, A lalashing.on Stale
Depa=rneni of
Commerce
that discrimination includes a failure to design and construct facilities for first occupancy no later
than January 26, 1993, that are readily accessible to and usable by individuals with disabilities.
Further, the ADA requires the removal of architectural barriers and communication barriers that are
structural in nature in existing facilities, where such removal is readily achievable —that is, easily
accomplishable and able to be carried out without much difficulty or expense.
C. Title VI of the Civil Rights Act of 1964 (24 CFR part 1)
i. General Compliance. The GRANTEE shall comply with the requirements of Title VI of the
Civil Rights Act of 1964 (P. L. 88-352), as amended and 24 CFR 570.601 and 570.602. No
person in the United States shall, on the grounds of race, color, or national origin, be excluded
from participation in, be denied the benefits of, or be otherwise subjected to discrimination
under any program or activity funded by this agreement. The specific nondiscrimination
provisions at 24 CFR 1.4 apply to the use of these funds. The GRANTEE shall not intimidate,
threaten, coerce, or discriminate against any person for the purpose of interfering with any
right or privilege secured by title VI of the Civil Rights Act of 1964 or 24 CFR part 1, or
because he has made a complaint, testified, assisted, or participated in any manner in an
investigation, proceeding, or hearing under 24 CFR part 1. The identity of complainants shall
be kept confidential except to the extent necessary to carry out the purposes of 2 CFR part
1, including the conduct of any investigation, hearing, or judicial proceeding arising
thereunder.
ii. Assurances and Real Property Covenants. As a condition to the approval of this
Agreement and the extension of any federal financial assistance, the GRANTEE assures that
the program or activities described in this Agreement will be conducted and the housing,
accommodations, facilities, services, financial aid, or other benefits to be provided will be
operated and administered in compliance with all requirements imposed by or pursuant to 2
CFR part 1.
If the federal financial assistance under this agreement is to provide or is in the form of
personal property or real property or interest therein or structures thereon, the GRANTEE's
assurance herein shall obligate the GRANTEE or, in the case of a subsequent transfer, the
transferee, for the period during which the property is used for a purpose for which the federal
financial assistance is extended or for another purpose involving the provision of similar
services or benefits, or for as long as the GRANTEE retains ownership or possession of the
property, whichever is longer. In all other cases the assurance shall obligate the GRANTEE
for the period during which federal financial assistance is extended pursuant to the contract
or application.
This assurance gives COMMERCE and the United States a right to seek judicial enforcement
of the assurance and the requirements on real property.
In the case of real property, structures or improvements thereon, or interests therein,
acquired with federal financial assistance under this Agreement or acquired with CDBG-CV
funds and provided to the GRANTEE under this Agreement, the instrument effecting any
disposition by the GRANTEE of such real property, structures or improvements thereon, or
interests therein, shall contain a covenant running with the land assuring nondiscrimination
for the period during which the real property is used for a purpose for which the federal
financial assistance is extended or for another purpose involving the provision of similar
services or benefits.
If the GRANTEE receives real property interests or funds or for the acquisition of real property
interests under this Agreement, to the extent that rights to space on, over, or under any such
property are included as part of the program receiving such assistance, the nondiscrimination
requirements of this part shall extend to any facility located wholly or in part in such space.
16. Conduct
A. Hatch Act. The GRANTEE shall comply with the Hatch Act, 5 USC 1501 —1508, and shall ensure
that no funds provided, nor personnel employed under this Agreement, shall be in any way or to
any extent engaged in the conduct of political activities in violation of Chapter 15 of Title V of the
U.S.C.
Page 23 of 25
Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
lAfasliing:on Stale
Department of
Conllllerce
B. Conflict of Interest. In the procurement of supplies, equipment, construction, and services
pursuant to this Agreement, the GRANTEE shall comply with the conflict -of -interest provisions in
COMMERCE's procurement policies and procedures. In all cases not governed by the conflict -of -
interest provisions in the COMMERCE's procurement policies and procedures, the GRANTEE shall
comply with the conflict -of -interest provisions in 24 CFR 570.489(h).
C. Lobbying Certification. The GRANTEE hereby certifies that:
i. No federal appropriated funds have been paid or will be paid, by or on behalf of it, to any
person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of
Congress in connection with the awarding of any federal contract, the making of any federal
grant, the making of any federal loan, the entering into of any cooperative agreement, and
the extension, continuation, renewal, amendment, or modification of any federal contract,
grant, loan, or cooperative agreement;
ii. If any funds other than federal appropriated funds have been paid or will be paid to any
person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of
Congress in connection with this federal contract, grant, loan, or cooperative agreement, it
will complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in
accordance with its instructions;
iii. It shall require that the language of paragraphs (a) and (b) of this certification be included in
the award documents for all Subawards at all tiers (including subcontracts, subgrants, and
contracts under grants, loans, and cooperative agreements) and that all Subrecipients shall
certify and disclose; accordingly, and
iv. This certification is a material representation of fact upon which reliance was placed when
this transaction was made or entered into. Submission of this certification is required by
section 1352, title 31, U.S.C. Any person who fails to file the required certification shall be
subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such
failure.
17. Religious Activity
The GRANTEE agrees that funds provided under this agreement shall not be utilized for inherently
religious activities prohibited by 24 CFR 570.200(j), such as worship, religious instruction, or
proselytization.
Page 24 of 25
Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Attachment B — Scope of Work and Budget
GRANTEE: Mason County I Grant No. 25-64210-010
Project Description / Deliverable
Mason County is awarded a CDBG Public Services Grant for eligible public services through Community Action Council of
Lewis, Mason & Thurston Counties.
The services will directed to limited clientele with low and moderate incomes (LMI) based on HUD LMI criteria. This grant
will exclusively benefit approximately 7,000 persons residing in the non -entitlement area(s) of Lewis and Mason counties.
Project Budget
Budget Code & Description
CDBG
Other Funding
Total
21A General Administration
$ 1,000
$ 0
$ 1,000
05 Public Services
$ 104,000
$ 0
$ 104,000
Total
$105,000
$ 0
$105,000
Project Activities and Milestones
Project Activities
Milestones
■ Execute Grant Agreement with COMMERCE and establish administrative, financial,
reporting and record keeping systems.
® Complete the environmental review in compliance with Federal related laws and
authorities listed at 24 CFR 58.5 and 58.6 and request CDBG release of funds.
NIVerify subrecipient does not have an active exclusion record in SAM.gov.
Establish a subrecipient agreement that ensures the LMI benefit will be met for at least
10 years.
Before first
payment request
Ni Prepare and submit payment requests with supporting documentation to COMMERCE.
Not more than monthly
a Submit CDBG Beneficiary Reports semiannually.
January 31 and
July 31
Page 25 of 25
Docusign Envelope ID: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Washington State
Department
Local Government Division
of
Co erce Contract/Amendment Routing
Review by:
Name:
Initials:
Date:
Section Manager
Jon Galow
DS
10/20/2025 1 3:41 PM PDT
Budget Analyst
Geoffrey Bracken
DS
,)11,
r
10/21/2025 1 9:51 AM PDT
Deputy Asst. Director
Tony Hanson
DS
10/27/2025 I 2:58 PM PDT
Certificate Of Completion
Envelope Id: 034A16FD-9F84-4B59-9A6F-2FC7CBDA68AC
Subject: Complete with Docusign: 25010-CDBG PS Mason County
Division:
Local Government
Program: CDBG Public Services
ContractN u mber: 25-62410-010
DocumentType: Contract
Source Envelope:
Document Pages: 26
Certificate Pages: 5
AutoNav: Enabled
Envelopeld Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
Record Tracking
Status: Original
10/20/2025 2:36:43 PM
Security Appliance Status: Connected
Storage Appliance Status: Connected
Signer Events
Jon Galow
jon.galow@commerce.wa.gov
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Geoffrey Bracken
geoffrey.bracken@commerce.wa.gov
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Kathy Chaussee
kathyc@masoncountywa.gov
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Accepted: 10/21/2025 11:44:48 AM
ID:8a61ed2d-8e4c-4a4a-b87b-b53dccec5461
Signatures: 2
Initials: 3
Holder: Roberta Golden
roberta.golden@commerce.wa.gov
Pool: StateLocal
Pool: Washington State Department of Commerce
Signature
rDS
Signature Adoption: Pre -selected Style
Using IP Address: 147.55.134.21
[-DS
Signature Adoption: Pre -selected Style
Using IP Address: 198.238.21.13
Completed
Using IP Address: 216.235.103.241
0 docusign.
Status: Completed
Envelope Originator:
Roberta Golden
1011 Plum Street SE
MS 42525
Olympia, WA 98504-2525
roberta.golden@commerce.wa.gov
IP Address: 198.238.75.140
Location: DocuSign
Location: Docusign
Timestamp
Sent: 10/20/2025 2:37:16 PM
Viewed: 10/20/2025 3:41:32 PM
Signed: 10/20/2025 3:41:47 PM
Sent: 10/20/2025 3:41:48 PM
Viewed: 10/21/2025 9:51:06 AM
Signed: 10/21/2025 9:51:31 AM
Sent: 10/21/2025 9:51:33 AM
Viewed: 10/21/2025 11:44:48 AM
Signed: 10/21/2025 11:45:59 AM
Signer Events
Sharon Trask
strask@masoncountywa.gov
Commissioner
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Accepted: 10/21/2025 11:59:44 AM
ID: 4b2d4fd1-c5e2-40f2-97e0-5ebdac8e8c4b
Tony Hanson
tony.hanson@commerce.wa.gov
Deputy Assistant Dir
Washington State Department of Commerce
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Mark Barkley
mark.barkley@commerce.wa.gov
Assistant Director
Washington State Department of Commerce
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
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'`--- CCF75A9CC E8g422...
Signature Adoption: Pre -selected Style
Using IP Address: 216.235.103.241
DS
Signature Adoption: Pre -selected Style
Using IP Address: 147.55.134.76
by:
[DocuSigned
t..K. 15011,11
88312804865C458...
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Signature
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Timestamp
Sent: 10/21/2025 11:46:01 AM
Viewed: 10/21/2025 11:59:44 AM
Signed: 10/21/2025 11:59:59 AM
Sent: 10/21/2025 12:00:01 PM
Viewed: 10/27/2025 2:58:25 PM
Signed: 10/27/2025 2:58:35 PM
Sent: 10/27/2025 2:58:38 PM
Viewed: 10/27/2025 4:01:50 PM
Signed: 10/27/2025 4:01:59 PM
Timestamp
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10/20/2025 2:37:16 PM
10/27/2025 4:01:50 PM
10/27/2025 4:01:59 PM
10/27/2025 4:01:59 PM
Timestamps
Electronic Record and Signature Disclosure created on: 8/11/2020 4:44:12 PM
Parties agreed to: Kathy Chaussee, Sharon Trask
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