HomeMy WebLinkAbout15-007 - WA State Historical Society - Duwamish Hill Preserve Grant15-007(a)
Council Approval N/A
STATE OF WASHINGTON
WASHINGTON STATE HISTORICAL SOCIETY
HCP 15 -04
AMENDMENT No. 1
WHEREAS, the WASHINGTON STATE HISTORICAL SOCIETY, 1911 Pacific Avenue, Tacoma, WA
98402 (AGENCY) and the City of Tukwila, 6200 Southcenter Blvd., Tukwila, WA 98188 (GRANTEE),
desire to amend HERITAGE CAPITAL PROJECT CONTRACT HCP 15 -04, CONTRACT) to provide
for an extension of the expiration date of the grant from June 30, 2015 to June 30, 2017, the CONTRACT
is hereby amended as follows:
"The parties hereto agree and understand that any state funds not expended by the end of the
biennium, June 30, 2015, will lapse on that date" is deleted and replaced in its entirety to read as
follows:
"The parties hereto agree and understand that any state funds not expended by the end of the
biennium, June 30, 2017, will lapse on that date."
The effective date of this Amendment is the last date of execution. All other terms and conditions of this
CONTRACT remain in full force and effect.
IN WITNESS WHEREOF, the parties hereby execute this Amendment.
Je nifer Kilmer
xecutive Director
Washington State Historical Society
Date:
Jim H ton
May
Cit f Tukwila
Date: 61, / 8 -i$
PRE - APPROVED AS TO FORM BY THE STATE ASSISTANT ATTORNEY GENERAL, JUNE 13,
2011.
aA-0.( of a--5-O
15-007
Council Approval 12/2/13
WASHINGTON • STATE
HISTORICAL
SOCIETY
(111FIRAISM 04101411~ RPROPARN '
STATE OF WASHINGTON
WASHINGTON STATE HISTORICAL SOCIETY
HCP 15-04
GRANTEE: City of Tukwila
PARTIES TO THE CONTRACT
This state funded contract for Heritage Capital Projects (Contract) is entered between the City of
Tukwila, 6200 Southcenter Blvd., Tukwila, WA 98188 (GRANTEE) and the Washington State
Historical Society, 1911 Pacific Avenue, Tacoma, WA 98402 (AGENCY), and shall be binding
upon the agents and all persons acting by or through the parties.
2. PURPOSE OF CONTRACT
This Contract sets out the terms and conditions by which a grant is made for a Heritage Capital
Project during the 2013 - 2015 biennium from funds appropriated by the Washington State
Legislature in ESSB 5035, which was incorporated into the Capital Budget signed into law by the
governor on June 30, 2013. RCW 27.34.330 provides statutory authorization for the funding
program. The funding is administered by the Agency.
3. DESCRIPTION OF I IERITAGE CAPITAL PROJECT
Funds awarded under this Contract shall be used by the GRANTEE solely for the Duwamish Hill
Preserve - Phase IIB as described in ATTACHMENT B (SCOPE OF WORK), and for the
express purpose of the grant as described in ATTACHMENT C (PROJECT PURPOSE).
4. CONSIDERATION
The parties agree that, in exchange for the grant money awarded pursuant to this contract, the
State of Washington and the Agency shall receive in consideration the preservation and
interpretation of historical sites and artifacts that have the potential to provide lifelong learning
opportunities for the citizens of the state.
Page 1 of 4
5. AMOUNT OF GRANT
The Washington State Legislature appropriated five hundred fifteen thousand dollars
($515,000.00). Of this appropriation, the total funds available to the GRANTEE for
reimbursement of eligible costs shall be four hundred ninety-nine thousand, five hundred fifty
dollars ($499,550.00). The AGENCY shall retain three percent (3.0%) of the uppnnphu1ion,
fifteen thousand, four hundred fifty dollars ($15,450.00), as the cost of adrninistering the grant
and this contract.
6. COST SHARE
a) The total cost of the project shall include only those costs that are eligible expenditures m
described in ATTACHMENT D (PROJECT BUDGET). GRANTEE agrees tha the amount
of state funding shall not exceed thirty-three percent (33.0%) of the total cost of the project.
The non-state portion of the total cost of the p jcot shall be the GRANTEE's cost share of
the total cost of the project. The amount of cost share shall be one mililon one hundred
twenty-nine thousand, five hundred sixty dollars ($l,i29,50U.00).
b) At least one-half of GRANTEE's cost share of the total cost of the project shal|heincash.
The other half may be made up of cash and in-kind contributions, as defined in
ATTACHMENT A (GENERAL PROVISIONS).
c) By signing this agreement, GRANTEE warrants that at the time of this contract's effective
date, ATTACHMENT E (SOURCE OF AVAILABLE FUNDS) accurately represents the
cash and in-kind contributions, whether pledged, held by the GRANTEE or expended on this
project.
J) Project expenditures incurred after the Capital Budget is signed into law and prior to the
effective date of this contract are eligible for reimbursement only if they are consistent with
the terms and conditions of this contract and the GRANTEE complies with the billing
procedures described in ATTACHMENT A ((3ENERAI. PROVISIONS). Project
expenditures incurred prior to the date the Capital Budget is signed into law by the governor
shall not be reimbursed.
7. PERIOD OF PERFORMANCE
The period of performance under this contract shall be from the date of the last signature of the
contracting parties to June 30, 2015. Without further appropriation from the legislature,
expenditures beyond this date shall not be reimbursed. The requirement to rnaintain ownership or
a lease on the subject property and to use it for the express purposes of the grant, as stated in
Section 8, shall remain in full force and effect for thirteen years following GRANTEE's
completion of the project.
R. CAPITAL IMPROVEMENTS TO BE HELD BY GRANTEE
a) Capital improvements funded by the Heritage Capital Projects Fund are to be used for the
express purpose ofthis grant. No funds appropriated from the Heri Capital Projects Fund
shall be used for capital improvements not included in the legislative appropriation and
specifically designated in this grant contract with the AGENCY.
b) As required by RCW27.34.330, capital improvements funded by this grant shall he held hy
the GRANTEE for at least thirteen (13) years beyond project completion; ihe facilities shall
be used for the express purpose of the grant; and, if mobile, used primarily in Washington
State. GRANTEE agrees that it will maintain ownership or lease o[/\|]' property to be held,
as described in ATTACHMENT G (PROPERTY PARCEL NUMBER(S) AND LEGAL
DESCRIPTION(S)), for tliirteen (13) years beyond the date of project Failure to
maintain ownership or a lease on the subject property for thirteen years following
OQANTEE`u completion u[ the project shu||cuny\i{ukcobreacbofihiscoobac{.
c) This provision shall not be construed to prohibit the GRANTEE from selling any property
described in this section, provided that; 1) any sale shall be subject to prior review and
approval by the AGENCY, and 2) the GRANTEE retains the right to lease and maintain the
property for the full thirteen years required in b) above, and to use it for the express purpose
of the grant.
J) Any failure to comply with this provision shall constitute a breach of this contract, and the
GRANTEE shall repay alt funds received to the state general fund plus interest calculated at
the rate of interest on state of Washington general obligation bonds issued most closely to the
date of authorization of the grant.
9. REAPPROPRIATION
TIie parties hereto agree and understand that any state funds not expended and hilled by end of
the biennium, June 30, 2015, will lapse on that date unless reappropriated by the Washington
State Legislature. If funds are so reappropriated, the AGENCY'S obligation under the terms of
this contract shall be contingerit upon the ternls of such reappropriation. GRANTEE may not rely
to its detriment upon use of funds not properly billed or not reappropriated. The GRANTEE shall
be allowed only two requests for reappropriation of the funds awarded in this contract. Approval
ofsuch requests is not guaranteed.
10. RIGHTS AND OBLIGATIONS
All rights and obligations of the parties to this Contract are subject to this Contract and its
attachments including the following, which by this reference, are made a part of this Contract:
ATTACHMENT A (GENERAL PROVISIONS)
ATTACHMENT B (SCOPE OF WORK)
ATT/\CBMENTC (PURPOSE DFPROJECT)
ATTACHMENT D (PROJECT BUDGET)
ATTACHMENT E (SOURCE OF AVAILABLE FUNDS)
ATTACHMENT F (CERTIFICATION OF AGREEMENT TO FOLLOW ALL LAWS)
ATTACHMENT G (PROPERTY PARCEL NUMBER(S) AND LEGAL DESCRIPTION(S)
ATTACHMENT H (LEASES, CONTRACTS, AND AGREEMENTS)
Page ]o[4
11. ENTIRE CONTRACT
This Contract and all attachments contain all the terms and conditions agreed upon by the parties.
No other understandings, oral or otherwise, regarding the subject matter of this contract and
attachments shall be deerned to exist or to bind any ofthe parties.
12. CONTRACT REPRESENTATIVES
The GRANTEE'S representative shall be the contact person for all communications and billings
regarding the performance of this Contract. The GRANTEE's representative shall be:
Stephanie Gardner, Parks and Recreation Analyst, City of Tukwila, 6200 Southcenter Boulevard,
Tukwila, WA 98188, 206-767-2342, Stephanie.gardner@tukwilawa.gov
The AGENCY's representative shall be the contact person for all communications and billings
regarding the performance of this Contract. The AGENCY's representative shall be:
Jennifer Kilmer, Executive Director Washington State Historical Society, 1911 Pacific Avenue,
Tacoma, WA 98402, 253-798-5909, Jennifer.kilmer@wshs.wa.gov
13. SIGNATURES
Jennifer Kilmer
Executive Director
Washington State Historical Society
of Tukwila
Federal Tax ID # 91-6001915
Date: Date:
PRE-APPROVED AS TO FORM BY THE STATE ASSISTANT ATTORNEY GENERAL
NOVEMBER 25, 2013.
Page 4 of 4
HCP 15-04
ATTACHMENT A
GENERAL PROVISIONS
TABLE OF CONTENTS
A. HEADINGS AND DEFINITIONS
Section 1. Headings
Section 2. Definitions
B. GENERAL CONTRACT TERMS
Section 3. Order of Precedence
Section 4. Contract Modifications
Section 5. No Waiver
C. PERFORMANCE AND GENERAL RESPONSIBILITIES
Section 6. Nonassignability
Section 7. Independent Capacity of Grantee
Section 8. Ownership of Project/Capital Improvements
Section 9. Hold Harmless
Section 10. Acknowledgement
Section 11. Ethics Compliance
Section 12. Public Disclosure/Confidentiality
D. COMPLIANCE WITH LAWS, RECORDS AND INSPECTIONS
Section 13. Compliance with Applicable Law
Section 14. Records, Reports and Audits
Section 15. Right of Entry
Section 16. Evaluation and Monitoring
Section 17. Hazardous Substances
Section 18. Governor's Executive Order 05-05
Section 19. Prevailing Wage Law
Section 20. Industrial Insurance Coverage
Section 21. Nondiscrimination Provision
E. FUNDING, REIMBURSMENT AND BUDGET
Section 22. Reimbursement
Section 23. Recapture of Funds
Section 24. Reduction in Funds
F. TERMINATION AND DISPUTES
Section 25. Dispute Resolution
Section 26. Termination or Suspension for Cause
Section 27. Termination for Convenience
Section 28. Termination for Fraud or Misrepresentation
Section 29. Termination Procedures
Section 30. Governing Law and Venue
Section 31. Severability
GENERAL PROVISIONS - Page 1 of 10
A. HEADINGS AND DEFINITIONS
1. HEADINGS
Headings used in this Contract are for reference purposes only and shall not be
considered a substantive part of this Contract.
2. DEFINITIONS
AGENCY — The Washington State Historical Society.
Authorized Representative — The director and/or the designee authorized in writing to act
on the director's behalf.
Cash Match — The liquid financial contributions to a project from the GRANTEE
organization or from other sources, which can include available money from grants from
foundations, non-state governmental agencies, individuals, corporations, and others.
Cost Share — The GRANTEE's share of the total cost of the project. Includes costs that
will be, paid by both cash match and in-kind contributions to complete the project
described in the Contract.
Date of Authorization of the Grant — The date the Washington State Legislature initially
appropriated funds for the project.
GRANTEE — Th applicant that has been awarde a gran of funds and is bound by this
executed Contract, including any of the officers, employees, or agents lawfully
representing the GRANTEE.
Heritage Capital Project — The project for which the GRANTEE has been awarded a
grant of funds and meeting the requirements of RCW 27.34.330 and WAC 255-02.
In-Kind Contributions — The contributions to a p jccttha1accnoipurtuf\hecushmatuh.
They may include contributions of materials and supplies, professional consultation, legal
and accounting services, architectural design fees, volunteer time, and labor.
Real Property Value — Fair market value of rea property, when such property is acquired
solely for the purpose of the project, uscstub|ixhcdondcvidenccdbvucunontfuirrnurket
appraisal performed by uque|ificd, professional real estate appraiser; a current property
tax statement; or evidence of the purchase price paid by the GRANTEE. With AGENCY
approval, GRANTEE may use real property value as a cash match contribution if the real
property was acquired solely for the purpose of this project.
Total Cost of the Project — The amount sought from the Heritage Capital Project's Fund
and the amount the applicant will provide as cost share.
GENERAL PROVISIONS - Page 2 of 10
B. GENERAL CONTRACT TERMS
3. ORDER OF PRECEDENCE
The items listed below are incorporated by reference herein. In the event of an
inconsistency in this Contract, the inconsistency shall be resolved by giving precedence
in the following order:
I. Applicable federa and Washington State statutes and regulations
2. State executive order
3. Terms and conditions ofthis Contract
4. ATTACHMENT A (GENERAL PROVISIONS)
5. All attachments or material incorporated by reference
4. CONTRACT MODIFICATIONS
a) This Contra may be modified by mutual agreement of the parties. Such
modification shall not be binding unless in writing and signed by both parties prior tn
implementation of the modification. Any oral understanding or agreement not
incorporated herein shall not be binding.
b) Budget modification of not more than ten (10) percent of any line item and as
described herein is excepted from this clause; but shall not increase the total amount
available to the Grantee in this grant.
c) Notwithstanding any other provision of this Contract, the GRANTEE may, at its
discretion, make modifications not to exceed ten (lO) percent ofeach line item in the
Project Budget (Attachment B, hereto). The GRANTEE shall notify the AGENCY
in writing prior to making any budget modification or combination of budget
modifications that would exceed ten (10) percent of any budget line item. Budget
modifications exceeding ten (10) percent of any line item constitutes a Contract
Modification and must be approved by both parties in writing prior to
implementation ofthe modification.
5. NO WAIVER
Waiver of any default or breach shall not be deemed to be a waiver of any subsequent
default or breach. Any waiver shafl not be construed to be a modilication ofthe terms of
this Contract unless stated to be such in writing signed by authorized representatives of
the AGENCY and the GRANTEE.
C. PERFORMANCE AND GENERAL RESPONSIBILIT ES
6. NONASSIGNABILITY
Neither this Contract, nor any claim arising under this Contract, shall be transferred or
assigned by the GRANTEE, without advance written permission from the AGENCY.
7. INDEPENDENT CAPACITY OF GRANTEE
The parties intend that an independent relationshi will be created by this Contract. The
GRANTEE and its employees or agents performing under this Contract are not
ernployees or agents of the AGENCY. The GRANTEE and its employees or agellts will
not hold themselves out as nor claim to be officers or employees of the AGENCY or of
the State of Washington by reason ofthis Contract and will not make any claim, dernand,
or application to or for any right or privilege which would accrue to such employee under
law. Conduct and control ofthe work will be solely with the GRANTEE.
8. OWNERSHIP OF FACILITIES
The AGENCY makes no claim to any real property improved or constructed with funds
awarded under this Contract and does not assert and will not acquire any ownership
interest in or title to the capital facilities and/or equipment constructed or purchased with
state funds under this Contract. This provision does not extend to claims that the
AGENCY may bring against the GRANTEE in recapturing funds expended in violation
o[ this Contract.
9. HOLD HARMLESS
To the extent permitted by Iaw, the GRANTEE shall defend, protect and hold harmless
the State of Washington and the &OENC,/, its employees, agents, officers, and assigns
from and against all claims, suits, or actions arising from the GRANTEE's acts which are
libelous or slanderous, which result in injury to persons or property, v/hich violate a right
of confidentiality, or which constitute an infringement of any copyright, patent,
trademark, or tradename through use or reproduction of material of any kind. The
GRANTEE shall be required to indemnify, defend, and hold harmless the State only to
the extent claim is caused in whole or in part by negligent acts or omissions of the
GRANTEE.
The GRANTEE waives its immunity under Tide 51 RCW (Industrial Insurance) to the
extent required to indemnify, defend and hold harmless AGENCY, the state of
Washington and agencies, officials, agents uremployees of the state.
lO. ACKNOWLEDGEMENT
The GRANTEE shall announce in its publicity materials, on a posted sign during the
project, and on a permanent marker that the State of Washington is a source and the
Washington State Historical Society the administrator of these funds unless such
requirenlent is modified or waived in writing by the AGENCY.
]|. ETHICS COMPLIANCE
The AGENCY may, by written notice to the GRANTEE, terminate this Contract if it is
found after due notice and exarnination by the AGENCY that there is a violation of the
Code of Ethics for Municipal Officers (Chapter 42.23 RCW) or any similar statute
involving the GRANTEE in the procurement of, or performance under, this Contract.
GENERAL PROVISIONS - Page 4 of 10
12. PUBLlCLVSCLOSOR6/C(}NF|D£NTIALlTY
N The GRANTEE acknowledges that the AGENCY is subject 10 Chapter 42.56 RCW,
the Public Records Act and that this Contract shall be a public record as defined in
Chapter 42.56 RCW. Any specific information that is claimed by the GRANTEE to
be confidential or proprietary rnust be clearly identified as such by the GRAN-FEE.
If a request is made to view the GRANTEE's information marked as confidential, the
Agency will notify the GRANTEE ofthe request and the date that such records will
be released to the requester unless the GRANTEE obtains a court order e joining that
disclosure. If the GRANTEE fails to obtain the court order e joioing disclosure, the
AGENCY will release the requested information on the date specified.
b) The GRANTEE shall not use or disclose any information concerning the AGENCY,
or information which may be classified as confidential for any purpose not directly
connected with the administration of this Contract except (1) with prior written
consent ofthe AGENCY, or (2) as may be required by law.
D. COMPLIANCE WITH LAWS, RECORDS AND INSPECTIONS
13. COMPLIANCE WITH APPLICABLE LAW
a) The GRANTEE agrees to be aware of, and cornply ly with, all applicable and current
federal, state, and local laws, regulations, and policies. The GRANTEE's
confirmation of this requirement is contained in ATTACHMENT F
(CERTIFICATION OF AGREEMENT TO FOLLOW ALL LAWS). AGENCY is
no/reepnnuih|cfhrdctcnminioAconnp|ionce.
N In the event of the GRANTEE's noncompliance or refusal to comply with any
applicable law or policy, the Contract may be suspended or terminated in whole or in
part, and the GRANTEE and the project may be declared ineligible for further grant
awards from the AGENCY.
c) The GRANTEE further agrees to indernnify and hold harmless the AGENCY from
all liability, damages and costs of any nature including but not limited to costs of
suits and attorneys' fees assessed against Agency, as a result of the failure of the
GRANTEE to so comply.
14. RECORDS, REPORTS and AUDITS
a) The GRANTEE shall maintain books, records, documents and other evidence of
accounting procedures and practices that sufficiently and properly reflect all direct
and indirect costs of any nature expended in the performance of this Contract. These
records shall be subject at all reasonable times to inspection, review, or audit by
personnel duly authorized by the AGENCY, the Office of the State Auditor, and
federal officials so authorized by |u*, rule, regulation, or Contract. The GRANTEE
will retain all books, records, documents, and other materials relevant to this Contract
for six years after the full termination or expiration of the Contract, which includes
the 13 year holding period, and make them available for inspection by persons
authorized under this provision. If any litigation, claim or audit is started before the
GENERAL PROVISIONS - Page 5 of 10
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.
b) The GRANTEE shall comply with all auditing requirements, including audit
requirements for the expenditure of more than $l00,000or more in total state funds
in a fiscal year, if applicable.
15. RIGHT OF ENTRY
The GRANTEE shall provide right of access of its facilities to the AGENCY, or to 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 Contract.
16. EVALUATION AND MONITORING
a) The GRANTEE shall cooperate with and fully participate in any monitoring or
evaluation activities conducted by the AGENCY that are relevant to compliance with
this Contract, including providing initial and updated project plans for AGENCY
review and approval and facilitating record production and periodic site inspections.
LA The GRANTEE shall provide the AGENCY with digita images and narratives that
depict the progress made on the project. Such images will be used by the AGENCY
to support reimbursement requests and to inform the public about the grant program
on the web and elsewhere. Images and narratives shall be provided with each request
for reimbursement.
l7. HAZARDOUS SUBSTANCES
The GRANTEE will defend, protect and hold harmless the AGENCY, and any and all of
its employees and/or agents, from and against any and all liability, cost (including but not
limited to all costs of defense and attorney's fees) and any and all loss of any nature from
any and alt claims or suits resulting from the presence of, or release or threatened release
of, hazardous substances, as defined in RCW 7O.lO5D.O2O0,no the property covered bv
the Contract.
18. GOVERNOR'S EXECUTIVE ORDER 05-05
The GRANTEE shall comply with Governor's Executive Order 05-05. In the event tha
historical or cultural artifacts are discovered at the project site during construction, the
GRANTEE shall immediately stop construction and notify the local historical
preservation officer and the state historical preservation officer at the Washington State
Department of Archaeology and Historic Preservation.
19. PREVAILING WAGE LAW
The project funded unde this Contrac may be subject to state Prevailing Wage law
(RCW 39.12). The GRANTEE is advised to consult with the Industrial Statistician at the
Washington State Department of Labor and Industries to determine whether prevailing
wages must be paid. The AGENCY is not responsible for determining whether
GENERAL PROVISIONS - Page 6 of 10
prevailing wage applies to this project or for any prevailing wage payrnents that may be
required by Iaw.
20. INDUSTRIAL INSURANCE COVERAGE
The GRANTEE shall comply with all applicable provisions ofTitle 51 RCVV
21. NONDISCRIMINATION PROVISION
a) During the performance ofthis Contract, the GRANTEE shall abide by all applicable
federal and state nondiscrimination laws and regulations, including, but not limited to
Chapter 49.60 RCW (Washington's Law Against Discrimination) and 42 D.S.C.
12101 et. seq. (The Americans with Disabilities Act [ADA]).
b) In the event of the GRANTEE'S noncompliance or refusal to comply with any
nondiscrimination law, regulation, or policy, this Contract may be suspended or
terminated in whole or in part, and the GRANTEE may be declared ineligible for
further Contracts with the AGENCY. The GRANTEE shall, however, be given a
reasonable time in which to remedy any such noncompliance. Any dispute may be
resolved in accordance with the "Dispute Resolution" procedure set forth in Section
25 ofthis Contract Attachment.
E. FUNDING, REIMBURSEMENT AND BUDGET
22. REIMBURSEMENT
a) Payments to the GRANTEE shall be made on a reimbursement basis only, for
eligible costs incurred, using forms provided by the AGENCY. Reimbursement shall
be allowed for (1) actual costs incurred and paid or (2) actual costs incurred and
payable within a minimum of thirty (30) days from the date the reimbursement is
requested. No advance payments shall be made to the GRANTEE. Purchases of
goods will be reimbursed upon receipt, and services will be reimbursed upon
completion ofthe work.
b) Each request for reimbursement shall include a state voucher form and digital images
and a narrative report describing the work completed and the status of the project.
The reimbursement request shall not include any costs already reimbursed by or
charged against any other grant or other source. The voucher must be certified by an
official ofthe GRANTEE with authority to bind the GRANTEE.
c) After receiving and approving the voucher and accompanying information, the
AGENCY shall promptly remit a warrant to the GRANTEE. The obligation of the
AGENCY to pay any amount(s) under this Contract is expressly conditioned upon
compliance with the terms of this Contract by the GRANTEE.
d) The expenditure of state funds shall not exceed the intended state share of the total
cost of the project at any time, and shall be consistent with the Legislative
appropriation.
GENERAL PROVISIONS - Page 7 of 10
e) The final request for reimbursement under this Contract shall be submitted by the
GRANTEE to the AGENCY within fifteen (15) days following the completion of the
work or other terrnination of the Contract and be accompanied by a final narrative
report and digital images of the completed project.
23. RECAPTURE OF FUNDS
In the event that the GRANT[[ fails to expend state funds in accordance with state law
and/or the provisions ofthis Contract, the AGENCY reserves the right to recapture state
funds in an amount equivalent to the extent of noncompliance. Repayment by the
GRANTEE of state funds under this recapture provision shall occur within thirty (30)
days of dernand. In the event that the AGENCY is required to institute proceedings to
enforce this recapture provision, the AGENCY shall be entitled to its cost thereof,
including reasonable attorneys' fees.
24. REDUCTION IN FUNDS
In the event state funds appropriated for the work contemplated under this Contract are
withdrawn, reduced, or limited in any way by the Governor or the Washington State
Legislature during the Contract period, AGENCY ma suspend or terminate the Contract
under the Termination for Convenience clause without advance notice, subject to
renegotiation at the AGENCY's discretion, under those new funding limitations and
conditions.
F. TERMINATION AND DISPUTES
25. DISPUTE RESOLUTION
a) The parties shall mak every effort to resolve disputes arising out ofor relating to m
Contract through negotiation.
b) Except as otherwise provided in this Contract, when a dispute arises between the
parties and it cannot be resolved by direct negotiation, either party may request a
dispute hearing according to the process set out in this Section. Either party's request
for dispute hearing must be in writing and clearly state:
1. The disputed issue(s);
2. The relative positions ofthe parties;
3. The GRANTEE's name, address and project title.
c) In order fo this Section to apply to the resolution of any specific dispute or disputes,
the other party must agree in writing that the procedure under this Section shall be
used to resolve those specific issues. The dispute shall be heard by a panel of three
persons consisting of one person selected by the GRANTEE, one person selected by
the AGENCY, and a third person chosen by the two persons initially appointed.
d) Any hearing under this Section shall be informal, with the specific processes to be
determined by the dispute panel according to the nature and complexity of the issues
involved. The process may be solely based upon written material if the parties so
GENERAL 9ROVlSlONS- Page *ofl0
agree. The dispute panel shall be governed by the provisions of this Contract in
deciding the dispute(s).
e) lhe parties shall be bound hy the decision of the dispute panel, unless the rernedy
directed by that panel shall be without the authority of either or both parties to
perform, as necessary, or is otherwise unlawful.
D Request for a dispute hearing under this Section by either party shall be delivered or
mailed to the other party. The request shall be delivered or mailed within thirty (30)
days of the date the requesting party has received notice of the action or position of
the other party that it wishes to dispute. The written agreement to use the process
under this Section for resolution of those issues shall be delivered or mailed by the
receiving party to the requesting party within thirty (30) days of receipt by the
receiving party ofthe request.
g)
All costs associated with implementation of this process shall be shared equally by
the parties.
26. TERMINATION OR SUSPENSION FOR CAUSE
a) In the even the Agency determines the GRANTEE has failed to comply with the
conditions of this Contract in a timely manner, the AGENCY has the right to suspend
or terminate the Contract. Before suspending or terminating the Contract, the
AGENCY shall notify the GRANTEE in writing of the need to take corrective action.
|fooncuhvcaction is not taken within 30 days of receiving notice, the Contract may
be terrninated or suspended.
b) In the event of termination or suspension for cause the AGENCY may require the
GRANTEE to repay any portion of the state funds paid to the GRANTEE prior to
c) The AGENCY may enforce this Contract by the remedy of specific performance,
which usually will mean completion of the project as described in this Contract.
However, the remedy of specific performance shall not be the sole or exclusive
remedy available to the AGENCY. No remedy available to the AGENCY shall be
deemed exclusive. The AGENCY may elect to exercise any cornbination, or all of
the remedies available to it under this Contract, or under any provision of law,
common law, or equity.
27. TERMINATION FOR CONVENIENCE
a) Notwithstanding any provisions of this Contract, either party may terminate this
Contract by providing the other party with written notice of such termination,
specifying the effective date thereof, at least thirty (30) days prior to such date.
b) In the event this Contract is terminated, the GRANTEE shall be reimbursed for
eligible expenses incurred prior to the effective date of such termination and not
otherwise paid for by the AGENCY, as the AGENCY reasonably determines.
GENERAL PROVISIONS - Page 9 of 10
28. TERMINATION FOR FRAUD OR MISREPRESENTATION
In the event the GRANTEE commits fraud or makes any misrepresentation in connection
with the grant application or during the performance of this Contract, the AGENCY
reserves the right to terminate or amend this Contract accordingly, including the right to
recapture all funds disbursed to the GRANTEE under the grant.
29. TERMINATION PROCEDURES
a) After receipt of a notice of termination, except as otherwise directed by the
AGENCY, the GRANTEE shall:
b) Stop work under the Contract on the date, and to the extent specified, in the notice;
c) Place no further orders or subgrants for materials, services, or facilities related to the
Contract;
d) Preserve and transfer any materials, Contract deliverables and /or AGENCY property
in the GRANTEE's possession as directed by the AGENCY.
e) Upon termination of the Contract, the AGENCY shall pay the GRANTEE for any
service provided by the GRANTEE under the Contract prior to the date of
termination. The AGENCY may withhold any amount due as the AGENCY
reasonably determines is necessary to protect the AGENCY against potential loss or
liability resulting from the termination. The AGENCY shall pay any withheld
amount to the GRANTEE if the AGENCY later determines that loss or liability will
not occur.
f) The rights and remedies of the AGENCY under this Section are in addition to any
other rights and remedies provided under this Contract or otherwise provided under
law.
30. GOVERNING LAW AND VENUE
This Contract shall be construed and enforced in accordance with, and the validity and
performance hereof shall be governed by, the laws of the state of Washington. Venue of
any suit between the parties arising out of this Contract shall be the Superior Court of
Thurston County, Washington. The GRANTEE, by execution of this Contract
acknowledges the jurisdiction of the courts of the State of Washington.
31. SEVERABILITY
If any provision of this Contract or any provision of any document incorporated by
reference shall be held invalid, such invalidity shall not affect the other provisions of the
Contract which can be given effect without the invalid provision, if such remainder
conforms to the requirements of applicable law and the fundamental purpose of this
Contract, and to this end the provisions of this Contract are declared to be severable.
GENERAL PROVISIONS - Page 10 of 10
HCP 15 -04
ATTACHMENT B
PROJECT SCOPE OF WORK
PROJECT SCOPE OF WORK NARRATIVE
The City of Tukwila, Forterra (formerly Cascade Land Conservancy), and the Friends of the Hill started
collaborating in 2001 to protect an undeveloped 8.6 acre parcel. At that time, the parcel was slated to be
demolished and turned into an industrial area. In an effort to save the land, partners raised $1 million and
the property was purchased by the City in 2004. At that time a grant of permanent access and stewardship
easement was granted to Forterra. In 2007 a Master Plan was completed by the partners with input from
tribes, local residents and other stakeholders. After raising another $860,000, Phase I was completed and
the property was officially dedicated as Duwamish Hill Preserve in 2010. Phase I consisted of access
infrastructure and included trails, benches, outdoor classrooms, viewpoints and environmental restoration
of the site.
A Phase IIA concept plan was developed for 1.4 acres of the original 8.6 acre Preserve, and Forterra
received $155,000 from the 2011 -13 HCPF. Since then, the adjacent property owner to the west became
willing to sell his 1.9 -acre property to the City and that property was added to the Preserve in late 2012.
Phase IIB was created to include the restoration of the newly acquired 1.9 acres adjacent to the current
site. The entire Preserve is now 10.5 acres of which 3.3 acres are the focus of Phases IIA and Phase IIB,
which will be completed concurrently.
The entire project, using both the City and Forterra HCPF grant funding, will provide low- impact
infrastructure and visitor amenities include paths meeting ADA standards, additional plantings, benches
and other landscaping. Environmental restoration of the site includes incorporating native and culturally
significant plant species, and developing a cultural garden. The cultural garden will exhibit plants for
cultural purposes such as basket making and preparation of traditional foods, interpreted through displays,
narrative guides and public programs. Heritage exhibits will feature interpretation of the surrounding
Duwamish River Valley cultural landscape. Other places of ethnographic and historical interest will also
be featured at the Preserve through storytelling, artwork and display of resources.
The City of Tukwila and Forterra are working cooperatively to complete the full scope of work described.
A memorandum of understanding has been executed between the two agencies detailing the cooperative
relationship and shared responsibilities between the two agencies. The projects will be completed
simultaneously and, where appropriate, reimbursement requests shall be processed in tandem for seamless
processing by the Washington State Historical Society. Both the $155,000 HCPF award received by
Forterra and the $515,000 HCPF award received by the City of Tukwila are expected to be fully expended
and the projects fully completed, by June 30, 2015.
PROJECT SCOPE OF WORK BY ARCHITECTURAL DIVISIONS
Division 2 EXISTING CONDITIONS
Open space, gravel parking area
PROJECT SCOPE OF WORK - Page 1 of 2
Division 10 SPECIALTJES
Interpretive display panels will be installed which will include traditional use information that is
appropriate to display to the public.
Division 31 EARTHWORK
A copy of tlie Phase II archaeological survey will be submitted upon its completion. It is expected that
this report will be available by the end of February 2015.
Division 32 EXTERIOR IMPROVEMENTS
This project is primarily reykxingal]'uonuurcabound6vapetkmdwkbiuLhcSeutt|cCity[iuhtduhi
ofway to the north, the future Interurbari Trail right of way to the west and the Duwamish River to the
south. Incorporation ofnative plants (selected in collaboratioii with the Muckleshoot and Duwamish
Tribes), will include species used for cultural purposes. The intent is to re-establish and make accessible
a variely of species which have traditional cultural uses. Interpretive panels will include traditional use
information that is appropriate to share with the public. Infrastructure and visitor amenities will include
paths, additional plantings, benches and other landscaping.
OTHER PROPOSED WORK IMPROVEMENTS
The Preserve is a landscape p jco which incorporates sustainable design elements such as habitat
restoration, storm water control, and water efficiency landscaping. Most site work is being done with non-
mechanized hand tools.
CERTIFICATION
The GRANTEE, by its signature, certifies that the Project Scope of Work set forth above has been
reviewed and approved by the GRANTEE's governing body or board of directors, as applicable, as of the
date written below. The GRANTEE shall make all plans and documents funded in whole or in part by
this contract available to the AGENCY upon reasonable request.
DATE
PROJECT SCOPE OF WORK - Page 2 of 2
HCP 15 -04
ATTACHMENT C
PROJECT PURPOSE
The purpose of this project is to protect and restore a cultural site and provide opportunities for residents
and visitors to learn about the site's unique heritage in an outdoor setting that is part of an indigenous
cultural landscape. Site interpretation offers visitors insight regarding the cultural values and traditional
geographic and environmental knowledge of Puget Sound Salish people.
This project contributes to the preservation of Washington's heritage by protecting, in perpetuity, a
geological landmark that is associated with Puget Sound Salish culture.
The site is associated with the "Epic of the Winds" stories from oral tradition, which were documented by
early 20th century anthropologist Arthur Ballard and other ethnographers, from stories told by tribal
elders. The site is an important part of the Duwamish River cultural landscape which includes both
ethnographic and archaeological sites. This entire landscape is visible from the Preserve.
By protecting Duwamish Hill Preserve from development, and interpreting its cultural significance for the
public, the project also helps to preserve and perpetuate traditional knowledge about Native American
geography, history, language, and stories in the region's broader historic record. Phase IIA and Phase IIB
activities will include preservation of traditional ethnobotanical knowledge and practices.
Through consultation with the Muckleshoot and Duwamish tribes, Duwamish Hill has been identified as a
strategic lookout and vision quest site, and traditional fishing sites have been noted nearby. Interpretation
for the Preserve is based on input from tribal members, educators, community members, and published
and archival documentation. Interpretation will highlight Native stories and place names, as well as early
non - native land claims, river history, geology and habitat. Interpretive content will be available at on -site
kiosks, in self- guided tour brochures, and on the web (www.duwamishhill.org), and will be incorporated
into Tukwila School District programs.
To achieve the project purpose a management team (consisting of project partners) has been working
together for several years. The City's primary partner is Forterra, who holds a permanent stewardship
easement for the property and serves as a statement of principles which guides this collaboration.
Additionally, a memorandum of understanding has been developed which provides guidelines and
expectations of each agency throughout Phase IIA ( Forterra) and Phase IIB (the City). Additional partners
include the Friends of the Hill, a neighborhood group that hosts monthly work parties; the Tukwila
Historical Society, a group that assists with interpretation; Nate Cormier from SvR Design who is the lead
architect; and Mette Hanson who is the artist and educational consultant. We will be developing
partnerships with the Northwest Native Basket Weavers Association to assist with plant selection and
development of experiential education programs.
Please see next page
PROJECT PURPOSE - Page 1 of 2
CERTIFICATION
The GRANTEE, by its signature, certifies that the express purpose of the grant as described in the Project
Purpose set forth above has been reviewed and approved by the GRANTEE's governing body or board of
directors, as applicable, as of the date written below.
TITLE
—<))—
DATE
PROJECT PURPOSE - Page 2 of 2
HCP 15-04
ATTACHMENT D
PROJECT BUDGET
Cost Category
Grantee Cost Share
HCPF
Totals
Cash Match
In-kind
Grant Funds
Project staff
$46,800
,, l : , 6
$46,800
Architecture/Engineering
$160,000
$160,000
Construction/Rehabilitation
$93,000
$93,000
Property acquisition
$1,050,000
$1,050,000
Bridge Loans
Equipment
Furnishings
Landscaping
$75,000
$75,000
Permanent exhibitions
$171,550
$172,000
Consultants
Integral Art Projects
Project Travel Costs
Donated Labor or Materials
$32,760
$32,760
Site Work
Pre-design
)
, 6 fr
Value of lease
, 4
,tY ,
Administration — 3%
, + i ,,TA
ft, , 40' ,
,,,,
,,I,W '° *4' 6 i'74
,,,,,, 'I.
$15,450
$15,450
COST SHARE SUBTOTALS
$1,050,000
$79,560
GRANTEE/HCPF TOTALS
$1,129,560
$515,000
$1,644,560
Vo OF TOTAL
69%
31%
100%
CERTIFICATION
The GRANTEE, by its signature, certifies that the Project Budget set forth above has been reviewed and
approved by the GRANTEE's governing body or board of directors, as applicable, as of the date written
below, and that the total GRANTEE cost share required for the project shall be received and expended by
June 30, 2015.
ma ivy-
TITLEL/
DATE
)
PROJECT BUDGET - Page 1 of 1
HCP 15-04
ATTACHMENT E
SOURCE OF AVAILABLE FUNDS
TYPE OF FUNDS
AMOUNT
HCPF FUNDS — Total Legislative Appropriation
$515,000
GRANTEE's FUNDS —
In-kind Contributions:
Project staff
$46,800
Donated materials
$32,760
Cash Match:
Acquisition funds
$750,000
City of Tukwila
$250,000
King County 4Culture
$50,000
TOTAL PROJECT FUNDS
$1,644,560
CERTIFICATION
The GRANTEE, by its signature, certifies that the project funding set forth above in the Source of
Available Funds has been reviewed and approved by the GRANTEE's governing body or board of
directors, as applicable, as of the date written below.
At least 75% of the GRANTEE's funds shall have been expended for eligible p ject expenses, or shall be
committed in writing and available, and will remain committed and available solely and specifically for
carrying out the project as described elsewhere in this contract. Up to 25% of the GRANTEE's funds
may be pr jected to be received by June 30, 2015.
The GRANTEE shall maintain records sufficient to evidence that it has expended or has access to the
committed funds, and shall make such records available for the AGENCY's review upon request.
GR
TITLE
DATE
SOURCE OF AVAILABLE FUNDS - Page 1 of I
HCP 15 -04
ATTACHMENT F
CERTIFICATION OF AGREEMENT TO FOLLOW ALL LAWS
The GRANTEE, by its signature, certifies that it shall be aware of and comply with all applicable and
current federal, state, and local laws, regulations, policies, as now or hereinafter amended including, but
not limited to those related to:
• Hazardous Substances - RCW 70.105D.0200
• Governor's Executive Order 05 -05
• Prevailing Wage Law - RCW 39.12
• Industrial Insurance - RCW 51
• Nondiscrimination - RCW 49.60
• Americans with Disabilities Act - 42.U.S.C. 12101 et.esq.
• High Performance Public Buildings (LEED) - RCW 39.35D
411111' AlleArrhol
t
SEE
at c'"
TITLE
)
DATE
CERTIFICATION OF AGREEMENT TO FOLLOW ALL LAWS - Page 1 of 1
HCP 15 -04
ATTACHMENT G
PROPERTY PARCEL NUMBER(S) AND LEGAL DESCRIPTION(S)
Address: The Duwamish Hill Preserve is located at 3800 S 115th Street, Tukwila, WA 98168
Washington State Legislative District #: 11th
GPS Coordinates: Latitude: N47* 30.0478', Longitude: W122* 17.0344'
Parcel Numbers and Legal Descriptions:
Original Parcel:
King County 102304 -9057
LOT 2 OF TUKWILA SHORT PLAT #L03 -065 REC #20040122900002 SD SP DAF - POR
OF GL'S 1 & 2 OF SD SEC LYING W OF C. D. HILLMAN'S MEADOW GARDENS ADD
DIV #3 & LYING E OF SEATTLE CITY LIGHT R/W C/L OF WCH DAF - BAAP ON RGT
BANK OF DUWAMISH RIVER WCH BEARS S 55 -05 -30 E 1324 FT FR NW COR OF SD
SEC TH N 4 -41 W 274 FT TAP TH TO LEFT WITH A 2 CRV 9 -38 OF CRV 482 FT TO
NXN WITH N LN OF SD SEC SD PT BEING 986 FT FR NW COR OF SD SEC & TERM
OF SD R/W C/L LESS POR CONDEMNED SUP COURT #469557 DAF - BAAP NXN OF N
LN OF SD SEC W ELY MGN SEATTLE CITY LIGHT R/W TH ELY ALG SD N LN 802.75
FT TH S 6.10 FT TH WLY ALG A STRAIGHT LN 788.36 FT TO PT OF NXN WITH ELY
MGN OF SD SEATTLE CITY LIGHT R/W TH NLY ALG ELY MGN 78.08 FT TO POB
LESS POR GL 2 DAF - COMM AT SW COR OF LOT 1 BLK 20 OF CD HILLMAN'S
MEADOW GARDENS ADD DIV #3 TH N ALG W LN OF SD LOT 1 100 FT TH N 86 -15 W
100 FT TH S TO S LN OF GL 2 TH E TAP S OF POB TH N TO POB LESS W 3 FT THOF
ABUTTING ELY MGN OF SEATTLE CITY LIGHT R/W LESS RD
West Parcel - 2012 1.9 Acre Acquisition:
King County 102304 -9085
LOT 1 OF TUKWILA SHORT PLAT #L03 -065 REC #20040122900002 SD SP DAF - POR
OF GL'S 1 & 2 OF SD SEC LYING W OF C. D. HILLMAN'S MEADOW GARDENS ADD
DIV #3 & LYING E OF SEATTLE CITY LIGHT R/W C/L OF WCH DAF - BAAP ON RGT
BANK OF DUWAMISH RIVER WCH BEARS S 55 -05 -30 E 1324 FT FR NW COR OF SD
SEC TH N 4 -41 W 274 FT TAP TH TO LEFT WITH A 2 CRV 9 -38 OF CRV 482 FT TO
NXN WITH N LN OF SD SEC SD PT BEING 986 FT FR NW COR OF SD SEC & TERM
OF SD R/W C/L LESS POR CONDEMNED SUP COURT #469557 DAF - BAAP NXN OF N
LN OF SD SEC W ELY MGN SEATTLE CITY LIGHT R/W TH ELY ALG SD N LN 802.75
FT TH S 6.10 FT TH WLY ALG A STRAIGHT LN 788.36 FT TO PT OF NXN WITH ELY
MGN OF SD SEATTLE CITY LIGHT R/W TH NLY ALG ELY MGN 78.08 FT TO POB
LESS POR GL 2 DAF - COMM AT SW COR OF LOT 1 BLK 20 OF CD HILLMAN'S
MEADOW GARDENS ADD DIV #3 TH N ALG W LN OF SD LOT 1 100 FT TH N 86 -15 W
100 FT TH S TO S LN OF GL 2 TH E TAP S OF POB TH N TO POB LESS W 3 FT THOF
ABUTTING ELY MGN OF SEATTLE CITY LIGHT R/W LESS RD
Please see next page
PROPERTY PARCEL NUMBER(S) AND LEGAL DESCRIPTION(S) - Page 1 of 2
CERTIFICATION
The GRANTEE, by its signature, certifies that the property parcel number(s) and legal description(s)
set forth above have been reviewed and approved by the GRANTEE's governing body or board of
directors, as applicable, as of the date written below.
A )< t rY
TITLE
DATE
PROPERTY PARCEL NUMBER(S) AND LEGAL DESCRIPTION(S) - Page 2 of 2
HCP 15 -04
ATTACHMENT H
LEASES, CONTRACTS AND AGREEMENTS
Date of
Execution
Date of
Expiration
Recorded in:
Memorandum of
Understanding
City of Tukwila and
Forterra
12 -19 -14
NA
of
Tukwila
Statutory Warranty Deed
EJWJR Tukwila Yard
LLC
and
Forterra NW
8 -10 -12
NA
King County
Assignment of Purchase and
Sale Agreement
Forterra NW
and
City of Tukwila
6 -18 -12
NA
King County
Purchase and Sale Agreement
EJWJR Tukwila Yard
LLC
and
Forterra NW
6 -15 -12
NA
King County
Grant of Permanent Access
and Stewardship Easement to
Cascade Land Conservancy
(now Forterra)
City of Tukwila and
Cascade Land
Conservancy
(now Forterra)
3 -10 -04
Permanent
King County
CERTIFICATION
The GRANTEE, by its signature, certifies that the leases, contracts and agreements as described in the
grant application and defined above (Document Title, Parties, Date of Execution and Date of Expiration)
have been reviewed and approved by the GRANTEE's governing body or board of directors, as
applicable, as of the date written below.
The GRANTEE shall provide the AGENCY with notice of any and all modifications to these leases,
contracts and agreements made during the Contract Period of Performance or during the thirteen years
following GRANTEE's completion of the project.
TEE
TITLE (-1
l \\
DATE
LEASES, CONTRACTS AND AGREEMENTS - Page 1 of 1