HomeMy WebLinkAbout23-023 - Contract - King County - Transportation Demand Management Agreement23-023
Council Approval 2/13/23
TRANSPORT'ATION DEMAND MANAGENIENTAGREEMEN'T
BETWEEN
KIING C'OUNTY
AND
T'11 E C ITY 0F "ITKW I LA
THI S TRASPORTATION DEMAND MANAGEMENTAGREEMENT (the "Agreenlent") is
made and entered into by and between the City of -Tukwila, a Washington municipal corporation
(the "City") and King COUIlty, a polit�ical subdivision of the State of Washington (tile "County"),
throng its Metres Transit Departiflent ("Metro"), either of which entity may be referred to,
hereinafter nid] vidijally as" l3arty" or collectively as the "Parties."
Whereas,, on ALIgUst 31, 2020 the County was awarded a, Congestion Mitigation and Aix Quality
Improvement prograin ("(`MAQ") grant from tile Federal 'ransIt AdiiI
stration ("HWI)
(Award WA -2020-087-00) in the aniount of $6,488,278 (tile "CMAQ Grant-) to helpilliprove
air quality in urban, areas by financing investnients in various transportation dernand
nianagement ("I'DW) activities and transit access iniprovernents that improve traffic flow and
support and encourage alternatives to driving alonc� and
Whereas, the CMA) Grant will support multi -nodal transpoi-tation protect planning and
demonstration prograins to reduce drive -alone vehicle travel and increase high occupancy
vehicle tise to lie] p reduce energy 'oil, aii I
I gy cOnSUMpti I - POIlUtion and trall1c, congestion, Limited
research and developtilent activities are allowed Under the CMAQ Grant but cannot be th:e
prin,iary purpose of thegrant-funded work. The County intends to use up, to $22. wty00.tytl of tile
CMIAQ (irant funds as a, sub -award to the City 1"or work perfornied in accordance \Vjtli the terms
and conditions of this Agreement and riot foi- reseai-ch and development purposes as defined by 2
CFR 200.87 Research and Developtilent, (R&D):
R&I) inearis all research activities, both basic and applied, and all development
activities that are per-l"ornied by non -Federal entities, ']'lie terni research also
includes activities involving the training of individUals in research techniques
where such activities utilize the same facilities as other research and development
activities and where such activities are not included in the InSti-LICtIOn function.
"Research" is defined as a, systematic study directed toward ftiller scientific
knowled-e or understanding, of the subject studied. ""Development"
is the
F
systematic use of ktiowledge and Understanding, gained from research directed
2023-21024'1"'t-,i,iisl)ort,itiorilI Deniarild Niatiagenient Agrectilent
Baween King County zuid the City of Ttsk\vila
Pagc I of 25
toward the prodUCtiOn' Of Useful materials, devices, systems, or methods, inClUding
design and development ol'prototypes mid processes.
There will be tio indirect costs charged to this award" and
Whereas, the City, whose Unique Entity Identifier (UEI) nuniber iis UEQNMC26C8T-3), and the
County provide TUM programs to commuters, students and residents directly or through
einployers, schools arid/or property managers,- and
Whereas, SLIC11 T P11-0graillS Inay include incentives, OLJO'CaCh, prornotions, website
development and niainteriance,, materials and services that 'Facilitate travel by pUbjiC
transportaticm, shared fides, bicycling, walking and teleworking; and
Whereas, the City's TDM: strategies, in hiding activities conducted through South King County
I I " rips (SI C Trips), have been effective in reducing drive -alone trips in Tukwila and South King
County; and
Whereas, the City and County have continued to adapt and iniprove on these "I'DN/I strategies by
targeting flew market seginents and adding new travel options for]"'i,lkwila area residents and
workers,
NO�W THEREFORE, in consideration of the terms, conditions and covenants contained herein,
the Parties agree as follows:
1. PURPOSE OF AGREEMENT'
The Purpose of this Agreement is to establish a MUtUally beneficial arrangement between the
City and the County that will help both Parties realize their respective `I'DM objectives, This
Agreement also creates a mechanism to allow the County to reiniburse the City for actual, direct
costs incurred to perform the tasks identified 1 a the Scope of`'' ark (" SOW"), as set forth in
Exhibit A, which is attached hereto and incorporated herein by this reference. In consideration
ofthe Cit I
y's performance ofthe tasks and responsibilIities set forth in the SOW, the COLUIty Will
reimburse the City with available CNIAQ Grant fundS LIP to the capped rei lilt) Ursern en t amount
s 'f I
peci ied at Section 4 of this Agreement.
2. AGREEMEN'r'FERM AND MODMICA'HONS
Upon signature by both Pat -ties, this Agreement shall be effective as of January 1, 20123, and
unless earlier terminated, shall renialn in effect through December 31, 20:24, The period of'
performance is from January 1, 2023 through December 3) 1, 2,024. IflInItUally agreed, tile
Agreement and period of performance may be extended by written amendment for Up to all
additional two (2) years, Exhibits and attachments may be modified at that time as niay be
Mutually agreed by the Parties, Aily extension shall be aiade in Writing in accordance with
2023-2102,4 "I."ratisportation, Demarild Nimiagerneilt Agrectiletit
Bawcen KMg County and the City of Ttsk\vda
Page 2 of -15
Section 14 of the Agreement. '"Fliie County will extend this Agreement only on the condition, that
all City aCCOLHAS With the County are current.
3. CITYRES PONS 11311,1111 ES
The City shall furnish the necessary personnel, equipment, material and/or services and
otherwise do all thing's necessary for or incidental to the performance of the work identified with
particularity in the SOW at Exhibit A to this Agreement. In addition to required tasks, applicable
timelines and budget are also identified in lExhibit A.
4. COUNTY'S RESPONSIBILITIES
The County will reirnbUI-SC the City for actual, direct costs iticurred to satisfactorily perform the
tasks and implenient the TDNI tasks as provided. For in the SOW at Exhibit A to this Agreement.
In no event shall the, total reimbursement made by the County to the City for work performed
J)Umiant to this Agreement exceed $225,000,00 (the "Reimbursement Cap"),
5. INVOICE AND PAVMEN'TPIZOCEDURES
The City shall Submit completed involice(s) to the County detailing direct costs, quarterly
activities, outconies and iriletrics \vithin, thirty (30) calendar days following each (JUarter's end.
The County shall pay the City within thirty (3,0') calendar days after [he (lounty has received
completed invoices. Indirect costs are not eligible for reimbursement under this Agreement.
In no event will the total County payments to the Cita= exceed the Reinibursenient Cap specified
at Section 4 of this Agreement without the Parties mutually agreeing to amend this Agreement in
accordance with Section 14 of the Agreement,
6. FEDERAI., REQUIREMENTS
A. 'I I his Agreement is subject: to a financial assistance agreement between the County and the
FTA. The City shall comply with all applicable Federal laws, regulations, policies, procedures
and directives, including but not limited to the following, which are attached hereto or
incorporated herein by this reference:
2 CFR Part 200.300 through 2 CFR Part 345, contained in, Subpart D, Uniform
Administrative Requirements, Cost Principles, and Audit ReqUil-Crilen'tS for Federal
Awards, The text is available at: littps:Hwww.(,,I)o.gov/fclsys/k)kgC',FR-2015-title2-
vel ,[/xii�il/CFR-2015-tit]e2-voI l.xni14seqnLnii200,300,
1 2 CFR Part 2,010. 00, through 2 CFR Part ?070,4 75, contained in Subpart E, Uniform
Administrative Requirements, Cost Principles, and Audit ReqUireirients for Federal
2023-2102,4'1"'t-,i,iisl)ort,itiorilI Demand Management Agreement
Bctween King County and the City of Tukl vela
Pagc 3 of 35
Awards, The text is available at:I 5-t,itIC2-
Yol I/xn,ill/('FR-201-title -vel Lxn1l9sec uiqM4Q1-
I The. req ul rern ents and ob I I pgatt on s imposed posed on a " Reci p) ent" L I I
3 1 1 Ider the applicable
provisions of the FTA Blaster Agreement. The Master Agreement, text is available at:
littp,sHwww,trai,isit.dot.gov/fuiidiiig/gi-a,iitee-ii.esoui-ces/sam1,)]e-fta-agreeiiierits/]'-Ia-i,iiaster-
agreement-fiscal-year-2020
4 1 -he W(JUirements of F7A CiI--alar 501 O. I E Project Adr iinistration and Manageri'lent.
Circular 50 10. 1 E text is available at:
li tt 1) s Hwww, tran sit . dot, g ov/regul ati ons-and-LU)i da nce/fta -cl I -CLI I ars/award -maria genlen t-
requireinerits-cl 1-CUlar-50 10 1 e
5. If the City contracts with a third party to provide all or a portion of the services
described in this Agreement, then the City shall comply with FTA ('11-CUlar 4220. 1F.
Circular 4,220, IF text is available at:
littt)s://\v\v\v, tran sit, doty/r�pguL atLj i.. -alid aLfidance/fta-circus I, laritr — ar -
cQlfl t _rlhct
6. Applicable FTA Third Party Contract Provisions — Standard Turns and Conditions, The
text is attached as Exhibit. B which, together with Attachments A thlrough E, is
incorporated herein by this reference.
B. New federal laws, regulations, policies, procedures and directives may be adopted after tl-ie
date this Agreenwrilt is established and may apply to this Agreement, The City agrees to accept
and comply with all applicable laws, regulations, policies, procedures and directives as may be
amended Or INOMUlgated from time to time during the term of this A
I greenient.
C. The City shall not perforin any act, fail to perform any act, or refuse to comply with any
requests by the County which would CaUSe the, COU11ty to be in violation of any federal law or
FFA reqUIren'ient, The City's failure to so corriply with this Section shall constitute a material
breach of this Agreement.
D, The County and City acknowledge and agree 1 11
,ree that, notwitfista ding any concurrence by the
Federal Government in or approval of the solicitation or award of this Agreement, absent the
express written consent by the Federal Governinent, the I"ederal Goverritnent is not a party to this
Agreement and shall not be subject to airy obligations or liabilities to the County, City, or arty
other party (whether or not a party to this Agreement or any Agreement awarded pUrsuant
thereto) pertaining to any matter reSL1lt111g fi-0111 ALY this
I greernent.
E The City agrees to extend application ofthe federal requirements to its SUbrecipients or
contractors, and their respective subcontractors, by including this Section and the related exhibits
and attachments in each contract and subcontract the City awards Urldel- this Agreement financed
2023-2102,4 'T'ransportation, Demarild Nimiagement Agreement
Bctween King County and the City of Tukwvfla
Pagc 4 of 35
in whole or in part with Federal assistance provided by FTA, It is further agreed that this Section
shall not be modified, except to change the nalilles of the parties to, refect the subrecipi ent or
contractor which will be SUbject to its provisions,
F. The City acknowledges that the provi sill o gas ofthe [Irograni Fraud Civil Remedies Act of
1,986, as amended, 3l U.S,C. 380 1, ' et.5�LcL.arid U.S. DOT' I-egUlations, "Prograin Fraud Civil
Remedies," 49 (TR Part 3 1, apply to its actions pertaining to the work under this Agreement,
Llpon execution of this Agreement, the City certifies or affin-nis the truthfulness and accuracy of
any statenleat it has made, it rillakes, it may make, or causes to be made,, penaining to this
Agreement or the F"IF A -assisted prqjlect for which this work is being perforn'lled. In addition to
other penalties that may be applicable, the City further acknowledges that if it makes, Of Causes
to be made, a false, fictitious, orf'raUdUlent claim, statement, SUbmissioti, or cei'lification, the
Federal Governtilent reserves the right to impose the penalties of the: Pro rani Fraud Civil
Remedies Act of 1986 on the City to the extent the Federal Government deems appropriate.
The City also acknowledges that if it makes, or causes to be made, a false, fictitious, or
fraudulent claim, statement, submission, or certification to the Federal Government under
a contract connected with a project that is financed iii. whole or iii. part with Federal
assistance originally awarded by F'FA under tile, authority of Oct LJS.05307, tile
Governnient reserves the right to impose the penalties of 18 Lf, ,C 1001 and 49 U,C,
5323(1)( 1) oil the City, to the extent the 14'ederal Governnient deems appropriate,
1 The City qgrecs to include tile language in Section, F arid Section, F( 1) above M each
contract and subcontract it awards Under this Agreement financed in whole or in part with
Federal, assistance provided by HFX It is fiurther agreed that the clauses shall not be
modified, except to identify the C,011b-UtOr"Of- subcontractor who will be subject to the
provisions,
G Certificatioa Regardirig DebarnIC11t, Suspension and Other Responsibility Matters
I
This Contract is a covei-ed transaction for purposes of? (TR part 1200. As Such, the City ity is
required to verify that none of` tyre City, its principals, as defined at 49 CFR, 29.995, or affiliates,
as defined at 49 CFR 29.905, are excluded or diSCILialified as defined at 49 CFR 29.940 and
29,945, The City is required to comply with 2 CFR 1200, Subpart C and MLISt Include the
re(JUirenient to comply with 2 CFR I 200, Subpart C in any lower tier covered transaction it
enters into. By signing and submitting this Contract, the City certifies as follows:
The certification in this clause Is a material representation of fact relied upon by
King County, If it is later determined that the City knowingly rendered an
C'ITCAICOLIS certification, in addition to remedies available to King COLMAY, the
Federal Government away pursue available remedies, including but not limited to
suspension and/or debarment. The City agrees to comply with the requirements
of' 2 CFR 1200, Subpart C' while this offer is valid and tllr0UL�,h0L1t the period of
2023-2102,4 1T"rarisportation, Dematild Manageinetit Aj!,rccrnent
Bawcen Kirig County and the City of Tukl vfla
Pagc 5 of 35
any work or service that may arise fron't this Contract. The City further agrees to
include a PrOViSiOn I-CCILlit-irig Such conipliance it) its lower tier l covered
transactiolls.
H, Because the County is sub -granting $25,000 or niore of pass-thrOUgh FTA funds, the County
must cc only with the reporting requirenients ofThe Federal Funding Accountability and
Transparency Act (FFATA or Transparency Act , P1- 109-281, as amended by section 6202(a)
of RL. 110-252), The FATA prescribes specific data to be reported and the County hereby
agrees to report Rib -award data into the website wLww.tJSY\S
Av - YV RgLdin . owe via, www.fsr The
................................................
City agrees to provide the County with the informatiort required in this paragraph! within thirty
(30) calendar days from the execution date of this Agreement:
a, Location of the City I
I (physical address(es), including congressional district(s));
aud
b, Place of performance (physical'l address(es), including congressional dlistrict(s)),-
and
C. UfliCliLle identifier of the CVpy and its parent (DUNS, Number, as unique nines -digit.
1111111ber issued by DU11 & Bradstreet (D&B) to a single business entity assigned to
each business location in the D&B database having as unique, separate, and
distinct operation 1` r. the purpose of identifying it); and
d, Tota I cera pen sa t i oil and na ni es of top fiv e (5,) executives 1F" BOTH of th e
following apply:
i. More than eighty percent (80%) of the City's gross annLia] revenues are
from the federal government, and those revenues are greater than
$25,0(,10,000 annually, and
ii. Contpensation information is not already available through reporting to
the Securities and Exchange Comnlissioll.
L The City agrees to provide the County with its Federal Central Contractor Registration
number within thirty (30) calendar days of the execution of this Agreement. If it has not already
registered, the City agrees to register with the Federal Central Contractor Registration at
q
Li c and provide the COL111t]V with the registration IlUniber within thirty
_— �L
(30) calendar days froni the execution date of this Agreenient. kxcqviotis tnqly he n1tvle oil 41
c4rve-ley-ccrve hosis ul,)on b.1,, 1he Couill.Y.
J, The City agrees to provide the County with a copy cal' its Title V1 impletrientation plan HI
accordance with FTA Circu I a 1-4702. 1 B, Chapter 111,1, Sectioni It, If the City does not have a Title
VI plan, the County and the City agree to work together to sufficiently document the City's
adoption of the County's 'Title V1 plan, or in the alternative, the City's impletnentation of its own
Title V1 plan,
K. In accordance with FTA ircular 4702.1. B, Chapter 111, Section 2, and by signing this
Agreement, the City certifies that it will comply with Title V.1 of the Civil Rights Act, as
ametided, 42 U,S,C, § 200,0d, U.S. Department ol'Justice "Guidelines For enforcement of Title
2023-2102,4 "I."ratisportation, Dentarild Nimiagement Aj!,rccnient
Bctween King County and the City of Tukfla
Pagc 6 of 25
VI, Civil Rights Act of 1964, 28 CFR §503, US DUT regulations, "Nondiscrimination in
Federally -Assisted Programs ofthe Department of'] ransportation -- ElTeCtUation of Title VI of
the Civil Rights Act of 1964," 49 CFR part 21
7'. DISPUTE RESOLUTION PROCESS
Tl Designated Dispute Resolution Representatives, T'he following, individuals are the
Designated Representatives for the purpose of resolving any disputes that may arise
Under this Agreenlient:
For the County
Carol Cooper
Mobility Innovations
Managing DI rector
KIT,ig Cot,inty kletro]"ransit
201 South Jackson Street, M/S KSC-
'I R-0141 I
Seattle, WA 98 104
(20 6) 477-5871
caroll-cooper r kin, -county.gov
7
For, the City
Vicki Carlsen
Finance Director
City of I'Likwila
6200 SOLIthcenter Blvd,
J'ukwila, WA 98188
(20:6) 433-183 9
Vicky.Cai-Iseii(ii)tLil�\vila\vii.g(.)v
7.2 The County representative and the City representative sliall canter to resolve disputes that
i
arise Under -this Agreement as requested by either Party. The designated representatives
shall Use their best efforts and exercise good faith to resolve such disputes.
73 In the event the Designated Representatives are Unable to resolve the dispute, the
appropriate City Adnilinistrator or her/his designee and the General Manager of" ,in :g
County Metro Transit or her/his designee shall confer and exercise good fiiith to resolve
the dispute,
7,4 In the event theCity Administrator and the General Managei-cal" ling ("Wnty Metro
Transit are unable to resolve the diSpLite, the I)arties rnay, iftflUtUally agreed in writing,
submit the inatter to rion-binding mediation, The Parties shall then seek to MLItually
agree upon the mediation process, who shall serve as the mediator, and the time frarne the
1"arties are will"ingZ) to discuss the disputed issue(s).
7.5 Ifthe Parties cannot F)ILItUally agree as to the appropriateness of niediation, tile il'iediatioll
process, who shall serve as mediator, or the mediation is not successfiul, then either Party
may institute a legal action itithe King County Superior Court, situated in Seattle,
Washington, armless another venue is Mutually agreed to in writing.
2023-2102,4 'IT"rarisportation, Demarild Nimiagemetit A!!'rcctnent
Beer een Klqg County wid the City of Tukwila
Pagc 7 of 35
T6 The Parties agree that they shall, have Sao right to seek reliefin a court of la%v until and
UtIless each of the above procedural steps has been eX11181-isted.
8. TERMINATION
8.1 Termination for Convenience, Either Party may terininate this Agreement Up011 thirty
(30) days' written notice to the other Party. In the event of termination of this
Agreement, the Parties shall be I lable only for performance rendered or costs incurred in
accordance with the terms ofthis Agreement prior to the effective date of termination.
8,2 Termination for CaLiSe. If either Part), does not Fulfill in a timely and proper manner its
obligations under this Agreenient, or if either Party violates any of these terms and
conditions, the aggrieved F)arty will give the other Party written, notice of such failure or
violation. The responsible Party will be given the opportunity to initiate a correction of
the violation or failure within Fifteen ( 15) calendar days. If fallure or violation is not
corrected Within the MUtUally agreed UP011 time, period, this Agreement may be
terminated inn-nediately by written notice of the aggrieved Party to the other.
83 'rermination fc)r Non -Appropriation or Loss of GrantFUndino, This Aoreenlent. is
contingent L,11)011 federal grant funding and local legislative appropriations, As such, 111
addition to terainiation for deft'llilt or convenience, the County i'my terminate this
Agreetrient for non -appropriation or loss of grant funding by giving not less than thirty
(30) calendar days' written notice thereof to the City.
9. LEGAL R,E1..,A'riONS
91 No Third Party Bene(jigiarl es. It is understood that this Agreement is solely Cor the
benefit of the Parties hereto and gives no right to any other person or entity.
92 No Partnership or J011"It VeritUT-C. No joini"venture, agent -principal, relationship Or
partnership is fornied as a result of this Agreement.
9 I-ndevenderi-t Cavacitv. The employees or agents ofeach Party who are engaged in the
performance of this Agreement shall continue to be enij)loyees or agents of that Party and
shall not be considered R.)r any purpose to be employees or agents of the other Party.
9.4 jUrisdiction and VernThe e, Kill0 . COUnty Superior Court, SitUated in Seattle,
Z
Washington, shall have exelusive jade sdiction and venue over any legal action arising
Under this Agreenietit.
9.5 M.UtUal Neg_�.Lti
_aitjoij.._And Construction. This A-reement and each of the terms and
provisions hereof shall be deemed to have been explicitly negotiated between, and
rnUtually drafted by, bolh Parties, and the language in all parts of this Agreenient shall, '111
2023-2102,4 'T'ransportation, Demarild Management A!!'rcctnent
Baween King County zuid the City of Tulewila
Pagc 8 of -15
i
a I I cases, be construed according to its (air meaning and not strictly for or against either
Party.
9,6 Assignment. Neither this Agreement, nor any interest herein, may be assigned by either
Party without the prior written consent of the other Party,
I
93 (.orriLAiance with ApL)hcable Laws, The Parties agree to comply Nvith all applicable fieder,al
-
state, wid local laws, rules, and regulations, including those pertaining to nondiscrimination, and
agree to rQqUirC the satiric of any subcontractors providing servicQs or perforining any work using
funds provided under this Agreenien't.
M FORCE MAJEURE,
Either Party to this Agreenient shall be excused from performance ofits responsibilities and
obligations under this A I o perform,
:1 gyreenient, and shall not be liable for damages due to failure t
durin I crated from performing by a Cause directly oi-
1 g! the, time arid to the extent that it is grew
indirectly beyond its control, includinbut not lirnited to: late delivery or nonperformance by
g
vendors of triaterials 01- supplies; any incidence of fire, flood, snow, earthquake, or acts of nature,
strikes or labor actions, accidents, riots, Insurrection, terrorisi'u, or acts of \var; order of any court,
or civil authority, commandeering material, products, or facilities by the federal, state or local
governnient; or national fuel shortage; when satisfactory evidence of'such cause is presented to
the other Party to this Agreement, arid provided that such non-petI`onnance is beyond the control
arid is not due to the, fUdt Or negligence of the Party not performing.
11. INDEMNMICATION
Both Parties shall protect, defend, 1n denanify arid save harmless each other, their officers,
employees, and agents while acting within the scope of their ernploynient as such, from any and
all costs, claims, judginents, and/or awards of daini ages, arising out of or in any way resulting
from either Party's negligent acts or omissions in perfon,niling their obligations under this
Agreement. The Parties agree that they are fully responsible for the acts and omissions ofthell"
own contractc)rs, subcontractors, eniployees, arid agents, actinu j ft 11'
,withinthesco)e () lie'
employment as such, as they are II)r the acts arid omissions of its own enilployees arid agents.
The Pat -ties agree that their obligations under this provision extend to any china, demand, and/or
cause of action brought by or on behalf of any of their employees or agents, The foregoing
indeninity is specifically and expressly intended to constitute a waiver of both Parties 11,111TIL111ity
Under Washington's Industrial Insurance Act, RCW Title 5 J, as respects the Parties only, and
e the Parties, their officers, employees, arid agents with, a
only to tire extent necessary to prov]'d
Ball and complete inderrinity ol'clairris made by the Parties employees, The Pat -ties acknowledge
that these provisions were specifically negotiated and agreed Upon by them. The provisions of
this Section I I shall survive the expiration or earlier terniination, of this Agreement.
2023-2102,4 1"'ransportation, Deniarild Matiagenient Agrectnent
Bctween King Courity and the City of Tukwila
Pagc 9 of -15
12. WAJIVER
:
A failure by either Party to exercise its rights Under this Agreeinent shall not preclude that Party
fi-orn subsequent exercise of such rights and shall not, constitute a waiver of any other rights
under this Agreement unless stated to be such in a writing signed by an authorized representative
of the party and attached to the origi nal Agreenient.
t3. SEVERABILI'TY
If any provision of this Agreement or any provision of any eNJiibit or attachnient incorporated
into the Agreement by, reference shall be held invalid, such invalidity shall not affect the other
provisions of this Agreement 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
Agreement, and to this end the provisions of this Agreement are declared to be severable.
114. C111ANGES AND MODIFICATIONS
This Agreement inay be changed, modified, or amen'ded only by written agreenient CXeCUted by
authorized representatives of both Parties.
15. REPRESENTATION ON AUYI1OR11 Y OF 4IGNA11"ORIES
The signatories to this Agreement represent that they have the authority to bind then- respective
organizations to (,his Agreement,,
16. ALL TERMS AND, CON DITIONS
Ykis Agreetnent contains all the terms and condition's agreed upon by the Parties. No other
understandings, oral or othemise, regarding the Subject matter ol"' this Agreement shall be
deemed to exist or to bind any of the Parties hereto,
17. CONTRACTMANAGEMENT
The contact persons for the management of this Agreeirment (the "('ontract Managers") are
identified and their contact information is provided herein and may be updated by either Party
for their agency only and shall be submitted in, writing or electronic ii'mill to the oftler Party. Any
update to the Contract Managers' inforaiation shall state the effective date of said Update.
..........................................................................................................................................................................
Contract Manager, King County City of Tukwila
Contact Name Kristine Edens Alison J'urner
2023-2102,4'1"'t-,i,iisl)ort,itiorilI Demarild Nimiagemetit Agrcctnent
Baween King County and the City of J'tskwila
Pagc I t of 35
Title
Transportation Deniand Management
Sustainable Transportation
L=ead (TDM L,cad)
Prograii'l, Manager
King COUnty Metro
City of Tukwila
Market Innovation Section
Address
201 S. Jackson! St,
63,0,0 Soutlicenter Blvd #100
M/S KSC-TR-0411
Tukwila, WA 98188
Seattle, WA 98 104
Telephone
(206) 263-970,1
206-43 3-' 142
E -Mail
AhsonjuL_
The City shall conduct I)roject administration and management to facilitate the effective and
efficient progress and cotripletion of the activities identified in I"xhibit A (S(',)W) for the 2023-
2024 period of perforniance. The City agrees to provide quarterly progress reports and invoices
within thirty (30,) days from the end of the quarter and any additional grant repotillig
requirements as requested by the County. The progress reports and invoices shall follow
templates provided by the County within,30 days of a
greement exeCLUtion. Additionally, the City
shall attend a quarterly TDM Regional Collaboration Nieeting facilitated by the County with
regional TDM parttiers.
18. RECORDS RETENTION AND AU D11"
I&I During the term (if this Agreement and for a period (if not less than six (6), years frorn tile
expiratioti or earlier terminatioii of the Agreeriient, or the date ref final payment by the
County, whichever is later, [lie City shall keel) available for inspection and auditby tile
(7,outity and the leder-al government the records pertainii,ig to the Agreement and
accounting therefore, Copies of all records, dOCUments or other data pertai in ng to
performance of the Agreement will be furnished by the City upon reClUest, If any
litigation, claim i or audit is commenced related to perForniance ofthe Agreement, the
records along with supporting documentation shall be retained until all litigation, claims
mid/or as findings have been resolved even thOUgh such litigation,, claim or audit
continues past the six-year retention period,
1 &2 All Agreenient costs ITILLS1, be documented including copies of invoices and time sheets
showing hours worked and rates, or financial system expense reports documenting these
items,
18. 3 The County, the U.S. Department of Transportation, the F"I"A, the State Auditor, and the
Inspector General and any of their duly authorized representatives shal I have Full access
to and right to examine, dr rIng n0rulal business hours, all City records with respect to all
matters covered by this Agreement. Such representatives shall be permitted to audit.,
examine and make excerpts or transcripts ft'OnI such records, and other matters covered
by this Agreenient.
2023-2102,4 1."ralisportation, Demarild Nianagemetit A!!,rcctlient
Bct%vCcn King County amid the City of Tukwila
Pagc I I of 35
1, 8, 4 Unless already PUblished and available thrOUgh: the onfine, accessible audit reporting
database at the federal audit clearinghouse, the City shall subrnit to the County as copy of
the City's A- 133 Single Audit report when requested by the COUnty for subreciplent
monitoring purposes.
19. EXECUTION OF AGREENIEN'T
This Agreernent rilay be, executed in multiple, counterparts, any one ot'which shall be regarded
for all JAIrposes as an original.
IN WITNESS THEREOF the Parties hereto have eXeCUted this Agreenient 1)), duly aUthohzed
representatives on the dates shown below their respective sigmalLires.
KING ("OUNTY
By:
Michelle Allison
General Manager
King COUnty MletrO
Date:
CITY OFTUKWILA
By: I ......... NG
. ........ .......
................. .
Allan Ekl)erLty
Mayor
City offukwila
03-01-2023
Date-,
MNOIZ� �.*
� (d - ,
K. . Go
altl(; oc�_
--673b -h —
Office 0f the City Attorney
2023-2102,4'1"'t-,i,iisl)ort,itiorilI Demarild Management Agrcctnent
Baween King County wid the City of TAvvila
Pagc 12 of 35
EXII-11BUTA
MKORADIMMININ
"I"ransportation Demand Management Agreement with King County Metro
Period of Performance January 1, 2023 — December 31, 2624
Description
Funding will support dic continued operation of the City of Tukivila transportation dcry and nianagement
program ftom January 2023 through December 2024. The C)Ity trill provide TDN/l sm,,iccs f6r travelers
with an origin or destination in the cities of'Rik"JIa., Buricn, Des Moines, Kent, Rcii-ton. and Scal'ac
thVOUgfi an cxtension of dicir Regional Mobility Grant (RNIG) prograni and the City's I'DM prograrn,
i
The prograin scope of work described below iIIClUdcs cost cstimfl
ates fior ic summarized activities. The
Taro ram's efforts toward Investing,mM resources \vhere needs are greatest include programming and
services to residents. vorkers, and students, especially nmcomers to Sotifli King County. "The Program
will promote SLI.Stainablc transportation alternatives to driving alone to improve access to mobility and
rednee traffic congestion, The Prograiii will support transpoilati011 Users by identifying solations to
harriers and addressing the specific needs of community nienibers. Strategies will include community
outreach. community-based social marketing, motivational intervievving, cdUcation, incentive
encouragenicnt, distribtition, of safet\ gear, and installation ofamenitles such as bike racks. Progranitimig
will help build trust ill pLiblic transportation by deniystifying the system,
Background
Confinuin ;
I g the successful partnership between the City ofTuk,\vila and Khig County Metro, I'lle City of
"ruk-wila's TDM Program will build partnerships and conduct conimunity outreach at acfivjt� centers m
1-tiWilla and SOLIth King Count\:, Hicluding:
• 'Tr l! Village and111�'Wila International Bonlevard District,
• The Southceritcr Mall a,rea'.
• Sea -Tac Airport.
• Educational l institutions such as the Tukwila School District, Renton Technical College, Highlilinc:
C'ol lege, and Green Ri vcr College; and
• Multifamily housing developmcnts.
"nic r'DM Program will work, in partnership with transit agencies, nonprofits, employers, and con-1111nnity
organizations to reach priority populations through trusted channels, Priority populations include
historically mai-ginalized communities; Black, indigenous, and people of color; people with lower
incomics.- immigrants and refugees,, English langUage learners: VOLIth. and seniors. There \\,ill be a,f()CLI.s
on pai-mcring \vith agencies that support immigrants and refugecs, Additionally. the Program Nvill
prioritize outreach to individnals who are likely to tn' a new niode such as people who have recently
moved, are starting a new.job. or are going to school.
As described below. die Program will:
• Promote sustainable traiisporLition options including transit, active tnansportation, tele\vork.
carpool. vanpool, and first/last mile or inns' vatic 're 1110I)IfitV SCI-\,,Iccs
2023-2102,4 1"'ransportation, Demand Management Agreement
Between King County and the City of Tuk\vIla
Page 13 of 35
• Provide rewa,rds and incentives to ren,iove 1),,trriers to and C11COUragC Use ol'sustainable
transportation options (nole. the Pr(�,grtun it -W/ nse �Oeitnaive senwces offfintling io Inirchase
incentives vnch as OR(A c4n-tfv)
• Work to improve people'$ Perceptions of these options
• Inform residents, workers and students of transit servicc news and eiligagenwnt o ppo rtu, n i tics,
SLIch: as RapidRide I line OWNZICII. L113COMillig Federal Way Link extension, first/last-mile and
flexible serviccs. and work to increzise ORCA card usage
• Explore options for Siting "U'llenitics such ass bike lockers., bike racks, bike repair- stati()Ilsa
www finding sigmage, etc.
• Educate employers 0111 C0111111LIte benefitstrategics and programs
Work 1"la nr with, Cost Breakdown
Funds will, be uscd in: 2023 and 2024 under the City of 'Tukwila 'TDM prograni for the following
w I I
t \1 tIcs,
13MMMM
I . Develop marketing materials such as websitc. surveys. flyers. and ne\Nslc(tcrs,
I Outreach to cominunity groups, jildividuals, employers, property inanagcrs, and other targeted
groups of corridor users, to proRIOIC Use ofsustaina0le transporta'tion options,
3, Administration of rcN,\,ards prograrn,
4, 11"rovidc C011SLIJUItiOnS alld/or transportation trainings to interested organizations and ctilployers.
5, Analysis ol're\vards program survey data to calculate Wand VNIT reduced.
6, Submit progress repoils. nictrics, and invoices fliat nicludc labor hours and receipts for
reimbursable expenscs, at least quarterly,
City of Tukwila 2023-2024 TDM Prograni 13tid;et
I
The (lity of T`ukkNila TDM Program budget for 2023 to 2024, is laid out below. Fundin't, ISOUI-CCS include
thc state, TDM Allocation (CTR Program), state Rcglonal Mobility Grant (RMG)., arid as federal
Congestion Mitigation and Air Quality Iniprovenwit Program; Grant (("IMAQ), In t:tddition. the City
providcs Nvork space,, phone, and other reSOLINCS for TDM staff.
2023-2102,4 1T"ransportation, Demarild Management Agrcctnent
Between King County and the City of TAvvila
Page 14 of 35
------
2023-2024
.. . . ....... . ....... . ....... . .........
...... . ....... . ....... . ....... . ....... . .......
.
. . . ........ . ...... . ....... . ....... . .........
. . ....... . ....... . ....... . ....... . ..........
Program Areas
BUdget
CrR
RMIG
CMAQ
KCM
CTR Program
$74,204
1001.0%
01.0%
0. 0%
01.0%
Program admin:istration
.................... ..
$261,000
----------------------
01�0%
-11--....-.-...-.-...-..-.---...-
153%
11.1 . .............................
59,.8%
................... I .........
24.9%
Outreach and education
$231,000
0.0%
24 2%
64.9%
M8%
Communications and
$1,75,000
Oi.0%
28.6%
2&6%
419%
marketing
Partnerships and
$129�,000
0,0%
42.6%
49.6%
7-80%
rofessional services
Incentives
$75,0010
0.0%
100.0%
01.0%
0.0%
Small, grant program
$140,,000
0.0%
42.9%
21.47/o
35.7%
oat Prograrn, Budget
$1,085, 4
$74,204
....... . . . .......
$336,00,0
$450,000
.... I'll, .... I'll, ....
$225,000
I'll, .... I'll, - ....
2023-2102,4 1T"ransportation, Demarild Management Agrcctnent
Between King County and the City of TAvvila
Page 14 of 35
F&WHyffm
i
FEDERALTRANSIT ADMINISTRA'FION (FTA)THIRD PARTY CONT'["C-1"
REQUIREMENTS
'I'llis Contract Nvill be partially fundcd by the Federal 'fi-ansit Administration (Fl", ), The following
provisions tuclude, III part. certain standard tcmis and ecMiditions requircd by the LIS Depajinictit of'
I"ransportation. All contractual provisions requit"ed by the US Departn'lent of "Fransportation, as set 17onli
in F]'A Circular 4220, 1 F. as revised. dated March 18, 21113, as arc the rccluircmictits, of the mastcr
Agreement bctwcen Killig C01,11111ty ("the County") and (tic U.S. Departnient of."Fransportation, including
aryl "flow down"' provisions to third pa,rv� ('ontractors and. Subcontractors arc hereby I nco rpo rated by
reference, LInIcss statcd otjleRwr Ise. all FIA mandatcd terms shall be deemed to control in the event of a
colliffict Nvith other provisions contained in this Coilitract. The C.ontractor agrces not to pci-form any act.
fail to perfonn, any act, or refuse to comply Nvilth ally Cou'rity requests that Would cause the Count%, to be
In violation of 1l1c.FTA terms and conditions,
1-1 Disadvantated Btisiness Ei'iter)i-ise.(DBE ),.Participart irarer
A. Nondiscrimination 49.... Q—IL FR art , M" '1110 Contractor shall not discriminate on the basis of
......
race.'color. national origin., or sex in ffic performance ofthis Contract. 'I'lic Contractor
shall ca]TN' out applicable requirements of" 49 ("UR part 26 in tfic award and adn'111,11stratioll
of United States Department of"I"rinspoi-tation assisted contracts, Failure by the
Contractor to carry out these reqniremet-its is a material breach of this Contract. vvhich
MaN, result In the termination of this ("olitract or such other rernedv, as the County deen-Is
appropriate. Each stibcontract the contractor signs, with a, subcontractor MU.St include the
assurance In this paraggraph (see 49 CFR 26, 13(b))
B. D13E Proo,rarn. IlIc DBE NCILlil'Unents of 49, O"'R Part 26 apply to this Contract. King
"aunty has (Ictennincd that no DBE goaal swill be established for this Contract. Hoivevcr,
thc County requires diat the C,ontractor report any actual DBE participation oil this
Contract to enable [tic County to amfl-,Itcly n1onitor DBE program compliance,
C. Efforts to Increase DBE Particiatloll. Even thoug,111 this Contract has no DBE goal., the
.............
COLII1tN,r Stiff C11COUrages Contractors to lAirstic opportunities for DBE participation. 1E"o that
end, Contractors are encouraged to
Advertise opportunities for subcontractors and SUPI)IJUS ("Subcontractors") In a
manner reasonably designed to j,,)rov1dc DBEs capablc of'perfornling the work with
timely notice of such op portun I ties, All advertiscilients should includc a provision
encouraging participalloti by DBE firms and may be done through gcneral
advertisements (c.g- newspapers. 'on rnals. etc.) or by soliciting proposals di recdy
from DBEs.
2. Effectively use the sci-vices of awulable m1nority/wonlen con-iniunity organizati011s,
Contractors' groups. local. state. and Federal nlinorityAwmen business assistance
offices', Disadv-antaged BLIS111CSS Enterprisc and other organizations as allowed on a
2023-2102,4 1."ransportation, Demand Nimiagement Agreement
Bawcen King Comity wad the City of J'uk\v11a
Page 15 of 35
case-by-casc basis to provide assistance in tile rccruitnicnt and placement of" DBEs
ando
flier small bLISiIIC$S0S.
Establish delivery schedules, w'herc reqUINITICIUS Of tile contract allow and encourage
participation by DBEs allid other small businesses.
6. Achieve DBE attalmilent tlir(-.)ughj0iIIt VC141,11-CS.
Solicit through all wasowable and available means (e.g., attcndance at pre-bid
niectings, advertising and/or written notices) BE and other small busincsscs that
have the capabilih, to perforni the Worh of the Contract.
Select portions of the Work to be performed by Si.ibcontractors to increase the
likehillood t1lat DBE and other small businesses' goals will be achieved.
9� Provide interested Subcontractors \N(ith adequate inforniation about dic plans.,
specifications, and'! I-CqUil-CIIICIIIS Of'thC contract in a timely manner to assist thein in
responding to a sohcitafic�n.
M Negotiate in good faith with interested DBEs and other sn,iiall businesses.
I 1. Avoid rejecting DBEs and other small businesses as befilig unqualified NVithOUt Sound
reasons based on a, tiloroug]), investigation of their capabilities. The C.ontractor's
stariding, �Nlthln its industry, membership in specific groups. Organizations. or
associations and political or social affiliations (for example union vs. non-union,
enapIlloyee status) are not legitimate causes for t1lic rejection or non -solicitation off Beds
in the (I , ontractor's efforts to obtain DBE and other small business participation,
12, Make efforts to assist interested DBEs and other small businesses in obtaining
bonding. lines of credit, or insurance as required by the recipient or Contractor,
13, Make efforts toxssist Interested DBEs and other sniall businesses in obtaining
jlecessan� equipment., sup plies. materials, or related assistance or services,
D, DBE L,isting, A current list of D BE firms accepted ads certificd by tile Washington State Office of
Minority and Wonien's Busincss; Entcrprises (OMWBE) is available from that office at (360)
753-9693. For purposes of this Contract, a I)Bl,',, firm must be certified by OMWBE as of tile date
of contract a.\vard,
E.PI-20cedur �Jicable as hen DBEs Are Utilized. Concurrent \vitll the use of any DBE
. ............ —.1 . . ............ . ............
subcontractor Or SUpPhCI- the Contractor shall provide notice of'such use in tkntlng to the King
County Office of Busiticss Nvelopilient and Contract Compliance (BDCC), Upon receipt of said
notice. 13DCC shall provide the Contractor with the applicable procedures for counting D,BE
participation, Assistance with this Section is available from BDCC'at (206) 6,3-9717, Notice
refewnced herein should be delivered to the folloxving address:
King County Department of Finance
2023-2102,4 'I"'ransportation, Demand Management Agrcenlent
Baween King County acrd the City of Tukavfla
Page 16 of 35
Office of Business Relations and Economic Development
401 Fifth AvOlUe. Suite 30
NIS CINK-ES-0350
Seattle. WA 9,8104
Phone: (206) 263-9,7 17
Fax: (206) 205-0840
F. "I'lle Contractor is required to pay its subcontractors perl'orming, �\ork related:: to this
contract for satisfactory perforniancQ ofthact Nvork no later than thirtN (30) days after the
Contractor's receipt of,payment for that work from [lie Count\% In addition, the contractor
inay not hold retainagc fi-0111 its SUbcontractors, bUt may reqUire the I)LITCh.ase of a
rctainage bond by the subcontractor,
G "nic Contractor must promptly notify the County whenever a DBE subcontractor
performing work, related to this contract is terniinated or falls to complete its wark- and
is make good faith efforts to engage another DBE subcontractor to perform al least the
saine antiount of work. 'The Contractor may not terminate any DBE SUbcontractor and
perfonii that work through its own forces or those of an affithate ivithout prior written
consent of the County.
1-2, Federal Changes
shal I at a] I finies comply \�, i1th al I applicable F -TA regulations, pol icies 'procedures and
directives. including without limitation those listed directly or by reference in [lie Mastcr
Agreeincirt beh\cen the County and FTA, ars they, may lac amendcd or pronnIlgatedfrom time to
time during the term of this contract. Contractor's failure to so conipl.y shall COnStitUte a niaterial
breach of this contract.
1-3 No Federal Government Obligations to Tbird Parties
The ("onti-actor acknowledges and agrees that, norWitlistanding any concurrence by the federal
Government In or approval of die soficitatiou or aNvard of this Contract, absent the express i,� ritten
-t,� to
consent by the Fedetal Government. the Federal Government is not a par dais Contract and
shall not be subject to any obligations or liabilities to the Contractor orany other partv (whaper or
not a patt, to this Coninact) pertaining to an,\, matter resulting frons this Contract.
"HIC Conti-actora I
_grecs to include the above claausc in each subcontract financed iri whole or in part,
with Federal assistance provided by F'M It is further agreed that the claUSC shal I not be modified.
except to identiFy the subcoilitractor Nflio will be subject to its provisions.
1-4 Civil Ri2lits
"Flie following rcqL1i1-C111C11tS Shall apply to this Cotilract and all lffird-partm�,,, contracts.
(A) .l ond-iscrimination. In accordance with Title Vt of the Civil Rights Act, as amended. 42
US.C. § 2000d'U.S. Departillient, of Justice "Guidelines Toren fiorccment, of"Title Vt. CivilRights
Act of 1964. 28 CFR §503. LJ,S DOT regulations, "Nondiscrimination in Fedcrally-Assisted
2023-2102,4 'T'ransportation, Demarild Management Agreement
Baween King County wid the City of Ttsk\vila
Pagc 17 of 35
p'rogranis oftlac Departraacut ofTransportation .... Effectuation of Title VI of the Civil Rights Act:
of 196,11.- 49 C"FR part,2 I, Sect:ierra 302 of the Arte Discrimimation Act, of 1975. as wrrer-rded. 42
UP S.C. § 6102. section 202 of'the An,reric.ans with Disabilities Dict of 1990. U.S.C. § 12132,
section 504 of the Rehabilitation Act of 1973, 29 U,S C" § 794 and Federal transit law at 49
U.S.C, § 5322., the Contractor agrees flint it will not, discrirtrrrrwate against an per•scrra ers (lie basis
of'race, color, religion, national origin, sex, age., oredsability, In addition, the [.orrtraartoragrees
to comply with applicable Federal inaplenrcnting regulations and other- in plcnrentirag,
requirements 1 "T A may issue..
(B) Equal Employnient Opportunity. The 1'611c -raring equal a;niployrr ent opportunity requirements
apply to the tuiderliviiii contract:
(I)Race. Color, Religion. Na�tronal. Clrirgirt Sex. In accordance ww ith Title VIM of the(.7101
Rights Act. ars amended. 42 U.S.C, S.0". 2000c, section 50,3 of"the Rchalailitation Act of
1072, as aaaaen�dcd 29 U,S.C'. §792 arra, Federal transit laves at 49 IWI.S C;'. § s232, the:
Contractor- agrees to comply with all applicable equal crraplolrrncrrt opportunity
requirements of U.S. Deparrtraem of Labor (U.S. DDI..,) rUrrlaations. "Office 4 Federal
Contract Compliance Programs, IErlual Employment Oplrortrrraity, Department of Labor,"
41 CER. Parts 60 et M.. (which inapleraaent Executive Circler- No. 1 1240, "Equal
Employment Opportunity," as amended by F'vccutivc Order No. 11375.1 "Amending
p.;vccrrt:iVe Ordcr 11246 Mating to Equall, t niplerynictat Opportunity." 42 U, SC. 2000e
creme). and rvrtla any applicable Federal Statutes'. cXecutrvc orders. regulations, and Federal
policies that rrray ill the fcrture affect coustrr.rCtiorr activities undertaken in the course of
the Project. The Contractor- agrees to take aff-irnrat:ive action to ensure drat applicants arc,
employed. and that emploNces are treated during errrplor11101t. wvitlrorrt regard to their
raace, color, religion, riationarl origin, sex a'ry�yG, air- disability. Such action slraall include, hint
not be limited Co.,the following: ernploynac�nt, upg�rading� demotion or transfer.,
recruitment or recruits est advertising, layoff or termirratiow cartes of pad, or other forms
of coraapcnsation; and selection for training, including apprenticeship. In addition. the
Contractor agrees to comply with an\, implementing recl,uireraaerats FTA may issue.
(2) &2i, In accordance "sw itli Title IX of the Education e rnendrnents of 1972, as amended,
20 U S.C. Sections 1681 et sect and implementing Federal regrrlaatioras
"'Nondiscrrrarirr,artiotr on the Basis of Sex ire Education Programs or Activities. Receiving,
Federal Finaurcial Assistance.*' 49 CFR ['art: 25, and FTA Circular 4220,11" Chapter IV,,
Section 2(a)(5)(b), the Contractor agrees to refrain frons discrirmnation against present
and prospective: employees on the basis of dicir sex. In, addition, the Contractor agrees to
con1pjN itlr array inalalcrrrerrtiarg rmceluirenrerats 1'C raaaw issue.
(2) Agq. In accordmice with llie "'Age Discrimination Act of 1974, as ararencled, 42
U.S.C', Sections 6101 et seq., aard Department of I-jcalth and Huuaaru Services
irnplenacrrting regulations. '-Nondisc�minatiorr ora the Basis ofAge in Pro,grzims or
Activities Receiving Federal F°ruaarrcial Assistance. 45 CFR Dart fail. and section 4.fothe
.rage Discrimination in Eniploynaent. Act of 1967.,as arnerrcied. 29 UJ &C §§ 622 and
Federal trarrasit. law at 49 US.0 332, the ["oratrrarctor ar rees to refrarni froni
discriminaabora against present and prospective employees for reason ofage. In addition,
the Contractor agrees to comply with arab° rraalrlerne ntiaag requirements FTA raaae issue.
2023-2102,4 1."rarrsportatiou Demand Management Agreement
Between ling County acrd the; City of"Iukavrla
(4) Pisa blirties. In accordairce Nvith section 102 of the An'llericaris vvith Disabilities Act.
as ailicndcd. 42, U.S.0 § 121.01 eiseq,the Coiltr."Ictoragrccs that it will comply with tile
relclillre'lliclits; of U S. Equal Employment Opportunity (onimissioil, "RegUlations to
IIIIIJACIAM11 tile EqUal Employrilent, Provisions of the Arillericailis with Disabilities Act." 29
CTR Part 1630. pertarningr to ctriploymetit of persons with disabilities. Ill addition, the
Contractor agrees to, comply witli all\- Implementing requirements FTA nia\, issue.
(C) T'he ("'.ontractor shall provide all informatiori and reports required
by the regaulations or chrectives issued PLII-SLIallt thereto and slaaallpernlit access to its books.
records, accounts. OtIlCr SOUrCeS of information. and its facilities as irmy be (fete nnined bY [lie
Count\, or the FTA to be pertinent to ascertain compliance with such regulations. orders and
instructions. 'The Contractor shall nialtital ii at I recitil red records, for at least three (3) years after
the Count~!" makes, final pavirrent and all other pending mattcrs; are closed. Where aily infoniiation
is required and it is in the exclusive possession of another vvho fails or refuses to furnish this
information. the Contractor sliall so ccilify to tile Comity or tile FTA, as appropriate, and shall set
forth efforts made Co obtain the infibrillati011.
(D) Sanctions for Noncompliance, In the event of the Contractor's noncompliance with tile
nondiscrimination provisions of this Contract, the County sh.11111 nllp0SC SLICII contract sanctioris as
it or tile F"I'A may cicternmic to be appropriate, Including. but not Iffnitcd to:
Witirtioldirig of to the Contractor Lll'IdCr tile Contract mitil the Contractor
collipfics., and/or.,
2. Cancellatioii, tenninlation or suspellsioll of tile coliti-aa ill whole Or ill part�
(I'l) Li Tile Coritractor shall include the PrOVISIons of }carr A
through Eoftfils section ill cvcrysubcowract. Hicludlilig PrOCUI-CIMMS of matenalsand leases of
cqLlll)ll)Cllt. unless exempt by the T-CgLlkTtiOlIS or diroctivcs Issucd PUISMInt thicreto, The Contractor
shall take such action with resticct to ally subcontract or prOCLINII'lent as the County or thle F"l", triav
direct as a iricans of enforcing such provisions., including sanctions for noncompliance, Provided,
however. that, in Clic event [lie. Comractor becolnes Rinvolved in or is threatened with litigation with a
subcontractor or suppi lei- as a, result of such direction, the COIltraCtOl_ IllaV I-CqUICS1, the COL111tV to
enter into such litigatiori to protect the interests of the County., and in addition, [lie ("ontractorniav
request tile United States to enter into such fitigatim to protect the interests of the United States,
1-5 Labor Provisions —Non -C: mistr•cu ctirirr Contracts (For Contracts in excess of 5100,000)
T'he Co ii tractor agrees to conlifly, and assures the compliance by, eacii subcolitractor or
subconsultarit at any tier with any applicable employee protection requirements for non-
construction CIA PIO'w CCS Of SCCIiOri 102 of (lie Coritrzict Work, Hours and Safety Standards Act. as
111,11erided. 40 US C, Sections 37011-3702 elseq., aild U.S. DOL, regulations, "U'lbor Standards
Provisions Applicable to Contracts Governing Federally Financed and Assisted Coiisti-LICti011
(also Labor StaridatAs Provisions Applicable to Non-coristruction C'OrltfaCtS Subject to tile
Contract Work Hours and Safety Standards Act)," 29 ("T.R. Part 5. 'Fliese include, but are not
Bruited to the followMig:
2023-2102,4 "I."raiisportation, Demand Management Agrecrilent
Between King County acid the City of Ttskvvila
Page 19 of 35
A. Overtime Reauirements
No coati -actor or subcontractor contracting germ any part of the contract work which may require or
involve the eniploymcnt of laborers or iffiechanics shall require or perniit ally such laborer or
mcchanic in any work \vcek in it hick lie or slic is cillployed on such work to vvork in excess of forty
(40) hOUrs In such work week Unless Such laborer or mechanic receives core pensation arta rate not
less than oilic arid onle-haff (1 .5) times the basic rate of 1pay for all hours worked in excess of forty
(40) hours in, Such work weck, (29 CFR § 55(b)( 1))
B. Violation: Liability for Unpaid Wages: LiquidatedDama Yges
_
In the event of any violation of the clause set foah in paragraph, A of this section, thc Contractor and
anv subcontractor rcspon si bI c therefor sha I I bel i able for the Lill pai d ,vagcs. Ira addition.SLICII
Clontractorand subcontractorshall be liable tothc UnItcd States (in thecasc of\vorkdone under
contract for the District of Columbia or a WiTitOr\% to such, district or to such territory) for liquidated
darna,ges, SLICII liquidated darriages shall be couiputcd ninth respect tel each individual laborer or
mcclianic., including watchnwri andLiards, emploved in violation of paragraph A of this section in
9 1 1
the sum of ten ($J (f) dollars for each caletidar day on vvhich such individual was required or
permitted to Nvork in excess ofthe standard work week offorty (40) hours without payrrient, of t1lie
overhme \vkges required by paragraph A ofthis section, (29 CFR 5,5(b)(2))
C. Witliholding fear Unoaid Wales and lei[ ui dated Derma es
The Deparhiwnt of"I"'Tansportation or the County shall upon its oikii action or upon r'
At011: L"CCILiest
ofan authofized representative of t1i'le Depatinient ofLabor withhold or cause to bC ithheld, firoill
aurair nionies payabic on account ofivork pe6cm-nied by the (",ontractor or subcontractor under any
Such COutraCt Or MY other federal contact with Clic sarne prime Contractor, or any other fedmalily-
as'sisted contract sub I I Ica to the ('ontract Work Hours and Safety Standards Act. Nvhich is held by the,
same primc Contractor, such sunis as may be determined to be. necessary to satisfy any liabilities of
such ("ontractor Or subcontractor for uilipaid wages and liquidated darnages as provided in paragraph
B of this section, (29 (TR § 55(b)(3))
M Payrolls and Basic Records
" I , lie Contractor or subcontractor shall maintain payrolls and basic payroll records during the course
of the i\ork and shall preserve thern for aperiod of three (3) years frorn the completion of the
contract for all laborers and mechanics, including guards an watchnicn. workI
ng on the contnact.
Such records shall contain the nalne and address of each, such ernpIoN cc, social SCCUrity number,
correct classifications. hOLION' rates of wagges paid, daily and weekly
Iltiluber of hours worked,
deductions made and actual wages paid. Further, the records, to be maintained under this paragraph
-
shall be made available bv the Contractor or SUbcontractor for inspcction, copying OrtrIMISCIi ption
by authorized representatives of the Department of'"rranspormtion and the 1)ct).ai,i-tiiieiitofl.,,aboi-,
and the Contractor or subcontractor will perimt such represen tilt i v es to interview em1ployces during
working hours on the job. (29 CFR § 5.5(c)I)
2023-2102,4 'I"'ralisportation, Demarild Management Ag'rectllent
Bawcen King County and the City of Tukavilaa
Page 20 of 35
E. Subcojitracts
The Clontractor 01 -Subcontractor shall insert in aililv subcontracts the clauses set forth in paragraphs
A through E of this section and also a clause requiring the subcontractors to, include these clauses In
any lover tier SUbcontracts, Tile prinic Contractor shall be responsible I'm corn1pliance by arly
subconti-actor or lower tier subcontractor "vitlill the clauses set fortli in paragraphs A thrOUgli E of this
section. (29 CFR § 5.5(b)(4)). The Contractor is required to pay its subcx-mitractors performing
Nvork related to this contract for satisfactory perfonnamc of that worh, no later than: flilirty (30) days
after the contractor's reccipt of i)a,N meet for that ivork from the County. In addition, the contractor
may not hold retalinagc from Its Subconti-actors,, but may require the, purchase of a rctainage bond by
the subcontractor.
1-6 Fly Atuerica Requirements
"11'ic Contractor agrees to conipty witli 49 LJS,C, 40118 (dic'"'Fly Anicrlea" Act) in accordance
Nvith the General SciArces Administration's regulations at 41 CFR Part 30 l-10., which provide
Haat recipients and subreciplents ofFederal finds and t1reir contractors are required to LLSC US
flag air carriers for US Governuient-finaliced interllational all- travel and transportation of thell,
personal effects or property. to the c\tcnt such scry ice is available, unless travel by foreign air
carrier is a matter ofnecessitv, as defined by, die Flv Ai3icrica Act. The Contractor sliall submit,
if a, forcigil all- carrier was used., an appropriate certification or mer'norandum adecithttely
explaining why set -vice by a C.J.Q. flag air carrier was not available or \vhy it Nvas necessary to use
as foreign air car-ricr and sliall. in army evcn, provide acerticatc of'a Nvitl1 the FIN
America requirements, The Contractoragrecs to include the reclurrerlicnts of this section In all
Subcontracts that ruay involve international all- transportation.
1-7 Audit and InsI)ection of Records
Access to Records. ]'he follow ink; access to records requireracrits applNr to this Contract:
A. Where the FTA Recipiclit or a subgrantee of a, FTA Recipicill (_`PLIfCllE1SC1_') is the ("aunty, the
Contractor agrees to provide the Purchaser., the FFA Administrator. the C omptrollcr General of
the (Anted States or any of their authorized represciltatives access to any books. doCLlnlCllts,,
papers arld records of the Contractorwhich are, dircaly pertinent to this comract fior the I)Llrl)(.')scs
of tuaking audits., examinations, excerpts and trariscriptioris In accordance witti 2 CYR 200336,
Contractor also agrees to provide tile County acid the FTA Administrator or his or her authorized
representatives including ally PMO Contractor, pursuant to 49 CYR 63117. access to
Contractor's records and constructroll, sites pertaining to a maJor capital project. defined at 49
U. .C, 5302(a) 1, which is receiving federal financial assistance thrOLIl,)rll the programs described
at 49 USC 5307 5309 oi- 531.1..
B. Mere tile Purchaser is a State and is the FYA Recipient or a subgrairtee of' the FI -A
Recipient, illic Contractor agrees to provide the Purchaser, the FTA Adniinistrator or his or her
authorized representativcs, including any PMO Contractor, acccss to the Contractor's records aid'
cotistruction sites pertaining to as lm"i ' for capital project, defined at 49 U,S.C. 5302(a) 1. which, is
receivilig federal finaincial assistance through the prograills described at 49 US.0 5307. 5309 or
53 11, By definition, a ma or capital pro j ect cNcludes contracts of less than the sin pal Ified
2023-2102,4 "JT"ralisportation, Fernand Management Agreement
Between King Courity aud the City of Tukwila
Page 7.1 of 35
acquisition threshold currently set at $100.0CM (49 CFR Part 633.5)
C. M/here the Purchaser enters irito as ncgwtiated contract for otherthan a small purchase or under
the simplified aCCIMS41011 threshold and is an institution, of higher education, a hosplial or other
nova -profit orgallization and is the FIA Recipictit or a SUbgralItCC of the FTA Recipient in
accordance vvith 2 C.FR, 200336. the Contractoragrees to provide, the Purchaser. FrA
Administrator- [lie CI omptroller (.r"enerat of the United States or all ' v ofe 1 r thduly ail thorl zed
represenu,itives witli, access to any books'. docullicuts., papers and record of the Contractor NvNich:
are dircedy pertinerlt to this contract fOr OIC PUrj)OSCS Ofinaking audits, examitiatiorts. excerpts
and transcriptions,
D. Where any PUrcliaser which is the FTA Recipient or a subgrantee of the FTA Recipient ill
accordance with 49 US.C, 5325 a) enters into a contract for a capital prqjcct or 1111prownlent
(defined at, 49 U.SS C, 53 02�(a) I ) through other than com petit i ve bi ddi ng. the Contractor shal I
iliake available records related to the contract to the Purchaser, the Secretary of'I"i-arisportation
arid the Comptroller G'eneral or any authorlud officer or employee of any of them for the
pUrj)OSCSof conducting an audit and inspection.
,E, "flic Corttractor agrees to permit aliv of the foresCd-loing parties to repy ameans
brty canmeans,
INIlatsoever or to wpy excerpts and transcriptions as reasonably needed,
i
F. The Contractor agrees to maintain all books, records, accounts and repons required under this
contract for a period of not less than three (3) years after the date of termination 01, OxPiration of
this coirtract, except in dic event of` litigation or settlement of claims ar-ising frorn the p,erforrilmice
of this contract. in \fliich case Contractor agrees to maintain same until the Purchaser. the FTA
Administrator, the CotlIpti-oller General, or any of theirdul), aUthorized represcritatives, hm,c
disposed of all such litigation., appeals., clainis or c.\ceptions related thereto..
G FTA does not requir-e the 111CIllsion of these reqUil-CITICIUS ill subcontracts
1 -8 FTA Protest Procedur-es
Bidders are, hereby notified that of this Contract is funded ill \vhole or in pail by the FedcraJ
Department of Transportation, the FTA may entertain a protest that alleges thnt die County failed to
havc or 4-611mv written protest procedures. Bidders must file a protest with the FIA not later thm
five (5) working days after (lie COUlity renders a final decision or five (5) Nvod6ng days al -ler the
Bidder knows or has reason to knoiN that t1lie County has failed to render a final decision. The
protesting party must notify the Count\ 1 f it has filed a protest with the F -17k After five (5) dans.
the Counh NviIl confirtri Nvith FFA that FTA lias not received a protest. Protests to flic FTA must be
filed ill accordance \Nitli FTA Cil-CLIJar 4220. 1:1 F (as periodicalIV Updated),
The Countv, kvill! riot award as contract f7or five (5) working days follmving its decision oil a Bid
pro test or while a protest to the I FA is pciiding untess the County determines that: ( 1), die items to
be procured are Lll-gClldV NCILlilvd: (2) delivery - ofpciforiliance will be uridt'lly dclaycd by fallure to
make the award promptivor (3) filikire to make prompt award willi otheiivise cause UndUe hal-ni to
the Couility or the Federal Govenilment.
2023-2102,4 1."ralisportation, Fernand Nimiagernent Agrectlient
Between King Comity alid the City of Tukwila
Page 22 of 35
1-9 Privacy
She Uld tile Coiltractor, or anv Of' its Subcontractors, or their eraalalayecs adininister ally system of
records oil behalf of the Federal Government, tile Privacy Act of 1974. 5 USC § 552a, Imposes
inforrilation restrictions on the party administering tile system of records.
For puri)oscs of tile Privacy Act, where tile Agreenicilt iiuolves flee operation of a systcril of records
oil individuals to, accomplish a goverililment finiction, the recipicrit and any contractors, third party
contractors, subcontractors and thei r employees, involved therein are considered to be gowninlent
elliployces with respect to the sg,ovel -lillient, Function. 'File rquirenients of tile Ajct, including tile
civil and crininial penalties for violation's of the Act, apply to, those indiViChlalS involve(]. Failure to
comply with the terins of the Act or this provision of this contract will make this contract sub'!
ject to
tunlination,
']lie Contractor agrees to include this clause in all subcontracts awarded Under this Contract,
which Involve the design, development, operation, or nic-11intcnaricc of any system of records ori,
indiA/,idUa1,.,,,, Rib.jcct to tile Act.
1-10 Certification Revardin Debarment, Stisvensimi and Other Responsibility Matters
Punsaialit: to Exccutive Order 12549 and 12689., "Dcba]TIICllt and SLIspelision,"' 31, USC § 6,101 note
and federal rogulations in 2 CFR Part. 180,300 and 2 CFR Part 1200, entities and individuals who
are debarred or suspcndcd by the fedcral government are excluded fi-sena obtaining r-ederal assistance
ffinds under this contract, To assurc that such entitles and individuals are nol involved as
participants oil this FFA-fitianced contract, if the contract exceeds $25,000. each Bidder shaill
coniplete and submit, as part of its Bid, tile ccrtification, contained in Attachment A for itself, its
principals and its subcontractor(s) for arly subcontract in excess of$25.000, 'I'lic inability of a
Bidder to provide a ccrtificaation in Attachment A will not necessarily I_CSLdt in denial of.,
consideration for contract award. A bidder that is Unable to provide a certification must submit a
complete explanation attached to the cert I ficat lon Ibmi . failure tostibiiiltaccilifica,['toiicar.
eNI)lailitionshall disqUalify the Bidder From participation under this Bid. T'he Coullity, ill
conJunction with FFAI \vill consider the certification or explaliation in determining contract award,
No contract will be awarded to as potential third -party contractor SUbmiluing a conditioned
debarment or suspension certilflication, unless approved by the FTA,
llie certification is a material representation of fact upon which rch'ance is, placed in dacrnilinatioll
ofaward ofcontract. If at any time die Bidder or Contractor learns that its certification Nva,
cl-roncous when submitted or has become erroncous by reason of changed CII-CUrnstances, It shall
immediatcl\ provide written notice to the County, If it is later dote mined that the Bidder
knowingly rendered an erroneous certification; or failed to no16, the COLInt-V itillnediatelv of
circumstances that made tile original certification no longer valid. the County may disqualify the
Bidder. I fit is later detennined that the Contractor kno\N ingly rendered an cnoneous certificatioll or
failed to 110tifV the COL1,111V ininiccliatch, (if circurnstances wilich made the original certification no
longervalid_the County play tenuinate the contract. in addition to other remedies available
including F'TA SlAspension and/or detiannent,
2023-2102,4 1"'ralisportation, Demand Maliagement Agrectilent
Between King Col rity arid the City of Tukwila
Page 23 of 35
1-11 Subcontractors' Certification Regarding Debai-nient, Suspension or Ineligibility
By Submitting a Bid for this Clontract, the Bidder agrees that should it be awarded the Contract, it
shall not knowingly enter 'Into all\ subcontract exceeding $25.000 \vith an entity, or person \Nllo is
debarred, suspended, or xflio has been declared i ricligible from obtaining fiederal assistance fiin&,
i
and shall require each subcontractor to complete the certification provided in Attachment B.
Each SUbcontract, regardless of tier, shall contain a prowisioii t1liat the subcontractor shall 111ot
knovvingly enter into any lower tier subcoilltract w\ ith a person or entity, who is debarred. suspended
or declared ineligible from obtaining federal assistance funds. and I provision requiring each lower-
tr=d Subcontractor to provide the certification set f7orth m Attachment B,
'llic, Contractor shall require each subcontractor. regardless of tier, to immediate]\, provIdc written
notice to dic Contractor if at any tinle the subcontractor 111carris that its., or a lower -tier certification,
wvas erroneous when submitted orlias become erroncous by reason of changed circunistances. The
('ontractor mar, rely upoil the certifications of the subcontractors unless It kno\vs, that a certificatioll
is crrofleOLIS, ""'lac Contractor's knowliedge and information regarding any subcontractor is ii'lliot
required to cxcced that which is nornially possessed by a prudent pci-scm in the ordillarV C0111"W, Of
business.
1-12 Disclosure of Lobbvitm Activities
Bids in excess of $ 1010,(,00 require Attachnient C., -Certification Regarding Lobbyinu aild
Attachment D. "Disclosure of Lobbying Activities" (If appropriate),. be conipleted and subalitted to
the COLBAN'with the proposal. in accordance with the instructions contained in Attachnicill F to this
Agrcerrierit�, as required by ,49 CFR Part 20. -'NexN,, Restrictions oil 1..,obb)"111191"
The Conti -actor certifies that it vAll not and hws not used Federal appropriated fund's to pay, any
person Or Organization for n1l"Itlericing or attempting to nifluence all olficcr or employee ofany
agency. a nierriberof Congrcss, o4ficcror employee of Congrcss. or all ernployec ofa mcillbu of
Congress I'll colillectioll Nw ith obtaining any Federal contract, grant of any other award covered by
the Byrd Anti -Lobbying Arriendinent. 31 LJSC § 1352, The shall disclose the name of
any ret)
istrarit under the Lobbying DiSCIOSUre Act of 1995. codiI
ficd at 2 USC § 160 1 el seq.. \\,)to
has made lobbying contacts oil its behalf with non-Federalfunds with: respect to that Federal
contract, grant or award covered by 31 US(" § 1352. Stich disclosures are to be fonvardcd to die
Count)".
'I lie Contractor will Include the language of this certification in all subcontract awards at anv tiel,
and require that all recipients Of Subcontract awards III excess of 100,0100 shall certify, and disclose
accordingly,
1-13 Fialse oil Fraudulenit Statenients or Clainis
i(A) The Contractor ack no\N, I edges that the provisions of the Prograin Fraud Civil Rernedies Act
of 1986, as amended. 3 1 U. .C' § 380,1 ct scab, and U.S. DOT I-CgUlatilf-HIS, "Programa Fraud Civil
Remedies," 49, C.F.R. Part 31, apply, to its actions pertaininc.1, to this contract. Upon exectvtiorll of
the underlying contract, the ( ,I
ontractor certifies or affirms the talthl"Uhicss and accuracy of any
2023-2102,4 1"'ransportation, Demand Nimiagerrient Agrectilent
Bawcen King County amid the City of Tukwwila
Page 24 of 35
statement it lias niadc- it niaLes« it nim make, orcauses to be made., pertaining to the underlying
contract or the FTA assisted project for which this contract work is being pe6ormed, In addition
to other penalties that may be applicable, the Contractor furtlier err ktio"ledi
gcs that if it luakes, or
causes to be rriade,, a false., fictitious, or fraudulent claim, statement. submission, or certification.,,
the Federal Government reserves the ri�Ilt ;I
to irill")OSC the Penalties of d! le Program Fraud Civil
Reilledies Act of 11986 oil the Contractor to the extent the Federal Govermillent deerns appropriate,
(B) The Contractor also acki-lo w ledges Haat if it nlakes, or causes to be made, a Fallse, fiCtitiOLIS , 01-
fraulduleirt, claim, statement, submission. or certification to the Federal Govermillelit wider a
contract connected vvith a project that is financed in whole or in part vvith Federal assMance
oriainaliv awarded b)! 17TA under (lie aUthoritv of 49 US.0 § 5307flic Government reserves the
right to luipose the penalties of 18 LJS�C § 1601 mid 49 LJS.C, § 53'07(n)( 1), oil flee Contractor.
to the eNtent the Federal Government deenis, appropriate.
(C) The Contractor agrees to include the above two clauses in each subcontract financed in whole
or in part with Federal assistailce provided by F[W It is further agreed that the clauses shall, tiot
be modified, except to idotitify the subcontractor Mio will be SUbject to the provisions.
1-14 Energy Copservaticip
The Contractoragrees to comply with niaticlatory standards and policies relating to energy
efficiency drat are contained in die State Eneq,,y Conservation plan issued in compliancc Nvith the,
Energy Policy wid Conservation Act'. 42 USC §§ 632 1 ei set'l.
Tbe C,onfi-actor agrees to include this ciaLISC ina,11 subcontr-acts awarded under this Contract.
1-15 Etivironmerital Requiremerits
'17he Contractor agrees to comply wide all applicable standards. orders or requirements as fi.illows:
A. Envit-011111ental Protection,
The Contractoragrccs to coliiply with the applicable requirements of the National
Env i ronnicrita] Policy Act of 19169, as amended, 42 U SC §§ 4321, el seq, consistwit with.
EXeCUti Ve Order No, 115,14, as amended, "Protection and Enhancement of EnvironinientaI
Qu alit 42 LI C` § 4321 note; FTA statutory requirciiicnts on environmental niatters at 49
USC § 5324(b), Council oil Enviroin-nenvil Quality regulations oil compliance x6th the
National Environmental PohcN Act of 1969, as amended. 42 USC § 4321 el seq. and 40
CFR Part 111 500 et seq. .- and joint FHWA/F,rA regulations. -EnvirontIllental InIpact, and
Related Procedures," 23 CFR Part 771 and, 4.9 CTR Part 622.
B. AirQuality
'File Contractoragrces to coniply with all applicable suaile ards. orders. regulations issued
pursuant to the Clean, Ali- Act, as amended. 42 USC ��§ 7401, etseq. Ilie Contractor agrees
to report each violation to the County and Understands and agrees Haat, the County will, in
2023-2102,4 1"'ransportation, Fernand Nimiagement Agrectilent
Between King County arid the City of Ttikwila
Page 25, of 35
turn. report cacti violation as required to assurc notification to FTA and tc appropriate US
Environmental Protection Agency (FTA) Regional Office.
The Coll tractorkip-ces to ulcludc th Is clause in cacti SUbcontractcxcceding $10000
fii'llanced in \N hole, or in part xvith Federal assistance provided by FTA.
C. Clean Water
T'lic, C"ontractor agrees to corriply with all applicable standards. orders,, or regulations
ISSLIcd punsuant to tile F'edcral Wzatcr Pollution Control Act, as anicndcd- 33 USC § 125 1
et seq, The Contractor- agrees to repoft cacti; violation to the County and understands and
I
agrees tfiat the County \6 11. in turn. report cacti violation as required to assume notification
to Fl`A and the appropriate Environmental l"rotection Agency (EPA) Regional Office.
The Contractor agrees to protect undcrgrOUnd sources of"drinking water consistent with
the provisions of the Safe Drinking Water Act of 1974, as amendcd, 42 USC §§ 30011 et
seq. The Contractor agrees to inClUde these requirements in each subcontract exceeding
$150.,000 financed In whole or in part N\ Ith Federal assistamc provided by FTA.
D. Use of Public Lands
The Contractora i -m a park, recreation area. carr
that no publicly owned land trona
wildlife, or waterfowl refuge of national, state, or local significance as determined by the
federal. state or local officials having.'Jurisdiction thercof. or any land from a historic site
of national, state, or local significance may be used for work, perfornwd Under this
contract unless the FTA makes the specific findings required by 49 U SC § 303
E. Historic Preservation
"I'lie Contractor agrees to assist the Federal Govcmilictit in complying Nvith section .106 of
the National Historic Preservation Act, as aniended, 16 USC § 4700 ENCCLIOVC Order No.
11593. -'Protection and Enhanconlent of the Cultural Environtrient." 16 LJSC § 470 note.
and the Archaeological and H.Istoric Preservation Act of 1974. as amended, 16 USC
469a- I err seq. involving historic and archaeological prescivation as follows;
]Ile ('011traCtOragreCS to COIlSUlC Nvith file State Historic Preservation Officcr
about investigations to identify, properties and I_eSOUrCCS listed in, or eligible for
Inclusion in tile National Regisler ol" Historic Places that may be affected by tile
ProJem in accordance with. Advisor, Council oil Historic Preservation
regulations. "Protection of Historic and Cultural Propertics." 36 CFR Part 800.
and notify] ng FTA (,) r those Properties so affected,
I '"Flic Contractor agrees to coinply with call federal, reqUiTenicrits, to avoid or
relitigate adverse Cfficas oil those historic Properties,
2023-2102,4 "J."ransportation, Demand Management Agrectlient
Between King County and the City of Tukwila
Page 26 of 35
F. MitiLlation, of Adverse Environmental Effects
1lie Contractor agrees that if the Pr(-�JCCt ShOLIld cause adverse environmental effects, the
i
Contractor w611 take all reasonabic steps to rialmnlize tl:llosc cfficcts in accordance, with 49
USC § 5324(b), and all other applicable ficcleral laws and regulations, specifically. tile
procedures of` 3 CFR Part 771 and 49 CFR Part 622,
I-1'6 1'ermination Provisions RggiLired
,All contracts and subcontracts In excess of$ 10,000 skalf contain contracts all provisions or
conditions that allo\% f7or ternilination for cause ai!li!d convenience by the COL1111V inClUding the manner
by wvlllcli it mill be effected and the basis for settlervicnt,
(Required by FTA Circular 4220.11. Page IN -1 3).
1-17 Breach PI-ovisions Rewiii-ed
All contracts, in excess of $ 100.000 sliall contain coil t ractual provisions or conditions that N\ III
allom, f(.,)r administrativc, contractual. or legal remedies in instances where the Contractor vlolatcs
or brutches the terms of t1lis Contract. including sanctions and penalties aas may, be appropriate.
The Contractor agrccs to Include this pr(-.)vt'sionaJ requirement in all subcontracts In excess of
$ 100,000 awarded under this Contract,
(Required by FTA Circular 4220, 1 F'. Page IV -1 3)1,
1 - 18 Incorporation of FTA Terms
Tile preceding provision's include, in pat -t. certain Standard '"rernis and Coiliditions required by tile
US Departnicrit of Transportation, \N'liethcr or not expi-csslyset forth in the preceding contract
provisions. ,ill contractual provisions rcqLllrcd by the US Dcpartnicjit of"Fransportation, as set
forth in FFA Circular 4220.1 F', dated Nov,cinber I, 20018. are hereby incorporated by reference,
An thIng to the contrary lie re 1 n notvv 1 thstand Ing, at I FTA mandated terms shall be deemed to
control in the event ot'a conflict with other provisions contained ill this Contract. The C'ontractor
agrees not to pefforin any, aaet, fail to perform an\, act. or refuse to comply with any County
requests that would cause the Count\ to be M violation Of the FFA temis and conditions,
1-19 Sensitive Security, Information
'llie Contractor shall protect, and take measures tea CIISUre that its subcoiltractors at each tier,
protect "Sensitive Security in formation" made available durint,, the adiviinistrati
i ' g oil ofa third party
contract or subcontract to ensure compliance with 49 US. 40119 (b) and implementing DOT
WgUlatiOIIM '-PfOtcCtiOIl Of Sensitive Scmity Infonnation." 49 CFR Part 1:5, aild with 49 LIS. C §
114 (r) and Implementing Departi-nent of lJOYTIelalld SCCLIfi(v Regulations, "Protectiotil of
Scrisitilve Security information." 49 (FR Part 1520,,
2023-2102,4 1"'ransportation, Demand Nimiagerrient Agreement
Between King County and the City of Tukwila
Page 27 of 35
1-20 Seatbelt Use
Contractor shall adopt and promote can -the -job scatbelt LISC policies and programs f,70r its
cnipl,ovees and other pci-souriel that operate company owned. rented- or personally operated
vehicles in compliance with Federal Executive Order No. 13043, "Increasirig Scatbelt Use iii the
i
United States," April 16, 1997w 23 U. .C`. § 402 note. This provision sliall be I'llClUded, ill each
third party subcontract involving the work- performed wider this coi,itract,
1-21 Texti,A2, While Drivin a., an d Dist rac(ed Wiving
Contractor shall promote policies arid iii itiatives for its eni plo\ ces and other personnel that adopt
and promotc saferpolicies to decrease crashes by distracted drivers, including policies to luau
text riiessaggirig \\,Iiilc driving consistent with Executive Order No. 13513, "'t-'edcral Leadcl-slup Oil
RedLiCill,g ..fejt Messaging While Driving." October 1, 200�9.1 23 IJ.S,(', § 402, note, and DO I'"
Order 3902, 10, —I"ext N/Icssaging While Driving," December 30., 2009, This provisloti sliall be
included in each din -d paily subcontract involving, this pro] . iect.
'1 -22 Use of &I Coins
The Contractor and the Comity agree to comply with Section 104 ofthe Presidential $1 Coin Act
of2005. 31 U, .0", Section 53 12(p). FTA assisted property that requires the use of coiris or
curreucirl, public traili-sporlation, service or SLIPPOIlilIg SCI-'ViCe ITILIst be 1nI lv capable of accepting
anddisperisirig $ it coins,
2023-2102,4 'I"'rausportation, Demarild Managemetit Agrectneiit
Bawcen King County wid the City of Tukwila
Page 28 of 35
ATTACHMENT A
CERTIMATION REGARTHNG DEBARMEN"I", SUSPENSION AND orrHER
RESPONSIBILATY NIAT'FERS — MMARY COVERED TRA[" SA("FIONS
Federa,[Tran sit Adininistration (FTA)
The prospective Primlan Participant (potential contractor for a rnajor third -party contract),
City of Tukwila certifies to the best of its knovviedge. and bellef. that it arid' its
........... . ............ . . ................ . ............................................. ..... ...............................................................................................................................................
principak
Are not presently debarred. susImided, proposed for d6arnicilit., declared ineligible, or voluntarily,
excluded from covered traiisactions by arab- federal department or agency,
2, Have riot Nvithin a three (3) year period pi-cceding this Bid been convicted of or had a civil judgilica
1"Cildcred against them fior commission of fratid or a criminal off6ise in cAotinection with obtaining.
attemlAing to obtain or pert-brilling a pubfic (federal, state or local) transaction or contract under a
public transaction: violation ol"Weral or state alltitrUSt statutes or commission of embezzleillent.
tlicft7 forgerY, Nibery, falsification or destruction or rccords,, making fhIsc statements or recciving,
stolen C11 propeilv.
Are not presen(l), indicted for or othenvise criminally or civilly charged by a govenimlental entity
(1'ederat state orlocal) with commission of anv of tile offenscs elluilleraled in Pan, graph 2 of this
certification: and
4. Have not \Nithin a three (3) year period j1preceding this Bid had one or public tranmetions
(fe(leral. state or local) terminated for cause or default,
jilf the primary participant (appl1cmit fear an FTA gr -mit, or cooperativc agivenictit or potential dilrd-party
cotitractor) is unablic to ccrtit�, to any of flic statements in this certification, the participant sh-all attach ail
explanation to this certification.1
THE PRIMARY PARTK ' ' ' IPANT (POTENTIA L CONTRA( ' 'TOR FOR A MAJORTHRD
IID -PARTY
CONTRACT) CERTIFIES OR AFFIRMSTI-IF TRUITIFULMSS AND ACCURACY OF THF
CONTENTS OF THE, STATEMENTS SUBMITTED ON OR W111-111, ]IS CERTIM""ATION AND,
UIDE RST'ANDSTHATTHE PROVISIONS OF 31 USC SECTIONS 3,801, ET,�,'AQ. ARE
APPLKABLE'rHERETO.
N anile of Fi rm: City of TUkwila
Authorized Signature:
'"
Printed Naille: Vick yCa,risen",
Title: Finance Directo,r
03-01-2023
Date:
2023-2102,4'1"'t-,i,iisl)ort,itiorilI Demarild Maliagement Agreement
Baween King County wid the City of Tukvvila
Page 29 of 35
A'T"1'ACt1MENj"'B
CER]"IVICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER
1NELICA BILI'I'YA,NDVO[,(,JN'FARY EXCLUSION— LOWER-TIERCOVEIZED
TRANSACTIONS
(IhisAttachment inqy be the 1;uYer qfter
The i..,ower-'rier Panicipant (potential sub- ;ram01- SUb-recipient under a, Federal "I'l-ailsit
Adirmlistration (FTA) project, potential third -party contractor, or Potential subcontractor under a
major third -party contract}, .-- ---. City of Tukwita certifies, by submission of this Bid,
. . . ....... . .......... . ...... ...........................
that neither it nor its princi pals are presently debarred, Suspended, proposed for debarment,
declared ineligible, or volun'talily excluded from participationi in, thus transaction by any federal
department or agency.
"File Lovver-Tier Participant will not knowingly enter into any lower -tier covered transaction with a
person who is proposed 156r debarment Under 48 CFR, part 9, subpart 9A, debarred, suspelided,
declared ineligible, or voluntarily excluded from participation in this covered transaction, unless
authorized by the department or agency with which this transaction originated.
The prospective bower Participant agrees by SUbl'"I'litting tills proposal that it will Include this
requireaient in all lower -tier covered transactions and in, all solicitations for lower -tier covered
transactions,
If the Lower -'"Fier Participant (potential sub -grantee or sura -recipient Under an FTA project,
potential third -party contractor, or potential subcontractor under a mztjor tlil rd parly, contract) is
Unable to certify to any of the statements in this certification, such, participant shall attach an
explanation to this Bid,
THE LOWER -TIER PARTICIPANT(POTENTIAL S1 JB-(,.YR,AN-FEE OR SIJB-AGREEMENT
UNDER AN FTA PROJEC,,T, POTENTIALTH[RD-PARTY CONTRACTOR, OR P01"ENTIAL
SUBCONT'RACTORUNDER A MiAJOR 1-1-11RD-PARTY CONTRACT) CERTIFIES Oil
AFFIRMS "T'FIE'T"RL,i"I'l�-IFCil-NE SS AND ACC URACY OF THE CONTF',NTS 01"THE
STATEMENTS SUBMITTED ON OR WITHTHIS (1-HIRTIFICATION AND UNDERSTAND
THAT THEA PROVISIONS OF 3.1 .l C" §§ 380 1, E7'S.1,,()., ARE APPLICAB.'LE THERETO,
Nairie of U�irrn: City of Tulkwila
A1.1thOrIzed SignatUm
": ........ ...
Printed Name: Vicky Carlsen
Title: Finance Director
03-01-2023
Date:
2023-21024'1"'t-,i,iisl)ort,itiorilI Demarild Nimiagement Agreenlent
Baween King County zuid the City of Tukvvila
Pagc 30 of 35
Al"I"ACISI VIENTC
CERTIFICA-m OF LOBBYING ACTIVITIES
'"I"he undersignied certifies, to the best of his or her knowledae and belief" that:
1 I
(1) No federally appropriated funds have been paid or will be paid, by or oil behalf of the
undersigned, to any person for influencing or attempting to influence all officer or
employee of any agency, a Member of Congress,, or officer or eniployee (if Congress, or an
eiliployee of a Member ofCongress in comlection, with the awardi ngor any federal
contract, the making ol"any federal grant, the making of any federal loan, the entering into
of any cooperative agreement, and the extension, conitinuation, renewal, amendment or
modification of any federal contract, grant, loan of cooperative agreernenA.
(2) If any Rinds other than federally appropi-I ated funds have been paid or will be paid to any
person for influencing or attempti rig, to, i n 1-1 Lience an of icer or eir: I)l oyee of any agency, a
Member of Congress, all ofl"icer or employee of Congress or an employee or a Member of
(',ongress in connection with this federal contract, grant, loan or Cooperative agreement, the
undersi o ned shall complete and submit Standard Forni-I., LL, " DI sclosu re Forill to Report
I"
L,obbying," to the contract administrator.
(3) The undersigned shall require that file language of this certification be included in the
award documents for all sub -awards at all tiers (I IlClUdIng sub -contracts, sub -grants and
contracts Under grants, loans and cooperative agreements) and that all recipients of
subcontract awards M. excess of $ 100,0100 shall certify and disclose accordingly.
This certification is a, material representation of" first Upon which reliance was placed when this
transaction was made or entered into. Subrilission ofthis certification is a prereClUiSite for making.
(-x"entering into this transaction imposed by § 1352, Title 3 1, LIS Code, Any person who, ficuls to
file the required certification shall be sub Ject to a civil penalty ofnot lass than $1 0,,O00 and not
nilore than, $100,000 liar eacIll SLICII failure.
N'ariie of FIF1W City of Tukwila
Authorized Signature:
Key: 6[66683,-P 2 — 8850 -7786,1622
Printed Name: Allan Ekberg
"T"itle: mayor
03-01-2023
Date:
2023-2102,4 1"'ralisportation, Demarild Management Agrectilent
Baween King County geed the City of Tukvela
Pagc 31 of 35
Al" ll"ACHMENT11)
DISC1,0SURE FORM TOREPORT LOBBYING
DUSCLOSLIZE OF LOBBYING ACTIVITIES
Complete thus form to disclose Jobbying activities pursmaw to 31 U.S. C 1352
(See reVC1-SCf`6r public burden disclosure)
1, Type of Federal Action:
2. Status of Federal Action:
3, Report Type:
* a. contract
0 a. bid/offer/application
0 a, initial filing
* b. grant
0 b. initial award
0 b. material change
* c, cooperafive agreement
0 c. post -award
0 d:. loan
For material change only:
• a, loan guarantee
gear
• f. loan insurance
CiUarter�
Date of lastreport'....-
........................................................ ...
4. Name and Address of Reporting Entity-.
............................................................. ...................
5, If Reporting En,tiity in No. 4 iS SUbawardee, Enter
0 Prime 0 Subawardee
Name and Address of Prime:
Tier I if known:.
Congressional District, if known-,
Congressional District, if known:
6. Federal Department/Agency:
7. Federal Program Name/Description:
CFDA Number, if applicable:
8. Federal Action Number, if known:
i
9:. Award, Amount, if known:
1g. a. Name and Address of Lobbying E nifity
b. Individuals Performing Services (including address
(if individual, last name, first name, Ml,):
if different from No. 10a)
(Last name, First name, Ml):
111 1. Arnount of Payment (check all that apply):
13. Type of Payment (check all that apply):
0 a. retainer
12. Form of Payment (check all that apply):
0 b. one-time fee
* a. cash
0 C. commission
* b. in kind; specify: nature_
0 cl, contingent fee
value
01 e. deferred
0 f. other; speciLr
14. Brief Description of Services Performed or to be Performed and date(s) of service, including officer(s), employee(s), or
rnembers) contacted, for payment ind!icated in Itern 11 : Attach Continuation Sheet s' SF -LI. -L-A, if necessary)
1:5, Continuation Sheet(s) SF -LLL -A attached): 01 Yes 0 No
16, Information requested through, this form is authorized by title
Signature:
31; USC § 1352 This disclosure of lobbying activities is a material
representation of fact upon which reliance was placed by t'he her
above when this transaction was made or entered into. This
Print
disclosure is required pursuant to 31 USC § 1352. This
Name:,
information will be reported to the Congress semi-annually and
will be availlable for public inspection. Any person who fails to file
the required disclosure shall be suta ect to a civil penalty of not
I
2023-2102,4 1"'ransportation, Demarild Management Agrectnent
Baween King County wid the City of TAvvila
Paas c 33 of 35
less, than $10,000 and riot more than $ 1001,01010 for each: s uchTitle:
failure, I
Telephone No,,
MOM
2023-2102,4 'Ih"ransportation, Demarild Nimiagement Agrectnient
Baween King County wid the City of TAvvila
Pagc 33 of 35
ATTACHMENT E
this disclosure, form shall, be cotnpleted by the reportin
i _g entity, whether subawardee or brines
federal recipient, at the initiation or receipt ofa covered ("ederal actioti, or as irtaterial change to a
previous filing to title 31 lJSC § 1352, 17he filing of as form IS I-eClUired for each paynielit to any
lobbying entity for illflUenCi rig or attempting to illflUence anofficer or eniployee of any au cy a
,en
Men,iber of Congress, an, officer or employee of congress, or an en,ilployee of a Meiliber of
Congress in connection with a covered federal action. Use the SF -LLL -A Continuation Sheet for
additional information if the space on the form is 1nadCqLR1te, Complete all iterns that apply for
both the initial filing and material chatige report. Refer to the implementing guidance published by
flie Office of Management and Budget for additional inforniation.
Identify the type of covered federal actionfor which lobbying activity is and/or has been
secured to influence the OUtCO111e Ofa covered Federal action,
1 ldentlfy the status of the covered federal action,
Identify the appropriate classification of this report. If this is a f0l1OVV-Up report caused by
a material change to the information Previously reported, enter the year and quarter i n,
which the change occurred, Enter the date of the last preVIOUS]y SUbmitted report by this
reporting entity forthis covered federal action.
zf. Enter the full name, address, city, state anal zip code of the reporting entity, Include
Congressional District, if known. Check the appropriate classification of the reporting
entity that designates if it is, (,)r expects to he, as prune e or subaward reel pi ent. Identify the
tier ofthe subawardee, e.,.,., the first SUbaward of the prime is the 11, st tier. SubaNvards
include but are not li mited to Subcontracts, subgrants and contract awards under grants.
If the organization Filing the report in item 4 checks "Subawardec," then enter the full
name, address, city, state and zip code of the prime federal recipient. Include
Congressional District, if'known.
6Enter the name of the federal agency making the award or loan coniniltn'ient. Include at
lease one organizational level below agency narrie, if'known. Foi- example, Departnient of
Transportation, United States Coast Guard.
,Enter the federal progran'l name or description for the covered Federal action (iteril
known, enter the full Cmal'og ofTederal Domestic Assistance (CFDA) number Im grants,
cooperative agreenients, loans, and loan cornmilitnients.
Enter the most appropriate federal identl fy I ng flUil'iber available for the federal actiOn
identified in item I - (e.(,., Request for Proposal (RFP nUrtiber, Invitation for Bid (']F'B)
2023-2102,4 1"'ransportation, Demarild Nimiagement Aj!,rcctnent
Between King County and the City of Tuakwilaa
Paas c 34 of 33
nuniber, grant aiinouncenient number, the contract, grant, or loan award number-, the
applicatioillproposal control mummer assigned by the federal agency'). I11ClUde, prefiXeS,
es-, "JUP-DE-90-001,"
9, For a, covered federal action where there has been an award or loan cointnitillent by the
federal agency, enter the federal!, aniount of the award/loan conimittlient for the prime entity
identified in item 4 or 5.
M (a) [`nter the full riatile, address, city, state and zip code of the I obbyi rig, entity engaged
by the reporting entity idelitified iii ilteiiii 4 to illflUOICC the covered rederal action
(b) Enter the full name,, ofthe iiidividual(s) performing services, and Include full
address if different from 10(a). Enter l-ast Naine, First Nanie, and Middle Initial
(M4
I L (;tater the aniount of compensation paid or reasonably expected to be paid by the reporting
entity (item 4) to the lobbying entity (item li 0 Indicate whether the payment has beeii,
made (actual) or will be made (planned). Check all boxes that apply. If thils is a, 1-riatetial
change report, enter the cumulative amount of payment made or plaillied to be made,
-11 Check true arilloutit of bo (e Check a] I boxes that apply. If pay aient is niladeth rough, i n -
[rand contribution, specify the nature and val Lie of the i ri-ki iid payment.
I Clieck the appropriate box(es'). Check all boxes that apply. If'other, specify tiature.
14. Provide a specific and detailed descriptioti of the services that the lobbyist has performed,
or will be expected to perform, and the date(s) of any services rendered. Include all
preparatory and related activity, not just thne spent 41 actual contact with federal oll"Icials.
Identify the federal official(s) or enillployee(s) contacted or the officer(s), eniployee(s), or
Member(s) of Congress that were contracted.
15. Check whether or not all Conti iluation Sheet(s) is attached.
W The certifying official shall sign aild date the form, print his/her naine, title, aild telephone
number.
Pubic reporting bu rden for this collecti,oii of itiforinatioli is estimated to average 30 minutes per
respotisc. hicluditig time for reviewfiiiustructioti. sczi.rching exist ing data sources, gathering ",1111d
9
maititaiintig the data needed, and corn pIctirig and reviewirig the collection of inforlilatioli. Send
conirricuts regarding die burcicii estimate or any" oflicraspMoffliks collediorl of infibrination, including
SU,g&YC,StiO1lS fior reducing this bUrdcii, to the Office of Maiiageniciit and Budget., PapciAvork Reduction
Pro , ject (0348-0046)., Washington, D,C, 205031,
2023-2102,4 1"'rausportatioull Demarild Matiagemetit Agrectilelit
Bawecii King County zind the City of Tukwila
Pagc 35, of 35