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HomeMy WebLinkAboutCONSENT Propolis lobbying services JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS CONSENT AGENDA REQUEST • TO: Board of County Commissioners FROM: Josh D.Peters,County Administrator DATE: 12/15/2025 SUBJECT: APPROVAL FOR PROPOSED PROFESSIONAL SERVICES AGREEMENT: Legislative Representation and Lobbying Services for 2026-2027—Propolis Communications LLC STATEMENT OF ISSUE: Following a Request for Proposals (RFP)process for soliciting Legislative Representation and Lobbying Services for 2026-2027,the Board of County Commissioners (Board) selected Propolis Communications LLC on 11/17/2025 as the preferred respondent and directed staff to initiate contract negotiations with that consultant. The attached Professional Services Agreement is now presented to the Board for approval. ANALYSIS: The proposed Agreement is for legislative representation and lobbying services for the 2026 and 2027 state legislative sessions. The scope of work emphasizes state lobbying, yet allows for federal lobbying, as appropriate. The proposed Agreement has been approved through Risk/Legal review. FISCAL IMPACT: Exhibit B of the proposed Agreement outlines compensation. The retainer fee is set at $3,000 per month for 18 months. RECOMMENDATION: Review and approve the proposed Agreement. REVIEWED BY: -eYQfg t Jos . Peters, County Administrator Date 1 CONTRACT REVIEW FORM Clear Form (INSTRUCTIONS ARE ON THE NEXT PAGE) CONTRACT WITH: PROPOLIS COMMUNICATIONS LLC Contract No: PRo2025 Contract For: PROFESSIONAL SERVICES Term: JUNE 2027 COUNTY DEPARTMENT: COUNTY ADMINISTRATOR Contact Person: JOSH PETERS Contact Phone: JDPETERS@CO.JEFFERSON.WA.US Contact email: X 130 AMOUNT: $54,000 PROCESS: Exempt from Bid Process Revenue: _ Cooperative Purchase Expenditure: $54,000 _ Competitive Sealed Bid Matching Funds Required: Small Works Roster Sources(s)of Matching Funds Vendor List Bid Fund # , RFP or RFQ Munis Org/Obj Other: APPROVAL STEPS: STEP 1: DEPARTMENT CERTIFIES CO LIA ITHH�J 80 AND CHAPTER 42.23 RCW. CERTIFIED: El N/A:E / ;i !'gnature Date STEP 2: DEPARTMENT CERTIFIES E PERSON PROPOS FOR CONTRACTING WITH THE COUNTY (CONTRACTOR) HAS NO BEEN RED BY ANY FEDERAL, STATE, OR LOCAL AGENCY. CERTIFIED: ❑ N/A: El /.` // '. Signature Date STEP 3: RISK MANAGEMENT REVIEW(will be added lee onicaII through Laserfiche): Electronically approved by Risk Management on 12/10/2025. STEP 4: PROSECUTING ATTORNEY REVIEW(will be added electronically through Laserfiche): Electronically approved as to form by PAO on 12/10/2025. Slighly modified county standard PSA. Negotiated with the help of the PAO. STEP 5: DEPARTMENT MAKES REVISIONS & RESUBMITS TO RISK MANAGEMENT AND PROSECUTING ATTORNEY(IF REQUIRED). STEP 6: CONTRACTOR SIGNS STEP 7: SUBMIT TO BOCC FOR APPROVAL 1 PROFESSIONAL SERVICES AGREEMENT FOR PROPOLIS COMMUNICATIONS LLC THIS PROFESIONAL SERVICES AGREEMENT ("this Agreement") is entered into between the County of Jefferson, a municipal corporation ("the County"), and Propolis Communications LLC ("the Contractor"), in consideration of the mutual benefits, terms, and conditions specified below. 1. Project Designation. The Contractor is retained by the County to perform the following Project: Legislative Representation and Lobbying Services. 2. Scope of Services. The Contractor agrees to perform the services identified on Exhibit"A" attached hereto including the provision of all labor. The Contractor shall perform its services consistent with the professional skill and care ordinarily provided by contractors practicing in the same or similar locality under the same or similar circumstances. 3. Time for Performance. This Agreement shall commence on December 10th 2025 and continue through June 30th 2027. Work performed consistent with this Agreement during its term, put prior to the adoption of this Agreement, is hereby ratified. The Contractor shall perform all services pursuant to this Agreement as outlined on Exhibit"A"attached hereto The Contractor shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the project. 4. Payment. The Contractor shall be paid by the County for completed work and for services rendered under this Agreement as follows: a. Payment for the work provided by The Contractor shall be made as provided on Exhibit`B"attached hereto. b. Invoices must be submitted by the 15th of the month for the previous month's expenses. Such invoices will be checked by the County,and upon approval thereof, payment will be made to the Contractor in the amount approved. Failure to submit timely invoices and reports pursuant to Exhibit B of this Agreement may result in a denial of reimbursement. Invoices not submitted within 60 days may be denied. c. Final payment of any balance due the Contractor of the total contract price earned will be made promptly upon its ascertainment and verification by the County after the completion of the work and submittal of reports under this Agreement and its acceptance by the County. d. Consultant shall provide invoices and necessary backup documentation for all services. e. The Contractor's records and accounts pertaining to this Agreement are to be kept available for inspection by representatives of the County and state for a period of six(6)years after final payments. Copies shall be made available upon request. Professional Services Agreement Page 1 of 13 5. Ownership and Use of Documents. All non-confidential or de-identified documents, drawings, specifications, and other materials produced by the Contractor in connection with the services rendered under this Agreement shall be the property of the County whether the project for which they are made is executed or not. The Contractor shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with the Contractor's endeavors. The Contractor shall not be held liable for reuse of documents or modifications thereof, including electronic data, by County or its representatives for any purpose other than the intent of this Agreement. 6. Compliance with laws. The Contractor shall, in performing the services contemplated by this Agreement, faithfully observe and comply with all federal, state, and local laws, ordinances and regulations,applicable to the services to be rendered under this Agreement. 7. Audit. An audit will be submitted to the County upon request. Upon request, the Contractor will submit the most recent financial audit within 30 days. a. Upon request the County shall have the option of performing an onsite review of all records, statements, and documentation. b. If the County finds indications of potential non-compliance during the monitoring process, the County shall notify the Contractor within ten (10) days. County and The Contractor shall meet to discuss areas of contention in an attempt to resolve issues. c. Audit will provide statements consistent with the guidelines of Reporting for Other Non-Profit Organizations AICPA SOP 78-10,and is performed in accordance with generally accepted auditing standards and with Federal Standards for Audit of Governmental Organizations, Programs, Activities and Functions, and meeting all requirements of 2 C.F.R. Part 200, as applicable. 8. Indemnification. The Contractor shall indemnify and hold harmless the County, its past or present employees, officers, agents, elected or appointed officials or volunteers (and their marital communities),from and against all claims,losses or liability,or any portion thereof, including reasonable attorney's fees and costs, arising from injury or death to persons, including injuries,sickness,disease or death to the Contractor's own employees,or damage to property occasioned by a negligent act, omission or failure of the Contractor. The Contractor shall be liable only to the extent of the Contractor's proportional negligence. The Contractor specifically assumes potential liability for actions brought against the County by the Contractor's employees, including all other persons engaged in the performance of any work or service required of the Contractor under this Agreement and, solely for the purpose of this indemnification and defense, the Contractor specifically waives any immunity under the state industrial insurance law, Title 51 R.C.W. The Contractor recognizes that this waiver was specifically entered into pursuant to provisions of R.C.W. 4.24.115 and was subject of mutual negotiation. Professional Services Agreement Page 2 of 13 9. Insurance. Prior to commencing work, the Contractor shall obtain at its own cost and expense the following insurance coverage specified below and shall keep such coverage in force during the terms of this Agreement. a. Commercial Automobile Liability Insurance providing bodily injury and property damage liability coverage for all owned and non-owned vehicles assigned to or used in the performance of the work for a combined single limit of not less than $500,000 each occurrence with the County named as an additional insured in connection with the Contractor's performance of this Agreement. This insurance shall indicate on the certificate of insurance the following coverage: (a) Owned automobiles; (b)Hired automobiles;and, (3)Non-owned automobiles. b. Commercial General Liability Insurance in an amount not less than a single limit of one million dollars($1,000,000)per occurrence and an aggregate of not less than two (2) times the occurrence amount ($2,000,000.00 minimum) for bodily injury, including death and property damage, unless a greater amount is specified in the contract specifications. The insurance coverage shall contain no limitations on the scope of the protection provided and include the following minimum coverages: i. Broad Form Property Damage, with no employee exclusion; ii. Personal Injury Liability, including extended bodily injury; iii. Broad Form Contractual/Commercial Liability — including coverage for products and completed operations; iv. Premises—Operations Liability(M&C); v. Independent Contractors and subcontractors; vi. Blanket Contractual Liability;and, vii. Employer's Liability or Stop Gap Coverage. c. Professional Liability Insurance. The Contractor shall maintain professional liability insurance against legal liability arising out of activity related to the performance of this Agreement, on a form acceptable to Jefferson County Risk Management in the amounts of not less than $1,000,000 Each Claim and $2,000,000 Aggregate. The professional liability insurance policy should be on an "occurrence" form. If the professional liability policy is "claims made," then an extended reporting periods coverage(tail coverage)shall be purchased for three(3) years after the end of this Agreement, at the Contractor's sole expense. The Contractor agrees the Contractor's insurance obligation to provide professional liability insurance shall survive the completion or termination of this Agreement for a minimum period of three(3)years. Professional Services Agreement Page 3 of 13 d. The County shall be named as an "additional named insured" under all insurance policies required by this Agreement, except Professional Liability Insurance when not allowed by the insurer. e. Such insurance coverage shall be evidenced by one of the following methods: (a) Certificate of Insurance; or, (b) Self-insurance through an irrevocable Letter of Credit from a qualified financial institution. f. The Contractor shall furnish the County with properly executed certificates of insurance that, at a minimum, shall include: (a) The limits of overage; (b) The project name to which it applies; (c) The certificate holder as Jefferson County, Washington and its elected officials, officers, and employees with the address of Jefferson County Risk Management, 1820 Jefferson Street, Port Townsend, WA 98368, and, (d) A statement that the insurance policy shall not be canceled or allowed to expire except on thirty (30) days prior written notice to the County. If the proof of insurance or certificate indicating the County is an"additional insured" to a policy obtained by the Contractor refers to an endorsement (by number or name) but does not provide the full text of that endorsement, then it shall be the obligation of the Contractor to obtain the full text of that endorsement and forward that full text to the County. Certificates of coverage as required by this section shall be delivered to the County within fifteen(15)days of execution of this Agreement. g. Failure of the Contractor to take out or maintain any required insurance shall not relieve the Contractor from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations concerning indemnification of the County. h. The Contractor's insurers shall have no right of recovery or subrogation against the County (including its employees and other agents and agencies), it being the intention of the parties that the insurance policies, with the exception of Professional Liability Insurance, so affected shall protect both parties and be primary coverage for all losses covered by the above described insurance. i. Insurance companies issuing the policy or policies shall have no recourse against the County(including its employees and other agents and agencies) for payment of any premiums or for assessments under any form of policy. j. All deductibles in the above described insurance policies shall be assumed by and be at the sole risk of the Contractor. k. Any deductibles or self-insured retention shall be declared to and approved by the County prior to the approval of this Agreement by the County. At the option of the County, the insurer shall reduce or eliminate deductibles or self-insured retention, or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. 1. Insurance companies issuing the Contractor's insurance policy or policies shall have no recourse against the County(including its employees and other agents and Professional Services Agreement Page 4 of 13 agencies) for payment of any premiums or for assessments under any form of insurance policy. m. Any judgments for which the County may be liable, in excess of insured amounts required by this Agreement,or any portion thereof,may be withheld from payment due,or to become due,to the Contractor until the Contractor shall furnish additional security covering such judgment as may be determined by the County. n. Any coverage for third party liability claims provided to the County by a "Risk Pool"created pursuant to Ch.48.62 RCW shall be non-contributory with respect to any policy of insurance the Contractor must provide in order to comply with this Agreement. o. The County may,upon the Contractor's failure to comply with all provisions of this Agreement relating to insurance, withhold payment or compensation that would otherwise be due to the Contractor. p. The Contractor's liability insurance provisions shall be primary and noncontributory with respect to any insurance or self-insurance programs covering the County, its elected and appointed officers,officials, employees, and agents. q. Any failure to comply with reporting provisions of the insurance policies shall not affect coverage provided to the County, its officers,officials,employees,or agents. r. The Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. s. The Contractor shall include all subcontractors as insured under its insurance policies or shall furnish separate certificates from each subcontractor. All insurance provisions for subcontractors shall be subject to all the requirements stated herein. t. The insurance limits mandated for any insurance coverage required by this Agreement are not intended to be an indication of exposure nor are they limitations on indemnification. u. The Contractor shall maintain all required insurance policies in force from the time services commence until services are completed. Certificates, insurance policies, and endorsements expiring before completion of services shall be promptly replaced. All the insurance policies required by this Agreement shall provide that thirty (30) days prior to cancellation, suspension, reduction or material change in the policy, notice of same shall be given to the Jefferson County Risk Manager by registered mail, return receipt requested. v. The Contractor shall place insurance with insurers licensed to do business in the State of Washington and having A.M. Best Company ratings of no less than A-, with the exception that excess and umbrella coverage used to meet the requirements Professional Services Agreement Page 5 of 13 for limits of liability or gaps in coverage need not be placed with insurers or re- insurers licensed in the State of Washington. w. The County reserves the right to request additional insurance on an individual basis for extra hazardous contracts and specific service agreements. 10. Worker's Compensation (Industrial Insurance). a. If and only if the Contractor employs any person(s) in the status of employee or employees separate from or in addition to any equity owners, sole proprietor, partners, owners or shareholders of the Contractor, the Contractor shall maintain workers' compensation insurance at its own expense,as required by Title 51 RCW, for the term of this Agreement and shall provide evidence of coverage to the Jefferson County Risk Manager, upon request. b. Worker's compensation insurance covering all employees with limits meeting all applicable state and federal laws. c. This coverage shall extend to any subcontractor that does not have their own worker's compensation and employer's liability insurance. d. The Contractor expressly waives by mutual negotiation all immunity and limitations on liability, with respect to the County, under any industrial insurance act, disability benefit act, or other employee benefit act of any jurisdiction which would otherwise be applicable in the case of such claim. 11. Independent Contractor. The Contractor and the County agree that the Contractor is an independent contractor with respect to the services provided pursuant to this Agreement. the Contractor specifically has the right to direct and control the Contractor's own activities, and the activities of its subcontractors, employees, agents, and representatives, in providing the agreed services in accordance with the specifications set out in this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties. Neither the Contractor nor any employee of The Contractor shall be entitled to any benefits accorded County employees by virtue of the services provided under this Agreement, including, but not limited to: retirement, vacation pay; holiday pay; sick leave pay; medical, dental, or other insurance benefits; fringe benefits; or any other rights or privileges afforded to Jefferson County employees. The County shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program,otherwise assuming the duties of an employer with respect to the Contractor, or any employee of the Contractor. 12. Subcontracting Requirements. a. The Contractor is responsible for meeting all terms and conditions of this Agreement including standards of service, quality of materials and workmanship, costs,and schedules. Failure of a subcontractor to perform is no defense to a breach Professional Services Agreement Page 6 of 13 of this Agreement. The Contractor assumes responsibility for and all liability for the actions and quality of services performed by any subcontractor. b. Every subcontractor must agree in writing to follow every term of this Agreement. The Contractor must provide every subcontractor's written agreement to follow every term of this Agreement before the subcontractor can perform any services under this Agreement. The Department of Community Development Director or their designee must approve any proposed subcontractors in writing. c. Any dispute arising between the Contractor and any subcontractors or between subcontractors must be resolved without involvement of any kind on the part of the County and without detrimental impact on the Contractor's performance required by this Agreement. 13. Covenant Against Contingent Fees. The Contractor warrants that he has not employed or retained any company or person, other than a bona fide employee working solely for the Contractor, to solicit or secure this Agreement, and that he has not paid or agreed to pay any company or person,other than a bona fide employee working solely for the Contractor, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty,the County shall have the right to annul this Agreement without liability or, in its discretion to deduct from the contract price or consideration,or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 14. Discrimination Prohibited. The Contractor,with regard to the work performed by it under this Agreement, will not discriminate on the grounds of race, color, national origin, religion, creed,age,gender, sexual orientation, material status, sex, or the presence of any physical or sensory handicap in the selection and retention of employees or procurement of materials or supplies. 15.No Assignment. The Contractor shall not sublet or assign any of the services covered by this Agreement without the express written consent of the County. Assignment does not include printing or other customary reimbursable expenses that may be provided in an agreement. 16.Non-Waiver. Waiver by the County of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other provision. 17. Termination. a. The County reserves the right to terminate this Agreement at any time by giving thirty(30)days written notice to the Contractor. b. In the event of the death of a member, partner, or officer of the Contractor, or any of its supervisory personnel assigned to the project, the surviving members of the Contractor hereby agree to complete the work under the terms of this Agreement, Professional Services Agreement Page 7 of 13 if requested to do so by the County. This section shall not be a bar to renegotiations of this Agreement between surviving members of the Contractor and the County, if the County so chooses. c. The County reserves the right to terminate this contract in whole or in part,with 30 days' notice, in the event that expected or actual funding from any funding source is withdrawn, reduced, or limited in any way after the effective date of this agreement. In the event of termination under this clause,the County shall be liable for only payment for services rendered prior to the effective date of termination. 18.Notices. All notices or other communications which any party desires or is required to give shall be given in writing and shall be deemed to have been given if hand-delivered, sent by facsimile, email, or mailed by depositing in the United States mail, prepaid to the party at the address listed below or such other address as a party may designate in writing from time to time. Notices to the County shall be sent to the following address: Jefferson County Risk Manager PO Box 1220 Port Townsend, WA 98368 Notices to the Contractor shall be sent to the following address: Kelsey Hulse 2328 Lakemoor Dr. SW Olympia, WA 98512 19. Integrated Agreement. This Agreement together with attachments or addenda represents the entire and integrated Agreement between the County and the Contractor and supersedes all prior negotiations, representations, or agreements written or oral. No representation or promise not expressly contained in this Agreement has been made. This Agreement supersedes all prior or simultaneous representations, discussions, negotiations, and agreements, whether written or oral, by the County within the scope of this Agreement. The Contractor ratifies and adopts all statements, representations, warranties, covenants, and agreements contained in its proposal, and the supporting material submitted by the Contractor, accepts this Agreement and agrees to all of the terms and conditions of this Agreement. 20. Modification of this Agreement. This Agreement may be amended only by written instrument signed by both County and Contractor. 21. Disputes. The parties agree to use their best efforts to prevent and resolve disputes before they escalate into claims or legal actions. Any disputed issue not resolved pursuant to the terms of this Agreement shall be submitted in writing within 10 days to the County Risk Manager,whose decision in the matter shall be final,but shall be subject to judicial review. If either party deem it necessary to institute legal action or proceeding to enforce any right or obligation under this Agreement, each party in such action shall bear the cost of its own attorney's fees and court costs. Any legal action shall be initiated in the Superior Court of Professional Services Agreement Page 8 of 13 the State of Washington for Jefferson County. The parties agree that all questions shall be resolved by application of Washington law and that the parties have the right of appeal from such decisions of the Superior Court in accordance with the laws of the State of Washington. The Contractor hereby consents to the personal jurisdiction of the Superior Court of the State of Washington for Jefferson County. 22. Section Headings. The headings of the sections of this Agreement are for convenience of reference only and are not intended to restrict, affect, or be of any weight in the interpretation or construction of the provisions of the sections or this Agreement. 23. Limits of Any Waiver of Default. No consent by either party to, or waiver of, a breach by either party,whether express or implied, shall constitute a consent to, waiver of,or excuse of any other, different, or subsequent breach by either party. 24.No Oral Waiver. No term or provision of this Agreement will be considered waived by either party, and no breach excused by either party, unless such waiver or consent is in writing signed on behalf of the party against whom the waiver is asserted. Failure of a party to declare any breach or default immediately upon the occurrence thereof, or delay in taking any action in connection with, shall not waive such breach or default. 25. Severability. Provided it does not result in a material change in the terms of this Agreement, if any provision of this Agreement or the application of this Agreement to any person or circumstance shall be invalid, illegal, or unenforceable to any extent, the remainder of this Agreement and the application this Agreement shall not be affected and shall be enforceable to the fullest extent permitted by law. 26. Binding on Successors, Heirs and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties' successors in interest, heirs,and assigns. 27.No Assignment. The Contractor shall not sell,assign,or transfer any of rights obtained by this Agreement without the express written consent of the County. 28.No Third-party Beneficiaries. The parties do not intend, and nothing in this Agreement shall be construed to mean, that any provision in this Agreement is for the benefit of any person or entity who is not a party. 29. Signature in Counterparts. The parties agree that separate copies of this Agreement may be signed by each of the parties and this Agreement shall have the same force and effect as if all the parties had signed the original. 30. Facsimile and Electronic Signatures. The parties agree that facsimile and electronic signatures shall have the same force and effect as original signatures. 31.Arms-Length Negotiations. The parties agree that this Agreement has been negotiated at arms-length, with the assistance and advice of competent, independent legal counsel. 32. Public Records Act. Notwithstanding the provisions of this Agreement to the contrary, to the extent any record, including any electronic, audio, paper or other media, is required to Professional Services Agreement Page 9 of 13 be kept or indexed as a public record in accordance with the Washington Public Records Act,Chapter 42.56 RCW,as may hereafter be amended,the Contractor agrees to maintain all records constituting public records and to produce or assist the County in producing such records, within the time frames and parameters set forth in state law. The Contractor further agrees that upon receipt of any written public record request, Contractor shall, within two business days, notify the County by providing a copy of the request per the notice provisions of this Agreement. This Agreement, once executed, will be a "public record" subject to production to a third party if same is requested pursuant to• the Washington Public Records Act, Chapter 42.56 RCW,as may hereafter be amended. DATED this day of , 20 (SIGNATURES FOLLOW ON THE NEXT PAGE) Professional Services Agreement Page 10 of 13 JEFFERSON COUNTY WASHINGTON PROPOLIS COMMUNICATIONS LLC Board of County Commissioners Jefferson County, Washington By: By: Heidi Eisenhour, Date Kelsey Hulse, Date Chair Founder By: Greg Brotherton, Date Commissioner By: Heather Dudley-Nollette, Date Commissioner SEAL: ATTEST: Carolyn Galloway,CMC Date Clerk of the Board Approved as to form only: December 10,2025 Philip C. Hunsucker, Date Chief Civil Deputy Prosecuting Attorney Professional Services Agreement Page 1 1 of 13 EXHIBIT A: DESCRIPTION OF SERVICES 1. Strategic Planning and Positioning: • Develop lobbying strategy tailored to Jefferson County's needs and responsive to the political landscape. • Identify key legislative targets,relevant committee priorities, and key decision-makers. • Assist Jefferson County in refining narratives around established priorities, key talking points,and justification for state investments—ensuring alignment with broader state goals. 2. Direct Lobbying and Advocacy: • Establish and maintain relationships with appropriate legislators, agency staff, and executive branch representatives. • Advocate on behalf of Jefferson County through direct lobbying efforts with capital budget, appropriations,and other committee members, as necessary. • Initiate strategic outreach and arrange meetings and briefings for Jefferson County with key legislators and agency staff. 3.Monitoring and Reporting: • Monitor the progress of the legislature, tracking relevant bills, proposals, and committee actions leading up to and throughout the legislative session. • Alert Jefferson County to any relevant legislative hearings or critical decision points related to policy priorities or project funding • Assist Jefferson County representatives in preparing for any legislative testimony or presentations, including refining content and identifying appropriate speakers. • Provide regular updates on lobbying activities and outcomes in a format and on a schedule to be determined by mutual agreement between client and consultant. 4. Confidentiality and Integrity: • Maintain strict confidentiality regarding client information and lobbying strategies. • Uphold the highest ethical standards in all lobbying activities. Professional Services Agreement Page 12 of 13 EXHIBIT B: COMPENSATION Consultant shall be compensated for Services as follows: Fee for Services - A monthly retainer fee of$3,000 per month will be billed to the client on the first of each month for 18 months, beginning December 1, 2025 and ending May 31, 2027, with the option to renew for an additional 12 months at the end of the first contract period. Client shall pay the consultant's fees in full within 30 days of receipt(due date). Payment terms are Net 30. If any invoiced amount is not received by the consultant by the due date, those charges may accrue late interest at a rate of 2%of the outstanding balance per month. Expenses - Client will reimburse consultant for costs and disbursements incurred in performing the agreement including, but not limited to, transportation and travel costs, food, lodging, and automobile mileage at the applicable federal rate per business mile. Consultant shall include an accounting of the costs and disbursements and the amount owed on the invoices rendered to the client. Total monthly charges to the client will not exceed 5% of the monthly retainer without advance approval from the client. Professional Services Agreement Page 13 of 13