HomeMy WebLinkAboutCONSENT Grant assignment for Mason Street project 1
JEFFERSON COUNTY
BOARD OF COUNTY COMMISSIONERS
CONSENT AGENDA REQUEST
TO: Board of County Commissioners
FROM: Amanda Christofferson,Grants Administrator
DATE: October 12,2026
SUBJECT: MOTION TO SIGN re: Assignment Agreement for Connecting Housing to
Infrastructure Program (CHIP) for Mason Street Workforce Housing funding—
assigning it from Habitat for Humanity of East Jefferson County to Mason Street
Development,LLC.
STATEMENT OF ISSUE:
Habitat for Humanity of East Jefferson County has requested an assignment of their subrecipient contract
with Jefferson County for CHIP Program funding to a subsidiary that they have formed Mason Street
Development, LLC.
ANALYSIS:
The Auditors office see's no risk in this activity as the subrecipient agreement will still be binding on the
assignee.
FISCAL IMPACT:
None
RECOMMENDATION:
Staff requests the Board approve a motion to sign the Assignment Agreement for Habitat for Humanity of
East Jefferson County for Contract with Commerce Number: 26-96330-111for CHIP funding for Mason
Street—Workforce Housing Project Phase Ito assignor Mason Street Development, LLC.
REVIEWED BY:
C194'
Josh ers, ounty Administrator Date
CONTRACT REVIEW FORM Clear Form
(INSTRUCTIONS ARE ON THE NEXT PAGE)
CONTRACT WITH: Assignment of contract from HH to Mason Street Development, LLC. Contract No: Assignment of CHIP Subredp.10.26
Contract For: CHIP funding from Commerce to subrecipient Term: July 27, 2026 - June 30, 2027
COUNTY DEPARTMENT: Auditors
Contact Person: Amanda Christofferson
Contact Phone: 360-385-9232
Contact email: amchristofferson@co.jefferson.wa.us
PROCESS: —
AMOUNT: 0 Exempt from Bid Process
Revenue: Cooperative Purchase
Expenditure: 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: Assignment
APPROVAL STEPS:
STEP 1: DEPARTMENT CERTIFIES COMPLIANCE WITH JCC 3.55.080 AND CHAPTER 42.23 RCW.
CERTIFIED: n N/A:❑ Akx,- 14, �f �L/� � 9/29/2026
Signature Date
STEP 2: DEPARTMENT CERTIFIES THE PERSON PROPOSED FOR CONTRACTING WITH THE
COUNTY (CONTRACTOR) HAS NOT BEEN DEBARRED BY ANY FEDERAL, STATE, OR LOCAL
AGENCY.
CERTIFIED: ❑1 N/A: n ,egbiadLf.Y.Gli �liva C�/ ram 9/29/2026
Signature -C Date
STEP 3: RISK MANAGEMENT REVIEW (will be added electronically through Laserfiche):
Electronically approved by Risk Management on 10/5/2026.
STEP 4: PROSECUTING ATTORNEY REVIEW(will be added electronically through Laserfiche):
Electronically approved as to form by PAO on 10/2/2026.
DPA Luther reviewed and approved on 10-02-2026
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
GRANT ASSIGNMENT AND ASSUMPTION AGREEMENT
This Grant Assignment and Assumption Agreement ("Agreement") is by and between Habitat
for Humanity of East Jefferson County, a Washington public benefit nonprofit corporation
("Assignor"), and Mason Street Development, LLC, a Washington limited liability company
("Assignee"), with the approval of the original recipient of grant funding, Jefferson County,
Washington ("County").
WHEREAS, on or about May 16, 2022,Assignor purchased certain real property located in the
North Half of the Southwest Quarter of Section 2, Township 29 North, Range 1 West, located in
Jefferson County, Washington, and more particularly described on Exhibit A attached hereto (the
"Property");
WHEREAS, on June 9, 2026, County entered into a Grant Award with Washington State
Department of Commerce ("Grant Award") to receive funds identified as Connecting Housing to
Infrastructure Program Contract Number 26-96330-111 ("Grant Funds").
WHEREAS, on July 27, 2026, County and Assignor executed a subrecipient agreement for the
Grant Funds known as "CHIP Subrecip. HH" ("Original Contract"), which, had that contract been
completed, would have resulted in utility improvements connecting the Property to sewer, water
and storm water ("Improvements"), and Assignor would have paid for such improvements using
the Grant Funds;
WHEREAS, a copy of the "Original Contract," awarding Grant Funds to Assignor in exchange
for the terms of performance set forth in the "Original Contract," is attached hereto at Exhibit B
and its terms and conditions incorporated herein by reference;
WHEREAS, a copy of the Grant Award is attached hereto at Exhibit C;
WHEREAS, on July 23, 2026, Assignor transferred fee title of the Property to Assignee, a
wholly-owned subsidiary of Assignor, and has requested that the County enter into this
Agreement to consent to Assignor's assignment of all of its right, title and interest to and under
the Grant Funds and the Original Contract to Assignee;
WHEREAS, Assignee has agreed to receive the Grant Funds for the purpose of the
Improvements and to be bound by the original terms of Grant Award Number 26-96330-111 and
the terms of the Original Contract as if Assignee had been a signatory to the Original Contract;
and
WHEREAS, Assignor and County desire to transfer and assign all existing rights,
responsibilities, and unspent Grant Funds to Assignee, and Assignee desires to assume the same.
Grant Assignment and Assumption
Agreement for Contract CHIP Subrecip HH
Page 3 of 3
4932-0646-3440.3
NOW THEREFORE, in consideration of the mutual covenants and agreements set forth herein
and for other valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as set forth below:
1. ASSIGNMENT OF CONTRACT. As of the Effective Date, Assignor hereby conveys and assigns to
Assignee, its successors and assigns, all of Assignor's rights, title, and interests in, to, and under
the Original Contract as set forth on Exhibit B, as if Assignee had been a signatory to that
Agreement.
2. ASSUMPTION OF CONTRACT. As of the Effective Date, Assignee hereby undertakes, accepts,
and assumes the assignment of the Original Contract and assumes all duties and obligations of
the Assignor under the Original Contract and covenants to perform and discharge the same as if
Assignee had been a signatory to the Original Contract.
3. CONSENT TO ASSIGNMENT & ASSUMPTION; RELEASE. County hereby consents to the
foregoing assignment and assumption which is effective as of the Effective Date (as hereinafter
defined). Effective as of the Effective Date, the County hereby releases and forever discharges
Assignor from any and all claims, liabilities, obligations, and duties arising under or related to the
Original Contract from and after the Effective Date. Notwithstanding the foregoing, the parties
hereto agree that County shall be entitled to pursue claims accruing or arising incident to the
Original Contract on or before the Effective Date of this Agreement, and all its rights and remedies
related to such claims, for (a) payments of indemnity now or hereafter due under the Original
Contract from Assignor, and/or (b) insurance payments or proceeds.
4. INSURANCE. The County's consent to this Agreement is conditioned, in part, on Assignee's
compliance with the Original Contract's insurance requirements. Accordingly, notwithstanding
any provision to the contrary, within thirty (30) calendar days, Assignee shall provide County with
written confirmation that Assignee is in full compliance with all applicable insurance
requirements set forth in the Original Contract. Assignee's failure to provide such timely written
confirmation within fifteen (15) days of the County's notifying Assignee of such failure shall
constitute material breach of the Original Contract and shall entitle County to terminate the
Original Contract.
5. INDEMNIFICATION. Assignee does undertake, accept, and assume any indemnification
obligation under the Original Contract and, by way of the signature of the person having authority
to bind Assignee to this Agreement, does warrant and represent that it intends to assume
Assignor's indemnification obligations set out in the Original Contract.
6. NOTICES. Unless otherwise notified by Assignee, any notice to be provided pursuant to the
Original Contract shall be delivered to Assignee at the following address:
Mason Street Development, LLC
c/o Habitat for Humanity of East Jefferson County
Grant Assignment and Assumption
Agreement for Contract CHIP Subrecip HH_
Page 3 of 3
4932-0646-3440.3
P.O. Box 658, Port Townsend, WA 98368
Attn: Jamie Maciejewski, Executive Director
Notice to the County shall be delivered at the following address:
Jefferson County Auditor
1820 Jefferson St., Port Townsend, WA 98368
7. BINDING EFFECT. All provisions, covenants, and agreements herein shall be binding upon and
inure to the benefit of, and be enforceable by or against, the parties hereto and their respective
successors and assigns.
8. NO THIRD-PARTY BENEFICIARY. This Agreement is solely for the benefit of the parties hereto
and their respective successors and assigns, and no other person has any right, benefit, priority,
or interest under or because of the existence of this Agreement.
9. INTEGRATED AGREEMENT; MODIFICATION. This Agreement constitutes the entire agreement
and understanding of the parties with respect to the subject matter and supersedes all prior
negotiations and representations. This Agreement may not be modified except in writing signed
by the parties.
10. REPRESENTATIONS. Each party to this Agreement, and each individual signing on behalf of
each party, hereby represents and warrants to the other that it has full power and authority to
enter into this Agreement and that its execution, delivery, and performance of this Agreement
has been fully authorized and approved, and that no further approvals or consents are required
to bind such party.
11. GOVERNING LAW; VENUE; COUNTERPARTS. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. Venue for any action arising
hereunder shall be exclusively in the courts of Jefferson County, Washington.This Agreement may
be executed in counterparts, each of which shall be deemed an original, and all of which together
shall constitute one and the same instrument.
Executed and Effective as of the date of the last signature appearing below (such date,
the "Effective Date"):
Grant Assignment and Assumption
Agreement for Contract CHIP Subrecip HH
Page 3 of 3
4932-0646-3440.3
Assignor: Assignee:
HABITAT FOR HUMANITY OF EAST MASON STREET DEVELOPMENT, LLC
JEFFERSON COUNTY
By: Habitat for Humanity of East Jefferson
County
Its: Manger
By: By:
Name: Jamie Maciejewski Name: Jamie Maciejewski
Title: Executive Director Title: Executive Director
Date: Date:
[Remainder of this page intentionally left blank;signatures continue on following page.]
Grant Assignment and Assumption
Agreement for Contract CHIP Subrecip HH
Page 3 of 3
4932-0646-3440.3
JEFFERSON COUNTY
BOARD OF COMMISSIONERS (County)
Heather Dudley-Nolette, Dist. 1 Date
Heidi Eisenhour, Dist. 2 Date
Greg Brotherton, Dist. 3 Date
Approved as to Form Only:
41111" 10-02-2026
Ir
Sign. ur Date
Jeremiah B. Luther
Civil Deputy Prosecuting Attorney
Grant Assignment and Assumption
Agreement for Contract CHIP Subrecip HH_
Page 3 of 3
4932-0646-3440.3
Exhibit A
Property
THAT PORTION OF THE NORTH Y2 OF THE SOUTHWEST V4 OF SECTION
2, TOWNSHIP 29 NORTH, RANGE 1 WEST, W.M., DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF THE SOUTHWEST 1/4 OF
SAID SECTION 2;
THENCE RUNNING 1,655 FEET EAST TO INTERSECT WITH THE
IRONDALE COUNTY ROAD;
THENCE SOUTH 526 FEET;
THENCE WEST 1,655 FEET TO THE WEST LINE OF SAID SECTION 2;
THENCE NORTH ALONG SAID WEST LINE 526 FEET TO THE POINT OF
BEGINNING;
EXCEPT THOSE PORTIONS CONVEYED TO THE COUNTY OF
JEFFERSON FOR COUNTY ROADS BY DEEDS RECORDED UNDER
RECORDING NOS. 159886, 261228 AND 274210;
ALSO EXCEPT THAT PORTION LYING WITHIN THE BOUNDARIES OF
CHALMER'S NO.2 ADDITION TO IRONDALE AS RECORDED IN VOLUME
3 OF PLATS,PAGE 9,RECORDS OF JEFFERSON COUNTY,WASHINGTON;
SITUATE IN THE COUNTY OF JEFFERSON, STATE OF WASHINGTON.
APN No.: 901023007
Exhibit B
Original Contract
(attached)
Exhibit C
Grant Award
(attached)
UUI.UDIy I CI IVCIVpe ILJ.Yf J INY:IC-yYV I-OCMJ-OJLV-C4UC I t JCI IIUJ
-4 Washington State
Department of
IS ! Commerce
Capital Agreement with
Jefferson County
through
Connecting Housing to Infrastructure Program (CHIP)
Contract Number:
26-96330-111
For
To support the development of affordable housing by paying for utility
infrastructure improvements for the Mason Street Workforce Housing
Project, Phase 1
Dated: Tuesday, July 1 , 2025
UUI.UDIIyI I CI I VCIUL/C U.YI'J I/1YJC-VYU I-OCMJ-OJGU-CYUC I I JC//1UJ
Table of Contents
FACE SHEET 4
SPECIAL TERMS AND CONDITIONS 5
1. CONTRACT MANAGEMENT 5
2. COMPENSATION 5
3. BILLING PROCEDURES AND PAYMENT 5
4. SUBCONTRACTOR DATA COLLECTION 6
5. HISTORICAL OR CULTURAL ARTIFACTS 6
6. INSURANCE 7
7. FRAUD AND OTHER LOSS REPORTING 7
8. CERTIFICATION REGARDING DEBARMENT,SUSPENSION OR INELIGIBILITY AND VOLUNTARY EXCLUSION-
PRIMARY AND LOWER TIER COVERED TRANSACTIONS 7
9. INDEMNIFICATION 8
10. NO THIRD-PARTY BENEFICIARIES 8
11. OWNERSHIP 8
12. PUBLIC BENEFIT OF LATECOMER FEES 8
13. DOCUMENTATION AND SECURITY 8
14. ORDER OF PRECEDENCE 9
GENERAL TERMS AND CONDITIONS 10
1. DEFINITIONS 10
2. ALLOWABLE COSTS 10
3. ALL WRITINGS CONTAINED HEREIN 10
4. AMENDMENTS 10
5. AMERICANS WITH DISABILITIES ACT(ADA)OF 1990,PUBLIC LAW 101-336,ALSO REFERRED TO AS THE"ADA"28
CFR PART 35 10
6. APPROVAL 11
7. ASSIGNMENT 11
8. ATTORNEYS'FEES 11
9. CODE REQUIREMENTS 11
10. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION 11
11. CONFORMANCE 11
12. CONFLICT OF INTEREST 12
13. COPYRIGHT 12
14. DISALLOWED COSTS 12
15. DISPUTES 13
16. DUPLICATE PAYMENT 13
17. GOVERNING LAW AND VENUE 13
18. INDEMNIFICATION 13
19. INDEPENDENT CAPACITY OF THE GRANTEE 14
20. INDUSTRIAL INSURANCE COVERAGE 14
21. LAWS 14
22. LICENSING,ACCREDITATION AND REGISTRATION 14
23. LIMITATION OF AUTHORITY 14
24. LOCAL PUBLIC TRANSPORTATION COORDINATION 14
25. NONDISCRIMINATION 14
Page 2 of 23
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26. PAY EQUITY 15
27. POLITICAL ACTIVITIES 15
28. PREVAILING WAGE LAW 16
29. PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION 16
30. PUBLICITY 16
31. RECAPTURE 16
32. RECORDS MAINTENANCE 16
33. REGISTRATION WITH DEPARTMENT OF REVENUE 16
34. RIGHT OF INSPECTION 16
35. SAVINGS 17
36. SEVERABILITY 17
37. SUBCONTRACTING 17
38. SURVIVAL 17
39. TAXES 17
40. TERMINATION FOR CAUSE 17
41. TERMINATION FOR CONVENIENCE 18
42. TERMINATION PROCEDURES 18
43. TREATMENT OF ASSETS 19
44. WAIVER 19
ATTACHMENT A:SCOPE OF WORK: 20
ATTACHMENT B: CHIP BUDGET 21
CERTIFICATION OF THE AVAILABILITY OF FUNDS TO COMPLETE THE ENTIRE PROJECT 21
ATTACHMENT C:COMMITMENT OF CONTINUED AFFORDABILITY 22
Page 3 of 23
LJUI.0 J11y11 CIIVCIlyt IL.Yr:J IIIYJC'JYU I-OCHJ-OJLU-CYL/C I l JCI NUJ
Face Sheet
Contract Number 26-96330-111
Growth Management Services
Connecting Housing to Infrastructure Program
1. Grantee 2. Project Name and Address
Jefferson County Mason Street-Workforce Housing Project Phase 1
PO Box 658 91 Mason Street
Port Townsend, WA 98368 Port Hadlock, WA 98339
3. Grantee Representative 4. COMMERCE Representative
Amanda Christofferson Mischa Venables PO Box 42525
Grant Administrator CHIP Project Manager 1500 Jefferson Street
amchristofferson a(�co.iefferson.wa.us (360)725-3088 Olympia, WA 98504
Mischa.venables(@.commerce.wa.gov
5. Contract Amount 6. Funding Source 7. Start Date 8. End Date
$999,576.35 Federal: ❑ State: ® Other: ❑ N/A: ❑ July 1, 2025 June 30, 2027,
subject to
reappropriation
9. Federal Funds (as applicable) Federal Agency: ALN
$0.00 N/A N/A
10. Tax ID# 11. SWV# 12. UBI# 13. UEI#
91-6001322 0002430-28 161-001-169
14. Award Method NOFO/RFX# Proviso#
DNon-Competitive ®Competitive N/A 40000675
15. Contract Purpose
To support the development of affordable housing by paying for utility infrastructure improvements for the Mason Street
Workforce Housing Project, Phase 1
COMMERCE, defined as the Department of Commerce, and Grantee acknowledge and accept the terms of this Contract
and attachments and have executed this Contract on the date below to start as of the date and year referenced above. The
rights and obligations of both parties to this Contract are governed by this Contract and the following other documents
incorporated by reference: Grantee Terms and Conditions including Attachment "A" - Scope of Work, Attachment "B" —
Budget, and Attachment"C"—Commitment of Continued Affordability.
FOR GRANTEE FOR COMMERCE
,—Signed by: c—DocuSigned by:
2004 43. PoiSte, kat baricl.r,i
�81E54FC366CE4B1_. "-80312B04865C458_.
Josh Peters, Jefferson County Administrator Mark K. Barkley, Assistant Director
Jefferson County Local Government Division
6/8/2026 i 12:11 PM PDT 6/9/2026 6:58 AM PDT
Date Date
APPROVED AS TO FORM ONLY
BY ASSISTANT ATTORNEY GENERAL
APPROVAL ON FILE
Page 4 of 23
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Special Terms and Conditions
1. CONTRACT MANAGEMENT
The Representative for each of the parties shall be responsible for and shall be the contact person
for all communications and billings regarding the performance of this Contract.
The Representative for COMMERCE and their contact information are identified on the Face Sheet
of this Contract.
The Representative for the Grantee and their contact information are identified on the Face Sheet
of this Contract.
2. COMPENSATION
COMMERCE shall pay an amount not to exceed $999,576.35, (Nine hundred ninety-nine thousand,
five hundred seventy-six dollars and thirty-five cents)for the performance of all things necessary for
or incidental to the performance of work as set forth in the Scope of Work. Grantee's compensation
for services rendered shall be in accordance with Attachment A, Scope of Work, Attachment B,
Budget, and Attachment C, Commitment of Continued Affordability.
3. BILLING PROCEDURES AND PAYMENT
COMMERCE will pay Grantee upon acceptance of services provided and receipt of properly
completed invoices, including backup documentation of costs, which shall be submitted to the
Representative for COMMERCE via email, or the Commerce Contracts Management System.
Invoices shall describe and document, to COMMERCE's satisfaction, a description of the work
performed, the progress of the project, and fees.
Each invoice/reimbursement request will either be submitted through the Commerce Contracts
Management System or submitted to Commerce with a complete and signed Invoice Voucher(Form
A-19) provided by a COMMERCE Representative and shall include the Contract Number 26-96330-
111. Backup documentation detailing each cost, including invoices or receipts, must accompany any
single expenses in the amount of$50.00 or more in order to receive reimbursement.
Payment shall be considered timely if made by COMMERCE within thirty (30) calendar days after
receipt of properly completed invoices. Payment shall be sent to the address designated by the
Grantee.
COMMERCE may, in its sole discretion, terminate the Contract or withhold payments claimed by the
Grantee for services rendered if the Grantee fails to satisfactorily comply with any term or condition
of this Contract.
No payments in advance or in anticipation of services or supplies to be provided under this Agreement
shall be made by COMMERCE.
Duplication of Billed Costs
The Grantee shall not bill COMMERCE for services performed under this Agreement, and
COMMERCE shall not pay the Grantee if the Grantee is entitled to payment or has been or will be
paid by any other source, including grants, for that service.
Disallowed Costs
The Grantee is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its subcontractors.
COMMERCE may, in its sole discretion, withhold ten percent (10%) from each payment until
acceptance by COMMERCE of the final report (or completion of the project, etc.).
Page 5 of 23
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Line Item Modification of Budget
A. Notwithstanding any other provision of this contract, the Grantee may, at its discretion, make
modifications to line items in the Budget (Attachment B)to respond to changes in project costs.
A. The Grantee shall notify COMMERCE in writing (by email or regular mail) when proposing any
budget modification or modifications to a line item of the Budget (Attachment B).
B. Any such budget modification or modifications as described above shall require the written
approval of COMMERCE (by email), and such written approval shall amend the Budget. Each
party to this contract will retain and make any and all documents related to such budget
modifications a part of their respective contract file.
C. Nothing in this section shall be construed to permit an increase in the amount of funds available
for the Project, as set forth in the Face Sheet of this contract, nor does this section allow any
proposed changes to the Scope of Work under Attachment A, without specific written approval
from COMMERCE by amendment to this contract.
4. SUBCONTRACTOR DATA COLLECTION
Grantee will submit reports, in a form and format to be provided by Commerce and at intervals as
agreed by the parties, regarding work under this Contract performed by subcontractors and the portion
of Contract funds expended for work performed by subcontractors, including but not necessarily
limited to minority-owned, woman-owned, and veteran-owned business subcontractors.
"Subcontractors" shall mean subcontractors of any tier.
5. HISTORICAL OR CULTURAL ARTIFACTS
Prior to approval and disbursement of any funds awarded under this Contract, Grantee shall complete
the requirements of Governor's Executive Order 21-02, where applicable, or Grantee shall complete
a review under Section 106 of the National Historic Preservation Act, if applicable. Grantee agrees
that the Grantee is legally and financially responsible for compliance with all laws, regulations, and
agreements related to the preservation of historical or cultural resources and agrees to hold harmless
COMMERCE and the state of Washington in relation to any claim related to such historical or cultural
resources discovered, disturbed, or damaged as a result of the project funded by this Contract.
In addition to the requirements set forth in this Contract, Grantee shall, in accordance with Governor's
Executive Order 21-02 coordinate with Commerce and the Washington State Department of
Archaeology and Historic Preservation ("DAHP"), including any recommended consultation with any
affected tribe(s), during Project design and prior to construction to determine the existence of any
tribal cultural resources affected by Project. Grantee agrees to avoid, minimize, or mitigate impacts
to the cultural resource as a continuing prerequisite to receipt of funds under this Contract.
The Grantee agrees that, unless the Grantee is proceeding under an approved historical and cultural
monitoring plan or other memorandum of agreement, if historical or cultural artifacts are discovered
during construction, the Grantee shall immediately stop construction and notify the local historical
preservation officer and the state's historical preservation officer at DAHP, and the Commerce
Representative identified on the Face Sheet. If human remains are uncovered, the Grantee shall
report the presence and location of the remains to the coroner and local enforcement immediately,
then contact DAHP and the concerned tribe's cultural staff or committee.
The Grantee shall require this provision to be contained in all subcontracts for work or services related
to the Scope of Work attached hereto.
In addition to the requirements set forth in this Contract, Grantee agrees to comply with RCW 27.44
regarding Indian Graves and Records; RCW 27.53 regarding Archaeological Sites and Resources;
RCW 68.60 regarding Abandoned and Historic Cemeteries and Historic Graves; and WAC 25-48
regarding Archaeological Excavation and Removal Permit.
Page 6 of 23
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Completion of the requirements of Section 106 of the National Historic Preservation Act shall
substitute for completion of Governor's Executive Order 21-02.
In the event that the Grantee finds it necessary to amend the Scope of Work the Grantee may be
required to re-comply with Governor's Executive Order 21-02 or Section 106 of the National Historic
Preservation Act.
6. INSURANCE
Each party certifies that it is self-insured under the State's or local government self-insurance
liability program and shall be responsible for losses for which it is found liable.
7. FRAUD AND OTHER LOSS REPORTING
Grantee shall report in writing all known or suspected fraud or other loss of any funds or other property
furnished under this Contract immediately or as soon as practicable to the Commerce Representative
identified on the Face Sheet.
8. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR INELIGIBILITY AND
VOLUNTARY EXCLUSION- PRIMARY AND LOWER TIER COVERED TRANSACTIONS
A. Grantee, defined as the primary participant and it principals, certifies by signing these
General Terms and Conditions that to the best of its knowledge and belief they:
i. Are not presently debarred, suspended, proposed for debarment, and declared
ineligible, or voluntarily excluded from covered transactions by any Federal
department or agency.
ii. Have not within a three-year period preceding this Grant, been convicted of or had
a civil judgment rendered against them for commission of fraud or a criminal
offense in connection with obtaining, attempting to obtain, or performing a public or
private agreement or transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or destruction of
records, making false statements, tax evasion, receiving stolen property, making
false claims, or obstruction of justice;
iii. Are not presently indicted for or otherwise criminally or civilly charged by a
governmental entity (Federal, State, or local)with commission of any of the
offenses enumerated in paragraph (1)(b)of federal Executive Order 12549; and
iv. Have not within a three-year period preceding the signing of this Grant had one or
more public transactions (Federal, State, or local)terminated for cause of default.
B. Where the Grantee is unable to certify to any of the statements in this Grant, the Grantee
shall attach an explanation to this Grant.
C. The Grantee agrees by signing this Grant that it shall not knowingly enter into any lower tier
covered transaction with a person who is debarred, suspended, declared ineligible, or
voluntarily excluded from participation in this covered transaction, unless authorized by
COMMERCE.
D. The Grantee further agrees by signing this Grant that it will include the clause titled
"Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-
Lower Tier Covered Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions:
LOWER TIER COVERED TRANSACTIONS
i. The lower tier Grantee certifies, by signing this Grant that neither it nor its principals is
presently debarred, suspended, proposed for debarment, declared ineligible, or
voluntarily excluded from participation in this transaction by any Federal department or
agency.
Page 7 of 23
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i. Where the lower tier Grantee is unable to certify to any of the statements in this Grant,
such Grantee shall attach an explanation to this Grant.
E. The terms covered transaction, debarred, suspended, ineligible, lower tier covered
transaction, person, primary covered transaction, principal, and voluntarily
excluded, as used in this section, have the meanings set out in the Definitions and
Coverage sections of the rules implementing Executive Order 12549. You may contact
COMMERCE for assistance in obtaining a copy of these regulations.
9. INDEMNIFICATION
Each party shall be solely responsible for the acts of its employees, officers, and agents.
10. NO THIRD-PARTY BENEFICIARIES
This Agreement is enforceable only by COMMERCE and GRANTEE and is not intended to
establish any third-party entitlements, rights, or causes of action.
11. OWNERSHIP
COMMERCE disclaims any ownership in deliverables reimbursed under this grant.
12. PUBLIC BENEFIT OF LATECOMER FEES
Any latecomer fees as defined by RCW 35.91.020 collected by the Grantee or Subgrantee at any
tier arising from infrastructure funded in whole or in part by this Contract, shall be remitted to the
Grantee's affordable housing fund or to another funding source designated by the Grantee in
support of affordable housing in the community.
13. DOCUMENTATION AND SECURITY
The provisions of this section shall apply to all work performed under this Contract. COMMERCE
reserves the right to review all state-funded projects and to require that work performed by
Subcontractors of this Contract comply with this section.
A. Deed of Trust. This Grant Agreement shall be evidenced by a promissory note and secured by a
deed of trust or other appropriate security instrument in favor of COMMERCE (the Deed of Trust)
executed by landowner/sub recipient of the grant. The Deed of Trust shall be recorded in the
County where the Project is located, and the original returned to COMMERCE after recordation
within 90 calendar days of Grant Agreement execution. The Deed of Trust must be recorded
before COMMERCE will reimburse the GRANTEE for any Project costs. The amount secured by
the Deed of Trust shall be the amount of the Grant Agreement as set forth on the Face Sheet.
B. Term of Deed of Trust; Commitment Period. The Deed of Trust shall remain in full force and
effect for a minimum period of 25 years from the date in which the property is improved upon and
a statement of occupancy is issued for the purposes of affordable housing as intended under the
funding. For single family housing units a partial reconveyance may be issued at the time of sale
to qualified homeowner, but the affordability period will remain in effect under a covenant. For
multi family housing units a reconveyance will be issued after the 25 year period has expired.
C. Title Insurance. The GRANTEE shall purchase an extended coverage lender's policy of title
insurance insuring the lien position of the Deed of Trust in an amount not less than the amount of
the grant.
D. Covenant. The property shall be covenanted for the purposes intended under the funding for a
period of 25 years.
E. Subordination. COMMERCE may agree to subordinate its Deed of Trust upon request from a
private or public lender. Any such request shall be submitted to COMMERCE in writing, and
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COMMERCE shall respond to the request in writing within 30 calendar days of receiving the
request.
F. Deed of Trust on Leased Property. COMMERCE may require, at its sole discretion, a Deed of
Trust on the fee interest of the real property where the Project is located, if the Project is on
leased property.
14. ORDER OF PRECEDENCE
In the event of an inconsistency in this Contract, the inconsistency shall be resolved by giving
precedence in the following order:
• Applicable federal and state of Washington statutes and regulations
• Special Terms and Conditions
• General Terms and Conditions
• Attachment A—Scope of Work
• Attachment B—Budget
• Attachment C—Commitment of Continued Affordability
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General Terms and Conditions
1. DEFINITIONS
As used throughout this Contract, the following terms shall have the meaning set forth below:
A. "Authorized Representative" shall mean the Director and/or the designee authorized in writing
to act on the Director's behalf.
B. "COMMERCE" shall mean the Washington Department of Commerce.
C. "Contract" or "Agreement" or "Grant" means the entire written agreement between
COMMERCE and the Grantee, including any Exhibits, documents, or materials incorporated
by reference. E-mail or Facsimile transmission of a signed copy of this contract shall be the
same as delivery of an original.
D. "Grantee" shall mean the entity identified on the face sheet performing service(s) under this
Contract, and shall include all employees and agents of the Grantee.
E. "Personal Information" shall mean information identifiable to any person, including, but not
limited to, information that relates to a person's name, health, finances, education, business,
use or receipt of governmental services or other activities, addresses, telephone numbers,
social security numbers, driver license numbers, other identifying numbers, and any financial
identifiers and "Protected Health Information" under the federal Health Insurance Portability
and Accountability Act of 1996 (HIPAA).
F. "State" shall mean the state of Washington.
G. "Subcontractor"shall mean one not in the employment of the Grantee, who is performing all or
part of those services under this Contract under a separate contract with the Grantee. The
terms "subcontractor" and "subcontractors" mean subcontractor(s) in any tier.
2. ALLOWABLE COSTS
Costs allowable under this Contract are actual expenditures according to an approved budget up to
the maximum amount stated on the Contract Award or Amendment Face Sheet.
3. ALL WRITINGS CONTAINED HEREIN
This Contract contains all the terms and conditions agreed upon by the parties. No other
understandings, oral or otherwise, regarding the subject matter of this Contract shall be deemed to
exist or to bind any of the parties hereto.
4. AMENDMENTS
This Contract may be amended by mutual agreement of the parties. Such amendments shall not be
binding unless they are in writing and signed by personnel authorized to bind each of the parties.
5. AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, also
referred to as the "ADA" 28 CFR Part 35
The Grantee must comply with the ADA, which provides comprehensive civil rights protection to
individuals with disabilities in the areas of employment, public accommodations, state and local
government services, and telecommunications.
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6. APPROVAL
This contract shall be subject to the written approval of COMMERCE's Authorized Representative
and shall not be binding until so approved. The contract may be altered, amended, or waived only by
a written amendment executed by both parties.
7. ASSIGNMENT
Neither this Contract, nor any claim arising under this Contract, shall be transferred or assigned by
the Grantee without prior written consent of COMMERCE.
8. ATTORNEYS' FEES
Unless expressly permitted under another provision of the Contract, in the event of litigation or other
action brought to enforce Contract terms, each party agrees to bear its own attorneys'fees and costs.
9. CODE REQUIREMENTS
All construction and rehabilitation projects must satisfy the requirements of applicable local, state,
and federal building, mechanical, plumbing, fire, energy and barrier-free codes. Compliance with the
Americans with Disabilities Act of 1990 28 C.F.R. Part 35 will be required, as specified by the local
building Department.
10. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION
A. "Confidential Information" as used in this section includes:
i. All material provided to the Grantee by COMMERCE that is designated as "confidential"
by COMMERCE;
ii. All material produced by the Grantee that is designated as"confidential" by COMMERCE;
and
iii. All Personal Information in the possession of the Grantee that may not be disclosed under
state or federal law.
B. The Grantee shall comply with all state and federal laws related to the use, sharing, transfer,
sale, or disclosure of Confidential Information. The Grantee shall use Confidential Information
solely for the purposes of this Contract and shall not use, share, transfer, sell or disclose any
Confidential Information to any third party except with the prior written consent of COMMERCE
or as may be required by law. The Grantee shall take all necessary steps to assure that
Confidential Information is safeguarded to prevent unauthorized use, sharing, transfer, sale or
disclosure of Confidential Information or violation of any state or federal laws related thereto.
Upon request, the Grantee shall provide COMMERCE with its policies and procedures on
confidentiality. COMMERCE may require changes to such policies and procedures as they
apply to this Contract whenever COMMERCE reasonably determines that changes are
necessary to prevent unauthorized disclosures. The Grantee shall make the changes within
the time period specified by COMMERCE. Upon request, the Grantee shall immediately return
to COMMERCE any Confidential Information that COMMERCE reasonably determines has not
been adequately protected by the Grantee against unauthorized disclosure.
C. Unauthorized Use or Disclosure. The Grantee shall notify COMMERCE within five (5)working
days of any unauthorized use or disclosure of any confidential information, and shall take
necessary steps to mitigate the harmful effects of such use or disclosure.
11. CONFORMANCE
If any provision of this contract violates any statute or rule of law of the state of Washington, it is
considered modified to conform to that statute or rule of law.
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12. CONFLICT OF INTEREST
Grantee must maintain and comply with written standards of conduct covering conflicts of interest and
governing the actions of its employees engaged in the selection, award and administration of
contracts. Grantee must comply with the following minimum requirements:
A. No employee, officer, or agent may participate in the selection, award, or administration of a
contract if he or she has a real or apparent conflict of interest. Such a conflict of interest would
arise when the employee, officer, or agent, any member of his or her immediate family, his or
her partner,or an organization which employs or is about to employ any of the parties indicated
herein, has a financial or other interest in or a tangible personal benefit from a firm considered
for a contract.The officers,employees,and agents of the Grantee may neither solicit nor accept
gratuities, favors, or anything of monetary value from Grantees or parties to subcontracts and
must comply with RCW 39.26.020. However, Grantee may set standards for situations in which
the financial interest is not substantial or the gift is an unsolicited item of nominal value. The
standards of conduct must provide for disciplinary actions to be applied for violations of such
standards by officers, employees, or agents of the Grantee.
B. If the Grantee has a parent, affiliate, or subsidiary organization that is not a state, local
government, or federally recognized tribe, the Grantee must also maintain written standards of
conduct covering organizational conflicts of interest. Organizational conflicts of interest means
that because of relationships with a parent company, affiliate, or subsidiary organization, the
Grantee is unable or appears to be unable to be impartial in conducting a procurement action
involving a related organization.
13. COPYRIGHT
Unless otherwise provided, all Materials produced under this Contract shall be considered "works for
hire" as defined by the U.S. Copyright Act and shall be owned by COMMERCE. COMMERCE shall
be considered the author of such Materials. In the event the Materials are not considered "works for
hire" under the U.S. Copyright laws,the Grantee hereby irrevocably assigns all right,title, and interest
in all Materials, including all intellectual property rights, moral rights, and rights of publicity to
COMMERCE effective from the moment of creation of such Materials.
"Materials"means all items in any format and includes, but is not limited to, data, reports, documents,
pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes,
and/or sound reproductions."Ownership"includes the right to copyright, patent, register and the ability
to transfer these rights.
For Materials that are delivered under the Contract, but that incorporate pre-existing materials not
produced under the Contract, the Grantee hereby grants to COMMERCE a nonexclusive, royalty-
free, irrevocable license (with rights to sublicense to others)in such Materials to translate, reproduce,
distribute, prepare derivative works, publicly perform, and publicly display. The Grantee warrants and
represents that the Grantee has all rights and permissions, including intellectual property rights, moral
rights and rights of publicity, necessary to grant such a license to COMMERCE.
The Grantee shall exert all reasonable effort to advise COMMERCE, at the time of delivery of
Materials furnished under this Contract,of all known or potential invasions of privacy contained therein
and of any portion of such document which was not produced in the performance of this Contract.
The Grantee shall provide COMMERCE with prompt written notice of each notice or claim of
infringement received by the Grantee with respect to any Materials delivered under this Contract.
COMMERCE shall have the right to modify or remove any restrictive markings placed upon the
Materials by the Grantee.
14. DISALLOWED COSTS
The Grantee is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its Subcontractors.
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15. DISPUTES
Except as otherwise provided in this Contract,when a dispute arises between the parties and it cannot
be resolved by direct negotiation, either party may request a dispute hearing with the Director of
COMMERCE, who may designate a neutral person to decide the dispute.
The request for a dispute hearing must:
• be in writing;
• state the disputed issues;
• state the relative positions of the parties;
• state the Grantee's name, address, and Contract number; and
• be mailed to the Director and the other party's (respondent's) Contract Representative
within three (3)working days after the parties agree that they cannot resolve the dispute.
The respondent shall send a written answer to the requestor's statement to both the Director or the
Director's designee and the requestor within five (5)working days.
The Director or designee shall review the written statements and reply in writing to both parties within
ten (10)working days. The Director or designee may extend this period if necessary by notifying the
parties.
The decision shall not be admissible in any succeeding judicial or quasi-judicial proceeding.
The parties agree that this dispute process shall precede any action in a judicial or quasi-judicial
tribunal.
Nothing in this Contract shall be construed to limit the parties' choice of a mutually acceptable
alternate dispute resolution (ADR) method in addition to the dispute hearing procedure outlined
above.
16. DUPLICATE PAYMENT
Grantee certifies that work to be performed under this contract does not duplicate any work to be
charged against any other contract, subcontract, or other source.
17. GOVERNING LAW AND VENUE
This Contract shall be construed and interpreted in accordance with the laws of the state of
Washington, and the venue of any action brought hereunder shall be in the Superior Court for
Thurston County.
18. INDEMNIFICATION
To the fullest extent permitted by law, the Grantee shall indemnify, defend, and hold harmless the
state of Washington, COMMERCE, agencies of the state and all officials, agents and employees of
the state, from and against all claims for injuries or death arising out of or resulting from the
performance of the contract. "Claim" as used in this contract, means any financial loss, claim, suit,
action, damage, or expense, including but not limited to attorney's fees, attributable for bodily injury,
sickness, disease, or death, or injury to or the destruction of tangible property including loss of use
resulting therefrom.
The Grantee's obligation to indemnify, defend, and hold harmless includes any claim by Grantee's
agents, employees, representatives, or any subcontractor or its employees.
The Grantee's obligation shall not include such claims that may be caused by the sole negligence of
the State and its agencies, officials, agents, and employees. If the claims or damages are caused by
or result from the concurrent negligence of(a)the State, its agents or employees and (b)the Grantee,
its subcontractors, agents, or employees, this indemnity provision shall be valid and enforceable only
to the extent of the negligence of the Grantee or its subcontractors, agents, or employees.
The Grantee waives its immunity under Title 51 RCW to the extent it is required to indemnify, defend
and hold harmless the state and its agencies, officers, agents or employees.
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19. INDEPENDENT CAPACITY OF THE GRANTEE
The parties intend that an independent Grantee relationship will be created by this Contract. The
Grantee and its employees or agents performing under this Contract are not employees or agents of
the state of Washington or COMMERCE. The Grantee will not hold itself out as or claim to be an
officer or employee of COMMERCE or of the state of Washington by reason hereof, nor will the
Grantee make any claim of right, privilege or benefit which would accrue to such officer or employee
under law. Conduct and control of the work will be solely with the Grantee.
20. INDUSTRIAL INSURANCE COVERAGE
The Grantee shall comply with all applicable provisions of Title 51 RCW. If the Grantee fails to provide
industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may
be required by law, COMMERCE may collect from the Grantee the full amount payable to the
Industrial Insurance Accident Fund. COMMERCE may deduct the amount owed by the Grantee to
the accident fund from the amount payable to the Grantee by COMMERCE under this Contract, and
transmit the deducted amount to the Department of Labor and Industries, (L&I) Division of Insurance
Services. This provision does not waive any of L&I's rights to collect from the Grantee.
21. LAWS
The Grantee shall comply with all applicable laws,ordinances,codes, regulations and policies of local,
state, and federal governments, as now or hereafter amended.
22. LICENSING, ACCREDITATION AND REGISTRATION
The Grantee shall comply with all applicable local, state, and federal licensing, accreditation and
registration requirements or standards necessary for the performance of this Contract.
23. LIMITATION OF AUTHORITY
Only the Authorized Representative or Authorized Representative's designee by writing (designation
to be made prior to action) shall have the express, implied, or apparent authority to alter, amend,
modify, or waive any clause or condition of this Contract.
24. LOCAL PUBLIC TRANSPORTATION COORDINATION
Where applicable, Grantee shall participate in local public transportation forums and implement
strategies designed to ensure access to services.
25. NONDISCRIMINATION
A. Nondiscrimination Requirement. During the performance of this Agreement,the Grantee, including
any subcontractor, shall comply with all federal, state, and local nondiscrimination laws, regulations
and policies,this shall include but not be limited to the following: Grantee, including any subcontractor,
shall not discriminate on the bases enumerated at RCW 49.60.530(3). In addition, GRANTEE,
including any subcontractor, shall give written notice of this nondiscrimination requirement to any
labor organizations with which GRANTEE, or subcontractor, has a collective bargaining or other
agreement.
The funds provided under this Agreement shall not be used to fund religious worship, exercise, or
instruction. No person shall be required to participate in any religious worship, exercise, or instruction
in order to have access to the facilities funded by this Agreement.
B. Obligation to Cooperate. GRANTEE, including any subcontractor, shall cooperate and comply with
any Washington state agency investigation regarding any allegation that GRANTEE, including any
subcontractor, has engaged in discrimination prohibited by this Agreement pursuant to RCW
49.60.530(3).
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C. Default. Notwithstanding any provision to the contrary, COMMERCE may suspend GRANTEE,
including any subcontractor, upon notice of a failure to participate and cooperate with any state
agency investigation into alleged discrimination prohibited by this Contract, pursuant to RCW
49.60.530(3). Any such suspension will remain in place until COMMERCE receives notification that
GRANTEE, including any subcontractor, is cooperating with the investigating state agency. In the
event GRANTEE,or subcontractor, is determined to have engaged in discrimination identified at RCW
49.60.530(3), COMMERCE may terminate this Agreement in whole or in part, and GRANTEE,
subcontractor, or both, may be referred for debarment as provided in RCW 39.26.200. GRANTEE or
subcontractor may be given a reasonable time in which to cure this noncompliance, including
implementing conditions consistent with any court-ordered injunctive relief or settlement agreement.
D. Remedies for Breach. Notwithstanding any provision to the contrary, in the event of Agreement
termination or suspension for engaging in discrimination, GRANTEE, subcontractor, or both, shall be
liable for contract damages as authorized by law including, but not limited to, any cost difference
between the original Grant and the replacement or cover Grant and all administrative costs directly
related to the replacement Grant, e.g., cost of the competitive bidding, mailing, advertising and staff
time ,which damages are distinct from any penalties imposed under Chapter 49.60, RCW. GRANTEE
may also be required to repay grant funds pursuant to Section 31 (Recapture) of the General Terms
&Conditions if the Agreement is terminated based on a violation of the nondiscrimination requirement.
COMMERCE shall have the right to deduct from any monies due to GRANTEE or subcontractor, or
that thereafter become due, an amount for damages GRANTEE or subcontractor will owe
COMMERCE for default under this provision.
26. PAY EQUITY
The Grantee agrees to ensure that"similarly employed" individuals in its workforce are compensated
as equals, consistent with the following:
A. Employees are "similarly employed" if the individuals work for the same employer, the
performance of the job requires comparable skill, effort, and responsibility, and the jobs are
performed under similar working conditions. Job titles alone are not determinative of whether
employees are similarly employed;
B. Grantee may allow differentials in compensation for its workers if the differentials are based in
good faith and on any of the following:
i. A seniority system; a merit system; a system that measures earnings by quantity or quality
of production; a bona fide job-related factor or factors; or a bona fide regional difference
in compensation levels.
ii. A bona fide job-related factor or factors may include, but not be limited to, education,
training, or experience that is: Consistent with business necessity; not based on or derived
from a gender-based differential; and accounts for the entire differential.
iii. A bona fide regional difference in compensation level must be: Consistent with business
necessity; not based on or derived from a gender-based differential; and account for the
entire differential.
This Contract may be terminated by the Department, if the Department or the Department of
Enterprise Services determines that the Grantee is not in compliance with this provision.
27. POLITICAL ACTIVITIES
Political activity of Grantee's employees and officers are limited by the State Campaign Finances and
Lobbying provisions of Chapter 42.17A RCW and the Federal Hatch Act, 5 USC 1501 - 1508.
No funds may be used for working for or against ballot measures or for or against the candidacy of
any person for public office.
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28. PREVAILING WAGE LAW
The Grantee certifies that all Grantees and subcontractors performing work on the Project shall
comply with state Prevailing Wages on Public Works, Chapter 39.12 RCW, to the extent applicable
to the Project funded by this contract, including but not limited to the filing of the "Statement of Intent
to Pay Prevailing Wages" and "Affidavit of Wages Paid" to the extent required by RCW 39.12.040.
The Grantee shall maintain records sufficient to evidence compliance with Chapter 39.12 RCW to the
extent applicable, and shall make such records available for COMMERCE's review upon request
29. PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION
The funds provided under this Contract shall not be used in payment of any bonus or commission for
the purpose of obtaining approval of the application for such funds or any other approval or
concurrence under this Contract provided, however, that reasonable fees or bona fide technical
consultant, managerial,or other such services,other than actual solicitation,are not hereby prohibited
if otherwise eligible as project costs.
30. PUBLICITY
The Grantee agrees not to publish or use any advertising or publicity materials in which the state of
Washington or COMMERCE's name is mentioned, or language used from which the connection with
the state of Washington's or COMMERCE's name may reasonably be inferred or implied, without the
prior written consent of COMMERCE.
31. RECAPTURE
In the event that the Grantee fails to perform this Contract in accordance with state laws,federal laws,
and/or the provisions of this Contract,COMMERCE reserves the right to recapture funds in an amount
to compensate COMMERCE for the noncompliance in addition to any other remedies available at law
or in equity.
Repayment by the Grantee of funds under this recapture provision shall occur within the time period
specified by COMMERCE. In the alternative, COMMERCE may recapture such funds from payments
due under this Contract.
32. RECORDS MAINTENANCE
The Grantee shall maintain books, records, documents, data and other evidence relating to this
contract and performance of the services described herein, including but not limited to accounting
procedures and practices that sufficiently and properly reflect all direct and indirect costs of any nature
expended in the performance of this contract.
The Grantee shall retain such records for a period of six years following the date of final payment. At
no additional cost, these records, including materials generated under the contract, shall be subject
at all reasonable times to inspection, review or audit by COMMERCE, personnel duly authorized by
COMMERCE, the Office of the State Auditor, and federal and state officials so authorized by law,
regulation or agreement.
If any litigation, claim or audit is started before the expiration of the six (6) year period, the records
shall be retained until all litigation, claims, or audit findings involving the records have been resolved.
33. REGISTRATION WITH DEPARTMENT OF REVENUE
If required by law, the Grantee shall complete registration with the Washington State Department of
Revenue.
34. RIGHT OF INSPECTION
At no additional cost all records relating to the Grantee's performance under this Contract shall be
subject at all reasonable times to inspection, review, and audit by COMMERCE, the Office of the
State Auditor, and federal and state officials so authorized by law, in order to monitor and evaluate
performance, compliance, and quality assurance under this Contract. The Grantee shall provide
access to its facilities for this purpose.
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35. SAVINGS
In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way
after the effective date of this Contract and prior to normal completion, COMMERCE may suspend or
terminate the Contract under the"Termination for Convenience"clause, without the ten business day
notice requirement. In lieu of termination, the Contract may be amended to reflect the new funding
limitations and conditions.
36. SEVERABILITY
The provisions of this contract are intended to be severable. If any term or provision is illegal or invalid
for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of
the contract.
37. SUBCONTRACTING
The Grantee may only subcontract work contemplated under this Contract if it obtains the prior written
approval of COMMERCE.
If COMMERCE approves subcontracting, the Grantee shall maintain written procedures related to
subcontracting, as well as copies of all subcontracts and records related to subcontracts. For cause,
COMMERCE in writing may: (a) require the Grantee to amend its subcontracting procedures as they
relate to this Contract; (b) prohibit the Grantee from subcontracting with a particular person or entity;
or(c) require the Grantee to rescind or amend a subcontract.
Every subcontract shall bind the Subcontractor to follow all applicable terms of this Contract. The
Grantee is responsible to COMMERCE if the Subcontractor fails to comply with any applicable term
or condition of this Contract. The Grantee shall appropriately monitor the activities of the
Subcontractor to assure fiscal conditions of this Contract. In no event shall the existence of a
subcontract operate to release or reduce the liability of the Grantee to COMMERCE for any breach
in the performance of the Grantee's duties.
Every subcontract shall include a term that COMMERCE and the State of Washington are not liable
for claims or damages arising from a Subcontractor's performance of the subcontract.
38. SURVIVAL
The terms, conditions, and warranties contained in this Contract that by their sense and context are
intended to survive the completion of the performance, cancellation or termination of this Contract
shall so survive.
39. TAXES
All payments accrued on account of payroll taxes, unemployment contributions,the Grantee's income
or gross receipts, any other taxes, insurance or expenses for the Grantee or its staff shall be the sole
responsibility of the Grantee.
40. TERMINATION FOR CAUSE
In the event COMMERCE determines the Grantee has failed to comply with the conditions of this
contract in a timely manner, COMMERCE has the right to suspend or terminate this contract. Before
suspending or terminating the contract, COMMERCE shall notify the Grantee in writing of the need
to take corrective action. If corrective action is not taken within 30 calendar days, the contract may
be terminated or suspended.
In the event of termination or suspension, the Grantee shall be liable for damages as authorized by
law including, but not limited to, any cost difference between the original contract and the replacement
or cover contract and all administrative costs directly related to the replacement contract, e.g., cost of
the competitive bidding, mailing, advertising and staff time.
COMMERCE reserves the right to suspend all or part of the contract, withhold further payments, or
prohibit the Grantee from incurring additional obligations of funds during investigation of the alleged
compliance breach and pending corrective action by the Grantee or a decision by COMMERCE to
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terminate the contract. A termination shall be deemed a "Termination for Convenience" if it is
determined that the Grantee: (1)was not in default; or(2)failure to perform was outside of his or her
control, fault or negligence.
The rights and remedies of COMMERCE provided in this contract are not exclusive and are, in
addition to any other rights and remedies, provided by law.
41. TERMINATION FOR CONVENIENCE
Except as otherwise provided in this Contract, COMMERCE may, by ten (10) business days' written
notice, beginning on the second day after the mailing, terminate this Contract, in whole or in part. If
this Contract is so terminated, COMMERCE shall be liable only for payment required under the terms
of this Contract for services rendered or goods delivered prior to the effective date of termination.
42. TERMINATION PROCEDURES
Upon termination of this contract, COMMERCE, in addition to any other rights provided in this
contract, may require the Grantee to deliver to COMMERCE any property specifically produced or
acquired for the performance of such part of this contract as has been terminated. The provisions of
the "Treatment of Assets" clause shall apply in such property transfer.
COMMERCE shall pay to the Grantee the agreed upon price, if separately stated,for completed work
and services accepted by COMMERCE, and the amount agreed upon by the Grantee and
COMMERCE for (i) completed work and services for which no separate price is stated, (ii) partially
completed work and services, (iii) other property or services that are accepted by COMMERCE, and
(iv)the protection and preservation of property, unless the termination is for default, in which case the
Authorized Representative shall determine the extent of the liability of COMMERCE. Failure to agree
with such determination shall be a dispute within the meaning of the"Disputes"clause of this contract.
COMMERCE may withhold from any amounts due the Grantee such sum as the Authorized
Representative determines to be necessary to protect COMMERCE against potential loss or liability.
The rights and remedies of COMMERCE provided in this section shall not be exclusive and are in
addition to any other rights and remedies provided by law or under this contract.
After receipt of a notice of termination, and except as otherwise directed by the Authorized
Representative, the Grantee shall:
A. Stop work under the contract on the date, and to the extent specified, in the notice;
B. Place no further orders or subcontracts for materials, services, or facilities except as may be
necessary for completion of such portion of the work under the contract that is not terminated;
C. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the
Authorized Representative, all of the rights, title, and interest of the Grantee under the orders
and subcontracts so terminated, in which case COMMERCE has the right, at its discretion, to
settle or pay any or all claims arising out of the termination of such orders and subcontracts;
D. Settle all outstanding liabilities and all claims arising out of such termination of orders and
subcontracts, with the approval or ratification of the Authorized Representative to the extent
the Authorized Representative may require, which approval or ratification shall be final for all
the purposes of this clause;
E. Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent directed
by the Authorized Representative any property which, if the contract had been completed,
would have been required to be furnished to COMMERCE;
F. Complete performance of such part of the work as shall not have been terminated by the
Authorized Representative; and
Page 18 of 23
L/VI.UJIIyII GI IVCIUF/C IL/.Yf J IMYJ17-0YV I-OCMJ'OJLV-CYL/C I/JC/MVJ
G. Take such action as may be necessary, or as the Authorized Representative may direct, for
the protection and preservation of the property related to this contract, which is in the
possession of the Grantee and in which COMMERCE has or may acquire an interest.
43. TREATMENT OF ASSETS
Title to all property furnished by COMMERCE shall remain in COMMERCE. Title to all property
furnished by the Grantee, for the cost of which the Grantee is entitled to be reimbursed as a direct
item of cost under this contract, shall pass to and vest in COMMERCE upon delivery of such property
by the Grantee. Title to other property, the cost of which is reimbursable to the Grantee under this
contract, shall pass to and vest in COMMERCE upon (i) issuance for use of such property in the
performance of this contract, or(ii)commencement of use of such property in the performance of this
contract, or(iii) reimbursement of the cost thereof by COMMERCE in whole or in part, whichever first
occurs.
A. Any property of COMMERCE furnished to the Grantee shall, unless otherwise provided herein
or approved by COMMERCE, be used only for the performance of this contract.
B. The Grantee shall be responsible for any loss or damage to property of COMMERCE that
results from the negligence of the Grantee or which results from the failure on the part of the
Grantee to maintain and administer that property in accordance with sound management
practices.
C. If any COMMERCE property is lost, destroyed or damaged, the Grantee shall immediately
notify COMMERCE and shall take all reasonable steps to protect the property from further
damage.
D. The Grantee shall surrender to COMMERCE all property of COMMERCE prior to settlement
upon completion, termination or cancellation of this contract.
E. All reference to the Grantee under this clause shall also include Grantee's employees, agents
or Subcontractors.
44. WAIVER
Waiver of any default or breach shall not be deemed to be a waiver of any subsequent default or
breach. Any waiver shall not be construed to be a modification of the terms of this Contract unless
stated to be such in writing and signed by Authorized Representative of COMMERCE.
Page 19 of 23
UVI.UJIlyi I CI IVCIVfle IU.Yr.)IMYJC'.7YV I-OC/1J'OJLV-CYVC 1/JC/MUJ
Attachment A: SCOPE OF WORK:
Scope of Work
Water: The project is a 17-acre neighborhood that does not have water service on site. The
improvements will make connections at the water services on the perimeter of the property into the
interior of the property for the 136 homes planned. Phase 1 includes 24 units.
Sewer: The project is a 17-acre neighborhood that does not have sewer/wastewater service on site. The
improvements will make connections at a sewer main on the perimeter of the property into the interior of
the property for the 136 homes planned. This will include onsite grinder pump installations. Phase 1
includes 24 units.
Stormwater: The project is a 17-acre neighborhood of 136 homes. The improvements will ensure that
stormwater runoff can be managed on site. Phase 1 includes 24 units.
Project Requirements
Based on the criteria within the state capital budget, SB 5195 Sec 1020, and criteria developed by
Commerce to ensure the terms of the appropriation are met, all grants must meet the following criteria:
• Applicant must be a city, county or public utility district, applying in coordination with the
developer of a affordable housing project, located within a jurisdiction that imposed a sales and
use tax under RCW 82.14.530(1)(a)(ii), 82.14.530(1)(b)(i)(B), 82.14.540, or 84.52.105.
• The utility project must serve new affordable housing projects that serve and benefit low-income
households as defined by RCW 43.185A.010 for at least 25 years. If the project is a mixed-
income project, the affordable portion of the development must be at least 25%. (See Appendix
C, Commitment of Continued Affordability.)
• Project work, meaning breaking ground and starting the construction process, must start by
January, 2028.
• For system development charge waiver reimbursement,jurisdictions must have an adopted fee
waiver program, and documentation that the fees have been waived for the affordable housing
units by each provider for water, sewer, and stormwater, in accordance with the budget. See
Appendix B, Budget.
CERTIFICATION PERFORMANCE MEASURE—SCOPE OF WORK
The GRANTEE, by its signature, certifies that the declaration set forth above has been reviewed and
approved by the GRANTEE as of the date and year written below.
Signed by
200h i9. Pi
•—S1E54FC388CE4B1 6/8/2026 12:11 PM PDT
Josh Peters, Jefferson County Administrator Date
Jefferson County
Page 20 of 23
UUI.UJII�I I CI IVCIULM IU.YrJ IMYJD-.7YU I-OCMJ-OJGV-CYUC I I JCI hUJ
Attachment B: CHIP Budget
Type of Cost I Recipient Amount J
Waived system
development charges Jurisdiction or public utility waiving the SDCs: $0
(SDCs)for Water
Waived system
development charges Jurisdiction or public utility waiving the SDCs: $0
for sewer
Waived system
development charges Jurisdiction or public utility waiving the SDCs: $0
for Stormwater
Utility improvement
costs as detailed in Pass through funding to affordable housing $ggg 576.35
Attachment A: Scope of project costs
Work
Contract Total $999,576.35
CHIP funds can pay for the system development charges for the affordable units. All costs related to
CHIP funding must be submitted for reimbursement no later than June 30, 2027, or revised contract end
date if reappropriated. Calculations and SDC waiver documentation, along with the ordinance and fee
schedule must be provided with the invoice for SDCs.
CERTIFICATION OF THE AVAILABILITY OF FUNDS TO COMPLETE THE ENTIRE PROJECT
CERTIFICATION PERFORMANCE MEASURE -AVAILABILITY OF FUNDS
The GRANTEE by its signature, certifies that GRANTEE has received binding assurances from the
Project Developer or other relevant party that project funding from sources other than those provided by
this Grant Agreement has either been expended for eligible Project expenses, or is committed in writing
and available and will remain committed and available solely and specifically for carrying out the
purposes of this Project as described in elsewhere in this Grant Agreement, as of the date and year
written below. The GRANTEE shall maintain records sufficient to evidence that the Project Developer
has expended or has access to the funds needed to complete the Project, and shall make such records
available for COMMERCE's review upon reasonable request.
LSigned by:
2004 `B. Pctue,
81E54FC366CE481
6/8/2026 112:11 PM PDT
Josh Peters, Jefferson County Administrator Date
Jefferson County
Page 21 of 23
VOI.0 JI9I I CI I V CIuije I V.Yr,/I M4J1D-.740 1-OCMO-O04u-C4lJC I I OC/MOO
Attachment C: Commitment of Continued Affordability
HFHEJC adopted its Permanent Affordability Policy in 2021. Following program development, the first
homes were sold under this model in May 2023. As part of the closing process, each homeowner signs a
Permanent Affordability(PA)Agreement(Ground Lease)which protects the home's affordability for the
long-term. The initial community investment is recycled over and over with each sale and purchase of the
home.
If the project is NOT already monitored for affordability by an organization such as the Housing Trust
Fund, The Washington State Housing Finance Commission, a housing authority, or a local government
monitoring process, then the following is required:
• The project must be enrolled in Commerce's Tracking Housing Affordability Database
(THAD), for receiving annual reports and conducting 5-year audits.
• The project must provide a covenant and/or note and deed of trust naming Commerce as
part of securitization.
• The project must maintain records for 31 years in accordance with the Records
Maintenance in contract General Terms and Conditions.
For the purposes of this contract,the utility project must serve new affordable housing projects that serve and
benefit low-income households for at least 25 years.
"Affordable housing" has the same meaning as in RCW 43.185A.010,and means residential housing for rental
occupancy which,as long as the same is occupied by low-income households, requires payment of monthly
housing costs, including utilities other than telephone,of no more than thirty percent of the family's income. In the
context of homeownership,the definition from the Housing Trust Fund Handbook applies(Section 701.7):
"affordability occurs when a household's monthly housing costs are generally no more than 38 percent of monthly
household income and total debt is no more than 45 percent of monthly household income. Housing costs include
mortgage principal, interest, property taxes, homeowner insurance, homeowner association fees,and land lease
fees,as applicable.Total debt includes other debt and utilities."
1"Low-income household" has the same definition as in RCW 43.185.010(6),and means a single person,family or
unrelated persons living together whose adjusted income is less than eighty percent of the median family income,
adjusted for household size,for the county where the project is located.
Mason Street-Workforce
Housing Project Phase 1
County and parcel number(s) Jefferson County, Parcel#
of property: 901023007
Organization monitoring Habitat for Humanity of
continued affordability: East Jefferson County
Term of affordability: Permanently
Documentation evidencing Permanent Affordability
securitization of affordability Agreement Ground Lease
Page 22 of 23
1./VI.Ub19II CI IVCIUIlC IU.Yr:J IMYJD-.7YV I-OCNJ-OJLV-CYVC I/JC//1UJ
Enter Number of Units in each category below:
30% AMI- Studio
30% AMI- 1 Bedroom
30% AMI- 2 Bedroom
30% AMI- 3 Bedroom
30% AMI- Other
50% AMI- Studio
50% AMI- 1 Bedroom
50% AMI- 2 Bedroom 4
50% AMI- 3 Bedroom 5
50% AMI- Other 1
60% AMI- Studio
60% AMI- 1 Bedroom 1
60% AMI- 2 Bedroom 22
60% AMI- 3 Bedroom 22
60%AMI- Other 2
80% AMI- Studio
80%AMI- 1 Bedroom 2
80%AMI- 2 Bedroom 9
80% AMI- 3 Bedroom 8
80% AMI- Other 1
The GRANTEE by its signature, certifies that the project will be monitored to ensure continued
affordability for a minimum of 25 years, evidenced by documentation listed above. The GRANTEE shall
maintain records sufficient to evidence the continued affordability, and that it will retain and shall make
such records available for COMMERCE's review upon reasonable request.
p—Signed by.
9O04 D. Pit~
\-8IE54Fc3eece4e1 6/8/2026 112:11 PM PDT
Josh Peters, Jefferson County Administrator Date
Jefferson County
Page 23 of 23
SUBRECIPIENT AGREEMENT
BETWEEN JEFFERSON COUNTY
AND
Habitat for Humanity of East Jefferson County
This Subrecipient Agreement (Agreement) is made and entered into between Jefferson County (County)
and Habitat for Humanity of East Jefferson County (Subrecipient)for the purpose of dispensing funds
associated with the Connecting Housing to Infrastructure Program (CHIP) for Mason Street utility
infrastructure improvements from state funds managed by Washington State Department of Commerce
Contract#26-96330-111 (Grant)between County and the Washington State Department of Commerce as
described in Washington State Department of Commerce Contract# 26-96330-111 (Agency Contract). It
is the intent of County to dispense funds to Subrecipient for the development of affordable housing in the
Port Hadlock UGA and it is the intent of Subrecipient to accept funds for the purpose of accomplishing
the same.
IT IS AGRED UPON BY THE PARTIES AS FOLLOWS:
A. TERM OF THIS AGREEEMENT
The term of this Agreement shall be from the Effective Date until June 30, 2027.The Effective Date shall
be the date upon which this Agreement is signed by all parties.
B. TERMINATION
(1) Should a party default in providing services under this Agreement or materially breach any of its
provisions,the other party may terminate this Agreement upon ten(10)days written notice.A party
shall have the right and opportunity to cure any such material breach within the ten(10)day period.
(2) The County may terminate this Agreement upon immediate notice to Subrecipient in the event that
the funding for the project ceases or is reduced in amount. Subrecipient will be reimbursed for
services expended up to the date of termination.
(3) If the source of the Grant providing funds for this Agreement is the Federal government, and if
County determines that subrecipient has engaged in any act that constitutes a violation of the U.S.
Constitution, Federal statutes, regulations, or terms and conditions of the Federal award, then
County may use any remedy set forth at 2 CFR § 200.339, including immediately suspending or
terminating this Agreement and/or payment of funds. Prior notice to Subrecipient is not required
under this section.
(4) This Agreement may be terminated without cause at any time by either party subject to a sixty(60)
day advance written notice of such termination to the other party.
Jefferson County Grant Subrecipient Agreement: [Contract#]Page 1 of 16
(5) Termination of this Agreement, pursuant to the processes described herein shall not constitute a
breach of this Agreement.
C. PROFESSIONAL SERVICES BY SUBRECIPIENT
Professional services to be provided by Subrecipient shall include:
(1) All Work Required by the Agency Contract. All work required by the Agency Contract, a
true and correct copy of which is attached as APPENDIX B, the terms and conditions of
which are incorporated herein.
(2) Financial and Program Management. Subrecipient shall maintain an organizational
structure that clearly defines responsibilities; systems and personnel to maintain accounting
records that accurately reflect all program revenues and expenditures; prepare monthly
statements of activity; maintain appropriate client service records and progress reports; and
track key program performance indicators.
(3) Perform All Subrecipient Obligations. Subrecipient shall fulfill all of Subrecipient
Obligations listed below.
(4) Records Keeping and Preservation. Subrecipient shall maintain physical facilities sufficient
to comply with any state and federal records keeping and preservation requirements and
those requirements set forth below at the section titled:
"RECORDS AND DOCUMENT REVIEW."
D. SUBRECIPIENT'S OBLIGATIONS
Subrecipient shall fulfill the following obligations:
(1) Subrecipient shall fulfill all the requirements of the Agency Contract for the Project. This
includes providing all labor and materials required for completion of the Project. Failure to
comply with the Agency Contract shall constitute material breach of this Agreement.
(2) Along with those requirements set forth in Paragraph J (below) Subrecipient shall be aware
of and comply with all record keeping and reporting obligations, and shall assist County in
the same, as if Subrecipient were a signatory party to, and direct recipient of, the funding
under the Agency Contract. This obligation shall include, but not be limited to, maintaining
and preserving detailed records, providing all records, documents, and things in support
thereof to County upon county's request or in line with any reporting schedule set forth in
the Agency Contract, and promptly informing County of any errors,mistakes, oversights, or
other modifications to records as soon as Subrecipient becomes of aware that such issues
exists or alterations need to be made. Failure to comply with this section shall constitute a
material breach of this Agreement.
(3) Subrecipient shall comply with all state and federal requirements regarding the
confidentiality of participant records.
(4) Subrecipient shall have written policies regarding sexual harassment and non-discrimination
(said policies must guarantee human/civil rights); regarding a person's right to privacy,
regarding safeguarding personal information and abuse of participants; regarding agency
Jefferson County Grant Subrecipient Agreement: [Contract#] Page 2 of 16
medication procedure; regarding respectful staff-to-participant interactions(i.e.: including a
person's right to be treated with dignity and respect free of abuse).
(5) Subrecipient shall have a grievance policy that:
(a) Negotiates conflicts and advises participants of grievance procedures;
(b) Is explained to participants;
(c) Prohibits retaliation for using the grievance process;
(d) Includes a non-retaliation statement;
(e) Assures that advocates are available and encourages participants to bring advocates to
help negotiate;
(f) Includes a mediation process that promotes the use of someone who is unaffected by the
outcome if conflicts remain unresolved; and,
(g) Includes a process for tracking and reporting grievances.
(6) Subrecipient shall comply with all applicable federal, state and local regulations.
(7) Subrecipient shall comply with all the policies of the Jefferson County department managing this
Agreement.
(8) Subrecipient shall track and analyze incident reports for potential trends and patterns.
(9) Subrecipient shall provide the following:
(a) Equal Access: Subrecipient shall assure equal access to persons who do not speak or have
a limited ability to speak, read, or write English well enough to understand and
communicate effectively.
Jefferson County Grant Subrecipient Agreement: [Contract#] Page 3 of 16
(b) Qualified Staff: Subrecipient shall provide adequate, qualified staff with skills and
experience in evaluation, training, supervision, counseling and support of adults with
developmental disabilities who are earning wages, per the attached Statement of Work.
Subrecipient shall assure that all direct service staff are trained, and that training is
documented. Subrecipient shall provide the County with information regarding staff
qualifications upon request.
E. DEBARMENT
By signing this Agreement, Subrecipient certifies that it is not presently debarred, suspended, proposed
for debarment,declared ineligible,or voluntarily excluded in any Washington State or Federal department
or agency from participating in transactions (debarred). Subrecipient agrees to include the above
requirement in any and all subcontracts into which it enters,and also agrees that it will not employ debarred
individuals. Subrecipient must immediately notify the County if, during the term of this Agreement,
Subrecipient becomes debarred. The County may immediately terminate this Agreement by providing
Subrecipient written notice, if Subrecipient becomes debarred during the term of this Agreement.
F. FEDERAL FUNDING ACCOUNTABILITY& TRANSPARENCY ACT(FFATA)
(1) This Agreement is supported by federal funds that require compliance with the Federal Funding
Accountability and Transparency Act (FFATA or the Transparency Act). The purpose of the
Transparency Act is to make information available online so the public can see how federal funds
are spent.
(2) To comply with the act and be eligible to enter into this Agreement,Subrecipient must have a Data
Universal Numbering System(DUNS®)number.A DUNS®number provides a method to verify
data about your organization. If Subrecipient does not already have one, a DUNS® number is
available free of charge by contacting Dun and Bradstreet at www.dnb.com.
(3) Information about Subrecipient and this Agreement will be made available on
www.uscontractorregistration.com, as required by P.L. 109-282. The Federal Funding
Accountability and Transparency Act Data Collection Form is considered part of this Agreement
and must be completed and returned along with this Agreement.
G. FUNDING WITHDRAWN, REDUCED OR LIMITED
If the County determines in its sole discretion that the funds it relied upon to establish this Agreement have
been withdrawn,reduced or limited,or if additional or modified conditions are placed on such funding after
the effective date of this Agreement but prior to the normal completion of this Agreement,then the County,
at its sole discretion, may: (1) Terminate this Agreement; (2) Renegotiate this Agreement under the
revised funding conditions; or, (3) Suspend Subrecipient's performance under this Agreement upon five
(5) business days' advance notice to Subrecipient, if the County determines that there is a reasonably
likelihood that the funding insufficiency may be resolved in time to allow Subrecipient's performance to
resume prior to the normal completion date of this Agreement. Nothing in this section shall have the effect
of limiting or preventing the County from executing any remedy set forth at 2 CFR § 200.339 or any other
federal regulation governing the dispensation of grant funding, if applicable.
Jefferson County Grant Subrecipient Agreement: [Contract#] Page 4 of 16
•
H. REIMBURSEMENTS
(1) Total reimbursements for fiscal year 2026-2027 to Subrecipient by the County under this
Agreement shall not exceed $ 999,576.35, including any allowable expenses for the services
provided under this Agreement without express written amendment signed by both parties to this
Agreement.
(2) For said services rendered under this Agreement,the County shall reimburse Subrecipient pursuant
to this Agreement and the Agency Contract.
(3) Work performed between June 30. 2027 and the execution of this Agreement that is consistent
with the provisions of this Agreement is hereby ratified.
(4) Subrecipient shall bill the County monthly in arrears and on a monthly basis, on or before the 15th
day of the month, for units of service provided under this Agreement. Subrecipient shall submit
a Monthly Services Report for its billings. At no time shall the invoices for reimbursement be
submitted more than 30 calendar days following the last day of the month for which the services
were provided without the County's approval.
(5) County may,at its option,withhold reimbursement for any month in which required reports and/or
invoices have not been received, are not accurate and/or complete, and/or for contractual non-
compliance issues.
I. OVERPAYMENTS OR ERRONEOUS PAYMENTS TO SUBRECIPIENT
If overpayments or erroneous payments have been made to Subrecipient under this Agreement,the County
will provide notice to Subrecipient and Subrecipient shall refund the full amount of the overpayment
within thirty(30)calendar days of the notice. If Subrecipient fails to make timely refund,the County may
charge Subrecipient one percent(1%)per month on the amount due, until paid in full.
J. RECORDS AND DOCUMENTS REVIEW
(1) Subrecipient must maintain books,records,documents,magnetic media,receipts,invoices or other
evidence relating to this Agreement and the performance of the services rendered, along with
accounting procedures and practices, all of which sufficiently and properly reflect all direct and
indirect costs of any nature expended in the performance of this Agreement. At no additional cost,
these records, including materials generated under this Agreement, are subject at all reasonable
times to inspection, review, or audit by the Agency, the Office of the State Auditor, and state and
federal officials so authorized by law,rule,regulation,or agreement[See 42 USC 1396a(ax27)(B);
42 USC 1396a(a)(37)(B);42 USC 1396a(a)(42(A);42 CFR 431,Subpart Q;and 42 CFR 447.202].
(2) Subrecipient must retain such records for a period of six (6) years after the date of final payment
under this Agreement.
(3) If any litigation,claim or audit is started before the expiration of the six(6)year period,the records
must be retained until all litigation, claims, or audit findings involving the records have been
resolved.
Jefferson County Grant Subrecipient Agreement: [Contract#] Page 5 of 16
K. RIGHTS OF STATE AND FEDERAL GOVERNMENTS
In accordance with 45 C.F.R. 95.617, all appropriate state and federal agencies, including but not limited
to the Centers for Medicare and Medicaid Services (CMS), will have a royalty-free, nonexclusive, and
irrevocable license to reproduce, publish, translate, or otherwise use, and to authorize others to use for
Federal Government purposes: (i) software, modifications, and documentation designed, developed or
installed with Federal Financial Participation(FFP)under 45 CFR Part 95,subpart F;(ii)the Custom Software
and modifications of the Custom Software, and associated Documentation designed, developed, or installed
with FFP under this Agreement;(iii)the copyright in any work developed under this Agreement; and(iv)any
rights of copyright to which Subrecipient purchases ownership under this Agreement
L. COMPLIANCE WITH SUBRECIPIENT REQUIREMENTS FROM GRANT
(1) General. In accordance with 2 CFR 200.501 and 45 CFR 75.501, Subrecipient shall:
(a) Maintain records that identify, in its accounts, all federal awards received and expended
and the federal programs under which they were received,by Catalog of Federal Domestic
Assistance(CFDA) title and number, award number and year, name of the federal agency,
and name of the pass-through entity;
(b) Maintain internal controls that provide reasonable assurance that Subrecipient is managing
federal awards in compliance with laws, regulations, and provisions of contracts or grant
agreements that could have a material effect on each of its federal programs;
(c) Prepare appropriate financial statements, including a schedule of expenditures of federal
awards;
(d) Incorporate OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501 audit requirements
into all agreements between Subrecipient and its subcontractors who are subrecipients;
(e) Comply with any future amendments to OMB Super Circular 2 CFR 200.501 and 45 CFR
75.501 and any successor or replacement Circular or regulation;
(f) Comply with the applicable requirements of OMB Super Circular 2 CFR 200.501 and 45
CFR 75.501and any future amendments to OMB Super Circular 2 CFR 200.501 and 45
CFR 75.501, and any successor or replacement Circular or regulation; and,
(g) Comply with the Omnibus Crime Control and Safe Streets Act of 1968, Title VI of the
Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of 1973, Title II of the
Americans with Disabilities Act of 1990, Title IX of the Education Amendments of 1972,
The Age Discrimination Act of 1975, and The Department of Justice Non-Discrimination
Regulations, 28 C.F.R. Part 42, Subparts C.D.E. and G, and 28 C.F.R. Part 35 and 39. (Go
to http://oip.gov/about/offices/ocr.htm for additional information and access to the
aforementioned Federal laws and regulations.)
(2) Single Audit Act Compliance. If Subrecipient expends $750,000 or more in federal awards from
any and/or all sources in any fiscal year, Subrecipient will procure and pay for a single audit or a
program-specific audit for that fiscal year. Upon completion of each audit, Subrecipient will:
Jefferson County Grant Subrecipient Agreement: [Contract#]Page 6 of 16
(a) Submit to the Authority contact person the data collection form and reporting package
specified in OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501, reports required by
the program-specific audit guide (if applicable), and a copy of any management letters
issued by the auditor;
(b) Follow-up and develop corrective action for all audit findings; in accordance with OMB
Super Circular 2 CFR 200.501 and 45 CFR 75.501,prepare a"Summary Schedule of Prior
Audit Findings."
(3) Overpayments. If it is determined by the Agency or the County,or during the course of a required
audit, that Subrecipient has been paid unallowable costs under this or any Program Agreement,
Subrecipient will refund the full amount to the Agency as provided in Section I. OVERPAYMENTS
OR ERRONEOUS PAYMENTS TO SUBRECIPIENT.
M. RISK ASSESSMENT AND MONITORING FOR COMPLIANCE BY THE COUNTY
(1) Subrecipient shall immediately report to the County any failure to perform under this Agreement.
(2) Along with every request for reimbursement under this Agreement, Subrecipient shall submit a
Monitoring Certification using the form attached hereto as Appendix A for purposes of the County
performing the risk assessment of Subrecipient and compliance monitoring of this Agreement that
is required of the County by the Agency.
N. GENERAL TERMS AND CONDITIONS
(1) Subrecipient's relation to the County shall at all times be that of independent Subrecipient.Any and
all employees of Subrecipient,or other persons engaged in the performance of any work or service
required of Subrecipient under this Agreement, shall be considered employees of Subrecipient
only, and any claims that may arise on behalf of or against said employees shall be the sole
obligation and responsibility of Subrecipient.
(2) Subrecipient shall not subcontract or assign any of the services covered by this Agreement without
the express written consent of the County.Subcontracting and assignment does not include printing
or other customary reimbursable expenses that may be provided in an Agreement.
(3) Subrecipient,by signature to this Agreement, certifies that Subrecipient is not presently debarred,
suspended,proposed for debarment,declared ineligible,or voluntarily excluded from participating
in this Agreement, or any Agreement by any Federal department or agency. Subrecipient also
agrees to include the above requirement to all subcontracts into which it enters.
(4) Subrecipient shall obtain and keep in force during the terms of this Agreement, or as otherwise
required, the following insurance with companies or through sources approved by the State
Insurance Commissioner pursuant to Chapter 48:05 RCW:
(a) Worker's compensation and employer's liability insurance. Subrecipient will participate
in the Worker's Compensation and Employer's Liability Insurance Program as may be
required by the State of Washington;
(b) Commercial Automobile Liability or Business Use 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$1,000,000
Jefferson County Grant Subrecipient Agreement: [Contract#]Page 7 of 16
each occurrence with the County named as an additional insured in connection with
Subrecipient's performance of this Agreement.
(c) Insurance. Recipient shall maintain commercial general liability coverage in a form
acceptable to Jefferson County Risk Management for bodily injury, personal injury, and
property damage, with a limit in the amount of at least one million dollars($1,000,000.00)
per occurrence, for bodily injury, including death, and property damage. The insurance
coverage shall contain no limitations on the scope of the protection provided and include
the following minimum coverage:
(i) Broad Form Property Damage, with no employee exclusion.
(ii) Personal Injury Liability, including extended bodily injury.
(iii) Broad Form Contractual/Commercial Liability - including completed operations.
(iv) Premises -Operations Liability (M&C).
(v) Independent Contractors and Subrecipients.
(vi) Blanket Contractual Liability.
(5) All employees or subcontractors of Subrecipient who are required to be professionally certified by
the State in the performance of services under this Agreement shall maintain professional liability
insurance/error and omissions liability insurance in the amount of not less than one million dollars
($1,000,000). In no case shall such professional liability to third parties be limited in any way.
(6) It shall be the responsibility of Subrecipient to ensure that any and all persons engaged in the
performance of any work or service required of Subrecipient under this Agreement, shall comply
with the same insurance requirements that Subrecipient is required to meet.
(7) It shall be the responsibility of Subrecipient to ensure that any and all persons engaged in the
performance of any work or service required of Subrecipient under this Agreement shall comply
with the terms and conditions set forth in the Agency Contract at Appendix B. Failure of any
persons engaged by Subrecipient in the performance of any work or service required by
Subrecipient under this Agreement, whether such person or entity is an employee, subcontractor,
independent contractor, or volunteer of Subrecipient, to comply with the requirements set forth in
Agency Contract shall constitute material breach of this Agreement as if Subrecipient had caused
the breach directly.
(8) Failure on the part of Subrecipient to maintain the insurance as required shall constitute a material
breach of contract upon which the County may, after giving five working days' notice to
Subrecipient to correct the breach, immediately terminate this Agreement or, at its discretion,
procure or renew such insurance and pay any and all premiums in connection therewith, with any
sums so expended to be repaid to the County on demand, or at the sole discretion of the County,
offset against funds due Subrecipient from the County.
(9) All cost for insurance shall be considered incidental to and included in the unit contract prices and
no additional payment will be made.
(10) Excepting the Workers Compensation insurance and any professional liability insurance secured
by Subrecipient,the County will be named on all certificates of insurance as an additional insured.
Jefferson County Grant Subrecipient Agreement: [Contract#]Page 8 of 16
Subrecipient shall furnish the County with verification of insurance and endorsements required by
this Agreement. The County reserves the right to require complete, certified copies of all required
insurance policies at any time.
(11) All insurance shall be obtained from an insurance company authorized to do business in the State
of Washington. Subrecipient shall submit a verification of insurance as outlined herein within 14
days of the execution of this Agreement to the County. All insurance policies obtained by
Subrecipient shall be primary to any equivalent or applicable policies held by the County. All
insurance policies obtained by Subrecipient shall include a waiver of subrogation rights. Any self-
insured retention, deductible or risk retention maintained, or participated in, by the County
coverage for third-party liability claims provided to the county, shall be excess and shall be non-
contributory to the insurance policies provided by Subrecipient in order to comply with the
insurance requirements of this Subcontract. All policies provided by Subrecipient in order to
comply with the insurance requirements of this Subcontract must be endorsed to show this primary
coverage.
(12) The County will pay no progress payments under this Agreement until Subrecipient has fully
complied with this section. This remedy is not exclusive; and the County may take such other
action as is available to them under other provisions of this Agreement, or otherwise in law.
(13) Nothing in the foregoing insurance requirements shall prevent the County, at its option, from
additionally requesting that Subrecipient deliver to the County an executed bond as security for
the faithful performance of this Agreement and for payment of all obligations of Subrecipient.
(14) It is understood and agreed that this Agreement is entered into in the State of Washington. This
Agreement shall be governed by and construed in accordance with the laws of the United States,
the State of Washington and the County of Jefferson, as if applied to transactions entered into and
to be performed wholly within Jefferson County, Washington between Jefferson County residents.
No party shall argue or assert that any state law other than Washington law applies to the
governance or construction of this Agreement.
(15) Should either party bring any legal action, each party in such action shall bear the cost of its own
attorney's fees and court costs.The venue for any legal action shall be solely in the appropriate state
court in Jefferson County, Washington, subject to the venue provisions for actions against counties
in RCW 36.01.050.
(16) Subrecipient shall comply with the WA State Department of Labor and Industries Minimum Wage
Act, chapter 49.46 RCW, acknowledging persons with disabilities participating in job assessments
are not considered employees.
(17) Subrecipient shall indemnify and hold the County,and its officers,officials,employees,agents and
volunteers (and their marital communities) harmless from and shall process and defend at its own
expense,including all costs,attorney fees and expenses relating thereto,all claims,demands,or suits
at law or equity arising in whole or in part,directly or indirectly, from Subrecipient's negligence or
breach of any of its obligations under this Agreement; provided that nothing herein shall require a
Subrecipient to indemnify the County and its officers, officials, employees, agents and volunteers
(and their marital communities)against and hold them harmless from claims,demands or suits based
solely upon the conduct of the County, its officers,officials, employees,agents and volunteers(and
their marital communities), and provided further that if the claims or suits are caused by or result
from the concurrent negligence of:
Jefferson County Grant Subrecipient Agreement: [Contract#1 Page 9 of 16
(a) Sub recipient's agents or employees;and,
(b) The County, its officers, officials, employees, agents and volunteers (and their marital
communities), this indemnity provision with respect to: (i)claims or suits based upon such
negligence,or(ii)the costs to the County of defending such claims and suits, etc., shall be
valid and enforceable only to the extent of Subrecipient's negligence or the negligence of
Subrecipient's agents or employees.
(c) Subrecipient specifically assumes potential liability for actions brought against the County
by Subrecipient's employees, including all other persons engaged in the performance of
any work or service required of Subrecipient under this Agreement and, solely for the
purpose of this indemnification and defense, Subrecipient specifically waives any
immunity under the state industrial insurance law, title 51 RCW. Subrecipient recognizes
that this waiver was specifically entered into pursuant to provisions of RCW 4.24.115 and
was subject of mutual negotiation.
(d) The provisions of this section shall survive the expiration or termination of this Agreement.
(18) Subrecipient shall not discriminate against any person presenting themselves for services based on
race, religion, color, sex, age, or national origin.
(19) No portion of this Agreement may be assigned or subcontracted to any other individual,firm,or entity
without the express and prior written approval of County. If the County agrees in writing that all
or a portion of this Agreement may be subcontracted to a third-party,then any contract or agreement
between Subrecipient and a third-party Subrecipient must contain all provisions of this Agreement
and the third-party subcontractor must agree to be bound by all terms and obligations found in this
Agreement.
(20) This Agreement memorializes the entire agreement of the parties. No representation or promise
not expressly contained in this Agreement has been made. The parties are not entering into this
Agreement based on any inducement,promise or representation,expressed or implied,which is not
expressly contained in this Agreement. This Agreement supersedes all prior or simultaneous
representations, discussions, negotiations, and agreements, whether written or oral, within the
scope of this Agreement.
(21) Subrecipient 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 of this Agreement. Subrecipient assumes
responsibility for and all liability for the actions and quality of services performed by any
subcontractor. Every subcontractor must agree in writing to follow every term of this Agreement.
Subrecipient 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 head of
the County department primarily responsible for overseeing Subrecipient's performance under this
Agreement or that department head's designee must approve any proposed subcontractors in
writing. Any dispute arising between Subrecipient and any subcontractors or between any
subcontractors must be resolved without involvement of any kind on the part of the County and
without detrimental impact on the delivery of contracted goods or services.
(22) While performing services,the use of illegal drugs,alcohol,or controlled substances on the County
property or premises is strictly prohibited. Subrecipient's employees shall not perform services
Jefferson County Grant Subrecipient Agreement: [Contract#] Page 10 of 16
while under the influence of drugs or alcohol,and if discovered,may be reported to the appropriate
law enforcement agency.
(23) The use of tobacco of any kind on property or premises of the County shall comply with County
policies.
(24) Any form of harassment, discrimination, or improper fraternization with any County employee or
a participant is strictly prohibited.
(25) 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. 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.
(26) The terms of this Agreement are not severable. 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 enforceable.
(27) This Agreement shall be binding upon and inure to the benefit of the parties' successors in interest,
heirs and assigns.
(28) 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) This Agreement may be executed in one or more counterparts, each of which shall be deemed an
original, and all of which counterparts together shall constitute the same instrument which may be
sufficiently evidenced by one counterpart. Execution of this Agreement at different times and
places by the parties shall not affect the validity of this Agreement,so long as all the parties execute
a counterpart of this Agreement.
(30) The parties agree that facsimile and electronic signatures shall have the same force and effect as
original signatures.
(31) The parties agree that this Agreement has been negotiated at arms-length, with the assistance and
advice of competent, independent legal counsel.
(32) Notwithstanding any provisions of this Agreement to the contrary, to the extent any record,
including any electronic, audio, paper or other media, is required to be kept or indexed as a public
record in accordance with the Washington Public Records Act, Chapter 42.56 RCW (as may be
amended),Subrecipient 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. Subrecipient also agrees that upon receipt of any written public record request,
Subrecipient shall,within two business days,notify the County by providing a copy of the request
per the notice provisions of this Agreement.
Jefferson County Grant Subrecipient Agreement: [Contract#] Page 11 of 16
(33) 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 Management Department
1820 Jefferson Street Port Townsend, WA 98368
Notices to Subrecipient shall be sent to the following address
Habitat for Humanity of East Jefferson County
PO Box 658
Port Townsend, WA 98368
(SIGNATURES FOLLOW ON THE NEXT PAGE)
Jefferson County Grant Subrecipient Agreement: [Contract#]Page 12 of 16
ADOPTED THIS�8 Illy of 34 47 •, 2026
BOARD OF THE COUNTY COMMISSIONERS SUBRECIPIENT
JEFFERSON COUNTY,WASHINGTON
By: I:
,yert. ,
,..,
By: _ Name: 1.%/ n9
...,
G g herton,Chair
TE Title: _ ej
i
=-- DATE:
By:
Heidi Eisenhour, Commissioner
DATE
By: l k1 L. �' F`.
Mudley-Nollette. Commissioner
DATE
",NNNN•w,„
�eee "0FERSO'
owMis ti0
SEAL: Ico I- �%.Ci,
ID' 4 oil
.014
%
ATTEST: -4"'""'""""
, p ,,Laa,, -77.2_746
Carolyn Gilt way d DATE
Clerk of t • Board
Approved as to form only:
O�� 07-22-2026
Jeremiah L 'her DATE
Civil Deputy Prosecuting Attorney
Jefferson County Grant Subrecipient Agreement: [Contract#1 Page 13 of 16
ADOPTED THIS of 't I 2026
y
BOARD OF THE COUNTY COMMISSIONERS SUBRECIPIENT
JEFFERSON COUNTY,WASHINGTON
By:
By: _ ?z Name: K1
Greg Wherton, Chair
ifk\TE Title: EKea e.+/ye, D,rectn'r
By: j/iL _, � DATE: +•
(�
Heidi Eistnhour. Commissioner
DATE
BY: ' 'L L l
gat ��t udley-Nollette. Commissioner
DATE
1;0 RSO
SEAL: �pt�i►iip YC►g
ifil'61?444ct
0):
ATTEST:
.(;1 fiq 7/27/2-e
Carolyn G• ..way U DATE
Clerk oft Board
Approved as to form only:
III O
07-22-2026
Jeremiah L her DATE
Civil Deputy Prosecuting Attorney
Jefferson County Grant Subrecipient Agreement: [Contract#) Page 13 of 16
APPENDIX A—COMPLIANCE AND RISK MONITORING FORM
This Compliance and Risk Monitoring Form shall be submitted before the Subrecipient Agreement can
be approved and also shall be submitted along with every request for reimbursement.
AGENCY CONTRACT NO:
DATE:
NAME OF SUBRECIPIENT: Habitat for Humanity of East Jefferson County
By signing below, I declare under penalty of perjury of the laws of the State of Washington and the
United States that the forgoing is true and correct. (Check the applicable boxes.)
DATE CERTIFICATION ITEM YES NO
Subrecipient is not presently debarred, suspended,proposed
for debarment, declared ineligible, or voluntarily excluded
from transactions by any Federal, State,or local department
or agency
Subrecipient has not within a 3-year period preceding the
submission of this Compliance and Risk Monitoring Form
been convicted of or had a civil judgment rendered against
them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or
performing a public(Federal, State,or local)transaction or
contract under a public transaction; violation of Federal or
State antitrust statutes or commission of embezzlement,
theft, forgery, bribery, falsification or destruction of records,
making false statements, or receiving stolen property
Subrecipient is not presently indicted for or otherwise
criminally or civilly charged by a governmental entity
(Federal, State, or local) with commission of fraud or a
criminal offense in connection with obtaining, attempting to
obtain, or performing a public (Federal, State, or local)
transaction or contract under a public transaction; violation
of Federal or State antitrust statutes or commission of
embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, or receiving
stolen property
Subrecipient has not within a 3-year period preceding the
submission of this Compliance and Risk Monitoring Form
one or more public transactions (Federal, State, or local)
terminated for cause or default
Subrecipient has provided all written reports required by the
Agency Contract and this Subrecipient Agreement as of
Jefferson County Grant Subrecipient Agreement: [Contract#] Page 14 of 16
DATE CERTIFICATION ITEM YES NO
the submission of this Compliance and Risk Monitoring
Form
Subrecipient has provided any audit report received by it
from any government agency since the last certification for
its performance related to the Agency Contract
Subrecipient certifies that all of the deliverables and other
work required since the last certification have been
completed
All the work being billed for in the invoice being certified
by this Compliance and Risk Monitoring Form actually has
been performed, including any timesheet or other backup
Subrecipient agrees to submit to an audit within 30 days of
a request from the County or the Agency
Subrecipient has corrected any deficiencies identified since
the last certification
Signed at
City State
e1` ne , c�(.. r% oat);_); 1 fX7€
,9
SUBRECIP>F'ENT SIGNATURE DATE
WRITTEN NAME OF PERSON SIGNING CERTIFICATION APPROVED BY THE COUNTY:
UN YAP RO IGNATURE E
Ri7C25MAPIC)J
WRITTEN NAME OF PERSON APPROVING CERTIFICATION
Jefferson County Grant Subrecipient Agreement: [Contract#] Page 15 of 16
DATE CERTIFICATION ITEM YES NO
the submission of this Compliance and Risk Monitoring
Form
Subrecipient has provided any audit report received by it
from any government agency since the last certification for
its performance related to the Agency Contract
Subrecipient certifies that all of the deliverables and other
work required since the last certification have been
completed
All the work being billed for in the invoice being certified
by this Compliance and Risk Monitoring Form actually has
been performed, including any timesheet or other backup
Subrecipient agrees to submit to an audit within 30 days of
a request from the County or the Agency
Subrecipient has corrected any deficiencies identified since
the last certification
Signed at
City State
SUBRE IPIENT SIGNAT RE DATE
JQtA1 te, Mac icv 64. k1
WRITTEN NAME OF PERSON SIGNING CERTIFICATION APPROVED BY THE COUNTY:
IIGNATURE
(Ni/eI SA*t.1*4ts�
WRITTEN NAME OF PERSON APPROVING CERTIFICATION
Jefferson County Grant Subrecipient Agreement: [Contract#1 Page 15 of 16
APPENDIX— B
AGENCY CONTRACT
Jefferson County Grant Subrecipient Agreement: [Contract#J Page 16 of 16
UUIiUDIyI I CI IVOIUI/G I V.4f J I 1-Y9JD'UNU I'OCMJ-UJGU-G`1UC I I JC I MOO
el% Washington State
,40 Commerce
Capital Agreement with
Jefferson County
through
Connecting Housing to Infrastructure Program (CHIP)
Contract Number:
26-96330-111
For
To support the development of affordable housing by paying for utility
infrastructure improvements for the Mason Street Workforce Housing
Project, Phase 1
Dated: Tuesday, July 1 , 2025
VUI.UJIyi l CI I VCIUpe Ill.Yr J 1 MYJD-UYU I-0C/1J-0J41J-CNIJC I/JC l MUJ
Table of Contents
FACE SHEET 4
SPECIAL TERMS AND CONDITIONS 5
1. CONTRACT MANAGEMENT 5
2. COMPENSATION 5
3. BILLING PROCEDURES AND PAYMENT 5
4. SUBCONTRACTOR DATA COLLECTION 6
5. HISTORICAL OR CULTURAL ARTIFACTS 6
6. INSURANCE 7
7. FRAUD AND OTHER LOSS REPORTING 7
8. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR INELIGIBILITY AND VOLUNTARY EXCLUSION-
PRIMARY AND LOWER TIER COVERED TRANSACTIONS 7
9. INDEMNIFICATION 8
10. NO THIRD-PARTY BENEFICIARIES 8
11. OWNERSHIP 8
12. PUBLIC BENEFIT OF LATECOMER FEES 8
13. DOCUMENTATION AND SECURITY 8
14. ORDER OF PRECEDENCE 9
GENERAL TERMS AND CONDITIONS 10
1. DEFINITIONS 10
2. ALLOWABLE COSTS 10
3. ALL WRITINGS CONTAINED HEREIN 10
4. AMENDMENTS 10
5. AMERICANS WITH DISABILITIES ACT(ADA)OF 1990,PUBLIC LAW 101-336,ALSO REFERRED TO AS THE"ADA"28
CFR PART 35 10
6. APPROVAL 11
7. ASSIGNMENT 11
8. ATTORNEYS' FEES 11
9. CODE REQUIREMENTS 11
10. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION 11
11. CONFORMANCE 11
12. CONFLICT OF INTEREST 12
13. COPYRIGHT 12
14. DISALLOWED COSTS 12
15. DISPUTES 13
16. DUPLICATE PAYMENT 13
17. GOVERNING LAW AND VENUE 13
18. INDEMNIFICATION 13
19. INDEPENDENT CAPACITY OF THE GRANTEE 14
20. INDUSTRIAL INSURANCE COVERAGE 14
21. LAWS 14
22. LICENSING,ACCREDITATION AND REGISTRATION 14
23. LIMITATION OF AUTHORITY 14
24. LOCAL PUBLIC TRANSPORTATION COORDINATION 14
25. NONDISCRIMINATION 14
Page 2 of 23
1-/VI.UJ1911 CIIVCIUpe IU.YUJ IMYJO'JYV 1'OCMJ-OJGU'CYUC I I JCI MU.)
26. PAY EQUITY 15
27. POLITICAL ACTIVITIES 15
28. PREVAILING WAGE LAW 16
29. PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION 16
30. PUBLICITY 16
31. RECAPTURE 16
32. RECORDS MAINTENANCE 16
33. REGISTRATION WITH DEPARTMENT OF REVENUE 16
34. RIGHT OF INSPECTION 16
35. SAVINGS 17
36. SEVERABILITY 17
37. SUBCONTRACTING 17
38. SURVIVAL 17
39. TAXES 17
40. TERMINATION FOR CAUSE 17
41. TERMINATION FOR CONVENIENCE 18
42. TERMINATION PROCEDURES 18
43. TREATMENT OF ASSETS 19
44. WAIVER 19
ATTACHMENT A: SCOPE OF WORK: 20
ATTACHMENT B: CHIP BUDGET 21
CERTIFICATION OF THE AVAILABILITY OF FUNDS TO COMPLETE THE ENTIRE PROJECT 21
ATTACHMENT C: COMMITMENT OF CONTINUED AFFORDABILITY 22
Page 3 of 23
r vv.....a.•—...vwry•v.�.v...wY-V`-V 11ILJ1J-JJC%fl_,L/4-11 JLI P1VJ
Face Sheet
Contract Number 26-96330-111
Growth Management Services
Connecting Housing to Infrastructure Program
1. Grantee 2. Project Name and Address
Jefferson County Mason Street- Workforce Housing Project Phase 1
PO Box 658 91 Mason Street
Port Townsend, WA 98368 Port Hadlock, WA 98339
3. Grantee Representative 4. COMMERCE Representative
Amanda Christofferson Mischa Venables PO Box 42525
Grant Administrator CHIP Project Manager 1500 Jefferson Street
amchristoffersonco.iefferson.wa.us (360)725-3088 Olympia, WA 98504
Mischa.venables( commerce.wa.gov
5. Contract Amount 6. Funding Source 7. Start Date 8. End Date
$999,576.35 Federal: ❑ State: ® Other: ❑ N/A: ❑ July 1, 2025 June 30, 2027,
subject to
( reappropriation
9. Federal Funds (as applicable) Federal Agency: ALN
$0.00 N/A N/A
10. Tax ID# 11. SWV# 12. UBI# 13. UEI#
91-6001322 0002430-28 161-001-169 L
14. Award Method NOFO/RFX# Proviso#
❑Non-Competitive ®Competitive N/A 40000675
15. Contract Purpose
To support the development of affordable housing by paying for utility infrastructure improvements for the Mason Street
Workforce Housing Project, Phase 1
COMMERCE, defined as the Department of Commerce, and Grantee acknowledge and accept the terms of this Contract
and attachments and have executed this Contract on the date below to start as of the date and year referenced above. The
rights and obligations of both parties to this Contract are governed by this Contract and the following other documents
incorporated by reference: Grantee Terms and Conditions including Attachment "A" - Scope of Work, Attachment "B" —
Budget, and Attachment"C"—Commitment of Continued Affordability.
FOR GRANTEE FOR COMMERCE
Signed by: r—DocuSigned by:
L' '
?'Eta ildtArt btA1
81E54EC366CE4B1 \--80312804865C458
Josh Peters, Jefferson County Administrator Mark K. Barkley, Assistant Director
Jefferson County Local Government Division
6/8/2026 i 12:11 PM PDT 6/9/2026 6:58 AM PDT
Date Date
APPROVED AS TO FORM ONLY
BY ASSISTANT ATTORNEY GENERAL
APPROVAL ON FILE
Page 4 of 23
VVI.UJIyII CI Ivelupe IL).YrJ IMYJO-.V4U I-UCMJ-UJ4V-C`11JC I I JCl MVO
Special Terms and Conditions
1. CONTRACT MANAGEMENT
The Representative for each of the parties shall be responsible for and shall be the contact person
for all communications and billings regarding the performance of this Contract.
The Representative for COMMERCE and their contact information are identified on the Face Sheet
of this Contract.
The Representative for the Grantee and their contact information are identified on the Face Sheet
of this Contract.
2. COMPENSATION
COMMERCE shall pay an amount not to exceed $999,576.35, (Nine hundred ninety-nine thousand.
five hundred seventy-six dollars and thirty-five cents) for the performance of all things necessary for
or incidental to the performance of work as set forth in the Scope of Work. Grantee's compensation
for services rendered shall be in accordance with Attachment A, Scope of Work, Attachment B,
Budget. and Attachment C. Commitment of Continued Affordability.
3. BILLING PROCEDURES AND PAYMENT
COMMERCE will pay Grantee upon acceptance of services provided and receipt of properly
completed invoices, including backup documentation of costs, which shall be submitted to the
Representative for COMMERCE via email, or the Commerce Contracts Management System.
Invoices shall describe and document. to COMMERCE's satisfaction, a description of the work
performed, the progress of the project, and fees.
Each invoice/reimbursement request will either be submitted through the Commerce Contracts
Management System or submitted to Commerce with a complete and signed Invoice Voucher (Form
A-19) provided by a COMMERCE Representative and shall include the Contract Number 26-96330-
111. Backup documentation detailing each cost, including invoices or receipts, must accompany any
single expenses in the amount of$50.00 or more in order to receive reimbursement.
Payment shall be considered timely if made by COMMERCE within thirty (30) calendar days after
receipt of properly completed invoices. Payment shall be sent to the address designated by the
Grantee.
COMMERCE may, in its sole discretion. terminate the Contract or withhold payments claimed by the
Grantee for services rendered if the Grantee fails to satisfactorily comply with any term or condition
of this Contract.
No payments in advance or in anticipation of services or supplies to be provided under this Agreement
shall be made by COMMERCE.
Duplication of Billed Costs
The Grantee shall not bill COMMERCE for services performed under this Agreement, and
COMMERCE shall not pay the Grantee if the Grantee is entitled to payment or has been or will be
paid by any other source, including grants, for that service.
Disallowed Costs
The Grantee is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its subcontractors.
COMMERCE may. in its sole discretion, withhold ten percent (10%) from each payment until
acceptance by COMMERCE of the final report (or completion of the project, etc.).
Page 5 of 23
L1ULUJI II CIIveivpe IO.YrJ IIIYJO-CYV I-UC/1J-OJLV-CY1JC I I JCIP%UJ
Line Item Modification of Budget
A. Notwithstanding any other provision of this contract, the Grantee may, at its discretion. make
modifications to line items in the Budget (Attachment B) to respond to changes in project costs.
A. The Grantee shall notify COMMERCE in writing (by email or regular mail) when proposing any
budget modification or modifications to a line item of the Budget (Attachment B).
B. Any such budget modification or modifications as described above shall require the written
approval of COMMERCE (by email), and such written approval shall amend the Budget. Each
party to this contract will retain and make any and all documents related to such budget
modifications a part of their respective contract file.
C. Nothing in this section shall be construed to permit an increase in the amount of funds available
for the Project, as set forth in the Face Sheet of this contract, nor does this section allow any
proposed changes to the Scope of Work under Attachment A, without specific written approval
from COMMERCE by amendment to this contract.
4. SUBCONTRACTOR DATA COLLECTION
Grantee will submit reports, in a form and format to be provided by Commerce and at intervals as
agreed by the parties, regarding work under this Contract performed by subcontractors and the portion
of Contract funds expended for work performed by subcontractors, including but not necessarily
limited to minority-owned, woman-owned, and veteran-owned business subcontractors.
"Subcontractors" shall mean subcontractors of any tier.
5. HISTORICAL OR CULTURAL ARTIFACTS
Prior to approval and disbursement of any funds awarded under this Contract, Grantee shall complete
the requirements of Governor's Executive Order 21-02, where applicable, or Grantee shall complete
a review under Section 106 of the National Historic Preservation Act, if applicable. Grantee agrees
that the Grantee is legally and financially responsible for compliance with all laws, regulations, and
agreements related to the preservation of historical or cultural resources and agrees to hold harmless
COMMERCE and the state of Washington in relation to any claim related to such historical or cultural
resources discovered, disturbed, or damaged as a result of the project funded by this Contract.
In addition to the requirements set forth in this Contract, Grantee shall, in accordance with Governor's
Executive Order 21-02 coordinate with Commerce and the Washington State Department of
Archaeology and Historic Preservation ("DAHP"), including any recommended consultation with any
affected tribe(s), during Project design and prior to construction to determine the existence of any
tribal cultural resources affected by Project. Grantee agrees to avoid, minimize, or mitigate impacts
to the cultural resource as a continuing prerequisite to receipt of funds under this Contract.
The Grantee agrees that, unless the Grantee is proceeding under an approved historical and cultural
monitoring plan or other memorandum of agreement, if historical or cultural artifacts are discovered
during construction, the Grantee shall immediately stop construction and notify the local historical
preservation officer and the state's historical preservation officer at DAHP, and the Commerce
Representative identified on the Face Sheet. If human remains are uncovered, the Grantee shall
report the presence and location of the remains to the coroner and local enforcement immediately,
then contact DAHP and the concerned tribe's cultural staff or committee.
The Grantee shall require this provision to be contained in all subcontracts for work or services related
to the Scope of Work attached hereto.
In addition to the requirements set forth in this Contract, Grantee agrees to comply with RCW 27.44
regarding Indian Graves and Records; RCW 27.53 regarding Archaeological Sites and Resources;
RCW 68.60 regarding Abandoned and Historic Cemeteries and Historic Graves; and WAC 25-48
regarding Archaeological Excavation and Removal Permit.
Page 6 of 23
vv.vu,y„ et/pc IU.Yi J inYJU-JYV 1-ULPIJ-UJLV-LYIJC I I JCI fill.)
Completion of the requirements of Section 106 of the National Historic Preservation Act shall
substitute for completion of Governor's Executive Order 21-02.
In the event that the Grantee finds it necessary to amend the Scope of Work the Grantee may be
required to re-comply with Governor's Executive Order 21-02 or Section 106 of the National Historic
Preservation Act.
6. INSURANCE
Each party certifies that it is self-insured under the State's or local government self-insurance
liability program and shall be responsible for losses for which it is found liable.
7. FRAUD AND OTHER LOSS REPORTING
Grantee shall report in writing all known or suspected fraud or other loss of any funds or other property
furnished under this Contract immediately or as soon as practicable to the Commerce Representative
identified on the Face Sheet.
8. CERTIFICATION REGARDING DEBARMENT, SUSPENSION OR INELIGIBILITY AND
VOLUNTARY EXCLUSION- PRIMARY AND LOWER TIER COVERED TRANSACTIONS
A. Grantee, defined as the primary participant and it principals, certifies by signing these
General Terms and Conditions that to the best of its knowledge and belief they:
i. Are not presently debarred. suspended, proposed for debarment, and declared
ineligible, or voluntarily excluded from covered transactions by any Federal
department or agency.
ii. Have not within a three-year period preceding this Grant, been convicted of or had
a civil judgment rendered against them for commission of fraud or a criminal
offense in connection with obtaining, attempting to obtain, or performing a public or
private agreement or transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or destruction of
records, making false statements, tax evasion, receiving stolen property, making
false claims, or obstruction of justice:
iii. Are not presently indicted for or otherwise criminally or civilly charged by a
governmental entity (Federal, State, or local) with commission of any of the
offenses enumerated in paragraph (1)(b)of federal Executive Order 12549; and
iv. Have not within a three-year period preceding the signing of this Grant had one or
more public transactions (Federal, State, or local) terminated for cause of default.
B. Where the Grantee is unable to certify to any of the statements in this Grant, the Grantee
shall attach an explanation to this Grant.
C. The Grantee agrees by signing this Grant that it shall not knowingly enter into any lower tier
covered transaction with a person who is debarred, suspended, declared ineligible, or
voluntarily excluded from participation in this covered transaction, unless authorized by
COMMERCE.
D. The Grantee further agrees by signing this Grant that it will include the clause titled
"Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-
Lower Tier Covered Transaction," as follows, without modification, in all lower tier covered
transactions and in all solicitations for lower tier covered transactions:
LOWER TIER COVERED TRANSACTIONS
i. The lower tier Grantee certifies, by signing this Grant that neither it nor its principals is
presently debarred, suspended, proposed for debarment, declared ineligible, or
voluntarily excluded from participation in this transaction by any Federal department or
agency.
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i. Where the lower tier Grantee is unable to certify to any of the statements in this Grant,
such Grantee shall attach an explanation to this Grant.
E. The terms covered transaction, debarred, suspended, ineligible, lower tier covered
transaction, person, primary covered transaction, principal, and voluntarily
excluded, as used in this section, have the meanings set out in the Definitions and
Coverage sections of the rules implementing Executive Order 12549. You may contact
COMMERCE for assistance in obtaining a copy of these regulations.
9. INDEMNIFICATION
Each party shall be solely responsible for the acts of its employees, officers, and agents.
10. NO THIRD-PARTY BENEFICIARIES
This Agreement is enforceable only by COMMERCE and GRANTEE and is not intended to
establish any third-party entitlements, rights, or causes of action.
11. OWNERSHIP
COMMERCE disclaims any ownership in deliverables reimbursed under this grant.
12. PUBLIC BENEFIT OF LATECOMER FEES
Any latecomer fees as defined by RCW 35.91.020 collected by the Grantee or Subgrantee at any
tier arising from infrastructure funded in whole or in part by this Contract, shall be remitted to the
Grantee's affordable housing fund or to another funding source designated by the Grantee in
support of affordable housing in the community.
13. DOCUMENTATION AND SECURITY
The provisions of this section shall apply to all work performed under this Contract. COMMERCE
reserves the right to review all state-funded projects and to require that work performed by
Subcontractors of this Contract comply with this section.
A. Deed of Trust. This Grant Agreement shall be evidenced by a promissory note and secured by a
deed of trust or other appropriate security instrument in favor of COMMERCE (the Deed of Trust)
executed by landowner/sub recipient of the grant. The Deed of Trust shall be recorded in the
County where the Project is located, and the original returned to COMMERCE after recordation
within 90 calendar days of Grant Agreement execution. The Deed of Trust must be recorded
before COMMERCE will reimburse the GRANTEE for any Project costs. The amount secured by
the Deed of Trust shall be the amount of the Grant Agreement as set forth on the Face Sheet.
B. Term of Deed of Trust; Commitment Period. The Deed of Trust shall remain in full force and
effect for a minimum period of 25 years from the date in which the property is improved upon and
a statement of occupancy is issued for the purposes of affordable housing as intended under the
funding. For single family housing units a partial reconveyance may be issued at the time of sale
to qualified homeowner, but the affordability period will remain in effect under a covenant. For
multi family housing units a reconveyance will be issued after the 25 year period has expired.
C. Title Insurance. The GRANTEE shall purchase an extended coverage lender's policy of title
insurance insuring the lien position of the Deed of Trust in an amount not less than the amount of
the grant.
D. Covenant. The property shall be covenanted for the purposes intended under the funding for a
period of 25 years.
E. Subordination. COMMERCE may agree to subordinate its Deed of Trust upon request from a
private or public lender. Any such request shall be submitted to COMMERCE in writing, and
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COMMERCE shall respond to the request in writing within 30 calendar days of receiving the
request.
F. Deed of Trust on Leased Property. COMMERCE may require, at its sole discretion, a Deed of
Trust on the fee interest of the real property where the Project is located, if the Project is on
leased property.
14. ORDER OF PRECEDENCE
In the event of an inconsistency in this Contract, the inconsistency shall be resolved by giving
precedence in the following order:
• Applicable federal and state of Washington statutes and regulations
• Special Terms and Conditions
• General Terms and Conditions
• Attachment A— Scope of Work
• Attachment B — Budget
• Attachment C — Commitment of Continued Affordability
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General Terms and Conditions
1. DEFINITIONS
As used throughout this Contract, the following terms shall have the meaning set forth below:
A. "Authorized Representative" shall mean the Director and/or the designee authorized in writing
to act on the Director's behalf.
B. "COMMERCE" shall mean the Washington Department of Commerce.
C. "Contract" or "Agreement" or "Grant" means the entire written agreement between
COMMERCE and the Grantee, including any Exhibits, documents, or materials incorporated
by reference. E-mail or Facsimile transmission of a signed copy of this contract shall be the
same as delivery of an original.
D. "Grantee" shall mean the entity identified on the face sheet performing service(s) under this
Contract, and shall include all employees and agents of the Grantee.
E. "Personal Information" shall mean information identifiable to any person, including, but not
limited to, information that relates to a person's name, health, finances, education, business,
use or receipt of governmental services or other activities, addresses, telephone numbers,
social security numbers, driver license numbers, other identifying numbers, and any financial
identifiers and "Protected Health Information" under the federal Health Insurance Portability
and Accountability Act of 1996 (HIPAA).
F. "State" shall mean the state of Washington.
G. "Subcontractor" shall mean one not in the employment of the Grantee, who is performing all or
part of those services under this Contract under a separate contract with the Grantee. The
terms "subcontractor" and "subcontractors" mean subcontractor(s) in any tier.
2. ALLOWABLE COSTS
Costs allowable under this Contract are actual expenditures according to an approved budget up to
the maximum amount stated on the Contract Award or Amendment Face Sheet.
3. ALL WRITINGS CONTAINED HEREIN
This Contract contains all the terms and conditions agreed upon by the parties. No other
understandings, oral or otherwise, regarding the subject matter of this Contract shall be deemed to
exist or to bind any of the parties hereto.
4. AMENDMENTS
This Contract may be amended by mutual agreement of the parties. Such amendments shall not be
binding unless they are in writing and signed by personnel authorized to bind each of the parties.
5. AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, also
referred to as the "ADA" 28 CFR Part 35
The Grantee must comply with the ADA, which provides comprehensive civil rights protection to
individuals with disabilities in the areas of employment, public accommodations, state and local
government services, and telecommunications.
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6. APPROVAL
This contract shall be subject to the written approval of COMMERCE's Authorized Representative
and shall not be binding until so approved. The contract may be altered, amended, or waived only by
a written amendment executed by both parties.
7. ASSIGNMENT
Neither this Contract, nor any claim arising under this Contract, shall be transferred or assigned by
the Grantee without prior written consent of COMMERCE.
8. ATTORNEYS' FEES
Unless expressly permitted under another provision of the Contract, in the event of litigation or other
action brought to enforce Contract terms, each party agrees to bear its own attorneys'fees and costs.
9. CODE REQUIREMENTS
All construction and rehabilitation projects must satisfy the requirements of applicable local, state,
and federal building, mechanical, plumbing, fire, energy and barrier-free codes. Compliance with the
Americans with Disabilities Act of 1990 28 C.F.R. Part 35 will be required, as specified by the local
building Department.
10. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION
A. "Confidential Information" as used in this section includes:
i. All material provided to the Grantee by COMMERCE that is designated as "confidential"
by COMMERCE:
ii. All material produced by the Grantee that is designated as "confidential" by COMMERCE:
and
iii. All Personal Information in the possession of the Grantee that may not be disclosed under
state or federal law.
B. The Grantee shall comply with all state and federal laws related to the use, sharing, transfer.
sale, or disclosure of Confidential Information. The Grantee shall use Confidential Information
solely for the purposes of this Contract and shall not use, share, transfer, sell or disclose any
Confidential Information to any third party except with the prior written consent of COMMERCE
or as may be required by law. The Grantee shall take all necessary steps to assure that
Confidential Information is safeguarded to prevent unauthorized use, sharing, transfer, sale or
disclosure of Confidential Information or violation of any state or federal laws related thereto.
Upon request, the Grantee shall provide COMMERCE with its policies and procedures on
confidentiality. COMMERCE may require changes to such policies and procedures as they
apply to this Contract whenever COMMERCE reasonably determines that changes are
necessary to prevent unauthorized disclosures. The Grantee shall make the changes within
the time period specified by COMMERCE. Upon request, the Grantee shall immediately return
to COMMERCE any Confidential Information that COMMERCE reasonably determines has not
been adequately protected by the Grantee against unauthorized disclosure.
C. Unauthorized Use or Disclosure. The Grantee shall notify COMMERCE within five (5) working
days of any unauthorized use or disclosure of any confidential information, and shall take
necessary steps to mitigate the harmful effects of such use or disclosure.
11. CONFORMANCE
If any provision of this contract violates any statute or rule of law of the state of Washington, it is
considered modified to conform to that statute or rule of law.
Page 11 of 23
12. CONFLICT OF INTEREST
Grantee must maintain and comply with written standards of conduct covering conflicts of interest and
governing the actions of its employees engaged in the selection, award and administration of
contracts. Grantee must comply with the following minimum requirements:
A. No employee, officer, or agent may participate in the selection, award, or administration of a
contract if he or she has a real or apparent conflict of interest. Such a conflict of interest would
arise when the employee, officer, or agent, any member of his or her immediate family, his or
her partner, or an organization which employs or is about to employ any of the parties indicated
herein, has a financial or other interest in or a tangible personal benefit from a firm considered
for a contract. The officers, employees, and agents of the Grantee may neither solicit nor accept
gratuities, favors, or anything of monetary value from Grantees or parties to subcontracts and
must comply with RCW 39.26.020. However, Grantee may set standards for situations in which
the financial interest is not substantial or the gift is an unsolicited item of nominal value. The
standards of conduct must provide for disciplinary actions to be applied for violations of such
standards by officers, employees, or agents of the Grantee.
B. If the Grantee has a parent, affiliate, or subsidiary organization that is not a state, local
government, or federally recognized tribe, the Grantee must also maintain written standards of
conduct covering organizational conflicts of interest. Organizational conflicts of interest means
that because of relationships with a parent company, affiliate, or subsidiary organization, the
Grantee is unable or appears to be unable to be impartial in conducting a procurement action
involving a related organization.
13. COPYRIGHT
Unless otherwise provided, all Materials produced under this Contract shall be considered "works for
hire" as defined by the U.S. Copyright Act and shall be owned by COMMERCE. COMMERCE shall
be considered the author of such Materials. In the event the Materials are not considered "works for
hire" under the U.S. Copyright laws, the Grantee hereby irrevocably assigns all right, title, and interest
in all Materials, including all intellectual property rights, moral rights, and rights of publicity to
COMMERCE effective from the moment of creation of such Materials.
"Materials" means all items in any format and includes, but is not limited to, data, reports, documents,
pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes,
and/or sound reproductions. "Ownership"includes the right to copyright, patent, register and the ability
to transfer these rights.
For Materials that are delivered under the Contract, but that incorporate pre-existing materials not
produced under the Contract, the Grantee hereby grants to COMMERCE a nonexclusive, royalty-
free, irrevocable license (with rights to sublicense to others) in such Materials to translate, reproduce,
distribute, prepare derivative works, publicly perform, and publicly display. The Grantee warrants and
represents that the Grantee has all rights and permissions, including intellectual property rights, moral
rights and rights of publicity, necessary to grant such a license to COMMERCE.
The Grantee shall exert all reasonable effort to advise COMMERCE, at the time of delivery of
Materials furnished under this Contract, of all known or potential invasions of privacy contained therein
and of any portion of such document which was not produced in the performance of this Contract.
The Grantee shall provide COMMERCE with prompt written notice of each notice or claim of
infringement received by the Grantee with respect to any Materials delivered under this Contract.
COMMERCE shall have the right to modify or remove any restrictive markings placed upon the
Materials by the Grantee.
14. DISALLOWED COSTS
The Grantee is responsible for any audit exceptions or disallowed costs incurred by its own
organization or that of its Subcontractors.
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15. DISPUTES
Except as otherwise provided in this Contract,when a dispute arises between the parties and it cannot
be resolved by direct negotiation, either party may request a dispute hearing with the Director of
COMMERCE. who may designate a neutral person to decide the dispute.
The request for a dispute hearing must:
• be in writing:
• state the disputed issues;
• state the relative positions of the parties:
• state the Grantee's name, address, and Contract number: and
• be mailed to the Director and the other party's (respondent's) Contract Representative
within three (3) working days after the parties agree that they cannot resolve the dispute.
The respondent shall send a written answer to the requestor's statement to both the Director or the
Director's designee and the requestor within five (5) working days.
The Director or designee shall review the written statements and reply in writing to both parties within
ten (10) working days. The Director or designee may extend this period if necessary by notifying the
parties.
The decision shall not be admissible in any succeeding judicial or quasi-judicial proceeding.
The parties agree that this dispute process shall precede any action in a judicial or quasi-judicial
tribunal.
Nothing in this Contract shall be construed to limit the parties' choice of a mutually acceptable
alternate dispute resolution (ADR) method in addition to the dispute hearing procedure outlined
above.
16. DUPLICATE PAYMENT
Grantee certifies that work to be performed under this contract does not duplicate any work to be
charged against any other contract, subcontract. or other source.
17. GOVERNING LAW AND VENUE
This Contract shall be construed and interpreted in accordance with the laws of the state of
Washington, and the venue of any action brought hereunder shall be in the Superior Court for
Thurston County.
18. INDEMNIFICATION
To the fullest extent permitted by law, the Grantee shall indemnify, defend, and hold harmless the
state of Washington, COMMERCE, agencies of the state and all officials, agents and employees of
the state, from and against all claims for injuries or death arising out of or resulting from the
performance of the contract. "Claim" as used in this contract, means any financial loss, claim, suit,
action, damage, or expense, including but not limited to attorney's fees, attributable for bodily injury,
sickness, disease, or death, or injury to or the destruction of tangible property including loss of use
resulting therefrom.
The Grantee's obligation to indemnify, defend, and hold harmless includes any claim by Grantee's
agents, employees, representatives, or any subcontractor or its employees.
The Grantee's obligation shall not include such claims that may be caused by the sole negligence of
the State and its agencies, officials, agents, and employees. If the claims or damages are caused by
or result from the concurrent negligence of(a)the State, its agents or employees and (b)the Grantee,
its subcontractors, agents, or employees, this indemnity provision shall be valid and enforceable only
to the extent of the negligence of the Grantee or its subcontractors, agents, or employees.
The Grantee waives its immunity under Title 51 RCW to the extent it is required to indemnify, defend
and hold harmless the state and its agencies, officers, agents or employees.
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19. INDEPENDENT CAPACITY OF THE GRANTEE
The parties intend that an independent Grantee relationship will be created by this Contract. The
Grantee and its employees or agents performing under this Contract are not employees or agents of
the state of Washington or COMMERCE. The Grantee will not hold itself out as or claim to be an
officer or employee of COMMERCE or of the state of Washington by reason hereof, nor will the
Grantee make any claim of right, privilege or benefit which would accrue to such officer or employee
under law. Conduct and control of the work will be solely with the Grantee.
20. INDUSTRIAL INSURANCE COVERAGE
The Grantee shall comply with all applicable provisions of Title 51 RCW. If the Grantee fails to provide
industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may
be required by law, COMMERCE may collect from the Grantee the full amount payable to the
Industrial Insurance Accident Fund. COMMERCE may deduct the amount owed by the Grantee to
the accident fund from the amount payable to the Grantee by COMMERCE under this Contract, and
transmit the deducted amount to the Department of Labor and Industries, (L&I) Division of Insurance
Services. This provision does not waive any of L&I's rights to collect from the Grantee.
21. LAWS
The Grantee shall comply with all applicable laws,ordinances, codes, regulations and policies of local,
state, and federal governments, as now or hereafter amended.
22. LICENSING, ACCREDITATION AND REGISTRATION
The Grantee shall comply with all applicable local, state, and federal licensing, accreditation and
registration requirements or standards necessary for the performance of this Contract.
23. LIMITATION OF AUTHORITY
Only the Authorized Representative or Authorized Representative's designee by writing (designation
to be made prior to action) shall have the express, implied, or apparent authority to alter, amend,
modify, or waive any clause or condition of this Contract.
24. LOCAL PUBLIC TRANSPORTATION COORDINATION
Where applicable, Grantee shall participate in local public transportation forums and implement
strategies designed to ensure access to services.
25. NONDISCRIMINATION
A. Nondiscrimination Requirement. During the performance of this Agreement, the Grantee. including
any subcontractor, shall comply with all federal, state, and local nondiscrimination laws, regulations
and policies,this shall include but not be limited to the following: Grantee, including any subcontractor,
shall not discriminate on the bases enumerated at RCW 49.60.530(3). In addition, GRANTEE,
including any subcontractor, shall give written notice of this nondiscrimination requirement to any
labor organizations with which GRANTEE, or subcontractor, has a collective bargaining or other
agreement.
The funds provided under this Agreement shall not be used to fund religious worship, exercise, or
instruction. No person shall be required to participate in any religious worship, exercise, or instruction
in order to have access to the facilities funded by this Agreement.
B. Obligation to Cooperate. GRANTEE, including any subcontractor, shall cooperate and comply with
any Washington state agency investigation regarding any allegation that GRANTEE, including any
subcontractor, has engaged in discrimination prohibited by this Agreement pursuant to RCW
49.60.530(3).
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C. Default. Notwithstanding any provision to the contrary, COMMERCE may suspend GRANTEE,
including any subcontractor, upon notice of a failure to participate and cooperate with any state
agency investigation into alleged discrimination prohibited by this Contract, pursuant to RCW
49.60.530(3). Any such suspension will remain in place until COMMERCE receives notification that
GRANTEE, including any subcontractor, is cooperating with the investigating state agency. In the
event GRANTEE, or subcontractor, is determined to have engaged in discrimination identified at RCW
49.60.530(3), COMMERCE may terminate this Agreement in whole or in part, and GRANTEE,
subcontractor, or both, may be referred for debarment as provided in RCW 39.26.200. GRANTEE or
subcontractor may be given a reasonable time in which to cure this noncompliance. including
implementing conditions consistent with any court-ordered injunctive relief or settlement agreement.
D. Remedies for Breach. Notwithstanding any provision to the contrary, in the event of Agreement
termination or suspension for engaging in discrimination, GRANTEE, subcontractor, or both, shall be
liable for contract damages as authorized by law including, but not limited to. any cost difference
between the original Grant and the replacement or cover Grant and all administrative costs directly
related to the replacement Grant, e.g., cost of the competitive bidding, mailing, advertising and staff
time , which damages are distinct from any penalties imposed under Chapter 49.60, RCW. GRANTEE
may also be required to repay grant funds pursuant to Section 31 (Recapture) of the General Terms
&Conditions if the Agreement is terminated based on a violation of the nondiscrimination requirement.
COMMERCE shall have the right to deduct from any monies due to GRANTEE or subcontractor, or
that thereafter become due, an amount for damages GRANTEE or subcontractor will owe
COMMERCE for default under this provision.
26. PAY EQUITY
The Grantee agrees to ensure that"similarly employed" individuals in its workforce are compensated
as equals, consistent with the following:
A. Employees are "similarly employed" if the individuals work for the same employer, the
performance of the job requires comparable skill, effort, and responsibility, and the jobs are
performed under similar working conditions. Job titles alone are not determinative of whether
employees are similarly employed:
B. Grantee may allow differentials in compensation for its workers if the differentials are based in
good faith and on any of the following:
i. A seniority system; a merit system; a system that measures earnings by quantity or quality
of production; a bona fide job-related factor or factors; or a bona fide regional difference
in compensation levels.
ii. A bona fide job-related factor or factors may include, but not be limited to, education,
training, or experience that is: Consistent with business necessity; not based on or derived
from a gender-based differential; and accounts for the entire differential.
iii. A bona fide regional difference in compensation level must be: Consistent with business
necessity; not based on or derived from a gender-based differential; and account for the
entire differential.
This Contract may be terminated by the Department, if the Department or the Department of
Enterprise Services determines that the Grantee is not in compliance with this provision.
27. POLITICAL ACTIVITIES
Political activity of Grantee's employees and officers are limited by the State Campaign Finances and
Lobbying provisions of Chapter 42.17A RCW and the Federal Hatch Act, 5 USC 1501 - 1508.
No funds may be used for working for or against ballot measures or for or against the candidacy of
any person for public office.
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28. PREVAILING WAGE LAW
The Grantee certifies that all Grantees and subcontractors performing work on the Project shall
comply with state Prevailing Wages on Public Works, Chapter 39.12 RCW, to the extent applicable
to the Project funded by this contract, including but not limited to the filing of the "Statement of Intent
to Pay Prevailing Wages" and "Affidavit of Wages Paid" to the extent required by RCW 39.12.040.
The Grantee shall maintain records sufficient to evidence compliance with Chapter 39.12 RCW to the
extent applicable, and shall make such records available for COMMERCE's review upon request
29. PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION
The funds provided under this Contract shall not be used in payment of any bonus or commission for
the purpose of obtaining approval of the application for such funds or any other approval or
concurrence under this Contract provided, however, that reasonable fees or bona fide technical
consultant, managerial, or other such services, other than actual solicitation, are not hereby prohibited
if otherwise eligible as project costs.
30. PUBLICITY
The Grantee agrees not to publish or use any advertising or publicity materials in which the state of
Washington or COMMERCE's name is mentioned, or language used from which the connection with
the state of Washington's or COMMERCE's name may reasonably be inferred or implied, without the
prior written consent of COMMERCE
31. RECAPTURE
In the event that the Grantee fails to perform this Contract in accordance with state laws, federal laws,
and/or the provisions of this Contract, COMMERCE reserves the right to recapture funds in an amount
to compensate COMMERCE for the noncompliance in addition to any other remedies available at law
or in equity.
Repayment by the Grantee of funds under this recapture provision shall occur within the time period
specified by COMMERCE. In the alternative, COMMERCE may recapture such funds from payments
due under this Contract.
32. RECORDS MAINTENANCE
The Grantee shall maintain books, records, documents, data and other evidence relating to this
contract and performance of the services described herein, including but not limited to accounting
procedures and practices that sufficiently and properly reflect all direct and indirect costs of any nature
expended in the performance of this contract.
The Grantee shall retain such records for a period of six years following the date of final payment. At
no additional cost, these records, including materials generated under the contract, shall be subject
at all reasonable times to inspection, review or audit by COMMERCE, personnel duly authorized by
COMMERCE. the Office of the State Auditor, and federal and state officials so authorized by law,
regulation or agreement.
If any litigation, claim or audit is started before the expiration of the six (6) year period, the records
shall be retained until all litigation, claims, or audit findings involving the records have been resolved.
33. REGISTRATION WITH DEPARTMENT OF REVENUE
If required by law, the Grantee shall complete registration with the Washington State Department of
Revenue.
34. RIGHT OF INSPECTION
At no additional cost all records relating to the Grantee's performance under this Contract shall be
subject at all reasonable times to inspection, review, and audit by COMMERCE, the Office of the
State Auditor, and federal and state officials so authorized by law, in order to monitor and evaluate
performance, compliance, and quality assurance under this Contract. The Grantee shall provide
access to its facilities for this purpose.
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35. SAVINGS
In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way
after the effective date of this Contract and prior to normal completion, COMMERCE may suspend or
terminate the Contract under the 'Termination for Convenience" clause, without the ten business day
notice requirement. In lieu of termination, the Contract may be amended to reflect the new funding
limitations and conditions.
36. SEVERABILITY
The provisions of this contract are intended to be severable. If any term or provision is illegal or invalid
for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of
the contract.
37. SUBCONTRACTING
The Grantee may only subcontract work contemplated under this Contract if it obtains the prior written
approval of COMMERCE.
If COMMERCE approves subcontracting, the Grantee shall maintain written procedures related to
subcontracting, as well as copies of all subcontracts and records related to subcontracts. For cause,
COMMERCE in writing may: (a) require the Grantee to amend its subcontracting procedures as they
relate to this Contract; (b) prohibit the Grantee from subcontracting with a particular person or entity;
or (c) require the Grantee to rescind or amend a subcontract.
Every subcontract shall bind the Subcontractor to follow all applicable terms of this Contract. The
Grantee is responsible to COMMERCE if the Subcontractor fails to comply with any applicable term
or condition of this Contract. The Grantee shall appropriately monitor the activities of the
Subcontractor to assure fiscal conditions of this Contract. In no event shall the existence of a
subcontract operate to release or reduce the liability of the Grantee to COMMERCE for any breach
in the performance of the Grantee's duties.
Every subcontract shall include a term that COMMERCE and the State of Washington are not liable
for claims or damages arising from a Subcontractor's performance of the subcontract.
38. SURVIVAL
The terms, conditions, and warranties contained in this Contract that by their sense and context are
intended to survive the completion of the performance, cancellation or termination of this Contract
shall so survive.
39. TAXES
All payments accrued on account of payroll taxes, unemployment contributions, the Grantee's income
or gross receipts, any other taxes. insurance or expenses for the Grantee or its staff shall be the sole
responsibility of the Grantee.
40. TERMINATION FOR CAUSE
In the event COMMERCE determines the Grantee has failed to comply with the conditions of this
contract in a timely manner, COMMERCE has the right to suspend or terminate this contract. Before
suspending or terminating the contract, COMMERCE shall notify the Grantee in writing of the need
to take corrective action. If corrective action is not taken within 30 calendar days, the contract may
be terminated or suspended.
In the event of termination or suspension, the Grantee shall be liable for damages as authorized by
law including, but not limited to, any cost difference between the original contract and the replacement
or cover contract and all administrative costs directly related to the replacement contract, e.g., cost of
the competitive bidding. mailing, advertising and staff time.
COMMERCE reserves the right to suspend all or part of the contract, withhold further payments, or
prohibit the Grantee from incurring additional obligations of funds during investigation of the alleged
compliance breach and pending corrective action by the Grantee or a decision by COMMERCE to
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terminate the contract. A termination shall be deemed a "Termination for Convenience" if it is
determined that the Grantee: (1) was not in default; or (2) failure to perform was outside of his or her
control. fault or negligence.
The rights and remedies of COMMERCE provided in this contract are not exclusive and are, in
addition to any other rights and remedies, provided by law.
41. TERMINATION FOR CONVENIENCE
Except as otherwise provided in this Contract, COMMERCE may, by ten (10) business days' written
notice, beginning on the second day after the mailing, terminate this Contract, in whole or in part. If
this Contract is so terminated, COMMERCE shall be liable only for payment required under the terms
of this Contract for services rendered or goods delivered prior to the effective date of termination.
42. TERMINATION PROCEDURES
Upon termination of this contract, COMMERCE. in addition to any other rights provided in this
contract, may require the Grantee to deliver to COMMERCE any property specifically produced or
acquired for the performance of such part of this contract as has been terminated. The provisions of
the "Treatment of Assets" clause shall apply in such property transfer.
COMMERCE shall pay to the Grantee the agreed upon price, if separately stated, for completed work
and services accepted by COMMERCE, and the amount agreed upon by the Grantee and
COMMERCE for (i) completed work and services for which no separate price is stated. (ii) partially
completed work and services, (iii) other property or services that are accepted by COMMERCE, and
(iv)the protection and preservation of property, unless the termination is for default, in which case the
Authorized Representative shall determine the extent of the liability of COMMERCE. Failure to agree
with such determination shall be a dispute within the meaning of the"Disputes"clause of this contract.
COMMERCE may withhold from any amounts due the Grantee such sum as the Authorized
Representative determines to be necessary to protect COMMERCE against potential loss or liability.
The rights and remedies of COMMERCE provided in this section shall not be exclusive and are in
addition to any other rights and remedies provided by law or under this contract.
After receipt of a notice of termination, and except as otherwise directed by the Authorized
Representative, the Grantee shall:
A. Stop work under the contract on the date. and to the extent specified, in the notice;
B. Place no further orders or subcontracts for materials, services, or facilities except as may be
necessary for completion of such portion of the work under the contract that is not terminated;
C. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the
Authorized Representative, all of the rights, title, and interest of the Grantee under the orders
and subcontracts so terminated, in which case COMMERCE has the right, at its discretion, to
settle or pay any or all claims arising out of the termination of such orders and subcontracts;
D. Settle all outstanding liabilities and all claims arising out of such termination of orders and
subcontracts. with the approval or ratification of the Authorized Representative to the extent
the Authorized Representative may require, which approval or ratification shall be final for all
the purposes of this clause;
E. Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent directed
by the Authorized Representative any property which, if the contract had been completed,
would have been required to be furnished to COMMERCE;
F. Complete performance of such part of the work as shall not have been terminated by the
Authorized Representative; and
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G. Take such action as may be necessary, or as the Authorized Representative may direct, for
the protection and preservation of the property related to this contract, which is in the
possession of the Grantee and in which COMMERCE has or may acquire an interest.
43. TREATMENT OF ASSETS
Title to all property furnished by COMMERCE shall remain in COMMERCE. Title to all property
furnished by the Grantee, for the cost of which the Grantee is entitled to be reimbursed as a direct
item of cost under this contract. shall pass to and vest in COMMERCE upon delivery of such property
by the Grantee. Title to other property, the cost of which is reimbursable to the Grantee under this
contract, shall pass to and vest in COMMERCE upon (i) issuance for use of such property in the
performance of this contract, or(ii)commencement of use of such property in the performance of this
contract, or(iii) reimbursement of the cost thereof by COMMERCE in whole or in part, whichever first
occurs.
A. Any property of COMMERCE furnished to the Grantee shall. unless otherwise provided herein
or approved by COMMERCE, be used only for the performance of this contract.
B. The Grantee shall be responsible for any loss or damage to property of COMMERCE that
results from the negligence of the Grantee or which results from the failure on the part of the
Grantee to maintain and administer that property in accordance with sound management
practices.
C. If any COMMERCE property is lost, destroyed or damaged, the Grantee shall immediately
notify COMMERCE and shall take all reasonable steps to protect the property from further
damage.
D. The Grantee shall surrender to COMMERCE all property of COMMERCE prior to settlement
upon completion, termination or cancellation of this contract.
E. All reference to the Grantee under this clause shall also include Grantee's employees, agents
or Subcontractors.
44. WAIVER
Waiver of any default or breach shall not be deemed to be a waiver of any subsequent default or
breach. Any waiver shall not be construed to be a modification of the terms of this Contract unless
stated to be such in writing and signed by Authorized Representative of COMMERCE.
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Attachment A: SCOPE OF WORK:
Scope of Work
Water: The project is a 17-acre neighborhood that does not have water service on site. The
improvements will make connections at the water services on the perimeter of the property into the
interior of the property for the 136 homes planned. Phase 1 includes 24 units.
Sewer: The project is a 17-acre neighborhood that does not have sewer/wastewater service on site. The
improvements will make connections at a sewer main on the perimeter of the property into the interior of
the property for the 136 homes planned. This will include onsite grinder pump installations. Phase 1
includes 24 units.
Stormwater: The project is a 17-acre neighborhood of 136 homes. The improvements will ensure that
stormwater runoff can be managed on site. Phase 1 includes 24 units.
Project Requirements
Based on the criteria within the state capital budget, SB 5195 Sec 1020. and criteria developed by
Commerce to ensure the terms of the appropriation are met, all grants must meet the following criteria:
• Applicant must be a city, county or public utility district, applying in coordination with the
developer of a affordable housing project, located within a jurisdiction that imposed a sales and
use tax under RCW 82.14.530(1)(a)(ii), 82.14.530(1)(b)(i)(B), 82.14.540, or 84.52.105.
• The utility project must serve new affordable housing projects that serve and benefit low-income
households as defined by RCW 43.185A.010 for at least 25 years. If the project is a mixed-
income project, the affordable portion of the development must be at least 25%. (See Appendix
C, Commitment of Continued Affordability.)
• Project work, meaning breaking ground and starting the construction process, must start by
January. 2028.
• For system development charge waiver reimbursement, jurisdictions must have an adopted fee
waiver program, and documentation that the fees have been waived for the affordable housing
units by each provider for water, sewer, and stormwater, in accordance with the budget. See
Appendix B. Budget.
CERTIFICATION PERFORMANCE MEASURE — SCOPE OF WORK
The GRANTEE, by its signature, certifies that the declaration set forth above has been reviewed and
approved by the GRANTEE as of the date and year written below.
�. f a•"e
6/8/2026 112:11 PM PDT
Josh Peters, Jefferson County Administrator Date
Jefferson County
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VVI.UJIVII CI Iveiup IL).YrJ IMYJO'JYV I-VG/1J-UJGV-CYVG I I JCI MVO
Attachment B: CHIP Budget
Type of Cost Recipient Amount
Waived system
development charges Jurisdiction or public utility waiving the SDCs: $0
(SDCs)for Water
Waived system
development charges Jurisdiction or public utility waiving the SDCs: $0
for sewer
Waived system
development charges Jurisdiction or public utility waiving the SDCs: $0
for Stormwater
Utility improvement
costs as detailed in Pass through funding to affordable housing $999 576.35
Attachment A: Scope of project costs
Work
Contract Total $999,576.35
CHIP funds can pay for the system development charges for the affordable units. All costs related to
CHIP funding must be submitted for reimbursement no later than June 30, 2027, or revised contract end
date if reappropriated. Calculations and SDC waiver documentation, along with the ordinance and fee
schedule must be provided with the invoice for SDCs.
CERTIFICATION OF THE AVAILABILITY OF FUNDS TO COMPLETE THE ENTIRE PROJECT
CERTIFICATION PERFORMANCE MEASURE -AVAILABILITY OF FUNDS
The GRANTEE by its signature, certifies that GRANTEE has received binding assurances from the
Project Developer or other relevant party that project funding from sources other than those provided by
this Grant Agreement has either been expended for eligible Project expenses, or is committed in writing
and available and will remain committed and available solely and specifically for carrying out the
purposes of this Project as described in elsewhere in this Grant Agreement, as of the date and year
written below. The GRANTEE shall maintain records sufficient to evidence that the Project Developer
has expended or has access to the funds needed to complete the Project, and shall make such records
available for COMMERCE's review upon reasonable request.
SIgned by
23. Pdre .*
81 E54FC36BCE4B t
6/8/2026 112:11 PM PDT
Josh Peters. Jefferson County Administrator Date
Jefferson County
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Attachment C: Commitment of Continued Affordability
HFHEJC adopted its Permanent Affordability Policy in 2021. Following program development, the first
homes were sold under this model in May 2023. As part of the closing process, each homeowner signs a
Permanent Affordability (PA)Agreement (Ground Lease)which protects the home's affordability for the
long-term. The initial community investment is recycled over and over with each sale and purchase of the
home.
If the project is NOT already monitored for affordability by an organization such as the Housing Trust
Fund, The Washington State Housing Finance Commission, a housing authority, or a local government
monitoring process, then the following is required:
• The project must be enrolled in Commerce's Tracking Housing Affordability Database
(THAD), for receiving annual reports and conducting 5-year audits.
• The project must provide a covenant and/or note and deed of trust naming Commerce as
part of securitization.
• The project must maintain records for 31 years in accordance with the Records
Maintenance in contract General Terms and Conditions.
For the purposes of this contract,the utility project must serve new affordable housing projects that serve and
benefit low-income households for at least 25 years.
"Affordable housing" has the same meaning as in RCW 43.185A.010,and means residential housing for rental
occupancy which,as long as the same is occupied by low-income households, requires payment of monthly
housing costs, including utilities other than telephone,of no more than thirty percent of the family's income. In the
context of homeownership,the definition from the Housing Trust Fund Handbook applies(Section 701.7):
"affordability occurs when a household's monthly housing costs are generally no more than 38 percent of monthly
household income and total debt is no more than 45 percent of monthly household income. Housing costs include
mortgage principal, interest, property taxes, homeowner insurance, homeowner association fees, and land lease
fees,as applicable.Total debt includes other debt and utilities."
1"Low-income household" has the same definition as in RCW 43.185.010(6),and means a single person,family or
unrelated persons living together whose adjusted income is less than eighty percent of the median family income,
adjusted for household size,for the county where the project is located.
Mason Street-Workforce
Housing Project Phase 1
County and parcel number(s) Jefferson County, Parcel#
of property: 901023007
Organization monitoring Habitat for Humanity of
continued affordability: East Jefferson County
Term of affordability: Permanently
Documentation evidencing Permanent Affordability
securitization of affordability Agreement Ground Lease
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Enter Number of Units in each category below:
30% AMI- Studio
30% AMI- 1 Bedroom
30% AMI- 2 Bedroom
30% AMI- 3 Bedroom
30% AM1- Other
50% AMI- Studio
50% AMI- 1 Bedroom
50% AM1- 2 Bedroom 4
50% AM1- 3 Bedroom 5
50% AMI- Other
60% AMI- Studio
60% AMI- 1 Bedroom 1
60% AMI- 2 Bedroom 22
60% AMI- 3 Bedroom 22
60% AMI- Other 2
80% AMI- Studio
80% AMI- 1 Bedroom 2
80% AMI- 2 Bedroom 9
80% AMI- 3 Bedroom 8
80% AMI- Other 1
The GRANTEE by its signature, certifies that the project will be monitored to ensure continued
affordability for a minimum of 25 years, evidenced by documentation listed above. The GRANTEE shall
maintain records sufficient to evidence the continued affordability, and that it will retain and shall make
such records available for COMMERCE's review upon reasonable request.
C;10./.
Bgned Dy
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e,e acc eecF4r 6/8/2026 112:11 PM PDT
Josh Peters, Jefferson County Administrator Date
Jefferson County
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