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HomeMy WebLinkAbout012317_ca04Consent Agenda Commissioners Office JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Board of County Commissioners Philip Morley, County Administrator FROM: Leslie Locke, Executive Assistant DATE: January 23, 2017 SUBJECT: AGREEMENT (4) re: 2017 Community Services Grant Funding; 1) In the Amount of $4,910; Jefferson County Fair Association; 2) In the Amount of $3,120; Gardiner Community Center; 3) In the Amount of $137,150; Olympic Community Action Program (OlyCAP); and 4) In the Amount of $13,620; Port Townsend Senior Association STATEMENT OF ISSUE: This agreement provides grant funding for 2017 to certain non-profit agencies for the provision of various community services to the citizens of Jefferson County. This funding has been budgeted from the general fund. FISCAL IMPACT: Jefferson County Fair Association: $4,910 Gardiner Community Center: $3,120 Olympic Community Action Program: $137,150 Port Townsend Senior Association: $13,620 RECOMMENDATION: Approve and sign the agreements. Date AGREEMENT By and Between THE PORT TOWNSEND SENIOR ASSOCIATION And JEFFERSON COUNTY 2017 Community Services Grant Funding Purpose: The purpose of this Community Services Grant is to ensure the continued availability and use of the Port Townsend Community Center for the general public and to ensure said facility provides a focal point to address the needs of the senior population in Port Townsend. Parties: This grant is to assist the PORT TOWNSEND SENIOR ASSOCIATION, hereinafter known as "SENIORS", a private non-profit corporation in the State of Washington, for the purposes provided herein, with funds allocated by Jefferson County, hereinafter know as "COUNTY," a municipal corporation. SECTION 1: SERVICES TO BE PERFORMED BY SENIORS A. The SENIORS agree to perform the following services to benefit the senior population in the Port Townsend area: 1. Provide daily operation of the Community Center including scheduling of events, program planning, activities, and building security. 2. Provide assistance to the senior population in meeting basic life sustaining and social needs. 3. Be a conduit and referral center for senior citizens to gain access to local, state, and federal programs. 4. Organize programs and activities to benefit the senior population. 5. Schedule use of the Community Center by community groups and organizations. a. Should a for-profit or not-for-profit entity, business, firm or agency (collectively a "lessee") seek from the Seniors exclusive use (based upon delineated and agreed upon hours and days of the week for said exclusive use) of a portion of a County owned community center for more than 80 hours per month in two or more months during any calendar year, and if Seniors propose to grant such use, the lessee shall be required to enter into a written lease with Jefferson County to govern the terms and obligations of said exclusive use, naming Seniors as a third party beneficiary for an appropriate portion of the net lease payment after expenses, consistent with Section 4 of this Agreement. Jefferson County will consult with Seniors in developing the terms of the lease and will comply with all 2017 Community Services Grant Funding with Port Townsend Senior Association laws regulating the lease of public property. Should Seniors reject a proposed lessee, then they shall so inform the County in writing explaining why they made such a decision. The County reserves the right to negotiate with the Seniors regarding the suitability of a proposed lessee who has been rejected by the Seniors. 6. Purchase of necessary operating supplies including but not limited to desks, tables, chairs, office supplies. Cleaning and facility operating supplies shall be approved by Jefferson County Facilities Division. 7. Purchase and replace interior light bulbs and fluorescent lamps as part of the operating supplies referred to in Subsection 6 above. Brand and style of lamps are to be approved by Jefferson County Facilities Division. All used fluorescent tubes shall be boxed and returned to Jefferson County Facilities Division for disposal. 8. Provide and manage the daily custodial functions of the main floor of the Port Townsend Community Center, including but not limited to restrooms, floor care, room set up and minor emergency plumbing such as plugged or overflowing toilets. To ensure quality of care, guidance shall be received from Jefferson County Facilities Division as outlined in Attachment A. 9. Pay telephone services charges. 10. Work cooperatively with the American Red Cross and Jefferson County Department of Emergency Management in the event of an emergency to provide the use of the county owned facility as a mass care shelter. B. Reporting/Notification Responsibilities of the Port Townsend Senior Association: 1. Provide to the COUNTY at least quarterly a statistical report of Center use, services, programs and activities, and a report of the costs (including but not limited to utility, and operating and cleaning supplies costs) as well as a report of all revenues from rentals or lease agreements of the Community Center. 2. Notify the COUNTY of changes in the use that may significantly impact water consumption, sewage disposal, electrical consumption and/or normal wear and tear of the Community Center. 3. All SENIORS financial and program records with respect to any matters covered by this Agreement shall be made available to the County at any time during normal business hours to allow the County to verify quarterly reports and to inspect, audit and make copies of any relevant data. SECTION 2: RESPONSIBILITIES OF JEFFERSON COUNTY A. Assure that the Port Townsend Community Center is available for use by the senior population, including financial responsibility for the following: Page 2 of 6 2017 Community Services Grant Funding with Port Townsend Senior Association 1. Utilities (electrical power and water); 2. Garbage Pick-up and Disposal; 3. Heating Fuel; and 4. Maintenance and repair of real property (building, parking lot, water, and sewer) including but not limited to plumbing, kitchen equipment, floor repair, and exterior lighting. B. The COUNTY will provide the SENIORS a Community Services Grant to be used in support of their responsibilities as defined under this Agreement. The Community Services Grant will be for a total of $13,620 for 2017. The grant will be broken into Senior Programs and Building Maintenance as outlined below. 1. The Senior Program grant is in the sum of $10,099.00 for 2017. Quarterly payments of $2,524.75 will be made, beginning with the first quarter of 2017. 2. The Building Maintenance grant is in the sum of $3,521.00 for 2017. Quarterly payments of $880.25 will be made, beginning with the first quarter of 2017. Quarterly payments are predicated on quarterly reports defined in Section 1. SECTION 3: SENIOR NUTRITION PROGRAM Activities under this Agreement shall include support of the Senior Nutrition Programs with use of the Kitchen at no additional cost to the SENIORS or organization providing the Senior Nutrition Program, except such organization may be required to pay direct costs for use of the Kitchen, including but not limited to utilities used and a prorated share of maintenance, replacement or depreciation of Kitchen equipment. SECTION 4: EXCESS RENTAL AND LEASE INCOME A. SENIORS will retain all income derived from the rental or lease of the Community Center in order to support the costs of its responsibilities as described in this Agreement, except as provided in Section 1.A.5. and in Section 4.13. and 4.C. B. If the income derived from lease after expenses or rental of the Community Center exceeds the Community Services Grant as outlined in Section 2.B., which is an amount of thirteen thousand six hundred and twenty dollars and no cents ($13,620) in calendar year 2017, then the excess revenues will be split with the SENIORS receiving 50% and the COUNTY receiving 50%. C. Payment by the SENIORS to the COUNTY of the COUNTY's portion of the excess revenues will be made in the first quarter of the year following the year the excess occurred. Page 3 of 6 2017 Community Services Grant Funding with Port Townsend Senior Association SECTION 5: TERM This Agreement shall be for a term of one year, commencing on January 1, 2017 and ending December 31, 2017, unless renewed by mutual agreement of the parties, except that any excess rental income to be shared with the COUNTY for the year 2017 shall be calculated and paid to the COUNTY during the first quarter of 2018. SECTION 6: ASSIGNMENT Either party to the Agreement shall not assign this Agreement, except by signed amendment. SECTION 7: MODIFICATION This Agreement may be modified during the term of the Agreement by mutual agreement of the parties and appended in writing to the Agreement. SECTION 8: TERMINATION The Agreement may be terminated, upon thirty (30) days written notice for any material breach of any of the terms of the Agreement by either party. After receipt of notice, and before termination, the party in default may cure the defect, in which case the Agreement shall continue in force for the full term. The COUNTY shall be refunded a pro -rated share of the agreed funding upon termination based upon the balance of time remaining in the term unless otherwise negotiated. SECTION 9: AGREEMENT TO COMPLY WITH APPLICABLE LAWS The SENIORS shall comply with all Federal, State, and local laws and ordinances applicable to the work to be done under this Agreement. This Agreement shall be interpreted and construed in accord with the laws of the State of Washington and the venue shall be in Jefferson County, WA. SECTION 10: HOLD HARMLESS The SENIORS shall indemnify and hold the COUNTY, and its officers, employees, and agents 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 the SENIORS' negligence or breach of an of its obligations under this Agreement; provided that nothing herein shall require the SENIORS to indemnify the COUNTY against and hold harmless the COUNTY from claims, demands or suits based solely upon the conduct of the COUNTY, its officers, employees, and agents, and; provided further that if the claims or suits are caused by or result from the concurrent negligence of. (a) the SENIORS' agents or employees; and, (b) the COUNTY, its officers, employees and agents, this indemnity provision with respect to claims or suits based upon such negligence, and or the costs to the COUNTY of defending such claims and suits, etc., shall be valid and enforceable only to the extent of the SENIORS' negligence, or the negligence of the SENIORS' agents or employees. Page 4 of 6 2017 Community Services Grant Funding with Port Townsend Senior Association The SENIORS specifically assumes potential liability for actions brought against the COUNTY by the SENIORS' employees, including all other persons engaged in the performance of any work or service required of the SENIORS under this Agreement and, solely for the purpose of this indemnification and defense, the Contractor specifically waives any immunity under the state industrial insurance law, Title 51 RCW. The SENIORS recognizes that this waiver was specifically entered into pursuant to provisions of RCW 4.24.115 and was subject of mutual negotiation. SECTION 11: INDEPENDENT CONTRACTOR The SENIORS and the COUNTY agree that the SENIORS are an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither the SENIORS nor any employee of the SENIORS shall be entitled to any benefits accorded County employees by virtue of the services provided under this Agreement. The COUNTY shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to the SENIORS, or any employee of the SENIORS. SECTION 12: INSURANCE The SENIORS shall obtain and keep in force during the term of the Agreement, or as otherwise required, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to RCW 48: Worker's Compensation and Employer's Liability insurance as may be required by the State of Washington. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed this day of , 2016. Attest: Carolyn Avery, Deputy Clerk of the Board Approve s to Form: Michael Haas ( 212 2 f 16 Prosecuting Attor ey JEFFERSON COUNTY BOARD OF COMMISSIONERS Kathleen K1er, Chair Port T send Se 'or Association President Page 5 of 6 Date 2017 Community Services Grant Funding with Port Townsend Senior Association ATTACHMENT A CUSTODIAL DUTIES At the Port Townsend Community Center Required by the 2017 Community Services Grant Contract With the Port Townsend Senior Association Daily: Clean and sanitize restrooms Empty trash cans Bi -Weekly: Vacuum all carpets Tri -weekly: Sweep and mop all hard floors Annually: Wash windows Wipe down all doors and woodwork Assist county staff with heavy maintenance of all floors. Other: Set-up rooms as directed by building manager. Page 6 of 6 AGREEMENT By and Between THE JEFFERSON COUNTY FAIR ASSOCIATION And JEFFERSON COUNTY 2017 Community Services Funding Purpose: The purpose of this Community Services Funding is to ensure the continued availability, use and maintenance of the Jefferson County Fair Grounds and to ensure said facility is available to the general public and for the event informally known as the "County Fair". Parties: The JEFFERSON COUNTY FAIR ASSOCIATION, hereinafter known as "ASSOCIATION", a private non-profit corporation, and is an entity provided funds allocated by JEFFERSON COUNTY, hereinafter known as "COUNTY", a Washington municipal corporation and political subdivision of the State of Washington. Whereas, on June 12, 2000 the ASSOCIATION and the COUNTY executed a memorandum of understanding outlining mutual obligations whereby the ASSOCIATION agreed to operate and maintain the Jefferson County Fair Grounds, and organize and operate the Jefferson County Fair; and Whereas, the parties wish to re-establish and make more precise their duties and obligations to one another; and Whereas, the benefits to the COUNTY include but are not limited to the ASSOCIATION providing citizens of Jefferson County an annual County Fair as well as other public activities on the County Fair Grounds including camping; the ASSOCIATION providing repair and maintenance of grounds and County owned buildings and improvements located at the County Fair Grounds; and the ASSOCIATION providing risk management for activities at the Fair Grounds; and Whereas, the COUNTY wishes to support the ASSOCIATION'S responsibilities for the Fair Grounds and the County Fair and the operations thereof; and Whereas, good and valuable consideration, as described above, has been bargained for and exchanged by the parties in support of this Agreement, Now, Therefore, the ASSOCIATION and COUNTY agree as follows: SECTION 1: RESPONSIBILITIES OF THE ASSOCIATION A. Operate the Jefferson County Fair Grounds and all the buildings and facilities located there. Operate, as used in this Agreement, shall be defined to include, but not be limited to, establishing, promulgating and implementing policies for use of the County Fair Grounds (and the structures located there) by business invitees, licensees, guests and the public, the scheduling, renting and management of all buildings, facilities and campgrounds; contracting 2017 Community Services Funding with Jefferson County Fair Association with vendors; booth operators; security forces; local law enforcement agencies; ticket takers; ride operators and the like. B. Organize, operate and supervise a recurring event to be commonly known as the "County Fair", including, but not limited to, contracting with vendors, booth operators, security forces, local law enforcement agencies, ticket takers, ride operators and the like. C. Maintain the real property known commonly as the Jefferson County Fair Grounds and all the buildings and facilities located there. Maintenance shall include, but not be limited to, routine maintenance activities that are intended to keep the facilities and buildings in good repair, appearance, and working order. The ASSOCIATION shall provide materials and labor for these routine maintenance activities. D. Employ such persons as may be necessary. In doing so, the ASSOCIATION shall comply with all State and Federal Laws and regulations dealing with employee and contracted service. The ASSOCIATION shall be responsible for its internal payroll accounting, including, but not limited to, withholding, where applicable, of federal, state and local taxes. E. The ASSOCIATION will not discriminate against any person in performance of ASSOCIATION's responsibilities under this Agreement or in the selection and retention of employees or procurement of materials or supplies on the basis of age, sex, marital status, sexual orientation, religion, creed, race, color, national origin, honorably discharged veteran or military status, or the presence of any sensory, mental, or physical disability or the use of a trained dog guide or service animal by a person with a disability, unless based upon a bona fide occupational qualification. F. Manage the risks and hazards associated with events and activities at the Fair Grounds in a manner satisfactory to the COUNTY and the Washington Counties Risk Pool. The ASSOCIATION shall specifically manage for risks associated with the use and maintenance of the facilities, including but not limited to participation agreements for all events utilizing fair ground facilities for which a fee is charged, and the identification and mitigation of building and facility hazards. G. Use Jefferson County Treasurer's Revenues/Cash Handling Policies and Procedures manual when handling revenues for the County Fair. Follow the County Auditor's procedures for processing expenditures, tracking capital assets, budgeting and reconciliation of revolving funds. SECTION 2: RESPONSIBILITIES OF THE COUNTY A. Risk Management services including walk-through of facilities, and assistance in the review of contracts, operating procedures, cash handling procedures and the like, as requested by the ASSOCIATION, or as may be initiated by the COUNTY. B. As requested by the ASSOCIATION, assist the ASSOCIATION in attaining appropriate liability and other insurance coverage. Expenses for such liability and other insurance Page 2 of 6 2017 Community Services Funding with Jefferson County Fair Association coverage shall be paid in their entirety by the ASSOCIATION. C. Provide the services of the offices of the Jefferson County Treasurer and Auditor to the extent said offices provide services to other County departments. However, payroll services are not provided and are provided by the ASSOCIATION as specified in Section 1.D of this Agreement. SECTION 3: COMMUNITY SERVICES GRANT A. The COUNTY will provide the ASSOCIATION grant funds to be used in support of their responsibilities as defined under this Agreement. B. Said grant is in the sum of $4,910 for 2017, payable as a lump sum payment. C. Said grant funds may not be utilized for any other expenses other than those related to carrying out the responsibilities outlined in Section 1. SECTION 4: TERM This Agreement shall be for a term of one year, commencing on January 1, 2017 and ending December 31, 2017. All activities performed pursuant to this Agreement within its term and prior to its execution are hereby ratified. SECTION 5: ASSIGNMENT Either party to the agreement shall not assign this Agreement, except by signed amendment. SECTION 6: MODIFICATION This Agreement may be modified during the term of the agreement by mutual agreement of the parties and appended in writing to the Agreement. SECTION 7: TERMINATION The Agreement may be terminated, upon thirty (30) days written notice for any material breach of any of the terms of the Agreement by either party. After receipt of notice, and before termination, the party in default may cure the defect, in which case the Agreement shall continue in force for the full term. The COUNTY shall be refunded a pro -rated share of the agreed funding upon termination based upon the balance of time remaining in the term unless otherwise negotiated. SECTION 8: AGREEMENT TO COMPLY WITH APPLICABLE LAWS ASSOCIATION shall comply with all Federal, State, and local laws and ordinances applicable to the work to be done by it pursuant to this Agreement. This Agreement shall be interpreted and construed in accord with the laws of the State of Washington and venue shall be in Jefferson Page 3 of 6 2017 Community Services Funding with Jefferson County Fair Association County, WA. SECTION 9: HOLD HARMLESS All services to be rendered or performed under this Agreement will be performed or rendered entirely at the ASSOCIATION's own risk and ASSOCIATION expressly agrees to hold harmless the COUNTY and all of its officers, agents, employees, or otherwise, from any and all liability, loss or damage, including reasonable costs of defense that they may suffer as a result of claims, demands, actions or damages to any and all persons or property, costs or judgments against the COUNTY which result from, arise out of, or are in any way connected with the services to be performed by the ASSOCIATION under this Agreement. ASSOCIATION specifically assumes potential liability for actions brought against the COUNTY by ASSOCIATION's employees, including all other persons engaged in the performance of any work or service required of ASSOCIATION under this Agreement and, solely for the purpose of this indemnification and defense, ASSOCIATION specifically waives any immunity under the state industrial insurance law, Title 51 RCW. ASSOCIATION recognizes that this waiver was specifically entered into pursuant to provisions of RCW 4.24.115 and was subject of mutual negotiation. SECTION 10: INDEPENDENT CONTRACTOR The ASSOCIATION and the COUNTY agree that the ASSOCIATION is an independent contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither the ASSOCIATION nor any employee of the ASSOCIATION shall be entitled to any benefits accorded COUNTY employees by virtue of the services provided under this agreement. The COUNTY shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, or otherwise assuming the duties of an employer with respect to the ASSOCIATION, or any employee of the ASSOCIATION. SECTION 11: INSURANCE The ASSOCIATION shall obtain and keep in force during the term of the Agreement, or as otherwise required, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to RCW 48. Worker's Compensation and Employer's Liability insurance as required by the State of Washington. 2. Commercial Automobile Liability Insurance providing bodily injury and property damage liability coverage for all owned and non -owned vehicles assigned to or used in the performance of the work for a combined single limit of not less than $1,000,000 per occurrence in connection with the ASSOCIATION's performance of the Agreement. a. Owned Automobiles; b. Hired Automobiles, and; Page 4 of 6 2017 Community Services Funding with Jefferson County Fair Association C. Non -owned Automobiles 3. General Commercial Liability Insurance in an amount not less than a single limit of one million dollars ($1,000,000.00) per occurrence and a aggregate of not less than two (2) times the occurrence amount ($1,000,000.00 minimum) for bodily injury, including death and property damage, unless a greater amount is specified in the contract specifications. The insurance coverage shall contain no limitations on the scope of the protection provided and include the following minimum coverages: a. Broad Form Property Damage, with no employee exclusion; b. Personal Injury Liability, including extended bodily injury; C. Broad Form Contractual/Commercial Liability - including: completed operations; d. Premises - Operations Liability (M&C); e. Independent Contractors and subcontractors; f. Blanket Contractual Liability. 4. Said general commercial liability policy shall name the COUNTY as an additional insured and shall include a provision prohibiting cancellation or reduction of coverage of said policy except upon thirty (30) days prior written notice to the COUNTY. Certificates of coverage as required by this Section shall be delivered to the COUNTY within thirty (30) days of execution of this Agreement. 5. The COUNTY may, upon the ASSOCIATION'S failure to comply with any or all provisions of this Agreement relating to insurance, withhold payment or compensation that would otherwise be due to the ASSOCIATION. 6. If the proof of insurance or certificate indicating the COUNTY is an "additional insured" to a policy obtained by the ASSOCIATION refers to an endorsement (by number or name) but does not provide the full text of that endorsement, then it shall be the obligation of the ASSOCIATION to obtain the full text of that endorsement and forward that full text to the COUNTY. 7. All insurance policies obtained by ASSOCIATION in order to comply with this Section shall be primary and non-contributory as against any coverage for third party liability claims obtained and retained by the COUNTY through Ch. 48.62 RCW "Risk Pool." 8. It is agreed by the parties that insurers shall have no right of recovery or subrogation against the COUNTY (including its employees and other agents and agencies), it being the intention of the parties that the insurance policies so affected shall protect both parties and be primary coverage for any and all losses covered by the above described insurance. 9. The insurance maintained by the ASSOCIATION under this agreement shall not in any manner limit or qualify the liabilities or obligations of the ASSOCIATION under this agreement. Page 5 of 6 2017 Community Services Funding with Jefferson County Fair Association SECTION 12. ENTIRE AGREEMENT This Agreement together with attachments or addenda, and with the June 12, 2000 memorandum of understanding, represents the entire and integrated agreement between the COUNTY and the ASSOCIATION and supersedes all prior negotiations, representations, or agreements written or oral. SECTION 13. SEVERABILITY If a court of competent jurisdiction holds any provision of the Agreement to be illegal, invalid or unenforceable, in whole or in part, the validity of the remaining provisions will not be affected, and the parties' rights and obligations will be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. If any provision of the Agreement conflicts with any statutory provision of the State of Washington, the provision will be deemed inoperative to the extent of the conflict or modified to conform to statutory requirements. Notwithstanding the foregoing, if such modification or elimination would materially and adversely alter the rights or obligations of a party, such party may terminate this Agreement by written notice to the other. APPROVED and signed this day of Attest: Carolyn Avery, Deputy Clerk of the Board Approved as to Form: d�2 Michael Haas i I ��- (Z.►c ` Prosecuting Attorney , 2016. JEFFERSON COUNTY BOARD OF COMMISSIONERS Kathleen Kler, Chair Date JEFFERSON COUNTY FAIR ASSOCIATION Bill McIntire, President Page 6 of 6 Date AGREEMENT By and Between OLYMPIC COMMUNITY ACTION PROGRAMS, OlyCAP And JEFFERSON COUNTY For Community Services Grant Funding, 2017 Purpose: The purpose of this Community Services Grant is to promote community-based services for the benefit of Jefferson County residents. Parties: This grant is to assist Olympic Community Action Programs, hereinafter known as "OLYCAP," a private, non-profit corporation in the State of Washington, for the purposes provided herein, with funds allocated by Jefferson County, hereinafter known as "COUNTY," a municipal corporation. SECTION 1: SERVICES TO BE PERFORMED BY OLYCAP A. OLYCAP shall use its capacities to continue to operate the TRI -AREA, QUILCENE and BRINNON COMMUNITY CENTERS which includes: 1. Provide daily operation of the Centers including scheduling of events, program planning and activities, and building security. 2. Provide assistance to the senior population in meeting basic life-sustaining and social needs. 3. Be a conduit and referral center for senior citizens to gain access to local, state and federal programs. 4. Schedule use of the Centers by community groups and organizations. a. Should a for-profit or not-for-profit entity, business, firm or agency (collectively a "lessee") seek exclusive use (based upon delineated and agreed upon hours and days of the week for said exclusive use) of a portion of a County owned community center for more than 80 hours per month in two or more months during any calendar year, then the lessee shall be required to enter into a written lease with Jefferson County to govern the terms and obligations of said exclusive use, naming OlyCAP as a third party beneficiary for an appropriate portion of the lease payment. Jefferson County will consult with OlyCAP in developing the terms of the lease and will comply with all laws regulating the lease of public property. 5. Purchase of necessary operating supplies. Cleaning and facility operating supplies shall be approved by Jefferson County Facilities Division. 2017 Community Services Grant Agreement with Olympic Community Action Program (OlyCAP) 6. Purchase and replace interior light bulbs and fluorescent lamps as part of the operating supplies referred to in paragraph 5 above. Brand and style of lamps are to be approved by Jefferson County Facilities Division. All used fluorescent tubes shall be boxed and returned to Jefferson County Facilities Division for disposal. 7. Provide and manage routine custodial functions including but not limited to restrooms, floor care, room set up and minor emergency plumbing such as plugged or overflowing toilets. To ensure quality of care, OlyCAP shall receive guidance from the Jefferson County Facilities Division as outlined in Attachment A. 8. Provide general landscaping and grounds maintenance. 9. Pay utility service charges, which may include but are not limited to telephone, garbage, water and electrical services. 10. Appoint local advisory boards, one for each community center. 11. Work cooperatively with the American Red Cross and Jefferson County Department of Emergency Management in the event of an emergency to provide the use of the county owned facilities as mass care shelters. B. Reporting/Notification Responsibilities of OlyCAP. 1. Provide to the COUNTY a quarterly statistical report of Center use, services, programs and activities of each Center -based program, a report of Center costs (including but not limited to utility, and operating and cleaning supplies costs), as well as a report of all revenues from rentals or lease agreements of the Centers, and a billing for monthly payment through the Community Services Grant. 2. Notify the COUNTY of changes in the use that may significantly impact normal wear and tear of a Community Center. All OlyCAP financial and program records with respect to any matters covered by this Agreement shall be made available to the County at any time during normal business hours to allow the County to verify quarterly reports and to inspect, audit and make copies of any relevant data. SECTION 2: RESPONSIBILITIES OF JEFFERSON COUNTY A. The COUNTY agrees to provide for maintenance and repair of real property (building and parking lot, and any on-site water and septic systems) including but not limited to maintenance and repair of utility lines, plumbing, kitchen equipment, floor repair, and exterior lighting. B. The COUNTY will provide OlyCAP with a grant to meet the purpose and for services performed under this Agreement. The grant shall be in the total sum of $137,150 for calendar year 2017. Grant payments shall be made monthly. Payments are predicated on quarterly reports defined in Subsection I.B. Page 2 of 6 2017 Community Services Grant Agreement with Olympic Community Action Program (OlyCAP) SECTION 3: TERM This Agreement shall be for a term of one year, commencing on January 1, 2017 and ending December 31, 2017. SECTION 4. RENTAL AND LEASE INCOME OlyCAP will retain all income derived from the rental or lease of the Community Centers in order to support the costs of its responsibilities as described in this Agreement, except as provided in Subsection 1.A.4. SECTION 5: ASSIGNMENT Either party to the Agreement shall not assign this Agreement, except by signed amendment SECTION 6: MODIFICATION This Agreement may be modified during the term of the Agreement by mutual agreement of the parties and appended in writing to the Agreement. SECTION 7: TERMINATION The Agreement may be terminated, upon thirty (3 0) days written notice for any material breach of any of the terms of the Agreement by either party. After receipt of notice, and before termination, the party in default may cure the defect, in which case the Agreement shall continue in force for the full term. The COUNTY shall be refunded a pro -rated share of the agreed funding upon termination based upon the balance of time remaining in the term unless otherwise negotiated. SECTION 8: AGREEMENT TO COMPLY WITH APPLICABLE LAWS OLYCAP shall comply with all Federal, State, and local laws and ordinances applicable to the work to be done under this Agreement. This Agreement shall be interpreted and construed in accord with the laws of the State of Washington and venue shall be in Jefferson County, WA. SECTION 9: HOLD HARMLESS OLYCAP shall indemnify and hold the COUNTY, and it officers, employees and agents 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 OLYCAP's negligence or breach of any of its obligations under this Agreement; provided that nothing herein shall require OLYCAP to indemnify the COUNTY against and hold harmless the COUNTY from claims, demands or suits based solely upon the conduct of the COUNTY, its officers, employees and agents, and; provided further that if the claims or suits are caused by or result from the concurrent negligence of. (a) OLYCAP's agents or employees; and (b) the COUNTY, its officers, employees and agents, this indemnity provision with respect to claims or suits based upon such negligence, and/or the costs to the COUNTY of defending such claims and suits, etc., shall be valid and enforceable only to the extent of OLYCAP's negligence, or the negligence of OLYCAP's agents or employees. Page 3 of 6 2017 Community Services Grant Agreement with Olympic Community Action Program (OlyCAP) OLYCAP specifically assumes potential liability for actions brought against the COUNTY by OLYCAP's employees, including all other persons engaged in the performance of any work or service required of OLYCAP under this Agreement and, solely for the purpose of this indemnification and defense, OLYCAP specifically waives any immunity under the state industrial insurance law, Title 51 RCW. OLYCAP recognizes that this waiver was specifically entered into pursuant to provisions of RCW 4.24.115 and was subject of mutual negotiation. SECTION 10: INDEPENDENT CONTRACTOR OLYCAP and the COUNTY agree that OLYCAP is an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither OLYCAP nor any employee of OLYCAP shall be entitled to any benefits accorded County employees by virtue of the services provided under this Agreement. The COUNTY shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, or otherwise assuming the duties of an employer with respect to OLYCAP, or any employee of OLYCAP. SECTION 11: INSURANCE OLYCAP shall obtain and keep in force during the term of the contract, or as otherwise required, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to RCW 48. Worker's Compensation and Employer's Liability Insurance as required by the State of Washington. 2. Commercial Automobile Liability Insurance providing bodily injury and property damage liability coverage for all owned and non -owned vehicles assigned to or used in the performance of the work for a combined single limit of not less than $1,000,000 per occurrence in connection with OLYCAP's performance of the contract, including: a. Owned Automobiles; b. Hired Automobiles; and c. Non -owned Automobiles. 3. General Commercial Liability Insurance in an amount not less than a single limit of one million dollars ($1,000,000.00) per occurrence and an aggregate of not less than two (2) times the occurrence amount ($1,000,000.00 minimum) for bodily injury, including death and property damage, unless a greater amount is specified in the contract specifications. The insurance coverage shall contain no limitations on the scope of the protection provided and include the following minimum coverage: a. Broad Form Property Damage, with no employee exclusion; b. Personal Injury Liability, including extended bodily injury; c. Broad Form Contractual/Commercial Liability — including: completed operations; d. Premises — Operations Liability (M&C); e. Independent Contractors and subcontractors; f. Blanket Contractual Liability. Page 4 of 6 2017 Community Services Grant Agreement with Olympic Community Action Program (OlyCAP) 4. Said commercial automobile liability policy and general commercial liability policy shall name the County as an additional insured and shall include a provision prohibiting cancellation or reduction of coverage of said policy except upon thirty (30) days prior written notice to the County. Certificates of coverage as required by this Section shall be delivered to the County within thirty (30) days of execution of this Agreement. 5. The County may, upon the Contractor's failure to comply with any or all provisions of this contract relating to insurance, withhold payment or compensation that would otherwise be due to the Contractor. 6. If the proof of insurance or certificate indicating the County is an "additional insured" to a policy obtained by the Contractor refers to an endorsement (by number or name) but does not provide the full text of that endorsement, then it shall be the obligation of the Contractor to obtain the full text of that endorsement and forward that full text to the County. 7. All insurance policies obtained by OlyCAP in order to comply with this Section shall be primary and non-contributory as against any coverage provided through any memorandum of coverage for third party liability claims or actions obtained and retained by the County through a Ch. 48.62 RCW "Risk Pool." 8. It is agreed by the parties that insurers shall have no right of recovery or subrogation against the County (including its employees and other agents and agencies), it being the intention of the parties that the insurance policies so affected shall protect both parties and be primary coverage for any and all losses covered by the above described insurance. 9. The insurance maintained by OLYCAP under this Agreement shall not in any manner limit or qualify the liabilities or obligations of OLYCAP under this Agreement. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed this day of , 2016. JEFFERSON COUNTY Attest: BOARD OF COMMISSIONERS Carolyn Avery, Deputy Clerk of the Board Appro d as to Form: Michael Haas �Z'L��°`� Prosecuting Attor ey Kathleen Kler, Chair Olympic Community Action Programs, OLYCAP Authorized Official Date Page 5 of 6 2017 Community Services Grant Agreement with Olympic Community Action Program (OlyCAP) ATTACHMENT A Custodial Duties Daily: Clean and sanitize restrooms Empty trash cans Bi -Weekly: Vacuum all carpets Tri -Weekly: Sweep and mop all hard floors Annually: Wash windows Wipe down all doors and woodwork Assist county staff with heavy maintenance of all floors. Other: Set-up rooms as directed by building manager Page 6 of 6 AGREEMENT By and Between GARDINER COMMUNITY CENTER BOARD And JEFFERSON COUNTY 2017 Community Services Grant Funding Purpose: The purpose of this Community Services Grant is to ensure the continued availability and use of the Gardiner Community Center and to ensure that said facility continues to provide a focal point to address the needs of the population in the Gardiner and surrounding community. Parties: This grant is to assist the Gardiner Community Center Board, hereinafter known as `BOARD," for the purposes provided herein, with funds allocated by Jefferson County, hereinafter known as "COUNTY," a municipal corporation. SECTION 1: SERVICES TO BE PERFORMED BY THE BOARD A. The BOARD agrees to perform or oversee the following services to benefit the population in the Gardiner and surrounding community: 1. Oversee the routine operation of the Community Center, including scheduling of events, program planning, activities, and building security. 2. Oversee programs and activities to benefit the general population. 3. Schedule use of the Community Center by community groups and organizations. a. Should a for-profit or not-for-profit entity, business, firm or agency (collectively a "lessee") seek exclusive use (based upon delineated and agreed upon hours and days of the week for said exclusive use) of a portion of a County owned community center for more than 80 hours per month in two or more months during any calendar year, then the lessee shall be required to enter into a written lease with Jefferson County to govern the terms and obligations of said exclusive use, naming BOARD as a third party beneficiary for an appropriate portion of the lease payment. Jefferson County will consult with the Board in developing terms of the lease and will comply with all laws regulating the lease of public property. 4. Purchase of necessary operating supplies including but not limited to desks, tables, chairs, and office supplies. Cleaning and facility operating supplies shall be approved by Jefferson County Facilities Division. 5. Purchase and replace interior light bulbs and fluorescent lamps as part of the operating supplies referred to in paragraph 4, above. Brand and style of lamps are to be approved by Jefferson County Facilities Division. All used fluorescent tubes shall be boxed and returned to Jefferson County Facilities Division for disposal. Page 1 of 5 2017 Community Services Grant Funding with Gardiner Community Center Board 6. Provide and manage routine custodial functions including but not limited to restrooms, floor care, room set up and minor emergency plumbing such as plugged or overflowing toilets. To ensure quality of care, the Board shall receive guidance from the Jefferson County Facilities Division as outlined in Attachment A. 7. Provide routine grounds maintenance, limited to mowing, operating and maintaining the irrigation system, and weeding. 8. Pay water, telephone, garbage and electrical service charges. 9. Work cooperatively with the American Red Cross and Jefferson County Department of Emergency Management in the event of an emergency to provide the use of the county owned facility as a mass care shelter. B. Reporting/Notification Responsibilities of the Board: Provide to the COUNTY at least quarterly a statistical report of Center use, services, programs and activities, and a report of the costs (including but not limited to utility, and operating and cleaning supplies costs), as well as a report of all revenues from rentals or lease agreements of the Community Center. 2. Notify the COUNTY of changes in the use that may significantly impact water consumption, sewage disposal, electrical consumption and/or normal wear and tear of the Community Center. 3. All BOARD financial and program records with respect to any matters covered by this Agreement shall be made available to the County at any time during normal business hours to allow the County to verify quarterly reports and to inspect, audit and make copies of any relevant data. SECTION 2: RESPONSIBILITIES OF JEFFERSON COUNTY A. The COUNTY agrees to assure the Gardiner Community Center is available for use by the community, including financial responsibility for the following: Maintenance and repair of real property (building, parking lot, water and septic systems) including, but not limited, to plumbing, kitchen equipment, floor repair and exterior lighting. 2. Audit financial records of the BOARD. Maintenance of appropriate property insurance including scope and level of coverage and third party liability coverage for the County -approved Board members while acting within the scope of their responsibilities. B. The COUNTY will provide the BOARD a Community Services Grant to be used in support of their responsibilities as defined under this Agreement. Page 2 of 5 2017 Community Services Grant Funding with Gardiner Community Center Board Said grant is in the sum of three thousand and twenty-four dollars ($3,120). Annual payment will be made the first quarter of 2017, based on the County's quarterly billing cycle. Payment is predicated on quarterly reports defined in Section 1. SECTION 3: TERM This Agreement shall be for a term of one year, commencing on January 1, 2017 and end December 31, 2017 unless renewed by mutual agreement of the parties. SECTION 4: RENTAL AND LEASE INCOME The Board will retain all income derived from the rental or lease of the Community Center in order to support the costs of its responsibilities as described in this Agreement, except as provided in Subsection 1.A.3. SECTION 5: ASSIGNMENT Either party to the Agreement shall not assign the Agreement, except by signed amendment. SECTION 6: MODIFICATION This Agreement may be modified during the term of the Agreement by mutual agreement of the parties and appended in writing to the Agreement. SECTION 7: TERMINATION The Agreement may be terminated, upon thirty (30) days written notice for any material breach of any of the terms of the Agreement by either party. After receipt of notice, and before termination, the party in default may cure the defect, in which case the Agreement shall continue in force for the full term. The COUNTY shall be refunded a pro -rated share of the agreed funding upon termination based upon the balance of time remaining in the term unless otherwise negotiated. Page 3 of 5 2017 Community Services Grant Funding with Gardiner Community Center Board SECTION 8: AGREEMENT TO COMPLY WITH APPLICABLE LAWS The BOARD shall comply with all Federal, State, and local laws and ordinances applicable to the work to be done under this Agreement. This Agreement shall be interpreted and construed in accord with the laws of the State of Washington and venue shall be in Jefferson County, WA. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed this day of Attest: , 2016. Carolyn Avery, Deputy Clerk of the Board Approved as to Form: Michael Haas �2 �((, Prosecuting Attorn y JEFFERSON COUNTY BOARD OF COMMISSIONERS Kathleen Kler, Chair GARDINER COMMUNITY CENTER BOARD President Page 4 of 5 Date 2017 Community Services Grant Funding with Gardiner Community Center Board ATTACHMENT A Custodial Duties Daily: Clean and sanitize restrooms Empty trash cans Bi -Weekly: Vacuum all carpets Tri -Weekly: Sweep and mop all hard floors Annually: Wash windows Wipe down all doors and woodwork Assist county staff with heavy maintenance of all floors. Other: Set-up rooms as directed by building manager Page 5 of 5