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HomeMy WebLinkAbout101419_ca06 Consent Agenda JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Board of County Commissioners Philip Morley, County Administrator FROM: Su Tipton r ' DATE: SUBJECT: Shoreline NW Straits Agreement Between State of WA Dept of Ecology& Jefferson County STATEMENT OF ISSUE: Jefferson County MRC support for health of local shorelines by implementing admin support, rain garden expansion,maintenance of shellfish and eelgrass volunteer no anchor zones, two Olympic Oyster restoration projects, outreach programs and citizen-science monitoring projects. ANALYSIS: Rain Gardens & Stormwater: Jefferson MRC will work with partners to install more high priority rain gardens. The MRC will construct on large or two small rain gardens and install interpretive signs as appropriate. Partners providing in-kind and matching support include WSU Jefferson County Extension, City of Port Townsend, Jefferson County and local community members FISCAL IMPACT: No fiscal impact. 2019-2021 Agreement Revenue $164,186.00; Amendment Agreement July 2020 to bring funding up to $182,000.00 as originally estimated for 2020-2021 Budget. Please see attached notes for more details and clarification. RECOMMENDATION: Recommend approval. REVIEWED BY: Atr 'hilip Morlounty Adminis . or Date Memorandum To: Philip Morley From: Cheryl Lowe,Jefferson MRC Coordinator Re: Jefferson MRC, Agreement#SEANWS-2019-JeCoWS-00007 for 2019-2021 Date: Sept 18, 2019 cc: Cliff Moore, Su Tipton This memo provides background info for the Northwest Straits Commission grant being submitted for County approval that will support Jefferson County Marine Resource Committee activities from Oct 1, 2019 through to Sept 30, 2021. For the past several years, we have received an annual grant of$75,000 through the Northwest Straits Commission, administered through the WA Dept of Ecology's Shorelands Northwest Straits program. The Northwest Straits Commission receives funds from both EPA and WA State for this program. Earlier this year,the Commission was successful in obtaining both an increase in State funding ($91,000/year/MRC) and a commitment for 2-years of funding to support the seven county MRCs. Each MRC determines how their funds will be spent the following year, which takes a couple of months of MRC planning and discussion. We received confirmation of the 2-year extension late in the Ecology grant application process, which made it difficult to propose a realistic budget for the (new) second year of the grant. The MRC Coordinator (Cheryl Lowe) worked with the Commission staff on a best strategy, knowing we have a commitment up to $91,000 each year for 2 years, starting Oct 1, 2019, but not having enough data or MRC member input to describe actions for all the 2020-21 Tasks. We ended up with Agreement#SEANWS-2019-JeCoWS-00007, which identifies all the Tasks for the first year(Pages 8-20, Funding Distribution EG200083) and three of the confirmed tasks for the second year (Pages 19-23, Funding Distribution EG200084). See Page 24 for the full Funding Distribution Summary($164,186.00). Our intent is to submit an Amendment to the Agreement in July 2020 that adds the remaining $17,814 and identifies how it will be used in the Oct 2020-Sept 2021 fiscal year. The Commission has given us a commitment for 2 years of funding at $91,000/year, which is reflected the County's Department Budget that was recently submitted, even though this current proposed Agreement does not include the full amount. Wednesday,September 18,2019 at 11:18:31 AM Pacific Daylight Time Subject: 2019-21 MRC Grant Date: Wednesday, September 18, 2019 at 11:12:14 AM Pacific Daylight Time From: Horst,Sasha (NW Straits) To: Lowe, Cheryl B Attachments: image003.jpg Hello Cheryl- The Northwest Straits Commission issued our original Request for Proposals for a 2019-20 Marine Resources Committee grant back in March of this year, before we were able to fully secure our anticipated funding. When we were notified about our increased state funding for the biennium and the ability to secure our EPA funds for a two-year period in May, we re-issued the Request for Proposals to allow for a two-year award period and an increased amount for each MRC. The state funding secured for each MRC is$65,000 per year of the 2019-21 biennium ($910,000 total for the biennium, distributed equally among the seven Northwest Straits MRCs). Our US EPA funding includes$26,000 per MRC in 2019-20 and $28,000 per MRC for 2020-21. Although the Request for Proposals was re-issued,we recognized that MRCs would not be prepared to submit full proposals for two years of projects due to the short planning period and turnaround time.The new grant agreement now routing for signature (SEANWS-2019-JeCoWS-00007) includes all of the funding for year one of the award ($65,000 state and $26,000 EPA), and partial funding for year two of the award ($54,000 state and $19,186 EPA), which covers MRC operations and projects. The remaining$19,814 is available to the MRC and can be added to the agreement through an amendment process. The same project criteria from the May 2019 Request for Proposals will apply to any projects proposed. Amendments are planned for spring of 2020(to be in effect by July 1, 2020), although MRCs can submit their project proposals at any time to amend the agreement. As with all Ecology grants, language is included that allows for termination due to non-allocation of funds, which would only occur if the state or federal funds are withdrawn, reduced or limited. We do not expect that to occur, and our budget as is currently secured includes the remaining$19,814 for Jefferson MRC in the 2020-21 funding period. Please feel free to contact me with any questions. Thanks! Sasha Sasha Horst, Operations Manager Northwest Straits Commission 10441 Bayview Edison Road Mount Vernon, WA 98273 360-428-1084 www.nwstraits.org Facebook—Twitter- Instagram st rait s tKItI,►tIvr pdrtrtrr+t trt Marine ct]nscr%atttkrt Page 1 of 1 , ECOLOGY Agreement No. SEANWS-2019-JeCoWS-00007 SHORELANDS NORTHWEST STRAITS AGREEMENT BETWEEN THE STATE OF WASHINGTON DEPARTMENT OF ECOLOGY AND JEFFERSON COUNTY This is a binding Agreement entered into by and between the state of Washington,Department of Ecology,hereinafter referred to as"ECOLOGY,"and Jefferson County,hereinafter referred to as the"RECIPIENT,"to carry out with the provided funds activities described herein. GENERAL INFORMATION Project Title: Jefferson County MRC Operations and Projects Total Cost: $164,186.00 Total Eligible Cost: $164,186.00 Ecology Share: $164,186.00 Recipient Share: $0.00 The Effective Date of this Agreement is: 10/01/2019 The Expiration Date of this Agreement is no later than: 09/30/2021 Project Type: Northwest Straits Grant Project Short Description: Jefferson MRC will improve the health of local marine habitats and shorelines by implementing specific programs, including administrative support,expansion of a successful rain garden initiative,maintenance of shellfish and eelgrass voluntary no-anchor zones,support for two Olympia oyster restoration projects,outreach programs,and citizen-science monitoring projects. Project Long Description: Rain Gardens& Stormwater:Jefferson MRC will work with partners to install more high priority rain gardens.The MRC will construct one large or two small rain gardens and install interpretive signs as appropriate.Partners providing in-kind and matching support include WSU Jefferson Extension,City of Port Townsend,Jefferson County and local community members. State of Washington Department of Ecology Page 2 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County Protecting Eelgrass and Shellfish Beds:Jefferson MRC maintains voluntary no-anchor zones to protect eelgrass and shellfish harvest areas in Port Hadlock,Mystery Bay and Port Townsend.The buoys require regular maintenance, including checking lines,removing tangled debris,replacing buoys and worn hardware.Outreach to boaters is also part of the project. Olympia Oysters in Discovery Bay:Jefferson MRC will continue to add new cultch and monitor two project areas in Discovery Bay,adjacent to a small extant native oyster population(Lagoon Site)and another habitat enhancement project nearby(Powerline Site).The MRC will also begin exploring options for at least one more Olympia oyster enhancement or monitoring site. Citizen Science Monitoring(several components):Bull Kelp: Jefferson MRC will continue monitoring bull kelp as part of a regional Northwest Straits Commission project.Forage Fish Spawning Surveys: Jefferson MRC will continue monitoring one WDFW Index Site in Discovery Bay and complete a 5th year of monitoring at a post-restoration site at Fort Townsend State Park. Outreach&Education:The primary tasks are to develop and implement a 2020-2021 Outreach Plan that identifies target messages,audiences and strategies(events,actions and programs). Overall Goal: To improve the health of local marine and nearshore habitats and species by 1)protecting shellfish and eelgrass beds from boater impacts,2)supporting Olympia oyster restoration efforts in WDFW priority areas,3)removing contaminants from stormwater and 4)engaging the public in citizen science monitoring and educational programs. Template Version 10/30/2015 State of Washington Department of Ecology Page 3 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County RECIPIENT INFORMATION Organization Name: Jefferson County Federal Tax ID: 91-6001322 DUNS Number: 184826790 Mailing Address: 121 Oak Bay Rd Port Hadlock,WA 98339 Physical Address: 121 Oak Bay Rd Port Hadlock,Washington 98339 Organization Email: cheryl.lowe@wsu.edu Contacts Template Version 10/30/2015 State of Washington Department of Ecology Page 4 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County Project Manager Cheryl Lowe MRC Coordinator 121 Oak Bay Rd Port Hadlock,Washington 98339 Email: cheryl.lowe@wsu.edu Phone: (360)379-5610 x230 Billing Contact Suzan Tipton Financial Coordinator 121 Oak Bay Rd Port Hadlock,Washington 98339 Email: wsufinancial@co.jefferson.wa.us Phone: (360)379-5610 x206 Cliff C Moore Authorized Director Signatory 121 Oak Bay Rd Port Hadlock,Washington 98339 Email: moorecc@wsu.edu Phone: (360)379-5610 Template Version 10/30/2015 State of Washington Department of Ecology Page 5 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County ECOLOGY INFORMATION Mailing Address: Department of Ecology Shorelands PO BOX 47600 Olympia,WA 98504-7600 Physical Address: Shorelands 300 Desmond Drive SE Lacey,WA 98503 Contacts Sasha Horst Project Manager Breazeale-Padilla Bay Interp.Center 10441 Bayview Edison Rd. Mt Vernon,Washington 98273-7242 Email: horst@nwstraits.org Phone: (360)428-1084 Layne Slone Financial Financial Manager Manager PO Box 47600 • Olympia,Washington 98504-7600 Email: lnak461@ecy.wa.gov Phone: (360)407-7540 Dana Oster Technical Advisor Breazeale-Padilla Bay Interp.Center 10441 Bayview Edison Rd. Mt Vernon,Washington 98273-7242 Email: DAOS461@ecy.wa.gov Phone: (360)428-1043 Template Version 10/30/2015 State of Washington Department of Ecology Page 6 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County AUTHORIZING SIGNATURES RECIPIENT agrees to furnish the necessary personnel,equipment,materials,services,and otherwise do all things necessary for or incidental to the performance of work as set forth in this Agreement. RECIPIENT acknowledges that they had the opportunity to review the entire Agreement,including all the terms and conditions of this Agreement,Scope of Work,attachments,and incorporated or referenced documents,as well as all applicable laws, statutes,rules,regulations,and guidelines mentioned in this Agreement. Furthermore,the RECIPIENT has read,understood, and accepts all requirements contained within this Agreement. This Agreement contains the entire understanding between the parties,and there are no other understandings or representations other than as set forth,or incorporated by reference,herein. No subsequent modifications or amendments to this agreement will be of any force or effect unless in writing,signed by authorized representatives of the RECIPIENT and ECOLOGY and made a part of this agreement.ECOLOGY and RECIPIENT may change their respective staff contacts without the concurrence of either party. This Agreement shall be subject to the written approval of Ecology's authorized representative and shall not be binding until so approved. The signatories to this Agreement represent that they have the authority to execute this Agreement and bind their respective organizations to this Agreement. Washington State Jefferson County Department of Ecology By: By: Gordon White Date Cliff C Moore Date Shorelands Director Program Manager Template Approved to Form by Attorney General's Office • Template Version 10/30/2015 State of Washington Department of Ecology Page 7 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County Kate Dean 2019 Chairperson,Board of County Date Commissioners Philip C. Hunsucker t2cj)L �S Approved as to Form.Phi ip C. Date Hunsucker,Jeff Co Chief Civil Deputy Prosecutor Template Version 10/30/2015 State of Washington Department of Ecology Page 8 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County SCOPE OF WORK Task Number: 1 Task Cost: $105,020.00 Task Title: MRC Operations Task Description: 1.1 MRC Meetings and Communication:schedule and hold regular meetings of the MRC;prepare and distribute agenda; prepare and distribute meeting minutes; invite speakers on topics of community interest;and other logistical and communication functions as needed.Provide summary of activities for MRC representative to share at Northwest Straits Commission (NWSC)meetings. 1.2 Grant administration:Prepare progress reports,final report and closeout report for Northwest Straits Commission;track and administer budget;document matching funds and volunteer time;perform contract management;and prepare grant applications for MRC projects. 1.3 MRC Web Site:Existing MRC web site will be maintained and regularly updated with notices of upcoming meetings and agendas and other timely and relevant information. 1.4 Annual Report:This report will summarize MRC activities and progress on projects,including progress in achieving the Northwest Straits Initiative's performance benchmarks and connection to Puget Sound Action Agenda. 1.5 Annual Workplan:The workplan will include the objectives,timeframe,products,and benchmarks addressed in this scope of work. 1.6 Training:The MRC members will attend the Northwest Straits Commission training and/or additional conferences,trainings, and workshops as appropriate. 1.7 Representation at NWSC meetings:A representative of the MRC will attend each Northwest Straits Commission meeting and provide an update on current activities of the MRC. 1.8 Local Integrating Organization:The MRC will participate in meetings and operations of the Local Integrating Organization (LIO)in order to participate in the local planning process and action agenda update, including identification of Near Term Actions. Task Goal Statement: To carry out administrative functions in support of the mission(including work plan preparation,developing and preparing grant proposals,programmatic staff support,project monitoring and performance tracking,education programs and grant writing), travel,planning and participation in training opportunities. Task Expected Outcome: a. MRCs have a documented process to recruit and train members to be active participants and contributors to the work of the MRC. Template Version 10/30/2015 State of Washington Department of Ecology Page 9 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County b. Information about projects and the work of the MRC is accessible and shared regularly through presentations,meetings and web site. c.The MRC meets regularly in a public forum that is promoted locally to community members and decision makers. d.The MRC is informed of and contributes to the work of the Northwest Straits Commission. e.The value of volunteer hours and other local contributions to the work of the MRC is documented and shared with the Commission and the County. f.The work of the MRC is planned in advance through an annual workplan and documented in an annual report. g.MRC members and staff contribute to other relevant local and regional processes related to marine issues. Template Version 10/30/2015 State of Washington Department of Ecology Page 10 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County Recipient Task Coordinator: Cheryl Lowe MRC Operations Deliverables Number Description Due Date 1.1 Progress Report 01/10/2020 1.2 Reporting(meeting agendas and minutes,reports to the Commission,list of 01/10/2020 meeting/conference/workshop participation) 1.3 Matching FundsNolunteer Time Tracking 01/10/2020 1.4 Annual Workplan 01/10/2020 1.5 Progress Report 04/10/2020 1.6 Reporting(meeting agendas and minutes,reports to the Commission,list of 04/10/2020 meeting/conference/event participation) 1.7 Matching Funds/Volunteer Time Tracking 04/10/2020 1.8 Web Site Screen Shots of Up-to-Date Content 04/10/2020 1.9 Annual Report 04/10/2020 1.10 Progress Report 07/10/2020 1.11 Reporting(meeting agendas and minutes,reports to the Commission,list of 07/10/2020 meeting/conference/event participation) 1.12 Matching FundsNolunteer Time Tracking 07/10/2020 1.13 Progress Report 09/30/2020 1.14 Reporting(meeting agendas and minutes,reports to the Commission,list of 09/30/2020 meeting/conference/event participation) 1.15 Matching FundsNolunteer Time Tracking 09/30/2020 1.16 Progress Report 01/11/2021 1.17 Reporting(meeting agendas and minutes,reports to the Commission,list of 01/11/2021 meeting/conference/workshop participation) 1.18 Matching FundsNolunteer Time Tracking 01/11/2021 1.19 Annual Workplan 01/11/2021 1.20 Progress Report 04/12/2021 1.21 Reporting(meeting agendas and minutes,reports to the Commission,list of 04/12/2021 meeting/conference/event participation) Template Version 10/30/2015 State of Washington Department of Ecology Page 11 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County 1.22 Matching Funds/Volunteer Time Tracking 04/12/2021 1.23 Web Site Screen Shots of Up-to-Date Content 04/12/2021 1.24 Annual Report 04/12/2021 1.25 Progress Report 07/12/2021 1.26 Reporting(meeting agendas and minutes,reports to the Commission,list of 07/12/2021 meeting/conference/event participation) 1.27 Matching FundsNolunteer Time Tracking 07/12/2021 1.28 Progress Report 09/30/2021 1.29 Reporting(meeting agendas and minutes,reports to the Commission,list of 09/30/2021 meeting/conference/event participation) 1.30 Matching Funds/Volunteer Time Tracking 09/30/2021 Template Version 10/30/2015 State of Washington Department of Ecology Page 12 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County SCOPE OF WORK Task Number: 2 Task Cost: $2,780.00 Task Title: Monitoring Projects:bull kelp and forage fish Task Description: 2.1 Bull kelp:Jefferson MRC will use regional Northwest Straits protocols to conduct kayak-based bull kelp monitoring to track changes in kelp bed size at one site. Jefferson MRC will document the extent of the kelp bed at North Beach over the growing season for 2020 and 2021 and compare data to previous years using Northwest Straits protocols. 2.2 Forage fish:Jefferson MRC will use Washington Department of Fish and Wildlife protocols to conduct monthly forage fish spawning surveys at two sites:one index site in Discovery Bay and a post-restoration monitoring at Fort Townsend State Park. Task Goal Statement: 2.1 Bull kelp:Contribute data to regional monitoring efforts and understanding of bull kelp population trends. 2.2 Forage fish: Contribute to regional monitoring efforts and understanding of forage fish spawning activities at specific sites, and evaluate effectiveness of restoration. Task Expected Outcome: Provide specific information to assist state agencies with regional mapping and databases;provide opportunities for community engagement and education about nearshore processes,bull kelp and forage fish. • Document site-specific monitoring data as part of long-term regional monitoring effort. • Contribute to regional database and provide local trends in context with regional trends. • Engage local volunteers in citizen science data collection. • Citizen scientists provide onsite education and outreach to public,when applicable. Template Version 10/30/2015 State of Washington Department of Ecology Page 13 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County Recipient Task Coordinator: Judy D'Amore,Jeff Taylor,Jackie Gardner Monitoring Projects: bull kelp and forage fish Deliverables Number Description Due Date 2.1 Bull kelp QAPP. 01/10/2020 2.2 Bull Kelp summary report(including locations,copy of data,dates,number of 09/30/2020 volunteers and photos). 2.3 Forage fish QAPP. 01/10/2020 2.4 Adelma Beach Forage Fish survey data and summary(including 09/15/2020 presence/absence of eggs,#of samples,length of shoreline,photos and other materials). 2.5 Fort Townsend Forage Fish survey data and summary thru June 2020(#of 09/15/2020 eggs,#of samples,length of shoreline and volunteer engagement). Template Version 10/30/2015 State of Washington Department of Ecology Page 14 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County SCOPE OF WORK Task Number: 3 Task Cost: $33,034.00 Task Title: Rain gardens and stormwater Task Description: Rain gardens treat stormwater run-off to remove contaminants and improve water quality to benefit eelgrass beds,shellfish beds and adjacent sub-tidal non-vegetated areas. Jefferson MRC is working with partners to build a network of rain gardens in suitable,priority locations.At least one rain garden each year will be designed and installed(one each in 2020 and 2021). Additional rain gardens may be installed if budget and design needs allow. Task Goal Statement: The goal of this project is to improve the quality of the water flowing into Port Townsend Bay and northern Hood Canal by constructing rain gardens in target areas to increase soil absorption and intercept pollutants and contaminants. Task Expected Outcome: The project's expected outcomes are reduced flow of contaminated stormwater into Port Townsend Bay or Northern Hood Canal and increased understanding about stormwater issues by volunteer engagement in rain garden installations. Rain gardens and stormwater Deliverables Number Description Due Date 3.1 Year one list of partners,anticipated locations(with 06/30/2020 maps)and approximate dimensions for any planned raingarden(s). 3.2 Year one summary report of project activities(including 09/30/2020 partnerships,sign-in sheets,permits,media articles,photos and any results of evaluation of participants to measure increased knowledge). 3.3 Year two list of partners,anticipated locations(with 06/30/2021 maps)and approximate dimensions for any planned raingarden(s). 3.4 Year two summary report of project activities(including 09/30/2021 partnerships,sign-in sheets,permits,media articles,photos and any results of evaluation of participants to measure increased knowledge). Template Version 10/30/2015 State of Washington Department of Ecology Page 15 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County SCOPE OF WORK • Task Number: 4 Task Cost:$10,752.00 Task Title: Eelgrass and shellfish voluntary no anchor zones Task Description: The MRC will protect local eelgrass and shellfish beds by maintaining existing voluntary no-anchor zones in Port Hadlock, Mystery Bay and Port Townsend.Maintenance includes checking lines,removing tangled debris,replacing buoys and worn hardware.In Port Townsend the large navigational buoys will be replaced with marker buoys seasonally to minimize the potential for loss during the winter. Task Goal Statement: The MRC will continue to protect three established eelgrass and shellfish habitat areas by encouraging boaters to respect voluntary no anchor zones delineated by maintained navigational marker buoys. Task Expected Outcome: In Port Townsend Bay,eelgrass beds will be protected from damage by dragging boat anchors or chains.In Port Hadlock and Mystery Bay,buoys will keep boats from anchoring too close to shellfish beds,and eelgrass beds will be protected from damage by dragging boat anchors or chains. Recipient Task Coordinator: Troy McKelvey Eelgrass and shellfish voluntary no anchor zones Deliverables • Number Description Due Date 4.1 Year one interim report about deployment of seasonal buoys in Port Townsend 06/30/2020 and condition of other buoy fields,including any available photos and media coverage. 4.2 Year one final report(including buoy maintenance summary,copies of articles 09/30/2020 from local media,report on any presentations or ads,jpg photos of boats anchoring outside buoys,and a compliance summary). 4.3 Year two interim report about deployment of seasonal buoys in Port 06/30/2021 Townsend and condition of other buoy fields,including any available photos and media coverage. 4.4 Year two final report(including buoy maintenance summary,copies of articles 09/30/2021 from local media,report on any presentations or ads,jpg photos of boats anchoring outside buoys,and a compliance summary). Template Version 10/30/2015 State of Washington Department of Ecology Page 16 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County SCOPE OF WORK Task Number: 5 Task Cost: $6,730.00 Task Title: Education and outreach Task Description: Jefferson MRC will develop and implement a 2020 Outreach Plan that identifies target messages,audiences and strategies (events,actions and programs).Potential topics include water quality(actions to reduce pollutants entering Puget Sound);best practices for shellfish harvesting(bi-valves and crabbing);value of nearshore habitats(including need to protect eelgrass in voluntary no-anchor zones);and unintended consequences of shoreline armoring. The MRC will track the number of contacts and the number of new participants in activities.At least one follow-up assessment of an outreach strategy will be conducted,and additional measurable outcomes will be identified in the outreach plan. Task Goal Statement: The goal of the Jefferson MRC's education and outreach activities is to increase awareness of MRC projects and what the MRC does,as well as encourage individual actions that improve water quality and nearshore/marine resources. Task Expected Outcome: Jefferson MRC will identify specific outcomes in the 2020 Outreach Plan,but expected outcomes related to MRC projects are: •No boats anchoring in marked eelgrass beds. •Participation in Digging for Dinner will result in better harvesting practices and less impact on public clamming beaches,and improved habits around individual water quality actions. •Community engagement in installation and maintenance of MRC-sponsored rain gardens and increased awareness of stormwater issues and impacts. Recipient Task Coordinator: Ashley Mackenzie Education and outreach Deliverables Number Description Due Date 5.1 2020 Outreach Plan. 01/30/2020 5.2 Interim Outreach Report(including#of contacts,#of new and continuing 07/10/2020 MRC volunteers,photos,lists of participants and copies of published articles). 5.3 Summary report on Outreach Plan activities(including#of contacts,#of new 09/30/2020 MRC volunteers,photos,list of participants,results of follow-up survey and copies of published articles). Template Version 10/30/2015 State of Washington Department of Ecology Page 17 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County SCOPE OF WORK Task Number: 6 Task Cost:$5,870.00 Task Title: Olympia oyster restoration Task Description: Jefferson MRC has two existing Olympia oyster restoration sites in Discovery Bay,where there is a small but stable extant Olympia oyster population.The MRC will monitor areas where they have previously placed shell substrate to evaluate whether the population has increased.The MRC will collect another year of data on settlement and growth of Olympia oysters at the Powerline site and begin collecting data on the Lagoon site in 2020.The MRC will place additional clean shell substrate at the Lagoon site in Discovery Bay each year starting in 2020 and place additional clean shell substrate at the Powerline Site each year,pending approval of regulatory agency permits. Task Goal Statement: The project goal is to support expansion of Olympia oyster populations,forming dense,natural,sustainable native oyster shellfish beds that provide benefits to a variety of marine species that live,feed or migrate through the low intertidal zone. Task Expected Outcome: The project expected outcome is larger,self-sustaining beds of Olympia oysters with continued growth in density and size of oysters in both sites within the bay. Recipient Task Coordinator: Neil Harrington Olympia oyster restoration Deliverables Number Description Due Date 6.1 QAPPs for Discovery Bay monitoring. 01/10/2020 6.2 Summary update on cultch placement in Discovery Bay. 07/10/2020 6.3 Monitoring update on Discovery Bay sites. 08/28/2020 6.4 Summary report on Discovery Bay sites(including summary of actions,data 09/30/2020 collected,media articles and photos). Template Version 10/30/2015 State of Washington Department of Ecology Page 18 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County BUDGET Funding Distribution EG200083 NOTE: The above funding distribution number is used to identify this specific agreement and budget on payment remittances and may be referenced on other communications from ECOLOGY. Your agreement may have multiple funding distribution numbers to identify each budget. Funding Title: 2019-20 Washington State Funding Type: Grant Funding Effective Date: 10/01/2019 Funding Expiration Date: 06/30/2020 Funding Source: Title: General Fund-State Type: State Funding Source%: 100% Description: Washington State general funds,2019-2021 biennium Approved Indirect Costs Rate: Approved Federally Recognized Indirect Costs Rate: 24% Recipient Match%: 0% InKind Interlocal Allowed: No InKind Other Allowed: No Is this Funding Distribution used to match a federal grant? No 2019-20 Washington State Task Total MRC Operations $ 40 000.00 Monitoring Projects:bull kelp and forage fish $ 2,000.00 Rain gardens and stormwater $ 10,500.00 Eelgrass and shellfish voluntary no anchor zones $ 4,500.00 Education and outreach $ 5,500.00 Olympia oyster restoration $ 2,500.00 Total: $ 65,000.00 Template Version 10/30/2015 State of Washington Department of Ecology Page 19 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County BUDGET Funding Distribution EG200084 NOTE: The above funding distribution number is used to idents this specific agreement and budget on payment remittances and may be referenced on other communications from ECOLOGY. Your agreement may have multiple funding distribution numbers to idents each budget. Funding Title: 2019-20 Puget Sound Partnership/EPA Funding Type: Grant Funding Effective Date: 10/01/2019 Funding Expiration Date: 09/30/2020 Funding Source: Title: Puget Sound Partnership/EPA Type: Federal Funding Source%: 100% Description: Northwest Straits Commission and Marine Resources Committees Federal Awarding Agency: Environmental Protection Agency Federal Awarding Agency Contact: Karin Berkholtz-Puget Sound Partnership Federal Awarding Agency Phone: 360-999-3848 Federal Awarding Agency Email: karin.berkholtz@psp.wa.gov Federal Awarding Agency Address: 326 East D Street Tacoma WA 98421-1801 CFDA Catalog Name: National Estuary Program CFDA Number: 66.456 FAIN: CE-01 J02301-0 Research Grant: No Federal Award Date: 10/1/2019 Total Federal Award Amount: $1,600,000.00 Federal Funds Obligated To Recipient: $26,000.00 Approved Indirect Costs Rate: Approved Federally Recognized Indirect Costs Rate: 24% Recipient Match%: 0% InKind Interlocal Allowed: No InKind Other Allowed: No Is this Funding Distribution used to match a federal grant? No Template Version 10/30/2015 State of Washington Department of Ecology Page 20 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County 2019-20 Puget Sound Partnership/EPA Task Total MRC Operations $ 13,810.00 Monitoring Projects:bull kelp and forage fish $ 780.00 Rain gardens and stormwater $ 6,234.00 Eelgrass and shellfish voluntary no anchor zones $ 576.00 Education and outreach $ 1,230.00 Olympia oyster restoration $ 3,370.00 Total: $ 26,000.00 Template Version 10/30/2015 State of Washington Department of Ecology Page 21 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County BUDGET Funding Distribution EG200085 NOTE: The above funding distribution number is used to identify this specific agreement and budget on payment remittances and may be referenced on other communications from ECOLOGY. Your agreement may have multiple funding distribution numbers to identify each budget. Funding Title: 2020-21 Washington State Funding Type: Grant Funding Effective Date: 07/01/2020 Funding Expiration Date: 06/30/2021 Funding Source: Title: General Fund-State Type: State Funding Source%: 100% Description: Washington State general funds,2019-2021 biennium Approved Indirect Costs Rate: Approved Federally Recognized Indirect Costs Rate:24% Recipient Match%: 0% InKind Interlocal Allowed: No InKind Other Allowed: No Is this Funding Distribution used to match a federal grant? No 2020-21 Washington State Task Total MRC Operations $ 40,000.00 Monitoring Projects:bull kelp and forage fish $ 0.00 Rain gardens and stormwater $ 10,000.00 Eelgrass and shellfish voluntary no anchor zones $ 4,000.00 Education and outreach $ 0.00 Olympia oyster restoration $ 0.00 Total: $ 54,000.00 Template Version 10/30/2015 State of Washington Department of Ecology Page 22 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County BUDGET Funding Distribution EG200086 NOTE: The above funding distribution number is used to identify this specific agreement and budget on payment remittances and may be referenced on other communications from ECOLOGY. Your agreement may have multiple funding distribution numbers to identify each budget. Funding Title: 2020-21 Puget Sound Partnership/EPA Funding Type: Grant Funding Effective Date: 10/01/2020 Funding Expiration Date: 09/30/2021 Funding Source: Title: Puget Sound Partnership/EPA Type: Federal Funding Source%: 100% Description: Northwest Straits Commission and Marine Resources Committees Federal Awarding Agency: Environmental Protection Agency Federal Awarding Agency Contact: Karin Berkholtz-Puget Sound Partnership Federal Awarding Agency Phone: 360-999-3848 Federal Awarding Agency Email: karin.berkholtz@psp.wa.gov Federal Awarding Agency Address: 326 East D Street Tacoma WA 98421-1801 CFDA Catalog Name: National Estuary Program CFDA Number: 66.456 FAIN: CE-01J02301-0 Research Grant: No Federal Award Date: 10/1/2019 Total Federal Award Amount: $1,600,000.00 Federal Funds Obligated To Recipient: $19,186.00 Approved Indirect Costs Rate: Approved Federally Recognized Indirect Costs Rate: 24% Recipient Match%: 0% InKind Interlocal Allowed: No InKind Other Allowed: No Is this Funding Distribution used to match a federal grant? No Template Version 10/30/2015 State of Washington Department of Ecology Page 23 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County 2020-21 Puget Sound Partnership/EPA Task Total MRC Operations $ 11,210.00 Monitoring Projects:bull kelp and forage fish $ 0.00 Rain gardens and stormwater $ 6,300.00 Eelgrass and shellfish voluntary no anchor zones $ 1,676.00 Education and outreach $ 0.00 Olympia oyster restoration $ 0.00 Total:$ 19,186.00 Template Version 10/30/2015 State of Washington Department of Ecology Page 24 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County Funding Distribution Summary Recipient/Ecology Share Funding Distribution Name Recipient Match% Recipient Share Ecology Share Total 2019-20 Puget Sound 0.00 % $ 0.00 $ 26,000.00 $ 26,000.00 Partnership/EPA 2019-20 Washington State 0.00 % $ 0.00 $ 65,000.00 $ 65,000.00 2020-21 Puget Sound 0.00 % $ 0.00 $ 19,186.00 $ 19,186.00 Partnership/EPA 2020-21 Washington State 0.00 % $ 0.00 $ 54,000.00 $ 54,000.00 Total $ 0.00 $ 164,186.00 $ 164,186.00 AGREEMENT SPECIFIC TERMS AND CONDITIONS N/A SPECIAL TERMS AND CONDITIONS SUB-RECIPIENT FEDERAL REQUIREMENTS CREDIT AND ACKNOWLEDGEMENT Reports,documents,signage,videos,or other media,developed as part of projects funded by EPA funded Agreements shall display the Puget Sound Partnership logo and the following credit line: "This project has been funded wholly or in part by the United States Environmental Protection Agency under Assistance Agreement CE-01J65401.The contents of this document do not necessarily reflect the views and policies of the Environmental Protection Agency,nor does mention of trade names or commercial products constitute endorsement or recommendation for use." 1. INTRODUCTION This contains provisions that are not listed on OMB Standard Form 424B(Rev 4-2012).These provisions apply only to sub-recipients. 2. AUDIT REQUIREMENTS Recipient shall meet the provisions in Office of Management and Budget(OMB)Guidance,Subpart F, §200.501 (Audit Requirements),if the RECIPIENT expends$750,000 or more in total Federal funds in a fiscal year.The$750,000 threshold for each year is a cumulative total of all federal funding from all sources. The RECIPIENT shall forward a copy of the audit along with the RECIPIENT'S response and the final corrective action plan to AGENCY within ninety (90)days of the date of the audit report.For complete information on how to accomplish the single audit submissions, visit the Federal Audit Clearinghouse Web site:http://harvester.census.gov/facweb/ 3. COST PRINCIPLES/INDIRECT COSTS FOR STATE AGENCIES Template Version 10/30/2015 State of Washington Department of Ecology Page 25 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County RECIPIENT agrees to comply with the cost principles of 2 CFR 200 Subpart E as appropriate to the award. If the recipient does not have a previously established indirect cost rate,it agrees to prepare and submit its indirect cost rate proposal in accordance with 2 CFR 200 Appendix VII. 4. CIVIL RIGHTS OBLIGATIONS This term and condition incorporates by reference the signed assurance provided by the recipient's authorized representative on Standard Form 424B.These assurances and this term and condition obligate the recipient to comply fully with applicable civil rights statutes and implementing EPA regulations. 5. NON DISCRIMINATION AND DISADVANTAGED,MBE,WBE BUSINESS ENTERPRISES ADDITIONAL REQUIREMENTS RECIPIENT agrees to comply with the requirements of EPA's Program for Utilization of Small,Minority,and Women's Business Enterprises in procurement,contained in 40 CFR,Part 33. RECIPIENT shall include the following provision in all subcontracts involving use of federal funds: In accordance with 40 CFR 33.106 and its Appendix A,the RECIPIENT shall not discriminate on the basis of race,color, national origin or sex in the performance of this contract. The RECIPIENT administration shall carry out applicable requirements of 40 CFR part 33 in the award of contracts awarded under EPA financial assistance agreements.Failure by the RECIPIENT to carry out these requirements is a material breach of this contract which may result in the termination of this contract or other legally available remedies. 6. DRUG FREE WORKPLACE RECIPIENT shall make an ongoing,good faith effort to maintain a drug-free workplace pursuant to the specific requirements set forth in Title 2 CFR Part 1536 Subpart B.Additionally,in accordance with these regulations,the recipient organization shall identify all known workplaces under its federal award and keep this information on file during the performance of the award. RECIPIENTS who are individuals must comply with the drug-free provisions set forth in Title 2 CFR Part 1536 Subpart C. The consequences for violating this condition are detailed under Title 2 CFR Part 1536 Subpart E.Recipient can access the Code of Federal Regulations(CFR)Title 2 Part 1536 at:http://ecfr.gpoaccess.gov. 7. INTERNATIONAL TRAVEL(Including Canada) All International Travel must be approved by the Office of International and Tribal Affairs (OITA)BEFORE travel occurs. Even a brief trip to a foreign country,for example to attend a conference,requires OITA approval.Please contact your Ecology project manager as soon as possible if travel is planned out of the country,including Canada and/or Mexico,so that they can submit a request to the EPA Project Officer if they approve of such travel. 8. LEP(Limited English Proficiency)Title VI As a recipient of EPA financial assistance,you are required by Title VI of the Civil Rights Act to provide meaningful access to LEP individuals.In implementing that requirement,the recipient agrees to use as a guide the Office of Civil Rights(OCR) document entitled"Guidance to Environmental Protection Agency Financial Assistance Recipients Regarding Title VI Prohibition Against National Origin Discrimination Affecting Limited English Proficient Persons."The guidance can be found at http://frwebgate.access.gpo.gov/cgi-bin/getdoc.cgi?dbname=2004 register&docid=fr25jn04-79.pd. In accepting this contract,the recipient acknowledges it has an affirmative obligation to implement effective Title VI compliance programs and ensure that its actions do not involve discriminatory treatment and do not have discriminatory effects even when facially neutral.The recipient must be prepared to demonstrate to EPA/PSP that such compliance programs exist and are being implemented or to otherwise demonstrate how it is meeting its Title VI obligations.For example,if RECIPIENT's responsibilities under this contract include gathering public input on an environmental issue, RECIPIENT's communication with Template Version 10/30/2015 State of Washington Department of Ecology Page 26 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County the public should attempt to minimize barriers that interfere with the ability of LEP persons to meaningfully participate. 9. MANAGEMENT FEES Management fees or similar charges in excess of the direct costs and approved indirect rates are not allowable.The term "management fees or similar charges"refers to expenses added to the direct costs in order to accumulate and reserve funds for ongoing business expenses,unforeseen liabilities,or for other similar costs which are not allowable under this CONTRACT. Management fees or similar charges may not be used to improve or expand the project funded under this Agreement,except to the extent authorized as a direct cost of carrying out the scope of work. 10. PEER REVIEW The results of this project may affect management decisions relating to Puget Sound.Prior to finalizing any significant technical products the Principal Investigator(PI)of this project must solicit advice,review,and feedback from a technical review or advisory group consisting of relevant subject matter specialists. A record of comments and a brief description of how respective comments are addressed by the PI will be provided to the Project Monitor prior to releasing any final reports or products resulting from the funded study. 11. REIMBURSEMENT LIMITATION If RECIPIENT expends more than the amount of the Environmental Protection Agency(EPA)funding in this agreement in anticipation of receiving additional funds from EPA,it does so at its own risk.EPA is not legally obligated to reimburse PSP, nor its sub-recipients,for costs incurred in excess of the EPA approved budget. 12. SIX GOOD FAITH EFFORTS,40 CFR,PART 33,SUBPART C Pursuant to 40 CFR,Section 33.301,the recipient agrees to make the following good faith efforts whenever procuring construction,equipment, service and supplies under an EPA financial assistance agreement,and to require that sub-recipients, loan recipients,and prime contractors also comply. Records documenting compliance with the six good faith efforts shall be retained: a) Ensure DBEs are made aware of contracting opportunities to the fullest extent practicable through outreach and recruitment activities.For Indian Tribal,State and Local Government recipients,this will include placing DBEs on solicitation lists and soliciting whenever they are potential sources. b) Make information on forthcoming opportunities available to DBEs and arrange time frames for contracts and establish delivery schedules,where the requirements permit,in a way that encourages and facilitates participation b DBEs in the competitive process.This includes,whenever possible,posting solicitations for bids or proposals for a minimum of 30 calendar days before the bid or proposal closing date. c) Consider in the contracting process whether firms competing for large contracts could subcontract with DBEs.For Indian Tribal,State and local Government recipients,this will include dividing total requirements when economically feasible into smaller tasks or quantities to permit maximum participation by DBEs in the competitive process. d) Encourage contracting with a consortium of DBEs when a contract is too large for one of these firms to handle individually. e) Use the services and assistance of the SBA and the Minority Business Development Agency of the Department of Commerce. f) If the prime contractor awards subcontracts,require the prime contractor to take the steps in paragraph(a)through(e)of this section. 13. SUB-AWARDS If RECIPIENT makes sub-awards under this contract,RECIPIENT is responsible for selecting its sub-awardees and,if applicable,for conducting sub-award competitions. RECIPIENT agrees to: Template Version 10/30/2015 State of Washington Department of Ecology Page 27 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County a. Establish all sub-award agreements in writing; b. Maintain primary responsibility for ensuring successful completion of the approved project(Sub-Recipient cannot delegate or transfer this responsibility to a sub-awardee); c. Ensure that any sub-awards comply with the standards in Section 210(a)-(d) of OMB Circular A-133,and are not used to acquire commercial goods or services for the sub-awardee; d. Ensure that any sub-awards to 501(c)(4)organizations do not involve lobbying activities; e. Monitor the performance of sub-awardees,and ensure sub-awardees comply with all applicable regulations,statutes,and terms and conditions which flow down in the sub-award; f. Obtain AGENCY's consent before making a sub-award to a foreign or international organization,or a sub-award to be performed in a foreign country;and g. Obtain approval from AGENCY for any new sub-award work that is not outlined in the approved work plan in accordance with 40 CFR Parts 30.25 and 31.30,as applicable. 14. TRAFFICKING IN PERSONS AND TRAFFICKING VICTIM PROTECTION ACT OF 2000(TVPA)AS AMENDED IN 22 U.S.C. 7104(g) This provision applies only to a sub-recipient,and all sub-awardees of sub-recipient,if any. Sub-Recipient shall include the following statement in all sub-awards made to any private entity under this Agreement. "You as the sub-recipient,your employees,sub-awardees under this award,and sub-awardees'employees may not engage in severe forms of trafficking in persons during the period of time that the award is in effect;procure a commercial sex act during the period of time that the award is in effect;or use forced labor in the performance of the award or sub-awards under this Award." Sub-recipient,and all sub-awardees of sub-recipient must inform AGENCY immediately of any information you receive from any source alleging a violation of this prohibition during the award term. Federal agency funding this agreement may unilaterally terminate,without penalty,the funding award if this prohibition is violated,Section 106 of the Trafficking Victims Protection Act of 2000,as amended. 15. UNLIQUIDATED OBLIGATIONS(ULO) Recipients,sub-recipients,and all sub-awardees of sub-recipients,if any,should manage their agreement and subaward funding in ways that reduce the length of time that federal funds obligated and committed to subaward projects are unspent(not yet drawn down through disbursements to sub-recipients and sub-awardees). GENERAL FEDERAL CONDITIONS If a portion or all of the funds for this agreement are provided through federal funding sources or this agreement is used to match a federal grant award,the following terms and conditions apply to you. A. CERTIFICATION REGARDING SUSPENSION,DEBARMENT,INELIGIBILITY OR VOLUNTARY EXCLUSION: 1. The RECIPIENT/CONTRACTOR,by signing this agreement,certifies that it is not suspended,debarred,proposed for debarment,declared ineligible or otherwise excluded from contracting with the federal government,or from receiving contracts paid for with federal funds. If the RECIPIENT/CONTRACTOR is unable to certify to the statements contained in the certification,they must provide an explanation as to why they cannot. 2. The RECIPIENT/CONTRACTOR shall provide immediate written notice to ECOLOGY if at any time the RECIPIENT/CONTRACTOR learns that its certification was erroneous when submitted or had become erroneous by reason of changed circumstances. 3. The terms covered transaction,debarred,suspended,ineligible,lower tier covered transaction,participant,person, primary covered transaction,principal,proposal,and voluntarily excluded,as used in this clause,have the meaning set Template Version 10/30/2015 State of Washington Department of Ecology Page 28 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact ECOLOGY for assistance in obtaining a copy of those regulations. 4. The RECIPIENT/CONI'RACI.OR agrees it shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under the applicable Code of Federal Regulations,debarred,suspended, declared ineligible,or voluntarily excluded from participation in this covered transaction. 5. The RECIPIENT/CONTRACTOR further agrees by signing this agreement,that it will include this clause titled "CERTIFICATION REGARDING SUSPENSION,DEBARMENT,INELIGIBILITY OR VOLUNTARY EXCLUSION"without modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 6. Pursuant to 2CFR180.330,the RECIPIENT/CONTRACTOR is responsible for ensuring that any lower tier covered transaction complies with certification of suspension and debarment requirements. 7. RECIPIENT/CONTRACTOR acknowledges that failing to disclose the information required in the Code of Federal Regulations may result in the delay or negation of this funding agreement,or pursuance of legal remedies, including suspension and debarment. 8. RECIPIENT/CONTRACTOR agrees to keep proof in its agreement file,that it,and all lower tier recipients or contractors,are not suspended or debarred, and will make this proof available to ECOLOGY before requests for reimbursements will be approved for payment.RECIPIENT/CONTRACTOR must run a search in <http://www.sam.gov>and print a copy of completed searches to document proof of compliance. B. FEDERAL FUNDING ACCOUNTABILITY AND TRANSPARENCY ACT(FFATA)REPORTING REQUIREMENTS: CONTRACTOR/RECIPIENT must complete the FFATA Data Collection Form(ECY 070-395)and return it with the signed agreement to ECOLOGY. Any CONTRACTOR/RECIPIENT that meets each of the criteria below must report compensation for its five • top executives using the FFATA Data Collection Form. • Receives more than$25,000 in federal funds under this award. • Receives more than 80 percent of its annual gross revenues from federal funds. • Receives more than$25,000,000 in annual federal funds. Ecology will not pay any invoices until it has received a completed and signed FFATA Data Collection Form. Ecology is required to report the FFATA information for federally funded agreements,including the required DUNS number,at www.fsrs.gov<http://www.fsrs.gov/>within 30 days of agreement signature. The FFATA information will be available to the public at www.usaspending.gov<http://www.usaspending.gov/>. For more details on FFATA requirements, see www.fsrs.gov<http://www.fsrs.gov/>. Template Version 10/30/2015 State of Washington Department of Ecology Page 29 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County GENERAL TERMS AND CONDITIONS Pertaining to Grant and Loan Agreements With the state of Washington,Department of Ecology GENERAL TERMS AND CONDITIONS AS OF LAST UPDATED 7-1-2019 VERSION 1. ADMINISTRATIVE REQUIREMENTS a) RECIPIENT shall follow the"Administrative Requirements for Recipients of Ecology Grants and Loans—EAGL Edition." (https://fortress.wa.gov/ecy/publications/SummaryPages/1701004.html) b) RECIPIENT shall complete all activities funded by this Agreement and be fully responsible for the proper management of all funds and resources made available under this Agreement. c) RECIPIENT agrees to take complete responsibility for all actions taken under this Agreement,including ensuring all subgrantees and contractors comply with the terms and conditions of this Agreement. ECOLOGY reserves the right to request proof of compliance by subgrantees and contractors. d) RECIPIENT's activities under this Agreement shall be subject to the review and approval by ECOLOGY for the extent and character of all work and services. 2. AMENDMENTS AND MODIFICATIONS This Agreement may be altered,amended,or waived only by a written amendment executed by both parties. No subsequent modification(s)or amendment(s)of this Agreement will be of any force or effect unless in writing and signed by authorized representatives of both parties. ECOLOGY and the RECIPIENT may change their respective staff contacts and administrative information without the concurrence of either party. 3. ACCESSIBILITY REQUIREMENTS FOR COVERED TECHNOLOGY The RECIPIENT must comply with the Washington State Office of the Chief Information Officer,OCIO Policy no. 188, Accessibility(https://ocio.wa.gov/policy/accessibility)as it relates to"covered technology."This requirement applies to all products supplied under the agreement,providing equal access to information technology by individuals with disabilities, including and not limited to web sites/pages,web-based applications,software systems,video and audio content,and electronic documents intended for publishing on Ecology's public web site. 4. ARCHAEOLOGICAL AND CULTURAL RESOURCES RECIPIENT shall take reasonable action to avoid,minimize,or mitigate adverse effects to archeological and historic resources. The RECIPIENT must agree to hold harmless the State of Washington in relation to any claim related to historical or cultural artifacts discovered,disturbed,or damaged due to the RECIPIENT's project funded under this Agreement. RECIPIENT shall: a) Contact the ECOLOGY Program issuing the grant or loan to discuss any Cultural Resources requirements for their project: • For capital construction projects or land acquisitions for capital construction projects,if required,comply with Governor Executive Order 05-05,Archaeology and Cultural Resources. • For projects with any federal involvement,if required, comply with the National Historic Preservation Act. • Any cultural resources federal or state requirements must be completed prior to the start of any work on the project site. b) If required by the ECOLOGY Program,submit an Inadvertent Discovery Plan(IDP)to ECOLOGY prior to implementing any project that involves ground disturbing activities. ECOLOGY will provide the IDP form. RECIPIENT shall: • Keep the IDP at the project site. Template Version 10/30/2015 State of Washington Department of Ecology Page 30 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County • Make the IDP readily available to anyone working at the project site. • Discuss the IDP with staff and contractors working at the project site. • Implement the hip when cultural resources or human remains are found at the project site. c) If any archeological or historic resources are found while conducting work under this Agreement: • Immediately stop work and notify the ECOLOGY Program,the Department of Archaeology and Historic Preservation at (360)586-3064,any affected Tribe,and the local government. d) If any human remains are found while conducting work under this Agreement: • Immediately stop work and notify the local Law Enforcement Agency or Medical Examiner/Coroner's Office,and then the ECOLOGY Program. e) Comply with RCW 27.53,RCW 27.44.055,and RCW 68.50.645,and all other applicable local,state,and federal laws protecting cultural resources and human remains. 5. ASSIGNMENT No right or claim of the RECIPIENT arising under this Agreement shall be transferred or assigned by the RECIPIENT. 6. COMMUNICATION RECIPIENT shall make every effort to maintain effective communications with the RECIPIENT's designees,ECOLOGY,all affected local,state,or federal jurisdictions,and any interested individuals or groups. 7. COMPENSATION a) Any work performed prior to effective date of this Agreement will be at the sole expense and risk of the RECIPIENT. ECOLOGY must sign the Agreement before any payment requests can be submitted. b) Payments will be made on a reimbursable basis for approved and completed work as specified in this Agreement. c) RECIPIENT is responsible to determine if costs are eligible. Any questions regarding eligibility should be clarified with ECOLOGY prior to incurring costs._Costs that are conditionally eligible require approval by ECOLOGY prior to expenditure. d) RECIPIENT shall not invoice more than once per month unless agreed on by ECOLOGY. e) ECOLOGY will not process payment requests without the proper reimbursement forms,Progress Report and supporting documentation. ECOLOGY will provide instructions for submitting payment requests. f) ECOLOGY will pay the RECIPIENT thirty(30)days after receipt of a properly completed request for payment. g) RECIPIENT will receive payment through Washington State's Office of Financial Management's Statewide Payee Desk. To receive payment you must register as a statewide vendor by submitting a statewide vendor registration form and an IRS W-9 form at website,https://ofm.wa.gov/it-systems/statewide-vendorpayee-services. If you have questions about the vendor registration process,you can contact Statewide Payee Help Desk at(360)407-8180 or email PayeeRegistration@ofm.wa.gov. h) ECOLOGY may,at its sole discretion,withhold payments claimed by the RECIPIENT if the RECIPIENT fails to satisfactorily comply with any term or condition of this Agreement. i) Monies withheld by ECOLOGY may be paid to the RECIPIENT when the work described herein,or a portion thereof, has been completed if,at ECOLOGY's sole discretion, such payment is reasonable and approved according to this Agreement, as appropriate,or upon completion of an audit as specified herein. j) RECIPIENT must submit within thirty(30)days after the expiration date of this Agreement,all financial,performance,and other reports required by this agreement.Failure to comply may result in delayed reimbursement. 8. COMPLIANCE WITH ALL LAWS RECIPIENT agrees to comply fully with all applicable federal,state and local laws,orders,regulations,and permits related to this Agreement,including but not limited to: a) RECIPIENT agrees to comply with all applicable laws,regulations,and policies of the United States and the State of Template Version 10/30/2015 State of Washington Department of Ecology Page 31 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County Washington which affect wages and job safety. b) RECIPIENT agrees to be bound by all applicable federal and state laws,regulations,and policies against discrimination. c) RECIPIENT certifies full compliance with all applicable state industrial insurance requirements. d) RECIPIENT agrees to secure and provide assurance to ECOLOGY that all the necessary approvals and permits required by authorities having jurisdiction over the project are obtained. RECIPIENT must include time in their project timeline for the permit and approval processes. ECOLOGY shall have the right to immediately terminate for cause this Agreement as provided herein if the RECIPIENT fails to comply with above requirements. If any provision of this Agreement 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. 9. CONFLICT OF INTEREST RECIPIENT and ECOLOGY agree that any officer,member,agent,or employee,who exercises any function or responsibility in the review,approval,or carrying out of this Agreement,shall not have any personal or financial interest,direct or indirect,nor affect the interest of any corporation,partnership,or association in which he/she is a part, in this Agreement or the proceeds thereof. 10. CONTRACTING FOR GOODS AND SERVICES RECIPIENT may contract to buy goods or services related to its performance under this Agreement. RECIPIENT shall award all contracts for construction,purchase of goods,equipment,services,and professional architectural and engineering services through a competitive process,if required by State law. RECIPIENT is required to follow procurement procedures that ensure legal,fair,and open competition. RECIPIENT must have a standard procurement process or follow current state procurement procedures. RECIPIENT may be required to provide written certification that they have followed their standard procurement procedures and applicable state law in awarding contracts under this Agreement. ECOLOGY reserves the right to inspect and request copies of all procurement documentation,and review procurement practices related to this Agreement. Any costs incurred as a result of procurement practices not in compliance with state procurement law or the RECIPIENT's normal procedures may be disallowed at ECOLOGY's sole discretion. 11. DISPUTES When there is a dispute with regard to the extent and character of the work, or any other matter related to this Agreement the determination of ECOLOGY will govern,although the RECIPIENT shall have the right to appeal decisions as provided for below: a) RECIPIENT notifies the funding program of an appeal request. b) Appeal request must be in writing and state the disputed issue(s). c) RECIPIENT has the opportunity to be heard and offer evidence in support of its appeal. d) ECOLOGY reviews the RECIPIENT's appeal. e) ECOLOGY sends a written answer within ten(10)business days,unless more time is needed,after concluding the review. The decision of ECOLOGY from an appeal will be final and conclusive,unless within thirty(30)days from the date of such decision,the RECIPIENT furnishes to the Director of ECOLOGY a written appeal.The decision of the Director or duly authorized representative will be final and conclusive. The parties agree that this dispute process will precede any action in a judicial or quasi-judicial tribunal. Appeals of the Director's decision will be brought in the Superior Court of Thurston County. Review of the Director's decision will not be taken to Environmental and Land Use Hearings Office. Pending final decision of a dispute,the RECIPIENT agrees to proceed diligently with the performance of this Agreement and in Template Version 10/30/2015 State of Washington Department of Ecology Page 32 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County accordance with the decision rendered. Nothing in this Agreement will be construed to limit the parties'choice of another mutually acceptable method,in addition to the dispute resolution procedure outlined above. 12. ENVIRONMENTAL DATA STANDARDS a) RECIPIENT shall prepare a Quality Assurance Project Plan(QAPP)for a project that collects or uses environmental measurement data. RECIPIENTS unsure about whether a QAPP is required for their project shall contact the ECOLOGY Program issuing the grant or loan. If a QAPP is required,the RECIPIENT shall: • Use ECOLOGY's QAPP Template/Checklist provided by the ECOLOGY,unless ECOLOGY Quality Assurance(QA) officer or the Program QA coordinator instructs otherwise. • Follow ECOLOGY's Guidelines for Preparing Quality Assurance Project Plans for Environmental Studies,July 2004 (Ecology Publication No.04-03-030). • Submit the QAPP to ECOLOGY for review and approval before the start of the work. b) RECIPIENT shall submit environmental data that was collected on a project to ECOLOGY using the Environmental Information Management system(EIM),unless the ECOLOGY Program instructs otherwise.The RECIPIENT must confirm with ECOLOGY that complete and correct data was successfully loaded into EIM,find instructions at: http://www.ecy.wa.gov/eim. c) RECIPIENT shall follow ECOLOGY's data standards when Geographic Information System (GIS)data is collected and processed.Guidelines for Creating and Accessing GIS Data are available at: https://ecology.wa.gov/Research-Data/Data-resources/Geographic-Information-Systems-GIS/Standards.RECIPIENT,when requested by ECOLOGY,shall provide copies to ECOLOGY of all final GIS data layers,imagery,related tables,raw data collection files,map products,and all metadata and project documentation. 13. GOVERNING LAW This Agreement will be governed by the laws of the State of Washington,and the venue of any action brought hereunder will be in the Superior Court of Thurston County. 14. INDEMNIFICATION ECOLOGY will in no way be held responsible for payment of salaries,consultant's fees,and other costs related to the project described herein,except as provided in the Scope of Work. To the extent that the Constitution and laws of the State of Washington permit,each party will indemnify and hold the other harmless from and against any liability for any or all injuries to persons or property arising from the negligent act or omission of that party or that party's agents or employees arising out of this Agreement. 15. INDEPENDENT STATUS The employees,volunteers,or agents of each party who are engaged in the performance of this Agreement will continue to be employees,volunteers,or agents of that party and will not for any purpose be employees,volunteers,or agents of the other party. 16. KICKBACKS RECIPIENT is prohibited from inducing by any means any person employed or otherwise involved in this Agreement to give up any part of the compensation to which he/she is otherwise entitled to or receive any fee,commission,or gift in return for award of a subcontract hereunder. 17. MINORITY AND WOMEN'S BUSINESS ENTERPRISES(MWBE) Template Version 10/30/2015 State of Washington Department of Ecology Page 33 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County RECIPIENT is encouraged to solicit and recruit,to the extent possible,certified minority-owned(MBE)and women-owned (WBE)businesses in purchases and contracts initiated under this Agreement. Contract awards or rejections cannot be made based on MWBE participation;however, the RECIPIENT is encouraged to take the following actions,when possible, in any procurement under this Agreement: a) Include qualified minority and women's businesses on solicitation lists whenever they are potential sources of goods or services. b) Divide the total requirements,when economically feasible,into smaller tasks or quantities,to permit maximum participation by qualified minority and women's businesses. c) Establish delivery schedules,where work requirements permit,which will encourage participation of qualified minority and women's businesses. d) Use the services and assistance of the Washington State Office of Minority and Women's Business Enterprises(OMWBE) (866-208-1064)and the Office of Minority Business Enterprises of the U.S.Department of Commerce,as appropriate. 18. ORDER OF PRECEDENCE In the event of inconsistency in this Agreement,unless otherwise provided herein,the inconsistency shall be resolved by giving precedence in the following order: (a)applicable federal and state statutes and regulations;(b) The Agreement;(c)Scope of Work;(d)Special Terms and Conditions;(e)Any provisions or terms incorporated herein by reference,including the "Administrative Requirements for Recipients of Ecology Grants and Loans";(f)Ecology Funding Program Guidelines;and(g) General Terms and Conditions. 19. PRESENTATION AND PROMOTIONAL MATERIALS ECOLOGY reserves the right to approve RECIPIENT's communication documents and materials related to the fulfillment of this Agreement: a) If requested,RECIPIENT shall provide a draft copy to ECOLOGY for review and approval ten(10)business days prior to production and distribution. b) RECIPIENT shall include time for ECOLOGY's review and approval process in their project timeline. c) If requested,RECIPIENT shall provide ECOLOGY two(2)fmal copies and an electronic copy of any tangible products developed. Copies include any printed materials,and all tangible products developed such as brochures,manuals,pamphlets,videos,audio tapes,CDs,curriculum,posters,media announcements,or gadgets with a message,such as a refrigerator magnet,and any online communications,such as web pages,blogs,and twitter campaigns.If it is not practical to provide a copy,then the RECIPIENT shall provide a description(photographs,drawings,printouts,etc.)that best represents the item. Any communications intended for public distribution that uses ECOLOGY's logo shall comply with ECOLOGY's graphic requirements and any additional requirements specified in this Agreement. Before the use of ECOLOGY's logo contact ECOLOGY for guidelines. RECIPIENT shall acknowledge in the communications that funding was provided by ECOLOGY. 20. PROGRESS REPORTING a) RECIPIENT must satisfactorily demonstrate the timely use of funds by submitting payment requests and progress reports to ECOLOGY. ECOLOGY reserves the right to amend or terminate this Agreement if the RECIPIENT does not document timely use of funds. b) RECIPIENT must submit a progress report with each payment request. Payment requests will not be processed without a progress report. ECOLOGY will define the elements and frequency of progress reports. c) RECIPIENT shall use ECOLOGY's provided progress report format. d) Quarterly progress reports will cover the periods from January 1 through March 31,April 1 through June 30,July 1 through Template Version 10/30/2015 State of Washington Department of Ecology Page 34 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County September 30,and October 1 through December 31. Reports shall be submitted within thirty(30)days after the end of the quarter being reported. e) RECIPIENT must submit within thirty(30)days of the expiration date of the project,unless an extension has been approved by ECOLOGY,all financial,performance,and other reports required by the agreement and funding program guidelines. RECIPIENT shall use the ECOLOGY provided closeout report format. 21. PROPERTY RIGHTS a) Copyrights and Patents. When the RECIPIENT creates any copyrightable materials or invents any patentable property under this Agreement,the RECIPIENT may copyright or patent the same but ECOLOGY retains a royalty free,nonexclusive, and irrevocable license to reproduce,publish,recover,or otherwise use the material(s)or property,and to authorize others to use the same for federal,state,or local government purposes. b) Publications. When the RECIPIENT or persons employed by the RECIPIENT use or publish ECOLOGY information; present papers,lectures,or seminars involving information supplied by ECOLOGY;or use logos,reports,maps,or other data in printed reports,signs,brochures,pamphlets,etc.,appropriate credit shall be given to ECOLOGY. c) Presentation and Promotional Materials.ECOLOGY shall have the right to use or reproduce any printed or graphic materials produced in fulfillment of this Agreement,in any manner ECOLOGY deems appropriate.ECOLOGY shall acknowledge the RECIPIENT as the sole copyright owner in every use or reproduction of the materials. d) Tangible Property Rights. ECOLOGY's current edition of"Administrative Requirements for Recipients of Ecology Grants and Loans,"shall control the use and disposition of all real and personal property purchased wholly or in part with funds furnished by ECOLOGY in the absence of state and federal statutes,regulations,or policies to the contrary,or upon specific instructions with respect thereto in this Agreement. e) Personal Property Furnished by ECOLOGY. When ECOLOGY provides personal property directly to the RECIPIENT for use in performance of the project,it shall be returned to ECOLOGY prior to final payment by ECOLOGY. If said property is lost,stolen,or damaged while in the RECIPIENT's possession,then ECOLOGY shall be reimbursed in cash or by setoff by the RECIPIENT for the fair market value of such property. f) Acquisition Projects. The following provisions shall apply if the project covered by this Agreement includes funds for the acquisition of land or facilities: 1. RECIPIENT shall establish that the cost is fair value and reasonable prior to disbursement of funds provided for in this Agreement. 2. RECIPIENT shall provide satisfactory evidence of title or ability to acquire title for each parcel prior to disbursement of funds provided by this Agreement. Such evidence may include title insurance policies,Torrens certificates,or abstracts,and attorney's opinions establishing that the land is free from any impediment,lien,or claim which would impair the uses intended by this Agreement. g) Conversions. Regardless of the Agreement expiration date,the RECIPIENT shall not at any time convert any equipment, property,or facility acquired or developed under this Agreement to uses other than those for which assistance was originally approved without prior written approval of ECOLOGY. Such approval may be conditioned upon payment to ECOLOGY of that portion of the proceeds of the sale,lease,or other conversion or encumbrance which monies granted pursuant to this Agreement bear to the total acquisition,purchase,or construction costs of such property. 22. RECORDS,AUDITS,AND INSPECTIONS RECIPIENT shall maintain complete program and financial records relating to this Agreement,including any engineering documentation and field inspection reports of all construction work accomplished. All records shall: a) Be kept in a manner which provides an audit trail for all expenditures. b) Be kept in a common file to facilitate audits and inspections. c) Clearly indicate total receipts and expenditures related to this Agreement. Template Version 10/30/2015 State of Washington Department of Ecology Page 35 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County d) Be open for audit or inspection by ECOLOGY,or by any duly authorized audit representative of the State of Washington, for a period of at least three(3)years after the final grant payment or loan repayment,or any dispute resolution hereunder. RECIPIENT shall provide clarification and make necessary adjustments if any audits or inspections identify discrepancies in the records. ECOLOGY reserves the right to audit,or have a designated third party audit,applicable records to ensure that the state has been properly invoiced. Any remedies and penalties allowed by law to recover monies determined owed will be enforced. Repetitive instances of incorrect invoicing or inadequate records may be considered cause for termination. All work performed under this Agreement and any property and equipment purchased shall be made available to ECOLOGY and to any authorized state, federal or local representative for inspection at any time during the course of this Agreement and for at least three(3)years following grant or loan termination or dispute resolution hereunder. RECIPIENT shall provide right of access to ECOLOGY,or any other authorized representative,at all reasonable times,in order to monitor and evaluate performance,compliance,and any other conditions under this Agreement. 23. RECOVERY OF FUNDS The right of the RECIPIENT to retain monies received as reimbursement payments is contingent upon satisfactory performance of this Agreement and completion of the work described in the Scope of Work. All payments to the RECIPIENT are subject to approval and audit by ECOLOGY,and any unauthorized expenditure(s)or unallowable cost charged to this Agreement shall be refunded to ECOLOGY by the RECIPIENT. RECIPIENT shall refund to ECOLOGY the full amount of any erroneous payment or overpayment under this Agreement. RECIPIENT shall refund by check payable to ECOLOGY the amount of any such reduction of payments or repayments within thirty(30)days of a written notice. Interest will accrue at the rate of twelve percent(12%)per year from the time ECOLOGY demands repayment of funds. Any property acquired under this Agreement,at the option of ECOLOGY,may become ECOLOGY's property and the RECIPIENT's liability to repay monies will be reduced by an amount reflecting the fair value of such property. 24. SEVERABILITY If any provision of this Agreement or any provision of any document incorporated by reference shall be held invalid,such invalidity shall not affect the other provisions of this Agreement which can be given effect without the invalid provision,and to this end the provisions of this Agreement are declared to be severable. 25. STATE ENVIRONMENTAL POLICY ACT(SEPA) RECIPIENT must demonstrate to ECOLOGY's satisfaction that compliance with the requirements of the State Environmental Policy Act(Chapter 43.21 C RCW and Chapter 197-11 WAC)have been or will be met. Any reimbursements are subject to this provision. 26. SUSPENSION When in the best interest of ECOLOGY,ECOLOGY may at any time,and without cause,suspend this Agreement or any portion thereof for a temporary period by written notice from ECOLOGY to the RECIPIENT.RECIPIENT shall resume performance on the next business day following the suspension period unless another day is specified by ECOLOGY. 27. SUSTAINABLE PRACTICES In order to sustain Washington's natural resources and ecosystems,the RECIPIENT is fully encouraged to implement sustainable practices and to purchase environmentally preferable products under this Agreement. a) Sustainable practices may include such activities as: use of clean energy,use of double-sided printing,hosting low impact meetings,and setting up recycling and composting programs. b) Purchasing may include such items as: sustainably produced products and services, EPEAT registered computers and Template Version 10/30/2015 State of Washington Department of Ecology Page 36 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County imaging equipment,independently certified green cleaning products,remanufactured toner cartridges,products with reduced packaging,office products that are refillable,rechargeable,and recyclable, 100%post-consumer recycled paper,and toxic free products. For more suggestions visit ECOLOGY's web page,Green Purchasing, https://ecology.wa.gov/Regulations-Permits/Guidance-technical-assistance/Sustainable-purchasing. 28. TERMINATION a) For Cause ECOLOGY may terminate for cause this Agreement with a seven(7)calendar days prior written notification to the RECIPIENT,at the sole discretion of ECOLOGY,for failing to perform an Agreement requirement or for a material breach of any term or condition. If this Agreement is so terminated,the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination. Failure to Commence Work.ECOLOGY reserves the right to terminate this Agreement if RECIPIENT fails to commence work on the project funded within four(4)months after the effective date of this Agreement,or by any date mutually agreed upon in writing for commencement of work,or the time period defined within the Scope of Work. Non-Performance.The obligation of ECOLOGY to the RECIPIENT is contingent upon satisfactory performance by the RECIPIENT of all of its obligations under this Agreement. In the event the RECIPIENT unjustifiably fails,in the opinion of ECOLOGY,to perform any obligation required of it by this Agreement,ECOLOGY may refuse to pay any further funds, terminate in whole or in part this Agreement,and exercise any other rights under this Agreement. Despite the above,the RECIPIENT shall not be relieved of any liability to ECOLOGY for damages sustained by ECOLOGY and the State of Washington because of any breach of this Agreement by the RECIPIENT. ECOLOGY may withhold payments for the purpose of setoff until such time as the exact amount of damages due ECOLOGY from the RECIPIENT is determined. b) For Convenience ECOLOGY may terminate for convenience this Agreement,in whole or in part,for any reason when it is the best interest of ECOLOGY,with a thirty(30)calendar days prior written notification to the RECIPIENT,except as noted below. If this Agreement is so terminated,the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination. Non-Allocation of Funds.ECOLOGY's ability to make payments is contingent on availability of funding. In the event funding from state,federal or other sources is withdrawn,reduced,or limited in any way after the effective date and prior to the completion or expiration date of this Agreement,ECOLOGY,at its sole discretion,may elect to terminate the Agreement,in whole or part,or renegotiate the Agreement,subject to new funding limitations or conditions. ECOLOGY may also elect to suspend performance of the Agreement until ECOLOGY determines the funding insufficiency is resolved. ECOLOGY may exercise any of these options with no notification or restrictions,although ECOLOGY will make a reasonable attempt to provide notice. In the event of termination or suspension,ECOLOGY will reimburse eligible costs incurred by the RECIPIENT through the effective date of termination or suspension. Reimbursed costs must be agreed to by ECOLOGY and the RECIPIENT.In no event shall ECOLOGY's reimbursement exceed ECOLOGY's total responsibility under the agreement and any amendments. If payments have been discontinued by ECOLOGY due to unavailable funds,the RECIPIENT shall not be obligated to repay monies which had been paid to the RECIPIENT prior to such termination. RECIPIENT's obligation to continue or complete the work described in this Agreement shall be contingent upon availability of funds by the RECIPIENT's governing body. c) By Mutual Agreement Template Version 10/30/2015 State of Washington Department of Ecology Page 37 of 37 Agreement No: SEANWS-2019-JeCoWS-00007 Project Title: Jefferson County MRC Operations and Projects Recipient Name: Jefferson County ECOLOGY and the RECIPIENT may terminate this Agreement,in whole or in part,at any time,by mutual written agreement. d) In Event of Termination All finished or unfinished documents,data studies,surveys,drawings,maps,models,photographs,reports or other materials prepared by the RECIPIENT under this Agreement,at the option of ECOLOGY,will become property of ECOLOGY and the RECIPIENT shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials. Nothing contained herein shall preclude ECOLOGY from demanding repayment of all funds paid to the RECIPIENT in accordance with Recovery of Funds,identified herein. 29. THIRD PARTY BENEFICIARY RECIPIENT shall ensure that in all subcontracts entered into by the RECIPIENT pursuant to this Agreement,the state of Washington is named as an express third party beneficiary of such subcontracts with full rights as such. 30. WAIVER Waiver of a default or breach of any provision of this Agreement is not a waiver of any subsequent default or breach,and will not be construed as a modification of the terms of this Agreement unless stated as such in writing by the authorized representative of ECOLOGY. Template Version 10/30/2015