93_109092_WFMD_IT_SC_Timmons Group_Final.pdf

CONTRACT NO. 93-109092 Page 1 of 26 Form update date: 23.04.05

STATE OF WASHINGTON

DEPARTMENT OF NATURAL RESOURCES (DNR)

CONTRACT NO. 93-109092

PI: 28B

Funding Source: State Grant Funded: ☒ Yes ☐ No OMWBE:☒ Not Applicable Procurement method (Select one): ☒ Sole Source

This Contract is made and entered into by and between the state of Washington, Department of Natural Resources, hereinafter referred to as the "AGENCY/DNR", and the below named firm, hereinafter referred to as “TIMMONS GROUP/CONTRACTOR.”

Timmons Group 7053 Celebration Pk Ave Suite 300 Richmond, VA 23225 Phone: (804) 200-6951 Email: Lowell.Ballard@timmons.com WA State UBI Number: 602-739-341 Federal Taxpayer Identification Number: 54-1301413 Statewide Vendor (SWV): SWV0034745-00

1. PURPOSE

The purpose of this contract is for DNR to implement and use TIMMONS GROUP’S Living Community Wildfire Protection Plan (LCWPP) solution for the purposes of developing, executing and monitoring Community Wildfire Protection Plans (CWPP) engagements across the State of Washington. The LCWPP solution would be a repository for the State and counties to centrally access, maintain, update, and share CWPP information including proposed and completed mitigation projects, activities, and treatments.

The LCWPP is a user-friendly CWPP Planning tool that:

• Systematically guides community team members through the CWPP process.

• Provides community team members with maps and information about their area, including their fire environment.

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• Enables community team members to identify their key areas of concern, local knowledge and values at risk.

• Enables community team members to build a robust action plan, mapping where to target effort (when appropriate).

• Ensure community team members consider proven strategies in wildfire prevention, preparedness and mitigation.

• Simplifies the process of community team members producing a streamlined and useful CWPP.

The LCWPP solution shall enable DNR and the State of Washington to develop a template that communities can use to more effectively develop a predictably formatted planning document, with consistent information. When projects and actions are added with the tool, it provides the means to track their implementation and make it easier to update the CWPP with new strategies on an on-going basis.

The tool enables community members to daylight what progress is being made and help teams quickly and easily update accomplishments.

2. SCOPE OF WORK

A. Exhibit A, attached hereto and incorporated by reference, contains the General Terms and

Conditions governing work to be performed under this contract, the nature of the working relationship between the AGENCY and the CONTRACTOR, and specific obligations of both parties.

B. The CONTRACTOR will provide services and staff, and otherwise do all things necessary for or incidental to the performance of work, as set forth below:

TIMMONS GROUP shall implement the following cloud-based components and features listed below as part of this Scope of Work (SOW). These features and components shall be reviewed and configured as applicable with WA Department of Natural Resources and the Interagency Living CWPP steering committee staff (hereinafter referred to as CLIENT) during the project On-boarding and Discovery phase of the project. The project shall include configuration and implementation services for a CLIENT specific LCWPP instance. Hosting, support and maintenance services are included within the Scope of Work and the costs and anticipated timeline for all items have been included in the Project Fees section of the SOW below. A high-level list of the features to be delivered and implemented for CLIENT with the LCWPP is below. Screenshots of many of these features can be found in Appendix B of this agreement.

USER ACCESS, AUTHENTICATION AND AUTHORITY

• Request system account

• User-Role assignment

• Application authentication (sign in/out)

• Use of ‘role’ to apply authority (view vs edit)

• Inviting members to a CWPP

PLANNING AREA MANAGEMENT

• Create New Planning Area (e.g., Name, Description)

• Map Planning Area (e.g., County, Township, etc.)

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• View all Planning Areas (CWPP “Communities”) created in the application

• Viewing Geo-statistics for the Planning Area (identifying multiple layers (wildfire hazard, values at risk, response resources, demographics, etc. to be configured for CLIENT)

ADDING LOCAL KNOWLEDGE

• Facilitate and map Local Knowledge during the planning process

• Add Local Knowledge on Map (select type and add description)

• Edit Local Knowledge

AREAS OF CONCERN (AOC) MANAGEMENT

• Map Area of Concern within Planning Area

• Add key details to AOCs

• Edit AOCs

• View list of AOCs

PROJECTS

• Mapping and/or Adding Projects

• Add key Project details, including name, type, estimated start and end dates, estimated cost, status, priority, notes

• View, sort, and filter Project list

• Track Project Status

• View Projects within a Timeline

CWPP OUTPUTS AND TRACKING

• Preview CWPP document during planning process.

• Download CWPP report template with Planning Area map & details, Project details, Areas of Concern, Local Knowledge, and Associated Geo-Statistics.

• Track Planning Areas’ CWPP Status and applicable dates

• Link to published ‘signed’ CWPP document(s) per Planning Area

STATEWIDE DASHBOARD TRACKING

• The ability to see which entities have plans, or don’t have plans filtered by various criteria including plan date, type of plan (e.g., CWPP, All-Hazard etc.).

• The ability to see who an ideal candidate for a plan / CWPP would be based on spatial data (e.g., fire occurrence records, demographics, lack of a plan, etc.). This will help States to “market” the CWDG in addition to the ability to manage the CWDG program (per the base funding guidance).

C. The CONTRACTOR shall produce the following written reports or other written documents (deliverables) by the dates indicated below.

The approach to delivering the scope of services to CLIENT shall include a multi-phase approach consisting of on-boarding and discovery, configuration and implementation, solution

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“go-live”, training and rollout and enhancements. The following describes DNR and CONTRACTOR’S agreed upon high-level approach towards implementing the LCWPP tool for CLIENT:

ON-BOARDING AND DISCOVERY

• Project Kick-off – TIMMONS GROUP shall do an in-person project kick-off at CLIENT’s office or another approved location to confirm the core project team, review the LCWPP solution, and conduct a “current state” analysis workshop with CLIENT staff that are helping communities facilitate CWPPs and those individuals who would potentially utilize the LCWPP solution.

• Stakeholder Workshops – TIMMONS GROUP shall host several stakeholder workshops to demo LCWPP and document and understand how CLIENT currently supports CWPP development. These workshops shall also review the feature configuration options within LCWPP and get necessary details to complete the configurations. Finally, these workshops shall help our team understand and document any feature requests or ideas CLIENT and/or other stakeholders that could be incorporated into the core LCWPP solution as new features or modifications to existing features.

• Implementation Plan Development - TIMMONS GROUP shall develop an implementation plan and schedule based on CLIENT feedback and stakeholder workshop input. This implementation plan shall be presented to the CLIENT core team as a checkpoint before moving forward with the Configuration and Implementation phase.

CONFIGURATION AND IMPLEMENTATION

TIMMONS GROUP shall provide project management, business analysis, design, development, and quality assurance services (testing) as part of the Configuration and Implementation Phase. Implementation shall be iterative based, allowing the CLIENT and associated subject matter experts to provide feedback. TIMMONS GROUP shall establish and furnish multiple cloud-based environments during the implementation project (duration of the Scope of Work). These environments include Development, Quality Assurance, and User Acceptance Testing (UAT) environments which shall be used for application development, quality assurance (Timmons Group testing), and user acceptance testing (UAT) which will be used by CLIENT staff and partners to review, test, and accept application deliverables.

LCWPP SOLUTION “GO-LIVE”

TIMMONS GROUP shall deploy the configured LCWPP solution to a production environment with a domain and URL to be specified by CLIENT during the project. The solution shall be hosted on Amazon Web Services (AWS) and managed services shall be provided by TIMMONS GROUP.

TRAINING AND ROLLOUT

TIMMONS GROUP shall work with CLIENT to develop a training package that will assist with training and rolling out of the LCWPP solution. We have included time for user guide creation, documentation, training, video creation, and train-the-trainer documentation. All training shall be developed to be 508 compliant. Timmons Group’s Solutions Adoption and Training Services include the following options to be tailored for CLIENT (not all options would be implemented - Timmons Group would work with CLIENT to select the options that best align with CLIENT’s users and needs):

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• A complete user guide to help LCWPP users who prefer to learn with step-by-step written instructions and numbered screenshots.

• Multiple five (5) minute videos of the steps of the software, broken into smaller bite-sized pieces to help learners remember the information.

• An eLearning training that allows your users and learners to get hands-on practice that you can host within your own Learning Management System (LMS) or we can host if you do not have access to an LMS.

• A Quick Start Guide provides a concise, high-level “how to get started” for your team.

• Virtual Instructor Led Training (can be recorded for future use).

CONTRACTOR shall also offer a Train the Trainer package to train specific CLIENT employees who will be the technology champions for the LCWPP so they can help train and support other LCWPP users (from the Admin, Manager, and Member roles). This package includes:

• CONTRACTOR trainer conducting an in-person hands-on training workshop(s)

• The development of a PowerPoint presentation created to best ensure learner retention.

CLIENT technology champions would use the presentation to guide employees through the software on an as-needed basis.

• Instruction on how to switch between the presentation and demonstration of the software seamlessly.

• Instruction on how to create Knowledge Articles for self-service or pre-created email templates for your champions to quickly answer support requests.

• An eLearning that allows CLIENT’s CWPP users to get hands-on practice. If the Train the Train the Trainer package is selected by DNR, CONTRACTOR recommends making this required learning so metrics can be employed to measure the success of this learning campaign

TIMMONS GROUP shall review all training options with the CLIENT team during the On-boarding and Discovery phase of the project and select the best fit for CLIENT based upon the need and budget quoted in this SOW.

LCWPP ENHANCEMENTS

CONTRACTOR has included a budget for enhancements to the LCWPP solution as part of this SOW. Timmons Group shall review the backlog of existing enhancement ideas from other states with CLIENT during the On-Boarding and Discovery workshops. CONTRACTOR shall also use that time to gather feedback on “wish list” items from CLIENT and other stakeholders to evaluate for implementation into the core LCWPP solution. It is anticipated that CONTRACTOR and CLIENT would agree on several enhancements to implement into the core LCWPP solution either before or after LCWPP Solution “Go-Live”.

SUSTAINABILITY OF THE LIVING CWPP SOLUTION

TIMMONS GROUP has received funding from multiple states to develop the initial version of the LCWPP solution. The funding and leadership provided by these states have allowed other states to potentially benefit from their investments but also has provided value back to those initial contributing states by providing funding for more feature enhancements and future phases and growth of the LCWPP solution.

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Applications and technology solutions, such as the LCWPP, require recurring/annual hosting and managed services, support and continued maintenance to keep up with changes in technology and underlying software and supporting software libraries. The CONTRACTOR understands that this expense is challenging for state agencies to budget for when initial funding comes from grant awards.

To provide additional return on the AGENCY’s investment and to help defray the costs of annual hosting, support, and maintenance, a portion of the fee presented in the Project Fees section below shall be allocated to overall hosting, support, and maintenance of the LCWPP solution across all of the states that have implemented LCWPP. This, in addition to the funds allocated for additional feature development, provides value back to all the states contributing to the LCWPP initiative and solution and helps with sustain the solution by not having to rely on continual grant funding.

All written reports required under this contract shall be delivered to DNR’s Assistant Division Manager, Community Resilience Program, Wildland Fire Management Division and CONTRACTOR and AGENCY Contract Managers listed below and in accordance with the schedule above.

D. WATECH OVERSIGHT AND WASHINGTON STATE SECURITY POLICIES

This contract may be subject to oversight policies put into place by Washington Technology Solutions (WaTech). DNR is procuring TIMMONS GROUP’S LCWPP module and cloud-based solution.

Where AGENCY policies are absent, WaTech policies shall be followed and implemented unless DNR has requested an exemption and received the approval.

The project is subject to WaTech state oversight, oversight groups and committees. This may include, but is not limited to, security by security teams at DNR, the Washington state office of Cyber security, and WaTech. The project manager leads the DNR and Contract team through all oversight group quality funding gates, completion of WaTech documents and deliverables, and state processes.

The following guidelines help DNR ITD deliver confidentiality, integrity, and availability by requiring reasonable and appropriate conditions in software and systems contracts, as well as compliance with state standards (RCWs and WaTech requirements).

Security Policy Requirements

All Software and related services provided by Contractor under the Contract, whether hosted on DNR systems or networks, or in Contractor’s systems or infrastructure, must comply with all applicable Washington State laws (RCWs) and the Washington Technology Solutions (WaTech) Security Policy.

This includes full compliance with the WaTech Security Chapter, which is available at https://watech.wa.gov/policies?field_categories_target_id=80.

Access and Authentication, Remote Access Requirements

CONTRACTOR shall integrate DNR-provided single sign-on (SSO) for all user authentication, such as through Microsoft Entra ID (formerly Azure Active Directory). CONTRACTOR shall attest that CONTRACTOR’S administrative access to environments hosting the Software must occur through secure mechanisms such as a bastion host, virtual private network (VPN), multi-factor authentication (MFA), or other secure remote access technologies. Unauthenticated access to any part of the administrative environment is strictly prohibited.

https://watech.wa.gov/policies?field_categories_target_id=80

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CONTRACTOR shall implement appropriate technical controls to protect the environment, including but not limited to web application firewalls (WAF), access control lists (ACLs), network segmentation, and encryption of data in transit and at rest.

All access, authentication, and encryption practices must comply with the following Washington Technology Solutions (WaTech) security standards:

• Remote Access Standard (SEC-06-02-S)

• Encryption Standard (SEC-08-02-S)

• Identification and Authentication Security Standard (SEC-06-01-S)

These standards are available at: https://watech.wa.gov/policies?field_categories_target_id=80.

CONTRACTOR must ensure all personnel, including subcontractors, adhere to these standards when accessing systems or data on behalf of DNR.

Data Sharing, Storage, Transmission, and Disposal

CONTRACTOR shall ensure that all DNR data is encrypted in transit in accordance with the Washington Technology Solutions (WaTech) Encryption Standard (SEC-08-02-S), available at:

https://watech.wa.gov/policies?field_categories_target_id=80.

No DNR data may be shared with third parties or subcontractors without prior written approval from DNR and the execution of a DNR-approved Data Sharing Agreement. CONTRACTOR shall ensure that any authorized data sharing is governed by written agreements that include confidentiality, security, and data protection requirements consistent with those outlined in this Contract.

All mechanisms used for data transmission must use secure protocols (e.g., HTTPS, SFTP, TLS 1.2 or higher). The CONTRACTOR is responsible for ensuring that data handling practices comply with all applicable DNR policies, state regulations, and WaTech standards.

Disaster Recovery

CONTRACTOR shall implement and maintain a comprehensive data backup and disaster recovery (DR) strategy to ensure the integrity, availability, and recoverability of all DNR data and systems supported under this Contract. All backup and recovery practices must comply with the Washington Technology Solutions (WaTech) Data Backup and Recovery Standard (SEC-04-01-S), available at:

https://watech.wa.gov/policies?field_categories_target_id=80.

Logging and Monitoring

CONTRACTOR shall implement security logging and monitoring controls consistent with the Washington Technology Solutions (WaTech) Security Logging Standard (SEC-09-01-S), available at: https://watech.wa.gov/policies?field_categories_target_id=80.

CONTRACTOR must ensure that all systems used to store, process, or transmit DNR data generate audit logs that capture relevant security events, including but not limited to authentication attempts, administrative actions, data access, and configuration changes. Logs must be time-synchronized, protected from unauthorized access or modification, and retained for a minimum period specified by the WaTech standard or as required by DNR.

https://watech.wa.gov/policies?field_categories_target_id=80 https://watech.wa.gov/policies?field_categories_target_id=80

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CONTRACTOR shall monitor logs regularly for indicators of compromise or policy violations and notify DNR promptly of any suspected or confirmed security incidents. Upon request, CONTRACTOR must provide DNR access to relevant log data and summaries for review, audit, or investigation purposes.

3. PERIOD OF PERFORMANCE

The initial period of performance under this contract will be from May 15, 2025, or date of execution, whichever is later, through June 30, 2025. Hosting and managed services, support, and maintenance of the LCWPP for 1 year (after go-live) for the period of July 1, 2025 – June 30, 2026, with an option of four additional one (1) year extensions upon mutual agreement between the WA Department of Natural Resources and Timmons Group.

4. DES FILING REQUIREMENT

The provisions of Chapter 39.26 RCW require the AGENCY to file this sole source contract with the Department of Enterprise Services (DES) for approval. No contract so filed is effective nor shall work commence under it until the tenth (10th) working day following the date of filing subject to DES approval.

5. COMPENSATION

Total compensation payable to the CONTRACTOR for the satisfactory performance of the work under this contract will not exceed TWO HUNDRED AND FIFTY THOUSAND dollars ($250,000).

CONTRACTOR'S compensation for services rendered shall be based on the following:

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Expenses

No additional expenses are allowed under this contract.

6. BILLING PROCEDURES AND PAYMENT

The AGENCY shall pay CONTRACTOR upon acceptance of services provided and receipt of properly completed invoices, which shall be submitted to the Contract Manager by July 3, 2025.

The invoices shall describe and document, to the AGENCY'S satisfaction, a description of the work performed, the progress of the project, and fees. The invoice shall include the contract reference number 93-109092. If expenses are invoiced, provide a detailed breakdown of each type. A receipt must accompany any single expense (unless noted otherwise above) in order to receive reimbursement.

Payment shall be considered timely if made by the AGENCY within thirty (30) calendar days after receipt of properly completed invoices. Payment shall be sent to the address designated by the

CONTRACTOR.

The AGENCY may, in its sole discretion, terminate the contract or withhold payments claimed by the CONTRACTOR for services rendered if the CONTRACTOR fails to satisfactorily comply with any term or condition of this contract.

No payments in advance or in anticipation of services or goods to be provided under this contract shall be made by the AGENCY.

7. CONTRACT MANAGEMENT

The Contract Manager for each of the parties shall be the contact person for all communications and billings regarding the performance of this contract.

CONTRACTOR Contract Manager AGENCY Contract Manager

Lowell Ballard Timmons Group 7053 Celebration Pk Ave Suite 300 Richmond, VA 23225 Phone: (804) 615-2151 Email address: lowell.ballard@timmons.com

Bill Mills Department of Natural Resources Wildland Fire Management Division 1111 Washington St SE Olympia, WA 98504-7037 Phone: (360) 480-1178 Email address: Bill.Mills@dnr.wa.gov mailto:lowell.ballard@timmons.com mailto:Bill.Mills@dnr.wa.gov

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CONTRACTOR Project Manager AGENCY Project Manager

Chris Gerecke Timmons Group 7053 Celebration Pk Ave Suite 300 Richmond, VA 23225 Phone: (804) 615-2151 Email address: chris.gerecke@timmons.com

Bill Mills Department of Natural Resources 1111 Washington St SE Olympia, WA 98504-7037 Phone: (360) 480-1178 Email address: Bill.Mills@dnr.wa.gov

8. INSURANCE

Before using any of said rights granted herein and at its own expense, CONTRACTOR shall purchase and maintain, [or require its agent(s)/subcontractor to purchase and maintain,] the insurance described below for the entire duration of this Agreement. Failure to purchase and maintain the required insurance may result in the termination of the Agreement at DNR’s option.

All insurance provided in compliance with this Agreement shall be primary as to any other insurance or self-insurance programs afforded to, or maintained by, the State of Washington, Department of Natural Resources.

CONTRACTOR shall provide DNR with certificates of insurance, executed by a duly authorized representative of each insurer, showing compliance with the insurance requirements specified in this Agreement before using any of said rights granted herein. The description section of the certificate shall contain the Contract Number and the name of the DNR Project Manager. Contractor shall also provide renewal certificates as appropriate during the term of this Agreement.

CONTRACTOR shall include all subcontractors and agents as insured under all required insurance policies or shall provide separate certificates of insurance for each subcontractor or agent. Failure of CONTRACTOR to have its subcontractors and agents comply with the insurance requirements contained herein does not limit CONTRACTOR’s liability or responsibility.

INSURANCE TYPES & LIMITS: The limits of insurance, which may be increased by State, as deemed necessary, shall not be less than as follows:

Commercial General Liability (CGL) Insurance: CONTRACTOR shall purchase and maintain commercial general liability insurance with a limit of not less than $1,000,000 per each occurrence. If such CGL insurance contains aggregate limits, the general aggregate limits shall be at least twice the "each occurrence" limit, and the products-completed operations aggregate limit shall be at least twice the "each occurrence" limit. All insurance must cover liability arising out of premises, operations, independent contractors, products completed operations, personal injury and advertising injury, and liability assumed under an insured contract (including the tort liability of another party assumed in a business contract) and contain separation of insured (cross-liability) condition.

Employer's liability ("Stop Gap") Insurance: CONTRACTOR shall purchase and maintain employer’s liability insurance and if necessary, commercial umbrella liability insurance with limits not less than $1,000,000 each accident for bodily injury by accident or $1,000,000 each employee for bodily injury by disease.

Business Auto Policy (BAP) Insurance: CONTRACTOR shall purchase and maintain business auto insurance and if necessary, commercial umbrella liability insurance with a limit of not less than mailto:chris.gerecke@timmons.com mailto:Bill.Mills@dnr.wa.gov

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$1,000,000 per accident, with such insurance covering liability arising out of "Any Auto". The policy shall be endorsed to provide contractual liability coverage and cover a “covered pollution cost or expense.” CONTRACTOR waives all rights of subrogation against State for the recovery of damages to the extent they are covered by business auto liability or commercial umbrella liability insurance.

Industrial Insurance (Workers Compensation): CONTRACTOR shall comply with Title 51 RCW by maintaining workers compensation insurance for its employees. CONTRACTOR waives all rights of subrogation against State for recovery of damages to the extent they are covered by Industrial Insurance, employer’s liability, general liability, excess, or umbrella insurance. CONTRACTOR waives its Title 51 RCW immunity to the extent it is required by its indemnity obligation under this Agreement.

Errors and Omissions (Professional Liability) Insurance: The CONTRACTOR shall purchase and maintain errors and omissions insurance including coverage for professional liability with limits of not less than $1,000,000 per claim and $2,000,000 in the aggregate.

ADDITIONAL PROVISIONS:

Additional Insured: The State of Washington, Department of Natural Resources, its officials, agents, and employees shall be named as additional insured by endorsement on all general liability, excess, and umbrella insurance policies.

Cancellation: DNR shall be provided written notice before cancellation or non-renewal of any insurance referred to therein, in accord with the following specifications.

1. Insurers subject to Chapter 48.18 RCW (Admitted and Regulated by the Insurance Commissioner):

The insurer shall give the State 45 days advance notice of cancellation or nonrenewal. If cancellation is due to non-payment of premium, the State shall be given 10 days advance notice of cancellation.

2. Insurers subject to Chapter 48.15 RCW (Surplus Lines): The State shall be given 20 days advance notice of cancellation. If cancellation is due to non-payment of premium, the State shall be given 10 days advance notice of cancellation.

Insurance Carrier Rating: All insurance shall be issued by companies admitted to do business in the State of Washington and have a rating of A-, Class VII, or better. Any exception must be reviewed and approved by the DNR Risk Manager or the DNR Contracts Manager, in the Risk Manager’s absence. If an insurer is not admitted to do business in the State of Washington, all insurance policies and procedures for issuing the insurance policies must comply with Chapters 48.15 RCW and 284-15

WAC.

Self-Insurance: If CONTRACTOR is self-insured, evidence of its status as a self-insured entity shall be provided to State. The evidence should demonstrate that CONTRACTOR’s self-insurance meets all of the required insurance coverage of this Agreement to the satisfaction of State including the description of the funding mechanism and its financial condition. If the funding mechanism or financial condition of the self-insurance program of CONTRACTOR is inadequate, then State may require the purchase of additional commercial insurance to comply with this Agreement.

Waiver: CONTRACTOR waives all rights of subrogation against State for recovery of damages to the extent these damages are covered by general liability, excess, or umbrella insurance maintained pursuant to this Agreement.

9. ASSURANCES

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AGENCY and the CONTRACTOR agree that all activity pursuant to this contract will be in accordance with all the applicable current federal, state and local laws, rules, and regulations.

10. ORDER OF PRECEDENCE

Each of the exhibits listed below is by this reference hereby incorporated into this contract. In the event of an inconsistency in this contract, the inconsistency shall be resolved by giving precedence in the following order:

1. Applicable federal statutes and regulations.

2. Washington state statutes and regulations.

3. Exhibit A – WA State Department of Natural Resources General Terms and Conditions.

4. WaTech Oversight and Washington State Security Policies

5. Any other provision, term or material incorporated herein by reference or otherwise incorporated.

11. ENTIRE AGREEMENT

This contract, including referenced exhibits, represents all the terms and conditions agreed upon by the parties. No other statements or representations, written or oral, shall be deemed a part hereof.

12. CONFORMANCE

If any provision of this contract violates any statute or rule of law of the state of Washington, it is considered modified to conform to that statute or rule of law.

13. APPROVAL

By signature below, the Parties certify that the individuals listed in this document, as representatives of the Parties, are authorized to act in their respective areas for matters related to this instrument.

IN WITNESS WHEREOF, the parties have executed this Agreement.

TIMMONS GROUP STATE OF WASHINGTON

DEPARTMENT OF NATURAL

RESOURCES

Signature Date Signature Date Lowell Ballard George Geissler Name Name Director of Geospatial Solutions Deputy Supervisor and WA State Forester Title Title 7053 Celebration Pk Ave Suite 300 1111 Washington St SE Richmond, VA 23225 Olympia, WA 98504-7001 Address Address

(804) 200-6951 (360) 902-1004 Telephone Telephone

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EXHIBIT A

WA STATE DEPARTMENT OF NATURAL RESOURCES GENERAL TERMS AND

CONDITIONS

1. ACCESS TO DATA

The Contractor shall provide access to data generated under this contract to the Agency, the Joint Legislative Audit and Review Committee, and the State Auditor at no additional cost. This includes access to all information that supports the findings, conclusions, and recommendations of the Contractor’s reports, including computer models and methodology for those models.

2. ADVANCE PAYMENTS PROHIBITED

No payments in advance of or in anticipation of goods or services to be provided under this contract shall be made by the Agency.

3. AMENDMENTS

This contract may be amended by mutual agreement of the parties. Such amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties.

4. AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, also referred to as the "ADA" 28 CFR Part 35 The Contractor must comply with the ADA, which provides comprehensive civil rights protection to individuals with disabilities in the areas of employment, public accommodations, state and local government services, and telecommunications.

5. ANTITRUST

The Contractor hereby assigns to Agency any and all of its claims for price fixing or overcharges, which arise under federal or state law relating to the goods, products, or services purchased under this contract.

6. ASSIGNMENT

Neither this contract, nor any claim arising under this contract, shall be transferred or assigned by the Contractor without prior written consent of the Agency.

Contractor may not assign its rights under this Agreement without Department of Natural Resources (DNR) prior written consent and DNR may consider any attempted assignment without such consent to be void; Provided, however, that, if Contractor provides written notice to DNR within thirty (30) calendar days, Contractor may assign its rights under this Agreement in full to any parent, subsidiary, or affiliate of the Contractor that controls or is controlled by or under common control with the Contractor, is merged or consolidated with the Contractor, or purchases a majority or controlling interest in the ownership or assets of the Contractor. Unless otherwise agreed, the Contractor guarantees prompt performance of all obligations under this Agreement notwithstanding any prior assignment of its rights.

7. ATTORNEYS’ FEES

In the event of litigation or other action brought to enforce contract terms, each party agrees to bear its own attorney fees and costs.

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8. COMPLIANCE WITH APPLICABLE LAW

At all times during the term of the contract, the Contractor shall comply with all applicable laws.

9. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION

The Contractor shall not use or disclose any information concerning the Agency, or information that may be classified as confidential, for any purpose not directly connected with the administration of this contract, except with prior written consent of the Agency, or as may be required by law.

10. CONFLICT OF INTEREST

Notwithstanding any determination by the Executive Ethics Board or other tribunal, the Agency may, in its sole discretion, by written notice to the Contractor terminate this contract if it is found after due notice and examination by the Agent that there is a violation of the Ethics in Public Service Act, Chapter

42.52 RCW; or any similar statute involving the Contractor in the procurement of, or performance under this contract.

In the event this contract is terminated as provided above, the Agency shall be entitled to pursue the same remedies against the Contractor as it could pursue in the event of a breach of the contract by the Contractor. The rights and remedies of the Agency provided for in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law. The existence of facts upon which the Agent makes any determination under this clause shall be an issue and may be reviewed as provided in the “Disputes” clause of this contract.

11. COPYRIGHT PROVISIONS

Unless otherwise provided, all materials produced under this contract shall be considered "works for hire" as defined by the U.S. Copyright Act and shall be owned by the Agency. The Agency shall be considered the author of such materials. In the event the materials are not considered “works for hire” under the U.S. Copyright laws, Contractor hereby irrevocably assigns all right, title, and interest in materials, including all intellectual property rights, to the Agency effective from the moment of creation of such materials.

Materials means all items in any format and includes, but is not limited to, data, reports, documents, pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes, and/or sound reproductions. Ownership includes the right to copyright, patent, register and the ability to transfer these rights.

For materials that are delivered under the contract, but that incorporate pre-existing materials not produced under the contract, Contractor hereby grants to the Agency a nonexclusive, royalty-free, irrevocable license (with rights to sublicense others) in such materials to translate, reproduce, distribute, prepare derivative works, publicly perform, and publicly display. The Contractor warrants and represents that Contractor has all rights and permissions, including intellectual property rights, moral rights and rights of publicity, necessary to grant such a license to the Agency.

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The Contractor shall exert all reasonable effort to advise the Agency, at the time of delivery of materials furnished under this contract, of all known or potential invasions of privacy contained therein and of any portion of such document that was not produced in the performance of this contract.

The Agency shall receive prompt written notice of each notice or claim of infringement received by the Contractor with respect to any data delivered under this contract. The Agency shall have the right to modify or remove any restrictive markings placed upon the data by the Contractor.

12. COVENANT AGAINST CONTINGENT FEES

The Contractor warrants that no person or selling Agent has been employed or retained to solicit or secure this contract upon an agreement or understanding for a commission, percentage, brokerage or contingent fee, excepting bona fide employees or bona fide established Agents maintained by the Contractor for securing business.

The Agency shall have the right, in the event of breach of this clause by the Contractor, to annul this contract without liability or, in its discretion, to deduct from the contract price or consideration or recover by other means the full amount of such commission, percentage, brokerage or contingent fee.

13. DEFAULT

Contractor shall be in default if it is in material breach of any term or condition of the contract. The time of default shall begin when the material breach occurs or after any applicable opportunity to cure period lapses, whichever is later.

14. DELIVERY, INSPECTION, REJECTION, CURE:

1. TIME OF THE ESSENCE: Time is of the essence in the performance of the contract.

2. SHIPPING & RISK OF LOSS. All goods subject to the Contract shall be shipped F.O.B.

destination. Risk of loss of the goods shall pass to the Agency at the time the goods are accepted by the Agency.

3. INSPECTION: The Agency's inspection of all goods upon delivery is for the sole purpose of identification. Such inspection shall not be construed as acceptance of the goods.

4. REJECTION: The Agency may reject any nonconforming Deliverables by reasonably notifying the Contractor in writing.

5. OPPORTUNITY TO CURE: Contractor shall have the right to cure the materiality of any breach prior to the time for performance under the Contract. This right to cure terminates upon the time for performance.

15. DEFINITIONS

Definitions for the purposes of this solicitation include:

AGENCY – any state office or activity of the executive and judicial branches of state government, including state agencies, departments, offices, divisions, boards, commissions, institutions of higher education as defined in RCW 28B.10.016, and correctional and other types of institutions.

AGENT – Personnel authorized to act on behalf of the Agency for matters contained within.

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APPARENT SUCCESSFUL CONTRACTOR – Bidder whose bid, quotation and/or proposal provides the best value in meeting AGENCY needs and is selected to contract with DNR for the proposed solution, subject to completion of contract negations and execution of contract.

AWARD DATE – the announcement date of the Apparent Successful Contractor.

BID, QUOTATION and/or PROPOSAL – a formal offer, submitted by an individual or entity, in response to a solicitation issued for goods or services by the Agency.

BIDDER – an individual or entity who submits a bid, quotation and/or proposal in response to a solicitation issued for goods or services by the Agency.

BUSINESS DAYS – Monday through Friday, 8AM to 5PM, Pacific Standard Time, or, Pacific Daylight Time, Olympia, Washington, USA.

CALENDAR DAY – Midnight to midnight, any day of the week.

CONTRACT – an agreement between DNR and Contractor that includes terms and conditions, the solicitation, the bid, quotation and/or proposal, all appendices, and exhibits, associated Statements of Work (e.g. Services Contract or Purchase Order), and all amendments awarded pursuant to this solicitation.

CONTRACTOR – an individual or entity whose bid, quotation and/or proposal has been accepted and is awarded a contract with the Agency, and who is solely responsible to provide a good or perform a service.

DNR – Washington State Department of Natural Resources, an Agency of the State of Washington, and any division, section, office, unit or other entity of, or any of the officers or other officials lawfully representing the department.

GOODS – products, materials, supplies, or equipment provided by a Contractor.

PURCHASE – the acquisition of goods or services, including the leasing or renting of goods.

SERVICES – labor, work, analysis, or similar activities provided by a Contractor to accomplish a specific scope of work.

SOLICITATION – a documented formal process providing an equal and open opportunity to BIDDERS and culminating in a selection based on predetermined criteria.

SUBCONTRACTOR – one not in the employment of the Contractor, who is performing all or part of the business activities related to this solicitation under a separate contract with the Contractor.

The terms "Subcontractor" and "Subcontractors" means Subcontractor(s) in any solicitation tier.

VENDOR – individual, firm, organization, company or other entity offering products and/or services.

WEBS – Washington’s Electronic Business Solution System.

WORKING DAYS – Midnight to midnight, Monday through Friday, excluding weekends and state legal holidays.

16. DISALLOWED COSTS

The Contractor is responsible for any audit exceptions or disallowed costs incurred by its own organization or that of its Subcontractors.

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17. DISPUTES

Except as otherwise provided in this contract, when a dispute arises between the parties and it cannot be resolved by direct negotiation, either party may request a dispute hearing with the Agent.

1. The request for a dispute hearing must:

Be in writing;

State the disputed issue(s);

State the relative positions of the parties;

State the Contractor’s name, address, and contract number; and Be mailed to the Agent and the other party’s (respondent’s) contract manager within three (3) working days after the parties agree that they cannot resolve the dispute.

2. The respondent shall send a written answer to the requester’s statement to both the Agent and the requester within five 5 working days.

3. The Agent shall review the written statements and reply in writing to both parties within 10 working days. The Agent may extend this period if necessary by notifying the parties.

4. The parties agree that this dispute process shall precede any action in a judicial or quasi-judicial tribunal.

Nothing in this contract shall be construed to limit the parties’ choice of a mutually acceptable alternate dispute resolution method in addition to the dispute resolution procedure outlined above.

18. DUPLICATE PAYMENT

The Agency shall not pay the Contractor, if the Contractor has charged or will charge the State of Washington or any other party under any other contract or agreement, for the same goods delivered or services rendered.

19. ENVIRONMENTAL CONSIDERATIONS

ELECTRONIC PRODUCTS

The State of Washington encourages the purchase of products that meet environmental performance standards relating to the reduction and elimination of hazardous materials. The database of all products that currently meet EPEAT criteria are viewable at www.greenelectronicscouncil.org. Only products listed as Active in the online EPEAT Registry are considered to have met the EPEAT criteria.

Contractor represents and warrants that, during the term of this contract, for any product(s) for which Contractor sought and was awarded an environmental purchasing preference pursuant to RCW

39.26.265 and Washington State Procurement Policy POL-DES-265-00, such product(s) shall have achieved EPEAT Silver or Gold registration that enabled Contractor to be awarded such preference.

NON-HYDROFLUOROCARBONS (HFCs) http://www.greenelectronicscouncil.org/

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Hydrofluorocarbons (HFCs) contribute to climate change and so have an adverse effect on human health and the environment. Accordingly, the State of Washington, through its procurement of goods is trying to minimize the purchase of products that contain HFCs or contain HFCs with a comparatively low global warming potential and to incentivize its vendors to sell products without HFCs.

Contractor represents and warrants that, during the term of this Contract, for any product(s) for which Contractor sought and was awarded a purchasing preference pursuant to RCW 39.26.310 and Washington State Procurement Policy DES-POL-310-00, such product(s) shall meet or have less than the HFC level(s) that enabled Contractor to be awarded such preference.

NON-MERCURY ADDED PRODUCTS

Mercury has an adverse effect on human health and the environment. Accordingly, the State of Washington, through its procurements of goods is trying to minimize the purchase of products with mercury and to incentivize its vendors to sell products without mercury.

Contractor represents and warrants that, during the term of this Contract, for any product(s) for which Contractor sought and was awarded a purchasing preference pursuant to RCW 70.95M.060 and Washington State Procurement Policy DES-POL-70.95M.060-00, such product(s) shall meet or have less than the lowest amount of mercury that enabled Contractor to be awarded such preference.

POLYCHLORINATED BIPHENYLS (PCBs) Polychlorinated biphenyls, commonly known as PCBs, have adverse effects on human health and the environment. Accordingly, the State of Washington, through its procurements of goods, is trying to minimize the purchase of products with PCBs and to incentivize its vendors to sell products in packaging without them.

Contractor represents and warrants that, during the term of this contract, for any product(s) and/or product packaging for which Contractor sought and was awarded a purchasing preference pursuant to RCW 39.26.280 and Washington State Procurement Policy POL-DES-280-00, such product(s) and/or packaging shall meet or exceed the testing limitations that enabled Contractor to be awarded such preference.

RECYCLED CONTENT PRODUCTS

Buying products made from recycled content creates markets for materials collected in residential & business recycling programs. Recycling does not work without end-markets. In addition buying recycled products supports the development of green technologies, creates jobs and strengthens the local economy, and promotes and supports a more sustainable lifestyle. When manufacturers use recycled material vs. virgin materials to make new products, air and water pollution is reduced, natural resources are conserved, energy is saved, less water is used, and emissions of greenhouse gases that contribute to global climate change are reduced. Accordingly, the State of Washington through its procurements of goods is trying to maximize the purchase of products made from recycled content and to incentivize its vendors to sell products and products in packaging made with recycled content.

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Contractor represents and warrants that, during the term of this Contract, for any product(s) for which Contractor sought and was awarded an environmental purchasing preference pursuant to RCW

39.26.255 and Washington State Procurement Policy POL-DES-255-00, such product(s) shall exceed the minimum post-consumer or total recycled content that enabled Contractor to be awarded such preference.

Notwithstanding any provision to the contrary, upon breach of warranty and Contractor’s failure to provide satisfactory evidence of compliance within thirty (30) days, Agency may suspend or terminate this Contract. The rights and remedies of the parties under this warranty are in addition to any other rights and remedies of the parties provided by law or equity, including, without limitation, actual damages, and, as applicable and awarded under law, to a prevailing party, reasonable attorneys’ fees and costs.

20. EXECUTIVE ORDER 18-03 – WORKERS’ RIGHTS

MANDATORY INDIVIDUAL ARBITRATION. If Bidder returned Contractor Certification – Executive Order 18-03 Worker’s Rights, and Contractor represents and warrants, as previously certified in Contractor’s bid, quotation and/or proposal submission, that Contractor does NOT require its employees, as a condition of employment, to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. Contractor further represents and warrants that, during the term of this contract, Contractor shall not, as a condition of employment, require its employees to sign or agree to mandatory individual arbitration clauses or class or collective action waivers.

21. FUNDING SOURCE

At all times during the course of this contract, the Contractor must comply with applicable laws, rules, policy and regulations required by the source of funding for the contract.

22. GOVERNING LAW

This contract shall be construed and interpreted in accordance with the laws of the State of Washington, and the venue of any action brought hereunder shall be in the Superior Court for Thurston County.

23. HARASSMENT

Per RCW 43.01.135, Sexual harassment in the workplace, Agency Contractors hereby have access to DNR Policy PO01-052 Sexual Harassment:

https://www.dnr.wa.gov/publications/em_harassment_prevention_policy.pdf

24. INDEMNIFICATION

To the fullest extent permitted by law, Contractor shall indemnify, defend, and hold harmless the…