Requests_for_Proposals_(RFP)_-_Coordinated_Entry.pdf

Public Health and Social Services

Call for Bids

2025_Public Health_RFP-Coordinated Entry

REQUESTS FOR PROPOSALS (RFP) - COORDINATED ENTRY

Lewis County

PUBLIC HEALTH AND SOCIAL SERVICES

Project: Requests for Proposals (RFP) - Coordinated Entry, 2025_Public Health_RFP-

Coordinated Entry

Effective Date: undefined

1. Introduction

1.1. Summary

Lewis County invites qualified providers to apply to deliver Coordinated Entry (CE) services that ensure a streamlined, standardized, and equitable process to access, assess, prioritize, and refer people experiencing or at risk of homelessness to appropriate housing and supportive programs countywide. The selected provider(s) will maintain strong partnerships with housing and service agencies and use HMIS to support real-time coordination, performance monitoring, and system accountability.

1.2. Background

Lewis County maintains a Coordinated Entry (CE) system to ensure people experiencing, or at imminent risk of, homelessness can access a standardized point of contact for assessment and referral to housing and supportive services.

Several key entities in our community accept referrals only through CE including the following:

• The Salvation Army

• Reliable

• Comunicativo

• Housing Resource Center

CE is the required first step to determine eligibility for these programs. Because participating programs have limited capacity and openings often depend on available funding, CE also offers information about other housing resources and can help problem solve and connect people to mainstream services. CE services include assessments and referrals for case management, diversion, and homelessness prevention for people who are homeless or at risk of homelessness in Lewis County.

This project advances Lewis County Public Health & Social Services’ five-year housing and homelessness strategic plan to reduce the number of unhoused people in the county by improving how quickly and equitably people move from request for help to stable housing.

1.3. Contact Information

Meja Handlen

Public Health & Social Services Director

360 NW North Street

Chehalis, WA 98532

Email: meja.handlen@lewiscountywa.gov

Phone: (360) 740-1234

Department:

Public Health and Social Services

Department Head:

Meja Handlen

Public Health Director

1.4. Timeline

Release Project Date November 4, 2025

Question Submission Deadline November 14, 2025, 2:00pm

Question Response Deadline November 18, 2025, 4:00pm

Proposal Submission Deadline November 21, 2025, 4:00pm

2. Project Details

2.1. Important Instructions for Electronic Submittal

Lewis County, Public Health and Social Services, is accepting electronic bid submissions.

Bidders shall create a FREE account with OpenGov Procurement by signing up at https://procurement.opengov.com/signup. Once you have completed account registration, browse back to this page, click on "Submit Response", and follow the instructions to submit the electronic bid.

2.2. Project Details

A. Important Instructions for Electronic Submittal o Lewis County accepts electronic bid submissions. Bidders shall create a free account with OpenGov Procurement by signing up at https://procurement.opengov.com/signup. After completing registration, browse back to this page, click on "Submit Response", and follow the instructions to submit the electronic bid.

mailto:meja.handlen@lewiscountywa.gov tel:(360)740-1234 https://procurement.opengov.com/signup https://procurement.opengov.com/signup

B. Definitions o For purposes of this Request for Proposal (RFP) and any resulting contract, the following definitions shall apply.

▪ COUNTY – LEWIS is the COUNTY in the state of Washington that is issuing this RFP.

▪ Apparent Successful Contractor – The consultant selected as the entity to perform the anticipated services, subject to completion of contract negotiations and execution of a written contract.

▪ Consultant – Individual or company interested in the RFP and that may or does submit a proposal in order to attain a contract with the COUNTY.

▪ Contractor – Individual or company whose proposal has been accepted by the

COUNTY and is awarded a fully executed, written contract.

▪ Proposal – A formal offer submitted in response to this solicitation.

▪ Proposer - Individual or company that submits a proposal in order to attain a contract with the COUNTY.

▪ Request for Proposals (RFP) – Formal procurement document in which a service or need is identified but no specific method to achieve it has been chosen. The purpose of an

RFP is to permit the consultant community to suggest various approaches to meet the need at a given price.

▪ Coordinated Entry (CE) - A standardized, community-wide process designed to ensure that people experiencing or at risk of homelessness have fair and equal access to housing and services. CE includes assessment, prioritization, and referral to appropriate housing and supportive service programs.

▪ Homeless Management Information System (HMIS) - A local information technology system used to collect, manage, and report client-level data on the provision of housing and services to individuals and families experiencing homelessness or at risk of homelessness.

▪ Rapid Re-Housing - A housing intervention designed to help individuals and families quickly exit homelessness, return to permanent housing, and not become homeless again.

▪ Homelessness Prevention - Programs and services that assist individuals and families who are at imminent risk of losing their housing to maintain stable housing and avoid entering homelessness.

C. Project Scope:

o The Contractor shall operate and manage the CE system for Lewis County. The CE system must provide a fair, consistent, and accessible process for individuals and families experiencing homelessness or at risk of homelessness to access housing and related services. The selected contractor will ensure that CE functions are delivered in accordance with the Washington State Department of Commerce (DOC) guidelines and LCPHSS policies.

o The scope of work includes, but is not limited to:

▪ Access and Assessment

Ensure coordinated entry points are accessible to all individuals throughout Lewis

County, including rural and underserved areas. Conduct standardized assessments using the DOC-approved assessment tool to determine client needs and eligibility.

▪ Prioritization and Referral

Implement prioritization standards consistent with DOC and LCPHSS guidance to ensure equitable allocation of housing resources. Maintain an active referral process that connects clients to appropriate housing programs and supportive services.

▪ Resource Referral and Housing Navigation

Provide individualized resource referrals, diversion, and housing navigation services to assist clients in securing and maintaining stable housing.

▪ Collaboration and Coordination

Work in partnership with local service providers, housing programs, and community organizations to maintain a seamless network of housing and supportive services. Participate in the Lewis County Homeless Response System and other coordinated planning efforts.

▪ Data Collection and Reporting

Enter and maintain accurate client data into HMIS within 5 days of assessment and review. Collect and report performance measures as required by DOC and

LCPHSS, ensuring compliance with all privacy and data security standards.

▪ Outreach and Accessibility

Conduct outreach to populations most in need, including individuals experiencing chronic homelessness, veterans, youth, families, and those fleeing domestic violence. Ensure services are culturally and linguistically appropriate and physically accessible.

▪ Performance and Accountability

Regularly evaluate program effectiveness, client outcomes, and compliance with all contractual requirements. Participate in monitoring, evaluation, and continuous improvement activities as directed by LCPHSS and DOC.

2.3. Eligibility Criteria

A. Resources and capability to provide the materials and services as described herein.

B. Ability to obtain the required insurance as stated in this RFP.

C. At the time of submittal of a proposal, the offeror must have:

o A current Washington state business identifier number o Commercial General Liability insurance in the amount of $1,000,000 per occurrence and $2,000,000 in the aggregate o Auto liability insurance in the amount of $1,000,000 per accident o Industrial Insurance coverage for the offeror’s employees working in Washington as required by Title 51 RCW o An employment security department number as required by Title 50 RCW o Other licenses required by the State of Washington for the services proposed.

D. The County shall also examine Offeror for responsibility. Responsibility shall include, but not be limited to the following criteria:

o The offeror shall not be “inactive,” or “not in good standing” with the Washington

State Secretary of State’s Office, the Department of Revenue, or the Department of

Labor & Industries;

o The offeror shall have a demonstrated history of financial stability;

o The County may request additional information to determine responsibility

E. Experience with collaborating with mainstream services and other community partners.

F. Experience with engaging homeless or those at risk of homelessness.

G. Experience with strategies to prevent and/or divert homelessness.

H. Experience with the Homeless Management Information System (HMIS).

I. Demonstrated capacity to operate the project on a cost-reimbursement basis.

2.4. Applicant and Application Requirements

A. Any party, public or private, may apply to provide services under this program, provided it can meet the requirements set forth.

B. Projects should be evidence-based and best practice; however, emerging/promising practices may be considered.

C. Applications/Attachments must include the following information:

o Name of the organization principal(s) o Contact name, phone number, and email address o List of board members and organizational chart o Physical and mailing addresses o Washington State Business License number o Proof of minimum required insurance o Current operating budget o Last audit/most recent financial review o Proposal Narrative Information and Budget (Not to exceed 10 pages)

2.5. Decision Making Process

A. Proposals for this funding will be reviewed by a selection committee. No selection committee member may represent an agency that is applying for funding or have a conflict of interest in funding allocation.

B. Written proposals will be evaluated for completeness and eligibility as outlined in RCW

43.185C.050. Final funding recommendations may consider both written and oral elements. All recommendations will be shared with the Board of County Commissioners

(BOCC). All final funding decisions will be made by the BOCC. The selection committee will score proposals according to the criteria and percentage value identified in the Evaluation Criteria. The selection committee, in its discretion, may further define these criteria and implement and allocate value within these percentages.

C. Lewis County, in its sole judgment, reserves the right to determine which proposals best meet the County’s needs. The County retains the right to reject any or all proposals or to waive formalities with or without cause.

3. Evaluation Phases

No. Evaluation Criteria Scoring Method Weight (Points)

1. Statement of Need

What we'll look for: how effectively the applicant identifies and supports the need for

Coordinated Entry services in Lewis County.

The narrative should demonstrate a clear understanding of local homelessness trends, target populations, and existing service gaps.

Review how well the applicant uses data, community input, and relevant reports to describe unmet needs and justify the proposed approach. Strong statements will link the identified needs to specific program goals and explain how the proposed services will improve access, coordination, and housing outcomes for people experiencing or at risk of homelessness.

0-5 Points 20 (20% of Total)

2. Detailed Description of the Proposed

Program

What we'll look for: how clearly the applicant explains its strategy to deliver Coordinated

Entry in Lewis County, including assessment, prioritization, referral, and housing navigation.

The narrative should show staffing and partner coordination, use of evidence-based practices, data and confidentiality protocols, and alignment with DOC and LCPHSS expectations. Review for equity and accessibility across cultures and geographies, barrier reduction for clients, and a credible path to improved housing stability and system performance.

0-5 Points 40 (40% of Total)

3. Staff and Organizational Experience

What we'll look for: the applicant’s capacity to successfully implement and manage

Coordinated Entry services. The narrative should describe the organization’s relevant experience with homeless and housing programs, fiscal management, data reporting, and collaboration with community partners.

Review the qualifications and roles of key staff, including their expertise in case management, assessment, and service coordination. Strong proposals will demonstrate a proven track record of effective program delivery, compliance with grant requirements, and the ability to adapt to evolving best practices and system needs.

0-5 Points 25 (25% of Total)

4. Proposed Approach

What we’ll look for: a clear, workable plan to meet the RFP scope—Proposals will be evaluated on the clarity, feasibility, and completeness of the plan to meet the

Coordinated Entry (CE) scope. Reviewers will assess operational readiness, data and compliance capacity, equity and access, and transition planning to ensure uninterrupted services. Include schedules (weekly hours and on-call), training plans, and startup/transition timeline that minimizes service gaps.

0-5 Points 15 (15% of Total)

4. Proposed Estimated Budget

PROPOSED ESTIMATED BUDGET — COST BASIS & FUNDING DISCLAIMER

Please Note: The maximum budget for Administrative Costs is 15% of the Grant Request (line

#2). Applicants are encouraged to develop a program scope that maximizes the number of persons that can be served within available resources. Awarded contracts are renewable annually on July 1, 2026, pending performance and compliance review, along with other existing grants in the County. Capital costs (acquisition, construction and rehabilitation) are not eligible activities under this RFP. Submission of an estimate or performance of any work does not constitute a commitment by the County to fund, reimburse, or pay such costs. No reimbursement or payment shall be due unless and until authorized in a fully executed written agreement or purchase order issued by the County.

Line Item Description Unit of Measure Unit Cost

1 Staffing and Operations - Expenses relating to costs such as, but not limited to, salaries and benefits, training, outreach, etc.

Aggregate 18

Month Expenses

2 Administrative costs (max of 15%): Expenses relating to costs such as, but not limited to, office supplies, printing, postage, telephone, internet, finance, etc.

Aggregate 18

Month Expenses

3 Maximum Consideration MAX:

$210,000.00

5. General Conditions (Reference Only)

5.1. Scope of Contractors Services

The Contractor agrees to provide to the County services and any material set forth in the project narrative identified as Exhibit "A” during the agreement period. No material, labor, or facilities will be furnished by the County, unless otherwise provided for in the Agreement.

5.2. Accounting and Payment for Contractor Services

Payment to the Contractor for services rendered under this Agreement shall be as set forth in

Exhibit "B". Where Exhibit "B” requires payments by Lewis County, payment shall be based upon billings, supported unless otherwise provided in Exhibit "B", by documentation of units of work actually performed and amounts earned, including where appropriate, the actual number days worked each month, total number of hours for the month, and total dollar payment requested. Unless specifically stated in Exhibit "B" or approved in writing in advance by the official executing this Agreement for Lewis County (hereinafter referred to as the "Contracting

Officer”), the County will not reimburse the Contractor for any costs or expenses incurred by the

Contractor in the performance of this contract.

Where required, the County shall, upon receipt of appropriate documentation, compensate the

Contractor, no more often than weekly through the County voucher system for the Contractor’s service pursuant to the fee schedule set forth in Exhibit "B".

RCW 60.28.011 requires withholding up to 5% of the value of a public improvement contract, not including sales tax, as retainage until the project is completed and the contract is accepted. A contractor may opt to submit a retainage bond instead covering any or all of the amount.

5.3. Assignment and Subcontracting

No portion of this contract may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of the Contracting Officer or as set forth in

Exhibit “A”

5.4. Labor Standards and Contract Assistance

The Contractor shall comply with the provisions of the Lewis County Contract and Procurement

Assistance Program as applicable, attached hereto as “Special Conditions”.

5.5. Independent Contractor

The Contractor’s services shall be furnished by the Contractor as an independent Contractor and nothing herein contained shall be construed to create a relationship of employer-employee or master-servant, but all payments made hereunder and all services performed shall be made and performed pursuant to this Agreement by the Contractor as an independent Contractor. The

Contractor acknowledges that the entire compensation for this Agreement is specified in Exhibit

"B" and the Contractor is not entitled to any County benefits including, but not limited to:

vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other rights or privileges afforded to Lewis County employees.

Contractor will defend, indemnify and hold harmless the County, its officers, agents or employees from any loss or expense, including but not limited to settlements, judgments, setoffs, attorneys' fees or costs incurred by reason of claims or demands because of breach of the provisions of this paragraph.

5.6. Safety; Familiarity with Site

Contractor understands that safety is a high priority. Prior to the commencement of work or providing services, Contractor will, at its own expense and to the extent it determines is necessary to safeguard itself and its employees and agents, become familiar with the Site, its operations, and any safety rules or guidelines. In addition, Contractor will meet all OSHA, WISHA, and other applicable Federal and State requirements regarding safety. County shall not be responsible for the manner in which Contractor (1) provides and completes its work; and (2) analyzes the need for and implements safety procedures. County delegates to Contractor, and

Contractor agrees to assume, any duty County has to exercise reasonable care to make the premises and work area safe, and Contractor agrees to: abide by all applicable laws, be solely responsible for health and safety of all persons providing service, and create and post a site-specific worker safety plan in advance of gaining access to the work area. Contractor represents that it is a professional company with the knowledge and experience to reasonably assume such a delegation and to work in the presence of any known or obvious dangers by taking appropriate precautions and by using and providing proper equipment for itself and its employees

5.7. No Guarantee of Employment

The performance of all or part of this contract by the Contractor shall not operate to vest any employment rights whatsoever and shall not be deemed to guarantee any employment of the

Contractor or any employee of the Contractor or any subcontractor or any employee of any subcontractor by the County at the present time or in the future.

5.8. Taxes

The Contractor understands and acknowledges that the County will not withhold Federal or State income taxes. Where required by State or Federal law, the Contractor authorizes the County to make withholding for any taxes other than income taxes (i.e., Medicare). All compensation received by the Contractor will be reported to the Internal Revenue Service at the end of the calendar year in accordance with the applicable IRS regulations. It is the responsibility of the

Contractor to make the necessary estimated tax payments throughout the year, if any, and the

Contractor is solely liable for any tax obligation arising from the Contractor's performance of this Agreement. The Contractor hereby agrees to indemnify the County against any demand to pay taxes arising from the Contractor's failure to pay taxes on compensation earned pursuant to this Agreement.

The County will pay sales and use taxes imposed on goods or services acquired hereunder as required by law. The Contractor must pay all other taxes including, but not limited to: Business and Occupation Tax, taxes based on the Contractor’s gross or net income, or personal property to which the County does not hold title. The County is exempt from Federal Excise Tax.

5.9. Regulations and Requirement

This Agreement shall be subject to all laws, rules, and regulations of the United States of

America, the State of Washington, and political subdivisions of the State of Washington, and to any other provisions set forth in Special Conditions.

5.10. Prevailing Wages

Contractor shall pay the prevailing rate of wages to all workers, laborers, or mechanics employed in the performance of any part of the Work in accordance with RCW 39.12 and the rules and regulations of the Department of Labor and Industries. The schedule of prevailing wage rates for the locality or localities of the Work, is determined by the Industrial Statistician of the

Department of Labor and Industries. It is the Contractor’s responsibility to verify the applicable prevailing wage rate.

Each Application for Payment submitted by Contractor shall state that prevailing wages have been paid in accordance with the pre-filed statement(s) of intent, as approved. Copies of the approved intent statement(s) shall be posted on the job site with the address and telephone number of the Industrial Statistician of the Department of Labor and Industries where a complaint or inquiry concerning prevailing wages may be made.

In compliance with chapter 296-127 WAC, Contractor shall pay to the Department of Labor and

Industries the currently established fee(s) for each statement of intent and/or affidavit of wages paid submitted to the Department of Labor and Industries for certification.

In addition, the Contractor shall file weekly certified payroll records with the Department of

Labor and Industries, as required by RCW 39.12.120

As required by RCW 39.12.030, the hourly minimum rate of wage, not less than the prevailing rate of wage, which may be paid to laborers, workers, or mechanics in each trade or occupation required for such public work employed in the performance of the contract either by the contractor, subcontractor, or other person doing or contracting to do the whole or any part of the work contemplated by the contract can be found at https://secure.lni.wa.gov/wagelookup/ •

Identify the exact wage publication date to use (the effective date). • List the county in which the public works project is located (Note: Off-site work will use the rates for the county where that off-site work is performed). • Provide a statement indicating a printed copy of the wage rates are available for viewing in your office. • Explain that your agency will mail a hard copy upon request. Such laborers, workers, or mechanics shall be paid not less than such specified hourly minimum rate of wage. If you determine the project meets the definition of residential construction, you must state this in your bid and contract documents.

5.11. Right to Review

This contract is subject to review by any Federal or State auditor. The County or its designee shall have the right to review and monitor the financial and service components of this program by whatever means are deemed expedient by the Contracting Officer. Such review may occur with or without notice, and may include, but is not limited to, on-site inspection by County agents or employees, inspection of all records or other materials which the County deems pertinent to the Agreement and its performance, and any and all communications with or evaluations by service recipients under this Agreement. The Contractor shall preserve and maintain all financial records and records relating to the performance of work under this

Agreement for 3 years after contract termination, and shall make them available for such review, within Lewis County, State of Washington, upon request.

5.12. Modifications

Either party may request changes in the Agreement. Any and all agreed modifications shall be in writing, signed by each of the parties.

5.13. Termination for Default

If the Contractor defaults by failing to perform any of the obligations of the contract or cannot perform because of regulatory order or failure to comply with regulatory requirements, including but not limited to applicable licensing laws, or becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or make an assignment for the benefit of creditors, the County may, by depositing written notice to the Contractor in the U.S. mail, postage prepaid, terminate the contract, and at the County's option, obtain performance of the work elsewhere. If the contract is terminated for default, the Contractor shall not be entitled to receive any further payments under the contract until work called for, as may be applicable under Exhibit “A”, has been fully performed. Any extra cost or damage to the County resulting from such default(s) shall be deducted from any money due or coming due to the Contractor. The Contractor shall bear any extra expenses incurred by the County in completing the work, as may be applicable under Exhibit “A”, including all increased costs for completing the work, and all damage sustained, or which may be sustained by the County by reason of such default.

If the Contractor fails to meet the performance standards, deliverables, or reporting requirements outlined in this Agreement, the County may take corrective action, which may include withholding payment, requiring a corrective action plan, or terminating the contract for cause.

If a notice of termination for default has been issued and it is later determined for any reason that the Contractor was not in default, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the Termination for Public Convenience paragraph hereof.

5.14. Termination for Public Convenience

The County may terminate the contract in whole or in part whenever the County determines, in its sole discretion, that such termination is in the interests of the County. Whenever the contract is terminated in accordance with this paragraph, the Contractor shall be entitled to payment for actual work performed at unit contract prices for completed items of work. An equitable adjustment in the contract price for partially completed items of work will be made, but such adjustment shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this contract by the County at any time during the term, whether for default or convenience, shall not constitute a breach of contract by the County.

5.15. Defense & Indemnity Agreement

To the fullest extent permitted by law, the Contractor agrees to indemnify, defend and hold the

County and its departments, elected and appointed officials, agents, and volunteers, harmless from and against any and all claims, damages, losses and expenses, including but not limited to court costs, attorney’s fees and alternative dispute resolution costs which 1) are caused in whole or in part by any act or omission, negligent or otherwise, of the Contractor, its employees, agents or volunteers, and/or Contractor’s subcontractors and their employees, agents or volunteers; or 2) are directly or indirectly arising out of, resulting from or in connection with performance of this

Agreement; or 3) are based upon the Contractor’s or its subcontractors’ use of, presence upon or proximity to the property of the County. Contractor’s indemnity obligations shall extend to, but shall not be limited to, claims for any personal injury, for any bodily injury, sickness, disease or death and for any damage to or destruction of any property (including the loss of use resulting therefrom).

This indemnification obligation of the Contractor shall not apply if the claim, damage, loss or expense is caused by the sole negligence of the County. In the event of the concurrent negligence of the Contractor, its subcontractors, employees or agents, and the County, its employees or agents, this indemnification obligation of the Contractor shall be valid and enforceable only to the extent of the negligence of the Contractor, its subcontractors, employees and agents. This indemnification obligation shall not be limited in any way by the Washington State Industrial

Insurance Act, RCW Title 51, or by application of any other workmen’s compensation act, disability benefit act or other employee benefit act, and the Contractor hereby expressly waives any immunity afforded by such acts. The foregoing indemnification obligations of the

Contractor are a material inducement to County to enter into this Agreement, are reflected in the

Contractor’s compensation, and have been mutually negotiated by the Parties.

5.16. Participation by County – Right to participate; Survival of Contractor’s Indemnity

Obligations; Indemnity for Subcontractors

The County reserves the right, but not the obligation, to participate in the defense of any claim, damages, losses or expenses and any such participation shall not constitute a waiver of

Contractor’s indemnity obligations under this Agreement.

The Contractor agrees all Contractor’s indemnity obligations shall survive the completion, expiration or termination of this Agreement.

In the event the Contractor enters into subcontracts to the extent allowed under this Agreement, the Contractor shall include as a requirement in each such contract that Contractor’s subcontractors shall indemnify the County on a basis equal to or exceeding Contractor’s indemnity obligations to the County.

5.17. Venue and Choice of Law

In the event that any litigation should arise concerning the construction or interpretation of any of the terms of this Agreement, the venue of such action of litigation shall be in the courts of the

State of Washington in and for the County of Lewis. This Agreement shall be governed by the law of the State of Washington.

5.18. Withholding Payment

In the event the Contractor has failed to perform any substantial obligation to be performed by the Contractor under this Agreement and said failure has not been cured within the times set forth in this Agreement, then the County may, upon written notice, withhold all monies due and payable to Contractor, without penalty, until such failure to perform is cured or otherwise adjudicated.

5.19. Performance and Compliance

If the Contractor fails to meet the performance standards, deliverables, or reporting requirements outlined in this Agreement, the County may take corrective action, which may include withholding payment, requiring a corrective action plan, or terminating the contract for cause.

5.20. Future Non-Allocation of Funds

If sufficient funds are not appropriated or allocated for payment under this contract for any future fiscal period, the County will not be obligated to make payments for services or amounts incurred after the end of the current fiscal period. No penalty or expense shall accrue to the

County in the event this provision applies.

5.21. Nature of the Work

County delegates to Contractor, and Contractor agrees to assume, any duty County has to exercise reasonable care to make the premises and work area safe, and Contractor agrees to:

abide by all applicable laws, be solely responsible for health and safety of all persons providing service, and create and post a site-specific worker safety plan in advance of gaining access to the work area. Contractor represents that it is a professional company with the knowledge and experience to reasonably assume such a delegation and to work in the presence of any known or obvious dangers by taking appropriate precautions and by using and providing proper equipment for itself and its employees.

5.22. Contractor Commitments, Warranties and Representations

Any written commitment received from the Contractor concerning this Agreement shall be binding upon the Contractor, unless otherwise specifically provided herein with reference to this paragraph. Failure of the Contractor to fulfill such a commitment shall render the Contractor liable for damages to the County. A commitment includes, but is not limited to any representation made prior to execution of this Agreement, whether or not incorporated elsewhere herein by reference, as to performance of services or equipment, prices or options for future acquisition to remain in effect for a fixed period, or warranties.

Contractor warrants and commits that its work will be fit for purpose and free of defect for one year from completion of work, which includes but is not limited to correction of settling or cracking in accordance with the project specifications.

5.23. Authority

Contractor acknowledges, represents, and warrants that it has the full right, power, and authority to enter into this agreement. Each person signing this agreement on behalf of an entity represents and warrants that he or she has the full right, power, and authority to bind their respective entity, their respective entity has approved this Agreement and authorized them to sign it, and their respective entity is duly formed and in good standing.

5.24. Patent/Copyright Infringement

Contractor will defend and indemnify the County from any claimed action, cause or demand brought against the County, to the extent such action is based on the claim that information supplied by the Contractor infringes any patent or copyright. The Contractor will pay those costs and damages attributable to any such claims that are finally awarded against the County in any action. Such defense and payments are conditioned upon the following:

A. That Contractor shall be notified promptly in writing by County of any notice of such claim.

B. Contractor shall have the right, hereunder, at its option and expense, to obtain for the

County the right to continue using the information in the event such claim of infringement is made, provided no reduction in performance or loss results to the County.

5.25. Disputes

General

Differences between the Contractor and the County arising under and by virtue of the Contract

Documents shall be brought to the attention of the County at the earliest possible time in order that such matters may be settled or other appropriate action promptly taken. Except for such objections as are made of record in the manner hereinafter specified and within the time limits stated, the records, orders, rulings, instructions, and decisions of the Contracting Officer, shall be final and conclusive.

A. Notice of Potential Claims

The Contractor shall not be entitled to additional compensation which otherwise may be payable, or to extension of time for (1) any act or failure to act by the Contracting Officer or the County, or (2) the happening of any event or occurrence, unless the Contractor has given the County a written Notice of Potential Claim within 10 days of the commencement of the act, failure, or event giving rise to the claim, and before final payment by the County. The written Notice of Potential Claim shall set forth the reasons for which the Contractor believes additional compensation or extension of time is due, the nature of the cost involved, and insofar as possible, the amount of the potential claim.

Contractor shall keep full and complete daily records of the Work performed, Labor and material used, and all costs and additional time claimed to be additional.

B. Detailed Claim

The Contractor is not entitled to claim any such additional compensation, or extension of time, unless within 30 days of the accomplishment of the portion of the work from which the claim arose, and before final payment by the County, the Contractor has given the

County a detailed written statement of each element of cost or other compensation requested and of all elements of additional time required, and copies of any supporting documents evidencing the amount or the extension of time claimed to be due.

5.26. Attorneys Fees, Expenses, and Costs

Should any legal proceeding be commenced between or by the Parties concerning or related to this Agreement or the rights and duties of either in relation to this Agreement, the Party prevailing in such proceeding shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as and for such Party’s reasonable attorneys’ fees, expenses, and costs actually incurred and paid.

5.27. Ownership of Items Produced

All writings, programs, data, public records or other materials prepared by the Contractor and/or its consultants or subcontractors, in connection with the performance of this Agreement shall be the sole and absolute property of the County.

5.28. Confidentiality

In the event that the Contractor comes in contact with or obtains knowledge of confidential information, the Contractor shall maintain the confidentiality of all obtained information provided by the County or acquired by the Contractor in performance of this Agreement, except upon the prior written consent of the Lewis County Prosecuting Attorney or an order entered by a court after having acquired jurisdiction over the County. Contractor shall immediately give to the County notice of any judicial proceeding seeking disclosure of such information. Contractor shall indemnify and hold harmless the County, its officials, agents or employees from all loss or expense, including, but not limited to settlements, judgments, setoffs, attorneys' fees and costs resulting from Contractor's breach of this provision.

5.29. Public Records Law and Records Maintenance

The Contractor shall assist the County in timely and fully fulfilling all of County’s obligations under the Washington Public Records Act and/or any other authority by timely and fully responding and providing documents and records in response to County’s request for the same. In the event that Contractor fails to fully fulfill its obligations pursuant to this section and should a court impose a fine, penalty, sanction, and/or judgment against County for violation of said law, Contractor shall indemnify the County for the same, immediately pay County to satisfy the same together with all costs and attorney’s fees incurred by County. The obligations created by this section shall survive the termination of this agreement.

The Contractor shall keep and maintain all books, records, documents, data, and other evidence relating to this contract and performance of the services described herein, including but not limited to, accounting procedures and practices which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this contract (“Records”).

Contractor shall permit County to review the Records at Contractor’s place of business during normal working hours. Contractor shall retain such Records for a period of seven (7) years following the date of final payment.

If any litigation, claim, or audit is commenced, Contractor shall cooperate with County and assist in the production of all such Records. If any litigation, claim, or audit is started before the expiration of the seven- (7) year period, Contractor shall retain the Records for a period of seven

(7) years after all litigation, claims, or audit findings involving the Records have been finally resolved.

For purposes of this AGREEMENT, Records includes every writing or record of every type and description including electronically stored information (“ESI”) that is in Contractor’s possession, control, or custody, including, without limitation, any and all correspondences, contracts, agreements, appraisals, plans, designs, data, surveys, maps, spreadsheets, memoranda, stenographic or handwritten notes, reports, records, telegrams, schedules, diaries, notebooks, logbooks, invoices, accounting records, work sheets, charts, notes, drafts, scribblings, recordings, visual displays, photographs, minutes of meetings, telephone conversations, and any and all other taped, recorded, written, printed, or typed matters of any kind or description; and every copy of the foregoing whether or not the original is in Contractor’s possession, custody, or control, and every copy of any of the foregoing, whether or not such copy is a copy identical to an original, or whether or not such copy contains any commentary or notation whatsoever that does not appear on the original.

For purposes of this AGREEMENT, “ESI” means any and all computer data or electronic recorded media of any kind, including “Native Files”, that are stored in any medium from which it can be retrieved and examined, either directly or after translation into a reasonably useable form. ESI may include information and/or documentation stored in various software programs such as: Email, Outlook, Word, Excel, Access, Publisher, PowerPoint, Adobe Acrobat, SQL databases, or any other software or electronic communication programs or databases that the

Contractor may use in the performance of its operations. ESI may be located on network servers, backup tapes, smart phones, thumb drives, CDs, DVDs, floppy disks, work computers, cell phones, laptops, or any other electronic device that Contractor uses in the performance of its work or services hereunder, including any personal devices used by the Contractor or any sub-consultant at home.

“Native files” are a subset of ESI and refer to the electronic format of the application in which such ESI is normally created, viewed, and /or modified.

Contractor shall include this section “Records Maintenance” in every subcontract it enters into in relation to this Agreement and bind the sub-contract to its terms.

5.30. Notice

Except as set forth elsewhere in the Agreement, for all purposes under this Agreement, except service of process, notice shall be given by the Contractor to the Contract Manager for whom services are rendered, to wit: _______________, _______________, 351 NW North Street, Chehalis, Washington 98532-1900. Notice to the Contractor for all purposes under this

Agreement shall be given to the address listed on the signature page. Notice may be given by delivery or by depositing in the US Mail, first class, postage prepaid.

5.31. Severability

If any term or condition of this contract or the application thereof to any person(s) or circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications which can be given effect without the invalid term, condition or application. To this end, the terms and conditions of this contract are declared severable.

This Agreement does not violate any known federal or state statute, rule, regulation, or common law. However, any provision that is found to be invalid or in violation of any statute, rule, regulation, or common law shall be considered null and void, with the remaining provisions remaining viable and in effect.

5.32. Waiver

Waiver of any breach or condition of this contract shall not be deemed a waiver of any prior or subsequent breach. No term or condition of this contract shall be held to be waived, modified or deleted except by an instrument, in writing, signed by the parties hereto.

5.33. Survival

The provisions of this Agreement which by their nature are reasonably intended to survive the expiration of this Agreement shall so survive, including paragraphs 2.5, 2.8, 2.11, 2.12, 2.13, 2.14, 2.15, 2.16, 2.17, 2.18, 2.19, 2.24, 2.26, 2.27, 2.28, 2.29, 2.30, 2.31, 2.32, 2.33, and 2.34, notwithstanding the termination or invalidity of any other portion of this Agreement for any reason.

5.34. Time

With regard to all dates and time periods set forth or referred to in this Agreement, time is of the essence.

5.35. Entire Agreement

This written contract, including all special provisions and attachments, represents the entire

Agreement between the parties and supersedes any prior oral statements, discussions or understandings between the parties.

5.36. Interpretation of the Agreement

This agreement was negotiated and drafted jointly by the parties, and it shall not be construed against either party in case of any dispute.

6. Basic Insurance (Reference Only)

Basic Insurance Coverage

INSURANCE REQUIREMENTS

Without limiting Contractor’s indemnification of County, and prior to commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this

Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to County.

General Liability Insurance, using a standard ISO CG 00 01 occurrence form, including premises, operations, products and completed operations, contractual liability with limits not less than $1,000,000. per occurrence, $2,000,000 General Aggregate and $2,000,000 Products–

Completed Operations Aggregate for bodily injury, personal injury, and property damage.

Coverage shall include Employers Liability (stop gap).

The Commercial General Liability Coverage shall include the following endorsements:

The County, its Board, officers, agents and employees shall be included as Additional Insureds either by specific endorsement naming these parties or a blanket additional insured endorsement applicable “when required by written contract or agreement”

Primary, Non-contributory endorsement, both in favor of the County, its Board, officers, agents and employees or a blanket waiver of subrogation endorsement applicable “when required by written contract or agreement”.

The Commercial General Liability Coverage shall not include the following endorsements:

i) Amendment of Contractual Liability

ii) Total Pollution Exclusion

iii) Cross Suits Liability Exclusion

Automobile liability insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.

Umbrella or excess liability insurance. Contractor shall obtain and maintain an umbrella or excess liability insurance policy with limits of not less than $4,000,000 that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability and employer’s liability Such policy or policies shall include the following terms and conditions:

• A drop down feature requiring the policy to respond in the event that any primary insurance that would otherwise have applied proves to be uncollectable in whole or in part for any reason;

• Pay on behalf of wording as opposed to reimbursement;

• Concurrency of effective dates with primary policies; and

• Policies shall “follow form” to the underlying primary policies.

• Insureds under primary policies shall also be insureds under the umbrella or excess policies.

Workers’ compensation insurance. Contractor shall maintain Workers’ Compensation

Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least

$1,000,000) for Contractor ’s employees in accordance with the laws of the State of Washington.

In addition, Contractor shall require each subcontractor to similarly maintain Workers’

Compensation Insurance and Employer’s Liability Insurance in accordance with the laws of the

State of Washington for all of the subcontractor’s employees .

Contractor shall submit to County, along with the certificate of insurance, a Waiver of

Subrogation endorsement in favor of County, its officers, agents, employees and volunteers.

Pollution liability insurance. [If required]

Builder’s risk insurance. Upon commencement of construction and with approval of County, Contractor shall obtain and maintain builder’s risk insurance as specified below.

The named insureds shall be Contractor, all Subcontractors (excluding those solely responsible for design Work) of any tier, suppliers, and County and its officers, officials, employees, and agents. Contractor shall not be required to maintain property insurance for any portion of the

Project following transfer of control thereof to County.

Policy shall be provided for replacement value on an "all risk" basis. There shall be no coinsurance penalty provision in any such policy. Policy must include: (1) coverage for any ensuing loss from faulty workmanship, Nonconforming Work, omission or deficiency in design or specifications; (2) coverage against machinery accidents and operational testing; (3) coverage for removal of debris, and insuring the buildings, structures, machinery, equipment, materials, facilities, fixtures and all other properties constituting a part of the Project; (4) transit coverage, including ocean marine coverage (unless insured by the supplier), with sub-limits sufficient to insure the full replacement value of any key equipment item; and (5) coverage with sub-limits sufficient to insure the full replacement value of any property or equipment stored either on or off the Site. Such insurance shall be on a form acceptable to County to ensure adequacy of terms and sublimits.

Proof of insurance. Contractor shall provide…