request for proposals (rfp) professional payroll

REQUEST FOR PROPOSALS (RFP)

PROFESSIONAL PAYROLL AND HRIS SERVICES

No# 2020‐100‐7320-HRIS‐02

PROPOSAL TIMELINE AT A GLANCE Housing Kitsap Reserves the Right to Amend This Schedule at Any Time.

RFP ACTIVITY DATE

Request for Proposals Issued November 04, 2020

Deadline for Questions November 30, 2020

Proposal Due Date and Time December 04, 2020 By 4:30pm PST

Evaluation Period December 07, 2020‐December 21, 2020

Interviews and Product Demo (Tentative & If Necessary) December 28, 2020‐December 30, 2020

Award, Contract Negotiations & Final Execution January 04, 2021‐January 25, 2021

Begin Implementation Process (Tentative) February 08, 2021

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If you plan to submit a proposal for this project, please complete this registration form to ensure you receive all project related notifications and future addenda. Send completed form to [email protected].

PROJECT NAME: Request for Proposals for Payroll and Human Resources Software (2020-100-7320-HRIS-02)

COMPANY NAME:

CONTACT PERSON:

ADDRESS:

CITY, STATE, ZIP:

PHONE:

EMAIL:

FAX:

Housing Kitsap Consultant

Registration Form

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mailto:[email protected]

mailto:[email protected]

REQUESTFORPROPOSALS(RFP)

NO.2020‐100‐7320-HRIS‐02

PAYROLLANDHRISSERVICES

The Kitsap County Consolidated Housing Authority, dba Housing Kitsap, (hereinafter, “the Agency” or

“HK”) is a public body corporate and politic that was formed in 1982 to provide federally subsidized

housing and housing assistance to low‐income families, within Kitsap County, excluding the City of

Bremerton which is served by the Bremerton Housing Authority. The Agency is headed by an Executive

Director (ED) and is governed by a seven‐person board of commissioners Housing Kitsap is subject to

the requirements of Title 24 of the Code of Federal Regulations (hereinafter, “CFR”) and HK’s

procurement policy. Though brought into existence pursuant to the Revised Code of Washington

(RCW) 35.82 to serve residents in Kitsap County, the Agency is a separate entity from the County.

Currently, the Agency owns and/or manages:

7 multi‐family apartment complexes totaling 450 units; 8 senior and special needs complexes, totaling 316 units; 136 public housing units; administers a total of 374 Section 8 Housing Choice Vouchers; and owns several office buildings and vacant parcels.

The agency also constructs affordable housing and rehabilitates existing homes through funding

from USDA‐RD and HUD. The Agency currently employs approximately 52 employees.

In keeping with its mandate to provide efficient and effective services, the Agency is now soliciting

proposals from qualified, licensed and insured entities to provide payroll and human resources

software services.

All proposals submitted in response to this solicitation must conform to all of the requirements

and specifications outlined within this document and any designated attachments in its entirety.

1.0 Introduction1.1 Agency Contracting Officer (CO)

1.1.1 Stuart Grogan, Executive Director 1.2 Contact for this RFP

1.2.1 Kathleen McClure, Procurement Manager Email: [email protected]

Housing Kitsap 2244 Bucklin Hill Rd Silverdale, WA, 98383 Telephone:

360‐535‐6174 3

TDD [363‐535‐6106] 1.3 Access to this RFP

1.3.1 Access www.HousingKitsap.com 1.3.2 Click on the “Procurement” link in the “About Us” menu. 1.3.3 Click the corresponding link and follow the directions listed.

1.4 Pre‐proposal conference 1.4.1 None

1.5 How to respond 1.5.1 Submit proposals via email to the Contact Person noted above Deadline 1.5.2 Friday, December 04, 2020 at 4:30PM PST.

2.0 ReservationofRights: 2.1 Right to Reject, Waive, or Terminate the RFP. Reject any or all proposals, to waive any

informality in the RFP process, or to terminate the RFP process at any time, if deemed

by the Agency to be in its best interests.

2.2 Right to Not Award. Not award a contract pursuant to this RFP.

2.3 Right to Terminate. Terminate a contract awarded pursuant to this RFP, at any time

for its convenience upon 10 days written notice to the Contractor(s).

2.4 Right to Determine Time and Location. Determine the days, hours and locations that

the successful proposer (hereinafter, “Contractor”) shall provide the services called for

in this RFP.

2.5 Right to Retain Bids. Retain all proposals submitted and not permit withdrawal for a

period of 60 days subsequent to the deadline for receiving proposals without the

written consent of the Agency Contracting Officer (CO).

2.6 Right to Negotiate. Negotiate the fees proposed by the proposer entity and negotiate

contract terms.

2.7 Right to Reject Any Bid. Reject and not consider any proposal or proposer that does

not meet the requirements of this RFP, including but not necessarily limited to

incomplete proposals and/or proposers offering alternate or non‐requested

services.

2.8 No Obligation to Compensate. Have no obligation to compensate any proposer for

any costs incurred in responding to this RFP.

2.9 Right to Prohibit. The Agency shall reserve the right to at any time during the RFP or

contract process to prohibit any further participation by a proposer or reject any

proposal submitted that does not conform to any of the requirements detailed herein.

By downloading this document, each prospective proposer is thereby agreeing to abide

by all terms and conditions listed within this document and within the noted Internet

System, and further agrees that he/she will inform the CO or Contact Person in writing

within 5 days of the discovery of any item listed herein or of any item that is issued

thereafter by the Agency that he/she feels needs to be addressed. Failure to abide by 4

this time frame shall relieve the Agency, but not the prospective proposer, of any

responsibility pertaining to such issue.

3.0 SCOPE OF WORK (SOW)/TECHNICAL SPECIFICATIONS (T/S):Housing Kitsap (HK) is soliciting proposals for payroll and human resources software from qualified and experienced HRIS vendors. HK wants to provide a single, robust integrated enterprise HRIS solution. Vendors must demonstrate the ability to perform the work described in the Scope of Services and have significant experience to perform the outlined work successfully. This solution would cover all key areas such as employee information management, talent acquisition, payroll services, and timekeeping.

3.1 General Overview. The successful proposer will:

3.1.1 Serve as "specialist" and provide relevant technical and legal updates;

3.1.2 Provide a seasoned implementation team that will assist in making an orderly transition;

3.1.3 Provide a reliable customer service center with experienced, informed staff that respond promptly.

3.2 Human Resources Information System.

3.2.1 Access, Design, Convert, Implement, and Train on new system;

3.2.2 Track all staff working for HK, new hire reporting and ACA;

3.2.3 Transfer existing HRIS data from current system to new system;

3.2.4 Employee/Manager Self Service. Ability for mobile app;

3.2.5 Onboarding documents to be signed;

3.2.6 Recruiting: Applicant tracking system preferred but not mandatory;

3.2.7 HRIS and Payroll services consolidated. Assist in the interfacing of HRIS and payroll system. Provide technical support for interface systems. Asset documentation tracking & assignment.

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3.3 Payroll. The Agency is seeking a payroll/benefits/compensation specialist to meet the following objectives:

3.3.1 Real Time Processing: Prosper must be able to accurately, with minimal adjustments required by the employee or employer due to errors;

3.3.2 Prepare, calculate, and deposit bimonthly payroll checks. Approximately 100% are direct deposit. The system must provide online payroll information and manual check preparation capabilities;

3.3.3 Prepare and file monthly, quarterly, and annual payroll tax reports and prior quarter adjustments when required. Maintain accrual of payroll tax liabilities for direct deposit to tax agencies;

3.3.4 Provide standard payroll reports, including specific reports: i. Labor distribution by program;

3.3.5 Benefit accrual reports. Must be able to allocate the cost of employer provided benefits at the department level;

3.3.6 Ability to edit one‐time earnings and deductions when processing payroll;

3.4 General Ledger Upload.

3.4.1 The prosper is to provide a method to prepare the detail upload to our general ledger.

3.5 Time and Attendance System.

3.5.1 Time tracking. No installation of equipment is required;

3.5.2 Request for time off and multiple types of leave, with multiple accrual rules;

3.6 Pension Administration and Accounting Services.

3.6.1 Ability to run, or create, a remit file to our third‐party retirement plan administrator each pay period;

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3.6.2 to include items such as contributions, hours worked, wages, and demographic information.

3.7 Reporting.

3.7.1 Reports for each pay period to reflect the following: 3.7.1.1 3.7.1.2 3.7.1.3 3.7.1.4 3.7.1.5

General Ledger for import; Employer Contribution Report; Benefit tracking; Health insurance, supplemental insurance; Vacation/Sick Leave Report; Exception reporting;

3.7.2 Provide the ability to self‐prepare non‐specific reports using report writer.

3.8 Deductions.

3.8.1 Currently using Employee Navigator as our benefit system. Direct integration preferred;

3.8.2 Ability to enter start and end dates. Modify deductions if not integrated.

3.9 Document Management.

3.9.1 System must have the ability to store and manage various documents for all agency employees;

3.9.2 Upload capability at all levels depending on area of HRIS and user access role;

3.9.3 System should contain flexible search options;

3.9.4 Documents must be stored in a protected, virus‐free environment, and backed‐up on a regular basis;

3.9.5 Document size limitations must be included in the prospers proposal.

3.10 Performance Development.

3.10.1 Dashboard view of all performance related activities;

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3.10.2 Employees and managers should have the ability to create, monitor and update progress of goals that are specific, measurable, achievable, realistic and timely, in an intuitive user interface;

3.10.3 Software should provide the ability to cascade organizational and team goals down to employee level;

3.10.4 Software should contain configurable review forms, rating scales, and approval paths to mirror HR processes.

3.10.5 Software should have the ability to facilitate continuous, year‐round feedback to aid in development.

3.11 Technology Support and Updates. The Agency needs a program that is intuitive to understand by administrators and end users, while reflecting the Agency’s complex organizational structure in a way that allows the Agency to access or report data easily and in a variety of combinations. The programming will be flexible for routine changes to data or processes, such as adding a field, creating a report, or workflow process, with minimal outside assistance or fees; but requires limited support for IT functions. Upgrades would be included as part of the service.

3.11.1 Technical Support and Software Updates. Responding vendors must have sufficient resources to ensure technical support and software upgrades in order to:

3.11.1.1 Maintain compliance with ongoing changes in the Department of Urban Development (HUD), Federal and State regulations;

Provide continuous product enhancements; and 3.11.1.2 Correct software / hardware compatibility bugs, if any.

3.11.2 Hardware Upgrades and Support. Proposers whose response includes hardware upgrades will be responsible for coordinating the proposed upgrades with the Agency. This includes:

3.11.2.1 Installation and testing of the hardware and system(s)/component(s) to the point of independent operation;

3.11.2.2 Ensure the successful conversion and operation of the system; and

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3.11.2.3 If hardware requires upgrades, the ability to provide support of the system after installation is completed and accepted.

3.11.3 Application Software Support. Application software support must take the form of ongoing programming and management support to: 3.11.3.1 Accommodate regulatory changes and immediate resolution of user

problems;

3.11.3.2 Use remote access for communications for online problem solving and analysis; and

3.11.3.3 Deliver a written service level agreement (SLA) to be negotiated between the Agency and the proposer. The SLA will include a clear remediation path for all issues and will address issue categorization, method and time of contact and expected and actual resolution times.

3.11.4 Network Hardware. If the proposed software modules will not operate on the Agency’s current network environment, Proposers responding to this RFP must include specifications for a computer hardware platform for the application software. The specifications should include minimum, recommended and optimal specifications for the application software to operate within the Agency’s infrastructure. In addition, the successful bidder will be required to coordinate any hardware upgrades with the Agency, if desired by the Agency. Section 2.3.5 describes The Agency’s current computer environment.

3.11.5 Server Operating Systems. The Agency core server system consists of multiple Windows servers, ranging in version from 2008R2 to 2012R2.

3.11.5.1 All servers are physical machines running on a HP & Dell hardware;

3.11.5.2 The Agency maintains an Active Directory‐based domain;

3.11.5.3 All workstations are domain‐joined;

3.11.5.4 All remote workstations are Azure AD joined;

3.11.5.5 The Local Area Network consists of both locally connected workstations (the “Main Office” location houses the server system) and remotely connected workstations via a VPN system.

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3.11.5.6 Applications and Application Servers. The primary line of business application is “Boston Post/MRI” and is hosted offsite:

3.11.5.6.1 “Boston Post” is housing management software used to manage our various property locations;

3.11.5.6.2 “MRI” is the financial software integrated with Boston Post.

3.11.5.7 Workstations. All workstations, both remote and local (relative to the server’s local area network (LAN)) will have a minimum configuration consisting of:

3.11.5.7.1 Intel Core i5 processors or higher;

3.11.5.7.2 4 GB RAM (most have 8 GB);

3.11.5.7.3 250 GB HD (most with SSD type drives);

3.11.5.7.4 Gigabit network interface for wired NICs;

3.11.5.7.5 Local and network connected printers;

3.11.5.7.6 Operating systems consist of Windows 7 Pro and Windows 10 pro (majority are Win10);

3.11.5.7.7 All workstations use Microsoft Office 365 (current version is Office 2016);

3.11.5.7.8 Accounting (including General Ledger) software is through MRI Housing software solutions;

3.11.5.7.9 Payroll software is PayNW;

3.11.5.7.10 There are approximately 30 workstations in the Main Office location that have direct, gigabit access to the server‐hosted resources; and;

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3.11.5.7.11 There are approximately 5 workstations in remote offices (relative to the Main Office) which connect by VPN to the network edge device (firewall) at the main office. These workstations also have LAN access to the server‐hosted resources while the VPN tunnel is up for any given workstation. The VPN is intended to be up at all times;

3.11.5.7.12 There are approximately 10 workstations in remote locations (relative to the Main Office) which are Azure AD joined and have no access to server hosted resources.

3.11.5.8 Network Hardware and Connectivity.

3.11.5.8.1 Main Office. The main office uses multiple network switches, all

operating at Gigabit speeds. The Internet at the Main Office is

asynchronous service rated at approximately 100 mbps down and 20

mpbs upload speed. This bandwidth is not guaranteed and can

fluctuate at any given time.

3.11.5.8.2 Remote Offices. Remote offices network switching varies between 2

mbps and 5 mbps. The Internet at the remote offices are a mix of

asynchronous “cable” service and DSL. Download speeds for clients

located in remote offices with VPN connection are limited to the

upload speed for the main office when connected to the Agency VPN.

3.11.5.8.3 Backup and Business Continuity. The Agency uses an image‐based

backup system which incrementally captures changes to all servers

and saves these “recovery points” to a local server which is

responsible for also replicating them to an offsite data center.

3.11.6 Operating System Conversion. Must include the data conversion strategy to

import and/or convert the Agency’s current data from the existing system. The

Agency will consider proposals for parallel processing or a flash cutover

depending upon the proposer’s timeline, approach and past experience with

these methods. This includes successful implementation and testing of hardware

and software on existing data infrastructure within a prescribed timeframe. It

also includes hardware installation/coordination, configuration, testing and

training with the Agency management and end users.

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3.11.7 Schedule of Installation. The awarded proposer will give a detailed time frame

for hardware upgrade, implementation, training, data conversion, software

installation, user and technical training, and an estimated go‐live date with key

dependencies noted. Assuming that the implementation period starts shortly

after the contract is signed. the Agency is relying on each proposer’s expertise in

implementation to provide reasonable and practical timeframes for

implementation.

3.11.8 Training. Responding proposers must have sufficient resources to provide end

user training for all application modules to include technical training for the

Agency management and information technology staff. Technical training must

include a conceptual overview of all modules and how they interact and

interface. The cost of training must be clearly stated in detail in the RFP

response. the Agency will also require proof of concepts from proposers

regarding the system’s project‐based accounting and management abilities. The

proof of concepts will be outlined during the selection process.

3.12 CurrentProvider

3.12.1 PayNW

4.0 Format

4.1 Proposal Submittal in Order. The Agency intends to retain the Contractor pursuant

to a “Best Value” basis pursuant to an evaluation process as detailed in Section

6.0. Therefore, so that the Agency can properly evaluate the offers received, all

proposals submitted in response to this RFP must be arranged in accordance with

the sequence noted within the table below. None of the proposed services may

conflict with any requirement the Agency has published herein or has issued by

addendum.

[Table No. 1]

No. Description

1 Form of Proposal. The form, Attachment A, must be fully completed, executed where

provided thereon and submitted as part of the proposal submittal.

2 Profile of Firm: Please attach a profile of the firm. Attachment B.

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3 Proposed Services: Please provide a clearly detailed description of the proposer’s

TECHNICAL CAPABILITIES AND APPROACH to performing the services outlined in

Section 3.0, including the availability of staff with professional qualifications and any

other staff that will be performing services as the result of award of this RFP.

4 Managerial Capacity/Financial Viability/Staffing Plan. The proposer entity must submit

a concise description of its managerial and financial capacity to deliver the proposed

services, including brief professional resumes for the senior persons identified who will

be involved with the services to be provided.

5 Client Information. The proposer shall submit a listing of former or current clients,

including any other Housing Authority, for whom the proposer has performed similar or

like services to those being proposed herein. The listing shall, at a minimum, include:

The client’s name;

The client’s contact name;

The client’s telephone number and email address;

A brief narrative description and scope of the service(s) and the dates services were

provided.

6 Subcontractor/Joint Venture Information (Optional Item). The proposer shall identify

hereunder whether or not he/she intends to use any subcontractors for this job, if

awarded, and/or if the proposal is a joint venture with another firm.

7 Section 3 Business Preference Documentation (Optional Item). For any proposer

claiming a Section 3 Business Preference, he/she shall include the fully completed and

executed Section 3 Business Preference Certification Form attached hereto as

Attachment C and any documentation required by that form.

8 Proposed Fees: The fee proposal shall be for costs associated with the SoW and include

an explanation of what costs are and are not included within the fee proposal.

9 Other Information (Optional Item): The proposer may include hereunder any other

general information that the proposer believes is appropriate to assist the Agency in its

evaluation.

Notes:

Please note in the submission if no information is provided in response to any of

the submittal expectations and the reason why.

It is preferable and recommended that the proposer’s submittals be in one

electronic document.

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4.2 AdditionalInformationPertainingtothePricingItems:4.2.1 Please note that the successful proposer may not conduct any additional work

without the prior written authorization of the Agency.

4.2.2 Proposers may submit a reasonable escalating fee for each calendar year after the

initial year.

4.2.3 The Agency will not pay any deposits or retainer fees as a result of award of the

ensuing contract.

5.0 ProposalsSubmission

5.1 Submission Responsibilities: It shall be the responsibility of each proposer to be aware

of and to abide by all dates, times, conditions, requirements and specifications set forth within all applicable documents issued by the Agency, including the RFP document and any addenda and required attachments submitted by the proposer. By virtue of completing, signing and submitting the completed documents, the proposer is stating his/her agreement to comply with all conditions and requirements set forth within those documents. Written notice from the proposer not authorized in writing by the CO or Contact Person to exclude any of the Agency requirements contained within the documents may cause that proposer to not be considered for award.

5.2 It is the responsibility of the proposer to address all communication and correspondence pertaining to this RFP process to the CO or the Contact Person. Proposers must not make inquiry or communicate with any other Agency staff member or official (including members of the Board of Commissioners) pertaining to this RFP. Failure to abide by this requirement may be cause for the Agency to not consider a proposal submittal received from any proposer who may has not abided by this directive.

5.3 All questions and requests for information must be addressed in writing to the listed Contact Person, who will respond to all such inquiries in writing by addendum to all prospective proposers (i.e. firms or individuals that have obtained the RFP Documents).

5.4 During the RFP solicitation process, the CO or Contact Person will NOT conduct any ex parte (a substantive conversation—“substantive” meaning, when decisions pertaining to the RFP are made—between the Agency and a prospective proposer when other prospective proposers are not present) conversations that may give one prospective proposer an advantage over other prospective proposers. This does not mean that prospective proposers may not call the CO or Contact Person—it simply means that, other than making replies to direct the prospective proposer where his/her answer has already been issued within the solicitation documents, the CO or Contact Person may not respond to the prospective proposer’s inquiries but will direct him/her to submit such inquiry in writing so that the CO or Contact Person may more fairly respond to all prospective proposers in writing by addendum.

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6.0 Evaluation:

6.1 Evaluation Factors: The following factors will be utilized by the Agency to evaluate each proposal submittal received.

6.2 Points will be awarded for each listed factor based upon the documentation that the proposer submits within his/her submittal.

[Table No. 2]

NO. MAX POINT VALUE

FACTOR DESCRIPTION

1 40 points The Fee Proposal 2 30 points The proposer’s technical capabilities and approach to performing

the services outlined in the Scope of Work including the availability of staff with professional qualifications and technical abilities based on the Agency review of the firm’s professional resume.

3 10 points Conversion Plan/Timeline: Ease of Conversion 4 20 points Demonstrated experience with housing authorities, other

public entities, and overall functional fit with the agency.

100 points Total Points (other than preference points)

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6.3 PreferenceEvaluationFactor:The following factors will be utilized by the CO or Contact Person to evaluate each proposal submittal received:

[Table No. 3]

NO. MAX POINT VALUE

FACTOR DESCRIPTION

5 SECTION 3 BUSINESS PREFERENCE PARTICIPATION. A firm may qualify for Section 3 status as detailed within Attachments C (NOTE: A max of 15 points awarded).

5a 15 points Priority I, Category 1a. Business concerns that are 51 percent

or more owned by residents of the housing development or

developments for which the Section 3‐covered assistance is

expended.

5b 13 points Priority II, Category 1b. Business concerns whose workforce includes 30 percent of residents of the housing development for which the Section 3‐covered assistance is expended, or within three (3) years of the date of first employment with the business concern, were residents of the Section 3‐covered housing development.

5c 11 points Priority III, Category 2a. Business concerns that are 51 percent or more owned by residents of any other housing development or developments.

5d 9 points Priority IV, Category 2b. Business concerns whose workforce includes 30 percent of residents of any other public housing development or developments, or within three (3) years of the date of first employment with the business concern, were “Section 3” residents of any other public housing development.

5e 7 points Priority V, Category 3. Business concerns participating in HUD Youth‐build programs being carried out in the metropolitan area in which the Section 3‐covered assistance is expended.

5f 5 points Priority VI, Category 4a. Business concerns that are 51 percent or more owned by Section 3 residents in the metropolitan area, or whose permanent, full‐time workforce includes no less than 30 percent of Section 3 residents in the metropolitan area, or within three (3) years of the date of employment with the business concern, were Section 3 residents in the metropolitan area.

5g 3 points Priority VII, Category 4b. Business concerns that subcontract in excess of 25 percent of the total amount of subcontracts to Section 3 business concerns.

15 points Maximum Preference Points (Additional) 115 points

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7.0 EvaluationMethod

7.1 Each proposal received will first be evaluated for responsiveness (i.e. meets the minimum of the requirements).

7.2 The Agency anticipates that it will select a minimum of a three‐person committee to evaluate each of the responsive proposals submitted in response to this RFP. An evaluation packet will be prepared for each committee member.

7.3 No proposer shall be informed at any time during or after the RFP process as to the identity of any evaluation committee member. If, by chance, a proposer does become aware of the identity of such person(s), he/she SHALL NOT make any attempt to contact or discuss with such person anything related to this RFP.

7.4 The Contact Person is the only person at the Agency that proposers shall contact pertaining to this RFP. Failure to abide by this requirement may (and most likely will) cause such proposer(s) to be eliminated from consideration for award.

7.5 Committee members will evaluate and award points. Upon final completion of the proposal evaluation process, the evaluation committee will forward the completed evaluations to the CO or Contact Person.

7.6 The Agency reserves the right to conduct a “Best and Final” negotiation, which may include oral interviews, with all firms deemed to be the most competitive as determined at the Agency’s discretion. Any firm deemed not to be in the competitive range shall be notified of such in writing by the Agency in as timely a manner as possible, but in any case within no longer than 14 days after the beginning of such negotiations with the firms deemed to be in the competitive range.

7.7 Typically, the points awarded by the evaluation committee will be combined to determine the final rankings, which is typically forwarded by the CO or Contact Person to the ED for approval. The final rankings may be forwarded to the Housing Authority Board of Commissioners (BOC) at a scheduled meeting for approval. Contract negotiations may, at the Agency's option, be conducted prior to or after the BOC approval.

7.8 If an award is completed, all proposers will receive by e‐mail a Notice of Results of Evaluation. Such notice shall inform all proposers of:

7.8.1 Which proposer received the award;

7.8.2 Where each proposer placed in the process as a result of the evaluation of the proposals received;

7.8.3 The cost or financial offers received from each proposer;

7.8.4 Each proposer’s right to a debriefing and to protest.

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7.9 All persons having familial (including in‐laws) and/or employment relationships (past or current) with principals and/or employees of a proposer entity will be excluded from participation on the Agency evaluation committee. Similarly, all persons having an ownership interest in and/or contract with a proposer entity will be excluded from participation on the Agency evaluation committee.

8.0 CONTRACTAWARD

8.1 Contract Award Procedure. If a contract is awarded pursuant to this RFP, the

following detailed procedures will be followed:

8.1.1 By completing, executing, and submitting the Form of Proposal,

Attachment A, the “proposer is thereby agreeing to abide by all

terms and conditions pertaining to this RFP as issued by the Agency

including the contract clauses already attached. Accordingly, the

Agency has no responsibility to conduct after the submittal deadline

any negotiations pertaining to the contract clauses already

published.

8.2 Contract Conditions. The following provisions are considered mandatory conditions

of any contract award made by the Agency pursuant to this RFP:

8.2.1 Contract Form. The Agency has attached a Sample Contract form to this

RFP ; see Attachment D. The Agency reserves the right to amend this form as the Agency deems necessary. Per federal law, 2 CFR § 200.326, the language in Clauses 4.1 – Termination for Convenience and Section 7.0 – Suspension and Debarment is not negotiable and will be included any awarded contract. The language in Section 6 – Insurance, Section 11 – Representations and Records, and Section 13.1 – Governing Law; Venue is not negotiable and will be included in any awarded contract. The Agency reserves the rights to negotiate any additional contract terms.

8.2.2 Assignment of Personnel. The Agency shall retain the right to demand and

receive a change in personnel assigned to the work if the Agency believes

that such change is in the best interest of the Agency and the completion

of the contracted work.

8.2.3 Unauthorized Sub‐Contracting Prohibited. The Contractor shall not assign

any right, nor delegate any duty for the work proposed pursuant to this

RFP (including, but not limited to, selling, or transferring the contract)

without the prior written consent of the CO. Any purported assignment of

interest or delegation of duty, without the prior written consent of the CO

shall be void and may result in the cancellation of the contract with the 18

Agency, or may result in the full or partial forfeiture of funds paid to the

Contractor as a result of the proposed contract; either as determined by the

CO.

8.3 Contract Period. The Agency anticipates that it will initially award a contract for

the period of one‐year with the option, at the Agency’s discretion, of three

additional one‐year option periods, for a maximum total of four years.

8.4 Licensing and Insurance Requirements. Prior to award (but not as a part of the

proposal submission) the Contractor will be required to provide proof of

insurance consistent with the areas of insurance stated in the attached sample

contract. (NOTE: Each of the required insurance coverages shall cover both the

Contractor and the temporary employee).

8.5 Right to Negotiate Final Fees. The Agency shall retain the right to negotiate the

amount of fees that are paid to the Contractor, meaning the fees proposed by the

top‐rated proposer may, at the Agency's options, be the basis for the beginning of

negotiations. Such negotiations shall begin after the Agency has chosen a top‐rated

proposer. If such negotiations are not, in the opinion of the CO successfully

concluded within 5 business days, the Agency shall retain the right to end such

negotiations and begin negotiations with the next‐rated proposer. The Agency shall

also retain the right to negotiate with and make an award to more than one

proposer, as long as such negotiation(s) and/or award(s) are addressed in the above

manner (i.e. top‐rated first, then next‐rated following until a successful negotiation is

reached).

8.6 Contract Service Standards. All work performed pursuant to this RFP must conform

and comply with all applicable local, state, and federal codes, statutes, laws, and

regulations.

8.7 Prompt Return of Contract Documents. Any and all documents required to complete

the contract, including contract signature by the successful quoters, shall be provided

to the Agency within 10 workdays of notification by the Agency.

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REQUEST FOR PROPOSALS (RFP) No. 2020-100-7320-HRIS-02, Payroll/HRIS Services

FORM OF PROPOSAL (RFP Attachment A)

(This Form must be fully completed and placed under Tab No. 1 of the “hard copy” tabbed proposal submittal.)

KCCHA dba HOUSING KITSAP

(1) Instructions. Unless otherwise specifically required, the items listed below must be completed andincluded in the proposal submittal. Please complete this form by marking an “X,” where provided, toverify that the referenced completed form or information has been included within the “hard copy”proposal submittal submitted by the proposer. Also, complete all of the statements and certificationslisted following herein:

[Table No. 4] “X” = Item Included Tab

No. Submittal Item (one original signature copy of each document)

1 Form of Proposal (Attachment A) 2 Profile of Firm Form (Attachment B) 3 Proposed Services, including Peer Review and External Quality Reviews 4 Managerial Capacity/Financial Viability, including resumes 5 Client Information 6 Subcontractor/Joint Venture Information (Optional) 7 Section 3 Business Preference Documentation

(Attachment C, Optional) 8 Proposed Fees

(2) SECTION 3 STATEMENT. Are you claiming a Section 3 business preference? Yes No If “YES,” pursuant to the Section 3 portion within the Conditions and Specifications, and pursuant tothe documentation justifying such submitted under Tab No. 7 which priority are you claiming?____________.

(3) Debarred Statement. Has this firm, or any principal(s) ever been debarred from providing anyservices by the Federal Government, any state government, the State of Washington, or any localgovernment agency within or without the State of Washington? Yes No If "Yes," please attach afull detailed explanation, including dates, circumstances and current status.

9 Other Information (Optional Item)

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FORM OF PROPOSAL (RFP Attachment A)



(4) Disclosure Statement. Does this firm or any principals thereof have any current, past personal or professional relationship with any Commissioner or Officer of the Agency? Yes No If "Yes," please attach a full detailed explanation, including dates, circumstances, and current status. (5) Felony Disclosure. Has any principal(s) or any person(s) proposed to perform the work ever been convicted of a felony? Yes No If "Yes," please attach a full detailed explanation, including dates, circumstances, and current status. PLEASE NOTE: The Agency reserves the right to not make award to any proposer that has staff who has been convicted of a felony if the Agency feels that doing such is in its best interests.

(6) Non-Collusive Affidavit. The undersigned party submitting this proposal hereby certifies that such proposal is genuine and not collusive and that said proposer entity has not colluded, conspired, connived or agreed, directly or indirectly, with any proposer or person, to put in a sham proposal or to refrain from bidding, and has not in any manner, directly or indirectly sought by agreement or collusion, or communication or conference, with any person, to fix the proposal price of affiant or of any other proposer, to fix overhead, profit or cost element of said proposal price, or that of any other proposer or to secure any advantage against the Agency or any person interested in the proposed contract; and that all statements in said proposal are true. (7) Proposer’s Statement. The undersigned proposer hereby states that by completing and submitting this Form and all other documents within this proposal submittal, he/she is verifying that all information provided herein is, to the best of his/her knowledge, true and accurate, and that if the Agency discovers that any information entered herein to be false, such shall entitle the Agency to not consider or make award or to cancel any award with the undersigned party. Further, by completing and submitting the proposal submittal, and by entering and submitting the costs where provided, the undersigned proposer is thereby agreeing to abide by all terms and conditions pertaining to this RFP as issued by the Agency, either in hard copy or by electronic format, including an agreement to execute the attached Sample Contract form. Pursuant to all RFP Documents, this Form of Proposal, and all attachments, and pursuant to all completed Documents submitted, including these forms and all attachments, the undersigned proposes to supply the Agency with the services described herein for the fee(s) provided within the this proposal, pertaining to this RFP. ____________________ _________ ________________ _____________________ Signature Date Printed Name Company

21


PROFILE OF FIRM FORM (RFP Attachment B)



(1) Prime Sub-contractor (This form must be completed by and for each). (2) Name of Firm: _______________________________________

Telephone: _______________________________________ Fax: _______________________________________ Email: _______________________________________

(3) Street Address, City, State, Zip: ________________________________________________ ________________________________________________

(4) Please attach a brief biography/resume of the company, including the following information: (a) Year Firm Established; (b) Year Firm Established in Washington; (c) Former Name and Year Established (if applicable); (d) Name of Parent Company and Date Acquired (if applicable). (5) Identify Principals/Partners in Firm (submit under Tab No. 5 a brief professional resume for each):

NAME

TITLE

% OF OWNERSHIP

(6) Identify the individual(s) that will act as project manager and any other supervisory personnel that will work on project; please submit under Tab No. 5 a brief resume for each. (Do not duplicate any resumes required above):

NAME TITLE

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(7) Proposer Diversity Statement. You must mark all of the following that apply to the ownership of this

firm and enter where provided enter the correct percentage (%) of ownership of each: Caucasian Public-Held Government Non-

Profit American (Male) Corporation Agency Organization ________% _________% _________% _________%

Resident- (RBE), Minority- (MBE), or Woman-Owned (WBE) Business Enterprise (Qualifies by virtue of 51% or more ownership and active management by one or more of the following): Resident- African Native Hispanic Asian/Pacific Hasidic Owned* American American American American Jew

_______% _______% _______% _______% ________% ______% Asian/Indian American

_______% Woman-Owned Woman-Owned Disabled Other (Specify): (MBE) (Caucasian) Veteran _______% _______% ______% _______%

WMBE Certification Number:_______________________________

Certified by (Agency):_______________________________________

(Note: A Certification/Number Is Not Required to Propose – Enter If Available) (8) Federal Tax ID No.:_______________________________________________ (9) Local Business License No. (if applicable):____________________________ (10) State of Washington License Type and No.:___________________________ (11) Federal License Type and No.:______________________________________ (12) Worker’s Compensation Insurance Carrier:

Policy No.: ____________________________________________________ Expiration Date: ________________________________________________

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(13) General Liability Insurance Carrier: Policy No. ____________________________________________ Expiration Date: _______________________________________ (14) Professional Liability Insurance Carrier: Policy No. _____________________________________ Expiration Date:________________________________ Debarred Statement: Has this firm or any principal(s) ever been debarred from providing any services by the federal government, state government, the State of Washington, or any local government agency within or out of the State of Washington? Yes No If YES, attach a full detailed explanation, including dates, circumstances, and current status. Disclosure Statement: Does this firm or any principals thereof have any current, past personal or professional relationships with any commissioner of officer of HK? Yes No If YES, attach a full detailed explanation, including dates, circumstances, and current status. Non-collusive Affidavit: The undersigned party submitting this proposal hereby certifies that such proposal is genuine and not collusive, and that said proposer entity has not colluded, conspired, connived or agreed, directly or indirectly, with any proposer or person, to put in a sham proposal or to refrain from proposing, and has not in any manner, directly or indirectly sought by agreement or collusion, or communication or conference, with any person, to fix the proposal price of affiant or of any other proposer, to fix overhead, profit or cost element of said proposal price, or that of any other proposer or to secure any advantage against HK or any person interested in the proposed contract; and that all statements in said proposal are true. Verification Statement: The undersigned proposer hereby states that by completing and submitting this form he/she is verifying that all information provided herein is, to the best of his/her knowledge, true and accurate, and agrees if HK discovers any information entered herein is false, that shall entitle HK to not consider or make an award or to cancel any award with the undersigned party.

Signature

Date (mm/dd/yy)

Printed Name Title

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SECTION 3 CERTIFICATION (RFP Attachment C)


The work to be performed under this contract is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u (Section 3). The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD-assisted projects covered by Section 3, shall, to the greatest extent feasible, be directed low-and very low-income persons, particularly persons who are recipients of HUD assistance for housing.

Section 3 Business Criteria: Your business is eligible for Section 3 Certification if it meets any one of the following criteria. If your business meets one or more of these criteria, please circle the applicable criteria.

1. Fifty-one percent or more of your business is owned and managed by a Section 3 qualified personor persons. (See qualification guidelines below) A completed and signed Individual Certificationform for each Section 3 qualified person or persons is required to be submitted.

2. Thirty percent or more of your permanent, full time employees are Section 3 qualified persons.(When seeking certification under this criteria, please submit a listing of all current,permanent, full-time employees, as well as a completed and signed Individual Certification form for each Section 3 qualified employee.)

3. You can provide evidence of a commitment to subcontract in excess of 25 percent of the amountof all subcontracts to Section 3 certified businesses. (When seeking certification under thesecriteria, please consult with the Section 3 Coordinator regarding the documentation to be submitted.)

Section 3 Person Criteria: A Section 3 qualified person must:

1) Be a Housing Kitsap Public Housing resident; or2) Live in Kitsap County, Bremerton- Silverdale, WA MSA area and,3) Earn no more than the following amounts for the respective MSA area:

Region/Area 1 Person 2 Persons

3 Persons

4 Persons

5 Persons

6 Persons

7 Persons

8 Persons

Kitsap County (Bremerton-Silverdale, WA MSA)

$ 51,350 $ 58,700 $ 66,050 $ 73,350 $ 79,250 $ 85,100 $ 91,000 $ 96,850

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Section 3 Statement: Please check the appropriate box below.

My business is eligible to be certified as a Section 3 business in accordance with the criteria circled above under Section 3 Business Criteria.

My business is not a Section 3 business.

Signature: Date Signed:

Name: Title:

Company Name:

Address:

Telephone Number:

Note: If you certify above that your business is a Section 3 business, HK will request documentation and additional information as may be reasonably required to certify whether your business qualifies as a Section 3 business.

Section 3 Resident Employment Plan

Section 3 of the Housing and Urban Development Act of 1968 (hereinafter “Section 3”) requires HK, to the greatest extent feasible, to provide employment opportunities to “Section 3 residents.” Section 3 residents include residents of HK communities and other low-income residents of the metropolitan statistical area (hereinafter “MSA”) covering Bremerton-Silverdale, WA MSA. HK residents, preferably residents of the HK community in which the work is to be done, are favored over other low-income residents of the MSA.

For construction contracts only:

• Each bidder is required to submit with their bid package a plan which will result in the hiring ofSection 3 residents to perform the work contemplated by the bid. HK has established a goal that100% of all new hires be Section 3 Residents to the greatest extent feasible.

• At a minimum, the Contractor and its subcontractors will advertise new positions created inorder to perform the work called for herein and will post notices to the Contractor’scommitments under Section 3 in conspicuous places at the work site. In addition, the Contractor must notify each labor organization with whom it or its subcontractors have a collectivebargaining agreement or other understanding of these Section 3 commitments.

For consulting contracts only:

• Firms are required to include this Section 3 Resident Employment Plan (hereinafter “Plan”) intheir submittal showing, if applicable, the hiring of Section 3 residents to perform the work

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contemplated by the submittal.

• (For All) The plan should specify the number of positions the Contractor/ Consultantexpects will be created and what minimum qualifications and skills will be required inorder to perform the positions. The plan, if applicable, should also address theContractor/ Consultant’s strategy for recruiting HK residents for the available positions,which should include consultation with HK’s Section 3 Coordinator.

1. How many new positions do you expect this contract will require you to create?

2. Describe each position and provide the name and provide the location of the person(s) takingapplications for each such position.

3. What minimum skills will be required for each position?

4. Please describe any training opportunities which the contract may create and anyagreements concerning training you have.

5. How will you advertise these positions to HK residents?

If you have any questions about this form, please call Kathleen McClure @ 360.535.6174

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SAMPLE CONTRACT (RFP Attachment D)

CONTRACT NO. Professional Services Contract

This Professional Services Contract (“Contract”) is between Kitsap Consolidated Housing Authority DBA Housing Kitsap, having its principal offices at 2244 NW Bucklin Hill Rd Silverdale, WA 98383 (“HK”) and [Contractor Name], a [Contractor Type] having its principal offices at [Contractor Addr] (“Contractor”). In consideration of the terms and conditions of this Contract, the parties agree as follows: SECTION 1. TERM AND EFFECTIVE DATE 1.1 The Contract will become effective [Contract Start Date] and terminate [Contract End Date],

unless terminated or extended. The Contract may be extended for additional consecutive terms at the mutual agreement of the parties, not to exceed a total of four (4) years. In no event will the Contract become effective unless and until it is approved and executed by the duly authorized representative of HK.

SECTION 2. SERVICES 2.1. Scope of Work. Contractor shall provide all “Services” identified in Attachment A: (Scope of

Work), which is incorporated herein by reference. Contractor shall provide its own equipment, labor, and materials.

2.2. Contract. “Contract” means this Contract and any exhibits, amendments, and solicitation documents accepted by the HK, and Attachments A (Scope of Work), B (Compensation) [List Additional Attachments, if any]. All such documents are incorporated herein in full by this reference.

2.3. Personnel. Contractor shall have and maintain complete responsibility for its Personnel.

“Personnel” means Contractor and Contractor’s employees, subcontractors, volunteers, interns, agents, and any other person utilized by the Contractor directly or indirectly or through third parties to perform any Services under the Contract. Contractor shall promptly remove any Personnel performing Services on request from HK Representative.

2.4. Standards. Contractor warrants that i) Contractor has the qualifications, knowledge,

experience, skills, and resources necessary to provide all Services; ii) all Services shall be provided by Personnel experienced in their respective fields and in a manner consistent with the standards of care, skill, diligence, and knowledge commonly possessed and exercised by experienced professionals in the same discipline in the same or similar circumstances; and iii) all Services shall be performed to HK’s reasonable satisfaction and according to the schedule agreed to by the parties.

2.5. Communication. Contractor shall keep HK informed of the progress of the Services in the

manner, method, and intervals requested by HK. SECTION 3. COMPENSATION AND PAYMENT 3.1. Compensation. The maximum amount of compensation paid under the Contract by HK shall

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not exceed $[Contract Amount]. A description of the compensation is provided in Attachment B: Compensation, which is incorporated herein by reference.

29



3.2. Invoice. Contractor will submit one (1) invoice to HK per month for payment of Services completed to date, unless otherwise provided herein. Each invoice shall identify the Services performed, dates performed, and any other information requested by HK.

3.3. Payment. HK will make reasonable efforts to pay Contractor within thirty (30) days from the

date HK receives a complete and correct invoice, unless otherwise provided herein. All funds disbursed to Contractor will be processed by Direct Deposit via Automated Clearing House (ACH), unless otherwise agreed to by the parties.

3.4. Insurance/W-9 Compliance. All payments are expressly conditioned upon Contractor’s

compliance with all insurance requirements and submission of a current IRS W-9 form to HK. Payments may be suspended in full in the event of noncompliance. Upon full compliance, payments will be released to Contractor unless otherwise provided herein.

3.5. Restrictions. Contractor will only be entitled to receive payment for Services expressly

authorized in the Contract, and received during the Contract term and accepted by HK. Contractor acknowledges oral requests and approvals of additional services or additional compensation are prohibited and unenforceable. Advance payments are not authorized.

SECTION 4. TERMINATION 4.1. For Convenience. HK may terminate the Contract, in whole or in part, without penalty, for

any reason or no reason, with ten (10) days prior notice to Contractor.

4.2. For Funding issues. If any funding for Services is not available, withdrawn, reduced, or limited in any way, or if additional or modified conditions are placed on the funding after the Contract becomes effective, HK may: (1) accept a decreased price offered by Contractor; (2) terminate the Contract; or (3) terminate the Contract and re-solicit the requirements.

4.3. Termination for Default. HK may immediately terminate the Contract, in whole or part, due

to the failure of Contractor to comply with any Contract term or condition, or to make satisfactory progress in performing the Contract, subject to the provisions of 11.1, or if HK determines Contractor has been debarred, suspended or otherwise lawfully prohibited from participating in any public procurement activity. Contractor shall immediately notify HK if Contractor becomes suspended or debarred.

4.4. Procedures. Upon receipt of notice of termination, Contractor shall stop all Services as

directed in the notice, notify Personnel of the termination date, and minimize further costs. All goods, materials, documents, data, and reports prepared by Contractor under the Contract shall become the property of, and delivered to, the HK on demand. A final payment will be made to the Contractor only for Services performed and accepted by HK through the effective date of termination. No costs incurred after the effective date of the termination will be paid.

SECTION 5. INDEMNIFICATION 5.1. To the fullest extent permitted by law, Contractor shall indemnify, defend, and hold harmless

HK and its elected and appointed officials, officers, employees, and agents (collectively “Indemnitees”) from and against all Claims resulting from or arising out of the performance of the Contract, whether such Claims arise from the acts, errors, or omissions of the Contractor, its Personnel, third parties, or HK, or anyone directly or indirectly employed by any of them or anyone for whose acts, errors, or omissions any of them may be liable. It is

30



the specific intent of the parties that the Indemnitees shall, in all instances, except Claims arising from the sole negligence or willful misconduct of the Indemnitees, be indemnified by the Contractor from and against any and all Claims.

5.2. With regard to any Claim against any Indemnitee by any of Contractor’s Personnel, or anyone directly or indirectly employed by them, or anyone for whose acts they may be liable, Contractor’s indemnification obligation shall not be limited in any way by a limitation on the amount or type of damages, compensation, or benefits payable by or for Contractor or Contractor’s Personnel under workers compensation acts, disability benefit acts, or other employee benefit acts. Solely for the purposes of this indemnification provision, Contractor expressly waives its immunity under Title 51 RCW (Industrial Insurance) and acknowledges this waiver was mutually negotiated by the parties.

5.3. Architectural, Landscape Architectural, Engineering, or Land Surveying Services. Should a court of competent jurisdiction determine the Contract is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the HK, its officers, officials, employees, and agents, Contractor’s liability hereunder, including the duty and cost to defend, will be only to the extent of Contractor’s negligence.

5.4. Claim. “Claim” means all losses, claims, suits, actions, liabilities, damages, demands,

judgments, settlements, expenses, fines, or other liabilities of any kind or nature whatsoever, including without limitation, all costs including costs of Claim processing, investigation, reasonable attorneys’ fees, and damages, for any personal or bodily injury, sickness, disease, disability, or death, or loss or damage to tangible or intangible business or property, including the loss of use. Claim includes any infringement of copyright, patent, trademark, or other proprietary rights of any third parties arising out of Contract performance or use by HK of materials furnished or work performed under the Contract.

5.5. Obligations/Notice of Claim. HK will provide Contractor notice of the assertion of liability by a

third party that may give rise to a Claim by HK against Contractor based on the indemnity contained herein. Contractor shall respond to HK’s tender of defense of a claim in writing within fourteen (14) calendar days from the notice date, and will advise HK if Contractor accepts or denies tender of the claim. HK may in its discretion withhold all or part of any payment due Contractor under the Contract until Contractor responds to such notice. Contractor shall keep HK timely and fully informed through all stages of the defense and promptly respond to and comply with HK’s requests for information. HK at all times reserves the right, but has no obligation to participate in the defense and settlement of any Claim. Such participation shall not constitute a waiver of Contractor’s indemnity and defense obligations under the Contract. Contractor shall not settle or compromise any Claim in any manner that imposes any obligations upon HK without the prior written consent of HK. Contractor shall promptly advise HK of any occurrence or information known to Contractor that could reasonably result in a Claim against HK. The violation of any provisions of this Section, including improper refusal to accept tender, is a material breach.

SECTION 6. INSURANCE 6.1. Minimum Insurance Required. Contractor and its subcontractors, if any, shall procure and

maintain, until all of the Contract obligations have been fully discharged, including any warranty period, all insurance required in this Section with an insurance company duly licensed in Washington State with an A.M. Best Company ratings of not less than A-VIII and a category rating of not less than “8”, with policies and forms satisfactory to HK. Use of

31



alternative insurers requires prior written approval from HK. Coverage limits shall be at minimum the limits identified in this Section, or the limits available under the policies maintained by Contractor without regard to the Contract, whichever is greater.

6.2. Professional Liability. Not less than $1,000,000 per claim and $2,000,000 annual aggregate. Coverage will apply to liability for professional error, act or omission arising out of or in connection with Contractor’s Services under the Contract. The coverage shall not exclude bodily injury, property damage or hazards related to the work rendered as part of the Contract or within the scope of Contractor’s services under the Contract, including testing, monitoring, measuring operations or laboratory analysis where such Services are rendered under the Contract.

6.3. Commercial General Liability (“CGL”). Not less than $1,000,000 per occurrence and $2,000,000 annual aggregate. Coverage shall include personal injury, bodily injury, and property damage for premise-operations liability, products/completed operations, personal/advertising injury, contractual liability, independent contractor liability, and stop gap/employer’s liability. Coverage shall not exclude or contain sub-limits less than the minimum limits required herein, without the prior written approval of the HK. The certificate of insurance for the CGL policy shall expressly cover the indemnification obligations required by the Contract.

6.4. Automobile Liability. □ Contractor shall maintain personal automobile insurance on all vehicles used for Contract purposes as required by law. □ Not less than $100,000 per occurrence and $300,000 annual aggregate. If a personal automobile liability policy is used to meet this requirement, it must include a business rider and cover each vehicle to be used in the performance of the Contract. If Contractor will use non-owned vehicles in performance of the Contact, the coverage shall include owned, hired, and non-owned automobiles. □ Not less than $1,000,000 per occurrence and $2,000,000 annual aggregate. Coverage shall include liability for any and all owned, hired, and non-owned vehicles. Coverage may be satisfied with an endorsement to the CGL policy.

6.5. Umbrella or Excess Liability. The Contactor may satisfy the minimum liability limits required for the CGL and Automobile Liability under an Umbrella or Excess Liability policy. There is no minimum per occurrence limit of liability under the Umbrella or Excess Liability; however, the annual aggregate limit shall not be less than the highest “Each Occurrence” limit for either CGL or Automobile Liability. Contractor agrees to an endorsement naming the HK as an additional insured as provided in this Section, unless the Umbrella or Excess Liability provides coverage on a “Follow-Form” basis.

6.6. Workers’ Compensation and Employer Liability. If applicable, Contractor shall maintain workers’ compensation insurance as required under the Title 51 RCW (Industrial Insurance), for all Contractor’s Personnel eligible for such coverage. If the Contract is for over $50,000, then the Contractor shall also maintain employer liability coverage with a limit of not less than $1,000,000.

6.7. Primary, Non-Contributory Insurance/Subcontractors. Contractor’s and its subcontractors’

insurance policies and additional named insured endorsements will provide primary

32



insurance coverage and be non-contributory. Any insurance or self- insurance programs maintained or participated in by the HK will be excess and not contributory to such insurance policies. All Contractor’s and its subcontractors’ liability insurance policies must be endorsed to show as primary coverage. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All subcontractors shall comply with all insurance and indemnification requirements herein.

6.8. Review of Policy Provisions. Upon request, Contractor shall provide a full and complete copy

of all requested insurance policies to HK. HK reserves the right without limitation, but has no obligation to revise any insurance requirement, or to reject any insurance policies that fail to meet the requirements of the Contract. HK also has the right, but no obligation to review and reject any proposed insurer providing coverage based upon the insurer’s financial condition or licensing status in Washington. HK has the right to request and review the self-insurance retention limits and deductibles, and Contractor’s most recent annual financial reports and audited financial statements, as conditions of approval. Failure to demand evidence of full compliance with the insurance requirements or failure to identify any insurance deficiency shall not relieve Contractor from, nor be construed or deemed a waiver, of its obligation to maintain all the required insurance at all times as required herein.

6.9. Waiver of Subrogation. In consideration of the Contract award, Contractor agrees to waive

all rights of subrogation against HK, its elected and appointed officials, officers, employees, and agents. This waiver does not apply to any policy that includes a condition that expressly prohibits waiver of subrogation by the insured or that voids coverage should Contractor enter into a waiver of subrogation on a pre-loss basis.

6.10. Additional Insured, Endorsement and Certificate of Insurance. All required insurance

coverage, other than the workers’ compensation and professional liability, shall name HK, it’s elected and appointed officials, officers, employees, and agents, as additional insureds and be properly endorsed for the full available limits of coverage maintained by Contractor and its subcontractors. Endorsement is not required if Contractor is a self- insured government entity, or insured through a government risk pool authorized by Washington State. The Certificate of Insurance and endorsement shall identify the Contract number and shall require not less than thirty (30) days’ prior notice of termination, cancellation, nonrenewal or reduction in coverage. At the time of execution, Contractor shall provide the Certificate of Insurance, endorsement, and all insurance notices to: Risk Management Division, Kitsap HK Department of Administrative Services, 614 Division Street, MS- 7, Port Orchard, Washington 98366.

6.11. General. The coverage limits identified herein are minimum requirements only and will not in

any manner limit or qualify the liabilities or obligations of Contractor under the Contract. All insurance policy deductibles and self-insured retentions for policies maintained under the Contract shall be paid by Contractor. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to HK, its elected and appointed officials, officers, employees, or agents. Contractor’s insurance shall apply separately to each insured against whom a claim is made or suit is brought, subject to the limits of the insurer’s liability.

6.12. Claims-Made. If the Contractor’s liability coverage is written as a claims-made policy, the Contractor shall purchase an extended-reporting period or “tail” coverage for a minimum of three (3) years following completion of the performance or attempted performance of the provisions of this Contract.

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SECTION 7. SUSPENSION AND DEBARMENT 7.1 This Contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000.

As such, Contractor is required to verify that none of Contractor’s principals (defined at 2 C.F.R. § 180.995) or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935).

7.2 Contractor must comply with 2 C.F.R. pt. 180, subpart C and2 C.F.R. pt. 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into.

7.3 This certification is a material representation of fact relied upon by HK. If it is later determined

that Contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to HK, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment.

SECTION 8. NOTICE AND CONTRACT REPRESENTATIVES 8.1. Any notices, demands and other communications required by the Contract will be effective if

personally served upon the other party or if mailed by registered or certified mail, postage prepaid, return receipt requested, to the other party’s Contract Representative at the address below. Notice may also be given by facsimile with the original to follow by regular mail. Notice will be deemed to be given three (3) days following the date of mailing, or immediately if personally served. For service by facsimile, service will be effective at the beginning of the next working day. Each party will designate a “Contract Representative”, which may be changed by providing fifteen (15) days prior notice to the other party.

HK’s Contract Representative Name: [HK Rep Name] Title: [HK Rep Title] Address: [HK Rep Addr] Phone: [HK Rep Phone] Email: [HK Rep Email]

Contractor’s Contract Representative Name: [Contractor Rep Name] Title: [Contractor Rep Title] Address: [Contractor Rep Addr] Phone: [Contractor Rep Phone] Email: [Contractor Rep Email]

SECTION 9. AMENDMENTS, SUBCONTRACTS, INDEPENDENT CONTRACTOR 9.1. Amendment. No amendment or modification to the Contract will be effective without the prior

written consent of the authorized representatives of the parties. 9.2. Successors and Assigns. To the extent permitted by law, the Contract is binding on the

parties’ respective partners, successors, assigns, executors, and legal representatives.

34



9.3. Assignments. Except with the prior written consent of the other party, each party shall not

assign or transfer, including by merger (whether that party is the surviving or disappearing entity), consolidation, dissolution, or operation of law any right, duty, obligation, or remedy under the Contract. Any purported assignment or transfer in violation of this section shall be void.

9.4. Subcontracts. Contractor shall provide the HK a list of all subcontractors and the

subcontractors’ proposed responsibilities. “Subcontract” means any contract, express or implied, between Contractor and another party or between a subcontractor and another party delegating or assigning, in whole or in part, the making or furnishing of any material or service for the performance of the Contract. All subcontracts shall incorporate by reference the terms and conditions of this Contract. Contractor is solely responsible for the performance and payment of its subcontractors.

9.5. Independent Contractor. Each party under the Contract shall be for all purposes an

independent contractor. Nothing contained herein will be deemed to create an association, a partnership, a joint venture, or a relationship of principal and agent, or employer and employee between the parties. Contractor shall have complete responsibility and control over its Personnel. Neither Contractor nor its Personnel shall be, or be deemed to be, or act or purport to act, as an employee, agent or representative of HK. Contractor and its Personnel shall have no HK employee-type benefits of any kind whatsoever, including without limitation, insurance, pension plan, vacation pay or sick pay, or other right or privilege afforded to HK employees. Contractor and its Personnel shall be responsible for payment of all insurance, taxes, and benefits.

SECTION 10. OWNERSHIP, CONFIDENTIAL INFORMATION AND BREACH

10.1. Ownership. Any and all data, reports, analyses, documents, photographs, pamphlets, plans,

specifications, surveys, films, or any other materials created, prepared, produced, constructed, assembled, made performed, or otherwise produced by Contractor or its Personnel for delivery to HK under this Contract shall be the sole and absolute property of HK. All such property shall constitute “work made for hire” as defined by the U.S. Copyright Act of 1976, 17 U.S.C § 101, and the ownership of the copyright and any other intellectual property rights in such property shall vest in HK at the time of its creation. Ownership of the intellectual property includes the right to copyright, patent, and register, and the ability to transfer these rights. Material Contractor uses to perform this Contract that is not created, prepared, constructed, assembled, made, performed, or otherwise produced for or paid for by HK is owned by Contractor and is not “work made for hire” within the terms of the Contract.

10.2. Confidential Information/Breach. Contractor shall ensure that all personal identifying

information, financial information, and other information submitted or made available to Contractor by, or on behalf of, HK, or acquired or developed by Contractor in the performance of the Contract (unless publicly available) is kept confidential, secured, and protected to prevent unauthorized access. Such information will be utilized by Contractor solely as necessary for the performance of Services under the Contract and not made available to any other person without HK’s prior written consent. In the event of unauthorized access or other security breach, Contractor shall immediately notify the Contract Representative and shall at its sole expense comply with all requirements of RCW 19.255.010, in effect at any given time. Upon expiration or termination of the Contract, all confidential information shall be returned to HK or destroyed at HK’s discretion.

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SECTION 11. REPRESENTATIONS AND RECORDS 11.1. No Fee. Contractor certifies it has not received, nor paid or agreed to pay, another person

or entity, other than a bona fide employee working exclusively for Contractor, any fee, commission, percentage, gift, or any other consideration contingent upon or resulting from the award or making of the Contract.

11.2. Licenses, Permits and Taxes. Contractor shall, at its own expense, have and maintain all licenses, registrations, permits, and approvals necessary for the performance of the Contract, including without limitation, registration with the Washington State Department of Revenue. Contractor shall pay all fees (including licensing fees) and applicable federal, state, and local taxes.

11.3. Compliance. Contractor and its Personnel, and the Services provided by Contractor and its

Personnel, shall comply with all applicable laws, codes, and standards in effect at any given time regardless as to whether such laws are referred to by HK. If required for the Services provided, Contractor and its Personnel shall submit to a background check as directed by HK.

11.4. Nondiscrimination. Contractor and its Personnel shall not discriminate against any person

on the basis of race, color, creed, religion, national origin, age, sex, marital status, sexual orientation, veteran status, disability, or other circumstance prohibited by federal, state, or local law, and shall comply with Title VI of the Civil Rights Act of 1964, P.L. 88-354 and Americans with Disabilities Act of 1990 in the performance of the Contract.

11.5. Public Records. Contractor acknowledges the Contract and all public records associated

with the Contract shall be available to HK for inspection and copying by the public where required by the Public Records Act, Chapter 42.56 RCW (“Act”). To the extent that public records in the custody of Contractor are needed for HK to respond to a request under the Act, as determined by HK, Contractor shall make them promptly available to HK at no cost to HK. If the Contractor considers any portion of any record provided to HK under the Contract, whether electronic or hard copy, to be protected from disclosure under the law, the Contractor shall clearly identify all specific information it claims to be confidential or proprietary. If HK receives a request under the Act to inspect or copy the information that has been identified by Contractor as protected from disclosure and HK determines that release of the information is required by the Act or otherwise appropriate, HK’s sole obligation will be to make a reasonable effort to notify Contractor of the request and the date that such protected information will be released to the requester unless Contractor obtains a court order to enjoin disclosure pursuant to RCW 42.56.540. If Contractor fails to timely obtain a court order enjoining disclosure, HK will release the requested information on the date specified. HK has, and by this Section assumes, no obligation on behalf of Contractor to claim any exemption from disclosure under the Act. HK will not be liable to Contractor for releasing records in compliance with the Act, this Section or court order.

11.6. Advertising, Logo. Contractor shall not use, advertise, or promote for commercial benefit information concerning the Contract or use any trade name, trademark, or logo of HK, without HK’s prior written consent.

11.7. Audit and Record Retention. The Contractor and its Personnel shall retain all books,

documents, and records relating to performance of the Contract and Services provided in connection with this Contract for six (6) years after completion of the Contract or longer if requested by the HK. All records shall be subject to inspection and audit by the HK. Upon request, the Contractor shall promptly make available to the HK a legible copy of all books,

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documents, and records at no cost to the HK. SECTION 12. RIGHTS AND REMEDIES 12.1. Failure to Perform. If HK determines Contractor has failed to perform any material obligation

of the Contract, and such failure has not been cured within ten (10) days’ following notice from HK, HK may without penalty, in its discretion, withhold all monies due the Contractor until such failure is cured to the reasonable satisfaction of HK.

12.2. Right of Assurance. If HK in good faith has reason to believe the Contractor does not intend, or is unable to perform, or continue performing under the Contract, HK may demand in writing that the Contractor give a written assurance of intent to perform. Should Contractor fail to provide adequate assurance to the reasonable satisfaction of HK, by the date specified the demand, HK may terminate all or part of the Contract and pursue all other rights and remedies available at law and in equity.

12.3. Responsibility for Errors. All Services shall be completed to the reasonable satisfaction of HK

and as required herein. Upon request, Contractor shall provide any clarifications and/or explanations regarding any Services provided as required by HK, at no additional cost to HK. In the event of an error or omission under the Contract, Contractor shall, at no cost to the HK, provide all necessary design drawings, estimates, and all other professional services the HK deems necessary to rectify and correct the matter to the satisfaction of HK. Contractor shall continue to be responsible for the accuracy of Services, even after the Work is accepted by HK and the termination or expiration of the Contract.

12.4. Remedies. All HK rights and remedies under the Contract are in addition to, and shall in no way limit, any other rights and remedies that may be available to HK at law and in equity.

12.5. Right of Off-Set; Reimbursement. HK will be entitled to offset against any sums due Contractor and to reimbursement from Contractor for any damages, expenses, or costs incurred by HK due to Contractor’s nonconforming performance or failure to perform the Services under the Contract.

12.6. Waiver. Either party’s failure to insist upon the strict performance of any provision of the

Contract, or to exercise any right based upon a breach thereof or the acceptance of any performance during such breach, will not constitute a waiver of any right or remedy under the Contract unless expressly so agreed in writing by an authorized representative.

12.7. Breach. In the event of a material breach by Contractor, HK may procure, on terms and in

the manner that it deems appropriate, Services to replace those under the Contract. The Contractor shall be liable to HK for any and all costs, expenses, penalties, and fees incurred by HK in procuring such Services in substitution for those due from Contractor under the Contract.

SECTION 13. GOVERNING LAW, DISPUTES 13.1. Governing Law; Venue. The Contract will be governed in all respects by the laws of the State

of Washington, both as to interpretation and performance, without regard to conflicts of law or choice of law provisions. Any action arising out of or in connection with the Contract may be instituted and maintained only in a court of competent jurisdiction in Kitsap County, Washington or as provided by RCW 36.01.050.

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13.2. Disputes. Conflicts and disagreements between the parties related to the Contract will be promptly brought to the attention of HK. Any dispute relating to the quality or acceptability of performance or compensation due the Contractor will be decided by the HK’s Contract Representative. All decisions of HK’s contract Representative are considered final; however, nothing herein prohibits either party from seeking judicial relief.

SECTION 14. PREVAILING WAGE Not Applicable SECTION 15. GENERAL PROVISIONS 15.1. Implied Contract Terms. Each provision of law and any terms required by law to be in the

Contract are made a part of the Contract as if fully stated in it.

15.2. Headings/Captions. Headings and captains used are for convenience only and are not a part of the Contract and do not in any way limit or amplify the terms and provisions hereof.

15.3. No Party the Drafter. The Contract is the product of negotiation between the parties, and no

party is deemed the drafter of the Contract. 15.4. No Third-Party Beneficiary. No provision of the Contract is intended to, nor will it be

construed to, create any third-party beneficiary or provide any rights or benefits to any person or entity other than HK and Contractor.

15.5. Severability. If a court of competent jurisdiction holds any provision of the Contract to be

illegal, invalid, or unenforceable, in whole or in part, the validity of the remaining provisions will not be affected, and the parties’ rights and obligations will be construed and enforced as if the Contract did not contain the particular provision held to be invalid. If any provision of the Contract conflicts with any statutory provision of the State of Washington, the provision will be deemed inoperative to the extent of the conflict or modified to conform to statutory requirements.

15.6. Counterparts. The Contract may be executed in several counterparts, each of which will be deemed an original, but all of which together will constitute one and the same agreement.

15.7. Non-Exclusive Contract. HK may at its discretion enter into multiple agreements to obtain

the same or similar services that are the subject of this Contract or may have its own employees perform the same or similar services contemplated by the Contract.

15.8. Survival. Those provisions of this Contract that by their sense and purpose should survive

expiration or termination of the Contract shall so survive. Those provisions include, without limitation: Sections 5 (Indemnification), 6 (Insurance), 9.5 (Independent Contractor), 10 (Ownership, Confidential Information and Breach), 12 (Rights and Remedies), 13 (Governing Law, Disputes), and 15 (General Provisions).

15.9. Entire Agreement. The parties acknowledge the Contract is the product of negotiation

between the parties and represents the entire agreement of the parties with respect to its subject matter. All previous agreements and representations, whether oral or written, entered into prior to this Contract are hereby revoked and superseded by the Contract.

15.10. Authorization. Each party signing below warrants to the other party, that they have the full

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power and authority to execute this Contract on behalf of the party for whom they sign.

Dated this day of , 20 Dated this day of , 20

CONTRACTOR NAME KITSAP CONSOLIDATED HOUSING AUTHORITY DBA HOUSING KITSAP

Signature SIGNATORY NAME SIGNATORY TITLE

Print Name

Title

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ATTACHMENT A

SCOPE OF WORK

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ATTACHMENT B

COMPENSATION

Payment amount and schedule is set forth below.

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ATTACHMENT C

SPECIFIC TERMS AND CONDITIONS

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END OF PACKET

REQUEST FOR PROPOSALS (RFP) PROFESSIONAL

PAYROLL AND HRIS SERVICES

No# 2020‐100‐7320-HRIS‐02