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KCF & THE SEATTLE FOUNDATION
Letter of Agreement -- Youth Wellness Center
Mayor
LEG 12-1
1/26/2012
12/31/2012
�
January 26, 2012
Mayor Patty Lent
City of Bremerton
345 6�' Street, Suite 600
Bremerton, WA 98337
Dear Mayor Lent,
This letter of agreement between the Kitsap Community Foundation (KCF) and the City
of Bremerton, Washington ("City"), and The Seattle Foundation sets forth the conditions
under which KCF will serve as fiscal sponsor for pre-development pro�ect management
for the Youth Wellness Campus Pro�ect, a partnership between public and private
sectors to benefit the youth of Bremerton (also refereed to as "Pro�ect") For the purpose
of this agreement, pre-development pro�ect management consists of those dut�es and
tasks set forth in Exhibit A attached hereto to perform the work required to break ground
for the Youth Wellness Campus Pro�ect The initial contribut�ons to the fund are
$25,000 from The Seattie Foundation's Birkenfeld Fund matched by a$25,000
contribution from the City of Bremerton
Per our discussion, KCF agrees to establish a pre-development pro�ect management
fund ("Fund") to pay the Youth Wellness Campus Pro�ect's financial obiigations incurred
for pre-development Pro�ect management, from the date of this agreement until
December 31, 2012, at which time the agreement will be reviewed for renewal The City
and The Seattle Foundation each have agreed to contribute $25,000 to the Fund for the
Pro�ect for a total contribution of $50,000, as noted in Exhibit B attached hereto
The money heid in the Fund, shall be assessed a one-time set-up fee of two percent
(2%) Additional contributions to the fund shall also be assessed a two percent (2%) one
time fee dunng the de�ned scope of the agreement
KCF agrees to administer funds, includmg
• Receipt and acknowiedgment of monies received
• Investment of monies in the fund
• Distribution of monies on the thirtieth of each month upon prior written
recommendation of your authorized assigned delegates
• Financial reports will be provided monthly
� KCF agrees to accept additional tax deductible contributions from donors to the
capital campaign for the Youth Weliness Campus
KCF will not be responsible for any debts incurred by the pro�ect, nor will it release any
funds in amounts greater than the current balance of the fund at any time
The City of Bremerton and The Seattle Foundation through Barnacle Consultmg agrees
Youth Wellness Campus
Fiscal Sponsorship Agreement
• To provide authorized assigned delegates for the purpose of reviewing and
approvmg expenditures from the Fund for the Pro�ect
� That the amount distributed will be limited to the funding received by KCF, net of
fees charged by KCF
• To have contributions made out to the Kitsap Community Foundation (KCF)
• The �nitial fee is the greater of $100 or 2% of the initial contribution to the fund
Subsequent contributions to the fund will be assessed a 2% fee
• That all expenditure requests from the Fund wiil be delivered to KCF at least five
days prior to the 30 of the month to ailow adequate time for the delegates to
review and approve the requests
• That KCF wiil not provide office space, clerical or payroll assistance
• The Board of Directors of KCF inay modify any recommendation or condition on
distribution from a fund if, in the sole �udgment of KCF, such recommendation or
condition becomes unnecessary, incapabie of fulfiilment, or inconsistent with the
charitable needs of the community Whenever possible, KCF wiil confer with the
donor or the donor's representative before the fund is modified and stay as close
as possible to the original intent of the donor
� Each party to this Letter of Agreement shall defend, indemnify and hold the other
party(s), its officers, officials, employees, agents and volunteers harmless from
any and all claims, in�uries, damages, losses or suits, inciuding all legal costs and
attorney fees, arising out of or in connection with its perFormance under this
Letter of Agreement
That if a dispute arises relating to this contract, and is not resoived, the parties
mvolved in such dispute (Disputants) shall first proceed m good faith to submit
the matter to mediation The Disputants will �ointly appomt an acceptable
mediator and wili share equally in the cost of such mediation In the event the
entire dispute is not resolved within thirty (30) catendar days from the date written
notice requesting mediation is sent by one Disputant to the other(s), the
mediation, unless otherwise agreed, shall terminate
This Letter of Agreement does not bind any party hereto to any duty or obligation other
that that set forth herein The fmanaal contribution of the City and The Seattie
Foundation to the Fund under this Letter of Agreement is limited to its contribution noted
above
If you agree with the provisions of th�s letter, please sign the original and return it to me
in the enclosed envelope The copy is for your records
E
Youth Wellness Campus
Fiscal Sponsorship Agreement
I look forward to working with you
Sincerely,
� >
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%---� , -r- ,�C
Pete Atha
Executive Director
THE KITSAP COMMUNITY FOUNDATION
By
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i i,�z��ti �
, Kitsap Community Foundatior,� Board of Directors
DONOR (S)
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Pattv Le
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, City,of �remerton
p'' �"^'"'� �-The Seattle Foundation
Ja,�,� o� ►�(U-'f� ,
Attachments
A Pro�ect Management Scope of Work and Deliverables
B Acknowledgement of monies contributed with this agreement
o? - �' - /c2
Date
O/ - 2 � 2�/�
Date
� /av� �
ate
3
Youth Wellness Campus
Fiscal Sponsorship Fund
Exhibit a
Pro�ect Management Scope of Work and Deliverables for Exeltech Consulting, inc.
The Purpose of this pro�ect is to complete the planning and pre-development work needed to break
ground for site development and construction of the buildings associated with the "Youth Wellness
Campus" in east Bremerton The work is being led by a team of stakeholders which are partiapating
financially in the creation of the campus Pro�ect management expenses are being covered by the City of
Bremerton and The Seattle Foundation's Birkenfeld Fund with grants of $25,000 from each source
The scope of work is as follows
• Staffing stakehoider's planning comm�ttee: preparation of agendas and meeting discussion
summaries, scheduling meetings and presentations, maintaining communications
• Development and updating of the pre-development timeline of activities and budget based on
input from the committee
• Determination, for committee approval, of the specific activities to be completed and issues
to be resolved during the pre-de�elopment phase, such as campus governance and operation,
campus operating budget w/ pro rata expense sharing, site development expenses, capital
construction budget and finanang plan, identification of shared expenses vs individual
organizational expenses, and, other activities as identified by the committee
• Ident�fication and support for securing sources of funding for pre-development, including
grantwriting; and, the identif�cation of the entity responsible for securing funding
• Based on input from the committee, determine the ideal mix of tenants for the Health &
Weliness buildmg to be designed by Steven Holl, invitation of tenant organizations to
participate in planning and funding for construction of the building If construction funding is
not determined to be the role of these organizations, then the development of a suitable lease
and rent structure to cover operations as well as to amortize the cost of construction
� Facilitate discussions between the committee and architects, engineers and other
profess�onals
• Manage the relationship with the Organizational Systems Renewal interns from Seattle
Un�versity
� Report to the City Councii quarterly concerning pro�ect progress as well as providing a final
report at the conclusion of the pre-development pro�ect management contract
• Execute the direction given by the comm�ttee with respect to site preparation, demolition,
inspections, architectural design and engineer�ng plans, including and as appropriate permit
applications
Deliverables:
• Pre-development timelme and budget
• Grant proposals
� Quarterly and final progress reports for City Council, mid-term (5 months) progress and
financial report with list of tasks still to be completed for the committee
YoutIl WeIlziess Campus
�isca! Sponsoishzp �und
Exl�----ib�t B
Fro�erty Tiansferred To In�ftate Agreenie�it F.siabl�shing
Youth Wellness Caanpus Fiscal S���nsarshtp Fund
� Please attach copy aF fiznds/checic(s}/�roperty transfe�Yed to uiitiate aga.eemen�
� ---- ----
� The Seatt[e Foundation
1200 5th Avenue Suite 1300 , Wci�s Fargo
9 991�hud Ave f�th F!r
Seattle WA 98f0i-3151 s��,tFe wqss�oa
CHECK pATE CHECK NO
f/4/2012 ^1e2455
CNECK AMO~
p '� Y � Wen�-five thousand and xx / 100 Dollars
TO
7HE K�tsap Commun�ty Foundation
ORUER PO 8ox 3670
OF S�lverdafe, WA 98383-3670
v Payabfe
345 6th St , Ste 600 (360) 473-5304
[ WA 9$337
� 00
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1
AUTHOREZED SIGNATURE
SECOND SIGNA i URE RE4UIP,EO iF OVcR
510 000
CNECK DATE
02/09/12
34713?
PASC THE SUM OF TW�N'TY FIVE THpUSAND l]pL��S & 7ER0 C�NT So�� �� x � x 2 5, 0 0 0 0 0 x
TO TuF, ' Voad After 6 tionrhs
ORDE4 KTTSAP CONMFJ:VITy E'ptTNDA�zON
oF PO 30X 3670
SILVRRDRLE !dA 98383-3670
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