HomeMy WebLinkAbout040-25 - Kitsap Transit - ContractDocusign Envelope ID: 88FOFF50-CD92-4884-90D1-805DO4EBEC98
orca
AGREEMENT FOR PURCHASE OF ORCA BUSINESS CARDS AND
ORCA BUSINESS PASSPORT PRODUCTS
THIS AGREEMENT (hereinafter, "Agreement") is made and entered into by and among City of
Port Orchard ("Business Account") and Kitsap Transit ("Lead Agency") on behalf of the following
agencies, individually referred to as the "Agency" and collectively as the "Agencies" in this
Agreement.
The Snohomish County Public Transportation Benefit Area ("Community Transit")
The City of Everett ("Everett Transit")
The King County Metro Transit Department ("King County Metro")
The Kitsap County Public Transportation Benefit Area ("Kitsap Transit")
Pierce County Public Transportation Benefit Area Corporation ("Pierce Transit")
The Central Puget Sound Regional Transit Authority ("Sound Transit")
The Washington State Department of Transportation, Ferries Division ("Washington
State Ferries")
IN CONSIDERATION of the mutual covenants contained herein, the sufficiency of which is hereby
acknowledged, the Parties agree as follows:
1.0 PURPOSE
1.1 This Agreement establishes the terms under which certain fare payment -related services,
referred to herein as "ORCA Services," will be provided to the Business Account, including
but not limited to the prices and terms under which the Business Account may purchase
and distribute ORCA Business Cards loaded with a Business Passport Product to its
Eligible Business Cardholders. Such ORCA Business Cards may be used to access
certain Transportation Services of the Agencies. The specific ridership privileges
applicable to the Business Passport Product provided under this Agreement are specified
in Attachment 1, Products, Pricing and Terms, which is incorporated in this Agreement by
this reference, and are subject to Sections 6 and 18 below. Businesses must at a minimum
cover all benefits -eligible employees except those who work 100% remote. Additional
participants can be included. Eligibility is defined in Attachment 3 Eligible Participants.
1.2 Attachment 1 also establishes the terms under which specific optional products and
services (e.g. use of an ORCA Business Card on vanpool; a guaranteed ride home
program per Attachment 6 Guaranteed Ride Home, attached hereto), if any, shall be
provided by one or more individual Agencies.
1.3 This Agreement also enables the Business Account to purchase Business Choice
Products from the Agencies, via the myORCA.com website, at the prices and terms in
effect at the time of purchase.
1.4 The Business Account understands and agrees that this Agreement applies to its use of
ORCA Services including, but not limited to, its purchase of ORCA Business Cards and
ORCA Products. This Agreement does not constitute a contract for transportation
services. The Agencies have no obligation to the Business Account or any other entity or
person to provide any particular level, frequency or routing of transportation service.
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City of Port Orchard - BAID : CN100701632
Program Term : 6/1/2025 - 5/31/2026
Docusign Envelope ID: 88FOFF50-CD92-4884-90D1-805DO4EBEC98
2.0 TERM OF AGREEMENT AND CONTACT PERSONS
2.1 This Agreement shall take effect upon the effective date specified in Attachment 1. Unless
terminated in accordance with Section 14, this Agreement shall expire on the last day of
the Program Term specified in Attachment 1, or an Amended Attachment 1 that has been
signed by a person authorized to bind the Business Account.
2.2 The Business Account shall designate a Primary Contact Person in Attachment 2
Designated Representatives, which is incorporated in this Agreement by this reference.
This Primary Contact Person shall be responsible for managing the Business Account's
roles and responsibilities under this Agreement. A Secondary Contact Person shall also
be designated in Attachment 2. The Lead Agency may communicate with and rely upon
either the Primary or Secondary Contact Person on matters relating to this Agreement.
3.0 DEFINITIONS
3.1 Business Account. The organization, educational or human services institution,
government agency or other entity that has entered into this Agreement enabling it to
purchase ORCA Business Cards and ORCA Products for distribution to their employees,
students, clients or other constituency.
3.2 Business Choice Products. The ORCA Products that may be purchased at retail prices to
supplement the ORCA Business Passport Product for one or more Business Cardholders
(e.g. a WSF monthly pass).
3.3 Business Cardholder(s) or Cardholder(s). The individual(s) whose ORCA cards are loaded
by and/or may be provided by the Business Account.
3.4 Business Passport Product. The ORCA Product loaded on the Business Account's ORCA
Business Cards under this Agreement that provides the Business Cardholders an
unlimited right -to -ride the regularly scheduled Transportation Services of, or operated by,
certain Agencies to the extent specified in Attachment 1.
3.5 Card Close. An ORCA system action that permanently invalidates an ORCA Card. The
Business Account, Lead Agency or Cardholder with access may close cards.
3.6 Card Lock. An ORCA system action that prevents an ORCA Business Card from being
used until the action is reversed. The Business Account, Lead Agency or Cardholder with
access can lock and unlock cards.
3.7 Card Link: An ORCA system action that links or unlinks a card to the business account.
On the ORCA website, these actions are called "add card" and "remove card."
3.8 Conversion. When a plastic ORCA Card is permanently turned into a digital card in a
Digital Wallet.
3.9 Digital Wallet. A software application owned and offered by a third -party provider that
stores a Customer's ORCA Card as a fare payment credential.
3.10 Digital Wallet Provider. A third -party entity that provides digital wallet products and
services that enable Cardholders to store their ORCA Card in a Digital Wallet.
3.11 Lead Agency. The Agency that entered into this Agreement on behalf of itself and the
other Agencies and, except as otherwise provided in this Agreement, is responsible for
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Docusign Envelope ID: 88FOFF50-CD92-4884-90D1-805DO4EBEC98
administration of this Agreement on behalf of the Agencies, including contract
modifications and renewals, and ORCA system support.
3.12 ORCA. The trademarked name of the system that enables use of a common fare card on
the public transportation services provided by any of the Agencies.
3.13 ORCA Business Card (or "Business Card" or "ORCA Card'). An ORCA fare card managed
by a Business Account to enable the loading of ORCA Products for use by a Cardholder
to whom it was distributed by the Business Account to access Transportation Services as
specified in Attachment 1. These cards must be purchased with the business card profile
of full access or the account must be set to have the global ownership flag. The fare card
may be a physical card or if approved by the Lead Agency, a virtual fare card application.
3.14 ORCA Website. The myORCA.com website used by the Business Account to manage its
account.
3.15 Load -Only ORCA Card. An ORCA fare card managed by an individual which can be linked
to a Business Account with load -only privileges. Load -only privileges allow the Business
Account to load products and/or E-purse value. The Business Account does not have the
ability to close the card, transfer card balances or check card balance
3.16 ORCA Products. Any transit fare payment mechanism offered for sale within the ORCA
system by any of the Agencies. Examples include, but are not limited to, monthly or period
pass, and E-purse.
3.17 ORCA Services. The materials and services that may be provided, from time to time, under
the ORCA program, including but not limited to the ORCA Business Cards, ORCA
Products, ORCA Websites, data, information, and any equipment, systems and services
related to the ORCA program.
3.18 Parties. The Business Account and the Agencies (which include the Lead Agency)
referred to herein collectively as the "Parties" and individually as a "Party."
3.19 Replacement. An original ORCA Card has been replaced with a new one, so the original
ORCA Card is no longer usable.
3.20 Transportation Services. Those public transportation services provided by the Agencies
that are specified in Attachment 1.
4.0 PRICES AND PAYMENT TERMS
The prices and payment terms applicable to this Agreement are specified in Attachment 1. Such
terms shall include: (a) the amounts due for the Business Cards, Business Passport Product, and
any other products, services and fees and (b) the timing of payments. Each order submitted by
the Business Account for ORCA Business Cards and/or any ORCA Products will be subject to
the provisions of this Agreement.
4.1 The Business Account's purchase of any Business Choice Products via the myORCA.com
website will be at the prices and terms in effect at the time of order. The Business Account
is responsible for reviewing the prices in effect before submitting each order and shall be
deemed to have agreed to the then -applicable prices by submitting the order.
4.2 Payment in full is due as specified in Attachment 1.
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City of Port Orchard - BAID : CN100701632
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4.3 If for any reason payment in full is not received by the date due, if a payment is not honored
due to non -sufficient funds (NSF), or if for any reason a payment is negated or reversed,
Sound Transit, on behalf of the Lead Agency, will notify the Business Account of the
payment problem and if full and clear payment is not received within ten (10) days of such
notification, the Lead Agency may;
4.3.1. Refuse to process new orders for ORCA Business Cards and lock the loading of
new ORCA Products by or for the Business Account;
4.3.2 Assess any late payment, NSF and collection fees to the maximum amount
permitted by law;
4.3.3 Initiate a Card Lock on the Business Cards issued to the Business Account,
rendering them ineffective for use by the Cardholders, until such time as the
Business Account pays the full amount due, including any late payment, NSF and
fees, in a manner acceptable to the Lead Agency; and
4.3.4 Suspend or terminate access rights to the Business Account's secured area of the
website.
4.4 In addition to any other obligations it may have under this Agreement and at law, the
Business Account agrees to pay to the Lead Agency any reasonable court costs, attorney
fees and collection fees incurred in collecting amounts due from the Business Account.
4.5 Regardless of the payment terms, the entire contract value will be billed in a single invoice
number. The Business Account will not receive additional invoices for quarterly and bi-
annual payment terms.
4.6 Sound Transit, on behalf of the Lead Agencies, will be responsible for invoicing and
receiving amounts due per this Agreement, unless otherwise described in this Agreement.
Invoices will be available either through email or standard mail only. Invoices will
eventually be available via the ORCA website. Sound Transit (or the Lead Agent) will not
be able to accommodate requests to submit invoices through vendor payment portals.
Payments will be remitted to:
ORCA c/o Central Puget Sound Regional Transit
LB 1194
PO BOX 35146
Seattle, WA 98124-5146
Wire /ACH instructions will also be available.
5.0 PURCHASE, OWNERSHIP, DISTRIBUTION AND REPLACEMENT OF ORCA
BUSINESS CARDS
5.1 Ordering ORCA Business Cards. The Business Account shall order ORCA Business
Cards via the ORCA Business Accounts Website, in accordance with the directions
provided on that website, and shall make payment as provided in Attachment 1. If
additional cards are required, the Business Account may be required to pay the standard
card fee and other applicable fees as specified in Attachment 1.
5.2 Receipt and Ownership of ORCA Business Cards. Upon actual or constructive receipt of
the ORCA Business Cards it has ordered, the Business Account shall be responsible for
the management of the ORCA Business Cards. The Business Account shall be deemed
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to have constructively received all ordered ORCA Business Cards unless it notifies the
Lead Agency of any non -delivery or incorrect delivery within thirty (30) days after the order
was placed. If the Business Account notifies the Lead Agency that it has not received the
ordered cards, the Lead Agency will ship a replacement order. If the Business Account
subsequently receives the cards reported as missing, the Business Account is responsible
for returning them to the Lead Agency.
5.3 Storage and Risk of Loss. The Business Account is responsible for the storage,
distribution and use of the ORCA Business Cards issued to it. The Business Account bears
the sole risk of any loss, damage, theft or unauthorized use of one of its cards, whether
such card is held in its inventory or has been distributed for use. The Business Account is
responsible for the cost of any use of its Business Cards until the effective date of a Card
Close or Card Lock that may be initiated as provided below.
5.4 Distance Based Transit Fare. The Business Account is responsible for communicating to
Cardholders that "distance based fares" are charged on some systems such as: Link light
rail, and Sounder commuter rail systems. On distance based fare modes, when the
Cardholder "taps on," the ORCA system will record the trip to the last stop on the line.
When the Cardholder "taps off" at the end of the ride, ORCA will record the actual ride.
The Business Account then will be charged the correct fare for the actual ride taken. If the
Cardholder fails to "tap off", then ORCA will record a ride to the end of the line. The result
of not "tapping off' is that the Business Account will be charged the largest fare for the ride
even if a shorter ride was taken.
5.5 Distribution of ORCA Business Cards. The Business Account is responsible for distributing
its Business Cards for use by its Eligible Business Cardholders. The Business Account
manages all Business Cards it distributes but a cardholder may also purchase and load
individual ORCA products on a Business Card. The Business Account understands that a
Business Card it distributes to a Cardholder may be linked by the Cardholder to
his/her/their personal account on myorca.com as provided in Section 6. The Business
Account may not register the Business Cards that are issued under this Agreement to a
personal account. If the Business Account opts into Digital Cards, there are additional
terms and conditions below in section 5.11.
The Business Account shall require that the Cardholder, as a condition of receiving a
Business Card, be informed of the Cardholder Rules of Use, incorporated in this
Agreement as Attachment 4 ORCA Business Cardholder Rules of Use, through the
Business Account's' standard means of communicating policies.
The Business Account understands and agrees that it is solely responsible for
implementation and enforcement of the Cardholder Rules of Use.
5.6 Proof of payment. The Business Account is responsible for notifying Cardholders that
proof of payment must be made by tapping the ORCA Card on the card reader in the
manner required by each Agency; otherwise, the Cardholder may be subject to a fine if
the ORCA Card is not tapped, and the Cardholder will be personally responsible for any
fines that may be imposed.
5.7 Business Account Access to Personally Identifying Information. If an individual Cardholder
opts to register one of the Business Cards issued to the Business Account, any personally
identifying information provided to the ORCA System (e.g. name, address, telephone
number, and credit card number) will not be accessible by the Business Account. If the
Business Account collects any personally identifying information about individuals to
whom it has distributed Business Cards, the Business Account is solely responsible for its
collection, use, storage and disclosure of such information.
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City of Port Orchard - BAID : CN100701632
Program Term : 6/1/2025 - 5/31/2026
Docusign Envelope ID: 88FOFF50-CD92-4884-90D1-805DO4EBEC98
5.8 Card Locks and Card Close. In the event a Business Card is determined to be lost or
stolen or if a Cardholder is determined by the Business Account to be no longer eligible to
use the card, the Business Account may initiate a Card Lock, which is reversible action,
or a Card Close, which is a permanent action, via the myORCA.com website to invalidate
the subject Business Card. The Lead Agency may also initiate a Card Lock or Card Close
to any of the Business Account's Business Cards at the request of the Business Account,
or at the sole discretion of the Lead Agency in accordance with Section 4.3, or if it is
suspected that a card has been altered, duplicated, counterfeited, stolen or used by an
ineligible Cardholder.
5.9 Restoration of Value After Card is Locked or Closed. Following a Card Lock, a Business
Account can transfer remaining funds and products onto a replacement card. Business
Account will be responsible for card replacement fee.
5.10 Card Replacement. The Business Account is responsible for ordering and paying for any
new plastic cards needed to replace Business Cards that for any reason cease to be
available or suitable for use by the Cardholders under the program of the Business
Account, including but not limited to, if the unavailability or unsuitability is caused by
damage, abuse, loss, theft, Card Close, and end of useful life. Provided, however, and
notwithstanding the exclusion of warranties in Section 15, if a Business Card malfunctions
within twelve (12) months after it was delivered to the Business Account, it shall be
replaced by the Lead Agency without additional charge to the Business Account if the
malfunction was caused by a defect in design, material or workmanship and was not
caused by misuse, an intentional act, negligence or damage, reasonable wear and tear
excepted. The Business Account understands and agrees that to avoid the disruption and
inconvenience caused by sporadic failures as its cards are used, it must plan for
replacement of its Business Cards on a regular basis. As a condition of continuing under
the Business Passport program, the Business Account agrees that it will purchase
replacement Business Cards at the then -applicable rate.
5.11 Digital ORCA Cards. The Business Account may choose to participate in allowing
Cardholders under the Business Account to use digital ORCA Cards. This section 5.11
only applies if a Business Account has opted in and worked with the Lead Agency to
enable the account for Digital Cards.
When an ORCA Card is Converted from a plastic ORCA Card to a Digital Card, permanent
possession of the card transfers from the Business Account to the Cardholder; however,
the Business Account retains ownership of the products, funds, and full control over the
digital ORCA Card until it is unlinked or closed by the Business Account. The ORCA Card
number assigned to the plastic card will change to a new number that is generated by the
Digital Wallet Provider. Business Accounts can track card changes on the ORCA website.
There is no cost or fee to Convert a plastic ORCA Card to a Digital Card.
When a Digital Card needs to be Replaced due to the Cardholder losing access to their
Digital Wallet, the Business Account must purchase a new plastic card, link it to the
Cardholder, and the Cardholder may then Convert it to a new Digital Card.. Once the
capability to directly issue Cardholders to new Digital Cards becomes available in the
system, purchasing a new plastic card will not be necessary or required.
Business Accounts are required to monitor and manage changes to ORCA Card numbers
during Conversion and Replacement.
ORCA Business Passport Agreement Page 6 of 27
City of Port Orchard - BAID : CN100701632
Program Term : 6/1/2025 - 5/31/2026
Docusign Envelope ID: 88FOFF50-CD92-4884-90D1-805DO4EBEC98
Unlike plastic cards, it is not technically feasible for Digital Cards to show specific business
logos.
6.0 CARDHOLDER USE OF ORCA BUSINESS CARDS
Cardholder Privileges. The Business Account understands and agrees that the Cardholder has
the following privileges in connection with the use of an ORCA Business Card.
6.1 The Cardholder may present an ORCA Business Card, loaded with a valid, applicable
Business Passport or Business Choice Product, to an ORCA fare transaction processor
as proof of payment of all or a portion of a required fare on a regular transportation service
operated by one or more of the Agencies. (Provided, however, an ORCA Product that is
not sufficient to fully pay a fare will not be accepted as partial payment by the Washington
State Ferries.) In all cases, a Cardholder will be required to make other payment to the
extent a fare is not covered by an ORCA Product.
6.2 The Cardholder may individually purchase ORCA Products and load them on the Business
Card in addition to any ORCA Product loaded by the Business Account. Individual ORCA
Products may be used to pay all or a portion of a required fare on a transportation service
not covered by a Business Passport Product or Business Choice Product. (Provided,
however, an ORCA Product that is not sufficient to fully pay a fare will not be accepted as
partial payment by the Washington State Ferries.) In all cases, a Cardholder will be
required to make other payment to the extent a fare is not covered by an ORCA Product.
6.3 The Cardholder may link his/her/their name and other contact information with the ORCA
system and link such personal information to the serial number of the Business Card
provided to him/her. Such registration does not give the Cardholder full access to the card
but may give the Cardholder the right to access the myORCA.com website to view the
card's transaction history and current stored value, and to add retail products. See
additional terms in Section 5.11 above for Digital Cards.
6.4 The Cardholder's personally identifying information is generally exempt from disclosure
under the Washington Public Records Act (Chapter 42.56 RCW) as more specifically
outlined in RCW 42.56.330(5).
7.0 BUSINESS RESPONSIBILITIES AND PRIVILEGES RELATING TO LOAD -ONLY
CARDS
7.1 The Business Account understands that if it links an individual's ORCA card to their
Business Account with load -only privileges the Business Account will have limited access.
The Business Account will be able to load products and/or E-purse on the account and
unlink the card from its account. The Business Account will not be able to close the card,
transfer products and/or E-purse value, or view card balance. See additional terms in
Section 5.11 above for Digital Cards.
7.2 When the load -only card holder is no longer eligible for a transit benefit, the Business
Account is responsible for unlinking the card from their account.
8.0 NO RETURNS OR REFUNDS
Except as otherwise provided herein or in Section 14.2, the Business Account understands and
agrees that its purchases of Business Cards, and Business Passport or Business Choice products
purchased for such cards, are final and it is not entitled to any refunds. However, the Business
Account may request a refund of the E-purse value remaining on a Business Card if the card is
closed. The Lead Agency shall initiate a Card Close and the refund will be processed
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City of Port Orchard - BAID : CN100701632
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approximately ten (10) days after the Card Close was initiated. A processing fee of ten dollars
($10) may be payable by the Business Account to the Lead Agency for each refund that is
processed, regardless of number of cards refunded. The Business Account, not the Lead Agency,
is responsible for the refunding of such E-purse value, if any, to the individual Cardholder to whom
the Business Card had been distributed.
9.0 BUSINESS ACCOUNT WEBSITE
9.1. The myORCA.com website is the primary means by which the Business Account shall
purchase ORCA Business Cards, Business Passport and Business Choice Products,
manage its Business Cards and obtain information about the use of said cards. As a
condition of participation in the Business Passport program, the Business Account agrees
that it will use the myORCA.com website when it is available and that each access and
use of said website shall be subject to the ORCA Terms of Use and ORCA Privacy
Statement that are in effect and posted on the myORCA.com website at the time of such
access and use.
9.2. The Business Account understands and agrees that uninterrupted access to and use of
the myORCA.com website is not guaranteed and agrees that it will contact its
representative at the Lead Agency by email or telephone if the website is not available.
9.3. At the time the Business Account enters into the ORCA program, the Business Account's
Primary Contact (Super Admin) will be provided a password to access myorca.com. The
Super Admin will be responsible for adding additional admins to the Business Account.
The Business Account is solely responsible for managing their account's users. The
Business Account is also solely responsible for complying with the security standards
specified in Attachment 5 ORCA Business Account Security Standards, which is
incorporated in this Agreement by this reference.
10.0 INFORMATION PROVIDED BY THE AGENCIES AND THE ORCA SYSTEM
10.1 The Business Account understands and agrees that the data, reports or any information
provided to it via the myORCA.com website or otherwise, is and remains the sole property
of the Agencies and nothing shall be construed as a transfer or grant of any copyright or
other property interest in such data, reports or information. The Agencies hereby grant to
the Business Account a non-exclusive license to use any data, reports or information
provided by the Agencies, via the myORCA.com website or otherwise, for any lawful
purpose related to the administration of the transportation benefits program of the
Business Account.
10.2 The ORCA System will record data each time an ORCA Business Card is presented to an
ORCA device for fare payment and to load a product. Such transaction data includes, but
is not limited to, the date, time, and location (or route) of the transaction. The Business
Account may routinely access such transaction data related to its Business Cards to the
extent provided via the myORCA.com website. Said website and its reports do not provide
the Business Account Business Card transaction data linked to card serial numbers. All
data provided to the Business Account is subject to the ORCA privacy policy posted on
the ORCA website. For the purpose of preventing fraud, the Primary Contact Person of
the Business Account may submit a written request to the Lead Agency for transaction
data related to a specific card number or for a card number linked to a specific transaction.
Fraud is defined as intentional deception or misrepresentation by a person with knowledge
that it will result in an unauthorized benefit to him, her, or some other person. The submittal
is not intended to be used to request data for multiple cards or all cards managed by the
Business Account. The written request shall include the following:
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City of Port Orchard - BAID : CN100701632
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10.2.1 Card number or the date, time and other known details about the specific
transaction for which a card serial number is being requested;
10.2.2 Detailed statement as to why the information is germane to the prevention of fraud;
and
10.2.3 The signature of the Primary Contact Person.
If the Lead Agency determines that the subject transaction(s) is linked to a
Business Card issued to the Business Account, the Lead Agency will provide the
Business Account with the card serial number linked to the requested
transaction(s). The Business Account agrees that it will use such card serial
number information only for purposes of enforcing the Rules of Use, as provided
to the Cardholder. The Business Account must maintain its own records if it wishes
to identify the card serial number issued to an individual.
11.0 PUBLIC RECORDS
The Business Account understands and agrees that all records related to its participation in the
ORCA System are public records under the Washington Public Records Act (Chapter 42.56
RCW) ("Act"), including but not limited to: (a) this Agreement and the sales activity hereunder; (b)
the orders, communications, and any other information provided by the Business Account to the
Lead Agency, the other Agencies or the ORCA System, whether provided via this website or
otherwise and whether provided in hard copy or electronic form; (c) any communications,
responses, requests, reports or information of any kind provided to the Business Account from
the Lead Agency, the other Agencies or the ORCA System; and (d) all data, reports and
information of any kind related to the loading of products on, and the use of, the Business Cards
issued to the Business Account. As public records, these records will be made available for public
inspection and copying upon request, unless the Lead Agency determines they are exempt from
disclosure.
12.0 INDIVIDUAL USE OF BUSINESS CARD AFTER LEAVING A BUSINESS ACCOUNT
The Business Account is encouraged to collect Business Cards from Cardholders who are no
longer eligible for the Business Account's transportation benefits program. In any case, the
Business Account is solely responsible for initiating a Card Lock or Closing a Card in accordance
with this Agreement to prevent any continued use of, and financial liability for, a card that had
been distributed to a person who is no longer eligible.
13.0 ORCA SERVICES SUBJECT TO CHANGE
The Agencies seek to continually improve and enhance the ORCA Services. With thousands of
organizations, schools, and other entities entering into business account agreements at varying
dates in the year, the Agencies are unable to guarantee to each business account that the ORCA
Services will not change during the term of its agreement. The Business Account understands
and agrees that one or more ORCA Services may be changed, suspended or terminated from
time to time without prior notice to, or agreement by, the Business Account, including but not
limited to changes in the look, feel, content and functions of the myORCA.com website. If the
Business Account is dissatisfied with a change in the ORCA Services, however, it may terminate
this Agreement for its convenience in accordance with the provisions of Section 14.2.
14.0 TERMINATION OR SUSPENSION
14.1 The Lead Agency may at any time terminate this Agreement if the Business Account fails
to make timely and effective payment of all amounts due, or otherwise materially breaches
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City of Port Orchard - BAID : CN100701632
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the Agreement, or acts in manner indicating that it intends to not comply, or is unable to
comply, with the Agreement. Prior to termination, the Lead Agency may suspend the
Business Account website access privileges, lock the Business Cards issued to the
Business Account, and/or decline to accept and fulfill any pending or new orders from the
Business Account. Suspension can be reversed without terminating the contract, if the
Business Account makes outstanding payments or comes into compliance.To effect such
a termination or suspension for cause, the Lead Agency shall send email notice to the last
known email address for the last known Primary Contact Person of the Business Account
describing the manner in which the Business Account is in default and the effective date
of termination or suspension. If the basis for termination or suspension is a failure to
perform that can be cured, the termination shall not take effect so long as the Business
Account cures the default within ten (10) days of the sending of the email notice. Upon the
effective date of such termination or suspension, the Lead Agency may immediately
terminate or suspend the website access privileges of the Business Account,Lock or
Unlink the Business Cards issued to the Business Account and decline to accept and fulfill
any pending or new orders from the Business Account. In the event of such a termination
or suspension for cause, the Business Account shall not be entitled to any refund of any
amounts paid.
14.2 Either the Business Account or the Lead Agency may terminate the Agreement without
cause and for its own convenience by sending the other Party written or email notice at
least thirty (30) days in advance of the effective date of the termination. Upon receipt of a
notice of termination for convenience from the Business Account, the Lead Agency may,
in its sole discretion, waive the advance notice period and immediately terminate the
website access privileges of the Business Account, initiate a Card Lock or Card Unlink on
the Business Cards issued to the Business Account, and decline to accept and fulfill any
pending or new orders from the Business Account. In the event of such a termination for
convenience and not cause, the amounts due under this Agreement shall be calculated
by the Lead Agency. (The amounts due for the ORCA Passport Product and any optional
products listed in Attachment 1 shall be the annual amounts due prorated for the number
of months during which the Passport Product and optional products were valid for at least
one day.) If the Business Account has not paid in full all of the amounts due under this
Agreement as of the termination date, the Business Account shall immediately pay the
remaining amount due. If the Business Account has paid more than all of the amounts due
under this Agreement as of the termination date, the Business Account shall be entitled to
a refund of the excess it has paid.
14.3 Notwithstanding any termination of the Agreement, the Business Account shall remain
liable to satisfy and comply with all of its obligations under this Agreement and at law with
regard to, or arising out of, any orders submitted or any of its acts or omissions occurring
prior to the effective date of the termination, including but not limited to paying all amounts
due or incurred prior to the effective date of the termination and any fees, charges,
collection costs or other costs arising from a failure to make timely and effective payment.
15.0 EXCLUSION OF WARRANTIES
15.1 ALL ORCA SERVICES PROVIDED ARE PROVIDED ON AN "AS IS" AND "AS
AVAILABLE" BASIS. ANY USE OF THE ORCA SERVICES IS AT THE BUSINESS
ACCOUNT'S SOLE DISCRETION AND RISK.
15.2 BY WAY OF EXAMPLE, AND NOT LIMITATION, THE LEAD AGENCY AND EACH OF
THE OTHER AGENCIES SPECIFICALLY DO NOT REPRESENT AND WARRANT
THAT:
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A. THE BUSINESS ACCOUNT'S USE OF THE ORCA SERVICES WILL BE
UNINTERRUPTED, TIMELY, FREE FROM ERROR AND OTHERWISE
MEETING ITS REQUIREMENTS;
B. ANY INFORMATION OBTAINED BY THE BUSINESS ACCOUNT AS A RESULT
OF USING THE ORCA SERVICES WILL BE ACCURATE AND RELIABLE; AND
C. ANY USE OF THE ORCA WEBSITE, INCLUDING BUT NOT LIMITED TO THE
CONTENT OR MATERIAL DOWNLOADED FROM SAID WEBSITE, WILL BE
FREE OF DEFECTS, VIRUSES, MALWARE, HACKS OR POTENTIALLY
HARMFUL INTRUSIONS.
15.3 TO THE EXTENT PERMITTED BY LAW, THE LEAD AGENCY AND EACH OF THE
OTHER AGENCIES DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR
IMPLIED, INCLUDING BUT NOT LIMITED TO: ANY IMPLIED WARRANTIES OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; ANY
WARRANTIES OF QUIET ENJOYMENT OR NON -INFRINGEMENT; AND ANY
WARRANTIES CREATED BY TRADE USAGE, COURSE OF DEALING, OR COURSE
OF PERFORMANCE.
15.4 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM
THE AGENCIES OR THE ORCA SYSTEM SHALL REVISE OR CREATE ANY
WARRANTY.
16.0 NOTICES
16.1 Any notice required to be given under the terms of this Agreement shall be directed either
by email or regular mail to the Parties' Designated Representatives, as specified in
Attachment 2, or to the last person and address provided by a Party in accordance with
Section 16.2.
16.2 Each Party shall immediately notify the other Parties of any changes to its Designated
Representatives' contact information. The Business Account shall also immediately notify
the Lead Agency of any changes in any other information provided in its application.
17.0 FORCE MAJEURE
The Agencies and each of them shall be relieved of any obligations under this Agreement to the
extent they are rendered unable to perform, or comply with such obligations as a direct or indirect
result of a force majeure event, or any other circumstance not within such party's control,
including, but not limited to, acts of nature, pandemics, acts of civil or military authorities, terrorism,
fire or water damage, accidents, labor disputes or actions, shutdowns for purpose of emergency
repairs, or industrial, civil or public disturbances.
18.0 APPLICATION OF AGENCY FARES AND OTHER POLICIES
The purchase, distribution and use of Business Cards and ORCA Products by the Business
Account and its Cardholders, and access to and use of the ORCA website, shall be subject to all
applicable federal, state and local law, regulations, ordinances, codes and policies, including but
not limited to the ORCA Cardholder Terms of Use and ORCA Privacy Statement (posted on the
ORCA website and available in printed form upon request to the Lead Agency), and the Agencies'
respective fares, transfer rules, codes of conduct and other operating policies and procedures.
19.0 PROHIBITED DISCRIMINATION
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The Business Account shall not discriminate on the basis of race, color, sex, religion, nationality,
creed, marital status, sexual orientation, age, or presence of any sensory, mental, or physical
handicap in the administration of its transportation benefits program, the provision of ORCA
Business Cards and ORCA Products, or the performance of any acts under this Agreement. The
Business Account shall comply fully with all applicable federal, state and local laws, ordinances,
executive orders and regulations which prohibit such discrimination.
20.0 COMPLIANCE WITH APPLICABLE LAW
The Business Account shall be solely responsible for compliance with all applicable federal, state
and local laws, regulations, resolutions and ordinances, including, but not limited to, any
provisions relating to the Business Account's provision of compensation, benefits or services to
employees or others (e.g. including, but not limited to, transportation fringe benefits) and any
reporting, tax withholding, or other obligations related thereto. The Business Account expressly
acknowledges and agrees that it has not relied on any representations or statements by the
Agencies and will not rely on them to provide any legal, accounting, tax or other advice with regard
to the Business Account's provision of compensation, benefits or services to employees or others
(e.g. including, but not limited to, transportation fringe benefits) and any reporting, withholding or
other obligations related thereto.
21.0 LEGAL RELATIONS
21.1 No Partnership, Agency or Employment Relationship Formed. The Business Account and
the Agencies are independent parties and nothing in this Agreement shall be construed
as creating any joint venture, partnership, agency or employment relationship between
and among them or their respective employees. Without limiting the foregoing, the
Business Account understands and agrees that none of its employees or agents shall be
deemed employees or agent, for any purpose, of any of the Agencies and the Business
Account is solely responsible for the acts of its agents and employees and their
compensation, wages, withholdings and benefits.
21.2 LIMITATION ON LIABILITY
A. THE LEAD AGENCY AND EACH OF THE OTHER AGENCIES SHALL NOT BE
LIABLE FOR, AND THE BUSINESS ACCOUNT HOLDS EACH AGENCY
HARMLESS FROM, ANY LOSS OR DAMAGE ARISING OUT OF OR RELATED
TO:
ANY RELIANCE PLACED BY THE BUSINESS ACCOUNT ON THE
COMPLETENESS, ACCURACY OR EXISTENCE OF ANY
INFORMATION PROVIDED TO THE BUSINESS ACCOUNT BY OR
THROUGH THE ORCA SERVICES;
2. ANY CHANGES TO THE ORCA SERVICES OR THE TEMPORARY OR
PERMANENT CESSATION OF ANY SUCH SERVICES (OR FEATURES
WITHIN A SERVICE);
3. THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY
INFORMATION MADE AVAILABLE TO THE BUSINESS ACCOUNT, OR
GENERATED BY THE USE OF THE ORCA SERVICES UNDER THIS
AGREEMENT INCLUDING, BUT NOT LIMITED TO, THE USE OF THE
ORCA BUSINESS CARDS ISSUED UNDER THIS AGREEMENT;
4. THE BUSINESS ACCOUNT'S FAILURE TO PROVIDE THE LEAD
AGENCY WITH ACCURATE ACCOUNT INFORMATION; AND
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5. THE BUSINESS ACCOUNT'S FAILURE TO KEEP INFORMATION
SECURE AND CONFIDENTIAL.
B. THE LEAD AGENCY AND EACH OF THE OTHER AGENCIES SHALL NOT BE
LIABLE FOR, AND THE BUSINESS ACCOUNT HOLDS EACH AGENCY
HARMLESS FROM, ANY INDIRECT, INCIDENTAL, SPECIAL,
CONSEQUENTIAL, OR EXEMPLARY DAMAGES INCURRED BY THE
BUSINESS ACCOUNT UNDER ANY THEORY OF LIAIBILITY, INCLUDING BUT
NOT LIMITED TO LOSS OF USE, LOSS OF TIME, LOSS OF PROFITS, LOSS
OF PRIVACY, LOSS OF DATA, LOSS OF GOODWILL OR BUSINESS
REPUTATION, WHEN SUCH DAMAGES ARISE OUT OF, OR ARE RELATED
TO, THIS AGREEMENT OR THE ORCA SERVICES, WHETHER OR NOT ONE
OR MORE AGENCIES HAS BEEN ADVISED OF, OR SHOULD HAVE BEEN
AWARE OF, THE POSSIBILITY OF ANY SUCH DAMAGES ARISING.
C. TO THE EXTENT ONE OR MORE OF THE AGENCIES INCURS ANY LIABILITY
FOR A BREACH OF THIS AGREEMENT, OR ANY DUTY RELATED TO THE
ORCA SERVICES, AND SUCH LIABILITY THAT IS NOT EXCLUDED UNDER
THE TERMS OF THIS AGREEMENT, THE EXCLUSIVE, AGGREGATE REMEDY
AGAINST THE LEAD AGENCY AND EACH OTHER AGENCY WILL BE, AT THE
OPTION OF THE APPLICABLE AGENCIES: (A) THE CORRECTION,
SUBSTITUTION OR REPLACEMENT OF ALL OR PART OF THE ORCA
SERVICES GIVING RISE TO THE BREACH, OR (B) A REFUND OF THE
AMOUNT PAID BY THE BUSINESS ACCOUNT FOR THE ORCA SERVICE
CAUSING THE DAMAGE, THE AMOUNT OF WHICH WILL NOT EXCEED THE
DAMAGES (OTHER THAN THOSE EXCLUDED ABOVE) ACTUALLY
INCURRED BY THE BUSINESS ACCOUNT IN REASONABLE RELIANCE.
THE DAMAGE EXCLUSIONS AND LIMITATIONS ON LIABILITY IN
THE AGREEMENT SHALL APPLY EVEN IF ANY REMEDY FAILS
FOR ITS ESSENTIAL PURPOSE.
21.3 No Waiver. The Business Account agrees that if the Lead Agency does not exercise or
enforce any legal right or remedy which is contained in the Agreement or under applicable
law, this will not be taken to be deemed to be a waiver or modification of the Lead Agency's
rights and remedies, and that those rights or remedies will still be available to the Lead
Agency.
21.4 Governing Law and Forum. This Agreement and all provisions hereof shall be interpreted
and enforced in accordance with, and governed by, the applicable law of the State of
Washington and of the United States of America without regard to its conflict of laws
provisions. The exclusive jurisdiction and venue for conducting any legal actions arising
under this Agreement shall reside in either the Federal District Court or the State of
Washington Superior Court, as applicable, that is located in the county in which the Lead
Agency's primary administrative office is located. The Business Account hereby consents
to personal jurisdiction and venue in said courts and waives any right which it might have
to conduct legal actions involving the Agencies in other forums.
21.5 Attorneys' Fees and Costs. In the event of litigation between the parties related to this
Agreement, the Court is authorized to award the substantially prevailing party its costs,
fees and expenses including reasonable attorney fees to the extent authorized by the
Court and permitted by applicable law.
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21.6 Survival. Sections 4, 5, 10, 15 and 21 shall survive and remain effective notwithstanding
any termination of this Agreement.
21.7 Use of ORCA name and logos. The Business Account understands and agrees that the
"ORCA" name and logos are trademarked and that it will not copy or use them and any
other trade names, trademarks, service marks, logos, domain names, and other distinctive
features or intellectual property of the Agencies without written permission. The Agencies
understand and agree the Business Account name and logo may be trademarked and that
it will not copy or use them and any other trade names, trademarks, service marks, logos,
domain names, and other distinctive features or intellectual property of the Business
Account without written permission.
22.0 SUCCESSORS AND ASSIGNS
This Agreement and all terms, provisions, conditions and covenants hereof shall be binding upon
the parties hereto, and their respective successors and assigns; provided, however, no Party may
assign or delegate the duties performed under this Agreement without the written agreement by
the Lead Agency, the Business Account and the assignee.
23.0 ENTIRE AGREEMENT AND WRITTEN AMENDMENTS
This Agreement constitutes the entire agreement between the Business Account and the Lead
Agency, on behalf of all Agencies, related to the Business Account's use of and access to ORCA
Services (but excluding any services which Lead Agency may provide under a separate written
agreement), and completely replaces and supersedes any prior oral or written representations or
agreements in relation to fare media consignment and sales or to ORCA Services. No oral
agreements or modifications will be binding on the parties and any changes shall be effective only
upon a written amendment being signed by the parties.
24.0 SEVERABILITY
In the event any provision of this Agreement is determined by a court of competent jurisdiction to
be unenforceable or invalid, then the meaning of that provision shall be construed, to the extent
feasible, to render the provision enforceable, and if no feasible interpretation would save such
provision, it shall be severed from the remainder of the Agreement which shall remain in full force
and effect unless the provisions that are invalid and unenforceable substantially impair the value
of the entire Agreement to any party.
25.0 AUTHORITY TO EXECUTE
Each party to this Agreement represents and warrants that: (i) it has the legal power and authority
to execute and perform this Agreement and to grant the rights and assume its obligations herein;
and (ii) the person(s) executing this Agreement below on the party's behalf is/are duly authorized
to do so, and that the signatures of such person(s) is/are legally sufficient to bind the party
hereunder.
26.0 COUNTERPARTS
This Agreement may be executed in two (2) counterparts, each one of which shall be regarded
for all purposes as one original.
IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have
executed this Agreement as of the Effective Date.
ORCA Business Passport Agreement Page 14 of 27
City of Port Orchard - BAID : CN100701632
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BUSINESS ACCOUNT
LEAD TRANSPORTATION AGENCY
City of Port Orchard
Signed by:
BY r6b Pu MA-SWA,
3B96492E3F5847D...
Name: Rob Putaansuu
Title: Mayor
Date: 5/202025
Kitsap Transit
Signed by:
BY J' In olaulsbvu
E66A1083AKA490...
Name: John Clauson
Title: Executive Director
Date: 5/23/2025
ORCA Business Passport Agreement
City of Port Orchard - BAID : CN100701632
Program Term : 6/1/2025 - 5/31/2026
Page 15 of 27
Docusign Envelope ID: 88FOFF50-CD92-4884-90D1-805DO4EBEC98
ATTACHMENT 1
ORCA BUSINESS PASSPORT - PRODUCTS, PRICING AND TERMS
Business Account: City of Port Orchard
Business Account Federal Tax ID #: 916001487
ORCA Business Account ID#: CN100701632
Agreement Type: Area -Based Passport Contract
Program Term: 6/1/2025 - 5/31/2026
Business Passport Flat Rate Products
• Valid for full and unlimited rides on:
o Bus: King County Metro, Sound Transit, Community Transit, Everett Transit,
Kitsap Transit, Pierce Transit
o Ferry: King County Water Taxi, Kitsap Local Ferries and Fast Ferries
o Monorail
o Seattle Streetcar
o Rail: Sound Transit Link light rail and Sound Transit Sounder (including Rail Plus
partnership with Amtrak Cascades)
o ParaTransit Transportation: King County Metro Access, Kitsap Transit Access,
and Pierce Transit SHUTTLE, Community Transit DART (Dial -A -Ride
Transportation)
o On -Demand Services: Metro Flex, Pierce Transit RUNNER, Community Transit
Zip Shuttle, Kitsap Transit Dial -A -Ride
• Vanpool: 100% monthly fare subsidy on Pierce Transit, King County Metro, Community
Transit, Kitsap Transit vans
• Vanshare: 100% monthly subsidy on Pierce Transit, King County Metro, Community
Transit, Kitsap Transit vans
• Guaranteed Ride Home : For details, see Attachment 6 Emergency Guaranteed Ride
Home.
Annual Rate
per
Passport Zone and Worksite Location
Employees
Employee
Cost
Kitsap County — 216 Prospect St, Port
3
$76.08
$ 228.24
Orchard
Kitsap County — 1535 Vivian Court, Port
0
$76.08
$ 0.00
Orchard
Kitsap County — 600 Kitsap St, Port
1
$76.08
$ 76.08
Orchard
Kitsap County — 720 Prospect St, Port
1
$76.08
$ 76.08
Orchard
New Card(s)
5
X
$ 3.00
$ 15.00
Subtotal
$ 395.40
Total $ 395.40
Card Logo Permission
The Business Account hereby grants permission for the Agencies to print the Business
Account's name and logo on the Business Account's plastic ORCA Business Cards and no
further permission is required. If the Business Account does not provide a logo to the Lead
Agent, no logo will be printed.
Business Passport Flat Rate Pavment Terms
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Additional Information
Additional Card Orders
During the agreement term additional cards can be ordered at the standard card fee only.
Amount of Eligible Participant contribution
(Note: employees may contribute up to 50% of the Annual Rate per Employee)
Kitsap County
— 216 Prospect St, Port = 0%
Orchard
Kitsap County
— 1535 Vivian Court, Port = 0%
Orchard
Kitsap County
— 600 Kitsap St, Port Orchard = 0%
Kitsap County
— 720 Prospect St, Port = 0%
Orchard
Business Choice Products
Choice Products purchased by the Business Account will be prepaid by invoice, credit card or
ACH, at prevailing retail rates.
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ATTACHMENT 2
DESIGNATED REPRESENTATIVES
BUSINESS ACCOUNT - Primary
LEAD AGENCY - Primary
Name
Beth Spalding
Alisa Buckingham
Title
HR Analyst
Accounting Specialist
Address
216 Prospect St Port Orchard
WA 98366
60 Washington Ave, Suite 200,
Bremerton, WA, 98337
Telephone
(360) 874-5535
E-Mail
humanresources@portorchardwa.gov
alisab@kitsaptransit.com
BUSINESS ACCOUNT - Secondary
LEAD AGENCY - Secondary
Name
Title
Address
Telephone
E-Mail
BUSINESS ACCOUNT - Billing
LEAD AGENCY - Billing
Name
Patti Saltsgaver
ORCA c/o Central Puget Sound
Regional Transit
Title
Accounting Assistant II
Address
ap@portorchardwa.gov Port Orchard
WA 98366
LB 1194
PO Box 35146
Seattle, WA 98124-5146
Telephone
(360) 876-7019
E-Mail
ap@portorchardwa.gov
finance@myorca.com
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ATTACHMENT 3
ELIGIBLE PARTICIPANTS
Definition and Number of Eligible Participants
Eligible Participant - Businesses must, at a minimum, cover all benefits -eligible employees except
those who work 100% remote. Additional participants can be included.
Definition of
Smart Commuters only
Eligible
Participants
Number of
5
Eligible
Participants
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ATTACHMENT 4
SAMPLE - ORCA BUSINESS CARDHOLDER RULES OF USE
(Note: business account can customize content for means of communicating with employees.)
As a Business Account Cardholder, I agree to the following:
I understand that the ORCA Business Card is owned by the employer that provided it to
me and it has been provided to me for my personal use only. I agree that I will not sell or
transfer my assigned ORCA Card to another person. If I violate these terms of use, my
ORCA Card may be blocked from further use.
2. 1 will keep my assigned ORCA Business Card secure and in good condition, and I will
immediately report a lost, stolen, or damaged ORCA Business Card to my company's
Transportation Coordinator. I understand an ORCA Business Card will be replaced at the
fee charged by my company.
3. 1 will return my assigned plastic ORCA Business Card upon request or when I leave my
employment or otherwise do not meet the eligibility requirements of my company. If I do
not return my plastic ORCA Business Card, I understand that it may be blocked for further
use.
4. 1 will read and comply with the ORCA Cardholder Terms of Use (myorca.com/terms) and
Privacy Statement (myorca.com/privacy).
5. 1 understand that my ORCA Business Card is valid for the following provided by the listed
transportation Agencies.
a. 100% of fares on regularly scheduled transportation service on Community
Transit, Everett Transit, King County Metro, King County Water Taxi, Kitsap
Transit and Kitsap Ferries, Monorail, Pierce Transit, Sound Transit, and Seattle
Streetcar.
b. 100% of vanpool and vanshare fares on vanpool services provided by Community
Transit, King County Metro, Kitsap Transit, and Pierce Transit.
6. 1 understand and will comply with policies of my employer or other institution that provided
my ORCA Business Card.
7. 1 understand that the ORCA Business Card is not valid for fare payment on transportation
services not specified in Section 4 and I am responsible for paying any additional fares
required for services not covered, or not fully covered, by my assigned ORCA Business
Card.
8. 1 understand that any additional ORCA Products I load onto my assigned ORCA Card will
become the property of the company that owns my ORCA Business Card and the refund,
if any, of such products will be made by the company according to its refund policy.
9. 1 understand in the event any ORCA Products I load onto my assigned ORCA Card must
be replaced, I am responsible for any fares required during the replacement period.
10. 1 understand the ORCA system will record data each time I use my assigned ORCA
Business Card. Data will include the date, time and location of the card when it is
presented. I understand this data is owned by the transit Agencies and is accessible to
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the company, consistent with the terms of the Agreement, that owns my ORCA Business
Card.
11. 1 understand that the ORCA Card must be "tapped" on a card reader to show proof of fare
payment or issuance of a valid fare. Merely showing the ORCA Card on a bus, train, ferry
or light rail vehicle does not constitute proof of fare payment or issuance of a valid fare. I
will be subject to a fine if the ORCA Card is not "tapped," and I understand I will be
personally responsible for any fines that may be imposed.
12. 1 understand that for the correct fare to be recorded, I must "tap" off on a card reader when
exiting some transit systems. For example, I must "tap" off when exiting from a Sounder
train.
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ATTACHMENT 5
ORCA BUSINESS ACCOUNT SECURITY STANDARDS
1.0 Application Security
1.1 At the time the Business Account enters into the ORCA program, a unique password will
be used by each Business Account authorized to enable access to myORCA.com.
1.2 The Business Account shall use a strong password that meets the following criteria:
a. Length - At least eight (8) characters in length or the maximum length permitted by
the ORCA system, whichever is shorter.
b. Elements - Contains one each of at least one character from each of the following
four (4) groups.
1. English upper case letters (A, B, C...)
2. English lower case letters (a, b, c... )
3. Westernized Arabic numbers: 0, 1, 2...9
4. Special characters: #%&$*!@^()[]{}<'\I?/"'+_.,
1.3 The Business Account shall restrict access to the myORCA.com website by providing its
user id and password to only the employee(s) who have a business "need to know" and
who are authorized by the Business Account as "system user(s)". If the password is
updated for reasons listed in (a) or (b), then the security questions for that same account
shall be updated as well.
1.4 Access to the ORCA myORCA.com website is restricted to the purpose of authorized
administrative support for the ORCA Business Account program
1.5 The Business Account's password shall be changed at least quarterly but also immediately
upon (a) a system user leaving the Business Account's employment or otherwise losing
his/her status as an authorized user; and (b) the Business Account learning that the
password has been obtained by unauthorized persons or entities.
1.6 The Business Account's Primary Contact will review security policies and guidelines with
system users at least quarterly.
2.0 Physical Security
2.1 The Business Account shall require system users, when not at their workstations, to log
off the myORCA.com website, or lock their screen using a password protected screen -
saver in order to prevent unauthorized access.
2.2 ORCA card stock shall be kept in a secure/locked location with access limited to those
administering the program.
2.3 The Business Account shall require its employees to keep printed reports containing
account information in a secure location.
3.0 Incident Management
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3.1 The Business Account shall report any security incident or suspected incident immediately
to the Lead Agency. Examples of possible security incidents would be: introduction of
computer viruses, unauthorized transactions or blocked cards, or lost or stolen card stock.
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ATTACHMENT 6
GUARANTEED RIDE HOME PROGRAM
1.0 PURPOSE
The purpose of this agreement is to define responsibilities of the Agency and the Business
Account under the Guaranteed Ride Home program (hereinafter, "GRH.") GRH guarantees
payment for fees incurred by eligible employees who meet the eligible criteria, as set forth below,
and have taken rides taken in accordance with the terms set forth below.
This Agreement sets forth all the rights and duties of the parties with respect to the subject matter
thereof, and replaces any and all previous agreements or understandings, whether written or oral,
relating thereto.
2.0 DEFINITIONS
2.1 Eligible Employees
Eligible Employees are individuals included in the Eligible Participant definition on
Attachment 3 who traveled to work using an approved commute option on the day they
wish to use GRH.
2.2 Program Coordinator
The Program Coordinator is the Business Account's designated staff person(s) or office
responsible for administering GRH for each shift.
2.3 Approved Commute Options
Eligible Employees must have commuted from their principal residence, transit center, or
park & ride lot to the Business Account's worksite by one of the following Approved
Commute Options: bus, train, carpool, vanpool, walk-on or bicycle -on ferry, bicycle, walk
or other non -drive alone commute option.
2.4 Eligible Reasons
Eligible Reasons for using GRH are:
a. Eligible Employee's or family member's unexpected illness or emergency.
b. Unexpected schedule change such that the normal commute mode is not available
for the return commute to the starting place of their commute. Unexpected means
the employee learns of the schedule change that day.
C. Missing the employee's normal return commute to the starting place of their
commute for reasons, other than weather or acts of nature, which are beyond the
employee's control and of which they had no prior knowledge. For example, the
employee's carpool driver left work or worked late unexpectedly.
2.5 Non -Eligible Reasons
Non -Eligible Reasons for which GRH may not be used include, but are not limited to:
a. Pre -scheduled medical or other appointments.
b. To transport individuals who have incurred injury or illness related to their
occupation. A GRH ride should NEVER be used where an ambulance is
appropriate, nor should a GRH ride replace Business Account's legal
responsibility under workers' compensation laws and regulations.
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C. Employee termination or reductions in force.
d. Other situations where, in the opinion of the Business Account's Program
Coordinator, alternate transportation could have been arranged ahead of time.
e. Non -emergency side trips.
f. Inclement weather.
g. The individual has already met their trip limits for the year.
h. To take ferry commuters any farther than the ferry dock.
2.6 Eligible Destinations
Eligible Destinations for a ride under GRH from the Business Account's work site are to:
a. Eligible Employee's principal place of residence.
b. Eligible Employee's personal vehicle, e.g. vehicle located at a transit center or
park & ride lot.
C. Eligible Employee's usual commute ferry terminal on the east side of Puget
Sound.
d. To a medical provider in an unexpected situation.
e. To an intermediate stop if it meets the criteria set forth below.
2.7 Intermediate Stops
An Intermediate Stop is a stop from the work site at an intermediate location before going
on to an Eligible Destination that is directly related to an emergency (i.e. pick up a
necessary prescription at a pharmacy; pick up a sick child at school), is requested in
advance by the Eligible Employee and is authorized in advance by the Business Account's
Program Coordinator.
3.0 BUSINESS ACCOUNT RESPONSIBILITIES
3.1 Program Coordinator
Business Account shall designate as many Program Coordinators as necessary to
administer and perform the necessary GRH program tasks as set forth in this
Attachment.
3.2 Number of GRH Rides per Eligible Employee
Business Account shall ensure that each Eligible Employee does not exceed eight (8) GRH
rides per twelve (12) month period. There is a 60 mile trip limitation one way (employee will pay
the remainder of the fare beyond 60 miles). King County shall not pay any taxi driver gratuity.
Taxi driver gratuity will be at the sole discretion of Business Account or the Eligible Employee
taking the GRH ride.
3.3 Access to Service
Business Account shall make information about how to access GRH rides available to all
Eligible Employees.
4.0 GRH PROGRAM TASKS
4.1 Process
To access GRH rides, Eligible Employees shall contact the Program Coordinator. The Program
Coordinator shall call an answering service provider directly, contracted by King County. The
phone number is 425-450-4555. Program Coordinator shall screen and obtain the following
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information from the Eligible Employee and provide the information to the answering service
provider as part of arranging the taxi ride for the Eligible Employee.
1. Verify the Eligible Employee has commuted to the worksite by an eligible mode.
2. Verify the Eligible Employee has an Eligible Reason and Eligible Destination for a
GRH ride.
4.2 Reporting
1. Once an Eligible Employee takes the emergency taxi ride, obtain from the Eligible
Employee a completed receipt of the taxi trip.
2. Business Account's Program Coordinator shall forward copies of such receipts to King
County at the end of each month for record keeping and accounting purposes.
5.0 AGENCY RESPONSIBILITIES
5.1 Agency shall provide Business Account Program Coordinator with procedures, guidelines
and all documents needed to facilitate the program. Agencies will conduct evaluations of
program's effectiveness.
5.2 Indemnification
Business Account agrees the Agency is not responsible for providing transportation
services under the GRH program. Business Account further agrees that the Agency
makes no guarantee or warranty as to the availability, quality or reliability of transportation
service, and that the Agency's sole obligation under the program is to make payment of
the transportation provider for trips actually taken in accordance with the terms of this
Agreement. Business Account agrees it shall make no claims of any kind or bring any suits
of any kind against the Agency for damages or injuries of any kind arising out of or in any
way related to the GRH program. Without limiting the foregoing and by way of example
only, the Business Account agrees that the Agency shall not be liable for any injuries or
damages caused by negligence or intentional acts occurring before, during or after a ride
or for any injuries or damages caused by failure of a transportation company to provide a
ride due to negligence, intentional acts or causes beyond their control, including but not
limited to incidence of fire, flood, snow, earthquake or other acts of nature, riots,
insurrection, accident, order of any court or civil authority, and strikes or other labor
actions.
5.3 Payment of Authorized GRH Fares
King County shall pay the metered fare amount of a Business Account's Program Coordinator -
authorized GRH ride, as defined in the DEFINITIONS section above. Business Account's
payment for GRH services is accounted for in the base price of the ORCA Passport Agreement,
as indicated in Attachment 1.
5.4 Reporting
The Agency shall keep a complete record of all authorized GRH ride requests and
provide a copy of this record to Business Account's designated Program Coordinator if
requested.
5.5 Program Abuse
The Agency reserves the right to investigate and recover costs from and/or disqualify the
Business Account for intentional abuse of the GRH program by Eligible Employees.
Program abuse is defined as, but not limited to, taking more than the maximum rides per
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agreement period, taking trips for inappropriate reasons, unauthorized destinations and
Intermediate Stops, and pre -scheduled appointments not defined in the DEFINITIONS
section above. The Agency shall also have the right to recover costs from and/or disqualify
a Business Account who knowingly, willingly or intentionally violates the terms of this
Agreement by authorizing ineligible or inappropriate trips or failing to fulfill their
responsibilities as described in this Agreement.
5.6 Amendment and Termination
This Agreement and any of its terms or provisions may be amended by written agreement
of the parties. All amendments to this Agreement shall be in writing and signed by the
persons authorized to bind the parties to this Agreement and as provided herein.
The Agreement may be terminated by either the Agency or the Business Account for
convenience and without cause by giving written notice of such termination to the other
party at least thirty (30) days prior to the effective date of such termination. This Agreement
shall continue in force until terminated by either party or until the Business Account's
ORCA Business Passport Agreement is terminated, whichever comes first.
The Agency shall have the right to terminate the Agreement immediately if the Business
Account places the Agency or the public at undue risk as determined by Agencies, or if
the Business Account's ORCA Business Passport Agreement is suspended or terminated.
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City of Port Orchard - BAID : CN100701632
Program Term : 6/1/2025 - 5/31/2026