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AG 24-051 - COMMONS MALLRETURN TO: Casey Jones EXT: 6713 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: PD / Patrol specialties 2. ORIGINATING STAFF PERSON: Cary Murphy / Lynette Allen EXT: 6701 3. DATE REQ. BY: ASAP 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT * PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL ❑ OTHER S. PROJECT NAME: Commons Mall Police services 6. NAME OF CONTRACTOR: MGP XI COMMONS FW, LLC dba Commons Mall ADDRESS: 1928 S. Commons Suite B Federal Way, WA 98003 TELEPHONE 253-275-6090 E-MAIL: csullivan@merlonegeieccom FAX: SIGNATURE NAME: Qhar1eS SuJllVafl TITLE General Manager 7. EXHIBITS AND ATTACHMENTS:9 SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES R. PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: 01-01-2023 COMPLETION DATE: 12-31-2024 9. TOTAL COMPENSATION $ for two years $353,127.00 2 101 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE- ATTACH SCHEDULES OF EMPLOYRIES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES [ENO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED DYES ONO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED A PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT/CONTRACT REVIEW INITIAL/ DATE REVIEWED INITIAL DATE APPROVED ❑ PROJECT MANAGER © DIRECTOR Andy Hwang ❑ RISK MANAGEMENT (IF APPLICABLE) ICJ LAW JE 5/12/23 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12, CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (Include dept. support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.) INITIAL/ DATE SIGNED *GNATORY(mAyoRORDEPARTMENTCil DIRECTOR) %CITYCLERK ASSIGNED AG-9 AG# COMMENTS: �. A, q— a o'A CITY OF CITY HALL Federal Way33325 Sth Avenue South • PO Box 9718 Federal Way, WA 98063-971818 (253) 835-7000 www.&yoffad9raWdy com SERVICES AGREEMENT FOR THE COMMONS AT FEDERAL WAY POLICE SERVICES This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and MGP XI Commons FW, LLC, a Delaware limited liability company ("Owner"), Owner of the Commons at Federal Way ("Property"). The City and Owner (together "Parties") are located and do business at the below addresses: XI COMMONS FW, LLC: 1928 S. Commons Suite B Federal Way, WA 98003 2253-275-6090 The Parties agree as follows: CITY OF FEDERAL WAY: Andy Hwang, Chief of Police 33325 8"' Ave S Federal Way, WA 98063-9718 (253) 253-835-6701 (telephone) (253) 253-835-6739 (facsimile) Lynette.allen@cityoffederalway.com 1. TERM. The term of this Agreement shall be for two years commencing on January 1, 2023. 2. SERVICES. The City shall perform the services more specifically described in Exhibit "A," attached hereto and incorporated by this reference ("Services"). 3. TWIMINATION. Either Party may terminate this Agreement, with or without cause, upon providing the other Party thirty (30) day's written notice at its address set forth at the beginning of this Agreement. Either Party may terminate this Agreement immediately if the other Parry defaults or materially breaches the Agreement. 4. COMPENSATION. In return for the Services, the Owner shall pay the City fifty percent of the cost of the salaries of each officer assigned to the Property for the time periods that they are assigned there. The number of hours and total rate shall be as outlined in Exhibit "B" attached hereto and incorporated by this reference ("Compensation"). The City shall invoice, and the Owner shall remit one -twelfth of the total yearly Compensation monthly. From time to time, the Parties may agree on any adjustment in rates. f u � 5.1 Owner Indemnification. The Owner agrees to release, indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives and volunteers harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives; arising from, resulting from, or in connection with this Agreement or the performance of this Agreement to the extent caused by the negligent or intentional acts, errors, or omissions of the Owner, except for that portion of the claims caused by the City's sole negligent or intentional acts, errors, or omissions. 5.2 City Indemnification. The City agrees to release, indemnify, defend and hold the Owner, its officers, directors, shareholders, partners, employees, agents, and representatives harmless from any and all claims, SERVICES AGREEMENT - 1 - clrr OF CITY HALL Fe d e ra I Way Feder Avenue South • Box 9718 Federall Way, WA 98063-971818 (253) 835-7000 www cftyoffederalway com demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including without limitation, their respective agents, licensees, or representatives, arising from, resulting from or connected with this Agreement to the extent caused by the negligent or intentional acts, errors, or omissions of the City, except for that portion of the claims caused by the Owner's sole negligent or intentional acts, errors, or omissions. 5.3 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. Both Parties agree to carry as minimum general liability insurance or comparable coverage through a municipal insurance pool in the amount of at least $2,000,000 single limit and $2,000,000 aggregate. Both Parties shall provide certificates of insurance or comparable proof of coverage through a municipal insurance pool, concurrent with the execution of this Agreement, evidencing such coverage and, at the other Party's request, furnish the other Party with copies of all insurance policies and evidence of payment of premiums or fees of such policies. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 7. CONFIDENTIALITY. All information regarding the City obtained by the Owner in the performance of this Agreement shall be considered confidential. Breach of confidentiality by the Owner will be grounds for immediate termination. If the City notifies the Owner of a public disclosure request, and the Owner believes records are exempt from disclosure, it is the Owner's responsibility to make a determination and pursue a lawsuit under RCW 42.56.540 to enjoin disclosure. The Owner must obtain the injunction and serve it on the City before the close of business on the tenth business day after the City sends a notification to the Owner. It is the Owner's discretionary decision whether to file the lawsuit. If the Owner does not timely obtain and serve an injunction, the Owner is deemed to have authorized releasing the record. If the City has notified the Owner of a public disclosure request, and the Owner has not obtained an injunction and served the City with that injunction by the close of business on the tenth business day after the City sent notice, the City will then disclose the record unless it makes an independent determination that the record is exempt from disclosure. Notwithstanding the above, the Owner must not take any action that would affect (a) the City's ability to use goods and services provided under this Agreement; or (b) the Owner's obligations under this Agreement. The Owner will fully cooperate with the City in identifying and assembling records in case of any public disclosure request. 8. INDEPENDENT CONTRACTOR. The Parties intend that the City shall be an independent contractor and that the City has the ability to control and direct the performance and details of its work, the Owner being interested only in the results obtained under this Agreement. The Owner shall be neither liable nor obligated to pay City sick leave, vacation pay, or any other benefit of employment, nor to pay any social security or other tax which may arise as an incident of employment. 9. GENERAL PROVISIONS. 9.1 Interpretation and Modification. This Agreement, together with any attached Exhibits, contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement, and no prior statements or agreements, whether oral or written, shall be effective for any purpose. Should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect any of the provisions of this Agreement. Any provision of this Agreement that is declared invalid, inoperative, null and void, or illegal shall in no way affect or SERVICES AGREEMENT - 2 - CITY OF CITY HALL Federal Way Feder Avenue South • Box 9718 Federall Way, WA 98063-971818 (253) 835-7000 www. ci"ffadarahva y com invalidate any other provision hereof, and such other provisions shall remain in full force and effect. No provision of this Agreement, including this provision, may be amended, waived, or modified except by written agreement signed by duly authorized representatives of the Parties. 9.2 Assignment and Beneficiaries. Neither the Owner nor the City shall have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other Party. If the non -assigning Party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect, and no further assignment shall be made without additional written consent. Subject to the foregoing, the rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs, and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 9.3 Enforcement. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the notice's addressee or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available at law, in equity or by statute. The failure of a Party to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of a Party to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of a Party to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the Parties agree in writing to an alternative process. If either Party brings any claim or lawsuit arising from this Agreement, each Party shall pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 9.4 Execution. Each individual executing this Agreement on behalf of the City and Owner represents and warrants that such individuals are duly authorized to execute and deliver this Agreement on behalf of the Owner or the City. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in making proof hereof it shall only be necessary to produce one such counterpart. The signature and acknowledgment pages from such counterparts may be assembled together to form a single instrument comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof. [Signature page follows] SERVICES AGREEMENT - 3 - CITY OF CITY HALL Federal Way Feder 8th Avenue South • Box 9718 Federal Way, WA 98063-971818 (253) 835-7000 www.0yofrederalway. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY By: Jim ell, ayor DATE: MGP )a rCOMMONS F�W, L, By: C.J Printed Name: Charles Sullivan DATE: Doijfi Ix 4A � STATE OF G t✓ 6 ATTEST: IN71% Al 6 A34ill APPROVED AS TO FORM: J. Ryan Call, City Attorney COUNTY OF C f j� �� ss. O this day personally appeared before me Charles Sullivan, to me known to be the of , �'f�t3,yj�D.drk�1 4 ��_that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this day of GA . Notary's signature Notary's printed name Notary Public in and for the State of_. AREALL RIANS My commission expires_'_ Notary J--�- Public state of Washington Commission # 163766 My Comm. Expires Jan 18, 2025 SERVICES AGREEMENT - 4 - CITY of CITY HALL Federal Way Feder Avenue South • Box 9718 Federall Way, WA 98063-971818 (253) 835-7000 www ciryofrederalway. com EXHIBIT "A" SERVICES 1. For the years 2023 and 2024, the City will provide Contract Officers for a total of ten (10) ten-hour shifts per week between MGP XI Commons FW, LLC and MGP XI Commons West, LLC. The actual days of the week and hours will be agreed upon by the Owner and the City based on the needs of both Parties. 2. The City will provide to the Property three (3) full-time, experienced police officers ("Contract Officers") to provide security (in addition to other policy duties) for the Property, its businesses, tenants, and customers. The Contract Officers will work in conjunction with private security orother police agency representatives employed by the Owner at the Property or any of the Property's stores or tenants. Contract officers will combine foot patrol and vehicle patrol of the Property, including its parking lot and perimeter, with office, booth, or kiosk fixed positions to provide security, visibility, and police services. Contract Officers will lose no benefits, assignments, training, or promotional opportunities due to the Agreement. Contract Officers will be assigned in one (1) year increments but may be rotated to address City needs or Owner interests. 3. The Property will be considered by the City as a mini -beat within the general geographical dispersal structure of the city, placing it as a section within a regular beat. The regular beat officer, in which the Property mini -beat exists, will provide presence and response capabilities consistent with general beat management strategies. The Property's coverage by the regular beat officer will not be reduced by the presence of the Contract Officers or by the use of other police agency representatives or private security staff or agency representatives in the Property or in individual stores. All supplemental police services will remain unaffected by the coverage provided for in this Agreement. 4. During assigned periods, the Contract Officers will respond to police or public safety incidents. If the matter can be resolved by the Contract Officers expediently, no general assignment or specialized assignment officers will need to respond. If needed, as determined by the City, other officers will be dispatched as in the resolution of any similar matter through the city. If the incident requires extended investigation or follow-up investigation away from the Property, or prisoner transportation general assignment officers will relieve the Contractor Officers to allow them to resume the Contract Officer duties as soon as practidal. . 5. The City will retain control over the Contract Officers and the Contract Officers will work under the general and direct supervision of the Federal Way Police Department and the City. The Contract Officers will work in a full duty status while on duty as in any Police Department duty assignment, and will adhere to departmental policies and procedures. Contract Officers will be in uniform during duty hours and will be provided with regularly used police equipment including vehicles and radios. The City may at its option also provide bicycles, computers, or other equipment. 6. The Owner may provide office space, a public access kiosk, or other facilities. Property Management may coordinate the security efforts of the Contract Officers on a day-to-day basis, consistent with City policy, to assure continuity, coverage, and coordination of efforts; provided, that in the event of a conflict between any direction from the Owner or its agents and the City, the City direction shall control. 7. Contract Officer absences due to illness, time off, or training will be replaced by general assignment police officers, to maintain a continuity of coverage, when the absence will result in no Contract Officer being on duty at the Commons Mall for that day. The number of shifts shall be set in Exhibit B - Compensation, and may be reduced based on the actual level of service provided by the City and the actual level of compensation actually provided by the Owner to the City. Specific hours of coverage will be established by the City in conjunction with the Property management. SERVICES AGREEMENT - 5 - CITY OF CITY HALL Federal Way Feder Avenue South • Box 9718 Federall Way, WA 98063-971818 (253)835-7000 www.ol)r o;(edernA-.aycom EXHIBIT "B" COMPENSATION For 2023, the total cost of 100 shift hours per week will be split between MGP XI Commons West, LLC (10% of the cost) and MGP XI Commons FW, LLC (90% of the cost). The total cost of the assigned Contract Officers for MGP XI Commons FW, LLC is Three Hundred Eleven Thousand Five Hundred Eighty -Two and 70/100 Dollars ($311,582.70). The Owner will pay half of this cost, totaling One Hundred Fifty -Five Thousand Seven Hundred Ninety -One and 351100 Dollars ($155,791.35) in monthly installments. For 2024, the total cost of 100 shift hours per week will be split between MGP XI Commons West, LLC (10% of the cost) and MGP XI Commons FW, LLC (90% of the cost). The total cost of the assigned Contract Officers for MGP XI Commons FW, LLC is Three Hundred Twenty -Four Thousand Forty -Five and 90/100 Dollars ($324,045.90). The Owner will pay half of this cost, totaling One Hundred Sixty -Two Thousand Twenty -Two and 95/100 Dollars ($162,022.95) in monthly installments. SERVICES AGREEMENT - 6 - ACOROW MERLGEI-01 CERTIFICATE OF LIABILITY INSURANCE ELAWS N1 DATE (MMIDDIYYYY) 2/21 /2024 1. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License # 0757776 CONTACT HUB International Insurance Services Inc. 3000 Executive Parkway Suite 300 acoNo. ExI : (925) 609-6500 (,alc, No):(925) 609-6550 San Ramon, CA 94583 INSURERSAFFORDING COV E NAIC # The Travelers Indemiri Company of Connecticut 25682 INSURED JN5.URER B: Travelers Property Casualty Company of America 25674 INSURER C: MGP XI Commons FW, LLC INSURER D: 425 California St, 10th Floor San Francisco, CA 94104 SURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ,ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXPLTR LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE rX] OCCUR Y-660-9S257465-TCT-23 12/31/2023 12/31/2024 EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED $ 300,000 MED EXP (Any oneperson) $ 5,000 PE NAL&ADVI RY $ 1,000,000 GENLAGGREGATE LIMITAPPLIES PER: POLICY E PRO- LOC OTHER GENERAL AGGREGATE $ 2,000,000 PRDCT 2,000,000 LOCATION AGGREG S 25,000,000 A AUTOMOBILE LIABILITY OWNED SCHEDULED IxANY AUTO AUTOS ONLY AUTOS AUTOS ONLY X NON-OWNED ONEDY BA-9S257545-23-14-G 12/31/2023 12/31/2024 COMBINED SINGLE LIMIT $ 1,000,000 BODILY INJURY Merperson) $ BODILY INJURY Per accident)S (Per1 ROa 11 GE $ B X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE CUP-9S257569-23-14 12/31/2023 12/31/2024 EACH OCCURRENCE S 15,000,000 GRE TE $ 16,000,000 DED I X I RETENTION$ S WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y f N ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ (]FFIC„ERIHIF�MBER EXCLUDED? I an a ry n NH) If yes, describe under DESCRJP7JON OF OPERATIONS below N / A PER - A E.L. EACH ACCIDENT $ E.L. DISEASE -EAEMPLOYE S F_L OJSEASE -POLICY LIMIT I S DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: 1819-2201 South Commons and 1801.2125 S 320th St, Federal Way, WA 98003 (aka #730 The Commons at Federal Way) City of Federal Way 33325 8th Ave South Federal Way, WA 98003 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 0"X44az_ ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 2/13/24, 3:14 PM Washington State Department of Revenue Washington ton State Departrnent Of Bananas < Business Lookup License Information: Entity name: MGP XI COMMONS FW, LLC Business MGP XI COMMONS FW, LLC name: Entity type: Limited Liability Company UBI #: 604-090-819 Business ID: 001 Location ID: 0001 Location: Active Location address: 425 CALIFORNIA ST., 10TH FLOOR SAN FRANCISCO CA 94104 Mailing address: 425 CALIFORNIA ST., 10TH FLOOR SAN FRANCISCO CA 94104 Excise tax and reseller permit status: Click here New search Back to results Secretary of State status: Click here Governing People May include governing people not registered with Secretary of State Governing people Title https://secure.dor.wa.gov/gteunauth/_/#2 1/2 2/13/24, 3:14 PM Washington State Department of Revenue Governing people Title MERLONE GEIER XI, LLC The Business Lookup information is updated nightly. 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Check if your browser is supported https://secure.dor.wa.gov/gteunauth/_/#2 2/2 2/13/24, 3:15 PM Corporations and Charities System BUSINESS INFORMATION Business Name: MGP XI COMMONS FW, LLC UBI Number: 604 090 819 Business Type: FOREIGN LIMITED LIABILITY COMPANY Business Status: ACTIVE Principal Office Street Address: 425 CALIFORNIA ST FL 10, SAN FRANCISCO, CA, 94104, UNITED STATES Principal Office Mailing Address: 425 CALIFORNIA ST FL 10, SAN FRANCISCO, CA, 94104, UNITED STATES Expiration Date: 02/28/2025 Jurisdiction: UNITED STATES, DELAWARE Formation/ Registration Date: 02/23/2017 Period of Duration: PERPETUAL Inactive Date: Nature of Business: REAL PROPERTY INVESTMENT REGISTERED AGENT INFORMATION Registered Agent Name: PARACORP INCORPORATED Street Address: 106 5TH AVE SE, OLYMPIA, WA, 98501, UNITED STATES Mailing Address: 106 5TH AVE SE, OLYMPIA, WA, 98501, UNITED STATES GOVERNORS Title Governors Type Entity Name GOVERNOR ENTITY MERLONE GEIER XI, LLC First Name Last Name https:Hccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 1/1 RETURN TO: Casey Jones EXT: 6713 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: PD / Patrol specialties 2. ORIGINATING STAFF PERSON: Cary Murphy / Lynette Allen EXT: 6701 3. DATE REQ. BY: ASAP 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT A PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: Commons Mall Police services 6. NAME OF CONTRACTOR: MGP XI COMMONS WEST, LLC dba Commons Mall ADDRESS: 1928 S. Commons Suite B Federal Way, WA 98003 'TELEPHONE 253-275-6090 E-MAIL: csullivan@merlonegeier.com FAX: SIGNATURE NAME: TITLE General Manager 7. EXHIBITS AND ATTACHMENTS:19 SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES R PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: 01-01-2023 COMPLETION DATE: 12-31-2024 9. TOTAL COMPENSATION $ for two years $35,312.70 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES It NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED 10YES ID NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: 0 RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED A PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT/CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER Al DIRECTOR Andy Hwang ❑ RISK MANAGEMENT (IF APPLICABLE) Q LAW JE 5/12/23 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ _ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (Include dept. support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.) INITIAL / DATE SIGNED DEPARTMENT ZIGINATORY (MAYOR OR DIRECTOR) CITY CLERK • ❑ ASSIGNED AG# COMMENTS: CITY OF CITY HALL Federal Way Feder 8th Avenue South • Box 9718 Federal Way, WA 98063-971818 (253)835-7000 www.cityoffederalway.com SERVICES AGREEMENT FOR THE COMMONS AT FEDERAL WAY POLICE SERVICES This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and MGP XI Commons West, LLC, a Delaware limited liability company ("Owner"), Owner of the Commons at Federal Way ("Property"). The City and Owner (together "Parties") are located and do business at the below addresses: XI COMMONS WEST, LLC: 1928 S. Commons Suite B Federal Way, WA 98003 253-275-6090 .com The Parties agree as follows: CITY OF FEDERAL WAY: Andy Hwang, Chief of Police 33325 8th Ave S Federal Way, WA 98063-9718 (253) 253-835-6701 (telephone) (253) 253-835-6739 (facsimile) Lynette. allen(q_),cityoffederalway. com 1. TERM. The term of this Agreement shall be for two years commencing on January 1, 2023. 2. SERVICES. The City shall perform the services more specifically described in Exhibit "A," attached hereto and incorporated by this reference ("Services"). 3. TERMINATION. Either Party may terminate this Agreement, with or without cause, upon providing the other Party thirty (30) day's written notice at its address set forth at the beginning of this Agreement. Either Parry may terminate this Agreement immediately if the other Party defaults or materially breaches the Agreement. 4. COMPENSATION. In return for the Services, the Owner shall pay the City fifty percent of the cost of the salaries of each officer assigned to the Property for the time periods that they are assigned there. The number of hours and total rate shall be as outlined in Exhibit "B" attached hereto and incorporated by this reference ("Compensation"). The City shall invoice, and the Owner shall remit one -twelfth of the total yearly Compensation monthly. From time to time, the Parties may agree on any adjustment in rates. 5. INDEMNIFICATION. 5.1 Owner Indemnification. The Owner agrees to release, indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives and volunteers harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives; arising from, resulting from, or in connection with this Agreement or the performance of this Agreement to the extent caused by the negligent or intentional acts, errors, or omissions of the Owner, except for that portion of the claims caused by the City's sole negligent or intentional acts, errors, or omissions. 5.2 City Indemnification. The City agrees to release, indemnify, defend and hold the Owner, its officers, directors, shareholders, partners, employees, agents, and representatives harmless from any and all claims, SERVICES AGREEMENT - 1 - CITY OF CITY HALL Federal Way Feder 8th Avenue South • Box 9718 Federal Way, WA 98063-971818 (253) 835-7000 www cityolfederatway com demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including without limitation, their respective agents, licensees, or representatives, arising from, resulting from or connected with this Agreement to the extent caused by the negligent or intentional acts, errors, or omissions of the City, except for that portion of the claims caused by the Owner's sole negligent or intentional acts, errors, or omissions. 5.3 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. Both Parties agree to carry as minimum general liability insurance or comparable coverage through a municipal insurance pool in the amount of at least $2,000,000 single limit and $2,000,000 aggregate. Both Parties shall provide certificates of insurance or comparable proof of coverage through a municipal insurance pool, concurrent with the execution of this Agreement, evidencing such coverage and, at the other Party's request, furnish the other Party with copies of all insurance policies and evidence of payment of premiums or fees of such policies. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 7. CONFIDENTIALITY. All information regarding the City obtained by the Owner in the performance of this Agreement shall be considered confidential. Breach of confidentiality by the Owner will be grounds for immediate termination. If the City notifies the Owner of a public disclosure request, and the Owner believes records are exempt from disclosure, it is the Owner's responsibility to make a determination and pursue a lawsuit under RCW 42.56.540 to enjoin disclosure. The Owner must obtain the injunction and serve it on the City before the close of business on the tenth business day after the City sends a notification to the Owner. It is the Owner's discretionary decision whether to file the lawsuit. If the Owner does not timely obtain and serve an injunction, the Owner is deemed to have authorized releasing the record. If the City has notified the Owner of a public disclosure request, and the Owner has not obtained an injunction and served the City with that injunction by the close of business on the tenth business day after the City sent notice, the City will then disclose the record unless it makes an independent determination that the record is exempt from disclosure. Notwithstanding the above, the Owner must not take any action that would affect (a) the City's ability to use goods and services provided under this Agreement or (b) the Owner's obligations under this Agreement. The Owner will fully cooperate with the City in identifying and assembling records in case of any public disclosure request. 8. INDEPENDENT CONTRACTOR. The Parties intend that the City shall be an independent contractor and that the City has the ability to control and direct the performance and details of its work, the Owner being interested only in the results obtained under this Agreement. The Owner shall be neither liable nor obligated to pay City sick leave, vacation pay, or any other benefit of employment, nor to pay any social security or other tax which may arise as an incident of employment. 9. GENERAL PROVISIONS. 9.1 Interpretation and Modification. This Agreement, together with any attached Exhibits, contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement, and no prior statements or agreements, whether oral or written, shall be effective for any purpose. Should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect any of the provisions of this Agreement. Any provision of this Agreement that is declared invalid, inoperative, null and void, or illegal shall in no way affect or SERVICES AGREEMENT - 2 - CITY of CITY HALL Federal Way Feder Avenue South • Box 9718 Federall Way, WA 98063-971818 (253)835-7000 www.cityoffederalway.com invalidate any other provision hereof, and such other provisions shall remain in full force and effect. No provision of this Agreement, including this provision, may be amended, waived, or modified except by written agreement signed by duly authorized representatives of the Parties. 9.2 Assignment and Beneficiaries. Neither the Owner nor the City shall have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other Parry. If the non -assigning Party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect, and no further assignment shall be made without additional written consent. Subject to the foregoing, the rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs, and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 9.3 Enforcement. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the notice's addressee or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available at law, in equity or by statute. The failure of a Party to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of a Party to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of a Parry to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the Parties agree in writing to an alternative process. If either Parry brings any claim or lawsuit arising from this Agreement, each Party shall pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 9.4 Execution. Each individual executing this Agreement on behalf of the City and Owner represents and warrants that such individuals are duly authorized to execute and deliver this Agreement on behalf of the Owner or the City. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in making proof hereof it shall only be necessary to produce one such counterpart. The signature and acknowledgment pages from such counterparts may be assembled together to form a single instrument comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof. [Signature page follows] SERVICES AGREEMENT - 3 - CITY of CITY HALL Federal Way Feder 8th Avenue South • Box 9718 Federal Way, WA 98063-971818 (253) 835-7000 www.cityoifedaralway com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY By: Jim well, Mayor DATE:) MGP M OMMONS WEST, LLC By: Printed Name: Charlies Sullivan Title:6-ZA,'1AjP-01Z- DATE: A h STATE OF ) ss. COUNTY OF ) ATTEST: "yan Attorney O,, this day personally appeared before me Charles Sullivan, to me known to be the [3�c�I • of &J &P L G that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this / j- day Notary's signature Notary's printed name AREALL RIANS Notary Public State of Washington Commission # 163766 My Comm. Expires Jan 18, 2025 Notary Public in and for` the' State_ of My commission expires SERVICES AGREEMENT - 4 - 4%FCITY OF CITY HALL Federal ay Feder l Avenue South8063- • 18 Box 9718 ederal Way, WA 98063-9718 (253) 835-7000 www. ciryoffederalway com EXHIBIT "A" SERVICES 1. For the years 2023 and 2024, the City will provide Contract Officers for a total of ten (10) ten-hour shifts per week between MGP XI Commons FW, LLC and MGP XI Commons West, LLC. The actual days of the week and hours will be agreed upon by the Owner and the City based on the needs of both Parties. 2. The City will provide to the Property three (3) full-time, experienced police officers ("Contract Officers") to provide security (in addition to other policy duties) for the Property, its businesses, tenants, and customers. The Contract Officers will work in conjunction with private security orother police agency representatives employed by the Owner at the Property or any of the Property's stores or tenants. Contract officers will combine foot patrol and vehicle patrol of the Property, including its parking lot and perimeter, with office, booth, or kiosk fixed positions to provide security, visibility, and police services. Contract Officers will lose no benefits, assignments, training, or promotional opportunities due to the Agreement. Contract Officers will be assigned in one (1) year increments but may be rotated to address City needs or Owner interests. 3. The Property will be considered by the City as a mini -beat within the general geographical dispersal structure of the city, placing it as a section within a regular beat. The regular beat officer, in which the Property mini -beat exists, will provide presence and response capabilities consistent with general beat management strategies. The Property's coverage by the regular beat officer will not be reduced by the presence of the Contract Officers or by the use of other police agency representatives or private security staff or agency representatives in the Property or in individual stores. All supplemental police services will.remain unaffected by the coverage provided for in this Agreement. 4. During assigned periods, the Contract Officers will respond to police or public safety incidents. If the matter can be resolved by the Contract Officers expediently, no general assignment or specialized assignment officers will need to respond. If needed, as determined by the City, other officers will be dispatched as in the resolution of any similar matter through the city. If the incident requires extended investigation or follow-up investigation away from the Property, or prisoner transportation general assignment officers will relieve the Contractor Officers to allow them to resume the Contract Officer duties as soon as practical. 5. The City will retain control over the Contract Officers and the Contract Officers will work under the general and direct supervision of the Federal Way Police Department and the City. The Contract Officers will work in a full duty status while on duty as in any Police Department duty assignment, and will adhere to departmental policies and procedures. Contract Officers will be in uniform during duty hours and will be provided with regularly used police equipment including vehicles and radios. The City may at its option also provide bicycles, computers, or other equipment. 6. The Owner may provide office space, a public access kiosk, or other facilities. Property Management may coordinate the security efforts of the Contract Officers on a day-to-day basis, consistent with City policy, to assure continuity, coverage, and coordination of efforts; provided that in the event of a conflict between any direction from the Owner or its agents and the City, the City direction shall control. 7. Contract Officer absences due to illness, time off, or training will be replaced by general assignment police officers, to maintain a continuity of coverage, when the absence will result in no Contract Officer being on duty at the Commons Mall for that day. The number of shifts shall be set in Exhibit B - Compensation, and may be reduced based on the actual level of service provided by the City and the actual level of compensation actually provided by the Owner to the City. Specific hours of coverage will be established by the City in conjunction with the Property management. SERVICES AGREEMENT - 5 - CITY OF CITY HALL Fe d e ra 11Nay Feder Avenue South • Box 9718 Federall Way, WA 98063-9718 18 (253)835-7000 www afyoflederakay com EXHIBIT "B" COMPENSATION For 2023, the total cost of 100 shift hours per week will be split between MGP XI Commons West, LLC (10% of the cost) and MGP XI Commons FW, LLC (90% of the cost). The total cost of the assigned Contract Officers for MGP XI Commons West, LLC is Thirty -Four Thousand Six Hundred Twenty and 30/100 Dollars ($34,620.30). The Owner will pay half of this cost, totaling Seventeen Thousand Three Hundred Ten and 151100 Dollars ($17,310.15) in monthly installments. For 2024, the total cost of 100 shift hours per week will be split between MGP XI Commons West, LLC (10% of the cost) and MGP XI Commons FW, LLC (90% of the cost). The total cost of the assigned Contract Officers for MGP XI Commons West, LLC is Thirty -Six Thousand Five and 10/100 Dollars ($36,005.10) The Owner will pay half of this cost, totaling Eighteen Thousand Two and 55/100 Dollars ($18,002.55) in monthly installments. SERVICES AGREEMENT - 6 - 2/13124, 3:13 PM Corporations and Charities System ,ir,.-'sSqKeV1Plt0&Wnd Charities Filing System BUSINESS INFORMATION Business Name: MGP XI COMMONS WEST, LLC UBI Number: 605 087 213 Business Type: FOREIGN LIMITED LIABILITY COMPANY Business Status: ACTIVE Principal Office Street Address: 425 CALIFORNIA ST FL 10, SAN FRANCISCO, CA, 94104-2102, UNITED STATES Principal Office Mailing Address: 425 CALIFORNIA.ST FL 10, SAN FRANCISCO, CA, 94104-2102, UNITED STATES Expiration Date: 02/28/2025 Jurisdiction: UNITED STATES, DELAWARE Formation/ Registration Date: 02/24/2023 Period of Duration: PERPETUAL Inactive Date: Nature of Business: REAL ESTATE REGISTERED AGENT INFORMATION hops://ccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 1 /2 2/13/24, 3:13 PM Corporations and Charities System PARACORP INCORPORATED 106 5TH AVE SE, OLYMPIA, WA, 98501, UNITED STATES 106 5TH AVE SE, OLYMPIA, WA, 98501, UNITED STATES GOVERNORS Title Governors Type Entity Name GOVERNOR ENTITY MERLONE GEIER XI LLC Back Registered Agent Name: Street Address: Mailing Address: First Name Last Name Filing History � Name History 1 r Print Return to Business Search https://ccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 2/2 2/13/24, 3:14 PM Washington State Department of Revenue Washington ton State Department Of Revenue < Business Lookup License Information: Entity name: MGP XI COMMONS WEST, LLC Business MGP XI COMMONS WEST, LLC name: Entity type: Limited Liability Company UBI #: 605-087-213 Business ID: 001 Location ID: 0001 Location: Active Location address: 425 CALIFORNIA ST., FLOOR 10 SAN FRANCISCO CA 94104 Mailing address: 425 CALIFORNIA ST., FLOOR 10 SAN FRANCISCO CA 94104 Excise tax and reseller permit status: Click here 2 New search Back to results Secretary of State status: Click here Governing People May include governing people not registered with Secretary of State Governing people Title https://secure.dor.wa.gov/gteunauth/—/#2 1/2 2/13/24, 3:14 PM Washington State Department of Revenue Governing people Title MERLONE GEIER kl LLC The Business Lookup information is updated nightly. Search date and time: 2/13/2024 3:14:05 PM Contact us How are we doing? Take our survey! Don't see what you expected? Check if your browser is supported https://secure.dor.wa.gov/gteunauth/—,/#2 2/2 MERLGEI-01 ELAWSC ACORN CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 2121 /2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsements . PRODUCER License # 0757776 CONTACT NAMEG HUB International Insurance Services Inc. PHONE N , Ext): (925) 609-6500 n/c, No 925 609-6550 3000 Executive Parkway �� ( ) Suite 300 E-MAIL San Ramon, CA 94583 INSURED MGP XI Commons West, LLC 425 California St, 10th Fir San Francisco, CA 94104 COVERAGES CERTIFICATE NUMBER - The Travelers Indemnity Company of Connecticut Travelers Property Casualty Company of America I:� �►� �y r■� a rr r�i�r�rnT�_� THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS_ INSR ,ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS TYPE OF INSURANCE R M/ A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE ❑X OCCUR Y-660-9S257465-TCT-23 12/31/2023 12/31/2024 EACH OC URREN E $ 1,000,000 DAA7ASETORE�uE❑ rrorxelMED $ 300,000 EXP (Any oneperson) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'LAGGREGATE pLIMIT APPLIES PER: POLICY ❑ JECT FK LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS -COMP/OP AQG $ 2,000,000 LOCATION AGGREG $ 25,000,000 OTHER: A AUTOMOBILE LIABILITY COMBIaccNEDSiNGLELIMIT $ 1,000,000 BODILY INJURY Per person) $ OWNED OWNED SCHEDULED o AUTOS ONLY AUTOS ,IBA-9S257545-23-14-G i 12/31/2023 12/31/2024 INJURY Per accident $ X pBRODILY PeraPOEdRde�nt MAGE $ AUTOS ONLY X AUUTOS ONLYY $ $ X UMBRELLA LIAB N OCCUR EACH OCCURRENCE $ 15,060,000 AGGREGATE $ 15,000,000 EXCESS LIAB CLAIMS -MADE ,CUP-9S257569-23-14 12/31/2023 12/31/2024 DED I X I RETENTION$ 0 PER OTH- STATUTE R WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE 7-1 OFFIGEWMEMBER EXCLUDED? J ( n alory.in NH) If yes, describe under N I AT E.L EACH ACCIDENT $ EL DISEASE - EA EMPLOYE $ EL DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101. Additional Remarks Schedule, ruay tnr attac hod it more space is required) RE. 1701 South Commons; 1750 S. 320th St; 32210 and 32048 Pacific Hwy S, Federal Way, WA 98003 (aka #729 The Commons at Federal Way West) City of Federal Way 33325 8th Ave South Federal Way, WA 98003 ACORD 25 (2016/03) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD