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AG 12-032 I I RETURN TO: EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: Lai..0 CI U I I I 2. ORIGINATING STAFF PERSON: I%r► J 0 ?MSC( t I EXT: 3. DATE REQ.BY: 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#):`Z•O Z e ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: Lela t Se(o i a s 6. NAME OF CONTRACTOR: ak F 1g / L,LC. ADDRESS: e' _,, u --.% :_ • ;O TELEPHONE 392-76/0 E-MAIL: FAX: SIGNATURE NAME: Nif I4ei KQ o y TITLEI( h41L1 141/44110.14e- 7. EXHIBITS AND ATTACHMENTS:❑ SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: 511 I I Z COMPLETION DATE: 12 j St J Zo l 9. TOTAL COMPENSATION$ °SO 1 OOQ (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE:❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑YES ❑NO IF YES,$ PAID BY:❑CONTRACTOR❑ CITY PURCHASING: PLEASE CHARGE TO: Q)V (100 OS I "-S)S-31 �i O 10. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED ❑ PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) LAW 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING 2 I _ Al SENT TO VENDOR/CONTRACTOR DATE SENT: 3!t� r S DATE REC'D: I(Q(/ ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICAT ,LICENSES,EXHIBITS I INITIAL/DATE SIGNED ,LAW DEPARTMENT Ad ' Cl CHIEF OF STAFF /.L,/Ilvl 1yhW c41 SIGNATORY(MAYOR OR DIRECTOR) _ CITY CLERK ' i) 3- ,Zr4 ASSIGNED AG# AG# 1'2-OIL e, DATE SENT: 0124 ?-v(c COMMENTS: 11/9 CITY OF CITY HALL Federal Way Federal 8th Avenue South Fedeeral Way.WA 98003 003 -6325 �..� (253) 835-7000 t wwcityoffederalwavcorn AMENDMENT NO. 5 TO PROFESSIONAL SERVICES AGREEMENT FOR LEGAL SERVICES This Amendment ("Amendment No. 5") is made between the City of Federal Way, a Washington municipal corporation("City"), and Kenyon Disend, PLLC, a professional limited liability corporation("Contractor"). The City and Contractor(together"Parties"),for valuable consideration and by mutual consent of the Parties,agree to amend the original Agreement for Legal Services ("Agreement") dated effective March 1, 2012, as amended by Amendment Nos. 1, 2, 3, and 4, as follows: 1. AMENDED COMPENSATION. The method of compensation, as referenced by Section 4 of the Agreement,shall be amended to change the rate or method of payment,as delineated in Exhibit B-4,attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rates for the Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 2. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto,not modified by this Amendment,shall remain in full force and effect.Any and all acts done by either Party consistent with the authority of the Agreement,together with any prior amendments thereto,after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement,as modified by any prior amendments,as it existed prior to this Amendment.The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment,which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 1/2015 CITY OF CITY HALL Federal Way Federal 8th Avenue South Federr al l Way,WA 98003 003 -6325 �.� (253) 835-7000 www cityoffederalway corn IN WITNESS,the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY ATTEST: By: X11.141. Ji ell,' ayor go • erk, Stephanie Courtnj DATE: 311 �J/S AP' ' OVED AS, FORM: f /i ity Att•1 , Amy Jo Pearsall KENYON DISEND, PLLC By: Michael R. Kenyon, Managii i Member DATE: STATE OF WASHINGTON ) ss. COUNTY OF 1I\)6- ) On this day personally appeared before me Michael R. Kenyon, to me known to be the Managing Member of Kenyon Disend,PLLC 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 )a day of , 2015. A Notary's signature G �,C. AEY Notary's printed name _ ,►�!Nli� lO ot. 'ublic in and for the State •f Washington. ion or ormessonom My commission expires O 09,—1-7. NOTARY PUBLIC MY COMMISSION EXPIRES 02.0247 AMENDMENT -2 - 1/2015 CITY OF CITY HALL Federal VVa 33325 8th Avenue South Federal Way,WA 98003-6325 ^.`./ y (253)835-7000 tviv5 cityoffederalway corn EXHIBIT B-4 AMENDED COMPENSATION 1. Method of Compensation: Hourly rate: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of the hourly labor charge rate schedule for Contractor's personnel as shown below: For work performed solely for the City of Federal Way: ATTORNEYS: Ann Marie J. Soto $195.00 Partners and Senior Attorneys: Danielle M. Evans $195.00 Michael R. Kenyon $325.00 Bruce L. Disend $325.00 PARALEGALS: Kim Adams Pratt $295.00 Robert F.Noe $295.00 Margaret C. Starkey $140.00 Kari L. Sand $275.00 Sheryl A. Loewen $115.00 John"Jay"P. Long Jr. $275.00 Pam M. Odegard $115.00 Mary A. Swan $115.00 Associate Attorneys: Terry T. Curran $115.00 Rachel B. Turpin $195.00 Kathy I. Swoyer $115.00 For work performed jointly for all cities in the NWF v. FEMA matter: Partners and Senior Attorneys: Ann Marie J. Soto $160.00 Michael R. Kenyon $295.00 Bruce L. Disend $295.00 PARALEGALS: Kim Adams Pratt $260.00 Robert F.Noe $260.00 Margaret C. Starkey $120.00 Kari L. Sand $230.00 Sheryl A. Loewen $105.00 John"Jay"P. Long Jr. $240.00 Pam M. Odegard $105.00 Mary A. Swan $105.00 Associate Attorneys: Terry T. Curran $105.00 Rachel B. Turpin $165.00 Kathy I. Swoyer $105.00 Danielle M. Evans $165.00 AMENDMENT - 3 - 1/2015 ' RETURN TO: EXT: 2S0 2 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: Law I 1, I V l l 2. ORIGINATING STAFF PERSON: A P to lo ?&A rSa (l EXT: 3. DATE REQ. BY. 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 ,KCONTRACT AMENDMENT (AG#): 12 -43Zp ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: I erU'IC.Q S 6. NAME OF CONTRACTOR: _YLgAI4py► DiSeyild PLLC ADDRESS: tt�T TELEPHONE E- MAIL,: FAX: SIGNATURE NAME: IC Aej V11AW)VI TITLE bnAn&Qtm rtlem jar 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS 8. TERM: COMMENCEMENT DATE: -?J" 11 /12 COMPLETION DATE: 1213/1 S 9. TOTAL COMPENSATION $ 50,000 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY x PURCHASING: PLEASE CHARGE TO: 00 1- 11 O 0 D s l S 1 S "ZG —LI `) 10. DOCUMENT /CONTRACT REVIEW INITIAL / -DATE REVIEWED INITIAL/ DATE APPROVED ❑ PROJECT MANAGER • DIRECTOR • RISK MANAGEMENT (IF APPLICABLE) ,LAW 11. COUNCILAPPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING / SENT TO VENDOR/CONTRACTOR DATE SENT: IOrq/iq DATE REC'D: I Ul/ b /1 L/ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS LAW DEPARTMENT ❑ CgFiF OF STAFF GNATORY (MAYOR OR DIRECTOR) CITY CLERK ASSIGNED AG# COMMENTS: 11/9 INITIAL / DATE SIGNED IoI ICI iU -7/, z d AG #,-T?- DATE SENT: Af 4' CITY OF CITY HALL Federal Way 8th Avenue South Federal Way. WA 98003 -6325 �r..f (253 ) 835 -7000 Wnvw atVoffederaiway com AMENDMENT NO.4 TO PROFESSIONAL SERVICES AGREEMENT FOR LEGAL SERVICES This Amendment ( "Amendment No. 4 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Kenyon Disend, PLLC, a professional limited liability corporation ( "Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent of the parties, agree to amend the original Agreement for Legal Services ( "Agreement ") dated effective March 1, 2012 as amended by Amendment Nos. 1, 2, and 3, as follows: 1. AMENDED TERM. The term of the Agreement, as referenced by Section 1 of the Agreement and any prior amendments thereto, shall be amended and shall continue until the completion of the Services, but in any event no later than December 31, 2015 ( "Amended Term "). 2. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or method of payment, as delineated in Exhibit "B -3 ", attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the amended Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 3. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, is hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 1/2010 Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253 ) 835 -7000 www crtyoffederatway com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY By: Jim F , Mayor DATE: 17 -7 KENYON DISEND, PLLC B. Y �&-L 9-3�� Michael R. Kenyon, ging Member DATE: 10 STATE OF WASHINGTON ) ss. COUNTY OF I ATTEST: EFAAwl"-vii, MULL11.1, lil,- n!.kul Ml -, L =�- APPROVED AS TO FORM: fVCity Attorney, Amy Jo Pearsall On this day personally appeared before me Michael R. Kenyon, to me known to be the Managing Member of Kenyon Disend, PLLC 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 MARGARET C. STARKEY STATE OF McSi(INGTON NOTARY PUBLIC W COMPAISSION EXPIRES 02 -02 -17 Notary's signature Notary's printed name My commission expires Qv?, 1 AMENDMENT - 2 - 1/2010 CITY OF .,,.,,_,,,,, Federal Way EXHIBIT B -3 COMPENSATION CITY HALL 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835 -7000 www atyoffederalway com 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed Twenty Thousand and NO/ 100 Dollars ($20,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Fifty Thousand and NO /100 Dollars ($50,000.00). 1. Method of Compensation: Hourly Rate: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of the hourly labor chrage rate schedules for Contactor's personnel as shown below: For work performed solely for the City of Federal Way: ATTORNEYS: Partners and Senior Attorneys: Michael R. Kenyon Bruce L. Disend Chris D. Bacha Kim Adams Pratt Kari L. Sand John "Jay" P. Long Jr. Associate Attorneys: Rachel B. Turpin For work performed jointly for all cities in the NWF v. FEMA matter: Partners and Senior Attorneys: Ann Marie J. Soto $325.00 Danielle M. Evans $325.00 $295.00 PARALEGALS: $295.00 Chris D. Bacha $275.00 Margaret C. Starkey $275.00 Sheryl A. Loewen Margaret C. Starkey Pam M. Odegard $230.00 Mary A. Swan $195.00 Terry T. Curran Pam M. Odegard Kathy I. Swoyer For work performed jointly for all cities in the NWF v. FEMA matter: Partners and Senior Attorneys: Ann Marie J. Soto Michael R. Kenyon $295.00 Bruce L. Disend $295.00 PARALEGALS: Chris D. Bacha $260.00 Kim Adams Pratt $260.00 Margaret C. Starkey Kari L. Sand $230.00 Sheryl A. Loewen John "Jay" P. Long Jr. $240.00 Pam M. Odegard Associate Attorneys: Rachel B. Turpin $165.00 Danielle M. Evans $165.00 Mary A. Swan Terry T. Curran Kathy I. Swoyer $195.00 $195.00 $140.00 $115.00 $115.00 $115.00 $115.00 $115.00 $160.00 $120.00 $105.00 $105.00 $105.00 $105.00 $105.00 AMENDMENT - 3 - 1/2010 LAWYERS PROFESSIONAL LIABILITY POLICY DECLARATIONS AMY Branch Policy Number. Insurance is provided by Continental Casualty Company, 775233 912 425477043 333 S. Wabash Ave_ Chicago IL 60604 A Stock Insurance Company. 1. NAMED INSURED AND ADDRESS: NOTICE TO POLICYHOLDERS: Kenyon Disend, PLLC This is a Claims Made and Reported policy. It applies only to 11 Front Street South those claim that are both first made against the insured and Issaquah, WA 98027 reported in writing to the Company during the policy period Please review the policy carefully and discuss this coverage with your insurance agent or broker. 2. POLICY PERIOD: Inception: 12/01/2013 Expiration: 12/01/2014 at 12: 41 AM S&u dwd Time at the address shown above 3. LIMITS OF LIABILITY: Inclusive of Claims Expenses Each Claim: $1,000,000 Aggregate: $3,000,000 Death or Disability and Non- Practicing Each Claim: $1,000,000 Extended Reporting Period Limit of Liability: Aggregate: $2,000,000 4. DEDUCTIBLES: Aggregate: 810,000 Inclusive of Claims Expenses 5. POLICY PREMIUM: Annual Prerruum: $27,201.00 Total Amount: $27,201.00 Includes CNA Risk Control Credit of $-158.00 Includes NetProtectPremiron see coverage endorsement if applicable 6. FORMS AND ENDORSEMENTS ATTACHED AT INCEPTION: G- 118011 -A (Ed 12/2011), G-1 18012-A (Ed. 03/1999), G-1 18014-A (Ed 12/2011), G-1 18024-A (Ed 04 /2008), G- 118029-A (Ed. 04/2008), G- 118039 -A46 (Ed 0112012), G- 118063 -A46 (Ed 0512008), G- 118064 -A46 (Ed. 09/1996), G- 121011 -A(Ed. 04/2008), G 145184- A(Ed.0612003) 7. WHO TO CONTACT: To report a claim: CNA Specialty Claim P.O. Box 8317 Chicago, IL 60680 -8317 Email: LPLNewCtairms@cna.corn Fax: 866 -419 -6308 / Online: www.cna.com/claims Lawyers Claim Reporting Questions: 800 - 540 -0762 Authorized Representative G- 118012 -A (Ed. 03/99) Page 1 11/19/2013 Date RETURN TO: H fttkv Ar EXT: I7 '7 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM Low j c't l 1. ORIGINATING DEPT./DIV: 2. ORIGINATING STAFF PERSON: IA lb N fjcx ` EXT: 3. DATE REQ. BY: 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 DOCUWNTS) • ORDINANCE ❑ RESOLUTION CONTRACT AMENDMENT (AG#)j :( L ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: 6. NAME OF CONTRACTOR: Vikilumn 1 'PLrLC ADDRESS: I S . ly.2Nja (,VA 0 TELEPHONE E -MAIL: FAX: SIGNATURE NAME: M j k t �'�.c sn,� TITLE 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS 8. TERM: COMMENCEMENT DATE: i L COMPLETION DATE: 9. TOTAL COMPENSATION $ 'JO Oov (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABM CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY tt X PURCHASING: PLEASE CHARGE TO: C� — `l0 Q sl 51 j — 74 ` Lq i p I 10. DOCUMENT /CONTRACT REVIEW INITIAL/ DATE REVIEWED INITIAL/ DATE APPROVED ❑ PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) LAW I 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: I 12. CONTRACT SIGNATURE ROUTING SENT TO VENDOR/CONTRACTOR DATE SENT: �y ��I DATE REC'D: �9 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL/ DATE SIGNED ,LAW DEPARTMENT Al, p 1 o CHIEF OF STAFF SIGNATORY (MAYOR OR DIRECTOR) )d CITY CLERK ,� y . ASSIGNED AG# AG# Z -d 3 2-'C, DATE SENT: COMMENTS: 11/9 CITY OF CITY HALL � e 33325 8th Avenue Federal Way. WA 98003 -6325 Fd 11y (253) 835 -7000 www cayoffederalway con) AMENDMENT NO.3 TO PROFESSIONAL SERVICES AGREEMENT FOR LEGAL SERVICES This Amendment ( "Amendment No. 3 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Kenyon Disend, PLLC, a professional limited liability corporation ( "Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent of the parties, agree to amend the original Agreement for Legal Services ( "Agreement ") dated effective March 1, 2012, as amended by Amendment No. 1 and No. 2, as follows: 1. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or method of payment, as delineated in Exhibit "B -3 ", attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Amended Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 2. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, is hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 1/2010 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www otyofPederalway — IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY ATTEST: Jim Ferrell, May r City erk DATE:�1���p') /yJ KENYON DISEND, PLLC By: Michael R. Kenyo anaging Member DATE:� 1 STATE OF WASHINGTON ) ss. COUNTY OF AP OVED AS/4P FORM- interim CIYAttorney, Amy Jo Pearsall On this day personally appeared before me Michael R. Kenyon, to me known to be the Managing Member of Kenyon Disend, PLLC 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. V11— GIVEN my hand and official seal this day of , 2014. Notary's signature c C. SAY Notary's printed name Pbr e nATFO� �� Notary d for the State Washington. My commission expires ®a. O WTAW PU" W00WM""VVWM AMENDMENT - 2 - 1/2010 & CITY OF • l Way EXHIBIT B-3 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6326 (253) 835 -7000 www cityoifederahrvy cam 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed Ten Thousand and No /100 Dollars ($10,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Thirty Thousand and No /100 Dollars ($30,000.00). AMENDMENT - 3 - 1/2010 RETURN TO: H per• EXT: 2_5 (o >Z CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: L ayi Cl y 1 2. ORIGINATING STAFF PERSON: Pcr� C X l(,�Y� 1f'1 EXT: L 3. DATE REQ. BY: 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 #):I2'() Z ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: 6. NAME OF CONTRACTOR: YW 1 ► �I- 1. ADDRESS: �� rl{ G-tr-e S Y Ib5L IWa ,la LyA 99oz�7 TELEPHONE E -MAIL: FAX: SIGNATURE NAME: na, it vampa TITLE 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE Cl ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: QJ I I i 12 COMPLETION DATE: 1231 I I y 9. TOTAL COMPENSATION $ jQ 0(3D -i- { o COIF T . oo o (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY OR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ PURCHASING: PLEASE CHARGE TO:� 10. DOCUMENT /CONTRACT REVIEW • PROJECT MANAGER • DIRECTOR • RISK MANAGEMENT (IF APPLICABLE) X LAW 11. COUNCIL APPROVAL (IF APPLICABLE) PAID BY: ❑ CONTRACTOR ❑ CITY INITIAL/ DATE REVIEWED INITIAL/ DATE APPROVED COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ( SENT TO VENDOR/CONTRACTOR DATE SENT: lolvAls DATE REC'D: 10I2,b%13 ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE,- LICENSES, EXHIBITS ,KLAW DEPARTMENT SIGNATORY (MAYOR OR DIRECTOR) ,CITY CLERK A ASSIGNED AG# El 4; ;N ^nv DL"TTw_Z 71 COMMENTS: d "zD -V C.m 11 ul.15 AG# 1 % Q,32 B DATE SENT: I 1 • 1 • 1 _� 11/9 CITY OF CITY HALL 33325 Fe d e ra I Way Feder 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www. cityoffederelway. com AMENDMENT NO.2 TO PROFESSIONAL SERVICES AGREEMENT FOR LEGAL SERVICES This Amendment ( "Amendment No. 2 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Kenyon Disend, PLLC, a professional limited liability corporation ( "Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent of the parties, agree to amend the original Agreement for Legal Services ( "Agreement ") dated effective March 1, 2012, as amended by Amendment No. 1, as follows: 1. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or method of payment, as delineated in Exhibit "B -2 ", attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 4. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Parry consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, is hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 1/2010 CITY OF '4' Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederahvay. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY By: r� Skip Priest, Mayor DATE: 10 - 3 I ` 20 (2) KENYON DISEND, PLLC By: 4 Michael R. Kenyonvvianaging Member DATE: t612 y �t 3 STATE OF WASHINGTON ) ) ss. COUNTY OF I 6- ATTEST: (lr,)\ Dk 1-100JA CiTy Clerk, Carol McNeilly, M APPROVED AS TO FORM: v / City Attorney, Patricia A Richardson On this day personally appeared before me Michael R. Kenyon, to me known to be the Managing Member of Kenyon Disend, PLLC 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 2013. WAGAW C. STARKEY STATE OR OV01111NOW N NOTARY PUBLIC my comko"K N S 0242.17 Notary's signature Notary's printed name Notary lic in and for the State of W shington. My commission expires 0D.-- 6o` L— 1-1 AMENDMENT - 2 - 1/2010 CITY OF Federal Way EXHIBIT B -2 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoflederahvay.. corn 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed Ten Thousand and No /100 Dollars ($10,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Twenty Thousand and No /100 Dollars ($20,000.00). 2. Method of Compensation: Hourly Rate: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor and amount calculated on the basis of the hourly labor chrage rate schedules for Contactor's personnel as shown below: For work performed solely for the City of Federal Way: ATTORNEYS: Partners and Senior Attorneys: Ann Marie J. Soto $185.00 Michael R. Kenyon $305.00 Danielle M. Evans $185.00 Bruce L. Disend $305.00 Nicole L. Hay $160.00 Shelley M. Kerslake $280.00 Chris D. Bacha $275.00 PARALEGALS: Bob C. Sterbank $275.00 Margaret J. King $260.00 Margaret C. Starkey $130.00 Kari L. Sand $260.00 Sheryl A. Loewen $110.00 Pam M. Odegard $110.00 Associate Attorneys: Mary A. Swan $110.00 Rachel B. Turpin $195.00 Terry T. Curran $110.00 Kathy I. Swoyer $110.00 For work performed jointly for all cities in the NWF v. FEMA matter: Partners and Senior Attorneys: Ann Marie J. Soto $150.00 Michael R. Kenyon $280.00 Danielle M. Evans $155.00 Bruce L. Disend $280.00 Nicole L. Hay $140.00 Shelley M. Kerslake $250.00 Chris D. Bacha $245.00 PARALEGALS: Bob C. Sterbank $245.00 Margaret J. King $230.00 Margaret C. Starkey $115.00 Kari L. Sand $230.00 Sheryl A. Loewen $100.00 Pam M. Odegard $100.00 Associate Attorneys: Mary A. Swan $100.00 Rachel B. Turpin $155.00 Terry T. Curran $100.00 Kathy I. Swoyer $100.00 AMENDMENT - 3 - 1/2010 RETURN TO: EXT: �� � Z CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: �.�,W i l., I U i� 2. ORIGINATING STAFF PERSON: �(X,� �1 C��D�U�1�1 EXT: 3. DATE REQ. BY: 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 O HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. sorm xEr.n�rEn Doc�xrs> ❑ ORDINANCE ❑ RESOLUTION ,�iCONTRACTAMENDMENT(AG#): �2-032� D INTERLOCAL ❑ OTHER 5. PROJECTNAME: L�Q�I �1� � NAME OF CONTRACTOR l. ADDRESS: II FYt3Y1't �P�i' S• , I�a�,t0.�n IA/1(-} OZ'1 TELEPHONE E-MAIL: FAX: SIGNATURENAME: � n.vueEm TITLE 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES O COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: _�� I I I Z COMPLETION DATE: (_ZT� ZO ( �I 9. TOTAL COMPENSATION $ I O�bOO (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: O YES ❑ No � YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED O YES ❑ NO ff YES, $ PAID BY: � CONTRACTOR O CITY � PURCHASING: PLEASE CHARGE TO: C.C.Y� I' �IdD '" OSI � SIS - Z� -�-I10 10. DOCUMENT/CONTRACT REVIEW 1NITIAL/DATEREVIEWED INITIAL/DATEAPPROVED ❑ PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENT (iF apPr.iC.�sLE) �LAW --- (�'I1'I�Z �� /� • I 11. COUNCIL APPROVAL (ff' .�PL�c�LE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: _ 12. CONTRACT SIGNATURE ROUTING $( SENT TO VENDOR/CONTRACTOR DATE SENT: 10 (1$ DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSUR.ANCE CERTIFICATE, LICENSES, EXHIBITS P3� LAW DEPARTMENT f�SIGNATORY (MAYOR OR DIRECTOR) Ca'CITY CLERK k�J ASSIGNED AG# J�SIGNED COPY RETURNED COMMENTS: II�TITIAL / DATE SIGNED � � � AG# l.'L `63�ZQ�. DATE SENT: ��ZbI I 2 I1/9 ` qTY OF CITY HALL ..'�:, Federa I Way 33325 8th Avenue South Federal Way. WA 98003-6325 (253) 835-7000 w�vw cityoffederal►vay com AMENDMENT NO.1 TO PROFESSIONAL SERVICES AGREEMENT FOR LEGAL SERVICES This Amendment ("Amendment No. 1") is made between the City of Federai VVay, a Washington municipal corporation ("City"), and Kenyon Disend, PLLC, a professionallimited liability corporation ("Contractor"). The City and Contractor {together "Parties"), for valua.ble consideration and by mutual consent of the parties, agree to aznend the original Agreement for Legal Services ("Agreement") dated effective March l, 2012, as follows: 1. AMENDED TERM. The term of the Agreement, as referenced by Section 1 of the Agreement and any prior amendments thereto, shall be amended and shall continue until the completion of the Services, but in any event no later than December 31, 2014 ("Amended Term"). 2. AMENDED COMPENSATION. The method of compensation, as referenced by S�ction 4 of the Agreement, shall be amended to change the hourly ra.te, as delinea.ted in Exhibit "B-1 ", attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein sha11 remain locked at the negotiated rate(s) for the Amended Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taXes unposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 3. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, is hereby ratified as havi.ng been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement sha11 apply to and govern this Amendment. The parties whose naznes appear below swear under genalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT -1 - 1 /2010 ` CITY OF ,��, Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www atyoffederalway com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY By. � Skip Pnest, ayor DATE: I � I 2�.P' � b 6�-- KENYON DISEND, PLLC By: �� Michael R. Kenyon, anaging Member DATE: � ����Z���v STATE OF WASHINGTON ) � ) ss. COUNTY OF �� {'vG— ) ATTEST: City Clerk, Carol Mc illy, M APPROVED AS TO FORM: ty Attomey, Patricia A Richardson On this day personally appeared before me Michael R Kenyon, to me known to be the Managing Member of KENYON DISEND, PLLC that ex�uted 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 affi�ced, if any, is the corporate seal of said corporation. GIVEN m hand and official seal thi ' �da of 2012. Y � Y � Notaty's signature l , Notary's printed name Notary blic in and for the Sta of Washington. My commission expires Q�,/O� � I� NQTARY PUBLIC MY COMMISSIOIV EXPIRES 02-OZ-13 AMENDMENT - 2 - 1 /2010 ` CITY OF .�.... Federal 1. Method of Compensation: Hourly rate: CITY HALL W�� 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 dvtvw cityoffederalway com EXHIBIT B-1 AMENDED COMPENSATION In consideration of the Contracttor perfarming the Services, the City agrees to pay the Cantractor an �ount calculated on the basis of the hourly labor charge ra.te schedule for Contractor's personnel as shown below: ATTORNEYS: Partners and Senior Attornevs: Michael R. Kenyon Bruce L. Disend Shelley M. Kerslake Chris D. Bacha Bob C. Sterbank Margaret J. King Kari L. Sand Associate Attornevs: Ann Marie J. Soto Rachel B. Turpin PARALEGALS: Margaret C. Starkey Sheryl A. Loewen Pam M. Odegard Mary Eichelberger Terry Cox Kathy Swoyer LEGAL INTERNS: $270.00 $270.00 $240.00 $235.00 $235.00 $230.00 $220.00 $145.00 $140.00 $110.00 $100.00 $ 95.00 $ 95.00 $ 95.00 $ 95.00 $105.00 AMENDMENT - 3 - 1/2010 �TU� To: H�rh�.�r EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATINGDEPT./DIV: 1.. CIV l` 2. ORIGINATING STAFF PERSON: �Q� K��e�arC�SDlr1 EXT: Ls� Z. 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE): � CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT 0 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. sorm�L.a�Dnocur�xTS� 0 ORDINANCE D RESOLUTION ❑ CONTRACTAMENDMENT(AG#): ❑ INTERLOCAL D OTHER 5. PROJECT NAME: ���' 1 � 6. NAME OF CONTRACTOR: � D � PI�L C ADDRESS: TELEPHONE E-MAIL: F�� SIGNATURE NAME: TITLE EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION 0 INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS � PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: COMPLETION DATE: I Z �31 I l Z -� TOTAL COMPENSATION $ � O. CX�O (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOUItLY LAB R CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ��S ❑ tvo ��S MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY: O CONTRACTOR ❑ CITY �, PURCHASING: PLEASE CHARGE TO: (� �-' I�n "' OS I'' S I S" ZO � y I O 10. DOCUMENT/CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED � PROJECT MANAGER � DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) �LAW q �' �� � �Zi' 11. COUNCIL APPROVAL (�' APPL�CaBLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: _ 12. CONTRACT SIGNATURE ROUTING �SENT TO VENDOR/CONTRACTOR DATE SENT: �- I I� l � Z DATE REC'D: �,'ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS LAW DEPARTMENT SIGNATORY (1viAYOx ox D1xECTbx) �CITY CLERK �SG ASSIGNED AG# '� SIGNED COPY RETURNED COMMENTS: IN TIAL / DATE SIGNED - Z'7- l2� AG# - DATE SENT: � "' 11/9 • . `� c�wr�r �r� crrr t�.a�� ������ � ���� 33325 2th Rvenue Scsuth �y�� Federei 4'Vay NIA 9$003-63�5 .� (253} 835-7(��0 av�✓w utYO€fs��r�i`w��y. com PROFESSIONAL SER�ICES AGREEMENT FOR LEGAL SERVICES This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Kenyon Disend, PLLC, a professional timited liability corporation ("Contractor"). The City and Contractor {together "Parties"J are located and do business at the below addresses which shall be valid far any notice required under this Agreement: KENYON DISEND, PLLC CITY OF FEDERAL WAY: Michael R. Kenyon Patricia A Richardson 11 Front Street South 33325 8"' Ave. S. Issaquah, WA 98027-3820 Federal Way, WA 98003 425-392-7Q90 (telephone) (253) 253-835-2570 (telephone) 425-392-7071 (facsimile) (253} 253-835-2569 (facsimile) ' Mike@kenyondisend.com Pat.Richardson ci offederalwa .com The Parties agree as follows: l. TERM. The term of this Agreement shall commence upon the effective date of this Agreement, which shall be the date of mutual execution, and shall continue untit the completion of the Work, but in any event no later than December 31, 2012 ("Term"). This Agreement may be extended for additional periods of time upon the mutual written agreement of the City and the Contractor. 2. SERVICES. The Contractor shall perform the services more specifically described in Exhibit "A", attached hereto and incorporated by this reference ("Services"}, in a manner consistent with the accepted professional practices for other similar services within the Puget Sound region in effect at the time those services are performed, performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. The Contractor warrants that it has the requisite training, skill, and experience necessary to provide the Services and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. Services shall begin immediately upon the effective date of this Agreement. Services shall be subject, at all times, to inspection by and approval of the City, but the making (or failure or delay in making) such inspection or approval shall not relieve Contractor of responsibility for performance of the Services in accordance with this Agreement, notwithstanding the City's knowledge of defective or non-complying performance, its substantiality ar the ease of its discovery. 3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth above. The City may terminate this Agreement immediately if the Contractor fails to maintain required insurance policies, breaches confidentiality, or materially violates Section 12; and such may result in ineligibility for further City agreements. 4. COMPENSATION. 4.1 Amount. In return for the Services, the City shatl pay the Contractor an amount not to exceed a maacimum amount and according to a rate or method as detineated in E�ibit "B", attached hereto and incorporated by this reference. The Contractor agrees that any hourty or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in Exhibit "B", the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. PROFESSIONAL SERVICES AGREEMENT - 1- 4/2011 . •' � .` ar +�r � CITY HAI.L 33325 8th �,venue Sauth federai Way, V'VA 98003-6325 (253) 835-7(}Qfl �v�s�,v crtyafCs�+�r�iv�r�y iom 4.2 Method of PaXment. On a monthly basis, the Contractor shall submit a voucher or invoice in the form specified by the City, including a description of what Services have been performed, the name of the personnel performing such Services, and any hourly labor charge rate far such personnel. The Contractor shalt also submit a final bill upon completion of all Services. Payment shall be made on a monthly basis by the City only after the Services have been performed and within thirty (30) days after receipt and approval by the appropriate City representative of the voucher or invoice. If the Services do not meet the requirements of this Agreement, the Contractor will correct or modify the work to comply with the Agreement. The City may withhold payment for such work until the work meets the requirements of the Agreement. 43 Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City will not be obligated to make payments for Services or amounts incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Services for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 5. INDENINIFICATION. 5.1 Contractor Indemnification. The Contractor agrees to release, indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons ar entities, including, without lirnitation, their respective agents, licensees, ar representatives; arising from, resulting from, or in connection with this Agreement or the acts, errors or omissions of the Contractor in performance of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury ta persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. Contractor shall ensure that each sub-contractor shall agree to defend and indemnify the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the extent and on the same terms and conditions as the Contractor pursuant to this paragraph. The City's inspection or acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. 5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the amount o€ damages, compensation or benefits payable to or by any third pariy under workers' compensation acts, disability benefit acts or any other benefits acts or programs. The Parties acknowledge that they have mutually negotiated this waiver. 53 City Indemnification. The City agrees to release, indemnify, defend and hold the Contractor, its officers, directors, shareholders, partners, employees, agents, representatives, and sub-contractors hannless 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 connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of the City. 5.4 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. PROFESSIONAL SERVICES AGREEMENT - 2- 4/2011 r ■ � � � ���+�m��l� +�r� � +�r +Mr CITY Hr1LL ���� 33325 8th Rvenua South �ederei i�Vay, WA 98a03-6325 �253} 835-7C}afl N�*,�w: citva�f��i�r�l�rr�y ic�rn 6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Contractor, their agents, representatives, employees or subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as follows: 6.1. Minimum Limits. The Contractor agrees to carry as a minimum, the following insurance, in such forms and with such carriers who have a rating that is satisfactory to the City: a. Commercial general liability insurance covering liability arising from premises, operations, independent contractors, products-completed operations, stop gap liability, persanal injury, bodily injury, death, property damage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than $1,000,000 far each occurrence and $1,000,000 general aggregate. b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; c. Automobile liability insurance covering all owned, non-owned, hired and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for bodily injury, including personal injury or death, and property damage. d. Professional liability insurance with limits no tess than $1,000,000 per claim and $1,000,000 policy aggregate for damages sustained by reason of or in the course of operation under this Agreement, whether occurring by reason of acts, errors or omissions of the Contractor. 6.2. No Limit of Liabilitv. Contractor's maintenance of insurance as required by the agreement sha}1 not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Contractor's insurance coverage shall be primary insurance as respect the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. 6.3. Additional Insured. Verification. The City shall be named as additional insured on all commercial general liability insurance policies. Concurrent with the execution of this Agreement, Contractor shall provide certificates of insurance for all commercial general liability policies attached hereto as E�chibit "C" and incorporated by this reference. At City's request, Contractor shall furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such poticies. If Contractor's insurance policies are "claims made," Contractor shall be required to maintain tail coverage for a minimum period of three (3) years from the date this Agreement is actually terminated or upon project completion and acceptance by the City. 6.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement. ?. CONFIDENTIALITY. All information regarding the City obtained by Contractor in performance of this Agreement shall be considered confidential subject to applicable laws. Breach of confidentiality by the Contractor may be grounds for immediate termination. All records subrnitted by the City to the Contractor will be safeguarded by the Contractor. The Contractor will fully cooperate with the City in identifying, assembling, and providing records in case of any public recards disclosure request. 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files, computer disks, magnetic media or material which may be produced or modified by Contractor while performing the Work shall belong to the City upon delivery. The Contractor shall make such data, documents, and files available to the City and shall deliver all needed or contracted for work .product upon the City's request. At the expiration or termination of this Agreement, all originals and copies of any such work product remaining in the possession of Contractor shall be delivered to the City. 9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Work and maintain such accounting procedures and practices as may he deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review or audit by the City, its PROFESSIONAL SERVICES AGREEMENT - 3- 4/201 I r � �. • �. � � tiwiw � rr� ' � ClTY F�r1LL ���� 33325 �th P,venue Sa�uth Federa[ Way, lNA 98�03-632� (253) 835-7l�Q€t s�v�v zityOffe��rn;�v��y cc�.m authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement. 10. INDEPENDENT CONTRACTOR. The Parties intend that the Contractor shall be an independent contractor and that the Contractor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Contractar 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. Contractor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shali utilize all protection necessary for that purpose. All wark shall be done at Contractor's own risk, and Contractor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. The Contractor shall pay all income and other taxes due except as specifically provided in Section 4. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Contractor, shall not be deemed to convert this Agreement to an employment contract. If the Contraetor is a sole proprietorship or if this Agreement is with an individual, the Contractor agrees to notify the City and complete ariy required form if the Contractor retired under a State of Washington retirement system and agrees to indemnify any losses the City may sustain through the Contractar's failure to do so. I1. CONFLICT OF INTEREST. It is recognized that Contractor may or will be performing professional services during the Term for other parties; however, such performance of other services shall not conflict with or interfere with Contractor's ability to perform the Services. Contractor agrees to resolve any such conflicts of interest in favor of the City. Contractor confirms that Contractor does not have a business interest or a close family relationship with any City officer or employee who was, is, or will be involved in the Contractor's selection, negotiation, drafting, signing, administration, or evaluating the Contractor's performance. 12. EQUAL OPPORTUNITY EMPLOYER. In all services, programs, activities, hiring, and employment made possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by Contractor or its subcontractors of any level, or any of those entities' employees, agents, subcontractors, or representatives against any person because of sex, age (except minimum age and retirement provisions), race, color, religion, creed, national origin, marital status, or the presence of any disability, including sensory, mental or physical handicaps, unless based upon a bona fide occupational qualification in relationship to hiring and employment. This requirement shall apply, but not be limited to the following: employment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Contractor shall comply with and shall not violate any of the terms of Chapter 49.60 RCW, Title VI of the Civil Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of 1973, 49 CFR Part 21, 21.5 and 26, or any other applicable federal, state, or local law or regulation regarding non-discrimination. 13. GENERAL PROVISIONS. 13.1 Inter�retation 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 Exhibits to this Agreement conflict with any language 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 invatidate any other provision hereof and such other provisions shall remain in full force and effect. Any act done by either Party prior to the effective date of the Agreement that is consistent with the authority of the Agreement and compliant with the terms of the Agreement, is hereby ratified as having been performed under the Agreement. 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. 13.2 Assignment and Beneficia.ries. Neither the Contractor 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 PROFESSIONAL SERViCES AGREEMENT - 4- 4l2011 � IIK�I�I �� � � � �i w � w �,� : , . CITY F-�ALL ����� 33325 Sth Avenue South Federal Way, WA 98003-�325 (2�3} 835-74Q€} .w��3�: cat��otfecferc�i°tiv��y corn 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. 133 ComQliance with Laws. The Contractor shall comply with and perform the Services in accordance with all applicable federal, state, locat, and city laws including, without limitation, all City codes, ordinances, resolutions, regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made effective. If a violation of the City's Ethics Resolution No. 91-54, as amended, occurs as a result of the formation or performance of this Agreement, this Agreement may be rendered null and void, at the City's option. 13.4 Enforcement. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the Contractor's performance of this Agreement. 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 detivered personally to the addressee of the notice 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 to the City at law, in equity or by statute. The failure of the City 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 the City to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of the City 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 af 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, ar 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 the King County Superior Court does not have jurisdiction over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of the state and federal courts in King County, Washington and waives any objection that such courts are an inconvenient forum. 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 Iaw; provided, however, however nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 13.5 Execution. Each individual executing this Agreement on behalf of the City and Contractor represents and warrants that such individual is duly authorized to execute and deliver this Agreement. 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 canstitute one instrument, but in making proof hereof it sha11 only be necessary to produce one such counterpart. The signature and acknowledgment pages from such counterparts may be assembied 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] PROFESSIONAL SERVICES AGREEMENT - 5- 4/2011 ' �� [fTY Cr� �ITY Hr'�LL ���.r����+! I���Gl� 33325 8th Avenue S�uth Fed�r�E bNay, 'tNA 98003-6325 {2s3) �a�-��ao w��tv c�tyafiscferaivv:��y com IN WIT'NESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY Skip Pri t, Mayor ATTEST: � s City Clerk, Carol McNe lly, CMC DATE: � � �' � 2 KENYON DISEND, PLLC By: Michael R. Keny Managing Member DATE: ?/ z3 12� STATE OF WASHINGTON ) ) ss. COUNTY OF ;k� ►�(,_-' ) APPROVED AS TO FORM: ity Attorney, Patncia A Ric ardson On this day personally appeared before me Michael R. Kenyon, to me known to be the Managing Member of KENYON DISEND, PLLC that executed the foregoing instrurnent, and acknowledged the said instn�ment 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 a3� day of � , 2012. """' tary's signature �RGARET C. STARKEY tary's printed name � �� ��� ���� Notary blic in and for the State of ashington. NC�TARY PUBL�C My commission expires vv�--/ G�) I� MY COMM�3$�N EXPIRES Q2-02-13 PROFESSIONAL SERVICES AGREEMENT - 6- 4/201 I r '—�----..�.. � Y�Nt1A? � ,",1 T3RAc'?f�lAf'�! ' �C�?v:"i�rC.AW �ri �7AT�' � �l.18�..�� YAAT()t� ; � 23f�Ix�X� �9�l22#MMC�a YAA t F;r �U�S�, Y �, � � � �r +�r EXHIBIT "A" SERVICES 1. The Contractor shall do or provide the following: LEGAL SERVICES CITY F�ALL 33325 8th Avenue Sc�utih - PC) Box S71$ Federal UVay, L'�A 98i753-9718 {2v3) 835-7400 s��v�v ciiyv;'7esfer Alav<�ry cc�n3 PROFESSIONAL SERVICES AGREEMENT - 7- 4/20l 1 . r ,w vw ' � rr r CITY HA�L ���� 33�25 8th Avenue Sc�uth • Pt� Box 9718 �ecleral 4Vay, �NA 98463-9718 (253} 8 ��/ �S�'� y.L{�.�� EXHIBIT "B" COMPENSATION I. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed Ten Thousand and No/100 Dollars {$l0 ,oaa.00>. 2. Method of Compensation: fIourly rate: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of the hourly labor chazge rate schedule for Contractor's personnel as shown below: ATTORNEYS: Partners and Senior Attornevs: Michael R. Kenyon Bruce L. Disend Shelley M. Kerslake Chris D. Bacha Bob C. Sterbank Margaret J. King Kari L. Sand Associate Attornevs: Ann Marie J. Soto Rachel B. Turpin PARALEGALS: Margaret C. Starkey Sheryl A. Loewen Pam M. Odegard Mary Eichelberger Terry eox Kathy Swoyer LEGAL INTERNS: $255.00 - $295.00 $255.04 - $295.00 $225.00 - $275.00 $225.00 - $275.00 $225.00 - $275.00 $220.00 - $250.00 $210.00 - $250.00 $135.00 $130.00 $105.00 $ 95.00 $ 90.00 $ 90.00 $ 90.00 $ 90.00 $105.00 PROFESSIONAL SERVICES AGREEMENT - 8- 4/20I 1 !I f 1 EXh�►��►t C � LAWYERS PROFESSION AL LIABILITY POLICY DECLARATIOI�IS A_�: Branch: Policy Number: 775233 912 425477043 lA. NA11�D INSURED AND ADDRESS: Kenyon Disend, PLLC I 1 Front Street South Issaquah, WA 98027 Insurance is provided by Continental Casualty Company, 333 S. Wabash Ave. Chicago II, 60604 A Stock Insurance Gompany. NOTICE TO POLICYHOLDERS: This is a Claims Made and Reported policy. It applies only to those claims that are both first made against the insured and reported in writing to the Company during the policy period. Please review the policy carefully and discuss this coverage with your insurance agent or broker. IB. PREDECESSOR FIRM(S): See Declazations Addendum 2. PQLICY PERIOD: Inception: 12/O i/2011 Expiration: 12/01l2012 at 12:O1 A.M. Standard Time at the address shown above 3. LIMITS OF LIABILITY: Each Claim: $1,OOQ000 Inclusive of Claims Expenses Aggregate: $3,000,000 Death or Disability and Non-Practicing Each Claim: $1,000,000 Extended Reporting Period Limit of Liability: Aggregate: $2,000,000 4. DEDUCT'IBLES: Aggregate: S1Q,000 Inclusive o/'Claims Expenses 5. POLICY PRENIIUM: Annual Premium: Total Amount: �19,709.00 519,709.00 Includes CNA Risk Management Seminar Credit of $ �•a1 Includes Net Protect Premium, see coverage endorsement if applicable .. 6. FORMS AND ENDORSEMENTS ATTACHEB AT INCEPTION: G-118011-A (Ed. 08/2009), G-118012-A (Ed. 03/1999), G-118014-AC (Ed. 04/2008), G-11802414 (Ed. 04/2008), G- 118029-A (Ed. 04/2008), G-118039-A46 (Ed. OS/2008), G-118063-A46 (Ed. OS/2008), G-118064 A46 (Ed. 04/1996), G-145184A (Ed. 06/2003), GSL-11512-XX (Ed. 10/2008), GSL-12439-XX (Ed. 03/2009) � 7. WHO TO CONTACT: To report a claim: CNA Insurance Companies 333 S. Wabash, 39 South Chicago, IL 60685 Att: Regional Director, GSL Lawyers Gtaims Phone 312-822-1707 Fa�c 866-419-6308 www.cna.com/claims � � .�-'",��r'"�``�,�°'�v�,;�°-_.. , �� � � � ,,� � °` 11/182011 Authorized Representativs Date G-118012-A (Ed. 03/99) Page 1