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AG 13-017
RETURN TO: PW ADMIN EXT: 2700 ID# 61--7. CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT /DIV: PUBLIC WORKS / 2. ORIGINATING STAFF PERSON: 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT ❑ PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ REAL ESTATE DOCUMENT ❑ ORDINANCE /a'CONTRACT AMENDMENT (AG #): ❑ OTHER 1 So 3. DATE REQ. BY: ' S4 p !■ /-rani 111 EXT: /'? j%�� ��Ls :/ \��f��VI�.C/ / WORKS CONTRACT (E.G. BOND RELATED DOCUMENTS) (E.G., RFB, RFP, RFQ) ❑ SMALL OR LIMITED PUBLIC ❑ MAINTENANCE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ SECURITY DOCUMENT ❑ RESOLUTION 13 ....0 1 1 4.LE ❑ INTERLOCAL /� _ r l - I 5. PROJECT NAME: y r 6 h ✓11 n - v 4 aN S eJ C c .S ICa-t� 6. NAME OF CONTRACTOR: LQ h A- I-4— &5S to c4.0-41,---S ,� ‘ n c ' ADDRESS: ( 3 [i Z.I.A. Av. S- t4 mar,.► 5,1 wA -1 X02- C7 TELEPHONE: E -MAIL: FAX: SIGNATURE NAME ,D e.Y n .• S -%l nb b S TITLE: Tre.a..swr G y- 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES .CJ PRIOR CONTRACT /AMENDMENTS CFW LICENSE #9y (ns 92-10 trIodilL, EXP. 12/31/ i 1 UBI # %$S 7 IR. 1 , EXP. (2-/ 31 / I'( 8. TERM: COMMENCEMENT DATE: 0 11 t l 13 COMPLETION DATE: 1 2' 13 I 1 1 8 9. TOTAL COMPENSATION: $ 1 5 Di �� rD } 1 S, �" ' 225,4 (INCLUDE EXPENSES AND SALES TAX, IF ANY) TITLES AND HOLIDAY RATES) $ (IF CALCULATED ON HOURLY LABOR REIMBURSABLE EXPENSE: ❑ IS SALES TAX OWED: ❑ RETAINAGE: RETAINAGE AMOUNT: ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT / CONTRACT REVIEW ❑ PROJECT MANAGER DIVISION MANAGER - DEPUTY DIRECTOR ,7r DIRECTOR RISK MANAGEMENT (IF APPLICABLE) 7 LAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) 12. CONTRACT SENT TO VENDOR /CONTRACTOR ❑ ATTACH: SIGNATURE AUTHORITY, ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION (INCLUDE DEPT. SUPPORT STAFF IF 4LAW DEPT 1GNATORY ( AYOR 'J R DIRECTOR) .i� ITY CLERK ASSIGNED AG # SIGNED COPY RETURNED RETURN ONE ORIGINAL COMMENT EXECUTE' "ORIGINALS Or'' 51, CHARGE - ATTACH SCHEDULES OF EMPLOYEES YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE AGREEMENT (SEE CONTRACT) OR RETAINAGE BOND PROVIDED - 4 I. 1 3°4- - 3 1 Q'0 oZ-S 10 - 511' - 4 2 INITIAL / DATE REVIEWED INITIAL / DATE APPROVED . TIMMIUM Z1 1 11 I>♦N . AMINO o mirll/ �� COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: I ^ DATE SENT: `f � 9' 1 �� DATE 4)41- INSURANCE CERTIFICATE, LICENSES, EXHIBITS FOR 1 MONTH PRIOR TO EXPIRATION DATE NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) INITIAL / • AT IG ED ..... diTAfM R 411PFA w7B 1 ,' e %MiI AG# 13 -0 ' DATE SENT: 04-0 -I.3- f I l / C� I,c'i ` �Q� ri--le a`-e c -717" 1 I UpA -' " ,v e--- esz.hn -c- ow, (1.144 . C ,...1.,. t._. - WI 3f t t'' 3/2017 CITY OF .�. Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityolfederalway. com AMENDMENT NO. 4 TO PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL ENVIRONMENTAL SERVICES This Amendment ( "Amendment No. 4 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Landau Associates, Inc., a Washington 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 On -Call Environmental Services ( "Agreement ") dated effective January 16, 2013, as amended by Amendment No. 1, No. 2, and No. 3 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 -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 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, 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. AMENDMENT [Signature page follows] - 1 - 3/2017 CITY OF .'.�. Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 t.wvw cityofederatway. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: By: DATE: ‘0.0//1 LANDAU ASSOCIATES, INC.: By: Dennis Hobbs Treasurer Date: '(, a2 o 17 STATE OF WASHINGTON ) ) ss. COUNTY OF SoAPO'i‘.sI1) ATTEST: phanie Courtney, CM APPROVED AS TO FORM: -O✓ J. Ryan Call, City Attorney y Clerk On this day personally appeared before me Dennis Hobbs, to me known to be the Treasurer of Landau Associates, Inc. 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 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 1 day of nd ■ o / , 20! 7 Notary's signature Notary' s printed name k /Gc S 7 Notary Public in and for the State of Washington. My commission expires ,Qh 5' , ,?O/ AMENDMENT - 2 - 3/2017 CITY OF Federal Way EXHIBIT B -4 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835-7000 www cityoffederalway com 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed Seventy -Five Thousand and 00 /100 Dollars ($75,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Two Hundred Twenty -Five Thousand and 00 /100 Dollars ($225,000.00). 2. Method of Compensation: Upon identification of a project by the City, the Contractor will prepare a scope of Services, Budget, and Method of Payment, which is to be negotiated and agreed upon by both parties. AMENDMENT - 3 - 3/2017 ACORU® CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DDIYYYY) 12/19/2016 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 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 Servco Pacific Insurance 800 Fifth Ave. Suite 2400 Seattle WA 98104 INSURED Landau Associates, Inc. 130 2nd Avenue South Edmonds WA 98020 LAN DASS -02 COVERAGES CERTIFICATE NUMBER: 785503744 CONTACT NAME: INC. ° No. Ext):206- 216 -4830 E-MAIL SS:certdepteservcopacific.com 1 - I-f-ti11" a/C, No):206- 260 -2903 INSURER(S) AFFORDING COVERAGE INSURER A :Lloyd's of London INSURER :Continental Casualty Company NAIC # 15792 20443 INSURER C:Philadelphia Indemnity Insurance Co 18058 INSURER D :Continental Insurance Company 35289 INSURER E :National Fire Insurance Company of 20478 INSURER F :Alaska National Insurance Company 38733 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 LTR TYPE OF INSURANCE ADDL INSR SUBR W VD POLICY NUMBER POLICY EFF I (MM /DD/YYYY) POLICY EXP IMM /DD/YYYY) LIMITS B GENERAL X LIABILITY COMMERCIAL GENERAL LIABIUTY Y Y C6045400327 12/31/2016 12/31 /2017 EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED PREMISES(Eaoccurrence) $1,000,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) $15,000 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY F-1 JECOT n LOC PRODUCTS - COMP/OP AGG $2,000,000 $ C AUTOMOBILE X X — LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS X SCHEDULED AUTOS NON -OWNED AUTOS Y PHPK1589504 12/31/2016 12/31/2017 (EeMBIN rDIU INGLE accident) f $1,000,000 $ BODILY INJURY (Per person) BODILY INJURY Per accident ( ) $ PROPERTY DAMAGE (Per accident) $ $ D X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE Y Y C6045400344 12/31/2016 12/31/2017 EACH OCCURRENCE $5,000,000 AGGREGATE $5,000,000 DED RETENTION $ $ mm WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR /PARTNER /EXECUTIVE OFFICER /MEMBER EXCLUDED? (Mandatory in NH) If Es, describe under D DESCRIPTION OF OPERATIONS below ¥/N N /A C6045400330 16L WU 09131 12/31/2016 12/31/2016 12/31/2017 12/31/2017 X WC STATU- X OTH- TORY LIMITS ER USL &H E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 A Professional Liability Inc. Pollution Liability Y W13431160501 12/31/2016 12/31/2017 Per Claim $5,000,000 Aggregate $5,000,000 Deductible $150,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) IF CERTIFICATE IS NO LONGER REQUIRED, PLEASE NOTIFY SERVCO PACIFIC INSURANCE DIRECTLY. Re: LAI client #0238, On -Call Environmental Services. City of Federal Way is included as an additional insured on General Liability, Automobile Liability and Umbrella Liability policies. General Liability and Umbrella Liability policies are primary and non - contributory. Waviers of subrogation apply to General Liability, Automobile Liability, Umbrella Liability and Professional Liability policies. RTIFICATE HOLDER CANCELLATION City of Federal Way Attn: Tony Doucette, P.E. 33325 8th Avenue 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 ACORD 25 (2010/05) © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy Number: PHPK1589504 PI -CA -001 (09/15) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE ELITE ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART Following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Applicable Limit of Insurance Page # Who is An Insured Board Members Newly Acquired Entities Designated Insured Lessor of Leased Autos Included Included Included Included 2 Cost of Bail Bonds $5,000 2 Reasonable Expenses — Loss of Earnings $500 per day 2 Fellow Employee Coverage Amended 3 Towing $100 per disablement 3 Glass Breakage (Windshields and Windows) No deductible applies 3 Transportation Expenses $100 per day l $3,000 maximum 3 Hired Auto Physical Damage — Loss of Use $100 per day / $1,000 maximum 3 Hired Auto Physical Damage ACV or repair or replacement of the vehicle whichever is less 4 Personal Effects $500 4 Rental Reimbursement $100 per day / 30 days 4 Accidental Discharge — Air Bag Amended 4 Electronic Equipment $1000 5 Original Equipment Manufacturer Parts Replacement Included 5 Auto Loan / Lease Gap Coverage Amended 5 One Comprehensive Coverage Deductible Per Occurrence Amended 6 Notice of and Knowledge of Occurrence Amended 7 Blanket Waiver of Subrogation Amended (as required by written contract) 7 Unintentional Errors or Omissions Amended 7 Mental Anguish — Bodily Injury Redefined Amended 7 Coverage extensions under this endorsement only apply in the event that no other specific coverage for these extensions is provided under this policy. If such specific coverage applies, the terms, conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted in this endorsement. Any deductible listed in the Auto Declarations Page will apply unless specific deductible provisions are set forth under a coverage enhancement below. Page 1 of 7 © 2015 Philadelphia Indemnity Insurance Company Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number: PHPK1589504 PI -CA -001 (09/15) III. BUSINESS AUTO CONDITIONS A. Notice and Knowledge of Occurrence SECTION IV — BUSINESS AUTO CONDITIONS, A. Loss Conditions, 2. Duties In The Event Of Accident, Claim, Suit Or Loss, Paragraph a. is deleted in its entirety and replaced with the following: a. In the event of "accident," claim, "suit" or "loss," you must give us, or our authorized representative, prompt notice of the "accident" or "loss." Include: (1) How, when and where the "accident" or "loss" occurred; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. Your duty to give us or our authorized representative prompt notice of the "accident" or "loss" applies only when the "accident" or "loss" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. B. Blanket Waiver Of Subrogation SECTION IV — BUSINESS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer Of Rights Of Recovery Against Others To Us, is amended by adding the following exception: However, we waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury" or "property damage" arising out of the operation of a covered "auto" when you have assumed liability for such "bodily injury" or "property damage" under an "insured contract." C. Unintentional Errors or Omissions SECTION IV — BUSINESS AUTO CONDITIONS, B. General Conditions, 2. Concealment, Misrepresentation, Or Fraud is amended by adding the following: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. However, This provision does not affect our right to collect additional premium or exercise our right of cancellation or non - renewal. IV. DEFINITIONS A. Mental Anguish SECTION V — DEFINITIONS, C. "Bodily injury" is amended by adding the following: "Bodily injury" also includes mental anguish but only when the mental anguish arises from other bodily injury, sickness, or disease. Page 7 of 7 ©2015 Philadelphia Indemnity Insurance Company Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA Architects, Engineers and Surveyors General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1. Additional Insureds 2. Additional Insured - Primary And Non - Contributory To Additional Insured's Insurance 3. Additional Insured — Extended Coverage 4. Boats 5. Bodily Injury — Expanded Definition 6. Broad Knowledge of Occurrence/ Notice of Occurrence 7. Broad Named Insured 8. Contractual Liability — Railroads 9. Estates, Legal Representatives and Spouses 10. Expected Or Intended Injury — Exception for Reasonable Force 11. General Aggregate Limits of Insurance — Per Location 12. In Rem Actions 13. Incidental Health Care Malpractice Coverage 14. Joint Ventures /Partnership /Limited Liability Companies 15. Legal Liability — Damage To Premises 16. Liquor Liability 17. Medical Payments 18. Non -owned Aircraft Coverage 19. Non -owned Watercraft 20. Personal And Advertising Injury — Discrimination or Humiliation 21. Personal And Advertising Injury - Contractual Liability 22. Property Damage — Elevators 23. Retired Partners, Members, Directors And Employees 24. Supplementary Payments 25. Unintentional Failure To Disclose Hazards 26. Waiver of Subrogation — Blanket 27. Wrap -Up Extension: OCIP, CCIP or Consolidated (Wrap -Up) Insurance Programs CNA74858XX (1 -15) Page 1 of 17 Policy No: PSB0005053 Endorsement No: 1 Effective Date: 12/31/2016 Insured Name: Landau Associates, Inc. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA Architects, Engineers and Surveyors General Liability Extension Endorsement 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through I. below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: (1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to: (a) the bodily injury or property damage; or (b) the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b. However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: (1) a higher limit of insurance than required by such contract or agreement; or (2) coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through I. below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. such person or organization's financial control of a Named Insured; or 2. premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co -owner of Insured Premises A co -owner of a premises co -owned by a Named Insured and covered under this insurance but only with respect to such co- owner's liability for bodily injury, property damage or personal and advertising injury as co -owner of such premises. C. Engineers, Architects or Surveyors Engaged By You An architect, engineer or surveyor engaged by the Named Insured, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by the Named Insured's acts or omissions, or the acts or omissions of those acting on the Named Insured's behalf: a. in connection with the Named Insured's premises; or b. in the performance of the Named Insured's ongoing operations. But the coverage hereby granted to such additional insureds does not apply to bodily injury, property damage or personal and advertising injury arising out of the rendering of or failure to render any professional services by, on behalf of, or for the Named Insured, including but not limited to: CNA74858XX (1 -15) Page 2 of 17 Policy No: PSB0005053 Endorsement No: 1 Effective Date: 12/31/2016 Insured Name: Landau Associates, Inc. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA Architects, Engineers and Surveyors General Liability Extension Endorsement 1. the preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or 2. supervisory, inspection, architectural or engineering activities. D. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or in part, by the Named Insured's maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. E. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. F. Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor's real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury, takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver's liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insured's ownership, maintenance, or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. H. State or Governmental Agency or Subdivision or Political Subdivisions — Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: a. the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this insurance; or CNA74858XX (1 -15) Page 3 of 17 Policy No: PSB0005053 Endorsement No: 1 Effective Date: 12/31/2016 Insured Name: Landau Associates, Inc. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement 2. the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury, property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b. Bodily injury or property damage included within the products - completed operations hazard. With respect to this provision's requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I. Trade Show Event Lessor 1. With respect to a Named Insured's participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury caused by: a. the Named Insured's acts or omissions; or b. the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products - completed operations hazard. 2. ADDITIONAL INSURED - PRIMARY AND NON - CONTRIBUTORY TO ADDITIONAL INSURED'S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3. ADDITIONAL INSURED — EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part, WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a. An individual, then his or her spouse is an Insured; b. A partnership or joint venture, then its partners, members and their spouses are Insureds; c. A limited liability company, then its members and managers are Insureds; or d. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are Insureds; but only with respect to locations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. CNA74858XX (1 -15) Page 4 of 17 Policy No: PSB0005053 Endorsement No: 1 Effective Date: 12/31/2016 Insured Name: Landau Associates, Inc. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA Architects, Engineers and Surveyors General Liability Extension Endorsement limitations that apply to employees and volunteer workers also apply to anyone qualifying as an Insured under this Provision. 24. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B is amended as follows: A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. 25. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 26. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products - completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: 1. is in effect or becomes effective during the term of this Coverage Part; and 2. was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. 27. WRAP -UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP -UP) INSURANCE PROGRAMS Note: The following provision does not apply to any public construction project in the state of Oklahoma, nor to any construction project in the state of Alaska, that is not permitted to be insured under a consolidated (wrap - up) insurance program by applicable state statute or regulation. If the endorsement EXCLUSION — CONSTRUCTION WRAP -UP is attached to this policy, or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.) or Contractor Controlled Insurance Programs (C.C.I.P.) is attached, then the following changes apply: A. The following wording is added to the above - referenced endorsement: With respect to a consolidated (wrap -up) insurance program project in which the Named Insured is or was involved, this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1. Bodily injury, property damage, or personal or advertising injury that occurs during the Named Insured's ongoing operations at the project, or during such operations of anyone acting on the Named Insured's behalf; nor 2. Bodily injury or property damage included within the products - completed operations hazard that arises out of those portions of the project that are not residential structures. B. Condition 4. Other Insurance is amended to add the following subparagraph 4.b.(1)(c): CNA74858XX (1 -15) Page 16 of 17 Policy No: PSB0005053 Endorsement No: 1 Effective Date: 12/31/2016 Insured Name: Landau Associates, Inc. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. A The corporations search and API will be unavailable from 5:00 PM to approximately 7:00 PM on Monday, March 27th. LANDAU ASSOCIATES, INC UBI Number Category Profit/Nonprofit Active /Inactive State Of Incorporation WA Filing Date Expiration Date Inactive Date Duration Agent Name Address City State ZIP Address City State Zip 600557469 REG Profit Active WA 11/16/1984 11/30/2017 Perpetual JAY BOWER 130 2ND AVE 5 EDMONDS WA 980200000 GmaNrg Persms(asdefeted it RCW23.95.105(12)(1 ) /app. legva. gw /xcW/apddatlt.asPedte`MS.1050 Title Name Governor HOBBS. DENNIS Governor HENDRICKSON, KRISTY Governor HALBERT, CHARLES Governor BOWER, JAY Address 130 2ND AVENUE SOUTH EDMONDS, WA 98020 130 2ND AVENUE SOUTH EDMONDS, WA 98020 302N0 AVENUE SOUTH EDMONDS. WA 98020 130 2ND AVENUE SOUTH EDMONDS. WA 98020 CITY of 40,■ Federal Way WASHINGTON r.0 ^TION llt INSIDE CITY HALL SERVICES DOING BUSINESS OUR COMMUNITY e- Permits HOME Terms Es Conditions PUBLIC INFORMATION Locate a Business Permits Information Issued Permits Contractor Search REGISTERED USERS ID Reference File Name 99 105927 000 00 3651 BL Description Business Registration PERMIT /BUSINESS DETAILS Sub Type Work Type Name Non - Resident Retail LANDAU ASSOCIATES Business Services INC 130 Desc. Applicant Business Owner Mailing Address 2ND Street Type AVE PROPERTY DETAILS Dir Suite Suite City Type Number Status Open State Zip EDMONDS WA 98020 Application Date Online Permittin Issue Date Expiration Date Dec 29, Dec 31, 2017 1999 Legal Desc PEOPLE DETAILS Org. Name Address City State Zip Phone# 130 2ND AVE S EDMONDS WA 98020 (425)778 -0907 130 2ND AVE S EDMONDS WA 98020 (425)778 -0907 LANDAU ASSOCIATES INC 130 2ND AVE S EDMONDS WA 98020 (425)778 -0907 BUSINESS INFO Info. Desc. Business Ownership Type Corporation Apply for Permit S.I.C. Code 8710 - Engineering /Architectural E Survey Services Number of Full -Time Employees in City 0 •• View My Permits Business Phone Number 4257780907 Number of Part-Time Employees in City 0 •• Request Inspection Date Business To Start in FW Value New Registration PERMIT /LICENSE FEE(S) Fee Desc. Update Registration LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) Login LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC - PENALTY- BUSINESS LIC. (1590) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC- PENALTY - BUSINESS LIC. (1590) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) LIC- PENALTY - BUSINESS LIC. (1590) Process Description Renewal Notice Renewal Processing Completed PROCESSES AND NOTES Fee Amount Balance $25.00 $25.00 525.00 525.00 $3.75 $50.00 550.00 550.00 550.00 55.00 550.00 550.00 550.00 550.00 550.00 550.00 $50.00 550.00 525.00 50.00 50.00 50.00 50.00 50.00 50.00 $0.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 $0.00 50.00 50.00 50.00 Status Schedule Date Start Date End Date Assigned Staff # of Attempts Closed Dec 18, 2001 Jan 31, 2002 Dec 21, 2010 Cathleen Rossick (253 -835 -2527) 0 Closed Jan 31, 2002 Feb 05, 2002 Dec 21, 2010 Cathleen Rossick (253 -835 -2527) 0 Powered by CSDC's AMAND• © ©� © Home 1 Print 1 Email I Contact Us 1 Employee Resources 1 Copyright Notices Accessibility 1 Sitemap 1 Translate pni i► 33325 8th Ave. South, Federal Way, WA 98003, 253 -835 -7000 1 Powered by CivicPlus RETURN TO: PW ADMIN EXT: 2700 ID# 2877 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT /DIV: PUBLIC WORKS /..5'44e. 1Ise/111yaro,fO/r �r� 2. ORIGINATING STAFF PERSON: 4 2o1e E77( EXT: Q%Sf 3. DATE REQ. BY:_ASA 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ REAL ESTATE DOCUMENT ❑ ORDINANCE g CONTRACT AMENDMENT (AG #): -q/= �3 ❑ OTHER ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ MAINTENANCE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ RESOLUTION ❑ INTERLOCAL 5. PROJECT NAME: X-0111.. emiem eearifz ,fifJVNica 6. NAME OF CONTRACTOR: as§ify Asoc * /NC. ADDRESS: /3Q fd RIVE'!/ &QQA/Af /!ail 9020 E -MAIL: SIGNATURE NAME: •67/4OJ ,44A s TELEPHONE: FAX: TITLE: Zrlg, 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES g COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES PR PRIOR CONTRACT /AMENDMENTS UBI # ri005r1g4t , EXP. // 7310 / CFW LICENSE #9,46121-0•0000 BL, EXP. 12/31/ /7 S. TERM: COMMENCEMENT DATE: Q�%tp /$ !rte COMPLETION DATE: r1/71/rag 9. TOTAL COMPENSATION: $ A:000 p t 4-000. •- (50/000, oho (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: $0Y 3 /OO`+-•Si4"'i-f%( 10. DOCUMENT / CONTRACT REVIEW PROJECT MANAGER IN DIVISION MANAGER A DEPUTY DIRECTOR DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ,19 LAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) 12. CONTRACT SIGNATURE ROUTING XSENT TO VENDOR/CONTRACTOR ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL / DATE REVIEWED COMMITTEE APPROVAL DATE: INITIAL / DATE APPROVED COUNCIL APPROVAL DATE: DATE SENT: Iv /i / /11.2 craD.4 I LAW DEPT rit CHIEF OF STAF XSIGNATOI IAYO3_912 DIRECTOR) X CITY CLERK ASSIGNED AG # SIGNED COPY RETURNED *RETURN ONE ORIGINAL COMMENTS: EXECUTE " " ORIGINALS SPP Vo-te S I ► TIAL / ) ATE SIGNED i w. :, Fi • AG 01 all DATE SENT: olited .lour tr1f, crt .,k Ctwur DATE REC'D: 1/15 CITY Of .,4 Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www.cityoffederatway.com AMENDMENT NO. 3 TO PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL ENVIRONMENTAL SERVICES This Amendment ( "Amendment No. 3 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Landau Associates, Inc., a Washington corporation ("Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent ofthe Parties, agree to amend the original Agreement for On -Call Environmental Services ( "Agreement ") dated effective January 16, 2013, as amended by Amendment No. 1 and No. 2 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 ofthe Services, but in any event no later than December 31, 2018 ( "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. 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 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. AMENDMENT [Signature page follows] - 1 - 1/2015 CITY OF � Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 �mne cityoffederahvay. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY By: DATE: //02.15//b LANDAU ASSOCIATES, INC. By r v not -r Wynkoop, Seni rr Ate 950 Pacific Avenue, Suite 515 Tacoma, WA 98402 DATE: /0/2"°//6 STATE OF WASHINGTON ) ) ss. ATTEST: J - Ste ha ie Courtney, CMC, ity lerk APPROVED AS TO FORM: City Attorney, Ac 4 ' K q COUNTY OF Plerrce. ) On this day personally appeared before me Jennifer Wynkoop, to me known to be the Senior Associate of Landau Associates, Inc. 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 apiln day of Oct-Doer , 20114 PAN; io. 'C 01 Notary' s signature 0 Nota ry' s p rinted na me me )tl l tUvr •-G� (f)‘°##0,,, PUBL\O . , 'F ,, tt�1 OF WAS\` AMENDMENT Notary Public in and for the State ofj Washington. My commission expires fl 111 I ava-6 -2- 1/2015 CITY OF ., Federal Way EXHIBIT B -3 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835 -7000 www cityoffederaiway com 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed Seventy -Five Thousand and 00 /100 Dollars ($75,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed One Hundred Fifty Thousand and 00 /100 Dollars ($150,000.00). 2. Method of Compensation: Upon identification of a project by the City, the Contractor will prepare a scope of Services, Budget, and Method of Payment, which is to be negotiated and agreed upon by both parties. AMENDMENT - 3 - 1/2015 RETURN TO: l�sim EXT: ;f%o/ CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS l,�N�xlff L�i�f"!/lhfil/fi�iE1!/C71// 2. ORIGINATING STAFF PERSON: EXT: ,l' aka 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 �j� ❑ RESOLUTION V CONTRACT AMENDMENT (AG #): /l -0/ `-' ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: ON_ &A�Iy{ /jlQ�l/IfCN�,�It ,sQ?t/lCi 6. NAME OF CONTRACTOR: ADDRESS: /30 Zoo AIC 5 4P,* m4 9$0,40 TELEPHONE: E -MAIL: FAX: SIGNATURE NAME: Ag7W AA& TITLE: '11,9WGAge 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES VCOMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS X PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES R/PRIOR CONTRACT /AMENDMENTS CFW LICENSE #'I% Ib5 ota11 p Ob BL, EXP. 12/31 /A UBI # 000-55-1 A-tCj_, EXP. \1 S. TERM: COMMENCEMENT DATE: —194z/ COMPLETION DATE: /44/6 9. TOTAL COMPENSATION: $ ^ - Go (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CH GE - 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: 30i/- 1/00 -25. -M -1/1 -IN 10. DOCUMENT/ CONTRACT REVIEW /PROJECT MANAGER ❑ DIVISION MANAGER / DEPUTY DIRECTOR �+ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ' LAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) INITIAL / DATE REVIEWED it 1sl tl COMMITTEE APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: l l ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, XHIBITS -A LAW DEPT ❑ CHIEF OF STAF 1� SIGNATORY ( YOR R DIRECTOR) CITY CLERK ASSIGNED AG # SIGNED COPY RETURNED QRETURN ONE ORIGINAL INITIAL / DATE SIGNED 'dYLC, 1..2 ►� � 14 AG# I�a ^ % 7 DATE SENT: 12j i j')� COMMENTS: EXECUTE " / " ORIGINALS 19*x& ldul)l.4Cf If 14ma—u pez> dQ APQ—e NtE' PAID BY: ❑ CONTRACTOR ❑ CITY INITIAL / DATE APPROVED COUNCIL APPROVAL DATE: DATE REC'D: 11/9 ` CITY OF CITY HALL �..,., Federal Federal Inlay F 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederalway com AMENDMENT NO.2 TO PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL ENVIRONMENTAL SERVICES This Amendment ( "Amendment No. 2 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Landau Associates, Inc., a Washington 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 On -Call Environmental Services ( "Agreement ") dated effective January 10, 2013 as amended by Amendment No. 1, 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, 2016 ( "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 -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 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 CITY OF CITY HALL 33325 8th Avenue South Federal Way Feder al Way, WA 98003 003 Feder-6325 (253) 835 -7000 www cityoffederalway com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY ATTEST: By: J' errelf, Mayor ity 1 rk, Stephanie Co u e , CMC DATE: ;31f5 /ao,4 LANDAU ASSOCIATES, INC. By: Dennis f4obbs, Treasurer 1302 d Ave S Edmonds, WA 98020 DATE: STATE OF WASHINGTON ) COUNTY O616 A / ) ss. APPROVED AS TO FORM: �c,( City Attorney, Amy Jo Pearsall On this day personally appeared before me Dennis Hobbs, to me known to be the Treasurer of Landau Associates, Inc. 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 Notary Public State of Washington Dorothy Soergel Commission Expires 09 -1 tary's signature tary's printed name My commission expires of Washington. o --7(0 AMENDMENT - 2 - 1/2010 ♦ CITY OF CITY HALL ` 33325 8th Avenue South ..� Federal Way Federal Way, WA 98003 -6325 (253) 835 -7000 www atyoffederatway com EXHIBIT B -1 ADDITIONAL COMPENSATION 1. Total Compensation: In return for the Additional Services, the City shall pay the Contractor an additional amount not to exceed Twenty -Five Thousand and 00 /100 Dollars ($25,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Seventy -Five Thousand and 00 /100 Dollars ($75,000.00). 2. Method of Compensation: Upon identification of a project by the City, the Contractor will prepare a scope of Services, Budget, and Method of Payment, which is to be negotiated and agreed upon by both parties. AMENDMENT - 3 - 1/2010 RETURN TO: ' � " "EXT: u CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/Div: PUBLIC WORKS / 'SWIM 2. ORIGINATING STAFF PERSON: V6 EXT: 07i3 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE): • CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) • PUBLIC WORKS CONTRACT Cl 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 MtONTRACT AMENDMENT (AG#): U6-0%Z ❑ INTERLOCAL ❑ OTHER 4' �-- 5. PROJECTNAME: QVI -Gall EnAlnere;nw SCrViLe-S 11 a 6. NAME OF CONTRACTOR: La n G1ClU A6sa a*e S ADDRESS: 130 2nd AVe- 5 IEClmand3, 1/1!14. 9$020 TELEPHONE: E -MAIL: FAX: SIGNATURENAME: _ �2nv�'. 5 i-(c�� -,i2� TITLE: 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS X PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES Cl PRIOR CONTRACT /AMENDMENTS CFW LICENSE # BL, EXP. 12/31/_ UBI # 1#00551IM041 , EXP.D 1 /01 1201 + 8. TERM: COMMENCEMENT DATE: 110 13 COMPLETION DATE: IZ 1 l l.s 9. TOTAL COMPENSATION: $ nG C VtOA% (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: 304, Sim 251. '.S9b +j.+11 10. DOCUMENT/ CONTRACT REVIEW )� PROJECT MANAGER 1� DIVISION MANAGER ❑ DEPUTY DIRECTOR X DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) e LAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) INITIAL / DATE REVIEWED COMMITTEE APPROVAL DATE: w� 12. CONTRACT SIGNATURE ROUTING i ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ LAW DEPT SIGNATORY (MAYOR OR DIRECTOR) • CITY CLERK • ASSIGNED AG # • SIGNED COPY RETURNED ❑ RETURN ONE ORIGINAL COMMENTS: INITIAL / DATE SIGNED A # 1 -01-7 DATE SENT: INITIAL / DATE APPROVED COUNCIL APPROVAL DATE: DATE REC'D: 1/9 CITY OF CITY Stn '�.. Fe d e ra 1 Way 33325 8m Avenue 8003 Federa+ Way. i ^.?A. 98(}03 -6325 ^r.../ (253) 835 -7000 wrilti cfiyoffeder111W, iy cony AMENDMENT NO. l TO PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL ENVIRONMENTAL SERVICES This Amendment ( "Amendment No. F) is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Landau Associates, a Washington 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 On -Call Environmental Services ( "Agreement ") dated effective January 10, 2013. 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. 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 CITY HALL F+e d e ra I Way 33325 8th y. VVA South Federal Way. ANA 98003 -6325 (253) 835 -7000 mm, o1yotfederalway cony IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY By: J'�� . t Aayor J i errefd DATE: ` 7// LANDAU A OCIATES, INC. By: Dennis R. Hobbs, reasurer 130 2"d Avenue S Edmonds, WA 98020 DATE: 13 STATE OF WASHINGTON ) ) ss. COUNTY OF M n m ATTEST: olli 10 W City Clerk, Carol McMilly, C C APPROVED AS TO FORM: &� -W-t2� — City Attorney, Pa cia A Richardson On this day personally appeared before me Dennis R. Hobbs, to me known to be the Treasurer of Landau Associates, Inc. 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 1 day of SCAn a a, cs4- .�- 20 jy. Notary's signature �ll,[n� LA n�it.�� Notary's printed name Sc in 3wC +6✓1 Notary Public in and for the State of Washington. s Notgry Pvbk My commission expires ()eG 2l(0 1-7 of wnw4ft ERIN BUXTON Mh AXWnhw8 ExpIrn Dec 28,201? AMENDMENT - 2 - 1/2010 RETURN TO: � ExT: -Z.,_� �,--z-- CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS /�W �M 2. ORIGINATING STAEF PERSON: �L G.►� EXT: Z` 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR L[MITED PUBL[C 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 o OTHER �. PROJECT 1�iAME:_ (�. � NAME OF CONTRACTOR: TC n c.- • ADDttESS: 13D 2�"� Y-�++'� 5_j= mc,r� � z-� E-MAIL: SIGNATURE NAME' � �1 �� � �I�►ti.'�' �7`� Fa,x: TITLE: rLSi � ❑� EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE � ALL OTHER REFERENCBD EXHIBITS '�. PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE #� BL, EXP. 12/31/_ UBI #lLa� S� _� EXP. �/ 3Li�� TERM: COMMENCEMENT DATE: COMPLETION DATE: `��3L �I� TOTAL COMPENSATION: $'��' � dOO (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) RE[MBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMLTM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ C[TY � PURCHASING: PLEASE CHARGE TO: � b� �1 �0 LS io ,'C� �l � � 2 �I � 10. DOCUMEKT / COKTRACT REVIEW � PROJECT MANAGER � DIVISION MANAGER ���, 1� DEPUTY DIRECTOR ��,'r � DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) � LAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: 12. COIYTRACT SIGNATURE ROUTING i�'Z���') 2 ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: ' ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTtFICATE, L[CENSES, EXHIBITS �LAW DEPT SIGNATORY (MAYOR OR D[RECTOR� C[TY CLERK ASSIGNED AG # SIGNED COPY RETURNED ❑ RETURN ONE ORIGINAL �� INITI L / DATE S[GNED 1` -7 i L i' t ( I l D"l � AG# (?�—D�] DATE SENT: I—�� INITIAL / DATE APPROVED COUNCIL APPROVAL DATE: 1 DATE REC'D: r I4� � 1� 1 � CITY OF CITY HALL ,�� Federal Way �3325 8th Avenue South Federal Way, WA 98003-6325 (253 ) 835-7000 4wv�v. dryoffederalw�y com PROFESSIONAL SERVICES AGREEMENT FOR ON-CALL ENVIRONMENTAL SERVICES This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Landau Associates, Inc., a Washington corporation ("Contractor"). The City and Contractor (together "Parties") are located and do business at the below addresses which shall be valid for any notice required under this Agreement: LANDAU ASSOCIATES, INC.: Steven Johnston President 130 2"d Avenue South Edmonds, WA 98020 (425) 778-0907 (telephone) (425) 778-6409 (facsimile) The Parties agree as follows: CITY OF FEDERAL WAY: Fei Tang, P.E. SWM Project Engineer 33325 8�' Ave. S. Federal Way, WA 98003-6325 (253) 835-2751 (telephone) (253) 835-2709 (facsimile) Fei.tang@cityoffederalway.com 1. 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 until the completion of the Work, but in any event no later than Decexnber 31, 2013 ("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 pra.ctices 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 or 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 shall pay the Contractor an amount not to exceed a maximum amount and according to a rate or method as delineated in Exhibit "B", 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 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- 9/2012 � qiY OF ,�'.�,. Federal CITY HA�� ��33325 8th Avenue South � Federal Way, WA 980d3-6325 (253) 835-7000 www cityoifederahvay com 4.2 Method of Pavment. 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 for such personnel. The Contractor shall 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 iiscal 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. INDEMNIFICATION. 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 or entities, including, without limitation, their respective agents, licensees, or representatives; arising from, resulting from, or in connection with negligent 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 to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, the Contractor's liability, including the duty and cost to defend, 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 imxnunity 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 of damages, compensation or benefits payable to or by any third party under workers' compensation acts, disability benefit acts or any other benefits acts or programs. The Parties acknowledge that they have mutually negotiated this waiver. 5.3 City Indemnification. The City agrees to release, indemnify, defend and hold the Contractor, its officers, directors, shareholders, partners, employees, agents, representatives, and sub-contractors 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 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- 9/2012 � CIfiY OF '�•...r Federal 1Nay CITY HAL� 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 4vww aryo�federahvay com 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, personal injury, bodily injury, death, property damage, products liability, advertising injury, and liability assuxned under an insured contract with limits no less than $1,000,000 for each occunence 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 less 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 shall 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 Exhibit "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 policies. 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. 7. CONFIDENTIALITY. All information regarding the City obtained by Contractor in performance of this Agreement shall be considered coniidential subject to applicable laws. Breach of confidentiality by the Contractor may be grounds for immediate termination. All records submitted 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 records 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 PROFESSIONAL SERVICES AGREEMENT - 3- 9/2012 � CITY �F �.�•.... Federal CITY HALL ��� 33325 8th Avenue 5outh Federal Way, WA 98003-6325 (253) $35-7000 �vww cirya�federalway com procedures and practices as may be 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 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 Contractor 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 shall utilize all protection necessary for that purpose. All work 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 Contractor is a sole proprietorship or if this Agreement is with an individual, the Contractor agrees to notify the City and complete any 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 Contractor's failure to do so. 11. 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. EOUAL 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 employxnent. This requirement shall apply, but not be limited to the following: employrnent, 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 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 E�chibits 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 invalidate 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. PROFESSIONAL SERVICES AGREEMENT - 4- 9/2012 � CITY OF �.�.�... Federal GTY HALL ��� 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7D0� �vww cityoffederaltivay com 13.2 Assignment and Beneficiaries. 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 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 fizrther 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. 13.3 Compliance with Laws. The Contractor shall comply with and perform the Services in accordance with all applicable federal, state, local, 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 delivered 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 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 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 law; provided, however, however nothing in this paragraph shall be construed to limit the Parties' rights to indemniiication 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 Agreexnent. 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] PROFESSIONAL SERVICES AGREEMENT - 5- 9/2012 � CITY OF �'r�..... Federal CITY HALL ��� 33325 8th Avenue South Federal Way, WA 98003-6325 (253}835-7000 wtivav ciryo�federalw�y com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY Skip Priest, ayor DATE: �r��r�� I 1r . 2-V ) �L LANDAU ASSOCIATES, INC. �• ► Pnnted Name: 5k�� 4. �o�.�sw-. Title: �vc s���tiL t G EU DATE: ►l� ° �� 3 STATE OF WASHINGTON ) ) ss. CoU1v1� oFSnc�ho�;sl�) ATTEST: City Clerk, Carol Mc eill , CMC APPROVED AS TO FORM: . . ...__... 0,... .� �.... ity Attorney, Patricia A Richardson On this day personally appeared before me ���) Q,V1 �t>�n�� , to me known to be the �'�-��p�- of �r,�,r,�av� P�SSpc�q,+�S 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 10��' day of �C�un,�,�,o�,t'c� , 20�3 Notary's signature I1,lM � /�-� Notary's printed name c��-��r� ,M �wC-}� Notary Public in and for the State of Washington. My commission expires� ) I�, r� C713 PROFESSIONAL SERVICES AGREEMENT - 6- 9/2012 qTY OF �.. Federal CITY HALL W�� 33325 8th Avenue South • PO Box 9718 Federal Way, WA 98o63-9718 (253} 835-7000 Evw�v crryoffederanvay com EXHIBIT "A" SERVICES The Contractor shall provide on-call environmental and geotechnical consulting services to the City of Federal Way (City), as requested by the City. Upon identification of a project by the City, the Contractor will prepare a Scope of Services, Budget and Method of Payment for the project, to be negotiated and agreed to by both parties. Typical services that may be requested under this Agreement include, but are not limited to, the following: • Site historical review/environmental site assessment (Phase I, II, II ESA's), • Sampling and analysis of groundwater, surface water, air, soil and sediment, • Characterization of site geology, hydrology, and hydrogeology, • Monitoring well design, installation, and maintenance, • Retaining wall analysis and design, • Construction support including submittal review, quality control sampling and analysis, responding to questions, etc. • Data management and reporting, • Computer modeling, • Chemical fate and transport evaluation, • Human health and ecological risk assessment, • Wetland investigation, wetland and stream delineation and mapping. PROFESSIONAL SERVICES AGREEMENT - 7- 9/2012 CITY OF �..... Federal CITY HALL ■ �■�� 33325 8th Avenue South • PO Box 9718 ;; ;; Federal Way, WA 98063-9718 (253) 835-7000 www ciryoffederahvey com EXHIBIT "B" COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed Fifty Thousand and 00/100 Dollars ($50,000.00). 2. Method of Compensation: Upon identification of a project by the City, the Contractor will prepare a Scope of Services, Budget, and Method of Payment, which is to be negotiated and agreed upon by both parties. PROFESSIONAL SERVICES AGREEMENT - 8- 9/2012 �..,■� � J�� \ � "� � � � � � � 262780 � � DATE (MM/DD/YYVY) oR° CERTIFICATE OF LIABILITY INSURANCE 12/28/2012 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 certlficate holder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subJect to the terms and conditlons of the policy, certaln pollcles may require an endorsement. A statement on this certlficate does not confer rights to the certiflcate holder In Ileu of such endorsement(s). PRODUCER CONTACT NAME: Commercial Lines -(206) 892-9200 vHONE — Fax AIC� No. Ext� _ _ UUC, Nol: Wells Fargo Insurance Services USA, Inc. - CA Lic#: OD08408 E-MAII��. 601 Union Street, Suite 1300 Seattle, WA 98101-1371 iNSUReo Landau Associates, Inc. Mr. Dennis Hobbs 130 2nd Avenue S Edmonds, WA 98020-9129 iNSUReR a: Phoenix Insurance Company iNSUReR e: Travelers Indemnity Compan INSURER D : INSURER E : NAIC # 25623 25658 COVERAGES CERTIFICATE NUMBER: 54UZ/3S REVISION NUMBER: See b�ow 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 8Y PAID CLAIMS. INSR TypE OF INSURANCE AD L SUBR POLICY EFF POLICY EXP LIMITS LTR POLICY NUMBER MM/DDMfYY MMIDDlYYYY GENERAL LIABILITY 1,000,000 A 6802587L716 07/01/12 07/01/13 E'°`CH OCCURRENCE 8 X COMMERCIAL GENERAL LIABILITY AMAGE TO RENTED 1,000,000 PREMISES Ea oxurtence $ CLAIMS-MADE � OCCUR MED EXP (My one person) S 10,000 X WA Stop Gap PERSONAL 8 ADV INJURY E 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,�,�� X POLICY PR� LOC EmployersLiability S 1M/$1M B AUTOMOBILE LIABILITY BA2590L352 07/01/12 07/01/13 COMBINED SINGLE LIMIT �,000,000 Ea accident X ANY AUTO � � BO�ILY INJURY (Per person) $ ALL OWNED SCHEDULED BODILY INJURY (Per acddent) $ AUTOS AUTOS x HIRED AUTOS X NON-OWNED PROPERTY DAMAGE $ AUTOS Per accident $ B X UMBRELLA LIAB X OCCUR CUP6675Y973 07/01/12 07/01/13 EACH OCCURRENCE $ 5,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 5,000,000 DED X RETENTION $ 10,000 $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS' LIABILITY Y/ N ANY PROPRIETOR/PARTNERlEJ(ECUTIVE E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCIUDED? � N / A (Mandatory In NH) E.L. DISEASE - EA EMPLOYEE $ If yes, describe under DESCRIPTtON OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICIES (Attach ACORD 101, Addltlonal Remarks Schedule, If more space Is requlred) RE: ON-CALL ENVIRONMENTAL SERVICES AGREEMENT. CITY OF FEDERAL WAY IS PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED WITH WAIVER OF SUBROGATION UNDER GENERAL LIABILITY AND ADDITIONAL INSURED WITH WAIVER OF SUBROGATION UNDER AUTO LIABILITY AS RESPECTS THEIR INTEREST IN THE INSURED OPERATIONS OF THE NAMED INSURED PER THE ATTACHED ENDORSEMENTS. City of Federal Way Attn: Fei Tang, P.E. PO Box 9718 Federal Way, WA 98063-9718 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DEUVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 9��,�,� ooZOZ� The ACORD name and logo are registered marks of ACORD OO 1988-2010 ACORD CORPORATION. All rights reserved. I ACORD 25 (2010/05) I IIIIIII III IIIIIII IIII IIIII IIIIII III� IIII) IIII) IIIII IIIII �IIII IIIII IIIII IIIII IIIII IIII (III •cvsioszer000�smov�srorororo• Business Licensing Service:License Query Search • Contact us • Forms • About us • Home • Start your business • Chanae or update your business information • How to renew vour license Search Business Licenses License Information: Entity Name: LANDAU ASSOCIATES, INC. Business Neme: LANDAU ASSOCIATES, INC. License Type: Washingto� State Business Entitv Ty�ee Profit Corporation UBI: 600557469 Business ID:001 Location ID:0001 Stdtus: To check the status of this company, go to Secretarv of State and De�artment of Revenue. Location Address: 130 2ND AVE S EDMONDS, WA, 98020-3512 View Additional Locations Licenses Held at this Ixation Bellinaham General Business Covinaton General Business Edgewood General Business Lake Stevens General Business Marysville General eusiness Olvmoia General Business Port Townsend General Business Poulsbo Generel Business Shoreline General Business Universitv Place General Business Registered Trade Names: LANDAU ASSOCIATES, INC Governing Peonle: CLINT L JACOB DENNIS R HOBBS DENNIS R STETTLER JAY P BOWER KRISTY J HENDRICKSON STEVEN A ]OHNSTON Mailiny Address: 130 2ND AVE S EDMONDS, WA, 98020-3512 Status Active Active Active Active Active Active Active Ac ive A ive Active Active Expiros 06/30/2013 11/30/2013 07/31/2013 11/30/2013 11/30/2013 11/30/2013 11/30/2013 11/30/2013 04/30/2013 N/A Infortnation Current as of 12/SO/2012 5:43AM Pacific Time j New Search � This site is limited to searching for business licenses issued through the Washington State Business Licensing Service. • Contact us • Forms • About us • Priva �02011� State Department of Revenue and its licensors. All rights reserved. http://bls.dor.wa.gov/LicenseSearch/1qsLicenseDetail.aspx?Re�ID=1509980 Ffrst Issued 10/20/1992 06/11/2012 04/06/2006 07/31/2012 10/24/2008 09/27/2010 06/O1/2010 04/26/2001 07/12/2010 04/11/2012 04/06/2012 Page 1 of 1 12� 1 ��2012