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AG 14-138rJr s... AG 14 -138 A BERK CONSULTING INC RECEIVED BY COMMUNITY & ECONOMIC DEVELOPMENT DEPARTMENT Larry Frazier gQu i a )nJA To: Aaron Raymond Subject: Extension of the Professional Services Argreement with Berk Consultowng Inc. cog - R From: Aaron Raymond [ mailto :aaron @berkconsulting.com] Sent: Monday, November 10, 2014 8:46 AM To: Lisa Grueter; Larry Frazier Subject: RE: Meeting with Mayor and Chief of Staff - Code Compliance Study Design Hi Larry, Thanks for your time and thoughts on Friday. As a quick follow -up from our meeting, we would like to request an extension for the final draft to be set for Friday, December 5th so that we can incorporate feedback from the Mayor and do a little more research on a couple of fronts. Good chatting with you on Friday. Thanks, Aaron The City of Federal Way and Berk Consulting Inc. hereby mutually agree to extend the completion of the Compliance Study Design until Friday December 5th, 2014. Brian J Wilson, Chief of Staff /� Michael Hodgins, Principal AA,,U l 1 l 26 tcl From: Lisa Grueter Sent: Friday, November 07, 2014 7:23 PM To: Larry Frazier; Aaron Raymond Subject: RE: Meeting with Mayor and Chief of Staff - Code Compliance Study Design Yes, that works — thank you. Lisa Grueter, AICP 206.493.23671 DIRECT www.berkconsulting.com 00111 BERM STRATEGY I ANALYSIS I COMMUNICATIONS Helping Communities and Organizations Create Their Best Futures I . P f 41W From: Larry Frazier [mailto: Larry .Frazier@cityoffederalway.com] Sent: Friday, November 07, 2014 4:14 PM To: Lisa Grueter; Aaron Raymond Subject: Meeting with Mayor and Chief of Staff - Code Compliance Study Design Lisa and Aaron: The Mayor and Brian Wilson are available on November 14, at 2:30 PM. We will meet in the Mayor's conference room. Would you please confirm. Good meeting today. Thanks, La rry RETURN TO: EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT. /DIV: CD 2. ORIGINATING STAFF PERSON: LARRY FRAZIER EXT: 2612 3. DATE REQ. BY: ASAP 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALLOR LIMITED PUBLIC WORKS CONTRACT [H] PROFESSIONAL SERVICE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ REAL ESTATE DOCUMENT ❑ ORDINANCE ❑ CONTRACT AMENDMENT (AG #): ❑ OTHER 5. PROJECT NAME: CODE COMPLIANCE STUDY DESIGN ❑ MAINTENANCE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ RESOLUTION ❑ INTERLOCAL 6. NAME OF CONTRACTOR: _BERK CONSULTING INC ADDRESS: 2025 FIRSTAVENUE, SUITE 800, SEATTLE, WA 98121 TELEPHONE _(206) 324 -8760 E- MAIL: _michael ,berkconsultin, com FAX: (206) 324 -8965 SIGNATURE NAME: MICHAEL HODGINS TITLE PRINCIPAL 7. EXHIBITS AND ATTACHMENTS: C] SCOPE, WORK OR SERVICES El COMPENSATION ,,INSURANCE REQUIREMENTS /CERTIFICATE .,2' ALL OTHER REFERENCED EXHIBITS ;?'PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS 8. TERM: COMMENCEMENT DATE: SEPTEMBER 2014 COMPLETION DATE: NOVEMBER 14, 2014 TOTAL COMPENSATION $_15,000 (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 FxI PURCHASING: PLEASE CHARGE TO: 001 -5200- 079 - 558 -51 -410 10. DOCUMENT /CONTRACT REVIEW INITIAL/ DATE REVIEWED erl'PROJECT MANAGER DIRECTOR • RISK MANAGEMENT (IF APPLICABLE) • LAW INITIAL / DATE APPROVED ii. rlf�l�l��(�11w�Ji- a�l�i.�� .tT�'TS'fT. 'sue.. - >._ ... • _._ . ��i�����• �����w .e��i�NMI�A�I \'It \I��N�NNI��NNI � %i \�/J•. -_._ � -�. -. -- 12. CONTRACT SIGNATURE ROUTING SENT TO VENDOR /CONTRACTOR DATE SENT: DATE REC'D: 1 l' ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ZLAW DEPARTMENT e-EnTHIEF OF STAFF ❑ CITY CLERK ❑ ASSIGNED AG# ❑ SIGNED COPY RETURNED COMMENTS: /1 C Il/9 INITIAL/ DATE SIGNED AG# DATE SENT: ` CITY OF CITY HALL Federal Way Fed; 35-a000Ae South 3 Federal Way, WA 98003 -6325 www. atyofledera4w.. corn PROFESSIONAL SERVICES AGREEMENT FOR CODE COMPLIANCE STUDY DESIGN This Professional Services Agreement ( "Agreement ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Berk Consulting Inc ( "Consultant) ". The City and Consultant ( "Parties ") are located and do business at the addresses below, which shall be valid for any notice required under this Agreement: BERK CONSULTING INC: Michael Hodgins, Principal 2025 First Avenue, Suite 800 Seattle, WA 98121 (206) 324 -8760 (telephone) (206)- 324 -8965 (facsimile) niichael@berkconsulting.com The Parties agree as follows: CITY OF FEDERAL WAY: Larry Frazier, AICP, CD Director 33325 8t' Avenue South Federal Way, WA 98003 -6325 (253) 253- 835 -2612 (telephone) (253) 535 -2609 (facsimile) larTy.frazier@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 November 14, 2014. This Agreement may be extended for additional periods of time upon the mutual written agreement of the City and the Consultant. 2. SERVICES. The Consultant 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 Consultant 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 Consultant 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 Consultant fails to maintain required insurance policies, breaches confidentiality, or materially violates Section 12; and such may result in ineligibility for further City agreements. PSA - Code Compliance Design Study Page 1 September 2014 ` CITY OF CITY HALL Federal Way Feder 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www_cou federalwW,corn 4. COMPENSATION. 4.1 Amount. In return for the Services, the City shall pay the Consultant an amount not to exceed a maximum amount as delineated in Exhibits "B" attached hereto and incorporated by this reference. Consultant will also be provided office space in the Department of Community Development while preparing the Code Compliance Study Design. The Consultant 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. 4.2 Method of Payment. The Consultant will be compensated in one lump sum payment upon the satisfactory completion of the Code Compliance Study Design. Compensation will be in the amount as delineated in Exhibit `B." The City may withhold payment for such work until the work meets the requirements of the Agreement. 5. INDEMNIFICATION. 5.1 Consultant Indemnification. The Consultant 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 this Agreement or the acts, errors, or omissions of the Consultant 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 Consultant and the City, the Consultant's liability, including the duty and cost to defend, hereunder shall be only to the extent of the Consultant's negligence. The Consultant shall ensure that each sub - consultant 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 Consultant pursuant to this paragraph. The City's inspection or acceptance of any of Consultant'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 Consultant 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. The Consultant'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 Consultant, its officers, directors, shareholders, partners, employees, agents, representatives, and subcontractors 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. PSA - Code Compliance Design Study Page 2 September 2014 ` CITY OF CITY HALL �,., Federal Way (253; x;000 Federal Way, WA 98003 -6325 www. cdWffederahvay corn 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. 6. INSURANCE. The Consultant agrees to carry insurance for liability which may arise from, or in connection with, the performance of the services or work by the Consultant, 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 Consultant 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 assumed under an insured contract with limits no less than $1,000,000 for each occurrence and $2,000,000 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 $2,000,000 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 Consultant. 6.2. No Limit of Liability. Consultant's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Consultant to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Consultant'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 Consultant'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, the Consultant 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, the Consultant shall furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such policies. If the Consultant's insurance policies are `claims made,' the Consultant 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 Consultant in performance of this Agreement shall be considered confidential subject to applicable laws. Breach of confidentiality by the Consultant may be grounds for immediate termination. All records submitted by the City to the Consultant will be safeguarded by the Consultant. The Consultant 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 the Consultant while performing the Work shall belong to the City upon PSA — Code Compliance Design Study Page 3 September 2014 CITY OF CITY HALL .., Federal Way Feder 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www_ cityoffederalway. com delivery. The Consultant shall make such data, documents, and files available to the City. At the expiration or termination of this Agreement, all originals and copies of any such work product remaining in the possession of Consultant shall be delivered to the City. 9. BOOKS AND RECORDS. The Consultant 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 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 CONSULTANT. The Parties intend that the Consultant shall be an independent Consultant and that the Consultant 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 Consultant 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. The Consultant shall pay all income and other taxes due except as specifically provided in Section 4. 11. CONFLICT OF INTEREST. It is recognized that the Consultant 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 Consultant's ability to perform the Services. The Consultant agrees to resolve any such conflicts of interest in favor of the City. The Consultant confirms that Consultant 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 Consultant's selection, negotiation, drafting, signing, administration, or evaluating the Consultant's performance. 12. EQUAL OPPORTUNITY EMPLOYER. In all services, programs, activities, hiring, and employment made possible by or resulting from this Agreement, or any sub - consulting, there shall be no discrimination by Consultant for its subcontractors of any level, or any of those entities' employees, agents, sub - consultants, 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. The Consultant 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 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 invalidate any other provision hereof and such other PSA — Code Compliance Design Study Page 4 September 2014 ` CITY OF CITY HALL 33325 .�"�..;, Federal Way Feder 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www. cdWffederahvay.. com 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 Beneficiaries. Neither the Consultant nor the City shall have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other Party. If the non - assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. Subject to the foregoing, the rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs, and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 13.3 Compliance with Laws. The Consultant 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 Consultant 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 ad inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Part} shall pay all its legal costs and attorney's fees and expenses incurre4 in defending or bringing such clainj or lawsuit, including all appeals, in addition to any other recovery r�award provided by law; provided however, nothing in this paragraph shall be construed to limit the Pies' ngtstd' indemniicatibn under Section 5 of this Agreement. PSA — Code Compliance Design Study Page 5 September 2014 ` CITY OF CITY HALL 33325 At* ., Federal Way Feder 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www.cnWffederahvay.com 13.5 Execution. Each individual executing this Agreement on behalf of the City and Consultant 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 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. IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY By: Zl�,— Brian J. ilson, Chief of Staff Date: %L11A +ter BERK CONSULTING INC By: Michael Hodgins, Principal Date: q/ l y / 14 STATE OF WASHINGTON ) ss. COUNTY OF ) ATTEST: City Clerk, Stephanie kur-9916y APPROVED AS TO FORM: b V11 Attorney, Amy Jo Pearsall On this day personally appeared before me Michael Hodgins, to me shown to be the Principal of Berk Consulting 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. � 1 this [1" day of .2011 Notary Public Notary's Si gnatu e State of Washington Notary's Printed Name Lid" �lit�L/�5= rt�Q�.t p MICHELE R EAKINS•TESELLE My Appointment Expires Jun 11, 2016 Notary Public in and for the State of Washington. My commission expires b- [ (- I (a_ PSA - Code Compliance Design Study Page 6 September 2014 ` CITY OF CITY HALL ,,.* Federal Way 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cq vffederahvay com Exhibit "A" Code Compliance Study Design - City of Federal Way Services Purpose of the Project: The major purpose of the study design is to redefine the compliance process in the City of Federal Way, and to identify areas of the current code compliance administration that should be changed or updated. In addition, the project will identify a method or methods by which the City can systematically track code enforcement issues, and to display them graphically. The strategy is to design a code compliance system that enhances the City's ability to manage code enforcement in an efficient and effective manner. Method of Conducting the Project: This project will be undertaken by hiring professional planning consultants. The Community Development Staff will administer the overall management of the project. The project will be divided in two phases. The Consultant during the first phase ,will refine the work activities and determine the associated costs for carrying out the code compliance project, as preliminarily noted below. Once the Study Design details have been completed the Mayor will be asked to review and approve the completed product and budget needed before moving ahead with the project. The second phase is for the Consultant chosen to complete the code compliance project as outlined during the Study Design first phase. Work Items — First Phase Consultant: Develop a summary description of the administrative and management areas that have been noted by the community, as well as the City staff, and that needs to be addressed in the second phase of this project. 2. Consultant will prepare a brief summary of the major code compliance issues, which need to be more comprehensively addressed. The Consultant will interview the appropriate CD staff to prepare the summary. 3. The Consultant will identify current practices that need to be updated or replaced based upon the information gathered in one and two above. 4. Consultant will research other Washington State city or county programs as to the methods they are currently utilizing that might have some application(s) to the City of Federal Way and summarize the findings in report form. 5. Research and recommend potential systems management programs that the City should review that would assist in recording and managing of the code complaints. This would include electronic tracking in a map form, as well as produce written management reports. 6. Prepare and complete the final recommended Study Design to be undertaken by the second phase consultants. PSA — Code Compliance Design Study Exhibit A Page 1 September 2014 ` CITY OF CITY HALL 33325 Am Federal Way Feder 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www. cityoffederahvay com Exhibit "A" — Services Continued a 11 BERK STRATEGY a ANALYSIS n COMMUNICATIONS Project Understanding The City of Federal Way has requested consultant assistance from BERK Consulting in drafting a study design aimed at enhancing the City's administration of its code compliance process. The purpose of the study design is to identify improvement opportunities within its current code compliance framework, as well as develop recommendations to systematically and graphically track code enforcement issues moving forward. Overall, the goal is to (re)design the code compliance system to enhance the City's ability to handle code complaints and enforcement in an efficient and effective manner. The Code Compliance Study Design will be divided into two phases. Phase One of the project will document a more detailed and enhanced Code Compliance Study Design approach based upon the initial tasks outlined below. Phase Two of the project will execute the Code Compliance Study Design produced from Phase One after it has been reviewed and approved by the Mayor. Work will begin in September of 2014 and will be completed in November 2014. Scope of Services Six project tasks are included in the scope of services (each task is described below): • Task 1. Project Launch, Document Management, and Administrative Opportunities • Task 2. Identify Major Categories of Code Compliance Issues • Task 3. Identify Opportunities for Improvement • Task 4. Review Peer Code Compliance Processes • Task 5. Research Code Compliance Tracking System Alternatives • Task 6. Prepare Phase 1 Summary Report and Recommendations for Phase 2 • Task 7. Prepare Final Study Design Task 1. Project Launch, Document Management, and Administrative Opportunities The Consultant will meet with the City's Community Development Director and other staff at the Director's discretion at a kick off meeting to review the project scope and schedule and obtain available City data and observations to launch the project. The Consultant will preliminarily brainstorm the interview questions and list of staff that would be interviewed in Task 2. Following this meeting, the Consultant will document the current code compliance process administered by the City. The Consultant will develop a summary description of the administrative and management areas regarding code compliance that have been noted by the community, as well as the City Staff, that need to be addressed in the second phase of this project. Additionally, an assumption for this task is that PSA — Code Compliance Design Study Exhibit A Page 2 September 2014 ` CITY OF CITY HALL '�... Federal 33325 8th Avenue South Way Federal Way, WA 98003 -6325 (253) 835 -7000 www cdyoffedefahvay corn the City has available documentation of publicly and staff identified managerial and administrative major code compliance issues and areas of improvement. These will be the basis for Task 2 staff interviews and code compliance summary. A summary of the kick off meeting and key issues and areas of improvement will be summarized and provided to the City, as well as folded into the Task 6 draft summary report. Task 2. Identify Major Code Compliance Issues In cooperation with City staff, and based on Task 1 documentation of key issues and administrative opportunities, the Consultant will prepare a brief summary of the major code compliance issues that need to be more comprehensively addressed. The Consultant will interview the appropriate Community Development Department staff to prepare the summary. This task entails identification of key stakeholders among City staff, creation of an interview protocol, execution of interviews, and summation of major findings and issues. The Consultant will document the interviews and provide a summary to the City for review. The results will also be included in the Task 6 draft report. Task 3. Identify Opportunities for Improvement The Consultant will identify current practices that need to be updated or replaced based upon the information gathered in Tasks 1 and 2 above. Based upon the information garnered from the staff interviews, as well as a review of the record of code complaints, this step will identify opportunities for improvement to the code complaint process including those practices that should be continued, altered, and /or discontinued. The results of this task will be, included in the Task 6 draft summary report. Task 4. Review Peer Code Compliance Processes The Consultant will research other Washington State city or county programs as to the methods they are currently utilizing which might have some application(s) to the City of Federal Way and will summarize the findings in report form. Prior to executing this step, the Consultant will provide examples and confirm with the City a list of peer jurisdictions to be reviewed and summarized. The results of this task will be included in the Task 6 draft summary report. Task 5. Research Code Compliance Tracking System Alternatives The Consultant will research and recommend potential systems management programs (computerized) that would assist the City in recording and managing the code complaints. This would include electronic tracking in a map form, as well as produce written management reports. An assumption for this task is any recommended electronic systems for code complaint management, tracking, and mapping will be based on either existing technologies utilized by the City, peer communities, or the purchase of off -the- shelf software programs which require little to no customization for use. Prior to evaluating these systems, a list of the proposed systems for review and agencies that use them will be provided to the City. The results of this task will be included in the Task 6 draft summary report. Task 6. Prepare Phase 1 Summary Report and Recommendations for Phase 2 The results of Tasks 1 through 5 will be summarized in a white paper or memorandum. The Consultant will meet with the City to review the report and obtain City comments. Task 7. Prepare Final Study Design The Consultant will prepare and complete the final recommended Study Design to be undertaken by the Phase 2 consultants. PSA — Code Compliance Design Study Exhibit A Page 3 September 2014 ` CITY OF CITY HALL 33325 ,�.., Federal Way Feder 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www. ct"fl edershvay.. com :111 BERK STRATEGY a ANALYSIS ■- COMMUNICATIONS Staff and Qualifications Lisa Grueter, AICP, Project Director Lisa is a senior land use planner with more than 25 years of experience in policy planning for the public and private sectors. Her expertise includes comprehensive and subarea planning under the state's Growth Management Act; customized programmatic and planned action environmental documentation under the State Environmental Policy Act; shoreline master programs under the Shoreline Management Act; and the integration of these laws into cohesive, implementable planning policies. Lisa has worked with counties and cities across Washington State and spent seven years as a senior planner for the cities of Sumner and Renton. She received a B.A. in Social Ecology from the University of California, Irvine, and a Master of City Planning from the University of California, Berkeley. Relevant Projects: • City of Renton, Extension of Staff and Planning Services o Comprehensive Plan Update: Land Use, Housing, Utilities, Transportation o Renton Sunset Area Master Plan Permitting and NEPA/SEPA Reevaluation • City of Kent Extension of Staff and Planning Services • Comprehensive Plan Update Advisory Services • Kent Downtown Subarea Action Plan Planned Action EIS • City of Bellevue Extension of Staff and Planning Services • Comprehensive Plan Update Best Practices Research • Light Industrial Zoning Recommendations • City of Woodinville, Comprehensive Plan Update • City of Woodinville, Residential Capacity Analysis and Policy Analysis • Snohomish County Tomorrow, Housing Needs Characteristics Report • Pierce County Parks & Recreation, Parks, Recreation, and Open Space Plan Update • Kenmore On -call Planning Services • Comprehensive Plan, Downtown Plan, and Zoning Code Update • Land Use Permit Review • Kitsap County. 10 -Year Comprehensive Plan Update, Regulations, and EIS. • City of Sumner, Town Center Housing Strategy, Town Center Plan, and Zoning Code Amendments PSA — Code Compliance Design Study Exhibit A Page 4 September 2014 `CITY OF Federal CITY HALL way 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www.cdW ederaMw..corn Aaron Raymond, Associate Aaron is an Urban Planner and GIS Analyst with six years of professional experience. Aaron has contributed to a wide array of planning projects, including shoreline planning, land use planning, utility location alternative analysis, and environmental impact mapping and analysis. He specializes in geospatial technologies, cartographic design in both print and digital formats (21) and 3D), advanced spatial analysis, and integrating information and data from a variety of digital and non - digital sources. He also has previous work experience in management consulting, organizational development, and the hospitality industry. Aaron received dual bachelors' degrees in Economics and Political Science from the University of California, San Diego, and holds Aaron a Master of Urban Planning degree from the University of Washington. Relevant Projects: • City of Seattle, Department of Planning and Development, Design Review Process Improvement • Washington State, Office of Financial Management, Jail and Prison Capacity Study • Chelan County, Voluntary Stewardship Program Mapping • City of South Bend, Shoreline Master Program • City of Raymond, Shoreline Master Program Claire Miccio, Associate Claire Miccio is an Associate specializing in facilitation, strategic planning, and data analysis. Prior to joining BERK, she worked as the Strategic Planning Program Manager at Tacoma Water, where she led the implementation of a Balanced Scorecard strategy to link all departments and employees in one division -wide strategy. Claire received her Master of Public Administration from the University of Washington — Evans School, and her Master of Library and Information Science from the University of Washington — Information School. Relevant Projects: • Sound Transit Federal Way Link Extension Economic Analysis • City of Tukwila Facility Needs Assessment • Port of Tacoma Recovery Exercise • Kent Regional Fire Authority Strategic Plan • Washington State Department of Health Cost Study PSA — Code Compliance Design Study Exhibit A Page 5 September 2014 ` CITY OF CITY HALL �.. 33325 8th Avenue South Federal Way Federal Way, WA 98003 -6325 (253) 835 -7000 www c*uffederaMW corn Exhibit "B" Code Compliance Study Design — City of Federal Way Compensation The Consultant shall be compensated for the scope of services outlined in Exhibit "A." Billings will occur on a time and material basis and shall not exceed a total fee (compensation) of $15,000.00. PSA — Code Compliance Design Study Exhibit B Page 1 September 2014 Al C40RI® ���..v CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDO/YYY`� 9/5/2014 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 McDonald Insurance Group, Inc. 620 Kirkland Way Ste 100 PO Box 3089 Kirkland WA 98083 -3089 NAME: CT Nancy Blackwell PHONE (425'5) 827 -7400 FAX (425) 827 -7402 EMAIL .nancy @mcdonaldins.com INSURER(S) AFFORDING COVERAGE NAICS INSURERA:National Fire Insurance Co 2047 INSURED BERK Consulting,Inc. aka Berk and Associates 2025 First Ave. Suite 800 Seattle WA 98121 INSURERB:Underwriters at Lloyds, London 15792 INSURER C: F McAllister, Jr. /HHC INSURER D: INSURER E : $ 2,000,000 1 INSURER F: X COMMERCIAL GENERAL LIABILITY rAVFRAr:FC rFRTIFIrATF NIIMRFR•13 /14 - GL /AL /SG /Prof 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 UBR POLICY NUMBER POLICY EFF MM D POLICY EXP DO LIMITS GENERAL LIABILITY _ F McAllister, Jr. /HHC EACH OCCURRENCE $ 2,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES Ea occurrence) $ 300,000 MED EXP (Any one person) $ 10,000 A CLAIMS -MADE � OCCUR 017749887 9/18/2013 /18/2014 PERSONAL 8 ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 4,000,000 $ X POLICY PRO- LOC JFCT AUTOMOBILE LIABILITY COMBINED Ea accident IN MIT 11000,000 BODILY INJURY (Per person) $ A ANYAUTO ALL OWNED SCHEDULED AUTOS AUTOS ED X HIRED AUTO X AUTOS 4017749887 9/18/2013 /18/2014 BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident) $ UMBRELLA LIAB HOCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ A AY STATU- % OTH- )RXEMPLOYERS' LIABILITY ANY PROPMETOR/PARTNER/EXECUnVE YIN OFFICERIMEMBER EXCLUDED? (Mandatory in NH) NIA 017749887 9/18/2013 /18/2014 E.L. EACH ACCIDENT $ 1, 00,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 21000,000 If yes, describe under DESCRIPTION OF OPERATIONS below LIAR ONLY /WA STOP GAP B Professional Liability ASB13B000554 9/18/2013 /18/2014 EACH CLAIM LIMIT: $1,000,000 Deductible:$10,000 /Claim AGGREGATE LIMIT: $2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS 1 VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space is required) Re: Code Compliance Study Design. The City of Federal Way is an Additional Insured by written contract per SB146932E attached. rFRTIFIrATF WAI 111=0 rANrF1 I ATIAN ACORD 25 (2010105) INS025 (201005).01 ©1938 -2010 ACORD GURPURA I IUN. All rignts reservea. The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Federal Way Larry Frazier AUTHORIZED REPRESENTATIVE 33325 8th Avenue South Federal Way, WA 98003 _ F McAllister, Jr. /HHC ACORD 25 (2010105) INS025 (201005).01 ©1938 -2010 ACORD GURPURA I IUN. All rignts reservea. The ACORD name and logo are registered marks of ACORD CNA SB- 146932 -E (Ed. 06/11) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - LIABILITY EXTENSION This endorsement modifies insurance provided under the following: BUSINESSOWNERS LIABILITY COVERAGE FORM Coverage afforded under this extension of coverage endorsement does not apply to any person or organization covered as an additional insured on any other endorsement now or hereafter attached to this Policy. 1. ADDITIONAL INSURED —BLANKET VENDORS WHO IS AN INSURED is amended to include as an additional insured any person or organization (referred to below as vendor) with whom you agreed, because of a written contract or agreement to provide insurance, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: 1. The insurance afforded the vendor does not apply to: a. 'Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor; d. Repackaging, except when unpacked solely W for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then o repackaged in the original container; 0 o e. Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; C Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; g. Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or h. "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omission or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (1) The exceptions contained in Subparagraphs d. or f.; or (2) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. 2. This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. 3. This provision 2. does not apply to any vendor included as an insured by an endorsement issued by us and made a part of this Policy. 4. This provision 2. does not apply if "bodily injury" or "property damage" included within the "products - completed operations hazard" is excluded either by the provisions of the Policy or by endorsement. 2. MISCELLANEOUS ADDITIONAL INSUREDS WHO IS AN INSURED is amended to include as an insured any person or organization (called additional insured) described in paragraphs 2.a. through 2.h. below whom you are required to add as an additional insured on this policy under a written contract or agreement but the written contract or agreement must be: 1. Currently in effect or becoming effective during the term of this policy; and 2. Executed prior to the "bodily injury," "property damage" or "personal and advertising injury," but Only the following persons or organizations are additional insureds under this endorsement and coverage provided to such additional insureds is limited as provided herein: a. Additional Insured — Your Work That person or organization for whom you do work is an additional insured solely for liability SB- 146932 -E Page 1 of 5 (Ed. 06/11) CNA due to your negligence specifically resulting from your work for the additional insured which is the subject of the written contract or written agreement. No coverage applies to liability resulting from the sole negligence of the additional insured. The insurance provided to the additional insured is limited as follows: (1) The Limits of Insurance applicable to the additional insured are those specified in the written contract or written agreement or in the Declarations of this policy, whichever is less. These Limits of Insurance are inclusive of, and not in addition to, the Limits of Insurance shown in the Declarations. (2) The coverage provided to the additional insured by this endorsement and paragraph F.9. of the definition of "insured contract" under Liability and Medical Expenses Definitions do not apply to "bodily injury" or "property damage" arising out of the "products- completed operations hazard" unless required by the written contract or written agreement. (3) The insurance provided to the additional insured does not apply to "bodily injury," "property damage," or "personal and advertising injury" arising out of the rendering or failure to render any professional services. b. State or Political Subdivisions A state or political subdivision subject to the following provisions: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with premises you own, rent, or control 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 (2) This insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. SB- 146932 -E (Ed. 06/11) SB- 146932 -E (Ed. 06/11) This insurance does not apply to "bodily injury," "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality. c. Controlling Interest Any persons or organizations with a controlling interest in you but only with respect to their liability arising out of: (1) Their financial control of you; or (2) Premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for such additional insured. d. Managers or Lessors of Premises A manager or lessor of premises but only with respect to liability arising out of the ownership, maintenance or use of that specific part of the premises leased to you and subject to the following additional exclusions: This insurance does not apply to: (1) Any "occurrence" which takes place after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such additional insured. e. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver but only with respect to their liability as mortgagee, assignee, or receiver and arising out of the ownership, maintenance, or use of a premises by you. This insurance does not apply to structural alterations, new construction or demolition operations performed by or for such additional insured. f. Owners /Other Interests — Land is Leased An owner or other interest from whom land has been leased by you but only with respect to liability arising out of the ownership, maintenance or use of that specific part of the land leased to you and subject to the following additional exclusions: This insurance does not apply to: (1) Any "occurrence" which takes place after you cease to lease that land; or Page 2 of 5 SB- 146932 -E (Ed. 06/11) (2) Structural alterations, new Damage To Property, is replaced by the construction or demolition operations following: performed by or on behalf of such k. Damage To Property additional insured. g. Co -owner of Insured Premises "Property damage" to: A co -owner of a premises co -owned by you 1. Property you own, rent or occupy, and covered under this insurance but only including any costs or expenses incurred by you, or any other person, with respect to the co- owners liability as co- organization or entity, for repair, owner of such premises. replacement, enhancement, h. Lessor of Equipment restoration or maintenance of such property for any reason, including Any person or organization from whom you prevention injury a person or lease equipment. Such person or organization damage to an other's property; are insureds only with respect to their liability arising out of the maintenance, operation or 2. Premises you sell, give away or use by you of equipment leased to you by abandon, if the "property damage" such person or organization. A person's or arises out of any part of those organization's status as an insured under this premises; endorsement ends when their written contract 3. Property loaned to you; or agreement with you for such leased equipment ends. 4. Personal property in the care, With respect to the insurance afforded these custody or control of the insured; additional insureds, the following additional 5. That particular part of any real exclusions apply: property on which you or any This insurance does not apply: contractors or subcontractors working directly or indirectly in your behalf are (1) To any "occurrence" which takes place performing operations, if the "property after the equipment lease expires; or damage" arises out of those (2) To "bodily injury, „ "property damage” or operations; or "personal and advertising injury" arising 6. That particular part of any property out of the sole negligence of such that must be restored, repaired or additional insured. replaced because "your work" was incorrectly performed on it. Any insurance provided to an additional insured designated under paragraphs b. through h. above Paragraph 2 of this exclusion does not ; does not apply to "bodily injury" or "property apply if the premises are "your work" and n damage" included within the "products- completed were never occupied, rented or held for operations hazard." rental by you. 0 3. The following is added to Paragraph H. of the Paragraphs 1, 3, and 4, of this exclusion o BUSINESSOWNERS COMMON POLICY do not apply to "property damage" (other CONDITIONS: than damage by fire or explosion) to H. Other Insurance premises: (1) rented to you: 4. This insurance is excess over any other insurance naming the additional insured (2) temporarily occupied by you with the as an insured whether primary, excess, permission of the owner, or contingent or on any other basis unless a (3) to the contents of premises rented to written contract or written agreement you for a period of 7 or fewer specifically requires that this insurance be consecutive days. = either primary or primary and A separate limit of insurance applies to noncontributing. Damage To Premises Rented To You as =_ 4. LEGAL LIABILITY — DAMAGE TO PREMISES described in Section D — Liability and Medical Expenses Limits of Insurance. A. Under B. Exclusions, 1. Applicable to Business Liability Coverage, Exclusion k. SB- 146932 -E Page 3 of 5 (Ed. 06/11) CNA Paragraphs 3, 4, 5, and 6 of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph 6 of this exclusion does not apply to "property damage" included in the "products- completed operations hazard." B. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the last paragraph of 2. Exclusions is deleted and replaced by the following: Exclusions c, d, e, f, g, h, i, k, I, m, n, and o, do not apply to damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner or to the contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section D. Liability And Medical Expenses Limits Of Insurance. C. The first Paragraph under item 5. Damage To Premises Rented To You Limit of Section D. Liability And Medical Expenses Limits Of Insurance is replaced by the following: The most we will pay under Business Liability for damages because of "property damage" to any one premises, while rented to you, or temporarily occupied by you, with the permission of the owner, including contents of such premises rented to you for a period of 7 or fewer consecutive days, is the Damage to Premises Rented to You limit shown in the Declaration. 5. Blanket Waiver of Subrogation We waive any right of recovery we may have against: a. Any person or organization with whom you have a written contract that requires such a waiver. 6. Broad Knowledge of Occurrence The following items are added to E. Businessowners General Liability Conditions in the Businessowners Liability Coverage Form: e. Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence," offense, claim or "suit' is known to: (1) You or any additional insured that is an individual; SB- 146932 -E (Ed. 06/11) SB- 146932 -E (Ed. 06/11) (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if you or an additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or an additional insured is a corporation; (5) Any trustee, if you or an additional insured is a trust; or (6) Any elected or appointed official, if you or an additional insured is a political subdivision or public entity. This paragraph e. applies separately to you and any additional insured. 7. Bodily Injury Section F. Liability and Medical Expenses Definitions, item 3. 'Bodily Injury" is deleted and replaced with the following: "Bodily injury" means bodily injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury by that person at any time which results as a consequence of the bodily injury, sickness or disease. 8. Expanded Personal and Advertising Injury Definition a. The following is added to Section F. Liability and Medical Expenses Definitions, item 14. Personal and Advertising Injury, in the Businessowners General Liability Coverage Form: h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is: 1. Not done intentionally by or at the direction of: a. The insured; or b. Any "executive officer," director, stockholder, partner, member or manager (if you are a limited liability company) of the insured; and 2. Not directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person or person by any insured. b. The following is added to Exclusions, Section B.. Page 4 of 5 r n 0 e m 0 0 0 N O O SB- 146932 -E CNA (Ed. 06/11) (16) Discrimination Relating to Room, Dwelling or Premises Caused by discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any insured. (16) Fines or Penalties Fines or penalties levied or imposed by a governmental entity because of discrimination. c. This provision (Expanded Personal and Advertising Injury) does not apply if SB- 146932 -E (Ed. 06/11) Personal and Advertising Injury Liability is excluded either by the provisions of the Policy or by endorsement. 9. Personal and Advertising Injury Re- defined Section F. Liability and Medical Expenses Definitions, item 14, Personal Advertising Injury, Paragraph c. is replaced by the following: c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room dwelling or premises that a person or organization occupies committed by or on behalf of iVs owner, landlord or lessor. Page 5 of 5 �a ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF BERK & ASSOCIATES, INC. Pursuant to RCW 23B.10.060, the undersigned corporation adopts the following Articles of Amendment to its Articles of Incorporation: FIRST: The name of the corporation is Berk & Associates, Inc. (the "Corporation "). SECOND: The amendment to the Articles of Incorporation as adopted is as follows: Article I of the Corporation's Articles of Incorporation is hereby amended in its entirety to read as follows: "ARTICLE I Name The name of the corporation shall be BERK Consulting, Inc." THIRD: The amendment does not provide for an exchange, reclassification or cancellation of issued shares. FOURTH: The foregoing amendment was adopted by the board of directors and shareholders of the Corporation on September 9, 2013 in accordance with RCW 2313.10.030 and RCW 23B.10.040. FIFTH: The registered agent and registered office of the Corporation shall be changed as follows: the name of the Corporation's new registered agent is SLG Registered Agent, LLC and the address of the Corporation's new registered office is 315 Fifth Ave S., Suite 1000, Seattle, Washington 98104. Dated: September '� , 2013. Berk & Associates, Inc. By: 7/ Michael Hodgins President The execution of this consent shall constitute written waiver of any notice required by the Washington Business Corporation Act or the Corporation's Bylaws. This action by unanimous written consent shall be effective on the date the Corporation receives the unanimous written consent of the Corporation's directors and shareholders. This action by unanimous written consent may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute one action. Any copy, facsimile or other reliable reproduction of this action by unanimous written consent may be substituted or used in lieu of the original writing for any and all purposes for which the original writing could be used. This action by unanimous written consent shall be filed with the minutes of the proceedings of the board of directors and shareholders of the Corporation. A�� All der — Miiccha�el Hodgins rBrian rphy Dated: September 1—' 2013 Dated: September 1-1 2013 Dated: September 1 '2013 ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF BERK & ASSOCIATES, INC. Pursuant to RCW 23B.10.060, the undersigned corporation adopts the following Articles of Amendment to its Articles of Incorporation: FIRST: The name of the corporation is Berk & Associates, Inc. (the "Corporation "). SECOND: The amendment to the Articles of Incorporation as adopted is as follows: Article I of the Corporation's Articles of Incorporation is hereby amended in its entirety to read as follows: "ARTICLE I Name The name of the corporation shall be BERK Consulting, Inc." THIRD: The amendment does not provide for an exchange, reclassification or cancellation of issued shares. FOURTH: The foregoing amendment was adopted by the board of directors and shareholders of the Corporation on September 9, 2013 in accordance with RCW 23B.10.030 and RCW 23B.10.040. FIFTH: The registered agent and registered office of the Corporation shall be changed as follows: the name of the Corporation's new registered agent is SLG Registered Agent, LLC and the address of the Corporation's new registered office is 315 Fifth Ave S., Suite 1000, Seattle, zn Washington 98104. Dated: September '� , 2013. Berk & Associates, Inc. By. , Michael Hodgins President The execution of this consent shall constitute written waiver of any notice required by the Washington Business Corporation Act or the Corporation's Bylaws. This action by unanimous written consent shall be effective on the date the Corporation receives the unanimous written consent of the Corporation's directors and shareholders. This action by unanimous written consent may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute one action. Any copy, facsimile or other reliable reproduction of this action by unanimous written consent may be substituted or used in lieu of the original writing for any and all purposes for which the original writing could be used. This action by unanimous written consent shall be filed with the minutes of the proceedings of the board of directors and shareholders of the Corporation. All a der �\ A A'.,,(&" --' Michael Hodgms Brian rphy Dated: September T, 2013 Dated: September 4, 2013 Dated: September t , 2013