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AG 14-161RETURN TO: H EXT: 2i&(D Z CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM Law f C t U 11 1. ORIGINATING DEPT./DIV: 2. ORIGINATING STAFF PERSON: & P12X6P, (I EXT: ZOV Z 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 X,PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL ❑ OTHER Sooi � 5. PROJECT NAME: l us 6. NAME OF CONTRACTOR: UI (JI'1�h1/Z ADDRESS: Q%Z•S id _ _, {+LA Cl !Is�- TELEPHONE 21o(o ZZ-6= 721.S E -MAIL: FAX: SIGNATURE NAME: TITLE 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS COMPLETION DATE: 12-1:91 8. TERM: COMMENCEMENT DATE: I / J lis 7 9. TOTAL COMPENSATION $ �5 cpo (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY L OR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY X PURCHASING: PLEASE CHARGE TO: CC [ I 10. DOCUMENT /CONTRACT REVIEW INITIAL/ DATE REVIEWED INITIAL/ DATE APPROVED • PROJECT MANAGER • DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) X LAW 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ,,SENT TO VENDOR/CONTRACTOR DATE SENT: Ct Il1 L1tA "4-11 DATE REC'D: C1 7'4 1Y ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL/ DATE SIGNED LAW DEPARTMENT C 25- CHIEF OF STAFF n Ut rj &j .SIGNATORY (MAYOR OR DIRECTOR) vf XCITY CLERK '1 SSIGNED AG# A DATE SENT: j p/ Jp 1 4- CC', P COMMENTS: 11/9 CITY OF CITY HALL Fede ,�ra � Feder 8th Avenue South �^ Federal Way, WA 98003 -6325 Way (253) 835 -7000 www ufyoffederaiwaycam PROFESSIONAL SERVICES AGREEMENT FOR LEGAL SERVICES This Professional Services Agreement ( "Agreement ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Amy J. Stephson, a sole proprietor ( "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: AMY J. STEPHSON: Amy Stephson 9725 3rd Avenue NE, Suite 600 Seattle, WA 98115 (206) 223 -7215 (telephone) (206) 525 -8314 (facsimile) The Parties agree as follows: CITY OF FEDERAL WAY: Amy Jo Pearsall, City Attorney 33325 8d' Ave. S. Federal Way, WA 98003 -6325 (253) 835 -2562 (telephone) (253) 835 -2569 (facsimile) o.pearsau(acityotteaeraiway.com 1. TERM. The term of this Agreement shall commence upon the effective date of this Agreement, which shall be September 15, 2014, and shall continue until the completion of the Work, but in any event no later than December 31, 2015 ( "Term "). This Agreement may be extended for additional periods of time upon the mutual written agreement of the City and the Contractor. 2. SERVICES. The Contractor shall perform the services more specifically described in Exhibit "A ", attached hereto and incorporated by this reference ( "Services "), in a manner consistent with the accepted professional practices for other similar services within the Puget Sound region in effect at the time those services are performed, performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. The Contractor warrants that it has the requisite training, skill, and experience necessary to provide the Services and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. Services shall begin immediately upon the effective date of this Agreement. Services shall be subject, at all times, to inspection by and approval of the City, but the making (or failure or delay in making) such inspection or approval shall not relieve Contractor of responsibility for performance of the Services in accordance with this Agreement, notwithstanding the City's knowledge of defective or non - complying performance, its substantiality 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. 4.2 Method of Payment. 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 PROFESSIONAL SERVICES AGREEMENT - 1 - 9/2012 CITY OF CITY HALL th Feder 8th Avenue South Federal Way ederat Way, WA 98003 -6325 (253) 835 -7000 www cityoffederatway cam 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. 4.3 Non - Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City will not be obligated to make payments for Services or amounts incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Services for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 5. 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 this Agreement or the acts, errors or omissions of the Contractor in performance of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury 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 immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the amount 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. 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: PROFESSIONAL SERVICES AGREEMENT - 2 - 9/2012 CITY OF CITY HALL 8th F L�r3 i d r' Way 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 w v.atyoffederatwaycorn 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 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 Contractor. 6.2. No Limit of Liability. 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 confidential 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 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 PROFESSIONAL SERVICES AGREEMENT -3 - 9/2012 CITY OF CITY HALL 33325 Federal Way Feder 8th Avenue South Federal way, WA 98003 -6325 (253) 835 -7000 www atyoffederahmay corn 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. EQUAL OPPORTUNITY EMPLOYER. In all services, programs, activities, hiring, and employment made possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by Contractor or its subcontractors of any level, or any of those entities' employees, agents, subcontractors, or representatives against any person because of sex, age (except minimum age and retirement provisions), race, color, religion, creed, national origin, marital status, or the presence of any disability, including sensory, mental or physical handicaps, unless based upon a bona fide occupational qualification in relationship to hiring and employment. This requirement shall apply, but not be limited to the following: employment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Contractor shall comply with and shall not violate any of the terms of Chapter 49.60 RCW, Title VI of the Civil Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of 1973, 49 CFR Part 21, 21.5 and 26, or any other applicable federal, state, or local law or regulation regarding non - discrimination. 13. GENERAL PROVISIONS. 13.1 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 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 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 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. PROFESSIONAL SERVICES AGREEMENT - 4 - 9/2012 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 88003 -6325 (253) 835 -7000 s ww. cifyof%derahvay corn 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 indemnification under Section 5 of this Agreement. 13.5 Execution. Each individual executing this Agreement on behalf of the City and Contractor represents and warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document. All such counterparts shall be construed together and shall 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 4 CITY OF Federal ,S�� Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY Jim Ferr yor DATE: AMY J. STEPHSON By: e:O�Awlv�� Amy J. Aepldson, Attorney at Law DATE: 4 - 201 - / STATE OF WASHINGTON) ) ss. COUNTY OF ATTEST: it Jerk, Stephanie Court ey, CMC APPROVED AS TO FORM: LtL City Attorney, Amy Jo Pearsall On this day personally appeared before me, Amy J. Stephson, to me known to be the individual described in and who executed the foregoing instrument, and on oath swore that he /she /they executed the foregoing instrument as his /her /their free and voluntary act and deed for the uses and purposes therein mentioned. GIVEN this 2Z day of 20/ 4f (typed /priaf(ed name of notary) Notary Public in and for the State of Washington. My commission expires l6 -/— e 0/7 PROFESSIONAL SERVICES AGREEMENT - 6 - 9/2012 D -1 O G � 0 Z/C co this 2Z day of 20/ 4f (typed /priaf(ed name of notary) Notary Public in and for the State of Washington. My commission expires l6 -/— e 0/7 PROFESSIONAL SERVICES AGREEMENT - 6 - 9/2012 CITY OF CITY HALL Federal Way Feder 8th Avenue South - 18 Box 9718 Federal Way, WA 98063 -9718 (253) 835 -7000 www cityoftederalway com EXHIBIT "A" SERVICES 1. The Contractor shall do or provide the following: Legal Services PROFESSIONAL SERVICES AGREEMENT - 7 - 9/2012 CITY OF CITY 8th �' 33325 8 8th Auenue South • PO Box 9718 ede, A a Federal way, WA 98063 -9718 (253) 835 -7000 www cdyoffederalway. com EXHIBIT "B" COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed Five Thousand and NO /100 Dollars ($5,000.00). 2. Method of Compensation: Hourly rate: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of the hourly labor charge rate schedule for Contractor's personnel as shown below: Amy J. Stephson $200.00/hr for Legal Services $100.00/hr for Travel Time PROFESSIONAL SERVICES AGREEMENT - 8 - 9/2012 TRAVELERSJW E)(Viib'v+ " � „ Travelers 1" Choice4 sM LAWYERS PROFESSIONAL LIABILITY COVERAGE DECLARATIONS POLIGYNO Travelers Casualty and Surety Company of America Hartford, CT 06183 (A Stock Insurance Company, herein called the Company) Important note: This is a claims -made policy. To be covered, a claim must be first made against an insured during the policy period or any applicable extended reporting period. This policy is composed of the Declarations, the Professional Liability Coverage, the Professional Liability Terms and Conditions, and any endorsements attached thereto. ITEM 1 NAMED INSURED: AMY J. STEPHSON, ATTORNEY AT LAW Principal Address: 1904 THIRD AVENUE, SUITE 1030 SEATTLE, WA 98101 -1170 ITEM 2 POLICY PERIOD: Inception Date: January 12, 2014 Expiration Date: January 12, 2015 12:01 A.M. standard time both dates at the Principal Address stated in ITEM 1. ITEM 3 ALL NOTICES PURSUANT TO THE POLICY MUST BE SENT TO THE COMPANY BY EMAIL, FACSIMILE, OR MAIL AS SET FORTH BELOW: Email: PLclaims @travelers.com FAX: 888 -460 -6622 Professional Liability Claims Manager Travelers Bond & Financial Products 385 Washington Street, MC 9275 -NB08F St. Paul, MN 55102 ITEM 4 COVERAGE INCLUDED AS OF THE INCEPTION DATE IN ITEM 2: Lawyers Professional Liability Coverage LPL -1000 Ed. 11 -08 Printed in U.S.A. Page 1 of 3 ©2008 The Travelers Companies, Inc. All Rights Reserved ITEM 5 PROFESSIONAL LIABILITY COVERAGE LIMITS Professional Services and Network and Information Security Offenses Coverage Limits: $1,000,000 for each Claim; not to exceed $2,000,000 for all Claims Publishing and Non - profit Services Coverage Limits: $500,000 for each Claim; not to exceed $500,000 for all Claims Deductible: $2,500 each Claim N/A all Claims Retroactive Date: January 12, 2001 Knowledge Date: January 12, 2011 ITEM 6 ADDITIONAL BENEFITS LIMITS: Crisis Event Expenses Limits: $10,000 for each Crisis Event $30,000 for all Crisis Events Disciplinary or Regulatory Proceeding Expenses Limits: $25,000 for each Disciplinary or Regulatory Proceeding $50,000 for all Disciplinary or Regulatory Proceedings ITEM 7 PREMIUM FOR THE POLICY PERIOD: $3,188.00 Policy Premium ITEM 8 OPTIONAL EXTENDED REPORTING PERIODS: Additional Premium Percentage: Additional Months: 125% 12 185% 24 200% 36 250% 60 300% Unlimited LPL -1000 Ed. 11 -08 Printed in U.S.A. Page 2 of 3 02008 The Travelers Companies, Inc. All Rights Reserved PTC-1 001 -1108; LPL - 10011108; PTC- 3047 -1108; PTC- 2003. -1108; PTC- 2017 - 1108; PTC- 2035 -1108; PTC 2067 -0411 The Declarations, the Professional Liability Terms and Conditions, the Professional Liability Coverage, and any endorsements attached thereto, constitute the entire agreement between the Company and the Insured. ef�e4�01�� I . Coun ersigned By IN WITNESS WHEREOF; the Company has caused this policy to be signed by its authorized officers, mite Executive Vice President Corporate Secretary LPL -1000 U11-08 Printed in U.S.A, Page 3 of 3 02008 The Travelers Companies, Inc. All Rights Reserved StateFarm . • ••a G C9 0 s STATE FARM FIRE AND CASUALTY COMPANY A STOCK COMPANY WITH HOME OFFICES IN BLOOMINGTON, ILLINOIS RENEWAL DECLARATIONS Po Box 5000 Dupont, WA 98327 -5000 Named Insured AT2 003922 3125 STEPHSON, AMY J 1904 3RD AVE STE 1030 SEATTLE WA 98101-1170 IN Policy Number 98 -CN- 4763.5 Policy Period Effective Date Expiration Date K-1 5-2951 -FC1 4 F U 12 Months MAR 1 2014 MAR 1 2015 The poll y period begins and ends at 12:01 am standard time at a premises location. 11L11111111111�11' I�I�II��' IIII�IIII��� '���111L�11�11111 "III�I Office Policy Agent and Mailing Address Kl�RRIE DUBOSE 1530 WESTLAKE AVE N STE 100 SEATTLE WA 98109 -3011 PHONE: (206) 971 -5400 Automatic Renewal - If the policy period is shown as 12 months, this policy will be renewed automatically subjectto the premiums, rules and forms in effectfor each succeeding policy period. If this policy is terminated, we will give you and the Mortga gee/Lien holder written notice in compliance with the policy provisions or as required by law. Entity: Individual NOTICE: Information concerning changes in your policy language is included. Please call your agent if you have any questions. POLICY PREMIUM Minimum Premium Discounts Applied: Renewal Year Years in Business Protective Devices Sprinkler Claim Record $ 390.00 Prepared JAN 13 2014 © Copyright, State Farm Mutual Automobile Insurance Company, 2008 CMP -4000 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 025029 294 1 Continued on Reverse Side of Page Page 1 of 8 E 530-5898.2 05-31 -2011 (01f3231c StateFartr • ••o RENEWAL DECLARATIONS (CONTINUED) Office Policy for STEPHSON AMY J Policy Number 98 -CR- 4763 -5 SECTION II - LIABILITY M 25029 ❑ s ° LIMIT OF COVERAGE T INSURANCE ° ° Coverage L - Business Liability $1,000,000 Coverage M - Medical Expenses (Any One Person) $10;000 Damage To Premises Rented To You $300,000 CMP -4786 LIMIT OF AGGREGATE LIMITS INSURANCE Products /Completed Operations Aggregate Excluded General Aggregate $2,000,000 Each paid claim for Liability Coverage reduces the amount of insurance we provide during the applicable annual period. Please refer to Section II - Liability in the Coverage Form and any attached endorsements. Your policy consists of these Declarations, the BUSINESSOWNERS COVERAGE FORM shown below, and any other forms and endorsements that apply, including those shown below as well as those issued subsequent to the issuance of this policy. FORMS AND ENDORSEMENTS CMP -4102 Businessowners Coverage Form FE- 6999.1 *Terrorism Insurance Cov Notice CMP -4247 Amendatory Endorsement CMP -4721 Ex Personal Advertising Injury CMP -4788 Addl Insd Mgrs Lessor of Prem CMP -4786 Addl Insd Owners Lessee Sched CM P-4845 Excl Product Comp Operatn Liab CMP- 4819.1 Unauthorized Business Card Use CMP -4706 Back -Up of Sewer or Drain CMP -4704 Dependent Prop Loss of Income CMP -4710 Employee Dishonesty CMP -4709 Money and Securities CMP -4703 Utility Interruption Loss Incm Prepared JAN 13 2014 © Copyright, State Farm Mutual Automobile Insurance Company, 2008 CMP -4000 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 025031 294 Continued on Reverse Side of Page E Page 5 of 8 State Farm Mutual Automobile Insurance Company PO Box 5000 DuPont, WA 98327 -5000 AT1 A -2951 A RAPALEE, BRIAN & STEPHSON, AMY J 6215 26TH AVE NE SEATTLE WA 98115 -7109 Policy Number: 225 4169- A21 -47N Policy Period: July 21, 2014 to January 21, 2015 Vehicle: 2014 TOYOTA PRIUS Principal Driver: AMY J STEPHSON CONVENIENT PAYMENT OPTION: To use State Farm's 50 -50 payment plan, submit one half of your premium plus a $2.00 handling charge. The balance will be due 60 days after your renewal date. This policy expires on the date due if premium is not paid. Your policy has the Guaranteed Renewal Endorsement. When you provide a check as payment, you authorize us either to use information from your check to make a AUTO RENEWAL AMOUNT DUE: $553.83 Payment is due by July 21, 2014 Your State Farm Agent KARRIE DUBOSE Office: 206-971-5400 Address: 1530 WESTLAKE AVE N STE 100 SEATTLE, WA 98109 -3011 If you have anew or different car, have added any drivers, orhave moved, please contact your agent. one -time electronic fund transfer from your account or to process the payment as a check transaction. When we use information from your check to make an electronic fund transfer, funds may be withdrawn from your account as soon as the same day we receive your payment, and you will not receive your check back from your financial institution. Policy Number: 225 4169- A2147N Page number 1 of 4 Prepared June 16, 2014 1004583 + Please fold and tear here r 143562 200 09 -07 -2012 Power To Pay Online Mobile ® Mail Call mated line: 1- 800 - 206-971-5400 ® Walk o Your Wa PC or Download our ,��; Send us Automated line: 1- 800 -440 -0998 See your Way mobile devices Pocket Agent App a check Key code: 5577445752 State Farm Agent c° Insured: RAPALEE, BRIAN & STEPHSON, AMY 1509408120 Policy Number: 225 4169- A21 -47N Insurance Suppport Center P.O. Box 680D01 Amount Due: $553.83 Dallas, TX 75368 -0001 Please pay by July 21, 2014 1' 111" 1' 11 Jill ' 11111111���1�I "�I��I'It1111'11'I' Make payment to State Farm For Office Use Only AUTO REN $553.83 0812 2 -A2 A 2951 -FC14 APP DT 08 -30 -2014 MUTL VOL 30027891 259420200055383 747200225416911115> FV(STFIM VEHICLE INFORMATION Review your policy information carefully. If anything is incorrect, or if there are any changes, please let us know right away. How is this vehicle normally used? Vehicle Identification National average: 12,000 miles driven Vehicle Description Number (VIN) Who principally drives this vehicle? annually per vehicle 2014 TOYOTA PRIUS JTDKN3DU4E1758661 AMY STEPHSON, a married female, who Business. Driven 12,000 miles or less will be age 64 as of July 21, 2014. annually. Other Household Vehicle(s) Your premium may be influenced by other State Farm policies that currently insure the following vehicle(s) in your household: 2005 SCION XA 2002 DODGE VAN ROAD TREK Premium Adjustment Each year, we review our medical payments and personal injury protection coverages claim experience to determine the vehicle safety discount that is applied to each make and model. In addition, we review the comprehensive, collision, bodily injury and property damage claim experience DRIVER INFORMATION Assigned Driver(s) The following driver(s) are assigned to the vehicle(s) on this policy. Name annually to determine which makes and models have earned decreases or increases from State Farm's standard rates. If any changes result from our reviews, adjustments are reflected in the rates shown on this renewal notice. Age as of Marital July 21, 2014 Gender Status AMY J STEPHSON 64 Female Married Policy Number: 225 4169- A21 -47N Page number 2 of 4 Prepared June 16, 2014 Other Household Driver(s) In addition to the Principal Driver(s) and Assigned Driver(s), your premium may be influenced by the drivers shown below and other individuals permitted to drive your vehicle. This list does not extend or expand coverage beyond that contained in this automobile policy. The drivers listed below are the drivers reported to us that most frequently drive other vehicles in your household. BRIAN W RAPALEE Principal Driver & Assigned Drivers For each automobile, the Principal Driver is the individual who most frequently drives it. Each driver is designated as an Assigned Driver on the household automobile that he or she most frequently drives. Q • � e Your premium may be influenced by the information shown for these drivers. COVERAGE AND LIMITS See your policy for an explanation of these coverages A Liability Bodily Injury 1,000,000/1,000,000 Property Damage 1,000,000 $213.53 P2 Personal Injury Protection Includes Medical 25,000 Income Loss 200 /wk/lyr $30.61 D Comprehensive $48.86 G 500 Deductible Collision $111.32 H Emergency Road Service $4.20 R1 Car Rental & Travel Expense 80% Per Day, $500 Max $7.55 U Underinsured Motor Vehicle Bodily Injury 1,000,000/1,000,000 $131.66 U1 Underinsured Motor Vehicle Property Damage 1,000,0 $1.80 S Death Indemnity $4.30 If any coverage you carry is changed to give broader protection with no additional premium charge, we will give DISCOUNTS These adjustments have already been applied to your premium. you the broader protection without issuing a new policy, starting on the date we adopt the broader protection. Multiple Line ✓ Multicar ✓ (continued on next page) Policy Number: 225 4169- A21 -47N Page number 3 of 4 Prepared June 16, 2014 r DISCOUNTS continued Vehicle Safety ✓ Accident -Free ✓ Annual Mileage ✓ SURCHARGES AND DISCOUNTS AUTOMOBILE RATING PLAN - Applies to private passenger cars only. Accident -Free Discount - Once your policy has been in force for at least three years with no chargeable accidents, you may qualify for our Accident -Free Discount. Once you qualify, this discount applies as long as there are no chargeable accidents, and may even increase over time. Good Driving Discount - Newer policyholders who do not yet qualify for our Accident -Free Discount (available after three years with no chargeable accidents) may already be receiving a Good Driving Discount. This discount continues to apply until your policy qualifies for the Accident -Free Discount as long as there are no chargeable accidents and no new drivers. If you add new drivers, they must also qualify in order for your Good Driving Discount to continue. Chargeable Accidents - For new business rating, an accident is chargeable if it results in $750 or more of damage to any property. For renewal business, an accident is chargeable as of the date State Farm pays at least $750 (for accidents occurring on or after April 1, 1999) under ADDITIONAL INFORMATION If the above information is incomplete or inaccurate, or if you want to confirm the information we have in our records please contact your agent. property damage liability and collision coverages for an at -fault accident. Surcharges - If there are chargeable accidents, you may lose your Good Driving Discount or Accident -Free Discount and receive accident surcharges. But if the accident is the first to become chargeable in nine years and this policy has been in force for at least that long, the Accident -Free Discount will continue and no surcharge will apply. The surcharge for each accident depends upon the number and timing of the accidents, and each accident surcharge will remain in effect up to three years. Surcharges will be removed if the company is given satisfactory evidence that the driver involved is no longer a member of the household or will not be driving the car in the future. If that driver is insured on another State Farm policy, his or her driving record will be considered in the rating of the other policy. These discounts and surcharges do not apply to all coverages. For complete details, see your State Farm agent. Young drivers "steer clear" for discounts If your household includes a driver under age 25 who is rated on a qualifying State Farm® auto policy and has had no accidents or violations in the past three years, ask your agent about our Steer Clear® Safe Driver program *. You can earn a substantial discount on your policy premium if the young driver qualifies and successfully completes this program. This program does not teach driving skills like a driver education course. Instead, it helps build road - worthy habits and promotes a healthy attitude toward driving. To complete the program, the driver must complete a Self- Assessment Survey and an extensive driver's log to document driving experiences. These activities demonstrate how driving is a complex skill, requiring focus, awareness of other drivers and roadway hazards, and the understanding that everyone has a responsibility to each other to drive safely. Drivers under age 19 must also watch a video presentation and have parent or guardian participation. To get more information about our Steer Clear Safe Driver program, please contact your State Farm agent. * In some states, certain accidents and moving violations may not disqualify you. Policy Number: 225 4169- A21 -47N Page number 4 of 4 Prepared June 16, 2014