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AG 15-045 RETURN TO: 5hutynA, EXT: 2,703 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS/ 2. ORIGINATING STAFF PERSON: JC Jn k EXT: 2724 3. DATE REQ.BY: T S44 4. TYPE OF DOCUMENT(CHECK ONE): J ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE (�' ❑ RESOLUTION CONTRACT AMENDMENT(AG#): I6--.0 ( ❑ INTERLOCAL OTHER 2 q,�� n� / Q� ��]� (/,/ J/ 5. PROJECT NAME: 5 ✓Z* ' S�1�Y�ceT v Pr et1 e'er`'hr , �'`"v Las 6. NAME OF CONTRACTOR: / # v---6( I nG• ADDRESS: 1 I i Ail∎' iJ■ .I0 ;01 TELEPHONE:(2c3)ZIG •a7zQ E-MAIL: FAX: E SIGNATURE NAME: cn 5 6 tU4€/r• TITLE:Tre6id 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 CFW LICENSE# 11 -10607.2. BL2.110/,EXP. 12/31/ �� UBI# Ow 130 �'�' ,EXP. 5/4V/)6 8. TERM: COMMENCEMENT DATE: � 5 COMPLETION DATE: 4, 11 1'5 9. TOTAL COMPENSATION:$ 01,0911,0- koehetli4eJ (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑YES ❑NO IF YES,$ PAID BY: ❑CONTRACTOR ❑CITY ❑ PURCHASING: PLEASE CHARGE To: 30&• /�1`!DO• 16114s-4'7/5. 3r. 411 10. DOCUMENT/CONTRACT REVIEW INITI,L/DATE REVIEWED INITIAL/DATE APPROVED 11 (1 )(PROJECT MANAGER �� ipk.DIVIS ION MANAGER .n iet DEPUTY DIRECTOR .+ , 3 W DIRECTOR ! ��n o RISK 3/214 N AW DEPTAGEMENT ([F APPLICABLE) ^ 3054 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING nn��� �'D /� SENT TO VENDOR/CONTRACTOR DATE SENT: 21 (i5 DATE REC'D: ( D i LICENSE ,EXHIBITS INSURANCE CERTIFICATE,L[C U ATTACH: SIGNATUREAUTHOR[TY,INSURANC > INITIAL/DATE SIGNED I.4 1(1 A) LAW DEPT $ G ��t lit SIGNATORY(CM OR DIRECTOR) dtaMPZIET CITY CLERK Ij/�iiftlg 1���5-�� ASSIGNED AG# AG• � fA" JI SIGNED COPY RETURNED DATE SENT: ),' 1L. RETURN ONE ORIGINAL COMMENT,�.�, . '�`'�f�,qA EXECUTE`[/lr ORIGINALS `A YYV *c eP VY,• ��_ NO J(v; P kd v Q de, d .0 re- ,-q a JP v... Alto. 11 40116, CITY OF CITY 8t L 33325 8th Avenue South Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www cityofederalway corn AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENET FOR S 324TH ST PRESERVATION PROJECT SURVEY SERVICE This Amendment ("Amendment No. 1") is made between the City of Federal Way, a Washington municipal corporation("City"),and MacKay Sposito,Inc.,a Washington corporation("Contractor").The City and Contractor (together"Parties"), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for S 324th St Preservation Project Survey Service("Agreement")dated effective February 2,2015 as follows: 1. AMENDED TERM.The term of the Agreement,as referenced by Section 1 of the Agreement and any prior amendments thereto, shall be amended and shall continue until the completion of the Services,but in any event no later than April 17, 2015 ("Amended Term"). 2. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto,not modified by this Amendment,shall remain in full force and effect.Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments,as it existed prior to this Amendment.The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment,which is binding on the parties of this contract. [Signature page follows] City of Federal Way Amendment No. 1 S 324th St Preservation Project Survey Service - 1 - 3/2015 41111h6. CITY OF CITY HALL Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityaffederatway corn IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY ATTEST: By: __ Lt. ,►i_ ALkALLL/ C Jim F: : 1, ayor S -rk, Stephanie Cou i CMC DATE: 7 APPROVED AS TO FORM: C .-vrlCity Attorney, Amy Jo Pearsall MACKAY SPOSITO, INC. BY: -%%%I4 , / //i�%.a%. ' Tim Schair resi'nt and CEO 33400 8th A enue S, Suite 130 Federal Way, WA 98003 DATE: STATE OF WASHINGTON ) ,�, ) ss. COUNTY OF fw'n ) On this day personally appeared before me Tim Schauer, to me known to be the President and CEO of Mackay Sposito, Inc., that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this 6 , day of i °.",A.ft , 2016 E�G� Notary's signature � Notary's printed name �i f/` A1111 ,3 Nota ,iin and fo t - 'tate of Washington. MARCELLA L. MCCOY My commission expires 15 /AP Ig Notary Public ■ State of Washington My Commission Expires February 15, 2018 Amousinessearispoemeee City of Federal Way Amendment No. 1 S 324th St Preservation Project Survey Service - 2 - 3/2015 Corporations: Registration Detail Page 1 of 1 MACKAY&SPOSITO,INC. UBI Number 600130437 Category REG Profit/Nonprofit Profit Active/Inactive Active State Of Incorporation WA WA Filing Date 05/27/1974 Expiration Date 05/31/2015 Inactive Date Duration Perpetual Registered Agent Information Agent Name AW WASHINGTON SERVICES INC Address 601 UNION ST STE 1501 City SEATTLE State WA ZIP 98101 Special Address Information • Address • City State Zip Governing Persons Title Name Address Director COLE,BRYAN 1325 TECH CENTER DR STE 140 VANCOUVER,WA 98683 Director DIAZ,HENRY 1325 TECH CENTER DR STE 140 VANCOUVER,WA 98683 President SCHAUER,TIMOTHY 1325 TECH CENTER DR STE 140 VANCOUVER,WA 98683 Secretary,Director SCHAUER,LISA 1325 TECH CENTER DR STE 140 VANCOUVER,WA 98683 Treasurer,Chairman SCHAUER,TIMOTHY 1325 TECH CENTER DR SUITE 140 VANCOUVER,WA 98683 Vice President,Director SMITH,DERRICK 1325 TECH CENTER DR STE 140 VANCOUVER,WA 98683 • http://www.sos.wa.gov/corps/search detail.aspx?ubi=600130437 3/19/2015 CSDC eNtraprise - City of Federal Way's Online Services Page 1 of 1 r - -.�, :�:,.. Federal Way , A CITY Of lil ' '''''''-:,;/Pt'','II.'', -- '-: --- vi._ WASH1N ya .,I., 'TION _:1*.p.'s< 5 .-,4 "-a + ■ a $ INSIDE CITY HALL SERVICES DOING 8)(<. NESS (:)t!H C(.)MMl-UNI t i Online Permitting PERMIT/BUSINESS DETAILS e-Permits HOME Reference File Application Expiration ID Name Description Sub Type Work Type Name Status Date Issue Date Date • Terms&Conditions 11 105072 000 00 Business Business Professional MACKAY a SPOSITO, Jan 5, BL Registration Establishment Services INC Open Dec 22,2011 2012 Dec 31,2015 PUBLIC INFORMATION PROPERTY DETAILS Number Pre. Street Street Dir Suite Suite City State Zip Legal De ▪ Locate a Business Type Type Number 33400 8TH AVE S Unit 130 FEDERAL WAY WA 98003 • Permits Information PEOPLE DETAILS • Issued Permits Desc. Org.Name Address City State Zip Phone# • Contractor Search Applicant MACKAY a SPOSITO,INC 33400 8TH AVE S STE 130 VANCOUVER WA 98683 (253)205-8700 Business Owner MACKAY Ft SPOSITO,INC 33400 8TH AVE S STE 130 VANCOUVER WA 98683 (253)205.8700 Business Owner 33400 8TH AVE S SUITE 130 FEDERAL WAY WA 98003 (360)904-5181 REGISTERED Mailing Address MACKAY ft SPOSITO,INC 33400 8TH AVE S STE 130 VANCOUVER WA 98683 (253)205-8700 USERS BUSINESS INFO • Apply for Permit • Info.Desc. Value • View My Permits Business Ownership Type Corporation S.I.C.Code 8710-Engineering/Architectural a Survey Services • Request Inspection Gambling on Premises? NO Gambling includes Card Games/Rooms? No • New Registration Liquor Served on Premises? NO Liquor and<50%Dedicated Dining Area? No • Update Registration Number of Full-Time Employees in City 7 Business Phone Number 2532058700 ▪ L in Number of Part-Time Employees in City 1 Date Business To Start in FW Dec 15,2011 PERMIT/LICENSE FEE(S) Fee Desc. Fee Amount Balance LIC-BUSINESS LIC.(1530) $75.00 $0.00 LIC-BUS.LICENSE RENEWAL(1532) $50.00 $0.00 LIC-PENALTY-BUSINESS LIC.(1590) 55.00 $0.00 LIC-BUS.LICENSE RENEWAL(1532) $50.00 $0.00 LIC-BUS.LICENSE RENEWAL(1532) $50.00 $0'00 PROCESSES AND NOTES it of Process Description Status Schedule Date Start Date End Date Assigned Staff Attempts Application Received-BL Closed Dec 22,2011 Dec 22,2011 Dec 22,2011 Jeri-Lynn Clark(253-835-2526) 0 Application Routing Closed Dec 22,2011 Dec 22,2011 Dec 22,2011 Jeri-Lynn Clark(253-835-2526) 0 Planning Review Closed Dec 22,2011 Jan 5,2012 Jan 5,2012 Lee Bailey(253-835.2620) 0 Renewal Notice Closed Oct 23,2012 Jan 11,2014 Jan 11,2014 Debora Hall(253-835-2526) 0 Pre-Issuance Processing-BL Closed Jan 5,2012 Jan 5,2012 Jan 5,2012 Jeri-Lynn Clark(253-835-2526) 0 Renewal Processing Completed Closed Feb 12,2013 Jan 11,2014 Jan 11,2014 Debora Hall(253-835-2526) 0 Back Powered by CSDC's AMANDA Q is ti Tome I omit I Email ' Contact Us I Employee Resources l Copyright Notices 1 Accessibility I Sitemap , Translate 33325 3ih Ave So&.)ti.Federal Way,'AA 98003,253-8357000 Powered by C1vicPtus http://epermits.cityoffederalway.com/AMANDAS/eNtraprise/Federal Way/public/public_£.. 3/19/2015 RETURN TO: Jessica EXT: oZ-1 O� CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS/ SY 2. ORIGINATING STAFF PERSON: ,Ue tIU l�1f� EXT: 0�1 a 3. DATE REQ.BY: 4. TYPE OF DOCUMENT(CHECK ONE : J ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT(AG#): ❑ INTERLOCAL ❑ OTHER 5. PROJECT NAME: S M 4 ' . 47Ye5eYV 0.'l 0 {7r01 P.C.,t S Uf VC j Se rV(cc 6. NAME OF CONTRACTOR: Mac. SppgCtU I Li C.. J ADDRESS: "354tit 0 $;h Avt. I Sui+c. 130 , FW i WA 41Y-tb3 TELEPHONE: (25 5)205 -J700 E-MAIL: FAX: SIGNATURE NAME: Ti wl Sc - TITLE:- r[sI c(errt 4 UFO O 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE#I 1 105 Di 2. BL,EXP. 12/31/144 UBI#Io001 Su 43"7 ,EXP. 6 /31 / IC 8. TERM: COMMENCEMENT DATE: Upon Cpctc.uiiorl COMPLETION DATE: 2/9 1s 9. TOTAL COMPENSATION:$ 0, Off"}.0 D (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 X NO IF YES,$ PAID BY: ❑CONTRACTOR ❑CITY ❑ PURCHASING: PLEASE CHARGE To: 10. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED A PROJECT MANAGER - Lq DIVISION MANAGER INFAMY 4"1 tit DEPUTY DIRECTOR i/�-"I 1N DIRECTOR i asiaMe li ❑ RISK MANAGEMENT (IF APPLICABLE) Lk LAW DEPT G 12 1`1H -SAMW Ab taw ® Ifd/1Sgizlisi(f 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 1 1131 11 DATE REC'D: I/a7/15 ❑ ATTACH: SIGNATURE AUTHORITY,INSURANCE CERTIFICATE,LICENSES,EXHIBITS Ihd)IA /DATE SIGNED `7EE LAW DEPT Li" lid- 7 if ❑ CHIEF OF STAFF ���4, ��t [� �I SIGNATORY AYO6 OR DIRECTOR) et-, j ffj /04 �4//0/� 4� CITY CLERK `, - ,I 5- [(ASSIGNED AG# AG- Ma ' X SIGNED COPY RETURNED DATE SENT: ) v ET ONE R[JG�NA e, - :'�U,� COMMENTS: 60.4"� (S I /`� / , EXECUTE "ORIGINALS �r^ /� ' ee (kkik r l' c ,t ,)-f 8 V\ ?5-4 11/9 CITY OF CITY HALL Federal Wa 253:8s 53 8x7000 ue South y Federal Way,WA 98003 6325 www cityoffederafway corn PROFESSIONAL SERVICES AGREEMENT FOR S 324TH ST PRESERVATION PROJECT SURVEY SERVICE This Professional Services Agreement ("Agreement")is made between the City of Federal Way, a Washington municipal corporation ("City"), and MacKay Sposito, Inc., a Washington corporation ("Contractor"). The City and Contractor (together"Parties") are located and do business at the below addresses which shall be valid for any notice required under this Agreement: MACKAY SPOSITO, INC. CITY OF FEDERAL WAY: Tim Schauer,President and CEO Jeff Huynh, Street Systems Engineer 33400 8`"Ave. South, Suite 130 33325 8t'Ave. South Federal Way,WA 98003 Federal Way,WA 98003-6325 (253)205-8700(telephone) (253) 835-2721 (telephone) (360) 695-0833 (facsimile) (253) 835-2709 (facsimile) tschauer @mackaysposito.corn Jeff.huynh @cityoffederalway.corn The Parties agree as follows: 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 February 16, 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 Tei in. 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 City of Federal Way - 1 - S 324th St Preservation Project Survey Services 12/2014 CITY OF 3C3I HALL Feder 8th Avenue South Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederafway corn specified by the City, including a description of what Services have been performed, the name of the personnel performing such Services, and any hourly labor charge rate for such personnel. The Contractor shall also submit a final bill upon completion of all Services. Payment shall be made on a monthly basis by the City only after the Services have been performed and within thirty (30) days after receipt and approval by the appropriate City representative of the voucher or invoice. If the Services do not meet the requirements of this Agreement, the Contractor will correct or modify the work to comply with the Agreement. The City may withhold payment for such work until the work meets the requirements of the Agreement. 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. City of Federal Way - 2 - S 324th St Preservation Project Survey Services 12/2014 CITY OF CITY HALL Federal Way 33325 d 8th Avenue Feeral Way,WA 988003 003 -6325 (253)835-7001 WWW cityoftederalway com 6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Contractor, their agents, representatives, employees or subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as follows: 6.1. Minimum Limits. The Contractor agrees to carry as a minimum, the following insurance, in such forms and with such carriers who have a rating that is satisfactory to the City: a. Commercial general liability insurance covering liability arising from premises, operations, independent contractors, products-completed operations, stop gap liability, personal injury, bodily injury, death, property damage, products liability, advertising injury, and liability 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 City of Federal Way - 3 - S 324th St Preservation Project Survey Services 12/2014 CITY OF CITY HALL ilk. 8th Avenue South 'tee era l Way Federal Way,WA 98003-6325 (253) 835-7000 www cltyoflederarway_com authorized representative,the State Auditor, or other governmental officials authorized by law to monitor this Agreement. 10. INDEPENDENT CONTRACTOR. The Parties intend that the Contractor shall be an independent contractor and that the Contractor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Contractor sick leave, vacation pay or any other benefit of employment, nor to pay any social security or other tax which may arise as an incident of employment. Contractor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Contractor's own risk, and Contractor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. The Contractor shall pay all income and other taxes due except as specifically provided in Section 4. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Contractor, shall not be deemed to convert this Agreement to an employment contract. If the Contractor is a sole proprietorship or if this Agreement is with an individual, the Contractor agrees to notify the City and complete any required form if the Contractor retired under a State of Washington retirement system and agrees to indemnify any losses the City may sustain through the Contractor's failure to do so. 11. CONFLICT OF INTEREST. It is recognized that Contractor may or will be performing professional services during the Term for other parties; however, such performance of other services shall not conflict with or interfere with Contractor's ability to perform the Services. Contractor agrees to resolve any such conflicts of interest in favor of the City. Contractor confirms that Contractor does not have a business interest or a close family relationship with any City officer or employee who was, is, or will be involved in the Contractor's selection, negotiation, drafting, signing, administration,or evaluating the Contractor's performance. 12. 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 f or otherwise affect any of the provisions of this Agreement. Any provision of this Agreement that is declared modify g Y Y p g Yp 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 City of Federal Way - 4 - S 324th St Preservation Project Survey Services 12/2014 CITY OF CIT2 HALL Federal Way Federal Way,WA 98003-6325 (253)835-7000 www cityoffederalway corn Party. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. Subject to the foregoing, the rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 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] City of Federal Way - 5 - S 324`h St Preservation Project Survey Services 12/2014 CITY OF CITY HALL �., Federal Way Feder 8th Avenue tl, Federal Way,WA 98003-6325 (253) 835-7000 www crtyaffederahuay can IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY ATTEST: Jim Ferrell, Mayor r try lerk, Stephanie C 10 ney, CMC WdWAJir DATE: APPROVED AS TO FORM: 1 4 I ii;17- far City Attorney, Amy Jo Pearsall MACKAY SPOSITO, INC. / Tim Sc . er, resi.i nt and CEO 33400 8 4_ -e. Sout , Suite 130 Federal Way, WA 98003 DATE: / iJ1 20/ r STATE OF WASHINGTON ) ss. COUNTY OF Lk* ) On this day personally appeared before me Tim Schauer, to me known to be the President and CEO of MacKay Sposito, Inc., that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this 1, GD day of 4 , , 206 II Notary's signature 1 001ENA i Notary's printed name � � �,.= �. c�TEN/{F��i,� �: 5s10N '+'%. Notary Public in and for the State of Washington. 4. 'O�z My commission expires $ —12--II s lo NOTAl�y�N • • ®N,7 PUBLIC �.��.SGC� do;.•' : ® � ST12,•..•G'' ' F City of Federal Way - 6 - S 324th St Preservation Project Survey Services 12/2014 CITY OF CITY HALL �e era �a 33325 8th Avenue South• 18 Box 9718 Federal Way,WA 98063-9718 (253)835-7000 www cityoflederalway corn EXHIBIT "A" SERVICES MacKay Sposito, Inc. S 324t" St Preservation Project Survey Services The Contractor shall provide a detailed topographic survey for S 324`h St from Pacific Hwy S to S 322nd St as per attached plans to include sidewalks and wheelchair ramps. The survey will be completed using the latest available survey equipment (e.g., survey total station, etc.). The project survey control will be based on City of Federal Way control point in the nearby area or be obtained by GPS static observations and OPUS Solutions tying coordinates and elevations to City of Federal Way Plane horizontal datum and NGVD29 vertical datum. Electronic files in AutoCAD 2015 format will be submitted at the completion of the work or as otherwise directed by the Project Engineer. All topographic features within the project limit will be located horizontally and vertically including existing curbs, sidewalks and wheelchair ramps per attached plans as Appendix A. Preconstruction Coordination 1. Schedule and conduct coordination meeting and field review with the Engineer. Collection and Recording 1. Elevation of existing back of sidewalk, top of curb, and edge of gutter line and pavement. 2. Elevation of existing back of wheelchair ramp, top of curb, and edge of pavement. These services are based upon the understanding that the City will contract directly with the Contractor and will be actively involved in the survey data collecting process. MacKay Sposito, Inc. will not perform services requiring compensation beyond the agreed to contract amount without written authorization from the City. The services and compensation under this agreement are based on a standard five-day work week and standard eight-hour workday. 1 I City of Federal Way - 7 - S 324th St Preservation Project Survey Services 12/2014 CITY OF CITY HALL . Federal Way 33325 8th Avenue South•PO Box 9718 Federal Way,WA 98063-9718 (253)835-7000 www cityotfederaiway corn EXHIBIT "B" COMPENSATION 1Total Compensation: In return for the Services described in Exhibit"A", the City shall pay the Contractor an amount not to exceed Two Thousand Twenty-Seven and No/100 Dollars ($2,027.00) City of Federal Way - 8 - S 324th St Preservation Project Survey Services 12/2014 APPENDIX A SURVEY LOCATIONS AND DETAILS Q lia Q ].LVAI1d :. /' S3A' � : � O ii fillr-r"." --- r O :� N a as CO) 11 I Fill N M co t -5 ID lo el c Y_CO I1 M HI I In 0 to (A . _: III II iI II iI Ii II ii iI II iI o = o . _ _ ( - iinuuuuuuuuuu �� I O I N o N o co+ co 0_ I I- _ ° 0 I + 1 V y N M Ch I .. 05 ill 1 ;1i II II I I III Ili>.. .� 8 Awl I IlIJ) O O co N N 0 1 0- 0 I + 0 0 H I � ail m I1VAIId g. / 7 IM is- to 0 0 0 + O4 I + O N � ci I ti co Is I- 3jyiNd UMU cs? 1 ..-. m _, -.,1 -: nu NII ,∎ t",. - ' 1 0-t) .. - IN- ch i 1 im gin N 8y M N. S I Ca I 0 O I + I I 0 I I/ I 'co'i 4'. \ N N al0 N NI' ,,,,, FM RI ..„ N C) 9\ Ch N k \ i It b IIIIIaiiiiiii........ 2.. '''''' ''''''''''--,,,,,\,,,,,,,,___.:ob.,,,,,"1,'.\\,44,.,,,,z,,,,,i,//', .' /, \ ■ 1 • 1;-Q + O O 8 Hci5N, t `— iim El 1, Ii 0 11 r6 3l I . mi. a + I CO Al) 4— 0 I N 0) CU Z i N . N Cl f s i r i a t 9 e CD 666€3 Q / .-...•,;-......... a • :TV J ,.,., aR , `, - - _ — N W --lta 40410' Ni A l'- 1,s H H . trZr S li_ �,�■141 OP ID: MA ACORO" I DATE(MM/DD/YYYY) �� CERTIFICATE OF LIABILITY INSURANCE 01/26/2015 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 CONTACT Davidson&Assoc Insurance PHON: 610 Esther St Ste 101 (A/CC.N o,Ext): FAX No): Vancouver,WA 98660 E-MAIL Tony Johnson ADDRESS: PRODUCER MACKA-1 CUSTOMER ID#: INSURER(S)AFFORDING COVERAGE NAIC# INSURED Mackay Sposito INSURER A:Travelers Indemnity Company 25666 dba: Mackay&Sposito Inc. Tim Schauer INSURER B:CNA 1325 SE Tech Center Dr Ste140 INSURER c_ _ Vancouver,WA 98683 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSR WVD POLICY NUMBER (MM/DD/YYYY) (MM/DDIYYYY) GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X AL LIABILITY X 6801465R248 05/31/2014 05/31/2015 DAMAGE ES TO(Ea RENTED occurrence) $ 300�000 COMMERCIAL GENERAL PREMIS CLAIMS-MADE f X OCCUR MED EXP(Any one person) $ 5,000 X OCP 6801465R248 05131/2014 05/31/2015 PERSONAL&ADVINJURY $ 1,000,000 X STOP GAP-WA 68014658248 05131/2014 05/31/2015 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 POLICY X JECOT LGC Stop Gap $ 1,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 A X ANY AUTO BA1519R231 05/31/2014 05/31/2015 (Ea accident) BODILY INJURY(Per person) $ ALL OWNED AUTOS BODILY INJURY(Per accident) $ X SCHEDULED AUTOS X HIRED AUTOS (ER ACCIDEAGE $ X NON-OWNED AUTOS Comp ded $ 500 Coll ded $$$$$$$$$$ 500 X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 5,000,000 A CUP002275R997 05/31/2014 05/31/2015 DEDUCTIBLE FLLW FORM $ INCLUDED X RETENTION $ None (( $ WORKERS COMPENSATION X (TORY IM TS I ER_ AND EMPLOYERS'LIABILITY A ANY PROPRIETOR/PARTNER/EXECUTIVE Y/ 1 N/A UB3496T449 05/31/2014 05/31/2015 E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) OR/UT/ID E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 B PROFESSIONAL LIAB AEH591857778 05131/2014 05131/2015 PL LIMIT 3,000,000 B POLLUTION AEH591857778 05/31/2014 05/31/2015 POLLUTION INCLUDED DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) RE:S 324th Street Preservation Survey Services City of Federal Way is additional insured when required by written contract an subject to policy provisions.Additional insured wording does not apply to rofessional Liabilipty. CERTIFICATE HOLDER CANCELLATION CITYOFF SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Federal Way THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 33325 8th Ave South ACCORDANCE WITH THE POLICY PROVISIONS. Federal Way,WA 98003 AUTHORIZED REPRESENTATIVE I ( G ©1988-2009 ACORD CORPORATION. All rights reserved. ACORD 25(2009/09) The ACORD name and logo are registered marks of ACORD