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AG 15-063RETURN TO: PW ADMIN EXT: 2700 ID #:511(0 CITY OF FEDERAL WAY LAW DEPARTMEN T ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS / y i`cr ,, 2. ORIGINATING STAFF PERSON: (2. ' 1 \� \ EXT: 2.1 k3 3. DATE REQ. BY: AS N 3. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE _ ❑ RESOLUTION 11r 5 CONTRACT AMENDMENT (AG #): 1 "0 (z3 ❑ INTERLOCAL ❑ OTHER 4. PROJECT NAME: F42_4 eC0.\ L-30. A Ci, J : (.� ( e \' -Z.(- -1)e,ot.� M e A + 5. NAME OF CONTRACTOR: LMi � CO •• V'C-t --� L -L - ADDRESS: O� �J k_� ��%-P . SSG VFIZ k TELEPHONE: zd, (IV- 344 60 � 7 n _5-CI E -MAIL: FAX: c N ∎ \I ` O% TITLE: -«tN t r. SIGNATURE NAME: �G� 0- C n 1 6. EXHIBITS AND ATTACHMENTS: SCOPE, WORK OR SERVICES (2" CCOMPENSATION C ISURANCE REQUIREMENTS/CERTIFICATE , ALL OTHER REFERENCED EXHIBITS PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE # \ k - % 4 ZV3 BL, EXP. 1122//31/ 11 UBI # E O 4-t 4 J8 QEXP. ri /31 /p1S 7. TERM: COMMENCEMENT DATE: (r IS COMPLETION DATE: 1 3 II L O 18 1 8. TOTAL COMPENSATION: $ 2.5OQ, 9 59, * \1i MS = 2. ZoZO 6 (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: $ LfC1 1 100 /111 IS SALES TAX OWED: ❑ YES ONQ IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: JAI V' ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 3O s---8CXJ . t 0 Sq 4 J S H 1 D 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER eDIVISION MANAGER j 7 ,/ l C,0 I/ DEPUTY DIRECTOR vG./ t sioDIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) L•LAW DEPT 0 (, 17 10. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: t.j A% COUNCIL APPROVAL DATE: /J 1 AS 11. CONTRACT SIGNATURE ROUTING I �7 ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 10126{ 1 l �»14 1-1 DATE REC'D: 01.3011---/ ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR I MONTH PRIOR TO EXPIRATION DATE (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) INITIAL / DATE SIGNED ENT LAW DEPT rr 1 SIGNATORY (MAYOR OR DIRECTOR) ��r�� CITY CLERK It PM&ll© ASSIGNED AG # AG# • SIGNED COPY RETURNED DATE SENT: Il M- - 4-1- $.ETURN ONE ORIGINAL COMMENTS: EXECUTE " 2 " ORIGINALS PC7`k ■ 05 % O n * - e_ F et t`', . At 1 el OC.-- ' "fie i cif 1 fl6 t . 4:3017 4■%.•_., Fes( ederal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www. cityoffederalway com AMENDMENT NO. 5 TO PROFESSIONAL SERVICES AGREEMENT FOR FEDERAL WAY CIVIC CENTER DEVELOPMENT PROJECT This Amendment ( "Amendment No. 5 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and LMN Architects, LLP a Washington limited liability partnership ( "Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for the Federal Way Civic Center Development Project ( "Agreement ") dated effective March 11, 2015, as amended by Amendment No(s). 1, 2, 3, and 4 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 January 31, 2018 ( "Amended Term "). 2. AMENDED SERVICES. The Services, as described in Exhibit A and as referenced by Section 2 of the Agreement, shall be amended to include, in addition to the Services and terms required under the original Agreement and any prior amendments thereto, those additional services described in Exhibit A -5 attached hereto and incorporated by this reference ( "Additional Services "). 3. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or method of payment, as delineated in Exhibit B -5, attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Amended Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 4. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. AMENDMENT [Signature page follows] 1 3/2017 Federal Way CITY HALL 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835 -7000 www cityoffedera/way corn IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: By: `S. 'e 'l, Ma or DATE: //7(r) Date: STATE OF WASHINGTON ) ) ss. COUNTY OF -\ C g ) ATTEST: nie Courtney, CMC( ity Clerk APPROVED AS TO FO -Co ,/ J. Ryan Call, City Attorney On this day personally appeared before me George Shaw, to me known to be the Partner of LMN Architects, LLP that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability partnership, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument. GIVEN my hand and official seal this o% }h day of C7C_� O`U e / 0 17. Notary's signature Notary's printed name Ler • SAlaaNec ```m‘miliiit Notary Public in and for the State of Washington. `�? g, htf My commission expires '7131 lap a S// w c�. +o y'c ! if .+ o • % n i S �* } y � v1 CITT OF L Federal Way CITY HALL. 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835 -7000 www. atyoffederalway. corn EXHIBIT A -5 ADDITIONAL SERVICES The Contractor shall do or provide the following in addition to Services in previous Exhibits: The Contractor shall provide one (1) additional trip from The Shalleck Collaborative to perform a punchlist inspection within the Theater consisting of the following tasks: • Inspection of Architectural Systems • Inspection of MEP Systems • Inspection of Rigging Systems • Inspection of Lighting Systems • Inspection of Seating Systems • Inspection of Audio Visual Systems • Prepare a final report of inspection findings AMENDMENT 3 3/2017 Federal Way EXHIBIT B -5 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835 -7000 wwww crtyoffederalway corn 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed Eleven Thousand Seven Hundred Forty-Eight and 00 /100 Dollars ($11,748.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Two Million Five Hundred Twenty Thousand Two Hundred Six and 00 /100 Dollars ($2,520,206.00) and maximum reimbursable expenses of Forty -Nine Thousand One Hundred and 00 /100 Dollars ($49,100). 2. Method of Compensation: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor based on a percentage completion of the contract on a monthly basis in accordance with the originally executed contract. AMENDMENT - 4 - 3/2017 RETURN TO: PW ADMIN EXT: 2700 ID #: -5 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS / 7 AG L- 2. ORIGINATING STAFF PERSON: �S .-- ` \N‘rN EXT: c,_, t3 3. DATE REQ. BY: ? 3. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION r CONTRACT AMENDMENT (AG #): %5 - 0 b3 ❑ INTERLOCAL ❑ OTHER _I 4. PROJECT NAME: "C.4 CL U c.\ W0. (..: Vim ;( r —9Q∎1e.Af1 ?Mtill+ 5. NAME OF CONTRACTOR: LM N P t t„1,-,'.4 t.2,N5 LLB ADDRESS: 8 Ol 2 "-k it42.— SES. sn1 SeGktk_ I..IPc TELEPHONE: 206 E,SZ 3I-{ Ir.D E -MAIL: FAX: SIGNATURE NAME: R. G. q•at..\ V ■ nInk y TITLE: .6,4-tz of 6. 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 # \ \ -• 'O`{ Z73 BL, EXP. 12/31/ V 1 UBI # boy 0 l , EXP. IG /31/ 17 7. TERM: COMMENCEMENT DATE: 31 % \ \S COMPLETION DATE: l 01 15 1 l7 8. TOTAL COMPENSATION: $ 2..i 3- 08 Hs$ (.1.b G_,IiA .3C.4) (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE -ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES 10NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑ YES ;it;INO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED PURCHASING: PLEASE CHARGE TO: 3 *$ Sew 1 ■ E0 Sc1'4 S'S L4 1 D two 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER ❑ DIVISION MANAGER kip DEPUTY DIRECTOR Bi 2 t 17 ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) A LAW DEPT 'lW1#ZUM 10. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING G q1611-7 �. SENT TO VENDOR/CONTRACTOR DATE SENT: O 1241117 DATE REC'D: ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS e CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) INITIAL / DATE SIGNED ❑ FINANCE DEPARTMENT LAW DEPT ,,,, f SIGNATORY (, AYO. 'R DIRECTOR) 'V•YJ r CITY CLERK . i7gLiN ❑ ASSIGNED AG # AG# • ∎3 SIGNED COPY RETURNED DATE SENT: f —/817 - ❑ETURN ONE ORIGINAL COMMENTS: EXECUTE " Z ORIGINALS 1 Ni E (SL 1 t-.) T •&t\ OiJ L. y P< u, jt s ? ER.. 01mflah'- Cp/JT1t/kG.T 4/2017 "kCIT . Federal Way CITY HALL 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835 -7000 www cityoffederalwau corn AMENDMENT NO. 4 TO PROFESSIONAL SERVICES AGREEMENT FOR FEDERAL WAY CIVIC CENTER DEVELOPMENT PROJECT This Amendment ( "Amendment No. 4 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and LMN Architects, LLP, a Washington limited liability partnership, formerly known as Loschky, Marquardt & Nesholm dba LMN Architects, a Washington general partnership ( "Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for the Federal Way Civic Center Development Project ( "Agreement ") dated effective March 11, 2015, as amended by Amendment No(s). 1, 2, and 3 as follows: 1. AMENDED TERM. The term of the Agreement, as referenced by Section 1 of the Agreement and any prior amendments thereto, shall be amended and shall continue until the completion of the Services, but in any event no later than October 15, 2017 ( "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. AMENDMENT [Signature page follows] - 1 - 1/2015 CITY OF W Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www crtyoffederatway. corn IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: By: Jim F jell, ayor- DATE:q/1 Sj r7 DATE: 1 111 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) ATTEST: `erphanie Courtney, CM ity Clerk APPROVED AS TO FORM: -(o✓ Ryan Call, City Attorney On this day personally appeared before me G eory to me known to be the Partner of LMN Architects, LLP that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability partnership, for the uses and purposes therein mentioned, and on oath stated that he /she was authorized to execute said instrument. GIVEN my hand and official seal this 154r day of et" , 20 V7. Notary's signature _ Notary's printed name Lot \ C-, • et- Notary ZOtilt441110,for the State of Washington. My cs1rmi1alt 713\ t a-M' fit Jsnea % Oi ' O ��rr 'i�y N F �,7 141111 4101 AMENDMENT 2 1/2015 RETURN TO: PW ADMIN EXT: 2700 ID# 307+ CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. 2. 4. 5. 6. 7. 8. 9. 10. 11. 12. COMMENTS: EXECUTE ORIGINATING DEPT/DIV: PUBLIC WORKS / ?aG ORIGINATING STAFF PERSON: CS- \� EXT: 2.71 % 3 3. DATE REQ. BY: A s TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION A CONTRACT AMENDMENT (AG #):LS - OF23 ❑ INTERLOCAL ❑ OTHER G 1 w CA, 'A' �V∎ c, L� - Gv4_,k, Mt vI"� PROJECT NAME: 2C�1 -e Cr^,, l\ NAME OF CONTRACTOR: M N KR.-C..,Vk \T GCA. U ? ADDRESS: F c \ 2n AJ4C.. st C- SO \ Ser-Yk. \2.. LJ,& TELEPHONE: t 2C (- 6F2)2,- 3`1 6 0 E -MAIL: FAX: SIGNATURE NAME: T Z - C S 2 \ v % r0\ L\ TITLE: 70.Ct hCC. EXHIBITS AND ATTACHMENTS:❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES "'PRIOR CONTRACT /AMEN MENTS CFW LICENSE # \ \ — 1042 73 BL, EXP. 12/31/ 17 UBI # b OLI OW `I 380 , EXP. d / 7/ 0 ❑ ALL OTHER TERM: COMMENCEMENT DATE: 3 1 ' I i� COMPLETION DATE: 1 I 1 1 7 TOTAL COMPENSATION: $ OS J qs 8 . L1 N twig p ` 6'' C�(4.ICLUDE EXPENSES AND SALES TAX, IF ANY) OF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES [a.NO IF YES, MAXIMUM DOLLAR AMOUNT: $ ❑ CITY PROVIDED IS SALES TAX OWED: ❑ YES eS NO IF YES, $ PAID BY: ❑ CONTRACTOR RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR RETAINAGE BOND PURCHASING: PLEASE CHARGE TO: 307 8 -5800 - I \ l7 - ,5---- / -L - `58 - Li i-c) DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER ❑ DIVISION MANAGER X) DEPUTY DIRECTOR 31301 17 DIRECTOR 0 ❑ RISK MANAGEMENT (IF APPLICABLE) jLAW DEPT COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 11 CONTRACT SIGNATURE ROUTING ' t ' ; .SENT TO VENDOR/CONTRACTOR DATE SENT: Z,111 . � 11-• DATE RECD: I' _ TTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENS S, EXH 1 I S X CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL 1 .... IAL / DATE SIGNED IS NEEDED.) O - %C., IAikt— U /t LAW DEPT � SIGNATORY kvIAYORiR DIRECTOR) (8, 6 CITY CLERK` &� / ��[� _ V ASSIGNED AG # AG; / 5-CU S 1) ii SIGN -.24 ED COPY RETURNED DATE SENT: (>4 O 17- Y ❑‘RETURN ONE ORIGINAL "L ° ORIGINALS \ I.1C.Z� P c S L f 1 IJ c_vM ?&IJSkTI01,) D N J t-Y pc LL.. DoC-S P c t-- L-0 r'J c_,--c n A ■ I di/ `i.,% �L 1, Li i4 �A. is • . /, AIIF / X ;'' /iiLd/ /% ' ' /._ irigimigmermirt 3/2017 71/41.4s. `ILotaso r v i ✓ i , t M ( 1 : . & ` &t( 6 4 , 7 " V al p cc/0114)4v\ 4v\ "i\` -V`� 1' CITY OF 4466, Federal Way CITY HALL 33325 8th Avenue South Federal Way. WA 98003 -6325 (253) 835 -7000 www cityoffederalway com AMENDMENT NO. 3 TO PROFESSIONAL SERVICES AGREEMENT FOR FEDERAL WAY CIVIC CENTER DEVELOPMENT PROJECT This Amendment ( "Amendment No. 3 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and LMN Architects, LLP a Washington limited liability partnership ( "Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for the Federal Way Civic Center Development Project ( "Agreement ") dated effective March 11, 2015, as amended by Amendment No(s). 1 and 2 as follows: 1. AMENDED SERVICES. The Services, as described in Exhibit A and as referenced by Section 2 of the Agreement, shall be amended to include extended construction administration services to accommodate the Contractor's anticipated substantial completion date of June 20, 2017. 2. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or method of payment, as delineated in Exhibit B -3, attached hereto and incorporated by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 3. DONATION OF SERVICES. LMN Architects LLP will make an in -kind donation of Professional Architectural and related Construction Administration services in the amount of Sixty -Five Thousand Dollars and 00 /100 ($65,000.00) to the Federal Way Coalition of the Performing Arts (FWCPA), a Washington nonprofit corporation that is designated by the City of Federal Way to raise funds to support the Performing Arts & Event Center. 4. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. AMENDMENT [Signature page follows] - 1 3/2017 CITY OF ti. Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www.cilyoffederalway.com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: DATE: LMN ARCHITECTS, LLP: By: Rafael Vinoly Partner Date: 441/ ( 7 ATTEST: APPROVED AS TO FORM: - . J. Ryan Call, City Attorney STATE OF WASHINGTON ) ss. COUNTY OF On this day personally appeared before me Rafael Vinoly, to me known to be the Partner of LMN Architects, LLP that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability partnership, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument. GIVEN my hand and official seal this 13 day of Iflt c.1 1 , 20 17 ■stlM ► i s signature AMENDMENT Day £, .: h printed name Lot-% C• SA- ar)►Vet- _ =`' 064 0' "l,, N'N � Notary Public in and for the State of Washington. Z ° � y My commission expires -7 3 1 \ 8 • _ 901 i s'�d '+�vvo� !s i /" d.P4r O .� - 2 3/2017 Pecleral Way EXHIBIT B -3 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www.cityoffederalway.com 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed Sixty -Five Thousand and 00 /100 Dollars ($65,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Two Million Five Hundred Eight Thousand Four Hundred Fifty -Eight and 00 /100 Dollars ($2,508,458.00). 2. Method of Compensation: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor based on a percentage completion of the contract on a monthly basis in accordance with the originally executed contract. AMENDMENT 3 3/2017 A R ©® CERTIFICATE OF LIABILITY INSURANCE il.._./' DATE(MM/DD/YYYY) 11/11/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS < CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Servco Pacific Insurance 800 Fifth Ave. Suite 2400 Seattle, WA 98104 CONT NAMEACT Certificate Department INC. PHONE o. Ext):206- 216 -4830 FAX NO):206 260 2903 E -MAIL ADDRESS :certdept @servcopacific.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A :Travelers Property Casualty Company 25674 INSURED LMNARCH -01 LMN Architects 801 Second Ave Suite 501 Seattle, WA 98104 INSURER B:The Phoenix Insurance Company 25623 13604 INSURER c :Starr Surplus Lines Insurance Co INSURERD: EACH OCCURRENCE INSURER E : DAMAGE TO RENTED PREMISES (Ea occurrence) INSURER F : COVERAGES CERTIFICATE NUMBER: 210039936 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 ADM INSR SUBR WVD POLICY NUMBER POLICY EFF (MM /DD/YYYY) POLICY EXP (MM /DD/YYYY) LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY Y 68000611407070 11/15/2016 11/15/2017 EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED PREMISES (Ea occurrence) $1,000,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) $10,000 X WA Stop Gap PERSONAL 8 ADV INJURY $1000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE 7 POLICY X LIMIT APPLIES Trai PER: LOC PRODUCTS - COMP /OP AGG $2,000,000 WA Stop Gap $$1 M /$1 M /$1 M B AUTOMOBILE X X LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS _ SCHEDULED AUTOS NON -OWNED AUTOS BA6083L82A 11/15/2016 11/15/2017 COMBINED SINGLE LIMIT (Ea accident) _ $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per ( ) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENT ON $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR /PARTNER /EXECUTIVE OFFICER /MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N / A WC STATU- OTH- TORY LIMITS ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ C Professional Liability Claims Made 1000199180161 11/15/2016 11/15/2017 Per Claim $2,000,000 Aggregate $2,000,000 Deductible $100,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) IF CERTIFICATE IS NO LONGER REQUIRED, PLEASE NOTIFY SERVCO PACIFIC INSURANCE Re: Federal Way Civic Center Development Project. City of Federal Way is included as an Additional Insured on General Liability policy. General Liability policy is primary and non contributory. CERTIFICATE HOLDER CANCELLATION City Of Federal Way Attn: William Appleton 33325 8th Avenue South Federal Way, WA 98003 -6325 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2010/05) © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AWIth® CERTIFICATE OF LIABILITY INSURANCE 1`. ,i DATE(MM /DD /YYYY) 11/11/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Servco Pacific Insurance 800 Fifth Ave. Suite 2400 Seattle, WA 98104 CONTACT NAME* A Certificate Department A/C No Exa:206- 216 -4830 FAX N0)206-260-2903 E-MAIL S:Certde p pt @servco acific.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A :Travelers Property Casualty Company INSURER B :The Phoenix Insurance Company 25674 25623 INSURED LMNARCH -01 LMN Architects 801 Second Ave Suite 501 Seattle, WA 98104 INSURER C :Starr Surplus Lines Insurance Co 13604 INSURERD: 11/15/2017 INSURER E : $1,000,000 INSURER F : $1,000,000 COVERAGES CERTIFICATE NUMBER: 892668672 REVISION NUMBER: THIS iS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF (MM /DD/YY(Y) POLICY EXP (MM/DDIYYYY) LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY Y 680006H407070 11/15/2016 11/15/2017 EACH OCCURRENCE $1,000,000 PRMMGE TO RENTED PREMISES (Ea occurrence) $1,000,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) $10,000 X GEN'L WA Stop Gap PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 AGGREGATE POLICY jX LIMIT APPLIES PEO PER: LOC PRODUCTS - COMP/OP AGG $2,000,000 WA Stop Gap ' $$1M /$1M /$1M B AUTOMOBILE X X LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS X SCHEDULED AUTOS NON -OWNED AUTOS BA6083L82A 11/15/2016 11/15/2017 COMBINED SINGLE LIMI f (Ea accident) $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR /PARTNER /EXECUTIVE OFFICER /MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below ¥ / N N /A WC STATU- TORY LIMITS OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ C Professional Liability Claims Made 1000199180161 11/15/2016 11/15/2017 Per Claim $1,000,000 Aggregate $2,000,000 Deductible $100,000 DESCRIPTION OF OPERATIONS/ LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) IF CERTIFICATE IS NO LONGER REQUIRED, PLEASE NOTIFY SERVCO PACIFIC INSURANCE Re: Federal Way Civic Center Development Project. City of Federal Way is included as an Additional Insured on General Liability policy. General Liability policy is primary and non contributory. CERTIFICATE HOLDER CANCELLATION City Of Federal Way Attn: William Appleton 33325 8th Avenue South Federal Way, WA 98003 -6325 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2010/05) © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Help Department of Revenue Washington State #1 My DOR » Business License Loo... » LMN ARCHITECTS LLP My DOR License Information: New search Previous search Entity name: LMN ARCHITECTS LLP Business name: LMN ARCHITECTS LLP Entity type: Limited Liability Partnership UBI: 604-044 -380 Business ID: 001 Location ID: 0001 Location: Open Status: To check the status of this company, go to the link(s) below: Department of Revenue Secretary of State Location address: 801 2ND AVE STE 501 SEATTLE, WA, 98104 Mailing address: 801 2ND AVE STE 501 SEATTLE, WA, 98104 Endorsements Endorsements held at this location License # Count Details Status Expiration date First issuance dal Architect Firm View Architects Active Oct -31 -2017 Oct -12 -2016 Bellingham General Business Active n/a Oct -12 -2016 Governing People Wry Include governing people not ..om..d ensas Governing people Title MILLER, SAMUEL Partners VINOLY, RAFAEL Partners Registered Trade Names Registered trade names Status First issued LMN Active Oct -14 -2016 LMN ARCHITECTS Active Oct -14 -2016 Information current as of 3/30/2017 3:26:35 PM Contact us Your Privacy 1 Access Agreement (4) 2017 Washington State Department of Revenue and its licensors. All rights reserved. po,.ere■ by SecureAccess Washington - RETURN TO: PW ADMIN EXT: 2700 ID# CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT /DIV: PUBLIC WORKS / Ap 2. ORIGINATING STAFF PERSON: E--l- ' L-2yi EXT: 2713 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE p ❑ RESOLUTION )OC CONTRACT AMENDMENT (AG #): p 5"'m® 5 ❑ INTERLOCAL ❑ OTHER 5. PROJECT 6. NAME OF ADDRESS: E -MAIL: SIGNATURE NAME:_ / 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXI[BITS ❑ PROOF OF AUTHORITY TO SIGN ❑ RFQIIIRF.R II.IIC` NS�FSa El PRIOR CONTRACT /AMENDMENTS CFW LICENSE # �-3 1 BL, EXP. 12/31/4' UBI # [1' ' �7 41 jFCO, EXP. / / 8. TERM: COMMENCEMENT DATE: /1!5 COMPLETION DATE: -71111-7 9. TOTAL COMPENSATION: $ 7 �� ) fy.'J ] INC:LU F EXPENSES AND SALES TAX IF ANY (IF CALCULATED ON HOUR LY L BOR 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: 3000 —' S, oo ",�� - - �O " �1 J 10. DOCUMENT/ CONTRACT REVIEW L 1 DATE REVIEWED ❑ PROJECT MANAGER t� ❑ DIVISION MANAGER ❑ DEPUTY DIRECTOR ✓, ❑ DIRECTOR • RISK MANAGEMENT (IF APPLICAB -L) 0 • LAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL / DATE SIGNED • LAW DEPT • CHIEF OF STAFF • SIGNATORY (MAYOR OR IRFC T()R El CITY CLERK _ ASSIGNED AG # SIGNI•'D COPY RETURNED n RF-.TIIRN ONE ORIGINAL (,n)f)'> COMMENTS: 1 I fj INITIAL / DATE APPROVED COUNCIL APPROVAL DATE: DATE REC'D: a.,o ..r: vt, o(er4t-5 7-1 AC, DATE SF NT: _ 02 40 -11 1115 crrY of Federal Way 33325 8th Ave. South Federal Way, WA 98003 VENDOR: 004244 LMN ARCHITECTS 801 2ND AVENUE 5TH FLOOR SEATTLE, WA 98104 FOB Point: Terms: Due Upon Receipt Req. Del. Date: Special Inst: Quantity__! Unit THIS IS A REVISED PURCHASE ORDER PW7PAC.0 PROJECT DESIGN AG #15 -0.63 TERM: 2/1/15- 2/24/17 AMEND A :fir 00 2407969.00 Coo BILL TO: CITY OF FEDERAL WAY 33325 8TH AVE SOUTH FEDERAL WAY, WA 98003 Page 1 / 1 E DATE � PO NUMBER 3/23/2015 - 065966 ___ SHIP TO: FEDERAL WAY CITY HALL 33325 8TH AVE SOUTH FEDERAL WAY, WA 98003 Req. No.: Dept.: Contact: WILL APPLETON Confirming? No Account Number Amouri4 Account Number Amount E 308 -5800- 110 - 594 -58 -410 2,407,969.00 Authorized Signature VENDOR COPY Authorized Signature (over $1,000) l CITY OF 4A Federal Way 33325 8th Ave. South Federal Way, WA 98003 VENDOR: 004244 LMN ARCHITECTS 801 2ND AVENUE 5TH FLOOR SEATTLE, WA 98104 FOB Point: Terms: Due Upon Receipt Req. Del. Date: Special Inst: Unit Descri t PW -PACC PROJECT DESIGN AG #15 -063 TERM: 2/1/15- 2/24/17 BILL TO: CITY OF FEDERAL WAY 33325 8TH AVE SOUTH FEDERAL WAY, WA 98003 Page 1 / 1 DATE _ PO NUMBER 3/23/2015 065966 SHIP TO: FEDERAL WAY CITY HALL 33325 8TH AVE SOUTH FEDERAL WAY, WA 98003 Req. No.: Dept.: Contact: WILL APPLETON Confirming? No Unit Price Ext. Price 2,298,869.00 m sherd ,Zq 3,ss& Z '—I- e� LM 11 ov (L4:c m� (" ' " Am&�'4 J SUBTOTAL _2,29 ,88 69.00 TAX 0.00 FREIGHT 0.00 TOTAL 2,298,869.00 Account Number Amount Account Number Amount E 308 - 5800 -110- 594 -58 -410 2,298,869.00 Authorized Signature VENDOR COPY Authorized Signature (over $1,000) N C P 7 O U Ql N L C C i Q � January 8, 2016 t\ 0 e5r Mr. Brian Fyall Lorax Partners �- 101 Stewart Street, Suite 350 a Seattle, WA 98101 Re: Federal Way Performing Arts & Events Center Cr Generator Infrastructure Proposal Dear Brian, This letter proposes additional design team services for the Federal Way Performing Arts & Conference Center for the purpose of designing provisions for connection of a temporary generator to the building electrical distribution system. SCOPE OF SERVICES We understand that the City of Federal Way would like to add accommodations for a backup electrical system utilizing a generator. PAE will design the generator infrastructure system as described in the attached letter. COMPENSATION Additional fees for the above - stated services are proposed as a lump sum as follows: PAE Markup on subconsultant (10 %) Total Fee $9,745.00 $975.00 $10,720.00 Should the City of Federal Way wish to proceed with these services, please provide us with an approval signature in the signature block below denoting authorization of this additional service. Lmn n 3ssM ' =1� "PAE January 8, 2016 Dean Clark LMN Architects 801 Second Avenue, Suite 501 Seattle, WA 98104 Project: Federal Way PACC Project No.: 13 -1256 Subject: Additional Service Proposal: Generator Infrastructure Dear Dean, The following additional design services have been requested: Provide MEP design services to accommodate revisions to the electrical system as follows: 1. Provisions for connection of a temporary generator to the building electrical distribution system. The scope includes the following: 1. Revise the electrical distribution one -line diagram. 2. Select and specify generator connection equipment and transfer switches. 3. Revise the main electrical room layout. 4. Revise the Level 1 power floor plan. Work Requested by: Brian Fyall, Lorax Partners (Owner's Representative) The work is an additional service according to our agreement and will be performed as lump sum with a fee as follows: $9,745 We will invoice under the base project number 13- 1256.02 referencing the additional services scope descriptor: Generator Infrastructure. We will proceed with this work upon receipt of a signed copy of this letter or other form of written authorization. Sincerely, Accepted By: III `00:!:� Allan ontpellr ,r, P, LMN Architects PA E Date: il)SlVe mtcrpreC lllf( ;'IJfL' pae- englneers.com \ \pae engineers corn \Prolec[5V013 \1 3 1256 00 Federal Way PACC \19 Projecr Management \Addilional Services \2016 -01 05 Generator \2016-01 -08 Federal Way PnCC Generator n51 do- Portland I San Francisco I Seattle Mr. Brian Fyall Lorax Partners January 8, 2016 Page 2 of 2 Sincerely, Dean G. Clark, AIA Principal L:\ Projects \fw -pacc \management \contracts \proposals \2016 -01 -08 Generator Infrastructure Proposal.docx Enclosure Approval by the City of Federal Way: Signature Printed Name Date N C ✓� 7 � O U N y N Q C C L � i 9 a � September 3, 2015 Mr. PJ Santos Lorax Partners 101 Stewart Street, Suite 350 Seattle, WA 98101 Re: Federal Way Performing Arts & Events Center Storm Drain Revision Proposal Dear PJ, This letter proposes additional design team services for the Federal Way Performing Arts & Events Center for the purpose of revising the design of the storm drainage outfall. SCOPE OF SERVICES We understand that the City of Federal Way would like to have the design team revise the design of the storm drainage system to discharge through the existing retaining wall at S. 3161h Street and connect to an existing storm main in S. 316th Street. PacLand will prepare new drawings where necessary and update the construction drawings for the storm drainage system. They will also update backwater calculations and the stormwater Technical Information Report. Please refer to the attached proposal from PacLand, which provides detail of the proposed services. SCHEDULE We expect the work of this proposal to be completed during the next two weeks in order to include it in a bid addendum. This schedule is dependent on receiving authorization to proceed this week. COMPENSATION Additional fees for the above - stated services are proposed as a lump sum as follows: PacLand Markup on subconsultant (10 %) Total Fee Lmn $8,000.00 $80000 $8,800.00 Mr. PJ Santos Lorax Partners September 3, 2015 Page 2 of 2 Should the City of Federal Way wish to proceed with these services, please provide us with an approval signature in the signature block below denoting authorization of this additional service. Sincerely, Dean G. Clark, AIA Principal L:\ Projects \fw -pacc\ management \contracts \proposals \2015 -09 -03 Storm Drain Revision Proposal docx Enclosure Approval by the City of Federal Way: Slgnat / Printed Name Date Lmn 11400 S.E. 8TH STREET r 425.4539501 WITE 345 425 453 8208 BELLEVUE, WA 98004 WWW.PACLAND.C." August 26, 2015 Dean Clark, AIA LMN Architects 801 Second Avenue, Suite 501 Seattle, Washington 98104 Subject: Federal Way Performing Arts Events Center; Federal Way, Washington Contract Amendment for Storm Drainage Outfall Redesign Dear Mr. Clark, 11 i , a SENT VIA EMAIL We understand the City of Federal Way has requested the design team to revise the design of the storm drainage system to discharge through the existing retaining wall at S. 316th Street and connect to an existing storm main in S. 316tth Street. This revision is a revision to the approved Construction Documents and will require an amendment to our contract. Attached to this letter is a detailed scope of work and proposed design fees for these efforts.. Thank you again for the opportunity to continue our collaboration and we look forward to getting started! If you have any questions, please do not hesitate to contact Paul Manzer or me. Sincerely, Joe Taflin, P.E,, LEED AP Principal oe@pacland.1:um JWT:pjm Attachments Paul Manzer, P.E. Principal pmanzer @pacland.com Project Understanding and Proposed Scope of Work — Civil Engineering Federal Way Performing Arts Events Center Federal Way, Washington PROJECT UNDERSTANDING Based on information provided to date, PACLAND understands the project consists of the following: • Redesign of the storm drainage outfall to extend through the existing retaining wall at S. 316'h Street, connecting to an existing storm main within S. 316th Street • City has verified the existing storm system in S. 316th Street has capacity for the FWPAEC runoff • City will not require documents for a stormwater variance for changing the natural discharge location PROJECT SCHEDULE The redesign effort is anticipated to occur within the next two weeks, so it can be included with the pre - scheduled Addendums (to be issued September 4th and September 11th) PROJECT SCOPE PACLAND proposes to provide civil engineering design services to serve the project as described below. Specific scope descriptions are provided by phase. TASK 520 SD OUTFALL REDESIGN The existing outfall design that exits the site at the SW corner of the property, connecting to an existing outfall pipe, and subsequently to a storm main in 20th Ave South, will be revised to connect to the storm main located in S. 316th Street. The new outfall location will require a core be made through the existing retaining wall that borders the south side of the project. Services • Coordinate with the City's project manager (Lorax) and design team on developing a new outfall route • Coordinate and design the details necessary for construction • Create a limited profile section from the water quality outlet to the connection with the storm main in S. 316th Street • Update civil drawings affected by the revised design, including • Demo Plan • Site Plan • Frontage Improvements Plan • Grading and Drainage Plan • Section and Details Sheet • Update backwater calculations and modelling • Update the stormwater Technical Information Report (TIR) • Prepare a submittal package for City review • Prepare a submittal package for Addendum issuance to prospective contractors August 26, 2015 Page 1 MR MM, Project Understanding and Proposed Scope of Work — Civil Engineering Federal Way Performing Arts Events Center Federal Way, Washington * Attend design meeting (assume 1) • Coordinate and assist with layout of possible pipe cover options (e.g. planter) with client and City after Addendum issuance Deliverables • Revised CD documents, as described above, for permit and addendum packages • Revised TIR ASSUMPTIONS AND QUALIFICATIONS The PACLAND will complete the Scope of Work assuming the following: • City has approved the reroute design • No additional forms or submittals required for a stormwater variance for changing the outfall location (natural point of discharge) • Structural assistance for evaluating a core hold through the existing retaining wall, if required, is not included and will be by others • Significant changes after submittal to the city not included August 26, 2015 �, ! Page 2 k Proposed Compensation Federal Way Performing Arts Events Center Federal Way, Washington PACLAND'S proposed compensation is based on the attached scope of services, project understanding, qualifications and assumptions. Fee Type: Lump Sum Task Name Task 520 SD Outfall Redesign Total $8.000 $8,000 Fees If additional services are desired by the client, beyond the Scope of Work described above, it is to be considered 'Extra Work', and would be performed on a time and materials (hourly) basis. August 26, 2015 MMM.� 3 *? :J GG O :ti rl C.D C) V C U L N C Q C Vl .0 \ F c c — 3 s v May 6, 2015 Mr. PJ Santos Lorax Partners 101 Stewart Street, Suite 350 Seattle, WA 98101 Re: Federal Way Performing Arts & Events Center Site Design Changes Proposal Dear PJ, n � Yi vo This letter proposes additional design team services for the Federal Way Performing Arts & Events Center (previously named "Performing Arts & Conference Center ") for the purpose of implementing site design changes that have been requested by the City of Federal Way. SCOPE OF SERVICES We understand that the City of Federal Way would like to make the following site design changes: (1) Prepare a concept design for a water feature associated with the plaza in the southern portion of the site; (2) Shift the location of the building to the east in order to allow space for a potential future outdoor cooking facility adjacent to the kitchen; and (3) Revise the plaza design to incorporate various requested changes. Task included in these three changes are as follows. Water Feature • Prepare conceptual design options for a future water feature. Water feature will not be included in the construction documents for the PAEC. • Review conceptual design options with Lorax • Present preferred design option to the mayor of Federal Way on 5/8/2015 for approval. • Design rough -in utilities (electrical power, domestic water, and drain) to serve the future water feature. • Incorporate rough -in utilities (only) in the construction documents. Water feature design services will be provided by Hewitt, LMN, PAE and PacLand. Buil_din$ Move • Redesign the PAEC building to be located approximately 18 feet to the east of the location that was current as of 4/7/2015, the date this change was initially mentioned to the design team. • Adjust the parking lot design to accommodate fewer stalls in the more limited area. • Revise the site design to incorporate additional landscape planting to the west of the building. Lmn�° Mr. PJ Santos Lorax Partners May 6, 2014 Page 2 of 3 • Move the transformer to the northeast to clear a future location for an outdoor cooking facility. • Adjust the location of site utilities to accommodate the new building location. • Adjust the storm drainage design for the new parking lot size and configuration • Revise the site lighting design to accommodate the new building location. • Revise the construction documents to incorporate the above design changes. In the construction documents, include stub out utilities (electrical power, water and natural gas) from the building to an exterior location adjacent to the PAEC kitchen, for future use in the outdoor cooking facility. • In the construction documents, include rough in for a drain that will serve the future outdoor cooking facility; this drain will be connected to the grease trap. • The design team will make no provisions for exhaust of the future outdoor cooking facility. We understand that it is intended that the future outdoor cooking facility (by others) will have exhaust designed independently of the PAEC building, in such a way that the supply air intake for the PAEC will not be affected by cooking odors. Building move design services will be provided by LMN, PAE, Luma, PacLand, and Hewitt. Plaza Redesign • Revise the plaza design to incorporate the future water feature, the shift of the building to the east, a connection to Town Center -3 to the east of the PAEC site, and a potential wedding area. • Revise the design of the perimeter of the lobby to interface with the new plaza design. • Revise the construction documents to incorporate the above design changes. • Provide additional construction observation by the landscape architect. Plaza redesign services will be provided by Hewitt, LMN, Luma, and PacLand. Proposals from the four subconsultants affected by the site design changes are attached. Please refer to those proposals for details of the subconsultants' scope and fees. SCHEDULE We provided a schedule with the file name "2015 -04 -30 FW PACC CD Schedule" to you and the owner last week and we understand that this schedule is acceptable to the City of Federal Way. To summarize the schedule, we expect the work of this proposal to extend the construction documents schedule by one week total. The 50% CD submittal will be delayed by two weeks, the 90% CD submittal will be delayed by one week, and the 100% CD submittal will be delayed by one week. COMPENSATION Fees for the above - stated additional services are proposed as a lump sure of $86,124. The following table presents a fee summary for the three components of the site design changes. Lmn °3 Mr. PJ Santos Lorax Partners May 6, 2014 Page 3 of 3 Discipline Firm Water Building Plaza Total All Feature Move Redesign I Changes $1,200 $9,800 $15,900 Architecture LMN $4,900 Landscape Hewitt $6,770 $4,180 $13,310 $24,260 Architecture Civil PacLand $5,000 $16,500 $6,000 $27,500 En ineering PAE $2,850 $4,850 $7,700 Mechanical/ $0 Electrical Lighting Luma $0 $2,000 $2,380 $4,380 Desi n Consultant $1,462 $2,753 $2,169 $6,384 Marku (10 %) Fee Totals $17,282 $40,083 $28,759 $86,124 APPROVAL In the signature block below, please provide us with an approval signature, which will denote authorization of this additional service by the City of Federal Way. Sincerely, Dean G. Clark, AIA Principal L \ Projects \fw -pacc \management \contracts \proposals \2015 -05 -06 Site Design Changes Proposal docx Enclosures Approva/the of Federal Way Sign / Printed Name Date Lmn °� Hg� T"� architecture 101 stewart street ITT landscape architecture suite 200 urban design seattle, Washington 98101 (206) 624 -8154 phone (206) 626 -0541 fax www.hewittseattle.com Memorandum Date: Tuesday, May 05, 2015 To: Dean Clark, AIA From: Scott Rosenstock, ASLA Re: Federal Way Performing Arts Center Additional Services Proposal #2 - Site Revisions Following is a scope of services and additional fee proposal for site revisions at the Federal Way PAEC as requested by Dean Clark at LMN Architects on April 29, 2015. The proposal has been broken down into three parts; 1) water feature concept development for the south entry plaza which includes a presentation to the City of Federal Way Mayor for approval during the week of May 5, 2015. Upon request, an additional proposal will be provided for design services beyond concept in order to incorporate water feature documentation for construction. 2) Overall site revisions related to the building footprint moving eighteen feet to the east. 3) Overall plaza revisions related to enlarging the plaza area. Process III Land Use revisions associated with site and plaza revisions to be dealt with administratively within the City. Task 1 - Water Feature Concept Development A. Summary of Projected Required Tasks -Task 1 1. Conceptual design of a water feature at the Federal Way PAEC south plaza. Plan, section, and precedent character images to be used to illustrate the concept in preparation for the meetings listed below. One concept to be provided. 2. Attendance at (1) coordination meeting with project team to review the water feature concept. 3. Attendance at (1) meeting with the City of Federal Way Mayor to present the water feature concept. 4. Coordination with project consultants to provide utility rough in information for the potential future water feature. B. Summary of Projected Labor Hours and Fee - Task 1 Construction Documents: Principal Kris Snider - 18 hours at $ 220 $ 3,960 Project Manager Scott Rosenstock - 20 hours at $ 115 $ 2,340 Landscape Arch III . Gyf?Ihia Talley —Q Il urs at $-K $ _ 510 Proposed Fee - Task 1 $ 6,770 13017- CT- FedWayPACC LandscapeAddService -Site Revisions - 050515 docx Hewitt Architects Inc, A Washington Business Corporation HELJ ►T` Dean Clark, AIA Page 2 Tuesday, May 05, 2015 Task 2 - Site Revisions - Building Shift A. Summary of Projected Required Tasks - Task 2 1. Hardscape, Landscape, and Irrigation design / coordination / documentation related to the building shifting 18' -0" to the east. 2. Meetings: Attendance at design coordination meetings with Owner and project consultants incorporating site revisions related to the building shift. 3. Construction Observation Services: Responses to bidder questions, addenda preparation, submittal review, responses to BFI's and site visits related to the building shift. B. Summary of Projected Labor Hours and Fee - Task 2 Construction Documents: Principal Kris Snider - 4 hours at $ 220 $ 880 Project Manager Scott Rosenstock - 12 hours at $ 115 $ 1,380 Lgooscape Arch 01 _ Cynthiia Talley - 16 hours at $ 85 $ 1,020 Proposed Fee - Task 2 Documents $ 3,280 Construction Observation: Principal Kris Snider - 2 hours at $ 220 $ 440 Proiact.- Manager Scott Rosenstock - 4 hours at 1 i5 1460 Proposed Fee - Task 2 Observation $ 900 Task 3 - Plaza Revisions A. Summary of Projected Required Tasks - Task 3 1. Hardscape, Landscape, and Irrigation design / coordination / documentation related to the plaza design revisions. 2. Meetings: Attendance at design coordination meetings with Owner and project consultants incorporating site revisions related to the plaza design revisions. 3. Construction Observation Services: Responses to bidder questions, addenda preparation, submittal review, responses to BFI's and site visits related to the plaza design revisions. 13017- CT- FedWayPACC- LandscapeAddService -Site Revisions- 050515.docx Hewitt Architects Inc, A Washington Business Corporation Dean Clark, AIA Page 3 Tuesday, May 05, 2015 B. Summary of Projected Labor Hours and Fee - Task 3 Construction Documents: Principal Kris Snider - 12 hours at $ 220 $ 2,640 Project Manager Scott Rosenstock - 30 hours at $ 115 $ 3,450 Landsca a Arch I I G nthia Icy - 48 hours at 85 __. $ 4,080 Proposed Fee - Task 3 Documents $ 10,170 Construction Observation: Principal Kris Snider- 8 hours at $ 220 $ 1,760 I?mject Anaaer Scott Rosenstock - 12 hours at $ 11.5 $ 1.380 Proposed Fee - Task 3 Observation $ 3,140 Total Proposed Fee $ 24,260 If this estimate is acceptable as written, please sign a copy of this memo and return it to us. Please call if you have any questions or concerns. The above additional services are hereby authorized: . Signature Tits e Date 13017- CT- FedWayPACC- LandscapeAddService -Site Revisions - 050515 docx Hewitt Architects Inc, A Washington Business Corporation 11400 S.E. 8TH STREET T 425.453.9501 SUITE 345 F 425.453.8208 BELLEVUE, WA 98004 WWW,PACLAND.COM May 4, 2015 Dean Clark, AIA LMN Architects 801 Second Avenue, Suite 501 Seattle, Washington 98104 Subject: Federal Way Performing Arts Events Center; Federal Way, Washington Contract Amendment for Site Redesign II Dear Mr. Clark, 0 p A w` 1 A SENT VIA EMAIL We understand the City of Federal Way has requested the design team to revise the PAEC site plan to accommodate an outdoor fire pit and a potential future water feature near the south plaza. Additionally, the site plaza design will be finalized on a slightly longer schedule than the rest of the site. These revisions will require creative thinking and close collaboration and we're excited to work with LMN and the rest of the design team on implementing these changes. Attached to this letter is a detailed scope of work and proposed design fees for these efforts. Thank you again for the opportunity to continue our collaboration and we look forward to getting started! If you have any questions, please do not hesitate to contact Paul Manzer or me. Sincerely, Joe Taflin, P.E., LEED AP Paul Manzer, P.E. Principal Principal ©e@ acland,gop -, pmanzer @pacland.com JWT:pjm Attachments Project Understanding and Proposed Scope of Work — Civil Engineering Federal Way Performing Arts Events Center Federal Way, Washington PROJECT UNDERSTANDING Based on information provided to date, PACLAND understands the project consists of the following: • Redesign of the FW PAEC site plan to accommodate an 18 -foot shift of the building east at the City of Federal Way's request • Incorporation of an outdoor kitchen /fire pit west of the building • Revised utility connections for a potential future water feature near the PACC plaza PROJECT SCHEDULE The project is currently in the Construction Document phase, and was previously scheduled to submit for 50% CD's by mid -May 2015, and 100% CD's by July 2015. The site redesign effort for the building shift will shift the schedule from 50% CD's by 2 weeks and 90% CD's and 100% CD's by 1 week. PROJECT SCOPE PACLAND proposes to provide civil engineering design services to serve the project as described below. Specific scope descriptions are provided by phase. TASK 460 WATER FEATURE DESIGN The Water Feature design phase will focus on coordination of a future water feature near the south side of the PAEC building. The civil coordination effort will focus on site grading, impacts on proposed PAEC utilities, and new utility services for the water feature. Changes to the proposed /future utility stubs will then be incorporated into the CD design documents. PACLAND has assumed a total of 34 hours of design /coordination effort, including attendance at one (1) design team meeting. TASK 470 18 -FOOT BUILDING SHIFT The 18 -foot Building Shift design phase will focus on coordination with the design team to incorporate site changes that have been requested by the City and documentation of the finalized site changes. The site plan changes will include the following: • 18 -foot shift of the building and loading dock • Stubbing utilities to a future fire pit and outdoor kitchen area west of the PACC • Revising the parking and drive aisle layout to accommodate the 18 -foot shift Revising the site grading, drainage and utility designs • Re- evaluating stormwater management opportunities (e.g. reuse of the existing detention tank on site, new raingarden at the SW corner) The civil utilities, storm drainage infrastructure and site grading will be revised for the approved site plan changes. Additionally, we will evaluate the overall site stormwater management system, as it may be possible to reuse the existing stormwater detention tank, utilize a separate raingarden in the SW May 4, 2015 rayff 1 I Page 1 Project Understanding and Proposed Scope of Work — Civil Engineering Federal Way Performing Arts Events Center Federal Way, Washington corner, or some other strategy to reduce utility -water feature congestion along the south side of the building. We will also coordinate revisions to the stormwater detention vault and stormwater model with Thirsty Duck (project is using their proprietary mechanism to reduce the vault size) and our structural subconsultant. Subsequently, the civil design documents will be revised to bring them to a 50% CD level, including: • Site Plans • Grading Plans • Drainage Plans • Utility Plans • Land Use Resubmittal Plans The utility plans were revised for the previous site redesign effort in preparation for a submittal to the Lakehaven Utility District at the 50% CD milestone. The utility plans and coordination with the utility district will be updated again for the new site plan revisions and documentation will be prepared for the permit resubmittal, which will occur after the revised 50% CD milestone. Services • Coordinate site design changes requested by the City with the design team and City • Coordinate design changes with Lakehaven Utility District • Evaluate new stormwater management opportunities • Update civil drawings and bring to a 50% CD level • Prepare the Lakehaven utility resubmittal package • Update civil calculations and storm drainage modelling • Update the Technical Information Report (stormwater report) • Coordinate with and provide modelling to Thirsty Duck • Coordinate detention vault revisions with the structural subconsultant • Update Land Use drawings for resubmittal to the City • Attend design team meetings (assume 2) Deliverables • Revised site plan design • 50% CD documents • Lakehaven Utility District Permit resubmittal package • Revised Land Use resubmittal documents: o Civil Site Plan • Grading and Drainage Plan • Utility Plan May 4, 2015 0.0 M.,k Page Z Project Understanding and Proposed Scope of Work — Civil Engineering Federal Way Performing Arts Events Center Federal Way, Washington TASK 470 PLAZA REDESIGN The design team is working with the City regarding the design of the plaza at the southeast corner of the PAEC building. The civil coordination effort will focus on site grading, connection to the adjacent parcel to the east and impacts on proposed PAEC utilities. It is anticipated that the plaza redesign effort will extend past the 50% CD due date, and therefore time has been allocated to update the civil design documentation for the finalization of the plaza design. PACLAND has assumed a total of 47 hours of design /coordination /document revision effort, including attendance at two (2) design team meetings. ASSUMPTIONS AND QUALIFICATIONS The following services may be required and can be provided by PACLAND as an additional service: • Site plan to be finalized 3 weeks prior to 50% CD deadline • Water feature and plaza redesign efforts limited to the hours described above • Water feature to be finalized 4 weeks prior to 90% CD's • Plaza design to be finalized 4 weeks prior to 90% CD's May 4, 2015 VVIR M-Ak I Page 3 Proposed Compensation Federal Way Performing Arts Events Center Federal Way, Washington PACLAND'S proposed compensation is based on the attached scope of services, project understanding, qualifications and assumptions. Fee Type: Lump Sum Task Name Proposed Fees Task 460 Water Feature Design $5,000 Task 470 18 -Foot Building Shift $16,500 Task 480 J Plaza Redesign $6,000 Total $27,500 If additional services are desired by the client, beyond the Scope of Work described above, it is to be considered 'Extra Work', and would be performed on a time and materials (hourly) basis. May 4, 2015 R M-1, May 3, 2015 Dean Clark LMN Architects 801 Second Avenue, Suite 501 Seattle, WA 98104 PA E Project: Federal Way PACC Project No.: 13 -1256 Subject: Additional Service Proposal: Site Revision Package Dear Dean, The following additional design services have been requested: Provide MEP design services to accommodate revisions to the site as follows: 1. Provisions for a new water feature 2. Move the building 18' to the east to accommodate future native American cooking facility 3. Plaza redesign The scope includes the following: 1. Provide domestic water, drain and power provisions (i.e. capped piping lines and conduit) for the water feature, which may be installed in the future. 2. Re- coordinate transformer location. 3. Provisions for water, drain, gas and power to future outside cooking facility. Work Requested by: Dean Clark, LMN The work is an additional service according to our agreement and will be performed as lump sum with a fee as follows: Water Feature: $2,850 Building Shift & Cooking Provisions: $4,850 Plaza Redesign: $0 Total: $7,700 We will invoice under the base project number 13 -1256 referencing the additional services scope descriptor: Site Revision Package. We will proceed with this work upon receipt of a signed copy of this letter or other form of written authorization. Sincerely, Accepted By; AAllaontpe_Ih r, P. LMN Architects PAE Date: i�15�i�i,; R, :(-,/ '. i��i:',�UiC pae- engineers corn \I,pac engineers corn\Prolerts\2013 \13 17-56 00 - Federal Way PACC\14 Project I rS rerie, tNAddiLiona: SerI'- e5\7o15 -05 -03 Sit =. R °visions \2015 05 03 Fed,ra Way PACC SItc Pa�kahge Asp docx Portland I San Francisco I Seattle PROPOSAL May 6, 2015 Dean Clark LMN Architects 801 Second Avenue, Suite 501 Seattle, WA 98104 Project: Federal Way PAEC Project No.: 13 -1257 Subject: Additional Service Proposal: Site Lighting Revision Package Dear Dean, The following additional design services have been requested: Provide Architectural Lighting Design services to accommodate revisions to the site as follows: 1. Move the building 18' to the east to accommodate revisions to parking & egress lighting. 2. Plaza redesign allowing for future water feature and updated pedestrian access from off -site. The scope includes the following: 1. Redesign of parking lot lighting and egress lighting to meet associated criteria. 2. Redesign of site lighting associated with the Plaza. Work Requested by: Dean Clark, LMN This work is an additional service according to our agreement and will be performed as lump sum with a fee as follows: Building Shift Provisions: $2,000 Plaza Redesign: $2,380 Total: $4,380 We will invoice under the base project number 13 -1257 referencing the additional services scope descriptor: Site Lighting Revision Package. We will proceed with this work upon receipt of a signed copy of this letter or other form of written authorization. Sincerely, -q-,- P. i_- Shaun Darragh LC, MIES Senior Associate Luma Lighting Design Accepted By: Dean Clark LMN Architects Date: Luma Lighting Design Portland I San Francisco I Seattle Lumald.com May 5, 2015 Mr. PJ Santos Lorax Partners 101 Stewart Street, Suite 350 Seattle, WA 98101 Re: Federal Way Performing Arts & Conference Center Orchestra Lift Bid Alternate Proposal Dear PJ, .L O U � N � C C L � 2 Q � This letter proposes additional design team services for the Federal Way Performing Arts & Conference Center for the purpose of preparing a bid alternate for an automated orchestra lift. SCOPE OF SERVICES We understand that the City of Federal Way would like to include a manual orchestra pit lift as part of the Base Bid and an automated orchestra pit lift as a Bid Alternate. The machine pit for the automated orchestra lift is to be included in the Base Bid. The Shalleck Collaborative will prepare construction drawings and specifications for the automated lift. LMN will prepare construction drawings for the vertical enclosures /railings associated with the three stop levels (pit, orchestra and stage) of the lift and will author the Division 1 specification section on Alternates. SCHEDULE We expect the work of this proposal to be completed simultaneous with the other work of the construction documents and construction administration phases. COMPENSATION Additional fees for the above - stated services are proposed as a lump sum as follows: LMN The Shalleck Collaborative Markup on subconsultant (10 %) Total Fee $1,000.00 $8,000.00 $800.00 $9,800.00 Lmn °.3 O 0- r O m _ � y } May 5, 2015 Mr. PJ Santos Lorax Partners 101 Stewart Street, Suite 350 Seattle, WA 98101 Re: Federal Way Performing Arts & Conference Center Orchestra Lift Bid Alternate Proposal Dear PJ, .L O U � N � C C L � 2 Q � This letter proposes additional design team services for the Federal Way Performing Arts & Conference Center for the purpose of preparing a bid alternate for an automated orchestra lift. SCOPE OF SERVICES We understand that the City of Federal Way would like to include a manual orchestra pit lift as part of the Base Bid and an automated orchestra pit lift as a Bid Alternate. The machine pit for the automated orchestra lift is to be included in the Base Bid. The Shalleck Collaborative will prepare construction drawings and specifications for the automated lift. LMN will prepare construction drawings for the vertical enclosures /railings associated with the three stop levels (pit, orchestra and stage) of the lift and will author the Division 1 specification section on Alternates. SCHEDULE We expect the work of this proposal to be completed simultaneous with the other work of the construction documents and construction administration phases. COMPENSATION Additional fees for the above - stated services are proposed as a lump sum as follows: LMN The Shalleck Collaborative Markup on subconsultant (10 %) Total Fee $1,000.00 $8,000.00 $800.00 $9,800.00 Lmn °.3 Mr. PJ Santos Lorax Partners May 5, 2014 Page 2 of 2 Should the City of Federal Way wish to proceed with these services, please provide us with an approval signature in the signature block below denoting authorization of this additional service. Sincerely Dean G. Clark, AIA Principal L: \Projects \fw -pacc\ management\ contracts \proposals \2015 -05 -05 Orchestra Lift Proposal docx Enclosure Approval by the City of Federal Way: Signature Printed Name Date Lmn L.3 The Shalleck Collaborative Planning and Design of Theatres and Production Systems May 1, 2015 Dean Clark LMN Architects 801 2nd Ave Seattle, WA 98104 re: Federal Way Additional Service Orchestra Lift Dear Dean, We understand that the owner has requested to have the Orchestra Lift documented in the CD phase as an additive alternate. We would be pleased to be of assistance; however such an effort was not foreseen in our base services scope of work. I respectfully submit this request for an amendment to our compensation. This additional service shall be under the scope and terms of our base proposal dated January 7, 2015 and relevant terms. Tasks We will provide one preliminary and one final set of contract level specifications and drawings for the Orchestra lift system. Deliverables will include contract document -level documents that shall set forth in detail the systems within our field of responsibility, sufficient to bid the systems, and to be used for coordination with other consultants. Coordination with architecture for the finishes around the orchestra lift shall be a part of the work. The Construction Administration service shall be part of the construction administration agreement when awarded. The orchestra lift fee for CA is based on that the pit filler platforms would be removed from the project and the pit filler CA fee moneys would be used with the CA fee below for Orchestra lift construction administration. Fees Contract Documents additional service $5,000 Construction Administration service $3,000 400 Montgomery St. Suite 500 San Francisco, CA 94104 tel 415- 956 -4100 fax 415 - 840-0494 The Shalleck Collaborative Planning and Design of Theatres and Production Systems Authorization This Agreement is entered into as of the day and year first written above. We will commence work in good faith that an Agreement will be signed, based on authorization to proceed. We request a written authorization from you. Should an agreement not be reached for any reason, all fees and expenses provided through the date of such resolution shall be paid to The SC. Signature Printed name and title For The Shalleck Collaborative, Inc.: Signature Adam Shalleck, AIA President, The Shalleck Collaborative, Inc. Federal Way May 1, 2015 Theatre Consulting Additional Services - Orchestra Lift CD and CA Page 2 of 2 April 10, 2015 Mr. PJ Santos Lorax Partners 101 Stewart Street, Suite 350 Seattle, WA 98101 Re: Federal Way Performing Arts & Conference Center Proposal for Renderings Dear PJ, This letter proposes additional design team services for the Federal Way Performing Arts & Conference Center for the purpose of preparing two rendered illustrations of the building. SCOPE OF SERVICES We have arranged with Studio 216 to: 1. Revise the current exterior renderingto remove the site stairway, fill in the retaining wall and plantings, adjust the exterior building colors and revise selected lobby colors Create a new rendering of the interior of the auditorium, with a vantage point in the balcony in order to illustrate the spatial and finish characteristics of the space Studio 216's proposal is attached. SCHEDULE If we can get authorization of this work today, we expect that the renderings to be completed for the council meeting on April 21, 2015. COMPENSATION Additional fees for above - stated services are proposed as a lump sum as follows: Studio 216 Markup on subconsultant (10 %) Total Fee Lmn $6,250.00 $62500 $6,875.00 13 �� I Estimate: Dean Clark Page 2 of 2 Draft#2: Client will review and comment on Draft #2 Final Delivery: Final assets delivered electronically to client through web interface — Modifications and /or Additional Drafts will result in additional service at $175 /hour PAYMENT: 50% Retainer due before project commencement 100% Balance Payment Due 30 days after project invoiced Client responsible for entire payment Past due balances automatically assessed 1 % monthly surcharge Balances more than 90 days past due are subject to collections unless client makes arrangements per Studio216 approval TERMS OF SERVICES: Studio 216 reserves the right to use the images /videos of the commissioned work in their own portfolio and any self - promotion, and /or submit assets for awards It is also agreed that the original commissioned work will not be altered by others without Studio 216's written permission. Commissioned work remain the property of Studio 216 until all agreed fees and reimbursable expenses are paid in full: at which time the right of usage of these images is granted to all direct and indirect parties of this Agreement The right of a specific usage may be withdrawn should Studio 216 deem that the specific usage is inappropriate or damaging. Any liability of Studio 216 resulting from this Agreement is limited to the face amount of this Agreement. Should collection expenses be incurred they will be paid in addition to the agreed fee and reimbursable expenses NOTICE OF COPYRIGHT: The above work is copyrighted by Studio 216 in this year of 2015. It is the responsibility of the user of said work to ensure that a copy of this notice accompanies the original and any reproductions that might be used in any way to reproduce the original CREDIT The Client shall ensure that proper recognition accompanies any reproduction or publication of the work provided Proper recognition requires the following credit line adjacent to the published asset: "Copyright 2015 Studio 216" ACKNOWLEDGMENT: The parties agree that they have read and understand the terms of this Agreement and by signing hereunder, acknowledge a receipt of an Executed Agreement BOOKS https: / /studio2l6lnc. freshbooks .com /showEstimate9estimatejd= 83803 &_alt domain_cooki.. 4/10/2015 Estimate: Dean Clark Studio 216 1435 34th Ave Seattle WA 98122 United States LMN Dean Clark Item Exterior III. Interior Illustration Description 1942—Federal Way Performing Arts Center Terms PROJECT LOCATION: Federal Way, Wa PROJECT TYPE: Civic INVOICE CONTACT: Martha Share SCOPE: Proposal # Proposal Date PO # Proposal Total Page 1 of 2 1942 April 10, 2015 1942—Federal Way Arts $6,250.00 USD Unit Cost Quantity Line Total 000 0 0.00 3,250.00 1 3,25000 3,00000 1 3,000.00 Proposal Total $6,250.00 USD Studio 216 will create above assets based on 3d models, PSD files and sketches provided by the client Animations @ 30fps @ 720p HD Maximum Illustration Dimension 4000 pixels @ 72 dpi Maximum Immersive @ 75 fps SCHEDULE: Kickoff - 4/10/15 Finals - 4/20/15 PROCESS: The stated Client must sign and return this document prior to project commencement Kickoff . Client to provide necessary materials, files, and final design to be visualized Draft#1: Client will review and comment on Draft #1 https: / /studio2l6inc. freshbooks .com /showEstimate ?estimateid= 83803& alt domain cooki... 4/10/2015 Mr PJ Santos Lorax Partners April 10, 2014 Page 2 of 2 Please let us know at your earliest convenience if we may proceed with these services Sincerely, Dean G. Clark, AIA Principal L:\ Projects \fw -pacc\ management \contracts \proposals \2015 -04 -10 Renderings Proposal docx Enclosures �mn RETURN TO: PW ADMIN EXT: 2700 ID # QQ (j' CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT /DIV: PUBLIC WORKS / p/k C 2. ORIGINATING STAFF PERSON: e 1/3 \S EXT: Z� 3 3. DATE REQ. By: Z 1/ 01 1 .6 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ REAL ESTATE DOCUMENT ❑ ORDINANCE Q4 CONTRACT AMENDMENT (AG #): 15- CO ❑ OTHER ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ MAINTENANCE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ RESOLUTION ❑ INTERLOCAL Wa•`-‘ 5. PROJECT NAME: V4ckeCpl 6. NAME OF CONTRACTOR: ADDRESS: SOI ' {►.,) E -MAIL: (c . C E t\ i-eC eve \r yv ery Pc 3e. L+. LIP �rti�Cc,tS , Sv;1'e- so/ s- ecevvte g1O TELEPHONE: 206 -bF- 34 6'0 FAX: TITLE: 'Pc..('frter SIGNATURE NAME: -De)" L kat-Vt- 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑2 PRIOR CONTRACT /AMENDMENTS CFW LICENSE #_ I 1 I 01-42V3 BL, EXP. 12/31/ I /- UBI #IOV' • 04 7Ft) , EXP. / / 8. TERM: COMMENCEMENT DATE: 1 �i 1 i COMPLETION DATE: 7i01-7 9. TOTAL COMPENSATION: $ t L.r\O .Y\CI ' (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: 3 0S-580o-110 - •9 L( -S g- " Li 1 10. DOCUMENT / CONTRACT REVIEW ❑ PROJECT MANAGER ❑ DIVISION MANAGER "i DEPUTY DIRECTOR DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) IL LAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) 12. CONTRACT SIGNATURE ROUTING i SENT TO VENDOR/CONTRACTOR ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS DIAL / DATE SIGNED INITIAL / DATE REVIEWED INITIAL / DATE APPROVED COMMITTEE APPROVAL DATE: DATE SENT: { t 1Lt l‘k..IG >LAW DEPT ❑ CHIEF OF STA ;iDSIGNATORY (MAYO' OR DIRECTOR) CITY CLERK )i:( ASSIGNED AG # XSIGNED COPY RETURNED ETURN ONE ORIGINAL COMMENTS: (� EXECUTE "?.." ORIGINALS L� 1-e ylp� • fose c t{r).. 1 / /l7 urorrir� A 1 Obi DATE SENT: 01-10 -IT COUNCIL APPROVAL DATE: LOY\i-%.c r- 4fr/N S-Vor'\ et" t'�1 O abe- -• DATE REC'D: 1/611 -7 c.loscov t- 1/15 Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffedera!way com AMENDMENT NO. 2 TO PROFESSIONAL SERVICES AGREEMENT FOR FEDERAL WAY CIVIC CENTER DEVELOPMENT PROJECT This Amendment ( "Amendment No. 2 ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and LMN Architects, LLP a Washington limited liability partnership formerly known as Loschky, Marquardt & Nesholm dba LMN Architects, a Washington general partnership ( "Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for the Federal Way Civic Center Development Project ( "Agreement ") dated effective March 11, 2015, as amended by Amendment No. 1, as follows: 1. AMENDED TERM. The term of the Agreement, as referenced by Section 1 of the Agreement and any prior amendments thereto, shall be amended and shall continue until the completion of the Services, but in any event no later than September 1, 2017 ( "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. AMENDMENT [Signature page follows] - 1 1/2015 Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederahvay com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY By: DATE: 00//i LMN ARCHITECTS, LLP 4 By: 1 Printed Name: PAFAE.L V (P et.'( Title: PAFT 4-k DATE: 2 • Zo • 20 tC ATTEST: ie Courtney, CMC, C Clerk APPROVED AS TO FORM: Mark Orthmann, Acting City Attorney STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this day personally appeared before me c,� �-clei( V, AJ1 , to me known to be the Partner of LMN Architects, LLP that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability partnership, for the uses and purposes therein mentioned, and on oath stated that he /she was authorized to execute said instrument. GIVEN my hand and official seal this 24:1 day of be b 520 l . AMENDMENT Notary's signature Notary's printed name TuA ? AEcs Notary Public in and for the State of Washington. My commission expires 0 2 L 2 - 1/2015 ACORL® CERTIFICATE OF LIABILITY INSURANCE ‘.—._. ---- DATE(MM /DD/YYYY) 11/11/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Servco Pacific Insurance 800 Fifth Ave. Suite 2400 Seattle, WA 98104 CT NAMEA Certificate Department tA/C. " No. Extt:206- 216 -4830 IA/C,No):206- 260 -2903 E -MAIL ADDRESS :certdept @servcopacific.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A :Travelers Property Casualty Company INSURERB:The Phoenix Insurance Company 25674 INSURED LMNARCH -01 LMN Architects 801 Second Ave Suite 501 Seattle, WA 98104 25623 13604 INSURER C :Starr Surplus Lines Insurance Co INSURER D: 11/15/2017 INSURER E : $1,000,000 INSURER F : $1,000,000 COVERAGES CERTIFICATE NUMBER: 207980 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 IN/SR SR SUBR W VD POLICY NUMBER POLICY EFF IMMIDD/YYYY) POLICY EXP (MMIDD/YYYY) LIMITS A GENERALLIABILITY X COMMERCIAL GENERAL LIABILITY Y 680006H407070 11/15/2016 11/15/2017 EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED PREMISES (Ea occurrence) $1,000,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) $10,000 X WA Stop Gap PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE POLICY X LIMIT APPLIES !Ng PER: LOC PRODUCTS - COMP/OP AGG $2,000,000 WA Stop Gap $$1M/$1M/$1M B AUTOMOBILE X X LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS SCHEDULED AUTOS NON -OWNED AUTOS BA6083L82A 11/15/2016 11/15/2017 COMBINED SINGLE LIMI f (Ea accident) $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENT ON $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR /PARTNER /EXECUTIVE OFFICER /MEMBER EXCLUDED? (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y I N N 1 A WC STATU- TORY LIMITS OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ C Professional Liability Claims Made 1000199180161 11/15/2016 11/15/2017 Per Claim $1,000,000 Aggregate $1,000,000 Deductible $100,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Addklonal Remarks Schedule, If more apace Is required) IF CERTIFICATE IS NO LONGER REQUIRED, PLEASE NOTIFY SERVCO PACIFIC INSURANCE City of Federal Way is Primary and Non - contributory additional insured under General Liability and additional insured under Auto Liability as respects their interest in the insured operations of the named insured per the attached endorsements. CERTIFICATE HOLDER CANCELLATION City of Federal Way Attn: Patrick Doherty 33325 8th Avenue South Federal Way, WA 98003 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2010/05) © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD • COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which CA T3 53 02 15 H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT J. PERSONAL PROPERTY K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COV- ERED AUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. 2. The following replaces Paragraph b. in B.5., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO permission, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto ". D. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day be- cause of time off from work. F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS The following replaces Subparagraph (5) in Para- graph B.7., Policy Period, Coverage Territory, of SECTION IV — BUSINESS AUTO CONDI- TIONS: (5) Anywhere in the world, except any country or jurisdiction while any trade sanction, em- bargo, or similar regulation imposed by the United States of America applies to and pro- hibits the transaction of business with or within such country or jurisdiction, for Cov- ered Autos Liability Coverage for any covered "auto" that you lease, hire, rent or borrow without a driver for a period of 30 days or less and that is not an "auto" you lease, hire, rent or borrow from any of your "employees ", partners (if you are a partnership), members (if you are a limited liability company) or members of their households. (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent. (iii) We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit ". (iv) We will reimburse the "insured" for sums that the "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only up to the limit described in Para- graph C., Limits Of Insurance, of SECTION II — COVERED AUTOS LIABILITY COVERAGE. (v) We will reimburse the "insured" for the reasonable expenses incurred with our consent for your investiga- tion of such claims and your defense of the "insured" against any such "suit ", but only up to and included within the limit described in Para- graph C., Limits Of Insurance, of SECTION II — COVERED AUTOS LIABILITY COVERAGE, and not in addition to such limit. Our duty to make such payments ends when we have used up the applicable limit of insurance in payments for damages, settlements or defense expenses. (b) This insurance is excess over any valid and collectible other insurance available to the "insured" whether primary, excess, contingent or on any other basis. (c) This insurance is not a substitute for re- quired or compulsory insurance in any country outside the United States, its ter- ritories and possessions, Puerto Rico and Canada. Page 2 of 4 © 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE — GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT The following replaces the last sentence of Para- graph A.4.b., Loss Of Use Expenses, of SEC- TION III — PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident ". L PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION 11I — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. J. PERSONAL PROPERTY The following is added to Paragraph A.4., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Personal Property We will pay up to $400 for "loss" to wearing ap- parel and other personal property which is: (1) Owned by an "insured "; and CA T3 53 02 15 COMMERCIAL AUTO (2) In or on your covered "auto ". This coverage applies only in the event of a total theft of your covered "auto ". No deductibles apply to this Personal Property coverage. K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION 1I1 — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. b. c. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; The airbags are not covered under any war- ranty; and The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss ". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV — BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or "loss" ap- plies only when the "accident" or "loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss ". M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract signed and executed prior to any "accident" or "loss ", provided that the "accident" or "loss" arises out of operations contemplated by © 2015 The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO such contract. The waiver applies only to the person or organization designated in such contract. N. UNINTENTIONAL ERRORS OR OMISSIONS The following is added to Paragraph 8.2., Con- cealment, Misrepresentation, Or Fraud, of SECTION IV — BUSINESS AUTO CONDITIONS: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. How- ever this provision does not affect our right to col- lect additional premium or exercise our right of cancellation or non - renewal. Page 4 of 4 © 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. The following is added to WHO IS AN INSURED (Section II): Any person or organization that you agree in a "contract or agreement requiring insurance" to in- clude as an additional insured on this Coverage Part, but only with respect to liability for "bodily in- jury", "property damage" or "personal injury" caused, in whole or in part, by your acts or omis- sions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing opera- tions; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "products- completed operations hazard ". Such person or organization does not qualify as an additional insured for "bodily injury", "property damage" or "personal injury" for which that per- son or organization has assumed liability in a con- tract or agreement. The insurance provided to such additional insured is limited as follows: d. This insurance does not apply on any basis to any person or organization for which cover- age as an additional insured specifically is added by another endorsement to this Cover- age Part. e. This insurance does not apply to the render- ing of or failure to render any "professional services". f. The limits of insurance afforded to the addi- tional insured shall be the limits which you agreed in that "contract or agreement requir- ing insurance" to provide for that additional insured, or the limits shown in the Declara- tions for this Coverage Part, whichever are Tess. This endorsement does not increase the limits of insurance stated in the LIMITS OF CGD3810907 INSURANCE (Section III) for this Coverage Part. B. The following is added to Paragraph a. of 4. Other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): However, if you specifically agree in a "contract or agreement requiring insurance" that the insurance provided to an additional insured under this Cov- erage Part must apply on a primary basis, or a primary and non - contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such addi- tional insured as a named insured, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have entered into that "contract or agreement requiring insurance ". But this insur- ance still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured when the insured is an additional insured under any other insurance. C. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CON- DITIONS (Section IV): We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, under a "contract or agreement requiring insurance" with that person or organization. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiring insur- ance" with such person or organization entered into by you before, and in effect when, the "bodily © 2007 The Travelers Companies, Inc. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission COMMERCIAL GENERAL LIABILITY injury" or "property damage" occurs, or the "per- sonal injury" offense is committed. D. The following definition is added to DEFINITIONS (Section V): "Contract or agreement requiring insurance" means that part of any contract or agreement un- der which you are required to include a person or organization as an additional insured on this Cov- Page 2 of 2 erage Part, provided that the "bodily injury" and "property damage" occurs, and the "personal in- jury" is caused by an offense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. © 2007 The Travelers Companies, Inc. CG D3 81 09 07 Includes the copyrighted material of Insurance Services Office, Inc., with its permission COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. OTHER INSURANCE - ADDITIONAL INSUREDS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVISIONS COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV), Paragraph 4_ (Other Insurance), is amended as follows: 1. The following is added to Paragraph a. Primary Insurance: However, if you specifically agree in a written con- tract or written agreement that the insurance pro- vided to an additional insured under this Coverage Part must apply on a primary basis, or a primary and non - contributory basis, this insur- ance is primary to other insurance that is avail- able to such additional insured which covers such additional insured as a named insured, and we will not share with that other insurance, provided that: a. The "bodily injury" or "property damage" for which coverage is sought occurs; and b. The "personal injury" or "advertising injury" for which coverage is sought arises out of an of- fense committed subsequent to the signing and execution of that contract or agreement by you. 2. The first Subparagraph (2) of Paragraph b. Ex- cess Insurance regarding any other primary in- surance available to you is deleted. 3. The following is added to Paragraph b. Excess Insurance, as an additional subparagraph under Subparagraph (1): That is available to the insured when the insured is added as an additional insured under any other policy, including any umbrella or excess policy. CG DO 37 04 05 Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. Page 1 of 1 • • COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ARCHITECTS, ENGINEERS AND SURVEYORS XTEND ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE Provisions A. — T. and V. of this endorsement broaden coverage. Provisions U. and W. of this endorsement may limit coverage. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the PROVISIONS of this endorsement carefully to determine rights, duties, and what is and is not covered. A. Broadened Named Insured B. Incidental Medical Malpractice C. Reasonable Force — Bodily Injury Or Property Damage D. Non -Owned Watercraft — Increased To Up To 75 feet E. Aircraft Chartered With Crew F. Extension Of Coverage — Damage To Premises Rented To You G. Malicious Prosecution — Exception To Knowing Violation Of Rights Of Another Exclusion H. Medical Payments Limit I. Increased Supplementary Payments J. Additional Insured — Owner, Manager Or Lessor Of Premises K. Additional Insured — Lessor Of Leased Equipment L. Additional Insured — State Or Political Subdivi- sions — Permits Relating To Premises M. Additional Insured — State Or Political Subdivi- sions — Permits Relating To Operations PROVISIONS A. BROADENED NAMED INSURED 1. The Named Insured in Item 1. of the Com- mon Policy Declarations is amended as fol- lows: The person or organization named in Item 1. of the Common Policy Declarations and any organization, other than a partnership, joint venture, limited liability company or trust, of which you are the sole owner or in which you maintain the majority ownership interest on the effective date of the policy. However, CGD3790907 N. Additional Insured — Architect, Engineer Or Surveyor O. Who Is An Insured — Newly Acquired Or Formed Organizations P. Who Is An Insured — Unnamed Partnership Or Joint Venture — Excess Q. Per Project General Aggregate Limit R. Knowledge And Notice Of Occurrence Or Offense S. Unintentional Omission T. Waiver Of Transfer Of Rights Of Recovery Against Others To Us When Required By Con- tract Or Agreement U. Amended Bodily Injury Definition V. Amended Insured Contract Definition — Railroad Easement W. Amended Property Damage Definition — Tangible Property X. Additional Definition — Contract or Agreement Requiring Insurance coverage for any such additional organization will cease as of the date, if any, during the policy period, that you no longer are the sole owner of, or maintain the majority ownership interest in, such organization. 2. This Provision A. does not apply to any per- son or organization for which coverage is ex- cluded by another endorsement to this Cov- erage Part. B. INCIDENTAL MEDICAL MALPRACTICE 1. The following is added to Paragraph 1. Insur- ing Agreement of COVERAGE A BODILY © 2007 The Travelers Companies, Inc. Page 1 of 8 COMMERCIAL GENERAL LIABILITY INJURY AND PROPERTY DAMAGE LI- ABILITY in COVERAGES (Section I): "Bodily injury" arising out of the rendering of, or failure to render, "first aid" or "Good Sa- maritan services" to a person, other than a co-"employee" or "volunteer worker", will be deemed to be caused by an "occurrence ". For the purposes of determining the applica- ble limits of insurance, any act or omission together with all related acts or omissions in the furnishing of the services to any one per- son will be deemed one "occurrence ". 2. As used in this Provision B.: a. "First aid" means medical or nursing ser- vice, treatment, advice or instruction; the related furnishing of food or beverages; the furnishing or dispensing of drugs or medical supplies or appliances; b. "Good Samaritan services" means those medical services rendered or provided in an emergency and for which no remu- neration is demanded or received. 3. Paragraph 2.a.(1)(d) of WHO IS AN IN- SURED (Section II) does not apply to any of your "employees ", who are not employed as a doctor or nurse by you, but only while per- forming the services described in Paragraph 1. above and while acting within the scope of their employment by you. Any such "employ- ees" rendering "Good Samaritan services" will be deemed to be acting within the scope of their employment by you. 4. The following exclusion is added to Para- graph 2. Exclusions of COVERAGE A BOD- ILY INJURY AND PROPERTY DAMAGE LIABILITY in COVERAGES (Section I): Sale of Pharmaceuticals "Bodily injury" or "property damage" aris- ing out of the willful violation of a penal statute or ordinance relating to the sale of pharmaceuticals committed by or with the knowledge or consent of the insured. 5. The insurance provided by this Provision B. shall be excess over any valid and collectible other insurance available to the insured, whether primary, excess, contingent or on any other basis, except for insurance pur- chased specifically by you to apply in excess of the Limits of Insurance shown in the Decla- rations for this Coverage Part. Page 2 of 8 C. REASONABLE FORCE — BODILY INJURY OR PROPERTY DAMAGE The Expected Or Intended Injury Exclusion in Paragraph 2. Exclusions of COVERAGE A BODILY INJURY AND PROPERTY DAMAGE UABILITY in COVERAGES (Section I) is de- leted and replaced by the following: Expected Or Intended Injury Or Damage "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of rea- sonable force to protect any person or property. D. NON -OWNED WATERCRAFT — INCREASED TO UP TO 75 FEET 1. The exception contained in Subparagraph (2) of the Aircraft, Auto Or Watercraft Exclu- sion in 2. Exclusions of COVERAGE A BODILY INJURY AND PROPERTY DAM- AGE LIABILITY in COVERAGES (Section I) is deleted and replaced by the following: (2) A watercraft you do not own that is: (a) Less than 75 feet long; and (b) Not being used to carry persons or property for a charge; 2. Only as respects the insurance provided by this Provision D., WHO IS AN INSURED (Section II) is amended to include as an in- sured any person who, with your expressed or implied consent, either uses or is respon- sible for the use of the watercraft. 3. The insurance provided by this Provision D. shall be excess over any valid and collectible other insurance available to the insured, whether primary, excess, contingent or on any other basis, except for insurance pur- chased specifically by you to apply in excess of the Limits of Insurance shown in the Decla- rations for this Coverage Part. E. AIRCRAFT CHARTERED WITH CREW 1. The following is added to the exceptions con- tained in the Aircraft, Auto Or Watercraft Exclusion in Paragraph 2. Exclusions of COVERAGE A BODILY INJURY AND PROPERTY DAMAGE UABILITY in COV- ERAGES (Section I): Aircraft chartered with crew, including a pilot, to any insured. © 2007 The Travelers Companies, Inc. CG D3 79 09 07 2. This Provision E. does not apply if the char- tered aircraft is owned by any insured. 3. The insurance provided by this Provision E. shall be excess over any valid and collectible other insurance available to the insured, whether primary, excess, contingent or on any other basis, except for insurance pur- chased specifically by you to apply in excess of the Limits of Insurance shown in the Decla- rations for this Coverage Part. F. EXTENSION OF COVERAGE — DAMAGE TO PREMISES RENTED TO YOU 1. The last paragraph of COVERAGE A BOD- ILY INJURY AND PROPERTY DAMAGE LIABILITY in COVERAGES (Section I) is deleted and replaced by the following: Exclusions c. through n. do not apply to dam- age to premises while rented to you, or tem- porarily occupied by you with permission of the owner, caused by: a. Fire; b. Explosion; c. Lightning; d. Smoke resulting from such fire, explo- sion, or lightning; or e. Water. A separate limit of insurance applies to this coverage as described in UMITS OF IN- SURANCE (Section III). 2. The insurance under this Provision F. does not apply to damage to premises while rented to you, or temporarily occupied by you with permission of the owner, caused by: a. Rupture, bursting, or operation of pres- sure relief devices; b. Rupture or bursting due to expansion or swelling of the contents of any building or structure, caused by or resulting from wa- ter; or c. Explosion of steam boilers, steam pipes, steam engines, or steam turbines. 3. Paragraph 6. of UMITS OF INSURANCE (Section III) is deleted and replaced by the following: Subject to 5. above, the Damage To Prem- ises Rented To You Limit is the most we will pay under Coverage A for the sum of all damages because of "property damage" to CGD3790907 COMMERCIAL GENERAL LIABILITY any one premises while rented to you, or temporarily occupied by you with permission of the owner, caused by: fire; explosion; light- ning; smoke resulting from such fire, explo- sion, or lightning; or water. The Damage To Premises Rented To You Limit will apply to all "property damage" proximately caused by the same 'bccurrence ", whether such dam- age results from: fire; explosion; lightning; smoke resulting from such fire, explosion, or lightning; or water; or any combination of any of these causes. The Damage To Premises Rented To You Limit will be the higher of: a. $1,000,000; or b. The amount shown for the Damage To Premises Rented To You limit in the Declarations for this Coverage Part. 4. Paragraph a. of the definition of "insured con- tract" in DEFINITIONS (Section V) is deleted and replaced by the following: a. A contract for a lease of premises. How- ever, that portion of the contract for a lease of premises that indemnifies any person or organization for damage to premises while rented to you, or tempo- rarily occupied by you with permission of the owner, caused by: fire; explosion; lightning; smoke resulting from such fire, explosion, or lightning; or water is not an "insured contract "; 5. This Provision F. does not apply if coverage for Damage To Premises Rented To You of COVERAGE A BODILY INJURY AND PROPERTY DAMAGE UABILITY in COV- ERAGES (Section I) is excluded by another endorsement to this Coverage Part. G. MALICIOUS PROSECUTION — EXCEPTION TO KNOWING VIOLATION OF RIGHTS OF AN- OTHER EXCLUSION The following is added to the Knowing Violation Of Rights Of Another Exclusion in 2. Exclu- sions of COVERAGE B PERSONAL INJURY, ADVERTISING INJURY AND WEB SITE IN- JURY LIABILITY of the WEB XTEND LIABILITY Endorsement: This exclusion does not apply to "personal injury" caused by malicious prosecution. © 2007 The Travelers Companies, Inc. Page 3 of 8 COMMERCIAL GENERAL LIABILITY H. MEDICAL PAYMENTS LIMIT The Medical Expense Limit shown in the Declara- tions for this Coverage Part is increased to $10,000. I. INCREASED SUPPLEMENTARY PAYMENTS Paragraphs 1.b. and 1.d. of SUPPLEMENTARY PAYMENTS — COVERAGES A AND B in COV- ERAGES (Section 1) are amended as follows: 1. In Paragraph 1.b., the amount we will pay for the cost of bail bonds is increased to $2500. 2. In Paragraph 1.d., the amount we will pay for loss of earnings is increased to $500 a day. J. ADDITIONAL INSURED — OWNER, MANAGER OR LESSOR OF PREMISES 1. WHO IS AN INSURED (Section II) is amended to include as an insured: Any person or organization that you have agreed in a contract or agreement to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily in- jury" or "property damage" that occurs, or "personal injury" caused by an offense committed, after you have entered into that contract or agreement; and b. Only if the "bodily injury', "property dam- age" or "personal injury" is caused, in whole or in part, by acts or omissions of you or any person or organization per- forming operations on your behalf, and arises out of the ownership, maintenance or use of that part of any premises leased to you under that contract or agreement. 2. The insurance provided to such additional insured under this Provision J. is subject to the following provisions: a. The limits of insurance afforded to such additional insured shall be the limits which you agreed to provide in the con- tract or agreement, or the limits shown in the Declarations for this Coverage Part, whichever are less; and b. The insurance afforded to such additional insured does not apply to: (1) Any "bodily injury" or "property dam- age" that occurs, or "personal injury" caused by an offense committed, af- ter you cease to be a tenant in that premises; (2) Any structural alterations, new con- struction or demolition operations performed by or on behalf of such additional insured; or (3) Any premises for which coverage is excluded by another endorsement to this Coverage Part. 3. This Provision J. does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another en- dorsement to this Coverage Part. K. ADDITIONAL INSURED — LESSOR OF LEASED EQUIPMENT 1. WHO IS AN INSURED (Section II) is amended to include as an insured: Any person or organization that you have agreed in a contract or agreement to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily in- jury" or "property damage" that occurs, or "personal injury" caused by an offense committed, after you have entered into that contract or agreement; and b. Only if the "bodily injury", 'property dam- age" or "personal injury" is caused, in whole or in part, by acts or omissions of you or any person or organization per- forming operations on your behalf, in the maintenance, operation or use of equip- ment leased to you by such additional in- sured. 2. The insurance provided to such additional insured under this Provision K. is subject to the following provisions: a. The limits of insurance afforded to such additional insured shall be the limits which you agreed to provide in the con- tract or agreement, or the limits shown in the Declarations for this Coverage Part, whichever are less; and b. The insurance afforded to such additional insured does not apply: (1) To any "bodily injury" or "property damage" that occurs, or "personal in- jury" caused by an offense commit- ted, after the equipment lease ex- pires; or Page 4 of 8 © 2007 The Travelers Companies, Inc. CG D3 79 09 07 (2) If the equipment is leased with an operator. 3. This Provision K. does not apply on any basis to any person or organization for which cov- erage as an additional insured specifically is added by another endorsement to this Cov- erage Part. L. ADDITIONAL INSURED — STATE OR POLITI- CAL SUBDIVISIONS — PERMITS RELATING TO PREMISES The following is added to Paragraph 2. of WHO IS AN INSURED (Section II) to include as an insured: Any state or political subdivision that has issued a permit in connection with premises owned or oc- cupied by, or rented or loaned to, you, but only with respect to "bodily injury", "property damage ", "personal injury" or "advertising injury" arising out of the existence, ownership, use maintenance, repair, construction, erection or removal of adver- tising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, elevators, street banners or decorations for which that state or political subdivision has issued such permit. M. ADDITIONAL INSURED — STATE OR POLITI- CAL SUBDIVISIONS — PERMITS RELATING TO OPERATIONS The following is added to Paragraph 2. of WHO IS AN INSURED (Section II) to include as an insured: Any state or political subdivision that has issued a permit, but only with respect to "bodily injury ", "property damage ", "personal injury" or "advertis- ing injury" arising out of operations performed by you or on your behalf for which that state or po- litical subdivision has issued such permit. How- ever, no such state or political subdivision is an insured for: 1. "Bodily injury", "property damage ", "personal injury" or "advertising injury" arising out of operations performed for that state or political subdivision; or 2. "Bodily injury" or "property damage" included within the "products — completed operations hazard ". CGD3790907 COMMERCIAL GENERAL LIABILITY N. ADDITIONAL INSURED — ARCHITECT, ENGI- NEER OR SURVEYOR 1. The following is added to Paragraph 2. of WHO IS AN INSURED (Section II) to include as an insured: Any architect, engineer or surveyor engaged by or for you that you agree in a "contract or agreement requiring insurance" to include as an additional insured on this Coverage Part, but only with respect to liability for "bodily in- jury", "property damage" or "personal injury" that is caused, in whole or in part, by acts or omissions of you or any person or organiza- tion acting on your behalf in connection with your premises or "your work ". 2. This Provision N. does not apply on any basis to any person or organization for which cov- erage as an additional insured specifically is added by another endorsement to this Cov- erage Part. O. WHO IS AN INSURED — NEWLY ACQUIRED OR FORMED ORGANIZATIONS 1. Paragraph 4.a. of WHO IS AN INSURED (Section II) is deleted and replaced by the following: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier. Any such newly acquired or formed organiza- tion that you report in writing to us within 180 days after you acquire or form the organization will be covered under this provision until the end of the policy pe- riod, even if there are more than 180 days remaining until the end of the policy period; 2. This Provision O. does not apply to any or- ganization for which coverage is excluded by another endorsement to this Coverage Part. P. WHO IS AN INSURED — UNNAMED PART- NERSHIP OR JOINT VENTURE — EXCESS 1. The last paragraph of WHO IS AN INSURED (Section II) is deleted and replaced by the following: No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named In- sured in the Common Policy Declarations. © 2007 The Travelers Companies, Inc. Page 5 of 8 COMMERCIAL GENERAL LIABILITY However, this exclusion does not apply to your liability with respect to your conduct of the business of any current or past partner- ship or joint venture: a. That is not shown as a Named Insured in the Common Policy Declarations, and b. In which you are a member or partner where each and every one of your co- ventures in that joint venture is an archi- tectural, engineering, or surveying firm. 2. This Provision P. does not apply to any per- son or organization for which coverage is ex- cluded by another endorsement to this Cov- erage Part. 3. The insurance provided by this Provision P. shall be excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, which is available covering your liability with respect to your conduct of the business of any current or past partnership or joint venture that is not shown as a Named Insured in the Common Policy Declarations and which is issued to such partnership or joint venture. Q. PER PROJECT GENERAL AGGREGATE LIMIT 1. Paragraph 2. of UMITS OF INSURANCE (Section III) is deleted and replaced by the following: The General Aggregate Limit is the most we will pay for the sum of: a. Damages under Coverage B; and b. Damages from "occurrences" under Cov- erage A and for all medical expenses caused by accidents under Coverage C which cannot be attributed only to opera- tions at a single "project ". 2. The following is added to UMITS OF IN- SURANCE (Section III): A separate Per Project General Aggregate Limit applies to each "project" for all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under Coverage A and for all medical ex- penses caused by accidents under Coverage C which can be attributed only to operations at a single "project ", and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations for this Coverage Part. Page 6 of 8 Any payments made under Coverage A for damages and under Coverage C for medical expenses shall reduce the Per Project Gen- eral Aggregate Limit for that "project ", but shall not reduce: a. Any other Per Project General Aggregate Limit for any other "project "; b. The General Aggregate Limit; or c. The Products - Completed Operations Ag- gregate Limit. The limits shown in the Declarations for this Coverage Part for Each Occurrence, Dam- age To Premises Rented To You and Medical Expense are also subject to the Per Project General Aggregate Limit when the Per Pro- ject General Aggregate Limit applies. 3. As used in the Provision Q.: "Project" means an area away from premises owned by or rented to you at which you are performing operations pursuant to a contract or agreement. For the purposes of determin- ing the applicable aggregate limit of insur- ance, each "project" that includes premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right - of -way of a railroad shall be considered a sin- gle "project ". R. KNOWLEDGE AND NOTICE OF OCCUR- RENCE OR OFFENSE The following is added to Paragraph 2. Duties In The Event of Occurrence, Offense, Claim Or Suit of COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): Notice of an "occurrence" or of an offense which may result in a claim must be given as soon as practicable after knowledge of the "occurrence" or offense has been reported to you, one of your "executive officers" (if you are a corporation), one of your partners who is an individual (if you are a partnership), one of your managers (if you are a limited liability company), one of your trustees who is an individual (if you are a trust), or an "employee" (such as an insurance, loss control or risk manager or administrator) designated by you to give such notice. Knowledge by any other "employee" of an "occur- rence" or offense does not imply that you also have such knowledge. © 2007 The Travelers Companies, Inc. CG D3 79 09 07 Notice of an "occurrence" or of an offense which may result in a claim will be deemed to be given as soon as practicable to us if it is given in good faith as soon as practicable to your workers' com- pensation, accident, or health insurer. This ap- plies only if you subsequently give notice of the "occurrence" or offense to us as soon as practi- cable after you, one of your "executive officers" (if you are a corporation), one of your partners who is an individual (if you are a partnership), one of your managers (if you are a limited liability company), one of your trustees who is an individ- ual (if you are a trust), or an "employee" (such as an insurance, loss control or risk manager or ad- ministrator) designated by you to give such notice discovers that the "occurrence" or offense may involve this policy. S. UNINTENTIONAL OMISSION 1. The following is added to Paragraph 6. Rep- resentations of COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): The unintentional omission of, or uninten- tional error in, any information provided by you which we relied upon in issuing this pol- icy shall not prejudice your rights under this insurance. 2. This Provision S. does not affect our right to collect additional premium or to exercise our right of cancellation or nonrenewal in accor- dance with applicable insurance laws or regu- lations. T. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US WHEN REQUIRED BY CONTRACT OR AGREEMENT The following is added to Paragraph 8. Transfer of Rights of Recovery Against Others to Us of COMMERCIAL GENERAL LIABILITY CONDI- TIONS (Section IV): We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury', "property damage ", "personal injury" or "advertising injury" arising out of: 1. Premises owned by you, temporarily occu- pied by you with permission of the owner, or leased or rented to you; 2. Ongoing operations performed by you, or on your behalf, under a contract or agreement with that person or organization; 3. "Your work"; or COMMERCIAL GENERAL LIABILITY 4. "Your products ". We waive these rights only where you have agreed to do so as part of a contract or agree- ment entered into by you before, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal injury" offense or "adver- tising injury" offense is committed. U. AMENDED BODILY INJURY DEFINITION The definition of "bodily injury" in DEFINITIONS (Section V) is deleted and replaced by the follow- ing: "Bodily injury" means: a. Physical harm, including sickness or disease, sustained by a person; b. Mental anguish, injury or illness, or emotional distress, resulting at any time from such physical harm, sickness or disease; or c. Care, loss of services or death resulting at any time from such physical harm, sickness or disease. V. AMENDED INSURED CONTRACT DEFINITION — RAILROAD EASEMENT 1. Subparagraph c. of the definition of "insured contract" in DEFINITIONS (Section V) is de- leted and replaced by the following: c. Any easement or license agreement; 2. Subparagraph f.(1) of the definition of "in- sured contract" in DEFINITIONS (Section V) is deleted. W. AMENDED PROPERTY DAMAGE DEFINITION — TANGIBLE PROPERTY The definition of "property damage" in DEFINI- TIONS (Section V) is deleted and replaced by the following: "Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occur- rence" that caused it. For the purposes of this insurance, tangible prop- erty does not include data. CG D3 79 09 07 © 2007 The Travelers Companies, Inc. Page 7 of 8 COMMERCIAL GENERAL LIABILITY X. The following definition is added to SECTION V — DEFINITIONS: "Contract or agreement requiring insurance" means that part of any contract or agreement under which you are required to include a person or organization as an additional insured on this Coverage Part, provided that the "bodily injury" Page 8 of 8 and "property damage" occurs, and the "personal injury" is caused by an offense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. © 2007 The Travelers Companies, Inc. CG D3 79 09 07 RETURN TO: 6hh, , yu J EXT: 4g-706., CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS/ I 2. ORIGINATING STAFF PERSON: AJ/L�p.M JJF►/ ! EXT: 21/1 3. DATE REQ.BY: Aso 4. TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION V CONTRACT AMENDMENT(AG#):/5:063 ❑ INTERLOCAL ❑ OTHER eIdWarr 5. PROJECT NAME: e0 4L- JAy ()me t��ea1 i'1 6. NAME OF CONTRACTOR: L.J�//1 Aga E,.(r , ADDRESS: ■ • ~I" // .T. ..^.If ♦ c TELEPHONE: =•1� L�r E-MAIL: 1/� FAX: SIGNATURE NAME: GEoZ smid 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 CFW LICENSE#`00 3y133(o / BL,EXP. 12/31/ �/ G�� UBI# /1 '109273 ,EXP./2 /3L//�) I)n 8. TERM: COMMENCEMENT DATE: A6 2I I1 COMPLETION DATE: do t/ 0'/1214// / 9. TOTAL COMPENSATION:$ V , i.J Z, l?,glo9 �O^ _ I 7E EX ENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑YES tv110 IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑YES V/O IF�YES,,$$ r PAID BY: ❑CONTRACTOR ❑CITY ❑ PURCHASING: PLEASE CHARGE To: 3Q '�v oo —I/O " S/p 5• ' 41O 10. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED ❑ PROJECT MANAGER ❑ DIVISION MANAGER ❑ DEPUTY DIRECTOR DIRECTOR .- P4-GC.. A / ❑ RISK MANAGEMENT (IF APPLICABLE) p i! q �AW DEPT 14/I 7/ 1 f W 2 V$ 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DAT : COUNCIL APPROVAL DATE: 12. C TR '"ACT SIGNATURE ROUTING A 5 " �ENTTOVENDOR/CONTRACTOR DATE SENT: DATE REC'D: W/LS IS gl�TTACH: SIGNATURE AUTHORITY,INSURANCE CERTIFICATE,LICENSES,EXHIBITS INITIArL/DATE SIGNEED''��,1� �,p ,h? ><LAW DEPT l as j1✓s rves2 ❑ CHIEF OF STAFF (e,1.2z. XSIGNATORYtic AYOR RDIRECTOR) *Ass CITY CLERK la�r� y.J.IGNED AG# AG# IMP,A SIGNED COPY RETURNED DATE SENT: P PEI N/ ❑RETURN ONE ORIGINAL ////�� COMMENTS: w/� EXECUTE "ORIGINALS A/ns iPM.0 /r 7a A yr t - , , - ; , P A *Ni I s I 1 L ._ A - KA a 01 t°. t 11/9 CITY OF CITY HALL 44446,." . .. e 8th South Way Federal Way,WA 98003-6325 (253) 835-7000 www cltyoffederalway corn AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT FOR FEDERAL WAY CIVIL CENTER DEVELOPMENT PROJECT This Amendment ("Amendment No. 1") is made between the City of Federal Way, a Washington municipal corporation ("City"), and LMN Architects, a Washington General Partnership ("Contractor"). The City and Contractor(together"Parties"),for valuable consideration and by mutual consent of the Parties,agree to amend the original Agreement for the Federal Way Civic Center Development Project ("Agreement") dated effective March 11, 2015, as follows: 1. AMENDED SERVICES. The Services, as described in Exhibit A and as referenced by Section 2 of the Agreement,shall be amended to include,in addition to the Services and terms required under the original Agreement and any prior amendments thereto, those additional services described in Exhibit A-1 attached hereto and incorporated by this reference ("Additional Services"). 2. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or method of payment,as delineated in Exhibit B-1,attached hereto and incorporated by this reference.The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate for the Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 3. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto,not modified by this Amendment,shall remain in full force and effect.Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto, after the previous expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement,as modified by any prior amendments,as it existed prior to this Amendment.The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment,which is binding on the parties of this contract. [Signature page follows] AMENDMENT - 1 - 1/2015 CITY OF CITY HALL '�._.. 33325 8th Avenue South Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway corn IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY ATTEST: By: ,i/,tLLL �.+IrA.LL..Ao• vial,Jivial, Mayor l 1 lerk, Stephanie Cou 4i, CMC DATE: L0/9 `S' APPROVED AS TO FORM: r City Attorney, Amy Jo Pearsall LMN ARCH CTS By: �,/ y: 'iL Ge o diw - Partner ono DATE: ) 2 9114 S• /I STATE OF WASHINGTON ) . z Q�� di ) ss. -+ COUNTY OF KING ) �►j�� rw► On this day personally appeared before me CI�p $i 4 1e known to be the Partner of LMN Architects that executed the foregoing instrument,and acknowNt the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this vt" day of A .e , 20,%S. !P" Notary's signature Notary's printed name i L c , C S 1r cch a C" Notary Public in and for the State of Washington. My commission expires 1113 It t� AMENDMENT - 2 - 1/2015 clry OF CITY HALL Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cayoffederalway corn EXHIBIT A-1 ADDITIONAL SERVICES The Contractor shall do or provide the following in addition to Services in previous Exhibits: The Contractor shall provide additional Professional Services as requested by the City in support of the design development of the Federal Way Civic Center Development Project. All services provided under design contingency shall be scoped out and preapproved prior to work being authorized. AMENDMENT - 3 - 1/2015 CITY OF CITY HALL 33325'�• _.. Federal Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cifyoffederalvvay corn EXHIBIT B-1 ADDITIONAL COMPENSATION 1. Total Compensation: In return for the design contingency Services, the City shall pay the Contractor an additional amount not to exceed One Hundred Twenty Thousand and No/100 Dollars ($120,000.00). The total amount payable to Contractor pursuant to the original Agreement,all previous Amendments,and this Amendment shall be an amount not to exceed Two Million Four Hundred Sixty-Seven Thousand Nine Hundred Sixty-Nine and No/100 Dollars ($2,467,969.00). 2. Method of Payment: Fixed price. AMENDMENT -4 - 1/2015 r RETURN TO: EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS/ 2. ORIGINATING STAFF PERSON: Y\i?W A PpL I V!V EXT: 7111 3. DATE REQ.BY: A A P 4. TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT XPROFESSIONAL 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 TAU_ JJ .r 5. PROJECT NAME: TAc_ Waal- t 64 6. NAME OF CONTRACTOR: L_ A P ADDRESS: • . I • : $ TELEPHONE: E-MAIL: '9C,LA24.L°LIMX)Al2G14ITECCS.Cang FAX: 20 to. 3-�43 qVZ SIGNATURE NAME: riEDEAE. S f-14W TITLE: ?Al )tgl2 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#bop 3i113&0 BL,EXP. 12/31/ UBI#'I-IMO:13 ,EXP. /Zl 3//15 8. TERM: COMMENCEMENT DATE: Q2/( , 15 COMPLETION DATE: 2 1 2'J ) 11 9. TOTAL COMPENSATION:$ Z1zct Igo { (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND OLIDAY RATES) REIMBURSABLE EXPENSE: 1<YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ in 100 IS SALES TAX OWED: /❑YES ❑NO IF YES,$ qt./ /� PAID BY: ❑CONTRACTOR ❑CITY URCHASING: PLEASE CHARGE To: �$ Cj '0O S ��/ 1 . DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED ❑ PROJECT MANAGER ❑ DIVISION MANAGER ❑ DEPUTY DIRECTOR i DIRECTOR - p4cx /s- ❑ RISK MANAGEMENT (IF APPLICABLE) X LAW DEPT gffla//7/' f 4 ' 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING )(SENT TO VENDOR/CONTRACTOR DATE SENT: a 195II< DATE REC'D: 31 )5 ❑ ATTACH: SIGNATURE AUTHORITY,INSURANCE CERTIFICATE,LICENSES,EXHIBITS I ,At•L//DATE SIGNED 311. KLAW DEPT //7I�itIrJ/�� A CHIEF OF STAFF �! M�/M{', 3/(P SIGNATORY(MAYOR QR DIRECTOR) �_rICIMP_ CITY CLERK ie if Vz1tV I 311 jlASSIGNED AG# AG# IF - VL/ SIGNED COPY RETURNED DATE SENT: P in 217IL) S RETURN ONE ORIGINAL COMMENT EXECUTE ORIGINALS PLeAr ,c41 mil- /3P/°i2Dv6, Caun2ACT. 4“ 01#W4F1 7014.02' TO MVP C€W71MUr b✓l RAu! 1PtiunFi,E4) JAJ Co.asvr C"avlrha l ipe helei- / VIeea Jo d ; flu tf .cvi - b21 . 11/9 Federal Way Federal OF GIN HALL 411 eder 8th Avenue South Faders!Way,WA 98003-6325 (253)835-7000 www cityoffederatway corn PROFESSIONAL SERVICES AGREEMENT FOR FEDERAL WAY CIVIC CENTER DEVELOPMENT PROJECT This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and LMN Architects, a Washington general partnership ("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: LMN ARCHITECTS CITY OF FEDERAL WAY: /4j4 IIe -Elark William Appleton 801 Second Avenue, Suite 501 33325 8th Avenue South Seattle, WA 98104 Federal Way,WA 98003-6325 (206) 682-3460(telephone) (253) 835-2711 (telephone) (206)343-9388 (facsimile) (253) 835-2709 (facsimile) Hkk@lmnarchitects.com William.Appleton @cityoffederalway.com g5li 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 Services specified in this Agreement, but in any event no later than February 24, 2017 ("Term"). This Agreement may be extended for additional periods of time upon the mutual written agreement of the Parties. 2. SERVICES. 2.1 The Contractor shall perform the services more specifically described in Exhibit A, attached hereto and p p Y 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. 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. 2.2 Contractor shall perform the Services 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. 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. TE RMINATIO N. Either party may terminate this Agreement, with or without cause, upon providing the other art thirty (30) days written notice at its address set forth above. The City may terminate this Agreement immediately if party Y ( ) Y Y Y or materially violates Section 12 of Contractor fails to maintain required insurance policies, breaches confidentiality, mate the Cont Y q p this agreement; 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 subject to annual adjustments as approved by the City. Except as otherwise provided in PROFESSIONAL SERVICES AGREEMENT - 1 - 1/2015 CITY OF CITY t 8th Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityotfedera!way corn 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 of the services 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 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, and expenses, including reasonable attorney's fees, arising from, resulting from, or in connection with this Agreement but only to the extent caused by the negligent acts, errors, or omissions of the Contractor. Contractor shall require each of its sub-contractors to indemnify the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to an equivalent extent (i.e., to the extent of the sub- contractor's negligence). 5.2 Industrial Insurance Act Waiver. With respect to claims asserted by employees of Contractor against persons indemnified under the previous paragraph, it is specifically and expressly understood that, only to the extent necessary to perform the indemnification obligation stated in the previous paragraph, the Contractor waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW. 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 indemnify 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, and expenses, including reasonable attorney's fees, arising from, resulting from or connected with this Agreement,but only to the extent 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: 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 PROFESSIONAL SERVICES AGREEMENT - 2 - 1/2015 CITY OF CITY HALL 33325;� Federal Way Fede 8th Avenue 8003 Federal Way,WA 98003-6325 (253) 835-7000 wwww cdyofederatway corn $1,000,000 for each occurrence and$1,000,000 general aggregate. b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; c. Automobile liability insurance covering all owned, non-owned, hired and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for bodily injury, including personal injury or death, and property damage. d. Professional liability insurance with limits no 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 the 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 and 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 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 services 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 and all such work product remaining in the possession of Contractor will be made available to the City upon request. 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 services specified 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 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 this Agreement. Contractor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the services specified in this Agreement and shall utilize all protection necessary for that purpose. All work shall be done at Contractor's own risk, and Contractor shall be responsible PROFESSIONAL SERVICES AGREEMENT - 3 - 1/2015 CITY OF CITY HALL 441 Federal Way 33325 8th Way,WA 98003-6325 (253)835-7000 www atyoffederalway corn 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 of this Agreement. 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 entities or persons; 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 of this Agreement,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 - 1/2015 CITY OF CITY HALL 33325 8th Avenue South .4,6 , Federal Way Federal Way,WA 98003-6325 (253)835-7000 www cttyoffederalway.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 forth above. Any notice so posted notice or may be deposited in the United States mail, postage prepaid,to the address set rt y p 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 c 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; 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 - 1/2015 CITY OF CITY HALL Federal Way Fed 8th Avenue th Federal Way.WA 98003-6325 (253) 835-7000 www alyoffedera!way corn IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY ATTEST: del AMI L .11._ . L /iA . J'• : ell, ayor 4 erk, Stephanie Courtne C DATE: (3/07 APPROVED AS TO FORM: i/ 7, -&WCity Attorney, Amy Jo Pearsall LMN ARC '' CTS Al By: Alld Printed N. Geov�� r c� Title: Gr (\ec DATE: c 1 as l k5 STATE OF WASHINGTON ) ) ss. COUNTY OF ■ {\3 ) On this day personally appeared before me G eo �;t , to me known to be the 'Pc c•Y\e.0. of LMN Architects that executed the foregoing instrument, and acknowledged the said instrument to... Elie ft voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and_ • . • -a '4e/she was authorized to execute said instrument and that the seal affixed, if any is the come .• - - of• -A :,id:r ation. A ,, { ; S �f• . GIVE/.11 . and i8l$eal this � day of �b� • = , , i \S/ J/ .v- Notary's signature ._ �'�,'1 '1 `�� Notary's printed name - L.c:'� C77 • NorifiP'Public in and for the State of Washington. My commission expires 713\ k\ PROFESSIONAL SERVICES AGREEMENT - 6 - 1/2015 CITY OF CITY HALL 33325 8th Avenue South , ., Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www crtyoffederahway com EXHIBIT A SERVICES PROJECT DESCRIPTION The project site is located in downtown Federal Way, Washington, at the northeast corner of South 316t Street and 20th Avenue South. Federal Way Performing Arts & Conference Center (PACC) project consists of a new building of approximately 44,160 gross square feet. The program for the new facility includes: • Performing arts theater with seating for approximately 700 including balcony • Stage with proscenium and fly loft • Orchestra pit • Control booth,sound mix position, and follow spot booth • Front-of-house spaces including main lobby, two conference rooms, patron's lounge, restrooms, box office, concessions,and house manager's office • Back-of-house spaces including full kitchen, offices, dressing rooms, green room, unisex restroom, wardrobe room, and storage • Support spaces including dimmer room, A/V room, custodial room, receiving area, mechanical and electrical spaces. The program for site improvements includes: • Pedestrian site circulation and building access • Vehicular access to parking and loading dock access • Automobile parking stalls • Landscaping • Stairway connecting the plaza outside the building to the sidewalk at South 316`h Street PROJECT BACKGROUND LMN and its subconsultants have been providing design services for the PACC under contract to Lorax Partners, the developer who was hired by the City of Federal Way with the intent of delivering the design and construction of the PACC. Lorax was also responsible for the delivery of a hotel on the northern portion of the project site; however, LMN was not involved lved with the design of that hotel. LMN's schematic design o g gn p hase services for the PACC commenced in April 2013 and were completed in August 2013. Design development phase services began in July 2014. The final design development drawings and outline specifications are dated November 7, 2014. The City of Federal Way has determined they cannot go forward with the project under a developer-led process and that a design-bid-build delivery process will be used. The City will contract with an independent firm to provide project management of the broader project and this entity will act as the owner's representative for the duration of the project. DESIGN TEAM LMN will employ nine subconsultants for the PACC. Identification of firms that are included in the design team and their responsibilities are briefly described as follows: LMN Architects LMN will continue to develop the architectural and interior design for the building and will prepare construction documents for those aspects of the design. LMN will manage the design team, coordinate the work of our design consultants, and be the primary interface for the design team with the City of Federal Way. PacLand Civil engineering will be provided by PacLand. Civil engineering services will include documentation of site demolition, grading, paving, erosion and sedimentation control, storm drainage and detention,and utilities. Hewitt PROFESSIONAL SERVICES AGREEMENT - 7 - 1/2015 441kih, CCTV OF CITY HALL ^,,,'�•.... Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www.Crfyoffederahray corn Landscape architectural design will be provided by Hewitt. Construction documentation by the landscape architect will cover planting, irrigation,and site furnishings such as benches and bicycle racks. Magnusson Klemencic Associates Structural engineering will be provided by Magnusson Klemencic Associates (MKA). Structural engineering will include documentation of the foundations, structural framing systems, lateral loading systems, and support of theatrical systems. PAE Consulting Engineers Mechanical and electrical engineering will be provided by PAE Consulting Engineers. Mechanical engineering will include documentation of the heating, ventilating and air conditioning systems and plumbing systems; performance documents for a fire sprinkler system; and preparation of energy code compliance calculations. Electrical engineering will include documentation of the site electrical systems, electrical power distribution, emergency power and distribution system, telecommunications system infrastructure, and performance documents for the fire alarm system. Luma Architectural lighting design will be by Luma(part of PAE). Architectural lighting documentation will include the theatre, lobby, conference rooms, back-of-house spaces, and exterior lighting and parking lighting. Technical theatrical lighting is covered by services provided by The Shalleck Collaborative as described below. Jaffe Holden Acoustical design consulting will be by Jaffe Holden. Acoustical consultation includes room acoustics, sound isolation, building systems noise and vibration control, adjustable acoustics, and concert enclosure design. Jaffe Holden will advise other disciplines within the design team,providing acoustical input that forms the basis of construction documentation. The Shalleck Collaborative Theater consulting and audiovisual consulting will be provided by The Shalleck Collaborative. Theater consulting will include documentation of theater production systems such as rigging, stage draperies, variable acoustics, production lighting system, orchestra shell and fixed seating. Audiovisual consulting will include documentation of sound reinforcement, archival recording, production video projection, production audio and video monitoring, and production communications for the theater; as well as sound reinforcement and video presentation systems for the conference rooms. Lerch Bates Elevator consulting will be provided by Lerch Bates. Elevator consulting will include recommendations for the elevator serving the balcony and preparation of construction specifications for the elevator equipment. JLR Design Group Food service consulting will be provided by JLR Design Group. JLR will provide design services for a full kitchen, utilizing the previous design by Bargreen Ellingson as the configuration of the kitchen. PROFESSIONAL SERVICES AGREEMENT - 8 - 1/2015 CITY OF CITY HALL 333 Fe d e ra I Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www crtyoffederalwway mm The Contractor shall do or provide the following: SERVICES INCLUDED The underlying assumption for the design services under this Agreement is that the design development drawings and outline specifications dated November 7, 2014 form the basis of all the design services going forward, except for the site design revisions noted below. General Design services will include architectural design and services by disciplines identified in this proposal as subconsultants to LMN. These services can generally be described as including: • Continuation of the design of a new building and site improvements to meet the established program; • Selection of materials and systems for the new building and the site improvements; • Documentation of the design in drawings and specifications suitable for permitting,bidding and construction; • Services that occur in three phases: construction documents, bidding/permitting, and construction administration; and • Design meetings with representative(s) of the City of Federal Way and presentations to the City of Federal Way Council(maximum of four)during the construction documents phase; and • Sustainable design consulting including provision of design documentation for acquiring LEED certification with a target of LEED Silver. LMN will lead the sustainable design effort, keeping track of LEED credits and managing the documentation required of the design team. Please note that our role as administrator of the LEED process requires that the Owner provide LMN with the Green Building Certification Institute's "Confirmation of Agent's Authority"and that a representative of the City will need to participate in LEED submittals for several credits. Site Design Revisions The site design will be revised to eliminate the hotel from the northern portion of the site. This change will add surface parking in place of the hotel and reconfigure the loading dock to accommodate front-loading garbage trucks. Also included in the scope of these revisions is design of the public street lighting, which was not included in the previous scope. Construction Documents Phase The construction documents phase is a continuation of the design process — one that sets the parameters for the building process. Construction documents begin to translate the design of a project from the realm of ideas to physical form. They describe, in detail, the components of a project that need to be fabricated and assembled in order for it to be built. They also provide most of the required documentation for obtaining building permits from authorities having jurisdiction. There are two components of construction documents — construction drawings and construction specifications. Construction drawings show, in graphic and quantitative form, the extent, configuration, location, relationships, and dimensions of the work to be done. Construction specifications are the written requirements for materials, equipment, and construction systems, as well as standards for products, workmanship, and the construction services required to produce the work. Many construction drawings will be carried over from their preliminary form which was produced in the design development phase, but in the construction documents phase they will take on a more technical and detailed nature. Typical construction documents deliverables for a performing arts facility include the following: Architectural • Cover sheet, index and project directory • Life safety plans and code information • Architectural site plan • Floor and catwalk plans • Roof plan • Building elevations • Building sections • Wall sections PROFESSIONAL SERVICES AGREEMENT - 9 - 1/2015 CITY OF CITY HALL Federal Way Federal 8th Avenue South Fedeeral Way,WA 98003-6325 (253) 835-7000 www cityoffederaiway com • Exterior details • Partition types and partition details • Door schedule and door details • Interior finish schedule • Enlarged plans of selected areas • Interior elevations of auditorium and other selected areas • Reflected ceiling plans and ceiling details • Construction specifications Structural • General structural notes • Foundation plan • Framing plans • Selected structural elevations • Concrete and steel details • Beam and column schedules • Construction specifications Mechanical • Mechanical equipment schedules • Plumbing plans • HVAC plans • Mechanical roof plan • One line diagrams • Mechanical details and selected sections • Sequence of operations/control diagrams • Construction specifications Electrical& Lighting • Electrical site plan • Power plans • Lighting plans • Technology plans • Power and telecommunications one line diagrams • Electrical details • Equipment schedules • Lighting fixture schedule • Construction specifications Theater&Audiovisual • Production rigging plans • Production rigging elevations and sections • Production rigging details • Production lighting plans • Production lighting riser diagram • Production lighting details • Auditorium seating plan • AV device plans • AV enlarged plans and sections • AV riser diagram diagrams • AV mounting details • Construction specifications PROFESSIONAL SERVICES AGREEMENT - 10 - 1/2015 C17y OF CITY HALL ,;,• Federal Way 333251,Avenue , Federal Way,WA 9$003-6325 (253) 835-7000 www crtyoffederaiway corn Civil • Temporary erosion& sedimentation control plan • Grading and drainage plan • Storm water detention/water quality vault drawings • Dry utilities plan • Water plan • Sewer plan • Paving plan • Civil details • Construction specifications Landscape • Materials plan • Planting schedule • Irrigation plan • Selected enlarged plans • • Landscape and irrigation details • Construction specifications Food Service • Kitchen equipment layout drawings • Kitchen equipment elevations • Kitchen equipment schedule • Construction specifications Bidding/Permitting Phase The bidding & permitting phase is the final stage before construction commences. With the construction documents complete,bids can be solicited and building permits can be obtained. At the outset of the bidding phase, the City will advertise for bids. The design team will support the bidding process by responding to requests for information,reviewing substitution requests and preparing addenda as necessary. The other major activity of this phase is the permitting process, in which the design team will assist the City in acquiring the building permit. The construction documents will be submitted to the authority having jurisdiction (City of Federal Way) and the design team will respond to questions and concerns raised by the authorities about the construction documents. If corrections are required, changes will be made to the documents and they will be resubmitted to the authorities. Construction Phase The construction phase is the physical realization of the design. During construction, the design team will advise and consult with the City, helping to assure that the completed building reflects the design intent. LMN will visit the site at intervals appropriate to the stage of construction to become familiar with the progress and quality of the constructed work, and to determine if the work observed is generally being performed in accordance with the construction documents. Construction administration services by the design team will include: • Review of shop drawing,product data and sample submittals; • Response to contractor's requests for information; • Attendance by LMN at construction progress meetings; • Periodic site inspections and preparation of inspection reports; • Authoring clarifications and minor changes to the documents; • Review of contractor's monthly applications for payment; • Review of change order proposals; • Inspection prior to substantial completion and preparation of a punch list; and • Final inspection and review of closeout submittals. PROFESSIONAL SERVICES AGREEMENT - 11 - 1/2015 CITY OF CITY HALL 33325 8th Avenue South 44.4.1■. .,- Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www crtyoffederatway corn SERVICES NOT INCLUDED Services that others are providing and which are excluded from the design team's scope of services include the following: • Surveying; • Geotechnical engineering and inspections during construction; • Traffic engineering, analysis, and traffic signal modification; • Hazardous materials detection and removal; • Commissioning; • Construction testing and inspection; and • Cost estimating — Although the design� team has previously been an active participant in helping the developer er meet the construction cost budget, the design team has not been tasked with the responsibility for cost control. LMN has not previously employed a cost estimator as a subconsultant and are not planning to do so in the remaining phases. LMN will endeavor to remain true to the design development budget intent, however, construction escalation is expected to be a serious factor in the Puget Sound area over coming months/years. Should bids for the project come in above the City's budget, any desired redesign will entail additional fees. Services that may be required or desired as the project progresses but which are not included in the scope of design team's services at this time include the following: • Design services that result from changes in the building program, value engineering, or deviations from the design established in the November 7, 2014 design development documents; • Land use permit documents—LMN understand that the City is ready to issue the Process III land use permit; LMN has assumed that a single resubmittal of land use documents will be made to show the final site configuration and that approval of the changes will be handled administratively within the City without requiring further activity by the design team; • Hardware consulting—Hardware specifications need to be prepared by a specialty hardware consultant. There are hardware distributors that provide this service at little or no cost but who will bias the specifications to their products. LMN plans to utilize a hardware distributor of the PACC. Should the City wish to avoid such a bias, LMN can hire an independent hardware consultant; • GC/CM Participation—Should the City gain permission to utilize a GC/CM delivery method,there are likely to be scope changes for the design team associated with selecting and engaging with the GC/CM; • Design of building signage,wayfinding and donor recognition graphics; • Services related to owner-furnished furniture, furnishings, and equipment; • Preparation of presentation quality models; • Extension of construction services beyond the schedule stated in this proposal; • Preparation of record drawings; • Preparation of multiple building permit or bid packages; and • Subconsultant services specifically excluded from subconsultants' proposals. TARGET SCHEDULE The following project schedule is anticipated: Scope Element Duration Start End Revised Site Design Revisions 1 month 2/9/15 3/13/15 Construction Documents Phase 5 months 2/23/15 7/31/15 Bidding/Permitting Phase 2 months 7/6/15 9/4/15 Award of Contract(by City) 1 month 9/7/15 10/9/15 Construction to Substantial Completion 14 months 10/12/15 12/16/16 Closeout 2 months 12/19/16 2/24/17 PROFESSIONAL SERVICES AGREEMENT - 12 - 1/2015 CITY OF CITY HALL ;0 Federal Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253)835-7000 www cityoffederaMway corn EXHIBIT B COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed two million three hundred forty-seven thousand nine hundred sixty-nine and no/100 Dollars ($2,347,969.00) 2. Method of Compensation: The City of Federal Way shall compensate LMN Architects for services on a phased lump sum basis as follows: Scope Element Design Fee Site Design Revisions $77,510 Construction Documents $1,290,902 Bidding&Permitting $100,559 Construction Administration $829,898 Fee Total $2,298,869 A detailed breakdown of the design fees is as follows: Discipline Firm Site Construction Bidding Construction Total All Design Documents & Admin Phases Revisions Permitting Architecture & LMN $25,700 $619,000 $53,000 $481,000 $1,178,700 Interiors Structural MKA $0 $113,000 $3,000 $59,000 $175,000 Mechanical PAE $0 $115,420 $6,030 $61,250 $182,700 Electrical PAE $15,000 $74,110 $3,915 $39,475 $132,500 Lighting Luma $3,500 $36,590 $3,890 $11,255 $55,235 Acoustical Design Jaffe $0 $52,000 $7,000 $20,000 $79,000 Holden Theater Shalleck $0 $96,000 $4,200 $65,000 $165,200 Audio Visual Shalleck $0 $10,500 $800 $7,500 $18,800 Elevator Lerch $0 $3,300 $700 $3,700 $7,700 Bates Food Service JLR $0 $8,000 $1,000 $2,500 $11,500 Civil Engineering PacLand $14,000 $48,500 $9,000 $21,000 $92,500 Landscape Architect Hewitt $14,600 $53,400 $3,700 $26,500 $98,200 Consultant Markup* $4,710 $61,082 $4,324 $31,718 $101,834 - Fee Totals $77,510 $1,290,902 $100,559 $829,898 $2,298,869 * LMN markup on consultants shall be 10 percent REIMBURSABLE EXPENSES The actual customary and incidental expenses incurred by Contractor in performing the Services including: • Travel-Travel expenses that are reasonable and appropriate for the consultants who are located out of state; PROFESSIONAL SERVICES AGREEMENT - 13 - 1/2015 CITY Of CITY HALL 33325 Federal Way Feder 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www dtyoffederalway corn • Fees associated with LEED registration and certification; • Printing Printing of permit sets and materials for presentation to the City of Federal Way; and • Courier and shipping costs; and other reasonable costs; provided, however, that such costs shall be deemed reasonable in the City's sole discretion and shall not exceed Forty-nine thousand one hundred and no/100 Dollars($49,100.00). This amount includes an eight percent (8%) service charge on sub consultant reimbursable expenses. The City of Federal Way shall be responsible for printing of bid documents and permit fees. 2015 Hourly Billing Rate Schedule Rates are subject to annual adjustments LMN Architects Partner,Wendy Pautz/George Shaw $250 Project Manager,Dean Clark $225 Project Architect,Rob Curran $155 Architects $100-$170 Intern Architects $75-$100 Interior Designers $75-$170 Administrative $70-$80 Magnusson Klemencic Associates Partner $325 Senior Principal,Jay Taylor $275 Principal $240 Senior Associate $195 Associate,Ken Tuttle $180 Senior Engineer,Griffin Smith $155 Engineer $125 Senior CAD/BIM Specialist $145 CAD Specialist $110 Administrative $90 PAE Consulting Engineers Principal,Allan Montpellier/Scott Bevan $295 Associate Principal $260 Senior Associate $225 Associate,Matthew Peairs $200 Senior Engineer/Senior Designer $185 Lead Engineer,Daniella Moreano/Natalie Wilkie/Justin King $170 Project Engineer/Project Designer $160 Staff Engineer/Designer $140 Engineer/Designer $120 CAD/BIM Operator $110 Project Coordinator/Assistant $105 Luma Design Director,Zach Suchara $225 Project Designer, Scott Kuyper $160 Staff Designer Level 2 $140 Staff Designer Level 1 $120 CAD/BIM Operator $115 PROFESSIONAL SERVICES AGREEMENT - 14 - 1/2015 41k466. CITY OF CITY HALL 33325 8th Avenue South Federal Way Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway corn Project Assistant $105 Jaffe Holden Principal,Russ Cooper $265 Acoustics Consultant $125 The Shalleck Collaborative Principal,Adam Shalleck $250 Principal $175-$250 Project Manager&Systems Designer $120-$175 Draftsperson $110-$130 Lerch Bates Project Consultant,Dan Bennett $200 Field Consultant $200 Drafter $125 Administrative $80 JLR Design Group Project Manager,Deon Richards $120 Project Designer $100 CAD/Revit Operator $75 PacLand Principal,Paul Manzer $170 Associate Principal,Joe Taflin $145 Associate $140 Project Manager $135 Senior Project Engineer $130 Project Engineer $120 Senior Designer $110 Designer $105 Design Technician $90-$100 Administrative $60 Subconsultant to PacLand—Site Structures Principal $180 Senior Engineer/Project Manager $140 Staff Engineer $100 CAD Technician/E.I.T $70 Administrative $50 Hewitt Principal,Kris Snider $220 Project Manager, Scott Rosenstock $115 Staff $85 PROFESSIONAL SERVICES AGREEMENT - 15 - 1/2015 7 e DATE(MM/DD/YYYY) AR° CERTIFICATE OF LIABILITY INSURANCE 3/4/2015 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 NAME: Certificate Department Servco Pacific Insurance PHONE FAX 1100 Dexter Ave. N. E(A/C.Lo.EXU:206-216-4830 (A/c,No):206-260-2903 Ste 220 ADDRESS:certdept(a' servcopacific.com Seattle,WA 98109 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Travelers Indemnity Company of Amer 25666 INSURED 648 INSURER B The Travelers Indemnity Co of Conne 25682 LMN Architects INSURER C:Western Risk Specialists 19437 801 Second Ave INSURER D: Suite 501 Seattle,WA 98104 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:1356479103 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 ADDL SUBR POLICY EFF POLICY EXP TYPE OF INSURANCE LTR INSR WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS A GENERAL LIABILITY Y 6806099L564 11/15/2014 11/15/2015 EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED X COMMERCIAL GENERAL LIABILITY PREMISES Ea occurrence) $1,000,000 CLAIMS-MADE X OCCUR MED EXP(Any one person) $10,000 X WA Stop Gap PERSONAL&ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $2,000,000 7 POLICY n JET LOC WA Stop Gap $$1 M/$1 M/$1 M B AUTOMOBILE LIABILITY BA6083L82A 11/15/2014 11/15/2015 EOa accde tSINGLE LIMIT $1,000,000 X ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS _ AUTOS - X HIRED AUTOS X 060SWNED PROPERTY DAMAGE $ (Per accident) $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS'LIABILITY Y/N TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N I A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ C Professional Liability 013001956 11/15/2014 11/15/2015 Per Claim $1,000,000 Claims Made Aggregate $2,000,000 Deductible $100,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) Re: Federal Way Civic Center Development Project. City of Federal Way is included as an Additional Insured on General Liability policy.General Liability policy is Primary and Non Contributory. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City Of Federal Way ACCORDANCE WITH THE POLICY PROVISIONS. Attn:William Appleton 33325 8th Avenue South AUTHORIZED REPRESENTATIVE Federal Way,WA 98003-6325 ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD N — UI N O �— O a, — o O - C O N LOSCHKY MARQUARDT 8 NESHOLM ∎■- 801 2ND AVE STE 501 °— SEATTLE WA 98104-1509 006051 DETACH BEFORE POSTING � x/ BUSINESS LICENSE ,4 dye A' 0" 7 STATE OF �` WASHINGTON Unified Business ID #: 600 341 360 'A4 pi t Partnership Business ID #: 1 Location: 1 i Expires: 03-31-2015 LOSCHKY MARQUARDT & NESHOLM 801 2ND AVE STE 501 �� ii SEATTLE WA 98104 1509 ?,' REGISTERED TRADE NAMES: LMN ARCHITECTS ' 9 i. 6 } Lz�: ,j � e.' r jj�"", I Hp t 1 , NI i :1 i''s IN Li` t, Page 2 of 2 tl �J This document lists the registrations,endorsements,and licenses authorized for the business named above.By accepting this document,the licensee certifies the information on the application f was complete,true,and accurate to the best of his or her knowledge,and that business will be conducted in compliance with all applicable Washington state,county,and city regulations. Director,Department of Revenue ""• ,,,` `„u<'."'- ""''*n'"..�. -!-"`-„ ."x*,'y., t. �.:..:--w, ,w:°*�.::w ., ...'a' `::,,r .�...:rr. ...x•, ....-.-4.:. ,,'°"fwekay„ii"_'' 'a'".. ':�. NloimmE Mm■ N V• ii = I-. - 0 - a - a, —.... O O w a In O O 1-. LOSCHKY MARQUARDT & NESHOLM 801 2ND AVE STE 501 SEATTLE WA 98104-1509 006050 DETACH BEFORE POSTING =,- —t- rn.''''L''' ..___.- `. -'- ...; r.'"- . .c ..,.• . gin., . ,,..„,. J - 11?', V yTATg ° '1, 141 i ' BUSINESS LICENSE s oy STATE OF WASHINGTON Unified Business ID #: 600 341 360 t..,Business ID #: 1 ' 41 Partnership h; Location: 1 4- Expires: 03-31-2015 ; LOSCHKY MARQUARDT & NESHOLM 124 801 2ND AVE STE 501 ,Iil SEATTLE WA 98104 1509 , (!ii TAX REGISTRATION REGISTERED PROFESSIONAL DESIGN FIRM INDUSTRIAL INSURANCE UNEMPLOYMENT INSURANCE MINOR WORK PERMIT ,1 4 CITY LICENSES/REGISTRATIONS: k BELLEVUE GENERAL BUSINESS #078998 /?' BELLINGHAM GENERAL BUSINESS r SPOKANE GENERAL BUSINESS #T12036622BUS �' SHORELINE GENERAL BUSINESS .I DUTIES OF MINORS: ii Organizing, cleaning, packing and light moving . LICENSING RESTRICTIONS: Minors working above ground level must be at least 16 years of age. Cil WAC 296-125-033 (5) (b) 1 Court permission and a variance from L&I is required to hire minors under the age of 14 in non-agriculture jobs. Call 360-902-5316 or il email teensafety@Lni.wa.gov for information. 1 PARTNERS: WALT W NIEHOFF MARK R REDDINGTON ROBERT W WIDMEYER GEORGE W SHAW WENDY L PAUTZ SAMUEL M MILLER I:L DESIGNATED ARCHITECTS: ROBERT W WIDMEYER it Page 1 of 2 Iii, This document lists the registrations, endorsements,and licenses authorized for the business i named above.By accepting this document,the licensee certifies the information on the application was complete,true,and accurate to the best of his or her knowledge,and that business will be i J conducted in compliance with all applicable Washington state,county,and city regulations. Director,Department of Revenue .i{--TU ..-t'*., u•-� .. A ,,,.;y:•., ..:.�, ;.:, < .,«-;.- . ..-...,,,, --•.,,;..-rr ,y a+.v;y+,: .✓---:..% ,::.-; ..*' :r,,x;r. Y .,::.:z ytj�