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AG 15-221RETURN TO: PW ADMIN EXT: 2700 ID# 30603 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT /DIV: PUBLIC WORKS / 7 PC 2. ORIGINATING STAFF PERSON: 'e-s- (As 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, ❑ PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ REAL ESTATE DOCUMENT ❑ ORDINANCE q0 CONTRACT AMENDMENT (AG #): 1J - 22' L ❑ OTHER RFP, RFQ) EXT: Z, \ S 3. DATE REQ. BY: 1 12.O I 1 ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ MAINTENANCE AGREEMENT o HUMAN SERVICES / CDBG ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) o RESOLUTION ❑ INTERLOCAL 5. PROJECT NAME: �esAt \..30..`-1 �k� C-t'X1Stf Oc_t-Z y 11S'21...)-■ of S2CVC c.e% 6. NAME OF CONTRACTOR: [l8 -tLr< 1. j1 nei ADDRESS: ' 1iScwf1 1 'ELEPHONE: 15 3 -.5$4 - 180 1 E -MAIL: 0(1 - a 11- Jr asa. • eo-yr) FAX :_ SIGNATURE NAME: V Mier TITLE: 7. EXHIBITS AND ATTACHMENTS: COPE, WORK OR SERVICES ❑ OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO CFW LICENSE 1 `� Q V 5 BL, EXP. 12/31/ 8. TERM: COMMENCEMENT DATE: f `%Ot 1'\ "COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS UBI# 601 b3`1. 21.3 ,EXP. 11190/17 COMPLETION DATE: %Nc I t7 oak P-31. (091.6 8 6o or;%na (INCLUDE EXPENSES AND SALES TAX, IF ANY) •f..Mmoot t0 9. TOTAL COMPENSATION: $ \ 3168 1 .6P (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES NO IF YES, MAXIMUM DOLLAR AMOUNT: $ csokre.c.I- c_ork4 N 1.503 Ek44- Sic•45 ;n ?bt IS SALES TAX OWED: ❑ YES L -I 1-0 IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY ❑ PURCHASING: PLEASE CHARGE TO: 308 Soo no S-c `I SQ Li i o 10. DOCUMENT / CONTRACT REVIEW ❑ PROJECT MANAGER ❑ DIVISION MANAGER e- ISEPUTY DIRECTOR • RECTOR ❑ RISK MANAGE ENT (IF APPLICABLE) erLAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) INITIAL / DATE REVIEWED O # 3/16/11 COMMITTEE APPROVAL DATE: INITIAL / DATE APPROVED COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING c S NT TO VENDOR/CONTRACTOR DATE SENT: 3/1.4 I DATE REC'D: • TTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS CREATED ELECTRONIC REMINDER /NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (INCLUDE Derr. SUPPORT STAFF IF NECESSARY) LAW DEPT SIGNATOR po CITY CLER ASSIGNED AG # ;;ii, SIGNED COPY RETURNED VRETURN ONE ORIGINAL ( OR DIRECTOR) COMMENTS: EXECUTE " Z " ORIGINALS INITIAL / D TE SI NED r orc. h4C 7 rp0S- o■ CJ' holy !t.‘ Qtv 1 r�, LOA1 *.-L t''oleLj N alb duouva pelinott sh,1 0- 6r6 . 1. f4- I aeuile AtAm au. I t)/+ 9/A 2/17 CITY OF • Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederalway corn AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT FOR FEDERAL WAY PAEC CONSTRUCTION INSPECTION SERVICES This Amendment ("Amendment No. 1") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Professional Service Industries, Inc., an Illinois corporation ( "Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for Federal Way PAEC Construction Inspection Services ( "Agreement ") dated effective October 27, 2015 as follows: 1. AMENDED TERM. The term of the Agreement, as referenced by Section I 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 August 31, 2017 ( "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 -1 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 -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 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 2/2017 ,► Federal Way CITY HALL 33325 Sth Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cayoffederanvay com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: By: Jim X11, ' ayor DATE: it/ir>/-7 PROFESSIONAL SERVICE INDUSTRIES, INC.: By: Printed Name: Eric Allen Title: Branch Manager DATE: 0%/)7 ATTEST: phanie Courtney, CM ty Clerk APPROVED AS TO FORM: 1r J. Ryan Call, City Attorney STATE OF WASHINGTON ) ) ss. COUNTY OF ?k k 1(C Q ) On this day personally appeared before me Eric Allen, to me known to be the Branch Manager of Professional Service Industries, Inc. that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this day of nl(Af6k , 2017. ```NN�"tttl Notary's signature ,t Cpl W,H4iq�ary's printed name IAL, i_ r, t!\c -s�� �lG Sri', Notary Public in and for the State of Washington. ; My commission expires 07(09 / 2.0 I s e2 (P '�s ''t,a : r' 0 �c °F W ASS\ AMENDMENT - 2 - 2/2017 CITY OF p1 Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 wwww atyoffederatway com EXHIBIT A -1 ADDITIONAL SERVICES The Contractor shall do or provide the following in addition to Services in previous Exhibits: Provide onsite firestopping inspection services in accordance with the rate schedule contained in Exhibit B of the original agreement. AMENDMENT 3 2/2017 CITY OF 44'4' Federal Way EXHIBIT B -1 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffaderalway com 1. Total Compensation: In return for the and the Additional Services, the City shall pay the Contractor an additional amount not to exceed Thirty -Three Thousand Six Hundred Eighty -One and 68/100 Dollars ($33,681.68). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed One Hundred Thirteen Thousand Six Hundred Eighty -One and 68/100 Dollars ($113,681.68). 2. Method of Compensation: Hourly Rate In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of the hourly labor charge rate schedule for Contractor's personnel as shown in Exhibit B of the original agreement. AMENDMENT 4 2/2017 / T ® ✓ A`c� ° CERT ''CATE OF LIABILITY INSUR),..JCE DATE (MM /DD/YYTY) 10/04/2016 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 Marsh USA Inc. 500 Dallas Street, Suite 1500 Houston, TX 77002 Attn: Houston.Certs @Marsh.com 905863- PSI- GAWUP -16 -17 CONTACT PHONE FAX (A/C. No. Ext): (A/C, No): E -MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : Zurich American Insurance Company 16535 INSURED PROFESSIONAL SERVICE INDUSTRIES, INC. 10025 SOUTH TACOMA WAY, #H1 TACOMA, WA 98499 INSURER B : Greenwich Insurance Company 22322 INSURER C : N/A NIA INSURER D : XL Specialty Insurance Company 37885 INSURER E : American Guarantee & Liability Ins Co 26247 INSURER F : COVERAGES CERTIFICATE NUMBER: HOU- 002834451 -03 REVISION NUMBER:1 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 INSD SUBR VD POLICY NUMBER POLICY EFF (MM /DD/YYYY) POLICY EXP (MM /DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY GL05415693 -03 10/01/2016 10/01/2017 EACH OCCURRENCE $ 5,000,000 DAMAGE PREMISES O(EaEoccu ence) $ 100,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 5,000,000 GENERAL AGGREGATE $ 5,000,000 GE X 'L AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECT PER: LOC PRODUCTS - COMP /OP AGG $ 5,000,000 $ B AUTOMOBILE X X X LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS x SCHEDULED AUTOS NON -OWNED AUTOS RAD9437814 10/0112016 10/01/2017 COMBINED SINGLE LIMIT (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 $ $ D D 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 N / A RWD3001195 (AOS) RWR3001196 (WI) 10/01/2016 10 /01 /2016 10/01/2017 10/01/2017 X PER STATUTE OTH ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 E Excess of General Liability, Auto and Employers Liability AUC5415694 -03 10/01/2016 10/01/2017 Each Occurrence 6,000,000 General Aggregate 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: FEDERAL WAY PAEC CONSTRUCTION INSPECTION SERVICES CITY OF FEDERAL WAY IS INCLUDED AS AN ADDITIONAL INSURED (EXCEPT AS RESPECTS ALL COVERAGE AFFORDED BY THE WORKERS' COMPENSATION AND PROFESSIONAL LIABILITY POLICIES) AS REQUIRED BY WRITTEN CONTRACT. CERTIFICATE HOLDER CANCELLATION City of Federal Way 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 of Marsh USA Inc. John Shahidi ACORD 25 (2014/01) © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACORO® AGENCY CUSTOMER ID: 905 LOC #: Houston ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY Marsh USA Inc. NAMED INSURED PROFESSIONAL SERVICE INDUSTRIES, INC. 10025 SOUTH TACOMA WAY, #H1 TACOMA, WA 98499 POLICY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Professional Liability: Policy #: IPR0206920 -01 Carrier: Steadfast Insurance Company - NAIC #26387 Effective Dates: 09/30/2016 to 09/30/2017 Limit: $4,293,600 Each Claim /Aggregate SIR: $1,000,000 ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD CITY OF Federal Way WASHINGTON INSIDE CITY HALL SERVICES DOING BUSINESS OUR COMMUNITY e- Permits HOME Terms & Conditions PUBLIC INFORMATION •• Locate a Business It tt tt tt tt Permits Information Issued Permits Contractor Search REGISTERED USERS Apply for Permit View My Permits Request Inspection New Registration Update Registration Loei n ID 14 102295 000 00 BL Reference File Name Number Pre. 3011 5 HUDSON Desc. Applicant Business Owner Mailing Address Business Owner Business Owner Description Business Registration Street PERMIT /BUSINESS DETAILS Sub Type Non - Resident Business Street Type ST Org. Name PROFESSIONAL SERVICES INDUSTRIES INC PROFESSIONAL SERVICES INDUSTRIES INC PROFESSIONAL SERVICES INDUSTRIES INC Info. Desc. Business Ownership Type S.I.C. Code Number of Full -Time Employees in City Business Phone Number Number of Part-Time Employees in City Date Business To Start in FW LIC- BUSINESS LIC. (1530) LIC -BUS. LICENSE RENEWAL (1532) LIC -BUS. LICENSE RENEWAL (1532) Process Description Application Received - BL Application Routing Planning Review Renewal Notice Pre - Issuance Processing - BL Renewal Processing Completed Fee Desc. Work Type Name Professional PROFESSIONAL SERVICE Services INDUSTRIES PROPERTY DETAILS 0, Suite Suite Type Number Suite A TACOMA City PEOPLE DETAILS Address ATTN: ERIC ALLEN ATTN: ERIC ALLEN ATTN: ERIC ALLEN 3011 5 HUDSON ST SUITE A 3011 S HUDSON ST SUITE A BUSINESS INFO Corporation 8700 - Professional Services 0 2535891804 0 Aug 1, 1987 PERMIT /LICENSE FEE(S) PROCESSES AND NOTES Status Application Date Open May 19, 2014 State Zip WA 98409 Online Permittin Issue Date Expiration Date May 19, 2014 Legal Desc Dec 31, 2017 City State Zip Phone# TACOMA WA 98409 (253)589 -1804 TACOMA WA 98409 (253)589 -1804 TACOMA WA 98409 (253)589 -1804 TACOMA WA 98409 (214)727 -3104 TACOMA WA 98409 (630)660-9388 Value Status Schedule Date Start Date End Date Closed May 19, 2014 May 19, 2014 May 19, 2014 Closed May 19, 2014 May 19, 2014 May 19, 2014 Closed May 19, 2014 May 19, 2014 May 19, 2014 Closed Oct 07, 2014 Dec 10, 2014 Dec 10, 2014 Closed May 19, 2014 May 19, 2014 May 19, 2014 Closed Dec 10, 2014 Dec 10, 2014 Dec 10, 2014 Fee Amount 575.00 550.00 580.00 Assigned Staff Debora Hall (253- 835 -2526) Debora Hall (253-835-2526) Debora Hall (253- 835 -2526) Trudy Crozier ((253) 835 -2527) Debora Hall (253 - 835 -2526) Trudy Crozier ((253) 835 -2527) Balance $0.00 50.00 $0.00 9 of Attempts 0 0 0 0 0 0 Powered by CSDC's AMAND' ®©® Home 1 Print I Email I Contact Us 1 Employee Resources Copyright Notices Accessibility 1 Si)emap I Translate 33325 8th Ave. South, Federal Way, WA 98003, 253 - 835 -7000 Powered by CivicPlus A We are experiencing higher- than - normal call volumes and business filings. We appreciate your patience as we do our best to service every customer as quickly as possible. PROFESSIONAL SERVICE INDUSTRIES, INC UBI Number Category Profit/Nonprofit Active /Ina Rive State Of Incorporation WA Filing Date Expiration Date Inactive Date Duration Agent Name Address City State ZIP Address City State Zip 601034213 REG Profit Active DE 11/23/2010 11/30/2017 Perpetual CORPORATION SERVICE COMPANY 300 DESCHUTES WAY 5W STE 304 TUMWATER WA 905010000 GoVenag Persons (as defined in RCW2i%.105(1A(httPMaRksAe ACWMyderalk.asPecitr2195705)) Title Name Governor HAMMACK, MARSHALL Governor DAYTON, DOUGLAS Governor TIEMANN, GREGG Governor CAMPBELL , GAVIN Address 1901 5 MEYERS RD STE 400 OAKBR00K TERRACE IL 601815208 1901 S MEYERS RD STE 400 OAKBR00K TERRACE , IL 60181 505E ALGONQUIN RD ARLINGTON HT5. IL 60005 545E ALGONQUIN RD ARLINGTON HIS IL 60005 x State of Washington Business Licensing Service Processing Agent for Secretary of State PROFESSIONAL SERVICE INDUSTRIES, INC. U B I : 601 - 034 -213 Thank you for filing your annual report online Your annual report has been completed. Please print this copy of your annual report and receipt for your records. Allow 14 days to receive your legal entity registration document in the mail. Your company Entity name: PROFESSIONAL SERVICE INDUSTRIES, INC. U B I : 601 - 034 -213 State of formation: DE Date of formation: November 23, 2010 New expiration date: Nov -30 -2017 Your fees Foreign Profit Corporation: Processing fee: Non -State Vendor Credit Card Fee: Late Renewal Penalty Total fees: Total payment submitted: Business information Principal place of business: 60.00 11.00 2.40 25.00 98.40 98.40 20508 56TH AVE W LYNNWOOD, WA 98036 -7650 USA Company telephone number: (630) 691 -1490 Company email address: frank.pellegrino @psiusa.com Is the mailing address of the place of business different from the physical address above? Yes Does your company own land, buildings, or other real property in Washington? No 1. Has there been a transfer of stock, other financial interest change, or an option No agreement exercised during the last 12 months that resulted in a transfer of controlling interest? 2. Has an option agreement been executed in the last 12 months allowing for the future purchase or acquisition of the entity, that, if exercised would result in a transfer of controlling interest? Mailing address of principal place of business: State of formation office address outside of Washington No 1901 S MEYERS RD STE 400 OAKBROOK TERRACE, IL 60181 -5208 USA , DE USA Is the mailing address different than the office physical address above? No txL0002 State of Washington Business Licensing Service Processing Agent for Secretary of State Mailing address of the office: Nature of business Type: Governing People Same as registered office address. Professional, Scientific, and Technical Services GREGG TIEMANN GAVIN CAMPBELL MARSHALL HAMMACK DOUGLAS DAYTON Registered agent Agent type on file: Agent name on file: Agent's office street address on file: Agent's mailing address on file: 545 E ALGONQUIN RD ARLINGTON HTS, IL 60005 USA 545 E ALGONQUIN RD ARLINGTON HTS, IL 60005 USA 1901 S MEYERS RD STE 400 OAKBROOK TERRACE, IL 601815208 1901 S MEYERS RD STE 400 OAKBROOK TERRACE, IL 60181 CORPORATION SERVICE COMPANY Request agent change to Request Agent type change to: Request agent change to: Request agent office street address change to: Request agent mailing street address change to: Person completing this annual report 300 DESCHUTES WAY SW STE 304 TUMWATER , WA 98501 -0000 USA Same as registered office address. Business CORPORATION SERVICE COMPANY 300 DESCHUTES WAY SW STE 304 TUMWATER, WA 98501 -0000 USA Same as registered office address. Submitted By: MARSHALL HAMMACK txL0002 State of Washington Business Licensing Service Processing Agent for Secretary of State Annual report certification: Date Submitted: Jan -06 -2017 txL0002 I am the person listed above and I certify under penalty of perjury that the renewal information submitted is true and correct to the best of my knowledge. I understand that deliberately submitting false information may be punishable as a gross misdemeanor. RCW 43.07.210 PROFESSIONAL SERVICE INDUSTRIES, INC. RESOLUTION Pursuant to the authority given to Phillip M. Daniels, Assistant Secretary, by Professional Service Industries, Inc. (the "Corporation ") Board Resolution dated November 30, 2011, the following resolution was passed at a formal meeting in Oakbrook Terrace, Illinois on the below date: BE IT RESOLVED Eric Allen, Branch Manager of the Corporation, in the normal course of his duties and responsibilities as assigned by the Corporation, is empowered to execute in the name of and on behalf of the Corporation contracts (including any related documentation or certifications included in the contract documents) for professional services with City of Federal Way, known as the "Organization" BE IT FURTHER RESOLVED, that the foregoing authority shall be and continue in full force and effect until revoked or modified by written notice. Said Organization is hereby authorized and directed to at all times rely upon the last notice received by it or any resolution as to the foregoing authority when such notice bears this Corporation's Seal and is signed by one purporting to be its Assistant Secretary. AND BE IT FURTHER RESOLVED, that the Assistant Secretary of the Corporation is authorized to certify under the Corporate Seal of the Corporation, and said Organization is hereby authorized to rely upon such certification of the Assistant Secretary of the Corporation until it is formally advised of any changes therein by a subsequent certificate and under the Corporate Seal. IN WITNESS WHEREOF, I have affixed my name as Assistant Secretary, and have caused the Corporate Seal of Professional Service Industries, Inc., to be hereto affixed, this 15th day of March, 2017 Phillip M. Daniels Assistant Secretary PSI -17 -751 PROFESSIONAL SERVICE INDUSTRIES, INC. RESOLUTION Pursuant to the authority given to Phillip M. Daniels, Assistant Secretary, by Professional Service Industries, Inc. (the "Corporation ") Board Resolution dated November 30, 2011, the following resolution was passed at a formal meeting in Oakbrook Terrace, Illinois on the below date: BE IT RESOLVED Michael Kath, Special Project Manager of the Corporation, in the normal course of his duties and responsibilities as assigned by the Corporation, is empowered to execute in the name of and on behalf of the Corporation contracts (including any related documentation or certifications included in the contract documents) for professional services with City of Federal Way, known as the "Organization" BE IT FURTHER RESOLVED, that the foregoing authority shall be and continue in full force and effect until revoked or modified by written notice. Said Organization is hereby authorized and directed to at all times rely upon the last notice received by it or any resolution as to the foregoing authority when such notice bears this Corporation's Seal and is signed by one purporting to be its Assistant Secretary. AND BE IT FURTHER RESOLVED, that the Assistant Secretary of the Corporation is authorized to certify under the Corporate Seal of the Corporation, and said Organization is hereby authorized to rely upon such certification of the Assistant Secretary of the Corporation until it is formally advised of any changes therein by a subsequent certificate and under the Corporate Seal. IN WITNESS WHEREOF, I have affixed my name as Assistant Secretary, and have caused the Corporate Seal of Professional Sery Inc., to be hereto affixed, this 15th day of March, 2017. Phillip M. Daniels Assistant Secretary PSI -17 -752 RETURN TO: EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS / 2. ORIGINATING STAFF PERSON: )41 L.A. ,4 PPLE7vnl 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT /ROFESSIONAL SERVICE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ REAL ESTATE DOCUMENT ❑ ORDINANCE ❑ CONTRACT AMENDMENT (AG #): ❑ OTHER 5. PROJECT NAME: EXT: 2711 3. DATE REQ. BY: ASAQ ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ MAINTENANCE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ RESOLUTION ❑ INTERLOCAL F 4-- (A)AV 04E4- ti J 1NSp na'1 saav i c.Es 6. NAME OF CQNTRACTOR: ADDRESS: / 0095 S - E -MAIL: 'fl , tkser. Cm ' SIGNATURE NAME: ('.A5 .e Kakin ,SS :OIJ10l.- S Vi[!e. Iry DUSTRCS. 4- Ell Tatolla el TELEPHONE:pS�v FAX: 7 6 3 1 ) 3 TITL9 V'DJ e e - nylay -o. ,V 7. EXHIBITS AND ATTACHMENTS: wSCOPE, WORK OR SERVICES 14MPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES r❑ PRIOR CONTRACT /AMENDMENTS CFW LICENSE # (1 ll)L295 BL, EXP. 12/31/(�j UBI # 1Yl%I " d ' 21 3 , EXP. 11 / 5/)/ i5 00c) 00 /�,�� 8. TERM: COMMENCEMENT DATE: VT iJ E1(0C,i/'n01J COMPLETION DATE: AI 2017 of 9. TOTAL COMPENSATION: $ $O� COO T (1i1Cuj gE,MitegrA 4aI)TCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - A TACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: «'ES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ 2.5t) ° IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY `,PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT / CONTRACT REVIEW ❑ PROJECT MANAGER ❑ DIVISION MANAGER ❑ DEPUTY DIRECTOR wrbIRECTOR ❑ RR SK MANAGEMENT (IF APPLICABLE) O/i {SLAW DEPT -- q -6-7 O'o INITIAL / DATE REVIEWED INITIAL / DATE APPROVED 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING �o �'o l �/_ SENT TO VENDOR/CONTRACTOR DATE SIT: "J TTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSESYEXHIBITS I _ IAL / DATE SI NED r LAW DEPT CHIEF OF STAFF SIGNATORY (MAYOR OR DIRECTOR) CITY CLERK ASSIGNED AG # ❑ SIGNED COPY RETURNED RETURN ONE ORIGINAL COMMENT EXECUTE " ORIGINALS * 49P A. r /5 -22I DATE SENT: I Oft 8//5 DATE REC'D: 1612-1 I1 S Pf( Plt1f 7/ -NC 1/15 Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederalway. com PROFESSIONAL SERVICES AGREEMENT FOR FEDERAL WAY PAEC CONSTRUCTION INSPECTION SERVICES This Professional Services Agreement ( "Agreement ") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and Professional Service Industries, Inc., an Illinois corporation ( "Contractor "). The City and Contractor (together "Parties ") are located and do business at the below addresses, which shall be valid for any notice required under this Agreement: PROFESSIONAL SERVICE INDUSTRIES, INC: Mike Kath, P.E. 10025 S Tacoma Way #H1 Tacoma, WA 98499 253 -589 -1804 (telephone) 253 -589 -2136 (facsimile) mike.kath @psiusa.com CITY OF FEDERAL WAY: William Appleton, P.E. 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -2711 (telephone) (253) 835 -2709 (facsimile) william .appleton @cityoffederalway.com 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 August 1, 2017 ( "Term "). This Agreement may be extended for additional periods of time upon the mutual written agreement of the Parties. 2. SERVICES. The Contractor shall perform the services more specifically described in Exhibit A ( "Services "), attached hereto and incorporated by this reference, in a manner consistent with the accepted professional practices for other similar services within the Puget Sound region in effect at the time those services are performed, performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. The Contractor warrants that it has the requisite training, skill, and experience necessary to provide the Services and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. Services shall begin immediately upon the effective date of this Agreement. Services shall be subject, at all times, to inspection by and approval of the City, but the making (or failure or delay in making) such inspection or approval shall not relieve Contractor of responsibility for performance of the Services in accordance with this Agreement, notwithstanding the City's knowledge of defective or non- complying performance, its substantiality or the ease of its discovery. 3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days' written notice at its address set forth above. The City may terminate this Agreement immediately if the Contractor fails to maintain required insurance policies, breaches confidentiality, or materially violates Section 12 of this Agreement. Termination for such conduct may render the Contractor ineligible for City agreements in the future. 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 rates for the Term. Except as otherwise provided in Exhibit B, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance of Services and payment under this Agreement. PROFESSIONAL SERVICES AGREEMENT - 1 1/2015 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www c#yoffedera/way corn 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 following receipt and approval by the appropriate City representative of the voucher or invoice. If the Services do not meet the requirements of this Agreement, the Contractor will correct or modify the work to comply with the Agreement. The City may withhold payment for such work until the work meets the requirements of the Agreement. 4.3 Non - Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City will not be obligated to make payments for Services or amounts incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Services for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 5. INDEMNIFICATION. 5.1 Contractor Indemnification. The Contractor agrees to release, indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses, attorney's fees, costs, and /or litigation expenses to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives; arising from, resulting from, or in connection with this Agreement or the acts, errors or omissions of the Contractor in performance of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, the Contractor's liability, including the duty and cost to defend, hereunder shall be only to the extent of the Contractor's negligence. Contractor shall ensure that each sub - contractor shall agree to defend and indemnify the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the extent and on the same terms and conditions as the Contractor pursuant to this paragraph. The City's inspection or acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. 5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts, disability benefit acts or any other benefits acts or programs. The Parties acknowledge that they have mutually negotiated this waiver. 5.3 City Indemnification. The City agrees to release, indemnify, defend and hold the Contractor, its officers, directors, shareholders, partners, employees, agents, representatives, and sub - contractors harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including without limitation, their respective agents, licensees, or representatives, arising from, resulting from or connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of the City. 5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Contractor, their agents, representatives, employees, or subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as follows: PROFESSIONAL SERVICES AGREEMENT - 2 - 1/2015 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederalway com 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, stopgap liability, personal injury, bodily injury, death, property damage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than $1,000,000 for each occurrence and $2,000,000 general aggregate. b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington. c. Automobile liability insurance covering all owned, non - owned, hired, and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for bodily injury, including personal injury or death, and property damage. d. Professional liability insurance with limits no less than $1,000,000 per claim and $2,000,000 policy aggregate for damages sustained by reason of or in the course of operation under this Agreement, whether occurring by reason of acts, errors or omissions of the Contractor. 6.2. No Limit of Liability. Contractor's maintenance of insurance as required by this 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 with respect to 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 Contractor's insurance. 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 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 request. 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files, computer disks, magnetic media, or material that 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 such work product remaining in the possession of Contractor shall be delivered to the City. 9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Services specified in this Agreement, 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. PROFESSIONAL SERVICES AGREEMENT 3 1/2015 CITY OF � Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www crtyoffedera/way com 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 that 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 for any loss of or damage to materials, tools, or other articles used or held for use in connection with the Services. 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, the negotiation, drafting, signing, administration of this Agreement, or the evaluation of 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, honorably discharged veteran or military status, sexual orientation including gender expression or identity, 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 Parts 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 PROFESSIONAL SERVICES AGREEMENT - 4 - 1/2015 Fecieral Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederalway com obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 13.3 Compliance with Laws. The Contractor shall comply with and perform the Services in accordance with all applicable federal, state, local, and city laws including, without limitation, all City codes, ordinances, resolutions, regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made effective. If a violation of the City's Ethics Resolution No. 91 -54, as amended, occurs as a result of the formation or performance of this Agreement, this Agreement may be rendered null and void, at the City's option. 13.4 Enforcement. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the Contractor's performance of this Agreement. Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available to the City at law, in equity, or by statute. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of the City to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules, and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative process. If the King County Superior Court does not have jurisdiction over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of the state and federal courts in King County, Washington and waives any objection that such courts are an inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Party shall pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; 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 Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www crtyoffederalway com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY DATE: / "/Plh 'S PROFESSIONAL SERVICE INDUSTRIES, INC. By Printed Name: Mike Kath, P.E. Title: Project Manager DATE: /G — Z ATTEST: lerk, Stephanie C APPROVED AS TO FORM: , CMC f City Attorney, Amy Jo Pearsall Su •P •' (f) ; Aotifinfr Up WAS\' STATE OF WASHINGTON ) ) ss. COUNTY OF la �'� ) On this day personally appeared before me Mike Kath, to me known to be the Project Manager of Professional Service Industries, Inc. that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this g19—clay of OCy, , 206 Notary's signature Notary's printed name VAt IArj ‘11.5 Notary Public in and for the State of Washington. My commission expires 01(01 1201$ PROFESSIONAL SERVICES AGREEMENT 6 1/2015 Federal Way EXHIBIT A SERVICES CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www atyoffederalway com 1. The Contractor shall provide International Building Code (IBC) required Special Inspection services for the Federal Way Performing Arts and Event Center project located at the northeast comer of S. 316 Street and Pete Von Reichbauer Way, Federal Way, WA, as described below. • Onsite inspections and material sampling • Offsite inspections and material sampling • Transportation of samples to laboratory • Controlled storage of samples • Perform laboratory tests • Disposal of samples • Provide preliminary reports to onsite management • Provide and distribute written reports to all interested parties • Track and report all deficiencies • Attend pre - construction meetings • Provide Final Letter of Inspection to all interested parties • Consult with City and other Consultants as required • Building envelope pre - construction meeting • Whole building air barrier leakage test in accordance with State of Washington energy code • Water spray nozzle testing • Exterior building inspections for roofing, exterior skin and glazing systems as may be requested. 2. Within 10 calendar days of receiving the Project Construction Schedule, the Contractor shall provide the City with a schedule of required inspections, associated man hours, and estimated inspection costs for the project through completion. The Contractor shall be responsible for updating the inspection schedule, man-hours and costs to accurately reflect any changes in the project construction schedule, and will provide updates to the City on a monthly basis. 3. The Contractor shall coordinate with the building contractor (Garco Construction Inc.) in order to schedule and perform the necessary inspections in an efficient and cost effective manner. The Contractor shall also coordinate as needed with the City's representative (Lorax Partners) to ensure they are well informed of the inspection schedule and expenditures. 4. Contactor shall perform services in a timely manner in accordance with industry standards and as described in Project Construction Documents. 5. Scope of services is not to include: geotechnical inspections including pin piles; building footings and slab subgrade preparation and bearing capacity; and capillary break installation. PROFESSIONAL SERVICES AGREEMENT 7 1/2015 Federal Way EXHIBIT B COMPENSATION CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www crtyoffederalway com 1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to exceed Eighty Thousand and No /100 Dollars ($80,000.00). Reimbursable expenses in an amount of Two Thousand Five Hundred and No /100 Dollars ($2,500.00) are included in the total compensation amount. 2. Method of Compensation: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount, calculated on the basis of the schedule of services and fees below, which are inclusive of all applicable state or local taxes. Building Envelope Testing Services: 1. Whole Building Air Barrier Leakage Rate Testing (ASTM E 779 &1186) $19,500 2. AAMA 501.2 (3 days of site testing x $2,100) $6,300 3. Building Envelope Pre - Construction Meeting $1,400 4. Roof Inspection (per each) $1,400 5. Air Barrier /Exterior Walls (per each) $1,400 6. Miscellaneous Building Envelope Sealant Testing (per each) $1,300 Continued on next page. PROFESSIONAL SERVICES AGREEMENT 8 - 1/2015 ����i Information "'�'� .ToBuild On bgen.a+q • Conud -fna • Meting SCHEDULE OF SERVICES AND FEES Effective: January 1, 2015 A. PROFESSIONAL SERVICES Special Inspection' 48.00 /hr Compaction Testing, Densometer /Sand Cone (ASTM D 2922, D 1556 D -2950) 48.00 /hr Project Management, Report Review & Evaluation 85.00 /hr Staff Geotechnical Engineer /Geologist 125.00/hr Project Geotechnical Engineer /Geologist 155.00/hr Principal Consultant 175.00/hr Administrative Staff /Report Preprocessing NO CHARGE B. STRUCTURAL STEEL Special Inspection, Structural Steele 60.00 /hr Non - Destructive Examination ( UT, MT, PT) 3 75.00 /hr Tension Calibrator 80.00 /day C. CONCRETE LABORATORY TESTING Compression Strength Test, Each, (ASTM C 39) 18.00 /ea Compression Strength Test, Cast/Delivered by Others, Each, (ASTM C 39) 55.00 /ea Compression Strength Test for Core Specimen, Each, (ASTM C 42, C 513) 50.00 /ea Flexural Strength Test, Each, (ASTM C 78, C 293) 80.00 /ea Density Test, Normal & Light Weight Concrete, Each Specimen (ASTM C 642) 40.00 /ea Splitting Tensile Test, Each, (ASTM C 496) 75.00/ea Concrete Cylinder Molds, Each 5.00 /ea Concrete Coring 90.00 /hr Penetration Resistance of Hardened ConcretejASTM C 803) 90.00 /hr Penetration Resistance of Hardened Concrete charges per set of three 35.00 /set Concrete Mix design Quoted Per Project Quoted Per Project Concrete Batchplant Certification Quoted Per Project D. SHOTCRETE LABORATORY TEST Compression Test, Three Cores Per Panel (ASTM C 1140) 145.00/ea Additional Cores, Each 50.00 /ea ' Reinforced Concrete, Reinforced Masonry, Pre - Stressed and Post - Tensioned Concrete 2 Roofing, Nailing, Wood Structures, Piling, Sprayed -on Fireproofing, Shotcrete, and Concrete Batchplant 3 Ultrasonic, Magnetic Particle and Dye Penetrant Professional Service lndustnes, Inc • 10025 S Tacoma Way #•1 • Tacoma. WA 98499 • P 253 -589 -1804 • F 253 -589 -2136 x Information r%9 i .Ta Build On rnarn.wits • c«n.,nrmr • *eft SCHEDULE OF SERVICES AND FEES Effective: January 1, 2015 E. MASONRY LABORATORY TESTING Mortar Compressive Strength Test, Each (ASTM C 780) 22.00 /ea Grout Compression Strength Test, Each, (ASTM C 1019) 22.00 /ea Prisms, Grouted /Ungrouted, 8 "x8 "x16 ", Each, (UBC 21 -17) 118.00 /ea Masonry Units, Each, (ASTM C 140) 1556) 95.00 /ea Youngs Modulus of Elasticity (ASTM E 111) 185.00/ea 220.00 /ea Efflorescence Test (ASTM C 67 Article 10) Coarse Aggregate Specific Gravity (AST t11 C 127) 330.00 /ea Freezing and Thawing (ASTM C 67, Article 8, Maximum Cycle) 2200.00 /ea Brick Compressive Strength Test (ASTM C 67, Article 6) 120.00 /ea F. SOILS LABORATORY TESTING Sieve Analysis (ASTM C 136, C 117, D 1140) 125.00/ea 100.00 /ea Hydrometer Analysis (ASTM D 422) Fracture Face Count (WSDOT 103, AST JI D 5821) 235.00/ea Moisture /Density Relationship (ASTM D 698, D 1557) 200.00 /ea Sand Cone Density Test, Each, (ASTM D 1556) 40.00 /ea Natural Moisture Content (ASTM D 2216). 185.00/ea 40.00 /ea Organic Content Test (ASTM D 2974) Coarse Aggregate Specific Gravity (AST t11 C 127) 160.00 /ea Permeability (ASTM D 5084) 85.00 /ea 500.00 /ea Permeability Test, Constant Head (ASTM D 2434) 290.00 /ea Specific Gravity (ASTM D 854) 550.00 /ea 105.00 /ea Atterberg Limits (ASTM D 4318) 220.00 /ea Visual Soil Classification (ASTM C 2488) 40.00 /ea California Bearing Ratio (ASTM D 1883) 550.00 /ea G. AGGREGATE LABORATORY TEST NG Clay Lumps and Friable Particles (ASTM C 142) 125.00/ea Organic Impurities (ASTM C 40) 145.00/ea Fracture Face Count (WSDOT 103, AST JI D 5821) 158.00 /ea Sand Equivalent (ASTM D 2419) 100.00 /ea Soundness- Sodium Sulfate (ATSM C 88) 500.00 /ea Soundness - Magnesium Sulfate 600.00 /ea Abrasion (ASTM C 131, C 535) 185.00/ea Unconfined Compressive Test, Intact Rork Cores, Each, (ASTM 0 2938) 130.00 /ea Coarse Aggregate Specific Gravity (AST t11 C 127) 85.00 /ea Fine Aggregate Specific Gravity (ASTM C 128) 85.00 /ea Aggregate Unit Weight (ASTM C 29) 100.00 /ea Resistivity (ASTM D 2844) 230.00 /ea Ethylene Glycol Expansive Breakdown CRD(C -145) 550.00 /ea Degradation (WSDOT T -113) 245.00 /ea Federal Way PAEC October 9, 2015 REV1 Page 2 of 3 PIC= Information W To Build On 6gN.aary • Conetaters • Aerew SCHEDULE OF SERVICES AND FEES Effective: January 1, 2015 H. ASPHALTIC CONCRETE Marshal Stability and Flow, 3 Specimens (ASTM D 1559, AASHTO T 245) 260.00 /ea Rice Density (ASTM 0 2041, PASHTO T 245) 105.00 /ea Bulk Specific Gravity, Cores, (ASTM D 2726, AASHTO T 166) 70.00 /ea Extraction /Gradation (ASTM D6307) (AASHTO T308) 235.00/ea Mix Design, Marshal Method, 3 Trials and Specimens (ASPHALT INST. MS 2) Quoted Per Project Mix Design, Marshal Method, 6 Trials and Specimens (ASPHALT INST. MS 2) Quoted Per Project I. OTHER MATERIALS Sprayed -on Fireproofing Dry Unit Weight (ASTM E 602) 58.00 /ea Adhesion /Cohesion Test (ASTM E 726) 50.00 /ea Anchor Bolt Pull Test (includes hydraulic ram / equipment) 135.00/hr Concrete Floor Moisture Test, Each 54.00 /ea Pachometer Inspection 90.00/hr Ground Penetrating Radar (3 hour minimum) 250.00/hr J. MISCELLANEOUS All Outside Expenses ( i.e., Subsistence, Equipment Rental, Materials, Sub contract, Airfare, etc.) Vehicle Trip Charge / trip Cos 110% ` Plus 38% NO CHARGE Sample Pick -up / Delivery $25.00 REMARKS 1) Inspection services overtime is charged at 1.6 times the basic rate. Overtime rate applies to all work in excess of 8 hours per day, or work performed before 7:00 AM or after 3:30 PM, and on Sundays & Saturdays. Work performed during PSI - recognized holidays is charged 2.0 times the basic rate. 2) To better serve our clients fleld inspection services should be scheduled by 3:30 PM the day before services are required. 3) A minimum of 4 hours will be charged portal to portal per assigned field inspector and any late cancellations. 4) All contaminated soils and material tests will be charged twice the amount indicated In this fee schedule and the material will be returned to client for disposal, after the test is performed. 5) A project set up fee of $250.00 will be charged for all new projects. 6) All samples will be disposed of after completion of testing. Samples with Non - conformance test results will be retained for 10 days after completion of testing. 7) Should it be necessary, tests not capable of being performed in our Seattle laboratory will be sub- contracted to a qualified testing provider. The use of outside testing sources shall not jeopardize quality and shalt be clearly Identified on the final report should they be used. 8) ACI 30140 section 1.6.2.2.d, states that the contractor is responsible for "(providing] space and source of electrical power on the project site for facilities to be used for Initial curing of concrete test specimens as required by ASTM C31 /C31M, for the sole use of the Owner's quality assurance testing. PSI understands the term "space" to mean "an environmentally controlled and secure space" for initial curing in the field, and the contractor is required to provide electricity and security of the space. Accordingly, this proposal does not Include provisions or the associated fee for PSI to provide this service. The Initial curing box can be provided by PSI at the project site for additional fees which shalt include the daily rental cost and associated mobilization cost of the curing box. In the event the curing box is stolen or damaged as the site security is the responsibility of the contractor, PSI shall Invoice our client the cost of the same at cost plus 15%. 9) The services proposed herein are conventional in nature and do not include any special services that may lessen the risk of conditions that can contribute to moisture, mold or other microbial contaminate amplification in buildings. You may be aware that mold Is abundant throughout nature and la comprised of a wide variety of microscopic fungi. Due to Its nature, the potential for mold infestations cannot be completely eliminated. However, PSI offers a wide array of professional Moisture, Waterproofing, Roofing and Indoor Air Quality/Mold Consulting services that can help minimize the likelihood of future occurrences. PSI is interested in discussing these service options with you to suit your specific needs and project objectives. If requested, PSI will submit a proposal for these additional services under a separate cover for your review and authorization. 10) A project close out fee of $150.00 wilt be charged for review of completed project documents, and flnal letter Federal Way PAEC October 9. 2015 REV1 Page 3 of 3 J Exhibit C .--------1 ® AC► o CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDIYYY)D 10/21/2015 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 Marsh USA Inc. 1717 Arch Street Philadelphia, PA 19103 Attn: Philadelphia.Certs @Marsh.com Fax: 212 -948 -0360 J19623- PSI -GAWUP -15-16 CONTACT NAME: PHONE PHONE (A/C. No. Est): (A/C, No): E -MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : Travelers Property Casualty Co. Of America 25674 INSURED PROFESSIONAL SERVICE INDUSTRIES, INC. 10025 SOUTH TACOMA WAY, #H1 TACOMA, WA 98499 INSURER 8 : N/A N/A INSURER c : Lexington Insurance Company 19437 INSURER D : Charter Oak Fire Insurance Company 25615 INSURER E : INSURER F : CLAIMS -MADE COVERAGES CERTIFICATE NUMBER: CLE- 005017263 -01 REVISION NUMBER:1 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 LT TYPE OF INSURANCE ADDL INSD SUER W VD POLICY NUMBER POLICY EFF (MM/DD /YYYY) POLICY EXP YYY (MM/DD/Y) LIMITS A X COMMERCIAL GENERAL LIABILITY TC2JGLSA8042X73ATIL15 03/01/2015 03/01/2016 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 PROD / COMPLETED OPS. PERSONAL & ADV INJURY $ 1,000,000 X CONTRACTUAL GENERAL AGGREGATE $ 2,000,000 GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECT PER: LOC PRODUCTS - COMP /OP AGG $ 2,000,000 $ A AUTOMOBILE X LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS SCHEDULED AUTOS NON-OWNED AUTOS TC2JCAP8042X741TIL15 03/01/2015 03/01/2016 COMBINED SINGLE LIMIT (Ea accident) $ 2,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB i OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ $ DED RETENTION $ D D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y 1 N N N / A TC20UB824K294A15 (AOS) ( WI) TRJUB8042X76515 (AZ, MA, OR, WI 03/01/2015 03/01/2015 03/01/2016 03/01/2016 X STATUTE OTH E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 C PROFESSIONAL LIABILITY 020720814 SIR: 1,000,000 03/01/2015 03/01/2016 EACH CLAIM 1,000,00( AGGREGATE 2,000,001 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) RE: FEDERAL WAY PAEC CONSTRUCTION INSPECTION SERVICES CITY OF FEDERAL WAY IS INCLUDED AS ADDITIONAL INSURED WHERE REQUIRED BY WRITTEN CONTRACT, BUT ONLY TO THE EXTENT OF THEIR LIABILITY RESULTING FROM THE NEGLIGENCE OF THE INSURED AND WITH RESPECT TO SERVICES PROVIDED BY THE INSURED FOR THE ADDITIONAL INSURED, EXCLUDING WORKERS COMPENSATION AND PROFESSIONAL LIABILITY, CERTIFICATE HOLDER CANCELLATION CITY OF FEDERAL WAY 33325 8TH AVENUE SOUTH FEDERAL WAY, WA 98003 -6325 ACORD 25 (2014101) 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 of Marsh USA Inc. Manashi Mukherjee _.14 -x Vrao ` - e.>E- ©1988 -2014 ACORD CORPORATION. All rights reserved The ACORD name and logo are registered marks of ACORD